[424B3] John Hancock Premium Dividend Fund Prospectus Filed Pursuant to Rule 424(b)(3)

Rhea-AI Filing Summary

Form 4 Overview – Torrid Holdings Inc. (CURV)

On June 30, 2025 Sycamore Partners Torrid, L.L.C. and its affiliated investment vehicles (collectively, “Sycamore”) filed a Form 4 reporting a significant change in their beneficial ownership of Torrid Holdings common stock. The filing covers transactions executed on June 26, 2025.

• Total shares disposed: 15,680,908.
• Disposition breakdown: (i) 9,650,000 shares sold to the public in a registered secondary offering, and (ii) 6,030,908 shares repurchased directly by the issuer in a privately-negotiated buyback.
• Price: $3.31625 per share (net of underwriting discount) for both legs of the transaction.
• Remaining ownership: 58,295,694 common shares are still reported as beneficially owned by Sycamore.
• Reporting persons: Seven Sycamore-related entities and Mr. Stefan Kaluzny (managing partner) jointly filed; each remains a >10 % owner and disclaims beneficial ownership beyond pecuniary interest.

No derivative securities were reported. The transaction code “S” confirms it was a sale of non-derivative equity.

Key takeaways for investors

• Sycamore reduced its stake by roughly 15.7 million shares but still retains a sizeable holding, potentially keeping meaningful influence over the company.
• The simultaneous issuer share repurchase offsets part of the public float increase and may signal Board approval of capital return at the stated price.
• The $3.31 transaction price provides an observable valuation reference for recent large-block trades.

Insights

Securities Analyst

TL;DR Large insider sale reduces overhang but signals partial exit; buyback tempers dilution, overall slightly negative sentiment.

Material impact: The 15.7 million-share divestiture represents a sizable block and lessens Sycamore’s concentration, which could diminish perceived sponsor commitment. Although 6.0 million shares were simultaneously retired by the company, net float still rises by roughly 9.6 million shares, adding supply that may pressure the stock near-term. The price ($3.31) was struck at a modest discount to prior secondary offerings, creating a near-term valuation benchmark. Post-transaction Sycamore retains 58.3 million shares, so governance influence remains high. Overall, the filing is modestly negative given the continued sell-down by the controlling shareholder, partially offset by the accretive buyback.

Corporate Governance Expert

TL;DR Stake cut shows liquidity path for sponsor yet maintains control; governance dynamics largely unchanged.

The joint filing lists seven Sycamore entities plus Mr. Kaluzny, reaffirming their coordinated status and >10 % ownership. While the sale reduces economic exposure, Sycamore’s remaining 58.3 million shares likely still represent a majority position, preserving board influence and strategic control. The disclosure complies with Rule 16a-3(j) and includes standard disclaimers of beneficial ownership. No derivative positions or new voting agreements are indicated. Investors should monitor future filings for continued stair-step exits that could alter control.

Statement of Additional Information Supplement

John Hancock Financial Opportunities Fund
John Hancock Investors Trust
John Hancock Premium Dividend Fund

Supplement dated June 30, 2025 to the current Statement of Additional Information, as may be supplemented (the SAI)

Effective June 30, 2025, Paul Lorentz no longer serves as a non-independent Trustee of the investment companies listed above (each a “Trust”). Accordingly, all references to Mr. Lorentz as a current non-independent Trustee are removed from the SAI.

In addition, the Board of Trustees of each Trust has appointed Kristie Feinberg, who will continue to serve as each Trust’s President, as a non-independent Trustee effective June 30, 2025. Ms. Feinberg will stand for election in 2026. For John Hancock Financial Opportunities Fund and John Hancock Premium Dividend Income Fund, Ms. Feinberg is a member of a class of Trustees whose term will expire in 2026. As of April 30, 2025, the “John Hancock Fund Complex” consisted of 186 funds (including separate series of series mutual funds). Ms. Feinberg’s Principal Occupation(s) and Other Directorships are as follows:

Head of Retail, Manulife Investment Management (since 2025); Head of Wealth & Asset Management, U.S. and Europe, for John Hancock and Manulife (2023–2025); Director and Chairman, John Hancock Investment Management LLC (since 2023); Director and Chairman, John Hancock Variable Trust Advisers LLC (since 2023); Director and Chairman, John Hancock Investment Management Distributors LLC (since 2023); CFO and Global Head of Strategy, Manulife Investment Management (2021–2023, including prior positions); CFO Americas & Global Head of Treasury, Invesco, Ltd., Invesco US (2019–2020, including prior positions); Senior Vice President, Corporate Treasurer and Business Controller, Oppenheimer Funds (2001–2019, including prior positions); President (Chief Executive Officer and Principal Executive Officer) of various trusts within the John Hancock Fund Complex (since 2023, including prior positions).

Trustee of various trusts within the John Hancock Fund Complex (since 2025).

The section under the heading “Additional Information about the Trustees” is amended to include the following:

Kristie M. Feinberg — As President and CEO of John Hancock Investment Management and of various trusts within the John Hancock Fund Complex, and through prior leadership roles at Manulife Investment Management including Head of Wealth & Asset Management, U.S. and Europe and CFO and Global Head of Strategy, Ms. Feinberg brings deep expertise in financial services. Her strong background in finance, strategy, and leadership, along with a proven track record of expanding product offerings and distribution, enables her to provide strategic insight and management input to the Board.

You should read this supplement in conjunction with the SAI and retain it for your future reference.

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FAQ

How many Torrid (CURV) shares did Sycamore sell on June 26 2025?

A total of 15,680,908 common shares were disposed of: 9.65 million via secondary offering and 6.03 million through an issuer buyback.

What price did the CURV shares trade at in the secondary offering?

Shares were sold and repurchased at $3.31625 per share (net of underwriting discount).

How many Torrid shares does Sycamore still own after the sale?

Sycamore reports 58,295,694 shares beneficially owned following the transactions.

Did the filing report any derivative securities activity?

No. Table II shows no derivative instruments acquired or disposed of.

Why are multiple Sycamore entities listed in the Form 4?

Seven related entities and Mr. Stefan Kaluzny jointly filed because they collectively control the shares; each disclaims ownership beyond its pecuniary interest.