John Hancock Funds II Seeks Shareholder Vote on Trustee Elections

John Hancock Funds II DEF 14A Filing Summary
FieldDetail
CompanyJohn Hancock Funds II
Form TypeDEF 14A
Filed DateSep 15, 2025
Risk Levellow
Pages15
Reading Time18 min
Sentimentneutral

Sentiment: neutral

Topics: DEF 14A, Proxy Statement, Trustee Election, Fund Governance, Shareholder Meeting, John Hancock Funds, Investment Management

TL;DR

**Vote FOR the trustee elections; it's a routine governance move that solidifies board legitimacy and won't rock the boat for your John Hancock investments.**

AI Summary

John Hancock Funds II, along with 11 other John Hancock Trusts, is holding a Special Joint Meeting of Shareholders on November 12, 2025, at 2:00 P.M. Eastern time, at 200 Berkeley Street, Boston, Massachusetts. The primary proposal for shareholder vote is the election of five trustees to the Board of Trustees. This includes two new independent nominees, Christine L. Hurtsellers and Kenneth J. Phelan, and three current trustees who were previously appointed but not elected by shareholders: Kristie M. Feinberg (Non-Independent), William K. Bacic (Independent), and Thomas R. Wright (Independent). The Board, which currently comprises 12 trustees (10 independent, 2 non-independent), will expand to 14 trustees (12 independent, 2 non-independent) if all nominees are elected. This election aims to ensure all trustees are shareholder-elected, a routine item that will not materially alter fund management or investment objectives. Shareholders of record as of August 27, 2025, are eligible to vote, and the Board unanimously recommends voting FOR the proposal.

Why It Matters

This DEF 14A filing is crucial for investors as it outlines the composition and governance of the John Hancock Funds II Board of Trustees, which oversees 95 investment portfolios. The election of five trustees, including two new independent members, directly impacts the strategic direction and oversight of investor assets. While described as a 'routine item,' ensuring all trustees are shareholder-elected enhances accountability and transparency, potentially bolstering investor confidence. In a competitive asset management landscape, strong governance is a key differentiator, influencing how John Hancock Funds II competes against rivals like Fidelity or Vanguard for investor capital.

Risk Assessment

Risk Level: low — The risk level is low because the proposal concerns the routine election of trustees and is explicitly stated to 'make no fundamental or material changes to a fund's investment objectives, policies, or restrictions, or to the investment management contract.' The filing also notes the proposal 'is not expected to have any material effect on the manner in which any fund is managed or on its current investment objective.'

Analyst Insight

Investors should review the backgrounds of the five nominated trustees, particularly Christine L. Hurtsellers and Kenneth J. Phelan, to ensure alignment with their governance expectations. Given the Board's unanimous recommendation and the routine nature of the proposal, voting 'FOR' is the most straightforward action to support stable fund governance and ensure all trustees are shareholder-elected.

Key Numbers

  • 12 — Current number of Trustees (Comprises 10 Independent Trustees and 2 Non-Independent Trustees)
  • 5 — Number of Trustees nominated for election (Includes 2 new nominees and 3 current appointed Trustees)
  • 14 — Projected number of Trustees after election (Would comprise 12 Independent Trustees and 2 Non-Independent Trustees)
  • 95 — Total number of investment portfolios (Funds) (Divided across the 12 Trusts as of the Record Date)
  • August 27, 2025 — Record Date for voting eligibility (Shareholders of record on this date can vote)
  • 2:00 P.M. — Meeting start time (Eastern time on November 12, 2025)
  • 200 Berkeley Street, Boston, Massachusetts 02116 — Meeting location (Physical address for the Special Joint Meeting of Shareholders)
  • 800-225-5291 — Phone number for annual/semi-annual reports (Shareholders can call to request fund reports)

Key Players & Entities

  • John Hancock Funds II (company) — Registrant and one of the Trusts holding a shareholder meeting
  • Kristie M. Feinberg (person) — President and CEO of Manulife John Hancock Investments, Head of Retail for Manulife Wealth & Asset Management, and a Non-Independent Trustee nominated for election
  • William K. Bacic (person) — Independent Trustee appointed effective August 1, 2024, and nominated for election
  • Thomas R. Wright (person) — Independent Trustee appointed effective August 1, 2024, and nominated for election
  • Christine L. Hurtsellers (person) — New Independent Trustee nominee
  • Kenneth J. Phelan (person) — New Independent Trustee nominee
  • Manulife Financial Corporation (company) — Ultimate parent entity of JHIM and the Distributor
  • John Hancock Investment Management LLC (company) — Investment Advisor and Administrator for each Trust and Fund
  • SEC (regulator) — Regulates proxy statements under Section 14(a) of the Securities Exchange Act of 1934
  • November 12, 2025 (date) — Date of the Special Joint Meeting of Shareholders

FAQ

What is the purpose of the John Hancock Funds II shareholder meeting on November 12, 2025?

The primary purpose of the Special Joint Meeting of Shareholders for John Hancock Funds II and other Trusts on November 12, 2025, is to vote on the election of five trustees to the Board of Trustees. This includes two new independent nominees and three current trustees who were previously appointed.

Who are the new independent trustee nominees for John Hancock Funds II?

The two new independent trustee nominees being presented for election at the John Hancock Funds II shareholder meeting are Christine L. Hurtsellers and Kenneth J. Phelan. If elected, they will join the Board as Independent Trustees.

What is the current and proposed size of the John Hancock Funds II Board of Trustees?

The John Hancock Funds II Board of Trustees currently has 12 Trustees, consisting of 10 Independent Trustees and 2 Non-Independent Trustees. If all five nominated trustees are elected, the Board will expand to 14 Trustees, comprising 12 Independent Trustees and 2 Non-Independent Trustees.

Will the election of trustees for John Hancock Funds II change the fund's investment strategy?

No, the DEF 14A filing explicitly states that the proposal for the election of trustees is a 'routine item' and 'is not expected to have any material effect on the manner in which any fund is managed or on its current investment objective, nor is it related to the current state of the financial markets.'

When is the record date for voting at the John Hancock Funds II shareholder meeting?

The record date for determining shareholders eligible to vote at the John Hancock Funds II Special Joint Meeting of Shareholders is August 27, 2025. All shareholders of record at the close of business on this date are entitled to one vote for each share held.

How can John Hancock Funds II shareholders vote on the trustee election?

John Hancock Funds II shareholders can vote by proxy in one of three ways: online at www.proxyvotenow.com/jhfunds2025, by phone at 855-995-1705, or by signing and returning the enclosed voting card via mail.

Who is Kristie M. Feinberg and what is her role at John Hancock Funds II?

Kristie M. Feinberg is the President and CEO of Manulife John Hancock Investments and Head of Retail for Manulife Wealth & Asset Management. She was appointed as a Non-Independent Trustee effective June 30, 2025, and is now nominated for shareholder election.

What is the significance of all John Hancock Funds II trustees being elected by shareholders?

The election of all trustees by shareholders ensures greater accountability and transparency in the governance of John Hancock Funds II. It allows the Board to appoint additional trustees to fill future vacancies without requiring a shareholder vote until the number of elected Trustees drops below two-thirds of all Trustees.

Where can I find the proxy statement for the John Hancock Funds II shareholder meeting?

The proxy statement for the John Hancock Funds II shareholder meeting to be held on November 12, 2025, is available online at https://www.jhinvestments.com/resources/all-resources/fund-documents/proxy-documents/john-hancock-election-of-trustees-proxy-statement.

What is the relationship between John Hancock Funds II and Manulife Financial Corporation?

John Hancock Investment Management LLC (JHIM), which serves as the investment advisor and administrator for John Hancock Funds II, and its distributor, John Hancock Investment Management Distributors LLC, are ultimately parented by Manulife Financial Corporation (MFC), a publicly traded company based in Toronto, Canada.

Industry Context

The mutual fund industry, particularly for established players like John Hancock, operates in a highly competitive landscape driven by investor demand for diverse investment vehicles and consistent performance. Regulatory oversight is a constant factor, influencing fund structure, disclosure requirements, and governance practices. Trends include a shift towards passive investing, increasing demand for ESG-focused funds, and ongoing consolidation within the asset management sector.

Regulatory Implications

The election of trustees is a standard governance requirement for registered investment companies, ensuring compliance with regulations like the Investment Company Act of 1940. The process of shareholder voting on trustee appointments is subject to SEC rules and proxy solicitation regulations, requiring clear and accurate disclosure to shareholders.

What Investors Should Do

  1. Vote on the election of five trustees.
  2. Review the proxy statement.
  3. Vote promptly by November 12, 2025.

Key Dates

  • 2025-11-12: Special Joint Meeting of Shareholders — Shareholders will vote on the election of five trustees.
  • 2025-08-27: Record Date for voting eligibility — Shareholders of record on this date are eligible to vote at the meeting.
  • 2025-09-15: Date of Notice of Special Joint Meeting — Informs shareholders about the upcoming meeting and the proposal.

Glossary

DEF 14A
A filing required by the U.S. Securities and Exchange Commission (SEC) by companies that are publicly traded, containing detailed information about the solicitation of proxies for an annual or special meeting of shareholders. (This document is the proxy statement for John Hancock Funds II, detailing the proposals shareholders will vote on.)
Proxy Statement
A document that the SEC requires companies to provide to shareholders before a shareholder meeting, which contains information about the matters to be voted on. (This document provides shareholders with the necessary information to vote on the election of trustees.)
Trustee
A member of the Board of Trustees responsible for overseeing the management and operations of the investment trusts. (The primary purpose of the meeting is to elect five trustees to the Board.)
Independent Trustee
A trustee who is not an employee of the fund company or its affiliates and has no other relationship that could impair their independent judgment. (The proposal includes electing new and re-electing current independent trustees to the Board.)
Non-Independent Trustee
A trustee who is an employee of the fund company or its affiliates, or has other relationships that could affect their independence. (The proposal includes electing a current non-independent trustee.)
Record Date
A specific date set by a company to determine which shareholders are eligible to receive notice of and vote at a shareholder meeting. (Establishes the eligibility of shareholders to vote on the proposed trustee elections.)

Year-Over-Year Comparison

This filing is a routine proxy statement focused on the election of trustees and does not appear to be a comprehensive annual report. Therefore, a direct comparison of key financial metrics like revenue growth, margin changes, or new risks to a previous filing is not feasible based on the provided information. The primary focus is on governance and board composition rather than financial performance trends.

Filing Stats: 4,472 words · 18 min read · ~15 pages · Grade level 13.9 · Accepted 2025-09-15 13:03:30

Filing Documents

Legal Proceedings

Legal Proceedings 31 Required Vote 31 Independent Registered Public Accounting Firm 32 Shareholders and Voting Information 39 Other Matters 42 Appendix A - John Hancock Funds Procedures for the Selection of Independent Trustees A-1 Appendix B - Outstanding Shares and Share Ownership B-1 Exhibit A - Procedures for the Selection of New Independent Trustees C-1 1 Table of Contents JOHN HANCOCK BOND TRUST JOHN HANCOCK CALIFORNIA TAX-FREE INCOME FUND JOHN HANCOCK CAPITAL SERIES JOHN HANCOCK COLLATERAL TRUST JOHN HANCOCK CURRENT INTEREST JOHN HANCOCK FUNDS II JOHN HANCOCK FUNDS III JOHN HANCOCK INVESTMENT TRUST JOHN HANCOCK INVESTMENT TRUST II JOHN HANCOCK MUNICIPAL SECURITIES TRUST JOHN HANCOCK SOVEREIGN BOND FUND JOHN HANCOCK STRATEGIC SERIES (each, a "Trust" and collectively, the "Trusts") 200 Berkeley Street Boston, Massachusetts 02116 PROXY STATEMENT SPECIAL JOINT MEETING OF SHAREHOLDERS TO BE HELD NOVEMBER 12, 2025 Introduction This Proxy Statement is furnished in connection with the solicitation by the Board of Trustees (the "Board" or "Trustees") of each Trust of proxies to be used at a Special Joint Meeting of shareholders of the Trusts (the "Meeting") to be held on November 12, 2025 at 2:00 PM Easter n Tim e, at 200 Berkeley Street, Boston, Massachusetts 02116. Pursuant to the Agreement and Declaration of Trust of each Trust (the "Declaration of Trust"), the Board has designated August 27, 2025 as the record date for determining shareholders eligible to vote at the Meeting (the "Record Date"). All shareholders of record at the close of business on the Record Date are entitled to one vote for each share of beneficial interest of Funds held. This Proxy Statement is first being sent to shareholders on or about September 22, 2025. Each Trust is an open-end management investment company registered under the Investment Company Act of 1940, as amended (the "1940 Act"). The shares of each of the

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