On April 30, 2021, pursuant to the terms and conditions of the Agreement and Plan of Merger (the Merger Agreement"), dated as of December 2, 2020, by and among Macquarie Management Holdings, Inc., (Parent), Merry Merger Sub, Inc., (Merger Sub), Waddell & Reed Financial, Inc., and (solely for purposes of Section 9.15 of the Merger Agreement) Macquarie Financial Holdings Pty Ltd, Merger Sub merged with and into the company (the Merger), with the company continuing as the surviving corporation (the Surviving Corporation). As a result of the Merger, the company became a wholly owned subsidiary of Parent. At the Effective Time, in accordance with the Merger Agreement, the directors of Merger Sub immediately prior to the Effective Time, Shawn K. Lytle, Roger A. Early, and David F. Connor, became the directors of the Surviving Corporation. All of the previous directors of the company ceased to serve as the directors of the company effective as of the Effective Time. At the Effective Time, in accordance with the Merger Agreement, the officers of Merger Sub immediately prior to the Effective Time, including the individuals set forth below, became the officers of the Surviving Corporation: Shawn K. Lytle President/Head of Global Macquarie Investment Management; Roger A. Early Executive Vice President/Chief Investment Officer-US Fixed Income; Brett Lewthwaite Executive Vice President/Chief Investment Officer/Global Head of Fixed Income; David Brenner Senior Vice President/Chief Administration Officer/Chief of Staff Macquarie; Stephen J. Busch Senior Vice President/Global Head of Fund Services and US SMA Operations/Managing Director, Investments Business Management/Division Director; Michael F. Capuzzi Senior Vice President/US Chief Operating Officer/Division Director; David F. Connor Senior Vice President/General Counsel/Secretary/Division Director; Brian L. Murray, Jr. Senior Vice President/Chief Compliance Officer/Division Director; Susan L. Natalini Senior Vice President/Chief Operations Officer-Equity and Fixed Income/Division Director; Richard Salus Senior Vice President/Global Head of Fund Services/Division Director. All of the previous officers of the company were removed from their positions as officers of the company effective as of the Effective Time.