As filed with the Securities and Exchange
Commission on December 22, 2025
1933 Act Registration No. 333-168727
1940 Act Registration No. 811-22452
United States
Securities and Exchange Commission
Washington, D.C. 20549
Form N-1A
| Registration Statement Under the Securities Act of 1933 |
[ ] |
| Pre-Effective Amendment No. __ |
[ ] |
| Post-Effective
Amendment No. 89 |
[X] |
| and/or |
| Registration Statement Under the Investment Company Act of 1940 |
[ ] |
| Amendment No. 90 |
[X] |
First Trust Series Fund
(Exact
Name of Registrant as Specified in Charter)
120 East Liberty Drive, Suite 400
Wheaton, Illinois 60187
(Address of Principal Executive Offices)
(Zip Code)
Registrant’s Telephone
Number, including Area Code: (800) 621-1675
W. Scott Jardine, Esq., Secretary
First Trust Series Fund
First Trust Advisors L.P.
120 East Liberty Drive, Suite 400
Wheaton, Illinois 60187
(Name and Address of Agent for Service)
Copy to:
Eric F. Fess, Esq.
Chapman and Cutler LLP
320
South Canal Street
Chicago,
Illinois 60606
It is proposed that this filing will become effective
(check appropriate box):
[ ] immediately upon filing pursuant to paragraph (b)
[ ] on (date) pursuant to
paragraph (b)
[X] 60 days after filing pursuant to paragraph (a)(1)
[ ] on (date) pursuant to paragraph (a)(1)
[ ] 75 days after filing pursuant to paragraph (a)(2)
[ ] on (date) pursuant to paragraph (a)(2) of Rule 485.
If appropriate, check the following box:
[ ] this post-effective
amendment designates a new effective date for a previously filed post-effective amendment.
Contents
of Post-Effective Amendment No. 89
This Registration
Statement comprises the following papers and contents:
The Facing Sheet
Part A - Prospectus
for First Trust WCM Focused Global Growth Fund.
Part B - Statement
of Additional Information for First Trust WCM Focused Global Growth Fund.
Part C - Other Information
Signatures
Index to Exhibits
Exhibits
Prospectus
PRELIMINARY PROSPECTUS DATED DECEMBER 22, 2025 SUBJECT TO COMPLETION
FIRST TRUST WCM FOCUSED GLOBAL GROWTH FUND
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The Securities and Exchange Commission has not approved or disapproved of these securities
or passed upon the adequacy or accuracy of this prospectus. Any representation to
the contrary is a criminal offense.
NOT FDIC INSURED MAY LOSE VALUE NO BANK GUARANTEE
The Information in this prospectus is not complete and may be changed. We may not
sell these securities until the registration statement filed with the Securities and
Exchange Commission is effective. This prospectus is not an offer to sell these securities
and it is not soliciting an offer to buy these securities in any state where the offer
or sale is not permitted.
Summary Information
First Trust WCM Focused Global Growth Fund
The First Trust WCM Focused Global Growth Fund (the "Fund") seeks to provide long-term capital appreciation.
Fees and Expenses of the Fund
This table describes the fees and expenses that you may pay if you buy, hold and sell
shares of the Fund. Investors purchasing Institutional Class shares as “clean shares” may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the table below. You may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $50,000 in the Fund or in other First Trust Advisors L.P. mutual funds. More information about these and other discounts, as well as eligibility requirements for
each share class, is available from your financial advisor and in “Share Classes” on page 21 of this prospectus, “Investment in Fund Shares” on page 29 of this prospectus and “Purchase and Redemption of Fund Shares” on page 29 of the Fund’s statement of additional information (“SAI”).
Shareholder Fees
(fees paid directly from your investment)
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Maximum Sales Charge (Load) Imposed on Purchases (as a
percentage of offering price)
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Maximum Deferred Sales Charge (Load) (as a percentage of the
lesser of purchase price or redemption proceeds)(1)
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Maximum Sales Charge (Load) Imposed on Reinvested Dividends
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Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment)
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Distribution and Service (12b-1) Fees
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Total Annual Fund Operating Expenses
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Fee Waiver and Expense Reimbursement(3)
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Total Annual Fund Operating Expenses After Fee Waivers and
Expense Reimbursements
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(1)
For Class A shares purchased at net asset value without a sales charge because the
purchase amount exceeded $[__], a contingent deferred sales charge of 1% may be imposed on any redemption within 12 months of purchase.
The contingent deferred sales charge on Class C shares applies only to redemptions within 12 months of purchase.
(2)
“Other Expenses” is an estimate based on the expenses the Fund expects to incur for the current fiscal year.
(3)
The Fund’s investment advisor has agreed to waive fees and reimburse expenses through [________, 20__] so that Total Annual Fund Operating Expenses (excluding taxes, interest, all brokerage commissions, other normal charges
incident to the purchase and sale of portfolio securities, distribution and service fees payable pursuant to a Rule 12b-1 plan, if
any, and extraordinary expenses) do not exceed [___]% of the average daily net assets of any class of Fund shares. Fees waived or expenses borne by the Fund’s investment advisor and sub-advisor are subject to reimbursement by the Fund for up to three years from the date the fee
was waived or expense was incurred, but no reimbursement payment will be made by the Fund at any time if it would result in the Fund’s expenses exceeding (i) the applicable expense limitation in place for the most recent fiscal year for which such expense limitation
was in place, (ii) the applicable expense limitation in place at the time the fees were waived, or (iii) the current expense limitation. Expense
limitations may be terminated or modified prior to their expiration only with the approval of the Board of Trustees of the First Trust
Series Fund.
Example
The following example is intended to help you compare the cost of investing in the
Fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the Fund for the time
periods indicated and then hold or sell all of your shares at the end of those periods. The example also assumes that your
investment has a 5% return each year and that the Fund’s annual operating expenses (excluding taxes, interest, all brokerage commissions, other normal charges incident to the purchase and sale of portfolio securities, distribution and service fees payable
pursuant to a Rule 12b-1 plan, if any, and extraordinary expenses) remain at current levels through [________, 20__]. Although
your actual costs may be higher or lower, based on these assumptions your costs would be:
Portfolio Turnover
The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher
taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the Fund’s performance. As a result of a reorganization, described in greater detail below, the
Fund has assumed the performance of WCM Focused Global Growth Fund (the “Predecessor Fund”), an open-end investment management company. During the most recent fiscal year, the Fund’s portfolio turnover rate was of the average value of its portfolio.
Principal Investment Strategies
Under normal market conditions, the Fund seeks to achieve its investment objective
by investing in the equity securities of companies located throughout the world, including the United States. Such equity securities
may include common stock and depositary receipts (including American Depositary Receipts (“ADRs”), European Depositary Receipts (“EDRs”), Canadian Depositary Receipts (“CDRs”) and Global Depositary Receipts (“GDRs”)). The Fund may also invest in securities denominated in non-U.S. currencies. Under normal market conditions, the Fund invests at least
40% of its net assets in companies organized, headquartered or doing a substantial amount of business outside the United States,
including emerging and frontier market countries. Emerging and frontier countries or markets are those countries or markets
with low- to middle-income economies as classified by the World Bank or included in any of the Morgan Stanley Capital International
(MSCI) emerging markets or frontier markets indices. The Fund’s sub-advisor, WCM Investment Management, LLC (the “Sub-Advisor”), considers a company to be located in a country if the company has been organized under the laws of, has
its principal offices in, or has its securities principally traded in, the country, or if the company derives at least 50% of its
revenues or net profits from, or has at least 50% of its assets or production capacities in, the country. The Sub-Advisor considers
a company that has at least 50% of its assets, or derives at least 50% of its revenues from business, outside the United
States as doing a substantial amount of business outside the United States.
The Sub-Advisor uses a bottom-up approach that seeks to identify companies with attractive
fundamentals, such as long-term historical growth in revenue and earnings, and/or a strong probability for superior future growth. The Sub-Advisor’s investment process seeks companies that are industry leaders with strengthening competitive advantages;
corporate cultures emphasizing strong, quality and experienced management; low or no debt; and attractive relative
valuations. The Sub-Advisor also considers other factors including political risk, monetary policy risk and regulatory risk in
selecting securities.
Although the Fund may invest in the securities of companies of any size, it generally
invests in the securities of established multinational companies. The Fund generally invests in securities of companies located
in different regions and in at least three different countries. However, from time to time, the Fund may have a significant
portion of its assets invested in the securities of companies in one or a few countries or regions.
As of ______, 2026, the Fund had significant investments in financial companies, information
technology companies and European issuers, although this may change from time to time. Over time, the Fund may have significant investments in a jurisdiction
or investment sector that it may not have had as of ________, 2026. To the extent
the Fund invests a significant portion of its assets in a given jurisdiction or investment sector, the Fund may be exposed to the
risks associated with that jurisdiction or investment sector. The Fund will not invest 25% or more of the value of its total
assets in securities of issuers in any one industry or group of industries.
You could lose money by investing in the Fund. An investment in the Fund is not a deposit of a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other governmental
agency. There can be no assurance that the Fund’s investment objective will be achieved. The order of the below risk factors does not indicate the significance of any particular risk factor.
CURRENCY RISK. Changes in currency exchange rates affect the value of investments denominated in
a foreign currency, and therefore the value of such investments in the Fund’s portfolio. The Fund’s net asset value could decline if a currency to which the Fund has exposure depreciates against the U.S. dollar or if there are delays
or limits on repatriation of such currency. Currency exchange rates can be very volatile and can change quickly and unpredictably.
As a result, the value of an investment in the Fund may change quickly and without warning.
CURRENT MARKET CONDITIONS RISK. Current market conditions risk is the risk that a particular investment, or shares
of the Fund in general, may fall in value due to current market conditions. As a means
to fight inflation, the Federal Reserve and certain foreign central banks have raised interest rates; however, the Federal Reserve
has begun to lower interest rates and may continue to do so. U.S. regulators have proposed several changes to market and
issuer regulations which would directly impact the Fund, and any regulatory changes could adversely impact the Fund’s ability to achieve its investment strategies or make certain investments. Potential future bank failures could result in disruption
to the broader banking industry or markets generally and reduce confidence in financial institutions and the economy as a whole,
which may also heighten market volatility and reduce liquidity. Additionally, challenges in commercial real estate markets,
including high interest rates, declining valuations and elevated vacancies, could have a broader impact on financial markets. The ongoing
adversarial political climate in the United States, as well as political and diplomatic events both domestic and abroad,
have and may continue to have an adverse impact the U.S. regulatory landscape, markets and investor behavior, which could have a negative impact on the Fund’s investments and operations. The change in administration resulting from the 2024 United
States national elections could result in significant impacts to international trade relations, tax and immigration
policies, and other aspects of the national and international political and financial landscape, which could affect, among other
things, inflation and the securities markets generally. Other unexpected political, regulatory and diplomatic events within the
U.S. and abroad may affect investor and consumer confidence and may adversely impact financial markets and the broader economy.
For example, ongoing armed conflicts between Russia and Ukraine in Europe and among Israel, Iran, Hamas and other
militant groups in the Middle East, have caused and could continue to cause significant market disruptions and volatility
within the markets in Russia, Europe, the Middle East and the United States. The hostilities and sanctions resulting from
those hostilities have and could continue to have a significant impact on certain Fund investments as well as Fund performance
and liquidity. The economies of the United States and its trading partners, as well as the financial markets generally,
may be adversely impacted by trade disputes, including the imposition of tariffs, and other matters. For example, the United States
has imposed trade barriers and restrictions on China. In addition, the Chinese government is engaged in a longstanding dispute
with Taiwan, continually threatening an invasion. If the political climate between the United States and China does not improve
or continues to deteriorate, if China were to attempt invading Taiwan, or if other geopolitical conflicts develop or worsen,
economies, markets and individual securities may be adversely affected, and the value of the Fund’s assets may go down. A public health crisis and the ensuing policies enacted by governments and central banks may cause significant volatility
and uncertainty in global financial markets, negatively impacting global growth prospects. As the COVID-19 global pandemic illustrated,
such events may affect certain geographic regions, countries, sectors and industries more significantly than others.
Advancements in technology may also adversely impact markets and the overall performance of the Fund. For instance, the
economy may be significantly impacted by the advanced development and increased regulation of artificial intelligence. Additionally,
cyber security breaches of both government and non-government entities could have negative impacts on infrastructure
and the ability of such entities, including the Fund, to operate properly. These events, and any other future events,
may adversely affect the prices and liquidity of the Fund’s portfolio investments and could result in disruptions in the trading markets.
CYBER SECURITY RISK. The Fund is susceptible to operational, information security and related risks through
breaches in cyber security. A breach in cyber security refers to both intentional and unintentional
events that may cause the Fund to lose proprietary information, suffer data corruption or lose operational capacity, any
of which could result in a material adverse effect on the Fund or its shareholders. Such events could cause the Fund to incur
regulatory penalties, reputational damage,
additional compliance costs associated with corrective measures and/or financial loss.
Cyber security breaches may involve unauthorized access to the Fund’s digital information systems through “hacking” or malicious software coding but may also result from outside attacks such as denial-of-service attacks through efforts to make
network services unavailable to intended users. Emerging threats like ransomware or zero-day exploits could also cause disruptions
to Fund operations. In addition, cyber security breaches of the issuers of securities in which the Fund invests or the Fund’s third-party service providers, such as its administrator, transfer agent, custodian, or sub-advisor, as applicable, among
many other third-party service providers, can also subject the Fund to many of the same risks associated with direct cyber security
breaches. Further, errors, misconduct, or compromise of accounts of employees of the Fund or its third-party service providers
can also create material cybersecurity risks. Although the Fund has established risk management systems designed to reduce
the risks associated with cyber security, there is no guarantee that such efforts will succeed, especially because the Fund
does not directly control the cyber security systems of issuers or third-party service providers. Cyber security incidents may
also trigger Fund obligations under data privacy laws, potentially increasing notification and compliance burdens. Cyber security incidents
affecting issuers in whose securities the Fund invests may also have a negative impact on the value of the securities of
such issuers, and in turn, the value of the Fund.
DEPOSITARY RECEIPTS RISK. Depositary receipts represent equity interests in a foreign company that trade on
a local stock exchange. Depositary receipts may be less liquid than the underlying shares in their
primary trading market. Any distributions paid to the holders of depositary receipts are usually subject to a fee charged by
the depositary. Holders of depositary receipts may have limited voting rights, and investment restrictions in certain countries may
adversely impact the value of depositary receipts because such restrictions may limit the ability to convert the equity shares
into depositary receipts and vice versa. Such restrictions may cause the equity shares of the underlying issuer to trade at
a discount or premium to the market price of the depositary receipts.
EMERGING MARKETS RISK. Investments in securities issued by governments and companies operating in emerging
market countries involve additional risks relating to political, economic, or regulatory
conditions not associated with investments in securities and instruments issued by U.S. companies or by companies operating in other
developed market countries. Investments in emerging markets securities are generally considered speculative in
nature and are subject to the following heightened risks: smaller market capitalization of securities markets which may suffer
periods of relative illiquidity; market manipulation; significant price volatility; restrictions on foreign investment; possible
repatriation of investment income and capital; rapid inflation; and currency convertibility issues. Emerging market countries
also often have less uniformity in accounting, auditing and reporting requirements, unsettled securities laws, unreliable
securities valuation and greater risk associated with custody of securities. Financial and other reporting by companies
and government entities also may be less reliable in emerging market countries. Shareholder claims that are available in the
U.S., as well as regulatory oversight and authority that is common in the U.S., including for claims based on fraud, may be
difficult or impossible for shareholders of securities in emerging market countries or for U.S. authorities to pursue. Furthermore,
investors may be required to register the proceeds of sales and future economic or political crises could lead to price
controls, forced mergers, expropriation or confiscatory taxation, seizure, nationalization or creation of government monopolies.
EQUITY SECURITIES RISK. The value of the Fund's shares will fluctuate with changes in the value of the equity
securities in which it invests. Equity securities prices fluctuate for several reasons, including changes in investors’ perceptions of the financial condition of an issuer or the general condition of the relevant equity market, such
as market volatility, or when political or economic events affecting an issuer occur. Common stock prices may be particularly
sensitive to rising interest rates, as the cost of capital rises and borrowing costs increase. Equity securities may decline
significantly in price over short or extended periods of time, and such declines may occur in the equity market as a whole, or they
may occur in only a particular country, company, industry or sector of the market.
EUROPE RISK. The Fund is subject to certain risks specifically associated with investments in
the securities of European issuers. Political or economic disruptions in European countries, even in countries in which
the Fund is not invested, may adversely affect security values and thus the Fund’s holdings. A significant number of countries in Europe are member states in the European Union (the “EU”), and the member states no longer control their own monetary policies by directing
independent interest rates for their currencies. In these member states, the authority to direct
monetary policies, including money supply and official interest rates for the Euro, is exercised by the European Central Bank.
In a 2016 referendum, the United Kingdom elected to withdraw from the EU (“Brexit”). After years of negotiations between the United Kingdom and the EU, a withdrawal
agreement was reached whereby the United Kingdom formally left the EU. As the second
largest economy among EU members, the implications of the United Kingdom’s withdrawal are difficult to gauge and cannot be fully known. Its departure may negatively impact the EU and Europe as a whole by causing volatility within the EU,
triggering prolonged economic downturns
in certain European countries or sparking additional member states to contemplate
departing the EU (thereby perpetuating political instability in the region).
FINANCIAL COMPANIES RISK. Financial companies, such as retail and commercial banks, insurance companies and
financial services companies, are especially subject to the adverse effects of economic recession,
currency exchange rates, extensive government regulation, decreases in the availability of capital, volatile interest
rates, portfolio concentrations in geographic markets, industries or products (such as commercial and residential real estate loans),
competition from new entrants and blurred distinctions in their fields of business.
FRONTIER MARKETS RISK. Frontier market countries generally have smaller economies and even less developed
capital markets than traditional emerging markets, and, as a result, the risks of investing
in emerging market countries are magnified in frontier market countries. The magnification of risks is the result of potential
for extreme price volatility and illiquidity in frontier markets; government ownership or control of parts of private sector and of
certain companies; trade barriers, exchange controls, managed adjustments in relative currency values and other protectionist
measures imposed or negotiated by the countries with which frontier market countries trade; and the relatively new and unsettled
securities laws in many frontier market countries.
GROWTH STOCKS INVESTMENT RISK. Stocks exhibiting growth characteristics tend to be more volatile than certain other
types of stocks and their prices usually fluctuate more dramatically than the overall
stock market. A stock with growth characteristics can have sharp price declines due to decreases in current or expected
earnings and may lack dividend payments that can help cushion its share price during declining markets.
INFORMATION TECHNOLOGY COMPANIES RISK. The Fund invests significantly in information technology companies. Information technology companies produce and provide hardware, software and information
technology systems and services. These companies may be adversely affected by rapidly changing technologies, short
product life cycles, fierce competition, aggressive pricing and reduced profit margins, the loss of patent, copyright and trademark
protections, cyclical market patterns, evolving industry standards and frequent new product introductions. In addition, information
technology companies are particularly vulnerable to federal, state and local government regulation, and competition
and consolidation, both domestically and internationally, including competition from foreign competitors with lower production
costs. Information technology companies also heavily rely on intellectual property rights and may be adversely affected
by the loss or impairment of those rights.
INTERNATIONAL CLOSED MARKET TRADING RISK. Because securities held by the Fund trade on non-U.S. exchanges that are closed when the Fund’s shares are available for purchase and redemption, there are likely to be deviations between the current price of an underlying security and the last quoted price for the underlying
security (i.e., the Fund’s quote from the closed foreign market) used for purposes of calculating the Fund's net asset value.
In addition, shareholders may not be able to purchase and sell shares of the Fund on days when the net asset value of the Fund
could be significantly affected by events in the relevant foreign markets.
LARGE CAPITALIZATION COMPANIES RISK. Large capitalization companies may grow at a slower rate and be less able to adapt to changing market conditions than smaller capitalization companies. Thus, the
return on investment in securities of large capitalization companies may be less than the return on investment in securities
of small and/or mid capitalization companies. The performance of large capitalization companies also tends to trail the
overall market during different market cycles.
LIQUIDITY RISK. The Fund may hold certain investments that may be subject to restrictions on resale,
trade over-the-counter or in limited volume, or lack an active trading market. Certain investments held by
the Fund that trade on non-U.S. exchanges may be further subject to liquidity risk due to foreign market closures or unexpected
impediments to trading in local markets. Accordingly, the Fund may not be able to sell or close out of such investments at
favorable times or prices (or at all), or at the prices approximating those at which the Fund currently values them. Illiquid securities
may trade at a discount from comparable, more liquid investments and may be subject to wide fluctuations in market value.
MANAGEMENT RISK. The Fund is subject to management risk because it is an actively managed portfolio.
In managing the Fund’s investment portfolio, the Fund's portfolio managers (listed below) will apply investment techniques and risk analyses that may not produce the desired result. There can be no guarantee that the Fund will
meet its investment objective.
MARKET RISK. Market risk is the risk that a particular investment, or shares of the Fund in general,
may fall in value. Securities are subject to market fluctuations caused by real or perceived adverse economic, political,
and regulatory factors or market developments, changes in interest rates and perceived trends in securities prices.
Shares of the Fund could decline in value
or underperform other investments. In addition, local, regional or global events such
as war, acts of terrorism, market manipulation, government defaults, government shutdowns, regulatory actions, political
changes, diplomatic developments, the imposition of sanctions and other similar measures, spread of infectious diseases
or other public health issues, recessions, natural disasters, or other events could have a significant negative impact on the
Fund and its investments. Any of such circumstances could have a materially negative impact on the value of the Fund’s shares, the liquidity of an investment, and may result in increased market volatility.
NON-U.S. SECURITIES RISK. Non-U.S. securities are subject to higher volatility than securities of domestic
issuers due to possible adverse political, social or economic developments, restrictions on foreign
investment or exchange of securities, capital controls, lack of liquidity, currency exchange rates, excessive taxation, government
seizure of assets, the imposition of sanctions by foreign governments, different legal or accounting standards, and less government
supervision and regulation of securities exchanges in foreign countries.
OPERATIONAL RISK. The Fund is subject to risks arising from various operational factors, including,
but not limited to, human error, processing and communication errors, errors of the Fund’s service providers, counterparties or other third-parties, failed or inadequate processes and technology or systems failures. These errors or failures may adversely affect the Fund’s operations, including its ability to execute its investment process. The Fund relies on third-parties
for a range of services, including custody, valuation, administration, transfer services, securities lending and accounting, among
many others. Any delay or failure relating to engaging or maintaining such service providers may affect the Fund’s ability to meet its investment objective. Although the Fund and the Fund's investment advisor seek to reduce these operational risks
through controls and procedures, there is no way to completely protect against such risks.
SIGNIFICANT EXPOSURE RISK. To the extent that the Fund invests a significant percentage of its assets in a single
asset class or the securities of issuers within the same country, state, region, industry or sector,
an adverse economic, business or political development may affect the value of the Fund’s investments more than if the Fund were more broadly diversified. A significant exposure makes the Fund more susceptible to any single occurrence and may subject
the Fund to greater market risk than a fund that is more broadly diversified.
SMALLER COMPANIES RISK. Small and/or mid capitalization companies may be more vulnerable to adverse general
market or economic developments, and their securities may be less liquid and may experience
greater price volatility than larger, more established companies as a result of several factors, including limited trading
volumes, fewer products or financial resources, management inexperience and less publicly available information. Accordingly,
such companies are generally subject to greater market risk than larger, more established companies.
VALUATION RISK. The Fund may hold securities or other assets that may be valued on the basis of factors
other than market quotations. This may occur because the asset or security does not trade on a centralized
exchange, or in times of market turmoil or reduced liquidity. There are multiple methods that can be used to value a portfolio
holding when market quotations are not readily available. Fund investments that trade on non-U.S. exchanges that close
prior to the close of the NYSE may be fair valued using a systematic fair valuation model. If these foreign investments meet
certain criteria in relation to the valuation model, their valuation is systematically adjusted to reflect the impact of movement
in the U.S. market after the close of certain foreign markets. The value established for any portfolio holding at a point in time
might differ from what would be produced using a different methodology or if it had been priced using market quotations. In
addition, there is no assurance that the Fund could sell or close out a portfolio position for the value established for it
at any time, and it is possible that the Fund would incur a loss because a portfolio position is sold or closed out at a discount
to the valuation established by the Fund at that time. The Fund’s ability to value investments may be impacted by technological issues or errors by pricing services or other third-party service providers.
The shareholders of the Predecessor Fund approved an Agreement and Plan of Reorganization
(the “Plan”) by and between the Predecessor Fund and the Trust, on behalf the Fund, pursuant to which the Predecessor
Fund would (i) transfer all of its assets to the Fund in exchange solely for newly issued shares of the Fund and the Fund’s assumption of all of the liabilities of the Predecessor Fund, and (ii) immediately distribute such newly issued shares of
the Fund to shareholders of the Predecessor Fund (the “Reorganization”).
As a result of the Reorganization, the Fund has assumed the performance history of
the Predecessor Fund. The bar chart and table below provide some indication of the risks of investing in the Predecessor Fund
by showing you how the performance of the Predecessor Fund has varied from year to year until the date of the Reorganization
on October 7, 2024. While the
Predecessor Fund and Fund have investment policies and practices that are substantially similar, the Predecessor Fund’s past performance is not necessarily indicative of how the Fund will perform in the future.
Accordingly, any Fund performance and historical returns shown below that incorporate Predecessor Fund performance prior
to October 7, 2024 is not necessarily indicative of the performance that the Fund would have generated.
The bar chart and table below illustrate the calendar year returns of the Fund’s Institutional Class shares (having assumed the performance of the Predecessor Fund) based on net asset value as well as the average
annual Fund returns. The bar chart and table provide an indication of the risks of investing in the Fund by showing changes in the Fund’s performance from year-to-year and by showing how the Fund’s Institutional Class shares’ average annual total returns compared to those of a broad-based market index. The Fund’s performance information is accessible on the Fund’s website at http://www.ftportfolios.com.
Imposition of the Fund’s sales load is not reflected in the bar chart below. If the sales load was reflected, returns would be less than those shown.
First Trust WCM Focused Global Growth Fund—Institutional Class Shares
Calendar Year Total Returns as of 12/31
During the periods shown in the chart above:
The Fund’s past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future.
All after-tax returns are calculated using the historical highest individual federal
marginal income tax rates and do not reflect the impact of any state or local tax. Returns after taxes on distributions reflect the taxed return on the payment of dividends
and capital gains. Returns after taxes on distributions and sale of shares assume
you sold your shares at period end, and, therefore, are also adjusted for any capital gains or losses incurred. Returns for
an index do not include expenses, which are deducted from Fund returns, or taxes.
Your own actual after-tax returns will depend on your specific tax situation and may
differ from what is shown here. After-tax returns are not relevant to investors who hold Fund shares in tax-deferred accounts
such as individual retirement accounts (IRAs) or employee-sponsored retirement plans.
Average Annual Total Returns for the Periods Ended December 31, 2025
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Class A - Return Before Taxes
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Class C - Return Before Taxes
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Institutional Class – Return Before Taxes
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Investor Class – Return Before Taxes
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Institutional Class – Return After Taxes on
Distributions
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Institutional Class – Return After Taxes on
Distributions and Sale of Shares
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MSCI ACWI Index (reflects no deduction for fees,
expenses or taxes)
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First Trust Advisors L.P. (“First Trust” or the “Advisor”)
WCM Investment Management, LLC (the "WCM" or "Sub-Advisor")
The following persons are members of WCM’s portfolio management team for the Fund:
●
Sanjay Ayer, CFA, Portfolio Manager of WCM
●
Paul R. Black, Portfolio Manager and co-CEO of WCM
●
Michael B. Trigg, Portfolio Manager, President and co-CEO of WCM
●
Jon Tringale, Portfolio Manager of WCM
The portfolio managers are primarily and jointly responsible for the day-to-day management
of the Fund. Messrs. Ayer, Black and Trigg have served as portfolio managers of the Predecessor Fund since its
inception on June 28, 2013. Mr. Tringale has served as a portfolio manager of the Predecessor Fund since March 31, 2022.
Purchase and Sale of Fund Shares
You may purchase, redeem or exchange shares of the Fund through a financial advisor
on any day the New York Stock Exchange (“NYSE”) is open for business. Certain financial advisors may impose investment minimums
on purchases or exchanges into the Fund. Institutional Class shares are subject to higher minimums for certain investors.
There are no minimums for purchases or exchanges into the Fund through employer-sponsored retirement plans.
The Fund’s distributions will generally be taxed as ordinary income or capital gains, unless you are investing through a tax-deferred arrangement, such as a 401(k) plan or an individual retirement account,
in which case, your distribution will be taxed upon withdrawal from the tax-deferred account. Additionally, a sale of Fund
shares is generally a taxable event.
Payments to Broker-Dealers and Other Financial Intermediaries
If you purchase shares of the Fund through a broker-dealer, registered investment
adviser, bank or other financial intermediary (collectively, “intermediaries”), First Trust and First Trust Portfolios L.P., the Fund’s distributor, may pay the intermediary for the sale of Fund shares and related services. These payments may create a conflict
of interest by influencing the broker-dealer or other intermediary and your salesperson to recommend the Fund over another investment.
Ask your salesperson or visit your financial intermediary’s website for more information.
Additional Information on the Fund's Investment Objective and Strategies
The Fund is a series of First Trust Series Fund (the “Trust”) and is regulated as an “investment company” under the 1940 Act. The Fund is actively managed and does not seek to track the performance of an index. The Fund’s investment objective is long-term capital appreciation. The Fund’s investment objective is fundamental and may not be changed without approval by the holders of a majority of the outstanding voting securities of the Fund. Unless
an investment policy is identified as being fundamental, all investment policies included in this prospectus and the Fund's Statement
of Additional Information (“SAI”) are non-fundamental and may be changed by the Board of Trustees of the Trust (the
“Board”) without shareholder approval. If there is a material change to the Fund’s principal investment strategies, you should consider whether the Fund remains an appropriate investment for you. There is no guarantee that the Fund will achieve its investment objective. During the Fund’s initial invest-up period and during periods of high in-flows and out-flows, the Fund
may not be fully invested pursuant to its principal investment strategy.
Additional Information on the Fund's Strategy
Under normal market conditions, the Fund seeks to achieve its investment objective
by investing in the equity securities of companies located throughout the world, including the United States. Such equity securities
may include common stock and depositary receipts (including ADRs, EDRs, CDRs and GDRs). Under normal market conditions,
the Fund invests at least 40% of its net assets in companies organized, headquartered or doing a substantial amount
of business outside the United States, including emerging and frontier market countries. Emerging and frontier countries
or markets are those countries or markets with low- to middle-income economies as classified by the World Bank or included in
any of the Morgan Stanley Capital International (MSCI) emerging markets or frontier markets indices. WCM considers a
company to be located in a country if the company has been organized under the laws of, has its principal offices in, or
has its securities principally traded in, the country, or if the company derives at least 50% of its revenues or net profits from,
or has at least 50% of its assets or production capacities in, the country. The Sub-Advisor considers a company that has at least
50% of its assets, or derives at least 50% of its revenues from business, outside the United States as doing a substantial amount
of business outside the United States.
The Sub-Advisor uses a bottom-up approach that seeks to identify companies with attractive
fundamentals, such as long-term historical growth in revenue and earnings, and/or a strong probability for superior future growth. The Sub-Advisor’s investment process seeks companies that are industry leaders with strengthening competitive advantages;
corporate cultures emphasizing strong, quality and experienced management; low or no debt; and attractive relative
valuations. The Sub-Advisor also considers other factors including political risk, monetary policy risk and regulatory risk in
selecting securities.
Although the Fund may invest in the securities of companies of any size, it generally
invests in the securities of established multinational companies. The Fund generally invests in securities of companies located
in different regions and in at least three different countries. However, from time to time, the Fund may have a significant
portion of its assets invested in the securities of companies in one or a few countries or regions.
In investing the Fund’s assets, the Sub-Advisor establishes portfolio guidelines for sector and industry emphasis by analyzing major trends in the global economy in order to identify those economic sectors and
industries that are most likely to benefit. Examples of major trends include demographics, global commerce, outsourcing, the growing
global middle class and the proliferation of technology. The Sub-Advisor then develops a portfolio strategy intended
to best capitalize on the expected growth. In constructing the Fund’s portfolio, the Sub-Advisor seeks quality businesses with superior growth prospects, high returns on invested capital and low or no debt. The Sub-Advisor also requires each
company to maintain a durable competitive advantage and strongly considers qualitative elements such as corporate culture and
the strength, quality and trustworthiness of management. The Sub-Advisor is sensitive to valuation and seeks to avoid companies
with limited or spotty histories. In selecting equity investments for the Fund, the Sub-Advisor typically plans to hold
positions for three to five years.
The Sub-Advisor may sell all or a portion of a portfolio holding of the Fund when,
in its opinion, one or more of the following occurs, among other reasons: (1) the issuer’s fundamentals deteriorate; (2) there is increased geopolitical or currency risk; (3) the Sub-Advisor identifies a more attractive security; or (4) the Fund requires
cash to meet redemption requests.
The Fund will not invest 25% or more of the value of its total assets in securities
of issuers in any one industry or group of industries.
Fund Investments
The Fund invests in common stock and depositary receipts. Common stock represents
an equity ownership interest in issuers. Holders of common stock are entitled to the income and increase in the value of the
assets and business of the issuers after all debt obligations and obligations to preferred stockholders are satisfied. Depositary
receipts are certificates typically issued by a bank or trust company that represent ownership interests in securities of non-U.S.
companies. Depositary receipts may or may not be jointly sponsored by the underlying issuer.
Non-Principal Investments
Cash Equivalents and Short-Term Investments/Temporary Defensive Positions
Normally, the Fund invests substantially all of its assets to meet its investment
objective. The Fund may invest the remainder of its assets in securities with maturities of less than one year or cash equivalents,
or it may hold cash. The percentage of the Fund invested in such holdings varies and depends on several factors, including market
conditions. For temporary defensive purposes, the Fund may depart from its principal investment strategies and invest
part or all of its assets in these securities, or it may hold cash. During such periods, the Fund may not be able to achieve its
investment objective. The Fund may adopt a temporary defensive strategy when the Advisor believes securities in which the Fund
normally invests have elevated risks due to political or economic factors and in other extraordinary circumstances. For
more information on eligible short-term investments, see the SAI.
The Fund may invest up to 15% of its net assets in investments and other instruments
that are, at the time of investment, illiquid (determined using the Securities and Exchange Commission's standard applicable
to investment companies, i.e., any investment that the Fund reasonably expects cannot be sold or disposed of in current
market conditions in seven calendar days or less without the sale or disposition significantly changing the market value
of the investment). For this purpose, illiquid investments may include, but are not limited to, certain restricted securities (securities
the disposition of which is restricted under the federal securities laws), certain securities that may only be resold pursuant
to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), that are deemed to be illiquid, and certain repurchase agreements.
Disclosure of Portfolio Holdings
The Fund’s portfolio holdings are available on the Fund's website at http://www.ftportfolios.com. A description of the policies and procedures with respect to the disclosure of the Fund's portfolio securities is
included in the Fund's SAI, which is also available on the Fund's website.
Risks of Investing in the Fund
Risk is inherent in all investing. Investing in the Fund involves risk, including
the risk that you may lose all or part of your investment. There can be no assurance that the Fund will meet its stated objective.
Before you invest, you should consider the following supplemental disclosure pertaining to the Principal Risks set forth
above as well as additional Non-Principal Risks set forth below in this prospectus. The order of the below risk factors does not indicate
the significance of any particular risk factor.
CURRENCY RISK. The Fund invests in securities denominated in a non-U.S. currency. Changes in currency
exchange rates affect the value of investments denominated in a foreign currency, the value of dividends
and interest earned from such securities and gains and losses realized on the sale of such securities. The Fund’s net asset value could decline if a currency to which the Fund has exposure depreciates against the U.S. dollar or if there are
delays or limits on repatriation of such currency. Currency exchange rates can be very volatile and can change quickly and unpredictably.
Changes in currency exchange rates may affect the Fund's net asset value, the value of dividends and interest earned,
and gains and losses realized on the sale of securities. An increase in the strength of the U.S. dollar relative to other currencies
may cause the value of the Fund to decline. Certain non-U.S. currencies may be particularly volatile, and non-U.S. governments
may intervene in the currency markets,
causing a decline in value or liquidity in the Fund's non-U.S. holdings whose value
is tied to the affected non-U.S. currency. Additionally, the prices of non-U.S. securities that are traded in U.S. dollars are
often indirectly influenced by currency fluctuations.
CURRENT MARKET CONDITIONS RISK. Current market conditions risk is the risk that a particular investment, or shares
of the Fund in general, may fall in value due to current market conditions.
As a means to fight inflation, the Federal Reserve and certain foreign central banks
have raised interest rates; however, the Federal Reserve has begun to lower interest rates and may continue to do so. U.S.
regulators have proposed several changes to market and issuer regulations which would directly impact the Fund. While it is
hard to predict whether any of these regulations will be adopted, due to the current scope of proposed regulations, any
regulatory changes could adversely impact the Fund’s ability to achieve its investment strategies or make certain investments. Regulatory changes may also increase Fund operational costs, which could impact overall performance. Certain market factors
may result in central banks changing their approach in the future. Potential future bank failures could result in disruption
to the broader banking industry or markets generally and reduce confidence in financial institutions and the economy as a whole,
which may also heighten market volatility and reduce liquidity. Additionally, challenges in commercial real estate markets,
including high interest rates, declining valuations and elevated vacancies, could have a broader impact on financial markets.
The ongoing adversarial political climate in the United States, as well as political
and diplomatic events both domestic and abroad, such as presidential, congressional and gubernatorial elections in the U.S.,
global elections and governmental changes and the U.S. government’s failure to agree on a long-term budget and deficit reduction plan, have and may continue to have an adverse impact on the U.S. regulatory landscape, markets and investor behavior,
which could have a negative impact on the Fund’s investments and operations. The potential result of a U.S. federal government shutdown may also significantly impact investor and consumer behavior, which may adversely impact the markets and
global economy. The change in administration resulting from the 2024 United States national elections could result
in significant impacts to international trade relations, tax and immigration policies, and other aspects of the national and
international political and financial landscape, which could affect, among other things, inflation and the securities markets generally.
Global and domestic authorities and regulators have previously responded to serious economic disruptions with ranging
fiscal and monetary policy changes, including but not limited to, direct capital infusions into companies, new monetary
programs and dramatically lower interest rates. Any change in these policies, or the ineffectiveness of these policies, could
increase volatility in securities markets, which may adversely impact the Fund’s investments and performance. Any market disruptions could also delay the Fund from making sound investment decisions in a timely manner. If the Fund concentrates its investments
in a region enduring geopolitical market disruption, it may face higher risk of loss, although the increasing interconnectivity
between global economies and financial markets can lead to events or conditions in one country, region or financial
market adversely impacting a different country, region or financial market.
Other unexpected political, regulatory and diplomatic events within the U.S. and abroad
may affect investor and consumer confidence and may adversely impact financial markets and the broader economy. For
example, ongoing armed conflicts between Russia and Ukraine in Europe and among Israel, Iran, Hamas and other militant
groups in the Middle East, have caused and could continue to cause significant market disruptions and volatility within the
markets in Russia, Europe, the Middle East and the United States. The hostilities and sanctions resulting from those hostilities
have and could continue to have a significant impact on certain Fund investments as well as Fund performance and liquidity. The
economies of the United States and its trading partners, as well as the financial markets generally, may be adversely impacted
by trade disputes, including the imposition of tariffs, and other matters. For example, the United States has imposed
trade barriers and restrictions on China. In addition, the Chinese government is engaged in a longstanding dispute with Taiwan,
continually threatening an invasion. If the political climate between the United States and China does not improve or continues
to deteriorate, if China were to attempt invading Taiwan, or if other geopolitical conflicts develop or worsen, economies,
markets and individual securities may be adversely affected, and the value of the Fund’s assets may go down. A public health crisis and the ensuing policies enacted by governments and central banks may cause significant volatility and uncertainty
in global financial markets, negatively impacting global growth prospects. As the COVID-19 global pandemic illustrated, such
events may affect certain geographic regions, countries, sectors and industries more significantly than others.
Advancements in technology may also adversely impact markets and the overall performance
of the Fund. For instance, the economy may be significantly impacted by the advanced development and increased regulation
of artificial intelligence. As the use of technology grows, liquidity and market movements may be affected. As artificial
intelligence is used more widely, the profitability and growth of Fund holdings may be impacted, which could significantly
impact the overall performance of
the Fund. Additionally, cyber security breaches of both government and non-government
entities could have negative impacts on infrastructure and the ability of such entities, including the Fund, to operate
properly.
These events, and any other future events, may adversely affect the prices and liquidity of the Fund’s portfolio investments and could result in disruptions in the trading markets.
CYBER SECURITY RISK. The Fund is susceptible to operational, information security and related risks through
breaches in cyber security. A breach in cyber security refers to both intentional and unintentional
events that may cause the Fund to lose proprietary information, suffer data corruption or lose operational capacity. Such
events could cause the Fund to incur regulatory penalties, reputational damage, additional compliance costs associated with corrective
measures and/or financial loss. These risks may not be fully covered by insurance. In general, cyber incidents can result
from deliberate attacks or unintentional events. Cyber incidents include, but are not limited to, gaining unauthorized access
to digital systems (e.g., through “hacking” or malicious software coding) for purposes of misappropriating assets or sensitive
information, corrupting or destroying data, or causing operational disruption (e.g., through denial-of-service attacks to make network services unavailable to intended
users). Cyber attacks may also be carried out in a manner that does not require gaining
unauthorized access, such as causing denial-of-service attacks on websites (i.e., efforts to make network services unavailable to intended users). Emerging threats
like ransomware or zero-day exploits could also cause disruptions to Fund operations.
The use of cloud-based software or data storage by the Fund, the Advisor, or any of the Fund’s service providers may exacerbate these risks. Additionally, geopolitical tension may increase the scale and sophistication of deliberate attacks, particularly
those from nation states or from entities with nation state backing. Unintentional events, such as power outages, natural disasters,
equipment malfunctions, processing errors or market events that occur at a pace that overloads the information and technology
systems relied upon by the Fund or its service providers, may also disrupt the Fund’s business operations or impact critical data. Cyber security incidents may also trigger Fund obligations under data privacy laws, potentially increasing notification
and compliance burdens.
Cyber security failures by or breaches of the systems of the Advisor, distributor
and other service providers (including, but not limited to, sub-advisors, index providers, fund accountants, custodians, transfer
agents and administrators), market makers, authorized participants or the issuers of securities in which the Fund invests, governmental
and other regulatory authorities, exchanges and other financial market operators, banks, brokers, dealers, insurance
companies, other financial institutions or other parties, have the ability to cause disruptions and impact business operations,
potentially resulting in: financial losses; interference with the Fund’s ability to calculate its net asset value; disclosure of confidential trading information; impediments to trading; submission of erroneous trades or erroneous creation or redemption orders;
the inability of the Fund or its service providers to transact business; violations of applicable privacy and other laws; regulatory
fines penalties, reputational damage, reimbursement or other compensation costs; or additional compliance costs. Further,
errors, misconduct, or compromise of accounts of employees of the Fund or its third-party service providers can also create
material cybersecurity risks. Cyber incidents may render records of the Fund, including records relating to its assets
and transactions, shareholder ownership of Fund shares, and other data integral to the Fund’s functioning, inaccessible, inaccurate or incomplete. Artificial intelligence (“AI”) and machine learning technologies used by the Fund, the Advisor or third-party service
providers may allow the unintended introduction of vulnerabilities into infrastructures and applications,
which could exacerbate these risks or result in cyber incidents that implicate personal data. The Fund and its shareholders could
be negatively impacted as a result of these cyber risks associated with AI technologies. Substantial costs may be incurred
by the Fund in order to resolve or prevent cyber incidents in the future.
The regulatory climate governing cyber security and data protection is developing
quickly and may vary considerably across jurisdictions. Regulators continue to develop new rules and standards related to cyber
security and data protection. Compliance with evolving regulations can be demanding and costly, requiring substantial resources
to monitor and implement required changes.
While the Fund has established business continuity plans in the event of, and risk
management systems to prevent, such cyber incidents, there are inherent limitations in such plans and systems, including the
possibility that certain risks have not been identified, that such plans and systems may not completely eliminate the occurrence
or mitigate the effects of cyber incidents, and that prevention and remediation efforts will not be successful. Furthermore, the
Fund cannot control the cyber security plans and systems put in place by service providers to the Fund, issuers in which
the Fund invests, market makers or authorized participants. However, there is no guarantee that such efforts will succeed, and the
Fund and its shareholders could be negatively impacted as a result.
DEPOSITARY RECEIPTS RISK. The Fund may invest in depositary receipts. Depositary receipts are securities issued
by a bank or trust company reflecting ownership of underlying securities issued by a foreign
company. An investment in depositary receipts involves further risks due to certain unique features. Any distributions
paid to the holders of depositary receipts are
usually subject to a fee charged by the depositary. Holders of depositary receipts
may have limited voting rights pursuant to a deposit agreement between the underlying issuer and the depositary. In certain cases,
the depositary will vote the shares deposited with it as directed by the underlying issuer’s board of directors. Furthermore, investment restrictions in certain countries may adversely impact the value of depositary receipts because such restrictions
may limit the ability to convert shares into depositary receipts and vice versa. Such restrictions may cause shares
of the underlying issuer to trade at a discount or premium to the market price of the depositary receipt. Moreover, if depositary
receipts are converted into shares, the laws in certain countries may limit the ability of a non-resident to trade the shares and
to reconvert the shares to depositary receipts. Depositary receipts may be “sponsored” or “unsponsored.” Sponsored depositary receipts are established jointly by a depositary and the underlying issuer, whereas unsponsored depositary receipts may be established
by a depositary without participation by the underlying issuer. Holders of unsponsored depositary receipts generally bear
all the costs associated with establishing the unsponsored depositary receipts. In addition, the issuers of the securities underlying
unsponsored depositary receipts are not obligated to disclose material information in the U.S. and, therefore, there
may be less information available regarding such issuers and there may not be a correlation between such information and the market
value of the depositary receipts.
EMERGING MARKETS RISK. The Fund may invest in securities issued by companies incorporated in emerging market
countries. Investments in securities issued by governments and companies operating in emerging
market countries involve additional risks relating to political, economic, or regulatory conditions not associated with
investments in securities and instruments issued by U.S. companies or by companies operating in other developed market countries.
This is due to, among other things, the potential for greater market volatility, lower trading volume, a lack of liquidity,
potential for market manipulation, higher levels of inflation, political and economic instability, greater risk of a market
shutdown and more governmental limitations on foreign investments in emerging market countries than are typically found in more
developed market countries. Also, certain regions, countries or asset types may suffer periods of relative illiquidity. Moreover,
emerging market countries often have less uniformity in accounting, auditing and reporting requirements, unsettled securities
laws, less reliable securities valuations and greater risks associated with custody of securities than developed markets. In
addition, the Public Company Accounting Oversight Board, which regulates auditors of U.S. public companies, may be unable
to inspect audit work papers in certain emerging market countries. Emerging market countries often have greater risk of capital
controls through such measures as taxes or interest rate control than developed markets. Certain emerging market countries
may also lack the infrastructure necessary to attract large amounts of foreign trade and investment. Local securities
markets in emerging market countries may trade a small number of securities and may be unable to respond effectively to
increases in trading volume, potentially making prompt liquidation of holdings difficult or impossible. Settlement procedures
in emerging market countries are frequently less developed and reliable than those in the U.S. and other developed
market countries. In addition, significant delays may occur in registering the transfer of securities. Settlement or registration
problems may make it more difficult for the Fund to value its portfolio securities and could cause the Fund to miss attractive
investment opportunities. Investing in emerging market countries involves a higher risk of expropriation, nationalization,
confiscation of assets and property or the imposition of restrictions on foreign investments and on repatriation of capital invested
by certain emerging market countries. Enforcing legal rights may be made difficult, costly and slow in emerging markets
as there may be additional problems enforcing claims against non-U.S. governments. As such, the rights and remedies associated with
emerging market investment securities may be different than those available for investments in more developed markets. For
example, it may be more difficult for shareholders to bring derivative litigation or for U.S. regulators to bring enforcement
actions against issuers in emerging markets.
In addition, due to the differences in regulatory, accounting, audit and financial
recordkeeping standards, including financial disclosures, less information about emerging market companies is publicly available
and information that is available may be unreliable or outdated.
EQUITY SECURITIES RISK. The value of the Fund’s shares will fluctuate with changes in the value of the equity securities in which it invests. Equity securities prices fluctuate for several reasons, including changes in investors'
perceptions of the financial condition of an issuer or the general condition of the relevant equity market, such
as market volatility, or when political or economic events affecting the issuers occur. Common stock prices may be particularly
sensitive to rising interest rates, as the cost of capital rises and borrowing costs increase. Equity securities may decline
significantly in price over short or extended periods of time, and such declines may occur in the equity market as a whole, or they
may occur in only a particular country, company, industry or sector of the market. Additionally, holders of an issuer's common
stock may be subject to greater risks than holders of its preferred stock and debt securities because common stockholders'
claims are subordinated to those of holders of preferred stocks and debt securities upon the bankruptcy of an issuer.
EUROPE RISK. The Fund may invest in the securities of European issuers. Therefore, in addition
to the risks associated with investments in non-U.S. securities generally, the Fund is subject to certain risks
associated specifically with investments in securities of European issuers. Political or economic disruptions in European countries,
even in countries in which the Fund
is not invested, may adversely affect security values and thus the Fund's holdings.
A significant number of countries in Europe are member states in the EU, and the member states no longer control their own monetary
policies by directing independent interest rates for their currencies. In these member states, the authority to direct
monetary policies, including money supply and official interest rates for the Euro, is exercised by the European Central Bank.
In a 2016 referendum, the United Kingdom elected to withdraw from the EU. After years of negotiations between the United Kingdom
and the EU, a withdrawal agreement was reached whereby the United Kingdom formally left the EU. As the second largest
economy among EU members, the implications of the United Kingdom’s withdrawal are difficult to gauge and cannot be fully known. Trade between the United Kingdom and the EU is highly integrated through supply chains and trade in services,
as well as through multinational companies. The United Kingdom’s departure may negatively impact the EU and Europe as a whole by causing volatility within the EU, triggering prolonged economic downturns in certain European countries or sparking
additional member states to contemplate departing the EU (thereby perpetuating political instability in the region).
FINANCIAL COMPANIES RISK. Financial companies are subject to extensive governmental regulation and intervention,
which may adversely affect the scope of their activities, the prices they can charge, the
amount and types of capital they must maintain and, potentially, their size. Governmental regulation may change frequently and may
have significant adverse consequences for financial companies, including effects not intended by such regulation. The impact
of more stringent capital requirements, or recent or future regulation in various countries, on any individual financial company
or on financial companies as a whole cannot be predicted. Certain risks may impact the value of investments in financial
companies more severely than those of investments in other issuers, including the risks associated with companies that operate
with substantial financial leverage. Financial companies may also be adversely affected by volatility in interest rates,
loan losses and other customer defaults, decreases in the availability of money or asset valuations, credit rating downgrades
and adverse conditions in other related markets. Insurance companies in particular may be subject to severe price competition
and/or rate regulation, which may have an adverse impact on their profitability. Financial companies are also a target
for cyber attacks and may experience technology malfunctions and disruptions as a result.
FRONTIER MARKETS RISK. Frontier market countries generally have smaller economies and even less developed
capital markets than traditional emerging markets, and, as a result, the risks of investing
in emerging market countries are magnified in frontier market countries. The magnification of risks is the result of potential
for extreme price volatility and illiquidity in frontier markets; government ownership or control of parts of private sector and of
certain companies; trade barriers, exchange controls, managed adjustments in relative currency values and other protectionist
measures imposed or negotiated by the countries with which frontier market countries trade; and the relatively new and unsettled
securities laws in many frontier market countries.
GROWTH STOCKS INVESTMENT RISK. The Fund utilizes a growth style of investing. Growth stocks generally are priced
higher than non-growth stocks in relation to an issuer’s earnings and other measures because investors believe they have greater growth potential. However, there is no guarantee that such an issuer will realize
that growth potential. In addition, the market values of growth stocks may be more volatile than other types of investments, and
therefore more susceptible to rapid price swings, especially during periods of economic uncertainty or in response to adverse
news about the condition of the issuer, such as earnings disappointments. The returns on growth stocks may or may not move
in tandem with the returns on other styles of investing or the overall stock market. Growth stocks may fall out of favor
and trail the returns of funds employing other styles of investing. Growth stocks may also be more adversely affected in a
down market, as growth stocks typically have little or no dividend income to absorb the effect of adverse market conditions.
INFORMATION TECHNOLOGY COMPANIES RISK. The Fund invests significantly in information technology companies. Information technology companies produce and provide hardware, software and information
technology systems and services. Information technology companies are generally subject to the following risks: rapidly
changing technologies and existing product obsolescence; short product life cycles; fierce competition; aggressive pricing
and reduced profit margins; the loss of patent, copyright and trademark protections; cyclical market patterns; evolving
industry standards; and frequent new product introductions and new market entrants. Information technology companies may
be smaller and less experienced companies, with limited product lines, markets or financial resources and fewer experienced
management or marketing personnel. Information technology company stocks, particularly those involved with
the internet, have experienced extreme price and volume fluctuations that are often unrelated to their operating performance.
In addition, information technology companies are particularly vulnerable to federal, state and local government regulation,
and competition and consolidation, both domestically and internationally, including competition from foreign competitors
with lower production costs. Information technology companies also face competition for services of qualified personnel and
heavily rely on patents and intellectual property rights and the ability to enforce such rights to maintain a competitive advantage.
INTERNATIONAL CLOSED MARKET TRADING RISK. Because securities held by the Fund trade on non-U.S. exchanges that are closed when the Fund’s shares are available for purchase and redemption, there are likely to be deviations between the current price of an underlying security and the last quoted price for the underlying
security (i.e., the Fund’s quote from the closed foreign market) used for purposes of calculating the Fund's net asset value.
In addition, shareholders may not be able to purchase and sell shares of the Fund on the listing exchange for the Fund on days
when the net asset value of the Fund could be significantly affected by events in the relevant foreign markets.
LARGE CAPITALIZATION COMPANIES RISK. The Fund may invest in the securities of large capitalization companies. Large capitalization companies may grow at a slower rate and be less able to adapt to changing
market conditions than smaller capitalization companies. Thus, the return on investment in securities of large capitalization
companies may be less than the return on investment in securities of small and/or mid capitalization companies. The
performance of large capitalization companies also tends to trail the overall market during different market cycles.
LIQUIDITY RISK. The Fund has investments that it may not be able to dispose of or close out readily
at a favorable time or price (or at all), or at a price approximating the Fund’s valuation of the investment. For example, certain investments may be subject to restrictions on resale, may trade over-the-counter or in limited volume,
or may not have an active trading market. Certain investments held by the Fund that trade on non-U.S. exchanges may be further
subject to liquidity risk due to foreign market closures or unexpected impediments to trading in local markets. Illiquid securities
may trade at a discount from comparable, more liquid investments and may be subject to wide fluctuations in market
value. It may be difficult for the Fund to value illiquid securities accurately. The market for certain investments may become
illiquid under adverse market or economic conditions independent of any specific adverse changes in the conditions of a particular
issuer. If the Fund needed to sell a large block of illiquid securities to meet shareholder redemption request or to raise
cash, these sales could further reduce the securities’ prices and adversely affect performance of the Fund. Disposal of illiquid securities may entail registration expenses and other transaction costs that are higher than those for liquid securities.
MANAGEMENT RISK. The Fund is subject to management risk because it is an actively managed portfolio.
In managing the Fund’s investment portfolio, the Fund's portfolio managers (listed above) will apply investment techniques and risk analyses that may not produce the desired result. There can be no guarantee that the Fund will
meet its investment objective, meet relevant benchmarks or perform as well as other funds with similar objectives.
MARKET RISK. Market risk is the risk that a particular investment, or shares of the Fund in general,
may fall in value. Securities are subject to market fluctuations caused by real or perceived adverse economic, political,
and regulatory factors or market developments, changes in interest rates and perceived trends in securities prices.
Shares of the Fund could decline in value or underperform other investments. In addition, local, regional or global events such
as war, acts of terrorism, market manipulation, government defaults, government shutdowns, regulatory actions, political
changes, diplomatic developments, the imposition of sanctions and other similar measures, spread of infectious diseases
or other public health issues, recessions, natural disasters, or other events could have a significant negative impact on the
Fund and its investments. Any of such circumstances could have a materially negative impact on the value of the Fund’s shares, the liquidity of an investment, and may result in increased market volatility.
NON-U.S. SECURITIES RISK. The Fund may invest in non-U.S. securities. An investment in securities of non-U.S.
companies involves risks not associated with domestic issuers. Investment in non-U.S. securities
may involve higher costs than investment in U.S. securities, including higher transaction and custody costs as well as the
imposition of additional taxes by non-U.S. governments. Non-U.S. investments may also involve risks associated with the level
of currency exchange rates, less complete financial information about the issuers, less market liquidity, more market volatility
and political instability. Future political and economic developments, the possible imposition of withholding taxes on dividend
income, the possible seizure or nationalization of non-U.S. holdings, the imposition of sanctions by foreign governments,
the possible establishment of capital controls, exchange controls or freezes on the convertibility of currency or the adoption
of other governmental restrictions might adversely affect an investment in non-U.S. securities. Additionally, non-U.S.
issuers may be subject to less stringent regulation, and to different accounting, auditing and recordkeeping requirements.
The U.S. and non-U.S. markets often rise and fall at different times or by different amounts due to economic or other regional
developments particular to a given country or region.
OPERATIONAL RISK. The Fund is subject to risks arising from various operational factors, including,
but not limited to, human error, processing and communication errors, errors of the Fund’s service providers, counterparties or other third-parties, failed or inadequate processes and technology or systems failures. These errors or failures may adversely affect the Fund’s operations, including its ability to execute its investment process. The Fund relies on third-parties
for a range of services, including custody, valuation, administration, transfer services, securities lending and accounting, among
many others. Any delay or failure relating
to engaging or maintaining such service providers may affect the Fund’s ability to meet its investment objective. Although the Fund and the Fund’s investment advisor seek to reduce these operational risks through controls and procedures, there is no way to completely protect against such risks.
The Fund, the Advisor and the Fund’s service providers may utilize AI technologies, including machine learning models and generative AI, to improve operational efficiency and in connection with research,
among other purposes. The Fund and the Advisor have little control over the use of AI in third-party products or services.
The use of AI introduces numerous potential challenges and the use of AI can lead to reputational damage, legal liabilities, and
competitive disadvantages, as well as negatively impact business operations, which may occur with or without mismanagement
in the use of the AI. AI requires the collection and processing of substantial amounts of data, which poses risks of data
inaccuracies, incompleteness, and inherent biases, and which can degrade the technology’s effectiveness and reliability. Such data can include proprietary information, the use of which by AI may be unauthorized and subject to potential liability. AI also presents the risk of “misalignment.” This is the scenario where AI’s behavior becomes purposefully adversarial to the goals of the user.
SIGNIFICANT EXPOSURE RISK. To the extent that the Fund invests a significant percentage of its assets in a single
asset class or the securities of issuers within the same country, state, region, industry or sector,
an adverse economic, business or political development that affected a particular asset class, region or industry may affect the value of the Fund’s investments more than if the Fund were more broadly diversified. A significant exposure makes the Fund
more susceptible to any single occurrence and may subject the Fund to greater volatility and market risk than a fund that is
more broadly diversified.
SMALLER COMPANIES RISK. The Fund invests in the securities of small capitalization companies. The stock price
of small capitalization companies may be more volatile than those of larger companies and therefore the Fund’s share price may be more volatile than those of funds that invest a larger percentage of their assets
in stocks issued by large capitalization companies. Stock prices of small capitalization companies are also generally more vulnerable
than those of large capitalization companies to adverse business and economic developments. Securities of small capitalization
companies may be thinly traded, making it difficult for the Fund to buy and sell them. In addition, small capitalization
companies are typically less financially stable than larger, more established companies and may reinvest a high proportion of their
earnings in their business and may not pay dividends. Small capitalization companies may also depend on a small number of
essential personnel who may also be less experienced than the management of larger companies, making these companies more
vulnerable to experiencing adverse effects due to the loss or inexperience of personnel. Small capitalization companies
also normally have less diverse product lines than those of large capitalization companies and are more susceptible to adverse
developments concerning their products.
VALUATION RISK. The Fund may hold securities or other assets that may be valued on the basis of factors
other than market quotations. This may occur because the asset or security does not trade on a centralized
exchange, or in times of market turmoil or reduced liquidity. There are multiple methods that can be used to value a portfolio
holding when market quotations are not readily available. Fund investments that trade on non-U.S. exchanges that close
prior to the close of the NYSE may be fair valued using a systematic fair valuation model. If these foreign investments meet
certain criteria in relation to the valuation model, their valuation is systematically adjusted to reflect the impact of movement
in the U.S. market after the close of certain foreign markets. The value established for any portfolio holding at a point in time
might differ from what would be produced using a different methodology or if it had been priced using market quotations. In
addition, there is no assurance that the Fund could sell or close out a portfolio position for the value established for it
at any time, and it is possible that the Fund would incur a loss because a portfolio position is sold or closed out at a discount
to the valuation established by the Fund at that time. The Fund’s ability to value investments may be impacted by technological issues or errors by pricing services or other third-party service providers.
BORROWING AND LEVERAGE RISK. If the Fund borrows money, it must pay interest and other fees, which may reduce
the Fund’s returns. Any such borrowings are intended to be temporary. However, under certain market conditions, including periods of decreased liquidity, such borrowings might be outstanding for longer periods of
time. As prescribed by the 1940 Act, the Fund will be required to maintain specified asset coverage of at least 300% with respect
to any bank borrowing immediately following such borrowing and at all times thereafter. The Fund may be required to
dispose of assets on unfavorable terms if market fluctuations or other factors reduce the Fund’s asset coverage to less than the prescribed amount.
DEPENDENCE ON KEY PERSONNEL RISK. The Sub-Advisor is dependent upon the experience and expertise of Messrs.Sanjay Ayer, Paul R. Black, Michael B. Trigg and Jon Tringale in providing advisory services with respect to the Fund’s investments. If the Sub-Advisor were to lose the services of any of these portfolio managers, its
ability to service the Fund could be adversely
affected. There can be no assurance that a suitable replacement could be found for
any of Messrs. Ayer, Black, Trigg and Tringale in the event of their death, resignation, retirement or inability to act on behalf
of the Sub-Advisor.
EXPENSE REIMBURSEMENT AND RECOUPMENT RISK. First Trust has entered into an agreement with the Trust in which the Advisor has agreed to waive certain fees and/or reimburse the Fund for expenses
exceeding an agreed upon amount. First Trust is also entitled to recoup from the Fund any waived or reimbursed amounts pursuant
to the agreement for a period of up to three years from the date of waiver or reimbursement. Any such recoupment or
modification or termination of the agreement could negatively affect the Fund’s returns.
FAILURE TO QUALIFY AS A REGULATED INVESTMENT COMPANY RISK. If, in any year, the Fund fails to qualify as a regulated investment company under the applicable tax laws, the Fund would be taxed as an ordinary
corporation. In such circumstances, the Fund's taxable income would be subject to tax at the Fund level and to a further
tax at the shareholder level when such income is distributed and the Fund could be required to recognize unrealized gains,
pay substantial taxes and interest and make substantial distributions before requalifying as a regulated investment company
that is accorded special tax treatment. This would cause investors to incur higher tax liabilities than they otherwise would
have incurred and would have a negative impact on Fund returns. If the Fund fails to qualify as a regulated investment company,
distributions to the Fund's shareholders generally would be eligible (i) for treatment as qualified dividend income in the
case of individual shareholders and (ii) for the dividends received deduction in the case of corporate shareholders. See "Federal Tax
Matters."
IPO RISK. The Fund may invest in shares recently issued by companies undergoing an IPO. Shares
issued by such companies are often subject to extreme price volatility and speculative trading due to factors
such as the absence of a prior public market, unseasoned trading, the small number of shares available for trading and limited information about the issuer’s business model, quality of management, earnings growth potential and other criteria used to evaluate
its investment prospects. Such stocks may have exhibited price appreciation in connection with the IPO that is not sustained,
and it is not uncommon for stocks to decline in value in the period following the IPO. In addition, the market for IPO
shares can be speculative and/or inactive for extended periods of time. The limited number of shares available for trading in some
IPOs may make it more difficult for the Fund to buy or sell significant amounts of shares without an unfavorable impact on
prevailing prices. Investors in IPO shares can be affected by substantial dilution in the value of their shares, by sales of
additional shares and by concentration of control in existing management and principal shareholders.
ISSUER SPECIFIC CHANGES RISK. The value of an individual security or particular type of security can be more volatile
than the market as a whole and can perform differently from the value of the market as
a whole.
LEGISLATION/LITIGATION RISK. From time to time, various legislative initiatives are proposed and/or enacted in
the United States and abroad, which may have a negative impact on certain companies in which
the Fund invests. In addition, litigation regarding any of the issuers of the securities owned by the Fund, or industries represented
by these issuers, may negatively impact the value of the securities. Such legislation or litigation may cause the Fund
to lose value or may result in higher portfolio turnover if the Sub-Advisor determines to sell such a holding.
The Fund is a series of the Trust, an investment company registered under the 1940
Act. The Fund is treated as a separate fund with its own investment objective and policies. The Trust is organized as a Massachusetts
business trust. The Board is responsible for the overall management and direction of the Trust. The Board elects the Trust’s officers and approves all significant agreements, including those with the Advisor, Sub-Advisor, distributor,
custodian and fund administrative and accounting agent.
First Trust Advisors L.P., 120 East Liberty Drive, Wheaton, Illinois 60187, is the
investment advisor to the Fund. In this capacity, First Trust is responsible for overseeing the Sub-Advisor in the investment of the Fund’s assets, managing the Fund’s business affairs and providing certain clerical, bookkeeping and other administrative services.
First Trust is a limited partnership with one limited partner, Grace Partners of DuPage
L.P., and one general partner, The Charger Corporation. Grace Partners of DuPage L.P. is a limited partnership with one general
partner, The Charger Corporation, and a number of limited partners. The Charger Corporation is an Illinois corporation controlled
by James A. Bowen, the Chief Executive Officer of First Trust and Chairman of the Board of the Trust. First Trust
discharges its responsibilities subject to the policies of the Fund.
First Trust serves as advisor or sub-advisor for 12 mutual fund portfolios, 10 exchange-traded
funds consisting of 288 series and 5 closed-end funds. It is also the portfolio supervisor of certain unit investment
trusts sponsored by First Trust Portfolios L.P. (“FTP”), an affiliate of First Trust, 120 East Liberty Drive, Wheaton, Illinois 60187. FTP
specializes in the underwriting, trading and distribution of unit investment trusts and other securities. FTP is the
principal underwriter of the shares of the Fund.
The Trust, on behalf of the Fund, and First Trust have retained WCM to serve as investment
sub-advisor pursuant to a sub-advisory agreement (the "Sub-Advisory Agreement"). In this capacity, WCM is responsible for the selection and ongoing monitoring of the securities in the Fund’s investment portfolio. WCM, with principal offices at 281 Brooks St, Laguna Beach, CA 92651, was founded in 1976, and is a privately-held firm focused on equity investing
with a specific expertise in International and Emerging Markets. WCM had approximately [$____ billion] under management or committed
to management as of December 31, 2025.
Sanjay Ayer, CFA, Paul R. Black, Michael B. Trigg and Jon Tringale are the Fund's
portfolio managers and are jointly and primarily responsible for the day-to-day management of the Fund's investment portfolio.
●
Mr. Ayer is a Portfolio Manager of WCM. He began his investment career in 2003. He
has served as a Portfolio Manager and Business Analyst for the Sub-Advisor since 2007. He is a member of the
Sub-Advisor's ISG and his primary responsibilities include portfolio management and equity research.
●
Paul R. Black is a Portfolio Manager and co-CEO of WCM. He began his investment career
in 1986. He joined WCM in 1989, and has served as WCM’s President and co-CEO since December 2004. He is a member of the Sub-Advisor's ISG and his primary responsibilities include portfolio management and
equity research.
●
Michael B. Trigg is a Portfolio Manager, President and co-CEO of WCM. He began his
investment career in 2001. He has served as a Portfolio Manager and Business Analyst for the Sub-Advisor since
2006. He is a member of the Sub-Advisor's ISG and his primary responsibilities include portfolio management
and equity research.
●
Jon Tringale is a Portfolio Manager of WCM. He began his investment career in 2008.
He joined WCM in 2015 and has served as Portfolio Manager for the Sub-Advisor since 2022. Prior to joining the Advisor, Mr. Tringale’s experience includes positions as an Analyst, on the trading floor at Wedbush Securities
and as Vice President at Gerson Lehrman Group.
Additional information about the portfolio managers’ compensation, other accounts managed by the portfolio managers and the portfolio managers’ ownership of securities in the Fund is provided in the SAI.
Pursuant to an investment management agreement between First Trust and the Trust,
on behalf of the Fund (the “Investment Management Agreement”), First Trust oversees WCM’s management of the Fund’s assets and pays WCM for its services as Sub-Advisor. First Trust is paid an annual management fee equal to [___]% of the Fund’s average daily net assets. The Fund is responsible for all of its expenses, including management fees, costs of transfer
agency, custody, fund administration and accounting, legal, audit and other services, interest, taxes, brokerage commissions
and other expenses related to the execution of portfolio transactions, any distribution fees or expenses, and extraordinary expenses, as well as its portion of the Trust’s operating expenses.
First Trust has agreed to limit fees and/or pay expenses to the extent necessary through [________, 20__], to prevent the Fund’s Total Annual Operating Expenses (excluding taxes, interest, all brokerage commissions,
other normal charges incident to the purchase and sale of portfolio securities, distribution and service fees payable pursuant
to a Rule 12b-1 plan, if any, and extraordinary expenses) from exceeding [___]% of the average daily net assets of any
class of Fund shares. Expenses borne by First Trust are subject to reimbursement by the Fund for up to three years from
the date the fee or expense was incurred, but no reimbursement payment will be made by the Fund at any time if it would result in the Fund’s expenses exceeding (i) the applicable expense limitation in place for the most recent fiscal year for which such
expense limitation was in place, (ii) the applicable expense limitation in place at the time the fees were waived, or (iii) the current expense limitation.
A discussion regarding the Board’s approval of the Investment Management Agreement and the Sub-Advisory Agreement is available in the Fund's Form N-CSR for the year ended ___________, 202_.
Share Classes
The Fund offers four classes of shares: Class A, Class C, Investor Class and Institutional
Class. Each class represents an interest in the same portfolio of investments but with a different combination of sales charges,
fees, eligibility requirements and other features. Consult with your financial intermediary representative for additional information
on whether the shares are an appropriate investment choice. The Fund may not be available through certain of these
intermediaries and not all financial intermediaries offer all classes of shares. Contact your financial intermediary or
refer to your plan documents for instructions on how to purchase, exchange, or redeem shares. With certain limited exceptions, the
Fund is available only to U.S. citizens or residents.
Please refer to the SAI for more information about Class A, Class C, Investor Class
and Institutional Class shares, including more detailed program descriptions and eligibility requirements. If your financial
intermediary offers more than one class of shares, you should carefully consider which class of shares to purchase. Certain classes
have higher expenses than other classes, which may lower the return on your investment. Additional information is also available
from your financial intermediary. Information regarding the sales charge applicable to the purchase of Fund shares is
included in this prospectus and the Fund's SAI, both of which are available free of charge at http://www.ftportfolios.com/Retail/MF/MFSummary.aspx?Ticker=WFGGX. Information regarding the sales charge applicable to the purchase of Fund shares is
not available on the Fund's website separately from the Fund's prospectus and SAI.
You can purchase Class A shares at the offering price, which is the net asset value
per share plus an up-front sales charge. The sales charge may be waived, as described in “Class A Sales Charge Waivers.” Class A shares are also subject to an annual service fee of 0.25% of the Fund’s average daily net assets attributable to Class A shares, which compensates your financial advisor and other entities for providing ongoing service to you. FTP retains the up-front
sales charge and the service fee on accounts with no financial intermediary of record. The up-front Class A sales charges for the
Fund are as follows:
|
|
Sales Charge
as %
of Public
Offering Price
|
Sales Charge
as %
of Net Amount
Invested
|
Maximum
Financial Intermediary
Commission as % of
Public Offering Price
|
|
|
|
|
|
$50,000 but less than $100,000
|
|
|
|
$100,000 but less than $250,000
|
|
|
|
$250,000 but less than $500,000
|
|
|
|
$500,000 but less than $1,000,000
|
|
|
|
|
|
|
|
|
*
You can purchase $1 million or more of Class A shares at net asset value without an
up-front sales charge. First Trust pays financial intermediaries of record a commission equal to 1.00% of the first $2.5 million, plus
0.50% of the next $2.5 million, plus 0.25% of the amount over $5 million. You may be assessed a contingent deferred sales charge of
1.00% if you redeem any of your shares within 12 months of purchase. The contingent deferred sales charge is calculated on the lower
of your purchase price or your redemption proceeds. You do not pay a contingent deferred sales charge on any Class A shares you purchase
by reinvesting dividends or capital gains.
For purposes of determining whether you qualify for a reduced sales charge as set
forth in the table above, you may include purchases by (i) you, (ii) your spouse (or legal equivalent if recognized under local
law) and your children under 21 years of age, and (iii) a corporation, partnership or sole proprietorship that is 100% owned
by any of the persons in or (ii). In addition, a trustee or other fiduciary can count all shares purchased for a single trust, estate
or other single fiduciary account that has multiple accounts (including one or more employee benefit plans of the same employer).
See the SAI for more information.
You can purchase Class C shares at the offering price, which is the net asset value
per share without any up-front sales charge. Class C shares are subject to annual distribution and service fees of 1.00% of the Fund’s average daily net assets attributable to Class C shares. The annual 0.25% service fee compensates your financial advisor
for providing ongoing service to you. The annual 0.75% distribution fee compensates FTP for paying your financial advisor an
ongoing sales commission as well as an advance of the first year’s service and distribution fees. FTP retains the service and distribution fees on accounts with no financial intermediary of record. If you redeem your shares within 12 months of purchase,
you will normally pay a 1.00%
contingent deferred sales charge (“CDSC”), which is calculated on the lower of your purchase price or your redemption proceeds.
You do not pay a CDSC on any Class C shares you purchase by reinvesting dividends
or capital gains.
The Fund has established a limit to the amount of Class C shares that may be purchased
by an individual investor. See the SAI for more information.
Automatic Conversion of Class C Shares to Class A Shares After 8-Year Holding Period. Beginning on August 30, 2021, Class C shares of the Fund that have been held for 8 years or more will automatically
convert into Class A shares of the Fund and will be subject to Class A shares’ lower distribution and service (12b-1) fees. The conversion will occur on the basis of the relative net asset values of the two classes, meaning the value of your investment
will not change, but the number of shares that you own may be higher or lower after the conversion.
After August 30, 2021, Class C shares of the Fund will convert automatically to Class A shares of the Fund
on a monthly basis in the month of, or the month following, the 8-year anniversary of the Class C shares’ purchase date. Class C shares of the Fund acquired through automatic reinvestment of dividends or distributions will convert
to Class A shares of the Fund on the conversion date pro rata with the converting Class C shares of the Fund that were
not acquired through reinvestment of dividends or distributions.
Shareholders will not pay a sales charge, including a CDSC, upon the automatic conversion
of their Class C shares to Class A shares. The automatic conversion of the Fund’s Class C shares into Class A shares after the 8-year holding period is not expected to be a taxable event for federal income tax purposes. Shareholders should consult
with their tax advisor regarding the state and local tax consequences of such conversions.
Class C shares held through a financial intermediary in an omnibus account will be
automatically converted into Class A shares only if the intermediary can document that the shareholder has met the required holding
period. In certain circumstances, when shares are invested through retirement plans, omnibus accounts, and in certain
other instances, the Fund and its agents may not have transparency into how long a shareholder has held Class C shares for
purposes of determining whether such Class C shares are eligible for automatic conversion into Class A shares and the financial
intermediary may not have the ability to track purchases to credit individual shareholders’ holding periods. This primarily occurs when shares are invested through certain record keepers for group retirement plans, where the intermediary cannot track
share aging at the participant level. In these circumstances, the Fund will not be able to automatically convert Class C
shares into Class A shares as described above. In order to determine eligibility for conversion in these circumstances, it is the
responsibility of the shareholder or their financial intermediary to notify the Fund that the shareholder is eligible for the conversion
of Class C shares to Class A shares, and the shareholder or their financial intermediary may be required to maintain and provide
the Fund with records that substantiate the holding period of Class C shares. In these circumstances, it is the financial intermediary’s (and not the Fund’s) responsibility to keep records and to ensure that the shareholder is credited with the proper holding
period. In circumstances where a financial intermediary is unable to track or substantiate the holding period of a Class C shareholder,
such shareholder will remain holding Class C shares and will be ineligible to have their shares converted to Class A pursuant
to this automatic conversion program. Please consult with your financial intermediary about your shares’ eligibility for this conversion feature.
Also beginning on March 1, 2019, new accounts or plans may not be eligible to purchase
Class C shares of the Fund if it is determined that the intermediary cannot track shareholder holding periods to determine whether a shareholder’s Class C shares are eligible for conversion to Class A shares. Accounts or plans (and their
successor, related and affiliated plans) that have Class C shares of the Fund available to participants on or before March 1, 2019,
may continue to open accounts for new participants in that share class and purchase additional shares in existing participant
accounts. The Fund has no responsibility for overseeing, monitoring or implementing a financial intermediary’s process for determining whether a shareholder meets the required holding period for conversion.
Customers of Raymond James (as defined below) may be eligible for an exchange of Class
C shares for Class A shares, less the applicable sales charge, after holding their Class C shares for eight (8) years.
Please consult with your financial intermediary if you have any questions regarding your shares’ conversion from Class C shares to Class A shares.
You can purchase Investor Class shares at the offering price, which is the net asset
value per share without any up-front sales charge. Investor Class shares are subject to an annual service fee of 0.25% of the Fund’s average daily net assets attributable to Investor Class shares, which compensates your financial advisor and other entities
for providing ongoing service to you. FTP retains the service fee on accounts with no financial intermediary of record.
Institutional Class Shares
You can purchase Institutional Class shares at the offering price, which is the net
asset value per share without any up-front sales charge. Institutional Class shares are not subject to sales charges or ongoing
service or distribution fees. Institutional Class shares have lower ongoing expenses than the other classes. Institutional Class
shares are available for purchase in an amount of $100,000 or more, or using dividends and capital gains distributions on
Institutional Class shares. Institutional Class shares may also be available for purchase in amounts of less than $100,000 by
the following categories of investors:
●
Certain employees, officers, directors and affiliates of First Trust and WCM Investment
Management, LLC.
●
Certain financial intermediary personnel.
●
Certain bank or broker affiliated trust departments, pursuant to an agreement.
●
Certain employer-sponsored retirement plans.
●
Certain additional categories of investors, including certain advisory accounts of
First Trust and its affiliates, and qualifying clients of investment advisors, financial planners, or other financial
intermediaries that charge periodic or asset-based fees for their services.
Institutional Class shares are also available for purchase in minimum amounts of $250
or more for accounts of clients of financial intermediaries who charge an ongoing fee for advisory, investment, consulting or similar services (“wrap” accounts).
Institutional Class shares may be available to investors that purchase shares through
financial intermediaries that, acting as agents on behalf of their customers, directly impose on shareholders sales charges
or transaction fees (i.e., commissions) determined by the financial intermediary related to the purchase of Institutional
Class shares. These charges and fees are not disclosed in the prospectus or statement of additional information. Such purchases
are not subject to the Institutional Class minimum purchase requirements disclosed in the prospectus or statement of additional
information. Shares of the Fund are available in other share classes that have different fees and expenses.
See the SAI for more information.
Class A Sales Charge Waivers
Class A shares of the Fund may be purchased at net asset value without a sales charge
as follows:
●
Purchases of $1,000,000 or more.
●
Reinvestment of distributions from Class A Shares of the Fund.
●
Purchases by officers, trustees and former trustees of the First Trust Mutual Funds,
as well as full-time and retired employees of First Trust, any parent company of First Trust, and subsidiaries
thereof, and such employees’ immediate family members (as defined in the SAI).
●
Purchases by any person who, for at least the last 90 days, has been an officer, director,
or full-time employee of any financial intermediary or any such person’s immediate family member.
●
Purchases by bank or broker-affiliated trust departments investing funds over which
they exercise exclusive discretionary investment authority and that are held in a fiduciary, agency, advisory,
custodial, or similar capacity.
●
Purchases made by investors purchasing on a periodic fee, asset based fee, or no transaction
fee basis through a broker-dealer sponsored mutual fund purchase program; and clients of investment
advisors, financial planners, or other financial intermediaries that charge periodic or asset-based fees for their
services.
Morgan Stanley Smith Barney LLC (“Morgan Stanley”) Class A Sales Charge Waivers. Notwithstanding the list above, effective July 1, 2018, shareholders purchasing Class A shares of the Fund through
a Morgan Stanley Wealth Management transactional brokerage account will only be eligible for a waiver of the up-front
sales charge applicable to Class A shares under the following circumstances (these conditions differ from and may be more limited
than those disclosed above and elsewhere in the Fund’s prospectus or statement of additional information):
●
Purchases by employer-sponsored retirement plans (e.g., 401(k) plans, 457 plans, employer-sponsored 403(b) plans, profit sharing and money purchase pension plans and defined benefit plans).
For purposes of this provision, employer-sponsored retirement plans do not include SEP IRAs, Simple IRAs,
SAR-SEPs or Keogh plans.
●
Purchases by Morgan Stanley employee and employee-related accounts according to Morgan Stanley’s account linking rules.
●
Shares purchased through reinvestment of dividends and capital gains distributions
when purchasing shares of the same Fund.
●
Shares purchased through a Morgan Stanley self-directed brokerage account.
●
Class C shares that are no longer subject to a contingent deferred sales charge and
are converted to Class A shares of the same Fund pursuant to Morgan Stanley Wealth Management’s share class conversion program.
●
Shares purchased from the proceeds of redemptions of other First Trust Mutual Funds;
provided that, (i) the repurchase occurs within 90 days following the redemption, (ii) the redemption and
purchase occur in the same account, and (iii) the redeemed shares were subject to an up-front or deferred
sales charge.
Intermediary-Defined Sales Charge Waiver Policies
The availability of certain initial or deferred sales charge waivers and discounts
may depend on the particular financial intermediary or type of account through which you purchase or hold Fund shares.
Intermediaries may have different policies and procedures regarding the availability
of front-end sales load waivers or CDSC waivers, which are discussed below. In all instances, it is the purchaser’s responsibility to notify the Fund or the purchaser’s financial intermediary at the time of purchase of any relationship or other facts
qualifying the purchaser for sales charge waivers or discounts. For waivers and discounts not available through a particular intermediary,
shareholders will have to purchase Fund shares directly from the Fund or through another intermediary to receive these
waivers or discounts.
Raymond James & Associates, Inc., Raymond James Financial Services, Inc., & Raymond
James affiliates (“Raymond James”)
Effective March 1, 2019, shareholders purchasing Fund shares through a Raymond James
platform or account will be eligible only for the following load waivers (front-end sales charge waivers and contingent
deferred, or back-end, sales charge waivers) and discounts, which may differ from those disclosed elsewhere in this Fund’s prospectus or SAI.
Front-end sales load waivers on Class A shares available at Raymond James
●
Shares purchased in an investment advisory program.
●
Shares purchased within the family of First Trust Mutual Funds through a systematic
reinvestment of capital gains and dividend distributions.
●
Employees and registered representatives of Raymond James or its affiliates and their
family members as designated by Raymond James.
●
Shares purchased from the proceeds of redemptions within the family of First Trust
Mutual Funds, provided (1) the repurchase occurs within 90 days following the redemption, (2) the redemption
and purchase occur in the same account, and (3) redeemed shares were subject to a front-end or deferred
sales load (known as Rights of Reinstatement).
●
A shareholder in the Fund’s Class C shares will have their shares converted at net asset value to Class A shares (or the appropriate share class) of the Fund if the shares are no longer subject to
a CDSC and the conversion is in line with the policies and procedures of Raymond James.
CDSC Waivers on Classes A and C shares available at Raymond James
●
Death or disability of the shareholder.
●
Shares sold as part of a systematic withdrawal plan as described in the Fund’s prospectus.
●
Return of excess contributions from an IRA Account.
●
Shares sold as part of a required minimum distribution for IRA and retirement accounts
due to the shareholder reaching the qualified age based on applicable IRS regulations as described in the Fund’s prospectus.
●
Shares sold to pay Raymond James fees but only if the transaction is initiated by
Raymond James.
●
Shares acquired through a right of reinstatement.
Front-end load discounts available at Raymond James: breakpoints, rights of accumulation,
and/or letters of intent
●
Breakpoints as described in this prospectus.
●
Rights of accumulation which entitle shareholders to breakpoint discounts will be
automatically calculated based on the aggregated holding of fund family assets held by accounts within the purchaser’s household at Raymond James. Eligible fund family assets not held at Raymond James may be included
in the rights of accumulation calculation only if the shareholder notifies his or her financial advisor
about such assets.
●
Letters of intent which allow for breakpoint discounts based on anticipated purchases
within a fund family, over a 13-month time period. Eligible fund family assets not held at Raymond James
may be included in the calculation of letters of intent only if the shareholder notifies his or her financial
advisor about such assets.
Oppenheimer & Co. Inc (“OPCO”)
Effective March 24, 2020, shareholders purchasing Fund shares through an OPCO platform
or account are eligible only for the following load waivers (front end sales charge waivers and contingent deferred,
or back end, sales charge waivers) and discounts, which may differ from those disclosed elsewhere in this Fund’s prospectus or SAI.
Front-end sales load waivers on Class A shares available at OPCO
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Employer-sponsored retirement, deferred compensation and employee benefit plans (including
health savings accounts) and trusts used to fund those plans, provided that the shares are not held
in a commission-based brokerage account and shares are held for the benefit of the plan.
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Shares purchased by or through a 529 Plan.
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Shares purchased through an OPCO affiliated investment advisory program.
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Shares purchased through reinvestment of capital gains distributions and dividend
reinvestment when purchasing shares of the same Fund (but not any other fund within the family of First
Trust Mutual Funds).
●
Shares purchased from the proceeds of redemptions within the family of First Trust
Mutual Funds, provided (1) the repurchase occurs within 90 days following the redemption, (2) the redemption
and purchase occur in the same account, and (3) redeemed shares were subject to a front-end or deferred
sales load (known as rights of restatement).
●
A shareholder in the Fund’s Class C shares will have their shares converted at net asset value to Class A shares (or the appropriate share class) of the Fund if the shares are no longer subject to
a CDSC and the conversion is in line with the policies and procedures of OPCO.
●
Employees and registered representatives of OPCO or its affiliates and their family
members.
●
Directors or Trustees of the Fund, and employees of the Fund’s investment adviser or any of its affiliates, as described in this prospectus.
CDSC waivers on A and C Shares available at OPCO
●
Death or disability of the shareholder.
●
Shares sold as part of a systematic withdrawal plan as described in the Fund’s prospectus.
●
Return of excess contributions from an IRA Account.
●
Shares sold as part of a required minimum distribution for IRA and retirement accounts
due to the shareholder reaching the qualified age based on applicable IRS regulations as described in the
prospectus.
●
Shares sold to pay OPCO fees but only if the transaction is initiated by OPCO.
●
Shares acquired through a right of reinstatement.
Front-end load discounts available at OPCO: breakpoints, rights of accumulation &
letters of intent
●
Breakpoints as described in this prospectus.
●
Rights of Accumulation (“ROA”) which entitle shareholders to breakpoint discounts will be automatically calculated based on the aggregated holding of fund family assets held by accounts within the purchaser’s household at OPCO. Eligible fund family assets not held at OPCO may be included in
the ROA calculation only if the shareholder notifies his or her financial advisor about such assets.
Janney Montgomery Scott LLC (“Janney”)
Effective May 1, 2020, shareholders purchasing Fund shares through a Janney brokerage
account will only be eligible for the following load waivers (front-end sales load waivers and CDSC waivers) and discounts,
which may differ from those disclosed elsewhere in this Fund’s Prospectus or SAI.
Front-end sales load waivers on Class A shares available at Janney
●
Shares purchased through reinvestment of capital gains distributions and dividend
reinvestment when purchasing shares of the same Fund (but not any other fund within the family of First
Trust Mutual Funds).
●
Shares purchased by employees and registered representatives of Janney or its affiliates
and their family members as designated by Janney.
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Shares purchased from the proceeds of redemptions within the family of First Trust
Mutual Funds, provided (1) the repurchase occurs within ninety (90) days following the redemption, (2) the
redemption and purchase occur in the same account, and (3) redeemed shares were subject to a front-end or
deferred sales load (i.e., right of reinstatement).
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Employer-sponsored retirement plans (e.g., 401(k) plans, 457 plans, employer-sponsored 403(b) plans, profit sharing and money purchase pension plans and defined benefit plans). For purposes
of this provision, employer-sponsored retirement plans do not include SEP IRAs, Simple IRAs, SAR-SEPs
or Keogh plans.
●
Shares acquired through a right of reinstatement.
●
Class C shares that are no longer subject to a CDSC and are converted to Class A shares
of the same Fund pursuant to Janney’s policies and procedures.
CDSC waivers on Class A and C shares available at Janney
●
Shares sold upon the death or disability of the shareholder.
●
Shares sold as part of a systematic withdrawal plan as described in the Fund’s prospectus.
●
Shares purchased in connection with a return of excess contributions from an IRA account.
●
Shares sold as part of a required minimum distribution for IRA and other retirement
accounts due to the shareholder reaching age 72 as described in the Fund’s prospectus.
●
Shares sold to pay Janney fees but only if the transaction is initiated by Janney.
●
Shares acquired through a right of reinstatement.
●
Shares exchanged into the same share class of a different fund.
Front-end sales load discounts available at Janney: breakpoints, rights of accumulation,
and/or letters of intent
●
Breakpoints as described in the Fund’s Prospectus.
●
Rights of accumulation (“ROA”), which entitle shareholders to breakpoint discounts, will be automatically calculated based on the aggregated holding of fund family assets held by accounts within the purchaser’s household at Janney. Eligible fund family assets not held at Janney may be included
in the ROA calculation only if the shareholder notifies his or her financial advisor about such assets.
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Letters of intent which allow for breakpoint discounts based on anticipated purchases
within a fund family, over a 13-month time period. Eligible fund family assets not held at Janney may be
included in the calculation of letters of intent only if the shareholder notifies his or her financial advisor
about such assets.
Stifel, Nicolaus & Company, Incorporated (“Stifel”) and its broker dealer affiliates
Effective March 3, 2025, shareholders purchasing or holding fund shares, including
existing fund shareholders, through a Stifel or affiliated platform that provides trade execution, clearance, and/or custody
services, will be eligible for the following sales charge load waivers (including front-end sales charge waivers and contingent
deferred, or back-end, (“CDSC”) sales charge waivers) and discounts, which may differ from those disclosed elsewhere in this prospectus or the Fund’s SAI.
As described elsewhere in this prospectus, Stifel may receive compensation out of
the front-end sales charge if you purchase Class A shares through Stifel.
●
Rights of accumulation (“ROA”) that entitle shareholders to breakpoint discounts on front-end sales charges will be calculated by Stifel based on the aggregated holding of eligible assets in
all classes of shares of First Trust funds held by accounts within the purchaser’s household at Stifel. Ineligible assets include Class A Money Market Funds not assessed a sales charge. Fund Family assets not held at Stifel may
be included in the calculation of ROA only if the shareholder notifies his or her financial advisor about such assets.
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The employer maintaining a SEP IRA plan and/or SIMPLE IRA plan may elect to establish
or change ROA for the IRA accounts associated with the plan to a plan-level grouping as opposed to including
all share classes at a shareholder or pricing group level.
Front-end sales charge waivers on Class A shares available at Stifel
Sales charges may be waived for the following shareholders and in the following situations:
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Class C shares that have been held for more than seven (7) years may be converted
to Class A shares or other front-end share class(es) of the same fund pursuant to Stifel’s policies and procedures. To the extent that this prospectus elsewhere provides for a waiver with respect to the exchange or conversion
of such shares following a shorter holding period, those provisions shall continue to apply.
●
Shares purchased by employees and registered representatives of Stifel or its affiliates
and their family members as designated by Stifel.
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Shares purchased in a Stifel fee-based advisory program, often referred to as a “wrap” program.
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Shares purchased through reinvestment of capital gains distributions and dividend
reinvestment when purchasing shares of the same or other fund within the fund family.
●
Shares purchased from the proceeds of redeemed shares of the same fund family so long
as the proceeds are from the sale of shares from an account with the same owner/beneficiary within 90
days of the purchase. For the absence of doubt, automated transactions (i.e. systematic purchases, including salary deferral transactions and withdrawals) and purchases made after shares are sold to cover Stifel Nicolaus’ account maintenance fees are not eligible for rights of reinstatement.
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Shares from rollovers into Stifel from retirement plans to IRAs.
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Shares exchanged into Class A shares from another share class so long as the exchange
is into the same fund and was initiated at the direction of Stifel. Stifel is responsible for any remaining
CDSC due to the fund company, if applicable. Any future purchases are subject to the applicable sales charge as
disclosed in this prospectus.
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Purchases of Class 529-A shares through a rollover from another 529 plan.
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Purchases of Class 529-A shares made for reinvestment of refunded amounts.
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Employer-sponsored retirement plans (e.g., 401(k) plans, 457 plans, employer-sponsored 403(b) plans, profit sharing and money purchase pension plans and defined benefit plans). For purposes
of this provision, employer-sponsored retirement plans do not include SEP IRAs, Simple IRAs or SAR-SEPs.
Contingent Deferred Sales Charges Waivers on Class A and C Shares
●
Death or disability of the shareholder or, in the case of 529 plans, the account beneficiary.
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Shares sold as part of a systematic withdrawal plan not to exceed 12% annually.
●
Return of excess contributions from an IRA Account.
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Shares sold as part of a required minimum distribution for IRA and retirement accounts
due to the shareholder reaching the qualified age based on applicable IRS regulations.
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Shares acquired through a right of reinstatement.
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Shares sold to pay Stifel fees or costs in such cases where the transaction is initiated
by Stifel.
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Shares exchanged or sold in a Stifel fee-based program.
Share Class Conversions in Advisory Accounts
●
Stifel continually looks to provide our clients with the lowest cost share class available
based on account type. Stifel reserves the right to convert shares to the lowest cost share class available
at Stifel upon transfer of shares into an advisory program.
Robert W. Baird & Co. (“Baird”)
Effective September 18, 2020, shareholders purchasing fund shares through a Baird
platform or account will only be eligible for the following sales charge waivers (front-end sales charge waivers and contingent
deferred sales charge waivers) and discounts, which may differ from those disclosed elsewhere in the Fund’s prospectus or the SAI.
Front-end sales charge waivers on Class A shares available at Baird
●
Shares purchased through reinvestment of capital gains distributions and dividend
reinvestment when purchasing shares of the same Fund.
●
Shares purchased by employees and registered representatives of Baird or its affiliates
and their family members as designated by Baird.
●
Shares purchased using the proceeds of redemptions from within the family of First
Trust Mutual Funds, provided (1) the repurchase occurs within 90 days following the redemption, (2) the
redemption and purchase occur in the same accounts, and (3) redeemed shares were subject to a front-end or
deferred sales charge (known as rights of reinstatement).
●
A shareholder in the Fund’s Class C Shares will have their shares converted at net asset value to Class A shares of the same Fund if the shares are no longer subject to the CDSC and the conversion
is in line with the policies and procedures of Baird.
●
Employer-sponsored retirement plans or charitable accounts in a transactional brokerage
account at Baird, including 401(k) plans, 457 plans, employer-sponsored 403(b) plans, profit sharing
and money purchase pension plans and defined benefit plans. For purposes of this provision, employer-sponsored
retirement plans do not include SEP IRAs, Simple IRAs or SAR-SEPs.
CDSC waivers on Class A and C shares available at Baird
●
Shares sold due to death or disability of the shareholder.
●
Shares sold as part of a systematic withdrawal plan as described in your Fund’s prospectus.
●
Shares bought due to returns of excess contributions from an IRA Account.
●
Shares sold as part of a required minimum distribution for IRA and retirement accounts
due to the shareholder reaching the qualified age based on applicable Internal Revenue Service regulations as described in your Fund’s prospectus.
●
Shares sold to pay Baird fees but only if the transaction is initiated by Baird.
●
Shares acquired through a right of reinstatement.
●
Front-end sales charge discounts available at Baird: breakpoints, rights of accumulations
and letters of intent
●
Breakpoints as described in your Fund’s prospectus.
●
Rights of accumulations which entitle shareholders to breakpoint discounts will be
automatically calculated based on the aggregated holding of First Trust Mutual Fund family assets held by accounts within the purchaser’s household at Baird. Eligible First Trust Mutual Fund family assets not held at Baird
may be included in the rights of accumulations calculation only if the shareholder notifies his or her financial
advisor about such assets.
●
Letters of Intent (LOI) allow for breakpoint discounts based on anticipated purchases
of First Trust Mutual Funds through Baird, over a 13-month period of time.
You may need to provide the Fund or your financial advisor information or records,
such as account statements, in order to verify your eligibility for a sales charge waiver (or reduction as set forth in the table above in “Share Classes—Class A Shares”). This may include account statements of family members and information regarding First
Trust Mutual Fund shares held in accounts with other financial advisors. You or your financial advisor must notify
First Trust at the time of each purchase if you are eligible for any of these programs that result in a sales charge waiver or reduction.
The Fund may modify or discontinue these programs at any time.
Right of Accumulation. You may purchase Class A shares of the Fund at a reduced sales charge determined
by aggregating the dollar amount of the new purchase (measured by the offering price) and the total prior day’s net asset value (net amount invested) of all eligible shares (as set forth herein) and applying the sales charge
applicable to such aggregate amount. Shares eligible for aggregation include Class A shares of the Fund and other First Trust
Mutual Funds then held by you. In order for your purchases and holdings to be aggregated for purposes of qualifying for such discount,
they must have been made through one financial intermediary and you must provide sufficient information to your financial
intermediary at the time of initial purchase of shares that qualify for the rights of accumulation to permit verification
that the purchase qualifies for the reduced sales charge. The right of accumulation is subject to modification or discontinuance
at any time with respect to all shares purchased thereafter.
Letter of Intent. You can also reduce the sales charge on the purchase of Class A shares by signing
a Letter of Intent indicating your intention to purchase $50,000 or more of Class A shares (including Class A shares
in other First Trust funds) over a 13-month period. The term of the Letter of Intent will commence upon the date you
sign the Letter. In order to apply purchases towards the intended amount, you must refer to such Letter when placing all orders.
When calculating the applicable sales charge to a purchase pursuant to a Letter of
Intent, the amount of investment for purposes of applying the sales load schedule includes: (i) the historical cost (what you actually
paid for the shares at the time of purchase, including any sales charges) of all Class A shares acquired during the term of the
Letter of Intent; minus the value of any
redemptions of Class A shares made during the term of the Letter of Intent. Each investment
made during the period receives the reduced sales charge applicable to the total amount of the investment goal. A
portion of shares purchased may be held in escrow to pay for any applicable sales charge. If the goal is not achieved within
the period, you must pay the difference between the sales charges applicable to the purchases made and the charges previously
paid, or an appropriate number of escrowed shares will be redeemed. Please contact your financial intermediary to obtain
a Letter of Intent application.
Investment in Fund Shares
Shares of the Fund may be purchased on any business day, which is any day the NYSE
is open for business. Generally, the NYSE is closed on weekends and national holidays. The share price you pay depends on when
the transfer agent or authorized intermediary receives your order. Orders received before the close of trading on a
business day (normally, 4:00 p.m. Eastern Time) will receive that day’s closing share price; otherwise, you will receive the next business day’s price.
Fund shares may be purchased only through a financial intermediary. The Fund has authorized
one or more financial intermediaries, or the designees of such intermediaries, to receive purchase and redemption orders on the Fund’s behalf. The Fund will be deemed to have received a purchase or redemption order when an authorized
financial intermediary, or the designee of an authorized financial intermediary, receives the order.
A financial intermediary, such as a financial advisor or broker, is paid for providing
investment advice and services, either from the Fund sales charges and fees or by charging you a separate fee in lieu of a sales
charge. Financial intermediaries may charge a service fee in connection with the purchase or redemption of the Fund shares. Service
fees typically are fixed dollar amounts and are in addition to the sales and other charges described in this prospectus and
the SAI. For more information, please contact your financial intermediary.
For purposes of the 1940 Act, the Fund is treated as a registered investment company
and the acquisition of shares by other registered investment companies and companies relying on Sections 3(c)(1) or 3(c)(7)
of the 1940 Act is subject to the restrictions of Section 12(d)(1) of the 1940 Act and the related rules and interpretations.
To purchase shares of the Fund, you must invest at least the minimum amount indicated
in the following table:
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Direct Retirement Accounts
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Automatic Investment Plan
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Direct Retirement Accounts
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Automatic Investment Plan
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For Investor Class shares of the Fund, there is no initial or subsequent investment
minimum for:
●
Fee Based Programs (such as wrap accounts) where an advisory fee is paid to the broker-dealer or other
financial intermediary. Please consult your financial representative to determine if your fee
based program is subject to additional or different conditions or fees.
●
Certain Retirement Plans. Please consult your retirement plan administrator to determine if your retirement
plan is subject to additional or different conditions or fees.
●
Clients of a registered Investment Adviser where the registered investment adviser receives an advisory, management or consulting fee.
For Institutional Class shares, there is no initial or subsequent investment minimum
for:
●
Fee Based Programs (such as wrap accounts) where an advisory fee is paid to the broker-dealer or other
financial intermediary Please consult your financial representative to determine if your fee
based program is subject to additional or different conditions or fees.
●
Certain Retirement Plans. Please consult your retirement plan administrator to determine if your retirement
plan is subject to additional or different conditions or fees.
●
Certain Individual Retirement Accounts if the amounts invested represent rollover distributions from investments by any of the retirement plans invested in the Fund.
●
Clients of a Registered Investment Adviser where the registered investment adviser receives an advisory, management or consulting fee.
●
Trustees of the Trust, former trustees of the Trust, and current or retired directors and employees of
the Adviser or WCM and their affiliates (this also applies to any spouse, parents, children, siblings,
grandparents, grandchildren and in-laws of those mentioned).
At the discretion of the Advisor, clients of the Advisor and its affiliates may purchase
Institutional Class shares of the Fund below the stated minimums. Due to operational limitations at your financial intermediary,
certain fee based programs, retirement plans, individual retirement accounts and accounts of registered investment advisers may be subject to the Fund’s investment minimums.
The following is a description of additional account services available to investors
at no additional cost. Investors can obtain copies of the necessary forms from their financial advisor.
Shares of the Fund may be exchanged into an identically registered account for the
same class of another First Trust Mutual Fund available in your state. The exchange must meet the minimum purchase requirements
of the fund into which you are exchanging. You may also, under certain limited circumstances, exchange between certain
classes of shares of the same Fund, subject to the payment of any applicable CDSC. Please consult the SAI for details.
The Fund may change or cancel its exchange policy at any time upon 60 days’ notice. The Fund reserves the right to revise or suspend the exchange privilege, limit the amount or number of exchanges, or reject any exchange. See “Frequent Trading and Market Timing” below.
Because an exchange between funds is treated for tax purposes as a purchase and sale,
any gain may be subject to tax. An exchange between classes of shares of the Fund may not be considered a taxable event.
Please consult a tax advisor about the tax consequences of exchanging your shares.
If shares of the Fund are redeemed, you may reinvest all or part of your redemption
proceeds in the Fund up to one year later without incurring any additional charges. You may only reinvest into the same share
class you redeemed. The reinvestment privilege does not extend to Class A shares or Class C shares, where the redemption
of the shares triggered the payment of a CDSC. This reinstatement privilege may be used only once for any redemption.
Redemption of Fund Shares
An investor may redeem shares on any business day. Investors will receive the share
price next determined after the Fund has received a redemption request. Redemption requests must be received before the
close of trading on the NYSE (normally, 4:00 p.m. Eastern Time) in order to receive that day’s price. The Fund will normally mail a check the next business day after a redemption request is received, but in no event more than seven calendar days after
a request is received. Redemption requests for payment by a method other than by check will typically be processed the
next business day after a redemption
request is received, but in no event more than seven calendar days after a request
is received. If you are selling shares purchased recently with a check, your redemption proceeds will not be mailed until your check
has cleared, which may take up to ten days from your purchase date. Proceeds from a written redemption request will be sent
to you by check unless another form of payment is requested. The Fund typically expects to meet redemption requests through
holdings of cash or cash equivalents and the sale of portfolio assets in both regular and stressed market conditions. Under
unusual circumstances that make cash payments unwise and for the protection of existing shareholders, the Fund may meet
redemption requests in-kind.
Shares of the Fund must be redeemed through your financial intermediary. A financial
intermediary may charge a fee for this service.
Contingent Deferred Sales Charge
If Class A or Class C shares that are subject to a CDSC are redeemed, an investor
may be assessed a CDSC. When an investor is subject to a CDSC, the Fund will first redeem any shares that are not subject to
a CDSC, and then redeem the shares owned for the longest period of time, unless requested otherwise. No CDSC is imposed on
shares bought through the reinvestment of dividends and capital gains. The CDSC holding period is calculated on a monthly
basis and begins on the first day of the month in which the purchase was made. When you redeem shares subject to a CDSC, the
CDSC is calculated on the lower of your purchase price or redemption proceeds, deducted from your redemption proceeds,
and paid to FTP. The CDSC may be waived under certain special circumstances as described below.
Reduction or Elimination of Class A and Class C Contingent Deferred Sales Charge
Class A shares are normally redeemed at net asset value, without any CDSC. However,
in the case of Class A shares purchased at net asset value without a sales charge because the purchase amount exceeded $[__],
a CDSC of 1% may be imposed on any redemption within 12 months of purchase. Class C shares are redeemed at net asset
value, without any CDSC, except that a CDSC of 1% is imposed upon redemption of Class C shares that are redeemed within
12 months of purchase (except in cases where the shareholder’s financial advisor agreed to waive the right to receive an advance of the first year’s distribution and service fee).
In determining whether a CDSC is payable, the Fund will first redeem shares not subject
to any charge and then will redeem shares held for the longest period, unless the shareholder specifies another order.
No CDSC is charged on shares purchased as a result of automatic reinvestment of dividends or capital gains paid. In addition,
no CDSC will be charged on exchanges of shares into another First Trust non-ETF open-end fund. The holding period is calculated
on a monthly basis and begins on the date of purchase. The CDSC is assessed on an amount equal to the lower of the
then current market value or the cost of the shares being redeemed. Accordingly, no sales charge is imposed on increases of
net asset value above the initial purchase price. FTP receives the amount of any CDSC shareholders pay.
The CDSC may be waived or reduced under the following circumstances: (i) in the event
of total disability (as evidenced by a determination by the federal Social Security Administration) of the shareholder (including
a registered joint owner) occurring after the purchase of the shares being redeemed; (ii) in the event of the death of
the shareholder (including a registered joint owner); (iii) for redemptions made pursuant to a systematic withdrawal plan, up to
1% monthly, 3% quarterly, 6% semiannually or 12% annually of an account’s net asset value depending on the frequency of the plan as designated by the shareholder; (iv) involuntary redemptions caused by operation of law; (v) redemptions in connection
with a payment of account or plan fees; (vi) redemptions in connection with the exercise of a reinstatement privilege
whereby the proceeds of a redemption of the Fund’s shares subject to a sales charge are reinvested in shares of certain funds within a specified number of days; (vii) redemptions in connection with the exercise of the Fund’s right to redeem all shares in an account that does not maintain a certain minimum balance or that the Board of Trustees has determined may have material
adverse consequences to the Fund; (viii) in whole or in part for redemptions of shares by shareholders with accounts
in excess of specified breakpoints that correspond to the breakpoints under which the up-front sales charge on Class
A shares is reduced pursuant to Rule 22d-1 under the Act; (ix) redemptions of shares purchased under circumstances or by a category
of investors for which Class A shares could be purchased at net asset value without a sales charge; (x) redemptions of Class
A or Class C shares if the proceeds are transferred to an account managed by an affiliated advisor and the advisor refunds
the advanced service and distribution fees to FTP; and (xi) redemptions of Class C shares in cases where (a) you purchase shares
after committing to hold the shares for less than one year and (b) your advisor consents up front to receiving the appropriate
service and distribution fee on the Class C shares on an ongoing basis instead of having the first year’s fees advanced by FTP. If the Fund waives or reduces the CDSC, such waiver or reduction would be uniformly applied to all Fund shares in the particular
category. In waiving or reducing a CDSC, the Fund will comply with the requirements of Rule 22d-1 under the 1940 Act.
In addition, the CDSC will be waived in connection with the following redemptions
of shares held by an employer-sponsored qualified defined contribution retirement plan: (i) partial or complete redemptions
in connection with a distribution without penalty under Section 72(t) of the Code from a retirement plan: (a) upon attaining age 59½, (b) as part of a series of substantially equal periodic payments, or (c) upon separation from service and attaining age 55;
(ii) partial or complete redemptions in connection with a qualifying loan or hardship withdrawal; (iii) complete redemptions
in connection with termination of employment, plan termination or transfer to another employer’s plan or IRA; and (iv) redemptions resulting from the return of an excess contribution. The CDSC will also be waived in connection with the following
redemptions of shares held in an IRA account: (i) for redemptions made pursuant to an IRA systematic withdrawal based on the shareholder’s life expectancy including, but not limited to, substantially equal periodic payments described in Code Section 72(t)(A)(iv) prior to age 59½; and (ii) for redemptions to satisfy required minimum distributions after age 72 from
an IRA account (with the maximum amount subject to this waiver being based only upon the shareholder’s First Trust IRA accounts).
From time to time, the Fund may establish minimum account size requirements. The Fund
reserves the right to liquidate your account upon 30 days’ written notice if the value of your account falls below an established minimum. Accounts may be involuntarily redeemed when the value of the account falls below the minimum either
because of redemptions or because of market action. The Fund has set a minimum balance of $250. You will not be assessed
a CDSC on an involuntary redemption. This policy does not apply to retirement accounts.
From the time to time, certain dealers that do not have dealer agreements with the Fund’s principal underwriter, FTP, may purchase shares of the Fund. Upon 30 days’ written notice to such dealers, the Fund reserves the right to involuntarily redeem these accounts if a dealer agreement is not executed within the 30-day period. The
account will not be assessed a CDSC on an involuntary redemption.
The Fund generally pays redemption proceeds in cash. Under unusual conditions that
make cash payment unwise and for the protection of existing shareholders, the Fund may pay all or a portion of your redemption
proceeds in securities or other Fund assets. Although it is unlikely that your shares would be redeemed in-kind, you would
probably have to pay brokerage costs to sell the securities distributed to you, as well as taxes on any capital gains from
that sale. While the Fund does not intend to effect redemptions in-kind under normal circumstances, if the Fund does so, you may receive a pro-rata share of the Fund’s securities, individual securities held by the Fund, or a representative basket of securities in the Fund’s portfolio. See the SAI for additional information.
Medallion Signature Guarantee Program
Certain transactions, including establishing or modifying certain services such as
changing bank information on an account, will require a signature guarantee or signature verification from a Medallion Signature
Guarantee Program member or other acceptable form of authentication from a financial institution source. In addition
to the situations described above, the Fund reserves the right to require a signature guarantee, or another acceptable form of
signature verification, in other instances based on the circumstances of a particular situation.
A signature guarantee assures that a signature is genuine and protects shareholders
from unauthorized account transfers. Banks, savings and loan associations, trust companies, credit unions, broker-dealers
and member firms of a national securities exchange may guarantee signatures. Call your financial intermediary to determine if
it has this capability. A notary public is not an acceptable signature guarantor. Proceeds from a written redemption request
will be sent to you by check unless another form of payment is requested.
Dividends, Distributions and Taxes
Dividends from net investment income, if any, are declared and paid semi-annually
by the Fund. The Fund distributes its net realized capital gains, if any, to shareholders at least annually.
Unless you request otherwise, the Fund reinvests your dividends and capital gain distributions
in additional Fund shares of the same class of shares with respect to which such dividends or distributions are
paid. If you do not want your dividends and capital gain distributions reinvested in Fund shares in this manner, you may contact
your financial advisor to request that your dividends and capital gain distributions be paid to you by check or deposited directly
into your bank account. If adequate information is not received from a shareholder or its financial advisor to permit
the Fund to direct reinvestment proceeds into
the account from which they were paid, the Fund reserves the right to redirect such
amounts into the appropriate account at a later date. For further information, contact your financial advisor.
This section summarizes some of the main U.S. federal income tax consequences of owning
shares of the Fund. This section is current as of the date of this prospectus. Tax laws and interpretations change
frequently, and these summaries do not describe all of the tax consequences to all taxpayers. For example, these summaries generally
do not describe your situation if you are a corporation, a non-U.S. person, a broker-dealer, or other investor with special
circumstances. In addition, this section does not describe your state, local or non-U.S. tax consequences.
This federal income tax summary is based in part on the advice of counsel to the Fund.
The Internal Revenue Service (“IRS”) could disagree with any conclusions set forth in this section. The following disclosure
may not be sufficient for you to use for the purpose of avoiding penalties under federal tax law.
As with any investment, you should seek advice based on your individual circumstances
from your own tax advisor.
The Fund intends to continue to qualify as a “regulated investment company” (a “RIC”) under the federal tax laws. If the Fund qualifies as a RIC and distributes its income as required by the tax law, the Fund
generally will not pay federal income taxes.
The Fund's distributions are generally taxable. After the end of each year, you will
receive a tax statement that separates the distributions of the Fund into two categories: ordinary income distributions and capital
gain dividends. Ordinary income distributions are generally taxed at your ordinary tax rate, however, as further discussed
below, certain ordinary income distributions received from the Fund may be taxed at the capital gains tax rates.
Generally, you will treat all capital gain dividends as long-term capital gains regardless of how long you have owned your shares.
To determine your actual tax liability for your capital gain dividends, you must calculate
your total net capital gain or loss for the tax year after considering all of your other taxable transactions, as described
below. In addition, the Fund may make distributions that represent a return of capital for tax purposes and thus will generally
not be taxable to you; however, such distributions may reduce your tax basis in your shares, which could result in you
having to pay higher taxes in the future when shares are sold, even if you sell the shares at a loss from your original investment. A “return of capital” is a return, in whole or in part, of the funds that you previously invested in the Fund. A return of capital
distribution should not be considered part of the Fund’s dividend yield or total return of an investment in Fund shares. The tax status of your distributions from the Fund is not affected by whether you reinvest your distributions in additional shares or
receive them in cash. The income from the Fund that you must take into account for federal income tax purposes is not reduced
by amounts used to pay a deferred sales fee, if any. The tax laws may require you to treat distributions made to you in January
as if you had received them on December 31 of the previous year.
Income from the Fund may also be subject to a 3.8% “Medicare tax.” This tax generally applies to your net investment income if your adjusted gross income exceeds certain threshold amounts, which are $250,000
in the case of married couples filing joint returns and $200,000 in the case of single individuals.
Dividends Received Deduction
A corporation that owns shares generally will not be entitled to the dividends received
deduction with respect to many dividends received from the Fund because the dividends received deduction is generally not available
for distributions from RICs. However, certain ordinary income dividends on shares that are attributable to qualifying dividends
received by the Fund from certain corporations may be reported by the Fund as being eligible for the dividends received
deduction.
Capital Gains and Losses and Certain Ordinary Income Dividends
If you are an individual, the maximum marginal stated federal tax rate for net capital
gain is generally 20% (15% or 0% for taxpayers with taxable income below certain thresholds). Some capital gains, including
some portion of your capital gain dividends, may be taxed at a higher maximum stated tax rate. Capital gains may also
be subject to the Medicare tax described above.
Net capital gain equals net long-term capital gain minus net short-term capital loss
for the taxable year. Capital gain or loss is long-term if the holding period for the asset is more than one year and is short-term
if the holding period for the asset is one year or less. You must exclude the date you purchase your shares to determine your
holding period. However, if you receive a capital gain dividend from the Fund and sell your share at a loss after holding
it for six months or less, the loss will be recharacterized as long-term capital loss to the extent of the capital gain dividend
received. The tax rates for capital gains realized from assets held for one year or less are generally the same as for ordinary
income. The Internal Revenue Code of 1986, as amended, treats certain capital gains as ordinary income in special situations.
An election may be available to you to defer recognition of the gain attributable
to a capital gain dividend if you make certain qualifying investments within a limited time. You should talk to your tax advisor
about the availability of this deferral election and its requirements.
Ordinary income dividends received by an individual shareholder from a RIC such as
the Fund are generally taxed at the same rates that apply to net capital gain (as discussed above), provided certain holding
period requirements are satisfied and provided the dividends are attributable to qualifying dividends received by the Fund itself.
The Fund will provide notice to its shareholders of the amount of any distribution which may be taken into account as a dividend which
is eligible for the capital gains tax rates.
If you sell or redeem your shares, you will generally recognize a taxable gain or
loss. To determine the amount of this gain or loss, you must subtract your tax basis in your shares from the amount you receive
in the transaction. Your tax basis in your shares is generally equal to the cost of your shares, generally including brokerage
fees, if any. In some cases, however, you may have to adjust your tax basis after you purchase your shares. An election may
be available to you to defer recognition of capital gain if you make certain qualifying investments within a limited time. You
should talk to your tax advisor about the availability of this deferral election and its requirements.
Treatment of Fund Expenses
Expenses incurred and deducted by the Fund will generally not be treated as income
taxable to you. In some cases, however, you may be required to treat your portion of these Fund expenses as income. You may
not be able to deduct some or all of these expenses.
If the Fund invests in non-U.S. securities, the tax statement that you receive may
include an item showing non-U.S. taxes the Fund paid to other countries. In this case, dividends taxed to you will include your
share of the taxes the Fund paid to other countries. You may be able to deduct or receive a tax credit for your share of these
taxes.
If you are a non-U.S. investor (i.e., an investor other than a U.S. citizen or resident or a U.S. corporation, partnership,
estate or trust), you should be aware that, generally, subject to applicable tax treaties,
distributions from the Fund will be characterized as dividends for federal income tax purposes (other than dividends which the Fund
properly reports as capital gain dividends) and will be subject to U.S. federal income taxes, including withholding taxes, subject
to certain exceptions described below. However, distributions received by a non-U.S. investor from the Fund that are properly
reported by the Fund as capital gain dividends may not be subject to U.S. federal income taxes, including withholding taxes,
provided that the Fund makes certain elections and certain other conditions are met. Distributions from the Fund that are
properly reported by the Fund as an interest-related dividend attributable to certain interest income received by the
Fund or as a short-term capital gain dividend attributable to certain net short-term capital gain income received by the Fund may
not be subject to U.S. federal income taxes, including withholding taxes when received by certain non-U.S. investors, provided
that the Fund makes certain elections
and certain other conditions are met. For tax years after December 31, 2022, amounts
paid to or recognized by a non-U.S. affiliate that are excluded from tax under the portfolio interest, capital gain dividends,
short-term capital gains or tax-exempt interest dividend exceptions or applicable treaties, may be taken into consideration
in determining whether a corporation is an “applicable corporation” subject to a 15% minimum tax on adjusted financial statement income.
Distributions may be subject to a U.S. withholding tax of 30% in the case of distributions
to (i) certain non-U.S. financial institutions that have not entered into an agreement with the U.S. Treasury to collect
and disclose certain information and are not resident in a jurisdiction that has entered into such an agreement with the
U.S. Treasury and (ii) certain other non-U.S. entities that do not provide certain certifications and information about the entity’s U.S. owners. This withholding tax is also
currently scheduled to apply to the gross proceeds from the disposition of securities
that produce U.S. source interest or dividends. However, proposed regulations may eliminate the requirement to withhold
on payments of gross proceeds from dispositions.
Investments in Certain Non-U.S. Corporations
If the Fund holds an equity interest in any “passive foreign investment companies” (“PFICs”), which are generally certain non-U.S. corporations that receive at least 75% of their annual gross income from passive sources
(such as interest, dividends, certain rents and royalties or capital gains) or that hold at least 50% of their assets in
investments producing such passive income, the Fund could be subject to U.S. federal income tax and additional interest charges
on gains and certain distributions with respect to those equity interests, even if all the income or gain is timely distributed
to its shareholders. The Fund will not be able to pass through to its shareholders any credit or deduction for such taxes. The
Fund may be able to make an election that could ameliorate these adverse tax consequences. In this case, the Fund would
recognize as ordinary income any increase in the value of such PFIC shares, and as ordinary loss any decrease in such value
to the extent it did not exceed prior increases included in income. Under this election, the Fund might be required to recognize in
a year income in excess of its distributions from PFICs and its proceeds from dispositions of PFIC stock during that year, and
such income would nevertheless be subject to the distribution requirement and would be taken into account for purposes of the
4% excise tax. Dividends paid by PFICs are not treated as qualified dividend income.
Distribution and Service Plan
FTP serves as the selling agent and distributor of the Fund’s shares. In this capacity, FTP manages the offering of the Fund’s shares and is responsible for all sales and promotional activities. In order to reimburse
FTP for its costs in connection with these activities, including compensation paid to financial intermediaries, the Fund
has adopted a distribution and service plan under Rule 12b-1 under the 1940 Act. See “Share Classes” for a description of the distribution and service fees paid under this plan.
FTP receives a service fee for Class A, Class C and Investor Class shares to compensate
financial intermediaries, including FTP, for providing ongoing account services to shareholders. These services may include
establishing and maintaining shareholder accounts, answering shareholder inquiries, and providing other personal services to
shareholders. Under the plan, FTP receives a distribution fee for Class C shares for providing compensation to financial intermediaries,
including FTP, in connection with the distribution of shares. These fees also compensate FTP for other expenses, including
printing and distributing prospectuses to persons other than shareholders, and preparing, printing and distributing advertising
and sales literature and reports to shareholders used in connection with the sale of shares. Because these fees are paid out of the Fund’s assets on an ongoing basis, over time these fees will increase the cost of your investment and may cost
you more than paying other types of sales charges. Long-term holders of Class C shares may pay more in Rule 12b-1 fees than
the economic equivalent of the maximum front-end sales charge permitted under the Financial Industry Regulatory Authority
Conduct Rules.
Other Payments to Financial Intermediaries
In addition to the sales commissions and certain payments related to 12b-1 distribution
and service fees paid by FTP to financial intermediaries as previously described, First Trust or its affiliates may from time
to time make additional payments, out of their own resources, to certain financial intermediaries that sell shares of First
Trust Mutual Funds in order to promote the sales and retention of fund shares by those firms and their customers. The amounts
of these payments vary by financial intermediary and, with respect to a given firm, are typically calculated by reference to the amount of the firm’s recent gross sales of First Trust Mutual Fund shares and/or total assets of First Trust Mutual Funds held by the firm’s customers. The level of payments that First Trust is willing to provide to a particular financial intermediary
may be affected by, among other factors, the firm’s total assets held in and recent net investments into First Trust Mutual Funds, the firm’s level of participation in First Trust Mutual Fund sales and marketing programs, the firm’s compensation program for its registered representatives who sell fund shares and provide services to fund shareholders, and the asset class of
the First Trust Mutual Funds for which these payments are provided. First Trust or its affiliates may also make payments to financial
intermediaries in connection with sales meetings, due diligence meetings, prospecting seminars and other meetings at which
First Trust or its affiliates promotes its products and services. First Trust may also make payments to certain financial intermediaries
for certain administrative services, including record keeping and sub-accounting of shareholder accounts pursuant to a
sub-transfer agency, omnibus account service or sub-accounting agreement. All fees payable by First Trust under this category
of services may be charged back to the Fund, subject to approval by the Board.
In connection with the availability of First Trust Mutual Funds within selected mutual
fund no transaction fee institutional platforms and fee based wrap programs (together, “Platform Programs”) at certain financial intermediaries, First Trust or an affiliate also makes payments out of its own assets to those firms as compensation
for certain recordkeeping, shareholder communications and other account administration services provided to First Trust Mutual
Fund shareholders who own their fund shares in these Platform Programs. These payments are in addition to the 12b-1
service fee and any applicable omnibus sub-accounting fees paid to these firms with respect to these services by the First
Trust Mutual Funds out of Fund assets.
The Fund’s net asset value (“NAV”) is determined as of the close of regular trading (normally 4:00 p.m., Eastern Time)
on each day the New York Stock Exchange (“NYSE”) is open for trading. If the NYSE closes early on a valuation day, the Fund’s NAV will be determined as of that time. The Fund’s NAV is calculated by dividing the value of the net assets of the Fund (i.e., the value of its total assets less total liabilities) by the total number of outstanding
shares of the Fund, generally rounded to the nearest cent.
Section 2(a)(41) of the 1940 Act provides that when a market quotation is readily available for a fund’s portfolio investment, it must be valued at the market value. Rule 2a-5 under the 1940 Act (“Rule 2a-5”) defines a readily available market quotation as “a quoted price (unadjusted) in active markets for identical investments that the fund can access at the measurement date, provided that a quotation will not be readily available if it is not reliable.” If a market quotation is not “readily available,” then the portfolio investment must be fair valued as determined in good faith by a fund’s board of trustees.
Rule 2a-5 permits a fund’s board of trustees to designate the fund’s investment adviser as its “valuation designee” to perform fair value determinations, subject to certain conditions. Accordingly, the Fund’s Board has designated First Trust as its valuation designee (the “Valuation Designee”) pursuant to Rule 2a-5 and has directed the Valuation Designee to perform the functions
required in Rule 2a-5(a) subject to the requirements of Rule 2a-5(b) on behalf of
all portfolio investments of the Fund, subject to the Board’s oversight. First Trust has established a pricing committee (the “Pricing Committee”) to assist in the administration of the duties of the Valuation Designee. The Valuation Designee has adopted valuation
procedures for the First Trust Funds (the “Valuation Procedures”), a brief summary of which is set forth below.
The Pricing Committee has identified certain portfolio investments that are routinely
categorized as having a readily available market quotation. The market value of an investment with a readily available market
quotation is typically determined on the basis of official closing prices or last reported sale prices or equivalent price,
although this can vary based on investment type and/or the availability of such prices.
The Pricing Committee has also identified certain portfolio investments that are routinely
categorized as fair valued investments. In general, for such investments, the Fund’s accounting agent will obtain all pricing data for use in valuing such investments from a pricing service provider approved by the Pricing Committee (each, a “Pricing Service Provider”), subject to the oversight of the Pricing Committee. Pricing Service Providers typically value non-exchange-traded
instruments utilizing a range of market-based inputs and assumptions. For example, when available, Pricing Service
Providers may utilize inputs such as benchmark yields, reported trades, broker-dealer quotes, spreads, and transactions
for comparable instruments. In pricing certain instruments, a Pricing Service Provider may consider information about an instrument’s issuer or market activity. Pricing Service Provider valuations of non-exchange-traded instruments generally represent the service’s good faith opinion as to what the holder of an instrument would receive in an orderly transaction for an institutional
round lot position under current market conditions. Certain exchange-traded options, such as FLEX Options, are typically
valued using a model-based price provided by a Pricing Service Provider.
Portfolio investments trading on foreign exchanges or over-the-counter markets that
close prior to the close of the NYSE may be fair valued using a systematic fair valuation model provided by a Pricing Service
Provider. If these foreign securities meet certain criteria in relation to the valuation model, their valuation is systematically
adjusted to reflect the impact of movement in the U.S. market after the close of certain foreign markets.
If no price is available from a Pricing Service Provider or if the Pricing Committee
has reason to question the accuracy or the reliability of a price supplied for a portfolio investment or the use of amortized
cost, the Pricing Committee will determine the fair value of such portfolio investment in a manner that it believes most appropriately
reflects the fair value of the portfolio investment on the valuation date (a “Special Fair Value Pricing Situation”). In a Special Fair Value Pricing Situation, the Pricing Committee will determine a fair value price subject to the process outlined in the
Valuation Procedures and based on a consideration of all available information to the Pricing Committee at the time of
the determination.
Additionally, for foreign securities, if an extraordinary market event occurs between the time the last “current” market quotation is available for a security in the Fund’s portfolio and the time the Fund’s NAV is determined that calls into doubt whether that earlier market quotation represents fair value at the time the Fund’s NAV is determined, the Pricing Committee will determine the fair valuation as set forth in the Valuation Procedures.
Fair value represents a good faith approximation of the value of a portfolio investment
and is the amount the Fund might reasonably expect to receive from the current sale of that investment in an arm’s-length transaction. Valuing the Fund’s investments using fair value pricing will result in prices that may differ from current
market valuations, if any, and that may not be the prices at which those investments could have been sold during the period
in which the particular fair values were used. While the Valuation Procedures and Valuation Designee’s processes are intended to result in the Fund’s NAV calculation that fairly reflects the values as of the time of pricing, the fair value determined
for a portfolio instrument may be materially different from the value that could be realized upon the sale of that instrument.
Foreign currencies are translated into U.S. dollars at the exchange rate of such currencies
against the U.S. dollar as provided by a Pricing Service Provider. All assets denominated in foreign currencies will be
converted into U.S. dollars at the exchange rates in effect at the time of valuation.
The Bank of New York Mellon is the custodian, administrator and fund accounting agent
for the Fund. BNY Mellon Investment Servicing (US) Inc. is the transfer agent for the Fund. Chapman and Cutler LLP, 320
South Canal Street, Chicago, Illinois 60606, serves as legal counsel to the Fund.
All inquiries regarding the Fund should be directed your financial advisor who can
contact the Fund on your behalf by calling (888) 373-5776, or by mail to the Trust, c/o BNY Mellon Investment Servicing (US)
Inc., P.O. Box 534451, Pittsburgh, Pennsylvania 15253-4451.
Frequent Trading and Market Timing
The Fund is intended for long-term investment and should not be used for excessive trading. Excessive trading in the Fund’s shares can disrupt portfolio management, lead to higher operating costs and cause
other operating inefficiencies for the Fund. However, the Fund is also mindful that shareholders may have valid reasons for periodically
purchasing and redeeming the Fund shares.
Accordingly, the Trust has adopted a Frequent Trading Policy that seeks to balance the Fund’s need to prevent excessive trading in Fund shares while offering investors the flexibility in managing their financial
affairs to make periodic purchases and redemptions of the Fund’s shares.
The Trust’s Frequent Trading Policy generally limits an investor to two “round trip” trades within a 90-day period. A “round trip” is the purchase and subsequent redemption of the Fund’s shares, including by exchange. Each side of a round trip may be comprised of either a single transaction or a series of closely spaced transactions.
The Trust may also suspend the trading privileges of any investor who makes a round trip within a 30-day period if the purchase
and redemption are of substantially similar dollar amounts.
The Fund primarily receives share purchase and redemption orders through third party
financial intermediaries, some of whom rely on the use of omnibus accounts. An omnibus account typically includes multiple
investors and provides the Fund only with a net purchase or redemption amount on any given day where multiple purchases,
redemptions and exchanges of shares occur in the account. The identity of individual purchasers, redeemers and exchangers
whose orders are aggregated in omnibus accounts, and the size of their orders, will generally not be known by the Fund. Despite the Fund’s efforts to detect and prevent frequent trading, the Fund may be unable to identify frequent trading because the
netting effect in omnibus accounts often makes it more difficult to identify frequent traders. FTP, the Fund’s distributor, has entered into agreements with financial intermediaries that maintain omnibus accounts with the Fund’s transfer agent. Under the terms of these agreements, the financial intermediaries undertake to cooperate with FTP in monitoring purchase, exchange
and redemption orders by their customers in order to detect and prevent frequent trading in the Fund through such
accounts. Technical limitations in operational systems at such intermediaries or at FTP may also limit the Fund’s ability to detect and prevent frequent trading. In addition, the Trust may permit certain financial intermediaries, including broker-dealer
and retirement plan administrators, among others, to enforce their own internal policies and procedures concerning frequent
trading. Such policies may differ from the Trust’s Frequent Trading Policy and may be approved for use in instances where the Fund reasonably believes that
the intermediary’s policies and procedures effectively discourage inappropriate trading activity. Shareholders holding their accounts with such intermediaries may wish to contact the intermediary for information
regarding its frequent trading policy. Although the Trust does not knowingly permit frequent trading, it cannot guarantee
that it will be able to identify and restrict all frequent trading activity.
The Trust reserves the right in its sole discretion to waive unintentional or minor
violations (including transactions below certain dollar thresholds) if it determines that doing so would not harm the interests of the respective Fund’s shareholders. In addition, certain categories of redemptions may be excluded from the application of the Frequent
Trading Policy, as described in more detail in the statement of additional information. These include, among others, redemptions
pursuant to systematic withdrawal plans, redemptions in connection with the total disability or death of the investor,
involuntary redemptions by operation of law, redemptions in payment of account or plan fees, and certain redemptions by retirement
plans, including redemptions in connection with qualifying loans or hardship withdrawals, termination of plan participation,
return of excess contributions, and required minimum distributions. The Trust may also modify or suspend the Frequent
Trading Policy without notice during periods of market stress or other unusual circumstances.
The Trust reserves the right to impose restrictions on purchases or exchanges that
are more restrictive than those stated above if it determines, in its sole discretion, that a transaction or a series of transactions
involves market timing or excessive trading that may be detrimental to Fund shareholders. The Trust also reserves the right to
reject any purchase order, including exchange purchases, for any reason. For example, the Trust may refuse purchase orders if the
Fund would be unable to invest the proceeds from the purchase order in accordance with the Fund’s investment policies and/or objective, or if the Fund would be adversely affected by the size of the transaction, the frequency of trading in the account or
various other factors. For more information about the Trust’s Frequent Trading Policy and its enforcement, see “Purchase and Redemption of Fund Shares—Frequent Trading Policy” in the SAI.
Financial Highlights
As a result of the Reorganization, the financial highlights information for the Fund
is the financial history of the Predecessor Fund from its inception until October 7, 2024, when the Reorganization was effectuated.
Financial highlights for periods beginning after October 7, 2024 represent the Fund's performance. The financial highlights
table is intended to help you understand the Fund’s financial performance for the periods shown. Certain information reflects financial results for a single share of the Fund. The total returns represent the rate that an investor would have
earned (or lost) on an investment in the Fund (assuming reinvestment of all dividends and distributions). The information for
the fiscal periods ended December 31, 2023 and prior have been audited by another independent registered public accounting
firm. The information for the period ended December 31, 2025 has been derived from financial statements audited by Deloitte
& Touche LLP, whose report, along with the Fund’s financial statements, is included in the Fund's Form N-CSR to Shareholders dated December 31, 2025 and is incorporated by reference in the Fund’s SAI, which is available upon request.
First Trust WCM Focused Global Growth Fund
Financial Highlights
For a share outstanding throughout each period
First Trust WCM Focused Global Growth Fund
For more detailed information on the Fund, several additional sources of information
are available to you. The SAI, incorporated by reference into this prospectus, contains detailed information
on the Fund's policies and operation. Additional information about the Fund's investments is available
in the annual and semi-annual reports to shareholders and in Form N-CSR. In the Fund's annual report,
you will find a discussion of the market conditions and investment strategies that significantly
impacted the Fund's performance during the last fiscal year. In Form N-CSR, you will find the Fund’s annual and semi-annual financial statements. The Fund's most recent SAI, annual and semi-annual reports and
certain other information such as Fund financial statements are available free of charge by calling
the Fund at (800) 621-1675, on the Fund's website at http://www.ftportfolios.com or through your financial advisor. Shareholders may call the toll-free number above with any inquiries.
You may obtain this and other information regarding the Fund, including the SAI and
the Codes of Ethics adopted by First Trust, FTP and the Trust, directly from the Securities and Exchange
Commission (the “SEC”). Information on the SEC’s website is free of charge. Visit the SEC’s online EDGAR database at http://www.sec.gov. You may also request information regarding the Fund by sending a request (along with a duplication fee) to the SEC by sending an electronic request to [email protected].
First Trust Portfolios L.P.
120 East Liberty Drive, Suite 400
Wheaton, Illinois 60187
(888) 373-5776
http://www.ftportfolios.com
SEC File #: 333-168727
811-22452
STATEMENT OF ADDITIONAL INFORMATION
Investment Company Act File No. 811-22452
Preliminary Statement of Additional Information
Dated December 22, 2025
Subject to Completion
FIRST TRUST WCM FOCUSED GLOBAL GROWTH FUND
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This Statement of Additional Information (“SAI”) is not a prospectus. It should be read in conjunction with the prospectus dated _________, 2026, as it may be revised from time to time (the “Prospectus”), for First Trust WCM Focused Global Growth Fund (the “Fund”), a series of First Trust Series Fund (the “Trust”). Capitalized terms used herein that are not defined have the same meaning as in the Prospectus, unless otherwise noted. A copy
of the Prospectus may be obtained without charge by writing to the Trust’s distributor, First Trust Portfolios L.P., 120 East Liberty Drive, Suite 400, Wheaton, Illinois 60187, or by calling toll free at (800) 621-1675.
The audited financial statements for the Fund's most recent fiscal period appear in
the Fund's Form N-CSR dated December 31, 2025, which was filed with the Securities and Exchange Commission (the
“SEC”) on _________, 2026. The financial statements from the Fund's Form N-CSR are incorporated herein by reference. The Form N-CSR is available without charge by calling (800) 621-1675 or by visiting the SEC’s website at http://www.sec.gov.
The information in this Statement of Additional Information is not complete and may
be changed. We may not sell these securities until the registration statement filed
with the Securities and Exchange Commission is effective. This Statement of Additional
Information is not an offer to sell these securities and it is not soliciting an offer
to buy these securities in any state where the offer of sale is not permitted.
General Description of the Trust and the Fund
The Trust was organized as a Massachusetts business trust on July 9, 2010 and is authorized
to issue an unlimited number of shares in one or more series. The Trust is an open-end management investment
company, registered under the Investment Company Act of 1940, as amended (the “1940 Act”). This SAI relates to the Fund, which is a diversified series.
On October 7, 2024, the shareholders of WCM Focused Global Growth Fund (the “Predecessor Fund”), approved an Agreement and Plan of Reorganization by and between the Predecessor Fund, and the
Trust, on behalf the Fund, pursuant to which the Predecessor Fund would (i) transfer all of its assets to the Fund in exchange solely for newly issued shares
of the Fund and the Fund’s assumption of all of the liabilities of the Predecessor Fund, and (ii) immediately distribute such newly issued shares of the Fund to shareholders of the Predecessor Fund (the “Reorganization”).
The Fund, as a series of the Trust, represents a beneficial interest in a separate
portfolio of securities and other assets, with its own objective and policies.
The Board of Trustees of the Trust (the “Board,” “Board of Trustees” or “Trustees”) has the right to establish additional series in the future, to determine the preferences, voting powers, rights
and privileges thereof and to modify such preferences, voting powers, rights and privileges without shareholder approval. Shares
of any series may also be divided into one or more classes at the discretion of the Trustees.
The Trust or any series or class thereof may be terminated at any time by the Board
of Trustees upon written notice to the shareholders.
Each share has one vote with respect to matters upon which a shareholder vote is required
consistent with the requirements of the 1940 Act and the rules promulgated thereunder. Shares of all series
of the Trust vote together as a single class except as otherwise required by the 1940 Act or if the matter being voted
on affects only a particular series, and, if a matter affects a particular series differently from other series, the shares
of that series will vote separately on such matter. The Trust’s Declaration of Trust (the “Declaration”) requires a shareholder vote only on those matters where the 1940 Act requires a vote of shareholders and otherwise permits the Trustees to take
actions without seeking the consent of shareholders. For example, the Declaration gives the Trustees broad authority to approve
reorganizations between the Fund and another entity or the sale of all or substantially all of the Fund's assets, or
the termination of the Trust or the Fund without shareholder approval if the 1940 Act would not require such approval.
The Declaration provides that by becoming a shareholder of the Fund, each shareholder
shall be expressly held to have agreed to be bound by the provisions of the Declaration and to any By-laws adopted
by the Trust. The Declaration provides that, except as set forth therein and authorized by the Trustees, shareholders
have no rights, privileges, claims or remedies under any contract or agreement entered into by the Trust or the Fund with
any service provider or other agent to or contractor with the Trust or the Fund including, without limitation, any third
party beneficiary rights.
The Declaration may, except in limited circumstances, be amended by the Trustees in
any respect without a shareholder vote. The Declaration provides that the Trustees may establish the number
of Trustees and that vacancies on the Board of Trustees may be filled by the remaining Trustees, except when election of
Trustees by the shareholders is required under the 1940 Act. Trustees are then elected by a plurality of votes cast by shareholders
at a meeting at which a quorum is present. The Declaration also provides that Trustees may be removed, with or without
cause, by a vote of shareholders holding at least two-thirds of the voting power of the Trust, or by a vote of two-thirds
of the remaining Trustees. The provisions of the Declaration relating to the election and removal of Trustees may
not be amended without the approval of two-thirds of the Trustees.
The holders of Fund shares are required to disclose information on direct or indirect
ownership of Fund shares as may be required to comply with various laws applicable to the Fund or as the Trustees
may determine, and ownership of Fund shares may be disclosed by the Fund if so required by law or regulation. In addition,
pursuant to the Declaration, the Trustees may, in their discretion, require the Trust to redeem shares held by any
shareholder for any reason under terms set by the Trustees.
The Declaration provides a detailed process for the bringing of derivative actions
by shareholders in order to permit legitimate inquiries and claims while avoiding the time, expense, distraction and
other harm that can be caused to the Fund or its shareholders as a result of spurious shareholder demands and derivative actions. In
addition, the Declaration provides that actions that are derivative in nature may not be brought directly. Prior to bringing
a derivative action, a demand must first be made on the Trustees. The Declaration details various information, certifications,
undertakings and
acknowledgements that must be included in the demand. Following receipt of the demand,
the Trustees have a period of 90 days, which may be extended by an additional 60 days, to consider the demand. If
a majority of the Trustees who are considered independent for the purposes of considering the demand determine that maintaining
the suit would not be in the best interests of the Fund, the Trustees are required to reject the demand and the
complaining shareholder may not proceed with the derivative action unless the shareholder is able to sustain the burden of
proof to a court that the decision of the Trustees not to pursue the requested action was not a good faith exercise of their
business judgment on behalf of the Fund. In making such a determination, a Trustee is not considered to have a personal financial
interest by virtue of being compensated for his or her services as a Trustee. If a demand is rejected, the complaining
shareholder will be responsible for the costs and expenses (including attorneys’ fees) incurred by the Fund in connection with the consideration of the demand under a number of circumstances. In addition, if a court determines that a derivative
action was made without reasonable cause or for an improper purpose, or if a derivative or direct action is dismissed
on the basis of a failure to comply with the procedural provisions relating to shareholder actions as set forth in the Declaration,
or if a direct action is dismissed by a court for failure to state a claim, the shareholder bringing the action may be responsible for the Fund’s costs, including attorneys’ fees.
The provisions of the Declaration provide that any direct or derivative action commenced
by a shareholder must be brought only in the U.S. District Court for the District of Massachusetts (Boston
Division) or if any such action may not be brought in that court, then in the Business Litigation Session of Suffolk Superior
Court in Massachusetts (the “Chosen Courts”). Except as prohibited by applicable law, if a shareholder commences an applicable
action in a court other than a Chosen Court without the consent of the Fund, then such shareholder may be obligated
to reimburse the Fund and any applicable Trustee or officer of the Fund made party to such proceeding for the costs and expenses (including attorneys’ fees) incurred in connection with any successful motion to dismiss, stay or transfer
of the action. The Declaration also provides that any shareholder bringing an action against the Fund waives the right
to trial by jury to the fullest extent permitted by law.
The Trust is not required to and does not intend to hold annual meetings of shareholders.
Under Massachusetts law applicable to Massachusetts business trusts, shareholders
of such a trust may, under certain circumstances, be held personally liable as partners for its obligations.
However, the Declaration contains an express disclaimer of shareholder liability for acts or obligations of the Trust and requires
that notice of this disclaimer be given in each agreement, obligation or instrument entered into or executed by the Trust or
the Trustees. The Declaration further provides for indemnification out of the assets and property of the Trust for all losses
and expenses of any shareholder held personally liable for the obligations of the Trust. Thus, the risk of a shareholder
incurring financial loss on account of shareholder liability is limited to circumstances in which both inadequate insurance
existed and the Trust or the Fund itself was unable to meet its obligations.
The Declaration provides that a Trustee acting in his or her capacity as Trustee is
liable to the Trust for his or her own bad faith, willful misfeasance, gross negligence, or reckless disregard of his or
her duties involved in the conduct of the individual’s office, and for nothing else and shall not be liable for errors of judgment or mistakes of fact or law. The Declaration also provides that the Trustees of the Trust will be subject to the laws
of the Commonwealth of Massachusetts relating to Massachusetts business trusts, but not to the laws of Massachusetts relating
to the trustees of common law trusts, such as donative or probate type trusts.
The Declaration further provides that a Trustee acting in his or her capacity as Trustee
is not personally liable to any person other than the Trust, for any act, omission, or obligation of the Trust. The
Declaration requires the Trust to indemnify any persons who are or who have been Trustees, officers or employees of the Trust
for any liability for actions or failure to act except to the extent prohibited by applicable federal law. In making any determination
as to whether any person is entitled to the advancement of expenses in connection with a claim for which indemnification
is sought, such person is entitled to a rebuttable presumption that he or she did not engage in conduct for
which indemnification is not available. The Declaration provides that any Trustee who serves as chair of the Board of Trustees
or of a committee of the Board of Trustees, as lead independent Trustee or as audit committee financial expert, or in
any other similar capacity will not be subject to any greater standard of care or liability because of such position.
These provisions are not intended to restrict any shareholder rights under the federal
securities laws and the Declaration specifically provides that no provision of the Declaration shall be effective
to require a waiver of compliance with any provision of, or restrict any shareholder rights expressly granted by the Securities
Act of 1933 (the “1933 Act”), as amended, the Securities Exchange Act of 1934 (the “1934 Act”), as amended, or the 1940 Act, or any valid rule, regulation or order of the Securities Exchange Commission thereunder.
The Fund is advised by First Trust Advisors L.P. (the “Advisor” or “First Trust”) and sub-advised by WCM Investment Management, LLC (“WCM” or the “Sub-Advisor”).
Investment Objective and Policies
The Prospectus describes the investment objective and certain policies of the Fund.
The following supplements the information contained in the Prospectus concerning the investment objective and policies
of the Fund.
The Fund is subject to the following fundamental policies, which may not be changed
without approval of the holders of a majority of the outstanding voting securities (as such term is defined
in the 1940 Act) of the Fund:
(1)
The Fund may not issue senior securities, except as permitted under the 1940 Act.
(2)
The Fund may not borrow money, except as permissible under the 1940 Act.
(3)
The Fund will not underwrite the securities of other issuers except to the extent
the Fund may be considered an underwriter under the 1933 Act, in connection with the purchase and sale of portfolio
securities.
(4)
The Fund will not purchase or sell real estate or interests therein, unless acquired
as a result of ownership of securities or other instruments (but this shall not prohibit the Fund from purchasing
or selling securities or other instruments backed by real estate or of issuers engaged in real estate activities).
(5)
The Fund may not make loans to other persons, except through (i) the purchase of debt
securities permissible under the Fund’s investment policies, (ii) repurchase agreements, or (iii) the lending of portfolio securities, provided that no such loan of portfolio securities may be made by the Fund if, as a result,
the aggregate of such loans would exceed 33⅓% of the value of the Fund’s total assets.
(6)
The Fund may not purchase or sell physical commodities unless acquired as a result
of ownership of securities or other instruments (but this shall not prevent the Fund from purchasing
or selling options, futures contracts, forward contracts or other derivative instruments, or from investing
in securities or other instruments backed by physical commodities).
(7)
The Fund will not invest 25% or more of the value of its total assets in securities
of issuers in any one industry or group of industries. This restriction does not apply to obligations issued or
guaranteed by the U.S. government, its agencies or instrumentalities or securities of other investment companies.
(8)
With respect to 75% of its total assets, the Fund may not purchase the securities
of any issuer (except securities issued or guaranteed by the United States government or any agency or instrumentality
thereof) if, as a result, (i) more than 5% of the Fund's total assets would be invested in securities of that issuer;
or (ii) the Fund would hold more than 10% of the outstanding voting securities of that issuer.
For purposes of applying restriction (1) above, under the 1940 Act as currently in
effect, the Fund is not permitted to issue senior securities, except that the Fund may borrow from any bank if, immediately
after such borrowing and at all times thereafter, the value of the Fund’s total assets is at least 300% of the principal amount of all of the Fund’s borrowings (i.e., the principal amount of the borrowings may not exceed 33⅓% of the Fund's total assets). In the event that such asset coverage shall at any time fall below 300% the Fund shall, within three days thereafter
(not including Sundays and holidays), reduce the amount of its borrowings to an extent that the asset coverage of such borrowing
shall be at least 300%.
Except for restriction (2) above, if a percentage restriction is adhered to at the
time of investment, a later increase in percentage resulting from a change in market value of the investment or the total
assets will not constitute a violation of that restriction. With respect to restriction (2), if the limitations are exceeded
as a result of a change in market value then the Fund will reduce the amount of borrowings within three days thereafter to the extent
necessary to comply with the limitations (not including Sundays and holidays).
The fundamental investment limitations set forth above limit the Fund's ability to
engage in certain investment practices and purchase securities or other instruments to the extent permitted by,
or consistent with, applicable law. As such, these limitations will change as the statute, rules, regulations or orders (or,
if applicable, interpretations) change, and no shareholder vote will be required or sought.
The Fund's investment objective and the foregoing fundamental policies of the Fund
may not be changed without the affirmative vote of the majority of the outstanding voting securities of the Fund.
The 1940 Act defines a majority vote as the vote of the lesser of (i) 67% or more of the voting securities represented at
a meeting at which more than 50% of the outstanding securities are represented; or (ii) more than 50% of the outstanding voting
securities.
Certain matters under the 1940 Act which must be submitted to a vote of the holders
of the outstanding voting securities of a series or class, shall not be deemed to have been effectively acted
upon unless approved by the holders of a majority of the outstanding voting shares of each series or class affected by such
matter.
In addition to the foregoing fundamental policies, the Fund is also subject to strategies
and policies discussed herein which, unless otherwise noted, are non-fundamental restrictions and policies and may
be changed by the Board of Trustees.
The following information supplements the discussion of the Fund’s investment objective, policies and strategies that appears in the Prospectus.
Depositary Receipts. The Fund may invest in securities of foreign issuers in the form of sponsored or unsponsored
American Depositary Receipts (“ADRs”), Global Depositary Receipts (“GDRs”) and European Depositary Receipts (“EDRs”) (collectively “Depositary Receipts”). ADRs are Depositary Receipts normally issued by a U.S. bank or trust company that
evidence ownership of underlying securities issued by a foreign corporation. GDRs
and EDRs are typically issued by foreign banks or trust companies, although they also may be issued by U.S. banks or trust
companies, and evidence ownership of underlying securities issued by either a foreign or a U.S. corporation. Generally,
Depositary Receipts in registered form are designed for use in the U.S. securities market. Depositary Receipts in bearer form
are designed for use in securities markets outside the United States. Depositary Receipts may not necessarily be denominated
in the same currency as the underlying securities into which they may be converted. Ownership of unsponsored Depositary Receipts
may not entitle the Fund to financial or other reports from the issuer of the underlying security, to which it
would be entitled as the owner of sponsored Depositary Receipts. The issuers of unsponsored Depositary Receipts are not obligated
to disclose material information in the United States; therefore, there may be less information available regarding such
issuers and there may not be a correlation between such information and the market value of the Depositary Receipts.
Equities. Equity securities represent an ownership position in a company. The prices of equity
securities fluctuate based on, among other things, events specific to their issuers and market, economic,
and other conditions. Equity securities may include common and preferred stocks. Common stocks include the common stock of
any class or series of a domestic or foreign corporation or any similar equity interest, such as a trust or partnership
interest. These investments may or may not pay dividends and may or may not carry voting rights. Common stock occupies the most junior position in a company’s capital structure.
The Fund may also invest in preferred equity securities. Preferred stock, unlike common
stock, offers a stated dividend rate payable from the issuer’s earnings. Preferred stock dividends may be cumulative or non-cumulative, participating or action rate. If interest rates rise, the fixed dividend on preferred
stocks may be less attractive, causing the price of preferred stocks to decline. Preferred stock may have mandatory sinking fund
provisions, as well as call/redemption provisions prior to maturity, a negative feature when interest rates decline.
Cash Equivalents and Short-Term Investments/Temporary Defensive Positions. Normally, the Fund invests substantially all of its assets to meet its investment objective. The Fund may invest the
remainder of its assets in securities with maturities of less than one year or cash equivalents, or it may hold cash. The
percentage of the Fund invested in such holdings varies and depends on several factors, including market conditions. For temporary
defensive purposes, the Fund may depart from its principal investment strategies and invest part or all of its
assets in these securities, or it may hold cash. During such periods, the Fund may not be able to achieve its investment objective.
The Fund may adopt a temporary defensive strategy when the Advisor believes securities in which the Fund normally
invests have elevated risks due to political or economic factors and in other extraordinary circumstances. Cash equivalents,
short-term investments and temporary defensive positions held by the Fund may include, without limitation, the
types of investments set forth below.
(1)
The Fund may invest in U.S. government securities, including bills, notes and bonds
differing as to maturity and rates of interest, which are either issued or guaranteed by the U.S. Treasury
or by U.S. government
agencies or instrumentalities. U.S. government securities include securities that
are issued or guaranteed by the U.S. Treasury, by various agencies of the U.S. government, or by various instrumentalities
that have been established or sponsored by the U.S. government. U.S. Treasury securities are backed by the “full faith and credit” of the United States. Securities issued or guaranteed by federal agencies and U.S. government-sponsored instrumentalities may or may not be backed by the full faith
and credit of the United States. Some of the U.S. government agencies that issue or guarantee securities include
the Export-Import Bank of the United States, the Farmers Home Administration, the Federal Housing Administration,
the Maritime Administration, the Small Business Administration and The Tennessee Valley
Authority. An instrumentality of the U.S. government is a government agency organized under federal
charter with government supervision. Instrumentalities issuing or guaranteeing securities include,
among others, the Federal Home Loan Banks, the Federal Land Banks, the Central Bank for Cooperatives,
Federal Intermediate Credit Banks and the Federal National Mortgage Association (“Fannie Mae”). In the case of those U.S. government securities not backed by the full faith and credit of the United States,
the investor must look principally to the agency or instrumentality issuing or guaranteeing the security
for ultimate repayment and may not be able to assert a claim against the United States itself in the event that
the agency or instrumentality does not meet its commitment. The U.S. government, its agencies and
instrumentalities do not guarantee the market value of their securities; consequently, the value of such
securities may fluctuate. In addition, the Fund may invest in sovereign debt obligations of non-U.S. countries. A sovereign debtor’s willingness or ability to repay principal and interest in a timely manner may be affected
by a number of factors, including its cash flow situation, the extent of its non-U.S. reserves, the
availability of sufficient non-U.S. exchange on the date a payment is due, the relative size of the debt service
burden to the economy as a whole, the sovereign debtor’s policy toward principal international lenders and the political constraints to which it may be subject. In addition, the Fund may invest in short-term fixed income
securities issued by or on behalf of municipal or corporate issuers.
(2)
The Fund may invest in certificates of deposit issued against funds deposited in a
bank or savings and loan association. Such certificates are for a definite period of time, earn a specified
rate of return and are normally negotiable. If such certificates of deposit are non-negotiable, they will be considered
illiquid investments and be subject to the Fund’s 15% restriction on investments in illiquid investments. Pursuant to the certificate of deposit, the issuer agrees to pay the amount deposited plus interest to the bearer
of the certificate on the date specified thereon. Under current FDIC regulations, the maximum insurance payable
as to any one certificate of deposit is $250,000; therefore, certificates of deposit purchased by
the Fund may not be fully insured. The Fund may only invest in certificates of deposit issued by U.S. banks
with at least $1 billion in assets.
(3)
The Fund may invest in bankers’ acceptances of U.S. and foreign banks and similar institutions, which are short-term credit instruments used to finance commercial transactions. Generally,
an acceptance is a time draft drawn on a bank by an exporter or an importer to obtain a stated amount of funds
to pay for specific merchandise. The draft is then “accepted” by a bank that, in effect, unconditionally guarantees to pay the face value of the instrument on its maturity date. The acceptance may then be held
by the accepting bank as an asset, or it may be sold in the secondary market at the going rate of interest
for a specific maturity.
(4)
The Fund may invest in repurchase agreements, which involve purchases of debt securities
with counterparties that are deemed by the Advisor to present acceptable credit risks.
In such an action, at the time the Fund purchases the security, it simultaneously agrees to resell and redeliver
the security to the seller, who also simultaneously agrees to buy back the security at a fixed price and
time. This assures a predetermined yield for the Fund during its holding period since the resale price
is always greater than the purchase price and reflects an agreed-upon market rate. Such actions afford an opportunity
for the Fund to invest temporarily available cash. The Fund may enter into repurchase agreements only
with respect to obligations of the U.S. government, its agencies or instrumentalities, certificates of deposit or bankers’ acceptances in which the Fund may invest. Repurchase agreements may be considered
loans to the seller, collateralized by the underlying securities. The risk to the Fund is limited to the
ability of the seller to pay the agreed-upon sum on the repurchase date; in the event of default, the repurchase agreement
provides that the Fund is entitled to sell the underlying collateral. If the value of the collateral
declines after the agreement is entered into, however, and if the seller defaults under a repurchase agreement
when the value of the underlying collateral is less than the repurchase price, the Fund could incur a loss
of both principal and interest. The portfolio managers monitor the value of the collateral at the time the
action is entered into and
at all times during the term of the repurchase agreement. The portfolio managers do
so in an effort to determine that the value of the collateral always equals or exceeds the agreed-upon
repurchase price to be paid to the Fund. If the seller were to be subject to a federal bankruptcy proceeding,
the ability of the Fund to liquidate the collateral could be delayed or impaired because of certain provisions
of the bankruptcy laws.
(5)
The Fund may invest in bank time deposits, which are monies kept on deposit with banks
or savings and loan associations for a stated period of time at a fixed rate of interest. There may be
penalties for the early withdrawal of such time deposits, in which case the yields of these investments will
be reduced.
(6)
The Fund may invest in commercial paper, which are short-term unsecured promissory
notes, including variable rate master demand notes issued by corporations to finance their current
operations. Master demand notes are direct lending arrangements between the Fund and a corporation. There
is no secondary market for the notes. However, they are redeemable by the Fund at any time. The Fund's
portfolio managers will consider the financial condition of the corporation (e.g., earning power, cash flow and other liquidity ratios) and will regularly monitor the corporation’s ability to meet all of its financial obligations, because the Fund's liquidity might be impaired if the corporation were unable to pay principal
and interest on demand.
(7)
The Fund may invest in shares of money market funds, as consistent with its investment
objective and policies. Shares of money market funds are subject to management fees and other expenses
of those funds. Therefore, investments in money market funds will cause the Fund to bear proportionately
the costs incurred by the money market funds’ operations. At the same time, the Fund will continue to pay its own management fees and expenses with respect to all of its assets, including any portion invested
in the shares of other investment companies. It is possible for the Fund to lose money by investing in money
market funds.
Illiquid Investments. The Fund may invest in illiquid investments (i.e., any investment that the Fund reasonably expects cannot be sold or disposed of in current market conditions in seven calendar
days or less without the sale or disposition significantly changing the market value of the investment). For purposes
of this restriction, illiquid investments may include, but are not limited to, certain restricted securities (securities the
disposition of which is restricted under the federal securities laws), securities that may only be resold pursuant to Rule 144A
under the 1933 Act, and repurchase agreements with maturities in excess of seven days, among others. However, the Fund
will not acquire illiquid investments if, as a result, such investments would comprise more than 15% of the value of the Fund’s net assets. The Advisor, subject to oversight by the Board of Trustees, has the ultimate authority to determine, to
the extent permissible under the federal securities laws, which investments are liquid or illiquid for purposes of this 15% limitation under the Fund’s liquidity risk management program, adopted pursuant to Rule 22e-4 under the 1940 Act.
Restricted securities may be sold only in privately negotiated transactions or in
a public offering with respect to which a registration statement is in effect under the 1933 Act. Where registration
is required, the Fund may be obligated to pay all or part of the registration expenses and a considerable period may elapse
between the time of the decision to sell and the time the Fund may be permitted to sell a security under an effective registration
statement. If, during such a period, adverse market conditions were to develop, the Fund might obtain a less favorable
price than that which prevailed when it decided to sell. Illiquid investments will be priced at fair value as determined in
good faith under procedures adopted by the Board of Trustees. If, through the appreciation of illiquid investments or the depreciation
of liquid investments, the Fund should be in a position where more than 15% of the value of its net assets are invested
in illiquid investments, including restricted securities which are not readily marketable, the Advisor will report such
occurrence to the Board of Trustees and take such steps as are deemed advisable to protect liquidity in accordance with the Fund’s liquidity risk management program.
Non-U.S. Investments. The Fund may invest in non-U.S. securities, which may include securities denominated
in non-U.S. currencies. Non-U.S. debt securities in which the Fund may invest include
debt securities issued or guaranteed by companies organized under the laws of countries other than the United States (including
emerging markets), debt securities issued or guaranteed by foreign, national, provincial, state, municipal or other governments
with taxing authority or by their agencies or instrumentalities and debt obligations of supra-national governmental
entities such as the World Bank or European Union. Non-U.S. debt securities also include U.S. dollar-denominated debt obligations, such as “Yankee Dollar” obligations, of foreign issuers and of supra-national government entities. Yankee
Dollar obligations are U.S. dollar-denominated obligations issued in the U.S. capital markets by foreign corporations,
banks and governments. Foreign debt securities also may be traded on foreign securities exchanges or in OTC capital markets. The Fund’s non-U.S. investments may be denominated in currencies other than the U.S. dollar. To the extent
the Fund invests in such instruments, the value of the assets of the Fund as measured in U.S. dollars will
be affected by changes in exchange rates.
Generally, the Fund’s currency exchange transactions will be conducted on a spot (i.e., cash) basis at the spot rate prevailing in the currency exchange market. The cost of the Fund’s currency exchange transactions will generally be the difference between the bid and offer spot rate of the currency being purchased or sold. In order
to protect against uncertainty in the level of future currency exchange rates, the Fund is authorized to enter into various
currency exchange transactions.
Warrants. The Fund may invest in warrants. Warrants acquired by the Fund entitle it to buy common
stock from the issuer at a specified price and time. They do not represent ownership of the securities
but only the right to buy them. Warrants are subject to the same market risks as stocks, but may be more volatile
in price. The Fund's investment in warrants will not entitle it to receive dividends or exercise voting rights and will become
worthless if the warrants cannot be profitably exercised before their expiration date.
The Fund buys and sells portfolio securities in the normal course of its investment
activities. The proportion of the Fund's investment portfolio that is bought and sold during a year is known as the
Fund's portfolio turnover rate. A portfolio turnover rate of 100% would occur, for example, if all of the portfolio securities
(other than short-term securities) were replaced once during the fiscal year. A high portfolio turnover rate could result
in the payment by the Fund of increased brokerage costs, expenses and taxes. The portfolio turnover rates for the specified
periods are set forth in the table below. Significant variations in portfolio turnover from year-to-year are generally the result
of fluctuations in the size of the Fund or changes to the Fund’s portfolio holdings. As a result of the Reorganization, the Fund has assumed the performance of the Predecessor Fund. While the Predecessor Fund and Fund have investment policies and
practices that are substantially similar, the Predecessor Fund’s past performance is not necessarily indicative of how the Fund will perform in the future. The portfolio turnover rates for the Predecessor Fund for the specified periods are set
forth below.
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The following risk disclosure supplements the discussion of the Fund's investment
risks that appears in the Prospectus.
An investment in the Fund should be made with an understanding of the risks that an
investment in the Fund's shares entails, including the risk that the financial condition of the issuers of
the securities held by the Fund or the general condition of the securities market may worsen and the value of the securities and
therefore the value of the Fund may decline. The Fund may not be an appropriate investment for those who are unable or
unwilling to assume the risks involved generally with such an investment. The past market and earnings performance of any
of the securities included in the Fund is not predictive of their future performance.
Additional Market Disruption Risk
Some countries in which the Fund may invest have experienced security concerns, war
or threats of war and aggression, terrorism, economic uncertainty, natural and environmental disasters and/or
systemic market dislocations that have led, and in the future may lead, to increased short term market volatility and
may have adverse long term effects on the economies and markets of such countries generally, each of which may negatively impact the Fund’s investments. For example, in February 2022, Russia commenced a military attack on Ukraine. In response,
various countries, including the United States, issued broad-ranging sanctions on Russia and certain Russian companies
and individuals. The hostilities between the two countries may escalate and any existing or future sanctions could have a severe adverse effect on Russia’s economy, currency, companies and region as well as negatively impact other regional
and global economic markets of the world (including Europe and the United States), companies in such countries and various
sectors, industries and markets for securities and commodities globally, such as oil and natural gas. Accordingly, the
hostilities and sanctions may have a negative effect on the Fund's investments and performance beyond any direct exposure
to Russian issuers or those of adjoining geographic regions. Russia may also take retaliatory actions or countermeasures,
such as cyberattacks and
espionage, which may negatively impact the countries and companies in which the Fund
may invest. The extent and duration of the military action or future escalation of such hostilities; the extent and impact
of existing and any future sanctions, market disruptions and volatility; and the result of any diplomatic negotiations cannot
be predicted. These and any related events could have a significant negative impact on certain of the Fund’s investments as well as the Fund’s performance, and the value or liquidity of certain securities held by the Fund may decline significantly.
Additionally, the events occurring in one country or region may spread through, or otherwise affect, other countries and regions
and therefore adversely impact the Fund’s investments in such countries and regions.
Authorization, Custody and Settlement Risk for Non-U.S. Securities
Approval of governmental authorities may be required prior to investing in the securities
of companies based in certain frontier countries. Delays in obtaining such an approval would delay investments
in the particular country.
Rules adopted under the 1940 Act permit a fund to maintain its non-U.S. securities
and cash in the custody of certain eligible non-U.S. banks and securities depositories. Certain banks in foreign
countries that are eligible foreign sub-custodians may be recently organized or otherwise lack extensive operating experience.
In addition, in certain countries there may be legal restrictions or limitations on the ability of the Fund to recover
assets held in custody by a foreign sub-custodian in the event of the bankruptcy of the sub-custodian. Settlement systems
in emerging markets may be less well organized than in developed markets. Thus there may be a risk that settlement may
be delayed and that cash or securities of the Fund may be in jeopardy because of failures of or defects in the systems. Under
the laws of certain countries in which the Fund may invest, the Fund may be required to release local shares before receiving
cash payment or may be required to make cash payment prior to receiving local shares.
Certain countries in which the Fund may invest utilize share blocking schemes. Share
blocking refers to a practice, in certain foreign markets, where voting rights related to an issuer’s securities are predicated on these securities being blocked from trading at the custodian or sub-custodian level, for a period of time around
a shareholder meeting. These restrictions have the effect of prohibiting securities to potentially be voted (or having been
voted), from trading within a specified number of days before, and in certain instances, after the shareholder meeting.
Share blocking may prevent the Fund from buying or selling securities for a period
of time. During the time that shares are blocked, trades in such securities will not settle. The specific practices
may vary by market and the blocking period can last from a day to several weeks, typically terminating on a date established
at the discretion of the issuer.
Once blocked, the only manner in which to remove this block would be to withdraw a
previously cast vote, or to abstain from voting altogether. The process for having a blocking restriction lifted
can be quite onerous, with the particular requirements varying widely by country. In addition, in certain countries, the block
cannot be removed.
Share blocking may present operational challenges for the Fund and Authorized Participants,
including the effect that an imposed block would have on pending trades. Pending trades may be caused to
fail and could potentially remain unsettled for an extended period of time. Fails may also expose the transfer agent and the Fund to “Buy In” situations in which, if unable to deliver shares after a certain period of time, a counterparty
has the right to go to market, purchase a security at the current market price and have any additional expense borne by the
Fund or transfer agent.
As a result, the Advisor, on behalf of the Fund, reserves the right to abstain from
voting proxies in share blocking proxy markets.
Equity securities are especially susceptible to general market movements and to volatile
increases and decreases of value as market confidence in and perceptions of the issuers change. These perceptions
are based on unpredictable factors including expectations regarding government, economic, monetary and fiscal policies,
inflation and interest rates, economic expansion or contraction, and global or regional political, economic or banking crises.
First Trust cannot predict the direction or scope of any of these factors. Shareholders of common stocks have rights to receive
payments from the issuers of those common stocks that are generally subordinate to those of creditors of, or holders
of debt obligations or preferred stocks of, such issuers.
Shareholders of common stocks of the type held by the Fund have a right to receive
dividends only when and if, and in the amounts, declared by the issuer’s board of directors and have a right to participate in amounts available for distribution by the issuer only after all other claims on the issuer have been paid.
Common stocks do not represent an obligation of the issuer and, therefore, do not offer any assurance of income or provide
the same degree of protection of
capital as do debt securities. The issuance of additional debt securities or preferred
stock will create prior claims for payment of principal, interest and dividends which could adversely affect the ability and
inclination of the issuer to declare or pay dividends on its common stock or the rights of holders of common stock with respect
to assets of the issuer upon liquidation or bankruptcy. The value of common stocks is subject to market fluctuations for as
long as the common stocks remain outstanding, and thus the value of the equity securities in the Fund will fluctuate
over the life of the Fund and may be more or less than the price at which they were purchased by the Fund. The equity securities
held in the Fund may appreciate or depreciate in value (or pay dividends) depending on the full range of economic and
market influences affecting these securities, including the impact of the Fund’s purchase and sale of the equity securities and other factors.
Holders of common stocks incur more risk than holders of preferred stocks and debt
obligations because common stockholders, as owners of the entity, have generally inferior rights to receive payments
from the issuer in comparison with the rights of creditors of, or holders of debt obligations or preferred stocks issued
by the issuer. Cumulative preferred stock dividends must be paid before common stock dividends and any cumulative preferred
stock dividend omitted is added to future dividends payable to the holders of cumulative preferred stock. Preferred stockholders
are also generally entitled to rights on liquidation which are senior to those of common stockholders.
Shareholders of common stocks have rights to receive payments from the issuers of
those common stocks that are generally subordinate to those of creditors of, or holders of debt obligations or
preferred stocks of, such issuers. Shareholders of common stocks of the type held by the Fund have a right to receive
dividends only when and if, and in the amounts, declared by the issuer’s board of directors and have a right to participate in amounts available for distribution by the issuer only after all other claims on the issuer have been paid or have otherwise
been settled. Common stocks do not represent an obligation of the issuer and, therefore, do not offer any assurance of
income or provide the same degree of protection of capital as do debt securities. The issuance of additional debt securities
or preferred stock will create prior claims for payment of principal, interest and dividends which could adversely affect
the ability and inclination of the issuer to declare or pay dividends on its common stock or the rights of holders of common
stock with respect to assets of the issuer upon liquidation or bankruptcy. Cumulative preferred stock dividends must be paid
before common stock dividends, and any cumulative preferred stock dividend omitted is added to future dividends payable
to the holders of cumulative preferred stock. Preferred stockholders are also generally entitled to rights on liquidation
that are senior to those of common stockholders.
Changes in currency exchange rates may affect the Fund's net asset value, the value
of dividends and interest earned, and gains and losses realized on the sale of securities in which the Fund
invests.
Depositary Receipts may not necessarily be denominated in the same currency as the
underlying securities into which they may be converted. ADRs are receipts typically issued by a U.S. bank or
trust company that evidence ownership of underlying securities issued by a foreign corporation. EDRs are receipts issued by
a European bank or trust company evidencing ownership of securities issued by a foreign corporation. New York shares
are typically issued by a company incorporated in the Netherlands and represent a direct interest in the company. Unlike
traditional depositary receipts, New York share programs do not involve custody of the Dutch shares of the company. GDRs
are receipts issued throughout the world that evidence a similar arrangement. ADRs, EDRs and GDRs may trade in foreign
currencies that differ from the currency the underlying security for each ADR, EDR or GDR principally trades in. Global
shares are the actual (ordinary) shares of a non-U.S. company which trade both in the home market and the United States.
Generally, ADRs and New York shares, in registered form, are designed for use in the U.S. securities markets. EDRs,
in registered form, are used to access European markets. GDRs, in registered form, are tradable both in the United States
and in Europe and are designed for use throughout the world. Global shares are represented by the same share certificate
in the United States and the home market, and separate registrars in the United States and the home country are maintained.
In most cases, purchases occurring on a U.S. exchange would be reflected on the U.S. registrar. Global shares
may also be eligible to list on exchanges in addition to the United States and the home country. The Fund may hold unsponsored
Depositary Receipts. The issuers of unsponsored Depositary Receipts are not obligated to disclose material information
in the United States; therefore, there may be less information available regarding such issuers and there may not be a correlation
between such information and the market value of the Depositary Receipts.
Dividends Risk
Shareholders of common stocks have rights to receive payments from the issuers of
those common stocks that are generally subordinate to those of creditors of, or holders of debt obligations or
preferred stocks of, such issuers. Shareholders of common stocks of the type held by the Fund have a right to receive
dividends only when and if, and in the amounts, declared by the issuer’s board of directors and have a right to participate in amounts available for distribution by the issuer only after all other claims on the issuer have been paid or have otherwise
been settled. Common stocks do not represent an obligation of the issuer and, therefore, do not offer any assurance of
income or provide the same degree of protection of capital as do debt securities. The issuance of additional debt securities
or preferred stock will create prior claims for payment of principal, interest and dividends which could adversely affect
the ability and inclination of the issuer to declare or pay dividends on its common stock or the rights of holders of common
stock with respect to assets of the issuer upon liquidation or bankruptcy. Cumulative preferred stock dividends must be paid
before common stock dividends, and any cumulative preferred stock dividend omitted is added to future dividends payable
to the holders of cumulative preferred stock. Preferred stockholders are also generally entitled to rights on liquidation
that are senior to those of common stockholders.
Whether or not the securities held by the Fund are listed on a securities exchange,
the principal trading market for certain of the securities in the Fund may be in the OTC market. As a result, the existence
of a liquid trading market for the securities may depend on whether dealers will make a market in the securities.Certain
regions, countries or asset types may also suffer periods of relative illiquidity. There can be no assurance that a market
will be made for any of the securities, that any market for the securities will be maintained or that there will be sufficient
liquidity of the securities in any markets made. The price at which the securities are held by the Fund will be adversely affected
if trading markets for the securities are limited or absent.
At any time litigation may be instituted on a variety of grounds with respect to the
common stocks held by the Fund. The Fund is unable to predict whether litigation that has been or will be instituted
might have a material adverse effect on the Fund.
Market risk is the risk that a particular security, or shares of the Fund in general,
may fall in value. Securities are subject to market fluctuations caused by such factors as economic, political, regulatory
or market developments, changes in interest rates and perceived trends in securities prices. Shares of the Fund could
decline in value or underperform other investments due to short-term market movements or any longer periods during more prolonged
market downturns. In addition, local, regional or global events such as war, acts of terrorism, spread
of infectious diseases or other public health issues, recessions, natural disasters or other events could have a significant negative
impact on the Fund and its investments. Such events may affect certain geographic regions, countries, sectors
and industries more significantly than others. Such events could adversely affect the prices and liquidity of the Fund’s portfolio securities or other instruments and could result in disruptions in the trading markets. Any of such circumstances could
have a materially negative impact on the value of the Fund’s shares and result in increased market volatility. During any such events, the Fund’s shares may trade at increased premiums or discounts to their net asset value and the bid/ask spread on the Fund’s shares may widen.
Health crises caused by the outbreak of infectious diseases or other public health
issues, may exacerbate other pre-existing political, social, economic, market and financial risks. The impact of
any such events, could negatively affect the global economy, as well as the economies of individual countries or regions, the financial
performance of individual companies, sectors and industries, and the markets in general in significant and unforeseen
ways. Any such impact could adversely affect the prices and liquidity of the securities and other instruments
in which the Fund invests and negatively impact the Fund’s investment return. For example, an outbreak of a respiratory disease designated as COVID-19 was first detected in China in December 2019 and subsequently spread internationally. The ensuing
policies enacted by governments and central banks have caused and may continue to cause significant volatility and
uncertainty in global financial markets, negatively impacting global growth prospects. While vaccines have been developed,
there is no guarantee that vaccines will be effective against future variants of the disease.
In addition, the operations of the Fund, the Advisor and the Fund’s other service providers may be significantly impacted, or even temporarily or permanently halted, as a result of government quarantine
measures, voluntary and
precautionary restrictions on travel or meetings and other factors related to a public
health emergency, including its potential adverse impact on the health of any such entity’s personnel.
An investment in non-U.S. securities involves risks in addition to the usual risks
inherent in domestic investments, including currency risk. The value of a non-U.S. security in U.S. dollars tends to
decrease when the value of the U.S. dollar rises against the non-U.S. currency in which the security is denominated and tends
to increase when the value of the U.S. dollar falls against such currency. Non-U.S. securities are affected by the fact
that in many countries there is less publicly available information about issuers than is available in the reports and ratings published
about companies in the United States and companies may not be subject to uniform accounting, auditing and financial
reporting standards. Other risks inherent in non-U.S. investments may include expropriation; confiscatory taxation;
withholding taxes on dividends and interest; less extensive regulation of non-U.S. brokers, securities markets and issuers;
diplomatic developments; and political or social instability. Non-U.S. economies may differ favorably or unfavorably
from the U.S. economy in various respects, and many non-U.S. securities are less liquid and their prices tend to be
more volatile than comparable U.S. securities. From time to time, non-U.S. securities may be difficult to liquidate rapidly
without adverse price effects.
Passive Foreign Investment Companies Risk
The Fund may invest in companies that are considered to be “passive foreign investment companies” (“PFICs”), which are generally certain non-U.S. corporations that receive at least 75% of their
annual gross income from passive sources (such as interest, dividends, certain rents and royalties or capital gains)
or that hold at least 50% of their assets in investments producing such passive income. Therefore, the Fund could be subject to
U.S. federal income tax and additional interest charges on gains and certain distributions with respect to those equity interests,
even if all the income or gain is distributed to its shareholders in a timely manner. The Fund will not be able to pass
through to its shareholders any credit or deduction for such taxes.
Small Capitalization Companies Risk
The Fund invests in small cap company stocks. While historically small cap company
stocks have outperformed the stocks of large companies, the former have customarily involved more investment risk
as well. Small cap companies may have limited product lines, markets or financial resources; may lack management depth
or experience; and may be more vulnerable to adverse general market or economic developments than large companies.
Some of these companies may distribute, sell or produce products that have recently been brought to market and
may be dependent on key personnel.
The prices of small company securities are often more volatile than prices associated
with large company issues, and can display abrupt or erratic movements at times, due to limited trading volumes and
less publicly available information. Also, because small cap companies normally have fewer shares outstanding and these
shares trade less frequently than large companies, it may be more difficult for the Fund which to buy and sell significant
amounts of such shares without an unfavorable impact on prevailing market prices. The securities of small cap companies
are often traded OTC and may not be traded in the volumes typical of a national securities exchange.
The general supervision of the duties performed for the Fund under the investment
management agreement and sub-advisory agreement is the responsibility of the Board of Trustees. There are eight
Trustees of the Trust, one of whom is an “interested person” (as the term is defined in the 1940 Act) and seven of whom are Trustees who are not officers or employees of First Trust or any of its affiliates (“Independent Trustees”). The Trustees set broad policies for the Fund, choose the Trust’s officers and hire the Trust’s investment advisor and sub-advisors. The officers of the Trust manage its day-to-day operations and are responsible to the Board of Trustees. The following is a list of
the Trustees and executive officers of the Trust and a statement of their present positions and principal occupations during
the past five years, the number of portfolios each Trustee oversees and the other directorships they have held during
the past five years, if applicable. Each Trustee has been elected for an indefinite term. The officers of the Trust serve indefinite
terms. Each Trustee, except for James A. Bowen, is an Independent Trustee. Mr. Bowen is deemed an “interested person” (as that term is defined in the 1940 Act) (“Interested Trustee”) of the Trust due to his position as Chief Executive Officer of First Trust, investment
advisor
to the Fund. The following table identifies the Trustees and Officers of the Trust.
Unless otherwise indicated, the address of all persons below is c/o First Trust Advisors L.P., 120 East Liberty Drive, Suite
400, Wheaton, IL 60187.
|
|
Position
and Offices
with Trust
|
Term of
Office and
Year First
Elected or
Appointed
|
Principal Occupations
During Past 5 Years
|
Number of
Portfolios
in the First
Trust Fund
Complex
Overseen
by Trustee
|
Other
Trusteeships or
Directorships
Held by
Trustee
During the
Past 5 Years
|
TRUSTEE WHO IS AN INTERESTED PERSON OF THE TRUST
|
|
|
Chairman of the
Board and Trustee
|
●Indefinite term
●Since inception
|
Chief Executive Officer, First Trust
Advisors L.P. and First Trust Portfolios
L.P.; Chairman of the Board of Directors,
BondWave LLC (Software Development
Company) and Stonebridge Advisors LLC
(Investment Advisor)
|
|
|
|
|
|
|
|
●Indefinite term
●Since 2025
|
Retired; Partner, Deloitte LLP and
Deloitte Tax LLP (1998 to January 2024)
|
|
|
|
|
|
●Indefinite term
●Since inception
|
Retired; Physician, Edward-Elmhurst
Medical Group (2021 to September
2023); Physician and Officer, Wheaton
Orthopedics (1990 to 2021)
|
|
|
|
|
|
●Indefinite term
●Since inception
|
Retired; President, ADM Investor
Services, Inc. (Futures Commission
Merchant) (2010 to July 2022)
|
|
Director, National
Futures
Association;
formerly, Director
of ADM Investor
Services, Inc.,
ADM Investor
Services
International,
ADMIS Hong Kong
Ltd., ADMIS
Singapore Ltd. and
Futures Industry
Association
|
|
|
|
●Indefinite term
●Since 2021
|
Senior Vice President, Advocate Health,
Continuing Health Division (Integrated
Healthcare System) (2023 to present);
Executive Vice President, Advocate
Aurora Health (Integrated Healthcare
System) (2018 to 2023)
|
|
Director and Board
Chair of Advocate
Home Health
Services, Advocate
Home Care
Products and
Advocate Hospice;
Director and Board
Chair of Aurora At
Home (since
2018); Director of
Advocate
Physician Partners
Accountable Care
Organization;
Director of RML
Long Term Acute
Care Hospitals;
Director of Senior
Helpers (2021 to
2024); and
Director of
MobileHelp (2022
to 2024)
|
|
|
|
●Indefinite term
●Since inception
|
President, Hibs Enterprises (Financial and
Management Consulting)
|
|
Formerly, Director
of Trust Company
of Illinois
|
|
|
|
●Indefinite term
●Since inception
|
Senior Advisor (2018 to present),
Managing Director and Chief Operating
Officer (2015 to 2018), Pelita Harapan
Educational Foundation (Educational
Products and Services)
|
|
|
|
|
Position
and Offices
with Trust
|
Term of
Office and
Year First
Elected or
Appointed
|
Principal Occupations
During Past 5 Years
|
Number of
Portfolios
in the First
Trust Fund
Complex
Overseen
by Trustee
|
Other
Trusteeships or
Directorships
Held by
Trustee
During the
Past 5 Years
|
|
|
|
|
|
●Indefinite term
●Since 2023
|
Independent Director to a number of Irish
collective investment funds (2009 to
present); Various roles at international
affiliates of Citibank (1994 to 2009),
including Managing Director, Citibank
Europe plc and Head of Securities and
Fund Services, Citi Ireland (2007 to
2009)
|
|
|
|
|
Position and
Offices with Trust
|
Term of Office and
Length of Service
|
Principal Occupations
During Past 5 Years
|
|
|
|
|
President and Chief
Executive Officer
|
●Indefinite term
●Since 2016
|
Managing Director and Chief Financial Officer, First
Trust Advisors L.P. and First Trust Portfolios L.P.;
Chief Financial Officer, BondWave LLC (Software
Development Company) and Stonebridge Advisors
LLC (Investment Advisor)
|
|
|
Secretary and Chief Legal
Officer
|
●Indefinite term
●Since inception
|
General Counsel, First Trust Advisors L.P. and First
Trust Portfolios L.P.; Secretary and General Counsel,
BondWave LLC; and Secretary, Stonebridge Advisors
LLC
|
|
|
|
●Indefinite term
●Since inception
|
Managing Director, First Trust Advisors L.P. and First
Trust Portfolios L.P.
|
|
|
Chief Compliance Officer
and Assistant Secretary
|
●Indefinite term
●Chief Compliance
Officer since January
2011
●Assistant Secretary
since inception
|
International General Counsel, First Trust Advisors
L.P. and First Trust Portfolios L.P., February 2025 –
present. Previously, Deputy General Counsel, First
Trust Advisors L.P. and First Trust Portfolios L.P.
|
|
|
Treasurer, Chief Financial
Officer and Chief
Accounting Officer
|
●Indefinite term
●Since 2023
|
Senior Vice President, First Trust Advisors L.P. and
First Trust Portfolios L.P., July 2021 – present.
Previously, Vice President, First Trust Advisors L.P.
and First Trust Portfolios L.P., 2014 –2021.
|
|
|
|
●Indefinite term
●Since inception
|
Senior Vice President, First Trust Advisors L.P. and
First Trust Portfolios L.P.
|
(1)
Mr. Bowen is deemed an “interested person” of the Trust due to his position as Chief Executive Officer of First Trust, investment advisor of the Fund.
Unitary Board Leadership Structure
Each Trustee serves as a trustee of all open-end and closed-end funds in the First
Trust fund complex (each a “First Trust Fund” and collectively, the “First Trust Fund Complex”), which is known as a “unitary” board leadership structure. Ms. Wright also serves as director of First Trust Global Funds, a public limited company
established in Ireland and an open-end umbrella fund representing exchange-traded funds and one or more mutual funds,
and advised by First Trust.
The management of the Fund, including general supervision of the duties performed
for the Fund under the investment management agreement between the Trust, on behalf of the Fund, and the
Advisor, is the responsibility of the Board of Trustees. The Trustees set broad policies for the Fund, choose the Trust’s officers and hire the Fund's investment advisor, sub-advisor and other service providers. The officers of the Trust manage
the day-to-day operations and are responsible to the Board. The Board is composed of seven Independent Trustees and
one Interested Trustee. The Interested Trustee, James A. Bowen, serves as the Chairman of the Board for each fund in the
First Trust Fund Complex.
The unitary board structure was adopted for the First Trust Funds because of the efficiencies
it achieves with respect to the governance and oversight of the First Trust Funds. Each First Trust
Fund is subject to the rules and regulations of the 1940 Act (and other applicable securities laws), which means that many of the
First Trust Funds face similar issues with respect to certain of their fundamental activities, including risk management,
portfolio liquidity, portfolio valuation and financial reporting. Because of the similar and often overlapping issues facing the
First Trust Funds, including among the First
Trust exchange-traded funds, the Board of the First Trust Funds believes that maintaining
a unitary board structure promotes efficiency and consistency in the governance and oversight of all First Trust
Funds and reduces the costs, administrative burdens and possible conflicts that may result from having multiple
boards. In adopting a unitary board structure, the Trustees seek to provide effective governance through establishing
a board the overall composition of which will, as a body, possess the appropriate skills, diversity, independence and experience
to oversee the Fund's business.
Annually, the Board reviews its governance structure and the committee structures,
their performance and functions, and it reviews any processes that would enhance Board governance over the
Fund's business. The Board has determined that its leadership structure, including the unitary board and committee
structure, is appropriate based on the characteristics of the funds it serves and the characteristics of the First Trust
Fund Complex as a whole.
In order to streamline communication between the Advisor and the Independent Trustees
and create certain efficiencies, the Board has a Lead Independent Trustee who is responsible for: (i) chairing all meetings of the Independent Trustees; (ii) working with the Advisor, Fund counsel and the independent legal counsel to the Independent
Trustees to determine the agenda for Board meetings; (iii) serving as the principal contact for and facilitating communication between the Independent Trustees and the Fund's service providers, particularly the Advisor;
and (iv) any other duties that the Independent Trustees may delegate to the Lead Independent Trustee. The Lead Independent
Trustee is selected by the Independent Trustees and serves for such term as approved by the Independent Trustees
or until his or her successor is selected. Thomas R. Kadlec currently serves as the Lead Independent Trustee.
The Independent Trustees may select one Independent Trustee to serve as a Vice Lead
Independent Trustee for such term as approved by the Independent Trustees or until his or her successor is
selected. The Vice Lead Independent Trustee assists the Lead Independent Trustee in the performance of his or her responsibilities
and, in the absence of the Lead Independent Trustee, may act in the place of the Lead Independent Trustee. The Vice
Lead Independent Trustee is also responsible for any other duties that the Independent Trustees may delegate to him
or her. Niel B. Nielson currently serves as the Vice Lead Independent Trustee.
The Board has established five standing committees (as described below) and has delegated
certain of its responsibilities to those committees. The Board and its committees meet frequently
throughout the year to oversee the Fund's activities, review contractual arrangements with and performance of service
providers, oversee compliance with regulatory requirements and review Fund performance. The Independent Trustees are
represented by independent legal counsel at all Board and committee meetings (other than meetings of the Dividend Committee).
Generally, the Board acts by majority vote of all the Trustees, including a majority vote of the Independent Trustees
if required by applicable law.
The five standing committees of the Board are: the Nominating and Governance Committee,
the Valuation, Risk and Regulatory Oversight Committee, the Audit Committee, the Executive Committee and the
Dividend Committee. The Nominating and Governance Committee, the Valuation, Risk and Regulatory Oversight
Committee, the Audit Committee and the Dividend Committee each have a Chair, and the Audit Committee has a Vice Chair.
In addition, the Lead Independent Trustee and the Vice Lead Independent Trustee currently serve on the Executive Committee
with the Interested Trustee.
The Nominating and Governance Committee is responsible for appointing and nominating
non-interested persons to the Board of Trustees. Messrs. Driscoll, Erickson, Kadlec, Keith, Nielson and Mses.
Keefe and Wright are members of the Nominating and Governance Committee. If there is no vacancy on the Board of Trustees,
the Board will not actively seek recommendations from other parties, including shareholders. The Board of Trustees
has adopted a mandatory retirement age of 75 for Independent Trustees, beyond which age Independent Trustees are ineligible
to serve. The Committee will not consider new trustee candidates who are 72 years of age or older or will turn 72 years old during the initial term for a closed-end Fund. When a vacancy on the Board of Trustees occurs or is anticipated
to occur and nominations are sought to fill such vacancy, the Nominating and Governance Committee may seek nominations from
those sources it deems appropriate in its discretion, including shareholders of the Fund. To submit a recommendation
for nomination as a candidate for a position on the Board of Trustees, shareholders of the Fund should mail such
recommendation to W. Scott Jardine, Secretary, at the Trust’s address, 120 East Liberty Drive, Suite 400, Wheaton, Illinois 60187. Such recommendation shall include the following information: (i) evidence of Fund ownership of the person or entity recommending the candidate (if
a Fund shareholder); (ii) a full description of the proposed candidate’s background, including education, experience, current employment and date of birth; (iii) names and addresses of at least three professional references for the candidate;
(iv) information as to whether the candidate is an “interested person” in relation to the Fund, as such term is defined in the 1940 Act, and such other information that may be considered to impair the candidate’s independence; and (v) any other information that may be helpful to the Committee in evaluating the candidate. If a
recommendation is received with satisfactorily completed information regarding a candidate during a time when a vacancy
exists on the Board or during such
other time as the Nominating and Governance Committee is accepting recommendations,
the recommendation will be forwarded to the Chair of the Nominating and Governance Committee and to counsel to
the Independent Trustees. During the last fiscal year, the Nominating and Governance Committee held one meeting.
The Valuation, Risk and Regulatory Oversight Committee is responsible for: (i) the oversight of the Advisor as the "Valuation Designee" under Rule 2a-5 of the 1940 Act and its implementation of the
valuation of the securities held in the Fund's portfolio; (ii) the oversight of the Fund's liquidity risk management program; (iii) the oversight of the Fund's derivatives risk management program; and (iv) the oversight of First Trust’s and the Sub-Advisors’ (if applicable) execution of portfolio transactions and soft dollar (or similar) arrangements for the Fund.
Messrs. Driscoll, Erickson, Kadlec, Keith, Nielson and Mses. Keefe and Wright are members of the Valuation, Risk and Regulatory
Oversight Committee. During the last fiscal year, the Valuation, Risk and Regulatory Oversight Committee held
one meeting.
The Audit Committee is responsible for overseeing the Fund’s accounting and financial reporting process, the system of internal controls and audit process and for evaluating and appointing independent
auditors (subject also to Board approval). Messrs. Driscoll, Erickson, Kadlec, Keith, Nielson and Mses. Keefe and
Wright serve on the Audit Committee. During the last fiscal year, the Audit Committee held two meetings.
The Executive Committee, which meets between Board meetings, is authorized to exercise
all powers of and to act in the place of the Board to the extent permitted by each Fund’s Declaration of Trust and By-Laws. Mr. Bowen, Mr. Kadlec and Mr. Nielson are members of the Executive Committee. During the last fiscal year, the
Executive Committee did not hold any meetings.
The Dividend Committee is responsible for assisting the Board in, or assuming the
authority and power of the Board with respect to, the declaration and setting of the Fund's dividends. Messrs. Kadlec
and Nielson serve on the Dividend Committee. During the last fiscal year, the Dividend Committee did not hold any meetings.
The executive officers of the Trust hold the same positions with each fund in the
First Trust Fund Complex as they hold with the Trust, except Mr. Ueland who is an executive officer of only the ETFs
advised by First Trust and Mr. Testin who is an executive officer of only the ETFs and open-end funds advised by First Trust.
As part of the general oversight of the Fund, the Board is involved in the risk oversight
of the Fund. The Board has adopted and periodically reviews policies and procedures designed to address the Fund’s risks. Oversight of investment and compliance risk, including oversight of any sub-advisor, is performed primarily at
the Board level in conjunction with the Advisor’s investment oversight group and the Trust’s Chief Compliance Officer (“CCO”). Oversight of other risks also occurs at the committee level. The Advisor’s investment oversight group reports to the Board at quarterly meetings regarding, among other things, Fund performance and the various drivers of such performance.
The Board reviews reports on the Fund's and the service providers’ compliance policies and procedures at each quarterly Board meeting and receives an annual report from the CCO regarding the operations of the Fund's and the service providers’ compliance programs. In addition, the Independent Trustees meet privately each quarter with the CCO. The Audit
Committee reviews, with the Advisor and the Fund's independent auditors, the Fund’s major financial risk exposures and the steps the Advisor has taken to monitor and control these exposures, including the Fund’s risk assessment and risk management policies and guidelines. The Audit Committee also, as appropriate, reviews in a general manner the processes
other Board committees have in place with respect to risk assessment and risk management. The Nominating and Governance
Committee monitors all matters related to the corporate governance of the Trust. The Valuation, Risk and Regulatory
Oversight Committee monitors valuation risk, liquidity risk, derivatives risk and trading.
Not all risks that may affect the Fund can be identified nor can controls be developed
to eliminate or mitigate their occurrence or effects. It may not be practical or cost effective to eliminate or mitigate
certain risks, the processes and controls employed to address certain risks may be limited in their effectiveness,
and some risks are simply beyond the reasonable control of the Fund or the Advisor or other service providers. For instance,
as the use of Internet technology has become more prevalent, the Fund and its service providers have become more susceptible
to potential operational risks through breaches in cyber security (generally, intentional and unintentional events
that may cause the Fund or a service provider to lose proprietary information, suffer data corruption or lose operational
capacity). There can be no guarantee that any risk management systems established by the Fund, its service providers, or
issuers of the securities in which the
Fund invests to reduce cyber security risks will succeed, and the Fund cannot control
such systems put in place by service providers, issuers or other third parties whose operations may affect the Fund and/or
its shareholders. Moreover, it is necessary to bear certain risks (such as investment-related risks) to achieve the
Fund's goals. As a result of the foregoing and other factors, the Fund's ability to manage risk is subject to substantial limitations.
Board Diversification and Trustee Qualifications
As described above, the Nominating and Governance Committee of the Board oversees
matters related to the selection and nomination of Trustees. The Nominating and Governance Committee seeks
to establish an effective Board with an appropriate range of skills and diversity, including, as appropriate, differences
in background, professional experience, education, vocation, and other individual characteristics and traits in
the aggregate. Each Trustee must meet certain basic requirements, including relevant skills and experience, time availability
and, if qualifying as an Independent Trustee, independence from the Advisor, Sub-Advisor, underwriters or other service
providers, including any affiliates of these entities.
Listed below for each current Trustee are the experiences, qualifications and attributes
that led to the conclusion, as of the date of this SAI, that each current Trustee should serve as a Trustee in light of the Trust’s business and structure.
Thomas J. Driscoll was previously a Partner at Deloitte LLP and Deloitte Tax LLP (collectively,
“Deloitte”) from September 1998 to January 2024. As a Partner at Deloitte, Mr. Driscoll served in various
roles including as lead client service partner, lead relationship partner and lead tax partner for various clients in the
asset management, broker-dealer and financial services businesses. Mr. Driscoll also served as the Vice Chairman, Partner in Charge of Deloitte’s international tax and transfer pricing (economics) business responsible for leading and managing Deloitte’s international tax and transfer pricing practice with over 1,200 professionals in the United States and India. Finally,
as a member of the Board of Deloitte Tax LLP, Mr. Driscoll was a part of the executive committee responsible for overseeing Deloitte’s tax practice in the United States. Mr. Driscoll currently serves as Chair of the Audit Committee (since January 1, 2026) of the First Trust Funds.
Richard E. Erickson, M.D., was previously an orthopedic surgeon with Edward-Elmhurst
Medical Group from 2021 to September 2023. Prior thereto, he was President of Wheaton Orthopedics (from 1990
to 2021), a co-owner and director of a fitness center and a limited partner of two real estate companies. Dr. Erickson
has also served as the Lead Independent Trustee (2008–2009 and 2017–2019) and on the Executive Committee (2008–2009 and 2017–2022), Chair of the Nominating and Governance Committee (2003–2007 and 2014–2016), Chair of the Audit Committee (2012–2013 and 2023–2025) and Chair of the Valuation Committee (June 2006–2007; 2010–2011 and 2020–2022) of the First Trust Funds.
Thomas R. Kadlec was previously President of ADM Investor Services Inc. (“ADMIS”), a futures commission merchant and wholly-owned subsidiary of the Archer Daniels Midland Company (“ADM”) from 2010 to July 2022. Mr. Kadlec was employed by ADMIS and its affiliates since 1990 in various accounting, financial,
operations and risk management capacities. Mr. Kadlec served on the boards of several international affiliates of
ADMIS until July 2022 and served as a member of ADM’s Integrated Risk Committee from 2008–2018, which was tasked with the duty of implementing and communicating enterprise-wide risk management. From 2014 to 2022, Mr. Kadlec was on
the board of the Futures Industry Association. In 2017, Mr. Kadlec was elected to the board of the National Futures
Association. Mr. Kadlec served on the Executive Committee from the organization of the first First Trust closed-end fund
in 2003 through 2005 (and 2014–2019) until he was elected as the first Lead Independent Trustee in December 2005,
serving as such through 2007 (and 2014–2016). He served as Vice Lead Independent Trustee (March 2025–December 2025). He also served as Chair of the Valuation Committee (2008–2009 and 2017–2019), Chair of the Audit Committee (2010–2011 and 2020–2022) and Chair of the Nominating and Governance Committee (2012–2013 and 2023–2025). He currently serves as Lead Independent Trustee (since January 1, 2026), on the Executive Committee (since March 12, 2024) and on the Dividend Committee (since March 12, 2026) of the First Trust Funds.
Denise M. Keefe has been Senior Vice President of Advocate Health, Continuing Health
Division since 2023, and from 2018 to 2023 was Executive Vice President of Advocate Aurora Health (together,
with Advocate Health, “Advocate”). Advocate is one of the largest integrated healthcare systems in the U.S. serving Illinois
and Wisconsin. Ms. Keefe has been employed by Advocate since 1993 and is responsible for the Continuing Health Division’s strategic direction, fiscal management, business development, revenue enhancement, operational efficiencies, and
human resource management of 4,000 employees. Ms. Keefe also currently serves on the boards of several organizations within the Advocate
Aurora Continuing Health Division and other health care organizations, including RML Long
Term Acute Care Hospitals (since 2014). Prior thereto, Ms. Keefe was Corporate Vice President, Marketing and Business Development
for the Visiting Nurse
Association of Chicago (1989–1992) and a former Board Member of Sherman West Court Skilled Nursing Facility. Ms.
Keefe served as Audit Committee Vice Chair (2024–2025). She currently serves as Chair of the Nominating and Governance Committee (since January 1, 2026) of the First Trust Funds.
Robert F. Keith is President of Hibs Enterprises, a financial and management consulting
firm. Mr. Keith has been with Hibs Enterprises since 2003. Prior thereto, Mr. Keith spent 18 years with ServiceMaster
and Aramark, including three years as President and COO of ServiceMaster Consumer Services, where he led the initial
expansion of certain products overseas; five years as President and COO of ServiceMaster Management Services; and two years
as President of Aramark ServiceMaster Management Services. Mr. Keith is a certified public accountant and
also has held the positions of Treasurer and Chief Financial Officer of ServiceMaster, at which time he oversaw the financial aspects of ServiceMaster’s expansion of its Management Services division into Europe, the Middle East and Asia. Mr. Keith
served as the Chair of the Audit Committee (2008–2009 and 2017–2019), Chair of the Nominating and Governance Committee (2010–2011 and 2020–2022), and Chair of the Valuation Committee (2014–2016). He served as Lead Independent Trustee and on the Executive Committee (2012–2016 and 2023–2025). He currently serves as Vice Chair of the Audit Committee (since January 1, 2026) of the First Trust Funds.
Niel B. Nielson, Ph.D., has been the Senior Advisor of Pelita Harapan Educational
Foundation, a global provider of educational products and services since 2018. Prior thereto, Mr. Nielson served as
the Managing Director and Chief Operating Officer of Pelita Harapan Educational Foundation for three years. Mr. Nielson
formerly served as the President and Chief Executive Officer of Dew Learning LLC from 2012 through 2014. Mr. Nielson formerly
served as President of Covenant College (2002–2012), and as a partner and trader (of options and futures contracts for hedging options)
for Ritchie Capital Markets Group (1996–1997), where he held an administrative management position at this proprietary derivatives
trading company. He also held prior positions in new business development for ServiceMaster
Management Services Company and in personnel and human resources for NationsBank of North Carolina, N.A. and Chicago
Research and Trading Group, Ltd. (“CRT”). His international experience includes serving as a director of CRT Europe, Inc.
for two years, directing out of London all aspects of business conducted by the U.K. and European subsidiary of CRT. Prior
to that, Mr. Nielson was a trader and manager at CRT in Chicago. Mr. Nielson served as Chair of the Audit Committee (2003–2007 and 2014–2016), Chair of the Valuation Committee (2012–2013 and 2023–2025), Chair of the Nominating and Governance Committee (2008–2009 and 2017–2019) and Lead Independent Trustee (2010–2011 and 2020–2022) of the First Trust Funds. He has also served as a member of the Executive Committee (2010–2011 and January 1, 2020–March 12, 2024). He currently serves as Vice Lead Independent Trustee, on the Executive Committee and
on the Dividend Committee (since January 1, 2026) of the First Trust Funds.
Bronwyn Wright has acted as an independent director to a number of Irish collective
investment funds since 2009. Ms. Wright is a former Managing Director of Citibank Europe plc and Head of Securities
and Fund Services for Citi Ireland. In these positions, she was responsible for the management and strategic direction of Citi Ireland’s securities and fund services business which included funds, custody, security finance/lending and global agency
and trust. She also had responsibility for leading, managing and growing the Trustee, Custodian and Depositary business in Ireland,
the United Kingdom, Luxembourg, Jersey and Cayman. Ms. Wright currently serves as Chair of the Valuation, Risk and Regulatory Oversight
Committee (since January 1, 2026) of the First Trust Funds.
James A. Bowen is Chief Executive Officer of First Trust Advisors L.P. and First Trust
Portfolios L.P. Mr. Bowen is involved in the day-to-day management of the First Trust Funds and serves on the Executive
Committee. He has over 35 years of experience in the investment company business in sales, sales management
and executive management.
Effective January 1, 2026, the fixed annual retainer paid to the Independent Trustees
is $300,000 per year and an annual per fund fee of $7,500 for each closed-end fund, $2,000 for each actively managed
fund, $750 for each target outcome fund and $500 for each index fund. The fixed annual retainer is allocated
equally among each fund in the First Trust Fund Complex. Additionally, the Lead Independent Trustee is paid $30,000 annually,
the Vice Lead Independent Trustee is paid up to $25,000 annually, the Chair of the Audit Committee is paid $25,000 annually,
the Chair of the Valuation, Risk and Regulatory Oversight Committee is paid $20,000 annually, the Chair of the Nominating
and Governance Committee is paid $20,000 annually and the Vice Chair of the Audit Committee is paid $15,000 annually
to serve in such capacities with compensation allocated equally among each fund in the First Trust Fund Complex. Trustees
are also reimbursed by the funds in the First Trust Fund Complex for travel and out-of-pocket expenses incurred in
connection with all meetings.
The following table sets forth the total compensation (including reimbursement for
travel and out-of-pocket expenses) paid by the Fund and the First Trust Fund Complex to each of the Independent
Trustees for the fiscal year and the calendar year ended December 31, 2025, respectively. The Trust has no retirement or
pension plans. The officers and
Trustee who are “interested persons” as designated above serve without any compensation from the Trust. The Trust has no employees. The Trust’s officers are compensated by First Trust.
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Total Compensation from
the First Trust Fund Complex (2)
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(1)
The compensation paid by the Fund to the Independent Trustees for the fiscal year
ended December 31, 2025 for services to the Fund.
(2)
The total compensation paid to the Independent Trustees for the calendar year ended
December 31, 2025 for services to the ___ portfolios existing in 2025, which consisted of __ open-end mutual funds, __ closed-end
funds and ___ exchange-traded funds.
(3) Mr. Driscoll was appointed to the Board of Trustees of the First Trust Funds effective
August 12, 2025.
The following table sets forth the dollar range of equity securities beneficially
owned by the Trustees in the Fund and in other funds overseen by the Trustees in the First Trust Fund Complex as of December
31, 2025:
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Dollar Range of Equity
Securities in the Fund
(Number of Shares
Held)
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Aggregate Dollar
Range of Equity
Securities in All
Registered Investment
Companies Overseen
by Trustee in the First
Trust Fund Complex
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As of _________, 202_, the Independent Trustees of the Trust and their immediate family
members did not own beneficially or of record any class of securities of an investment advisor or principal
underwriter of the Fund or any person directly or indirectly controlling, controlled by or under common control with an
investment advisor or principal underwriter of the Fund.
As of _________, 202_, the officers and Trustees, in the aggregate, owned less than
1% of the shares of the Fund.
The table set forth in Exhibit A shows the percentage ownership of each shareholder or “group” (as that term is used in Section 13(d) of the 1934 Act) who, based on the securities position listing reports
as of _________, 202_, owned of record, or is known by the Trust to have owned of record or beneficially, 5% or more of the
shares of the Fund (the “Principal Holders”). A control person is one who owns, either directly or indirectly, more than 25%
of the voting securities of the Fund or acknowledges the existence of control. A party that controls the Fund may be able
to significantly influence the outcome of any item presented to shareholders for approval. The Fund does not have any knowledge
of who the ultimate beneficiaries are of the shares.
Investment Advisor. First Trust, 120 East Liberty Drive, Suite 400, Wheaton, Illinois 60187, is the investment
advisor to the Fund. First Trust is a limited partnership with one limited partner,
Grace Partners of DuPage L.P., and one general partner, The Charger Corporation. Grace Partners of DuPage L.P. is a limited
partnership with one general partner,
The Charger Corporation, and a number of limited partners. The Charger Corporation
is an Illinois corporation controlled by James A. Bowen, the Chief Executive Officer of First Trust. First Trust discharges
its responsibilities to the Fund subject to the policies of the Fund.
First Trust provides investment tools and portfolios for advisors and investors. First
Trust is committed to theoretically sound portfolio construction and empirically verifiable investment management
approaches. Its asset management philosophy and investment discipline are deeply rooted in the application
of intuitive factor analysis and model implementation to enhance investment decisions.
First Trust acts as investment advisor for the Fund and also oversees the Sub-Advisor
in the investment and reinvestment of the assets of the Fund. First Trust also administers the Trust’s business affairs, provides office facilities and equipment and certain clerical, bookkeeping and administrative services, and permits
any of its officers or employees to serve without compensation as Trustees or officers of the Trust if elected to such
positions.
Pursuant to an investment management agreement between First Trust and the Trust,
on behalf of the Fund (the “Investment Management Agreement”), the Fund has agreed to pay First Trust an annual management fee equal to [__]% of its average daily net assets. First Trust also provides fund reporting services to
the Fund for a flat annual fee in the amount of $10,000.
The Fund is responsible for all its expenses, including the investment advisory fees,
costs of transfer agency, custody, fund administration, legal, audit and other services, interest, taxes, brokerage
commissions and other expenses connected with executions of portfolio transactions, any distribution fees or expenses
and extraordinary expenses, as well as its portion of the Trust’s operating expenses. First Trust has agreed to waive fees and/or pay Fund expenses to the extent necessary to prevent the operating expenses of the Fund (excluding taxes, interest,
all brokerage commissions, other normal charges incident to the purchase and sale of portfolio securities, distribution and
service fees payable pursuant to a Rule 12b-1 plan, if any, and extraordinary expenses) from exceeding [__]% of the average
daily net assets of any class of Fund shares through ________, 202_ (the “Expense Caps”). Fees waived or expenses borne by the investment advisor and sub-advisor are subject to reimbursement by the Fund for up to three years from the
date the fee was waived or expense was incurred, but no reimbursement payment will be made by the Fund at any time if it would result in the Fund’s expenses exceeding (i) the applicable expense limitation in place for the most recent fiscal year for which
such expense limitation was in place, (ii) the applicable expense limitation in place at the time the fees were waived, or (iii) the current expense limitation.
Under the Investment Management Agreement, First Trust shall not be liable for any
loss sustained by reason of the purchase, sale or retention of any security, whether or not such purchase, sale or
retention shall have been based upon the investigation and research made by any other individual, firm or corporation, if such
recommendation shall have been selected with due care and in good faith, except loss resulting from willful misfeasance,
bad faith, or gross negligence on the part of First Trust in the performance of its obligations and duties, or by reason
of its reckless disregard of its obligations and duties. The Investment Management Agreement continues until two years after the initial
issuance of Fund shares, and thereafter only if approved annually by the Board of Trustees, including a majority
of the Independent Trustees. The Investment Management Agreement terminates automatically upon assignment and is terminable
at any time without penalty as to the Fund by the Board of Trustees, including a majority of the Independent
Trustees, or by vote of the holders of a majority of the Fund’s outstanding voting securities on 60 days’ written notice to First Trust, or by First Trust on 60 days’ written notice to the Fund.
The following table sets forth the management fees (net of fee waivers and expense
reimbursements, where applicable) paid by the Predecessor Fund and the Fund and the fees waived and expenses
reimbursed by the Predecessor Fund's investment advisor and First Trust for the specified periods. From January
1, 2024 until the consummation of the Reorganization on October 7, 2024, the amount of the management fees paid reflects
the management fee of the Predecessor Fund ([___]% of the Predecessor Fund's average daily net assets). Following
the consummation of the Reorganization on October 7, 2024 until the end of the fiscal period ended December
31, 2024, the amount of the management fees paid reflects the management fee of the Fund ([___]% of the Fund's
average daily net assets, subject to any applicable breakpoints).
Amount of Management Fees
(Net of Fee Waivers and
Expense Reimbursements by First Trust)
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Amount of Fees Waived
and Expenses Reimbursed By First Trust
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Fiscal Year Ended December 31,
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Fiscal Year Ended December 31,
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WCM Investment Management, LLC acts as the Fund’s Sub-Advisor pursuant to a sub-advisory agreement with First Trust and the Trust on behalf of the Fund (the “Sub-Advisory Agreement”).
In this capacity, WCM is responsible for the selection and ongoing monitoring of the securities in the Fund’s investment portfolio. WCM, with principal offices at 281 Brooks St, Laguna Beach,
CA 92651, was founded in 1976, and is a privately-held firm focused on equity investing with a specific expertise in International
and Emerging Markets. WCM had approximately [$___ billion] under management or committed to management as of ___________,
202_.
Portfolio Managers. Sanjay Ayer, Paul R. Black, Michael B. Trigg and Jon Tringale serve as the portfolio
managers to the Fund. The portfolio managers are primarily responsible for the day-to-day management
of the Fund.
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Mr. Ayer is a Portfolio Manager of WCM. He began his investment career in 2003. He
has served as a Portfolio Manager and Business Analyst for the Sub-Advisor since 2007. He is a member of the
Sub-Advisor's ISG and his primary responsibilities include portfolio management and equity research.
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Paul R. Black is a Portfolio Manager and co-CEO of WCM. He began his investment career
in 1986. He joined WCM in 1989, and has served as WCM’s President and co-CEO since December 2004. He is a member of the Sub-Advisor's ISG and his primary responsibilities include portfolio management and
equity research.
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Michael B. Trigg is a Portfolio Manager, President and co-CEO of WCM. He began his
investment career in 2001. He has served as a Portfolio Manager and Business Analyst for the Sub-Advisor since
2006. He is a member of the Sub-Advisor's ISG and his primary responsibilities include portfolio management and
equity research.
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Jon Tringale is a Portfolio Manager of WCM. He began his investment career in 2008.
He joined WCM in 2015 and has served as Portfolio Manager for the Sub-Advisor since 2022. Prior to joining the Advisor, Mr. Tringale’s experience includes positions as an Analyst, on the trading floor at Wedbush Securities
and as Vice President at Gerson Lehrman Group.
[As of ___________, 202_, Sanjay Ayer, Paul R. Black and Michael B. Trigg each beneficially owned shares of the Fund in the over $100,000 range.]
Compensation. The Portfolio Managers are compensated with a base salary and a fixed percentage of
the fees the firm receives from clients invested in the Fund. WCM’s compensation practices employ a multi-pronged approach and play an important role in rewarding and retaining key professionals, whether investment (research),
sales, or operations. To be clear, compensation arrangements are not determined on the basis of the number of accounts
managed or the performance of specific funds.
For investment (research) professionals, compensation breakdown includes:
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Base Salaries: All investment professionals receive competitive base salaries reflective
of their role and contribution to the investment (research) team.
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Bonuses: Additional compensation comes in the form of periodic (nominally semi-annual)
bonuses. WCM employs a qualitative, discretionary bonus system to incentivize and reward our team members
based primarily on their performance in contributing to team results. This springs from our belief (supported
by various academic studies) that small, cohesive, collaborative teams can and do provide better results than “star systems” or “armies of analysts”. And even though we subscribe to that old aphorism, “the whole can be greater than the sum of the parts,” individual performance is not ignored – it simply plays a subordinate role to team success. These
evaluations are made on a regular basis by the investment (research) team leaders,
utilizing a review system that begins with a “return-on-time” assessment for each investment (research) team member and is then supplemented, reviewed, and approved by the firm’s Leadership Team.
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Profit-Sharing: WCM does not utilize a cash profit-sharing plan, but we do include
a profit-sharing component in the Employee Benefit Plan (see below).
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Employee Benefit Plan: All employees are eligible to participate in the WCM Employee
Savings Plan (the “401(k)”) after six full months of employment. Besides the normal employee pre-tax deferral,
the 401(k) has two possible employer components: 1) discretionary employer match, and 2) discretionary employer
profit-sharing contribution. Currently, the only employe component being utilized is the profit-sharing
component, which is determined annually and contributes a substantial amount to each employee’s retirement account. There is no vesting period for employer contributions.
●
Equity Ownership: All employees, upon completing three years of full-time employment,
are eligible to be offered (and purchase) ownership. Further, WCM groups our partners into two categories: Principal
Partners (owners of more than 1% of outstanding interest), and Regular Partners (owners of less than 1%
outstanding interest).
Accounts Managed by Portfolio Managers
The portfolio managers manage the investment vehicles (other than the Funds of the
Trust) with the number of accounts and assets, as of ___________, 202_, set forth in the table below:
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Registered
Investment
Companies
Number of
Accounts
($ Assets in
Millions)
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Other
Pooled
Investment
Vehicles
Number of
Accounts
($ Assets in
Millions)
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Other
Accounts
Number of
Accounts
($ Assets in
Millions)
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Registered
Investment
Companies
With
Performance
Fees
Number of
Accounts
($ Assets in
Millions)
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Other
Pooled
Investment
Vehicles
With
Performance
Fees
Number of
Accounts
($ Assets in
Millions)
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Other
Accounts
With
Performance
Fees
Number of
Accounts
($ Assets in
Millions)
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Conflicts. Each Portfolio Manager’s management of “other accounts” may give rise to potential conflicts of interest in connection with his management of the Fund's investments, on the one hand, and
the investments of the other accounts, on the other. The other accounts may have the same investment objective as the Fund.
Therefore, a potential conflict of interest may arise as a result of the identical investment objectives, whereby a Portfolio
Manager could favor one account over another. Another potential conflict could include the Portfolio Manager’s knowledge about the size, timing and possible market impact of Fund trades, whereby a Portfolio Manager could use this information
to the advantage of other accounts and to the disadvantage of the Fund. However, the Sub-Advisor has established policies
and procedures to ensure that the purchase and sale of securities among all accounts it manages are fairly and equitably
allocated.
With respect to securities transactions for the Fund, the Sub-Advisor determines which
broker to use to execute each order, consistent with its duty to seek best execution of the transaction. However,
with respect to certain other accounts (such as mutual funds for which the Sub-Advisor acts as advisor, other pooled
investment vehicles that are not registered mutual funds, and other accounts managed for organizations and individuals),
the Sub-Advisor may be limited by the client with respect to the selection of brokers or may be instructed to direct
trades through a particular broker. In these cases, trades for the Fund in a particular security may be placed separately from,
rather than aggregated with, such other accounts. Having separate transactions with respect to a security may temporarily
affect the market price of the security or the execution of the transaction, or both, to the possible detriment of the Fund or
other account(s) involved.
The Sub-Advisor, the Advisor and the Fund have adopted certain compliance procedures
which are designed to address these types of conflicts. However, there is no guarantee that such procedures
will detect each and every situation in which a conflict arises.
The Sub-Advisory Agreement. The Sub-Advisor, subject to the Board of Trustees’ and Advisor’s supervision, provides the Fund with discretionary investment services. Specifically, the Sub-Advisor
is responsible for managing the investments of the Fund in accordance with the Fund’s investment objective, policies and restrictions as provided in the Prospectus and this SAI, as may be subsequently changed by the Board of Trustees and
communicated to the Sub-Advisor in writing. The Sub-Advisor further agrees to conform to all applicable laws and regulations
of the SEC in all material respects and to conduct its activities under the Sub-Advisory Agreement in all material respects
in accordance with applicable regulations of any governmental authority pertaining to its investment advisory services.
In the performance of its duties, the Sub-Advisor will, in all material respects satisfy any applicable fiduciary duties
it may have to the Fund, monitor the Fund’s investments, and will comply with the provisions of the Declaration of Trust and By-Laws, as amended from time to time, and the stated investment objective, policies and restrictions of the Fund.
The Sub-Advisor is responsible for effecting all security transactions for the Fund's assets. The Sub-Advisory Agreement provides
that the Sub-Advisor shall generally not be liable for any loss suffered by the Fund or the Advisor (including, without limitation,
by reason of the purchase, sale or retention of any security) in connection with the performance of the Sub-Advisor’s duties under the Sub-Advisory Agreement, except for a loss resulting from willful misfeasance, bad faith or gross
negligence on the part of the Sub-Advisor in performance of its duties under the Sub-Advisory Agreement, or by reason of its
reckless disregard of its obligations and duties under the Sub-Advisory Agreement.
Pursuant to the Sub-Advisory Agreement among the Advisor, the Sub-Advisor and the
Trust on behalf of the Fund, the Advisor has agreed to pay for the services and facilities provided by the Sub-Advisor
through sub-advisory fees equal to 50% of the monthly management fee paid to the Advisor, less its share of Fund expenses,
and, subject to the Sub-Advisor's agreement to waive its fee and reimburse the Advisor for one half of any amount of
fees waived or reimbursed under the Expense Caps.
The following table sets forth the sub-advisory fees paid to the Sub-Advisor by the
Advisor for the specified periods.
Amount of Sub-Advisory Fees
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Fiscal Year Ended December 31,
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The Sub-Advisory Agreement may be terminated without the payment of any penalty by
First Trust, the Board of Trustees, or a majority of the outstanding voting securities of the Fund (as defined in the 1940 Act), upon 60 days’ written notice to the Sub-Advisor.
All fees and expenses are accrued daily and deducted before payment of dividends to
investors. The Sub-Advisory Agreement has been approved by the Board of Trustees, including a majority of the
Independent Trustees of the Fund, and the common shareholders of the Fund.
The Sub-Advisor is responsible for decisions to buy and sell securities for the Fund
and for the placement of the Fund's securities business, the negotiation of the commissions to be paid on brokered
transactions, the prices for principal trades in securities, and the allocation of portfolio brokerage and principal business.
It is the policy of the Sub-Advisor to seek the best execution at the best security price available with respect to each transaction,
and with respect to brokered transactions in light of the overall quality of brokerage and research services provided
to the Sub-Advisor and its clients. The best price to the Fund means the best net price without regard to the mix between
purchase or sale price and commission, if any. Purchases may be made from underwriters, dealers and, on occasion, the issuers. Commissions
will be paid on the Fund's futures and options transactions, if any. The purchase price of portfolio securities
purchased from an underwriter or dealer may include underwriting commissions and dealer spreads. The Fund may pay markups
on principal transactions. In selecting broker-dealers and in negotiating commissions, the Sub-Advisor considers, among other things, the firm’s reliability, the quality of its execution services on a continuing basis and its financial
condition. Fund portfolio transactions may be effected with broker-dealers who have assisted investors in the purchase of
shares.
Section 28(e) of the 1934 Act permits an investment advisor, under certain circumstances,
to cause an account to pay a broker or dealer who supplies brokerage and research services a commission for
effecting a transaction in excess of the amount of commission another broker or dealer would have charged for effecting the
transaction. Brokerage and research
services include (a) furnishing advice as to the value of securities, the advisability
of investing, purchasing or selling securities, and the availability of securities or purchasers or sellers of securities;
(b) furnishing analyses and reports concerning issuers, industries, securities, economic factors and trends, portfolio
strategy and the performance of accounts; and (c) effecting securities transactions and performing functions incidental thereto
(such as clearance, settlement and custody). Such brokerage and research services are often referred to as “soft dollars.” First Trust has advised the Board of Trustees that it does not currently intend to use soft dollars.
Notwithstanding the foregoing, in selecting brokers, the Sub-Advisor may in the future
consider investment and market information and other research, such as economic, securities and performance
measurement research, provided by such brokers, and the quality and reliability of brokerage services, including execution
capability, performance and financial responsibility. Accordingly, the commissions charged by any such broker may be greater
than the amount another firm might charge if the Sub-Advisor determines in good faith that the amount of such commissions
is reasonable in relation to the value of the research information and brokerage services provided by such broker to the
Sub-Advisor or the Trust. In addition, the Sub-Advisor must determine that the research information received in this manner provides
the Fund with benefits by supplementing the research otherwise available to the Fund. The Investment Management
Agreement provides that such higher commissions will not be paid by the Fund unless First Trust determines in good
faith that the amount is reasonable in relation to the services provided. The investment advisory fees paid by the Fund to
First Trust under the Investment Management Agreement would not be reduced as a result of receipt by the Sub-Advisor
of research services.
The Sub-Advisor places portfolio transactions for other advisory accounts advised
by it, and research services furnished by firms through which the Fund effects its securities transactions may
be used by the Sub-Advisor in servicing all of its accounts; not all of such services may be used by the Sub-Advisor in connection
with the Fund. The Sub-Advisor believes it is not possible to measure separately the benefits from research services
to each of the accounts (including the Fund) advised by it. Because the volume and nature of the trading activities of the
accounts are not uniform, the amount of commissions in excess of those charged by another broker paid by each account for
brokerage and research services will vary. However, the Sub-Advisor believes such costs to the Fund will not be disproportionate
to the benefits received by the Fund on a continuing basis. The Sub-Advisor seeks to allocate portfolio transactions
equitably whenever concurrent decisions are made to purchase or sell securities by the Fund and another advisory
account. In some cases, this procedure could have an adverse effect on the price or the amount of securities available to
the Fund. In making such allocations between the Fund and other advisory accounts, the main factors considered by the Sub-Advisor
are the respective investment objective, the relative size of portfolio holding of the same or comparable
securities, the availability of cash for investment and the size of investment commitments generally held.
As a result of the Reorganization, the Fund has assumed the performance of the Predecessor
Fund. While the Predecessor Fund and Fund have investment policies and practices that are substantially similar, the Predecessor Fund’s past performance is not necessarily indicative of how the Fund will perform in the future.
The following table sets forth the aggregate amount of brokerage commissions paid by the Predecessor Fund and the Fund
for the specified periods. Significant variations in the amount the Fund paid in brokerage commissions from year-to-year
are generally the result of fluctuations in the size of the Fund or changes to the Fund’s portfolio holdings.
Aggregate Amount of Brokerage Commissions
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Fiscal Year Ended December 31,
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During the fiscal year ended December 31, 2025, the Fund did not acquire shares of
a regular broker or dealer of the Fund as defined in Rule 10b-1 under the 1940 Act.
Administrator, Fund Accounting Agent, Custodian, Transfer Agent and Distributor
Administrator and Fund Accounting Agent. The Fund has appointed The Bank of New York Mellon ("BNY"), located at 240 Greenwich Street, New York, New York 10286, to serve as the Fund's administrator
and provide the Fund with accounting services pursuant to a fund administration and accounting agreement
(the “Administration and Accounting
Agreement”). Under the Administration and Accounting Agreement, BNY is obligated, on a continuous
basis, to provide such administrative services as the Board reasonably deems necessary for the proper administration
of the Trust and the Fund. BNY generally will assist in many aspects of the Trust’s and the Fund's operations, including accounting, bookkeeping and record keeping services (including, without limitation, the maintenance of such books
and records as are required under the 1940 Act and the rules thereunder, except as maintained by other service providers),
assist in preparing reports to shareholders or investors, prepare and file tax returns, supply financial information
and supporting data for reports to and filings with the SEC and various state Blue Sky authorities and supply supporting
documentation for meetings of the Board.
Pursuant to the Administrative Agency Agreement, the Trust on behalf of the Fund has
agreed to indemnify the Administrator for certain liabilities, including certain liabilities arising under
the federal securities laws, unless such loss or liability results from negligence or willful misconduct in the performance of its
duties.
Pursuant to the Administrative Agency Agreement, the Trust on behalf of the Fund has
agreed to pay such compensation as is mutually agreed from time to time and such out-of-pocket expenses
as incurred by BNY in the performance of its duties. The following table sets forth the amounts paid by the
Predecessor Fund and the Fund to its administrator for the specified periods set forth below.
Aggregate Amount Paid to Administrator
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Fiscal Year Ended December 31,
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Custodian. The Trust has appointed BNY to serve as the Fund's custodian pursuant to a custody
agreement (the “Custody Agreement”). Pursuant to the terms of the Custody Agreement, BNY is generally responsible for
the safekeeping of the Fund's assets and performing various other administrative duties set forth in
the agreement.
Transfer Agent. BNY Mellon Investment Servicing (US) Inc. ("BNYM IS") serves as the Fund’s transfer agent pursuant to Transfer Agency and Shareholder Services Agreement. As transfer agent,
BNYM IS is responsible for maintaining shareholder records for the Fund. Its principal address is 301 Bellevue Parkway, Wilmington,
Delaware 19810.
Shares of the Fund may be purchased through certain financial companies who are agents
of the Fund for the limited purpose of completing purchases and sales. For services provided by such a company
with respect to Fund shares held by that company on behalf of its customers pursuant to a sub-transfer agency, omnibus
account service or sub-accounting agreement, the Fund may pay a fee to such financial service companies for record keeping
and sub-accounting services provided to their customers.
Distributor. First Trust Portfolios L.P., an affiliate of First Trust, is the distributor (“FTP” or the “Distributor”) and principal underwriter of the shares of the Fund. Its principal address is 120 East
Liberty Drive, Suite 400, Wheaton, Illinois 60187.
FTP serves as the principal underwriter of the shares of the Fund pursuant to a “best efforts” arrangement as provided by a distribution agreement with the Trust (the “Distribution Agreement”). Pursuant to the Distribution Agreement, the Trust appointed FTP to be its agent for the distribution of the Fund’s shares on a continuous offering basis. FTP sells shares to or through brokers, dealers, banks or other qualified financial intermediaries
(collectively referred to as “Dealers”), or others, in a manner consistent with the then effective registration statement of
the Trust for the Fund. Pursuant to the Distribution Agreement, FTP, at its own expense, finances certain activities incident to the sale and distribution of the Fund’s shares, including printing and distributing of prospectuses and statements of additional
information to other than existing shareholders, the printing and distributing of sales literature, advertising and payment
of compensation and giving of concessions to Dealers. FTP receives for its services the excess, if any, of the sales price of the Fund’s shares less the net asset value of those shares, and remits a majority or all of such amounts to the Dealers
who sold the shares; FTP may act as such a Dealer. First Trust Portfolios also receives compensation pursuant to a distribution
plan adopted by the Trust pursuant to Rule 12b-1 and described herein under “Distribution and Service Plan.” FTP receives any contingent deferred sales charges (“CDSCs”) imposed on redemptions of shares, but any amounts as to which a reinstatement privilege
is not exercised are set off against and reduce amounts otherwise payable to FTP pursuant to the distribution
plan.
The following table sets forth the amount of underwriting commissions paid by the
Predecessor Fund and the Fund to the Distributor and the amount of compensation on redemptions and repurchases received
by the Distributor for the specified periods.
Underwriting Commissions
Retained by Distributor
|
Compensation on Redemptions
and Repurchases
|
Fiscal Year Ended December 31,
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Fiscal Year Ended December 31,
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The Advisor may, from time to time and from its own resources, pay, defray or absorb
costs relating to distribution, including payments out of its own resources to the Distributor, or to otherwise promote the sale of shares. The Advisor’s available resources to make these payments may include profits from advisory fees
received from the Fund. The services the Advisor may pay for include, but are not limited to, advertising and attaining access
to certain conferences and seminars, as well as being presented with the opportunity to address investors and industry professionals
through speeches and written marketing materials.
Additional Payments to Financial Intermediaries
First Trust or its affiliates may from time to time make payments, out of their own
resources, to certain broker-dealers, registered investment advisers, banks or other intermediaries (collectively,
“intermediaries”) that sell shares of First Trust mutual funds and ETFs (“First Trust Funds”) to promote the sales and retention of Fund shares by those firms and their customers. The amounts of these payments vary by intermediary. The level
of payments that First Trust is willing to provide to a particular intermediary may be affected by, among other factors, (i) the firm’s total assets or Fund shares held in and recent net investments into First Trust Funds, (ii) the value of the assets
invested in the First Trust Funds by the intermediary’s customers, (iii) redemption rates, (iv) its ability to attract and retain assets, (v) the intermediary’s reputation in the industry, (vi) the level and/or type of marketing assistance and educational
activities provided by the intermediary, (vii) the firm’s level of participation in First Trust Funds’ sales and marketing programs, (viii) the firm’s compensation program for its registered representatives who sell Fund shares and provide services
to Fund shareholders, and (ix) the asset class of the First Trust Funds for which these payments are provided. Such payments
are generally asset-based but also may include the payment of a lump sum.
First Trust may also make payments to certain intermediaries for certain administrative
services and shareholder processing services, including record keeping and sub-accounting of shareholder accounts
pursuant to a sub-transfer agency, omnibus account service or sub-accounting agreement. All fees payable by First
Trust under this category of services may be charged back to the Fund, subject to approval by the Board.
First Trust and/or its affiliates may make payments, out of its own assets, to those
firms as compensation and/or reimbursement for marketing support and/or program servicing to selected intermediaries
that are registered as holders or dealers of record for accounts invested in one or more of the First Trust Funds or
that make First Trust Fund shares available through certain selected Fund no-transaction fee institutional platforms and fee-based
wrap programs at certain financial intermediaries. Program servicing payments typically apply to employee benefit plans,
such as retirement plans, or fee-based advisory programs but may apply to retail sales and assets in certain situations.
The payments are based on such factors as the type and nature of services or support furnished by the intermediary
and are generally asset-based. Services for which an intermediary receives marketing support payments may include, but are
not limited to, business planning assistance, advertising, educating the intermediary’s personnel about First Trust Funds in connection with shareholder financial planning needs, placement on the intermediary’s preferred or recommended fund list, and access to sales meetings, sales representatives and management representatives of the intermediary.
In addition, intermediaries may be compensated for enabling representatives of First Trust and/or its affiliates to participate
in and/or present at conferences or seminars, sales or training programs for invited registered representatives and
other employees, client and investor events and other events sponsored by the intermediary. Services for which an intermediary
receives program servicing payments typically include, but are not limited to, record keeping, reporting or transaction
processing and shareholder communications and other account administration services, but may also include services
rendered in connection with Fund/investment selection and monitoring, employee enrollment and education, plan
balance rollover or separation, or other similar services. An intermediary may perform program services itself or may
arrange with a third party to perform
program services. These payments, if any, are in addition to the service fee and any
applicable omnibus sub-accounting fees paid to these firms with respect to these services by the First Trust Funds out of
Fund assets.
From time to time, First Trust and/or its affiliates, at its expense, may provide
other compensation to intermediaries that sell or arrange for the sale of shares of the First Trust Funds, which may be
in addition to marketing support and program servicing payments described above. For example, First Trust and/or its affiliates
may: (i) compensate intermediaries for National Securities Clearing Corporation networking system services (e.g., shareholder communication, account statements, trade confirmations and tax reporting) on an asset-based or per-account
basis; (ii) compensate intermediaries for providing Fund shareholder trading information; (iii) make one-time or periodic
payments to reimburse selected intermediaries for items such as ticket charges (i.e., fees that an intermediary charges its representatives for effecting transactions in Fund shares) or exchange order, operational charges (e.g., fees that an intermediary charges for establishing the Fund on its trading system), and literature printing and/or distribution costs; (iv) at the direction of a retirement plan’s sponsor, reimburse or pay direct expenses of an employee benefit plan that would otherwise
be payable by the plan; (v) provide payments to broker-dealers to help defray their technology or infrastructure
costs; and (vi) make payments for expenses associated with intermediaries’ use of First Trust Funds including, but not limited to, the use of First Trust Funds in model portfolios.
When not provided for in a marketing support or program servicing agreement, First
Trust and/ or its affiliates may also pay intermediaries for enabling First Trust and/or its affiliates to participate
in and/or present at conferences or seminars, sales or training programs for invited registered representatives and other
intermediary employees, client and investor events and other intermediary-sponsored events, and for travel expenses,
including lodging incurred by registered representatives and other employees in connection with prospecting, asset retention
and due diligence trips. These payments may vary depending upon the nature of the event. First Trust and/or its affiliates
make payments for such events as it deems appropriate, subject to its internal guidelines and applicable law.
First Trust and/or its affiliates occasionally sponsor due diligence meetings for
registered representatives during which they receive updates on various First Trust Funds and are afforded the opportunity
to speak with portfolio managers. Although invitations to these meetings are not conditioned on selling a specific number
of shares, those who have shown an interest in First Trust Funds are more likely to be considered. To the extent permitted by their firm’s policies and procedures, all or a portion of registered representatives’ expenses in attending these meetings may be covered by First Trust and/or its affiliates.
The amounts of payments referenced above made by First Trust and/or its affiliates
could be significant and may create an incentive for an intermediary or its representatives to recommend or offer
shares of the First Trust Funds to its customers. The intermediary may elevate the prominence or profile of the First Trust Funds within the intermediary’s organization by, for example, placing the First Trust Funds on a list of preferred
or recommended funds and/or granting First Trust and/or its affiliates preferential or enhanced opportunities to promote the
First Trust Funds in various ways within the intermediary’s organization. These payments are made pursuant to negotiated agreements with intermediaries. The payments do not change the price paid by investors for the purchase of a share or
the amount the Fund will receive as proceeds from such sales. Furthermore, many of these payments are not reflected in
the fees and expenses listed in the fee table section of the Fund's Prospectus because they are not paid by the Fund. The
types of payments described herein are not mutually exclusive, and a single intermediary may receive some or all types of
payments as described.
Other compensation may be offered to the extent not prohibited by state laws or any
self-regulatory agency, such as FINRA. Investors can ask their intermediaries for information about any payments
they receive from First Trust and/or its affiliates and the services it provides for those payments. Investors may wish to
take intermediary payment arrangements into account when considering and evaluating any recommendations relating to Fund
shares.
Payments to intermediaries, in certain circumstances, may also be made in connection
with the distribution of model portfolios developed by First Trust, such as the inclusion of such model portfolios on an intermediary’s platform, as well as in connection with the marketing and sale of, and/or product training regarding
such model portfolios, or servicing of accounts tracking such model portfolios. Such payments may be variable or fixed fee
payments for platform support, or other payments in the form of a variable or fixed fee or a per position fee, or may
relate to the amount of assets an intermediary’s clients have invested in the First Trust Funds in such models developed by First Trust, the management fee, the total expense ratio, or sales of the First Trust Funds in such models developed
by First Trust. Some intermediaries also provide related data regarding transactions in specific model portfolios, First Trust
Funds and investment strategies to First Trust in exchange for a fee.
First Trust and/or its affiliates may enter into arrangements with third parties,
such as a software provider, whereby First Trust may license certain technology or other services from such entity in exchange
for licensing or other fees which may be, in whole or in part, dependent on the value of First Trust mutual funds or
ETFs held through such software or other service. Such third party may also offer price concessions to broker dealers, investment
advisers or other financial intermediaries that license technology or other services that may be dependent, in
whole or in part, on the value of First Trust mutual funds or ETFs held through such software or other service.
Book Entry Only System. The following information supplements and should be read in conjunction with the
Prospectus.
DTC Acts as Securities Depository for Fund Shares. Shares of the Fund are represented by securities registered in the name of The Depository Trust Company (“DTC”) or its nominee, Cede & Co., and deposited with, or on behalf of, DTC.
DTC, a limited-purpose trust company, was created to hold securities of its participants
(the “DTC Participants”) and to facilitate the clearance and settlement of securities transactions among the DTC
Participants in such securities through electronic book-entry changes in accounts of the DTC Participants, thereby eliminating
the need for physical movement of securities or certificates. DTC Participants include securities brokers and dealers,
banks, trust companies, clearing corporations and certain other organizations, some of whom (and/or their representatives)
own DTC. More specifically, DTC is owned by a number of its DTC Participants and by the New York Stock Exchange (the
“NYSE”) and FINRA. Access to the DTC system is also available to others such as banks, brokers, dealers and trust companies
that clear through or maintain a custodial relationship with a DTC Participant, either directly or indirectly (the
“Indirect Participants”).
Beneficial ownership of shares is limited to DTC Participants, Indirect Participants
and persons holding interests through DTC Participants and Indirect Participants. Ownership of beneficial interests
in shares (owners of such beneficial interests are referred to herein as “Beneficial Owners”) is shown on, and the transfer of ownership is effected only through, records maintained by DTC (with respect to DTC Participants) and on the records of
DTC Participants (with respect to Indirect Participants and Beneficial Owners that are not DTC Participants). Beneficial
Owners will receive from or through the DTC Participant a written confirmation relating to their purchase and sale of
shares.
Conveyance of all notices, statements and other communications to Beneficial Owners
is effected as follows. Pursuant to a letter agreement between DTC and the Trust, DTC is required to make
available to the Trust upon request and for a fee to be charged to the Trust a listing of the shares of the Fund held by each
DTC Participant. The Trust shall inquire of each such DTC Participant as to the number of Beneficial Owners holding shares, directly
or indirectly, through such DTC Participant. The Trust shall provide each such DTC Participant with copies of such
notice, statement or other communication, in such form, number and at such place as such DTC Participant may reasonably request,
in order that such notice, statement or communication may be transmitted by such DTC Participant, directly or indirectly,
to such Beneficial Owners. In addition, the Trust shall pay to each such DTC Participants a fair and reasonable amount as
reimbursement for the expenses attendant to such transmittal, all subject to applicable statutory and regulatory requirements.
Fund distributions shall be made to DTC or its nominee, as the registered holder of
all Fund shares. DTC or its nominee, upon receipt of any such distributions, shall immediately credit DTC Participants’ accounts with payments in amounts proportionate to their respective beneficial interests in shares of the Fund
as shown on the records of DTC or its nominee. Payments by DTC Participants to Indirect Participants and Beneficial Owners
of shares held through such DTC Participants will be governed by standing instructions and customary practices, as
is now the case with securities held for the accounts of customers in bearer form or registered in a “street name,” and will be the responsibility of such DTC Participants.
The Trust has no responsibility or liability for any aspect of the records relating
to or notices to Beneficial Owners, or payments made on account of beneficial ownership interests in such shares, or for
maintaining, supervising or reviewing any records relating to such beneficial ownership interests, or for any other aspect of
the relationship between DTC and the DTC Participants or the relationship between such DTC Participants and the Indirect Participants
and Beneficial Owners owning through such DTC Participants.
DTC may decide to discontinue providing its service with respect to shares at any
time by giving reasonable notice to the Trust and discharging its responsibilities with respect thereto under applicable
law. Under such circumstances, the Trust shall take action to find a replacement for DTC to perform its functions at
a comparable cost.
Proxy Voting Policies and Procedures
The Trust has adopted a proxy voting policy that seeks to ensure that proxies for
securities held by the Fund are voted consistently with the best interests of the Fund. The Board of Trustees has
delegated to WCM the proxy voting responsibilities for the Fund and has directed WCM to vote proxies consistent with the Fund’s best interests. WCM’s Proxy Voting Guidelines are set forth in Exhibit B.
Information regarding how the Fund voted proxies relating to portfolio securities
during the most recent 12-month period ended June 30 is available upon request and without charge on the Fund’s website at http://www.ftportfolios.com, by calling (800) 621-1675 or by accessing the SEC’s website at http://www.sec.gov.
Portfolio Schedule. The Fund files portfolio holdings information for each month in a fiscal quarter within
60 days after the end of the relevant fiscal quarter on Form N-PORT. Portfolio holdings information
for the third month of each fiscal quarter will be publicly available on the SEC’s website at http://www.sec.gov. The Fund’s complete schedule of portfolio holdings for the second and fourth quarters of each fiscal year is included in the
semi-annual and annual financial statements and other information provided to shareholders, respectively, and is filed with the
SEC on Form N-CSR. A semi-annual or annual financial statement and other information provided for the Fund will become
available to investors within 60 days after the period to which it relates. The Fund’s Forms N-PORT and Forms N-CSR are available on the SEC’s website listed above.
Policy Regarding Disclosure of Portfolio Holdings. The Trust has adopted a policy regarding the disclosure of portfolio holdings (the “Disclosure Policy”). The purpose of the Disclosure Policy is to outline the Fund’s policies and procedures with respect to the disclosure of portfolio holdings in order to comply
with SEC requirements.
A listing of the portfolio holdings of the Fund generally shall not be provided to
any person, including any investor of the Fund, until such time as the portfolio holdings have been filed with the SEC
on Form N-Q or Form N-CSR, as applicable, and posted on the Fund’s website. Any person, including any investor of the Fund that requests a listing of the Fund’s portfolio holdings, shall be provided with the portfolio holdings list most recently
made publicly available pursuant to this Disclosure Policy (and/or portfolio holdings as of earlier periods that previously
have been made publicly available, if requested).
Neither the Fund, the Advisor, the Sub-Advisor nor any other party shall receive any
compensation whatsoever in connection with the disclosure of information about the Fund’s portfolio securities.
The Fund may on occasion release certain nonpublic portfolio information to selected parties if (i) the Trust’s CCO determines such disclosure is consistent with a legitimate business purpose of the
Fund; and (ii) the recipient is subject to a duty of confidentiality with respect to the information, including a duty not to trade
on the nonpublic information. In this connection, selective disclosure of portfolio holdings will be made on an ongoing
basis in the normal course of investment and administrative operations to service providers, which, to the best of the Fund’s knowledge, include proxy voting services, fund administrators, fund accountants, custodians (including BNY) and transfer
agents (including BNYM IS), as well as their financial printers and mailing service (including GComm, Fitzgerald Marketing
and Communications, LLC and Broadridge Financial Solutions, Inc.), performance attribution vendors (including
Factset Research Systems), tracking agencies (including Lipper, Inc., Morningstar, Inc., Standard & Poor’s and Thomson Financial), accounting and auditing services (including Deloitte & Touche LLP) and legal counsel to the Fund, the Independent
Trustees or investment advisor (including Vedder Price P.C. and Chapman and Cutler LLP). All such third parties shall
be bound by a Code of Ethics or similar insider trading policy or confidentiality agreement or duty prohibiting their use
of any portfolio holdings information in an improper manner.
The Disclosure Policy will be monitored by the Trust’s CCO. Any violations of the Disclosure Policy will be reported by the Trust’s CCO to the Trust’s Board of Trustees at the next regularly scheduled board meeting.
These procedures were designed to ensure that disclosure of information about portfolio
securities is in the best interests of the Fund, including the procedures to address conflicts between the interests
of Fund shareholders, on the one hand, and those of the Fund’s Advisor; Sub-Advisor; Distributor; or any affiliated person of the Fund, the Advisor, or the principal underwriter, on the other.
Codes of Ethics. In order to mitigate the possibility that the Fund will be adversely affected by personal
trading, the Trust, First Trust, the Sub-Advisor and the Distributor have adopted Codes of
Ethics under Rule 17j-1 of the 1940 Act. These Codes of Ethics contain policies restricting securities trading in personal
accounts of the officers, Trustees and others
who normally come into possession of information on portfolio transactions. Personnel
subject to the Codes of Ethics may invest in securities that may be purchased or held by the Fund; however, the Codes
of Ethics require that each transaction in such securities be reviewed by the CCO or his or her designee. These Codes of Ethics
are on public file with, and are available from, the SEC.
Purchase and Redemption of Fund Shares
As described in the Prospectus, the Fund provides you with alternative ways of purchasing
Fund shares based upon your individual investment needs and preferences.
Each class of shares of the Fund represents an interest in the same portfolio of investments.
Each class of shares is identical in all respects except that each class bears its own class expenses, including
distribution and service expenses, and each class has exclusive voting rights with respect to any distribution or service
plan applicable to its shares. As a result of the differences in the expenses borne by each class of shares, net income per share,
dividends per share and net asset value per share will vary among the Fund’s classes of shares. There are no conversion, preemptive or other subscription rights.
Shareholders of each class will share expenses proportionately for services that are
received equally by all shareholders. A particular class of shares will bear only those expenses that are
directly attributable to that class, where the type or amount of services received by a class varies from one class to another. For
example, class-specific expenses generally will include distribution and service fees for those classes that pay such
fees.
Certain financial advisors may impose investment minimums on purchases or exchanges
into the Fund. There are no minimums for purchases or exchanges into the Fund through employer-sponsored retirement
plans. Institutional Class shares have a minimum investment of [__] for certain investors. Institutional Class
shares are also available for purchase in minimum amounts of $250 or more for accounts of clients of financial intermediaries
who charge an ongoing fee for advisory, investment, consulting or similar services (“wrap” accounts). The Fund reserves the right to reject purchase orders and to waive or increase the minimum investment requirements.
The expenses to be borne by specific classes of shares may include (i) transfer agency
fees attributable to a specific class of shares, (ii) printing and postage expenses related to preparing and distributing
materials such as shareholder reports, prospectuses and proxy statements to current shareholders of a specific class
of shares, (iii) SEC and state securities registration fees incurred by a specific class of shares, (iv) the expense of administrative
personnel and services required to support the shareholders of a specific class of shares, (v) litigation or other legal
expenses relating to a specific class of shares, (vi) Trustees’ fees or expenses incurred as a result of issues relating to a specific class of shares, (vii) accounting expenses relating to a specific class of shares and (viii) any additional incremental
expenses subsequently identified and determined to be properly allocated to one or more classes of shares.
Shares will be registered in the name of the investor’s financial advisor. A change in registration or transfer of shares held in the name of a financial advisor may only be made by an order in good form
from the financial advisor acting on the investor’s behalf.
For more information on the procedure for purchasing shares of the Fund and on the
special purchase programs available thereunder, see the sections entitled “Investment in Fund Shares” and “Account Services” in the Fund’s Prospectus.
The Fund does not issue share certificates.
Class A shares may be purchased at a public offering price equal to the applicable
net asset value per share plus an up-front sales charge imposed at the time of purchase as set forth in the Prospectus.
Shareholders may qualify for a reduced sales charge, or the sales charge may be waived
in its entirety, as described below. Class A shares also are subject to an annual service fee of [__]%. See the section entitled “Distribution and Service Plan.” Set forth below is an example of the method of computing the offering price of the Class A shares of the Fund. The example assumes a purchase on _____________, 20__ of Class A shares of the Fund aggregating
less than $50,000 subject to the schedule of sales charges set forth in the Prospectus at a price based upon the net
asset value of the Class A shares. The example below is for illustrative purposes only and does not reflect the Fund's current
net asset value or public offering price.
First Trust WCM Focused Global Growth Fund
Net Asset Value per Share
|
|
Per Share Sales Charge—[___]% of public offering price
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Per Share Offering Price to the Public
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The Fund receives the entire net asset value of all Class A shares that are sold.
Elimination of Up-Front Sales Charge on Class A Shares
Class A shares of the Fund may be purchased at net asset value without a sales charge
by the following categories of investors:
●
investors purchasing $[_______] or more (FTP may pay financial intermediaries on Class
A sales of $[_______] and above up to [__]% of the purchase amounts);
●
reinvestment of distributions from Class A Shares of the Fund;
●
officers, trustees and former trustees of the First Trust non-ETF open-end funds;
●
bona fide, full-time and retired employees of First Trust, and FTP, and subsidiaries
thereof, or their immediate family members (“immediate family members” are defined as their spouses, parents, children, grandparents, grandchildren, parents-in-law, sons-and daughters-in-law, siblings, a sibling’s spouse, and a spouse’s siblings);
●
any person who, for at least the last 90 days, has been an officer, director or bona
fide employee of any financial intermediary, or their immediate family members;
●
bank or broker-affiliated trust departments investing funds over which they exercise
exclusive discretionary investment authority and that are held in a fiduciary, agency, advisory, custodial
or similar capacity;
●
investors purchasing on a periodic fee, asset-based fee or no transaction fee basis
through a broker-dealer sponsored mutual fund purchase program; and
●
clients of investment advisors, financial planners or other financial intermediaries
that charge periodic or asset-based fees for their services.
Intermediary-Defined Sales Charge Waiver Policies
The availability of certain initial or deferred sales charge waivers and discounts
may depend on the particular financial intermediary or type of account through which you purchase or hold Fund
shares.
Intermediaries may have different policies and procedures regarding the availability
of front-end sales load waivers or contingent deferred (back-end) sales load (“CDSC”) waivers, which are discussed below. In all instances, it is the purchaser’s responsibility to notify the Fund or the purchaser’s financial intermediary at the time of purchase of any relationship or other facts qualifying the purchaser for sales charge waivers or discounts.
For waivers and discounts not available through a particular intermediary, shareholders will have to purchase Fund
shares directly from the Fund or through another intermediary to receive these waivers or discounts.
Raymond James & Associates, Inc., Raymond James Financial Services, Inc., & Raymond
James affiliates (“Raymond James”)
Effective March 1, 2019, shareholders purchasing Fund shares through a Raymond James
platform or account will be eligible only for the following load waivers (front-end sales charge waivers and
contingent deferred, or back-end, sales charge waivers) and discounts, which may differ from those disclosed elsewhere in this Fund’s prospectus or SAI.
Front-end sales load waivers on Class A shares available at Raymond James
●
Shares purchased in an investment advisory program.
●
Shares purchased within the family of First Trust Mutual Funds through a systematic
reinvestment of capital gains and dividend distributions.
●
Employees and registered representatives of Raymond James or its affiliates and their
family members as designated by Raymond James.
●
Shares purchased from the proceeds of redemptions within the family of First Trust
Mutual Funds, provided (1) the repurchase occurs within 90 days following the redemption, (2) the redemption
and purchase occur in the same account, and (3) redeemed shares were subject to a front-end or deferred sales
load (known as Rights of Reinstatement).
●
A shareholder in the Fund’s Class C shares will have their shares converted at net asset value to Class A shares (or the appropriate share class) of the Fund if the shares are no longer subject to a
CDSC and the conversion is in line with the policies and procedures of Raymond James.
CDSC Waivers on Classes A and C shares available at Raymond James
●
Death or disability of the shareholder.
●
Shares sold as part of a systematic withdrawal plan as described in the Fund’s prospectus.
●
Return of excess contributions from an IRA Account.
●
Shares sold as part of a required minimum distribution for IRA and retirement accounts
due to the shareholder reaching the qualified age based on applicable IRS regulations as described in the Fund’s prospectus.
●
Shares sold to pay Raymond James fees but only if the transaction is initiated by
Raymond James.
●
Shares acquired through a right of reinstatement.
Front-end load discounts available at Raymond James: breakpoints, rights of accumulation,
and/or letters of intent
●
Breakpoints as described in the prospectus.
●
Rights of accumulation which entitle shareholders to breakpoint discounts will be
automatically calculated based on the aggregated holding of fund family assets held by accounts within the purchaser’s household at Raymond James. Eligible fund family assets not held at Raymond James may be included in the
rights of accumulation calculation only if the shareholder notifies his or her financial advisor about such
assets.
●
Letters of intent which allow for breakpoint discounts based on anticipated purchases
within a fund family, over a 13-month time period. Eligible fund family assets not held at Raymond James may be
included in the calculation of letters of intent only if the shareholder notifies his or her financial advisor
about such assets.
Janney Montgomery Scott LLC (“Janney”)
Effective May 1, 2020, shareholders purchasing Fund shares through a Janney brokerage
account, will only be eligible for the following load waivers (front-end sales load waivers and CDSC waivers)
and discounts, which may differ from those disclosed elsewhere in this Fund’s Prospectus or SAI.
Any Class A shares purchased pursuant to a special sales charge waiver must be acquired
for investment purposes and on the condition that they will not be transferred or resold except through redemption
by the Fund. You or your financial advisor must notify FTP or the Fund’s transfer agent whenever you make a purchase of Class A shares of any Fund that you wish to be covered under these special sales charge waivers.
Class A shares of the Fund may be issued at net asset value without a sales charge
in connection with the acquisition by the Fund of another investment company. All purchases under the special sales charge
waivers will be subject to minimum purchase requirements as established by the Fund.
The reduced sales charge programs may be modified or discontinued by the Fund at any
time. For more information about the purchase of Class A shares or the reduced sales charge program, or to obtain
the required application forms, call First Trust toll-free at (800) 621-1675.
Robert W. Baird & Co. (“Baird”)
Front-End Sales Charge Waivers on Class A shares Available at Baird
●
Shares purchased through reinvestment of capital gains distributions and dividend
reinvestment when purchasing shares of the same Fund
●
Shares purchased by employees and registered representatives of Baird or its affiliates
and their family members as designated by Baird
●
Shares purchased using the proceeds of redemptions from within the family of First
Trust Mutual Funds, provided (1) the repurchase occurs within 90 days following the redemption, (2) the redemption
and purchase occur in the same accounts, and (3) redeemed shares were subject to a front-end or deferred sales
charge (known as rights of reinstatement)
●
A shareholder in the Fund’s Class C Shares will have their shares converted at net asset value to Class A shares of the same Fund if the shares are no longer subject to the CDSC and the conversion is
in line with the policies and procedures of Baird.
●
Employer-sponsored retirement plans or charitable accounts in a transactional brokerage
account at Baird, including 401(k) plans, 457 plans, employer-sponsored 403(b) plans, profit sharing
and money purchase pension plans and defined benefit plans. For purposes of this provision, employer-sponsored
retirement plans do not include SEP IRAs, Simple IRAs or SAR-SEPs
CDSC Waivers on Class A and C shares Available at Baird
●
Shares sold due to death or disability of the shareholder
●
Shares sold as part of a systematic withdrawal plan as described in your Fund’s prospectus
●
Shares bought due to returns of excess contributions from an IRA Account
●
Shares sold as part of a required minimum distribution for IRA and retirement accounts
due to the shareholder reaching the qualified age based on applicable Internal Revenue Service regulations as described in your Fund’s prospectus
●
Shares sold to pay Baird fees but only if the transaction is initiated by Baird
●
Shares acquired through a right of reinstatement
Front-End Sales Charge Discounts Available at Baird: Breakpoints, Rights of Accumulations
and Letters of Intent
●
Breakpoints as described in your Fund’s prospectus
●
Rights of accumulations which entitle shareholders to breakpoint discounts will be
automatically calculated based on the aggregated holding of First Trust Mutual Fund family assets held by accounts within the purchaser’s household at Baird. Eligible First Trust Mutual Fund family assets not held at Baird
may be included in the rights of accumulations calculation only if the shareholder notifies his or her financial advisor
about such assets
●
Letters of Intent (LOI) allow for breakpoint discounts based on anticipated purchases
of First Trust Mutual Funds through Baird, over a 13-month period of time
Oppenheimer & Co. Inc (“OPCO”)
Front-end Sales Load Waivers on Class A shares available at OPCO
●
Employer-sponsored retirement, deferred compensation and employee benefit plans (including
health savings accounts) and trusts used to fund those plans, provided that the shares are not held
in a commission-based brokerage account and shares are held for the benefit of the plan
●
Shares purchased by or through a 529 Plan
●
Shares purchased through a OPCO affiliated investment advisory program
●
Shares purchased through reinvestment of capital gains distributions and dividend
reinvestment when purchasing shares of the same Fund (but not any other fund within the family of First
Trust Mutual Funds)
●
Shares purchased from the proceeds of redemptions within the family of First Trust
Mutual Funds, provided (1) the repurchase occurs within 90 days following the redemption, (2) the redemption
and purchase occur in the same account, and (3) redeemed shares were subject to a front-end or deferred sales
load (known as rights of restatement)
●
A shareholder in the Fund’s Class C shares will have their shares converted at net asset value to Class A shares (or the appropriate share class) of the Fund if the shares are no longer subject to a
CDSC and the conversion is in line with the policies and procedures of OPCO.
●
Employees and registered representatives of OPCO or its affiliates and their family
members
●
Directors or Trustees of the Fund, and employees of the Fund’s investment adviser or any of its affiliates, as described in the prospectus
CDSC Waivers on A and C Shares available at OPCO
●
Death or disability of the shareholder
●
Shares sold as part of a systematic withdrawal plan as described in the Fund’s prospectus
●
Return of excess contributions from an IRA Account
●
Shares sold as part of a required minimum distribution for IRA and retirement accounts
due to the shareholder reaching the qualified age based on applicable IRS regulations as described in the
prospectus
●
Shares sold to pay OPCO fees but only if the transaction is initiated by OPCO
●
Shares acquired through a right of reinstatement
Front-end load Discounts Available at OPCO: Breakpoints, Rights of Accumulation &
Letters of Intent
●
Breakpoints as described in the prospectus
●
Rights of Accumulation (“ROA”) which entitle shareholders to breakpoint discounts will be automatically calculated based on the aggregated holding of fund family assets held by accounts within the purchaser’s household at OPCO. Eligible fund family assets not held at OPCO may be included in
the ROA calculation only if the shareholder notifies his or her financial advisor about such assets
Stifel, Nicolaus & Company, Incorporated (“Stifel”) and its broker dealer affiliates
Effective March 3, 2025, shareholders purchasing or holding fund shares, including
existing fund shareholders, through a Stifel or affiliated platform that provides trade execution, clearance,
and/or custody services, will be eligible for the following sales charge load waivers (including front-end sales charge waivers
and contingent deferred, or back-end, (“CDSC”) sales charge waivers) and discounts, which may differ from those disclosed elsewhere in this SAI or the Fund’s prospectus.
As described elsewhere in the prospectus, Stifel may receive compensation out of the
front-end sales charge if you purchase Class A shares through Stifel.
●
Rights of accumulation (“ROA”) that entitle shareholders to breakpoint discounts on front-end sales charges will
be calculated by Stifel based on the aggregated holding of eligible assets in all
classes of shares of First Trust funds held by accounts within the purchaser’s household at Stifel. Ineligible assets include Class A Money Market Funds not assessed a sales charge. Fund Family assets not held at Stifel may be included
in the calculation of ROA only if the shareholder notifies his or her financial advisor about such assets.
●
The employer maintaining a SEP IRA plan and/or SIMPLE IRA plan may elect to establish
or change ROA for the IRA accounts associated with the plan to a plan-level grouping as opposed to including
all share classes at a shareholder or pricing group level.
Front-end sales charge waivers on Class A shares available at Stifel
Sales charges may be waived for the following shareholders and in the following situations:
●
Class C shares that have been held for more than seven (7) years may be converted
to Class A shares or other front-end share class(es) of the same fund pursuant to Stifel’s policies and procedures. To the extent that this prospectus elsewhere provides for a waiver with respect to the exchange or conversion
of such shares following a shorter holding period, those provisions shall continue to apply.
●
Shares purchased by employees and registered representatives of Stifel or its affiliates
and their family members as designated by Stifel.
●
Shares purchased in a Stifel fee-based advisory program, often referred to as a “wrap” program.
●
Shares purchased through reinvestment of capital gains distributions and dividend
reinvestment when purchasing shares of the same or other fund within the fund family.
●
Shares purchased from the proceeds of redeemed shares of the same fund family so long
as the proceeds are from the sale of shares from an account with the same owner/beneficiary within 90 days
of the purchase. For the absence of doubt, automated transactions (i.e. systematic purchases, including salary deferral transactions and withdrawals) and purchases made after shares are sold to cover Stifel Nicolaus’ account maintenance fees are not eligible for rights of reinstatement.
●
Shares from rollovers into Stifel from retirement plans to IRAs.
●
Shares exchanged into Class A shares from another share class so long as the exchange
is into the same fund and was initiated at the direction of Stifel. Stifel is responsible for any remaining
CDSC due to the fund company, if applicable. Any future purchases are subject to the applicable sales charge as disclosed
in the prospectus.
●
Purchases of Class 529-A shares through a rollover from another 529 plan.
●
Purchases of Class 529-A shares made for reinvestment of refunded amounts.
●
Employer-sponsored retirement plans (e.g., 401(k) plans, 457 plans, employer-sponsored 403(b) plans, profit sharing and money purchase pension plans and defined benefit plans). For purposes
of this provision, employer-sponsored retirement plans do not include SEP IRAs, Simple IRAs or SAR-SEPs.
Contingent Deferred Sales Charges Waivers on Class A and C Shares
●
Death or disability of the shareholder or, in the case of 529 plans, the account beneficiary.
●
Shares sold as part of a systematic withdrawal plan not to exceed 12% annually.
●
Return of excess contributions from an IRA Account.
●
Shares sold as part of a required minimum distribution for IRA and retirement accounts
due to the shareholder reaching the qualified age based on applicable IRS regulations.
●
Shares acquired through a right of reinstatement.
●
Shares sold to pay Stifel fees or costs in such cases where the transaction is initiated
by Stifel.
●
Shares exchanged or sold in a Stifel fee-based program.
Share Class Conversions in Advisory Accounts
●
Stifel continually looks to provide our clients with the lowest cost share class available
based on account type. Stifel reserves the right to convert shares to the lowest cost share class available
at Stifel upon transfer of shares into an advisory program.
Class C Shares
You may purchase Class C shares at a public offering price equal to the applicable
net asset value per share without any up-front sales charge. Class C shares are subject to an annual distribution fee
of [__]% to compensate FTP for paying your financial advisor an ongoing sales commission. Class C shares are also subject to
an annual service fee of [__]% to compensate financial intermediaries for providing you with ongoing financial advice and other
account services. FTP compensates financial intermediaries for sales of Class C shares at the time of the sale at a
rate of [__]% of the amount of Class C shares purchased, which represents an advance of the first year’s distribution fee of [__]% plus an advance on the first year’s annual service fee of [__]%. See the section entitled “Distribution and Service Plan.” Purchase orders for shares on behalf of a single purchaser which equal or exceed $500,000 should be placed only for Class A shares,
unless the purchase of another class of shares is determined to be suitable for the purchaser by the financial intermediary.
It is the responsibility of the financial intermediary to review and approve as suitable purchases of Class C shares which equal
or exceed this limit.
Automatic Conversion of Class C Shares to Class A Shares After 8-Year Holding Period. Beginning on August 30, 2021, Class C shares of the Fund that have been held for 8 years or more
will automatically convert into Class A shares of the Fund and will be subject to Class A shares’ lower distribution and service (12b-1) fees. The conversion will occur on the basis of the relative net asset values of the two classes, meaning the value
of your investment will not change, but the number of shares that you own may be higher or lower after the conversion.
After August 30, 2021, Class C shares of the Fund will convert automatically to Class
A shares of the Fund on a monthly basis in the month of, or the month following, the 8-year anniversary of the Class C shares’ purchase date. Class C shares of the Fund acquired through automatic reinvestment of dividends or distributions
will convert to Class A shares of the Fund on the conversion date pro rata with the converting Class C shares of the
Fund that were not acquired through reinvestment of dividends or distributions.
Shareholders will not pay a sales charge, including a CDSC, upon the automatic conversion
of their Class C shares to Class A shares. The automatic conversion of the Fund’s Class C shares into Class A shares after the 8-year holding period is not expected to be a taxable event for federal income tax purposes. Shareholders should
consult with their tax advisor regarding the state and local tax consequences of such conversions.
Class C shares held through a financial intermediary in an omnibus account will be
automatically converted into Class A shares only if the intermediary can document that the shareholder has met
the required holding period. In certain circumstances, when shares are invested through retirement plans, omnibus accounts,
and in certain other instances, the Fund and its agents may not have transparency into how long a shareholder has held
Class C shares for purposes of determining whether such Class C shares are eligible for automatic conversion into
Class A shares and the financial intermediary may not have the ability to track purchases to credit individual shareholders’ holding periods. This primarily occurs when shares are invested through certain record keepers for group retirement
plans, where the intermediary cannot track share aging at the participant level. In these circumstances, the Fund will
not be able to automatically convert Class C shares into Class A shares as described above. In order to determine eligibility for
conversion in these circumstances, it is the responsibility of the shareholder or their financial intermediary to notify the Fund
that the shareholder is eligible for the conversion of Class C shares to Class A shares, and the shareholder or their financial
intermediary may be required to maintain and provide the Fund with records that substantiate the holding period of
Class C shares. In these circumstances, it is the financial intermediary’s (and not the Fund’s) responsibility to keep records and to ensure that the shareholder is credited with the proper holding period. In circumstances where a financial intermediary
is unable to track or substantiate the holding period of a Class C shareholder, such shareholder will remain holding
Class C shares and will be ineligible to have their shares converted to Class A pursuant to this automatic conversion program. Please
consult with your financial intermediary about your shares’ eligibility for this conversion feature.
Also beginning on August 30, 2021, new accounts or plans may not be eligible to purchase
Class C shares of the Fund if it is determined that the intermediary cannot track shareholder holding periods
to determine whether a shareholder’s Class C shares are eligible for conversion to Class A shares. Accounts or plans (and their successor, related and affiliated plans) that have Class C shares of the Fund available to participants on
or before August 30, 2021, may continue to open accounts for new participants in that share class and purchase additional
shares in existing participant accounts. The Fund has no responsibility for overseeing, monitoring or implementing a financial intermediary’s process for determining whether a shareholder meets the required holding period for conversion.
Customers of Raymond James (as defined below) may be eligible for an exchange of Class
C Shares for Class A shares, less the applicable sales charge, shares after holding their Class C Shares
for eight (8) years. Please consult with your financial intermediary if you have any questions regarding your shares’ conversion from Class C shares to Class A shares.
Reduction or Elimination of Class A and Class C Contingent Deferred Sales Charge
Class A shares are normally redeemed at net asset value, without any CDSC. However,
in the case of Class A shares purchased at net asset value without a sales charge because the purchase amount exceeded
$[_______], a CDSC of [__]% may be imposed on any redemption within 12 months of purchase. [Class C shares are redeemed
at net asset value, without any CDSC, except that a CDSC of [__]% is imposed upon redemption of Class C shares that
are redeemed within 12 months of purchase (except in cases where the shareholder’s financial advisor agreed to waive the right to receive an advance of the first year’s distribution and service fee).]
In determining whether a CDSC is payable, the Fund will first redeem shares not subject
to any charge and then will redeem shares held for the longest period, unless the shareholder specifies another
order. No CDSC is charged on shares purchased as a result of automatic reinvestment of dividends or capital gains paid.
In addition, no CDSC will be charged on exchanges of shares into another First Trust non-ETF open-end fund. The holding period
is calculated on a monthly basis and begins on the date of purchase. The CDSC is assessed on an amount equal to the lower
of the then current market value or the cost of the shares being redeemed. Accordingly, no sales charge is imposed on
increases of net asset value above the initial purchase price. FTP receives the amount of any CDSC shareholders pay.
The CDSC may be waived or reduced under the following circumstances: (i) in the event
of total disability (as evidenced by a determination by the federal Social Security Administration) of the
shareholder (including a registered joint owner) occurring after the purchase of the shares being redeemed; (ii) in the event
of the death of the shareholder (including a registered joint owner); (iii) for redemptions made pursuant to a systematic withdrawal
plan, up to 1% monthly, 3% quarterly, 6% semiannually or 12% annually of an account’s net asset value depending on the frequency of the plan as designated by the shareholder; (iv) involuntary redemptions caused by operation of
law; (v) redemptions in connection with a payment of account or plan fees; (vi) redemptions in connection with the exercise
of a reinstatement privilege whereby the proceeds of a redemption of the Fund’s shares subject to a sales charge are reinvested in shares of certain funds within a specified number of days; (vii) redemptions in connection with the exercise of the Fund’s right to redeem all shares in an account that does not maintain a certain minimum balance or that the Board of Trustees
has determined may have material adverse consequences to the Fund; (viii) in whole or in part for redemptions of shares
by shareholders with accounts in excess of specified breakpoints that correspond to the breakpoints under which the
up-front sales charge on Class A shares is reduced pursuant to Rule 22d-1 under the Act; (ix) redemptions of shares purchased
under circumstances or by a category of investors for which Class A shares could be purchased at net asset value without
a sales charge; [(x) redemptions of Class A or Class C shares if the proceeds are transferred to an account managed by an affiliated
advisor and the advisor refunds the advanced service and distribution fees to FTP; and (xi) redemptions of Class C shares
in cases where (a) you purchase shares after committing to hold the shares for less than one year and (b) your advisor consents
up front to receiving the appropriate service and distribution fee on the Class C shares on an ongoing basis instead of having the first year’s fees advanced by FTP.] If the Fund waives or reduces the CDSC, such waiver or reduction would be uniformly
applied to all Fund shares in the particular category. In waiving or reducing a CDSC, the Fund will comply with the
requirements of Rule 22d-1 under the 1940 Act.
In addition, the CDSC will be waived in connection with the following redemptions
of shares held by an employer-sponsored qualified defined contribution retirement plan: (i) partial or
complete redemptions in connection with a distribution without penalty under Section 72(t) of the Code from a retirement plan: (a) upon attaining age 59½, (b) as part of a series of substantially equal periodic payments, or (c) upon separation from
service and attaining age 55; (ii) partial or complete redemptions in connection with a qualifying loan or hardship withdrawal;
(iii) complete redemptions in connection with termination of employment, plan termination or transfer to another employer’s plan or IRA; and (iv) redemptions resulting from the return of an excess contribution. The CDSC will also be waived
in connection with the following redemptions of shares held in an IRA account: (i) for redemptions made pursuant to an IRA systematic withdrawal based on the shareholder’s life expectancy including, but not limited to, substantially equal periodic payments described in Code Section 72(t)(A)(iv) prior to age 59½; and (ii) for redemptions to satisfy required minimum distributions after age 72 from an IRA account (with the maximum amount subject to this waiver being based only upon the shareholder’s First Trust IRA accounts).
Investor Class Shares
Investor Class shares may be purchased at a public offering price equal to the applicable
net asset value per share without an up-front sales charge.
Investor Class shares are subject to an annual service fee of 0.25%. See the section entitled “Distribution and Service Plan.”
Institutional Class Shares
Institutional Class shares are available for purchases of [__] or more directly from
the Fund and for purchases using dividends and capital gains distributions on Institutional Class shares. Institutional
Class shares may also be available for purchase in amounts of less than [__] by the following categories of investors:
●
officers, trustees and former trustees of any First Trust non-ETF open-end fund and
their immediate family members and officers, directors and former directors of any parent company of First
Trust or FTP, affiliates and subsidiaries thereof and their immediate family members (“immediate family members” are defined as spouses, parents, children, grandparents, grandchildren, parents-in-law, sons- and daughters-in-laws, siblings, a sibling’s spouse and a spouse’s siblings);
●
certain employees, officers, directors and affiliates of the Sub-Advisor;
●
bona fide, full-time and retired employees of First Trust or FTP, and subsidiaries
thereof, or their immediate family members;
●
any person who, for at least the last 90 days, has been an officer, director or bona
fide employee of any financial intermediary, or their immediate family members;
(Any shares purchased by investors falling within any of the first three categories
listed above must be acquired for investment purposes and on the condition that they will not be transferred or
resold except through redemption by the applicable Fund.)
●
bank or broker-affiliated trust departments investing funds over which they exercise
exclusive discretionary investment authority and that are held in a fiduciary, agency, advisory, custodial
or similar capacity;
●
investors purchasing through a periodic fee or asset-based fee program which is sponsored
by a registered broker-dealer or other financial institution that has entered into an agreement with
FTP;
●
fee paying clients of a registered investment advisor (“RIA”) who invest in First Trust non-ETF open-end funds through a fund “supermarket” or other mutual fund trading platform sponsored by a broker-dealer or trust company with which the RIA is not affiliated and which has not entered into an agreement
with FTP; and
●
employer-sponsored retirement plans, except SEPs, SAR-SEPs, SIMPLE IRAs and KEOGH
plans.
Institutional Class shares are also available for purchase in minimum amounts of $250
or more for accounts of clients of financial intermediaries who charge an ongoing fee for advisory, investment,
consulting or similar services (“wrap” accounts).
Institutional Class shares may be available to investors that purchase shares through
financial intermediaries that, acting as agents on behalf of their customers, directly impose on shareholders sales
charges or transaction fees (i.e., commissions) determined by the financial intermediary related to the purchase of Institutional
Class shares. These charges and fees are not disclosed in the prospectus or statement of additional information.
Such purchases are not subject to the Institutional Class minimum purchase requirements disclosed in the prospectus or statement
of additional information. Shares of the Fund are available in other share classes that have different fees and
expenses.
If you are eligible to purchase either Class A, Class C, Investor Class or Institutional
Class shares without a sales charge at net asset value, you should be aware of the differences between these classes
of shares. Class A, Class C and Investor Class shares are subject to an annual service fee to compensate financial
intermediaries for providing you with ongoing account services. Institutional Class shares are not subject to a distribution
or service fee and, consequently, holders of Institutional Class shares may not receive the same types or levels of services
from financial intermediaries. In choosing
between Class A, Class C, Investor Class or Institutional Class shares, you should
weigh the benefits of the services to be provided by financial intermediaries against the annual service fee imposed upon the
Class A, Class C and Investor Class shares.
Exchange Privilege. You may exchange shares of a class of the Fund for shares of the same class of any
other First Trust non-ETF open-end fund with reciprocal exchange privileges, at net asset value
without a sales charge, by either sending a written request to the Fund, c/o First Trust Portfolios L.P., 120 East Liberty
Drive, Suite 400, Wheaton, Illinois 60187, or by calling First Trust toll free (888) 373-5776. You may also, under certain
limited circumstances, exchange between certain classes of shares of the Fund if, after you purchased your shares,
you became eligible to purchase a different class of shares; however, the Advisor, the Distributor or any of their affiliates
may exchange between classes of shares of the Fund at any time. An exchange between classes of shares of the Fund may not be considered
a taxable event; please consult your own tax advisor for further information. An exchange between classes of shares
of the Fund may be done in writing to the address stated above.
If you exchange shares between different First Trust non-ETF open-end funds and your
shares are subject to a CDSC, no CDSC will be charged at the time of the exchange. However, if you subsequently
redeem the shares acquired through the exchange, the redemption may be subject to a CDSC, depending on when you purchased
your original shares and the CDSC schedule of the fund from which you exchanged your shares. If you exchange between
classes of shares of the Fund and your original shares are subject to a CDSC, the CDSC will be assessed at the time of the
exchange.
In addition, you may exchange Institutional Class shares of the Fund for Class A shares
of the Fund or Class A shares of either the First Trust Preferred Securities and Income Fund or First Trust Short
Duration High Income Fund, each a series of the Trust, without a sales charge if the current net asset value of those Institutional
Class shares is at least $5,000 or you already own Class A shares of the Fund or other series of the Trust.
The shares to be purchased through an exchange must be offered in your state of residence.
The total value of exchanged shares must at least equal the minimum investment requirement of the First
Trust non-ETF open-end fund being purchased. For federal income tax purposes, an exchange between different First Trust
non-ETF open-end funds constitutes a sale and purchase of shares and may result in capital gain or loss. Before making
any exchange, you should obtain the Prospectus for the First Trust non-ETF open-end fund you are purchasing and read it
carefully. If the registration of the account for the Fund you are purchasing is not exactly the same as that of the fund
account from which the exchange is made, written instructions from all holders of the account from which the exchange
is being made must be received, with signatures guaranteed by a member of an approved Medallion Guarantee Program or in
such other manner as may be acceptable to the Fund. The exchange privilege may be modified or discontinued by
the Fund at any time.
The exchange privilege is not intended to permit the Fund to be used as a vehicle
for short-term trading. Excessive exchange activity may interfere with portfolio management, raise expenses, and otherwise
have an adverse effect on all shareholders. In order to limit excessive exchange activity and in other circumstances
where Fund management believes doing so would be in the best interest of the Fund, the Fund reserves the right to
revise or terminate the exchange privilege, or limit the amount or number of exchanges or reject any exchange. Shareholders would
be notified of any such action to the extent required by law. See the section entitled “Frequent Trading Policy” below.
Reinstatement Privilege. If you redeemed Class A or Class C shares of the Fund or any other First Trust non-ETF
open-end fund that were subject to a sales charge or a CDSC, you have up to one year
to reinvest all or part of the full amount of the redemption in the same class of shares of the Fund at net asset value. This
reinstatement privilege can be exercised only once for any redemption, and reinvestment will be made at the net asset value
next calculated after reinstatement of the appropriate class of Fund shares. If you reinstate shares that were subject to
a CDSC, your holding period as of the redemption date also will be reinstated for purposes of calculating a CDSC and the
CDSC paid at redemption will be refunded. The federal income tax consequences of any capital gain realized on a redemption will
not be affected by reinstatement, but a capital loss may be disallowed in whole or in part depending on the timing, the
amount of the reinvestment and the fund from which the redemption occurred.
Suspension of Right of Redemption. The Fund may suspend the right of redemption of Fund shares or delay payment more than seven days (a) during any period when the NYSE is closed (other
than customary weekend and holiday closings), (b) when trading in the markets the Fund normally utilizes is restricted,
or an emergency exists as determined by
the SEC so that trading of the Fund’s investments or determination of its net asset value is not reasonably practicable, or (c) for any other periods that the SEC by order may permit for protection of Fund shareholders.
Redemption In-Kind. The Fund has reserved the right to redeem in-kind (that is, to pay redemption requests
in cash and portfolio securities, or wholly in portfolio securities), although the Fund
have no present intention to redeem in-kind.
The Fund is intended as a long-term investment and not as a short-term trading vehicle.
At the same time, the Fund recognizes the need of investors to periodically make purchases and redemptions of
Fund shares when rebalancing their portfolios and as their financial needs or circumstances change. The Trust has adopted
the following frequent trading policy (the “Frequent Trading Policy” or the “Policy”) that seeks to balance these needs against the potential for higher operating costs, portfolio management disruption and other inefficiencies that can be caused
by excessive trading of Fund shares.
1.
Definition of Round Trip. A “Round Trip” trade is the purchase and subsequent redemption of Fund shares, including by exchange. Each side of a Round Trip trade may be comprised of either
a single transaction or a series of closely-spaced transactions.
2.
Round Trip Trade Limitations. The Trust limits the frequency of Round Trip trades that may be placed in the Fund. Subject to certain exceptions noted below, the Fund limits an investor to two
Round Trips per trailing 90-day period and may also restrict the trading privileges of an investor who makes
a Round Trip within a 30-day period where the purchase and redemption are of substantially similar dollar
amounts.
3.
Enforcement. Trades placed in violation of the foregoing policies are subject to rejection or cancellation
by the Trust. The Trust may also bar an investor (and/or an investor’s financial advisor) who has violated these policies from opening new accounts with the Fund and may restrict the investor’s existing account(s) to redemptions only. The Trust reserves the right, in its sole discretion, to (a) interpret the terms and application of this Policy, (b) waive unintentional or minor violations (including transactions below certain minimum thresholds) if it determines that doing so does not harm the interests of
Fund Shareholders, and (c) exclude certain classes of redemptions from the application of the trading restrictions
set forth above.
The Trust reserves the right to impose restrictions on purchases or exchanges that
are more restrictive than those stated above if it determines, in its sole discretion that a proposed transaction
or series of transactions involve market timing or excessive trading that is likely to be detrimental to the Fund. The Trust may modify
or suspend the Frequent Trading Policy without notice during periods of market stress or other unusual circumstances.
The ability of the Trust to implement the Frequent Trading Policy for omnibus accounts
at certain financial intermediaries may be dependent on receiving from those intermediaries sufficient
shareholder information to permit monitoring of trade activity and enforcement of the Trust’s Frequent Trading Policy. In addition, the Trust may rely on a financial intermediary’s policy to restrict market timing and excessive trading if the Trust believes that the policy is reasonably designed to prevent market timing that is detrimental to the Fund. Such
policy may be more or less restrictive than the Trust’s Policy. The Trust cannot ensure that these financial intermediaries will in all cases apply the Trust’s policy or their own policies, as the case may be, to accounts under their control.
The CCO is authorized to set and modify the above-described parameters at any time
as required to prevent adverse impact of frequent trading activity on Fund shareholders.
Exclusions from the Frequent Trading Policy
As stated above, certain redemptions are eligible for exclusion from the Frequent
Trading Policy, including: (i) redemptions or exchanges by shareholders investing through the fee-based platforms
of certain financial intermediaries (where the intermediary charges an asset-based or comprehensive “wrap” fee for its services) that are effected by the financial intermediaries in connection with systematic portfolio rebalancing; (ii)
when there is a verified trade error correction, which occurs when a dealer firm sends a trade to correct an earlier trade
made in error and then the firm sends an explanation to the Trust confirming that the trade is actually an error correction;
(iii) in the event of total disability (as evidenced by a determination by the federal Social Security Administration) of the
shareholder (including a registered joint owner) occurring after the purchase of the Fund shares being redeemed; (iv) in the
event of the death of the shareholder (including a registered joint owner); (v) redemptions made pursuant to a systematic
withdrawal plan, up to 1% monthly, 3%
quarterly, 6% semiannually or 12% annually of an account’s net asset value depending on the frequency of the plan as designated by the shareholder; (vi) redemptions of Fund shares that were purchased
through a systematic investment program; (vii) involuntary redemptions caused by operation of law or Fund Policy; (viii) redemptions
in connection with a payment of account or plan fees; (ix) redemptions or exchanges by any “fund of funds” advised by First Trust; and (x) redemptions in connection with the exercise of the Fund’s right to redeem all shares in an account that does not maintain a certain minimum balance or that the Board has determined may have material adverse
consequences to the shareholders of the Fund.
In addition, the following redemptions of shares by an employer-sponsored qualified
defined contribution retirement plan are excluded from the Frequent Trading Policy: (i) partial or complete
redemptions in connection with a distribution without penalty under Section 72(t) of the Code from a retirement plan: (a) upon attaining age 59½; (b) as part of a series of substantially equal periodic payments, or (c) upon separation from
service and attaining age 55; (ii) partial or complete redemptions in connection with a qualifying loan or hardship withdrawal;
(iii) complete redemptions in connection with termination of employment, plan termination, transfer to another employer’s plan or IRA or changes in a plan’s recordkeeper; and (iv) redemptions resulting from the return of an excess contribution.
Also, the following redemptions of shares held in an IRA account are excluded from the application of the Frequent Trading
Policy: (i) redemptions made pursuant to an IRA systematic withdrawal based on the shareholder’s life expectancy including, but not limited to, substantially equal periodic payments described in Code Section 72(t)(A)(iv) prior to age 59½; and (ii) redemptions to satisfy required minimum distributions after age 72 from an IRA account.
The Fund may encourage registered representatives and their firms to help apportion
their assets among bonds, stocks and cash, and may seek to participate in programs that recommend a portion
of their assets be invested in equity securities, equity and debt securities, or equity and municipal securities.
To help advisors and investors better understand and more efficiently use the Fund
to reach their investment goals, the Fund may advertise and create specific investment programs and systems. For example,
this may include information on how to use the Fund to accumulate assets for future education needs or periodic payments
such as insurance premiums. The Fund may produce software, electronic information sites, or additional sales literature
to promote the advantages of using the Fund to meet these and other specific investor needs.
The Fund has authorized one or more brokers to accept on its behalf purchase and redemption
orders. Such brokers are authorized to designate other intermediaries to accept purchase and redemption orders on the Fund’s behalf. The Fund will be deemed to have received a purchase or redemption order when an authorized broker or, if applicable, a broker’s authorized designee accepts the order. Customer orders received by such broker (or
their designee) will be priced at the Fund’s net asset value next computed after they are accepted by an authorized broker (or their designee). Orders accepted by an authorized broker (or their designee) before the close of regular trading on the NYSE will receive that day’s share price; orders accepted after the close of trading will receive the next business day’s share price.
Distribution and Service Plan
The Fund has adopted a plan (the “Plan”) pursuant to Rule 12b-1 under the 1940 Act, which provides that Class C and Investor Class shares are subject to an annual distribution fee, and that Class
A and Class C shares are subject to an annual service fee. Institutional Class shares are not subject to either distribution
or service fees.
The distribution fee applicable to Class C shares under the Fund’s Plan will be payable to compensate FTP for services and expenses incurred in connection with the distribution of Class C shares.
These expenses include payments to financial intermediaries, including FTP, who are brokers of record with respect to
the Class C shares, as well as, without limitation, expenses of printing and distributing Prospectuses to persons other than
current shareholders of the Fund, expenses of preparing, printing and distributing advertising and sales literature
and reports to shareholders used in connection with the sale of Class C shares, certain other expenses associated with
the distribution of Class C shares, and any distribution-related expenses that may be authorized from time to time by the Board
of Trustees.
The Fund incurred 12b-1 fees pursuant to the Plan in the amounts set forth in the
table below. 12b-1 fees are calculated and accrued daily and paid monthly or at such other intervals as the Board
of Trustees may determine. As noted above, no 12b-1 fees are paid with respect to Institutional Class shares. For the
period below, substantially all of the 12b-1 service fees on Class A and Investor Class shares were paid out as compensation to
financial intermediaries for providing
services to shareholders relating to their investments. To compensate for commissions
advanced to financial intermediaries, substantially all 12b-1 fees on Class C shares during the first year following a purchase
are retained by the Distributor. After the first year following a purchase, 12b-1 fees on Class C shares are paid to financial
intermediaries.
12b-1 Fees Incurred by the Fund
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Fiscal Year Ended
December 31,
2025
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The service fee applicable to Class A, Class C and Investor Class shares under the Fund’s Plan will be payable to financial intermediaries in connection with the provision of ongoing account services
to shareholders. These services may include establishing and maintaining shareholder accounts, answering shareholder inquiries
and providing other personal services to shareholders.
The Fund may pay up to 0.25 of 1% per year of the average daily net assets of Investor
Class and Class A shares as a service fee under the Plan as applicable to Investor Class shares and Class A shares.
The Fund may pay up to 0.25 of 1% per year of the average daily net assets of Class C shares as a service fee and up to
0.75 of 1% per year of the average daily net assets of Class C shares under the Plan as applicable to Class C shares as a distribution
fee. The distribution fees applicable to Class C shares constitute asset-based sales charges whose purpose is the same as
an up-front sales charge.
Under the Fund’s Plan, the Fund will report quarterly to the Board of Trustees for its review all amounts expended per class of shares under the Plan. The Plan may be terminated at any time with respect
to any class of shares, without the payment of any penalty, by a vote of a majority of the Independent Trustees who have
no direct or indirect financial interest in the Plan or by vote of a majority of the outstanding voting securities of such
class. The Plan may be renewed from year to year if approved by a vote of the Board of Trustees and a vote of the Independent
Trustees who have no direct or indirect financial interest in the Plan cast in person at a meeting called for the purpose
of voting on the Plan. The Plan may be continued only if the trustees who vote to approve such continuance conclude, in the
exercise of reasonable business judgment and in light of their fiduciary duties under applicable law, that there is
a reasonable likelihood that the Plan will benefit the Fund and its shareholders. The Plan may not be amended to increase materially
the cost which a class of shares may bear under the Plan without the approval of the shareholders of the affected class,
and any other material amendments of the Plan must be approved by the Independent Trustees by a vote cast in person
at a meeting called for the purpose of considering such amendments. During the continuance of the Plan, the selection and
nomination of the Independent Trustees of the Trust will be committed to the discretion of the Independent Trustees
then in office.
This section summarizes some of the main U.S. federal income tax consequences of owning
shares of the Fund. This section is current as of the date of the SAI. Tax laws and interpretations change
frequently, and these summaries do not describe all of the tax consequences to all taxpayers. For example, these summaries
generally do not describe your situation if you are a corporation, a non-U.S. person, a broker-dealer or other investor with
special circumstances. In addition, this section does not describe your state, local or foreign tax consequences.
This federal income tax summary is based in part on the advice of counsel to the Fund.
The Internal Revenue Service (“IRS”) could disagree with any conclusions set forth in this section. The following disclosure
may not be sufficient for prospective investors to use for the purpose of avoiding penalties under federal tax
law.
As with any investment, prospective investors should seek advice based on their individual
circumstances from their own tax advisor.
The Fund intends to qualify annually and to elect to be treated as a regulated investment
company (a “RIC”) under the Internal Revenue Code of 1986, as amended (the “Code”).
To qualify for the favorable U.S. federal income tax treatment generally accorded
to RICs, the Fund must, among other things, (i) derive in each taxable year at least 90% of its gross income from dividends, interest,
payments with respect to securities loans and gains from the sale or other disposition of stock, securities
or foreign currencies or other income derived with respect to its business of investing in such stock, securities or currencies,
or net income derived from interests in certain publicly traded partnerships; (ii) diversify its holdings so that, at the end of each quarter of the taxable year, (a) at least 50% of the market value of the Fund’s assets is represented by cash and cash items (including receivables), U.S. government securities, the securities of other RICs and other securities, with such
other securities of any one issuer generally limited for the purposes of this calculation to an amount not greater than 5% of the value of the Fund’s total assets and not greater than 10% of the outstanding voting securities of such issuer, and (b) not more than 25% of the value of its total assets is invested in the securities (other than U.S. government securities or the
securities of other RICs) of any one issuer, or two or more issuers which the Fund controls which are engaged in the same, similar
or related trades or businesses, or the securities of one or more of certain publicly traded partnerships; and (iii) distribute at least 90% of its investment company taxable income (which includes, among other items, dividends, interest and net short-term
capital gains in excess of net long-term capital losses) and at least 90% of its net tax-exempt interest income each
taxable year. There are certain exceptions for failure to qualify if the failure is for reasonable cause or is de minimis, and certain corrective action is taken and certain tax payments are made by the Fund.
As a RIC, the Fund generally will not be subject to U.S. federal income tax on its
investment company taxable income (as that term is defined in the Code, but without regard to the deduction for dividends
paid) and net capital gain (the excess of net long-term capital gain over net short-term capital loss), if any, that it distributes
to shareholders. The Fund intends to distribute to its shareholders, at least annually, substantially all of its investment
company taxable income and net capital gain. If the Fund retains any net capital gain or investment company taxable income,
it will generally be subject to federal income tax at regular corporate rates on the amount retained. In addition, amounts
not distributed on a timely basis in accordance with a calendar year distribution requirement are subject to a nondeductible
4% excise tax unless, generally, the Fund distributes during each calendar year an amount equal to the sum of (1) at least 98% of its ordinary income (not taking into account any capital gains or losses) for the calendar year, (2) at least 98.2% of its capital gains in excess of its capital losses (adjusted for certain ordinary losses) for the one-year period ending October
31 of the calendar year, and (3) any ordinary income and capital gains for previous years that were not distributed during
those years. In order to prevent application of the excise tax, the Fund intends to make its distributions in accordance
with the calendar year distribution requirement. A distribution will be treated as paid on December 31 of the current
calendar year if it is declared by the Fund in October, November or December with a record date in such a month and paid by the
Fund during January of the following calendar year. Such distributions will be taxable to shareholders in the calendar
year in which the distributions are declared, rather than the calendar year in which the distributions are received.
Subject to certain reasonable cause and de minimis exceptions, if the Fund fails to qualify as a RIC or fails to satisfy the 90% distribution requirement in any taxable year, the Fund would be taxed as an
ordinary corporation on its taxable income (even if such income were distributed to its shareholders) and all distributions
out of earnings and profits would be taxed to shareholders as ordinary income.
Dividends paid out of the Fund’s investment company taxable income are generally taxable to a shareholder as ordinary income to the extent of the Fund’s earnings and profits, whether paid in cash or reinvested in additional shares. However, certain ordinary income distributions received from the Fund may be taxed
at capital gains tax rates. In particular, ordinary income dividends received by an individual shareholder from a RIC such as
the Fund are generally taxed at the same rates that apply to net capital gain, provided that certain holding period requirements
are satisfied and provided the dividends are attributable to qualifying dividends received by the Fund itself. The
Fund will provide notice to its shareholders of the amount of any distributions that may be taken into account as a dividend which
is eligible for the capital gains tax rates. The Fund cannot make any guarantees as to the amount of any distribution which
will be regarded as a qualifying dividend.
Income from the Fund may also be subject to a 3.8% “Medicare tax.” This tax generally applies to net investment income if the taxpayer’s adjusted gross income exceeds certain threshold amounts, which are $250,000 in the case of married couples filing joint returns and $200,000 in the case of single individuals.
A corporation that owns shares generally will not be entitled to the dividends received
deduction with respect to many dividends received from the Fund because the dividends received deduction is
generally not available for distributions
from RICs. However, certain ordinary income dividends on shares that are attributable
to qualifying dividends received by the Fund from certain domestic corporations may be reported by the Fund as being eligible
for the dividends received deduction.
Distributions of net capital gain (the excess of net long-term capital gain over net
short-term capital loss), if any, properly reported as capital gain dividends are taxable to a shareholder as long-term
capital gains, regardless of how long the shareholder has held Fund shares. An election may be available to you to defer recognition
of the gain attributable to a capital gain dividend if you make certain qualifying investments within a limited
time. You should talk to your tax advisor about the availability of this deferral election and its requirements. Shareholders
receiving distributions in the form of additional shares, rather than cash, generally will have a tax basis in each such
share equal to the value of a share of the Fund on the reinvestment date. A distribution of an amount in excess of the Fund's current
and accumulated earnings and profits will be treated by a shareholder as a return of capital which is applied against and reduces the shareholder’s basis in his or her shares. To the extent that the amount of any such distribution exceeds the shareholder’s basis in his or her shares, the excess will be treated by the shareholder as gain from a sale or exchange of the shares.
Shareholders will be notified annually as to the U.S. federal income tax status of
distributions and shareholders receiving distributions in the form of additional shares will receive a report as
to the value of those shares.
Sale or Exchange of Fund Shares
Upon the sale or other disposition of shares of the Fund, which a shareholder holds
as a capital asset, such shareholder may realize a capital gain or loss which will be long-term or short-term, depending upon the shareholder’s holding period for the shares. Generally, a shareholder’s gain or loss will be a long-term gain or loss if the shares have been held for more than one year. An election may be available to you to defer recognition
of capital gain if you make certain qualifying investments within a limited time. You should talk to your tax advisor
about the availability of this deferral election and its requirements.
Any loss realized on a sale or exchange will be disallowed to the extent that shares
disposed of are replaced (including through reinvestment of dividends) within a period of 61 days beginning
30 days before and ending 30 days after disposition of shares or to the extent that the shareholder, during such period, acquires
or enters into an option or contract to acquire substantially identical stock or securities. In such a case, the basis
of the shares acquired will be adjusted to reflect the disallowed loss. Any loss realized by a shareholder on a disposition of Fund shares
held by the shareholder for six months or less will be treated as a long-term capital loss to the extent of any distributions
of long-term capital gain received by the shareholder with respect to such shares.
Nature of Fund Investments
Certain of the Fund's investment practices are subject to special and complex federal
income tax provisions that may, among other things, (i) disallow, suspend or otherwise limit the allowance of
certain losses or deductions; (ii) convert lower taxed long-term capital gain into higher taxed short-term capital gain or ordinary
income; (iii) convert an ordinary loss or a deduction into a capital loss (the deductibility of which is more limited); (iv)
cause the Fund to recognize income or gain without a corresponding receipt of cash; (v) adversely affect the time as to when
a purchase or sale of stock or securities is deemed to occur; and (vi) adversely alter the characterization of certain complex
financial transactions.
Futures Contracts and Options
The Fund's transactions in futures contracts and options will be subject to special
provisions of the Code that, among other things, may affect the character of gains and losses realized by the Fund
(i.e., may affect whether gains or losses are ordinary or capital, or short-term or long-term), may accelerate recognition of
income to the Fund and may defer Fund losses. These rules could, therefore, affect the character, amount and timing of distributions
to shareholders. These provisions also (a) will require the Fund to mark-to-market certain types of the positions
in its portfolio (i.e., treat them as if they were closed out); and (b) may cause the Fund to recognize income without receiving
cash with which to make distributions in amounts necessary to satisfy the 90% distribution requirement for
qualifying to be taxed as a RIC and the distribution requirements for avoiding excise taxes.
Investments in Certain Non-U.S. Corporations
If the Fund holds an equity interest in any “passive foreign investment companies” (“PFICs”), which are generally certain non-U.S. corporations that receive at least 75% of their annual gross income
from passive sources (such as interest, dividends, certain rents and royalties or capital gains) or that hold at least 50%
of their assets in investments producing such passive income, the Fund could be subject to U.S. federal income tax and additional
interest charges on gains and certain distributions with respect to those equity interests, even if all the income or gain
is timely distributed to its shareholders. The Fund will not be able to pass through to its shareholders any credit or deduction
for such taxes. The Fund may be able to make an election that could ameliorate these adverse tax consequences. In this case,
the Fund would recognize as ordinary income any increase in the value of such PFIC shares, and as ordinary loss any decrease
in such value to the extent it did not exceed prior increases included in income. Under this election, the Fund might be
required to recognize in a year income in excess of its distributions from PFICs and its proceeds from dispositions of PFIC
stock during that year, and such income would nevertheless be subject to the distribution requirement and would be taken into
account for purposes of the 4% excise tax . Dividends paid by PFICs are not treated as qualified dividend income.
The Fund may be required to withhold U.S. federal income tax from all taxable distributions
and sale proceeds payable to shareholders who fail to provide the Fund with their correct taxpayer identification
number or fail to make required certifications, or who have been notified by the IRS that they are subject
to backup withholding. Corporate shareholders and certain other shareholders specified in the Code generally are exempt
from such backup withholding. This withholding is not an additional tax. Any amounts withheld may be credited against the shareholder’s U.S. federal income tax liability.
U.S. taxation of a shareholder who, as to the United States, is a nonresident alien
individual, a foreign trust or estate, a foreign corporation or foreign partnership (“non-U.S. shareholder”) depends on whether the income of the Fund is “effectively connected” with a U.S. trade or business carried on by the shareholder.
In addition to the rules described in this section concerning the potential imposition
of withholding on distributions to non-U.S. persons, distributions to non-U.S. persons that are “financial institutions” may be subject to a withholding tax of 30% unless an agreement is in place between the financial institution and the U.S.
Treasury to collect and disclose information about accounts, equity investments or debt interests in the financial
institution held by one or more U.S. persons or the institution is resident in a jurisdiction that has entered into such an agreement
with the U.S. Treasury. For these purposes, a “financial institution” means any entity that (i) accepts deposits in the ordinary course of a banking or similar business; (ii) holds financial assets for the account of others as a substantial portion
of its business; or (iii) is engaged (or holds itself out as being engaged) primarily in the business of investing, reinvesting
or trading in securities, partnership interests, commodities or any interest (including a futures contract or option) in
such securities, partnership interests or commodities. This withholding tax is also currently scheduled to apply to the gross
proceeds from the disposition of securities that produce U.S. source interest or dividends. However, proposed regulations
may eliminate the requirement to withhold on payments of gross proceeds from dispositions..
Distributions to non-financial non-U.S. entities (other than publicly traded foreign
entities, entities owned by residents of U.S. possessions, foreign governments, international organizations or
foreign central banks) will also be subject to a withholding tax of 30% if the entity does not certify that the entity does not
have any substantial U.S. owners or provide the name, address and TIN of each substantial U.S. owner. This withholding tax is
also currently scheduled to apply to the gross proceeds from the disposition of securities that produce U.S. source interest
or dividends. However, proposed regulations may eliminate the requirement to withhold on payments of gross proceeds
from dispositions.
Income Not Effectively Connected. If the income from the Fund is not “effectively connected” with a U.S. trade or business carried on by the non-U.S. shareholder, distributions of investment company
taxable income will generally be subject to a U.S. tax of 30% (or lower treaty rate), which tax is generally withheld
from such distributions.
Distributions of capital gain dividends and any amounts retained by the Fund which
are properly reported by the Fund as undistributed capital gains will not be subject to U.S. tax at the rate of
30% (or lower treaty rate) unless the non-U.S. shareholder is a nonresident alien individual and is physically present in the United
States for more than 182 days during the taxable year and meets certain other requirements. However, this 30% tax on capital
gains of nonresident alien individuals
who are physically present in the United States for more than the 182 day period only
applies in exceptional cases because any individual present in the United States for more than 182 days during the taxable
year is generally treated as a resident for U.S. income tax purposes; in that case, he or she would be subject to U.S. income
tax on his or her worldwide income at the graduated rates applicable to U.S. citizens, rather than the 30% U.S. tax. In
the case of a non-U.S. shareholder who is a nonresident alien individual, the Fund may be required to withhold U.S. income tax
from distributions of net capital gain unless the non-U.S. shareholder certifies his or her non-U.S. status under penalties
of perjury or otherwise establishes an exemption. If a non-U.S. shareholder is a nonresident alien individual, any gain such
shareholder realizes upon the sale or exchange of such shareholder’s shares of the Fund in the United States will ordinarily be exempt from U.S. tax unless the gain is U.S. source income and such shareholder is physically present in the United States
for more than 182 days during the taxable year and meets certain other requirements.
Distributions from the Fund that are properly reported by the Fund as an interest-related
dividend attributable to certain interest income received by the Fund or as a short-term capital gain dividend
attributable to certain net short-term capital gain income received by the Fund may not be subject to U.S. federal income
taxes, including withholding taxes when received by certain non-U.S. shareholders, provided that the Fund makes certain elections
and certain other conditions are met. For tax years after December 31, 2022, amounts paid to or recognized by a non-U.S.
affiliate that are excluded from tax under the portfolio interest, capital gain dividends, short-term capital gains
or tax-exempt interest dividend exceptions or applicable treaties, may be taken into consideration in determining whether a corporation
is an “applicable corporation” subject to a 15% minimum tax on adjusted financial statement income. In addition,
capital gain distributions attributable to gain from U.S. real property interests (including certain U.S. real
property holding corporations) will generally be subject to United States withholding tax and will give rise to an obligation on
the part of the non-U.S. shareholder to file a United States tax return.
Income Effectively Connected. If the income from the Fund is “effectively connected” with a U.S. trade or business carried on by a non-U.S. shareholder, then distributions of investment company
taxable income and capital gain dividends, any amounts retained by the Fund which are properly reported by the Fund
as undistributed capital gains and any gains realized upon the sale or exchange of shares of the Fund will be subject to
U.S. income tax at the graduated rates applicable to U.S. citizens, residents and domestic corporations. Non-U.S. corporate
shareholders may also be subject to the branch profits tax imposed by the Code. The tax consequences to a non-U.S. shareholder
entitled to claim the benefits of an applicable tax treaty may differ from those described herein. Non-U.S. shareholders
are advised to consult their own tax advisors with respect to the particular tax consequences to them of an investment
in the Fund.
Capital Loss Carry-forward
Under the Regulated Investment Company Modernization Act of 2010, net capital losses
of the Fund incurred in taxable years beginning after December 22, 2010 may be carried forward indefinitely,
and their character is retained as short-term and/or long-term losses. To the extent that these loss carry-forwards are
used to offset future capital gains, it is probable that the capital gains so offset will not be distributed to Fund shareholders. Pursuant
to the Reorganization, the Predecessor Fund's capital loss carryforwards were transferred to the Fund. As of
December 31, 2025, the Fund did not have any net capital loss carry-forwards outstanding for federal income tax purposes. The
Fund is subject to certain limitations, under U.S. tax rules, on the use of capital loss carry-forwards and net unrealized
built-in losses. These limitations generally apply when there has been a 50% change in ownership.
Fund shareholders may be subject to state, local and foreign taxes on their Fund distributions.
Shareholders are advised to consult their own tax advisors with respect to the particular tax consequences
to them of an investment in the Fund.
Determination of Net Asset Value
The Fund’s net asset value is determined as set forth in the Prospectus in the section entitled “Net Asset Value.”
Dividends and Distributions
Dividend Reinvestment Service. Unless you request otherwise, the Fund reinvests your dividends and capital gain distributions in additional Fund shares of the same class of shares with respect
to which such dividends or distributions
are paid. If you do not want your dividends and capital gain distributions reinvested
in Fund shares in this manner, you may contact your financial advisor to request that your dividends and capital gain distributions
be paid to you by check or deposited directly into your bank account. If adequate information is not received
from a shareholder or its financial advisor to permit the Fund to direct reinvestment proceeds into the account from which they
were paid, the Fund reserves the right to redirect such amounts into the appropriate account at a later date. For further
information, contact your financial advisor or call First Trust Funds at (800) 621-1675.
Miscellaneous Information
Counsel. Chapman and Cutler LLP, 320 South Canal Street, Chicago, Illinois 60606, is counsel
to the Trust.
Independent Registered Public Accounting Firm. Deloitte & Touche LLP, 111 South Wacker Drive, Chicago, Illinois 60606, serves as the Fund's independent registered public accounting firm.
The firm audits the Fund's financial statements and performs other related audit services.
The audited financial statements and notes thereto for the Fund, contained in the
Form N-CSR dated December 31, 2025, are incorporated by reference into this Statement of Additional
Information and have been audited by Deloitte & Touche LLP, independent registered public accounting firm, whose report
appears in the Form N-CSR and is also incorporated by reference herein. No other parts of the Form N-CSR are incorporated
by reference herein. The Form N-CSR is available without charge by calling (800) 621-1675 or by visiting the SEC's website
at http://www.sec.gov.
Exhibit A—Principal Holders Table
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% OF
OUTSTANDING
SHARES OWNED
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FIRST TRUST WCM FOCUSED GLOBAL GROWTH FUND
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Exhibit B—Proxy Voting Guidelines
WCM Investment Management, LLC
A.
Proxy Voting Procedures
WCM accepts responsibility for voting proxies whenever requested by a Client or as required by law. Each Client’s investment management agreement should specify whether WCM is to vote proxies relating to securities held for the Client’s account. If the agreement is silent as to the proxy voting and no instructions from
the client are on file, WCM will assume responsibility of proxy voting.
In cases in which WCM has proxy voting authority for securities held by its advisory
clients, WCM will ensure securities are voted for the exclusive benefit, and in the best economic interest,
of those clients and their beneficiaries, subject to any restrictions or directions from a client. Such voting responsibilities
will be exercised in a manner that is consistent with the general antifraud provisions of the Advisers Act, the Proxy Voting
Rule, Rule 206(4)-6, and for ERISA accounts, the DOL’s Proxy Voting Rule, as well as with WCM’s fiduciary duties under federal and state law to act in the best interests of its clients. Even when WCM has proxy voting authority, a Client may request
that WCM vote in a certain manner. Any such instructions shall be provided to WCM, in writing or electronic communication,
saved in the Client files and communicated to the Portfolio Associate and Proxy Admin.
Unless proxy voting responsibility has been expressly reserved by the plan, trust document, or investment management agreement, and is being exercised by another “named fiduciary” for an ERISA Plan Client, WCM, as the investment manager for the account, has the exclusive authority to vote proxies
or exercise other shareholder relating to securities held for the Plan’s account. The interests or desires of plan sponsors should not be considered. In addition, if a “named fiduciary” for the plan has provided WCM with written proxy voting guidelines, those guidelines must be followed, unless the guidelines, or the results
of following the guidelines, would be contrary to the economic interests of the plan's participants or beneficiaries,
imprudent or otherwise contrary to ERISA.
Investors in WCM Private Funds which are deemed to hold “plan assets” under ERISA accept WCM’s investment policy statement and a proxy voting policy before they are allowed to invest.
1. Role of the Independent Proxy Adviser
WCM utilizes the proxy voting recommendations of Glass Lewis (our “Proxy Adviser”). The purpose of the Proxy Advisers proxy research and advice is to facilitate shareholder voting in favor of
governance structures that will drive performance, create shareholder value and maintain a proper tone at the top. Because
the Proxy Adviser is not in the business of providing consulting services to public companies, it can focus solely
on the best interests of investors. The Proxy Adviser’s approach to corporate governance is to look at each company individually and determine what is in the best interests of the shareholders of each particular company. Research on proxies covers
more than just corporate governance – the Proxy Adviser analyzes accounting, executive compensation, compliance with regulation
and law, risks and risk disclosure, litigation and other matters that reflect on the quality of board oversight
and company transparency.
The voting recommendations of the Proxy Adviser are strongly considered; however,
the final determination for voting in the best economic interest of the clients is the responsibility of the relevant
strategy Investment Strategy Group (“ISG”). When a decision is reached to vote contrary to the recommendation of the Proxy Adviser, the ISG will address any potential conflicts of interest (as described in this policy) and proceed accordingly.
They will maintain documentation to support the decision, which will be reviewed by the Compliance Team.
WCM will take reasonable steps under the circumstances to make sure that all proxies
are received and for those that WCM has determined should be voted, are voted in a timely manner.
2. Role of the Portfolio Associate.
The Portfolio Associate is responsible for the onboarding and maintenance of Client
accounts. For each Client, the Portfolio Associate:
a.
Determines whether WCM is vested with proxy voting responsibility or whether voting
is reserved to the Client or delegated to another designee;
b.
Instructs registered owners of record (e.g. the Client, Trustee or Custodian) that
receive proxy materials from the issuer or its information agent to send proxies electronically directly to Broadridge/ProxyEdge,
a third party service provider, to: (1) provide notification of impending votes; (2) vote
proxies based on the Proxy Adviser and/or WCM recommendations; and (3) maintain records of such votes electronically.
c.
Assigns the appropriate proxy voting guidelines based on a Client’s Investment Policy Guidelines;
d.
Reports proxy voting record to Client, as requested.
3. Role of the Proxy Admin.
The Proxy Admin circulates proxy ballot information and administers the proxy vote
execution process. The Proxy Admin:
a.
Monitors the integrity of the data feed between the Client’s registered owner of record and Broadridge/Proxy Edge;
b.
Executes votes based on the recommendation of the Proxy Adviser or ISG;
c.
Ensures all votes are cast in a timely manner.
4. Role of the ISG and Analysts
With the support of the Analysts, and in consideration of the voting recommendation
of the Proxy Adviser, the Investment Strategy Group (ISG) is responsible for review of the Proxy Adviser policy
and final vote determination. The ISG:
a.
Annually, reviews the policy of the Proxy Adviser to ensure voting recommendations are based on a Client’s best interest;
b.
Reviews the ballot voting recommendations of the Proxy Adviser;
c.
Investigates ballot voting issues during the normal course of research, company visits,
or discussions with company representatives.
a.
Agrees with the voting recommendation of the Proxy Adviser, no further action is required;
b.
Disagrees with the voting recommendation of the Proxy Adviser, they will:
1)
Deal with conflicts of interest, as described below;
2)
Provide updated voting instructions to the Proxy Admin;
3)
Document the rationale for the decision, which is provided to Compliance.
5. Certain Proxy Votes May Not Be Cast
In some cases, WCM may determine that it is in the best interests of our clients to
abstain from voting certain proxies. WCM will abstain from voting in the event any of the following conditions
are met with regard to a proxy proposal:
a.
Neither the Proxy Adviser’ recommendation nor specific client instructions cover an issue;
b.
In circumstances where, in WCM’s judgment, the costs of voting the proxy exceed the expected benefits to the Client.
In addition, WCM will only seek to vote proxies for securities on loan when such a
vote is deemed to have a material impact on the account. In such cases, materiality is determined and documented
by the ISG.
Further, in accordance with local law or business practices, many foreign companies
prevent the sales of shares that have been voted for a certain period beginning prior to the shareholder meeting
and ending on the day following the meeting (“share blocking”). Depending on the country in which a company is domiciled, the blocking period may begin a stated number of days prior to the meeting (e.g., one, three or five days) or on a
date established by the company. While practices vary, in many countries the block period can be continued for a longer period
if the shareholder meeting is
adjourned and postponed to a later date. Similarly, practices vary widely as to the ability of a shareholder to have the “block” restriction lifted early (e.g., in some countries shares generally can be “unblocked” up to two days prior to the meeting whereas in other countries the removal of the block appears to be discretionary with the issuer’s transfer agent). WCM believes that the disadvantage of being unable to sell the stock regardless of changing
conditions generally outweighs the advantages of voting at the shareholder meeting for routine items. Accordingly, WCM
generally will not vote those proxies subject to “share blocking.”
6. Identifying and Dealing with Material Conflicts of Interest between WCM and Proxy
Issuer
WCM believes the use of the Proxy Adviser’s independent guidelines helps to mitigate proxy voting related conflicts between the firm and its clients. Notwithstanding WCM may choose to vote
a proxy against the recommendation of the Proxy Adviser, if WCM believes such vote is in the best economic interest of
its clients. Such a decision will be made and documented by the ISG. Because WCM retains this authority, it creates a potential
conflict of interest between WCM and the proxy issuer. As a result, WCM may not overrule the Proxy Adviser’s recommendation with respect to a proxy unless the following steps are taken by the CCO:
a.
The CCO must determine whether WCM has a conflict of interest with respect to the issuer that is the subject of the proxy. The CCO will use the following standards to identify issuers with which
WCM may have a conflict of interest.
1)
Significant Business Relationships – The CCO will determine whether WCM may have a significant business relationship with the issuer, such as, for example, where WCM manages a pension
plan. For this purpose, a “significant business relationship” is one that: (i) represents 1% or $1,000,000 of WCM’s revenues for the fiscal year, whichever is less, or is reasonably expected to represent this amount for the current fiscal year; or (ii) may not directly involve revenue to WCM
but is otherwise determined by the CCO to be significant to WCM.
2)
Significant Personal/Family Relationships – the CCO will determine whether any Supervised Persons who are involved in the proxy voting process may have a significant personal/family
relationship with the issuer. For this purpose, a “significant personal/family relationship” is one that would be reasonably likely to influence how WCM votes proxies. To identify any such
relationships, the CCO shall obtain information about any significant personal/family relationship
between any Supervised Person of WCM who is involved in the proxy voting process (e.g., ISG members)
and senior Supervised Persons of issuers for which WCM may vote proxies.
b.
If the CCO determines that WCM has a conflict of interest with respect to the issuer,
the CCO shall determine whether the conflict is “material” to any specific proposal included within the proxy. The CCO shall determine whether a proposal is material as follows:
1)
Routine Proxy Proposals – Proxy proposals that are “routine” shall be presumed not to involve a material conflict of interest for WCM, unless the ISG has actual knowledge that a
routine proposal should be treated as material. For this purpose, “routine” proposals would typically include matters such as the selection of an accountant, uncontested election of directors, meeting
formalities, and approval of an annual report/financial statements.
2)
Non-Routine Proxy Proposals – Proxy proposals that are “non-routine” shall be presumed to involve a material conflict of interest for WCM, unless the CCO determines that WCM’s conflict is unrelated to the proposal in question (see 3. below). For this purpose, “non-routine” proposals would typically include any contested matter, including a contested election of directors, a merger
or sale of substantial assets, a change in the articles of incorporation that materially affects
the rights of shareholders, and compensation matters for management (e.g., stock option plans, retirement
plans, profit sharing or other special remuneration plans).
3)
Determining that a Non-Routine Proposal is Not Material – As discussed above, although non-routine proposals are presumed to involve a material conflict of interest, the
CCO may determine on a case-by-case basis that particular non-routine proposals do not involve
a material conflict of interest. To make this determination, the CCO must conclude that a proposal
is not
directly related to WCM’s conflict with the issuer or that it otherwise would not be considered important by a reasonable investor. The CCO shall record in writing the basis for
any such determination.
c.
For any proposal where the CCO determines that WCM has a material conflict of interest, WCM may vote a proxy regarding that proposal in any of the following manners:
1)
Obtain Client Consent or Direction – If the CCO approves the proposal to overrule the recommendation of the Proxy Adviser, WCM shall fully disclose to each client holding
the security at issue the nature of the conflict and obtain the client’s consent to how WCM will vote on the proposal (or otherwise obtain instructions from the client as to how the proxy on the proposal
should be voted).
2)
Use the Proxy Adviser’ Recommendation – Vote in accordance with the Proxy Adviser’ recommendation.
d.
For any proposal where the CCO determines that WCM does not have a material conflict of interest, the ISG may overrule the Proxy Adviser’s recommendation if the ISG reasonably determines that doing so is in the best interests of WCM’s clients. If the ISG decides to overrule the Proxy Adviser’s recommendation, the ISG will maintain documentation to support their decision.
7. Dealing with Material Conflicts of Interest between a Client and the Proxy Adviser
or Proxy Issuer
If WCM is notified by a client regarding a conflict of interest between them and the
Proxy Adviser or the proxy issuer, The CCO will evaluate the circumstances and either
a.
elevate the decision to the ISG who will make a determination as to what would be in the Client’s best interest;
b.
if practical, seek a waiver from the Client of the conflict; or
c.
if agreed upon in writing with the Clients, forward the proxies to affected Clients
allowing them to vote their own proxies.
8. Maintenance of Proxy Voting Records
As required by Rule 204-2 under the Advisers Act, and for ERISA accounts, the DOL’s Proxy Voting Rule, WCM will maintain or procure the maintenance of the following records relating to proxy
voting for a period of at least five years:
a.
a copy of these Proxy Policies, as they may be amended from time to time;
b.
copies of proxy statements received regarding Client securities;
c.
a record of each proxy vote cast on behalf of its Clients;
d.
a copy of any internal documents created by WCM that were material to making the decision
how to vote proxies on behalf of its Clients; and
e.
each written Client request for information on how WCM voted proxies on behalf of
the Client and each written response by WCM to oral or written Client requests for this information.
As permitted by Rule 204-2(c), electronic proxy statements and the record of each vote cast on behalf of each Client account will be maintained by ProxyEdge. WCM shall obtain and maintain an undertaking
from ProxyEdge to provide it with copies of proxy voting records and other documents relating to its Clients’ votes promptly upon request. WCM and ProxyEdge may rely on the SEC’s EDGAR system to keep records of certain proxy statements if the proxy statements are maintained by issuers on that system (e.g., large U.S.-based issuers).
WCM will provide all Clients a summary of these Proxy Policies, either directly or
by delivery to the Client of a copy of its Form ADV, Part 2A containing such a summary, and information on how to
obtain a copy of the full text of these Proxy Policies and a record of how WCM has voted the Client’s proxies. Upon receipt of a Client’s request for more information, WCM will provide to the Client a copy of these Proxy Policies and/or in accordance with the Client’s stated requirements, how the Client’s proxies were voted during the period requested. Such periodic reports will not be made
available to third parties absent the express written request of the Client. However,
to the extent that WCM serves as a sub-adviser to another adviser to a Client, WCM will be deemed to be authorized to
provide proxy voting records on such Client accounts to such other adviser.
10. Oversight of the Proxy Adviser
Prior to adopting the proxy guidelines and recommendations of a Proxy adviser, WCM
will exercise prudence and diligence to determine that the guidelines for proxy recommendations are consistent with WCM’s fiduciary obligations. Each year, Compliance, in conjunction with input from the Proxy Admin, the ISG and
others as determined by the CCO, will review WCM’s relationship with, and services provided by the Proxy Adviser. To facilitate this review, WCM will request information from the Proxy Adviser in consideration of the Proxy Adviser processes,
policies and procedures to:
●
Analyze and formulate voting recommendations on the matters for which WCM is responsible
for voting and to disclose its information sources and methods used to develop such voting recommendations;
●
Ensure that it has complete and accurate information about issuers when making recommendations
and to provide its clients and issuers timely opportunities to provide input on certain matters;
●
Resolve any identified material deficiencies in the completeness or accuracy of information
about issuers for whom voting recommendations are made; and
●
Identify, resolve, and disclose actual and potential conflicts of interest associated
with its recommendations;
Additionally, WCM will review the Proxy Adviser’s proposed changes to its proxy voting guidelines to ensure alignment with the ISG’s expectations. The Proxy Adviser typically distributes proposed changes to its guidelines annually; therefore, WCM’s review of these proposed changes will typically coincide with the Proxy Adviser’ schedule.
First Trust
Series Fund
Part C – Other Information
Exhibit No. Description
| (j) | | Consent of Independent Registered Public Accounting Firm will be filed by amendment. |
__________________
| Item 29. | Persons Controlled By
or Under Common Control with Registrant |
Not Applicable.
Section 9.5 of
the Registrant’s Declaration of Trust provides as follows:
Section 9.5.
Indemnification and Advancement of Expenses. Subject to the exceptions and limitations contained in this Section 9.5, every person who
is, or has been, a Trustee, officer, or employee of the Trust, including persons who serve at the request of the Trust as directors, trustees,
officers, employees or agents of another organization in which the Trust has an interest as a shareholder, creditor or otherwise (hereinafter
referred to as a "Covered Person"), shall be indemnified by the Trust to the fullest extent permitted by law against
liability and against all expenses reasonably incurred or paid by him or in connection with any claim, action, suit or proceeding in which
he becomes involved as a party or otherwise by virtue of his being or having been such a Trustee, director, officer, employee or agent
and against amounts paid or incurred by him in settlement thereof.
No indemnification shall be provided hereunder
to a Covered Person to the extent such indemnification is prohibited by applicable federal law.
The rights of indemnification herein provided
may be insured against by policies maintained by the Trust, shall be severable, shall not affect any other rights to which any Covered
Person may now or hereafter be entitled, shall continue as to a person who has ceased to be such a Covered Person and shall inure to the
benefit of the heirs, executors and administrators of such a person.
Subject to applicable federal law, expenses of
preparation and presentation of a defense to any claim, action, suit or proceeding subject to a claim for indemnification under this Section
9.5 shall be advanced by the Trust prior to final disposition thereof upon receipt of an undertaking by or on behalf of the recipient
to repay such amount if it is ultimately determined that he is not entitled to indemnification under this Section 9.5.
To the extent that any determination is required
to be made as to whether a Covered Person engaged in conduct for which indemnification is not provided as described herein, or as to whether
there is reason to believe that a Covered Person ultimately will be found entitled to indemnification, the Person or Persons making the
determination shall afford the Covered Person a rebuttable presumption that the Covered Person has not engaged in such conduct and that
there is reason to believe that the Covered Person ultimately will be found entitled to indemnification.
As used in this Section 9.5, the words "claim,"
"action," "suit" or "proceeding" shall apply to all claims, demands, actions, suits, investigations, regulatory
inquiries, proceedings or any other occurrence of a similar nature, whether actual or threatened and whether civil, criminal, administrative
or other, including appeals, and the words "liability" and "expenses" shall include without limitation, attorneys'
fees, costs, judgments, amounts paid in settlement, fines, penalties and other liabilities.
| Item 31. | Business and Other Connections
of the Investment Adviser |
First Trust Advisors L.P.
(“First Trust”), investment adviser to the Registrant, serves as adviser or sub-adviser to various other open-end and closed-end
management investment companies and is the portfolio supervisor of certain unit investment trusts. The principal business of certain of
First Trust’s principal executive officers involves various activities in connection with the family of unit investment trusts sponsored
by First Trust Portfolios L.P. (“FTP”). The principal address for all these investment companies, First Trust, FTP and
the persons below is 120 East Liberty Drive, Suite 400, Wheaton, Illinois 60187.
A description of any
business, profession, vocation or employment of a substantial nature in which the officers of First Trust who serve as officers or trustees
of the Registrant have engaged during the last two years for his or her account or in the capacity of director, officer, employee, partner
or trustee appears under “Management of the Fund” in the Statement of Additional Information. Such information for the remaining
senior officers of First Trust appears below:
| Name and Position with First Trust |
Employment During Past Two Years |
| Andrew S. Roggensack, President |
Managing Director and President, First Trust |
| R. Scott Hall, Managing Director |
Managing Director, First Trust |
| David G. McGarel, Chief Investment Officer, Chief Operating Officer and Managing Director |
Managing Director (since July 2012); Senior Vice President, First Trust |
| Kelly C. Dehler, Chief Compliance Office |
Assistant General Counsel, First Trust |
| Brian Wesbury, Chief Economist and Senior Vice President |
Chief Economist and Senior Vice President, First Trust |
| Item 32. | Principal Underwriters |
(a) FTP serves as principal underwriter
of the shares of the Registrant, First Trust Exchange-Traded Fund, First Trust Exchange-Traded Fund II, First Trust Exchange-Traded Fund
III, First Trust Exchange-Traded Fund IV, First Trust Exchange-Traded Fund V, First Trust Exchange Traded Fund VI, First Trust Exchange-Traded
Fund VII, First Trust Exchange-Traded Fund VIII, First Trust Exchange-Traded AlphaDEX® Fund, First Trust Exchange-Traded
AlphaDEX® Fund II and First Trust Variable Insurance Trust. FTP serves as principal underwriter and depositor of the following
investment companies registered as unit investment trusts: the First Trust Combined Series, FT Series (formerly known as the First Trust
Special Situations Trust), the First Trust Insured Corporate Trust, the First Trust of Insured Municipal Bonds and the First Trust GNMA.
(b) Positions and Offices with
Underwriter.
Name and Principal
Business Address* |
Positions and Offices
with Underwriter |
Positions and
Offices with Fund |
| The Charger Corporation |
General Partner |
None |
| Grace Partners of DuPage L.P. |
Limited Partner |
None |
| James A. Bowen |
Chief Executive Officer and Managing Director |
Trustee and Chairman of the Board |
| James M. Dykas |
Chief Financial Officer and Managing Director |
President and Chief Executive Officer |
| Frank L. Fichera |
Managing Director |
None |
| R. Scott Hall |
Managing Director |
None |
| W. Scott Jardine |
General Counsel, Secretary and Managing Director |
Secretary |
| Daniel J. Lindquist |
Managing Director |
Vice President |
| David G. McGarel |
Chief Investment Officer, Chief Operating Officer and Managing Director |
None |
| Richard A. Olson |
Managing Director |
None |
| Marisa Bowen |
Managing Director |
None |
| Andrew S. Roggensack |
President and Managing Director |
None |
| Kristi A. Maher |
International General Counsel |
Chief Compliance Officer and Assistant Secretary |
|
* All addresses are
120 East Liberty Drive,
Wheaton, Illinois 60187. |
|
|
(c) Not Applicable
| Item 33. | Location of Accounts and
Records |
First Trust, 120 East
Liberty Drive, Suite 400, Wheaton, Illinois 60187, maintains the Registrant’s organizational documents, minutes of meetings, contracts
of the Registrant and all advisory material of the investment adviser.
The Bank of New York
Mellon (“BNY”) maintains all general and subsidiary ledgers, journals, trial balances, records of all portfolio purchases
and sales, and all other requirement records not maintained by First Trust.
BNY also maintains
all the required records in its capacity as transfer, accounting, dividend payment and interest holder service agent for the Registrant.
| Item 34. | Management Services |
Not Applicable.
Not Applicable.
Signatures
Pursuant to the requirements
of the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant certifies that it has duly caused this Registration
Statement to be signed on its behalf by the undersigned, duly authorized, in the City of Wheaton, and State of Illinois, on the 22nd day
of December, 2025.
| |
First Trust Series Fund |
| |
By: |
/s/ James M. Dykas |
| |
|
James M. Dykas, President and
Chief Executive Officer |
Pursuant to the requirements
of the Securities Act of 1933, this Registration Statement has been signed below by the following persons in the capacities and on the
date indicated:
| Signature |
Title |
|
Date |
| /s/ James M. Dykas |
President and Chief Executive
Officer |
December 22, 2025 |
| James M. Dykas |
|
|
|
| /s/
Derek D. Maltbie |
Treasurer, Chief Financial Officer
and Chief Accounting Officer |
December 22, 2025 |
| Derek D. Maltbie |
|
|
|
| James A. Bowen* |
)
Trustee ) |
|
|
| |
) |
|
|
| Thomas J. Driscoll* |
)
Trustee ) |
|
|
| |
) |
|
|
| Richard E. Erickson* |
)
Trustee ) |
|
|
| |
) |
|
|
| Thomas R. Kadlec* |
)
Trustee ) |
|
|
| |
) |
|
|
| Denise M. Keefe* |
)
Trustee ) |
|
|
| |
) |
|
|
| Robert F. Keith* |
)
Trustee ) |
|
|
| |
) |
By: |
/s/ W. Scott Jardine |
| Niel B. Nielson* |
)
Trustee ) |
|
W. Scott Jardine
Attorney-In-Fact |
| |
) |
|
December 22, 2025 |
| Bronwyn Wright* |
)
Trustee ) |
|
|
| |
) |
|
|
| * | Original
powers of attorney dated December 31, 2015 or November 1, 2021 or
September 11, 2023 or August 20, 2025, authorizing James A. Bowen, W. Scott Jardine, James M. Dykas, Eric F. Fess and Kristi A. Maher
to execute Registrant's Registration Statement, and Amendments thereto, for each of the trustees of the Registrant on whose behalf this
Registration Statement is filed, were previously executed, filed as an exhibit and are incorporated by reference herein. |
Index to Exhibits