===========================================================================
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
_______________
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO
RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)
(Amendment No. __)
Miller Energy Resources, Inc.
(Name of Issuer)
Common Stock, par value $0.0001 per share
(Title of Class of Securities)
600527105
(CUSIP Number)
Thomas D. Mueller
Chief Operating Officer and Chief Compliance Officer
462 South Fourth Street, Suite 1600
Louisville, KY 40202
(502) 371-4100
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
February 27, 2014
(Date of Event Which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition that is the subject of this Schedule 13D, and is filing
this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the
following box X.
(Continued on following pages)
(Page 1 of 18 Pages)
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--------- ----------------------------------------------------------------------
1 NAMES OF REPORTING PERSONS
RIVER ROAD ASSET MANAGEMENT, LLC
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
--------- ----------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [_]
(b) [X]
--------- ----------------------------------------------------------------------
3 SEC USE ONLY
--------- ----------------------------------------------------------------------
4 SOURCE OF FUNDS
OO
--------- ----------------------------------------------------------------------
5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
or 2(e) [_]
--------- ----------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
--------- ----------------------------------------------------------------------
7 SOLE VOTING POWER
NUMBER OF 3,229,485
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
----------------------- ------ -------------------------------------------------
8 SHARED VOTING POWER
NONE
----------------------- ------ -------------------------------------------------
9 SOLE DISPOSITIVE POWER
4,078,405
----------------------- ------ -------------------------------------------------
10 SHARED DISPOSITIVE POWER
NONE
----------------------- ------ -------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,078,405
--------- ----------------------------------------------------------------------
12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
[_]
--------- ----------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.2%
--------- ----------------------------------------------------------------------
14 TYPE OF REPORTING PERSON
IA
--------- ----------------------------------------------------------------------
--------------------------------------------------------------------------------
NAMES OF REPORTING PERSONS
AVIVA INVESTORS NORTH AMERICA HOLDINGS, INC.
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
--------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [_]
(b) [X]
--------------------------------------------------------------------------------
SEC USE ONLY
--------------------------------------------------------------------------------
SOURCE OF FUNDS
OO
--------------------------------------------------------------------------------
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
or 2(e) [_]
--------------------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
IOWA
--------------------------------------------------------------------------------
7 SOLE VOTING POWER
NUMBER OF NONE
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
----------------------- ------ -------------------------------------------------
8 SHARED VOTING POWER
3,229,485
----------------------- ------ -------------------------------------------------
9 SOLE DISPOSITIVE POWER
NONE
----------------------- ------ -------------------------------------------------
10 SHARED DISPOSITIVE POWER
4,078,405
--------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,078,405
--------------------------------------------------------------------------------
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [_]
--------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.2%
--------------------------------------------------------------------------------
TYPE OF REPORTING PERSON
CO, HC
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
NAMES OF REPORTING PERSONS
AVIVA INVESTORS HOLDINGS LIMITED
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
--------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [_]
(b) [X]
--------------------------------------------------------------------------------
SEC USE ONLY
--------------------------------------------------------------------------------
SOURCE OF FUNDS
OO
--------------------------------------------------------------------------------
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
or 2(e) [_]
--------------------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
ENGLAND AND WALES
--------------------------------------------------------------------------------
7 SOLE VOTING POWER
NUMBER OF NONE
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
----------------------- ------ -------------------------------------------------
8 SHARED VOTING POWER
3,229,485
----------------------- ------ -------------------------------------------------
9 SOLE DISPOSITIVE POWER
NONE
----------------------- ------ -------------------------------------------------
10 SHARED DISPOSITIVE POWER
4,078,405
--------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,078,405
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [_]
--------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.2%
--------------------------------------------------------------------------------
TYPE OF REPORTING PERSON
CO, HC
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
NAMES OF REPORTING PERSONS
AVIVA GROUP HOLDINGS LIMITED
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
--------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [_]
(b) [X]
--------------------------------------------------------------------------------
SEC USE ONLY
--------------------------------------------------------------------------------
SOURCE OF FUNDS
OO
--------------------------------------------------------------------------------
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
or 2(e) [_]
--------------------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
ENGLAND AND WALES
--------------------------------------------------------------------------------
7 SOLE VOTING POWER
NUMBER OF NONE
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
----------------------- ------ -------------------------------------------------
8 SHARED VOTING POWER
3,229,485
----------------------- ------ -------------------------------------------------
9 SOLE DISPOSITIVE POWER
NONE
----------------------- ------ -------------------------------------------------
10 SHARED DISPOSITIVE POWER
4,078,405
--------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,078,405
--------------------------------------------------------------------------------
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [_]
--------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.2%
--------------------------------------------------------------------------------
TYPE OF REPORTING PERSON
CO, HC
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
NAMES OF REPORTING PERSONS
AVIVA PLC
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
--------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [_]
(b) [X]
--------------------------------------------------------------------------------
SEC USE ONLY
--------------------------------------------------------------------------------
SOURCE OF FUNDS
OO
--------------------------------------------------------------------------------
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
or 2(e) [_]
--------------------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
ENGLAND AND WALES
--------------------------------------------------------------------------------
7 SOLE VOTING POWER
NUMBER OF NONE
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
----------------------- ------ -------------------------------------------------
8 SHARED VOTING POWER
3,229,485
----------------------- ------ -------------------------------------------------
9 SOLE DISPOSITIVE POWER
NONE
----------------------- ------ -------------------------------------------------
10 SHARED DISPOSITIVE POWER
4,078,405
--------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,078,405
--------------------------------------------------------------------------------
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [_]
--------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.2%
--------------------------------------------------------------------------------
TYPE OF REPORTING PERSON
CO, HC
--------------------------------------------------------------------------------
ITEM 1. SECURITY AND ISSUER
This statement relates to shares of Common Stock, par value $0.0001 per share
(the "Stock"), of Miller Energy Resources, Inc. (the "Issuer"). The principle
executive office of the Issuer is located at the following address:
Miller Energy Resources, Inc.
9721 Cogdill Road, Suite 302
Knoxville, TN 37932
ITEM 2. IDENTITY AND BACKGROUND
The information regarding the persons filing this statement is as follows:
(a) The name of the persons filing are:
RIVER ROAD ASSET MANAGEMENT, LLC ("RRAM"),
AVIVA INVESTORS NORTH AMERICA HOLDINGS, INC. ("AINAH"),
AVIVA INVESTORS HOLDINGS LIMITED ("AIHL"),
AVIVA GROUP HOLDINGS LIMITED ("AGHL"), AND
AVIVA PLC ("AVIVA")
(COLLECTIVELY, THE "FILERS").
(b) The business address of the Filers is as follows:
FOR RRAM: 462 SOUTH FOURTH STREET, SUITE 1600, LOUISVILLE, KY 40202
FOR AINAH: 225 WEST WACKER, SUITE 1750, CHICAGO, IL 60606
FOR AIHL: NO. 1 POULTRY, LONDON EC2R 8EJ
FOR AGHL AND AVIVA: AVIVA PLC, ST HELEN'S, 1 UNDERSHAFT, LONDON EC3P 3DQ
(c) Present principal occupation or employment of the Filers and the name,
principal business and address of any corporation or other in which such
employment is conducted: RRAM IS A SECURITIES AND EXCHANGE COMMISSION
REGISTERED INVESTMENT ADVISOR. AINAH, AIHL, AND AGHL ARE HOLDING
COMPANIES. AVIVA IS A PUBLICLY TRADED COMPANY. AINAH IS 100% OWNER OF
RRAM. AIHL IS 100% OWNER OF AINAH. AGHL IS 100% OWNER OF AIHL. AVIVA IS
100% OWNER OF AGHL.
THE NAME, BUSINESS ADDRESS, BUSINESS ACTIVITY AND PRESENT PRINCIPAL
OCCUPATION OR EMPLOYMENT OF EACH EXECUTIVE OFFICER AND DIRECTOR OF THE
FILERS ARE SET FORTH IN ANNEX A, WHICH IS INCORPORATED HEREIN BY
REFERENCE.
(d) During the last five years, none of the Filers, or the persons listed in
Annex A, have been convicted in a criminal proceeding (excluding traffic
violations or similar misdemeanors).
(e) During the last five years, none of the Filers, or the persons listed in
Annex A, were a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction and as a result of such
proceeding was or is subject to a judgment, decree or final order
enjoining future violations of, or prohibiting or mandating activities
subject to, federal or state securities laws or finding any violation
with respect to such laws.
(f) Citizenship:
RRAM IS ORGANIZED UNDER THE LAWS OF DELAWARE.
AINAH IS ORGANIZED UNDER THE LAWS OF IOWA.
AIHL, AGHL, AND AVIVA ARE ORGANIZED UNDER THE LAWS OF ENGLAND AND WALES.
THE CITIZENSHIP OF EACH EXECUTIVE OFFICER AND DIRECTOR OF THE FILERS WHO
IS A NATURAL PERSON IS SET FORTH IN ANNEX A HERETO, WHICH IS INCORPORATED
HEREIN BY REFERENCE.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
The source of funds used in purchasing the Stock of the Issuer is RRAM client
funds for which RRAM acts as investment advisor pursuant to an investment
advisory agreement between each RRAM client and RRAM. The amount of funds used
in purchasing the Stock of the Issuer is $22,111,802.72.
ITEM 4. PURPOSE OF TRANSACTION
The Stock was acquired for investment purposes in the ordinary course of
business. As such, the Filers may purchase, hold, vote, trade, dispose, sell or
otherwise deal the Stock for the benefit of their clients depending on changes
in the per share price of the Stock, or related to changes in the Issuer's
operations, management structure, business strategy, future acquisitions, growth
prospects, liquidity, capital allocation, including use of leverage, or from the
sale or merger of the Issuer. The Filers may discuss such matters, and
specifically may discuss board of director nominees and may suggest potential
board of director nominees, with the Issuer's management or directors, other
shareholders, existing or potential strategic partners or competitors,
investment and finance professionals, and other investors. Such analysis and
discussions may result in the Filers materially modifying their ownership of the
Stock. The Filers may also exchange information with the Issuer pursuant to
confidentiality or similar agreements, propose changes in its operations,
governance, capitalization, or propose one or more of the actions described in
sections (a) through (j) of Item 4 of Schedule 13D, all in order to enhance
shareholder value. The Filers do not intend to seek control of the Issuer or
participate in the day-to-day management of the Issuer, and any Reporting Person
that is registered as an investment company under the Investment Company Act of
1940, as amended, will participate in such a transaction only following receipt
of an exemption from the Securities and Exchange Commission under Rule 17d-1
promulgated under the Investment Company Act of 1940, as amended, if required,
and in accordance with other applicable law.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) Based on 44,524,779 shares of Common Stock of the Issuer outstanding as
of December 2, 2013, the Filers, or the persons listed in Annex A, may be
deemed to beneficially own 4,078,405, or 9.2%, of the Issuer's
outstanding shares of Common Stock.
(b) The Filers, or the persons listed in Annex A, have the sole power to vote
or direct the vote of 3,229,485 shares of the Stock and to dispose or
direct the disposition of 4,078,405 shares of the Stock that the Filers
may be deemed to beneficially own.
(c) The Filers effected the following transactions in the Stock in open
market transactions on the dates indicated, and such transactions are the
only transactions in the Stock by the Filers during the sixty days prior
to February 26, 2014 (date range: December 29, 2013 through February 26,
2014):
(1) NAME (2) DATE (3) NUMBER OF (4) PRICE PER SHARE OF (5) HOW WHERE TRANSACTED
SHARES OF RANSACTED -
COMMON STOCK COMMON STOCK TSELL OR BUY
RRAM 12/31/2013 13152 7.12 Buy RRAM Principal Place of Business
RRAM 12/31/2013 284 7.12 Buy RRAM Principal Place of Business
RRAM 12/31/2013 2796 7.12 Buy RRAM Principal Place of Business
RRAM 12/31/2013 3517 7.12 Buy RRAM Principal Place of Business
RRAM 12/31/2013 392 7.12 Buy RRAM Principal Place of Business
RRAM 12/31/2013 512 7.12 Buy RRAM Principal Place of Business
RRAM 12/31/2013 8242 7.12 Buy RRAM Principal Place of Business
RRAM 12/31/2013 13920 7.12 Buy RRAM Principal Place of Business
RRAM 12/31/2013 4622 7.12 Buy RRAM Principal Place of Business
RRAM 12/31/2013 15589 7.12 Buy RRAM Principal Place of Business
RRAM 12/31/2013 2320 7.12 Buy RRAM Principal Place of Business
RRAM 12/31/2013 1152 7.12 Buy RRAM Principal Place of Business
RRAM 12/31/2013 4597 7.12 Buy RRAM Principal Place of Business
RRAM 12/31/2013 213 7.12 Buy RRAM Principal Place of Business
RRAM 12/31/2013 76 7.12 Buy RRAM Principal Place of Business
RRAM 1/2/2014 160 6.74 Sell RRAM Principal Place of Business
RRAM 1/2/2014 20 6.74 Sell RRAM Principal Place of Business
RRAM 1/2/2014 10 6.74 Sell RRAM Principal Place of Business
RRAM 1/2/2014 20 6.74 Sell RRAM Principal Place of Business
RRAM 1/7/2014 1500 6.92 Sell RRAM Principal Place of Business
RRAM 1/8/2014 180 6.93 Buy RRAM Principal Place of Business
RRAM 1/8/2014 1100 6.94 Buy RRAM Principal Place of Business
RRAM 1/17/2014 4500 7.49 Sell RRAM Principal Place of Business
RRAM 1/24/2014 2593 7.73 Sell RRAM Principal Place of Business
RRAM 1/24/2014 1217 7.73 Sell RRAM Principal Place of Business
RRAM 1/31/2014 1320 7.80 Buy RRAM Principal Place of Business
RRAM 2/4/2014 2050 7.18 Buy RRAM Principal Place of Business
RRAM 2/6/2014 320 7.13 Buy RRAM Principal Place of Business
RRAM 2/6/2014 90 7.16 Buy RRAM Principal Place of Business
RRAM 2/6/2014 10000 6.94 Buy RRAM Principal Place of Business
RRAM 2/10/2014 840 7.19 Buy RRAM Principal Place of Business
RRAM 2/10/2014 6660 7.19 Buy RRAM Principal Place of Business
RRAM 2/13/2014 5000 7.22 Sell RRAM Principal Place of Business
RRAM 2/25/2014 240 6.74 Buy RRAM Principal Place of Business
RRAM 2/25/2014 70 6.74 Buy RRAM Principal Place of Business
RRAM 2/26/2014 940 6.46 Sell RRAM Principal Place of Business
RRAM 2/26/2014 2310 6.46 Sell RRAM Principal Place of Business
RRAM 2/26/2014 330 6.46 Sell RRAM Principal Place of Business
RRAM 2/26/2014 100 6.46 Sell RRAM Principal Place of Business
RRAM 2/26/2014 600 6.46 Sell RRAM Principal Place of Business
RRAM 2/26/2014 220 6.46 Sell RRAM Principal Place of Business
RRAM 2/26/2014 520 6.46 Sell RRAM Principal Place of Business
RRAM 2/26/2014 280 6.46 Sell RRAM Principal Place of Business
RRAM 2/26/2014 610 6.46 Sell RRAM Principal Place of Business
RRAM 2/26/2014 1150 6.46 Sell RRAM Principal Place of Business
RRAM 2/26/2014 520 6.46 Sell RRAM Principal Place of Business
RRAM 2/26/2014 490 6.46 Sell RRAM Principal Place of Business
RRAM 2/26/2014 30 6.46 Sell RRAM Principal Place of Business
RRAM 2/26/2014 350 6.46 Sell RRAM Principal Place of Business
RRAM 2/26/2014 610 6.46 Sell RRAM Principal Place of Business
RRAM 2/26/2014 240 6.46 Sell RRAM Principal Place of Business
RRAM 2/26/2014 1560 6.46 Sell RRAM Principal Place of Business
RRAM 2/26/2014 300 6.46 Sell RRAM Principal Place of Business
RRAM 2/26/2014 210 6.46 Sell RRAM Principal Place of Business
RRAM 2/26/2014 690 6.46 Sell RRAM Principal Place of Business
RRAM 2/26/2014 2480 6.46 Sell RRAM Principal Place of Business
RRAM 2/26/2014 460 6.46 Sell RRAM Principal Place of Business
The transactions noted above were purchases or sales of shares effected in the
open market and the table includes commissions paid in per share prices.
(d) Not applicable.
(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO
SECURITIES OF THE ISSUER
RRAM is the investment adviser to accounts of RRAM clients pursuant to
investment advisory agreements between RRAM clients and RRAM. Each investment
advisory agreement provides RRAM with the authority, among other things, to
invest account funds in the Stock, to dispose of the Stock, and to file this
statement on behalf of the account. Some, but not all, investment advisory
agreements provide RRAM with the authority to vote for the Stock. The number of
shares of Stock for which RRAM has sole voting power is reflected on RRAM's
cover page.
RRAM, AINAH, AIHL, AGHL, and Aviva entered into an Agreement Regarding Joint
Filing of Statement on Schedule 13D or 13G dated as of March 2, 2011 (the
"Agreement"). Under the Agreement, RRAM was appointed agent and attorney-in-fact
to prepare or cause to be prepared, sign, file with the Securities and Exchange
Commission and furnish to any other person all certificates, instruments,
agreements and documents necessary to comply with section 13(d) and section
16(a) of the Securities Exchange Act of 1934, as amended. The Agreement will
terminate in the event that a statement terminating the Agreement is filed with
the Securities and Exchange Commission. The Agreement is attached as
Exhibit 99.1.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
EXHIBIT 99.1 - Agreement Regarding Joint Filing of Statement on Schedule 13D or
13G dated as of March 2, 2011.
ANNEX A - The name, business address, business activity, present principal
occupation or employment and, if natural person, citizenship of each executive
officer and director of the Filers.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
February 28, 2014 RIVER ROAD ASSET MANAGEMENT, LLC,
a Delaware limited liability company
/s/ Thomas D. Mueller
-----------------------
By: Thomas D. Mueller
Chief Operating Officer and
Chief Compliance Officer
RIVER ROAD ASSET MANAGEMENT, LLC,
a Delaware limited liability company
AS POWER OF ATTORNEY FOR:
/s/ AVIVA INVESTORS NORTH AMERICA HOLDINGS, INC.,
an Iowa corporation
/s/ AVIVA INVESTORS HOLDINGS LTD,
a limited liability company organized
under the laws of England and Wales
/s/ AVIVA GROUP HOLDINGS LIMITED,
a limited liability company organized
under the laws of England and Wales
/s/ AVIVA PLC,
a public limited company organized
under the laws of England and Wales
/s/ Thomas D. Mueller by Power of
Attorney, See Exhibit 99.1
By: Thomas D. Mueller
Chief Operating Officer and Chief
Compliance Officer
Annex A
The name, business address, business activity, present principal occupation or
employment and, if natural person, citizenship of each executive officer and
director of the Filers are set forth in Exhibit A hereto, which is incorporated
herein by reference.
RIVER ROAD ASSET MANAGEMENT, LLC
NAME BUSINESS BUSINESS ACTIVITY PRESENT PRINCIPAL OCCUPATION CITIZENSHIP
ADDRESS OR EMPLOYMENT
Shircliff, James C. 462 S. 4th Chief Investment Officer Chief Investment Officer United States
Street
Suite 1600
Louisville, KY
40202
Beck, R. Andrew 462 S. 4th President & CEO President & CEO United States
Street
Suite 1600
Louisville, KY
40202
Sanders III, Henry 462 S. 4th Executive Vice President Executive Vice President United States
W. Street
Suite 1600
Louisville, KY
40202
Cinnamond, Erik K. 822 North A1A Vice President Vice President United States
Highway
Ponte Vedra,
FL 32082
Forsha, Thomas S. 462 S. 4th Co-Chief Investment Co-Chief Investment Officer United States
Street Officer
Suite 1600
Louisville, KY
40202
Deuser, Greg E. 462 S. 4th Chief Risk Officer Chief Risk Officer United States
Street
Suite 1600
Louisville, KY
40202
Brown, J. Alex 462 S. 4th Director of Research Director of Research United States
Street
Suite 1600
Louisville, KY
40202
Mueller, 462 S. 4th Chief Compliance Officer Chief Compliance Officer and United States
Thomas D. Street and Chief Operating Chief Operating Officer
Suite 1600 Officer
Louisville, KY
40202
Fiorito, 462 S. 4th Director of Trading Director of Trading United States
Christopher K. Street
Suite 1600
Louisville, KY
40202
Robbins, L. Michele 462 S. 4th Vice President of Client Vice President of Client & United States
Street & Consultant Relations Consultant Relations
Suite 1600
Louisville, KY
40202
O'Leary, Katrina H. 462 S. 4th Vice President of Client Vice President of Client & United States
Street & Consultant Relations Consultant Relations
Suite 1600
Louisville, KY
40202
Burnett, Shannon M. 462 S. 4th Director of Client Director of Client Services United States
Street Services
Suite 1600
Louisville, KY
40202
Snyder, Meagan N. 462 S. 4th Director of Compliance Director of Compliance United States
Street
Suite 1600
Louisville, KY
40202
Wainwright, Robert 462 S. 4th Director of Business Director of Business Strategy United Kingdom
W. Street Strategy Development Development
Suite 1600
Louisville, KY
40202
Whitney B. Conn 462 S. 4th Director of Operations Director of Operations United States
Street
Suite 1600
Louisville, KY
40202
AVIVA INVESTORS NORTH AMERICA HOLDINGS, INC.
NAME BUSINESS BUSINESS ACTIVITY PRESENT PRINCIPAL OCCUPATION CITIZENSHIP
ADDRESS OR EMPLOYMENT
O'Brien, Patrick 225 West Director and Officer Director and Officer United States
Wacker
Suite 1750
Chicago, IL
60606
Preseau, Chuck G. 225 West Director and Officer Director and Officer United States
Wacker
Suite 1750
Chicago, IL
60606
Purkalitis, Andra 225 West Director and Officer Director and Officer United States
C. Wacker
Suite 1750
Chicago, IL
60606
Neville, Patrick No. 1 Poultry Director Director and Officer United Kingdom
London
EC2R 8EJ
AVIVA INVESTORS HOLDINGS LIMITED
NAME BUSINESS BUSINESS ACTIVITY PRESENT PRINCIPAL OCCUPATION CITIZENSHIP
ADDRESS OR EMPLOYMENT
Misselbrook, John No.1 Poultry, Non-executive director Non-executive director and United Kingdom
Chairman, Aviva Investors
Holdings Limited
London EC2R
8EJ
Kyprianou, Robert No.1 Poultry, Independent Non-executive director, Aviva United Kingdom
Anastassis non-executive director Investors Holdings Limited
London EC2R
8EJ
Wolstenholme, No.1 Poultry, Independent Non-executive director, Aviva United Kingdom
Manjit non-executive director Investors Holdings Limited
London EC2R
8EJ
Regan, Patrick St Helen's, Director Chief Financial Officer, United Kingdom
Charles Aviva plc
1 Undershaft,
London EC3P
3DQ
Windsor, Jason St Helen's, Director Chief Strategy and United Kingdom
Michael Development Officer, Aviva
plc
1 Undershaft,
London EC3P
3DQ
Munro, Euan No.1 Poultry, Director and Executive Chief Executive Officer, United Kingdom
Aviva Investors
London EC2R
8EJ
Neville, Patrick No.1 Poultry, Director and Executive Chief Financial Officer, United Kingdom
John Aviva Investors
London EC2R
8EJ
Boulier, 26-28 Rue de Executive Chief Investment Officer, France
Jean-Francois la Pepiniere Fixed Income, Aviva Investors
Paris 75008,
France
Callaghan, Ruth No.1 Poultry, Executive Chief Human Resources United Kingdom
Caroline Officer, Aviva Investors
London EC2R
8EJ
Davis, Ian Frank No.1 Poultry, Executive Chief Operating Officer, United Kingdom
Davis Aviva Investors
London EC2R
8EJ
Field, Richard No.1 Poultry, Executive Chief Risk Officer, Aviva United Kingdom
Julian Investors
London EC2R
8EJ
Hibbert, No.1 Poultry, Executive Transformation Director, United Kingdom
Christopher James Aviva Investors
London EC2R
8EJ
O'Brien, Patrick 225 West Executive Country Manager-Americas and USA
Joseph Wacker Asia Pacific, Aviva Investors
Suite 1750
Chicago, IL
60606
Potter, Edward No.1 Poultry, Executive Director of Global Business USA
Eliphalet Development, Aviva Investors
London EC2R
8EJ
Womack, Ian Bryan No.1 Poultry, Executive Chief Executive-Global Real United Kingdom
Estate, Aviva Investors
London EC2R
8EJ
AVIVA GROUP HOLDINGS LIMITED
NAME BUSINESS BUSINESS ACTIVITY PRESENT PRINCIPAL OCCUPATION CITIZENSHIP
ADDRESS OR EMPLOYMENT
Lister, John Robert St Helen's, Director Group Chief Risk & Capital United Kingdom
Officer
1 Undershaft,
London EC3P
3DQ
Regan, Patrick St Helen's, Director Group Chief Financial Officer United Kingdom
Charles
1 Undershaft,
London EC3P
3DQ
Wilson, Mark Andrew St Helen's Director Group Chief Executive Officer New Zealand
1 Undershaft,
London EC3P
3DQ
AVIVA PLC
NAME BUSINESS BUSINESS ACTIVITY PRESENT PRINCIPAL OCCUPATION CITIZENSHIP
ADDRESS OR EMPLOYMENT
Barker, Glyn St Helen's, Non exec. Director Non exec. Director United Kingdom
1 Undershaft,
London EC3P
3DQ
Cross, Patricia St Helen's, Non exec. Director Non exec. Director Australia
Anne
1 Undershaft,
London EC3P
3DQ
Hawker, Michael St Helen's, Non exec. Director Non exec. Director Australia
John
1 Undershaft,
London EC3P
3DQ
Huey Evans, Gay St Helen's, Non exec. Director Non exec. Director United
States/United
Kingdom
1 Undershaft,
London EC3P
3DQ
McFarlane, John St Helen's, Non exec. Chairman Non exec. Chairman United
Kingdom/Australia
1 Undershaft,
London EC3P
3DQ
Mire, Michael St Helen's, Non exec. Director Non exec. Director United Kingdom
1 Undershaft,
London EC3P
3DQ
Montague, Adrian St Helen's, Senior Independent Senior Independent Director United Kingdom
Alastair Director
1 Undershaft,
London EC3P
3DQ
Regan, Patrick St Helen's, Executive Director Group Chief Financial Officer United Kingdom
Charles
1 Undershaft,
London EC3P
3DQ
Stein, Robert St Helen's, Non exec. Director Non exec. Director United States
William
1 Undershaft,
London EC3P
3DQ
Wheway, Jonathan St Helen's, Non exec. Director Non exec. Director United Kingdom
Scott
1 Undershaft,
London EC3P
3DQ
Wilson, Mark Andrew St Helen's, Director Group Chief Executive Officer New Zealand
1 Undershaft,
London EC3P
3DQ
Amin, Nitinbhai St Helen's, Executive Committee Group Transformation Director United Kingdom
Babubhai Maganbhai Member
1 Undershaft,
London EC3P
3DQ
Barral, David St Helen's, Executive Committee Chief executive officer, United Kingdom
Member Aviva UK & Ireland Life
Insurance
1 Undershaft,
London EC3P
3DQ
Boyle, Paul St Helen's, Executive Committee Chief Audit Officer United Kingdom
Member
1 Undershaft,
London EC3P
3DQ
Cooper, Kirstine St Helen's, Executive Committee Group General Counsel & United Kingdom
Ann Member Company Secretary
1 Undershaft,
London EC3P
3DQ
Deputy, Christine St Helen's, Executive Committee Group HR Director United States
Member
1 Undershaft,
London EC3P
3DQ
Lister, John Robert St Helen's, Executive Committee Group Chief Risk & Capital United Kingdom
Member Officer
1 Undershaft,
London EC3P
3DQ
Mackenzie, Amanda St Helen's, Executive Committee Chief marketing and United Kingdom
Felicity Member communications officer
1 Undershaft,
London EC3P
3DQ
McMillan, David St Helen's, Executive Committee Chief Executive Officer, United Kingdom
John Ramsay Member Aviva Europe
1 Undershaft,
London EC3P
3DQ
Munro, Euan George 1 Poultry, Executive Committee Chief executive officer, United Kingdom
Member Aviva Investors
London, EC2R
8EJ
Seng, Khor Hock 4 Shenton Way, Executive Committee Chief Executive Officer, Malaysia
Member Aviva Asia
#26-01, SGX
Centre 2
Singapore
068807
Singapore
Tulloch, Maurice 8 Surrey Executive Committee Chief executive officer, Canada
Ewen Street, Member Aviva UK & Ireland General
Insurance
Norwich,
Norfolk NR1
3NG
Windsor, Jason St Helen's, Executive Committee Chief strategy & development United Kingdom
Member officer
1 Undershaft,
London EC3P
3DQ