Form DEFA14A MFS SERIES TRUST II
UNITED STATED
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 14A
PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE
SECURITIES EXCHANGE ACT OF 1934
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MFS GROWTH FUND
MFS GROWTH SERIES
(Names of Registrants as Specified in their Charters)
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MFS Investment Management
111 Huntington Avenue
Boston, MA 02199
March 5, 2025
IMPORTANT NOTIFICATION:
MFS® Growth Fund
MFS® Variable Insurance Trust - MFS® Growth Series
MFS® would like to provide an update regarding the MFS Growth Fund and MFS Variable Insurance Trust - MFS Growth Series. On April 4, 2025, MFS will be mailing a proxy statement to investors seeking approval to change the classification of the Funds from "diversified" to "non-diversified".
MFS believes re-classifying the Funds as “non-diversified” is in the best interest of investors and will provide more flexibility to actively manage benchmark relative risk among the largest names in the fund and its index. MFS is advancing this proposal now given the substantial rise in the level of concentration in the market and fund over the past few years.
The special shareholders' meeting is expected to be held on or about June 18, 2025. No assurance can be given that shareholder approval will occur.
The investment philosophy and process of the Funds will remain the same.
We appreciate your continued confidence in MFS and welcome the opportunity to discuss these updates in further detail. For more information, please reach out to your MFS relationship manager or sales contact(s) at 1-800-343-2829. Shareholders may contact their investment professional or view the fund’s updated prospectus or summary prospectus online at mfs.com.
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