Form POS AMI NATIONWIDE MUTUAL FUNDS
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AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON MAY 29, 2025
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1940 Act File No. 811-08495
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SECURITIES AND EXCHANGE COMMISSION
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Washington, D.C. 20549
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FORM N-1A
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REGISTRATION STATEMENT
UNDER
THE INVESTMENT COMPANY ACT OF 1940
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Amendment No. 313
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(Check appropriate box or boxes)
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NATIONWIDE MUTUAL FUNDS
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(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
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ONE NATIONWIDE PLAZA
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MAIL CODE 1-18-102
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COLUMBUS, OHIO 43215
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(ADDRESS OF PRINCIPAL EXECUTIVE OFFICE) (ZIP CODE)
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(614) 435-5787
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Registrant’s Telephone Number, including Area Code
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Send Copies of Communications to:
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ALLAN J. OSTER, ESQ.
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PRUFESH R. MODHERA, ESQ.
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ONE NATIONWIDE PLAZA
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STRADLEY RONON STEVENS & YOUNG, LLP
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COLUMBUS, OHIO 43215
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2000 K STREET, N.W., SUITE 700
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(NAME AND ADDRESS OF AGENT FOR SERVICE)
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WASHINGTON, DC 20006
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EXPLANATORY NOTE
This Amendment No. 313 (the “Amendment”) to the Registration Statement of Nationwide Mutual Funds (the “Registrant”) on Form N-1A is being filed under the Investment
Company Act of 1940 (the “1940 Act”), as amended, to amend and supplement Amendment No. 312 to the Registrant’s Registration Statement on Form N-1A, filed with the U.S. Securities and Exchange Commission (the “Commission”) on February 27, 2025 under
the 1940 Act (Accession No. 0001193125-25-039128) (“Amendment No. 312”), as pertaining to Parts B of the Nationwide Bond Portfolio, Nationwide U.S. 130/30 Equity Portfolio and Nationwide Fundamental All Cap Equity Portfolio and of the Nationwide
International Equity Portfolio (the “Funds”), each a series of the Registrant.
The shares of beneficial interest (“Shares”) of the series of the Registrant are not registered under the Securities Act of 1933, as amended (the “Securities Act”),
because each series of the Registrant issues its shares only in private placement transactions that do not involve a public offering within the meaning of Section 4(a)(2) of the Securities Act.
Shares of the series of the Registrant may be purchased only by “accredited investors,” as defined in Regulation D under the Securities Act. This Amendment is not
offering to sell, or soliciting any offer to buy, any security to the public within the meaning of the Securities Act.
This Registration Statement relates only to the Funds and does not incorporate by reference the currently effective Part A and Part B for the Registrant’s other
series.
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NATIONWIDE MUTUAL FUNDS
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Nationwide Bond Portfolio
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Nationwide Fundamental All Cap Equity Portfolio
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Nationwide U.S. 130/30 Equity Portfolio
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Amendment dated May 29, 2025
to the Statement of Additional Information (“SAI”) dated February 27, 2025
Capitalized terms and certain other terms used in this amendment, unless otherwise defined in this amendment, have the meanings assigned to them
in the SAI.
Effective June 27, 2025, the SAI is amended as follows:
The following replaces the information in the third paragraph under the heading “Statement of Additional Information - Nationwide Mutual Funds” on the cover page of
the SAI:
Terms not defined in this SAI have the meanings assigned to them in each Prospectus. Each Prospectus is available to eligible investors by
writing to Nationwide Mutual Funds, c/o U.S. Bank Global Fund Services, P.O. Box 219336, Kansas City, MO 64121-9336 or by calling toll free 800-848-0920.
PLEASE RETAIN THIS AMENDMENT FOR FUTURE REFERENCE
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NATIONWIDE MUTUAL FUNDS
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Nationwide International Equity Portfolio
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Amendment dated May 29, 2025
to the Statement of Additional Information (“SAI”) dated February 27, 2025
Capitalized terms and certain other terms used in this amendment, unless otherwise defined in this amendment,
have the meanings assigned to them in the SAI.
Effective June 27, 2025, the SAI is amended as
follows:
The following replaces the information in the third paragraph under the heading “Statement of Additional Information - Nationwide
Mutual Funds” on the cover page of the SAI:
Terms not defined in this SAI have the meanings assigned to them in each Prospectus. The Prospectus is available
to eligible investors by writing to Nationwide Mutual Funds, c/o U.S. Bank Global Fund Services, P.O. Box 219336, Kansas City, MO 64121-9336 or by calling toll free 800-848-0920.
PLEASE RETAIN THIS AMENDMENT FOR FUTURE REFERENCE
PART C
OTHER INFORMATION
ITEM 28. EXHIBITS
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(a)
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(b)
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(c)
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Certificates for shares are not issued. Articles III, V, and VI of the Amended Declaration and Article VII of the Amended Bylaws, incorporated by reference to Exhibit (a) and (b) hereto, define rights of holders of shares.
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(d)
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Investment Advisory Agreements
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(1)
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(a)
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(2)
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(a)
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(3)
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(a)
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(4)
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Subadvisory Agreements
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(a)
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(1)
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(b)
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(1)
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(c)
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(d)
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(1)
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(e)
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(1)
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(f)
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(1)
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(g)
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(h)
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(1)
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(i)
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(j)
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(1)
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(k)
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(1)
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(l)
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(m)
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(1)
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(n)
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(1)
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(o)
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(p)
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(q)
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(1)
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(r)
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(1)
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(s)
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(1)
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(t)
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(u)
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(v)
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(w)
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(e)
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(1)
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(a)
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(2)
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(f)
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Not applicable.
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(g)
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Custodian Agreement
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(1)
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(a)
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(b)
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(c)
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(d)
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(e)
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(2)
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(3)
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(4)
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(5)
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(6)
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(7)
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(h)
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(1)
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(a)
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(2)
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(a)
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(3)
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(4)
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(a)
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(b)
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(c)
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(d)
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(5)
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(6)
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(7)
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(8)
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(9)
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(10)
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(11)
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(i)
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Not applicable.
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(j)
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Not applicable.
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(k)
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Not applicable.
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(l)
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Not applicable.
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(m)
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(n)
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(o)
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Not applicable.
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(p)
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(1)
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(2)
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(3)
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(4)
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(5)
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(6)
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(7)
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(8)
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(9)
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(10)
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(11)
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(12)
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(13)
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(14)
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(15)
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(16)
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(17)
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(18)
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(19)
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(20)
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(q)
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(1)
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(2)
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(3)
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(4)
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(5)
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(6)
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(7)
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(8)
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(9)
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(10)
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(11)
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ITEM 29. PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH REGISTRANT
No person is presently controlled by or under common control with Registrant.
ITEM 30. INDEMNIFICATION
Indemnification provisions for officers, directors and employees of the Registrant are set forth in Article VII, Section 2
of the Amended Declaration. See Item 28(a) above.
The Trust has entered into indemnification agreements with each of the trustees and certain of its officers. The
indemnification agreements provide that the Trust will indemnify the indemnitee for and against any and all judgments, penalties, fines, and amounts paid in settlement, and all expenses actually and reasonably incurred by indemnitee in connection
with a proceeding that the indemnitee is a party to or is threatened to be made a party to (other than certain exceptions specified in the agreements), to the maximum extent not expressly prohibited by Delaware law or applicable
federal securities law and regulations (including, without limitation, Section 17(h) of the Investment Company Act of 1940
and the rules and regulations issued with respect thereto by the U.S. Securities and Exchange Commission). The Trust also will indemnify indemnitee for and against all expenses actually and reasonably incurred by indemnitee in connection with any
proceeding to which indemnitee is or is threatened to be made a witness but not a party. See Item 23(h)(4) above.
Insofar as indemnification for liability arising under the Securities Act of 1933 (the “Act”) may be permitted to
directors, officers and controlling persons of the Registrant pursuant to the foregoing provisions, or otherwise, the Registrant has been advised that in the opinion of the U.S. Securities and Exchange Commission such indemnification is against
public policy as expressed in the Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the Registrant of expenses incurred or paid by a director, officer or
controlling person of the Registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the Registrant will, unless in the
opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Act and will be governed by the
final adjudication of such issue.
ITEM
31. BUSINESS AND OTHER CONNECTIONS OF INVESTMENT ADVISER
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Nationwide Fund Advisors (“NFA”), the investment adviser to the Trust, also serves as investment adviser to Nationwide Variable Insurance Trust. To the knowledge of the Registrant, the directors and officers of NFA have not been engaged in
any other business or profession of a substantial nature during the past two fiscal years other than in their capacities as a director or officer of NFA or its affiliates.
Each of the following persons serves
in the same or similar capacity with one or more affiliates of Nationwide Fund Advisors. The address for the persons listed below, except as otherwise noted, is One Nationwide Plaza, Columbus, OH 43215.
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Name and Address
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Principal Occupation
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Position with NFA
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Position with Funds
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Kevin T. Jestice
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President and Chief Executive Officer of Nationwide Investment Management Group; Senior Vice President of Nationwide Mutual Insurance Company
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President and Director
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President, Chief Executive Officer and Principal Executive Officer
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Lee T. Cummings
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Senior Vice President and Head of Fund Operations of Nationwide Investment Management Group; Vice President of Nationwide Mutual Insurance Company
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Senior Vice President
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Senior Vice President and Head of Fund Operations
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Kevin D. Grether
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Vice President of NFA and Chief Compliance Officer of NFA and the Trust; Vice President of Nationwide Mutual Insurance Company
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Vice President and Chief Compliance Officer
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Senior Vice President and Chief Compliance Officer
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Kevin P. Scheiderer
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Vice President, Chief Tax Officer of Nationwide Mutual Insurance Company
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Vice President-Chief Tax Officer
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N/A
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Denise L. Skingle
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Senior Vice President, Finance & Strategy Legal and Corporate Secretary of Nationwide Mutual Insurance Company
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Senior Vice President and Secretary
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N/A
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Steve A. Ginnan
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Senior Vice President, Director and Chief Financial Officer of Nationwide Financial Services, Inc.
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Director
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N/A
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Name and Address
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Principal Occupation
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Position with NFA
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Position with Funds
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Stephen R. Rimes
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Vice President, Associate General Counsel and Secretary for Nationwide Investment Management Group; Vice President of Nationwide Mutual Insurance Company
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Vice President, Associate General Counsel and Assistant Secretary
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Secretary, Senior Vice President and General Counsel
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Hope C. Hacker
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Associate Vice President and Assistant Treasurer of Nationwide Mutual Insurance Company
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Associate Vice President and Assistant Treasurer
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N/A
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Nathan Radabaugh
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Associate Vice President and Assistant Treasurer of Nationwide Mutual Insurance Company
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Associate Vice President and Assistant Treasurer
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N/A
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Anthony L. Sutch
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Vice President and Assistant Treasurer of Nationwide Mutual Insurance Company
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Vice President and Assistant Treasurer
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N/A
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David A. Garman
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Vice President-Enterprise Governance & Finance Legal of Nationwide Mutual Insurance Company
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Vice President and Assistant Secretary
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N/A
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Mark E. Hartman
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Sr. Counsel, Corporate Governance and Assistant Secretary of Nationwide Mutual Insurance Company
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Assistant Secretary
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N/A
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David Dokko
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Sr. Counsel, Corporate Governance and Assistant Secretary of Nationwide Mutual Insurance Company
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Assistant Secretary
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N/A
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John L. Carter
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President and Chief Operating Officer of Nationwide Financial Services, Inc.
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Director
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N/A
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Steve Hall
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Associate Vice President, Investments and Risk Data Analytics Risk Monitoring
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Associate Vice President-Derivatives Risk Manager
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N/A
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Tonya G. Walker
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Associate Vice President and Assistant Treasurer of Nationwide Mutual Insurance Company
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Associate Vice President and Assistant Treasurer
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N/A
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| (b) |
BlackRock Investment Management, LLC (“BlackRock”) acts as subadviser to the Nationwide S&P 500 Index Fund, Nationwide Small Cap Index Fund, Nationwide Mid Cap Market Index Fund, Nationwide Bond Index Fund and Nationwide International
Index Fund. To the knowledge of the Registrant, the directors and officers of BlackRock have not been engaged in any other business or profession of a substantial nature during the past two fiscal years other than in their capacities as a
director or officer of affiliated entities.
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| (c) |
Nationwide Asset Management, LLC (“NWAM”) acts as subadviser to the Nationwide Inflation-Protected Securities Fund. To the knowledge of the Registrant, the directors and officers of NWAM have not been engaged in any other business or
profession of a substantial nature during the past two fiscal years other than in their capacities as a director or officer of affiliated entities.
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| (d) |
Dreyfus, a division of Mellon Investments Corporation (“MIC”), acts as subadviser to the Nationwide Government Money Market Fund. MIC also acts as an investment adviser or subadviser to other investment companies. To the knowledge of the
Registrant, the directors and officers of MIC have not been engaged in any other business or profession of a substantial nature during the past two fiscal years other than in their capacities as a director or officer of affiliated entities.
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| (e) |
Mellon Investments Corporation (“MIC”) acts as subadviser to the Nationwide NYSE Arca Tech 100 Index Fund. To the knowledge of the Registrant, the directors and officers of MIC have not been engaged in any other business or profession of a
substantial nature during the past two fiscal years other than in their capacities as a director or officer of affiliated entities.
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| (f) |
Brown Capital Management, LLC (“Brown Capital”) acts as subadviser to the Nationwide Small Company Growth Fund. To the knowledge of the Registrant, the directors and officers of Brown Capital have not been engaged in any other business or
profession of a substantial nature during the past two fiscal years other than in their capacities as a director, officer, employee, partner, or trustee of affiliated entities.
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UBS Asset Management (Americas) LLC (“UBS AM”) acts as subadviser to the Nationwide Global Sustainable Equity Fund. To the knowledge of the Registrant, the directors and officers of UBS AM have not been engaged in any other business or
profession of a substantial nature during the past two fiscal years other than in their capacities as a director or officer of affiliated entities.
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| (h) |
Bailard, Inc. (“Bailard”) acts as subadviser to the Nationwide Bailard Cognitive Value Fund, Nationwide Bailard Technology & Science Fund and Nationwide Bailard International Equities Fund. To the knowledge of the Registrant, the
directors and officers of Bailard have not been engaged in any other business or profession of a substantial nature during the past two fiscal years other than in their capacities as a director or officer of affiliated entities. Bailard
provides real estate services (such as identifying and recommending potential property acquisitions and dispositions, supervising day-to-day property management and providing real estate research) to a client that is an affiliated private
real estate investment trust.
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| (i) |
Geneva Capital Management LLC (“Geneva”) acts as subadviser to the Nationwide Geneva Mid Cap Growth Fund and Nationwide Geneva Small Cap Growth Fund. To the knowledge of the Registrant, the directors and officers of Geneva have not been
engaged in any other business or profession of a substantial nature during the past two fiscal years other than in their capacities as a director or officer of affiliated entities.
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| (j) |
Wellington Management Company LLP (“Wellington Management”) acts as subadviser to the Nationwide International Small Cap Fund and Nationwide Fund. Wellington Management is an investment adviser registered under the Investment Advisers Act
of 1940. During the past two fiscal years, no partner of Wellington Management has engaged in any other business, profession, vocation or employment of a substantial nature other than that of the business of investment management.
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| (k) |
Loomis, Sayles & Company, L.P. (“Loomis Sayles”) acts as subadviser to the Nationwide Loomis All Cap Growth Fund, Nationwide Loomis Core Bond Fund and Nationwide Loomis Short Term Bond Fund. The address of Loomis Sayles is One
Financial Center, Boston, MA 02111. Loomis Sayles is an investment adviser registered under the Investment Advisers Act of 1940. Except as noted below, the directors and officers of Loomis Sayles have not been engaged in any other business
or profession of a substantial nature during the past fiscal years, other than in their capacities as a director or officer of affiliated entities.
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Name and Position with Loomis Sayles
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Name and Principal Business Address of Other Company
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Connection with Other Company
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Kevin P. Charleston
Chairman, Chief Executive Officer, President and Director |
Loomis Sayles Funds I
888 Boylston Street, Boston, MA 02199 |
Trustee, President and Chief Executive Officer
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Loomis Sayles Funds II
888 Boylston Street, Boston, MA 02199 |
Trustee
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Natixis Funds Trust I
888 Boylston Street, Boston, MA 02199 |
Trustee
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Name and Position with Loomis Sayles
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Name and Principal Business Address of Other Company
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Connection with Other Company
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Natixis Funds Trust II
888 Boylston Street, Boston, MA 02199 |
Trustee
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Natixis Funds Trust IV
888 Boylston Street, Boston, MA 02199 |
Trustee
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Natixis ETF Trust
888 Boylston Street, Boston, MA 02199 |
Trustee
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Natixis ETF Trust II
888 Boylston Street, Boston, MA 02199 |
Trustee
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Gateway Trust
888 Boylston Street, Boston, MA 02199 |
Trustee
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Loomis Sayles Distributors, Inc.
One Financial Center, Boston, MA 02111 |
Director
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Loomis Sayles Investments Limited
The Economist Plaza, 25 St. James’s Street, London, England SW1A 1 HA |
Executive Vice President
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Loomis Sayles Trust Company, LLC
One Financial Center, Boston, MA 02111 |
Manager and President
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Loomis Sayles Investments Asia Pte. Ltd.
10 Collyer Quay #14-06, Ocean Financial Centre, Singapore 049315 |
Director
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Loomis Sayles Operating Services, LLC
One Financial Center, Boston, MA 02111 (dissolved 12/20/22) |
Chairman and President (2020 -2022)
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NIM-os, LLC
One Financial Center, Boston, MA 02111 |
Director, Chairman and President
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Matthew J. Eagan
Executive Vice President and Director |
None
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None
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Daniel J. Fuss
Vice Chairman, Executive Vice President and Director |
Loomis Sayles Funds I
888 Boylston Street, Boston, MA 02199 |
Executive Vice President (2003 to 2021)
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Loomis Sayles Funds II
888 Boylston Street, Boston, MA 02199 |
Executive Vice President (2003 to 2021)
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John R. Gidman
Executive Vice President, Chief Operating Officer and Director |
Loomis Sayles Operating Services, LLC, One Financial Center, Boston, MA 02111 (dissolved 12/20/22)
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Director and Chief Executive Officer (2020 - 2022)
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NIM-os, LLC
One Financial Center, Boston, MA 02111 |
Director and Chief Executive Officer
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Name and Position with Loomis Sayles
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Name and Principal Business Address of Other Company
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Connection with Other Company
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David L. Giunta
Director |
Natixis Investment Managers
888 Boylston Street, Boston, MA 02199 |
President and Chief Executive Officer, US
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Natixis Advisors, LLC
888 Boylston Street, Boston, MA 02199 |
President and Chief Executive Officer
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Natixis Distribution, LLC
888 Boylston Street, Boston, MA 02199 |
President and Chief Executive Officer
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Loomis Sayles Funds I
888 Boylston Street, Boston, MA 02199 |
Trustee and Executive Vice President
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Loomis Sayles Funds II
888 Boylston Street, Boston, MA 02199 |
Trustee, President and Chief Executive Officer
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Natixis Funds Trust I
888 Boylston Street, Boston, MA 02199 |
Trustee, President and Chief Executive Officer
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Natixis Funds Trust II
888 Boylston Street, Boston, MA 02199 |
Trustee, President and Chief Executive Officer
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Natixis Funds Trust IV
888 Boylston Street, Boston, MA 02199 |
Trustee, President and Chief Executive Officer
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Natixis ETF Trust
888 Boylston Street, Boston, MA 02199 |
Trustee, President and Chief Executive Officer
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Natixis ETF Trust II
888 Boylston Street, Boston, MA 02199 |
Trustee, President and Chief Executive Officer
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Gateway Trust
888 Boylston Street, Boston, MA 02199 |
Trustee, President and Chief Executive Officer
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Aziz V. Hamzaogullari
Executive Vice President, Chief Investment Officer of the Growth Equity Strategies and Director |
None
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None
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Kinji Kato
Director 6/17/22 to present) |
Natixis Investment Managers Japan
Ark Hills South Tower 8F 4-5, Roppongi 1-chome, Minato-ku Tokyo 106-0032 Japan |
Honorary Chairman
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Maurice Leger
Director of Global Institutional Services, Executive Vice President and Director |
Loomis Sayles Trust Company, LLC
One Financial Center, Boston, MA 02111 |
Manager
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Rebecca O’Brien Radford
Executive Vice President, General Counsel, Secretary and Director (1/1/2023 to present) |
Loomis Sayles Distributors, Inc.
One Financial Center, Boston, MA 02111 |
Director
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Loomis Sayles Investments Limited
The Economist Plaza, 25 St. James’s Street, London, England SW1A 1 HA |
General Counsel and Secretary
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Loomis Sayles Trust Company, LLC
One Financial Center, Boston, MA 02111 |
Manager and Secretary
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Loomis Sayles Operating Services, LLC, One Financial Center, Boston, MA 02111 (dissolved 12/20/22)
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Director and Secretary (2020 - 2022)
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NIM-os, LLC
One Financial Center, Boston, MA 02111 |
Director, General Counsel and Secretary
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Richard G. Raczkowski
Executive Vice President and Director |
None
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None
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Name and Position with Loomis Sayles
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Name and Principal Business Address of Other Company
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Connection with Other Company
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Susan L. Sieker
Executive Vice President, Chief Financial Officer and Director (2021-present) |
Loomis Sayles Investments Limited
The Economist Plaza, 25 St. James’s Street, London, England SW1A 1 HA |
Chief Financial Officer
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Loomis Sayles Trust Company, LLC
One Financial Center, Boston, MA 02111 |
Manager and Chief Financial Officer
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NIM-os, LLC
One Financial Center, Boston, MA 02111 |
Director
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David L. Waldman
Executive Vice President, Deputy Chief Investment Officer (2013-2021), Chief Investment Officer (2021-present) and Director |
None
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None
|
| (l) |
WCM Investment Management, LLC (“WCMIM”) acts as subadviser to the Nationwide WCM Focused Small Cap Fund. WCMIM is an investment adviser registered under the Investment Advisers Act of 1940. To the knowledge of the Registrant, the
directors and officers of WCMIM have not been engaged in any other business or profession of a substantial nature during the past two fiscal years other than in their capacities as a director or officer of affiliated entities.
|
| (m) |
GQG Partners LLC (“GQG”) acts as subadviser to the Nationwide GQG US Quality Equity Fund. Except as noted below, during past two fiscal years the directors and officers of GQG have not been engaged in any other business or profession of a
substantial nature for his or her own account or in the capacity of director, officer, employee partner or trustee.
|
|
Name and Position with
Investment Adviser |
Name and Principal Business
Address of Other Company |
Connection with Other Company
|
|
Rajiv Jain, Chairman, Chief Investment Officer and Manager
|
GQG Partners Community Empowerment Foundation*
450 East Las Olas Blvd, Suite 750 Fort Lauderdale, FL 33301 |
Sole Member
|
|
GQG Partners Inc.*
450 East Las Olas Blvd, Suite 750 Fort Lauderdale, FL 33301 |
Executive Chairman, Chief Investment Officer
|
|
|
Tim Carver, Chief Executive Officer and Manager
|
GQG Partners Inc.*
450 East Las Olas Blvd, Suite 750 Fort Lauderdale, FL 33301 |
Chief Executive Officer, Executive Director
|
|
GQG Private Capital Solutions LLC*
909 A St, Suite 810 Tacoma, WA 98402 |
Manager, Chief Executive Officer (as of April 2024)
|
| Name and Position with Investment Adviser |
Name and Principal Business Address of Other Company |
Connection with Other Company
|
|
Melodie Zakaluk,
Chief Financial Officer and Manager |
GQG Global UCITS ICAV
2nd Floor, 5 Earlsfort Terrace Dublin D2 Ireland |
Director (ended November 2022)
|
|
GQG Partners Inc.*
450 East Las Olas Blvd, Suite 750 Fort Lauderdale, FL 33301 |
Chief Financial Officer
|
|
|
GQG Partners (Australia) Pty Ltd*
Chifley Tower, Level 15.03 2 Chifley Square Sydney, NSW 2000 Australia |
Director
|
|
|
GQG Private Capital Solutions LLC*
909 A St, Suite 810 Tacoma, WA 98402 |
Manager, Chief Financial Officer (as of April 2024)
|
|
|
Charles Falck
Chief Operating Officer |
GQG Partners Inc.*
450 East Las Olas Blvd, Suite 750 Fort Lauderdale, FL 33301 |
Chief Operating Officer
|
|
GQG Global UCITS ICAV
2nd Floor, 5 Earlsfort Terrace Dublin D2 Ireland |
Director (as of November 2022)
|
|
|
GQG Partners Ltd
Unit 12, Floor 7th, Al Khatem Tower, ADGM Square, Al Maryah Island, Abu Dhabi, United Arab Emirates |
Director (as of August 2023)
|
|
|
GQG Private Capital Solutions LLC*
909 A St, Suite 810 Tacoma, WA 98402 |
Chief Operating Officer (as of April 2024)
|
|
|
Sal DiGangi, Global Chief Compliance Officer
|
GQG Partners Inc.*
450 East Las Olas Blvd, Suite 750 Fort Lauderdale, FL 33301 |
Global Chief Compliance Officer
|
|
Frederick H. Sherley, General Counsel and Secretary
|
GQG Partners Inc.*
450 East Las Olas Blvd, Suite 750 Fort Lauderdale, FL 33301 |
General Counsel and Corporate Secretary
|
|
GQG Private Capital Solutions LLC*
909 A St, Suite 810 Tacoma, WA 98402 |
General Counsel and Secretary (as of April 2024)
|
* Affiliated entity
| (n) |
Newton Investment Management North America, LLC (“Newton US”) acts as a subadviser to the Nationwide BNY Mellon Dynamic U.S. Equity Income Fund and Nationwide BNY Mellon Dynamic U.S. Core Fund. The directors and officers of Newton US have
not been engaged in any other business or profession of substantial nature during the past two fiscal years.
|
| (o) |
Janus Henderson Investors US LLC (“Janus”) acts as a subadviser to the Nationwide Janus Henderson Overseas Fund. Janus is an investment adviser registered under the Investment Advisers Act of 1940. To the knowledge of the Registrant, the
officers of Janus have not been engaged in any other business or profession of a substantial nature during the past two fiscal years other than in their capacities as a director or officer or other employee of affiliated entities, including
sponsor funds.
|
| (p) |
Goldman Sachs Asset Management, L.P. (“GSAM”) is an indirect wholly owned subsidiary of The Goldman Sachs Group, Inc. and serves as a subadviser to the Nationwide Bond Portfolio and portions of the Nationwide Fundamental All Cap Equity
Portfolio. GSAM is engaged in the investment advisory business. GSAM is part of The Goldman Sachs Group, Inc., a public company that is a bank holding company, financial holding company and a world-wide, full-service financial services
organization. GSAM Holdings LLC is the general partner and principal owner of GSAM. To the knowledge of the Registrant, the directors and officers of GSAM have not been engaged in any other business or profession of a substantial nature
during the past two fiscal years other than in their capacities as a director or officer of affiliated entities.
|
| (q) |
Invesco Advisers, Inc. (“Invesco”) acts as a subadviser to the Nationwide Invesco Core Plus Bond Fund (formerly, Nationwide BNY Mellon Core Plus Bond Fund and Nationwide BNY Mellon Core Plus Bond ESG Fund).
|
| (r) |
Jacobs Levy Equity Management, Inc. (“Jacobs Levy”) acts as subadviser to the Nationwide U.S. 130/30 Equity Portfolio. To the knowledge of the Registrant, the directors and officers of Jacobs Levy have not been engaged in any other
business or profession of a substantial nature during the past two fiscal years other than in their capacities as a director or officer of affiliated entities.
|
| (s) |
Neuberger Berman Investment Advisers LLC
(“NBIA”) acts as a subadviser to the Nationwide Fundamental All Cap Equity Portfolio. NBIA is an indirect subsidiary of Neuberger Berman Group LLC (“NBG”). The directors, officers and/or employees of NBIA, who are deemed “control persons,” of
NBIA are: Joseph Amato, Ashok Bhatia, Kenneth deRegt, Douglas Kramer, and Stephen Wright. Mr. Amato is a Trustee of the Trust.
NBG’s voting equity is owned by NBSH
Acquisition, LLC (“NBSH”). NBSH is owned by portfolio managers, members of the NBG’s management team, and certain of NBG’s key employees and senior professionals.
|
| (t) |
Los Angeles Capital Management LLC (“LA Capital”) acts as subadviser to the Nationwide International Equity Portfolio.
|
The
following table includes any other business, profession, vocation or employment that officers or directors of the adviser have been engaged in the capacity of director, officer, employee, partner or trustee within the last two fiscal years.
|
Name
|
Outside Entity Name
|
Position Held
|
|
Thomas Stevens
|
Proxy Parent Foundation (Plan of CA)
|
Vice Chairman of the Board
|
|
Thomas Stevens
|
Agripower
|
Advisory Board Member
|
|
Thomas Stevens
|
Special Olympics of Southern California
|
Member of Board of Directors
|
|
Thomas Stevens
|
University of Wisconsin Foundation
|
Board Member
|
|
Hal Reynolds
|
Campbell Hall School
|
Director
|
|
Hal Reynolds
|
College Foundation University of Virginia
|
Trustee
|
|
Laina Draeger
|
CFA LA Society ESG Advisory Board
|
Advisory Board Member
|
The
following table includes other substantial business or employment of officers or directors of the adviser solely in connection with the parent companies and/or affiliates of the adviser.
|
Name
|
LACM Global Ltd.
(Affiliate)
|
Los Angeles Capital Global Funds plc (Affiliate)
|
LACM Holdings Inc.
(Parent Company of Adviser)
|
LACM Equity LLC (Parent Company of Adviser)
|
|
Thomas Stevens
|
Director / Officer
|
Director
|
Director
|
Director
|
|
Hal Reynolds
|
Officer
|
Director / Officer
|
Director / Officer
|
|
|
Daniel Allen
|
Director / Officer
|
Director
|
Director / Officer
|
Director / Officer
|
|
Jennifer Reynolds
|
Officer
|
Director / Officer
|
Director / Officer
|
|
|
Stuart Matsuda
|
Director / Officer
|
Director / Officer
|
||
|
Edward Rackham
|
Officer
|
Officer
|
||
|
Bradford Rowe
|
Officer
|
Officer
|
||
|
Linda Barker
|
Officer
|
Officer
|
||
|
Liz Mueller
|
Officer
|
Officer
|
||
|
Steve Oetomo
|
Officer
|
Officer
|
ITEM
32. PRINCIPAL UNDERWRITERS
| (a) |
Nationwide Fund Distributors LLC, the principal underwriter of the Trust, also acts as principal underwriter for Nationwide Variable Insurance Trust.
|
| (b) |
Herewith is the information required by the following table with respect to each director, officer or partner of NFD. The address for the persons listed below, except where otherwise noted, is One Nationwide Plaza, Columbus, OH 43215.
|
|
Name:
|
Position with NFD:
|
Position with Registrant:
|
|
Holly A. Butson
|
Chief Compliance Officer
|
N/A
|
|
Lee T. Cummings
|
President
|
Senior Vice President and Head of Fund Operations
|
|
Ewan T. Roswell
|
Associate Vice President and Treasurer
|
N/A
|
|
Denise L. Skingle
|
Senior Vice President and Secretary
|
N/A
|
|
Jennifer L. Monnin
|
Chief Marketing Officer
|
N/A
|
|
John L. Carter
|
Manager
|
N/A
|
|
Steven A. Ginnan
|
Manager
|
N/A
|
|
Kevin T. Jestice
|
Manager
|
President, Chief Executive Officer and Principal Executive Officer
|
| (c) |
Not applicable.
|
ITEM
33. LOCATION OF ACCOUNTS AND RECORDS
J.P. Morgan Investor
Services Co.
1 Beacon Street
Boston, Massachusetts 02108-3002
1 Beacon Street
Boston, Massachusetts 02108-3002
Nationwide Funds
Group
One Nationwide Plaza
Columbus, OH 43215
One Nationwide Plaza
Columbus, OH 43215
ITEM
34. MANAGEMENT SERVICES
Not applicable.
ITEM
35. UNDERTAKINGS
Not applicable.
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, as amended,
the Registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of Columbus, and State of Ohio, on this 29th day of May, 2025.
|
NATIONWIDE MUTUAL FUNDS
|
|||
|
BY:
|
/s/ Stephen R. Rimes
|
||
|
Stephen R. Rimes, Attorney-In-Fact for Registrant
|
|||
ATTACHMENTS / EXHIBITS
EXHIBIT A TO THE EXPENSE LIMITATION AGREEMENT BETWEEN THE TRUST AND NATIONWIDE FUND ADVISORS
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