Common use of Quality and Extent of Services Clause in Contracts

Quality and Extent of Services. The Board considered the terms of the Agreements, including the scope of advisory services provided under the Agreements. The Board noted that, under the Agreements, DIMA and Itaú provide portfolio management services to the Fund and that, pursuant to a separate administrative services agreement, DIMA provides administrative services to the Fund. The Board considered the experience and skills of senior management and investment personnel and the resources made available to such personnel. The Board also considered the risks to ▇▇▇▇ in sponsoring or managing the Fund, including financial, operational and reputational risks, the potential economic impact to ▇▇▇▇ from such risks and ▇▇▇▇’s approach to addressing such risks. Throughout the course of the year, the Board also received information regarding ▇▇▇▇’s oversight of fund sub-advisors, including Itaú. The Board reviewed the Fund’s performance over Fees and Expenses. The Board considered the Fund’s investment management fee schedule, sub-advisory fee schedule, operating expenses and total expense ratios, and comparative information provided by Broadridge Financial Solutions, Inc. (“Broadridge”) and the Fee Consultant regarding investment management fee rates paid to other investment advisors by similar funds (1st quartile being the most favorable and 4th quartile being the least favorable). With respect to management fees paid to other investment advisors by similar funds, the Board noted that the contractual fee rates paid by the Fund, which include a 0.097% fee paid to ▇▇▇▇ under the Fund’s administrative services agreement, were higher than the median (3rd quartile) of the applicable Broadridge peer group (based on Broadridge data provided as of December 31, 2021). With respect to the sub-advisory fee paid to Itaú, the Board noted that the fee is paid by ▇▇▇▇ out of its fee and not directly by the Fund. The Board noted that the Fund’s Class A shares total (net) operating expenses (excluding 12b-1 fees) were expected to be higher than the median (3rd quartile) of the applicable Broadridge expense universe (based on Broadridge data provided as of December 31, 2021, and analyzing Broadridge expense universe Class A (net) expenses less any applicable 12b-1 fees) (“Broadridge Universe Expenses”). The Board also reviewed data comparing each other operational share class’s total (net) operating expenses to the applicable Broadridge Universe Expenses. The Board noted that the expense limitations agreed to by ▇▇▇▇ were expected to help the Fund’s total (net) operating expenses remain competitive. The Board considered the Fund’s management fee rate as compared to fees charged by ▇▇▇▇ to a comparable DWS U.S. registered fund (“DWS Funds”) and considered differences between the Fund and the comparable DWS Fund. The information requested by the Board as part of its review of fees and expenses also included information about institutional accounts (including any sub-advised funds and accounts) and funds offered primarily to European investors (“DWS Europe Funds”) managed by DWS Group. The Board noted that ▇▇▇▇ indicated that DWS Group does not manage any institutional accounts or DWS Europe Funds comparable to the Fund.

Quality and Extent of Services. The Board considered the terms of the AgreementsAgreement, including the scope of advisory services provided under the AgreementsAgreement. The Board noted that, under the AgreementsAgreement, DIMA and Itaú provide provides portfolio management services to the Fund and that, pursuant to a separate administrative services agreement, DIMA provides administrative services to the Fund. The Board considered the experience and skills of senior management and investment personnel and the resources made available to such personnel. The Board also considered the risks to ▇▇▇▇ DIMA in sponsoring or managing the Fund, including financial, operational and reputational risks, the potential economic impact to ▇▇▇▇ from such risks and ▇▇▇▇’s approach to addressing such risks. Throughout the course of the year, the Board also received information regarding ▇▇▇▇’s oversight of fund sub-advisors, including Itaú. The Board reviewed the Fund’s performance over short-term and long-term periods and compared those returns to various agreed-upon performance measures, including market index(es) and a peer universe compiled using information supplied by Morningstar Direct (“Morningstar”), an independent fund data service. The Board also noted that it has put into place a process of identifying “Funds in Review” (e.g., funds performing poorly relative to a peer universe), and receives additional reporting from DIMA regarding such funds and, where appropriate, ▇▇▇▇’s plans to address underperformance. The Board believes this process is an effective manner of identifying and addressing underperforming funds. Based on the information provided, the Board noted that, for the one-, three- and Fees and Expenses. The Board considered the Fund’s investment management fee schedule, sub-advisory fee schedule, operating expenses and total expense ratios, and comparative information provided by Broadridge Financial Solutions, Inc. (“Broadridge”) and the Fee Consultant regarding investment management fee rates paid to other investment advisors by similar funds (1st quartile being the most favorable and 4th quartile being the least favorable). With respect to management fees paid to other investment advisors by similar funds, the Board noted that the contractual fee rates paid by the Fund, which include a 0.097% fee paid to ▇▇▇▇ under the Fund’s administrative services agreement, were higher than the median (3rd quartile) of the applicable Broadridge peer group (based on Broadridge data provided as of December 31, 2021). With respect to the sub-advisory fee paid to Itaú, the Board noted that the fee is paid by ▇▇▇▇ out of its fee and not directly by the Fund. The Board noted that the Fund’s Class A shares total (net) operating expenses (excluding 12b-1 fees) were expected to be higher than the median (3rd quartile) of the applicable Broadridge expense universe (based on Broadridge data provided as of December 31, 2021, and analyzing Broadridge expense universe Class A (net) expenses less any applicable 12b-1 fees) (“Broadridge Universe Expenses”). The Board also reviewed data comparing each other operational share class’s total (net) operating expenses to the applicable Broadridge Universe Expenses. The Board noted that the expense limitations agreed to by ▇▇▇▇ were expected to help the Fund’s total (net) operating expenses remain competitive. The Board considered the Fund’s management fee rate as compared to fees charged by ▇▇▇▇ to a comparable DWS U.S. registered fund (“DWS Funds”) and considered differences between the Fund and the comparable DWS Fund. The information requested by the Board as part of its review of fees and expenses also included information about institutional accounts (including any sub-advised funds and accounts) and funds offered primarily to European investors (“DWS Europe Funds”) managed by DWS Group. The Board noted that ▇▇▇▇ indicated that DWS Group does not manage any institutional accounts or DWS Europe Funds comparable to the Fund.most

Quality and Extent of Services. The Board considered the terms of the AgreementsAgreement, including the scope of advisory services provided under the AgreementsAgreement. The Board noted that, under the AgreementsAgreement, DIMA and Itaú provide provides portfolio management services to the Fund and that, pursuant to a separate administrative services agreement, DIMA provides administrative services to the Fund. The Board considered the experience and skills of senior management and investment personnel and the resources made available to such personnel. The Board also considered the risks to ▇▇▇▇ DIMA in sponsoring or managing the Fund, including financial, operational and reputational risks, the potential economic impact to ▇▇▇▇ from such risks and ▇▇▇▇’s approach to addressing such risks. Throughout the course of the year, the Board also received information regarding ▇▇▇▇’s oversight of fund sub-advisors, including Itaú. The Board reviewed the Fund’s performance over short-term and long-term periods and compared those returns to various agreed-upon performance measures, including a peer universe compiled using information supplied by iMoneyNet, an independent fund data service. The Board also noted that it has put into place a process of identifying “Funds in Review” (e.g., funds performing poorly relative to a peer universe), and receives additional reporting from DIMA regarding such funds and, where appropriate, ▇▇▇▇’s plans to address underperformance. The Board believes this process is an effective manner of identifying and addressing underperforming funds. Based on the information provided, the Board noted that, for the one- and three-year periods ended December 31, 2022, the Fund’s gross performance (Class A shares) was in the 3rd quartile of the applicable iMoneyNet universe (the 1st quartile being the best performers and the 4th quartile being the worst performers). 20 Deutsche DWS Variable Series II — DWS Government Money Market VIP Fees and Expenses. The Board considered the Fund’s investment management fee schedule, sub-advisory fee schedule, operating expenses and total expense ratios, and comparative information provided by Broadridge Financial Solutions, Inc. (“Broadridge”) and the Fee Consultant regarding investment management fee rates paid to other investment advisors by similar funds (1st quartile being the most favorable and 4th quartile being the least favorable). With respect to management fees paid to other investment advisors by similar funds, the Board noted that the contractual fee rates paid by the Fund, which include a 0.097% fee paid to ▇▇▇▇ DIMA under the Fund’s administrative services agreement, were higher lower than the median (3rd 2nd quartile) of the applicable Broadridge peer group (based on Broadridge data provided as of December 31, 20212022). With respect to the sub-advisory fee paid to ItaúBased on Broadridge data provided as of December 31, 2022, the Board noted that the fee is paid by ▇▇▇▇ out of its fee and not directly by the Fund. The Board noted that the Fund’s Class A shares total (net) operating expenses (excluding 12b-1 fees) were expected to be higher than the median (3rd 4th quartile) of the applicable Broadridge expense universe (based on Broadridge data provided as of December 31, 2021, and analyzing Broadridge expense universe Class A (net) expenses less any applicable 12b-1 fees) (“Broadridge Universe Expenses”). The Board noted the expense limitation agreed to by DIMA. The Board also reviewed data comparing each other operational share class’s total (net) operating noted the voluntary fee waivers implemented by DIMA from time to time in recent years to ensure the Fund maintained a positive yield, and that the effect of these waivers on Fund expenses is not reflected in the comparisons of Fund expenses to the applicable Broadridge Universe Expenses. The Board expense universe noted that the expense limitations agreed to by ▇▇▇▇ were expected to help the Fund’s total (net) operating expenses remain competitiveabove. The Board considered the Fund’s management fee rate as compared to fees charged by ▇▇▇▇ to a comparable DWS U.S. registered fund funds (“DWS Funds”) and considered differences between the Fund and the comparable DWS FundFunds. The information requested by the Board as part of its review of fees and expenses also included information about institutional accounts (including any sub-advised funds and accounts) and funds offered primarily to European investors (“DWS Europe Funds”) managed by DWS Group. The Board noted that ▇▇▇▇ DIMA indicated that DWS Group does not manage any institutional accounts or DWS Europe Funds comparable to the Fund.

Quality and Extent of Services. The Board considered the terms of the Agreements, including the scope of advisory services provided under the Agreements. The Board noted that, under the Agreements, DIMA and Itaú NTI provide portfolio management services to the Fund and that, pursuant to a separate administrative services agreement, DIMA provides administrative services to the Fund. The Board considered the experience and skills of senior management and investment personnel and the resources made available to such personnel. The Board also considered the risks to ▇▇▇▇ DIMA in sponsoring or managing the Fund, including financial, operational and reputational risks, the potential economic impact to ▇▇▇▇ from such risks and ▇▇▇▇’s approach to addressing such risks. Throughout the course of the year, the Board also received information regarding ▇▇▇▇’s oversight of fund sub-advisors, including ItaúNTI. The Board reviewed the Fund’s performance over short-term and long-term periods and compared those returns to various agreed- upon performance measures, including market index(es) and a peer universe compiled using information supplied by Morningstar Direct (“Morningstar”), an independent fund data service. The Board also noted that it has put into place a process of identifying “Funds in Review” (e.g., funds performing poorly relative to a peer universe), and receives additional reporting from DIMA regarding such funds and, where appropriate, ▇▇▇▇’s plans to address underperformance. The Board believes this process is an effective manner of identifying and addressing underperforming funds. Based on the information provided, the Board noted that, for the one-, three- and five-year periods ended December 31, 2023, the Fund’s performance (Class A shares) was in the 2nd quartile, 2nd quartile and 1st quartile, respectively, of the applicable Morningstar universe (the 1st quartile being the best performers and the 4th quartile being the worst performers). Fees and Expenses. The Board considered the Fund’s investment management fee schedule, sub-advisory fee schedule, operating expenses and total expense ratios, and comparative information provided by Broadridge Financial Solutions, Inc. (“Broadridge”) and the Fee Consultant regarding investment management fee rates paid to other investment advisors by similar funds (1st quartile being the most favorable and 4th quartile being the least favorable). With respect to management fees paid to other investment advisors by similar funds, the Board noted that the contractual fee rates paid by the Fund, which include a 0.097% fee paid to ▇▇▇▇ DIMA under the Fund’s administrative services agreement, were higher than the median (3rd quartile) of the applicable Broadridge peer group (based on Broadridge data provided as of December 31, 20212023). The Board noted that, effective October 1, 2022, in connection with the 2022 contract renewal process, DIMA agreed to reduce the Fund’s contractual management fee at each breakpoint by 0.05%. With respect to the sub-advisory fee paid to ItaúNTI, the Board noted that the fee is paid by ▇▇▇▇ DIMA out of its fee and not directly by the Fund. The Board noted that the Fund’s Class A shares total (net) operating expenses (excluding 12b-1 fees) were expected to be higher than the median (3rd quartile) of the applicable Broadridge expense universe (based on Broadridge data provided as of December 31, 20212023, and analyzing Broadridge expense universe Class A (net) expenses less any applicable 12b-1 fees) (“Broadridge Universe Expenses”). The Board also reviewed data comparing each other operational share class’s total (net) operating expenses to the applicable Broadridge Universe Expenses. The Board noted that the expense limitations agreed to by ▇▇▇▇ DIMA were expected to help the Fund’s total (net) operating expenses remain competitive. The Board considered the Fund’s management fee rate as compared to fees charged by ▇▇▇▇ to a comparable DWS U.S. registered fund funds (“DWS Funds”) and considered differences between the Fund and the comparable DWS FundFunds. The information requested by the Board as part of its review of fees and expenses also included information about institutional accounts (including any sub-advised funds and accounts) and funds offered primarily to European investors (“DWS Europe Funds”) managed by DWS Group. The Board noted that ▇▇▇▇ DIMA indicated that DWS Group does not manage any institutional accounts or DWS Europe Funds comparable to the Fund.

Quality and Extent of Services. The Board considered the terms of the AgreementsAgreement, including the scope of advisory services provided under the AgreementsAgreement. The Board noted that, under the AgreementsAgreement, DIMA and Itaú provide ▇▇▇▇ provides portfolio management services to the Fund and that, pursuant to a separate administrative services agreement, DIMA provides administrative services to the Fund. The Board considered the experience and skills of senior management and investment personnel and the resources made available to such personnel. The Board also considered the risks to ▇▇▇▇ in sponsoring or managing the Fund, including financial, operational and reputational risks, the potential economic impact to ▇▇▇▇ from such risks and ▇▇▇▇’s approach to addressing such risks. Throughout the course of the year, the Board also received information regarding ▇▇▇▇’s oversight of fund sub-advisors, including Itaú. The Board reviewed the Fund’s performance over short-term and long-term periods and compared those returns to various agreed-upon performance measures, including a peer universe compiled using information supplied by iMoneyNet, an independent fund data service. The Board also noted that it has put into place a process of identifying “Funds in Review” (e.g., funds performing poorly relative to a peer universe), and receives additional reporting from ▇▇▇▇ regarding such funds and, where appropriate, ▇▇▇▇’s plans to address underperformance. The Board believes this process is an effective manner of identifying and addressing underperforming funds. Based on the information provided, the Board noted that the Fund’s gross performance was below the median of the applicable iMoneyNet universe for the one- and three-year periods ended December 31, 2020. Fees and Expenses. The Board considered the Fund’s investment management fee schedule, sub-advisory fee schedule, operating expenses and total expense ratios, and comparative information provided by Broadridge Financial Solutions, Inc. (“Broadridge”) and the Fee Consultant regarding investment management fee rates paid to other investment advisors by similar funds (1st quartile being the most favorable and 4th quartile being the least favorable). With respect to management fees paid to other investment advisors by similar funds, the Board noted that the contractual Fund does not pay any investment advisory fees, but does bear an administrative services fee. As a result of the administrative services fee, the total management fee rates paid payable by the Fund, which include a 0.097% fee paid to ▇▇▇▇ under the Fund’s administrative services agreement, Fund were higher lower than the median (3rd quartile) of the applicable Broadridge peer group (based on Broadridge data provided as of December 31, 2021). With respect to the sub-advisory fee paid to Itaú, the Board noted that the fee is paid by ▇▇▇▇ out of its fee and not directly by the Fund. The Board noted that the Fund’s Class A shares total (net) operating expenses (excluding 12b-1 fees) were expected to be higher than the median (3rd quartile) of the applicable Broadridge expense universe (based on Broadridge data provided as of December 31, 2021, and analyzing Broadridge expense universe Class A (net) expenses less any applicable 12b-1 fees) (“Broadridge Universe Expenses”). The Board also reviewed data comparing each other operational share class’s total (net) operating expenses to the applicable Broadridge Universe Expenses. The Board noted that the expense limitations agreed to by ▇▇▇▇ were expected to help the Fund’s total (net) operating expenses remain competitive. The Board considered the Fund’s management fee rate as compared to fees charged by ▇▇▇▇ to a comparable DWS U.S. registered fund (“DWS Funds”) and considered differences between the Fund and the comparable DWS Fund. The information requested by the Board as part of its review of fees and expenses also included information about institutional accounts (including any sub-advised funds and accounts) and funds offered primarily to European investors (“DWS Europe Funds”) managed by DWS Group. The Board noted that ▇▇▇▇ indicated that DWS Group does not manage any institutional accounts or DWS Europe Funds comparable to the Fund.of

Quality and Extent of Services. The Board considered the terms of the AgreementsAgreement, including the scope of advisory services provided under the AgreementsAgreement. The Board noted that, under the AgreementsAgreement, DIMA and Itaú provide provides portfolio management services to the Fund and that, pursuant to a separate administrative services agreement, DIMA provides administrative services to the Fund. The Board considered the experience and skills of senior management and investment personnel and the resources made available to such personnel. The Board also considered the risks to ▇▇▇▇ in sponsoring or managing the Fund, including financial, operational and reputational risks, the potential economic impact to ▇▇▇▇ from such risks and ▇▇▇▇’s approach to addressing such risks. Throughout the course of the year, the Board also received information regarding ▇▇▇▇’s oversight of fund sub-advisors, including Itaú. The Board reviewed the Fund’s performance over short-term and long-term periods and compared those returns to various agreed-upon performance measures, including market index(es) and a peer universe compiled using information supplied by Morningstar Direct (“Morningstar”), an independent fund data service. The Board also noted that it has put into place a process of identifying “Funds in Review” (e.g., funds performing poorly relative to a peer universe), and receives additional reporting from ▇▇▇▇ regarding such funds and, where appropriate, ▇▇▇▇’s plans to address underperformance. The Board believes this process is an effective manner of identifying and addressing underperforming funds. Based on the information provided, the Board noted that, for the one-, three- and five-year periods ended December 31, 2019, the Fund’s performance (Class A shares) was in the 3rd quartile, 4th quartile and 4th quartile, respectively, of the applicable Morningstar universe (the 1st quartile being the best performers and the 4th quartile being the worst performers). The Board also observed that the Fund has underperformed its benchmark in the one-, three- and five-year periods ended December 31, 2019. The Board noted the disappointing investment performance of the Fund in recent periods and continued to discuss with senior management of ▇▇▇▇ the factors contributing to such underperformance and actions being taken to improve performance. The Board noted changes to the Fund’s investment strategy effective September 23, 2019, including the Fees and Expenses. The Board considered the Fund’s investment management fee schedule, sub-advisory fee schedule, operating expenses and total expense ratios, and comparative information provided by Broadridge Financial Solutions, Inc. (“Broadridge”) and the Fee Consultant regarding investment management fee rates paid to other investment advisors by similar funds (1st quartile being the most favorable and 4th quartile being the least favorable). With respect to management fees paid to other investment advisors by similar funds, the Board noted that the contractual fee rates paid by the Fund, which include a 0.097% fee paid to ▇▇▇▇ under the Fund’s administrative services agreement, Fund were higher lower than the median (3rd 1st quartile) of the applicable Broadridge peer group (based on Broadridge data provided as of December 31, 2021). With respect to the sub-advisory fee paid to Itaú, the Board noted that the fee is paid by ▇▇▇▇ out of its fee and not directly by the Fund. The Board noted that the Fund’s Class A shares total (net) operating expenses (excluding 12b-1 fees) were expected to be higher than the median (3rd quartile) of the applicable Broadridge expense universe (based on Broadridge data provided as of December 31, 2021, and analyzing Broadridge expense universe Class A (net) expenses less any applicable 12b-1 fees) (“Broadridge Universe Expenses”2019). The Board also reviewed data comparing each other operational share class’s total (net) operating expenses to the applicable Broadridge Universe Expenses. The Board noted that the expense limitations agreed to by ▇▇▇▇ were expected to help the Fund’s total (net) operating expenses remain competitive. The Board considered the Fund’s management fee rate as compared to fees charged by ▇▇▇▇ to a comparable DWS U.S. registered fund (“DWS Funds”) and considered differences between the Fund and the comparable DWS Fund. The information requested by the Board as part of its review of fees and expenses also included information about institutional accounts (including any sub-advised funds and accounts) and funds offered primarily to European investors (“DWS Europe Funds”) managed by DWS Group. The Board noted that ▇▇▇▇ indicated that DWS Group does not manage any institutional accounts or DWS Europe Funds comparable to the Fund.that, effective

Quality and Extent of Services. The Board considered the terms of the AgreementsAgreement, including the scope of advisory services provided under the AgreementsAgreement. The Board noted that, under the AgreementsAgreement, DIMA and Itaú provide ▇▇▇▇ provides portfolio management services to the Fund and that, pursuant to a separate administrative services agreement, DIMA provides administrative services to the Fund. The Board considered the experience and skills of senior management and investment personnel and the resources made available to such personnel. The Board also considered the risks to ▇▇▇▇ in sponsoring or managing the Fund, including financial, operational and reputational risks, the potential economic impact to ▇▇▇▇ from such risks and ▇▇▇▇’s approach to addressing such risks. Throughout the course of the year, the Board also received information regarding ▇▇▇▇’s oversight of fund sub-advisors, including Itaú. The Board reviewed the Fund’s performance over short-term and long-term periods and compared those returns to various agreed-upon performance measures, including market index(es) and a peer universe compiled using information supplied by Morningstar Direct (“Morningstar”), an independent fund data service. The Board also noted that it has put into place a process of identifying “Funds in Review” (e.g., funds performing poorly relative to a peer universe), and receives additional reporting from ▇▇▇▇ regarding such funds and, where appropriate, ▇▇▇▇’s plans to address underperformance. The Board believes this process is an effective manner of identifying and addressing underperforming funds. Based on the information provided, the Board noted that, for the one-, three- and five-year periods ended December 31, 2021, the Fund’s performance (Class A shares) was in the 2nd quartile of the applicable Morningstar universe (the 1st quartile being the best performers and the 4th quartile being Fees and Expenses. The Board considered the Fund’s investment management fee schedule, sub-advisory fee schedule, operating expenses and total expense ratios, and comparative information provided by Broadridge Financial Solutions, Inc. (“Broadridge”) and the Fee Consultant regarding investment management fee rates paid to other investment advisors by similar funds (1st quartile being the most favorable and 4th quartile being the least favorable). With respect to management fees paid to other investment advisors by similar funds, the Board noted that the contractual fee rates paid by the Fund, which include a 0.097% fee paid to ▇▇▇▇ DIMA under the Fund’s administrative services agreement, were higher lower than the median (3rd 1st quartile) of the applicable Broadridge peer group (based on Broadridge data provided as of December 31, 2021). With respect to the sub-advisory fee paid to Itaú, the Board noted that the fee is paid by ▇▇▇▇ out of its fee and not directly by the Fund. The Board noted that the Fund’s Class A shares total (net) operating expenses (excluding 12b-1 fees) were expected to be higher lower than the median (3rd 2nd quartile) of the applicable Broadridge expense universe (based on Broadridge data provided as of December 31, 2021, and analyzing Broadridge expense universe Class A (net) expenses less any applicable 12b-1 fees) (“Broadridge Universe Expenses”). The Board also reviewed data comparing each other operational share class’s total (net) operating expenses to the applicable Broadridge Universe Expenses. The Board noted that the expense limitations agreed to by ▇▇▇▇ were expected to help the Fund’s total (net) operating expenses remain competitive. The Board considered the Fund’s management fee rate as compared to fees charged by ▇▇▇▇ to a comparable DWS U.S. registered fund (“DWS Funds”) and considered differences between the Fund and the comparable DWS Fund. The information requested by the Board as part of its review of fees and expenses also included information about institutional accounts (including any sub-advised funds and accounts) and funds offered primarily to European investors (“DWS Europe Funds”) managed by DWS Group. The Board noted that ▇▇▇▇ indicated that DWS Group does not manage any institutional accounts or DWS Europe Funds comparable to the Fund.other

Quality and Extent of Services. The Board considered the terms of the AgreementsAgreement, including the scope of advisory services provided under the AgreementsAgreement. The Board noted that, under the AgreementsAgreement, DIMA and Itaú provide ▇▇▇▇ provides portfolio management services to the Fund and that, pursuant to a separate administrative services agreement, DIMA provides administrative services to the Fund. The Board considered the experience and skills of senior management and investment personnel and the resources made available to such personnel. The Board also considered the risks to ▇▇▇▇ in sponsoring or managing the Fund, including financial, operational and reputational risks, the potential economic impact to ▇▇▇▇ from such risks and ▇▇▇▇’s approach to addressing such risks. Throughout the course of the year, the Board also received information regarding ▇▇▇▇’s oversight of fund sub-advisors, including Itaú. The Board reviewed the Fund’s performance over short-term and long-term periods and compared those returns to various agreed-upon performance measures, including a peer universe compiled using information supplied by iMoneyNet, an independent fund data service. The Board also noted that it has put into place a process of identifying “Funds in Review” (e.g., funds performing poorly relative to a peer universe), and receives additional reporting from ▇▇▇▇ regarding such funds and, where appropriate, ▇▇▇▇’s plans to address underperformance. The Board believes this process is an effective manner of identifying and addressing underperforming funds. Based on the information provided, the Board noted that the Fund’s gross performance was below the median of the applicable iMoneyNet universe for the one- and three-year periods ended December 31, 2021. Fees and Expenses. The Board considered the Fund’s investment management fee schedule, sub-advisory fee schedule, operating expenses and total expense ratios, and comparative information provided by Broadridge Financial Solutions, Inc. (“Broadridge”) and the Fee Consultant regarding investment management fee rates paid to other investment advisors by similar funds (1st quartile being the most favorable and 4th quartile being the least favorable). With respect to management fees paid to other investment advisors by similar funds, the Board noted that the contractual Fund does not pay any investment advisory fees, but does bear an administrative services fee. As a result of the administrative services fee, the total management fee rates paid payable by the Fund, which include a 0.097% fee paid to ▇▇▇▇ under the Fund’s administrative services agreement, Fund were higher lower than the median (3rd quartile) of the applicable Broadridge peer group (based on Broadridge data provided as of December 31, 2021). With respect to the sub-advisory fee paid to Itaú, the Board noted that the fee is paid by ▇▇▇▇ out of its fee and not directly by the Fund. The Board noted that the Fund’s Class A shares total (net) operating expenses (excluding 12b-1 fees) were expected to be higher than the median (3rd quartile) of the applicable Broadridge expense universe (based on Broadridge data provided as of December 31, 2021, and analyzing Broadridge expense universe Class A (net) expenses less any applicable 12b-1 fees) (“Broadridge Universe Expenses”). The Board also reviewed data comparing each other operational share class’s total (net) operating expenses to the applicable Broadridge Universe Expenses. The Board noted that the expense limitations agreed to by ▇▇▇▇ were expected to help the Fund’s total (net) operating expenses remain competitive. The Board considered the Fund’s management fee rate as compared to fees charged by ▇▇▇▇ to a comparable DWS U.S. registered fund (“DWS Funds”) and considered differences between the Fund and the comparable DWS Fund. The information requested by the Board as part of its review of fees and expenses also included information about institutional accounts (including any sub-advised funds and accounts) and funds offered primarily to European investors (“DWS Europe Funds”) managed by DWS Group. The Board noted that ▇▇▇▇ indicated that DWS Group does not manage any institutional accounts or DWS Europe Funds comparable to the Fund.of

Quality and Extent of Services. The Board considered the terms of the AgreementsAgreement, including the scope of advisory services provided under the AgreementsAgreement. The Board noted that, under the AgreementsAgreement, DIMA and Itaú provide provides portfolio management services to the Fund and that, pursuant to a separate administrative services agreement, DIMA provides administrative services to the Fund. The Board considered the experience and skills of senior management and investment personnel and the resources made available to such personnel. The Board also considered the risks to ▇▇▇▇ in sponsoring or managing the Fund, including financial, operational and reputational risks, the potential economic impact to ▇▇▇▇ from such risks and ▇▇▇▇’s approach to addressing such risks. Throughout the course of the year, the Board also received information regarding ▇▇▇▇’s oversight of fund sub-advisors, including Itaú. The Board reviewed the Fund’s performance over short-term and long-term periods and compared those returns to various agreed-upon performance measures, including market index(es) and a peer universe compiled using information supplied by Morningstar Direct (“Morningstar”), an independent fund data service. The Board also noted that it has put into place a process of identifying “Funds in Review” (e.g., funds performing poorly relative to a peer universe), and receives additional reporting from ▇▇▇▇ regarding such funds and, where appropriate, ▇▇▇▇’s plans to address underperformance. The Board believes this process is an effective manner of identifying and addressing underperforming funds. Based on the information provided, the Board noted that, for the one-, three- and Fees and Expenses. The Board considered the Fund’s investment management fee schedule, sub-advisory fee schedule, operating expenses and total expense ratios, and comparative information provided by Broadridge Financial Solutions, Inc. (“Broadridge”) and the Fee Consultant regarding investment management fee rates paid to other investment advisors by similar funds (1st quartile being the most favorable and 4th quartile being the least favorable). With respect to management fees paid to other investment advisors by similar funds, the Board noted that the contractual fee rates paid by the Fund, which include a 0.097% fee paid to ▇▇▇▇ under the Fund’s administrative services agreement, Fund were higher lower than the median (3rd 1st quartile) of the applicable Broadridge peer group (based on Broadridge data provided as of December 31, 2021). With respect to the sub-advisory fee paid to Itaú, the Board noted that the fee is paid by ▇▇▇▇ out of its fee and not directly by the Fund. The Board noted that the Fund’s Class A shares total (net) operating expenses (excluding 12b-1 fees) were expected to be higher lower than the median (3rd 2nd quartile) of the applicable Broadridge expense universe (based on Broadridge data provided as of December 31, 2021, and analyzing Broadridge expense universe Class A (net) expenses less any applicable 12b-1 fees) (“Broadridge Universe Expenses”). The Board also reviewed data comparing each other operational share class’s total (net) operating expenses to the applicable Broadridge Universe Expenses. The Board noted that the expense limitations agreed to by ▇▇▇▇ were expected to help the Fund’s total (net) operating expenses remain competitive. The Board considered the Fund’s management fee rate as compared to fees charged by ▇▇▇▇ to a comparable DWS U.S. registered fund funds (“DWS Funds”) and considered differences between the Fund and the comparable DWS FundFunds. The information requested by the Board as part of its review of fees and expenses also included information about institutional accounts (including any sub-advised funds and accounts) and funds offered primarily to European investors (“DWS Europe Funds”) managed by DWS Group. The Board noted that ▇▇▇▇ indicated that DWS Group does not manage any institutional accounts or DWS Europe Funds comparable to the Fund.

Quality and Extent of Services. The Board considered the terms of the AgreementsAgreement, including the scope of advisory services provided under the AgreementsAgreement. The Board noted that, under the AgreementsAgreement, DIMA and Itaú provide ▇▇▇▇ provides portfolio management services to the Fund and that, pursuant to a separate administrative services agreement, DIMA provides administrative services to the Fund. The Board considered the experience and skills of senior management and investment personnel and the resources made available to such personnel. The Board also considered the risks to ▇▇▇▇ in sponsoring or managing the Fund, including financial, operational and reputational risks, the potential economic impact to ▇▇▇▇ from such risks and ▇▇▇▇’s approach to addressing such risks. Throughout the course of the year, the Board also received information regarding ▇▇▇▇’s oversight of fund sub-advisors, including Itaú. The Board reviewed the Fund’s performance over short-term and long-term periods and compared those returns to various agreed-upon performance measures, including a peer universe compiled using information supplied by iMoneyNet, an independent fund data service. The Board also noted that it has put into place a process of identifying “Funds in Review” (e.g., funds performing poorly relative to a peer universe), and receives additional reporting from ▇▇▇▇ regarding such funds and, where appropriate, ▇▇▇▇’s plans to address underperformance. The Board believes this process is an effective manner of identifying and addressing underperforming funds. Based on the information provided, the Board noted that, for the one- and three-year periods ended December 31, 2020, the Fund’s gross performance (Class A shares) was in the 4th quartile and 3rd quartile, respectively, of the applicable iMoneyNet universe (the 1st quartile being the best performers and the 4th quartile being the worst performers). 18 Deutsche DWS Variable Series II — DWS Government Money Market VIP Fees and Expenses. The Board considered the Fund’s investment management fee schedule, sub-advisory fee schedule, operating expenses and total expense ratios, and comparative information provided by Broadridge Financial Solutions, Inc. (“Broadridge”) and the Fee Consultant regarding investment management fee rates paid to other investment advisors by similar funds (1st quartile being the most favorable and 4th quartile being the least favorable). With respect to management fees paid to other investment advisors by similar funds, the Board noted that the contractual fee rates paid by the Fund, which include a 0.097% fee paid to ▇▇▇▇ DIMA under the Fund’s administrative services agreement, were higher lower than the median (3rd 1st quartile) of the applicable Broadridge peer group (based on Broadridge data provided as of December 31, 20212020). With respect to the sub-advisory fee paid to ItaúBased on Broadridge data provided as of December 31, 2020, the Board noted that the fee is paid by ▇▇▇▇ out of its fee and not directly by the Fund. The Board noted that the Fund’s Class A shares total (net) operating expenses (excluding 12b-1 fees) were expected to be higher lower than the median (3rd 1st quartile) of the applicable Broadridge expense universe (based on Broadridge data provided as of December 31, 2021, and analyzing Broadridge expense universe Class A (net) expenses less any applicable 12b-1 fees) (“Broadridge Universe Expenses”). The Board also reviewed data comparing each other operational share class’s total (net) operating expenses to the applicable Broadridge Universe Expenses. The Board noted that the expense limitations limitation agreed to by ▇▇▇▇. The Board also noted the voluntary fee waivers implemented by ▇▇▇▇ were expected from time to help time in recent years to ensure the Fund’s total (net) operating expenses remain competitiveFund maintained a positive yield. The Board considered the Fund’s management fee rate as compared to fees charged by ▇▇▇▇ to a comparable DWS U.S. registered fund funds (“DWS Funds”) and considered differences between the Fund and the comparable DWS FundFunds. The information requested by the Board as part of its review of fees and expenses also included information about institutional accounts (including any sub-advised funds and accounts) and funds offered primarily to European investors (“DWS Europe Funds”) managed by DWS Group. The Board noted that ▇▇▇▇ indicated that DWS Group does not manage any institutional accounts or DWS Europe Funds comparable to the Fund.

Quality and Extent of Services. The Board considered the terms of the Agreements, including the scope of advisory services provided under the Agreements. The Board noted that, under the Agreements, DIMA and Itaú NTI provide portfolio management services to the Fund and that, pursuant to a separate administrative services agreement, DIMA provides administrative services to the Fund. The Board considered the experience and skills of senior management and investment personnel and the resources made available to such personnel. The Board also considered the risks to ▇▇▇▇ DIMA in sponsoring or managing the Fund, including financial, operational and reputational risks, the potential economic impact to ▇▇▇▇ from such risks and ▇▇▇▇’s approach to addressing such risks. Throughout the course of the year, the Board also received information regarding ▇▇▇▇’s oversight of fund sub-advisors, including ItaúNTI. The Board reviewed the Fund’s performance over short-term and long-term periods and compared those returns to various agreed- upon performance measures, including market index(es) and a peer universe compiled using information supplied by Morningstar Direct (“Morningstar”), an independent fund data service. The Board also noted that it has put into place a process of identifying “Funds in Review” (e.g., funds performing poorly relative to a peer universe), and receives additional reporting from DIMA regarding such funds and, where appropriate, ▇▇▇▇’s plans to address underperformance. The Board believes this process is an effective manner of identifying and addressing underperforming funds. Based on the information provided, the Board noted that, for the one-, three- and five-year periods ended December 31, 2023, the Fund’s performance (Class A shares) was in the 2nd quartile, 4th quartile and 3rd quartile, respectively, of the applicable Morningstar universe (the 1st quartile being the best performers and the 4th quartile being the worst performers). Fees and Expenses. The Board considered the Fund’s investment management fee schedule, sub-advisory fee schedule, operating expenses and total expense ratios, and comparative information provided by Broadridge Financial Solutions, Inc. (“Broadridge”) and the Fee Consultant regarding investment management fee rates paid to other investment advisors by similar funds (1st quartile being the most favorable and 4th quartile being the least favorable). With respect to management fees paid to other investment advisors by similar funds, the Board noted that the contractual fee rates paid by the Fund, which include a 0.097% fee paid to ▇▇▇▇ DIMA under the Fund’s administrative services agreement, were higher than the median (3rd 4th quartile) of the applicable Broadridge peer group (based on Broadridge data provided as of December 31, 2023). The Board noted that, effective October 1, 2021), in connection with the 2021 contract renewal process, DIMA agreed to reduce the Fund’s contractual management fee by 0.07%. With respect to the sub-advisory fee paid to ItaúNTI, the Board noted that the fee is paid by ▇▇▇▇ DIMA out of its fee and not directly by the Fund. The Board noted that the Fund’s Class A shares total (net) operating expenses (excluding 12b-1 fees) were expected to be higher than the median (3rd quartile) of the applicable Broadridge expense universe (based on Broadridge data provided as of December 31, 2021, and analyzing Broadridge expense universe Class A (net) expenses less any applicable 12b-1 fees) (“Broadridge Universe Expenses”). The Board also reviewed data comparing each other operational share class’s total (net) operating expenses to the applicable Broadridge Universe Expenses. The Board noted that the expense limitations agreed to by ▇▇▇▇ were expected to help the Fund’s total (net) operating expenses remain competitive. The Board considered the Fund’s management fee rate as compared to fees charged by ▇▇▇▇ to a comparable DWS U.S. registered fund (“DWS Funds”) and considered differences between the Fund and the comparable DWS Fund. The information requested by the Board as part of its review of fees and expenses also included information about institutional accounts (including any sub-advised funds and accounts) and funds offered primarily to European investors (“DWS Europe Funds”) managed by DWS Group. The Board noted that ▇▇▇▇ indicated that DWS Group does not manage any institutional accounts or DWS Europe Funds comparable to the Fund.of

Quality and Extent of Services. The Board considered the terms of the AgreementsAgreement, including the scope of advisory services provided under the AgreementsAgreement. The Board noted that, under the AgreementsAgreement, DIMA and Itaú provide provides portfolio management services to the Fund and that, pursuant to a separate administrative services agreement, DIMA provides administrative services to the Fund. The Board considered the experience and skills of senior management and investment personnel and the resources made available to such personnel. The Board also considered the risks to ▇▇▇▇ in sponsoring or managing the Fund, including financial, operational and reputational risks, the potential economic impact to ▇▇▇▇ from such risks and ▇▇▇▇’s approach to addressing such risks. Throughout the course of the year, the Board also received information regarding ▇▇▇▇’s oversight of fund sub-advisors, including Itaú. The Board reviewed the Fund’s performance over Fees short-term and Expenseslong-term periods and compared those returns to various agreed-upon performance measures, including market index(es) and a peer universe compiled using information supplied by Morningstar Direct (“Morningstar”), an independent fund data service. The Board considered also noted that it has put into place a process of identifying “Funds in Review” (e.g., funds performing poorly relative to a peer universe), and receives additional reporting from ▇▇▇▇ regarding such funds and, where appropriate, ▇▇▇▇’s plans to address underperformance. The Board believes this process is an effective manner of identifying and addressing underperforming funds. Based on the information provided, the Board noted that, for the one-, three- and five-year periods ended December 31, 2019, the Fund’s investment management fee schedule, sub-advisory fee schedule, operating expenses and total expense ratios, and comparative information provided by Broadridge Financial Solutions, Inc. performance (“Broadridge”Class A shares) was in the 1st quartile of the applicable Morningstar universe (the 1st quartile being the best performers and the Fee Consultant regarding investment 4th quartile being the worst performers). The Board also observed that the Fund has outperformed its benchmark in the one-, three- and five-year periods ended December 31, 2019. management fee rates paid to other investment advisors by similar funds (1st quartile being the most favorable and 4th quartile being the least favorable). With respect to management fees paid to other investment advisors by similar funds, the Board noted that the contractual fee rates paid by the Fund, which include a 0.097% fee paid to ▇▇▇▇ under the Fund’s administrative services agreement, Fund were higher lower than the median (3rd 2nd quartile) of the applicable Broadridge peer group (based on Broadridge data provided as of December 31, 20212019). With respect to the sub-advisory fee paid to Itaú, the Board noted that the fee is paid by ▇▇▇▇ out of its fee and not directly by the Fund. The Board noted that the Fund’s Class A shares total (net) operating expenses (excluding 12b-1 fees) were expected to be higher lower than the median (3rd 2nd quartile) of the applicable Broadridge expense universe (based on Broadridge data provided as of December 31, 20212019, and analyzing Broadridge expense universe Class A (net) expenses less any applicable 12b-1 fees) (“Broadridge Universe Expenses”). The Board also reviewed data comparing each other operational share class’s total (net) operating expenses to the applicable Broadridge Universe Expenses. The Board noted that the expense limitations agreed to by ▇▇▇▇ were expected to help the Fund’s total (net) operating expenses remain competitive. The Board considered the Fund’s management fee rate as compared to fees charged by ▇▇▇▇ to a comparable DWS U.S. registered fund funds (“DWS Funds”) and considered differences between the Fund and the comparable DWS FundFunds. The information requested by the Board as part of its review of fees and expenses also included information about institutional accounts (including any sub-advised funds and accounts) and funds offered primarily to European investors (“DWS Europe Funds”) managed by DWS Group. The Board noted that ▇▇▇▇ indicated that DWS Group does not manage any institutional accounts or DWS Europe Funds comparable to the Fund. On the basis of the information provided, the Board concluded that management fees were reasonable and appropriate in light of the nature, quality and extent of services provided by DIMA.