Exhibit 99.28(p)(ii)

THE BESSEMER GROUP, INCORPORATED

CODE OF ETHICS

November 2024

Table of Contents

Message from Chief Executive Officer Marc Stern and the Executive Committee

Dear Colleagues,

Who do you trust?

Perhaps fewer institutions than before. Indeed, Gallup surveys reveal that Americans are far less likely to have confidence in the media, schools, and public officials than in earlier times. Closer to our professional world, just 27% of survey respondents trust the banking industry today compared to 60% years earlier.

Amid this backdrop, Bessemer Trust is in a unique position. Our ownership by the Phipps Family, our singular focus on serving individuals and families, and our culture of day-in and day-out integrity have helped us earn the trust of our clients and colleagues over the long haul.

We cannot take any of this for granted. To sustain our position as a trusted advisor, we are all responsible for conducting our business ethically and in compliance with the law. Our shared values guide our thoughts and actions every single day. Assisting us in our decision making and actions is our Code of Ethics, a collection of principles intended to shape our interactions with colleagues, clients, owners, service providers, and regulators. No one should ever sacrifice integrity — or leave the impression that they have — even if they think it could help the firm’s business.

We must all be familiar with the Code and the key ethical, legal, and reputational issues it addresses:

Please use the Code to help guide your decisions, especially when you identify a potential concern and may not have all the answers. As always, we urge you to ask questions or speak up if you observe any behavior that appears to violate either the letter or spirit of the Code by contacting the General Counsel or Chief Compliance Officer, or by sending an email to CodeofEthics@Bessemer.com. Bessemer Trust seeks to create an environment for constructive dialogue where employees feel safe to raise concerns. All reports will be reviewed, appropriate action will be taken, and the reporting employee will be protected from retaliation. If you prefer to make an anonymous report, you may do so using the Bessemer Ethics Line by visiting www.bessemer.ethicspoint.com on any device or by calling (844) 268-8279.

We are fortunate to work in an ethical and collaborative environment with dedicated colleagues who strive to do the right thing even in moments when the right thing may feel hard to do. Working together, we serve as stewards of a firm that has built and retained a strong reputation for over more than a century. Our shared commitment to Bessemer’s culture of integrity will always be at the heart of who we are.

Thank you for your important role in sustaining our strength.

Sincerely,

Marc Stern

Executive Committee: Yvette Garcia, Allison Heilborn, Rita Kane, Jim Kronenberg, Deborah Lo Cascio, Holly MacDonald, Michael Marquez, George Wilcox

The values of Bessemer Trust are described in this Code of Ethics and implemented through its policies and procedures. It is the responsibility of every Bessemer Trust Employee (“Employee” or “You”) to read, understand, and adhere to every policy and procedure that applies to you and your business unit. Each of us is expected to be familiar with and comply with the applicable laws, rules and regulations that govern our business, and the standards that apply to our activities.

The advice of General Counsel should be sought when such laws, regulations, or policies are ambiguous or difficult to interpret, or if You have a question about whether contemplated conduct is legal or ethical.

Integrity and honesty are core Bessemer Trust values, and your work and communications must truthfully and fairly reflect the matters described. You must promptly and candidly inform Senior Management of all matters that are pertinent to Bessemer Trust’s financial position or operations. Similarly, your complete cooperation and candor is essential and required in dealing with General Counsel, Compliance, Bessemer Trust’s internal or independent auditors and regulators.

Bessemer Trust engages in vigorous, but fair and ethical competition in its business activities. Our commitment to doing the right thing and treating clients fairly means we do not seek competitive advantages through unethical or illegal practices or take advantage of anyone through manipulation, concealment, abuse of information, or misrepresentation. Anti-competitive or unethical practices are prohibited. Employees must avoid situations that create the potential for unlawful anti-competitive or collusive conduct; and immediately stop any conversation in which a competitor, client, or third party with whom Bessemer Trust does business tries to engage in anti-competitive or collusive conduct. Any suspected unlawful or unethical activity should be reported to General Counsel promptly upon discovery.

Employees should manage their personal finances in a manner consistent with employment in a fiduciary institution and in compliance with regulatory requirements. Employees are also subject to certain restrictions on their investment activities as set forth in the Bessemer Trust Personal Trading Policy, summarized below. Pursuant to that policy, Bessemer Trust Employees must, among other things, (i) disclose Covered Accounts for which they have Beneficial Ownership, and (ii) report and pre-clear trades of Covered Securities in Discretionary Accounts.

Outside Activities, such as serving as a board member or trustee, outside employment, seeking political office, writing or publishing, and public speaking engagements are subject to the Outside Activities Policy, as set forth below. Pursuant to that policy, you must obtain pre-approval before participating in most Outside Activities.

Our business and our reputation depend on our safeguarding client, proprietary, or other confidential information.

Employees must carefully and diligently safeguard (i) every current, former, or prospective client’s or Employee’s confidential personal or financial information, (ii) Bessemer Trust’s own proprietary and confidential information and trade secrets, including any lists of clients or prospective clients and information concerning any Bessemer Trust technologies, products, processes, systems, tools, or programs, and (iii) confidential supervisory information created by or for our regulators (“Confidential Information”). Confidential Information is information you create, develop, receive, use, learn, or have access to by virtue of your employment at Bessemer Trust, that is generally not known to the public, and that is sufficiently sensitive that loss or unauthorized disclosure or access could result in legal, business, regulatory, or reputational harm to Bessemer Trust or our clients. Employees must exercise caution and discretion in using Confidential Information and in sharing it only with those who have a legitimate business need to know. Sharing confidential information by forwarding it to your personal email accounts or through other unauthorized messaging systems is strictly prohibited.¹

It is our duty to protect our clients’ and Bessemer Trust’s privacy and information. Therefore, care must be taken before any Confidential Information is released. Employees may release Confidential Information to someone other than a client or their authorized representatives only as permitted by law and/or only after obtaining the consent of the client, General Counsel or Fiduciary Counsel, and any other necessary parties whose Confidential Information is at issue. You are also urged to confirm that any party who requests Confidential Information related to a family member or related entity has in fact been granted access rights to such information. For example, the beneficiaries of a trust do not have automatic rights to access information concerning the settlor or other family members or entities.

As set forth in the Retention of Outside Counsel Policy and Litigation, Investigation, and Subpoena Policy, the receipt of legal documents or court filings seeking documents or information, such as a subpoena, court order, or Regulatory Inquiries, should be referred to General Counsel as soon as possible, and no information should be released without General Counsel’s review.

You must not use Confidential Information to further any private interest or for any personal gain, including trading securities using inside information. Improper disclosure or use of Confidential Information can result in civil or criminal penalties, both for the individual concerned and for Bessemer Trust, and disciplinary action up to and including termination of employment.²

¹ These guidelines are in addition to the Non-Disclosure Agreement signed by Employees at the commencement of their employment.

² This prohibition is not intended to cover (i) any good faith report of a violation of this Code, any other Bessemer Trust policy or procedures, or any applicable law or regulation, (ii) information that an individual has a right to disclose as legally protected conduct, including without limitation, to the U.S. Securities and Exchange Commission, National Labor Relations Board, and the Equal Employment Opportunity Commission, or (iii) the disclosure of a trade secret as permitted under the Defend Trade Secrets Act of 2016.

An information security incident is an event that may result in Confidential Information being lost, stolen or acquired by an unauthorized party. You must immediately report information security incidents, suspected or confirmed, including applicable incidents involving our vendors to the Information Security Team, by notifying them via email at InfoSec@bessemer.com.

Officers and Employees must ensure that Bessemer Trust’s books and records are maintained accurately and in accordance with policies, governing law, and accounting rules, including ensuring that Bessemer Trust’s transaction and financial reporting systems and other procedures are maintained in a manner that makes certain (a) all of Bessemer Trust’s business transactions are properly authorized and completely and accurately recorded in Bessemer Trust’s books and records; (b) the retention or disposal of Bessemer Trust’s books and records is in accordance with Bessemer Trust’s Document Retention Policy and applicable legal and regulatory requirements; and (c) periodic financial reports will be delivered in a timely manner and in a way that demonstrates a high degree of clarity as to content and meaning in order to enable readers and users of the reports to accurately determine their significance and consequence.

Any Employee found to have knowingly submitted false information relating to Bessemer Trust’s books or records will be subject to disciplinary action up to and including termination of employment.

In the event you become aware of or suspect any irregularity with respect to Bessemer Trust’s financial statements or internal accounting controls, Bessemer Trust has established a confidential reporting system to allow you to raise your concerns anonymously. Employees may report their concerns (i) by phone to the confidential Bessemer Ethics Line ((844) 268-8279), (ii) by visiting www.bessemer.ethicspoint.com on any device, or (iii) clicking the Bessemer Ethics Line link on the Bessemer Trust Intranet. Alternatively, Employees may detail their concerns in correspondence, with or without their name, to the Head of Internal Audit at this address:

Head of Internal Audit

The Bessemer Group, Incorporated

100 Woodbridge Center Drive

Woodbridge, New Jersey 07095

Employees can also report their concerns without anonymity by sending a detailed e-mail to Sarbox@bessemer.com.

Bessemer Trust and its Employees must avoid potential conflicts of interest. Potential conflicts of interest can arise when there are competing interests and the serving of one interest may be detrimental to the other. Conflicts, for example, may arise in a variety of relationships, including: (a) between a client and the firm or an employee; (b) between clients; and/or (c) between a 3^rd party service provider and the firm or employee. Bessemer Trust Employees must avoid any investment, activity, or relationship that could, or could appear to, impair your judgment, or interfere with your responsibilities on behalf of Bessemer Trust or our clients.

There are specific areas, whether required by law or due to the appearance of a conflict of interest, where certain limitations and/or requirements are placed on Employees:

Bessemer Trust Employees are prohibited from using their position for private gain, to advance personal interests, or to obtain favors, gifts, or other personal benefits for themselves, a Member of their Family, a Member of the Family of a Bessemer Trust Employee, or any other individuals or Organizations.³ Instead, Employees are obligated to act in Bessemer Trust’s best interests, and in the best interests of our clients and owners, without regard to your personal or financial interests or relationships. Accordingly, you are expected to recognize and avoid situations where your personal or financial interests or relationships might influence or appear to influence your judgment, or the judgment of others, on matters affecting the firm or its clients, prospects, or vendors. You may also be asked to make periodic disclosures of relationships that could give rise to a conflict of interest as outlined below.

Prohibited conflicts of interest can arise even when there is only a possibility or opportunity for an actual conflict to occur. Thus, although you may not intend to create a conflict of interest, you should manage your work and affairs to avoid even the appearance of such a conflict. If you have any doubt about a particular situation, you should contact your supervisor, General Counsel, and\or Compliance to discuss the matter.

Bessemer Trust has adopted a separate Fiduciary Conflicts Management Policy, which is incorporated by reference into this Code of Ethics. Client-facing employees and members of any Special Investments and Discretionary Distributions (“SIDD”) Committee should be guided by this Code of Ethics and the Fiduciary Conflicts Management Policy in carrying out their fiduciary responsibilities.

You must notify Compliance using MyComplianceOffice if You or a Member of Your Family is a director, officer, partner, or owner of a (i) Bessemer Trust vendor or professional adviser, (ii) broker dealer, futures commission merchant or bank that does or might seek to execute transactions for Bessemer Trust, (iii) subadviser to an Old Westbury or Fifth Avenue fund, or (iii) any other adviser or fund manager that manages or might seek to manage Bessemer Trust client assets. You must also notify Compliance by email if a Member of Your Family or other Covered Person (as defined by the Personal Trading Policy)

³ Employees who are Registered Representatives of Bessemer Investor Services, Inc. (“BIS”) are also subject to the “Gifts and Gratuities” policy contained in the Bessemer Investor Services Written Supervisory Policies and Procedures Manual, if they give or accept gifts, meals, or entertainment while acting in a registered capacity. However, in the ordinary course of business BIS does not give gifts, meals, or entertainment, nor does any Registered Representative give or receive gifts, meals, or entertainment from any individual or entity while acting in that capacity.

associated with you is a director, officer, or 10% or more voting equity owner of a publicly traded company.

If you believe or suspect that you have been inadvertently placed in a potentially conflicted or compromised position due to your personal or professional relationship with a Member of Your Family, a Member of the Family of another Bessemer Trust Employee, or a client, prospect, or vendor, you must (i) immediately report the circumstances to your manager or department head, Compliance, and General Counsel, and (ii) avoid or discontinue the activity until the matter has been reviewed and you are given further instructions.

Your personal lending and borrowing activities must not result in legal, ethical or business conflicts; violate applicable law, regulation, or Bessemer policies; or otherwise appear improper. Due to the significant conflicts presented, no loan to or from a client or trust beneficiary shall be requested or offered by, or be made to or from, any Bessemer Trust employee or Director absent extraordinary circumstances, and any such loans must be approved in advance by the General Counsel, the Chief Compliance Officer, and the Chief Executive Officer. Loans to or from a Bessemer Trust employee’s or Director’s own Bessemer Trust account to or from a Member of their Family, are excepted from this general prohibition.

Gifts and entertainment can foster goodwill in business relationships, but they must be in compliance with applicable laws and regulations, and not create an inappropriate obligation, expectation or inducement, or be so frequent or lavish as to appear to be improper or create an actual or potential conflict of interest. Thus, accepting or giving gifts, meals, and entertainment requires reporting and approval by your immediate supervisor and by Compliance.

As used in this policy, a “gift” includes any type of personal benefit, including merchandise (e.g., an iPad or bottle of wine) or any type of payment or compensation, gratuity, discount, charitable donation or political contribution made on your or a client’s behalf or at a third-party’s request, service, loan, legacy, investment opportunity, or other item of monetary value.⁴ A “meal” includes food or drinks at any location, including in a private home. “Entertainment” includes events and experiences such as sporting events, performances, galas, benefits, golf outings, boating or fishing trips, and other similar out-of-office experiences. However, tickets to an event or access to an experience are considered gifts – not entertainment – if the host simply provides the tickets or access to the experience (e.g., a complimentary round of golf) but does not also attend the event.

⁴ Charitable contributions made to charities for which clients, prospects, or service providers serve as officers, directors, or trustees are considered gifts to the client, prospect, or service provider. Please note that under Bessemer Trust’s Corporate Transaction Review and Approval Policy, charitable donations of $1,000 or more require the approval of Bessemer Trust’s President and Chief Financial Officer before they can be reimbursed as part of an expense report.

Please also note that Bessemer Trust will not reimburse Employees for political contributions under any circumstance.

Business entertainment should provide an opportunity for substantial interaction to enhance an overall relationship with clients or a vendor. Therefore, when hosting business entertainment, you must be present; or when receiving entertainment, the host must be present. Otherwise, it is considered a gift subject to gift value limitations.

Although you must not solicit gifts for yourself, a Member of Your Family, or anyone else in connection with Bessemer Trust’s business, you may accept a gift, meal, or entertainment if doing so has no potential to impact the performance of your duties to Bessemer Trust or its clients. Thus, whether a gift, meal, or entertainment can be accepted depends on: (i) Bessemer Trust’s relationship to the party providing the gift, meal, or entertainment, (ii) the value of the gift, meal, or entertainment, and (iii) with respect to meals or entertainment provided by vendors or other service providers, how often meals or entertainment are offered.⁶

⁵ You are responsible for reviewing your expenses to ensure they comply with Bessemer Trust’s policies, are accurately reported, make appropriate business sense, and are properly approved and processed. You cannot approve your own expenses. Any false or fraudulent submission is grounds for disciplinary action up to and including termination of employment.

⁶ Under federal bank bribery laws, gifts can never be accepted in connection with a specific transaction or discretionary act. Similarly, the receipt of gifts or entertainment by advisors to mutual funds, among others, may violate section 17(e) (1) of the Investment Company Act of 1940, as amended (“40 Act”) and other laws if the gifts or entertainment are given by a vendor for the purpose of inducing the recipient or their firm to purchase or sell fund assets by or through the vendor. Instead, any entertainment or gifts accepted from vendors should be connected to a legitimate business or educational meeting.

Thus, you are required to report gifts, meals, or entertainment using the Gift Reporting form in MyComplianceOffice as follows:⁷

Both your immediate supervisor and Compliance must approve of all gifts, meals, and entertainment if approval is required. You should seek prior approval before accepting gifts, meals, and entertainment whenever possible by using the Gift Reporting form in MyComplianceOffice, located under the Applications menu on the Bessemer Trust Intranet (and available here).

⁷ Items received by a Member of Your Family who is also a Bessemer Trust client are not subject to these rules.

⁸ Brokers refers to brokers who may be selected by Bessemer Trust for trading purposes and would also apply to other counterparties such as futures commission merchants or other intermediaries. Investment managers refers to investment managers who are or may be seeking to be included in a Bessemer Trust or Old Westbury fund, including seeking to serve as a sub-advisor for a mutual fund, soliciting an investment in a commingled private fund that they will manage, or seeking to be added to Bessemer Trust’s External Manager Solutions platform, Alternative Investment Advisory platform or any similar platform.

⁹ The Employee receiving the gift, meal, or entertainment, is responsible for the reporting and approval obligations noted above. Gifts, meals, or entertainment received from Employees within your department are not reportable or subject to approval.

Because Bessemer Trust Officers and Employees generally must not use gifts as a means to solicit or maintain a business relationship, the giving of most gifts is also subject to limitations, reporting, and approval in most circumstances. Whether a gift can properly be given under this policy depends on (i) the purpose of the gift, and (ii) the value of the gift, as set forth below.

You should obtain prior approval from your immediate supervisor and Compliance prior to giving the gift. Please use the Gift Reporting form in MyComplianceOffice, located under the Applications menu on the Bessemer Trust Intranet (and available here).

Any request for an exception to the policy on the giving and receiving of gifts, meals, and entertainment is subject to review and approval by Compliance and management.

Bessemer Trust’s activities must always be in full compliance with anti-bribery laws, including the Foreign Corrupt Practices Act, which prohibits making payments to foreign public officials to obtain business or a license. Accordingly, in addition to the restrictions noted above, no Bessemer Trust Employee shall give any gift or other personal benefit of any kind or amount to a local, state, national, or foreign government official (including any person employed by or representing a foreign government, their sovereign wealth funds and other related entities, officials of a foreign political party, officials of public international organizations, and candidates for foreign office) under any circumstances if Bessemer Trust is seeking to conduct business with the government agency or to receive any discretionary action, license, or authority to do business from a government official or agency. Similarly, no Bessemer Trust Employee shall seek to influence the outcome of the hiring of an investment adviser by any government entity by making a political contribution to any individual who is or may become directly or indirectly responsible for, or able to influence the outcome of, such hiring.

This Outside Activities Policy places certain limitations on activities that are engaged in outside of an Employee’s employment at Bessemer Trust. These limitations are necessary to help ensure that Employees’ Outside Activities do not interfere, compete, or conflict with Bessemer Trust’s duties or commitments to its clients or put Bessemer Trust’s reputation at risk.

All requests for approval of Outside Activities must be submitted using the Outside Activities reporting tool in MyComplianceOffice, located under the Applications menu on the Bessemer Trust Intranet (and

available here). Thereafter, you must confirm annually whether you (i) continue to participate in all previously approved activities and (ii) have disclosed and received approval for any outside activities that require approval under this policy.

All outside employment requires the prior approval of your supervisor, Compliance, and General Counsel through the MCO platform.

Officers holding the title of Principal or above and certain managers, supervisors, and professionals are expected to devote all their working energies to the performance of their duties at Bessemer Trust and, therefore, will generally not be permitted to engage in outside employment in most circumstances, subject to applicable law. When a request for the approval of outside employment is made by officers holding the title of Principal and above, the General Counsel may also deem it necessary to consult with the Chief Executive Officer or President of Bessemer Trust before addressing the request.

Outside Activities should not compete or conflict with, or have the potential to compete or conflict with, Bessemer Trust’s duties to its clients or put Bessemer Trust’s reputation at risk. For that reason, no outside employment or activity will be approved that might subject Bessemer Trust to criticism or that will encroach upon your working time, interfere with your regular duties, conflict with your work at or duties to Bessemer Trust or its clients, or necessitate such long hours as to affect your effectiveness at performing your work for Bessemer Trust or its clients. In addition, your outside employment must not be performed on Bessemer Trust’s premises or using its property, systems, or Confidential Information. Further, you are prohibited from performing any services for clients on non-working time that normally are or could be performed by Bessemer Trust personnel, such as preparing a tax return or bill payment.

As a general matter, Bessemer Trust officers holding the title of Principal or above may not accept compensation, other than the reimbursement for reasonable expenses, for any outside activity, serving as a director, trustee, or fiduciary, speaking or publishing, or any other activity. Exceptions require the approval of your supervisor, Compliance, and General Counsel, who may also consult with the Chief Executive Officer or President of Bessemer Trust before addressing the exception request. Any request to receive compensation for serving as a co-fiduciary with Bessemer Trust requires the approval of Bessemer Trust’s Board of Directors.

You may not accept an appointment or receive compensation as an administrator, trustee, executor, guardian or any other fiduciary capacity, including serving as a co-fiduciary with any Bessemer Trust entity or holding a power of attorney, without the prior approval of your supervisor, Compliance, and General Counsel, who may consult with the General Counsel, the Chief Executive Officer or President of Bessemer Trust before addressing the request. Generally, serving as a fiduciary or holding a power of attorney for a family member or dependent is excluded from this pre-approval requirement but it must still be reported as an Outside Activity. For further guidance, please contact Compliance and/or General Counsel. Please refer to the Fiduciary Conflicts Management Policy for further guidance.

Serving as a director or officer of an outside Organization is generally permissible only in furtherance of legitimate charitable, academic, or professional interests or where such service may provide a benefit to Bessemer Trust. Serving as a director or officer of any public company or private operating company is generally not permitted. As a result, you may not accept appointment as a director, officer, or member of a governing body, of any outside Organization without the prior approval of your supervisor, Compliance, and General Counsel, who may consult with the General Counsel, the Chief Executive Officer or President of Bessemer Trust before addressing the request.

Serving as a director or officer of an outside Organization in which a Bessemer Trust client has a significant financial interest, is strongly discouraged because of the potential conflicts that may arise between your duties to both the firm and the Organization. If, however, serving in such a role is approved, you may not accept compensation for such a role unless approved in advance by the Chief Executive Officer and the General Counsel.

Participation in community organizations such as Parent Teacher Associations, condo and coop boards, religious organizations, and youth sports programs does not require prior approval, unless the role involves the handling or oversight of the organization’s funds or accounts, in which case the activity must be submitted for approval as outlined above.

Outside activities, whether compensated or done on a volunteer basis, that involve the management of any Organization’s investment or brokerage accounts raise unique concerns. Such activities are also governed by the Personal Trading Policy and Procedures. As a result, your participation in such activities, if approved, will require you to (i) disclose any such account(s) as set forth in the Personal Trading Procedures, and (ii) obtain the entity’s agreement to (a) provide Bessemer Trust with quarterly account statements, and (b) to refrain from trading any Covered Security until you seek and obtain preclearance from Bessemer Trust.

Federal and state law generally prohibits Bessemer Trust or anyone acting on its behalf from making an expenditure or contribution of cash or anything else of value that is directly or indirectly in connection with any election for a political office. Employees are permitted to make political contributions in their personal capacity in their own name so long as no endorsement by Bessemer Trust is expressed or implied and no use is made of Bessemer Trust’s name, systems or facilities in connection with political activity. From time to time, Employees may receive personal requests from clients and/or others doing business with the firm to contribute to a political fundraising event or to otherwise financially support a political campaign. Such political contributions are discouraged in light of the potential for the perceived endorsement by Bessemer Trust. If you are involved in political activities in a personal capacity, it is your responsibility to make sure that this is kept entirely separate from your duties as an employee and that Bessemer’s name and resources are not used for political purposes. Employees must be mindful of and avoid any potential harm to Bessemer Trust and our client relationships as a result of any such activities.

Bessemer Trust Employees must immediately refer all media inquiries concerning Bessemer Trust to the Head of Corporate Strategy and Communications and the Public Relations Manager, and refrain from communicating or speaking with a member of the media unless expressly authorized by Communications to do so. If a member of the media contacts you regarding Bessemer Trust, simply ask for their name and contact information and inform them that a company representative will be in touch¹⁰

Employees Speaking and/or Publishing on Behalf of Bessemer Trust or Identified as an Employee of Bessemer Trust. In order to make sure that communications about Bessemer Trust and its business are accurate and made by employees who are authorized to speak or publish on the firm’s behalf, as well as to ensure that we protect the reputation of the firm and the confidential information of our business and clients, all speeches, presentations, articles, or other forms of communication done in an Employee’s capacity as a Bessemer Trust Employee or otherwise identifying an individual as a Bessemer Trust Employee must be approved in advance by (i) the Employee’s manager, (ii) Communications, and (ii) General Counsel as set forth in the Bessemer Trust Written Communications Policy and Procedure.

Employees Speaking and/or Publishing in a Personal Capacity. Bessemer Trust respects the desire of our employees to engage in personal communications in various mediums. However, writing or commenting on the firm’s products or services, disclosing Confidential Information or providing investment or financial advice is prohibited. Doing so may conflate your personal and professional communications and negatively impact the firm. Employees must be alert to situations where they may be perceived as representing or speaking on behalf of Bessemer Trust. General concepts of truthfulness, good taste, and fair presentation apply to employees engaging in public appearances and personal communications, so you must use good judgment when making personal statements in public even in your personal capacity.

If an Employee seeks or intends to make a public appearance or publish in their individual capacity, prior notice should be given to the Employee’s manager and to Communications.¹² “Publication” includes items created for traditional professional publications and industry journals, as well as blog posts or other social media platforms.¹³ Such appearances or publications should normally not identify the Employee as a Bessemer Trust Employee or representative nor interfere, compete, or conflict with Bessemer Trust’s duties or commitments to its clients or put Bessemer Trust’s reputation or business at risk. If the Employee

¹⁰ Please also refer to the Media and Public Relations Policy for more information.

¹¹ Please also refer to the Electronic Communications and Social Media Policy, which is incorporated as part of this Code.

¹² Appearances relating to community activities, such as youth sports programs, religious and school events are outside the scope of this policy unless the individual is identified as an employee of Bessemer Trust.

¹³ For additional guidance, please also refer to Bessemer Trust’s Electronic Communications and Social Media Policy, which is incorporated by reference in this Code of Ethics.

will be identified as a Bessemer Trust Employee or representative, they must seek prior approval as set forth above under “Employees Speaking and/or Publishing on Behalf of Bessemer Trust or Identified as an Employee of Bessemer Trust,” and subject to approval any such presentation or appearance must include a statement, notice, or other indication to the effect that: “The opinions and materials contained herein or otherwise expressed do not reflect the opinions and beliefs of the author’s employer.”

Bessemer Trust’s reputation also extends to its relationships with the government agencies that regulate us and our business. The firm’s communications with its regulators must be accurate, complete and timely. It is the responsibility of Compliance to serve as the firm’s primary point of contact with the firm’s regulators. Any Bessemer Employee contacted by a regulator should immediately refer the inquiry to Compliance for appropriate handling and response. Employees should not provide comments on the firm’s behalf or respond to authorities on a matter requiring a response from the firm without coordinating with Compliance.

While the Code sets forth requirements for communicating with legal, regulatory or government authorities on Bessemer Trust’s behalf, nothing in this Code restricts you from (i) initiating communications directly with, cooperating with, providing information to or otherwise assisting in an investigation by any governmental or regulatory body or official or self-regulatory organization (SRO) regarding a possible violation of any applicable law, rule or regulation, (ii) responding to any inquiry from any such governmental or regulatory body or official or SRO that is directed to you personally, does not seek a response on behalf of Bessemer Trust and is unrelated to any Bessemer Trust business, (iii) testifying, participating or otherwise assisting in any regulatory or governmental action or proceeding relating to a possible violation of a law, rule or regulation, or (iv) making any other disclosures that are protected by any applicable law or regulation. You do not have to notify Bessemer Trust of or obtain Bessemer Trust’s prior authorization to engage in any such communications described above.

Bessemer Trust’s Personal Trading Policy and Personal Trading Procedures are incorporated by reference into this Code and are summarized below.¹⁴

Employees must disclose all Securities Holdings and Covered Accounts in which they have Beneficial Ownership within ten (10) days of the commencement of employment with Bessemer. Thereafter, Employees must disclose any new Covered Accounts and all Discretionary Trades (i.e., purchases, sales, or other dispositions, including gifts) and Securities Holdings of Covered Securities in Discretionary Accounts promptly. Employees must affirm this information (or disclose if not previously reported) within thirty days of the end of each quarter and year.

¹⁴ This section is only a summary of the Bessemer Trust Personal Trading Policy and Personal Trading Procedures. Employees are required to read and comply with the full text of the Policy and Procedures. The Policy and Procedures also define certain of the terms used in this summary.

All Covered Accounts must be maintained through an approved broker-dealer, and Employees must promptly notify Compliance of the opening of any such account.¹⁵

Employees must pre-clear with Compliance all purchases, sales, or other dispositions of Covered Securities (including gifts) in Discretionary Accounts. Employees must also obtain Compliance approval before directly or indirectly acquiring Beneficial Ownership of any security in an Initial Public Offering, Initial Coin Offering, Affiliated Investment Company, Limited Offering, or any private placement, special investment plan, or other private offering, including any investment in Bessemer Trust alternative funds.

Bessemer Trust’s Insider Trading and Prohibited Trading Practices Policy is incorporated by reference into this Policy and summarized below.¹⁶

Buying, selling, or otherwise disposing of or recommending securities for yourself, by or for a Bessemer Trust Employee, a Member of Their Family, a Bessemer Trust client, a Bessemer Trust portfolio, or any other person or Organization while in possession of material non-public information is prohibited by law and this Policy. Violations of this prohibition can result in immediate termination of employment and a referral to regulatory authorities.

Information about an issuer of securities or the value of securities is considered “material” if a reasonable investor would view the information as significantly altering the “total mix” of information available about the issuer or a security. In other words, information is material if it would affect a reasonable investor’s decision to buy or sell securities.¹⁷

Information about an issuer of securities or the value of securities is considered “non-public” if it has not been publicly disclosed by the issuer or is not otherwise in the public domain in accordance with applicable regulations. Any questions about whether information meets these definitions should be referred to Compliance or General Counsel.

¹⁵ As noted in the Personal Trading Policy, in addition to accounts that Employees hold directly or indirectly, Employees are also presumed to have Beneficial Ownership of any accounts held by, or in the name of (i) any family member or domestic partner who shares an Employee’s home, (ii) any person to whom an Employee provides primary financial support, and (iii) any other person or through any relationship that provides an Employee with any direct or indirect financial interest in, or with sole or shared voting or investment power over, Covered Securities.

¹⁶ In order to facilitate the pre-clearance process for most securities traded on U.S. exchanges, Employees should use the MyComplianceOffice tool which can be found on the Applications menu of the Bessemer Trust Intranet. If the trade is not or cannot be pre-cleared through MyComplianceOffice, Employees must pre-clear the transaction by e-mailing complete transaction details to PersonalTrading@Bessemer.com.

You must notify Compliance immediately if you receive material non-public information or believe that another Bessemer Trust Employee or client is trading or attempting to trade while in possession of such information.¹⁸ If Compliance deems such information to be material and non-public, the impacted securities will be placed on a restricted list that prohibits trading in such securities by any Bessemer Trust Employee for any reason, whether for themselves, a client, a Bessemer Trust portfolio, or any other person.

Any doubt about whether a Bessemer Trust Employee or client is in possession of material non-public information should be resolved by reporting the information to Compliance and ceasing all trading or recommendation of the securities.

Other than notifying Compliance as directed above, the communication or sharing of material non-public information to any other person or Organization for any reason is prohibited by law and this Policy. Doing so can result in immediate termination of employment and a referral to regulatory authorities.

As set forth more fully in the Insider Trading and Prohibited Trading Practices Policy, you must also avoid the following prohibited trading practices:

Engaging in ethical and lawful conduct and maintaining and enhancing Bessemer Trust’s reputation are shared responsibilities of all Employees. Violations of this Code of Ethics, any other Bessemer Trust policy, or any law or regulation can lead to disciplinary action which may include, without limitation, one

¹⁸ Employees should promptly notify Compliance by submitting such notification to DList-IM_Compliance@bessemer.com.

¹⁹ Although not strictly prohibited, trading activities involving puts, calls, or other derivatives may become impaired or lose value if trading in any of the underlying reference securities is restricted at the time performance is due under the derivative contract, potentially rendering you unable to meet your obligations under the derivative contract.

or more of a warning or letter of reprimand, demotion, loss or reduction of merit compensation increases or discretionary incentive compensation awards (including bonuses), suspension without pay, or termination of employment. Bessemer Trust may also be obligated to report conduct by its Employees to governmental and regulatory agencies in certain circumstances.

It is the responsibility of every Bessemer Trust Employee to escalate potential legal, regulatory, and ethical breaches, including violations of this Code. In the event you become aware of or suspect any potential or actual violations of this Code, any other Bessemer Trust policy, or any law or regulation, including Bessemer Trust’s employment and non-discrimination policies, you must promptly notify:

If there is any question concerning whether conduct or a circumstance violates policy or law, Employees should err on the side of reporting such circumstances. All reports will be promptly considered, and appropriate action will be taken. Reports of violations or suspected violations will be kept confidential to the extent possible, and, as set forth below, you will be protected from retaliation for making a good faith report. If you wish to report such circumstances anonymously you can do so by (i) calling the confidential Bessemer Ethics Line ((844) 268-8279), (ii) visiting www.bessemer.ethicspoint.com on any device, or (iii) clicking the Bessemer Ethics Line link on the Bessemer Trust Intranet.

Bessemer Trust seeks to create an environment where Employees feel safe to raise concerns without fear of retaliation.

No Bessemer Trust Employee will suffer any form of retaliation or any adverse employment consequence as a result of making a good faith report of any potential or actual violation of the Code or any other Bessemer Trust policy, including Bessemer Trust’s employment and non-discrimination policies, or any law or regulation. As a result, any Bessemer Trust Employee who retaliates against another Employee for making a good faith report is subject to discipline up to and including termination of employment.

This non-retaliation policy is intended to encourage and enable Employees to voice their concerns within Bessemer Trust. Employees who believe that they or any other Bessemer Trust Employee has been the subject of retaliation should promptly report such circumstances to General Counsel or to the Bessemer Ethics Line (available here).

You must affirm on an annual basis that you understand, have adhered to, and will adhere to the following:

a.            

The Code of Ethics: That you have adhered to each of its mandates, prohibitions, and reporting requirements.

b.            

Outside Activities Policy: That you have reported and, if necessary, received approval for all covered Outside Activities.

c.            

Personal Trading Policy and Insider Trading and Prohibited Trading Practices Policy: That you have disclosed all Covered Accounts and Securities Holdings, have pre-cleared and reported all covered trades in Discretionary Accounts, and have not engaged in insider trading or other prohibited trading practices as defined in the Insider Trading and Prohibited Trading Practices Policy.

The Chief Compliance Officer (CCO) is responsible for administration of the Code and may provide interpretations of the Code in consultation with General Counsel as appropriate. Investigations of possible Code violations are conducted by or at the direction of the appropriate party, including Compliance, General Counsel, Human Resources, or Internal Audit.

GLOSSARY

Beneficial Ownership: Employees are considered to have “Beneficial Ownership” of any Covered Securities or Covered Account in which they have a direct or indirect financial interest. A “financial interest” is defined broadly and means any opportunity, directly or indirectly, to profit, or share in any profit derived from, a transaction in the subject securities.

For the avoidance of doubt, Employees have a “direct financial interest” in any securities that they hold in their own name, either individually or jointly. Employees have an “indirect financial interest” in any Covered Securities held by their family member or domestic partner (whether or not such legal status is recognized by local law), who shares an Employee’s home, and any other person to whom the Employee provides primary financial support.

Employees also have an indirect financial interest in any Covered Securities held by an entity or person with whom they have a contractual or other relationship that provides them with any financial interest in, or with sole or shared voting or investment power over, the Covered Securities. Such entities and relationships include, among other things, partnerships of which an Employee is a partner, limited liability companies of which an Employee is a member, revocable trusts of which an Employee is a grantor, trusts of which an Employee is a trustee, direction adviser or beneficiary, estates of which an Employee is an executor or beneficiary, UTMAs of which an Employee is the custodian, any investment club (or similar) in which an Employee is a member, and investment committees in which the Employee is a member or otherwise has responsibility for the management of the Organization’s investment or brokerage accounts.

Bessemer Trust: The Bessemer Group, Incorporated and its subsidiaries, and each of them.

Chief Fiduciary Counsel: Bessemer Trust’s Chief Fiduciary Counsel or external fiduciary counsel.

Commodities: Any commodity option, future, or similar agreement to purchase or sell a commodity for delivery in the future.

Compliance: The Compliance Department of Bessemer Trust.

Covered Account: Any trust, brokerage, custodial or similar account that holds Covered Securities in which an Employee has a Beneficial Ownership, or in which an Employee can effect a transaction in Covered Securities in which they will have Beneficial Ownership.

As noted above, this definition includes any accounts held by, or in the name of, an Employee’s spouse or domestic partner, minor children, or any relative or other person who shares the Employee’s home, or other persons by reason of any contract, arrangement, understanding or relationship that provides an Employee with sole or shared voting or investment power.

Covered Security: “Covered Security” includes, among other security types, stocks, bonds, notes, debentures, Exchange Traded Funds (“ETFs”) (collectively “Securities”), Commodities, any option to buy or sell Securities or Commodities, and any investments in Initial Public Offerings, Initial Coin Offerings, Affiliated Investment Companies, Limited Offerings, or any private placements, special investment plans, or other private offerings, including any investment in Bessemer Trust alternative funds.

A “Covered Security” does not include: (a) United States government securities, (b) bankers’ acceptances, bank certificates of deposit, commercial paper, and high quality short-term debt instruments, including

repurchase agreements, (c) shares issued by money market funds, and (d) shares issued by any unaffiliated open-end investment companies registered under the Investment Company Act of 1940 Act, as amended, and (e) Unit Investment Trusts.

Discretionary Accounts: Accounts that hold Covered Securities over which an Employee has sole or shared voting or investment power, whether by virtue of a contractual or other relationship, or a corporate or other business entity role held by an Employee. Such relationships and business entity roles include, among other things, partnerships of which an Employee is a general partner, limited liability companies of which an Employee is a managing member, revocable trusts of which an Employee is a grantor, trusts of which an Employee is a grantor, trusts of which an Employee is a trustee or direction adviser, estates of which an Employee is an executor, UTMAs of which an Employee is the custodian. For clarity, Discretionary Accounts are a subset of Covered Accounts.

Discretionary Trades: All transactions in Covered Securities are considered “Discretionary Trades” unless the transaction is (i) non-volitional on your part (including, for example, additional securities purchases through a pre-cleared automatic investment plan or a purchase or sale effected by an independent investment manager for a pension, mutual fund, or retirement plan), or (ii) made in a Covered Account over which you have given investment discretion to an independent third party, or over which you do not exercise investment discretion, provided that you have certified in writing that you do not, and will not, exercise such discretion. Gifts of Covered Securities are not “Discretionary Trades” but still must be pre-cleared as provided in the Bessemer Trust Personal Trading Procedures.

Employee: Every officer and employee, whether full or part time, of any Bessemer Trust entity.

Fiduciary Account: Any account for which Bessemer Trust is a named fiduciary, such as a trust where Bessemer Trust is serving as trustee or an estate where Bessemer Trust is serving as personal representative.

Fiduciary Counsel: Bessemer Trust’s Fiduciary Counsel.

General Counsel: The Legal Department of Bessemer Trust.

Human Resources: The Human Resources Department of Bessemer Trust.

Initial Coin Offering: Initial Coin Offering is a method of raising capital in exchange for digital coins or tokens that entitle their holders to certain rights. The U.S. Securities and Exchange Commission (“SEC”) has stated that most tokens sold in Initial Coin Offerings constitute securities, and accordingly, such offerings must either be registered with the SEC or exempt from registration under the Securities Act of 1933.

Initial Public Offering: Initial Public Offering means an offering of securities registered under the Securities Act of 1933, the issuer of which, immediately before registration, was not subject to the reporting requirements of Section 13 or Section 15(d) of the Securities Exchange Act of 1934.

Limited Offering: Limited Offering means an offering that is exempt from registration under the Securities Act of 1933 pursuant to Section 4(2), Section 4(6), Rule 504, Rule 505 or Rule 506 (e.g., private placements).

Managing Director: A Bessemer Trust officer who holds the title of Managing Director.

Member of Their Family/ Member of Your Family/Member of the Family of a Bessemer Trust Employee: Any (i) near relative of a Bessemer Trust Employee, including their spouse, domestic partner, children, parents, siblings and dependents, (ii) individual or Organization that represents or acts as agent or fiduciary for those named, (iii) and other individuals or Organizations through which those named may receive a personal benefit.

Organization: Any corporation, partnership, association, limited liability company, joint venture, club, or other society or entity, either formal or otherwise.

Regulatory Inquiries: A request for information or an inquiry from government, regulatory, or administrative agencies, whereby a request for information may take various forms, including: complaints, summonses, subpoenas, court orders, and notices from official entities.

Outside Activities: Any activity outside of an Employee’s work at Bessemer Trust that involves (i) employment or consulting with another organization, (ii) serving as an employee, director, trustee, or fiduciary for any individual or organization, or (iii) any speaking, writing, or political activity that might suggest or imply a connection with or the endorsement of Bessemer Trust as further described in the Code.

Securities Holdings: All Covered Securities in which an Employee has Beneficial Ownership.

Senior Management: Any Bessemer Trust officer who holds the title of Managing Director or above.

Senior Financial Officer: Bessemer Trust’s Chief Executive Officer, Chief Financial Officer, Treasurer, Controller, and Director of Corporate Tax.

SIDD Committee: The Special Investments and Discretionary Distributions committee of any Bessemer Trust entity that serves in a fiduciary capacity.