POS AMI 1 d399521dposami.htm PIMCO SHORT-TERM FLOATING NAV PORTFOLIO III PIMCO Short-Term Floating NAV Portfolio III

As filed with the Securities and Exchange Commission on August 17, 2012

File Nos. 811-05028

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form N-1A

 

 

REGISTRATION STATEMENT UNDER THE INVESTMENT

COMPANY ACT OF 1940

   x
  Amendment No. 309    x

PIMCO Funds

(Exact name of Registrant as Specified in Charter)

840 Newport Center Drive

Newport Beach, California 92660

(Address of Principal Executive Offices) (Zip Code)

Registrant’s Telephone Number, including area code:

(866) 746-2606

 

Robert W. Helm, Esq.

Brendan C. Fox, Esq.

Dechert LLP

1775 I Street, N.W.

Washington, D.C. 20006

  

Brent R. Harris

Pacific Investment Management Company LLC

840 Newport Center Drive

Newport Beach, California 92660

(Name and Address of Agent for Service)

It is intended that this filing will become effective immediately upon filing in accordance with Section 8 of the Investment Company Act of 1940 and the rules thereunder.


EXPLANATORY NOTE

This Amendment No. 309 to the Registration Statement of PIMCO Funds (the “Trust” or the “Registrant”) on Form N-1A (File No. 811-05028) (the “Registration Statement”) is being filed to make non-material changes to the PIMCO Short-Term Floating NAV Portfolio and PIMCO Short-Term Floating NAV Portfolio III Offering Memorandum of the Private Account Portfolio Series, dated July 31, 2012, and to the PIMCO Short-Term Floating NAV Portfolio and PIMCO Short-Term Floating NAV Portfolio III Offering Memorandum Supplement to the Trust’s Private Account Portfolio Series, dated July 31, 2012.

The shares of beneficial interest in the Private Account Portfolio Series are not registered under the Securities Act of 1933, as amended (the “1933 Act”) because such shares will be issued by the Registrant solely in private placement transactions that do not involve any “public offering” within the meaning of the 1933 Act. Shares of the Private Account Portfolio Series may be purchased only by clients of Pacific Investment Management Company LLC, including separately managed private accounts and investment companies registered under the 1940 Act and other funds, who are “accredited investors,” as defined in Regulation D under the 1933 Act, and either (i) “qualified purchasers,” as defined for purposes of Section 3(c)(7) of the 1940 Act, or (ii) “qualified institutional buyers,” as defined in Rule 144A(a)(1) under the 1933 Act. Shares of the Private Account Portfolio Series may also be purchased by certain investors outside of the United States consistent with applicable regulatory requirements. This Amendment is not an offer to sell, or a solicitation of any offer to buy, any security to the public within the meaning of the 1933 Act.


PIMCO Funds

Private Account Portfolio Series

Amendment Dated August 17, 2012 to the

PIMCO Short-Term Floating NAV Portfolio and PIMCO Short-Term Floating NAV

Portfolio III Offering Memorandum dated July 31, 2012 (the “Offering Memorandum”),

as amended from time to time

Disclosure Related to Emerging Market Securities

Effective immediately, the fourth sentence of the fourth paragraph of the “Principal Investment Strategies” section of the PIMCO Short-Term Floating NAV Portfolio III’s Portfolio Summary in the Offering Memorandum is deleted in its entirety and replaced with the following:

The Portfolio may only invest up to 10% of its total assets in securities and instruments that are economically tied to emerging market countries.

In addition, effective immediately, the first sentence of the first paragraph of the “Characteristics and Risks of Securities and Investment Techniques – Foreign (Non-U.S.) Securities – Emerging Market Securities” section of the Offering Memorandum is deleted in its entirety and replaced with the following:

The PIMCO Short-Term Floating NAV Portfolio may invest up to 5% of its total assets in securities and instruments that are economically tied to developing (or “emerging market”) countries; the PIMCO Short-Term Floating NAV Portfolio III may invest up to 10% of its total assets in securities and instruments that are economically tied to developing (or “emerging market”) countries.

Investors Should Retain This Amendment For Future Reference


PIMCO Funds

Private Account Portfolio Series

Amendment Dated August 17, 2012 to the PIMCO Short-Term Floating NAV Portfolio and PIMCO Short-Term Floating NAV Portfolio III Offering Memorandum Supplement dated July 31, 2012 (the “Offering Memorandum Supplement”), as amended from time to time

Disclosure Related to Emerging Market Securities

Effective immediately, the first sentence of the fourth paragraph in the “Investment Objectives and Policies – Foreign Securities” section of the Offering Memorandum Supplement is deleted in its entirety and replaced with the following:

The PIMCO Short-Term Floating NAV Portfolio may invest up to 5% of its total assets in securities and instruments that are economically tied to emerging market countries; the PIMCO Short-Term Floating NAV Portfolio III may invest up to 10% of its total assets in securities and instruments that are economically tied to emerging market countries.

Investors Should Retain This Amendment For Future Reference


PART C. OTHER INFORMATION

Item 28. Exhibits

 

(a)

   (1)    Amended and Restated Declaration of Trust dated December 15, 2010(13)
   (2)    Amended and Restated Establishment and Designation of Series of Shares of Beneficial Interest dated November 9, 2010(13)
   (3)    Establishment and Designation of Series of Beneficial Interest relating to the PIMCO Total Return Fund IV dated February 7, 2011(16)
   (4)    Establishment and Designation of Series of Beneficial Interest relating to the PIMCO Emerging Markets Corporate Bond Fund, PIMCO Senior Floating Rate Portfolio, PIMCO International Fundamental IndexPLUS® TR Strategy Fund, PIMCO RealRetirement® 2015 Fund, PIMCO RealRetirement® 2025 Fund, PIMCO RealRetirement® 2035 Fund and PIMCO Small Company Fundamental IndexPLUS® TR Strategy Fund dated February 28, 2011(14)
   (5)    Establishment and Designation of Series of Beneficial Interest relating to the PIMCO Senior Floating Rate Fund dated February 7, 2011(16)
   (6)    Establishment and Designation of Series of Beneficial Interest relating to the PIMCO Credit Absolute Return Fund and PIMCO Inflation Response Multi-Asset Fund dated May 23, 2011(18)
   (7)    Establishment and Designation of Series of Beneficial Interest relating to the PIMCO Low Duration Portfolio and the PIMCO Moderate Duration Portfolio(19)
   (8)    Establishment and Designation of Series of Beneficial Interest relating to the PIMCO RealRetirement® 2045 Fund dated November 8, 2011(20)
   (9)    Establishment and Designation of Additional Series of Shares of Beneficial Interest relating to the PIMCO California Municipal Bond Fund, PIMCO National Intermediate Municipal Bond Fund, PIMCO Short Asset Investment Fund and PIMCO Funds: Private Account Portfolio Series – Short Term Floating NAV Portfolio III dated February 28, 2012(21)

(b)

      Amended and Restated By-Laws of Registrant dated December 15, 2010(13)

(c)

      Not applicable

(d)

   (1)    Amended and Restated Investment Advisory Contract dated February 23, 2009(3)
   (2)    Supplement and Amended Exhibit A to Amended and Restated Investment Advisory Contract relating to the PIMCO Emerging Markets and Infrastructure Bond Fund and the PIMCO MuniGO Fund dated May 19, 2009(5)
   (3)    Supplement and Amended Exhibit A to Amended and Restated Investment Advisory Contract relating to the PIMCO Real Income 2019 Fund, PIMCO Real Income 2029 Fund, and PIMCO Tax Managed Real Return Fund dated August 11, 2009 (7)
   (4)    Supplement and Amended Exhibit A to Amended and Restated Investment Advisory Contract relating to fee changes dated October 1, 2009(8)
   (5)    Supplement and Amended Exhibit A to Amended and Restated Investment Advisory Contract relating to the PIMCO CommoditiesPLUS Strategy Fund and PIMCO CommoditiesPLUS Short Strategy Fund dated February 23, 2010(9)
   (6)    Supplement and Amended Exhibit A to Amended and Restated Investment Advisory Contract relating to the PIMCO High Yield Spectrum Fund and PIMCO Funds: Private Account Portfolio Series FX Strategies Portfolio dated August 17, 2010(11)
   (7)    Supplement and Amended Exhibit A to Amended and Restated Investment Advisory Contract relating to certain fee reductions dated October 1, 2010(12)


   (8)    Supplement and Amended Exhibit A to Amended and Restated Investment Advisory Contract relating to the PIMCO Funds: Private Account Portfolio Series Senior Floating Rate Portfolio, PIMCO Senior Floating Rate Fund, PIMCO Total Return Fund IV, PIMCO International Fundamental IndexPLUS® TR Strategy Fund, PIMCO RealRetirement® 2015 Fund, PIMCO RealRetirement® 2025 Fund, PIMCO RealRetirement® 2035 Fund and PIMCO Small Company Fundamental IndexPLUS® TR Strategy Fund dated February 28, 2011(15)
   (9)    Supplement and Amended Exhibit A to Amended and Restated Investment Advisory Contract relating to the PIMCO Credit Absolute Return Fund and PIMCO Inflation Response Multi-Asset Fund dated May 23, 2011(18)
   (10)    Supplement and Amended Exhibit A to Amended and Restated Investment Advisory Contract relating to the PIMCO Low Duration Portfolio and PIMCO Moderate Duration Portfolio dated August 16, 2011(19)
   (11)    Supplement and Amended Exhibit A to Amended and Restated Investment Advisory Contract relating to the PIMCO California Municipal Bond Fund, PIMCO National Intermediate Municipal Bond Fund, PIMCO Short Asset Investment Fund and PIMCO Funds: Private Account Portfolio Series – Short Term Floating NAV Portfolio III dated February 28, 2012(21)
   (12)    Amended and Restated Asset Allocation Sub-Advisory Agreement relating to PIMCO All Asset Fund and PIMCO All Asset All Authority Fund dated December 1, 2010 (17)
   (13)    Sub-Advisory Agreement relating to the PIMCO Fundamental IndexPLUS™ Fund and PIMCO Fundamental IndexPLUS® TR Fund dated October 13, 2006(23)
   (14)    Supplement to Sub-Advisory Agreement relating to the PIMCO Fundamental Advantage Tax Efficient Strategy Fund and PIMCO Fundamental Advantage Total Return Strategy Fund dated February 28, 2008(4)
   (15)    Sub-Advisory Agreement relating to the PIMCO EM Fundamental IndexPLUS TR Strategy Fund dated November 10, 2008(6)
   (16)    Supplement to Sub-Advisory Agreement relating to the PIMCO International Fundamental IndexPLUS® TR Strategy and PIMCO Small Company Fundamental IndexPLUS® TR Strategy Fund dated August 16, 2011(20)
   (17)    Supplement and Amended Exhibit A to Amended and Restated Investment Advisory Contract relating to PIMCO RealRetirement® 2045 Fund dated November 8, 2011(20)

(e)

   (1)    Amended and Restated Distribution Contract dated April 1, 2012(22)
   (2)    Supplement to Distribution Contract relating to the PIMCO Funds: Private Account Portfolio Series Senior Floating Rate Portfolio, PIMCO Senior Floating Rate Fund, PIMCO Total Return Fund IV, PIMCO International Fundamental IndexPLUS® TR Strategy Fund, PIMCO RealRetirement® 2015 Fund, PIMCO RealRetirement® 2025 Fund, PIMCO RealRetirement® 2035 Fund and PIMCO Small Company Fundamental IndexPLUS® TR Strategy Fund dated February 28, 2011(16)
   (3)    Supplement to Distribution Contract relating to the PIMCO Low Duration Portfolio and PIMCO Moderate Duration Portfolio dated August 16, 2011(19)

(f)

      Not Applicable

(g)

   (1)    Custody and Investment Accounting Agreement dated January 1, 2000(6)
   (2)    Amendment to Custody and Investment Accounting Agreement dated June 8, 2001(6)
   (3)    Amendment to Custody and Investment Accounting Agreement dated March 30, 2010(9)

(h)

   (1)    Second Amended and Restated Supervision and Administration Agreement dated April 1, 2012(23)
   (2)    Fourth Amended and Restated Fee Waiver Agreement relating to the PIMCO Global Multi-Asset Fund dated July 25, 2011(17)
   (3)    Amended and Restated Fee Waiver Agreement relating to the PIMCO Inflation Response Multi-Asset Fund dated July 25, 2011(17)


   (4)    Fee Waiver Agreement relating to the PIMCO High Yield Spectrum Fund dated August 27, 2010(11)
   (5)    Sixth Amended and Restated Fee Waiver Agreement relating to PIMCO RealRetirement 2010® Fund, PIMCO RealRetirement 2015® Fund, PIMCO RealRetirement 2020® Fund, PIMCO RealRetirement 2025® Fund, PIMCO RealRetirement 2030® Fund, PIMCO RealRetirement 2035® Fund, PIMCO RealRetirement 2040® Fund, PIMCO RealRetirement 2045® Fund and PIMCO RealRetirement 2050® Fund dated November 8, 2011(20)
   (6)    Fee Waiver Agreement relating to the PIMCO Short Asset Investment Fund dated February 28, 2012(23)
   (7)    Fee and Expense Limitation Agreement relating to PIMCO Government Money Market Fund, PIMCO Money Market Fund and PIMCO Treasury Money Market Fund dated February 14, 2011(17)
   (8)    Amended and Restated Expense Limitation Agreement dated February 23, 2009(17)
   (9)    Amendment to Amended and Restated Expense Limitation Agreement dated February 23, 2010(17)
   (10)    Revised Schedules A and B to Amended and Restated Expense Limitation Agreement dated February 28, 2012(22)
   (11)    Amended and Restated Expense Limitation Agreement relating to the PIMCO All Asset Fund dated February 23, 2009(26)
   (12)    Amended and Restated Expense Limitation Agreement relating to the PIMCO All Asset All Authority Fund dated February 23, 2009(26)
   (13)    Fee Waiver Agreement relating to the PIMCO Funds: Private Account Portfolio Series PIMCO International Portfolio(25)
   (14)    PIMCO Cayman Commodity Fund I Ltd. Appointment of Agent for Service of Process(1)
   (15)    PIMCO Cayman Commodity Fund II Ltd. Appointment of Agent for Service of Process(2)
   (16)    PIMCO Cayman Commodity Fund III Ltd. Appointment of Agent for Service of Process(9)
   (17)    PIMCO Cayman Commodity Fund IV Ltd. Appointment of Agent for Service of Process(9)
   (18)    PIMCO Cayman Commodity Fund VII, Ltd. Appointment of Agent for Service of Process(18)
   (19)    PIMCO Cayman Japan Fund I Ltd. Appointment of Agent for Service of Process(25)
   (20)    PIMCO Cayman Japan Fund II Ltd. Appointment of Agent for Service of Process(25)
   (21)    Transfer Agency and Service Agreement dated October 3, 2008(9)
   (22)    Amendment to the Transfer Agency and Service Agreement dated June 1, 2010(15)
   (23)    Amendment to the Transfer Agency and Service Agreement dated May 1, 2011(17)

(i)

      Opinion and Consent of Counsel(26)

(j)

      Consent of Independent Registered Public Accounting Firm(26)

(k)

      Not Applicable

(l)

      Not Applicable

(m)

   (1)    Distribution and Servicing Plan for Class A Shares(6)
   (2)    Distribution and Servicing Plan for Class B Shares(6)
   (3)    Distribution and Servicing Plan for Class C Shares(6)
   (4)    Distribution and Servicing Plan for Class D Shares(22)
   (5)    Distribution and Servicing Plan for Administrative Class Shares(22)
   (6)    Amended and Restated Distribution Plan for Administrative Class Shares(6)
   (7)    Amended and Restated Administrative Services Plan for Administrative Class Shares(6)
   (8)    Distribution and Services Plan for Class R Shares(6)
   (9)    Form of Shareholder Servicing Agreement for Class P Shares(1)
   (10)    Form of Shareholder Servicing Agreement for Class M Shares (3)

(n)

      Eleventh Amended and Restated Multi-Class Plan Adopted Pursuant to Rule 18f-3 dated April 1, 2012(22)

(p)

   (1)    Revised Code of Ethics for the Registrant(15)
   (2)    Revised Code of Ethics for PIMCO(15)


   (3)   

Form of Code of Ethics for Research Affiliates LLC(9)

   (4)   

Revised Code of Ethics for PIMCO Investments LLC(15)

*

     

Power of Attorney(10)

 

(1)

Filed with Post-Effective Amendment No. 133 on April 29, 2008, and incorporated by reference herein.

(2)

Filed with Post-Effective Amendment No. 147 on December 22, 2008, and incorporated by reference herein.

(3)

Filed with Post-Effective Amendment No. 151 on March 18, 2009, and incorporated by reference herein.

(4)

Filed with Post-Effective Amendment No. 153 on April 13, 2009, and incorporated by reference herein.

(5)

Filed with Post-Effective Amendment No. 157 on June 8, 2009, and incorporated by reference herein.

(6)

Filed with Post-Effective Amendment No. 160 on July 29, 2009, and incorporated by reference herein.

(7)

Filed with Post-Effective Amendment No. 165 on August 28, 2009, and incorporated by reference herein.

(8)

Filed with Post-Effective Amendment No. 167 on October 28, 2009, and incorporated by reference herein.

(9)

Filed with Post-Effective Amendment No. 173 on May 12, 2010, and incorporated by reference herein.

(10)

Filed with Post-Effective Amendment No. 177 on July 27, 2010, and incorporated by reference herein.

(11)

Filed with Post-Effective Amendment No. 178 on August 30, 2010, and incorporated by reference herein.

(12)

Filed with Post-Effective Amendment No. 181 on November 3, 2010, and incorporated by reference herein.

(13)

Filed with Post-Effective Amendment No. 183 on February 11, 2011, and incorporated by reference herein.

(14)

Filed with Amendment No. 243 on March 8, 2011, and incorporated by reference herein.

(15)

Filed with Post-Effective Amendment No. 187 on March 18, 2011, and incorporated by reference herein.

(16)

Filed with Post-Effective Amendment No. 191 on April 19, 2011, and incorporated by reference herein.

(17)

Filed with Post-Effective Amendment No. 210 on July 28, 2011, and incorporated by reference herein.

(18)

Filed with Post-Effective Amendment No. 213 on August 17, 2011, and incorporated by reference herein.

(19)

Filed with Amendment No. 279 on August 30, 2011, and incorporated by reference herein.

(20)

Filed with Post-Effective Amendment No. 222 on January 30, 2012, and incorporated by reference herein.

(21)

Filed with Post-Effective Amendment No. 226 on March 7, 2012, and incorporated by reference herein.

(22)

Filed with Post-Effective Amendment No. 228 on April 30, 2012, and incorporated by reference herein.

(23)

Filed with Post-Effective Amendment No. 229 on May 21, 2012, and incorporated by reference herein.

(24)

Filed with Post-Effective Amendment No. 230 on May 21, 2012, and incorporated by reference herein.

(25)

Filed with Amendment No. 304 on June 15, 2012, and incorporated by reference herein.


(26)

Filed with Post-Effective Amendment No. 236 on July 27, 2012, and incorporated by reference herein.

 

Item 29. Persons Controlled by or Under Common Control with Registrant.

The Trust through the PIMCO CommodityRealReturn Strategy Fund, a separate series of the Trust, wholly owns and controls the PIMCO Cayman Commodity Fund I Ltd. (“CRRS Subsidiary”), a company organized under the laws of the Cayman Islands. The CRRS Subsidiary’s financial statements will be included, on a consolidated basis, in the PIMCO CommodityRealReturn Strategy Fund’s annual and semi-annual reports to shareholders.

The Trust through the PIMCO Global Multi-Asset Fund, a separate series of the Trust, wholly owns and controls the PIMCO Cayman Commodity Fund II Ltd. (“GMA Subsidiary”), a company organized under the laws of the Cayman Islands. The GMA Subsidiary’s financial statements will be included, on a consolidated basis, in the PIMCO Global Multi-Asset Fund’s annual and semi-annual reports to shareholders.

The Trust through the PIMCO CommoditiesPLUS Strategy Fund, a separate series of the Trust, wholly owns and controls the PIMCO Cayman Commodity Fund III Ltd. (“CPS Subsidiary”), a company organized under the laws of the Cayman Islands. The CPS Subsidiary’s financial statements will be included, on a consolidated basis, in the PIMCO CommoditiesPLUS Strategy Fund’s annual and semi-annual reports to shareholders.

The Trust through the PIMCO CommoditiesPLUS Short Strategy Fund, a separate series of the Trust, wholly owns and controls the PIMCO Cayman Commodity Fund IV Ltd. (“CPSS Subsidiary”), a company organized under the laws of the Cayman Islands. The CPSS Subsidiary’s financial statements will be included, on a consolidated basis, in the PIMCO CommoditiesPLUS Short Strategy Fund’s annual and semi-annual reports to shareholders.

The Trust through the PIMCO Inflation Response Multi-Asset Fund, a separate series of the Trust, wholly owns and controls the PIMCO Cayman Commodity Fund VII, Ltd. (“IRMA Subsidiary”), a company organized under the laws of the Cayman Islands. The IRMA Subsidiary’s financial statements will be included, on a consolidated basis, in the PIMCO Inflation Response Multi-Asset Fund’s annual and semi-annual reports to shareholders.

The Trust through the PIMCO Short-Term Floating NAV Portfolio III, a separate series of the Trust, wholly owns and controls the PIMCO Cayman Japan Fund I Ltd. (“Short-Term Floating NAV Subsidiary”), a company organized under the laws of the Cayman Islands. The Short-Term Floating NAV Subsidiary’s financial statements will be included, on a consolidated basis, in the PIMCO Short-Term Floating NAV Portfolio III’s annual and semi-annual reports to shareholders.

The Trust through the PIMCO International Portfolio, a separate series of the Trust, wholly owns and controls the PIMCO Cayman Japan Fund II Ltd. (“International Subsidiary”), a company organized under the laws of the Cayman Islands. The International Subsidiary’s financial statements will be included, on a consolidated basis, in the PIMCO International Portfolio’s annual and semi-annual reports to shareholders.

 

Item 30. Indemnification

Reference is made to Article IV of the Registrant’s Amended and Restated Declaration of Trust, which was filed with the Registrant’s Post-Effective Amendment No. 183 on February 11, 2011.


Insofar as indemnification for liabilities arising under the Securities Act of 1933 may be permitted to trustees, officers and controlling persons of the Registrant by the Registrant pursuant to the Declaration of Trust or otherwise, the Registrant is aware that in the opinion of the Securities and Exchange Commission, such indemnification is against public policy as expressed in the Act and, therefore, is unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the Registrant of expenses incurred or paid by trustees, officers or controlling persons of the Registrant in connection with the successful defense of any act, suit or proceeding) is asserted by such trustees, officers or controlling persons in connection with the shares being registered, the Registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issues.


Item 31. Business and Other Connections of the Investment Adviser

The directors and executive officers of PIMCO and their business and other connections are as follows:

 

Name

 

Business and Other Connections

Amey, Mike

  Managing Director, PIMCO

Arnold, Tammie J.

  Managing Director, PIMCO

Baker, Brian P.

  Managing Director, PIMCO; Director, PIMCO Asia Pte Ltd. and PIMCO Asia Limited (Hong Kong)

Balls, Andrew T.

  Managing Director, PIMCO

Benz II, William R.

  Managing Director, PIMCO

Bhansali, Vineer

  Managing Director, PIMCO

Bodereau, Philippe

  Managing Director, PIMCO

Bosomworth, Andrew

  Managing Director, PIMCO

Bridwell, Jennifer S

  Managing Director, PIMCO

Callin, Sabrina C.

  Managing Director, PIMCO; Acting Head of PIMCO Advisory; and Vice President, StocksPLUS Management, Inc.

Cupps, Wendy W.

  Managing Director, PIMCO

Dada, Suhail H.

  Managing Director, PIMCO

Dawson, Craig A.

  Managing Director, PIMCO; Director, PIMCO Europe Ltd.

De Leon, Bill

  Managing Director, PIMCO

Dialynas, Chris P.

  Managing Director, PIMCO

Durham, Jennifer E.

  Managing Director and Chief Compliance Officer, PIMCO. Chief Compliance Officer, the Trust, PIMCO Variable Insurance Trust, PIMCO ETF Trust, PIMCO Equity Series and PIMCO Equity Series VIT

El-Erian, Mohamed A.

  Managing Director, Chief Executive Officer and Co- Chief Investment Officer, PIMCO. Senior Vice President, the Trust, PIMCO Variable Insurance Trust, PIMCO ETF Trust, PIMCO Equity Series and PIMCO Equity Series VIT. Formerly President and CEO of Harvard Management Co.

Flattum, David C.

  Managing Director, General Counsel, PIMCO. Chief Legal Officer, the Trust, PIMCO Variable Insurance Trust, PIMCO ETF Trust, PIMCO Equity Series and PIMCO Equity Series VIT

Gomez, Michael

  Managing Director, PIMCO

Gross, William H.

  Managing Director, Chief Investment Officer and Executive Committee Member, PIMCO. Director and Vice President, StocksPLUS Management, Inc. Senior Vice President of the Trust, PIMCO Variable Insurance Trust, PIMCO ETF Trust, PIMCO Equity Series and PIMCO Equity Series VIT

Harris, Brent Richard

  Managing Director and Executive Committee Member, PIMCO. Director and President, StocksPLUS Management, Inc. Trustee, Chairman and President of the Trust, PIMCO Variable Insurance Trust and PIMCO ETF Trust. Trustee, Chairman and Senior Vice President, PIMCO Equity Series and PIMCO Equity Series VIT. Director, PIMCO Luxembourg S.A. and PIMCO Luxembourg II


Hodge, Douglas M.

  Managing Director and Chief Operating Officer, PIMCO; Trustee and Senior Vice President, the Trust, PIMCO Variable Insurance Trust and PIMCO ETF Trust. Senior Vice President, PIMCO Equity Series and PIMCO Equity Series VIT. Director and Vice President, StocksPLUS Management Inc.; Director, PIMCO Europe Ltd., PIMCO Asia Pte Ltd., PIMCO Australia Pty Ltd, PIMCO Japan Ltd. and PIMCO Asia Limited (Hong Kong)

Holden, Brent L.

  Managing Director, PIMCO

Hong, Ki Myung

  Managing Director, PIMCO. Formerly, Vice Chairman of Asia Pacific, Bank of America Merrill Lynch

Ivascyn, Daniel J.

  Managing Director, PIMCO

Jacobs IV, Lew W.

  Managing Director, PIMCO

Kashkari, Neel T.

  Managing Director, PIMCO. Trustee and President, PIMCO Equity Series and PIMCO Equity Series VIT. Formerly Interim Assistant Secretary for Financial Stability, Assistant Secretary for International Economics and Senior Advisor to Secretary Paulson, United States Department of Treasury

Kiesel, Mark R.

  Managing Director, PIMCO

Lahr, Chuck

  Managing Director, PIMCO

Lown, David C.

  Managing Director, PIMCO

Masanao, Tomoya

  Managing Director, PIMCO

Mather, Scott A.

  Managing Director, PIMCO

Mattu, Ravi K.

  Managing Director, PIMCO. Formerly, Head of Research and Strategy, Citadel Securities.

McDevitt, Joseph V.

  Managing Director, PIMCO. Director and Chief Executive Officer, PIMCO Europe Limited

Mead, Robert

  Managing Director, PIMCO

Mewbourne, Curtis A.

  Managing Director, PIMCO

Miller, John M.

  Managing Director, PIMCO

Mogelof, Eric

  Managing Director, PIMCO

Moore, James F.

  Managing Director, PIMCO

Ongaro, Douglas J.

  Managing Director, PIMCO

Otterbein, Thomas J.

  Managing Director, PIMCO

Parikh, Saumil H.

  Managing Director, PIMCO

Ravano, Emanuele

  Managing Director, PIMCO

Rodosky, Stephen A.

  Managing Director, PIMCO

Seidner, Marc Peter

  Managing Director, PIMCO

Short, Jonathan D.

  Managing Director, PIMCO

Simon, W Scott

  Managing Director, PIMCO

Stracke, Christian

  Managing Director, PIMCO.

Strelow, Peter G.

  Managing Director, PIMCO

Takano, Makoto

  Managing Director, PIMCO; Director and President, PIMCO Japan Ltd

Wang, Qi

  Managing Director, PIMCO

Wilson, Susan L.

  Managing Director, PIMCO

Worah, Mihir P.

  Managing Director, PIMCO

The address of PIMCO is 840 Newport Center Drive, Newport Beach, CA 92660.


The address of Allianz Asset Management of America L.P. is 680 Newport Center Drive, Newport Beach, CA 92660.

The address of PS Business Parks, Inc. is 701 Western Avenue, Glendale, CA 91201.

The directors and officers of Research Affiliates LLC (“Research Affiliates”) and their business and other connections are as follows:

 

Name

 

Business and Other Connections

Arnott, Robert D.

  Founder, Chairman, Chief Executive Officer

Hsu, Jason

  Chief Investment Officer

Sherrerd, Katrina F.

  Chief Operating Officer

Brightman, Christopher

  Director, Head of Investment Management

Harkins, Daniel M.

 

Chief Legal & Compliance Officer;

Associate Director, Investment Operations

Larsen, Michael

  Director, Affiliate Relations

Li, Feifei

  Director, Head of Research

West, John

  Director, Product Specialist & Head of U.S. Institutional Group

The address of Research Affiliates LLC is 620 Newport Center Drive, Newport Beach, California, 92660.

 

Item 32. Principal Underwriter

 

(a)

PIMCO Investments LLC (the “Distributor”) serves as Distributor of Shares of the Trust.

 

(b)

The officers of the Distributor are:

 

Name and Principal

Business Address*

 

Positions and Offices With

Underwriter

  

Positions and Offices with

Registrant

Short, Jonathan D.

 

Chairman

   None

Sutherland, Eric M.

  President    None

Bishop, Gregory A.

  Head of Business Management    None

Martin, Colleen M.

  Chief Financial Officer and Financial and Operations Principal    None

Ludwig, Steven C.

  Chief Compliance Officer and Anti-Money Laundering Compliance Officer    None

Ratner, Joshua D.

  Chief Legal Officer    None

Ongaro, Douglas J.

  Senior Vice President    None

Wolf, Greggory S.

  Vice President    Vice President

Plump, Steven B.

  Vice President    None

Johnson, Eric D.

  Vice President    Vice President

 

*

The business address of all officers of the Distributor is 1633 Broadway, New York, NY 10019.

 

Item 33. Location of Accounts and Records

The account books and other documents required to be maintained by Registrant pursuant to Section 22(a) of the Investment Company Act of 1940 and the Rules thereunder will be maintained at the offices of Pacific Investment Management Company LLC, 840 Newport Center Drive, Newport Beach, California 92660, State Street Bank & Trust Co., 801 Pennsylvania Ave., Kansas City, Missouri 64105, State Street Investment Manager Solutions, 46 Discovery, Suite 150, Irvine, California 92618, State


Street Bank & Trust Co. c/o Iron Mountain Information Management, Inc., 1000 Campus Boulevard, Collegeville, PA 19426, Boston Financial Data Services - Midwest, 330 W. 9th Street, Kansas City, Missouri 64105, Boston Financial Data Services, Inc., P.O. Box 55060, Boston, Massachusetts 02205-8050, Boston Financial Data Services, c/o Recall North America, 5 Beeman Road, Northborough, MA 01532, Boston Financial Data Services, c/o Iron Mountain, 175 Bearfoot Road, Northborough, MA 01532, Boston Financial Data Services, c/o Iron Mountain, 6119 Dermus, Kansas City, Missouri 64120, and Schick Databank, 2721 Michelle Drive, Tustin, California 92680.

 

Item 34. Management Services

 

     Not applicable


SIGNATURES

Pursuant to the requirements of the Investment Company Act of 1940, as amended, the Registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Washington in the District of Columbia on the17th day of August, 2012.

 

PIMCO FUNDS

(Registrant)

By:

 

 

 

Brent R. Harris*, President

*By:

 

/s/ BRENDAN C. FOX

 

Brendan C. Fox

 

as attorney-in fact

 

 

*

Pursuant to power of attorney filed with Post-Effective Amendment No. 177 to Registration Statement No. 33-12113 on July 27, 2010.