HARRIS ASSOCIATES INVESTMENT TRUST

 

Supplement dated November 1, 2013 to the Statement of Additional Information of

The Oakmark Funds dated January 28, 2013,

as supplemented April 17, 2013 and June 17, 2013

 

Effective November 1, 2013, the following replaces the information for Oakmark Fund in the table under the section titled “Investment Adviser” on page 15 of the Statement of Additional Information.

 

Fund

 

Fee

Oakmark

 

1.00% up to $2 billion; 0.90% from $2-3 billion; 0.80% from $3-5 billion; 0.75% from $5-7.5 billion; 0.675% from $7.5-10 billion; 0.625% from $10-12.5 billion; and 0.62% over $12.5 billion

 

Effective November 1, 2013, the following replaces the information for Oakmark International Fund in the table under the section titled “Investment Adviser” on page 16 of the Statement of Additional Information.

 

Fund

 

Fee

International

 

1.00% up to $2 billion; 0.95% from $2-3 billion; 0.85% from $3-5 billion; 0.825% from $5-7.5 billion; 0.815% from $7.5-11 billion; 0.805% from $11-16.5 billion; 0.80% from $16.5-23 billion; and  0.795% over $23 billion

 

Effective November 1, 2013, the following replaces the tables under the section titled “Trustees and Officers — Leadership Structure and Qualifications of the Board of Trustees” on pages 21-24 of the Statement of Additional Information.

 

Trustees Who Are Not Interested Persons of the Trust

 

Name, Address†
and Age at
December 31, 2012

 

Position(s)
with Trust

 

Year First
Elected or
Appointed to
Current Position

 

Principal
Occupation(s)
Held During
Past Five Years#

 

Number of
Portfolios
in Fund
Overseen
by Trustee

 

Other
Directorships
Held by
Trustee

Michael J. Friduss, 70

 

Trustee

 

1995

 

Principal, MJ Friduss & Associates (telecommunications consultants).

 

7

 

None

Thomas H. Hayden, 61

 

Trustee

 

1995

 

Lecturer, Department of Integrated Marketing Communications, the Medill School, Northwestern University, since July 2006.

 

7

 

None

Christine M. Maki, 52

 

Trustee

 

1995

 

Senior Vice President—Tax, RR Donnelley & Sons Company (global provider of integrated communications), since August 2008; Senior Vice President—Tax, Global Hyatt Corporation (hotel management) from 1995 to 2008.

 

7

 

None

Laurence C. Morse, Ph.D., 61††

 

Trustee

 

2013

 

Managing Partner, Fairview Capital Partners, Inc. (private equity investment management firm).

 

7

 

Director, Webster Bank (bank and financial institution); Director, Webster Financial Corporation (bank holding company)

Allan J. Reich, 64*

 

Trustee

 

1993

 

Partner, Seyfarth Shaw LLP (law firm).

 

7

 

None

 



 

Steven S. Rogers, 55

 

Trustee

 

2006

 

Senior Lecturer of Business Administration, Harvard Business School since 2012; Clinical Professor of Finance & Management, Kellogg Graduate School of Management, Northwestern University 1995-2012; Entrepreneur-in-Residence, Ewing Marion Kauffman Foundation since 1994.

 

7

 

Director, SC Johnson Wax (manufacturer of household cleaning, personal care and insecticide products), AMCORE Financial, Inc. (bank holding company), and W.S. Darley & Co. (fire fighting and emergency equipment manufacturers)

Burton W. Ruder, 69

 

Trustee

 

1995

 

President, BWR Enterprises (venture capital investment and transactional financing firm); Manager, Cedar Green Associates (real estate management firm).

 

7

 

None

Peter S. Voss, 66

 

Trustee

 

1995

 

Retired, since 2007.

 

7

 

None

Gary N. Wilner, M.D., 72**

 

Trustee and Chairman of the Board of Trustees

 

1993

 

Retired, since 2004.

 

7

 

None

 

Trustees Who Are Interested Persons of the Trust

 

Name, Address†
and Age at
December 31, 2012

 

Position(s)
with Trust

 

Year First
Elected or
Appointed to
Current Position

 

Principal
Occupation(s)
Held During
Past Five Years#

 

Number of
Portfolios
in Fund
Overseen
by Trustee

 

Other
Directorships
Held by
Trustee

Kristi L. Rowsell, 46***

 

Trustee and President

 

2010

 

Director, Harris Associates, Inc. (“HAI”) and President, HAI, Harris Associates L.P. (“HALP”) and Harris Associates Securities L.P. (“HASLP”), since 2010; Chief Financial Officer and Treasurer, HAI, HALP and HASLP 2005-2010.

 

7

 

None

 

Other Officers of the Trust

 

Name, Address† and Age
at
December 31, 2012

 

Position(s) with Trust

 

Year First
Elected or
Appointed to
Current Position

 

Principal Occupation(s)
Held During Past Five Years#

Robert M. Levy, 62

 

Executive Vice President

 

2003

 

Director, HAI; Chairman and Chief Investment Officer, Domestic Equity of HAI, HALP and HASLP; Portfolio Manager, HALP

Judson H. Brooks, 42####

 

Vice President

 

2013

 

Analyst, HALP

Anthony P. Coniaris, 36##

 

Vice President and Portfolio Manager (Oakmark Select Fund)

 

2013

 

Portfolio Manager and Analyst, HALP

Richard J. Gorman, 47

 

Vice President, Chief Compliance Officer, Anti-Money Laundering Officer, and Assistant Secretary

 

2006

 

Chief Compliance Officer of the Trust

Kevin G. Grant, 48

 

Vice President and Portfolio Manager (Oakmark Fund)

 

2000

 

Portfolio Manager and Analyst, HALP

Thomas E. Herman, 51

 

Principal Financial Officer

 

2011

 

Chief Financial Officer and Treasurer, HAI, HALP and HASLP since 2010; Senior V.P., Chief Financial Officer and Treasurer, Ariel Investments, prior thereto.

David G. Herro, 52

 

Vice President and Portfolio Manager (Oakmark Global Select Fund, Oakmark International Fund and Oakmark International Small Cap Fund)

 

1992

 

Director, HAI; Vice President and Chief Investment Officer, International Equity, HAI and HALP; Portfolio Manager and Analyst, HALP

M. Colin Hudson, 43###

 

Vice President and Portfolio Manager (Oakmark Equity and Income Fund)

 

2013

 

Portfolio Manager and Analyst, HALP

John J. Kane, 41

 

Treasurer

 

2005

 

Director, Global Investment Services, HALP since 2008

Matthew A. Logan, 29###

 

Vice President and Portfolio Manager (Oakmark Equity and Income Fund)

 

2013

 

Portfolio Manager and Analyst, HALP

Michael L. Manelli, 32

 

Vice President and Portfolio Manager (Oakmark International Small Cap Fund)

 

2011

 

Portfolio Manager and Analyst, HALP

Clyde S. McGregor, 60

 

Vice President and Portfolio Manager (Oakmark Equity and Income Fund and Oakmark Global Fund)

 

1995

 

Vice President, HAI and HALP; Portfolio Manager, HALP

 



 

Thomas W. Murray, 42##

 

Vice President and Portfolio Manager (Oakmark Select Fund)

 

2013

 

Vice President and Director of Domestic Research, HAI and HALP since 2012; Portfolio Manager and Analyst, HALP

Michael J. Neary, 44

 

Vice President

 

2009

 

Managing Director, Marketing and Client Relations, HALP

William C. Nygren, 54

 

Vice President and Portfolio Manager (Oakmark Fund, Oakmark Select Fund and Oakmark Global Select Fund)

 

1996

 

Vice President, HAI and HALP; Portfolio Manager and Analyst, HALP

Vineeta D. Raketich, 41

 

Vice President

 

2003

 

Managing Director, Global Operations and Client Relations, HALP

Janet L. Reali, 61

 

Vice President, Secretary and Chief Legal Officer

 

2001

 

Director, HAI; Vice President, General Counsel and Secretary, HAI and HALP; General Counsel and Chief Compliance Officer, HASLP

Robert A. Taylor, 40

 

Vice President and Portfolio Manager (Oakmark Global Fund and Oakmark International Fund)

 

2005

 

Vice President and Director of International Research HAI and HALP; Portfolio Manager and Analyst, HALP

Andrew J. Tedeschi, 47

 

Assistant Treasurer

 

2008

 

Employee of HALP

Edward J. Wojciechowski, 40###

 

Vice President and Portfolio Manager (Oakmark Equity and Income Fund)

 

2013

 

Portfolio Manager, Analyst and Director of Fixed Income, HALP

Randall T. Zipfel, 54#####

 

Vice President

 

2013

 

Chief Operating Officer, HALP since 2013; formerly, Senior Vice President, Chief Administrative Officer and Chief Operating Officer, Calamos Investments (2006-2013)

 


†  Unless otherwise noted, the business address of each officer and trustee listed in the tables is Two North LaSalle Street, Suite 500, Chicago, Illinois 60602-3790.

†† Dr. Morse was appointed a Trustee effective October 15, 2013.

#  As used in this table, “HALP,” “HAI” and “HASLP” refer to the Adviser, the general partner of the Adviser, and the Funds’ distributor, respectively.

*  On January 1, 2013, Allan J. Reich was appointed Chairman of the board of trustees.

**  Dr. Wilner retired from the board of trustees on December 31, 2012.

***  Ms. Rowsell is a trustee who is an “interested person” of the Trust as defined in the 1940 Act because she is an officer of the Adviser and a director of HAI.

##  Prior to January 2013, Messrs. Coniaris and Murray were not officers or portfolio managers of the Select Fund.

###  Prior to April 17, 2013, Messrs. Hudson, Logan and Wojciechoski were not officers or portfolio managers of the Equity and Income Fund.

#### Prior to July 17, 2013, Mr. Brooks was not an officer of the Trust.

##### Prior to October 16, 2013, Mr. Zipfel was not an officer of the Trust.

 

Effective November 1, 2013, the following replaces the third paragraph and table under the section titled “Trustees and Officers — Risk Oversight” on pages 24-25 of the Statement of Additional Information.

 

The committees of the board of trustees include the executive committee, audit committee, governance committee, committee on contracts and investment review committee and the board of trustees has created a pricing committee. The following table identifies the members of those committees as of October 16, 2013, the function of each committee, and the number of meetings of each committee held during the fiscal year ended September 30, 2013.

 

Committee

 

Members of
Committee

 

Number of meetings
during fiscal year
ended

September 30, 2013

 

Principal Functions of Committee

Executive Committee

 

Allan J. Reich*

Michael J. Friduss

Thomas H. Hayden

 

2

 

The executive committee generally has the authority to exercise the powers of the board during intervals between meetings.

 



 

Audit Committee

 

Christine M. Maki*

Steven S. Rogers

Burton W. Ruder

Peter S. Voss

Allan J. Reich

 

5

 

The principal responsibilities of the audit committee include the following:

· to oversee the accounting and financial reporting policies and practices of the Trust, its internal controls and, as appropriate, the internal controls of certain service providers;

· to assist board of trustees oversight of (i) the integrity of the Funds’ financial statements, (ii) the Funds’ compliance with legal and regulatory requirements, (iii) the independent auditors’ qualifications and independence and (iv) the performance of the independent auditors;

· to pre-approve the audit and non-audit services that the Trust’s independent auditors provide to the Trust and certain non-audit services that the Trust’s independent auditors may provide the Adviser and its affiliates;

· to act as liaison between the independent auditors of the Funds and the full board of trustees;

· to oversee the portfolio transaction policies and practices of the Funds;

· to review potential conflicts of interest that are identified and brought to the attention of the board of trustees; and

· to discuss guidelines and policies governing the process by which the Adviser and other relevant service providers assess and manage the Funds’ exposure to risk, and to discuss the Funds’ most significant financial risk exposures and the steps the Adviser has taken to monitor and control such risks.

Governance Committee

 

Thomas H. Hayden*

Michael J. Friduss

Steven S. Rogers

Allan J. Reich

 

5

 

The governance committee makes recommendations to the board regarding board committees and committee assignments, the composition of the board, candidates for election as non-interested trustees and compensation of trustees who are not affiliated with the Adviser, and oversees the process for evaluating the functioning of the board.

Committee on Contracts

 

Michael J. Friduss*

Christine M. Maki

Peter S. Voss

Allan J. Reich

Laurence C. Morse

 

5

 

The committee on contracts is responsible for reviewing in the first instance, and making recommendations to the board regarding, investment advisory agreements and any other agreements relating to the management or administration of any Fund.

Investment Review Committee

 

Peter Voss*

Tom H. Hayden

Burt W. Ruder

Allan J. Reich

Laurence C. Morse

 

5

 

The investment review committee reviews the data and materials presented by the Adviser related to portfolio investments of the Funds.

Pricing Committee

 

Thomas E. Herman

John J. Kane

Judson H. Brooks

Vineeta D. Raketich

Janet L. Reali

Kristi L. Rowsell

 

9

 

The committee is authorized, on behalf of the board, to determine, in accordance with the valuation procedures established by the board, fair valuations of portfolio securities.

 


*  Chair of the committee

 

Effective November 1, 2013, the following replaces the first table on page 26 of the Statement of Additional Information.

 

The following table shows the compensation paid by the Trust during the fiscal year ended September 30, 2013 to each trustee who is not affiliated with the Adviser:

 

Name of Trustee

 

Aggregate
Compensation
from the Trust*

 

Average
Compensation
per Fund

 

Michael J. Friduss

 

$

195,250

 

$

27,893

 

Thomas H. Hayden

 

$

198,500

 

$

28,357

 

Christine M. Maki

 

$

187,500

 

$

26,786

 

Laurence C. Morse, Ph.D.**

 

$

0

 

$

0

 

Allan J. Reich

 

$

288,750

 

$

41,250

 

Steven S. Rogers

 

$

174,500

 

$

24,929

 

Burton W. Ruder

 

$

174,500

 

$

24,929

 

Peter S. Voss

 

$

209,000

 

$

29,857

 

Gary N. Wilner, M.D.***

 

$

88,000

 

$

12,571

 

 


*  Each Fund is a series of the Trust and the Trust constitutes the entire fund complex. Aggregate compensation includes compensation that was deferred pursuant to the deferred compensation plan as described below. As of September 30, 2013, the total amounts (unaudited) accrued under the plan were $1,148,469 for Mr. Friduss, $1,159,973 for Mr. Hayden, $1,137,463 for Ms. Maki, $489,821 for Mr. Ruder and $1,107,125 for Dr. Wilner.

 



 

** As of September 30, 2013, Dr. Morse was not a member of the board of trustees and therefore received no compensation from the Trust.

***  Dr. Wilner retired from the board of trustees on December 31, 2012.

 

Effective November 1, 2013, the following replaces the second table on page 26 of the Statement of Additional Information.

 

The following table shows the value of shares of each Fund “beneficially” owned (within the meaning of that term as defined in rule 16a-1(a)(2) under the Securities Exchange Act of 1934 (the “1934 Act”)) by each trustee (within dollar ranges) as of December 31, 2012.

 

Trustee

 

Oakmark
Fund

 

Select
Fund

 

Equity
and
Income
Fund

 

Global
Fund

 

Global
Select
Fund

 

International
Fund

 

International
Small Cap
Fund

 

Aggregate
Dollar Range
of Shares of
all Funds in
Fund Complex

Michael J. Friduss

 

Over $100,000

 

Over $100,000

 

Over $100,000

 

Over $100,000

 

$50,001 – 100,000

 

$50,001 – 100,000

 

$10,001 – 50,000

 

Over $100,000

Thomas H. Hayden

 

$50,001 – 100,000

 

$10,001 – 50,000

 

Over 100,000

 

$10,001 – 50,000

 

$50,001 – 100,000

 

None

 

None

 

Over $100,000

Christine M. Maki

 

Over $100,000

 

Over $100,000

 

Over $100,000

 

Over $100,000

 

Over $100,000

 

Over $100,000

 

Over $100,000

 

Over $100,000

Laurence C. Morse, Ph.D.*

 

None

 

None

 

None

 

None

 

None

 

None

 

None

 

None

Allan J. Reich

 

Over $100,000

 

Over $100,000

 

Over $100,000

 

Over $100,000

 

Over $100,000

 

Over $100,000

 

$10,001 – 50,000

 

Over $100,000

Steven S. Rogers

 

$1 – 10,000

 

$10,001 – 50,000

 

$50,001 – 100,000

 

$10,001 – 50,000

 

$1 – 10,000

 

$10,001 – 50,000

 

$10,001 – 50,000

 

Over $100,000

Kristi L. Rowsell

 

Over $100,000

 

Over $100,000

 

Over $100,000

 

Over $100,000

 

Over $100,000

 

Over $100,000

 

Over $100,000

 

Over $100,000

Burton W. Ruder

 

$10,001 – 50,000

 

$10,001 – 50,000

 

$50,001 – 100,000

 

Over $100,000

 

None

 

Over $100,000

 

None

 

Over $100,000

Peter S. Voss

 

Over $100,000

 

Over $100,000

 

Over $100,000

 

$50,001 – 100,000

 

None

 

Over $100,000

 

Over $100,000

 

Over $100,000

Gary N. Wilner, M.D.**

 

$10,001 – 50,000

 

$50,001 – 100,000

 

$1 – 10,000

 

$50,001 – 100,000

 

Over $100,000

 

Over $100,000

 

$50,001 – 100,000

 

Over $100,000

 


*As of December 31, 2012, Dr. Morse was not a member of the board of trustees and therefore any shares beneficially owned by Dr. Morse are not displayed in this table.

 

**Dr. Wilner retired from the board of trustees on December 31, 2012.

 

SAISUPNOV13

 


 

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