NATIONWIDE MUTUAL FUNDS

 
Nationwide American Century Small Cap Income Fund
Nationwide Geneva Small Cap Growth Fund
 
 
Nationwide Amundi Global High Yield Fund
Nationwide Global Sustainable Equity Fund
 
 
Nationwide Amundi Strategic Income Fund
Nationwide Government Money Market Fund
 
 
Nationwide Bailard Cognitive Value Fund
Nationwide GQG US Quality Equity Fund
 
 
Nationwide Bailard International Equities Fund
Nationwide Inflation-Protected Securities Fund
 
 
Nationwide Bailard Technology & Science Fund
Nationwide International Index Fund
 
 
Nationwide BNY Mellon Core Plus Bond ESG Fund
Nationwide International Small Cap Fund
 
 
(formerly, Nationwide Core Plus Bond Fund)
Nationwide Janus Henderson Overseas Fund (formerly,
 
 
Nationwide BNY Mellon Disciplined Value Fund
Nationwide AllianzGI International Growth Fund)
 
 
(formerly, Nationwide Mellon Disciplined Value Fund)
Nationwide Loomis All Cap Growth Fund
 
 
Nationwide BNY Mellon Dynamic U.S. Core Fund
Nationwide Loomis Core Bond Fund
 
 
(formerly, Nationwide Mellon Dynamic U.S. Core Fund)
Nationwide Loomis Short Term Bond Fund
 
 
Nationwide Bond Fund
Nationwide Mid Cap Market Index Fund
 
 
Nationwide Bond Index Fund
Nationwide NYSE Arca Tech 100 Index Fund
 
 
Nationwide Diamond Hill Large Cap Concentrated Fund
Nationwide S&P 500 Index Fund
 
 
Nationwide Fund
Nationwide Small Cap Index Fund
 
 
Nationwide Geneva Mid Cap Growth Fund
Nationwide Small Company Growth Fund
 
   
Nationwide WCM Focused Small Cap Fund
 


Supplement dated January 3, 2023
to the Statement of Additional Information (“SAI”) dated February 28, 2022

Capitalized terms and certain other terms used in this supplement, unless otherwise defined in this supplement, have the meanings assigned to them in the SAI.

1.
Effective December 31, 2022, Paula H.J. Cholmondeley and Phyllis Kay Dryden retired from the Board of Trustees of Nationwide Mutual Funds (the “Trust”).

2.
On June 15, 2022, the Board of Trustees of the Trust approved the nomination of Kristina Junco Bradshaw and Charlotte Tiedemann Petersen (the “New Trustees”) to serve as Trustees of the Trust. Their terms commenced on January 1, 2023. The New Trustees are not considered to be “interested persons” of the Trust as defined in the Investment Company Act of 1940, as amended.

3. Effective immediately, the SAI is amended as follows:

a.
The following replaces the tables and accompanying footnotes under the heading “Independent Trustees” and “Interested Trustee” beginning on page 59 of the SAI:





Independent Trustees
Kristina Junco Bradshaw
Year of Birth
Positions Held with Trust and Length of Time Served1
Number of Portfolios Overseen in the Nationwide Fund Complex
1980
Trustee since January 2023
134
Principal Occupation(s) During the Past Five Years (or Longer)
Retired. Ms. Bradshaw was a Portfolio Manager on the Dividend Value team at Invesco from August 2006 to August 2020. Prior to this time, Ms. Bradshaw was an investment banker in the Global Energy & Utilities group at Morgan Stanley from June 2002 to July 2004.
Other Directorships held During the Past Five Years2
Board Member of Southern Smoke Foundation from August 2020 to present, Advisory Board Member of Dress for Success from April 2013 to present, Trustee/Executive Board Member of Houston Ballet from September 2011 to present and President since July 2022, and Board Member of Hermann Park Conservancy from August 2011 to present, serving as Board Chair since 2020.
Experience, Qualifications, Attributes, and Skills for Board Membership
Ms. Bradshaw has significant board experience; significant portfolio management experience in the investment management industry and is a Chartered Financial Analyst.
Lorn C. Davis
Year of Birth
Positions Held with Trust and Length of Time Served1
Number of Portfolios Overseen in the Nationwide Fund Complex
1968
Trustee since January 2021
134
Principal Occupation(s) During the Past Five Years (or Longer)
Mr. Davis has been a Managing Partner of College Hill Capital Partners, LLC (private equity) since June 2016. From September 1998 until May 2016, Mr. Davis originated and managed debt and equity investments for John Hancock Life Insurance Company (U.S.A.)/Hancock Capital Management, LLC, serving as a Managing Director from September 2003 through May 2016.
Other Directorships held During the Past Five Years2
Board Member of Outlook Group Holdings, LLC from July 2006 to May 2016, serving as Chair to the Audit committee and member of the Compensation committee, Board Member of MA Holdings, LLC from November 2006 to October 2015, Board Member of IntegraColor, Ltd. from February 2007 to September 2015, Board Member of The Pine Street Inn from 2009 to present, currently serving as Chair of the Board, Member of the Advisory Board (non-fiduciary) of Mearthane Products Corporation from September 2019 to present, and Board Member of The College of Holy Cross since July 2022.
Experience, Qualifications, Attributes, and Skills for Board Membership
Mr. Davis has significant board experience; significant past service at a large asset management company and significant experience in the investment management industry. Mr. Davis is a Chartered Financial Analyst and earned a Certificate of Director Education from the National Association of Corporate Directors in 2008.
Barbara I. Jacobs
Year of Birth
Positions Held with Trust and Length of Time Served1
Number of Portfolios Overseen in the Nationwide Fund Complex
1950
Trustee since December 2004
134
Principal Occupation(s) During the Past Five Years (or Longer)
Retired. From 1988 through 2003, Ms. Jacobs was a Managing Director and European Portfolio Manager of CREF Investments (Teachers Insurance and Annuity Association—College Retirement Equities Fund). Ms. Jacobs also served as Chairman of the Board of Directors of KICAP Network Fund, a European (United Kingdom) hedge fund, from January 2001 through January 2006.
Other Directorships held During the Past Five Years2
Trustee and Board Chair of Project Lede from 2013 to present.
Experience, Qualifications, Attributes, and Skills for Board Membership
Ms. Jacobs has significant board experience and significant executive and portfolio management experience in the investment management industry.
Keith F. Karlawish
Year of Birth
Positions Held with Trust and Length of Time Served1
Number of Portfolios Overseen in the Nationwide Fund Complex
1964
Trustee since March 2012; Chairman since January 2021
134




Principal Occupation(s) During the Past Five Years (or Longer)
Mr. Karlawish is a Senior Director of Wealth Management with Curi Capital which acquired Park Ridge Asset Management, LLC in August 2022. Prior to this time, Mr. Karlawish was a partner with Park Ridge Asset Management, LLC since December 2008 and also served as a portfolio manager. From May 2002 until October 2008, Mr. Karlawish was the President of BB&T Asset Management, Inc., and was President of the BB&T Mutual Funds and BB&T Variable Insurance Funds from February 2005 until October 2008.
Other Directorships held During the Past Five Years2
None
Experience, Qualifications, Attributes, and Skills for Board Membership
Mr. Karlawish has significant board experience, including past service on the boards of BB&T Mutual Funds and BB&T Variable Insurance Funds; significant executive experience, including past service at a large asset management company and significant experience in the investment management industry.
Carol A. Kosel
Year of Birth
Positions Held with Trust and Length of Time Served1
Number of Portfolios Overseen in the Nationwide Fund Complex
1963
Trustee since March 2013
134
Principal Occupation(s) During the Past Five Years (or Longer)
Retired. Ms. Kosel was a consultant to the Evergreen Funds Board of Trustees from October 2005 to December 2007. She was Senior Vice President, Treasurer, and Head of Fund Administration of the Evergreen Funds from April 1997 to October 2005.
Other Directorships held During the Past Five Years2
None
Experience, Qualifications, Attributes, and Skills for Board Membership
Ms. Kosel has significant board experience, including past service on the boards of Evergreen Funds and Sun Capital Advisers Trust; significant executive experience, including past service at a large asset management company and significant experience in the investment management industry.
Douglas F. Kridler
Year of Birth
Positions Held with Trust and Length of Time Served1
Number of Portfolios Overseen in the Nationwide Fund Complex
1955
Trustee since September 1997
134
Principal Occupation(s) During the Past Five Years (or Longer)
Since 2002, Mr. Kridler has served as the President and Chief Executive Officer of The Columbus Foundation, a $2.5 billion community foundation with 2,000 funds in 55 Ohio counties and 37 states in the U.S.
Other Directorships held During the Past Five Years2
None
Experience, Qualifications, Attributes, and Skills for Board Membership
Mr. Kridler has significant board experience; significant executive experience, including service as president and chief executive officer of one of America’s largest community foundations and significant service to his community and the philanthropic field in numerous leadership roles.
Charlotte Tiedemann Petersen
Year of Birth
Positions Held with Trust and Length of Time Served1
Number of Portfolios Overseen in the Nationwide Fund Complex
1960
Trustee since January 2023
134
Principal Occupation(s) During the Past Five Years (or Longer)
Self-employed as a private real estate investor/principal since January 2011. Ms. Petersen served as Chief Investment Officer at Alexander Capital Management from April 2006 to December 2010. From July 1993 to June 2002, Ms. Petersen was a Portfolio Manager, Partner and Management Committee member of Denver Investment Advisors LLC.
Other Directorships held During the Past Five Years2
Investment Committee for the University of Colorado Foundation from February 2015 to June 2022.




Experience, Qualifications, Attributes, and Skills for Board Membership
Ms. Petersen has significant board experience including past service as a Trustee of Scout Funds and Director of Fischer Imaging, where she chaired committees for both entities; significant experience in the investment management industry and is a Chartered Financial Analyst.
David E. Wezdenko
Year of Birth
Positions Held with Trust and Length of Time Served1
Number of Portfolios Overseen in the Nationwide Fund Complex
1963
Trustee since January 2021
134
Principal Occupation(s) During the Past Five Years (or Longer)
Mr. Wezdenko is a Co-Founder of Blue Leaf Ventures (venture capital firm, founded May 2018). From November 2008 until December 2017, Mr. Wezdenko was Managing Director of JPMorgan Chase & Co.
Other Directorships held During the Past Five Years2
Independent Trustee for National Philanthropic Trust from October 2021 to present. Board Director of J.P. Morgan Private Placements LLC from January 2010 to December 2017.
Experience, Qualifications, Attributes, and Skills for Board Membership
Mr. Wezdenko has significant board experience; significant past service at a large asset and wealth management company and significant experience in the investment management industry.

Interested Trustee
M. Diane Koken3
Year of Birth
Positions Held with Trust and Length of Time Served1
Number of Portfolios Overseen in the Nationwide Fund Complex
1952
Trustee since April 2019
134
Principal Occupation(s) During the Past Five Years (or Longer)
Self-employed as a legal/regulatory consultant since 2007. Ms. Koken served as Insurance Commissioner of Pennsylvania, for three governors, from 1997–2007, and as the President of the National Association of Insurance Commissioners (NAIC) from September 2004 to December 2005. Prior to becoming Insurance Commissioner of Pennsylvania, she held multiple legal roles, including vice president, general counsel and corporate secretary of a national life insurance company.
Other Directorships held During the Past Five Years2
Director of Nationwide Mutual Insurance Company 2007-present, Director of Nationwide Mutual Fire Insurance Company 2007-present, Director of Nationwide Corporation 2007-present, Director of Capital BlueCross 2011-present, Director of NORCAL Mutual Insurance Company 2009-2021, Director of Medicus Insurance Company 2009-present, Director of Hershey Trust Company 2015-present, Manager of Milton Hershey School Board of Managers 2015-present, Director and Chair of Hershey Foundation 2016-present, and Director of The Hershey Company 2017-present.
Experience, Qualifications, Attributes, and Skills for Board Membership
Ms. Koken has significant board experience and significant executive, legal and regulatory experience, including past service as a cabinet-level state insurance commissioner and general counsel of a national life insurance company.

1
Length of time served includes time served with the Trust’s predecessors. The tenure of each Trustee is subject to the Board’s retirement policy, which states that a Trustee shall retire from the Boards of Trustees of the Trusts effective on December 31 of the calendar year during which he or she turns 75 years of age; provided this policy does not apply to a person who became a Trustee prior to September 11, 2019.
2
Directorships held in: (1) any other investment companies registered under the 1940 Act, (2) any company with a class of securities registered pursuant to Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or (3) any company subject to the requirements of Section 15(d) of the Exchange Act, which are required to be disclosed in this SAI. In addition, certain other directorships not meeting the aforementioned requirements may be included for certain Trustees such as board positions on non-profit organizations.
3
Ms. Koken is considered an interested person of the Trust because she is a Director of the parent company of, and several affiliates of, the Trust’s investment adviser and distributor.
b.
The information under the heading “Committees of the Board” beginning on page 64 of the SAI is modified as follows:






i.
The last sentence in the second paragraph is deleted and replaced with the following:

“The Audit and Operations Committee met five times during the past fiscal year, and as of January 1, 2023 consists of the following Trustees: Ms. Bradshaw, Mr. Karlawish, Ms. Kosel (Chair) and Mr. Wezdenko, each of whom is not an interested person of the Trust, as defined in the 1940 Act.

ii.
The last sentence in the last paragraph is deleted and replaced with the following:

“The Investment Committee met four times during the past fiscal year, and as of January 1, 2023 consists of the following Trustees: Mr. Davis, Ms. Jacobs, Mr. Kridler (Chair) and Ms. Petersen, each of whom is not an interested person of the Trust, as defined in the 1940 Act, and Ms. Koken, who is an interested person of the Trust, as defined in the 1940 Act.

c.
The heading “Ownership of Shares of Nationwide Mutual Funds as of December 31, 2021” and the table thereunder on page 65 of the SAI is deleted in its entirety and replaced with the following:

Ownership of Shares of Nationwide Mutual Funds as of December 31, 2022

Name of Trustee
Dollar Range of Equity Securities and/or Shares in the Funds
Aggregate Dollar Range of Equity Securities and/or Shares in All Registered Investment Companies Overseen by Trustee in Family of Investment Companies
Independent Trustees
Kristina Bradshaw1
None
None
Lorn C. Davis
Over $100,000
Over $100,000
Barbara I. Jacobs
Over $100,000
Over $100,000
Keith F. Karlawish
Over $100,000
Over $100,000
Carol A. Kosel
Over $100,000
Over $100,000
Douglas F. Kridler
Over $100,000
Over $100,000
Charlotte Petersen1
None
None
David E. Wezdenko
Over $100,000
Over $100,000
Interested Trustee
M. Diane Koken
Over $100,000
Over $100,000

1
Mses. Bradshaw’s and Petersen’s terms as Independent Trustees commenced effective January 1, 2023.
d.
The heading “Ownership in the Funds’ Investment Adviser1, Subadvisers2 or Distributor3 as of December 31, 2021” and the information thereunder beginning on page 65 of the SAI is deleted in its entirety and replaced with the following:

Ownership in the Funds’ Investment Adviser1, Subadvisers2 or Distributor3 as of December 31, 2022

Trustees who are not Interested Persons (as defined in the 1940 Act) of the Trust

Name of Trustee
Name of Owners and
Relationships to Trustee
Name of Company
Title of Class
of Security
Value of Securities
Percent of Class
Kristina Bradshaw4
N/A
N/A
N/A
None
N/A
Lorn C. Davis
N/A
N/A
N/A
None
N/A
Barbara I. Jacobs
N/A
N/A
N/A
None
N/A




Keith F. Karlawish
N/A
N/A
N/A
None
N/A
Carol A. Kosel
N/A
N/A
N/A
None
N/A
Douglas F. Kridler
N/A
N/A
N/A
None
N/A
Charlotte Petersen4
N/A
N/A
N/A
None
N/A
David E. Wezdenko
N/A
N/A
N/A
None
N/A

1 Nationwide Fund Advisors.

2 As of December 31, 2022, subadvisers to the Trust included: American Century Investment Management Inc.; Amundi Asset Management US, Inc.; Bailard, Inc.; BlackRock Investment Management, LLC; Brown Capital Management, LLC; Diamond Hill Capital Management, Inc.; Dreyfus, a division of BNY Mellon Investment Adviser, Inc.; Geneva Capital Management LLC; Goldman Sachs Asset Management, L.P.; GQG Partners LLC; Insight North America LLC; Jacobs Levy Equity Management, Inc.; Janus Henderson Investors US LLC; Loomis, Sayles & Company, L.P.; Mellon Investments Corporation; Nationwide Asset Management, LLC; Newton Investment Management North America, LLC; UBS Asset Management (Americas) Inc.; WCM Investment Management; Wellington Management Company LLP; and Western Asset Management Company, LLC.

3 Nationwide Fund Distributors LLC or any company, other than an investment company, that controls a Fund’s adviser or distributor.
 
4    Mses. Bradshaw’s and Petersen’s terms as Independent Trustees commenced effective January 1, 2023.

e.
The information under the heading “Compensation of Trustees” on page 66 of the SAI is deleted in its entirety and replaced with the following:

The Independent Trustees receive fees and reimbursement for expenses of attending board meetings from the Trust. The Compensation Table below sets forth the total compensation paid to the Independent Trustees, before reimbursement of any expenses incurred by them, for the fiscal year ended October 31, 2022. In addition, the Compensation Table sets forth the total compensation paid to the Independent Trustees from all the funds in the Fund Complex for the twelve months ended October 31, 2022. Trust officers receive no compensation from the Trust in their capacity as officers. The Adviser or an affiliate of the Adviser pays the fees, if any, and expenses of any Trustees who are interested persons of the Trust. Accordingly, Ms. Koken was not compensated by the funds in the Fund Complex and, therefore, is not included in the Compensation Table below.

The Trust does not maintain any pension or retirement plans for the Officers or Trustees of the Trust.

Name of Trustee
Aggregate
Compensation
from the Trust3
Pension
Retirement
Benefits Accrued
as Part of Trust
Expenses
Estimated Annual
Benefits Upon
Retirement
Total Compensation
from the Fund
Complex1
Paula H.J. Cholmondeley2
$98,472
N/A
N/A
$372,500
Lorn C. Davis
94,501
N/A
N/A
357,500
Phyllis Kay Dryden2
94,501
N/A
N/A
357,500
Barbara I. Jacobs
98,472
N/A
N/A
372,500
Keith F. Karlawish
127,293
N/A
N/A
467,500
Carol A. Kosel
113,765
N/A
N/A
402,500
Douglas F. Kridler
108,879
N/A
N/A
397,500
David E. Wezdenko
99,501
N/A
N/A
362,500

1 As of October 31, 2022, the Fund Complex included two trusts comprised of 134 investment company funds or series.
 
2 Mses. Cholmondeley and Dryden retired as Independent Trustees effective December 31, 2022.
 
3 In addition, the Trust compensated Mses. Bradshaw and Petersen, nominees as Independent Trustees, for their attendance at two meetings of the Board during the fiscal year ended October 31, 2022. Mses. Bradshaw and Petersen were nominated to the Board on June 15, 2022 and joined the Board effective January 1, 2023.



Each of the Trustees and officers and their families are eligible to purchase Class A shares at net asset value without any sales charge. Each Trustee is also eligible to purchase Class R6 shares at net asset value. Class R6 shares are sold without a sales charge and are not subject to Rule 12b-1 fees or administrative services fees.

PLEASE RETAIN THIS SUPPLEMENT FOR FUTURE REFERENCE