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PHOENIX UNIT TRUST MANAGERS

MANAGER’S ANNUAL REPORT For the year: 2 May 2019 to 1 May 2020

PUTM UK STOCK MARKET FUND (SERIES 3)

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Contents

Investment review* 2-3

Portfolio of investments* 4-10

Top ten purchases and sales 11

Statistical information* 12-14

Statements of total return & change in unitholders’ funds 15

Balance sheet 16

Notes to the financial statements 17-24

Distribution tables 25

Responsibilities of the manager and trustee 26

Trustee’s report and directors’ statement 27

Independent auditor’s report 28-30

Corporate information* 31-33

*These collectively comprise the Authorised Fund Manager’s Report.

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Investment review Dear Investor Performance Review Welcome to the PUTM Stock Market Series 3 Unit Trust Over the review period, the accumulation units in the annual report for 12 months to 1 May 2020. PUTM Stock Market Series 3 Unit Trust returned -17.30% (Source: SSGA for 12 months to 01/05/20). Over the same period, the FTSE 250 (ex Invt Trust) Index returned -17.22% (Source: FactSet, FTSE 250 (ex Invt Trust) Index for 12 months to 01/05/20). In the table below, you can see how the Fund performed against its benchmark over the last five discrete one-year periods.

Standardised Past Performance

May 19-20 May 18-19 May 17-18 May 16-19 May 15-16 % growth % growth % growth % growth % growth

PUTM Stock Market Series 3 Unit Trust -17.3 -1.6 6.5 18.6 -1.6

FTSE 250 Mid ex IT Index -17.2 -1.4 6.5 18.9 -1.4

Source: Fund performance is SSGA and HSBC to 1 May for each year. Benchmark index performance is FactSet and Datastream; FTSE 250 (ex Invt Trust) Index, to 1 May for each year.

Past performance is not a guide to future performance. The value of units and the income from them can go down as well as up and is not guaranteed. You may not get back the full amount invested. Please note that all past performance figures are calculated without taking the initial charge into account.

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Investment review Market Review Market Outlook UK shares were down over the 12 months, lagging In the near term, the global economic outlook has been behind those trading on other developed markets. The hit by Covid-19 as widespread lockdowns have caused stock market had to weather political upheaval, Brexit- economies to go into an unprecedented shutdown. This related uncertainty, and latterly, concerns about the new has resulted in profit warnings, dividend cuts and capital coronavirus. Oil & gas and basic materials were among raisings. Increased uncertainty has caused share prices to the worst performers at the sector level. collapse, pricing in a prolonged period of economic Although UK equities performed well in the early months stagnation. The level of despondency is at least as bad as of 2019, they fell once again in May. Prime Minister the 2008 financial crisis, with no shortage of economists Theresa May announced her resignation as MPs once publishing reports predicting the deepest recession in more moved to reject her European Union Withdrawal living memory. Agreement. Her successor, Boris Johnson, ejected most While such reports make uncomfortable reading, it is of the previous cabinet and appointed fellow pro-leave important to remember that markets tend to move several supporters in their stead. The political twists and turns months ahead of economic data. Just as in 2008, we culminated in a three-month extension to Brexit, the believe that extreme negative sentiment has created an approval in principle of Mr Johnson’s Withdrawal Act and asymmetrical risk-reward for investors. As panic the UK Parliament voting in favour of a snap election. subsides, we expect investor time horizons to lengthen. The Conservative Party won a conclusive victory in the We therefore believe it makes sense to look forward and vote, which took place in December. On 31 January ask whether the reality will justify the pessimism that is 2020, the UK officially left the EU. In February, UK priced into valuations. History suggests that moments of stocks tumbled in line with their global peers, as investor extreme fear, such as this, can cause markets to fears about the effects of the coronavirus increased. overshoot. We believe the best returns will be generated With share-price declines continuing into March, the UK by taking a longer-term view, looking across the ‘valley’ government and Bank of England (BoE) took significant beyond near-term uncertainty. and early action to minimise corporate defaults and job losses. The base rate was cut to 0.1% and the government announced a history-making spending package. While the major UK indices rallied strongly in April, the gains were not enough to offset the losses that occurred during the first three months of 2020.

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Portfolio of investments (unaudited)

Investments held at 1 May 2020 Market Percentage of value total net assets Holding Investment £ % United Kingdom (01/05/19 – 88.28%) 85.70 Aerospace & Defence (01/05/19 – 3.65%) 2.03 2,084 54,080 0.32 19,751 39,186 0.24 41,002 QinetiQ 123,088 0.74 30,430 Senior 18,258 0.11 5,284 Holdings 103,038 0.62 Automobiles & Parts (01/05/19 – 0.37%) 0.24 22,790 Lagonda Global Holdings 13,036 0.08 17,227 TI Fluid Systems 27,046 0.16 Banks (01/05/19 – 1.79%) 1.08 2,665 Bank of Georgia Group 25,904 0.16 92,422 CYBG 69,224 0.41 27,990 Onesavings Bank 65,441 0.39 2,459 TBC Bank Group 19,647 0.12 Beverages (01/05/19 – 1.04%) 1.05 6,253 Barr (A.G.) 30,233 0.18 20,072 145,121 0.87 Chemicals (01/05/19 – 1.40%) 1.34 44,241 29,487 0.17 25,838 73,173 0.44 6,172 121,527 0.73 Construction & Materials (01/05/19 – 2.31%) 2.98 51,347 126,519 0.76 14,207 Forterra 35,446 0.21 28,941 Ibstock 60,545 0.36 14,851 Marshalls Group 94,601 0.57 3,204 39,217 0.24 13,285 Polypipe Group 65,229 0.39 16,521 Redrow 75,633 0.45 Electricity (01/05/19 – 0.59%) 0.47 11,185 ContourGlobal 17,762 0.11 29,326 59,884 0.36 Electronic & Electrical Equipment (01/05/19 – 2.81%) 3.37 20,179 Morgan Advanced Materials 42,477 0.26 3,658 44,115 0.26 2,471 Renishaw 87,226 0.52 63,587 158,332 0.95 8,728 229,983 1.38 Financial Services (01/05/19 – 9.76%) 8.86 22,283 AJ Bell 84,564 0.51 33,542 124,240 0.75 20,984 55,503 0.33

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Portfolio of investments (unaudited)

Investments held at 1 May 2020 Market Percentage of value total net assets Holding Investment £ % Financial Services (continued) 10,882 Close Brothers 115,676 0.69 16,156 Finablr 1,781 0.01 27,510 IG Group Holdings 201,511 1.21 49,195 79,253 0.48 77,431 IP Group 42,432 0.25 36,014 127,994 0.77 33,820 135,686 0.81 24,597 Ninety One 40,462 0.24 19,490 Paragon 62,836 0.38 17,566 Provident Financial 31,742 0.19 140,130 Quilter 169,627 1.02 4,076 58,776 0.35 42,597 TP ICAP 144,830 0.87 Fixed Line Telecommunications (01/05/19 – 0.56%) 0.84 60,637 23,376 0.14 17,689 22,430 0.14 45,504 TalkTalk Telecom Group 37,290 0.22 4,325 56,311 0.34

Food & Drug Retailers (01/05/19 – 0.60%) 0.76 7,260 126,760 0.76 Food Producers (01/05/19 – 3.03%) 3.27 9,048 Bakkavör Group 6,361 0.04 3,777 Cranswick 139,447 0.84 4,792 56,162 0.34 37,464 SSP Group 101,228 0.61 34,283 Tate and Lyle 241,009 1.44 Gas, Water & Multiutilities (01/05/19 – 1.07%) 0.00 General Industrials (01/05/19 – 1.91%) 0.66 105,673 47,923 0.29 15,898 Vesuvius 61,589 0.37 General Retailers (01/05/19 – 4.51%) 5.28 72,338 54,977 0.33 7,070 62,958 0.38 14,556 35,458 0.21 29,062 Inchcape 143,217 0.86 158,999 Kingfisher 246,925 1.48 142,812 Marks & Spencer 131,444 0.79 33,852 Group 84,765 0.51 10,657 Group 25,364 0.15 8,057 WHSmith 94,106 0.57 Healthcare Equipment & Services (01/05/19 – 1.11%) 1.83 110,464 Convatec Group 227,998 1.37 30,048 76,743 0.46

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Portfolio of investments (unaudited)

Investments held at 1 May 2020 Market Percentage of value total net assets Holding Investment £ % Household Goods (01/05/19 – 2.85%) 3.27 9,065 241,401 1.45 32,298 129,580 0.78 17,791 Holdings 45,687 0.27 16,280 127,717 0.77 Industrial Engineering (01/05/19 – 3.32%) 2.96 13,659 78,403 0.47 5,732 Hill and Smith 63,740 0.38 19,595 IMI 162,247 0.97 19,280 Weir Group 189,368 1.14 Industrial Metals (01/05/19 – 0.21%) 0.18 22,458 30,071 0.18 Industrial Transportation (01/05/19 – 2.19%) 1.80 1,919 Clarkson 46,728 0.28 3,034 James Fisher 38,714 0.23 68,951 Royal Mail 110,356 0.66 60,876 Signature Aviation 104,920 0.63 Leisure Goods (01/05/19 – 0.41%) 0.88 2,445 146,455 0.88 Life (01/05/19 – 0.22%) 0.25 76,572 Just Group 41,961 0.25 Media (01/05/19 – 2.38%) 2.27 2,091 Group 39,353 0.24 30,601 76,013 0.45 7,839 Euromoney Institutional Investor 61,301 0.37 7,567 Future 69,919 0.42 46,952 Hyve Group 10,400 0.06 38,399 Moneysupermarket.com 121,034 0.73 Mining (01/05/19 – 0.92%) 0.83 17,146 22,033 0.13 16,418 Kaz Minerals 65,229 0.39 205,337 Petropavlovsk 50,513 0.31 Mobile Telecom (01/05/19 – 0.86%) 0.00 Non-Equity Investment Instruments (01/05/19 – 0.51%) 0.40 30,855 67,017 0.40 Non-Life Insurance (01/05/19 – 1.41%) 3.04 38,067 Beazley Group 148,537 0.89 103,425 Direct Line Insurance Group 272,525 1.63 22,501 Hastings Group 39,894 0.24 16,190 Sabre Insurance Group 45,980 0.28

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Portfolio of investments (unaudited)

Investments held at 1 May 2020 Market Percentage of value total net assets Holding Investment £ % Oil & Gas Producers (01/05/19 – 2.00%) 0.71 45,301 50,556 0.30 7,328 Oil & Gas 45,360 0.27 30,568 23,018 0.14 Oil Equipment & Services (01/05/19 – 1.32%) 0.59 49,972 97,545 0.59 Personal Goods (01/05/19 – 0.30%) 0.17 14,997 PZ Cussons 28,194 0.17 Pharmaceuticals & Biotechnology (01/05/19 – 2.64%) 2.32 7,347 201,014 1.20 4,841 Genus 159,462 0.96 9,982 PureTech Health 26,103 0.16 Real Estate Investment & Services (01/05/19 – 4.01%) 4.34 53,484 Capital & Counties Properties 84,933 0.51 12,120 CLS Holdings 23,731 0.14 380 Daejan Holdings 30,514 0.18 43,843 Grainger 116,885 0.70 18,934 127,994 0.77 34,313 McCarthy and Stone 24,019 0.14 9,611 91,401 0.55 13,353 St Modwen Properties 48,004 0.29 21,088 Unite Group 176,506 1.06 Real Estate Investment Trusts (01/05/19 – 6.87%) 7.68 176,105 Assura 132,607 0.80 11,835 123,439 0.74 7,366 228,346 1.37 30,583 GCP Student Living 40,125 0.24 58,752 39,352 0.24 60,630 Londonmetric Property 113,560 0.68 37,830 LXi REIT 38,814 0.23 86,673 Primary Health Properties 133,130 0.80 15,759 Holdings 110,786 0.66 16,236 Shaftesbury 97,254 0.58 125,751 Tritax Big Box 149,518 0.90 9,650 72,664 0.44 Software & Computer Services (01/05/19 – 2.47%) 3.99 41,126 Avast 185,478 1.11 5,279 74,645 0.45 6,007 FDM Group Holdings 42,710 0.26 4,649 Group 31,613 0.19

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Portfolio of investments (unaudited)

Investments held at 1 May 2020 Market Percentage of value total net assets Holding Investment £ % Software & Computer Services (continued) 24,552 International 107,734 0.65 8,718 97,293 0.58 33,466 125,698 0.75 Support Services (01/05/19 – 11.06%) 11.71 17,932 80,120 0.48 38,247 154,212 0.93 12,849 29,617 0.18 120,978 44,689 0.27 8,359 Diploma 140,180 0.84 32,363 189,000 1.13 24,777 Equiniti Group 40,040 0.24 20,458 56,259 0.34 116,128 Group 4 Securicor 123,154 0.74 103,346 Hays 112,234 0.67 20,014 224,357 1.35 43,258 Howden Joinery Group 229,008 1.37 20,111 IntegraFin Holdings 99,650 0.60 23,689 PageGroup 89,639 0.54 4,851 Paypoint 32,162 0.19 86,862 Group 113,007 0.68 18,488 193,662 1.16 Technology Hardware & Equipment (01/05/19 – 0.32%) 0.65 45,316 Communications 108,532 0.65 Travel & Leisure (01/05/19 – 5.50%) 3.60 72,759 Group 43,131 0.26 34,845 Domino’s Pizza Group 118,543 0.71 93,452 FirstGroup 59,435 0.36 6,369 Group 56,175 0.34 3,276 Go-ahead Group 41,998 0.25 49,928 Marston’s 19,212 0.11 14,989 Mitchells & Butlers 24,882 0.15 30,193 76,086 0.45 13,606 Rank Group 21,715 0.13 32,962 Stagecoach Group 23,222 0.14 4,928 Wetherspoon (JD) 46,742 0.28 62,215 William Hill 69,681 0.42 Bermuda (01/05/19 – 0.48%) 1.36 Non-Life Insurance (01/05/19 – 0.48%) 1.36 20,395 140,970 0.84 14,355 86,058 0.52 Canada (01/05/19 – 0.58%) 0.00 Media (01/05/19 – 0.58%) 0.00

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Portfolio of investments (unaudited)

Investments held at 1 May 2020 Market Percentage of value total net assets Holding Investment £ % Channel Islands (01/05/19 – 3.84%) 4.40 Equity Investment Instruments (01/05/19 – 0.20%) 0.20 50,216 UK Commercial Property Trust 32,891 0.20 Financial Services (01/05/19 – 0.28%) 1.24 108,808 142,321 0.85 9,906 64,389 0.39 Industrial Transportation (01/05/19 – 0.17%) 0.00 Mining (01/05/19 – 1.11%) 0.70 78,138 117,402 0.70 Oil Equipment & Services (01/05/19 – 0.41%) 0.21 18,224 Petrofac 35,828 0.21 Real Estate Investment & Services (01/05/19 – 0.23%) 0.45 41,438 BMO Commercial Property Trust 29,297 0.18 71,530 45,851 0.27 Support Services (01/05/19 – 0.77%) 0.66 48,999 International Workplace Group 109,562 0.66 Travel & Leisure (01/05/19 – 0.67%) 0.94 1,588 PPHE Hotel Group 19,532 0.12 5,006 Holdings 137,264 0.82 Germany (01/05/19 – 0.00%) 0.59 Travel & Leisure (01/05/19 – 0.00%) 0.59 32,037 TUI 98,065 0.59 Gibraltar (01/05/19 – 0.14%) 0.00 Travel & Leisure (01/05/19 – 0.14%) 0.00 Ireland (01/05/19 – 1.54%) 1.90 Beverages (01/05/19 – 0.00%) 0.27 22,541 C&C Group 44,857 0.27 Food & Drug Retailers (01/05/19 – 0.56%) 0.71 19,100 UDG Healthcare 117,847 0.71 Food Producers (01/05/19 – 0.33%) 0.33 32,213 Group 55,245 0.33 Support Services (01/05/19 – 0.65%) 0.59 15,792 98,068 0.59 Isle of Man (01/05/19 – 1.76%) 2.24 Software & Computer Services (01/05/19 – 0.46%) 0.32 23,406 52,898 0.32 Travel & Leisure (01/05/19 – 1.30%) 1.92 43,292 GVC Holdings 320,534 1.92

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Portfolio of investments (unaudited)

Investments held at 1 May 2020 Market Percentage of value total net assets Holding Investment £ % Israel (01/05/19 – 0.20%) 0.60 Financial Services (01/05/19 – 0.20%) 0.60 8,041 100,432 0.60 Luxembourg (01/05/19 – 1.14%) 1.25 General Retailers (01/05/19 – 1.14%) 1.25 61,865 B&M European Value 207,990 1.25 Netherlands (01/05/19 – 0.57%) 0.34 Construction & Materials (01/05/19 – 0.57%) 0.34 2,362 RHI Magnesita 55,932 0.34 Singapore (01/05/19 – 0.00%) 0.19 Electronic & Electrical Equipment (01/05/19 – 0.00%) 0.19 1,049 XP Power 31,890 0.19

Portfolio of investments 16,427,780 98.57 Net other assets 238,800 1.43 Net assets 16,666,580 100.00

Unless otherwise stated, all investments are approved securities being either officially listed in a member state or traded on or under the rules of an eligible securities market.

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Top ten purchases and sales For the year ended 1 May 2020

Purchases Cost Sales Proceeds £ £ Direct Line Insurance Group 334,527 386,029 Just Eat 316,410 374,202 Micro Focus International 302,313 Just Eat 341,325 Hiscox 298,028 Cobham 332,104 Marks & Spencer 281,153 easyJet 273,127 Kingfisher 210,309 Polymetal International 264,802 Network International 202,503 Merlin Entertainments 262,483 Hikma Pharmaceuticals 180,043 BTG 261,370 easyJet 174,284 RPC Group 241,968 Trainline 148,803 Hikma Pharmaceuticals 219,210 Subtotal 2,448,373 Subtotal 2,956,620 Other purchases 4,000,603 Other sales 4,800,588

Total purchases for the year 6,448,976 Total sales for the year 7,757,208

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Statistical information

Comparative table Accumulation 01/05/20 01/05/19 01/05/18 pence pence pence Change in net assets per unit Opening net asset value per unit 575.70 588.25 551.89 Return before operating charges* (108.60) (12.10) 36.88 Operating charges (0.57) (0.45) (0.52) Return after operating charges* (109.17) (12.55) 36.36 Distributions on accumulation units (14.94) (16.75) (16.05) Retained distributions on accumulation units 14.94 16.75 16.05

Closing net asset value per unit 466.53 575.70 588.25

*after direct transaction costs of:^ 0.85 0.77 0.68

Performance Return after charges (18.96%) (2.13%) 6.59%

Other information Closing net asset value (£000) 16,667 22,562 25,376 Closing number of units 3,572,467 3,919,065 4,313,746 Operating charges 0.10% 0.08% 0.09% Direct transaction costs 0.15% 0.13% 0.12%

Prices+ Highest unit price (pence) 657.70 616.90 596.43 Lowest unit price (pence) 363.30 493.80 540.26

^The direct transaction costs include commission on futures. +High and low price disclosures are based on quoted unit prices. Therefore, the opening and closing NAV prices may fall outside the high/low price threshold.

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Statistical information

Investment objective The Fund aims to provide a total return (a combination of capital growth and income) by delivering an overall return in line with the FTSE 250 (ex IT) Index (the “Index”) before fees.

Investment policy The Fund will seek to physically replicate the Index, which consists of a diversified portfolio of UK equities. This process will involve investing in components of the Index, though not necessarily in the same proportions of the Index at all times. Consequently, the Fund may not track the Index exactly but will contain a meaningful exposure to the market. Stock index futures contracts may also be used to manage the cash portion of the Fund. It is intended that the Fund will normally be close to fully invested as outlined above. The Scheme may also invest in deposits, collective investment schemes, money market instruments and use derivative contracts.

Investment strategy It is anticipated that for the Fund that in normal market conditions the tracking error of the Fund will be a maximum of 0.5%. The tracking error measures the standard deviation of the relative returns. It is the annualised standard deviation of the returns of a fund minus those of its benchmark (relative returns) and not the standard deviation of each fund’s unique returns. The lower the tracking error of a fund, the more the fund resembles its benchmark or the market regarding risk and return characteristics. Small differences in returns between the index- tracking fund and the index (and tracking error) are due to levels of cash, expenses and portfolio turnover.

Revenue distribution and pricing Units of the Fund are available as Accumulation units (where revenue is reinvested to enhance the unit price). There will be two potential distributions in each accounting year: an interim distribution as at 1 November and a final distribution as at 1 May. At each distribution the net revenue after deduction of expenses, from the investments of the Fund, is apportioned amongst the unitholders. Unitholders receive a tax voucher giving details of the distribution and the Manager’s Report no later than two months after these dates.

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Statistical information

Risk and reward profile The Risk and Reward Indicator table demonstrates where the Fund ranks in terms of its potential risk and reward. The higher the rank the greater the potential reward but the greater the risk of losing money. It is based on past data, may change over time and may not be a reliable indication of the future risk profile of the Fund. The shaded area in the table below shows the Fund’s ranking on the Risk and Reward Indicator.

Typically lower rewards, Typically higher rewards, lower risk higher risk fi

1 2 3 4 5 6 7

This Fund is ranked at 6 (01/05/19: 5) because funds of this type have experienced high rises and falls in value in the past. Although this is a high risk ranking it is not the highest. The above figure applies to the following unit class: • Accumulation Please note that even the lowest risk class can lose you money and that extreme market circumstances can mean you suffer severe losses in all cases. Please note the Fund’s risk category may change in the future. The indicator does not take into account the following risks of investing in this Fund: • The small differences in the returns between the index tracking Fund and the Index (and tracking error) are due to levels of cash, expenses and portfolio turnover. • Counterparty Risk: the insolvency of any institutions providing services such as safekeeping of assets or acting as counterparty to derivatives or other instruments, may expose the Fund to financial loss. • The Fund may use derivatives to reduce risk or cost or to generate additional capital or income at low risk, or to meet its investment objective. For more information on the Risk and Reward profiles of our Funds, please refer to the most up to date relevant fund and Unit Class Key Investor Information Documents (KIIDs). These are available online at www.phoenixunittrust.co.uk.

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Annual financial statements For the year ended 1 May 2020

Statement of total return 01/05/20 01/05/19 Notes £ £ £ £ Income

Net capital losses 4 (4,419,423) (1,255,390) Revenue 5 594,882 712,978 Expenses 6 (19,049) (16,246) Net revenue before taxation 575,833 696,732 Taxation 7 (12,356) (9,768) Net revenue after taxation 563,477 686,964 Total deficit before distributions (3,855,946) (568,426) Distributions 8 (564,877) (686,965) Change in unitholders’ funds from investment activities (4,420,823) (1,255,391)

Statement of change in unitholders’ funds 01/05/20 01/05/19 £ £ £ £ Opening net assets 22,561,925 25,375,651 Amounts receivable on issue of units 149,095 – Amounts payable on cancellation of units (2,173,417) (2,230,321)

(2,024,322) (2,230,321) Change in unitholders’ funds from investment activities (4,420,823) (1,255,391) Retained distributions on accumulation units 549,800 671,986

Closing net assets 16,666,580 22,561,925

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Annual financial statements As at 1 May 2020

Balance sheet 01/05/20 01/05/19 Notes £ £ £ £ Assets: Fixed assets: Investments 16,427,780 22,231,201 Current assets: Debtors 9 56,224 158,221 Cash and bank balances 10 199,076 189,045 Total current assets 255,300 347,266 Total assets 16,683,080 22,578,467

Liabilities: Creditors: Other creditors 11 (16,500) (16,542) Total liabilities (16,500) (16,542) Net assets 16,666,580 22,561,925

Unitholders’ funds 16,666,580 22,561,925

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Notes to the financial statements

Note 1 Accounting policies (a) Basis of preparation The financial statements have been prepared under the historical cost basis, as modified by the revaluation of investments and in compliance with Financial Reporting Standard (FRS102) and in accordance with the Statement of Recommended Practice (‘SORP’) for Financial Statements of UK Authorised Funds issued by the Investment Association (‘IA’) in May 2014 and as amended in June 2017. These financial statements are prepared on a going concern basis. The Manager has made an assessment of the Fund’s ability to continue as a going concern, and is satisfied it has the resources to continue in business for the foreseeable future and is not aware of any material uncertainties that may cast significant doubt on this assessment. This assessment is made as at the date of issue of these financial statements and considers liquidity, declines in global capital markets, known redemption levels, expense projections, key service provider's operational resilience and the impact of COVID-19. (b) Valuation of investments The quoted investments of the Fund have been valued at bid dealing prices as at 12 noon on 1 May 2020, the last valuation point in the accounting year, in accordance with the Trust Deed. (c) Foreign exchange Transactions in foreign currencies during the year are translated into Sterling (the functional currency of the Fund), at the rates of exchange ruling on the transaction date. Amounts held in foreign currencies have been translated at the rate of exchange ruling at 12 noon on 1 May 2020, the last valuation point in the accounting year. (d) Revenue Dividends receivable from equity investments are credited to revenue when they are first quoted ex-dividend. Interest receivable on bank deposits is accounted for on a receipts basis and money market funds is accounted for on an accruals basis. (e) Special dividends Special dividends are treated either as revenue or repayments of capital depending on the facts of each particular case. It is likely that where the receipt of a special dividend results in a significant reduction in the capital value of the holding, then the special dividend should be treated as capital in nature so as to ensure the matching principle is applied to gains and losses. Otherwise, the special dividend should be treated as revenue. (f) Stock dividends The ordinary element of stocks received in lieu of cash is recognised as revenue. Any excess in value of shares received over the amount of cash forgone would be treated as capital. (g) Expenses Expenses are accounted for on an accruals basis. Expenses of the Fund are charged against revenue, except for costs associated with the purchase and sale of investments, which are charged to capital. (h) Taxation The charge for taxation is based on taxable income for the year less allowable expenses. UK dividends and franked distributions from UK collective investment schemes are disclosed net of any related tax credit. Overseas dividends, unfranked distributions from UK collective investment schemes, and distributions from overseas collective investment schemes are disclosed gross of any tax suffered, the tax element being separately disclosed in the taxation note.

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Notes to the financial statements

Note 1 Accounting policies (continued) (i) Deferred taxation Deferred tax is provided at current rates of corporation tax on all timing differences which have originated but not reversed by the Balance sheet date. Deferred tax is not recognised on permanent differences. Deferred tax assets are recognised only to the extent that the Manager considers it is more likely than not that there will be taxable profits from which underlying timing differences can be deducted.

Note 2 Distribution policies (a) Basis of distribution Revenue produced by the Fund’s investments accumulates during each accounting period. If, at the end of each accounting period, revenue exceeds expenses, the net revenue of the Fund is available to be accumulated to unitholders. The Fund is not more than 60% invested in qualifying investments (as defined by SI 2006/964, Reg 20) and will pay a dividend distribution. (b) Unclaimed distributions Distributions remaining unclaimed after six years are paid into the Fund as part of the capital property. (c) Stock dividends It is the policy of the Fund, where applicable, to distribute the revenue element of stock dividends. (d) Special dividends It is the policy of the Fund, where applicable, to distribute special dividends which have been treated as revenue.

Note 3 Risk management policies The risks arising from the Fund’s financial instruments are market price risk, interest rate risk, foreign currency risk, liquidity risk and counterparty risk. The Manager's policies for managing these risks are summarised below and have been applied throughout the year. (a) Market price risk Market price risk arises mainly from uncertainty about future prices of financial instruments held. It represents the potential loss the Fund might suffer through holding market positions in the face of price movements. The Fund's investment portfolio is exposed to market fluctuations which are monitored by the Manager in pursuit of the investment objectives and policies. Adherence to investment guidelines and to investment and borrowing powers set out in the Trust Deed, the Prospectus and in the Collective Investment Schemes Sourcebook (“the Sourcebook”) mitigates the risk of excessive exposure to any particular type of security or issuer. (b) Interest rate risk The majority of the Fund’s financial assets are equity shares and other investments which neither pay interest nor have a maturity date. Interest receivable on bank deposits or payable on bank overdraft positions will be affected by fluctuations in interest rates. (c) Foreign currency risk The Fund has no significant exposure to foreign currency risk.

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Notes to the financial statements

Note 3 Risk management policies (continued) (d) Liquidity risk The Fund’s assets are comprised of mainly readily realisable securities. If insufficient cash is available to finance unitholder redemptions then securities held by the Fund may need to be sold. The risk of low market liquidity, through reduced trading volumes, may affect the ability of the Fund to trade financial instruments at values previously indicated by financial brokers. From time to time, liquidity may also be affected by stock specific or economic events. To manage these risks the Manager performs market research in order to achieve the best price for any transactions entered into on behalf of the Fund. All stocks are valued daily but those stocks identified as being less liquid are reviewed on a regular basis for pricing accuracy. (e) Counterparty risk Certain transactions in securities that the Fund enters into expose it to the risk that the counterparty will not deliver the investment (purchase) or cash (sale) after the Fund has fulfilled its responsibilities. The Fund only buys and sells investments through brokers which have been approved by the Manager as an acceptable counterparty. This list is reviewed annually. (f) Derivatives Derivative transactions may be used by the Fund for the purposes of meeting its investment objectives and also for hedging. In doing so the Manager may make use of a variety of derivative instruments in accordance with the Sourcebook. The use of derivatives for investment purposes means that the net asset value of the Fund may at times have high volatility, although derivatives will not be used with the intention of raising the risk profile of the Fund. Where derivatives are used for hedging this will not compromise the risk profile of the Fund. Use of derivatives will not knowingly contravene any relevant investment objective or limits. There were no derivatives held at the year end.

Note 4 Net capital losses The net capital losses during the year comprise: 01/05/20 01/05/19 £ £ Losses on non-derivative securities (4,495,422) (1,272,105) Gains on derivative contracts 8,715 – Currency gains – 19 Handling charges (2,031) (2,244) Capital special dividends 69,315 18,940 Net capital losses (4,419,423) (1,255,390)

Note 5 Revenue 01/05/20 01/05/19 £ £ UK dividends 473,393 585,596 UK REIT property income distributions 52,427 54,270 Overseas dividends 68,630 72,433 Bank interest 432 679 Total revenue 594,882 712,978

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Notes to the financial statements

Note 6 Expenses 01/05/20 01/05/19 £ £ (a) Payable to the Manager or associates of the Manager and agents of either of them: Manager’s periodic charge 5,345 5,830

(b) Payable to the Trustee or associates of the Trustee and agents of either of them: Trustee’s fees 1,564 1,687

(c) Other expenses: Audit fee 7,380 6,060 Safe custody charges 343 355 Printing & stationery 890 890 Professional fee 3,305 1,307 FCA fee 222 117 12,140 8,729

Total expenses 19,049 16,246

Note 7 Taxation 01/05/20 01/05/19 £ £ (a) Analysis of tax charge for the year

Corporation tax 7,939 7,741 Overseas withholding tax 3,467 2,027 Irrecoverable overseas tax on capital special dividend 1,400 – Reclaimable tax written off 433 – Double taxation relief (883) – Deferred tax (Note 7(c)) – – Total taxation (Note 7(b)) 12,356 9,768

(b) Factors affecting the tax charge for the year The tax assessed for the year is lower than that calculated when the standard rate of corporation tax for Authorised Unit Trusts is applied to total revenue return. The differences are explained below: Net revenue before taxation 575,833 696,732 Corporation tax at 20% (01/05/19: 20%) 115,167 139,346 Effects of: Revenue not subject to taxation (107,228) (131,605) Overseas withholding tax 3,467 2,027 Irrecoverable overseas tax on capital special dividend 1,400 – Reclaimable tax written off 433 – Double taxation relief (883) – Total tax charge for the year (Note 7(a)) 12,356 9,768

Authorised Unit Trusts are exempt from tax on capital gains in the UK. (c) Provision for deferred taxation At 1 May 2020 the Fund had no potential deferred tax asset (01/05/19: £nil) in relation to surplus management expenses.

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Notes to the financial statements

Note 8 Distributions The distributions take account of amounts added on the issue of units and amounts deducted on the cancellation of units, and comprise: 01/05/20 01/05/19 £ £ Interim 376,439 367,808 Final 173,361 304,178 549,800 671,986 Amounts deducted on cancellation of units 16,582 14,979 Amounts added on issue of units (1,505) – Net distribution for the year 564,877 686,965

Net revenue after taxation 563,477 686,964 Capital tax balances 1,400 – Movement of undistributed revenue – 1 Net distribution for the year 564,877 686,965 Details of the distribution per unit are set out in the tables on page 25. Note 9 Debtors 01/05/20 01/05/19 £ £ Accrued income 53,977 157,070 Overseas tax recoverable 2,247 1,151 Total debtors 56,224 158,221

Note 10 Cash and bank balances 01/05/20 01/05/19 £ £ Cash and bank balances 185,029 189,045 Amounts held at futures clearing houses 14,047 – Total cash and bank balances 199,076 189,045

Note 11 Other creditors 01/05/20 01/05/19 £ £ Manager’s periodic charge payable 708 946 Trustee’s fees payable 354 426 Safe custody charges payable 146 55 Audit fee payable 7,200 7,020 FCA fee payable 128 10 Handling charges payable 949 344 Corporation tax payable 7,015 7,741 Total other creditors 16,500 16,542

Note 12 Reconciliation of units Accumulation Opening units at 02/05/19 3,919,065 Unit movements in year: Units issued 32,408 Units cancelled (379,006) Closing units at 01/05/20 3,572,467

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Notes to the financial statements

Note 13 Contingencies and commitments At 1 May 2020 the Fund had no outstanding calls on partly paid shares, no potential underwriting commitments or any other contingent liabilities (01/05/19: £nil).

Note 14 Related party transactions The Manager is a related party to the Fund by virtue of its controlling influence. The Manager is part of the Phoenix Group. Phoenix Life Limited which is also part of the Phoenix Group, is a material unitholder in the Fund and therefore a related party, holding 100% of the units at the year end (01/05/19: 100%). Manager’s periodic charge paid to the Manager, Phoenix Unit Trust Managers Limited, or its associates, is shown in Note 6(a) and details of the units issued and cancelled by the Manager are shown in the Statement of change in unitholders’ funds and Note 8. Any balances due to/from the Manager or its associates at 1 May 2020 in respect of these transactions are shown in Notes 9 and 11.

Note 15 Financial instruments In accordance with the investment objective, the Fund holds certain financial instruments. These comprise: • securities held in accordance with the investment objective and policies; • derivative transactions which the Fund may also enter into, the purpose of which is to manage the currency and market risks arising from the Fund's investment activities; and • cash and short term debtors and creditors arising directly from operations. Counterparty exposure There was no counterparty exposure held at the year end. Interest profile At the year end date, 1.19% (01/05/19: 0.84%) of the Fund’s net assets by value were interest bearing. Interest rates earned/paid on deposits are earned/paid at a rate linked to LIBOR (London Interbank Offered Rate) or international equivalent. Sensitivity analysis Interest rate risk sensitivity As the majority of the Fund’s financial assets are non-interest bearing, the Fund is only subject to limited exposure to fair value interest rate risk due to fluctuations in levels of market interest rates and therefore, no sensitivity analysis has been provided. Foreign currency risk sensitivity As the majority of the Fund’s financial assets are in the base currency of the Fund (Sterling), the Fund is only subject to limited exposure to fluctuations in foreign currency and therefore, no sensitivity analysis has been provided.

Price risk sensitivity A five percent increase in the value of the Fund’s portfolio would have the effect of increasing the return and net assets by £833,329 (01/05/19: £1,128,096). A five percent decrease would have an equal and opposite effect.

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Notes to the financial statements

Note 16 Fair value of investments The fair value of the Fund’s investments has been determined using the hierarchy below. This complies with the ‘Amendments to FRS102 – Fair value hierarchy disclosures’ issued by the Financial Reporting Council in March 2016. Level 1 The unadjusted quoted price in an active market for identical assets or liabilities that the entity can access at the measurement date. Level 2 Inputs other than quoted prices included within Level 1 that are observable (i.e. developed using market data) for the asset or liability, either directly or indirectly. Level 3 Inputs are unobservable (i.e. for which market data is unavailable) for the asset or liability. For the year ended 01/05/20 Level 1 2 3 Tota l Investment assets £ £ £ £ Equities 16,427,780 – – 16,427,780 16,427,780 – – 16,427,780

For the year ended 01/05/19 Level 1 2 3 Tota l Investment assets £ £ £ £ Equities 22,231,201 – – 22,231,201 22,231,201 – – 22,231,201

Note 17 Portfolio transaction costs For the year ended 01/05/20 Other Total Value Commission Taxes expenses costs Analysis of total purchases costs £ £ % £ % £ % £ Equity transactions 6,378,737 1,319 0.02 28,214 0.44 375 0.01 6,408,645 Corporate actions 40,331 – – – – – – 40,331 Total 6,419,068 1,319 28,214 375 6,448,976 Other Total Value Commission Taxes expenses costs Analysis of total sales costs £ £ % £ % £ % £ Equity transactions 7,207,702 (1,592) (0.02) (11) 0.00 (178) 0.00 7,205,921 Corporate actions 551,287 – – – – – – 551,287 Total 7,758,989 (1,592) (11) (178) 7,757,208 Commission, taxes and other expenses as % of average net assets: Commission 0.02% Taxes 0.13% Other expenses 0.00%

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Notes to the financial statements

Note 17 Portfolio transaction costs (continued) For the year ended 01/05/19 Other Total Value Commission Taxes expenses costs Analysis of total purchases costs £ £ % £ % £ % £ Equity transactions 6,222,964 1,431 0.02 27,886 0.45 102 0.00 6,252,383 Corporate actions 207,849 – – – – – – 207,849 Total 6,430,813 1,431 27,886 102 6,460,232 Other Total Value Commission Taxes expenses costs Analysis of total sales costs £ £ % £ % £ % £ Equity transactions 7,704,786 (1,960) (0.03) (14) 0.00 (105) 0.00 7,702,707 Corporate actions 274,650 – – – – – – 274,650 Total 7,979,436 (1,960) (14) (105) 7,977,357 Commission, taxes and other expenses as % of average net assets: Commission 0.01% Taxes 0.12% Other expenses 0.00% Portfolio transaction costs are incurred by the Fund when buying and selling underlying investments. These costs vary depending on the class of investment, country of exchange and method of execution. These costs can be classified as either direct or indirect transaction costs: Direct transaction costs: Broker commissions, fees and taxes. Indirect transaction costs: “Dealing spread’ - the difference between buying and selling prices of the underlying investments. At the Balance sheet date the portfolio dealing spread was 0.38% (01/05/19: 0.14%) being the difference between the respective bid and offer prices for the Fund's investments.

Note 18 Post Balance Sheet Events As indicated in the accounting policies in Note 1(b), the investments have been valued at 12 noon on 1 May 2020. Since that date the Fund's quoted mid price has risen from 466.53p to 518.54p for accumulation units as at 23 October 2020 (the latest applicable date before completion of the accounts), a rise of 11.15%.

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Distribution tables For the year ended 1 May 2020

Interim distribution in pence per unit Group 1: units purchased prior to 2 May 2019 Group 2: units purchased 2 May 2019 to 1 November 2019

2020 2019 pence pence per unit per unit Net paid paid income Equalisation 1 Jan 1 Jan Accumulation

Group 1 10.0920 — 10.0920 8.9925 Group 2 10.0920 0.0000 10.0920 8.9925

Final distribution in pence per unit Group 1: units purchased prior to 2 November 2019 Group 2: units purchased 2 November 2019 to 1 May 2020

2020 2019 pence pence per unit per unit Net payable paid income Equalisation 1 Jul 1 Jul Accumulation

Group 1 4.8527 — 4.8527 7.7615 Group 2 0.2077 4.6450 4.8527 7.7615

Equalisation This applies only to units purchased during the distribution period (Group 2 units). It is the average amount of revenue included in the purchase price of all Group 2 units and is refunded to the holders of these units as a return of capital. Being capital it is not liable to income tax but must be deducted from the cost of the units for capital gains tax purposes.

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Responsibilities of the manager and the trustee

a) The Manager of the Fund is required by the Financial Conduct Authority’s Collective Investment Schemes Sourcebook (‘the Sourcebook’) to prepare financial statements for each annual accounting period which give a true and fair view of the financial position of the Fund at the end of that period and the net revenue or expense and the net gains or losses on the property of the Fund for the period then ended. In preparing these financial statements, the Manager is required to: • select suitable accounting policies and then apply them consistently; • make judgements and estimates that are prudent and reasonable; • state whether applicable accounting standards have been followed subject to any material departure disclosed and explained in the financial statements; and • prepare the financial statements on the basis that the Fund will continue in operation unless it is inappropriate to presume this. The Manager is also required to manage the Fund in accordance with the Trust Deed, the Prospectus and the Sourcebook, maintain proper financial records to enable them to ensure that the financial statements comply with the Statement of Recommended Practice for Authorised Funds as issued by the IA in May 2014 (amended June 2017) and the Sourcebook and take reasonable steps for the prevention and detection of fraud and other irregularities. b) The Depositary in its capacity as Trustee of the PUTM UK Stock Market Fund (Series 3) must ensure that the Trust is managed in accordance with the Financial Conduct Authority’s Collective Investment Schemes Sourcebook, the Financial Services and Markets Act 2000, as amended, (together ‘the Regulations’), the Trust Deed and Prospectus (together ‘the Scheme documents’) as detailed below. The Depositary must in the context of its role act honestly, fairly, professionally, independently and in the interests of the Trust and its investors. The Depositary is responsible for the safekeeping of all custodial assets and maintaining a record of all other assets of the Trust in accordance with the Regulations. The Depositary must ensure that: • the Trust’s cash flows are properly monitored and that cash of the Trust is booked in cash accounts in accordance with the Regulations; • the sale, issue, repurchase, redemption and cancellation of units are carried out in accordance with the Regulations; • the value of units of the Trust are calculated in accordance with the Regulations; • any consideration relating to transactions in the Trust's assets is remitted to the Trust within the usual time limits; • the Trust’s income is applied in accordance with the Regulations; and • the instructions of the Authorised Fund Manager (‘the AFM’), which is the UCITS Management Company, are carried out (unless they conflict with the Regulations). The Depositary also has a duty to take reasonable care to ensure that the Trust is managed in accordance with the Regulations and the Scheme documents of the Trust in relation to the investment and borrowing powers applicable to the Trust.

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Trustee’s report and directors’ statement

Report of the Trustee to the Unitholders of the PUTM UK Stock Market Fund (Series 3) for the year from 2 May 2019 to 1 May 2020 Having carried out such procedures as we considered necessary to discharge our responsibilities as Depositary of the Trust, it is our opinion, based on the information available to us and the explanations provided, that, in all material respects the Trust, acting through the AFM: (i) has carried out the issue, sale, redemption and cancellation, and calculation of the price of the Trust’s units and the application of the Trust’s income in accordance with the Regulations and the Scheme documents of the Trust; and (ii) has observed the investment and borrowing powers and restrictions applicable to the Trust in accordance with the Regulations and the Scheme documents of the Trust.

London HSBC Bank plc 30 October 2020

Directors’ statement In accordance with the requirements of the Collective Investment Schemes Sourcebook as issued and amended by the Financial Conduct Authority, we hereby certify the report on behalf of the Directors of Phoenix Unit Trust Managers Limited.

Birmingham Director 30 October 2020

Director

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Independent auditor’s report to the unitholders of the PUTM UK Stock Market Fund (Series 3)

Opinion We have audited the financial statements of the PUTM UK Stock Market Fund (Series 3) (“the Fund”) for the year ended 1 May 2020 which comprise the Statement of Total Return, the Statement of Change in Unitholders’ Funds, the Balance Sheet, the Distribution Tables and the related Notes 1 to 18, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice) including FRS 102 ‘The Financial Reporting Standard applicable to the UK and Republic of Ireland’. In our opinion, the financial statements: • give a true and fair view of the financial position of the Fund as at 1 May 2020 and of the net revenue and the net capital loss on the scheme property of the Fund for the year then ended; and • have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice including FRS 102 ‘The Financial Reporting Standard applicable to the UK and Republic of Ireland’. Basis for opinion We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial statements section of our report below. We are independent of the Fund in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Conclusions relating to going concern We have nothing to report in respect of the following matters in relation to which the ISAs (UK) require us to report to you where: • the Manager’s use of the going concern basis of accounting in the preparation of the financial statements is not appropriate; or • the Manager has not disclosed in the financial statements any identified material uncertainties that may cast significant doubt about the Fund’s ability to continue to adopt the going concern basis of accounting for a period of at least twelve months from the date when the financial statements are authorised for issue.

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Independent auditor’s report to the unitholders of the PUTM UK Stock Market Fund (Series 3)

Other information The other information comprises the information included in the Annual Report other than the financial statements and our auditor’s report thereon. The Manager is responsible for the other information. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in this report, we do not express any form of assurance conclusion thereon. In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of the other information, we are required to report that fact. We have nothing to report in this regard. Opinions on other matters prescribed by the rules of the Collective Investment Schemes Sourcebook of the Financial Conduct Authority In our opinion: • the financial statements have been properly prepared in accordance with the Statement of Recommended Practice relating to Authorised Funds, the rules of the Collective Investment Schemes Sourcebook of the Financial Conduct Authority and the Trust Deed; • the information given in the Manager’s report for the financial year for which the financial statements are prepared is consistent with the financial statements; and • there is nothing to indicate that proper accounting records have not been kept or that the financial statements are not in agreement with those records. Matters on which we are required to report by exception We have nothing to report in respect of the following matter in relation to which the Collective Investment Schemes Sourcebook of the Financial Conduct Authority rules requires us to report to you if, in our opinion: • we have not received all the information and explanations which, to the best of our knowledge and belief, are necessary for the purposes of our audit. Responsibilities of the Manager As explained more fully in the Manager’s responsibilities statement set out on page 26, the Manager is responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the Manager determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the Manager is responsible for assessing the Fund’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Manager either intends to liquidate the Fund or to cease operations, or has no realistic alternative but to do so.

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Independent auditor’s report to the unitholders of the PUTM UK Stock Market Fund (Series 3)

Auditor’s responsibilities for the audit of the financial statements Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council’s website at https://www.frc.org.uk/auditorsresponsibilities.This description forms part of our auditor’s report.

Use of our report This report is made solely to the unitholders of the Fund, as a body, pursuant to Paragraph 4.5.12 of the rules of the Collective Investment Schemes Sourcebook of the Financial Conduct Authority. Our audit work has been undertaken so that we might state to the unitholders of the Fund those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Fund and the unitholders of the Fund as a body, for our audit work, for this report, or for the opinions we have formed.

Ernst & Young LLP Statutory Auditor Edinburgh 30 October 2020

Notes: 1. The maintenance and integrity of the Phoenix Unit Trust Managers Limited web site is the responsibility of the Manager; the work carried out by the auditors does not involve consideration of these matters and, accordingly, the auditors accept no responsibility for any changes that may have occurred to the financial statements since they were initially presented on the web site. 2. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

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Corporate information (unaudited)

The information in this report is designed to enable unitholders to make an informed judgement on the activities of the Fund during the period it covers and the results of those activities at the end of the year. Phoenix Unit Trust Managers Limited is part of the Phoenix Group. Ignis Investment Services Limited is part of the Standard Life Aberdeen plc group and its subsidiaries. Unit prices appear daily on our website www.phoenixunittrust.co.uk. Administration & Dealing: 0345 584 2803 (between the hours of 9am & 5pm).

Remuneration The Manager has adopted a remuneration policy, up-to-date details of which can be found on www.phoenixunittrust.co.uk. This statement describes how remuneration and benefits are calculated and identifies the committee which oversees and controls this policy. A paper copy of these details can be requested free of charge from the Manager. This statement fulfils Phoenix Unit Trust Managers Limited’s (‘the Manager’) obligations as an authorised UCITS Manager in respect of compliance with the UCITS V Remuneration Code and contains relevant remuneration disclosures. PUTM Unit Trusts are managed by Phoenix Unit Trust Managers Limited, which is a subsidiary of Phoenix Life Limited, part of The Phoenix Group plc (‘the Group’). The Remuneration Committee (‘the Committee’) of the Group has established a Remuneration Policy which applies to all entities of the Group. The guiding principles of this policy ensure sound and effective risk management so as not to encourage risk-taking outside of the Group’s risk appetite, and support management in the operation of their business through identification of minimum control standards and key controls. The Committee approves the list of UCITS Code Staff annually and identified UCITS Code Staff are annually notified of their status and the associated implications. Further information on the Group Remuneration Policy can be found in the Group annual reports and accounts which can be found on www.phoenixgroup.com. The below table provides detail of remuneration provided, split between fixed and variable remuneration, for UCITS Code Staff (defined as all staff whose professional activities have material impact on the risk profiles of the fund it manages).

As at 31 December 2019 Headcount Total remuneration Phoenix Unit Trust Managers 2 41,325.24 of which Fixed Remuneration 2 31,608.24 Variable Remuneration 1 9,717.00 Carried Interest n/a Highest paid Director’s Remuneration 26,325.24

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Corporate information (unaudited)

The Directors are employed by fellow entities of the Group. The total compensation paid to the Directors of the Manager is in respect of services to the Manager, irrespective of which entity within the Phoenix Group has paid the compensation. Please note that due to the employment structure and resourcing practices of the Group, the staff indicated in this table may also provide services to other companies in the Group. The table states the actual number of employees who are fully or partly involved in the activities of the Manager, no attempt has been made to apportion the time spent specifically in support of each fund as this data is not captured as part of the Manager’s normal processes. The remuneration disclosed is the total remuneration for the year and has been apportioned between the provisions of services to the Manager and not the fund. Total remuneration can include any of the following; – Fixed pay and annual/long term incentive bonuses. – Where fixed pay is directly attributable to PUTM Unit Trusts (for example, fees for Phoenix Unit Trust Managers Limited), 100% of those fees. – For other individuals, pro-rated using the average AUM of PUTM Unit Trusts (as a proportion of the aggregate average AUM of The Phoenix Group plc) as proxy. Senior Management includes – PUTM Board and PUTM Executive Committees. Other Code Staff includes all other UCITS Code Staff not covered by the above.

Assessment of Value We are required to perform an annual assessment of the value for money for each unit class of PUTM UK Stockmarket (Series 3) Unit Trust. This has been performed based on the information available as at 1 May 2020. We have performed this review having regard to a wide range of factors. In doing so, we have made comparison with the other unit classes of the relevant fund, with the unit classes and sub-funds within our fund ranges and also with comparable unit classes and sub-funds in the rest of the market. Broadly speaking, assessment of value requires consideration of a combination of factors, including the return achieved, the price paid, the risk taken and the quality and range of services provided by the asset manager. This also needs to be considered in the context of the investment objectives and policy for the fund, the target investor and the recommended holding period. In considering cost, regard needs to be had to the total cost of investing, including any adviser charges, platform charges, adviser fees and the on-going annual management charge. Regard also needs to be had to the degree of active management; as an investor, you would not be receiving value, if you were being charged fees for active portfolio management, where in fact, the fund’s composition of performance is staying very close to a benchmark. These factors also need to be considered in the context of the size of the portfolio and the ability of larger funds to benefits from economies of scale. As regards performance, it is important that performance is considered over an appropriate timescale given the fund’s objectives, and should be measured net of fees. Based on our assessment of the value of each unit class, PUTM are comfortable that the fund meets the required Assessment of Value criteria. No immediate action is required. Further details of the Assessment of Value can be found at the following link: https://www.phoenixunittrust.co.uk/report-and-accounts.aspx

Risks The price of units and the revenue from them can go down as well as up and investors may not get back the amount they invested, particularly in the case of early withdrawal. Tax levels and reliefs are those currently applicable and may change. The value of any tax relief depends on personal circumstances. Depending on the fund, the value of your investment may change with currency movements.

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Corporate information (unaudited)

Manager Investment Manager Phoenix Unit Trust Managers Limited (PUTM) State Street Global Advisors Limited 1 Wythall Green Way 20 Churchill Place Wythall Canary Wharf Birmingham B47 6WG London E14 5HJ Tel: 0345 584 2803 Authorised and regulated by the Financial Conduct Authority. Registered in England – No.03588031 Authorised and regulated by the Financial Conduct Authority. Trustee HSBC Bank plc Directors 1-2 Lochside Way Andrew Moss PUTM Director, Chief Executive Edinburgh Park Phoenix Life; Edinburgh EH12 9DT Craig Baker PUTM Director, Head of Investment Authorised by the Prudential Regulation Authority Management Phoenix Life; and regulated by the Financial Conduct Authority and the Mike Urmston Non Executive Director of PUTM; Prudential Regulation Authority. Nick Poyntz-Wright Non Executive Director of PUTM. Independent Auditor Registrar and correspondence address Ernst & Young LLP Phoenix Unit Trust Managers Limited Atria One Floor 1, 1 Grand Canal Square 144 Morrison Street Grand Canal Harbour Edinburgh EH3 8EX Dublin 2 Authorised status Ireland This Fund is an Authorised Unit Trust scheme under section Authorised and regulated by the Financial Conduct Authority. 243 of the Financial Services & Markets Act Investment Adviser 2000 and is categorised under the Collective Ignis Investment Services Limited Investment Schemes Sourcebook as a UCITS fund. 1 George Street Edinburgh EH2 2LL Registered in Scotland – No.SC101825 Authorised and regulated by the Financial Conduct Authority.

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Contact: Client Services Call: 0345 584 2803 Correspondence Address: Floor 1, 1 Grand Canal Square, Grand Canal Harbour, Dublin 2, Ireland Visit: phoenixunittrust.co.uk

Telephone calls may be monitored and/or recorded for the purposes of security, internal training, accurate account operation, internal customer monitoring and to improve the quality of service. Please note the Key Investor Information Document (KIID), the Supplementary Information Document (SID) and the full prospectus are available free of charge. These are available by contacting Client Services on 0345 584 2803. Phoenix Unit Trust Managers Limited does not accept liability for any claims or losses of any nature arising directly or indirectly from use of the data or material in this report. The information supplied is not intended to constitute investment, tax, legal or other advice. Phoenix Unit Trust Managers Limited* is a Phoenix Group Company. Registered in England No 3588031. Registered office: 1 Wythall Green Way, Wythall, Birmingham B47 6WG. *Authorised and regulated by the Financial Conduct Authority.

B660.05.20