DEF 14A 1 wrapper.htm WFA DOW JONES TARGET DATE FUNDS DEFINITIVE PROXY FILING

SCHEDULE 14A INFORMATION

PROXY STATEMENT PURSUANT TO SECTION 14(A)

OF THE SECURITIES EXCHANGE ACT OF 1934

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NOTICE OF SPECIAL MEETING OF SHAREHOLDERS
MAY 5, 2014

WELLS FARGO FUNDS TRUST, on behalf of the following series: Wells Fargo Advantage Dow Jones Target Today Fund
Wells Fargo Advantage Dow Jones Target 2010 Fund
Wells Fargo Advantage Dow Jones Target 2015 Fund
Wells Fargo Advantage Dow Jones Target 2020 Fund
Wells Fargo Advantage Dow Jones Target 2025 Fund
Wells Fargo Advantage Dow Jones Target 2030 Fund
Wells Fargo Advantage Dow Jones Target 2035 Fund
Wells Fargo Advantage Dow Jones Target 2040 Fund
Wells Fargo Advantage Dow Jones Target 2045 Fund
Wells Fargo Advantage Dow Jones Target 2050 Fund
Wells Fargo Advantage Dow Jones Target 2055 Fund
(each of the series listed above a "Fund" and together, the "Funds")

525 Market Street, 12th Floor, San Francisco, California 94105

TO THE SHAREHOLDERS OF EACH FUND

Notice is hereby given that a combined Special Meeting of Shareholders (the "Meeting") of the Funds will be held on May 5, 2014 at 10:00 a.m. Pacific time, at the offices of the Wells Fargo Advantage Funds, 525 Market Street, 12th Floor, San Francisco, California 94105. With respect to each Fund, the purposes of the Meeting are as follows:

  1. To consider and act upon a new investment sub-advisory agreement with Global Index Advisors, Inc.; and

  2. To transact such other business as may properly come before the Meeting or any adjournments thereof.

Shareholders of record at the close of business on February 24, 2014 will be entitled to vote at the Meeting to the extent described in the accompanying proxy statement.

You are welcome to attend the Meeting, but if you cannot do so, please complete and sign the enclosed proxy card and return it in the accompanying envelope as promptly as possible or vote by telephone or Internet. Any shareholder attending the Meeting can vote in person even though a proxy may have already been designated by the shareholder. Instructions for the proper execution of the proxy card, as well as instructions on how to vote by telephone and Internet, are set forth at the end of this proxy statement.

THE BOARD OF TRUSTEES OF EACH FUND UNANIMOUSLY RECOMMENDS THAT YOU VOTE IN FAVOR OF THE NEW SUB-ADVISORY AGREEMENT WITH GLOBAL INDEX ADVISORS, INC., A DELAWARE CORPORATION

By Order of the Board of Trustees,

C. DAVID MESSMAN
Secretary

March 10, 2014

WELLS FARGO FUNDS TRUST
PROXY STATEMENT

This proxy statement is furnished in connection with the solicitation of proxies by and on behalf of the Board of Trustees of Wells Fargo Funds Trust (the "Trust") for a combined Special Meeting of Shareholders (the "Meeting") to be held at Wells Fargo Advantage Funds, 525 Market Street, 12th Floor, San Francisco, California 94105, the address of the principal office of each Fund, on May 5, 2014 at 10:00 a.m. Pacific time. If you wish to participate in the Meeting, you may submit the proxy card included with this proxy statement by mail, vote by telephone or the Internet, or attend the Meeting in person. (See "Instructions for Executing Proxy Card" at the end of this proxy statement for voting instructions.) If you wish to attend the Meeting in person, please call (866) 406-2287 for instructions.

This proxy statement, the accompanying Notice of Special Meeting of Shareholders and the proxy card will be first sent to shareholders on or about March 10, 2014.

IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE COMBINED SPECIAL MEETING OF SHAREHOLDERS TO BE HELD ON MAY 5, 2014:

You may obtain a copy of this proxy statement, the accompanying Notice of Special Meeting of Shareholders and the proxy card without charge by visiting the Web site indicated on your proxy card.

Proxy Solicitation


Shareholders are being asked to approve a new investment sub-advisory agreement (the "New Sub-Advisory Agreement") with Global Index Advisors, Inc., a Delaware corporation (the "New Sub-Adviser") for the Wells Fargo Advantage Dow Jones Target Today Fund, Wells Fargo Advantage Dow Jones Target 2010 Fund, Wells Fargo Advantage Dow Jones Target 2015 Fund, Wells Fargo Advantage Dow Jones 2020 Fund, Wells Fargo Advantage Dow Jones 2025 Fund, Wells Fargo Advantage Dow Jones 2030 Fund, Wells Fargo Advantage Dow Jones 2035 Fund, Wells Fargo Advantage Dow Jones 2040 Fund, Wells Fargo Advantage Dow Jones 2045 Fund, Wells Fargo Advantage Dow Jones 2050 Fund and Wells Fargo Advantage Dow Jones 2055 Fund (each, a "Fund and together, the "Funds") in anticipation of the expected termination of the current investment sub-advisory agreement (the "Current Sub-Advisory Agreement") among the Funds, Wells Fargo Funds Management, LLC ("Funds Management"), as adviser, and Global Index Advisors, Inc., a Georgia corporation (the "Current Sub-Adviser"), as sub-adviser. Shareholders of each Fund vote separately on the matters set forth in the accompanying notice. The outcome of a vote for one Fund will not affect the outcome of a vote for any other Fund. As explained in further detail below, the expected termination of the Current Sub-Advisory Agreement with the Current Sub-Adviser results from a "change of control" of the Current Sub-Adviser (as defined in the Investment Company Act of 1940, as amended (the "1940 Act")) that is expected to occur when the New Sub-Adviser acquires the asset and liabilities of the Current Sub-Adviser.

With respect to each Fund, holders of shares (the "Shares") of the Fund at the close of business on February 24, 2014 (the "Shareholders") may vote on the matters set forth in the accompanying notice. You can vote by returning your properly executed proxy card in the envelope provided or you may vote by telephone or Internet by following the instructions at the end of this proxy statement. When you complete and sign your proxy card, the proxies named will vote on your behalf at the Meeting (or any adjournments thereof) exactly as you have indicated. If no choice is specified, your shares will be voted IN FAVOR OF the New Sub-Advisory Agreement with the New Sub-Adviser. If any other matters are properly presented at the Meeting for action, the persons named as proxies will vote in accordance with the views of management of the Fund. Any Shareholder who has returned a properly executed proxy card, including a broker who may hold Shares on your behalf, has the right to revoke it at any time prior to its exercise by attending the Meeting and voting his or her Shares in person, by submitting a letter of revocation to the Fund at the above address prior to the date of the Meeting or by submitting a later-dated and properly executed proxy card to the Fund at the above address prior to the date of the Meeting.

The Trust's Amended and Restated Agreement and Declaration of Trust (the "Declaration") provides that, with respect to each Fund, the holders of thirty three and one-third percent (33 1/3%) of the Shares issued and outstanding, present in person or by proxy, shall constitute a quorum for the transaction of business at the Meeting (although a larger percentage is required for approval of the proposal). Votes may be cast IN FAVOR OF or AGAINST the proposed New Sub-Advisory Agreement with the New Sub-Adviser or you may ABSTAIN from voting. Abstentions, broker non-votes (i.e., Shares held by brokers or nominees as to which (i) instructions have not been received from the beneficial owners or other persons entitled to vote and (ii) the broker or nominee does not have discretionary voting power on a particular matter), and votes that are withheld will count for purposes of determining whether a quorum is present and will have the effect of a vote against the New Sub-Advisory Agreement with the New Sub-Adviser.

With respect to each Fund, the approval of the New Sub-Advisory Agreement with the New Sub-Adviser requires the affirmative vote of a majority of the outstanding voting securities of the Fund as defined in the 1940 Act. The 1940 Act defines the vote of a majority of the outstanding voting securities of a Fund to mean the affirmative vote of the lesser of (a) 67% or more of the Shares of the Fund present at the Meeting, if more than 50% of the outstanding shares of the Fund are present in person or represented by proxy at the Meeting, or (b) more than 50% of the outstanding Shares of the Fund.

With respect to each Fund, in the event a quorum is not present at the Meeting or a quorum is present but sufficient votes to approve a proposal are not received, the persons named as proxies may propose one or more adjournments of the Meeting to permit further solicitation of proxies. The persons named as proxies will vote in favor of an adjournment those votes that may be voted in favor of the proposal. The persons named as proxies will vote against any such adjournment those votes marked against the proposal. With respect to each Fund, the Meeting, whether or not a quorum is present, may be adjourned from time to time by the vote of a majority of the Shares represented at the Meeting, either in person or by proxy; or by the chair of the Meeting, in his or her discretion. Abstentions and broker non-votes will not be voted on a motion to adjourn.

Any proposal for which sufficient favorable votes have been received by the time of the Meeting may be acted upon and considered final regardless of whether the Meeting is adjourned to permit additional solicitation with respect to any other proposal. In certain circumstances in which a Fund has received sufficient votes to approve a matter being recommended for approval by the Fund's Board of Trustees, the Fund may request that brokers and nominees, in their discretion, withdraw or withhold submission of broker non-votes in order to avoid the need for solicitation of additional votes in favor of the proposal.

The Current Sub-Adviser and the New Sub-Adviser will bear the costs associated with this proxy statement. Proxy solicitations will be made primarily by mail, but proxy solicitations may also be made by telephone, through the Internet or personal solicitations conducted by officers and employees of Funds Management, its affiliates, or other representatives of the Funds (who will not be paid for their soliciting activities). In addition, AST Fund Solutions, LLC, the Funds' proxy solicitor, may make proxy solicitations and will receive compensation for seeking shareholder votes and answering shareholder questions in an amount estimated to be $75,000 with respect to the proposal covered by this proxy statement. This fee will not be borne by the Funds.

Voting Securities and Principal Holders Thereof


Shareholders of record at the close of business on February 24, 2014 are entitled to vote at the Meeting or any adjournment thereof to the extent set forth in this proxy statement. As of February 24, 2014, each Fund had the following number of Shares outstanding:

Fund

Number of Outstanding Shares

Dow Jones Target Date Today Fund - Class A

1,610,927

Dow Jones Target Date Today Fund - Class B

4,574

Dow Jones Target Date Today Fund - Class C

385,743

Dow Jones Target Date Today Fund - Administrator Class

10,623,494

Dow Jones Target Date Today Fund - Investor Class

6,580,479

Dow Jones Target Date Today Fund - Class R

2,410

Dow Jones Target Date Today Fund - Class R4

33,122,963

Dow Jones Target Date Today Fund - Class R6

21,010,473

Dow Jones Target Date 2010 Fund - Class A

2,407,467

Dow Jones Target Date 2010 Fund - Class B

8,751

Dow Jones Target Date 2010 Fund - Class C

214,316

Dow Jones Target Date 2010 Fund - Administrator Class

15,428,656

Dow Jones Target Date 2010 Fund - Investor Class

4,493,802

Dow Jones Target Date 2010 Fund - Class R

1,983

Dow Jones Target Date 2010 Fund - Class R4

14,816,033

Dow Jones Target Date 2010 Fund - Class R6

17,992,997

Dow Jones Target Date 2015 Fund - Class A

30,444

Dow Jones Target Date 2015 Fund - Administrator Class

20,203,414

Dow Jones Target Date 2015 Fund - Investor Class

11,589,079

Dow Jones Target Date 2015 Fund - Class R

2,531

Dow Jones Target Date 2015 Fund - Class R4

18,146,037

Dow Jones Target Date 2015 Fund - Class R6

42,082,812

Dow Jones Target Date 2020 Fund - Class A

5,016,445

Dow Jones Target Date 2020 Fund - Class B

17,582

Dow Jones Target Date 2020 Fund - Class C

345,244

Dow Jones Target Date 2020 Fund - Administrator Class

48,678,964

Dow Jones Target Date 2020 Fund - Investor Class

12,591,796

Dow Jones Target Date 2020 Fund - Class R

1,794

Dow Jones Target Date 2020 Fund - Class R4

52,130,549

Dow Jones Target Date 2020 Fund - Class R6

68,819,821

Dow Jones Target Date 2025 Fund - Class A

130,971

Dow Jones Target Date 2025 Fund - Administrator Class

33,527,738

Dow Jones Target Date 2025 Fund - Investor Class

22,233,585

Dow Jones Target Date 2025 Fund - Class R

2,608

Dow Jones Target Date 2025 Fund - Class R4

33,336,196

Dow Jones Target Date 2025 Fund - Class R6

133,105,127

Dow Jones Target Date 2030 Fund - Class A

3,957,977

Dow Jones Target Date 2030 Fund - Class B

17,740

Dow Jones Target Date 2030 Fund - Class C

251,465

Dow Jones Target Date 2030 Fund - Administrator Class

40,862,139

Dow Jones Target Date 2030 Fund - Investor Class

11,972,155

Dow Jones Target Date 2030 Fund - Class R

1,689

Dow Jones Target Date 2030 Fund - Class R4

50,402,875

Dow Jones Target Date 2030 Fund - Class R6

62,036,775

Dow Jones Target Date 2035 Fund - Class A

47,539

Dow Jones Target Date 2035 Fund - Administrator Class

21,455,240

Dow Jones Target Date 2035 Fund - Investor Class

17,472,157

Dow Jones Target Date 2035 Fund - Class R

2,564

Dow Jones Target Date 2035 Fund - Class R4

26,996,390

Dow Jones Target Date 2035 Fund - Class R6

51,579,032

Dow Jones Target Date 2040 Fund - Class A

6,052,685

Dow Jones Target Date 2040 Fund - Class B

19,280

Dow Jones Target Date 2040 Fund - Class C

268,187

Dow Jones Target Date 2040 Fund - Administrator Class

23,493,079

Dow Jones Target Date 2040 Fund - Investor Class

6,205,828

Dow Jones Target Date 2040 Fund - Class R

1,521

Dow Jones Target Date 2040 Fund - Class R4

32,881,208

Dow Jones Target Date 2040 Fund - Class R6

37,332,117

Dow Jones Target Date 2045 Fund - Class A

14,554

Dow Jones Target Date 2045 Fund - Administrator Class

10,918,564

Dow Jones Target Date 2045 Fund - Investor Class

9,560,617

Dow Jones Target Date 2045 Fund - Class R

2,503

Dow Jones Target Date 2045 Fund - Class R4

15,185,472

Dow Jones Target Date 2045 Fund - Class R6

25,261,691

Dow Jones Target Date 2050 Fund - Class A

18,220

Dow Jones Target Date 2050 Fund - Class C

14,557

Dow Jones Target Date 2050 Fund - Administrator Class

18,451,658

Dow Jones Target Date 2050 Fund - Investor Class

5,314,157

Dow Jones Target Date 2050 Fund - Class R

2,641

Dow Jones Target Date 2050 Fund - Class R4

27,880,732

Dow Jones Target Date 2050 Fund - Class R6

63,038,485

Dow Jones Target Date 2055 Fund - Class A

5,275

Dow Jones Target Date 2055 Fund - Administrator Class

662,087

Dow Jones Target Date 2055 Fund - Investor Class

324,259

Dow Jones Target Date 2055 Fund - Class R

2,311

Dow Jones Target Date 2055 Fund - Class R4

1,606,800

Dow Jones Target Date 2055 Fund - Class R6

5,800,597

Each Shareholder is entitled to one vote for each Share, and a fractional vote for each fraction of a Share, as to any matter on which the Share is entitled to vote. For each Fund, Shares of all classes vote together as a single class.

Please see Exhibit A for a list of persons reflected on the books and records of each Fund as owning of record 5% or more of the outstanding Shares of any class of the Fund as of February 24, 2014.

As of February 24, 2014, the officers and trustees of the Trust as a group beneficially owned in the aggregate less than 1% of each class of Shares of each Fund and less than 1% of the outstanding securities of Wells Fargo & Company ("Wells Fargo"), the parent company of Funds Management, the Funds' adviser. Additionally, as of February 24, 2014, the officers and trustees of the Trust as a group beneficially owned in the aggregate less than 1% of the Current Sub-Adviser.

I. APPROVAL OF NEW SUB-ADVISORY AGREEMENT WITH THE NEW SUB-ADVISER

On February 21, 2014, the New Sub-Adviser entered into a definitive acquisition agreement with the Current Sub-Adviser whereby the New Sub-Adviser will acquire substantially all of the assets and liabilities of the Current Sub-Adviser (the "Transaction"). Legal & General Investment Management America, Inc. ("LGIMA"), a Delaware corporation and an investment adviser registered with the Securities and Exchange Commission (the "SEC"), is the parent of the New Sub-Adviser and owns 100% of the New Sub-Adviser's voting securities. LGIMA is a direct subsidiary of Legal & General Investment Management (Holdings) Ltd., which owns 100% of LGIMA's voting securities, and an associate company of the London-based adviser, Legal & General Investment Management Ltd. LGIMA is also an indirect subsidiary of Legal & General Group PLC, a U.K. domiciled asset management and insurance firm, which owns 100% of LGIMA's voting securities.

The Transaction will result in a "change of control" of the Current Sub-Adviser, and therefore, an "assignment" of the Current Sub-Advisory Agreement with the Funds. Under the 1940 Act, an investment advisory agreement terminates automatically in the event of its assignment. Therefore, the Current Sub-Advisory Agreement will terminate upon the closing of the Transaction. The closing of the Transaction is dependent upon approval by Shareholders of each Fund of the New Sub-Advisory Agreement. Following the closing of the Transaction, the New Sub-Adviser will succeed to the Current Sub-Adviser's investment advisory registration with the SEC by filing an application for its own registration with the SEC within thirty days of such closing. It is expected that the Transaction will not result in any changes to the current portfolio management team of the Funds following shareholder approval of the New Sub-Advisory Agreement.

Comparison of the New Sub-Advisory Agreement to the Current Sub-Advisory Agreement

At a meeting held on February 19-20, 2014, the Board of Trustees of the Wells Fargo Advantage Funds (the "Board") approved the New Sub-Advisory Agreement with the New Sub-Adviser subject to Shareholder approval.

The terms of the New Sub-Advisory Agreement are identical in all material respects to those of the Current Sub-Advisory Agreement with the Current Sub-Adviser. Under the terms of the New Sub-Advisory Agreement, the New Sub-Adviser would remain responsible, subject to the direction and control of Funds Management and the Board, for investing and reinvesting each Fund's assets in a manner consistent with the Trust's Declaration, registration statement, investment guidelines, policies and restrictions established by the Board of the Trust and applicable federal and state law. As such, the New Sub-Adviser would have full discretion within the scope of its delegated authority to place orders, issue instructions, and select broker-dealers for the purchase and sale of securities and other investment assets for each Fund.

For providing these services under the New Sub-Advisory Agreement, the New Sub-Adviser would be entitled to receive a sub-advisory fee based on each Fund's average daily net asset value, calculated and paid monthly by applying the annual rates indicated below to the average daily net assets of the Fund throughout the month:

Aggregate Average Daily Net Assets

Fee

First $300 million

0.06%

Next $200 million

0.05%

Over $500 million

0.04%

Funds Management would be solely responsible for paying this fee out of the advisory fees it receives from each Fund.

The proposed sub-advisory fee rates under the New Sub-Advisory Agreement are identical to those currently charged under the Current Sub-Advisory Agreement.

A comparison of the terms of the New Sub-Advisory Agreement to the terms of the Current Sub-Advisory Agreement follows below. A form of the New Sub-Advisory Agreement is attached as Exhibit B to this proxy statement.

As with the Current Sub-Advisory Agreement, under the New Sub-Advisory Agreement, the New Sub-Adviser would be responsible for providing additional services related to the continuous investment program for each Fund, including recordkeeping services, and would be obligated to comply with all the applicable rules and regulations of the SEC. Like the reporting obligations imposed on the Current Sub-Adviser under the Current Sub-Advisory Agreement, the New Sub-Advisory Agreement requires the New Sub-Adviser to report to the Board each calendar quarter regarding the investment performance of each Fund, important developments affecting the Trust, the Fund or the New Sub-Adviser, and any other information that the New Sub-Adviser believes may be appropriate. In addition, the New Sub-Advisory Agreement requires that the New Sub-Adviser furnish the Board and Funds Management with statistical and analytical information regarding securities held by each Fund, on the New Sub-Adviser's own initiative or upon reasonable request by the Board or Funds Management, which is the same information that the Current Sub-Adviser is required to furnish under the Current Sub-Advisory Agreement.

As with the Current Sub-Advisory Agreement, the New Sub-Adviser may sub-contract any duties under the New Sub-Advisory Agreement, provided it maintains the responsibility and liability for such delegations. In addition, the New Sub-Adviser shall maintain records relating to portfolio transactions and allocations of brokerage orders as required by the 1940 Act.

As with the Current Sub-Advisory Agreement, the New Sub-Advisory Agreement would require the New Sub-Adviser to pay its own expenses for services to be provided by it, as well as reasonable out-of-pocket costs incurred by Funds Management or the Trust for amending the Trust's registration statement or supplementing the Funds' prospectuses solely to reflect a change in the personnel of the New Sub-Adviser, or to obtain shareholder approval of a new sub-advisory agreement because of a "change in control" (as defined in the 1940 Act), or to otherwise comply with federal securities regulations as a result of such a change. Except for expenses incurred by the New Sub-Adviser, each Fund is responsible for all of the ordinary business expenses incurred in its operations, including, but not limited to: brokerage commissions; taxes, legal, auditing or governmental fees; the cost of preparing share certificates; custodian, transfer agent and shareholder service agent costs; expense of issue, sale, redemption and repurchase of shares; expenses of registering and qualifying shares for sale; expenses relating to Board and shareholder meetings; the cost of preparing and distributing reports and notices to shareholders; the fees and other expenses incurred by the Funds in connection with membership in investment company organizations; and the cost of printing copies of prospectuses and statements of additional information distributed to the Funds' shareholders.

As with the Current Sub-Advisory Agreement, the New Sub-Advisory Agreement would require the New Sub-Adviser to comply with investment guidelines, policies and restrictions established by the Board that have been communicated in writing to the New Sub-Adviser; all applicable provisions of the 1940 Act and the Investment Advisers Act of 1940 and any rules and regulations adopted by the SEC thereunder; the registration statement of the Trust as it may be amended and supplemented from time to time; the provisions of the Declaration as they may be amended from time to time; the provisions of the Internal Revenue Code of 1986, as amended, applicable to the Trust or the Funds, and any rules or regulations adopted thereunder; and any other applicable provisions of state or federal law and any rules and regulations adopted thereunder, to the extent that such laws, rules or regulations impact the provision of services by the New Sub-Adviser as described herein. Similar to the Current Sub-Advisory Agreement, the New Sub-Adviser would be required to notify Funds Management promptly if it materially violates any of the above or if it undergoes any material changes regarding the New Sub-Adviser that would impact disclosure in the Trust's registration statement.

As with the Current Sub-Advisory Agreement, the New Sub-Advisory Agreement provides that, when entering into a securities transaction, the New Sub-Adviser (or any affiliated person of the New Sub-Adviser) is prohibited from consulting with another sub-adviser to another fund in the fund complex (or its affiliates) concerning transactions in securities or other assets for each Fund. In addition, the New Sub-Adviser is not responsible for voting proxies or for participating in class actions or other legal proceedings on behalf of each Fund but will provide assistance as reasonably requested by Funds Management. As with the Current Sub-Advisory Agreement, the New Sub-Advisory Agreement provides that the New Sub-Adviser shall only be liable for losses resulting from willful misfeasance, bad faith, gross negligence, or reckless disregard of its duties and obligations, and will be indemnified and held harmless by each Fund and Funds Management for all other losses.

If approved by Shareholders, the New Sub-Advisory Agreement would continue in effect from year to year, provided that the continuation of the New Sub-Advisory Agreement is approved at least annually in accordance with the 1940 Act. The New Sub-Advisory Agreement may be terminated at any time, without payment of any penalty, by vote of the Board or by vote of a majority of each Fund's outstanding securities, or by Funds Management or the New Sub-Adviser, on 60 days' written notice to the other party. Consistent with the federal securities laws, the New Sub-Advisory Agreement also would terminate automatically upon its "assignment" as defined in the 1940 Act.

If the New Sub-Advisory Agreement is not approved by Shareholders of a Fund, the Fund will continue to operate in the same manner as it currently does while the Board considers an appropriate course of action.

The Current Sub-Advisory Agreement, dated as of June 26, 2006, was last approved by the Trustees on March 29, 2013. The Current Sub-Advisory Agreement was last approved by Shareholders of the Wells Fargo Advantage Dow Jones Target Date Today Fund, Wells Fargo Advantage Dow Jones Target Date 2010 Fund, Wells Fargo Advantage Dow Jones Target Date 2020 Fund, Wells Fargo Advantage Dow Jones Target Date 2030 Fund and Wells Fargo Advantage Dow Jones Target Date 2040 Fund on June 12, 2006 in connection with a sub-adviser change with respect to each such Fund. The Current Sub-Advisory Agreement was last approved by Shareholders of the Wells Fargo Advantage Dow Jones Target Date 2015 Fund, Wells Fargo Advantage Dow Jones Target Date 2025 Fund, Wells Fargo Advantage Dow Jones Target Date 2035 Fund, Wells Fargo Advantage Dow Jones Target Date 2045 Fund and Wells Fargo Advantage Dow Jones Target Date 2050 Fund on June 29, 2007 in connection with the launch of each such Fund. The Current Sub-Advisory Agreement was last approved by Shareholders of the Wells Fargo Advantage Dow Jones Target Date 2055 Fund on June 22, 2011 in connection with the launch of the Fund.

The Trustees' Considerations

At an in person meeting held on February 19-20, 2014 (the "Board Meeting"), the Board of the Trust, all the members of which have no direct or indirect interest in the sub-advisory agreement and are not "interested persons" of the Trust, as such term is defined in the 1940 Act (such members, the "Independent Trustees"), discussed and unanimously approved the New Sub-Advisory Agreement among Funds Management, the New Sub-Adviser, and the Trust on behalf of each Fund.

The Board's consideration and approval occurred in anticipation of the expected termination of the Current Sub-Advisory Agreement among Funds Management, the Current Sub-Adviser, and the Trust on behalf of each Fund. The expected termination results from a "change of control" of the Current Sub-Adviser (as defined in the 1940 Act) that is expected to occur as a result of the Transaction. The Transaction will result in a "change of control" of the Current Sub-Adviser, and therefore, an "assignment" of the Current Sub-Advisory Agreement.

The Board of the Trust unanimously agreed to recommend that shareholders of each Fund approve the New Sub-Advisory Agreement with the New Sub-Adviser. If approved by shareholders, the New Sub-Advisory Agreement would replace the Current Sub-Advisory Agreement.

In determining whether to approve the New Sub-Advisory Agreement, the Board received a presentation from Funds Management at the Board Meeting regarding the Transaction (the "Presentation"). The Presentation included, among other things: (i) information regarding the current and proposed ownership structure of the Current Sub-Adviser and the New Sub-Adviser as a result of the Transaction; (ii) a copy of the form of New Sub-Advisory Agreement; (iii) representations by the Current Sub-Adviser that there would be no change to the personnel or the operation of the Current Sub-Adviser as they relate to the provision of investment sub-advisory services to the Funds; and (iv) assurances from Funds Management that there would be no changes to the investment objective or principal investments of the Funds. The Board also considered the detailed materials that they had received from Funds Management and the Current Sub-Adviser as part of the most recent annual re-approval of the Current Sub-Advisory Agreement.

The Board's decision to approve the New Sub-Advisory Agreement was based on a comprehensive evaluation of all of the information provided to it. In approving the New Sub-Advisory Agreement, the Board did not identify any particular information or consideration that was all-important or controlling, and each Independent Trustee may have attributed different weights to various factors. The Board evaluated information provided to it with respect to the Funds as it considered appropriate. In considering these matters, the Board considered not only the specific information presented in connection with the Board Meeting, but also the knowledge gained over time through interaction with the Current Sub-Adviser.

After its deliberations, the Board unanimously determined that the approval of the New Sub-Advisory Agreement was in the best interests of the Funds and their shareholders, and that the compensation payable to the New Sub-Adviser is reasonable. The following summarizes a number of important, but not necessarily all, factors considered by the Board in reaching its determination.

Nature, Extent and Quality of Services

The Board received and considered various data and information that it believed necessary to evaluate the nature, extent and quality of services provided to the Funds by the Current Sub-Adviser under the Current Sub-Advisory Agreement and proposed to be provided by the New Sub-Adviser to the Funds under the New Sub-Advisory Agreement.

The Board noted that it had received and considered information regarding the nature, quality and extent of services to be provided to the Funds by the Current Sub-Adviser in connection with its most recent consideration and approval of the Current Sub-Advisory Agreement. The Board considered that the nature and extent of services to be provided to the Funds under the New Sub-Advisory Agreement were identical in substance as those provided by the Current Sub-Adviser under the Current Sub-Advisory Agreement.

With respect to the quality of services, the Board considered, among other things, assurances that it received to the effect that the Transaction would not result in any changes to the portfolio management team responsible for the Funds, including its processes and capabilities with respect to the Funds, the services provided to the Funds, or the sub-advisory fees charged for those services.

Based on the above factors, together with those referenced below, the Board concluded that it anticipated that the nature, extent and quality of investment sub-advisory services to be provided to the Funds by the New Sub-Adviser under the New Sub-Advisory Agreement would be identical in substance to those provided to the Funds by the Current Sub-Adviser under the Current Sub-Advisory Agreement.

Performance

The Board noted that it had reviewed the investment performance of the Funds over the course of the engagement of the Current Sub-Adviser. The Board noted and viewed representations by the Current Sub-Adviser that there would be no changes to the portfolio management team responsible for the Funds, including its processes and capabilities with respect to the Funds. The Board concluded that the overall performance of the Funds, coupled with these representations, supported the approval of the New Sub-Advisory Agreement.

Sub-Advisory Fee Rates

The Board noted that the sub-advisory fee rates payable to the New Sub-Adviser under the New Sub-Advisory Agreement would be identical to the sub-advisory fees currently paid to the Current Sub-Adviser under the Current Sub-Advisory Agreement. The Board noted that it had reviewed the sub-advisory fee rates paid to the Current Sub-Adviser in connection with its most recent consideration and approval of the Current Sub-Advisory Agreement and determined that such fee rates were reasonable.

Based on its consideration of the factors and information it deemed relevant, the Board determined that the fee rates payable under the New Sub-Advisory Agreement were reasonable in light of the services covered by the New Sub-Advisory Agreement.

Profitability

The Board did not consider profitability information with respect to the New Sub-Adviser. However, the Board noted that it had received separate profitability information with respect to the Current Sub-Adviser in connection with its most recent consideration and approval of the Current Sub-Advisory Agreement. The Board noted that it did not deem the profits reported by the Current Sub-Adviser to be at a level that would prevent it from approving the continuation of the Current Sub-Advisory Agreement.

Economies of Scale

The Board did not review specific information regarding possible economies of scale with respect to the management of the Funds, principally because the Board regards that information as less relevant at the sub-adviser level. The Board noted that each Fund's investment advisory agreement with Funds Management and the New Sub-Advisory Agreement with the New Sub-Adviser contain breakpoints, which operate generally to reduce the effective advisory fee rates of each Fund as it grows in size. The Board also noted that it reviews information regarding potential economies of scale at its annual, in-person meeting to consider the re-approval of the Funds' investment advisory agreements, and may do so more frequently as appropriate.

Other Benefits to the Sub-Adviser

At its most recent consideration and approval of the Current Sub-Advisory Agreement, the Board considered information regarding potential "fall-out" or ancillary benefits received by the Current Sub-Adviser as a result of the Current Sub-Adviser's relationship with the Funds, which would be identical to any benefits to be received by the New Sub-Adviser as a result of the New Sub-Adviser's relationship with the Funds. Ancillary benefits could include, among others, benefits directly attributable to other relationships with the Funds and benefits potentially derived from the New Sub-Adviser's business as a result of its relationship with the Funds (such as the ability to market to shareholders other financial products and services offered by the New Sub-Adviser, or to operate other products and services that follow investment strategies similar to those of the Funds).

Based on its consideration of the factors and information it deemed relevant, the Board did not find that any ancillary benefits received by the New Sub-Adviser were unreasonable.

Conclusion

After considering the above-described factors and based on its deliberations and its evaluations of the information described above, the Board unanimously approved the New Sub-Advisory Agreement.

Principal Executive Officers, Directors and General Partners of the New Sub-Adviser

The principal address of the New Sub-Adviser is 29 North Park Square, Suite 201, Marietta, Georgia 30060.

The name and principal occupation of the New Sub-Adviser's principal executive officers and directors as of the closing of the Transaction are set forth below. The business address of each such officer and/or director is 29 North Park Square, Suite 201, Marietta, Georgia 30060.

  • Rodney H. Alldredge, Director of Portfolio Operations

  • Mike Craston, Director, President, Secretary and Treasurer

  • James P. Lauder, Chief Executive Officer and Chief Financial Officer

  • Paul T. Torregrosa, Chief Compliance Officer

Other Similar Funds Managed by the New Sub-Adviser

The New Sub-Adviser does not provide investment advisory services for any other similar funds.

Service Providers


Adviser and Administrator. Funds Management, an affiliate of Wells Fargo, a diversified financial services company providing banking, insurance, investment, mortgage and consumer financial services, currently serves as both the Funds' adviser and administrator. Funds Management is an indirect, wholly owned subsidiary of Wells Fargo. The principal business address of Funds Management is 525 Market Street, San Francisco, California 94105. No change in the adviser is being proposed in connection with this proxy statement.

Below are the aggregate advisory fees paid by the Funds and the aggregate advisory fees waived by Funds Management for the most recent fiscal year:

Fund

Advisory Fees Paid

Advisory Fees Waived

Dow Jones Target Date Today Fund

$462,164

$1,877,197

Dow Jones Target Date 2010 Fund

$779,086

$1,292,972

Dow Jones Target Date 2015 Fund

$648,864

$1,485,928

Dow Jones Target Date 2020 Fund

$2,633,969

$2,676,023

Dow Jones Target Date 2025 Fund

$1,710,344

$2,750,108

Dow Jones Target Date 2030 Fund

$2,314,649

$2,304,783

Dow Jones Target Date 2035 Fund

$788,379

$1,431,691

Dow Jones Target Date 2040 Fund

$1,617,443

$1,561,268

Dow Jones Target Date 2045 Fund

$289,118

$847,328

Dow Jones Target Date 2050 Fund

$862,202

$1,150,982

Dow Jones Target Date 2055 Fund

$0

$55,512

Below are the aggregate administrative fees paid by the Funds and the aggregate administrative fees waived by Funds Management for the most recent fiscal year:

 

Fund

Administrative Service Fees Paid

Administrative Service Fees Waived

Dow Jones Target Date Today Fund

$1,605,030

$0

Dow Jones Target Date 2010 Fund

$1,383,779

$0

Dow Jones Target Date 2015 Fund

$1,627,411

$0

Dow Jones Target Date 2020 Fund

$3,729,525

$0

Dow Jones Target Date 2025 Fund

$3,422,222

$0

Dow Jones Target Date 2030 Fund

$3,209,951

$0

Dow Jones Target Date 2035 Fund

$1,878,928

$0

Dow Jones Target Date 2040 Fund

$2,203,813

$0

Dow Jones Target Date 2045 Fund

$952,459

$0

Dow Jones Target Date 2050 Fund

$1,182,412

$0

Dow Jones Target Date 2055 Fund

$0

$30,963

Sub-Adviser. The principal business address of the Current Sub-Adviser is 29 North Park Square, Suite 201, Marietta, Georgia 30060.

Below are the aggregate sub-advisory fees paid by the Funds and the aggregate sub-advisory fees waived by the Current Sub-Adviser for the most recent fiscal year:

 

Fund

Sub-Advisory Fees Paid

Sub-Advisory Fees Waived

Dow Jones Target Date Today Fund

$468,377

$0

Dow Jones Target Date 2010 Fund

$421,996

$0

Dow Jones Target Date 2015 Fund

$432,913

$0

Dow Jones Target Date 2020 Fund

$1,031,944

$0

Dow Jones Target Date 2025 Fund

$870,506

$0

Dow Jones Target Date 2030 Fund

$900,715

$0

Dow Jones Target Date 2035 Fund

$448,248

$0

Dow Jones Target Date 2040 Fund

$626,914

$0

Dow Jones Target Date 2045 Fund

$256,058

$0

Dow Jones Target Date 2050 Fund

$411,798

$0

Dow Jones Target Date 2055 Fund

$13,296

$0

Brokerage Commissions.  No affiliate of Funds Management received any brokerage commissions from the Funds for the most recent fiscal year.

Principal Underwriter/Distributor.  Wells Fargo Funds Distributor, LLC ("Funds Distributor"), an affiliate of Funds Management, is the distributor and principal underwriter of the Funds and is located at 525 Market Street, San Francisco, California 94105.

Below are the underwriting commissions received by Funds Distributor from sales charges on the sale of Fund shares and the amounts retained by Funds Distributor after the payment of any dealer allowance for the most recent fiscal year.

 

Fund

Aggregate Total Underwriting Commissions

Underwriting Commissions Retained

Dow Jones Target Date Today Fund

$662

$606

Dow Jones Target Date 2010 Fund

$1,471

$640

Dow Jones Target Date 2015 Fund

$22

$22

Dow Jones Target Date 2020 Fund

$1,855

$1,151

Dow Jones Target Date 2025 Fund

$678

$678

Dow Jones Target Date 2030 Fund

$1,452

$1,266

Dow Jones Target Date 2035 Fund

$8

$8

Dow Jones Target Date 2040 Fund

$3,712

$2,905

Dow Jones Target Date 2045 Fund

$0

$0

Dow Jones Target Date 2050 Fund

$0

$0

Dow Jones Target Date 2055 Fund

$0

$0

Below are the distribution fees paid by the Funds for the most recent fiscal year. Class A, Administrator class, Investor class, Class R4 and Class R6 shares do not pay 12b-1 fees. For amounts in the row entitled "Other," the Distributor had entered into an arrangement whereby sales commissions payable to broker-dealers with respect to sales of Class B shares of the Funds were financed by an unaffiliated third party lender. Under this financing arrangement, the Distributor assigned certain amounts that it was entitled to receive pursuant to the Distribution Plan (the "Plan") to the third party lender, as reimbursement and consideration for these payments. Funds Management purchased the rights and title to all payments due to the third party lender and is now entitled to receive payments under the Plan.

 

Wells Fargo Advantage Dow Jones Target Date Today Fund

Share Class

Class B

Class C

Total

$1,164

$37,555

Printing, Mailing & Prospectuses

$0

$0

Compensation to Underwriters

$0

$1,953

Compensation to Broker/Dealers

$0

$35,602

Other

$1,164

$0

 

Wells Fargo Advantage Dow Jones Target Date 2010 Fund

Share Class

Class B

Class C

Total

3,906

$24,462

Printing, Mailing & Prospectuses

$0

$0

Compensation to Underwriters

$0

$3,920

Compensation to Broker/Dealers

$0

$20,542

Other

$3,906

$0

 

Wells Fargo Advantage Dow Jones Target Date 2020 Fund

Share Class

Class B

Class C

Total

$5,366

$32,041

Printing, Mailing & Prospectuses

$0

$0

Compensation to Underwriters

$0

$5,926

Compensation to Broker/Dealers

$0

$26,115

Other

$5,366

$0

 

Wells Fargo Advantage Dow Jones Target Date 2030 Fund

Share Class

Class B

Class C

Total

$4,413

$24,473

Printing, Mailing & Prospectuses

$0

$0

Compensation to Underwriters

$0

$5,245

Compensation to Broker/Dealers

$0

$19,228

Other

$4,413

$0

 

Wells Fargo Advantage Dow Jones Target Date 2040 Fund

Share Class

Class B

Class C

Total

$7,402

$27,391

Printing, Mailing & Prospectuses

$0

$0

Compensation to Underwriters

$0

$4,950

Compensation to Broker/Dealers

$0

$22,441

Other

$7,402

$0

 

Wells Fargo Advantage Dow Jones Target Date 2050 Fund

Share Class

Class C

Total

$26

Printing, Mailing & Prospectuses

$0

Compensation to Underwriters

$22

Compensation to Broker/Dealers

$4

Other

$0

SIMULTANEOUS MEETINGS


The special meeting of Shareholders for each Fund is scheduled to be held at the same time as the meetings of shareholders of certain other Wells Fargo Advantage funds. It is anticipated that all meetings will be held simultaneously, however, if any Shareholder objects to simultaneous meetings and motions for an adjournment of a Fund's meeting to a time promptly after the simultaneous meetings, the persons named as proxies will vote in favor of such adjournment.

Other Business


As of the date of this proxy statement, neither the Funds' officers nor Funds Management are aware of any other business to come before the Meeting other than as set forth in the Notice of Special Meeting of Shareholders. If any other business is properly brought before the Meeting, or any adjournment thereof, the persons named as proxies in the enclosed proxy card will vote in accordance with the views of management of the Funds.

REQUIRED VOTE FOR PROPOSALS


With respect to each Fund, approval of the New Sub-Advisory Agreement with the New Sub-Adviser requires the affirmative vote of a majority of the outstanding voting securities of the Fund as defined in the 1940 Act. The 1940 Act defines the vote of a majority of the outstanding voting securities of the Fund to mean the affirmative vote of the lesser of (a) 67% or more of the Shares of the Fund present at the Meeting, if more than 50% of the outstanding Shares of the Fund are present in person or represented by proxy at the Meeting, or (b) more than 50% of the outstanding Shares of the Fund.

ANNUAL AND SEMI-ANNUAL REPORTS


Each Fund's annual and semi-annual reports contain additional performance information about the Fund and are available upon request, without charge, by writing to Wells Fargo Advantage Funds®, P.O. Box 8266, Boston, Ma 02266-8266, by calling 1.800.222.8222 or by visiting the Wells Fargo Advantage Funds website at www.wellsfargo.com/Advantagefunds.

Shareholder Proposals


Each Fund is not generally required to hold annual or special meetings of shareholders. Shareholders wishing to submit proposals for inclusion in a proxy statement for a subsequent shareholders' meeting of a Fund should send their written proposals to the Secretary of the Wells Fargo Advantage Funds, 525 Market Street, 12th Floor, San Francisco, California 94105, a reasonable time before the Fund finalizes its proxy statement for its next meeting of shareholders.

THE BOARD OF TRUSTEES UNANIMOUSLY RECOMMENDS THAT YOU VOTE IN FAVOR OF THE NEW SUB-ADVISORY AGREEMENT WITH GLOBAL INDEX ADVISORS, INC., A DELAWARE CORPORATION

C. David Messman, Secretary

March 10, 2014

Instructions for Executing Proxy Card

The following general rules for signing proxy cards may be of assistance to you and may help to avoid the time and expense involved in validating your vote if you fail to sign your proxy card properly.

1. INDIVIDUAL ACCOUNTS: Sign your name exactly as it appears in the Registration on the proxy card.

2. JOINT ACCOUNTS: Either party may sign, but the name of the party signing should conform exactly to a name shown in the Registration on the proxy card. 

3. ALL OTHER ACCOUNTS: The capacity of the individual signing the proxy card should be indicated unless it is reflected in the form of Registration. For example:

REGISTRATION CORPORATE ACCOUNTS

VALID SIGNATURE

(1) ABC Corp.

ABC Corp.

(2) ABC Corp.

John Doe, Treasurer

(3) ABC Corp. c/o John Doe, Treasurer

John Doe

(4) ABC Corp. Profit Sharing Plan

John Doe, Trustee

TRUST ACCOUNTS

(1) ABC Trust

Jane B. Doe, Trustee

(2) Jane B. Doe, Trustee u/t/d 12/28/78

Jane B. Doe, Trustee

CUSTODIAL OR ESTATE ACCOUNTS

(1) John B. Smith, Cust. f/b/o John B. Smith, Jr. UGMA

John B. Smith

(2) John B. Smith

John B. Smith, Jr., Executor

After completing your proxy card, return it in the enclosed postage-paid envelope.

OTHER WAYS TO VOTE YOUR PROXY
(Certain of the options outlined below may not be available to all shareholders. Please consult your proxy card for a list of the voting methods that are available to you).

VOTE BY TELEPHONE:

1. Read the prospectus/proxy statement and have your proxy card at hand.
2. Call the toll-free number on your proxy card.

VOTE BY INTERNET:

1. Read the prospectus/proxy statement and have your proxy card at hand.
2. Go to the Web site indicated on your proxy card and follow the voting instructions.

The Internet and telephone voting procedures are designed to authenticate shareholder identities, to allow shareholders to give their voting instructions, and to confirm that shareholders' instructions have been recorded properly. Please note that, although there is no charge to you for voting by telephone or electronically through the Internet associated with this prospectus/proxy statement, there may be costs associated with electronic access, such as usage charges from Internet service providers and telephone companies, that must be borne by the shareholders.

Voting by telephone or Internet is generally available 24 hours a day. Do not mail the proxy card if you are voting by telephone or Internet. If you have any questions about voting, please call AST Fund Solutions, LLC, our proxy solicitor, at (866) 406-2287 (toll free).

Exhibit A

PRINCIPAL HOLDERS OF FUND SHARES


Set forth below as of February 24, 2014, is the name, address and share ownership of each person with record ownership of 5% or more of a class of a Fund and each person known by the Trust to have beneficial ownership of 25% or more of the voting securities of the Fund as a whole. Except as identified below, no person with record ownership of 5% or more of a class of a Fund is known by the Trust to have beneficial ownership of such shares.

Wells Fargo Advantage Dow Jones Target Date Today Fund

Name and Address of Shareholders

Class

Number of
Shares

Percentage of Shares of
Class

FIRST CLEARING LLC

A

919,127

57.06%

SPECIAL CUSTODY ACCT FOR

EXCLUSIVE BENEFIT OF CUSTOMER

2801 MARKET ST

ST LOUIS, MO 63103-2523

FIRST CLEARING LLC

B

894

19.55%

SPECIAL CUSTODY ACCT FOR

EXCLUSIVE BENEFIT OF CUSTOMER

2801 MARKET ST

ST LOUIS, MO 63103-2523

BRUCE W LANDER

B

722

15.79%

CAROLE A LANDER JTWROS

401 MAIDEN LN

KING OF PRUSSIA, PA 19406-1804

WELLS FARGO BANK NA

B

1,693

37.02%

CUST FOR THE SIMPLE IRA OF

MARVIN E SASNETT

9301 S BARNES AVE

OKLAHOMA CITY, OK 73159-6842

WELLS FARGO BANK NA

B

476

10.40%

CUST FOR THE SIMPLE IRA OF

JOYCE M SASNETT

9301 S BARNES AVE

OKLAHOMA CITY, OK 73159-6842

WELLS FARGO BANK NA

B

597

13.04%

CUST FOR THE IRA OF

ANN B HINSON

1206 ESSEX CIR NW

WILSON, NC 27896-2006

FIRST CLEARING LLC

C

283,521

73.50%

SPECIAL CUSTODY ACCT FOR

EXCLUSIVE BENEFIT OF CUSTOMER

2801 MARKET ST

ST LOUIS, MO 63103-2523

AMERICAN ENTERPRISE
INVESTMENT SVC  

C

36,668

9.51%

707 2ND AVE SOUTH

MINNEAPOLIS, MN 55402-2405

NATIONAL FINANCIAL SERVICES LL

ADMINISTRATOR

3,128,949

29.45%

FOR EXCLUSIVE BENEFIT OF
OUR CUSTOMERS

ATTN MUTUAL FUND DEPT, 4TH FL

499 WASHINGTON BLVD

JERSEY CITY, NJ 07310-2010

WELLS FARGO BANK FBO

ADMINISTRATOR

3,101,913

29.20%

VARIOUS RETIREMENT PLANS

NC 1076

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28262-8522

WELLS FARGO BANK WEST TTEE FBO

ADMINISTRATOR

543,142

5.11%

VARIOUS FASCORE LLC
RECORD KEPT PLA

8515 E ORCHARD RD 2T2

GREENWOOD VLG, CO 80111-5002

WELLS FARGO BANK NA

ADMINISTRATOR

3,036,745

28.59%

OMNIBUS ACCT FOR VARIOUS
RET PLANS

NC 1151

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28288-1076

TAYNIK & CO

INVESTOR

341,433

5.19%

C/O INVESTORS BANK & TRUST CO

ATTN MUTUAL FUND PROCESSING

200 CLARENDON ST FPG 90

BOSTON, MA 02116-5097

MASSACHUSETTS MUTUAL
INSURANCE CO

INVESTOR

973,358

14.79%

1295 STATE ST #C105

SPRINGFIELD, MA 01111-0001

MASSACHUSETTS MUTUAL
INSURANCE CO

INVESTOR

712,158

10.82%

1295 STATE ST #C105

SPRINGFIELD, MA 01111-0001

WELLS FARGO FUNDS
SEEDING ACCOUNT

R

2,410

100.00%

C/O WELLS FARGO INVESTMENTS
GRP INC

MAC #A0103-091

280525 MARKET ST, 9TH FL

SAN FRANCISCO, CA 94105-2779

WELLS FARGO BANK FBO

R4

8,574,804

25.89%

VARIOUS RETIREMENT PLANS

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28288-1151

C/O FASCORE LLC

R4

17,773,888

53.66%

TEXA AVERS 401K PLAN

EMPLOYEE RETIREMENT
SYSTEM OF TEXAS

8515 E ORCHARD RD 2T2

GREENWOOD VLG, CO 80111-5002

C/O FASCORE LLC

R4

4,924,632

14.87%

TEXA AVERS 401K PLAN

EMPLOYEE RETIREMENT
SYSTEM OF TEXAS

8515 E ORCHARD RD 2T2

GREENWOOD VLG, CO 80111-5002

WELLS FARGO BANK FBO

R6

1,264,309

6.02%

VARIOUS RETIREMENT PLANS

NC 1151

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28262-8522

WELLS FARGO BANK FBO

R6

12,227,239

58.20%

A WELLS FARGO COMPANY

FBO WELLS FARGO 401K PLAN

NC 1076

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28262-8522

WELLS FARGO BANK NA FBO

R6

1,174,709

5.59%

WFC DCP CUSTODY ACCOUNT

PO BOX 1533

MINNEAPOLIS, MN 55480-1533

 

Wells Fargo Advantage Dow Jones Target Date 2010 Fund

Name and Address of Shareholders

Class

Number of
Shares

Percentage of Shares of
Class

FIRST CLEARING LLC

A

1,365,095

56.70%

SPECIAL CUSTODY ACCT FOR

EXCLUSIVE BENEFIT OF CUSTOMER

2801 MARKET ST

ST LOUIS, MO 63103-2523

SAXON & CO

A

153,812

6.39%

FBO OMNIBUS ACCOUNT VICA

PO BOX 7780-1888

PHILADELPHIA, PA 19182-0001

FIRST CLEARING LLC

B

6,733

76.93%

SPECIAL CUSTODY ACCT FOR THE

EXCLUSIVE BENEFIT OF CUSTOMER

2801 MARKET ST

SAINT LOUIS, MO 63103-2523

WELLS FARGO BANK NA

B

452

5.17%

CUST FOR THE IRA OF

JAMES O'DONNELL

11 CHARLES PL

CTR MORICHES, NY 11934-3402

WELLS FARGO BANK NA

B

484

5.53%

CUST FOR THE IRA OF

CONNIE G SLARK

403 LAKEVIEW DR

BOULDER CITY, NV 89005-1638

FIRST CLEARING LLC

C

135,305

63.05%

SPECIAL CUSTODY ACCT FOR

EXCLUSIVE BENEFIT OF CUSTOMER

2801 MARKET ST

ST LOUIS, MO 63103-2523

AMERICAN ENTERPRISE
INVESTMENT SVC

C

42,173

19.65%

707 2ND AVE SOUTH

MINNEAPOLIS, MN 55402-2405

NATIONAL FINANCIAL SERVICES LLC

ADMINISTRATOR

5,836,493

37.83%

FOR EXCLUSIVE BENEFIT OF OUR
CUSTOMERS

ATTN MUTUAL FUND DEPT, 4TH FL

499 WASHINGTON BLVD

JERSEY CITY, NJ 07310-2010

WELLS FARGO BANK FBO

ADMINISTRATOR

2,092,650

13.56%

VARIOUS RETIREMENT PLANS

NC 1076

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28262-8522

WELLS FARGO BANK NA

ADMINISTRATOR

5,450,428

35.33%

OMNIBUS ACCT FOR VARIOUS RET
PLANS

NC 1151

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28288-1076

MASSACHUSETTS MUTUAL
INSURANCE CO

INVESTOR

1,485,971

33.07%

1295 STATE ST #C105

SPRINGFIELD, MA 01111-0001

WELLS FARGO FUNDS SEEDING
ACCOUNT

R

1,983

100.00%

C/O WELLS FARGO INVESTMENTS
GRP INC

MAC #A0103-091

280525 MARKET ST, 9TH FL

SAN FRANCISCO, CA 94105-2779

WELLS FARGO BANK FBO

R6

2,754,465

15.31%

VARIOUS RETIREMENT PLANS

NC 1151

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28262-8522

T ROWE PRICE RETMNT SERVICES INC

R6

1,917,862

10.66%

FBO RETIREMENT PLAN CLIENTS

4515 PAINTERS MILL RD

OWINGS MILLS, MD 21117-4903

WELLS FARGO BANK FBO

R6

4,799,021

26.67%

A WELLS FARGO COMPANY

FBO WELLS FARGO 401K PLAN

NC 1076

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28262-8522

WELLS FARGO BANK NA

R6

2,532,052

14.07%

OMNIBUS ACCT FOR VARIOUS RET
PLANS

NC 1151

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28288-1151

WILMINGTON TRUST RISC AS
TTEE FBO

R6

1,635,752

9.09%

GREENHECK FAN CORP 401K &
SAVINGS

PO BOX 52129

PHOENIX, AZ 85072-2129

WELLS FARGO BANK NA FBO

R6

1,028,002

5.71%

WFC DCP CUSTODY ACCOUNT

PO BOX 1533

MINNEAPOLIS, MN 55480-1533

 

Wells Fargo Advantage Dow Jones Target Date 2015 Fund

Name and Address of Shareholders

Class

Number of
Shares

Percentage of Shares of
Class

THOMAS S PATTS TTEE

A

10,231

33.61%

MARY ANN PATTS TRUST

104 HORSESHOE DRIVE

LATROBE, PA 15650-9005

MLPF&S FOR THE SOLE BENEFIT

A

2,575

8.46%

OF ITS CUSTOMERS

ATTN MUTUAL FUND
ADMINISTRATION

4800 DEER LAKE DR E, FL 3

JACKSONVILLE, FL 32246-6484

WELLS FARGO BANK NA

A

1,874

6.16%

CUST FOR THE SIMPLE IRA OF

SCOTT W WELSCH

83 HERREID DR

PR DU CHIEN, WI 53821-8014

WELLS FARGO BANK NA

A

3,151

10.35%

CUST FOR THE IRA OF

DIXIE A MITCHELL

404 JACKSON CT

NOOKSACK, WA 98276-0076

STATE STREET BANK & TRUST CO

A

4,553

14.95%

CUST FOR THE 403(B) OF

KAREN L ELMENDORF

SPOKANE GUILDS SCHOOL

6121 E 6TH AVE, APT K208

SPOKANE VLY, WA 99212-0425

NATIONAL FINANCIAL SERVICES LLC

ADMINISTRATOR

13,165,506

65.16%

FOR EXCLUSIVE BENEFIT OF OUR
CUSTOMERS

ATTN MUTUAL FUND DEPT, 4TH FL

499 WASHINGTON BLVD

JERSEY CITY, NJ 07310-2010

WELLS FARGO BANK FBO

ADMINISTRATOR

3,399,173

16.82%

VARIOUS RETIREMENT PLANS

NC 1076

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28262-8522

WELLS FARGO BANK NA

ADMINISTRATOR

1,269,680

6.28%

OMNIBUS ACCT FOR VARIOUS RET
PLANS

NC 1151

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28288-1076

MASSACHUSETTS MUTUAL
INSURANCE CO

INVESTOR

2,037,552

17.58%

1295 STATE ST #C105

SPRINGFIELD, MA 01111-0001

MASSACHUSETTS MUTUAL
INSURANCE CO

INVESTOR

2,633,299

22.72%

1295 STATE ST #C105

SPRINGFIELD, MA 01111-0001

WELLS FARGO FUNDS SEEDING
ACCOUNT

R

2,531

100.00%

C/O WELLS FARGO INVESTMENTS
GRP INC

MAC #A0103-091

280525 MARKET ST, 9TH FL

SAN FRANCISCO, CA 94105-2779

TAYNIK & CO

R4

1,411,790

7.78%

C/O INVESTORS BANK & TRUST CO

ATTN MUTUAL FUND PROCESSING

200 CLARENDON ST, FPG 90

BOSTON, MA 02116-5097

MASSACHUSETTS MUTUAL
INSURANCE CO

R4

3,305,778

18.22%

1295 STATE ST #C105

SPRINGFIELD, MA 01111-0001

WELLS FARGO BANK FBO

R4

7,386,208

40.70%

VARIOUS RETIREMENT PLANS

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28288-1151

NFS LLC FEBO

R4

1,185,748

6.53%

FIIOC AS AGENT FOR

QUALIFIED EMPLOYEE BENEFIT

PLANS 401K FINOPS-IC FUNDS

100 MAGELLAN WAY #KW1C

COVINGTON, KY 41015-1987

C/O FASCORE LLC

R4

1,403,541

7.73%

TEXA AVERS 401K PLAN

EMPLOYEE RETIREMENT SYSTEM OF
TEXAS

8515 E ORCHARD RD 2T2

GREENWOOD VLG, CO 80111-5002

C/O FASCORE LLC

R4

928,180

5.12%

TEXA AVERS 401K PLAN

EMPLOYEE RETIREMENT SYSTEM OF
TEXAS

8515 E ORCHARD RD 2T2

GREENWOOD VLG, CO 80111-5002

NFS LLC FEBO

R4

1,195,860

6.59%

STATE STREET BANK TRUST CO

TTEE VARIOUS RETIREMENT PLANS

440 MAMARONEK AVE

HARRISON, NY 10528-2418

WELLS FARGO BANK FBO

R6

20,535,119

48.80%

A WELLS FARGO COMPANY

FBO WELLS FARGO 401K PLAN

NC 1076

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28262-8522

WELLS FARGO BANK FBO

R6

3,532,731

8.39%

VARIOUS RETIREMENT PLANS

NC 1151

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28262-8522

NFS LLC FEBO

R6

4,202,197

9.99%

FIIOC AS AGENT FOR

QUALIFIED EMPLOYEE BENEFIT

PLANS 401K FINOPS-IC FUNDS

100 MAGELLAN WAY #KW1C

COVINGTON, KY 41015-1987

WELLS FARGO BANK NA FBO

R6

2,827,018

6.72%

WFC DCP CUSTODY ACCOUNT

PO BOX 1533

MINNEAPOLIS, MN 55480-1533

 

Wells Fargo Advantage Dow Jones Target Date 2020 Fund

Name and Address of Shareholders

Class

Number of
Shares

Percentage of Shares of
Class

FIRST CLEARING LLC

A

2,586,394

51.56%

SPECIAL CUSTODY ACCT FOR

EXCLUSIVE BENEFIT OF CUSTOMER

2801 MARKET ST

ST LOUIS, MO 63103-2523

WELLS FARGO BANK FBO

A

266,167

5.31%

VARIOUS RETIREMENT PLANS

NC 1151

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28262-8522

SAXON & CO

A

299,597

5.97%

VI OMNIBUS ACCOUNT VICA

PO BOX 7780-1888

PHILADELPHIA, PA 19182-0001

NATIONAL FINANCIAL SERVICES LLC

B

1,078

6.13%

FOR EXCLUSIVE BENEFIT OF OUR
CUSTOMERS

ATTN MUTUAL FUND DEPT, 4TH FL

499 WASHINGTON BLVD

JERSEY CITY, NJ 07310-2010

FIRST CLEARING LLC

B

14,398

81.89%

SPECIAL CUSTODY ACCT FOR THE

EXCLUSIVE BENEFIT OF CUSTOMER

2801 MARKET ST

SAINT LOUIS, MO 63103-2523

FIRST CLEARING LLC

C

233,692

67.69%

SPECIAL CUSTODY ACCT FOR

EXCLUSIVE BENEFIT OF CUSTOMER

2801 MARKET ST

ST LOUIS, MO 63103-2523

AMERICAN ENTERPRISE
INVESTMENT SVC

C

22,093

6.40%

707 2ND AVE SOUTH

MINNEAPOLIS, MN 55402-2405

MLPF&S FOR THE SOLE BENEFIT

C

20,212

5.85%

OF ITS CUSTOMERS

ATTN MUTUAL FUND
ADMINISTRATION

4800 DEER LAKE DR E, FL 3

JACKSONVILLE, FL 32246-6484

NATIONAL FINANCIAL SERVICES LLC

ADMINISTRATOR

18,195,715

37.38%

FOR EXCLUSIVE BENEFIT OF OUR
CUSTOMERS

ATTN MUTUAL FUND DEPT, 4TH FL

499 WASHINGTON BLVD

JERSEY CITY, NJ 07310-2010

WELLS FARGO BANK FBO

ADMINISTRATOR

4,674,157

9.60%

VARIOUS RETIREMENT PLANS

NC 1076

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28262-8522

WELLS FARGO BANK NA

ADMINISTRATOR

18,853,153

38.73%

OMNIBUS ACCT FOR VARIOUS RET
PLANS

NC 1151

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28288-1076

TAYNIK & CO

INVESTOR

1,136,725

9.03%

C/O INVESTORS BANK & TRUST CO

ATTN MUTUAL FUND PROCESSING

200 CLARENDON ST FPG 90

BOSTON, MA 02116-5097

MASSACHUSETTS MUTUAL
INSURANCE CO

INVESTOR

2,979,238

23.66%

1295 STATE ST #C105

SPRINGFIELD, MA 01111-0001

WELLS FARGO FUNDS SEEDING
ACCOUNT

R

1,794

100.00%

C/O WELLS FARGO INVESTMENTS
GRP INC

MAC #A0103-091

280525 MARKET ST, 9TH FL

SAN FRANCISCO, CA 94105-2779

WELLS FARGO BANK FBO

R4

43,225,402

82.92%

VARIOUS RETIREMENT PLANS

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28288-1151

WELLS FARGO BANK FBO

R6

10,077,039

14.64%

VARIOUS RETIREMENT PLANS

NC 1151

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28262-8522

WELLS FARGO BANK FBO

R6

27,617,123

40.13%

A WELLS FARGO COMPANY

FBO WELLS FARGO 401K PLAN

NC 1076

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28262-8522

NFS LLC FEBO

R6

3,506,542

5.10%

FIIOC AS AGENT FOR

QUALIFIED EMPLOYEE BENEFIT

PLANS 401K FINOPS-IC FUNDS

100 MAGELLAN WAY #KW1C

COVINGTON, KY 41015-1987

WELLS FARGO BANK NA

R6

9,060,803

13.17%

OMNIBUS ACCT FOR VARIOUS RET
PLANS

NC 1151

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28288-1076

 

Wells Fargo Advantage Dow Jones Target Date 2025 Fund

Name and Address of Shareholders

Class

Number of
Shares

Percentage of Shares of
Class

PERSHING LLC

A

10,224

7.81%

1 PERSHING PLZ

JERSEY CITY, NJ 07399-0002

FIRST CLEARING LLC

A

22,927

17.51%

SPECIAL CUSTODY ACCT FOR

EXCLUSIVE BENEFIT OF CUSTOMER

2801 MARKET ST

ST LOUIS, MO 63103-2523

ZHAOYUAN LI & SHUQIN LUO
JTWROS

A

11,355

8.67%

TOD BENE ON FILE

8 MOVILLE ST

WEST ROXBURY, MA 02132-4932

FRIEDA JO CHOW-WONG

A

7,397

5.65%

POD BENE ON FILE

17648 EMBER DR

ROWLAND HGHTS, CA 91748-4100

MLPF&S FOR THE SOLE BENEFIT

A

19,138

14.61%

OF ITS CUSTOMERS

ATTN MUTUAL FUND
ADMINISTRATION

4800 DEER LAKE DR E, FL 3

JACKSONVILLE, FL 32246-6484

WELLS FARGO BANK NA

A

10,283

7.85%

CUST FOR THE IRA OF

DONALD R KNOTTS MD

20130 LAKE CHABOT RD, STE 309

CASTRO VALLEY, CA 94546-5340

WELLS FARGO BANK NA

A

11,890

9.08%

CUST FOR THE ROLLOVER IRA OF

SUSAN N HAMMOND

10425 WELLER DR

AUSTIN, TX 78750-2569

GREAT-WEST TRUST COMPANY LLC
TTEE

A

15,561

11.88%

EMPLOYEE BENEFITS CLIENTS 401K

8515 E ORCHARD RD 2T2

GREENWOOD VILLAGE, CO
80111-5002

NATIONAL FINANCIAL SERVICES LLC

ADMINISTRATOR

21,117,798

62.99%

EXCLUSIVE BENEFIT OF OUR
CUSTOMERS

ATTN MUTUAL FUND DEPT, 4TH FL

499 WASHINGTON BLVD

JERSEY CITY, NJ 07310-2010

WELLS FARGO BANK FBO

ADMINISTRATOR

5,683,469

16.95%

VARIOUS RETIREMENT PLANS

NC 1076

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28262-8522

WELLS FARGO BANK NA

ADMINISTRATOR

2,181,520

6.51%

OMNIBUS ACCT FOR VARIOUS RET
PLANS

NC 1151

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28288-1076

ING NATIONAL TRUST

ADMINISTRATOR

1,715,349

5.12%

AS TRUSTEE OR CUSTODIAN FOR

CORE MARKET RETIRMENT PLANS

1 HERITAGE DR

NORTH QUINCY, MA 02171-2105

TAYNIK & CO

INVESTOR

1,575,494

7.09%

C/O INVESTORS BANK & TRUST CO

200 CLARENDON ST FPG 90

BOSTON, MA 02116-5097

ATTN MUTUAL FUND PROCESSING

MASSACHUSETTS MUTUAL
INSURANCE CO

INVESTOR

3,831,704

17.23%

1295 STATE ST #C105

SPRINGFIELD, MA 01111-0001

MASSACHUSETTS MUTUAL
INSURANCE CO

INVESTOR

5,254,029

23.63%

1295 STATE ST #C105

SPRINGFIELD, MA 01111-0001

WELLS FARGO FUNDS SEEDING
ACCOUNT

R

2,608

100.00%

C/O WELLS FARGO INVESTMENTS
GRP INC

MAC #A0103-091

280525 MARKET ST, 9TH FL

SAN FRANCISCO, CA 94105-2779

TAYNIK & CO

R4

2,744,107

8.23%

C/O INVESTOR BANK & TRUST CO

ATTN MUDUAL FUND PROCESSING

200 CLARENDON ST, FPG 90

BOSTON, MA 02116-5097

MASSACHUSETTS MUTUAL
INSURANCE CO

R4

3,008,953

9.03%

1295 STATE ST #C105

SPRINGFIELD, MA 01111-0001

WELLS FARGO BANK FBO

R4

17,603,096

52.80%

VARIOUS RETIREMENT PLANS

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28288-1151

NFS LLC FEBO

R4

1,722,294

5.17%

FIIOC AS AGENT FOR

QUALIFIED EMPLOYEE BENEFIT

PLANS 401K FINOPS-IC FUNDS

100 MAGELLAN WAY #KW1C

COVINGTON, KY 41015-1987

C/O FASCORE LLC

R4

2,156,759

6.47%

TEXA AVERS 401K PLAN

EMPLOYEE RETIREMENT SYSTEM OF
TEXAS

8515 E ORCHARD RD 2T2

GREENWOOD VLG, CO 80111-5002

WELLS FARGO BANK FBO

R6

93,380,492

73.91%

A WELLS FARGO COMPANY

FBO WELLS FARGO 401K PLAN

NC 1076

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28262-8522

NFS LLC FEBO

R6

7,752,611

5.82%

FIIOC AS AGENT FOR

QUALIFIED EMPLOYEE BENEFIT

PLANS 401K FINOPS-IC FUNDS

100 MAGELLAN WAY #KW1C

COVINGTON, KY 41015-1987

 

Wells Fargo Advantage Dow Jones Target Date 2030 Fund

Name and Address of Shareholders

Class

Number of
Shares

Percentage of Shares of
Class

FIRST CLEARING LLC

A

2,035,964

51.44%

SPECIAL CUSTODY ACCT FOR

EXCLUSIVE BENEFIT OF CUSTOMER

2801 MARKET ST

ST LOUIS, MO 63103-2523

WELLS FARGO BANK FBO

A

210,239

5.31%

VARIOUS RETIREMENT PLANS

NC 1151

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28262-8522

SAXON & CO

A

374,304

9.46%

VI OMNIBUS ACCOUNT VICA

PO BOX 7780-1888

PHILADELPHIA, PA 19182-0001

NATIONAL FINANCIAL SERVICES LLC

B

1,721

9.70%

EXCLUSIVE BENEFIT OF OUR
CUSTOMERS

ATTN MUTUAL FUND EPT, 4TH FL

499 WASHINGTON BLVD

JERSEY CITY, NJ 07310-2010

FIRST CLEARING LLC

B

6,435

36.27%

SPECIAL CUSTODY ACCT FOR

EXCLUSIVE BENEFIT OF CUSTOMER

2801 MARKET ST

ST LOUIS, MO 63103-2523

AMERICAN ENTERPRISE
INVESTMENT SVC

B

1,942

10.95%

707 2ND AVE S

MINNEAPOLIS, MN 55402-2405

WELLS FARGO BANK NA

B

2,164

12.20%

CUST FOR THE IRA OF

ANNE M HALSTATER

112 HOGAN RIDGE CT

CHAPEL HILL, NC 27516-4318

CHARLES SCHWAB & CO INC

B

1,215

6.85%

SPECIAL CUSTODY ACCT FBO
CUSTOMERS

ATTN MUTUAL FUNDS

101 MONTGOMERY ST

SAN FRANCISCO, CA 94104-4151

FIRST CLEARING LLC

C

157,925

62.80%

SPECIAL CUSTODY ACCT FOR

EXCLUSIVE BENEFIT OF CUSTOMER

2801 MARKET ST

ST LOUIS, MO 63103-2523

AMERICAN ENTERPRISE
INVESTMENT SVC

C

26,074

10.37%

707 2ND AVE SOUTH

MINNEAPOLIS, MN 55402-2405

EMJAY CORP TRUSTEE FBO

C

14,532

5.78%

FASCORE LLC RETIREMENT PLANS

8515 E ORCHARD RD 2T2

GREENWOOD VILLAGE, CO
80111-5002

NATIONAL FINANCIAL SERVICES LLC

ADMINISTRATOR

12,670,186

31.01%

FOR EXCLUSIVE BENEFIT OF OUR
CUSTOMERS

ATTN MUTUAL FUND DEPT, 4TH FL

499 WASHINGTON BLVD

JERSEY CITY, NJ 07310-2010

WELLS FARGO BANK FBO

ADMINISTRATOR

5,143,698

12.59%

VARIOUS RETIREMENT PLANS

NC 1076

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28262-8522

WELLS FARGO BANK WEST TTEE FBO

ADMINISTRATOR

2,063,912

5.05%

VARIOUS FASCORE LLC RECORD
KEPT PLA

8515 E ORCHARD RD 2T2

GREENWOOD VLG, CO 80111-5002

WELLS FARGO BANK NA

ADMINISTRATOR

16,371,389

40.06%

OMNIBUS ACCT FOR VARIOUS RET
PLANS

NC 1151

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28288-1076

TAYNIK & CO

INVESTOR

1,087,073

9.08%

C/O INVESTORS BANK & TRUST CO

ATTN MUTUAL FUND PROCESSING

200 CLARENDON ST FPG 90

BOSTON, MA 02116-5097

MASSACHUSETTS MUTUAL
INSURANCE CO

INVESTOR

2,659,974

22.22%

1295 STATE ST #C105

SPRINGFIELD, MA 01111-0001

GREAT-WEST TRUST COMPANY LLC
TTEE

INVESTOR

703,108

5.87%

EMPLOYEE BENEFITS CLIENTS 401K

8515 E ORCHARD RD 2T2

GREENWOOD VILLAGE, CO
80111-5002

WELLS FARGO FUNDS SEEDING
ACCOUNT

R

1,689

100.00%

C/O WELLS FARGO INVESTMENTS
GRP INC

MAC #A0103-091

280525 MARKET ST, 9TH FL

SAN FRANCISCO, CA 94105-2779

WELLS FARGO BANK FBO

R4

41,482,537

82.30%

VARIOUS RETIREMENT PLANS

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28288-1151

WELLS FARGO BANK FBO

R6

9,227,656

14.87%

VARIOUS RETIREMENT PLANS

NC 1151

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28262-8522

WELLS FARGO BANK FBO

R6

28,246,477

45.53%

A WELLS FARGO COMPANY

FBO WELLS FARGO 401K PLAN

NC 1076

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28262-8522

WELLS FARGO BANK FBO

R6

6,538,148

10.54%

VARIOUS RETIREMENT PLANS

NC 1151

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28262-8522

 

Wells Fargo Advantage Dow Jones Target Date 2035 Fund

Name and Address of Shareholders

Class

Number of
Shares

Percentage of Shares of
Class

FIRST CLEARING LLC

A

10,514

22.12%

SPECIAL CUSTODY ACCT FOR

EXCLUSIVE BENEFIT OF CUSTOMER

2801 MARKET ST

ST LOUIS, MO 63103-2523

WELLS FARGO BANK NA CUST

A

3,081

6.48%

ROTH CONTRIBUTION IRA

JEFFREY E OLSON

1210 LONGS PEAK AVE

LONGMONT, CO 80501-4439

ZHAOYUAN LI & SHUQIN LUO
JTWROS

A

7,885

16.59%

TOD BENE ON FILE

8 MOVILLE ST

WEST ROXBURY, MA 02132-4932

WELLS FARGO BANK NA

A

7,457

15.69%

CUST FOR THE ROLLOVER IRA OF

DAWN R ECKHOLM

1340 HEATHER CT

CHANHASSEN, MN 55317-8410

WELLS FARGO BANK NA

A

2,514

5.29%

CUST FOR THE ROLLOVER IRA OF

JENNIFER M JOHNSON

3984 STONEBRIDGE DR N

EAGAN, MN 55123-1642

GREAT-WEST TRUST COMPANY LLC
TTEE

A

11,272

23.71%

EMPLOYEE BENEFITS CLIENTS 401K

8515 E ORCHARD RD 2T2

GREENWOOD VILLAGE, CO
80111-5002

NATIONAL FINANCIAL SERVICES LLC

ADMINISTRATOR

12,128,586

56.53%

FOR EXCLUSIVE BENEFIT OF OUR
CUSTOMERS

ATTN MUTUAL FUND DEPT, 4TH FL

499 WASHINGTON BLVD

JERSEY CITY, NJ 07310-2010

WELLS FARGO BANK FBO

ADMINISTRATOR

4,163,967

19.41%

VARIOUS RETIREMENT PLANS

NC 1076

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28262-8522

WELLS FARGO BANK NA

ADMINISTRATOR

1,716,423

8.00%

OMNIBUS ACCT FOR VARIOUS RET
PLANS

NC 1151

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28288-1076

ING NATIONAL TRUST

ADMINISTRATOR

1,371,535

6.39%

AS TRUSTEE OR CUSTODIAN FOR

CORE MARKET RETIREMENT PLANS

1 HERITAGE DR

NORTH QUINCY, MA 02171-2105

TAYNIK & CO

INVESTOR

1,243,684

7.12%

C/O INVESTORS BANK & TRUST CO

ATTN MUTUAL FUND PROCESSING

200 CLARENDON ST FPG 90

BOSTON, MA 02116-5097

MASSACHUSETTS MUTUAL
INSURANCE CO

INVESTOR

3,197,294

18.30%

1295 STATE ST #C105

SPRINGFIELD, MA 01111-0001

MASSACHUSETTS MUTUAL
INSURANCE CO

INVESTOR

4,216,022

24.13%

1295 STATE ST #C105

SPRINGFIELD, MA 01111-0001

WELLS FARGO FUNDS SEEDING
ACCOUNT

R

2,564

100.00%

C/O WELLS FARGO INVESTMENTS
GRP INC

MAC #A0103-091

280525 MARKET ST, 9TH FL

SAN FRANCISCO, CA 94105-2779

TAYNIK & CO

R4

2,235,527

8.28%

C/O INVESTORS BANK & TRUST CO

ATTN MUTUAL FUND PROCESSING

200 CLARENDON ST, FPG 90

BOSTON, MA 02116-5097

MLPF&S FOR THE SOLE BENEFIT

R4

1,415,076

5.24%

OF ITS CUSTOMERS

ATTN MUTUAL FUND
ADMINISTRATION

4800 DEER LAKE DR E, FL 3

JACKSONVILLE, FL 32246-6484

MASSACHUSETTS MUTUAL
INSURANCE CO

R4

3,095,710

11.47%

1295 STATE ST #C105

SPRINGFIELD, MA 01111-0001

WELLS FARGO BANK FBO

R4

14,104,634

52.25%

VARIOUS RETIREMENT PLANS

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28288-1151

NFS LLC FEBO

R4

1,743,767

6.46%

QUALIFIED EMPLOYEE BENEFIT

PLANS 401K FINOPS-IC FUNDS

100 MAGELLAN WAY #KW1C

COVINGTON, KY 41015-1987

C/O FASCORE LLC

R4

1,463,152

5.42%

TEXA AVERS 401K PLAN

EMPLOYEE RETIREMENT SYSTEM OF
TEXAS

8515 E ORCHARD RD 2T2

GREENWOOD VLG, CO 80111-5002

WELLS FARGO BANK FBO

R6

27,506,493

53.33%

A WELLS FARGO COMPANY

FBO WELLS FARGO 401K PLAN

NC 1076

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28262-8522

WELLS FARGO BANK FBO

R6

5,108,504

9.90%

VARIOUS RETIREMENT PLANS

NC 1076

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28262-8522

NFS LLC FEBO

R6

5,267,390

10.21%

FIIOC AS AGENT FOR

QUALIFIED EMPLOYEE BENEFIT

PLANS 401K FINOPS-IC FUNDS

100 MAGELLAN WAY #KW1C

COVINGTON, KY 41015-1987

 

Wells Fargo Advantage Dow Jones Target Date 2040 Fund

Name and Address of Shareholders

Class

Number of
Shares

Percentage of Shares of
Class

FIRST CLEARING LLC

A

3,725,516

61.55%

SPECIAL CUSTODY ACCT FOR

EXCLUSIVE BENEFIT OF CUSTOMER

2801 MARKET ST

ST LOUIS, MO 63103-2523

FIRST CLEARING LLC

B

11,003

57.07%

SPECIAL CUSTODY ACCT FOR

EXCLUSIVE BENEFIT OF CUSTOMER

2801 MARKET ST

ST LOUIS, MO 63103-2523

WELLS FARGO BANK NA

B

1,027

5.33%

CUST FOR THE SIMPLE IRA OF

BILL MEADOWS

PO BOX 742

WOODWARD, OK 73802-0742

WELLS FARGO BANK NA

B

1,604

8.32%

CUST FOR THE SIMPLE IRA OF

BILL MEADOWS

4503 OXBOW CIR E

FULSHEAR, TX 77441-4535

WELLS FARGO BANK NA

B

1,608

8.34%

CUST FOR THE SIMPLE IRA OF

KELLY MEADOWS

390 MEADOWLARK CIR

SEALY, TX 77474-4126

PERSHING LLC

C

62,078

23.15%

1 PERSHING PLZ

JERSEY CITY, NJ 07399-0002

FIRST CLEARING LLC

C

132,315

49.34%

SPECIAL CUSTODY ACCT FOR

EXCLUSIVE BENEFIT OF CUSTOMER

2801 MARKET ST

ST LOUIS, MO 63103-2523

NATIONAL FINANCIAL SERVICES LLC

ADMINISTRATOR

6,038,500

25.89%

FOR EXCLUSIVE BENEFIT OF OUR
CUSTOMERS

ATTN MUTUAL FUND DEPT, 4TH FL

499 WASHINGTON BLVD

JERSEY CITY, NJ 07310-2010

WELLS FARGO BANK FBO

ADMINISTRATOR

3,126,219

13.31%

VARIOUS RETIREMENT PLANS

NC 1076

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28262-8522

WELLS FARGO BANK WEST TTEE FBO

ADMINISTRATOR

1,200,196

5.11%

VARIOUS FASCORE LLC RECORD
KEPT PLA

8515 E ORCHARD RD 2T2

GREENWOOD VLG, CO 80111-5002

WELLS FARGO BANK NA

ADMINISTRATOR

10,374,211

44.16%

OMNIBUS ACCT FOR VARIOUS RET
PLANS

NC 1151

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28288-1076

TAYNIK & CO

INVESTOR

541,333

8.72%

C/O INVESTORS BANK & TRUST CO

ATTN MUTUAL FUND PROCESSING

200 CLARENDON ST FPG 90

BOSTON, MA 02116-5097

MASSACHUSETTS MUTUAL
INSURANCE CO

INVESTOR

1,336,743

21.54%

1295 STATE ST #C105

SPRINGFIELD, MA 01111-0001

GREAT-WEST TRUST COMPANY LLC
TTEE

INVESTOR

327,207

5.27%

EMPLOYEE BENEFITS CLIENTS 401K

8515 E ORCHARD RD 2T2

GREENWOOD VILLAGE, CO
80111-5002

WELLS FARGO FUNDS SEEDING
ACCOUNT

R

1,521

100.00%

C/O WELLS FARGO INVESTMENTS
GRP INC

MAC #A0103-091

280525 MARKET ST, 9TH FL

SAN FRANCISCO, CA 94105-2779

WELLS FARGO BANK FBO

R4

27,189,501

82.69%

VARIOUS RETIREMENT PLANS

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28288-1151

WELLS FARGO BANK FBO

R6

5,431,375

14.55%

VARIOUS RETIREMENT PLANS

NC 1151

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28262-8522

WELLS FARGO BANK FBO

R6

17,795,021

47.67%

A WELLS FARGO COMPANY

FBO WELLS FARGO 401K PLAN

NC 1076

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28262-8522

WELLS FARGO BANK NA

R6

3,917,287

10.49%

OMNIBUS ACCT FOR VARIOUS RET
PLANS

NC 1151

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28288-1076

 

Wells Fargo Advantage Dow Jones Target Date 2045 Fund

Name and Address of Shareholders

Class

Number of
Shares

Percentage of Shares of
Class

FIRST CLEARING LLC

A

8,562

58.83%

SPECIAL CUSTODY ACCT FOR

EXCLUSIVE BENEFIT OF CUSTOMER

2801 MARKET ST

ST LOUIS, MO 63103-2523

WELLS FARGO FUNDS SEEDING
ACCOUNT

A

1,114

7.65%

C/O WELLS FARGO INVESTMENTS
GRP INC

MAC #A0103-091

525 MARKET ST, 9TH FLOOR

SAN FRANCISCO, CA 94105-2779

GREAT-WEST TRUST COMPANY LLC
TTEE

A

2,092

14.38%

EMPLOYEE BENEFITS CLIENTS 401K

8515 E ORCHARD RD 2T2

GREENWOOD VILLAGE, CO
80111-5002

NATIONAL FINANCIAL SERVICES LLC

ADMINISTRATOR

5,280,791

48.37%

FOR EXCLUSIVE BENEFIT OF OUR
CUSTOMERS

ATTN MUTUAL FUND DEPT, 4TH FL

499 WASHINGTON BLVD

JERSEY CITY, NJ 07310-2010

WELLS FARGO BANK FBO

ADMINISTRATOR

2,573,647

23.57%

VARIOUS RETIREMENT PLANS

NC 1076

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28262-8522

WELLS FARGO BANK NA

ADMINISTRATOR

966,011

8.85%

OMNIBUS ACCT FOR VARIOUS RET
PLANS

NC 1151

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28288-1076

ING NATIONAL TRUST

ADMINISTRATOR

732,335

6.71%

AS TRUSTEE OR CUSTODIAN FOR

CORE MARKET RETIREMENT PLANS

1 HERITAGE DRIVE

NORTH QUINCY, MA 02171-2105

NATIONAL FINANCIAL SERVICES LLC

INVESTOR

494,368

5.17%

FOR EXCLUSIVE BENEFIT OF OUR
CUSTOMERS

ATTN MUTUAL FUND DEPT, 4TH FL

499 WASHINGTON BLVD

JERSEY CITY, NJ 07310-2010

TAYNIK & CO

INVESTOR

802,775

8.40%

C/O INVESTORS BANK & TRUST CO

ATTN MUTUAL FUND PROCESSING

200 CLARENDON ST FPG 90

BOSTON, MA 02116-5097

MASSACHUSETTS MUTUAL
INSURANCE CO

INVESTOR

2,637,098

27.58%

1295 STATE ST #C105

SPRINGFIELD, MA 01111-0001

MASSACHUSETTS MUTUAL
INSURANCE CO

INVESTOR

2,423,837

25.35%

1295 STATE ST #C105

SPRINGFIELD, MA 01111-0001

WELLS FARGO FUNDS SEEDING
ACCOUNT

R

2,503

100.00%

C/O WELLS FARGO INVESTMENTS
GRP INC

MAC #A0103-091

280525 MARKET ST, 9TH FL

SAN FRANCISCO, CA 94105-2779

TAYNIK & CO

R4

1,034,488

6.81%

C/O INVESTORS BANK & TRUST CO

ATTN MUTUAL FUND PROCESSING

200 CLARENDON ST, FPG 90

BOSTON, MA 02116-5097

MASSACHUSETTS MUTUAL
INSURANCE CO

R4

1,214,556

8.00%

1295 STATE ST #C105

SPRINGFIELD, MA 01111-0001

WELLS FARGO BANK FBO

R4

8,566,333

56.41%

VARIOUS RETIREMENT PLANS

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28288-1151

NFS LLC FEBO

R4

827,542

5.45%

FIIOC AS AGENT FOR

QUALIFIED EMPLOYEE BENEFIT

PLANS 401K FINOPS-IC FUNDS

8515 E ORCHARD RD 2T2

COVINGTON, KY 41015-1987

C/O FASCORE LLC

R4

1,436,173

9.46%

TEXA AVERS 401K PLAN

EMPLOYEE RETIREMENT SYSTEM OF
TEXAS

8515 E ORCHARD RD 2T2

GREENWOOD VLG, CO 80111-5002

MASSACHUSETTS MUTUA
INSURANCE CO

R6

1,677,267

6.64%

1295 STATE ST #C105

SPRINGFIELD, MA 01111-0001

WELLS FARGO BANK FBO

R6

12,165,754

48.16%

A WELLS FARGO COMPANY

FBO WELLS FARGO 401K PLAN

NC 1076

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28262-8522

WELLS FARGO BANK FBO

R6

2,767,100

10.95%

VARIOUS RETIREMENT PLANS

NC 1076

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28262-8522

NFS LLC FEBO

R6

2,488,851

9.85%

FIIOC AS AGENT FOR

QUALIFIED EMPLOYEE BENEFIT

PLANS 401K FINOPS-IC FUNDS

100 MAGELLAN WAY KW1C

COVINGTON, KY 41015-1987

 

Wells Fargo Advantage Dow Jones Target Date 2050 Fund

Name and Address of Shareholders

Class

Number of
Shares

Percentage of Shares of
Class

PERSHING LLC

A

2,399

13.17%

1 PERSHING PLZ

JERSEY CITY, NJ 07399-0002

FIRST CLEARING LLC

A

9,174

50.35%

SPECIAL CUSTODY ACCT FOR

EXCLUSIVE BENEFIT OF CUSTOMER

2801 MARKET ST

ST LOUIS, MO 63103-2523

WELLS FARGO FUNDS SEEDING
ACCOUNT

A

1,167

6.40%

C/O WELLS FARGO INVESTMENTS
GRP INC

MAC #A0103-091

525 MARKET ST, 9TH FLOOR

SAN FRANCISCO, CA 94105-2779

PIMS/PRUDENTIAL RETIREMENT

A

2,822

15.49%

AS NOMINEE FOR THE TTEE/CUST

CABRINI OF WESTCHESTER

115 BROADWAY

DOBBS FERRY, NY 10522-2835

PERSHING LLC

C

2,386

16.39%

1 PERSHING PLZ

JERSEY CITY, NJ 07399-0002

FIRST CLEARING LLC

C

8,091

55.58%

SPECIAL CUSTODY ACCT FOR THE

EXCLUSIVE BENEFIT OF CUSTOMER

2801 MARKET ST

SAINT LOUIS, MO 63103-2523

MLPF&S FOR THE SOLE BENEFIT

C

1,176

8.08%

OF ITS CUSTOMERS

ATTN MUTUAL FUND ADMINISTRATION

4800 DEER LAKE DR E, FL 3

JACKSONVILLE, FL 32246-6484

WELLS FARGO FUNDS SEEDING
ACCOUNT

C

1,157

7.95%

C/O WELLS FARGO INVESTMENTS
GRP INC

MAC #A0103-091

525 MARKET ST, 9TH FLOOR

SAN FRANCISCO, CA 94105-2779

NATIONAL FINANCIAL SERVICES LLC

ADMINISTRATOR

4,452,087

24.13%

FOR EXCLUSIVE BENEFIT OF OUR
CUSTOMERS

ATTN MUTUAL FUND DEPT, 4TH FL

499 WASHINGTON BLVD

JERSEY CITY, NJ 07310-2010

WELLS FARGO BANK FBO

ADMINISTRATOR

2,157,363

11.69%

VARIOUS RETIREMENT PLANS

NC 1076

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28262-8522

WELLS FARGO BANK WEST TTEE FBO

ADMINISTRATOR

932,529

5.05%

VARIOUS FASCORE LLC RECORD KEPT PLA

8515 E ORCHARD RD 2T2

GREENWOOD VLG, CO 80111-5002

WELLS FARGO BANK NA

ADMINISTRATOR

8,822,033

47.81%

OMNIBUS ACCT FOR VARIOUS RET
PLANS

NC 1151

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28288-1076

TAYNIK & CO

INVESTOR

396,887

7.47%

C/O INVESTORS BANK & TRUST CO

ATTN MUTUAL FUND PROCESSING

200 CLARENDON ST FPG 90

BOSTON, MA 02116-5097

MASSACHUSETTS MUTUAL
INSURANCE CO

INVESTOR

874,957

16.46%

1295 STATE ST #C105

SPRINGFIELD, MA 01111-0001

GREAT-WEST TRUST COMPANY LLC TTEE

INVESTOR

445,790

8.39%

EMPLOYEE BENEFITS CLIENTS 401K

8515 E ORCHARD RD 2T2

GREENWOOD VILLAGE, CO 80111-5002

WELLS FARGO FUNDS SEEDING
ACCOUNT

R

2,641

100.00%

C/O WELLS FARGO INVESTMENTS
GRP INC

MAC #A0103-091

280525 MARKET ST, 9TH FL

SAN FRANCISCO, CA 94105-2779

WELLS FARGO BANK FBO

R4

21,567,584

77.36%

VARIOUS RETIREMENT PLANS

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28288-1151

ATTN NPIO TRADE DESK

R4

1,508,364

5.41%

DCGT AS TTEE AND/OR CUST

FBO PRINCIPAL FINANCIAL GROUP

QUALIFIED PRIN ADVTG OMNIBUS

711 HIGH ST

DES MOINES, IA 50392-0001

C/O FASCORE LLC

R4

1,917,672

6.88%

TEXA AVERS 401K PLAN

EMPLOYEE RETIREMENT SYSTEM OF
TEXAS

8515 E ORCHARD RD 2T2

GREENWOOD VLG, CO 80111-5002

WELLS FARGO BANK FBO

R6

48,646,127

77.17%

A WELLS FARGO COMPANY

FBO WELLS FARGO 401K PLAN

NC 1076

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28262-8522

WELLS FARGO BANK FBO

R6

3,863,869

6.13%

VARIOUS RETIREMENT PLANS

NC 1076

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28262-8522

 

Wells Fargo Advantage Dow Jones Target Date 2055 Fund

Name and Address of Shareholders

Class

Number of
Shares

Percentage of Shares of
Class

FIRST CLEARING LLC

A

1,879

35.62%

SPECIAL CUSTODY ACCT FOR

EXCLUSIVE BENEFIT OF CUSTOMER

2801 MARKET ST

ST LOUIS, MO 63103-2523

WELLS FARGO FUNDS SEEDING
ACCOUNT

A

1,009

19.13%

C/O WELLS FARGO INVESTMENTS
GRP INC

MAC #A0103-091

525 MARKET ST, 9TH FLOOR

SAN FRANCISCO, CA 94105-2779

WELLS FARGO BANK NA CUST

A

932

17.67%

ROTH CONTRIBUTION IRA

JILL SINGLETON

8500 BERRINGTON CT

MONTGOMERY, AL 36117-8419

WELLS FARGO BANK NA

A

506

9.60%

CUST FOR THE ROLLOVER IRA OF

RITA LUMETTA

1020 SANDERS DR

MORAGA, CA 94556-1917

WELLS FARGO BANK NA CUST

A

274

5.19%

ROTH CONTRIBUTION IRA

RYAN D RUTHERFORD

301 CORNELL ST

ROSLINDALE, MA 02131-2812

NATIONAL FINANCIAL SERVICES LLC

ADMINISTRATOR

57,123

8.63%

FOR EXCLUSIVE BENEFIT OF OUR
CUSTOMERS

ATTN MUTUAL FUND DEPT, 4TH FL

499 WASHINGTON BLVD

JERSEY CITY, NJ 07310-2010

WELLS FARGO BANK NA

ADMINISTRATOR

585,565

88.44%

OMNIBUS ACCT FOR VARIOUS RET
PLANS

NC 1151

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28288-1076

NATIONAL FINANCIAL SERVICES LLC

INVESTOR

26,371

8.13%

FOR EXCLUSIVE BENEFIT OF OUR
CUSTOMERS

ATTN MUTUAL FUND DEPT, 4TH FL

499 WASHINGTON BLVD

JERSEY CITY, NJ 07310-2010

TAYNIK & CO

INVESTOR

20,994

6.47%

C/O INVESTORS BANK & TRUST CO

ATTN MUTUAL FUND PROCESSING

200 CLARENDON ST FPG 90

BOSTON, MA 02116-5097

MASSACHUSETTS MUTUAL
INSURANCE CO

INVESTOR

60,117

18.54%

1295 STATE ST #C105

SPRINGFIELD, MA 01111-0001

WELLS FARGO BANK NA

INVESTOR

16,785

5.18%

CUST FOR THE IRA OF

MARIAN M A URIARTE

2089 VALOR CT

GLENVIEW NAS, IL 60026-8053

WELLS FARGO FUNDS SEEDING
ACCOUNT

R

2,311

100.00%

C/O WELLS FARGO INVESTMENTS
GRP INC

MAC #A0103-091

280525 MARKET ST, 9TH FL

SAN FRANCISCO, CA 94105-2779

MLPF&S FOR THE SOLE BENEFIT

R4

105,612

6.57%

OF ITS CUSTOMERS

ATTN MUTUAL FUND
ADMINISTRATION

4800 DEER LAKE DR E, FL 3

JACKSONVILLE, FL 32246-6484

WELLS FARGO BANK FBO

R4

973,582

60.59%

VARIOUS RETIREMENT PLANS

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28288-1151

ATTN NPIO TRADE DESK

R4

98,403

6.12%

DCGT AS TTEE AND/OR CUST

FBO PRINCIPAL FINANCIAL GROUP

QUALIFIED PRIN ADVTG OMNIBUS

711 HIGH ST

DES MOINES, IA 50392-0001

C/O FASCORE LLC

R4

272,260

16.94%

TEXA AVERS 401K PLAN

EMPLOYEE RETIREMENT SYSTEM OF
TEXAS

8515 E ORCHARD RD 2T2

GREENWOOD VLG, CO 80111-5002

WELLS FARGO BANK FBO

R6

610,227

10.52%

VARIOUS RETIREMENT PLANS

NC 1151

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28262-8522

FIRST CLEARING LLC

R6

599,689

10.34%

2801 MARKET STREET

SAINT LOUIS, MO 63103-2523

WELLS FARGO BANK FBO

R6

3,983,686

68.68%

WELLS FARGO & COMPANY 401K
PLAN

1525 WEST WT HARRIS BLVD

CHARLOTTE, NC 28288-1151

Exhibit B

FORM OF NEW SUB-ADVISORY AGREEMENT


FORM OF SUB-ADVISORY AGREEMENT AMONG WELLS FARGO FUNDS TRUST, WELLS FARGO FUNDS MANAGEMENT, LLC AND GLOBAL INDEX ADVISORS, INC.

This AGREEMENT is made as of this __ day of __, 2014, between Wells Fargo Funds Trust (the "Trust"), a statutory trust organized under the laws of the State of Delaware with its principal place of business at 525 Market Street, 12th Floor, San Francisco, California 94105, Wells Fargo Funds Management, LLC (the "Adviser"), a limited liability company organized under the laws of the State of Delaware with its principal place of business at 525 Market Street, 12th Floor, San Francisco, California 94105, and Global Index Advisors, Inc. (the "Sub-Adviser"), a corporation organized under the laws of the State of Delaware, with its principal place of business at 2964 Peachtree Road, Suite 542, Atlanta, GA 30305.

WHEREAS, the Adviser and the Sub-Adviser are registered investment advisers under the Investment Advisers Act of 1940, as amended (the "Advisers Act"); and

WHEREAS, the Trust is engaged in business as an open-end investment company with one or more series of shares and is registered under the Investment Company Act of 1940, as amended (the "1940 Act"); and

WHEREAS, the Trust's Board of Trustees (the "Board") has engaged the Adviser to perform investment advisory services for each series of the Trust under the terms of an investment advisory agreement, dated August 6, 2003, between the Adviser and the Trust (the "Advisory Agreement"); and

WHEREAS, the Adviser, acting pursuant to the Advisory Agreement, wishes to retain the Sub-Adviser, and the Trust's Board has approved the retention of the Sub-Adviser, to provide investment advisory services to each series of the Trust listed in Appendix A hereto as it may be amended from time to time (each a "Fund" and collectively the "Funds"), and the Sub-Adviser is willing to provide those services on the terms and conditions set forth in this Agreement;

NOW THEREFORE, the Trust, the Adviser and Sub-Adviser agree as follows:

Section 1. Appointment of Sub-Adviser. The Trust is engaged in the business of investing and reinvesting its assets in securities of the type and in accordance with the limitations specified in its Declaration of Trust, as amended or supplemented from time to time, By-Laws (if any) and Registration Statement filed with the Securities and Exchange Commission (the "Commission") under the 1940 Act and the Securities Act of 1933 (the "Securities Act"), including any representations made in the prospectus and statement of additional information relating to the Funds contained therein and as may be amended or supplemented from time to time, all in such manner and to such extent as may from time to time be authorized by the Board.

Subject to the direction and control of the Board, the Adviser manages the investment and reinvestment of the assets of the Funds and provides for certain management and other services as specified in the Advisory Agreement.

Subject to the direction and control of the Board and the Adviser, the Sub-Adviser shall manage the investment and reinvestment of the assets of the Funds as contemplated in this Agreement, and without limiting the generality of the foregoing, shall provide the management and other services specified below in Section 2(a), all in such manner and to such extent as may be directed from time to time by the Adviser. Notwithstanding anything in this Agreement to the contrary, the Adviser shall be responsible for compliance with any statute, rule, regulation, guideline or investment restriction that applies to the Funds' investment portfolio as a whole and the Sub-Adviser's responsibility shall be limited to following any instruction the Sub-Adviser might receive from the Adviser.

The investment authority granted to the Sub-Adviser shall include the authority to exercise whatever powers the Trust may possess with respect to any of its assets held by the Funds, including, but not limited to, the power to exercise rights, options, warrants, conversion privileges, redemption privileges, and to tender securities pursuant to a tender offer. The Sub-Adviser shall not, however, be responsible for voting proxies, for participating in class actions and/or other legal proceedings on behalf of the Funds, but will provide such assistance as is reasonably requested by the Adviser.

Section 2. Duties of the Sub-Adviser.

(a) The Sub-Adviser shall make decisions with respect to all purchases and sales of securities and other investment assets for the Funds. To carry out such decisions, the Sub-Adviser is hereby authorized, as agent and attorney-in-fact for the Trust, for the account of, at the risk of and in the name of the Trust, to place orders and issue instructions with respect to those transactions of the Funds. In all purchases, sales and other transactions in securities and other assets for the Funds, the Sub-Adviser is authorized to exercise full discretion and act for the Trust and instruct the Fund's custodian (the "Custodian") in the same manner and with the same force and effect as the Trust might or could do with respect to such purchases, sales or other transactions, as well as with respect to all other things necessary or incidental to the furtherance or conduct of such purchases, sales or other transactions.

The Sub-Adviser acknowledges that the Funds and other mutual funds advised by the Adviser (collectively, the "fund complex") may engage in transactions with certain sub-advisers in the fund complex (and their affiliated persons) in reliance on exemptions under Rule 10f-3, Rule 12d3-1, Rule 17a-10 and Rule 17e-1 under the 1940 Act. Accordingly, the Sub-Adviser hereby agrees that it will not consult with any other sub-adviser of a fund in the fund complex, or an affiliated person of a sub-adviser, concerning transactions for a fund in securities or other fund assets. With respect to a multi-managed Fund, the Sub-Adviser shall be limited to managing only the discrete portion of the Fund's portfolio as may be determined from time-to-time by the Board or the Adviser, and shall not consult with the sub-adviser as to any other portion of the Fund's portfolio concerning transactions for the Fund in securities or other Fund assets. The foregoing is in no way intended to limit the Sub-Adviser from serving fully in its capacity as administrator to the Dow Jones Target Date Indexes.

(b) Following the close of each calendar quarter, the Sub-Adviser will report to the Board regarding the investment performance of the Fund since the prior report, and will also keep the Board informed of important developments known by it to affect the Trust, the Fund and the Sub-Adviser, and on its own initiative will furnish the Board and the Adviser from time to time with such information as the Sub-Adviser may believe appropriate, whether concerning the individual companies whose securities are held by a Fund, the industries in which they engage, or the economic, social or political conditions prevailing in each country in which the Fund maintains investments. The Sub-Adviser will also furnish the Board and the Adviser with such statistical and analytical information with respect to securities held by the Fund as the Sub-Adviser may believe appropriate or as the Board or the Adviser reasonably request.

The Sub-Adviser shall promptly notify the Adviser of (i) any changes regarding the Sub-Adviser that would impact disclosure in the Trust's Registration Statement, or (ii) any violation of any requirement, provision, policy or restriction that the Sub-Adviser is required to comply with under Section 6 of this Agreement. The Sub-Adviser shall, within two business days, notify both the Adviser and the Trust of any legal process served upon it in connection with its activities hereunder, including any legal process served upon it on behalf of the Adviser, the Fund or the Trust. The Sub-Adviser shall reasonably cooperate with the Custodian in the Custodian's processing of class actions or other legal proceedings relating to the holdings (historical and/or current) of the Fund.

(c) The Sub-Adviser may from time to time employ or sub-contract the services of certain persons as the Sub-Adviser believes to be appropriate or necessary to assist in the execution of the Sub-Adviser's duties hereunder; provided, however, that the employment of or sub-contracting to any such person shall not relieve the Sub-Adviser of its responsibilities or liabilities hereunder. The cost of performance of such duties shall be borne and paid by the Sub-Adviser. No obligation may be imposed on the Trust in any such respect.

The Sub-Adviser shall supervise and monitor the activities of its representatives, personnel and agents in connection with the execution of its duties and obligations hereunder. The appropriate personnel of the Sub-Adviser will be made available to consult with the Adviser, the Trust and the Board at reasonable times and upon reasonable notice concerning the business of the Trust.

(d) The Sub-Adviser shall maintain records relating to portfolio transactions and the placing and allocation of brokerage orders as are required to be maintained by the Trust under the 1940 Act. The Sub-Adviser shall prepare and maintain, or cause to be prepared and maintained, in such form, for such periods and in such locations as may be required by applicable law, all documents and records relating to the services provided by the Sub-Adviser pursuant to this Agreement required to be prepared and maintained by the Trust pursuant to the rules and regulations of any national, state, or local government entity with jurisdiction over the Trust, including the Commission and the Internal Revenue Service. The books and records pertaining to the Trust which are in possession of the Sub-Adviser shall be the property of the Trust. The Trust, or the Trust's authorized representatives (including the Adviser), shall have access to such books and records at all times during the Sub-Adviser's normal business hours. Upon the reasonable request of the Trust, copies of any such books and records shall be provided promptly by the Sub-Adviser to the Trust or the Trust's authorized representatives.

Section 3. Delivery of Documents to the Sub-Adviser. The Adviser has furnished the Sub-Adviser with true, correct and complete copies of the following documents:

(a) The Declaration of Trust, as in effect on the date hereof;
(b) The Registration Statement filed with the Commission under the 1940 Act, including the form of prospectus related to the Fund included therein;
(c) The Advisory Agreement; and
(d) Written guidelines, policies and procedures adopted by the Trust.

The Adviser will furnish the Sub-Adviser with all future amendments and supplements to the foregoing as soon as practicable after such documents become available. The Adviser shall furnish the Sub-Adviser with any further documents, materials or information that the Sub-Adviser may reasonably request in connection with the performance of its duties hereunder.

Sub-Adviser shall not be responsible for compliance with any document, materials, instruction or other information not provided to Sub-Adviser in a timely manner, and until a reasonable time after receipt of same by Sub-Adviser.

The Sub-Adviser shall furnish the Adviser with written certifications, in such form as the Adviser shall reasonably request, that it has received and reviewed the most recent version of the foregoing documents provided by the Adviser and that it will comply with such documents in the performance of its obligations under this Agreement.

Section 4. Delivery of Documents to the Adviser. The Sub-Adviser has furnished, and in the future will furnish, the Adviser with true, correct and complete copies of each of the following documents:

(a) The Sub-Adviser's most recent Form ADV;
(b) The Sub-Adviser's most recent balance sheet; and
(c) The current Code of Ethics of the Sub-Adviser, adopted pursuant to Rule 17j-1 under the 1940 Act, and annual certifications regarding compliance with such Code.

In addition, the Sub-Adviser will furnish the Adviser with (i) a summary of the results of any future examination of the Sub-Adviser by the Commission or other regulatory agency with respect to the Sub-Adviser's activities hereunder; and (ii) copies of its policies and procedures adopted pursuant to Rule 206(4)-7 under the Advisers Act.

The Sub-Adviser will furnish the Adviser with all such documents as soon as practicable after such documents become available, to the extent that such documents have been changed materially. The Sub-Adviser shall furnish the Adviser with any further documents, materials or information as the Adviser may reasonably request in connection with Sub-Adviser's performance of its duties under this Agreement, including, but not limited to, information regarding the Sub-Adviser's financial condition, level of insurance coverage and any certifications or sub-certifications which may reasonably be requested in connection with Fund registration statements, Form N-CSR filings or other regulatory filings, and which are appropriately limited to Sub-Adviser's responsibilities under this Agreement.

Section 5. Control by Board. As is the case with respect to the Adviser under the Advisory Agreement, any investment activities undertaken by the Sub-Adviser pursuant to this Agreement, as well as any other activities undertaken by the Sub-Adviser on behalf of the Fund, shall at all times be subject to the direction and control of the Trust's Board.

Section 6. Compliance with Applicable Requirements. In carrying out its obligations under this Agreement, the Sub-Adviser shall at all times comply with:

(a) investment guidelines, policies and restrictions established by the Board that have been communicated in writing to the Sub-Adviser;

(b) all applicable provisions of the 1940 Act and the Advisers Act, and any rules and regulations adopted thereunder;

(c) the Registration Statement of the Trust, as it may be amended from time to time, filed with the Commission under the Securities Act and the 1940 Act and delivered to the Sub-Adviser;

(d) the provisions of the Declaration of Trust of the Trust, as it may be amended or supplemented from time to time and delivered to the Sub-Adviser;

(e) the provisions of the Internal Revenue Code of 1986, as amended, applicable to the Trust or the Fund, and any rules and regulations adopted thereunder; and

(f) any other applicable provisions of state or federal law, and any rules and regulations adopted thereunder.

Section 7. Proxies. The Adviser shall have responsibility to vote proxies solicited with respect to issuers of securities in which assets of the Fund are invested from time to time in accordance with the Trust's policies on proxy voting. The Sub-Adviser will provide, when requested by the Adviser, information on a particular issuer to assist the Adviser in the voting of a proxy.

Section 8. Expenses. All of the ordinary business expenses incurred in the operations of the Fund and the offering of its shares shall be borne by the Fund unless specifically provided otherwise in this Agreement. The expenses borne by the Fund include, but are not limited to, brokerage commissions, taxes, legal, auditing or governmental fees, the cost of preparing share certificates, custodian, transfer agent and shareholder service agent costs, expense of issue, sale, redemption and repurchase of shares, expenses of registering and qualifying shares for sale, expenses relating to Board and shareholder meetings, the cost of preparing and distributing reports and notices to shareholders, the fees and other expenses incurred by the Fund in connection with membership in investment company organizations and the cost of printing copies of prospectuses and statements of additional information distributed to the Fund's shareholders.

The Sub-Adviser shall pay its own expenses in connection with the services to be provided by it pursuant to this Agreement. In addition, the Sub-Adviser shall be responsible for reasonable out-of-pocket costs and expenses incurred by the Adviser or the Trust: (a) to amend the Trust's registration statement (other than as part of a normal annual updating of the registration statement) or supplement the Fund's prospectus, and circulate the same, solely to reflect a change in the personnel of the Sub-Adviser responsible for making investment decisions in relation to the Fund; or (b) to obtain shareholder approval of a new sub-advisory agreement as a result of a "change in control" (as such term in defined in Section 2(a)(9) of the 1940 Act) of the Sub-Adviser, or to otherwise comply with the 1940 Act, the Securities Act, or any other applicable statute, law, rule or regulation, as a result of such change.

Section 9. Compensation. As compensation for the sub-advisory services provided under this Agreement, the Adviser shall pay the Sub-Adviser fees, payable monthly, at the annual rates indicated on Appendix B hereto, as such Schedule may be amended or supplemented as agreed to in writing by the parties from time to time. It is understood that the Adviser shall be responsible for the Sub-Adviser's fee for its services hereunder, and the Sub-Adviser agrees that it shall have no claim against the Trust or the Fund with respect to compensation under this Agreement.

Section 10. Standard of Care. The Trust and the Adviser will expect of the Sub-Adviser, and the Sub-Adviser will give the Trust and the Adviser the benefit of, the Sub-Adviser's best judgment and efforts in rendering its services to the Trust, and the Sub-Adviser shall not be liable hereunder for any mistake in judgment. In the absence of willful misfeasance, bad faith, gross negligence or reckless disregard of obligations or duties hereunder on the part of the Sub-Adviser or any of its officers, directors, employees or agents, the Sub-Adviser shall not be subject to liability to the Adviser, to the Trust or to any shareholders in the Trust for any act or omission in the course of, or connected with, rendering services hereunder or for any losses that may be sustained in the purchase, holding or sale of any security.

Nothing in this Agreement (including Sections 10, 15 or 16) shall be construed to relieve either the Sub-Adviser or the Adviser of any claims or liability arising under federal securities laws or any non-waivable provisions of any other federal or state laws.

Section 11. Non-Exclusivity. The services of the Sub-Adviser to the Adviser and the Trust are not to be deemed to be exclusive, and the Sub-Adviser shall be free to render investment advisory and administrative or other services to others (including other investment companies) and to engage in other activities. It is understood and agreed that officers or directors of the Sub-Adviser are not prohibited from engaging in any other business activity or from rendering services to any other person, or from serving as partners, officers, directors or trustees of any other firm or trust, including other investment advisory companies.

It is understood that the Sub-Adviser performs investment advisory services for various clients, including accounts of clients in which the Sub-Adviser or associated persons have a beneficial interest. The Sub-Adviser may give advice and take action in the performance of its duties with respect to any of its other clients, which may differ from the advice given, or the timing or nature of action taken, with respect to the assets of the Fund. Nothing in this Agreement shall be deemed to impose upon the Sub-Adviser any obligation to purchase or sell for the Fund any security or other property that the Sub-Adviser purchases or sells for its own accounts or for the account of any other client.

Section 12. Records. The Sub-Adviser shall, with respect to orders the Sub-Adviser places for the purchase and sale of portfolio securities of the Fund, maintain or arrange for the maintenance of the documents and records required pursuant to Rule 31a-1 under the 1940 Act, as well as trade tickets and confirmations of portfolio trades, and such other records as the Adviser reasonably requests to be maintained. All such records shall be maintained in a form reasonably acceptable to the Adviser and the Trust and in compliance with the provisions of Rule 31a-1 or any successor rule. All such records will be the property of the Trust, and will be made available for inspection by the Trust and its authorized representatives (including the Adviser). The Sub-Adviser shall promptly, upon the Trust's request, surrender to the Trust those records that are the property of the Trust or the Fund; provided, however, that the Sub-Adviser may retain copies of such records.

Section 13. Term and Approval. This Agreement shall become effective with respect to a Fund after it is approved in accordance with the express requirements of the 1940 Act, and executed by the Trust, Adviser and Sub-Adviser and shall thereafter continue from year to year, provided that the continuation of the Agreement is approved in accordance with the requirements of the 1940 Act, which currently requires that the continuation be approved at least annually:

(a) (i) by the Trust's Board of Trustees or (ii) by the vote of "a majority of the outstanding voting securities" of the Fund (as defined in Section 2(a)(42) of the 1940 Act, and
(b) by the affirmative vote of a majority of the Trust's Trustees who are not parties to this Agreement or "interested persons" (as defined in the 1940 Act) of a party to this Agreement (other than as Trustees of the Trust), by votes cast in person at a meeting specifically called for such purpose.

Section 14. Termination. This Agreement may be terminated with respect to each Fund at any time, without the payment of any penalty, by vote of the Board or by vote of a majority of the Fund's outstanding voting securities, or by the Adviser or Sub-Adviser upon sixty (60) days' written notice to the other party. The notice provided for herein may be waived by the party entitled to receipt thereof. This Agreement shall automatically terminate in the event of its assignment, the term "assignment" for purposes of this paragraph having the meaning defined in Section 2(a)(4) of the 1940 Act, as it may be interpreted by the Commission or its staff in interpretive releases, or applied by the Commission staff in no-action letters, issued under the 1940 Act.

This Agreement may also be terminated immediately by the Adviser, the Sub-Adviser or the Trust in the event that a respective party: (i) breaches a material term of this Agreement; or (ii) commits a material violation of any governing law or regulation; or (iii) engages in conduct that would have a material adverse effect upon the reputation or business prospects of a respective party.

Section 15. Indemnification by the Sub-Adviser. In the absence of willful misfeasance, bad faith, gross negligence or reckless disregard of obligations or duties hereunder on the part of the Trust or the Adviser, or any of their respective officers, directors, employees, affiliates or agents, the Trust and the Adviser, respectively, shall not be responsible for, and the Sub-Adviser hereby agrees to indemnify and hold harmless the Trust and the Adviser and their respective officers, directors, employees, affiliates and agents (severally, but not jointly) against any and all losses, damages, costs, charges, reasonable counsel fees, payments, expenses, liability, claims, actions, suits or proceedings at law or in equity whether brought by a private party or a governmental department, commission, board, bureau, agency or instrumentality of any kind, arising out of or attributable to the willful misfeasance, bad faith, grossly negligent acts or reckless disregard of obligations or duties hereunder on the part of the Sub-Adviser or any of its officers, directors, employees affiliates or agents. Notwithstanding the foregoing, the Sub-Adviser shall not be liable hereunder for any losses or damages resulting from the Sub-Adviser's adherence to the Adviser's written instructions, or for any action or inaction by the Sub-Adviser consistent with the Standard of Care described in Section 10 of this Agreement.

Section 16. Indemnification by the Trust and the Adviser. Provided that the conduct of the Sub-Adviser, its partners, employees, affiliates and agents is consistent with the Standard of Care described in Section 10 of this Agreement, the Sub-Adviser shall not be responsible for, and the Trust and the Adviser (severally, but not jointly) hereby agree to indemnify and hold harmless the Sub-Adviser, its partners, employees, affiliates and agents against any and all losses, damages, costs, charges, reasonable counsel fees, payments, expenses, liability, claims, actions, suits or proceedings at law or in equity whether brought by a private party or a governmental department, commission, board, bureau, agency or instrumentality of any kind, arising out of or attributable to conduct of the party from whom such indemnification is sought and relating to: (i) the advertising, solicitation, sale, purchase or pledge of securities, whether of the Fund or other securities, undertaken by the Fund, its officers, directors, employees, affiliates or agents, (ii) any violations of the securities laws, rules, regulations, statutes and codes, whether federal or of any state, by the Fund or the Adviser, respectively, or their respective officers, directors, employees, affiliates or agents, or (iii) the willful misfeasance, bad faith, grossly negligent acts or reckless disregard of obligations or duties hereunder on the part of the Fund or the Adviser, respectively, or their respective officers, directors, employees, affiliates or agents.

Section 17. Notices. Any notices under this Agreement shall be in writing, addressed and delivered or mailed postage paid to the other party at such address as such other party may designate for the receipt of such notice. Until further notice to the other party, it is agreed that the address of the Trust shall be 525 Market Street, 12th Floor, San Francisco, California 94105, Attention: Karla M. Rabusch, and that of the Adviser shall be 525 Market Street, 12th Floor, San Francisco, California 94105, Attention: C. David Messman, and that of the Sub-Adviser shall be 2964 Peachtree Road, Suite 542, Atlanta, GA 30305, Attention: James P. Lauder.

Section 18. Questions of Interpretation. Any question of interpretation of any term or provision of this Agreement having a counterpart in or otherwise derived from a term or provision of the 1940 Act shall be resolved by reference to such terms or provision of the 1940 Act and to interpretations thereof, if any, by the United States Courts or in the absence of any controlling decision of any such court, by rules, regulations or orders of the Commission, or interpretations of the Commission or its staff, or Commission staff no-action letters, issued pursuant to the 1940 Act. In addition, where the effect of a requirement of the 1940 Act or the Advisers Act reflected in any provision of this Agreement is revised by rule, regulation or order of the Commission, such provision shall be deemed to incorporate the effect of such rule, regulation or order. The duties and obligations of the parties under this Agreement shall be governed by and construed in accordance with the laws of the State of Delaware to the extent that state law is not preempted by the provisions of any law of the United States heretofore or hereafter enacted.

Section 19. Amendment. No provision of this Agreement may be changed, waived, discharged or terminated orally, but only by an instrument in writing signed by the party against which enforcement of the change, waiver, discharge or termination is sought. If shareholder approval of an amendment is required under the 1940 Act, no such amendment shall become effective until approved by a vote of the majority of the outstanding shares of the Fund. Otherwise, a written amendment of this Agreement is effective upon the approval of the Board, the Adviser and the Sub-Adviser.

Section 20. Wells Fargo Name. The Sub-Adviser and the Trust each agree that the name "Wells Fargo," which comprises a component of the Trust's name, is a property right of the parent of the Adviser. The Trust agrees and consents that: (i) it will use the words "Wells Fargo" as a component of its corporate name, the name of any series or class, or all of the above, and for no other purpose; (ii) it will not grant to any third party the right to use the name "Wells Fargo" for any purpose; (iii) the Adviser or any corporate affiliate of the Adviser may use or grant to others the right to use the words "Wells Fargo," or any combination or abbreviation thereof, as all or a portion of a corporate or business name or for any commercial purpose, other than a grant of such right to another registered investment company not advised by the Adviser or one of its affiliates; and (iv) in the event that the Adviser or an affiliate thereof is no longer acting as investment adviser to the Fund, the Trust shall, upon request by the Adviser, promptly take such action as may be necessary to change its corporate name to one not containing the words "Wells Fargo" and following such change, shall not use the words "Wells Fargo," or any combination thereof, as a part of its corporate name or for any other commercial purpose, and shall use its best efforts to cause its trustees, officers and shareholders to take any and all actions that the Adviser may request to effect the foregoing and to reconvey to the Adviser any and all rights to such words. The Sub-Adviser may include the Wells Fargo Funds in its representative client list.

Section 21. Risk Acknowledgement. The Sub-Adviser does not guarantee the future performance of the Funds, the success of any investment decision or strategy that the Sub-Adviser may use, or the success of the Sub-Adviser's overall management of the Funds. Each of the Trust and the Adviser understand that investment decisions made for the Funds by the Sub-Adviser are subject to various market, currency, economic and business risks, and that those investment decisions will not always be profitable. The Sub-Adviser will only be responsible for providing the advisory services specified in Section 2(a) above.

Section 22. Authority to Execute Agreement. Each of the individuals whose signature appears below represents and warrants that he or she has full authority to execute this Agreement on behalf of the party on whose behalf he or she has affixed his or her signature to this Agreement. The Trust and the Adviser will deliver to the Sub-Adviser such evidence of its authority with respect to this Agreement as Sub-Adviser may reasonably require. The Sub-Adviser will deliver to the Trust and the Adviser such evidence of its authority with respect to this Agreement as the Trust or the Adviser may reasonably require.

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed in triplicate by their respective officers on the day and year first written above.

WELLS FARGO FUNDS TRUST on behalf of the Fund
By:
C. David Messman
Secretary

WELLS FARGO FUNDS MANAGEMENT, LLC
By:
Andrew Owen
Executive Vice President

GLOBAL INDEX ADVISORS, INC.
By:
James Lauder
Chief Executive Officer

APPENDIX A

GLOBAL INDEX ADVISORS SUB-ADVISORY AGREEMENT
WELLS FARGO FUNDS TRUST

Wells Fargo Advantage Dow Jones Target 2010 Fund
Wells Fargo Advantage Dow Jones Target 2015 Fund
Wells Fargo Advantage Dow Jones Target 2020 Fund
Wells Fargo Advantage Dow Jones Target 2025 Fund
Wells Fargo Advantage Dow Jones Target 2030 Fund
Wells Fargo Advantage Dow Jones Target 2035 Fund
Wells Fargo Advantage Dow Jones Target 2040 Fund
Wells Fargo Advantage Dow Jones Target 2045 Fund
Wells Fargo Advantage Dow Jones Target 2050 Fund
Wells Fargo Advantage Dow Jones Target 2055 Fund
Wells Fargo Advantage Dow Jones Target Today Fund

APPENDIX B

GLOBAL INDEX ADVISORS SUB-ADVISORY AGREEMENT
FEE AGREEMENT
WELLS FARGO FUNDS TRUST

This fee agreement is effective as of the __ day of __, 2014, and is, by and between Wells Fargo Funds Trust (the "Trust"), Wells Fargo Funds Management, LLC (the "Adviser") and Global Index Advisors, Inc. (the "Sub-Adviser").

WHEREAS, the parties have entered into an Investment Sub-Advisory Agreement ("Sub-Advisory Agreement") whereby the Sub-Adviser provides management and other services to each series of the Trust listed in Appendix A to the Sub-Advisory Agreement (each a "Fund" and collectively the "Funds"); and

WHEREAS, the Sub-Advisory Agreement provides that the fees to be paid to the Sub-Adviser are to be as indicated on this Appendix B;

NOW THEREFORE, the parties agree that the fees to be paid to the Sub-Adviser under the Sub-Advisory Agreement shall be calculated and paid on a monthly basis by applying the annual rates indicated below to the average daily net assets of each Fund throughout the month:

Fund

Sub-Advisory Fee % of Avg. Daily Net Asset Value

Dow Jones Target Date 2010 Fund

First $300M

0.06%

Next $200M

0.05%

Over $500M

0.04%

Dow Jones Target Date 2015 Fund

First $300M

0.06%

Next $200M

0.05%

Over $500M

0.04%

Dow Jones Target Date 2020 Fund

First $300M

0.06%

Next $200M

0.05%

Over $500M

0.04%

Dow Jones Target Date 2025 Fund

First $300M

0.06%

Next $200M

0.05%

Over $500M

0.04%

Dow Jones Target Date 2030 Fund

First $300M

0.06%

Next $200M

0.05%

Over $500M

0.04%

Dow Jones Target Date 2035 Fund

First $300M

0.06%

Next $200M

0.05%

Over $500M

0.04%

Dow Jones Target Date 2040 Fund

First $300M

0.06%

Next $200M

0.05%

Over $500M

0.04%

Dow Jones Target Date 2045 Fund

First $300M

0.06%

Next $200M

0.05%

Over $500M

0.04%

Dow Jones Target Date 2050 Fund

First $300M

0.06%

Next $200M

0.05%

Over $500M

0.04%

Dow Jones Target Date 2055 Fund

First $300M

0.06%

Next $200M

0.05%

Over $500M

0.04%

Dow Jones Target Date Today Fund

First $300M

0.06%

Next $200M

0.05%

Over $500M

0.04%

If the Sub-Adviser shall provide management and other services for less than the whole of a month, the foregoing compensation shall be prorated based on the number of days in the month that such Sub-Adviser provided management and other services to the Fund.

The foregoing fee schedule is agreed to as of this __ day of __, 2014, and shall remain in effect until changed in writing by the parties.

WELLS FARGO FUNDS TRUST on behalf of the Fund
By:
C. David Messman
Secretary

WELLS FARGO FUNDS MANAGEMENT, LLC
By:
Andrew Owen
Executive Vice President

GLOBAL INDEX ADVISORS, INC.
By:
James Lauder
Chief Executive Officer


 


     

 


         MERGE FUND NAME



 

 


                                                                       

                                      

1. MAIL your signed and voted proxy back in the postage paid envelope provided

2. ONLINE at proxyonline.com using your proxy voting number found below

3. PHONE dial toll-free (888) 227-9349 to reach an automated touchtone voting line

4. LIVE with a live operator when you call toll-free (866) 406-2287 Monday through Friday 9 a.m. to 10 p.m. Eastern time



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


PROXY FOR A SPECIAL MEETING OF SHAREHOLDERS

TO BE HELD ON MAY 5, 2014

 

The undersigned, revoking all Proxies heretofore given, hereby appoints C. David Messman, Maureen E. Towle and Johanne F. Castro or any of them as Proxies of the undersigned, with full power of substitution to each, to vote on behalf of the undersigned all shares of the above mentioned fund ("Fund"), that the undersigned is entitled to vote at the meeting of shareholders, and at any adjournment(s) thereof, of the Fund to be held at 10:00 a.m., Pacific time, on May 5, 2014, at the offices of Wells Fargo Advantage Funds®, 525 Market Street, 12th Floor, San Francisco, California, 94105, as fully as the undersigned would be entitled to vote if personally present.

 

Do you have questions?

 

If you have any questions about how to vote your proxy or about the meeting in general, please call toll-free (866) 406-2287.  Representatives are available to assist you Monday through Friday 9 a.m. to 10 p.m. Eastern Time. 

 

Important Notice Regarding the Availability of Proxy Materials for this Special Meeting of Shareholders to Be Held on May 5, 2014.  The proxy statement and the accompanying notice of Special Meeting of Shareholders for this meeting are available at:   https://www.proxyonline.com/docs/wfatargetfunds.pdf.

 


MERGE FUND NAME

 

 

 

 

 

 

 

 

 


This proxy is solicited on behalf of the Board of Trustees, and the proposal (set forth below) has been proposed by the Board of Trustees.

 

When properly executed, this proxy will be voted as indicated or “FOR” the proposal if no choice is indicated.  The proxy will be voted in accordance with the proxy holders’ best judgment as to any other matters that may arise at the Special Meeting.

 

THE BOARD OF TRUSTEES OF THE FUND UNANIMOUSLY RECOMMENDS THAT YOU VOTE IN FAVOR OF THE NEW SUB-ADVISORY AGREEMENT WITH GLOBAL INDEX ADVISORS, INC.

 

TO VOTE, MARK ONE CIRCLE IN BLUE OR BLACK INK.  Example:  ●

 

 

 

FOR

AGAINST

ABSTAIN

 

1.

 

To consider and act upon a new investment sub-advisory agreement with Global Index Advisors, Inc.

O

O

O

 

2.

 

To transact such other business as may properly come before the Meeting or any adjournments thereof.

THANK YOU FOR VOTING