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Filed by JP Morgan Exchange-Traded Fund Trust
in accordance with Rule 425 of the Securities Act of 1933
Companies concerned: JPMorgan Trust I (file n ° 811-21295), JPMorgan Trust II (file n ° 811-04236) and Undiscovered Managers Funds (file n ° 811-08437)
(All share classes)
Supplement of August 11, 2021
to the Summaries of the Prospectuses, Prospectuses and Additional Information Statements dated above
At meetings held on August 9, 2021, the Boards of Directors agreed to consider in early 2022 the conversion of the following four mutual funds into newly established exchange-traded funds (the “ETFs?â€) (Each, one “? Conversion??):
| ?? |
JPMorgan Inflation Managed Bond Fund |
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JPMorgan International Research Enhanced Equity Fund |
| ?? |
JPMorgan Enhanced Market Expansion Index Fund |
| ?? |
JPMorgan Real Estate Income Fund |
Each new ETF will be managed in a manner substantially similar to that of current mutual funds. If approved by boards of directors, conversions are expected to occur in 2022.
By converting these strategies into ETFs, JP Morgan Investment Management Inc. (?? JPMIM ??), the investment advisor of mutual funds, believes that shareholders of such mutual funds could benefit from reduced costs, including costs. lower transfer agency for certain categories and No rule 12b-1 or service charge. JPMIM communicates proposed plans prior to formal board approval, in order to provide shareholders with sufficient advance notice of planned conversions and to allow them time to discuss with JPMIM the implications of proposed transactions, including the need for a holding account. brokerage before conversion.
Each conversion would consist of (1) transferring all or substantially all of the assets of the mutual fund, subject to its liabilities, to the corresponding shell ETF for the shares of the ETF; and (2) the distribution of ETF shares to the shareholders of the mutual fund in full liquidation of the mutual fund. It is anticipated that if approved by the Boards of Trustees, each conversion will not require shareholder approval.
When conversions are considered, each board of directors, including directors not deemed to be “interested persons� mutual funds in accordance with section 2 (a) (19) of the Investment Companies Act 1940, as amended, will have to determine whether this is in the best interests of the target mutual fund and that the conversion would not dilute the interests of the shareholders of the mutual fund.
The new ETFs have not started their investment operations and it is expected that each will not have shareholders until the Conversion. If the conversions are approved by the Boards of Trustees, the existing shareholders of each mutual fund will receive a combined disclosure statement / prospectus prior to the conversion detailing both the conversion and the surviving ETF, and summarizing the considerations. of the board during approval. Conversion.
It is intended that each Conversion will be considered a tax exempt reorganization for federal income tax purposes and that shareholders will not recognize any gain or loss in connection with the Conversion except to the extent that they receive cash in connection with the liquidation of any fractional shares received during Conversion.
SUP-MFCONV-821
In connection with the proposed conversions discussed here, an information statement / prospectus that will be included in a registration statement on the form N-14 will be filed with the Securities and Exchange Commission (the ?? SEC ??). Once the registration statement is filed with the SEC, it may be amended or withdrawn and the information statement / prospectus will not be distributed to shareholders unless and until the registration statement is declared effective. by the SEC. Investors are urged to read the documents and any other relevant documents when they become available as they will contain important information about conversions. After filing, free copies of the documents will be available on the SEC’s website at www.sec.gov. These documents will also be available at www.jpmorganfunds.com and a hard copy can be obtained free of charge by calling 1-800-480-4111 .
This communication is for informational purposes only and does not constitute an offer to sell securities. No offer of securities will be made except under a prospectus meeting the requirements of Section 10 of the Securities Act of 1933.
INVESTORS SHOULD KEEP THIS SUPPLEMENT WITH THE
SUMMARY OF PROSPECTUS, PROSPECTUS AND SUPPLEMENTARY STATEMENTS
INFORMATION FOR FUTURE REFERENCE
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