FIRST TRUST DYNAMIC EUROPE EQUITY INCOME FUND

A MESSAGE FROM THE CHAIRMAN OF THE BOARD OF TRUSTEES

September 5, 2023

Dear Shareholder:

I am writing to inform you of, and to ask for your vote on, a very important matter that will significantly affect your investment in First Trust Dynamic Europe Equity Income Fund, a closed-end fund (the "Target Fund"). A special meeting of shareholders of the Target Fund (the "Meeting") will be held at the offices of First Trust Advisors L.P., 120 East Liberty Drive, Suite 400, Wheaton, Illinois 60187, on October 23, 2023, at 12:00 p.m. Central time, to ask shareholders to:

  • Consider and vote upon the conversion of the Target Fund to an open-end management investment company to be accomplished through the proposed reorganization of the Target Fund into First Trust Active Global Quality Income ETF (the "Acquiring Fund"), a newly formed exchange-traded fund organized as a separate series of First Trust Exchange-Traded Fund VIII, pursuant to which shares of the Target Fund would be exchanged for shares of the Acquiring Fund (with cash being distributed in lieu of fractional shares), as further described herein (the "Reorganization").

The Board of Trustees of the Target Fund has approved the Reorganization and recommends that Target Fund shareholders vote "FOR" the Reorganization. Enclosed in this booklet is (i) a Notice of Special Meeting of Shareholders; and (ii) a Proxy Statement and Prospectus providing detailed information on the Acquiring Fund, including a comparison to the Target Fund, and the Reorganization, including the reasons for proposing the Reorganization.

Your vote is very important. As a shareholder, you are entitled to cast one vote for each share of the Target Fund that you own. Please read the enclosed materials carefully and then cast your vote.

While you are, of course, welcome to join us at the Meeting, most shareholders cast their vote by completing and returning the enclosed proxy card or by voting by touch-tone telephone or via the Internet. A postage-paid envelope is enclosed for mailing the proxy card, and touch-tone telephone and Internet voting instructions are listed at the top of your proxy card.

Our proxy solicitor, EQ Fund Solutions LLC, may contact you to encourage you to exercise your right to vote.

We appreciate your participation in this important Meeting. Thank you.

Sincerely yours,

James A. Bowen

Chairman of the Board of Trustees,

First Trust Dynamic Europe Equity Income

Fund

IF YOU NEED ANY ASSISTANCE OR HAVE ANY QUESTIONS REGARDING THE PROPOSED REORGANIZATION OR HOW TO VOTE YOUR SHARES, CALL EQ FUND SOLUTIONS LLC AT

(866) 796-1292 WEEKDAYS FROM 9:00 A.M. TO 10:00 P.M. EASTERN TIME.

IMPORTANT INFORMATION FOR SHAREHOLDERS OF

FIRST TRUST DYNAMIC EUROPE EQUITY INCOME FUND

September 5, 2023

Although we recommend that you read in its entirety the enclosed Proxy Statement and Prospectus ("Proxy Statement/Prospectus"), for your convenience, we have provided a brief overview of the proposal to be voted on at the special meeting of shareholders (the "Meeting") of First Trust Dynamic Europe Equity Income Fund (the "Target Fund").

  1. Why am I receiving the enclosed Proxy Statement/Prospectus?
  1. You are receiving the Proxy Statement/Prospectus as a shareholder of the Target Fund. At the Meeting, shareholders of the Target Fund will be asked to vote on the following proposal, which will result in the Target Fund becoming an open-end management investment company:
    • To approve an Agreement and Plan of Reorganization (the "Plan") by and between the Target Fund and First Trust Exchange-Traded Fund VIII (the "ETF Trust"), on behalf of its series, the First Trust Active Global Quality Income ETF (the "Acquiring Fund" and, together with the Target Fund, the "Funds"), pursuant to which the Target Fund would (i) transfer all of its assets to the Acquiring Fund in exchange solely for newly issued shares of the Acquiring Fund and the Acquiring Fund's assumption of all of the liabilities of the Target Fund, and (ii) immediately distribute such newly issued shares of the Acquiring Fund to shareholders of the Target Fund (the "Reorganization").

The Board of Trustees of the Target Fund (the "Target Board") has determined that such proposal is in the best interests of the Target Fund. The Target Board recommends that you vote FOR the proposal.

  1. Why does the Target Board recommend the Reorganization?
  1. Based on information presented by First Trust Advisors L.P., the investment advisor of the Target Fund ("First Trust"), the Target Board believes the Reorganization may benefit Target Fund shareholders in a number of ways, including the following:
    • An anticipated significant reduction or elimination of the discount to net asset value at which the Target Fund's shares have traded, as shares of ETFs typically trade at or near their net asset value due in part to the share creation and redemption features of ETFs;
    • A potentially more tax efficient structure, as the mechanics of the share creation and redemption process for ETFs allow ETFs to acquire and redeem securities in- kind, which in turn may allow ETFs to minimize capital gains;
  • Increased transparency, as the Acquiring Fund will make public its complete portfolio holdings each business day; and
  • Lower overall expenses. The advisory fee and operating expenses of the Target Fund are borne by the shareholders of the Target Fund. For the most recent fiscal year, the Target Fund charged a contractual advisory fee rate of 1.10% on the Target Fund's Managed Assets (which means the total asset value of the Fund minus the sum of the Fund's liabilities other than the principal amount of borrowings, if any), which amounted to 1.45% of net assets, plus other expenses and interest related to leverage resulting in a total expense ratio of 2.32% of net assets. In comparison, the Acquiring Fund will charge a unitary management fee at an annual rate of 0.85% on the Acquiring Fund's average daily net assets that will provide payment for the cost of transfer agency, sub-advisory, custody, fund administration, legal, audit and other services and license fees, but excludes payment for interest, taxes, brokerage commissions and other expenses connected with the execution of portfolio transactions, distribution and service fees payable pursuant to a Rule 12b-1 plan, if any, and extraordinary expenses. Accordingly, based on information and assets as of the most recent fiscal year end of the Target Fund, shareholders of the Acquiring Fund would have experienced a lower total expense ratio in the amount of 1.47% on net assets as compared to shareholders of the Target Fund. See also "The Reorganization-Synopsis-Fees and Expenses" in the Proxy Statement/Prospectus below.

The Target Board considered that the Reorganization will allow shareholders of the Target Fund to continue their investment in an exchange-listed fund. The Target Board further considered the compatibility of the Funds' portfolio management teams, investment objectives and policies, including that the Acquiring Fund will have the same investment advisor and sub-advisor and be managed by the same portfolio management team as the Target Fund, and that although the Acquiring Fund's distribution yield was expected to be lower than the Target Fund's current distribution yield, primarily as a result of removing leverage and ceasing the Option Overlay Strategy (as discussed below), based on information provided by First Trust, the Acquiring Fund is still expected to offer an above-market distribution yield. The Target Board also noted that although the proposed strategy for the Acquiring Fund would broaden the Target Fund's current mandate from European equities to global equities, the Acquiring Fund would still invest significantly in European equities.

In addition, the Target Board noted the ongoing activist campaign initiated by Bulldog Investors, LLP in the fourth quarter of 2022 (that has since resulted in litigation as described under "General Information-Legal Proceedings" in the Proxy Statement/Prospectus below) and that the Reorganization may have the additional benefits of avoiding costly litigation and future proxy contests.

Based on the foregoing and as further described in the Proxy Statement/Prospectus, the Target Board approved the Reorganization and determined that the Reorganization would be in the best interests of the Target Fund. Accordingly, the Target Board recommends that shareholders of the Target Fund approve the Reorganization proposal. See "The

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Reorganization-Information About the Reorganization-Background and Trustees' Considerations Relating to the Proposed Reorganization" in the Proxy Statement/Prospectus below.

  1. How will the Reorganization affect my shares of the Target Fund?
  1. If the Reorganization is approved, upon the closing of the Reorganization, you will become a shareholder of the Acquiring Fund and thereafter cease to be a shareholder of the Target Fund. Each shareholder of the Target Fund will receive a number of shares of the Acquiring Fund equal in value to the aggregate net asset value of the Target Fund shares held by such shareholder (with cash being distributed in lieu of fractional shares).
  1. Will shareholders of the Target Fund have to pay any fees or expenses in connection with the Reorganization?
  1. Yes. The Target Fund, and therefore indirectly its shareholders, will bear the costs of the Reorganization, including the costs associated with the Meeting, whether or not the Reorganization is consummated. Such one-time expenses, which include legal and audit fees, filing fees, and printing and mailing costs, are expected to be approximately $434,500 (or approximately $0.03 per Target Fund share). In addition, the Target Fund will bear additional indirect expenses, primarily relating to repositioning its portfolio in advance of the Reorganization (as further discussed below). Following the Reorganization, Target Fund shareholders are expected to benefit from reduced ongoing fees and expenses (as also discussed below).
  1. How will the Reorganization impact ongoing fees and expenses?
  1. Shareholders of the Target Fund are expected to experience a reduction in overall expenses, with the Acquiring Fund charging a unitary fee at an annual rate of 0.85% compared to the Target Fund's total annual expense ratio on Managed Assets of 2.49% as of June 30, 2023 (which translated into 3.27% on net assets) representing, based on expenses as of June 30, 2023, a reduction in the total expense ratio of 1.64% on Managed Assets (and 2.42% on net assets).
  1. What are some key differences between a closed-end fund and an ETF?
  1. Closed-endfunds, like the Target Fund, generally do not redeem their outstanding shares or engage in the continuous sale of new shares. Shares of closed-end funds, like the Target Fund, are traded on a securities exchange at market prices and trade at market prices that are independent of, and frequently at a discount to, their net asset value per share. ETFs, like the Acquiring Fund, also trade their shares on a securities exchange. However, unlike a closed-end fund, ETFs also issue and redeem shares on a continuous basis, at net asset value, in large blocks consisting of a specified number of shares, referred to as "Creation Units." Creation Units are generally issued and redeemed in-kind and, as a practical matter, only broker-dealers or large institutional investors with authorized participant agreements can purchase or redeem these Creation Units. As a result of the process through which Creation Units are purchased and redeemed, ETF shares tend to trade at market prices that are at or near their net asset value per share.

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In addition, closed-end funds generally have greater flexibility than ETFs to make certain types of investments and to employ certain strategies, including to use leverage in seeking to enhance returns. Although this flexibility can be beneficial to the performance of closed-end funds, the use of these additional investments and strategies can make investments in closed-end funds subject to additional risks, including, as in the case of the Target Fund, leverage risk.

  1. Are the Funds managed by the same investment advisor and sub-advisor?
  1. Yes, First Trust serves as the investment advisor to both Funds and Janus Henderson Investors US LLC, formerly Janus Capital Management LLC ("Janus"), serves as the sub-advisor to both Funds.
    Ben Lofthouse, CFA, and Faizan Baig, CFA, serve as portfolio managers of both Funds. In addition, Charlotte Greville, CFA, will serve as a portfolio manager of the Acquiring Fund. John Gambla, CFA and Rob A. Guttschow, who currently manage the Target Fund's Option Overlay Strategy (as defined below), will not serve as portfolio managers of the Acquiring Fund, as the Acquiring Fund will not utilize such a strategy (as discussed below).
  1. How do the Funds' objectives, strategies and risks compare?
  1. The Funds have similar investment objectives. The Target Fund's primary investment objective is to seek a high level of current income, with a secondary objective of capital appreciation. The Acquiring Fund seeks income with the potential for capital growth over the long-term.
    The investments of the Acquiring Fund could be substantially different from those of the Target Fund. The Target Fund invests primarily in a portfolio of equity securities of European companies of any market capitalization. The Acquiring Fund seeks to invest primarily in income-producing equity securities of U.S. and non-U.S. issuers, with an emphasis on equity securities of large capitalization companies. Accordingly, a key difference is that the Acquiring Fund's geographic focus may extend beyond European companies, providing it greater investment flexibility to invest in diverse geographic regions. Both Funds are nonetheless subject to market risk, equity securities risk, non-U.S. securities risk, including Europe risk and emerging markets risk, and currency risk.
    In addition, the Target Fund utilizes the following principal strategies, and therefore is subject to the risks corresponding to such strategies, that are not utilized by the Acquiring Fund: (i) a dynamic currency hedging process for hedging or currency risk management purposes (e.g., to protect the value of the Target Fund's portfolio against uncertainty in the level of future currency exchange rates); (ii) an "Option Overlay Strategy" pursuant to which the Target Fund may write (or sell) call option contracts on portfolio equity securities and certain broad-based securities indices in seeking to generate additional income; and (iii) the use of leverage in seeking to enhance the Target Fund's potential for current income.

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Disclaimer

First Trust Dynamic Europe Equity Income Fund published this content on 05 September 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 07 September 2023 07:26:08 UTC.