MassMutual Agent Nonqualified Supplemental Plan

Transcription

1 2017 Plan Year Enrollment Kit MassMutual Agent Nonqualified Supplemental Plan Destinations

2 Contents Plan Highlights.1 Enrollment Instructions...2 Overview...4 Plan Features Accessing Your Accounts through newportgroup.com and Newport Group s Participant Service Center Plan Summary..6 Eligibility Enrollment How the Plan Works Vesting Shadow Plan Shadow Options Earnings Your Account Benefit Payment Information Beneficiary Designation Account Assignment Claims Review Plan Administration Questions and Answers...11 Shadow Options...16 Shadow Menu Shadow Performance Analysis Fund Fact Sheets Materials contained herein are provided for informational purposes only. In the event of any discrepancies between the information provided herein and the MassMutual Agent Nonqualified Supplemental Plan, the provisions of the MassMutual Agent Nonqualified Supplemental Plan will govern. MASSMUTUAL-MMAGENTSP2-DISSEMINATED 4/17

3 Dear Eligible Participant: Congratulations! You have qualified to participate in the MassMutual Agent Nonqualified Supplemental Plan (the Plan ) for the Plan year beginning April 1, 2017 and ending March 31, The Plan provides benefits to eligible career agents and sales managers based on compensation, age and years of service. This kit provides comprehensive information about the Plan. Please review the kit to learn more about the Plan. Newport Group, our administrative services provider, is assisting us with your enrollment in the Plan. A team of benefit and investment specialists within Newport Group s Participant Service Center is available to assist you with any questions about Plan provisions or shadow investment options. Call them Monday through Friday, 8:30 a.m. to 8 p.m., ET, at Participation is automatic. MassMutual (the Company ) credits accounts in this Plan. You do not contribute anything. You can select your shadow investment options and choose a beneficiary for the Plan online--and will have continued online access to your account--through newportgroup.com, an interactive website providing a variety of financial planning tools and calculators, and current market information. Sincerely, Rich Goldstein Vice President MassMutual Benefits

4 Destinations... Each of us has different financial goals and needs, and a different view of financial security. Likewise, each of us will choose our own savings and investment strategies to help us reach those goals. It is important to have a clear understanding of your destination to know where you are going so the steps you take are always in the right direction. The information contained in this enrollment kit can serve as a resource as you chart your course for the future, and help you reach your financial destinations. MMAGENTSP2-4/17

5 Plan Highlights MassMutual Agent Nonqualified Supplemental Plan Eligibility Enrollment Plan Year Your Contributions Company Contributions Shadow Options 24/7 Account Access Distribution Date Forms of Payment This Plan is for a select group of career agents. Eligibility to participate is based on an agent meeting the following criteria: 1. Holding an active career agent contract on Dec. 31, AND 2. Meeting or exceeding the Enhanced Benefit Production Threshold during the previous calendar year, OR 3. Maintain a Sales Manager s contract. Enrollment is automatic. Your online enrollment consists of electing your shadow investment allocation and making your beneficiary designations. If you qualify, you will be eligible to participate in the Plan for the Plan year beginning April 1 of this year and ending March 31 of the following year. There are no participant contributions. Company contributions are based on eligible compensation and the number of points. Points generally equal age plus completed years of service as of January 1. The following chart explains how the additional match-equivalent works: Your Points Company Credits Fewer than 70 1% additional match equivalent on eligible compensation over the IRS compensation limit 70 or more 3% additional match equivalent on eligible compensation up to the IRS compensation limit; plus 4% additional match equivalent on eligible compensation over the IRS compensation limit You may select from a menu of shadow investment options representing a broad range of asset classes. If you do not elect a shadow option, company credits will be allocated to the Fixed Interest Fund. You may change the way your accounts are invested, with respect to existing balances and/or future deferrals throughout the year. You may also make transfers and request that your accounts be reallocated throughout the year. You can access your account information online at newportgroup.com. Your hypothetical account is paid the earliest of: February in the year following attainment of age 65 termination of all contracts with the Company (including agent emeritus or broker) provided age and years of service requirements are met total disability as defined under the MassMutual Agents Welfare Benefits Plan death Your vested account balance will be paid in a single lump sum. Vesting Participants who have not incurred a break in service (as defined in the Plan) become 100% vested in Agent Nonqualified Supplemental Plan Company Credits: after three years of eligible service upon death while under contract upon disability (as defined by the Plan) while under contract Taxation Distributions are reported as W-2 income in the year(s) received. Plan Highlights 1 Important: A career agent becomes ineligible for this Plan following any break in service of one day or longer. Please call Newport Group s Participant Service Center at with any questions about the Plan. 1

6 2 Enrollment Instructions You may select your shadow investment options and designate your beneficiary(s) for the Plan online. See the following page for details.

7 Enrolling Online Once you have reviewed the information in the enrollment kit, please: 1 2 Access the newportgroup.com website, click the Login button, and then select Participant Access. If you have already established a unique User ID and Password, please use them to log on. If this is your first time logging on, use the following credentials: Your User ID (first name initial, full last name, day and month of birth (DDMM) without spaces, e.g., csmith1209) Note: Your date of birth should be entered as Day Day Month Month versus Month Month Day Day. Your User ID (the default is your date of birth (MMDDYYYY)). For example: User ID = JDoe1102 Password = Instructions to make your beneficiary designation: Click on the Beneficiaries option under the My Plans tab. When the Beneficiaries screen appears, you will see the option to add either Primary and/or Contingent Beneficiary(s). Click on Edit. Then Add Primary and/or Add Contingent. Provide the information prompted in each cell such as Relationship, Name, D.O.B., SSN, and the allocation percentage. Make sure the percentages for your beneficiary and/or beneficiaries total 100%. Click Submit. If you have forgotten your login information, call Newport Group s Participant Service Center at for assistance, Monday through Friday from 8:30 a.m. to 8 p.m., ET. If you have questions about how to enroll, please contact Newport Group s Participant Service Center at , Monday through Friday from 8:30 a.m. to 8 p.m., ET. Enrollment Instructions The first time you log in, you will be prompted to set up a new password. Instructions to choose your Shadow Allocation: On My Dashboard, click the My Plans tab. (If you are a participant in any other Plans, you ll need to choose the MassMutual Agent Nonqualified Supplemental Plan from the dropdown menu.) Then click on the Future Elections tab. The Change Future Elections screen will appear. Allocate a percentage to the shadow funds of your choice. Make sure your shadow investment allocation choices total 100% and click Continue. 3

8 Overview Overview The MassMutual Agent Nonqualified Supplemental Plan provides supplemental retirement income. Contributions come from MassMutual (the Company ) you do not contribute anything. Plan Features The Plan provides tax-advantaged savings opportunities, including: Company Contributions. Company credits allocated based on eligible compensation, age, and years of service. Shadow Options. Your hypothetical account is credited with shadow earnings based on the return of the shadow investment options you select. Tax-Deferred Shadow Earnings. Your hypothetical account will be credited with shadow earnings on a taxdeferred basis. The Plan Highlights section of this enrollment kit provides specific details about your Plan, and can assist you in making your elections. 4

9 Overview Accessing Your Accounts Your account information will be available to you at any time online through the newportgroup.com participant website. You may also contact a representative at Newport Group s Participant Service Center. Both of these resources can help you enroll in the Plan, manage your hypothetical accounts, access information, and find answers to your questions. newportgroup.com This website makes it easy to effectively manage every aspect of your hypothetical accounts, anytime and anywhere. You can access your information from a desktop, tablet or smartphone, get your entire financial picture, choose your level of detail, manage transactions, research shadow investment options, and set your decisions in motion. Enrollment Enrollment is automatic. Your online enrollment consists of electing your shadow investment allocation and making your beneficiary designations. You may use newportgroup.com to enroll in the Plan. Once you have reviewed the information in this kit, log on to the site (see the Enrollment Instructions section) and follow the instructions provided on each screen. Check out the Alerts section of My Dashboard for information about upcoming enrollments and other important news items. Participant Service Center: Newport Group representatives are available to answer your questions, fulfill transaction requests and provide professional investment support both during and after the enrollment period. Our professional staff includes benefit and investment specialists able to respond to specific inquiries. Representatives are available Monday through Friday from 8:30 a.m. to 8 p.m., ET, at

10 Plan Summary This section summarizes the provisions of the MassMutual Agent Nonqualified Supplemental Plan (the Plan ). The Plan provides benefits to eligible career agents and sales managers based on their compensation, age and years of service. Because this is a summary only, not every situation that may occur is covered. For more detailed information regarding the Plan, you may request a copy of the Plan document from MassMutual (the Company ). 6

11 Eligibility This Plan is for a select group of career agents. Eligibility to participate is based on an agent meeting the following criteria: 1. Holding an active career agent contract on Dec. 31, AND 2. Meeting or exceeding the Enhanced Benefit Production Threshold during the previous calendar year, OR 3. Maintain a Sales Manager s contract. Note: If you qualify, you will be eligible to participate in the Plan for the Plan year beginning April 1 of this year and ending March 31 of the following year. Enrollment Enrollment in the MassMutual Agent Nonqualified Supplemental Plan is automatic. You may choose your initial shadow investment options and make your beneficiary designation(s) online at newportgroup.com. How the Plan Works For eligible career agents, the Company credits a hypothetical account based on eligible compensation and the number of points. Points generally equal age plus completed years of service as of January 1. Here is the Company Credit schedule: 70 or more 3% of eligible compensation up to the IRS compensation limit; plus 4% of eligible compensation over the IRS compensation limit Contributions You do not contribute anything to the MassMutual Agent Nonqualified Supplemental Plan. Only the Company credits accounts in the Plan. Vesting You become 100% vested in Company credits when you have completed three (3) years of eligible service, or you become totally disabled or die while under contract. Shadow Plan The Plan is an unfunded plan. A participant record is established in your name to track deferred compensation and hypothetical earnings and losses for shadow investment funds. The amounts credited to your record are not used to purchase any investments. Your status is that of an unsecured creditor of the Company. Under this shadow investment plan, the Company credits your record with hypothetical shares of the shadow funds you select. Your record will also be credited or debited with a rate of return equal to what would have been earned by these hypothetical fund shares. Plan Summary Your Points Fewer than 70 Company Credits 1% of eligible compensation over the IRS compensation limit ($270,000 in 2017) 1 Important: A career agent becomes ineligible for this Plan following any break in service of one day or longer. 7

12 Plan Summary Shadow Options You may choose from a menu of shadow investment options. The Company reviews the shadow investment menu and the interest rate credited under the Fixed Interest Fund from time to time, and shadow investment options may be added or deleted at the sole discretion of the Company. You may allocate your hypothetical account among the available shadow investment options. NOTE: If you do not elect a shadow investment option(s), Company credits will be allocated to the Fixed Interest Fund. You may change the way your account is allocated, both with respect to existing balances and future contributions at any time. Changes to your shadow investment allocations are effective on the same business day if the online transfers are completed prior to 4 p.m., ET. Changes made after 4 p.m., ET, or during a weekend or holiday, become effective at the end of the following business day. Earnings Your hypothetical account will be credited daily with a rate of return (positive or negative) based on the performance of the shadow investment options you select. Your Account The Company will maintain records to track amounts credited to your hypothetical account (company contributions, hypothetical earnings and losses). You will have access to on-demand statements summarizing your hypothetical account balance and activity on the newportgroup.com participant website. Benefit Payment Information Regulations set by New York State Insurance Law 4228 provide that Company contributions to nonqualified plans can be paid only upon retirement, death, or permanent and total disability. The State of New York Insurance Department considers payments made following attainment of certain age and service requirements as satisfying the retirement criteria. All current and future balances in this plan are subject to the redefined distribution rules at separation from service to satisfy New York State Insurance Law

13 Plan Summary Payment from the Plan Meeting Rule of 65 or Rule of 70 To comply with New York State Insurance Law 4228 your hypothetical account will be distributed in a lump sum as follows: if you maintain any contract with MassMutual (including agent emeritus or broker), then distributions will begin in February of the year following your 65th birthday; if you terminate all contracts (including agent emeritus or broker) and meet one of the following combinations of age and years of service: - you are at least age 55 and the sum of your age and years of service is at least 70 ( the rule of 70 ); or - you are at least age 60 and the sum of your age and years of service is at least 65 ( the rule of 65 ), then distributions will be valued on the 15th day of the second month following the attainment of one of the above criteria. For agents who terminate all contracts and don t meet the age and years of service criteria, distributions will begin when the sum of their years of service at the time of termination and their age meet one of the above rules. Payment from the Plan Death or Disability If you die while under contract with the Company your hypothetical account balances will be distributed to your beneficiaries in a lump sum. Any non-vested contributions become vested if you die prior to separation from service. If you become totally disabled, as defined under the MassMutual Agents Welfare Benefits Plan, while under contract with the Company, your hypothetical account balances will be distributed in a lump sum. Any non-vested contributions become vested if you become totally disabled while under contract. Beneficiary Designation You may designate one or more beneficiaries to receive benefits payable upon your death. You may designate your beneficiary(s) online at newportgroup.com. You may change your beneficiary designation(s) at any time by following the procedures established by the Company. Account Assignment Any monies contributed to this Plan are assets of the Company until they are paid to you at the predetermined benefit date and are always subject to the claims of the Company s general creditors in the event of bankruptcy. Furthermore, your interest in these assets is not subject to assignment (including any domestic relations order), alienation, pledge, or attachment. 9

14 Plan Summary Claims Review In the event that you or your beneficiary do not receive any Plan benefit that is claimed, you or your beneficiary can contact the Plan Administrative Committee at the following address: Plan Administrative Committee MassMutual Benefits 1295 State Street, F105 Springfield, MA Plan Administration The Plan Administrator is the Plan Administrative Committee which is appointed by MassMutual s Chief Executive Officer. The Plan Administrative Committee has the authority to control and manage the operations and administration of the Plan. You can reach the Plan Administrative Committee at: Plan Administrative Committee MassMutual Benefits 1295 State Street, F105 Springfield, MA The Plan may be amended or terminated by the Company at any time and without notice. 10

15 Questions and Answers The MassMutual Agent Nonqualified Supplemental Plan ( Plan ) is a nonqualified deferred compensation plan. The following section provides answers to commonly asked questions. 11

16 Questions and Answers What are some of the features of the MassMutual Agent Nonqualified Supplemental Plan? you do not contribute anything daily valuation of hypothetical account access to a website that allows you to: view hypothetical account balance and current elections (e.g., distribution and shadow investment allocations) initiate transfers change your shadow investment allocations view account activity and print on-demand statements designate or change beneficiaries choice of a variety of shadow investment options plus Fixed Interest What is the purpose of the Nonqualified Supplemental Plan? The purpose of the MassMutual Agent Nonqualified Supplemental Plan is to provide supplemental retirement income and contributions come only from MassMutual (the Company ) you do not contribute anything. How are Company contributions to my accounts determined? The Company credits a hypothetical account based on eligible compensation and a number of points. Points generally equal your age plus completed years of service as of January 1. Below is the Company Credit/Contribution schedule: Your Points Fewer than 70 Company Contribution 1% of eligible compensation over the IRS compensation limit (indexed; $270,000 in 2017) 70 or more 3% of eligible compensation up to the IRS compensation limit; plus 4% of eligible compensation over the IRS compensation limit When will I have to pay taxes on the amounts the Company contributes to my account under the Plan? Distributions from the Plan are reported as W-2 income. Company credits are reported as FICA taxable wages on your commission voucher. What is a shadow investment? The Plan is an unfunded plan. A participant record is established in your name to track deferred compensation and shadow investment fund hypothetical earnings and losses. The amounts credited to your record are not used to purchase any investments for you. Your status is that of an unsecured creditor of the Company. Under this shadow investment model, the Company credits your record with hypothetical shares of the shadow funds you select. Your record will also be credited or debited with a rate of return equal to what would have been earned by these hypothetical fund shares. If you do not elect a shadow option, Company credits will be allocated to the Fixed Interest Fund. How can I track the performance of a shadow fund? You can access a description of each shadow investment fund, the investment strategy, and the stocks/industries in which the fund is being shadowed on Newport Group s website, newportgroup.com. Enter your User ID and Password then click on the s tab. Under My Plans, select Performance and, if applicable, choose the Plan 12

17 Questions and Answers from the drop-down menu. New participants will have access to the website once they enroll. The funds that are shadowed in the Agents Nonqualified Supplemental Plan mirror many of the investment options in the qualified Thrift Plan. How often can I change my shadow investment allocations? Participants may make changes to the allocation of future contributions on a daily basis. These changes can be made on Newport Group s website, newportgroup.com. Enter your User ID and Password, then click on the Future Elections tab under My Plans, if applicable, choose the Plan from the drop-down menu, and click on the Change Future Elections option. How often can I transfer money between shadow investment funds? Participants may transfer funds between their shadow investment fund options on a daily basis. To make changes log on to newportgroup.com, and enter your User ID and Password. Then click on the My Plans tab. Choose the Transactions option, then click on the Manual Rebalance option below, and if applicable, choose the Plan from the drop-down menu. Can the Company alter the list of shadow investment fund options offered in the future? Yes. Periodically, the shadow investment fund options offered under the Agent Nonqualified Supplemental Plan are reviewed. Based on this review, a decision will be made as to whether different shadow investment funds should be offered and, if so, what type. Funds may be added or deleted at the sole discretion of the Company. Will I be able to keep investments in any shadow fund that is no longer offered? No. If the Company eliminates a shadow fund from the available investment options and a portion of your account is allocated to that shadow fund, you will be required to reallocate that portion of your account among one or more of the thenavailable shadow options. Call Newport Group s Participant Service Center at for assistance. 13

18 Questions and Answers What shadow funds are offered in the MassMutual Agent Nonqualified Supplemental Plan? You can view the shadow investment options on Newport Group s website, newportgroup.com. When do changes to the allocation of future deferrals, transfers or manual rebalances become effective? Online changes to your shadow investment allocations are effective on the same business day if the online transfers are completed prior to 4 p.m., ET. Changes made after 4 p.m., ET, or during a weekend or holiday become effective at the end of the following business day. When do I receive distribution from the Plan? Generally, your vested account balance is paid in a lump sum on the earlier of: February in the year following attainment of age 65 termination of all contracts with the Company (including agent emeritus or broker) provided age and years of service requirements are met death total disability as defined under the MassMutual Agents Welfare Benefits Plan Career agents age 65 and older may continue to participate in the Plan, but any additional credits will be paid out annually each February in a lump sum. Why have the distribution rules at separation from service been redefined to include age and years of service criteria beginning January 1, 2014? Regulations set by New York Insurance Law 4228 provide that Company contributions to nonqualified plans can be paid only upon retirement, death or permanent and total disability. The State of New York considers payments made following attainment of certain age and service requirements as satisfying the retirement criteria. See the Benefit Payment Information section of this kit on page 8 for more information about distribution criteria. How do I enroll in the Plan? Enrollment is automatic. Your online enrollment consists of electing your shadow investment allocation and making your beneficiary designations. Eligible participants will receive an with enrollment instructions from Newport Group. How often will I receive notification of my contribution hypothetical balances? On-demand statements will be available online at newportgroup.com. In addition, you will have online access to your account balance and general Plan information. 14

19 Questions and Answers Who can I contact for more information? Contact Newport Group with questions concerning enrollment, your account balance or statements at Who is Newport Group? Newport Group is a third-party administrator that has been contracted to handle the administration of the MassMutual Agent Nonqualified Supplemental Plan. Their secure website contains all account information and is updated on a daily basis. This program is governed by the MassMutual Agent Nonqualified Supplemental Plan document. MassMutual reserves the right to modify or terminate the Plan at any time and from time to time, without notice. If any provisions of this document contradict the Plan document, the Plan document provisions prevail. This Plan is provided for certain MassMutual independently contracted agents. Call Newport Group s Participant Service Center at for assistance. 15

20 Shadow Options This section provides information about your shadow investment options, including a shadow investment menu, a performance analysis of each asset manager, and fact sheets about each of the funds available to you. 16

21 Your shadow investment options, which range from conservative to aggressive, are shown here: More Aggressive Higher Risk/Reward More Conservative Lower Risk/Reward Specialty Natural Resources PIMCO Commodity Real Return Strategy Admin Specialty Real Estate Oppenheimer Real Estate I Emerging Markets Premier Oppenheimer Funds Strategic Emerging Markets International Equity Oppenheimer International Growth I Developed International Index MM MSCI EAFE International Index Small Growth Select Small Cap Growth Small Cap Index MM Russell 2000 Small Cap Index Small Value Select Small Company Value Mid Growth Select T. Rowe Price/Frontier Mid Cap Growth II Mid Cap Index MM S&P Mid Cap Index Large Growth Select T. Rowe Price Blue Chip Growth Large Blend Select Harris Focused Value Market Index MM S&P 500 Index Large Value Select Wellington Fundamental Value Balanced Premier Balanced I High Risk Bond Barings Corporate Investors High Yield Bond Premier Barings Capital US High Yield Inflation-Linked Bond Premier Barings Capital Inflation-Protected and Income Intermediate-Term Bond Premier Barings Capital Core Bond Intermediate Term Bond Index Northern Bond Index Fixed Rate Account MM Fixed Interest Shadow Options Please note that Newport Group does not provide investment advice to plan participants. See important disclosures at the end of the enrollment materials. 17

22 Shadow Options Shadow Menu This table provides information about the shadow investment options available to you, as well as their investment policies. Fund Asset Class Policy MM Fixed Interest Fixed Rate Account The Fixed Interest account offers a fixed interest rate. The current rate is 3.25% as of January 1, 2017 and may be adjusted semi-annually. Northern Bond Index Premier Barings Capital Core Bond Premier Barings Capital Inflation- Protected and Income Premier Barings Capital US High Yield Barings Corporate Investors Intermediate Term Bond Index Intermediate- Term Bond Inflation- Linked Bond High Yield Bond High Risk Bond The fund seeks to provide investment results approximating the overall performance of the securities included in the Barclays Capital U.S. Aggregate Index. Under normal circumstances, the fund will invest substantially all of its net assets in bonds which are in the index. The fund seeks a high total rate of return, consistent with prudent investment risk and capital preservation, by investing primarily in investment grade debt securities. The fund seeks a high rate of total return that is consistent with prudent investment policies. The fund normally invests at least 80% of its assets in inflation-indexed bonds of varying maturities issued by the U.S. and non-u.s. governments, their agencies or government-sponsored enterprises, and corporations. The fund seeks to achieve a high level of total return, with an emphasis on current income, by investing primarily in high-yield debt and related securities. The fund seeks current income with capital gains through investment in non-investment grade long-term corporate debt obligations with equity features such as warrants, conversion rights and preferred shares. Premier Balanced I Balanced The fund seeks long-term capital appreciation primarily by investing in common stocks of established companies believed to be undervalued by the portfolio manager. Select Wellington Fundamental Value MM S&P 500 Index Select Harris Focused Value Select T. Rowe Price Blue Chip Growth MM S&P Mid Cap Index Large Value Market Index Large Blend Large Growth Mid Cap Index The fund seeks long-term total return through investing at least 80% of its net assets in equity securities. The fund selects its investments through a fundamental, bottom-up investment strategy. The fund seeks to match as closely as possible (before fees and expenses) the capitalizationweighted total rate of return of that portion of the U.S. market for publicly traded common stocks composed of the larger capitalized companies, included in the S&P 500 Index. The fund typically invests in equity securities. The fund seeks growth of capital over the long term. It seeks to achieve its objective by investing primarily in a non-diversified portfolio of U.S. equity securities. The fund seeks to achieve its objective by investing primarily in common stocks of well-known and established companies. Under normal conditions, at least 65% of the fund s total assets will be invested in blue chip companies. The fund seeks to provide investment results approximating the aggregate price and dividend performance of the securities included in the Standard & Poors MidCap 400 Index. The fund invests at least 80% of its net assets in the equity securities of companies included in the S&P MidCap 400 Index. Please note that Newport Group does not provide investment advice to plan participants. See important disclosures at the end of the enrollment materials. 18

23 Fund Asset Class Policy Select T. Rowe Price/Frontier Mid Cap Growth II Mid Growth The fund seeks long-term capital growth by investing primarily in the common stock and other equity securities having capitalizations in the range of companies included in the S&P MidCap 400 Index. Shadow Options Select Small Company Value MM Russell 2000 Small Cap Index Select Small Cap Growth MM MSCI EAFE International Index Oppenheimer International Growth I Premier Oppenheimer Funds Strategic Emerging Markets Oppenheimer Real Estate I PIMCO Commodity Real Return Strategy Admin Small Value Small Cap Index Small Growth Developed International Index International Equity Emerging Markets Specialty Real Estate Specialty Natural Resources The fund seeks to achieve long-term growth of capital. Under normal circumstances the fund will invest at least 80% of its assets in small cap equity securities. The fund seeks investment results approximating the aggregate price and dividend performance of the securities included in the Russell 2000 Index. The fund will invest at least 80% of its net assets in the equity securities of companies included in the Russell 2000 Index. The fund seeks long-term capital appreciation by investing primarily in common stocks and equity securities of smaller companies that have potential for long-term growth. The fund may maintain cash reserves for liquidity and defensive purposes. The fund seeks to provide investment results approximating the aggregate price and dividend performance of the securities included in the MSCI EAFE Index. Under normal circumstances, the fund invests at least 80% of its net assets in the equity securities of companies included in the MSCI EAFE Index. The fund seeks capital appreciation by investing primarily in growth-type foreign companies, including emerging markets. The fund seeks long-term capital growth. The fund will normally invest at least 80% of its net assets in investments tied economically to emerging market countries. The fund will invest primarily in equity securities, equity-based derivatives and other securities and instruments whose values are based on stock prices. The fund seeks total return through investment in real estate securities by investing at least 80% of the value of its net assets in common stocks and other equity securities issued by real estate companies. The fund seeks maximum real return consistent with prudent investment management by investing in commodity-linked derivative instruments backed by a portfolio of inflation-indexed and other fixed income securities. Please note that Newport Group does not provide investment advice to plan participants. See important disclosures at the end of the enrollment materials. 19

24 Shadow Options Shadow Performance Analysis MassMutual FIXED RATE ACCOUNT Fixed Rate Account The fixed rate as of January 1, 2017 was 3.25%. As of 12/31/16 Annualized Return Category/Fund/Index 3 Month 1 Year 3 Years 5 Years 10 Years INTERMEDIATE TERM BOND INDEX Northern Bond Index -3.12% 2.32% 2.89% 2.07% N/A BB Barclays U.S. Aggregate Bond Index -2.98% 2.65% 3.03% 2.23% 4.34% INTERMEDIATE-TERM BOND Premier Barings Capital Core Bond -2.62% 2.95% 2.80% 2.63% N/A BB Barclays U.S. Aggregate Bond Index -2.98% 2.65% 3.03% 2.23% 4.34% INFLATION-LINKED BOND Premier Barings Capital Inflation-Protected and Income -2.41% 5.29% 2.47% 0.98% N/A BB Barclays U.S. TIPS Index -2.41% 4.68% 2.26% 0.89% 4.36% HIGH YIELD BOND Premier Barings Capital US High Yield 2.43% 15.21% 5.36% 8.77% N/A BofA ML U.S. High Yield Master II Index 1.88% 17.49% 4.72% 7.35% 7.35% HIGH RISK BOND Barings Corporate Investors N/A N/A N/A N/A N/A 80% Barclays High Yield/20% Russell % 17.95% 5.07% 8.60% 7.37% BALANCED Premier Balanced I 2.17% 8.80% N/A N/A N/A 60% S&P 500/40% BB Barclays Aggregate Index 1.10% 8.31% 6.66% 9.69% 6.21% LARGE VALUE Select Wellington Fundamental Value 5.82% 13.71% 7.07% 13.57% N/A Russell 1000 Value Index 6.68% 17.34% 8.59% 14.80% 5.72% MARKET INDEX MM S&P 500 Index 3.79% 11.80% 8.75% 14.57% N/A S&P 500 Index 3.82% 11.96% 8.87% 14.66% 6.95% LARGE BLEND Select Harris Focused Value 10.10% 18.26% 6.63% 15.27% N/A S&P 500 Index 3.82% 11.96% 8.87% 14.66% 6.95% LARGE GROWTH Select T. Rowe Price Blue Chip Growth -1.69% 2.43% N/A N/A N/A Russell 1000 Growth Index 1.01% 7.08% 8.55% 14.50% 8.33% MID CAP INDEX MM S&P Mid Cap Index 7.32% 20.47% 8.84% N/A N/A S&P Midcap 400 Index 7.42% 20.74% 9.04% 15.33% 9.16% Please note that Newport Group does not provide investment advice to plan participants. See important disclosures at the end of the enrollment materials. 20

25 As of 12/31/16 Annualized Return Category/Fund/Index 3 Month 1 Year 3 Years 5 Years 10 Years Shadow Options MID GROWTH Select T. Rowe Price/Frontier Mid Cap Growth II 0.37% 6.19% 8.33% 14.73% N/A Russell Midcap Growth Index 0.46% 7.33% 6.23% 13.51% 7.83% SMALL VALUE Select Small Company Value 12.69% 25.58% 6.92% 13.24% N/A Russell 2000 Value Index 14.07% 31.74% 8.31% 15.07% 6.26% SMALL CAP INDEX MM Russell 2000 Small Cap Index 8.80% 21.24% 6.77% N/A N/A Russell 2000 Index 8.83% 21.31% 6.74% 14.46% 7.07% SMALL GROWTH Select Small Cap Growth 2.38% 8.01% 3.39% 13.16% N/A Russell 2000 Growth Index 3.57% 11.32% 5.05% 13.74% 7.76% DEVELOPED INTERNATIONAL INDEX MM MSCI EAFE International Index -1.36% 1.32% -1.77% N/A N/A MSCI EAFE Index -0.71% 1.00% -1.60% 6.53% 0.75% INTERNATIONAL EQUITY Oppenheimer International Growth I -5.33% -1.88% -1.78% N/A N/A MSCI All Country World ex-u.s. Index -1.25% 4.50% -1.78% 5.00% 0.96% EMERGING MARKETS Premier Oppenheimer Funds Strategic Emerging Markets -5.42% 6.96% -4.21% -0.66% N/A MSCI EMF Index -4.16% 11.19% -2.55% 1.28% 1.84% SPECIALTY REAL ESTATE Oppenheimer Real Estate I -3.81% 6.51% 13.08% N/A N/A FTSE NAREIT Equity Index -3.28% 8.63% 12.66% 11.98% 5.07% SPECIALTY NATURAL RESOURCES PIMCO Commodity Real Return Strategy Admin 2.31% 14.54% % -8.95% -3.44% S&P North American Natural Resources Sector Index 5.02% 30.87% -3.66% 1.26% 2.64% Source: Lipper. Shadow investment return information shown is current as of the date indicated. Shadow investment return and value of shares fluctuate and past performance is not a guarantee of future results. Your account balance and any returns calculated for your participant account are based upon the performance of the notional shadow investment options you have selected. To maintain the tax benefits of the Plan, your accounts are an obligation of the sponsoring corporation and do not represent any direct ownership in the shadow investment options, Rabbi Trust, or other assets of the Plan sponsor. Please note that Newport Group does not provide investment advice to plan participants. See important disclosures at the end of the enrollment materials. 21

26 Important Disclosures Performance data given represents past performance and does not guarantee future results. Current performance may be lower or higher than return data quoted herein. For more current information, including month-end performance, please call or visit The investment return and the principal value of an investment will fluctuate; so an investor's shares/units, when redeemed, may be worth more or less than their original cost. portfolio statistics change over time. The investment is not FDIC-insured, may lose value and is not guaranteed by a bank or other financial institution. Some plan investments may be made available through an unregistered group annuity contract issued to your plan by the Massachusetts Mutual Life Insurance Company ("MassMutual"). If that is the case, those plan investments 1.) may be in a separate investment account of MassMutual that purchases shares/units of one or more underlying investments, or 2.) may be invested directly in the investment via a separate arrangement between your plan and a trust company. Pre-inception Returns For newer share classes, Morningstar may provide adjusted historical returns based on the oldest surviving share class of a fund with at least three years of performance history. This enables companies to showcase the complete history of an investment. Morningstar calculates these returns by adjusting the initial share class performance for any difference in fee structure. However, if using the expenses of the newer share class rather than the expenses of the older share class would result in better performance, then pre-inception performance represents that of the older share class without any expense adjustment. The fees and expenses are referenced in the report s Operations section. These adjusted historical returns are not actual returns. Calculation methodologies utilized by Morningstar may differ from those applied by other entities, including the investment itself. Performance These figures reflect performance without adjusting for sales charges or the effects of taxation. They are adjusted, however, to reflect all actual ongoing fund expenses and assume reinvestment of dividends and capital gains. Returns are compared to an appropriate benchmark peer group to help investors evaluate performance. The investment's performance is generally compared with that of an index. The index is an unmanaged portfolio of specified securities and does not reflect any initial or ongoing expenses nor can it be invested in directly. An investment s portfolio may differ significantly from the securities in the index. The Index may not be the same as the comparative index noted in the investment s prospectus (if applicable). Gross Expense Ratio/Net Expense Ratio Expense ratios reflect the percentage of the investment s assets paid for operating expenses and management fees. In contrast to net expense ratios, gross expense ratios do not reflect any fee waivers in effect during the time period, which are typically disclosed alongside the expense ratios themselves. Net expense ratios reflect the fees actually borne by investors during the period they are in effect. expense information (including waiver information) is pulled from an investment s most recent prospectus, if applicable. If an additional separate investment account fee applies, it is added to the gross and net expense ratio listed in the prospectus or other source of the expense information and factored into the performance of the separate investment account. Unitized Plan Fund If this is a unitized plan fund, it will invest in shares of the referenced underlying investment. Depending on the level of administrative services revenue generated from the underlying investment and MassMutual s target administrative services revenue for the plan, on a periodic basis MassMutual will make adjustments to the unitized plan fund s expense to cause each unitized plan fund to produce administrative services revenue equal to the target administrative services revenue. If the administrative services revenue MassMutual receives from the underlying investment is more than MassMutual s target administrative services revenue, MassMutual will allocate to the unitized plan fund a share of the revenue MassMutual received from the underlying investment so that the net expense of the unitized plan fund equals MassMutual s target revenue. If the administrative services revenue MassMutual receives from an underlying investment is less than MassMutual s target administrative services revenue, MassMutual will redeem shares or units from the underlying investment such that the amount of the revenue received from the underlying investment for administrative services and the redeemed share or units equals MassMutual s target revenue. As a result of this process, the reported performance and expenses of the unitized plan fund is based on but not identical to the performance and expenses reported for the underlying investment. Maximum Sales Charge/12b-1 Fee/Redemption Fee Please note that Maximum Sales Charges and Redemption Fees are waived for MassMutual retirement plan participants. In addition, 12b-1 Fees are a component of the Net and Gross Expense Ratio; they are not in addition to the overall expense ratio. Morningstar Proprietary Statistics Please note that some Morningstar proprietary calculations, including the Morningstar Rating, Morningstar Return, and Morningstar Risk may be calculated based on pre-inception returns. Please see the pre-inception returns disclosure (above) for more details. Morningstar Rating The Morningstar Rating brings load-adjustments, performance (returns) and risk together into one evaluation. To determine a fund's star rating for a given time period (three, five, or 10 years), the fund's risk-adjusted return is plotted on a bell curve: If the fund scores in the top 10% of its category, it receives 5 stars (Highest); if it falls in the next 22.5% it receives 4 stars (Above Average); a place in the middle 35% earns 3 stars (Average); those lower still, in the next 22.5%, receive 2 stars (Below Average); and the bottom 10% get only 1 star (Lowest). The Overall Morningstar Rating is a weighted average of the available three-, five-, and 10-year ratings. Load-waived A share star ratings do not include any front-end sales load and are intended for those investors who have access to such purchase terms, such as participants in MassMutual-serviced retirement plans. Morningstar Style Box Nine-square grid that, for equity funds, depicts three investment styles (value, growth, and blend) for each of three size categories (small, mid, and large). For fixed-income funds, it displays three groups of interest-rate sensitivity (limited, moderate, andextended) based on average effective duration, and three credit-quality groups (high, medium, and low). The Style Box provides an easy-to-follow visual representation of fund characteristics and enables informed comparisons and portfolio construction based on what funds actually hold. For corporate and municipal bonds, Morningstar surveys credit rating information from investment companies on a periodic basis (e.g., quarterly). In compiling credit rating information, Morningstar instructs investment companies to only use ratings that have been assigned by a Nationally Recognized Statistical Rating Organization (NRSRO). If two NRSROs have rated a security, investment companies are to report the lowest rating to Morningstar. If a rating is unavailable or unpublished, then the security or issuer is categorized as Not Rated/Not Available. US Government Securities issued by the US Treasury or US Government Agencies are included in the US Government category. PLEASE NOTE: Morningstar, Inc. is not itself an NRSRO nor does it issue a credit rating on the investment. An NRSRO rating on a fixed-income security can change from time-to-time. Morningstar Return Assessment of a fund's excess return over a risk-free rate (the return of the 90-day Treasury bill), after adjusting for all applicable loads and sales charges, in comparison to similar funds. Morningstar Risk Assessment of the variations in a fund's monthly returns, with an emphasis on downside variations, in comparison to similar funds. Risk Money market investments are not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. Although these investments seek to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in a money market option. Risks of investing in bond and debt securities investments include the risk that a bond issuer will default by failing to repay principal and interest in a timely manner (credit risk) and/or the risk that the value of these securities will decline when interest rates increase (interest rate risk). Risks of investing in inflation-protected bond investments include credit risk and interest rate risk. Neither the bond investment nor its yield is guaranteed by the U.S. government. High-yield bond investments are generally subject to greater market fluctuations and risk of loss of income and principal than lower-yielding debt securities investments. s that track a benchmark index are professionally managed. However, the benchmark index itself is unmanaged and does not incur fees or expenses and cannot be purchased directly for investment. s in value stocks may remain undervalued for extended periods of time, and the market may not recognize the intrinsic value of these securities. s in growth stocks may experience price volatility due to their sensitivity to market fluctuations and dependence on future earnings expectations. s in companies with small or mid market capitalization ( small caps or mid caps ) may be subject to special risks given their characteristic narrow markets, limited financial resources, and less liquid stocks, all of which may cause price volatility. International/global investing can involve special risks, such as political changes and currency fluctuations. These risks are heightened in emerging markets. Participants must submit purchase transactions for certain global and international investments before 2:30 p.m. ET in order to receive that day s price. Other trading restrictions may apply. Please see the investment s prospectus for more details. A significant percentage of the underlying investments in aggressive asset allocation portfolio investments have a higher than average risk exposure. Investors should consider their risk tolerance carefully before choosing such a strategy. An investment with multiple underlying investments (which may include MM RetireSMART SM and any other offered proprietary or non-proprietary asset-allocation, lifestyle (risk based), lifecycle (target date) or custom blended investments) may be subject to the expenses of those underlying investments in addition to those of the investment itself. s may reside in the specialty category due to 1) allowable investment flexibility that precludes classification in standard asset categories and/or 2) investment concentration in a limited group of securities or industry sectors. s in this category may be more volatile than less-flexible and/or lessconcentrated investments and may be appropriate as only a minor component in an investor's overall portfolio. Participants with a large ownership interest in a company or employer stock investment may have the potential to manipulate the value of units of this investment option through their trading practices. As a result, special transfer restrictions may apply. This type of investment option presents a higher degree of risk than diversified investment options under the plan because it invests in the securities of a single company. s that invest more of their assets in a single issuer or industry sector (such as company stock or sector investments) involve additional risks, including unit price fluctuations, because of the increased concentration of investments. A participant will be prohibited from transferring into most mutual funds and similar investments if they have transferred into and out of the same investment within the previous 60 days. Certain stable value, guaranteed interest, fixed income and other investments are not subject to this rule. This rule does not prohibit participants from transferring out of any investment at any time. Target Date Generally target retirement date (lifecycle) investment options are designed to be held beyond the presumed retirement date to offer a continuing investment option for the investor in retirement. The year in the investment option name refers to the approximate year an investor in the option would plan to retire and likely would stop making new contributions to the investment option. However, investors may choose a date other than their presumed retirement date to be more conservative or aggressive depending on their own risk tolerance. Target retirement date (lifecycle) investment options are designed for participants who plan to withdraw the value of their accounts gradually after retirement. Each of these options follows its own asset allocation path ( glide path ) to progressively reduce its equity exposure and become more conservative over time. Options may not reach their most conservative allocation until after their target date. Others may reach their most conservative allocation in their target date year. Investors should consider their own personal risk tolerance, circumstances and financial situation. These options should not be selected solely on a single factor such as age or retirement date. Please consult the prospectus (if applicable) pertaining to the options to determine if their glide path is consistent with your long-term financial plan. Target retirement date investment options stated asset allocation may be subject to change. s in these options are not guaranteed and you may experience losses, including losses near, at, or after the target date. Additionally, there is no guarantee that the options will provide adequate income at and through retirement. Investors should consider an investment s objectives, risks, charges and expenses carefully before investing. For this and other information, see a fact sheet (investment profile) or the prospectus, if applicable. You may obtain a prospectus or fact sheet from your plan sponsor or visiting Read it carefully before investing Morningstar, Inc., Morningstar Profiles TM All rights reserved. The information contained herein: (1) is proprietary to Morningstar and/or its content providers; (2) may not be copied or distributed and (3) is not warranted to be accurate, complete or timely. Neither Morningstar not its content providers are responsible for any damages or losses arising from any use of information. Past Performance is no guarantee of future performance. Visit our investment website at RS