SUPPLEMENT TO THE DIRECT PLAN OFFERING STATEMENT AND PARTICIPATION AGREEMENT DATED SEPTEMBER 8, 2016

Transcription

1 SUPPLEMENT TO THE DIRECT PLAN OFFERING STATEMENT AND PARTICIPATION AGREEMENT DATED SEPTEMBER 8, 2016 EFFECTIVE JANUARY 1, 2018 SUMMARY OF SUPPLEMENTAL CHANGES This is the second supplement to the CollegeAdvantage Direct 529 Plan Offering Statement and Participation Agreement dated September 8, The changes are listed below and are described in detail herein. All changes as set forth below should be read in conjunction with the Offering Statement and Participation Agreement dated September 8, 2016, and the subsequent Supplement dated January 1, Brief Description Of Changes* Offering Statement Page # 1 State Of Ohio Tax Deduction For Contributions By Ohio Residents 3, 9, 45, 46 2 Account Limit For Contributions 3, 11, 62 3 Updated Fee Table 3, 42, 43 4 Federal Gift, Estate, And Generation-Skipping Transfer Taxes 47, 48 5 Federal Gift, Estate, And Generation-Skipping Transfer Taxes 48 6 Updated Investment Performance * Read the full description of changes detailed herein. Do not rely only on the information in this list as it is not intended to convey the full details of the supplemental changes.

2 1. STATE OF OHIO TAX DEDUCTION FOR CONTRIBUTIONS BY OHIO RESIDENTS (PAGES 3, 9, 45 & 46) The State Of Ohio Income Deduction for Contributions by Ohio Residents is $4,000 as of January 1, Accordingly, on page 3 in the section titled Summary of Plan Features, in paragraph 3, fourth sentence and seventh sentence, strike $2,000 and replace with $4,000. Accordingly, on page 9 in the section titled State of Ohio Income Deduction For Contributions By Ohio Residents, in paragraph 1, third sentence, sixth sentence, and eighth sentence, strike $2,000 and replace with $4,000. Accordingly, on page 45 in the section titled State of Ohio Income Tax Deduction, in paragraph 1, third sentence, fifth sentence, and seventh sentence, strike $2,000 and replace with $4,000. Accordingly, on page 45 in the section titled State of Ohio Income Tax Deduction, in paragraph 2, first sentence and fifth sentence, strike $2,000 and replace with $4,000. Accordingly, on page 45 in the section titled State of Ohio Income Tax Deduction, in paragraph 2, third sentence and fourth sentence, strike $6,000 and replace with $12,000. Accordingly, on page 46 in the section titled Third-Party Contributions also Qualify, in paragraph 2, second sentence, fourth sentence, seventh sentence, eighth sentence, and ninth sentence, strike $2,000 and replace with $4,000. Accordingly, on page 46 in the section titled Third-Party Contributions also Qualify, in paragraph 2, eighth sentence, strike $4,000 and replace with $8,000. Accordingly, on page 46 in the section titled Third-Party Contributions also Qualify, in paragraph 2, fifth sentence, sixth sentence, eighth sentence, and ninth sentence, strike 2016 and replace with In paragraph 2, tenth sentence, strike 2017 and replace with ACCOUNT LIMIT FOR CONTRIBUTIONS (PAGES 3, 11 & 62) The Account Limit for Contributions is $462,000 as of January 1, Accordingly, on page 3 in the section titled Summary of Plan Features, in paragraph 10, sixth sentence, strike $426,000 and replace with $462,000. Accordingly, on page 11 in the section titled Account Limit for Contributions, in paragraph 1, last sentence, strike 2016 and replace with 2018; also strike $426,000 and replace with $462,000. Accordingly, on page 62 in the section titled Defined Terms, in paragraph 3, sixth sentence, strike 2016 and replace with In paragraph 2, seventh sentence, also strike $426,000 and replace with $462, CollegeAdvantage.com AFFORD-IT ( )

3 3. UPDATED FEE TABLE (PAGES 3, 42 & 43) Accordingly, on page 3 in the section titled Summary of Plan Features, in paragraph 12, fifth sentence, strike 0.19% and replace with 0.18%. In paragraph 12, sixth sentence, also strike 0.64% and replace with 0.55%. Strike pages 42 and 43 and replace with the following most current version of the Direct Plan Fee Table, as found on pages 7-8 of this document. 4. FEDERAL GIFT, ESTATE, AND GENERATION-SKIPPING TRANSFER TAXES (PAGES 47 & 48) The annual federal gift exclusion amount is $15,000 as of January 1, Accordingly, on page 47 in the section titled Federal Gift, Estate, and Generation-Skipping Transfer Taxes, in paragraph 1, sixth sentence, strike $14,000 and replace with $15,000; also strike $28,000 and replace with $30,000. Accordingly, on page 47 in the section titled Federal Gift, Estate, and Generation-Skipping Transfer Taxes, in paragraph 2, first sentence, strike $70,000 and replace with $75,000. In paragraph 2, second sentence, also strike $140,000 and replace with $150,000. Accordingly, on page 48 in the section titled Federal Gift, Estate, and Generation-Skipping Transfer Taxes, in paragraph 1, sixth sentence, strike $14,000 and replace with $15, FEDERAL GIFT, ESTATE, AND GENERATION-SKIPPING TRANSFER TAXES (PAGE 48) The annual estate and gift tax exemption is $5.6 million per individual as of January 1, Accordingly, on page 48 in the section titled Federal Gift, Estate, and Generation-Skipping Transfer Taxes, in paragraph 1, third sentence, strike 2016 and replace with Also in paragraph 1, fourth sentence, strike $5.45 million and replace with $5.6 million. Also, in paragraph 1, fourth sentence, strike $10.90 million and replace with $11.2 million. 6. UPDATED INVESTMENT PERFORMANCE (PAGES 59-61) Investment Performance is updated monthly to reflect current performance results and any other changes, including, but not limited to changes to savings accounts and Certificate of Deposit (CD) annual percentage yield (APY) rates. Accordingly, strike pages 59-61, and replace with the following most current version of the Direct Plan Investment Performance document, found on pages 5-6 of this document AFFORD-IT ( ) CollegeAdvantage.com 3

4 INVESTMENT PERFORMANCE AT-A-GLANCE INFORMATION ABOUT THE COLLEGEADVANTAGE DIRECT PLAN INVESTMENT OPTIONS. Investment Options Inception Date YTD Performance as of 10/31/17 ANNUALIZED PERFORMANCE AS OF 10/31/17 1 year 3 years 5 years 10 years Since Inception READY-MADE AGE-BASED PORTFOLIOS Advantage Age-Based Portfolio Newborn through age 5 02/17/ % 17.41% 7.61% 11.28% N/A 14.63% Blended Index Benchmark 14.92% 17.14% 7.37% 11.18% N/A 14.59% Ages 6 to 9 02/17/ % 13.75% 6.82% 10.42% N/A 13.77% Blended Index Benchmark 12.19% 13.59% 6.46% 10.23% N/A 13.80% Ages 10 to 12 02/17/ % 11.19% 6.17% 9.45% N/A 12.62% Blended Index Benchmark 10.35% 11.12% 5.83% 9.26% N/A 12.88% Ages 13 to 16 02/17/ % 7.14% 4.30% 5.85% N/A 8.80% Blended Index Benchmark 6.99% 7.13% 4.15% 5.77% N/A 9.69% Ages 17 and older 02/17/ % 2.33% 1.97% 2.20% N/A 3.63% Blended Index Benchmark 2.87% 2.43% 1.98% 2.25% N/A 4.31% Vanguard Aggressive Age-Based Portfolio Newborn through age 5 05/25/04 Vanguard Aggressive Growth Index Portfolio 19.26% 23.79% 9.31% 13.55% 6.28% 8.24% Blended Index Benchmark: Aggressive Growth Composite 19.18% 23.89% 9.61% 13.82% 6.45% 8.40% Ages 6 to 10 05/25/04 Vanguard Growth Index Portfolio 14.95% 17.63% 7.69% 10.69% 6.25% 7.42% Blended Index Benchmark: Growth Composite 14.94% 17.81% 7.97% 10.93% 6.35% 7.54% Ages 11 to 15 05/25/04 Vanguard Moderate Growth Index Portfolio 10.80% 11.81% 6.01% 7.80% 5.60% 6.50% Blended Index Benchmark: Moderate Growth Composite 10.83% 11.99% 6.26% 8.02% 5.73% 6.65% Ages 16 to 18 05/25/04 Vanguard Conservative Growth Index Portfolio 6.67% 6.17% 4.18% 4.83% 4.72% 5.42% Blended Index Benchmark: Conservative Growth Composite 6.83% 6.42% 4.46% 5.09% 4.94% 5.65% Ages 19 and older 05/25/04 Vanguard Income Portfolio 1.77% 0.71% 1.53% 0.87% 2.96% 3.32% Blended Index Benchmark: Income Composite 1.84% 0.84% 1.64% 1.05% 3.17% 3.49% Vanguard Moderate Age-Based Portfolio Newborn through age 5 05/25/04 Vanguard Growth Index Portfolio 14.95% 17.63% 7.69% 10.69% 6.25% 7.42% Blended Index Benchmark: Growth Composite 14.94% 17.81% 7.97% 10.93% 6.35% 7.54% Ages 6 to 10 05/25/04 Vanguard Moderate Growth Index Portfolio 10.80% 11.81% 6.01% 7.80% 5.60% 6.50% Blended Index Benchmark: Moderate Growth Composite 10.83% 11.99% 6.26% 8.02% 5.73% 6.65% Ages 11 to 15 05/25/04 Vanguard Conservative Growth Index Portfolio 6.67% 6.17% 4.18% 4.83% 4.72% 5.42% Blended Index Benchmark: Conservative Growth Composite 6.83% 6.42% 4.46% 5.09% 4.94% 5.65% Ages 16 to 18 05/25/04 Vanguard Income Portfolio 1.77% 0.71% 1.53% 0.87% 2.96% 3.32% Blended Index Benchmark: Income Composite 1.84% 0.84% 1.64% 1.05% 3.17% 3.49% Ages 19 and older 05/25/04 Vanguard Income Portfolio 1.77% 0.71% 1.53% 0.87% 2.96% 3.32% Blended Index Benchmark: Income Composite 1.84% 0.84% 1.64% 1.05% 3.17% 3.49% Vanguard Conservative Age-Based Portfolio Newborn through age 5 05/25/04 Vanguard Moderate Growth Index Portfolio 10.80% 11.81% 6.01% 7.80% 5.60% 6.50% Blended Index Benchmark: Moderate Growth Composite 10.83% 11.99% 6.26% 8.02% 5.73% 6.65% Ages 6 to 10 05/25/04 Vanguard Conservative Growth Index Portfolio 6.67% 6.17% 4.18% 4.83% 4.72% 5.42% Blended Index Benchmark: Conservative Growth Composite 6.83% 6.42% 4.46% 5.09% 4.94% 5.65% Ages 11 to 15 05/25/04 Vanguard Income Portfolio 1.77% 0.71% 1.53% 0.87% 2.96% 3.32% Blended Index Benchmark: Income Composite 1.84% 0.84% 1.64% 1.05% 3.17% 3.49% Ages 16 to 18 05/25/04 Vanguard Income Portfolio 1.77% 0.71% 1.53% 0.87% 2.96% 3.32% Blended Index Benchmark: Income Composite 1.84% 0.84% 1.64% 1.05% 3.17% 3.49% Ages 19 and older 09/09/16 Vanguard Money Market Option 0.50% 0.60% N/A N/A N/A 0.53% Benchmark: Money Market Funds Average 0.25% N/A N/A N/A N/A N/A 4 CollegeAdvantage.com AFFORD-IT ( )

5 Investment Options Inception Date YTD Performance as of 10/31/17 ANNUALIZED PERFORMANCE AS OF 10/31/17 1 year 3 years 5 years 10 years Since Inception READY-MADE RISK-BASED PORTFOLIOS Vanguard Aggressive Growth Index Portfolio 05/25/ % 23.79% 9.31% 13.55% 6.28% 8.24% Blended Index Benchmark: Aggressive Growth Composite 19.18% 23.89% 9.61% 13.82% 6.45% 8.40% Vanguard Growth Index Portfolio 05/25/ % 17.63% 7.69% 10.69% 6.25% 7.42% Blended Index Benchmark: Growth Composite 14.94% 17.81% 7.97% 10.93% 6.35% 7.54% Vanguard Moderate Growth Index Portfolio 05/25/ % 11.81% 6.01% 7.80% 5.60% 6.50% Blended Index Benchmark: Moderate Growth Composite 10.83% 11.99% 6.26% 8.02% 5.73% 6.65% Vanguard Conservative Growth Index Portfolio 05/25/ % 6.17% 4.18% 4.83% 4.72% 5.42% Blended Index Benchmark: Conservative Growth Composite 6.83% 6.42% 4.46% 5.09% 4.94% 5.65% Vanguard Income Portfolio 05/25/ % 0.71% 1.53% 0.87% 2.96% 3.32% Blended Index Benchmark: Income Composite 1.84% 0.84% 1.64% 1.05% 3.17% 3.49% INDIVIDUAL INVESTMENT OPTIONS International Equity Options (Stocks) Dimensional Fund Advisors World Ex. U.S. Core Equity Portfolio 06/19/ % 25.05% N/A N/A N/A 7.55% Benchmark: MSCI All Country World ex USA Index (net div) 23.41% 23.64% N/A N/A N/A 6.10% Vanguard Total International Stock Index Option 06/19/ % 23.69% N/A N/A N/A 6.43% Benchmark: FTSE Global All Cap ex US Index 23.24% 23.52% N/A N/A N/A 6.46% U.S. Equity Options (Stocks) Vanguard Strategic Equity Option 11/01/ % 24.57% 9.47% N/A N/A 11.33% Benchmark: Spliced Small and Mid Cap Index 13.62% 23.16% 9.71% N/A N/A 10.65% Vanguard Extended Market Index Option 05/25/ % 25.37% 9.34% 14.65% 8.02% 9.84% Benchmark: Spliced Extended Market Index 14.24% 25.43% 9.40% 14.73% 8.08% 9.93% Vanguard Morgan Growth Option 08/01/ % 29.39% 12.43% 16.41% N/A 10.50% Benchmark: Russell 3000 Growth Index 24.87% 29.80% 12.94% 16.71% N/A 11.76% Vanguard Windsor II Option 08/01/ % 19.49% 7.60% 12.41% N/A 8.87% Benchmark: Russell 1000 Value Index 8.70% 17.78% 7.99% 13.48% N/A 8.96% Vanguard 500 Index Option 05/25/ % 23.44% 10.58% 14.97% 7.36% 8.50% Benchmark: S&P 500 Index 16.91% 23.63% 10.77% 15.18% 7.51% 8.68% Balanced Option (Mix of Stocks & Bonds) Vanguard Wellington Option 02/17/ % 16.06% 7.77% 10.29% N/A 12.31% Benchmark: Wellington Composite Index 12.44% 15.76% 8.27% 10.79% N/A 13.17% Fixed Income Options (Bonds) Vanguard Corporate High Yield Option 06/19/ % 7.42% N/A N/A N/A 5.85% Benchmark: BloomBarc U.S. Corporate High-Yield Bond Index 6.66% 7.53% N/A N/A N/A 5.81% Dimensional Fund Advisors U.S. Investment Grade Portfolio 06/19/ % 0.66% N/A N/A N/A 2.57% Benchmark: BloomBarc Capital U.S. Aggregate Bond Index 3.20% 0.90% N/A N/A N/A 2.63% Vanguard Total Bond Market Index Option 06/19/ % 0.66% N/A N/A N/A 2.53% Benchmark: BloomBarc Capital U.S. Aggregate Float Adjusted Index 3.28% 0.94% N/A N/A N/A 2.67% Vanguard Short-Term Inflation-Protected Bond Index Option 06/19/ % 0.39% N/A N/A N/A 0.88% Benchmark: BloomBarc U.S. Treasury Inflation-Protected (Tips) 0-5 Year Index 0.85% 0.64% N/A N/A N/A 1.11% Capital Preservation Option (Cash) Vanguard Money Market Option 09/09/ % 0.60% N/A N/A N/A 0.53% Benchmark: U.S. Gov. Money Market Funds Average 0.25% N/A N/A N/A N/A N/A Banking Options (Cash) (FDIC-Insured To Certain Limits) Fifth Third 529 Savings Account 09/01/05 Current APY (1) Balances $0 - $4, % Balances $5,000 - $9, % Balances $10,000 - $24, % Balances $25,000 - $49, % Balances $50,000 - $99, % Balances $100,000 and over 0.25% Fifth Third 529 Certificate of Deposit (CD) 09/01/05 Current APY (2) 3-5 month CD 0.25% 6-11 month CD 1.00% month CD (1 to 2 years) 1.00% month CD (2 to 3 years) 1.45%* month CD (3 to 4 years) 1.55%* month CD (4 to 5 years) 1.55%* month CD (5 to 7 years) 2.00% month CD (7 to 10 years) 2.00% month CD (10 to 12 years) 2.00% The performance data shown represents past performance, which is not a guarantee of future results. Investment returns and Unit value will fluctuate, so the Units, when sold, may be worth more or less than their original cost. Performance is shown at Net Asset Value (NAV), which represents performance of the Investment Option reflecting plan expenses and those of the underlying mutual funds. Blended Index is a customized index composed of market indexes for the mutual funds in an Investment Option, weighted according to relative target allocations for the funds. (1) The Annual Percentage Yield (APY) is based on balance amount. Rates may change at any time. (2) All APYs shown assume CDs remain on deposit until maturity. A penalty will be imposed for early withdrawal; early withdrawal fees may reduce earnings. Rates may change at any time. For current Investment Performance data, which may be higher or lower than that cited above, please visit CollegeAdvantage.com. * As of October 27, 2017, Fifth Third Bank is offering the month CD with an APY of 1.45%, and and month CDs with an APY of 1.55% AFFORD-IT ( ) CollegeAdvantage.com 5

6 DIRECT PLAN FEES AND EXPENSES ACCOUNT OWNERS WILL BEAR EXPENSES AT THE COLLEGEADVANTAGE DIRECT PLAN LEVEL AND ALSO THE EXPENSES OF THE UNDERLYING MUTUAL FUNDS. ANNUAL ASSET-BASED PROGRAM FEES AS OF 7/28/17 Underlying Fund Expenses Portfolio Acctg & Admin Fee OTTA Fee Record- Keeping Fee Total Annual Fees $ year COST OF INVESTMENT 1 (WITH 5% RETURN ASSUMPTION) $10,000 1 year $10,000 3 years $10,000 5 years $10, years READY-MADE AGE-BASED PORTFOLIOS Advantage Age-Based Portfolio Newborn through age % 0.02% 0.02% 0.12% % $3.29 $32.89 $ $ $ Ages 6 to % 0.02% 0.02% 0.12% % $3.30 $32.97 $ $ $ Ages 10 to % 0.02% 0.02% 0.12% % $3.32 $33.25 $ $ $ Ages 13 to % 0.02% 0.02% 0.12% % $3.22 $32.16 $ $ $ Ages 17 and older % 0.02% 0.02% 0.12% % $2.98 $29.82 $93.73 $ $ Vanguard Aggressive Age-Based Portfolio Newborn through age % 0.02% 0.02% 0.12% % $2.05 $20.48 $64.43 $ $ Ages 6 to % 0.02% 0.02% 0.12% % $2.04 $20.36 $64.05 $ $ Ages 11 to % 0.02% 0.02% 0.12% % $2.02 $20.22 $63.63 $ $ Ages 16 to % 0.02% 0.02% 0.12% % $2.01 $20.10 $63.25 $ $ Ages 19 and older % 0.02% 0.02% 0.12% % $2.23 $22.26 $70.02 $ $ Vanguard Moderate Age-Based Portfolio Newborn through age % 0.02% 0.02% 0.12% % $2.04 $20.36 $64.05 $ $ Ages 6 to % 0.02% 0.02% 0.12% % $2.02 $20.22 $63.63 $ $ Ages 11 to % 0.02% 0.02% 0.12% % $2.01 $20.10 $63.25 $ $ Ages 16 to % 0.02% 0.02% 0.12% % $2.23 $22.26 $70.02 $ $ Ages 19 and older % 0.02% 0.02% 0.12% % $2.23 $22.26 $70.02 $ $ Vanguard Conservative Age-Based Portfolio Newborn through age % 0.02% 0.02% 0.12% % $2.02 $20.22 $63.63 $ $ Ages 6 to % 0.02% 0.02% 0.12% % $2.01 $20.10 $63.25 $ $ Ages 11 to % 0.02% 0.02% 0.12% % $2.23 $22.26 $70.02 $ $ Ages 16 to % 0.02% 0.02% 0.12% % $2.23 $22.26 $70.02 $ $ Ages 19 and older % 0.02% 0.02% 0.12% % $2.76 $27.64 $86.90 $ $ READY-MADE RISK-BASED PORTFOLIOS Vanguard Aggressive Growth Index Portfolio % 0.02% 0.02% 0.12% % $2.05 $20.48 $64.43 $ $ Vanguard Growth Index Portfolio % 0.02% 0.02% 0.12% % $2.04 $20.36 $64.05 $ $ Vanguard Moderate Growth Index Portfolio % 0.02% 0.02% 0.12% % $2.02 $20.22 $63.63 $ $ Vanguard Conservative Growth Index Portfolio % 0.02% 0.02% 0.12% % $2.01 $20.10 $63.25 $ $ Vanguard Income Portfolio % 0.02% 0.02% 0.12% % $2.23 $22.26 $70.02 $ $ CollegeAdvantage.com AFFORD-IT ( )

7 ANNUAL ASSET-BASED PROGRAM FEES AS OF 7/28/17 Underlying Fund Expenses Portfolio Acctg & Admin Fee OTTA Fee Record- Keeping Fee Total Annual Fees $ year COST OF INVESTMENT 1 (WITH 5% RETURN ASSUMPTION) $10,000 1 year $10,000 3 years $10,000 5 years $10, years INDIVIDUAL INVESTMENT OPTIONS International Equity Options (Stocks) Dimensional Fund Advisors World Ex. U.S. Core Equity Portfolio % 0.02% 0.02% 0.12% % $5.62 $56.22 $ $ $ Vanguard Total International Stock Index Option % 0.02% 0.02% 0.12% % $2.35 $23.55 $74.07 $ $ U.S. Equity Options (Stocks) Vanguard Strategic Equity Option % 0.02% 0.02% 0.12% % $3.48 $34.79 $ $ $ Vanguard Extended Market Index Option % 0.02% 0.02% 0.12% % $2.15 $21.50 $67.64 $ $ Vanguard Morgan Growth Option % 0.02% 0.02% 0.12% % $4.50 $45.00 $ $ $ Vanguard Windsor II Option % 0.02% 0.02% 0.12% % $4.19 $41.94 $ $ $ Vanguard 500 Index Option % 0.02% 0.02% 0.12% % $1.84 $18.43 $58.00 $ $ Balanced Option (Mix of Stocks & Bonds) Vanguard Wellington Option % 0.02% 0.02% 0.12% % $3.27 $32.75 $ $ $ Fixed Income Options (Bonds) Vanguard Corporate High Yield Option % 0.02% 0.02% 0.12% % $2.97 $29.68 $93.30 $ $ Dimensional Fund Advisors U.S. Investment Grade Portfolio % 0.02% 0.02% 0.12% % $3.89 $38.88 $ $ $ Vanguard Total Bond Market Index Option % 0.02% 0.02% 0.12% % $2.05 $20.48 $64.43 $ $ Vanguard Short-Term Inflation-Protected Bond Index Option % 0.02% 0.02% 0.12% % $2.05 $20.48 $64.43 $ $ Capital Preservation Option (Cash) Vanguard Money Market Option % 0.02% 0.02% 0.12% % $2.76 $27.64 $86.90 $ $ Banking Options (Cash) (FDIC-Insured To Certain Limits) Fifth Third 529 Savings Account % N/A N/A N/A % $0.00 $0.00 $0.00 $0.00 $0.00 Fifth Third 529 Certificate of Deposit (CD) % N/A N/A N/A % $0.00 $0.00 $0.00 $0.00 $ This column translates the fees and expenses shown in the preceding table columns into dollar amounts. It assumes that you invest $1,000 or $10,000 in the CollegeAdvantage Direct Plan for the time period shown and then redeem all of your shares at the end of this period. It assumes that such redemption is used solely to pay qualified higher education expenses. It also assumes a 5% return on your investment each year and that the Fund s operating expenses remain the same. The example is hypothetical; your actual costs and returns may be higher or lower. The asset-based fees may vary over time in accordance with agreements governing the Investment Options or due to changes in the underlying mutual fund expenses AFFORD-IT ( ) CollegeAdvantage.com 7

8 CollegeAdvantage is a 529 college savings plan offered and administered by the Ohio Tuition Trust Authority, an office within the Ohio Department of Higher Education. Before investing, please read the Offering Statement and all Supplements carefully and consider the risks, fees, your investment objectives, time horizon, and other relevant factors, before investing. If you are not a taxpayer in the state of Ohio, you should consider whether your home state offers any state tax or other benefits for investing in its 529 plan. Other than the Fifth Third Investment Options in the Direct Plan (Banking Options), money contributed to an account is not a bank deposit and is not insured by the FDIC or guaranteed in any way. Except for contributions invested in Banking Options, participants assume all investment risk related to the CollegeAdvantage Direct Plan and Advisor Plan, including the potential loss of principal. Contributions invested in Banking Options are an obligation of Fifth Third Bank and are insured by the FDIC, subject to certain limitations. OTTA-SUP1-1-18

9 SUPPLEMENT TO THE DIRECT PLAN OFFERING STATEMENT AND PARTICIPATION AGREEMENT DATED SEPTEMBER 8, 2016 Effective January 1, 2017 SUMMARY OF SUPPLEMENTAL CHANGES This is the first supplement to the CollegeAdvantage Direct 529 Plan Offering Statement and Participation Agreement dated Sept. 8, The changes are listed below and are described in detail herein. All changes as set forth below should be read in conjunction with the Offering Statement and Participation Agreement dated Sept. 8, Brief description of changes* Offering Statement, Sept. 8, 2016 Page # 1. Account Limit for Contributions: change in value amount Bloomberg Barclays Benchmark Name Change Updated Fee Table Convenience Fee Information Regarding 1099-Q Updated Investment Performance Updated Investment Manager Description For Fifth Third 6 7. Updated Penalty for Early Withdrawal of Fifth Third 529 CDs Updated Penalty for Early Withdrawal of Fifth Third 529 CDs - Appendix Updated Privacy Policy for Fifth Third - Appendix *Read the full description of changes detailed below. Do not rely only on the information in this list as it is not intended to convey the full details of the supplemental changes. 1. ACCOUNT LIMIT FOR CONTRIBUTIONS (PAGE 11) The Account Limit for Contributions is $445,000 as of Jan. 1, Accordingly, on page 11 in the section titled Account Limit for Contributions, in paragraph 1, last sentence, strike 2016 and replace with 2017; also strike $426,000 and replace with $445, BLOOMBERG BARCLAYS BENCHMARK NAME CHANGE (PAGES 25-36) Bloomberg L.P. recently acquired Barclays Risk Analytics and Index Solutions Ltd. As a result of the acquisition, the Barclays fixed income indexes have been rebranded as Bloomberg Barclays indexes. Accordingly, on page 25 in the section titled Investment Strategy under Vanguard Growth Index Portfolio (Stocks and Bonds), strike the two instances of the word Barclays in the third and fourth paragraphs and replace each with Bloomberg Barclays. Accordingly, on page 25 in the section titled Investment Benchmarks under Vanguard Growth Index Portfolio (Stocks and Bonds), strike the two instances of the word Barclays and replace each with Bloomberg Barclays. Accordingly, on page 26 in the section titled Investment Strategy under Vanguard Moderate Growth Index Portfolio (Stocks and Bonds), strike the two instances of the word Barclays in the third and fourth paragraphs and replace each with Bloomberg Barclays. Accordingly, on page 26 in the section titled Investment Benchmarks under Vanguard Moderate Growth Index Portfolio (Stocks and Bonds), strike the two instances of the word Barclays and replace each with Bloomberg Barclays AFFORD-IT ( ) 1/1/17 Supplement Page 1

10 2. BLOOMBERG BARCLAYS BENCHMARK NAME CHANGE (PAGES 25-36) continued Accordingly, on pages 26 and 27 in the section titled Investment Strategy under Vanguard Conservative Growth Index Portfolio (Stocks and Bonds), strike the two instances of the word Barclays in the second and third paragraphs and replace each with Bloomberg Barclays. Accordingly, on page 27 in the section titled Investment Benchmarks under Vanguard Conservative Growth Index Portfolio (Stocks and Bonds), strike the two instances of the word Barclays and replace each with Bloomberg Barclays. Accordingly, on page 27 in the section titled Investment Strategy under Vanguard Income Portfolio (Investment-Grade Intermediate-term Bond), strike the two instances of the word Barclays in the second and third paragraphs and replace each with Bloomberg Barclays. Accordingly, on page 27 in the section titled Investment Benchmarks under Vanguard Income Portfolio (Investment-Grade Intermediate-term Bond), strike the three instances of the word Barclays and replace each with Bloomberg Barclays. Accordingly, on page 30 in the section titled Investment Benchmark under Vanguard Wellington Option (U.S. Stocks and Bonds), strike the word Barclays and replace with Bloomberg Barclays. Accordingly, on page 31 in the section titled Investment Benchmark under Vanguard Corporate High Yield Option (Bonds), strike the word Barclays and replace with Bloomberg Barclays. Accordingly, on page 31 in the section titled Investment Strategy under Dimensional Fund Advisors U.S. Investment Grade Portfolio (Bonds), strike the word Barclays in the fourth paragraph and replace with Bloomberg Barclays. Accordingly, on page 32 in the section titled Investment Benchmark under Dimensional Fund Advisors U.S. Investment Grade Portfolio (Bonds), strike the word Barclays and replace with Bloomberg Barclays. Accordingly, on page 32 in the section titled Investment Strategy under Vanguard Total Bond Market Index Option (Bonds), strike the word Barclays and replace with Bloomberg Barclays. Accordingly, on page 32 in the section titled Investment Benchmark under Vanguard Total Bond Market Index Option (Bonds), strike the word Barclays and replace with Bloomberg Barclays. Accordingly, on page 32 in the section titled Investment Strategy under Vanguard Short-Term Inflation-Protected Bond Index Option (Bonds), strike the word Barclays in the first paragraph and replace with Bloomberg Barclays. Accordingly, on page 32 in the section titled Investment Benchmark under Vanguard Short-Term Inflation-Protected Bond Index Option (Bonds), strike the word Barclays and replace with Bloomberg Barclays. Accordingly, on page 36 in the section titled Investment Strategy under Vanguard Total International Bond Index Fund, strike the word Barclays and replace with Bloomberg Barclays. Accordingly, on page 36 in the section titled Investment Benchmark under Vanguard Total International Bond Index Fund, strike the word Barclays and replace with Bloomberg Barclays. Accordingly, on page 36 in the section titled Investment Strategy under Vanguard Total Bond Market II Index Fund, strike the word Barclays in the first paragraph and replace with Bloomberg Barclays. Accordingly, on page 36 in the section titled Investment Benchmark under Vanguard Total Bond Market II Index Fund, strike the word Barclays and replace with Bloomberg Barclays. Bloomberg Barclays indexes have been changed to BloomBarc under Fixed Income Options (Bonds) on the Updated Investment Performance on pages 5-6 of this Supplement. 3. UPDATED FEE TABLE (PAGES 42 AND 43) Plan fees for Recordkeeping decreased from 0.13% to 0.12% as of Nov. 1, The fee was reduced by one basis point as a result of the Direct Plan reaching a sufficient asset size ($4.5 billion for six consecutive months). Strike pages 42 and 43 and replace with the following most current version of the Direct Plan Fee Table, as found on pages 7-8 of this document AFFORD-IT ( ) 1/1/17 Supplement Page 2

11 4. CONVENIENCE FEE INFORMATION REGARDING 1099-Q (PAGE 47) Accordingly, on page 47, in the section titled IRS Form 1099-Q, insert the following paragraph between the first and second paragraphs: If applicable, a convenience fee(s) associated with a withdrawal will be included in the withdrawal amount reported on Form 1099-Q. Convenience fee is defined as an optional fee imposed on a specific investor. For example, an overnight delivery service fee is an optional convenience fee. 5. UPDATED INVESTMENT PERFORMANCE (PAGES 59 61) Investment Performance is updated monthly to reflect current performance results and any other changes, including, but not limited to changes to savings accounts and Certificate of Deposit (CD) annual percentage yield (APY) rates. Accordingly, strike pages 59 61, and replace with the following most current version of the Direct Plan Investment Performance document, found on pages 5-6 of this document. 6. UPDATED INVESTMENT MANAGER DESCRIPTION FOR FIFTH THIRD BANK (PAGE 6) Changes have made to the Investment Manager description for Fifth Third Bank. Accordingly, on page 6 in the section titled Investment Managers, under Fifth Third Bank, replace the first paragraph with: Fifth Third Bancorp is a diversified financial services company headquartered in Cincinnati, Ohio. As of September 30, 2016, the Company had $143 billion in assets and operates 1,191 full-service Banking Centers, including 94 Bank Mart locations, most open seven days a week, inside select grocery stores, and 2,497 ATMs in Ohio, Kentucky, Indiana, Michigan, Illinois, Florida, Tennessee, West Virginia, Georgia and North Carolina as well as over 45,000 fee-free ATMs nationally as a result of joining the Allpoint network. Fifth Third operates four main businesses: Commercial Banking, Branch Banking, Consumer Lending, and Investment Advisors. Fifth Third also has an 18.3% interest in Vantiv Holding, LLC. Fifth Third is among the largest money managers in the Midwest and, as of September 30, 2016, had $314 billion in assets under care, of which it managed $27 billion for individuals, corporations, and not-for-profit organizations. Investor information and press releases can be viewed at Fifth Third s common stock is traded on the Nasdaq Global Select Market under the symbol FITB. Member FDIC. 7. UPDATED PENALTY FOR EARLY WITHDRAWAL OF FIFTH THIRD 529 CDS (PAGE 35) Changes have made to the penalty for early withdrawals of Fifth Third 529 CDs. Accordingly, on page 35 in the section titled Penalty for Early Withdrawal, strike the third sentence in the paragraph so it reads: There are no fees charged by Fifth Third to open or maintain a Fifth Third 529 CD. There is, however, a penalty if the 529 CD is liquidated prior to the date of maturity of the CD. Please see the 529 Certificate of Deposit Interest Information in Appendix - Fifth Third on page 70. This early termination penalty applies to all withdrawals, rollovers, and exchanges initiated by the Account Owner AFFORD-IT ( ) 1/1/17 Supplement Page 3

12 8. UPDATED PENALTY FOR EARLY WITHDRAWAL OF FIFTH THIRD 529 CDS - APPENDIX (PAGE 70) Changes have been made to the penalties for early withdrawal of Fifth Third 529 Certificates of Deposit (CDs). Accordingly, on page 70, strike the two paragraphs titled Penalties for Early Withdrawal, and replace in its entirety with: Penalties for Early Withdrawals A penalty will apply if Principal is withdrawn prior to maturity date, based on the terms of the CD. For CDs issued prior to Aug. 10, 2015, these are the following penalties for early withdrawal. Penalties are recorded as a reduction of interest expense. CD Term CD Penalties for Early Withdrawal 3 months 12 months Which is greater: An amount equal to three months of interest or onehalf of the interest for the unexpired term of CD 12 months or greater Which is greater: An amount equal to six months of interest or one-half of the interest for the unexpired term of CD For CDs issued after Aug. 10, 2015, these are the following penalties for early withdrawal. Penalties are recorded as a reduction of interest expense. CD Term Less than 12 months CD Penalties for Early Withdrawal 1% of principal withdrawn months 2% of principal withdrawn 36 months or greater 3% of principal withdrawn 9. UPDATED PRIVACY POLICY FOR FIFTH THIRD - APPENDIX (PAGE 71-72) Changes have been made to the privacy policy for consumer information with Fifth Third. Accordingly, on page 71, in To Limit Our Sharing section, strike the second bulleted item. Accordingly, on page 72, in Other Important Information section, add the following two sentences at the top of the section: If you have elected to limit our sharing, your opt-out election is indefinite. No action is necessary to preserve your opt-out status. Accordingly, on page 72, in List Of Affiliates section, strike SLK Global/BPO Services Pvt. Ltd., then add the following affiliates: Fifth Third Mortgage Insurance Reinsurance Co.; American Tax and Property Reporting, Inc.; SLK Global Solutions Pvt. Ltd.; SLK Global Solutions Philippines, Inc.; Fifth Third Commercial Funding, Inc.; and Card Management Company, LLC. To review the entire Fifth Third s privacy policy for consumer information, visit AFFORD-IT ( ) 1/1/17 Supplement Page 4

13 INVESTMENT PERFORMANCE At-a-glance information about the CollegeAdvantage Direct Plan investment options available. Investment Options Inception Date YTD Performance as of 10/31/16 ANNUALIZED PERFORMANCE AS OF 10/31/16 1 year 3 years 5 years 10 years Since Inception READY-MADE AGE-BASED PORTFOLIOS Advantage Age-Based Portfolio Newborn through age 5 02/17/ % 3.48% 5.17% 10.13% N/A 14.28% Blended Index Benchmark 5.93% 3.60% 5.07% 9.99% N/A 14.26% Ages 6 to 9 02/17/ % 3.80% 5.31% 9.91% N/A 13.78% Blended Index Benchmark 5.89% 3.81% 5.07% 9.66% N/A 13.83% Ages 10 to 12 02/17/ % 4.05% 5.34% 9.44% N/A 12.81% Blended Index Benchmark 6.17% 4.17% 5.11% 9.14% N/A 13.12% Ages 13 to 16 02/17/ % 3.71% 3.67% 6.41% N/A 9.02% Blended Index Benchmark 5.38% 3.82% 3.68% 6.09% N/A 10.03% Ages 17 and older 02/17/ % 2.75% 1.86% 2.63% N/A 3.80% Blended Index Benchmark 3.68% 2.87% 1.99% 2.56% N/A 4.56% Vanguard Aggressive Age-Based Portfolio Newborn through age 5 05/24/04 Vanguard Aggressive Growth Index Portfolio 5.45% 3.26% 5.92% 11.51% 5.61% 7.08% Blended Index Benchmark: Aggressive Growth Composite 5.56% 3.41% 6.19% 11.69% 5.80% 7.24% Ages 6 to 10 05/24/04 Vanguard Growth Index Portfolio 5.56% 3.73% 5.48% 9.44% 5.77% 6.64% Blended Index Benchmark: Growth Composite 5.65% 3.93% 5.72% 9.62% 5.87% 6.75% Ages 11 to 15 05/24/04 Vanguard Moderate Growth Index Portfolio 5.47% 4.05% 4.93% 7.28% 5.47% 6.08% Blended Index Benchmark: Moderate Growth Composite 5.62% 4.31% 5.13% 7.47% 5.61% 6.24% Ages 16 to 18 05/24/04 Vanguard Conservative Growth Index Portfolio 5.28% 4.25% 4.20% 5.01% 4.96% 5.36% Blended Index Benchmark: Conservative Growth Composite 5.47% 4.56% 4.43% 5.27% 5.17% 5.59% Ages 19 and older 05/24/04 Vanguard Income Portfolio 3.43% 3.01% 2.05% 1.56% 3.42% 3.53% Blended Index Benchmark: Income Composite 3.52% 3.18% 2.21% 1.80% 3.63% 3.71% Vanguard Moderate Age-Based Portfolio Newborn through age 5 05/24/04 Vanguard Growth Index Portfolio 5.56% 3.73% 5.48% 9.44% 5.77% 6.64% Blended Index Benchmark: Growth Composite 5.65% 3.93% 5.72% 9.62% 5.87% 6.75% Ages 6 to 10 05/24/04 Vanguard Moderate Growth Index Portfolio 5.47% 4.05% 4.93% 7.28% 5.47% 6.08% Blended Index Benchmark: Moderate Growth Composite 5.62% 4.31% 5.13% 7.47% 5.61% 6.24% Ages 11 to 15 05/24/04 Vanguard Conservative Growth Index Portfolio 5.28% 4.25% 4.20% 5.01% 4.96% 5.36% Blended Index Benchmark: Conservative Growth Composite 5.47% 4.56% 4.43% 5.27% 5.17% 5.59% Ages 16 to 18 05/24/04 Vanguard Income Portfolio 3.43% 3.01% 2.05% 1.56% 3.42% 3.53% Blended Index Benchmark: Income Composite 3.52% 3.18% 2.21% 1.80% 3.63% 3.71% Ages 19 and older 05/24/04 Vanguard Income Portfolio 3.43% 3.01% 2.05% 1.56% 3.42% 3.53% Blended Index Benchmark: Income Composite 3.52% 3.18% 2.21% 1.80% 3.63% 3.71% Vanguard Conservative Age-Based Portfolio Newborn through age 5 05/24/04 Vanguard Moderate Growth Index Portfolio 5.47% 4.05% 4.93% 7.28% 5.47% 6.08% Blended Index Benchmark: Moderate Growth Composite 5.62% 4.31% 5.13% 7.47% 5.61% 6.24% Ages 6 to 10 05/24/04 Vanguard Conservative Growth Index Portfolio 5.28% 4.25% 4.20% 5.01% 4.96% 5.36% Blended Index Benchmark: Conservative Growth Composite 5.47% 4.56% 4.43% 5.27% 5.17% 5.59% Ages 11 to 15 05/24/04 Vanguard Income Portfolio 3.43% 3.01% 2.05% 1.56% 3.42% 3.53% Blended Index Benchmark: Income Composite 3.52% 3.18% 2.21% 1.80% 3.63% 3.71% Ages 16 to 18 05/24/04 Vanguard Income Portfolio 3.43% 3.01% 2.05% 1.56% 3.42% 3.53% Blended Index Benchmark: Income Composite 3.52% 3.18% 2.21% 1.80% 3.63% 3.71% Ages 19 and older 09/08/16 Vanguard Money Market Option N/A N/A N/A N/A N/A N/A Benchmark: Money Market Funds Average N/A N/A N/A N/A N/A N/A AFFORD-IT ( ) 1/1/17 Supplement Page 5

14 Investment Options Inception Date YTD Performance as of 10/31/16 ANNUALIZED PERFORMANCE AS OF 10/31/16 1 year 3 years 5 years 10 years Since Inception READY-MADE RISK-BASED PORTFOLIOS Vanguard Aggressive Growth Index Portfolio 05/24/ % 3.26% 5.92% 11.51% 5.61% 7.08% Blended Index Benchmark: Aggressive Growth Composite 5.56% 3.41% 6.19% 11.69% 5.80% 7.24% Vanguard Growth Index Portfolio 05/24/ % 3.73% 5.48% 9.44% 5.77% 6.64% Blended Index Benchmark: Growth Composite 5.65% 3.93% 5.72% 9.62% 5.87% 6.75% Vanguard Moderate Growth Index Portfolio 05/24/ % 4.05% 4.93% 7.28% 5.47% 6.08% Blended Index Benchmark: Moderate Growth Composite 5.62% 4.31% 5.13% 7.47% 5.61% 6.24% Vanguard Conservative Growth Index Portfolio 05/24/ % 4.25% 4.20% 5.01% 4.96% 5.36% Blended Index Benchmark: Conservative Growth Composite 5.47% 4.56% 4.43% 5.27% 5.17% 5.59% Vanguard Income Portfolio 05/24/ % 3.01% 2.05% 1.56% 3.42% 3.53% Blended Index Benchmark: Income Composite 3.52% 3.18% 2.21% 1.80% 3.63% 3.71% INDIVIDUAL INVESTMENT OPTIONS International Equity Options (Stocks) Dimensional Fund Advisors World Ex. U.S. Core Equity Portfolio 06/19/ % 3.37% N/A N/A N/A -3.68% Benchmark: MSCI All Country World ex USA Index (net div) 4.30% 0.22% N/A N/A N/A -5.13% Vanguard Total International Stock Index Option 06/19/ % 1.19% N/A N/A N/A -4.65% Benchmark: FTSE Global All Cap ex US Index 4.48% 0.92% N/A N/A N/A -4.50% U.S. EQUITY OPTIONS (STOCKS) Vanguard Strategic Equity Option 11/04/ % 1.23% N/A N/A N/A 7.24% Benchmark: Spliced Small and Mid Cap Index 6.80% 4.47% N/A N/A N/A 6.76% Vanguard Extended Market Index Option 05/24/ % 3.15% 4.94% 12.19% 7.13% 8.68% Benchmark: Spliced Extended Market Index 5.61% 3.18% 5.02% 12.29% 7.22% 8.77% Vanguard Morgan Growth Option 08/01/ % -0.41% 8.32% 12.46% N/A 8.41% Benchmark: Russell 3000 Growth Index 3.32% 2.08% 8.90% 13.47% N/A 9.75% Vanguard Windsor II Option 08/01/ % 2.74% 6.01% 11.90% N/A 7.65% Benchmark: Russell 1000 Value Index 8.29% 6.37% 7.59% 13.31% N/A 7.94% Vanguard 500 Index Option 05/24/ % 4.30% 8.61% 13.35% 6.54% 7.38% Benchmark: S&P 500 Index 5.87% 4.51% 8.84% 13.57% 6.70% 7.56% BALANCED OPTION (MIX OF STOCKS AND BONDS) Vanguard Wellington Option 02/17/ % 4.83% 6.40% 9.60% N/A 11.83% Benchmark: Wellington Composite Index 6.09% 5.07% 7.41% 10.26% N/A 12.84% FIXED INCOME OPTIONS (BONDS) Vanguard Corporate High Yield Option 06/19/ % 7.14% N/A N/A N/A 4.71% Benchmark: BloomBarc U.S. Corporate High-Yield Bond Index 12.49% 8.28% N/A N/A N/A 4.57% Dimensional Fund Advisors U.S. Investment Grade Portfolio 06/19/ % 4.46% N/A N/A N/A 3.99% Benchmark: BloomBarc Capital U.S. Aggregate Bond Index 4.99% 4.37% N/A N/A N/A 3.90% Vanguard Total Bond Market Index Option 06/19/ % 4.25% N/A N/A N/A 3.92% Benchmark: BloomBarc Capital U.S. Aggregate Float Adjusted Index 5.13% 4.48% N/A N/A N/A 3.95% Vanguard Short-Term Inflation-Protected Bond Index Option 06/19/ % 2.42% N/A N/A N/A 1.24% Benchmark: BloomBarc U.S. Treasury Inflation-Protected (Tips) 0-5 Year Index 3.03% 2.64% N/A N/A N/A 1.46% CAPITAL PRESERVATION OPTION (CASH) Vanguard Money Market Option 09/08/16 N/A N/A N/A N/A N/A N/A Benchmark: Money Market Funds Average N/A N/A N/A N/A N/A N/A BANKING OPTIONS (CASH) (FDIC-insured to certain limits) Fifth Third 529 Savings Account 09/01/05 Current APY(1) Balances $0 - $4, % Balances $5,000 - $9, % Balances $10,000 - $24, % Balances $25,000 - $49, % Balances $50,000 - $99, % Balances $100,000 and over 0.25% Fifth Third 529 Certificate of Deposit (CD) 09/01/05 Current APY(2) 3-5 month CD 0.25% 6-11 month CD 0.30% month CD (1 to 2 years) 0.50% month CD (2 to 3 years) 1.00% month CD (3 to 4 years) 1.25% month CD (4 to 5 years) 1.50% month CD (5 to 7 years) 2.00% month CD (7 to 10 years) 2.00% month CD (10 to 12 years) 2.00% The performance data shown represents past performance, which is not a guarantee of future results. Investment returns and Unit value will fluctuate, so the Units, when sold, may be worth more or less than their original cost. Performance is shown at Net Asset Value (NAV), which represents performance of the Investment Option reflecting plan expenses and those of the underlying mutual funds. Blended Index is a customized index composed of market indexes for the mutual funds in an Investment Option, weighted according to relative target allocations for the funds. (1) The Annual Percentage Yield (APY) is based on balance amount. Rates may change at any time. (2) All APYs shown assume CDs remain on deposit until maturity. A penalty will be imposed for early withdrawal; early withdrawal fees may reduce earnings. Rates may change at any time. For current Investment Performance data, which may be higher or lower than that cited above, please visit www. CollegeAdvantage.com AFFORD-IT ( ) 1/1/17 Supplement Page 6

15 DIRECT PLAN FEES AND EXPENSES Account Owners will bear expenses at the CollegeAdvantage Direct Plan level and also the expenses of the underlying mutual funds. Underlying Fund Expenses Annual Asset-Based Program Fees as of November 1, 2016 Portfolio Acctg & Admin Fee Recordkeeping Fee Total Annual Fees Cost of Investment 1 (with 5% Return Assumption) 1 This column translates the fees and expenses shown in the preceding table columns into dollar amounts. It assumes that you invest $1,000 or $10,000 in the CollegeAdvantage Direct Plan for the time period shown and then redeem all of your shares at the end of this period. It assumes that such redemption is used solely to pay qualified higher education expenses. It also assumes a 5% return on your investment each year and that the Fund s operating expenses remain the same. The example is hypothetical; your actual costs and returns may be higher or lower. The asset-based fees may vary over time in accordance with agreements governing the Investment Options or due to changes in the underlying mutual fund expenses. $1,000 1 Year $10,000 1 Year $10,000 3 Years $10,000 5 Years $10, Years OTTA Fee READY-MADE AGE-BASED PORTFOLIOS Advantage Age-Based Portfolio Newborn through age % 0.02% 0.02% 0.12% % $3.41 $34.06 $ $ $ Ages % 0.02% 0.02% 0.12% % $3.39 $33.86 $ $ $ Ages % 0.02% 0.02% 0.12% % $3.39 $33.94 $ $ $ Ages % 0.02% 0.02% 0.12% % $3.26 $32.59 $ $ $ Ages 17 and older % 0.02% 0.02% 0.12% % $3.00 $30.03 $94.39 $ $ Vanguard Aggressive Age-Based Portfolio Newborn through age % 0.02% 0.02% 0.12% % $2.05 $20.48 $64.43 $ $ Ages 6 to % 0.02% 0.02% 0.12% % $2.05 $20.51 $64.54 $ $ Ages 11 to % 0.02% 0.02% 0.12% % $2.05 $20.53 $64.60 $ $ Ages 16 to % 0.02% 0.02% 0.12% % $2.06 $20.56 $64.69 $ $ Ages 19 and older % 0.02% 0.02% 0.12% % $2.29 $22.90 $72.04 $ $ Vanguard Moderate Age-Based Portfolio Newborn through age % 0.02% 0.02% 0.12% % $2.05 $20.51 $64.54 $ $ Ages 6 to % 0.02% 0.02% 0.12% % $2.05 $20.53 $64.60 $ $ Ages 11 to % 0.02% 0.02% 0.12% % $2.06 $20.56 $64.69 $ $ Ages 16 to % 0.02% 0.02% 0.12% % $2.29 $22.90 $72.04 $ $ Ages 19 and older % 0.02% 0.02% 0.12% % $2.29 $22.90 $72.04 $ $ Vanguard Conservative Age-Based Portfolio Newborn through age % 0.02% 0.02% 0.12% % $2.05 $20.53 $64.60 $ $ Ages 6 to % 0.02% 0.02% 0.12% % $2.06 $20.56 $64.69 $ $ Ages 11 to % 0.02% 0.02% 0.12% % $2.29 $22.90 $72.04 $ $ Ages 16 to % 0.02% 0.02% 0.12% % $2.29 $22.90 $72.04 $ $ Ages 19 and older % 0.02% 0.02% 0.12% % $2.76 $27.64 $86.90 $ $ READY-MADE RISK-BASED PORTFOLIOS Vanguard Aggressive Growth Index % 0.02% 0.02% 0.12% % $2.05 $20.48 $64.43 $ $ Portfolio Vanguard Growth Index Portfolio % 0.02% 0.02% 0.12% % $2.05 $20.51 $64.54 $ $ Vanguard Moderate Growth Index % 0.02% 0.02% 0.12% % $2.05 $20.53 $64.60 $ $ Portfolio Vanguard Conservative Growth Index % 0.02% 0.02% 0.12% % $2.06 $20.56 $64.69 $ $ Portfolio Vanguard Income Portfolio % 0.02% 0.02% 0.12% % $2.29 $22.90 $72.04 $ $ AFFORD-IT ( ) 1/1/17 Supplement Page 7

16 DIRECT PLAN FEES AND EXPENSES Continued Underlying Fund Expenses INDIVIDUAL INVESTMENT OPTIONS Annual Asset-Based Program Fees as of November 1, 2016 Portfolio Acctg & Admin Fee OTTA Fee Recordkeeping Fee Total Annual Fees Cost of Investment 1 (with 5% Return Assumption) International Equity Options (Stocks) Annual Asset-Based Program Fees as of Cost of Investment 1 Dimensional Fund Advisors World Ex % 0.02% August 0.02% 1, % % $6.44 (with $ % Return $ Assumption) $ $ U.S. Core Equity Portfolio Underlying Portfolio DIRECT Vanguard PLAN Total FEES International Stock % Fund Acctg 0.02% & 0.02% Recordkeeping Fee Fees 1 Year 1 Year 3 Years 5 Years 10 Years 0.12% Total % Annual $1,000 $2.35 $10,000 $23.55 $10,000 $74.07 $ $10,000 $ $10,000 AND Index EXPENSES Option Expenses Admin Fee OTTA Fee U.S. Equity Options (Stocks) Vanguard Strategic Equity Option % 0.02% 0.02% 0.12% % $3.79 $37.86 $ $ $ Vanguard Extended Market Index % 0.02% 0.02% 0.12% % $2.15 $21.50 $67.64 $ $ Option Vanguard Morgan Growth Option % 0.02% 0.02% 0.12% % $4.40 $43.98 $ $ $ Vanguard Windsor II Option % 0.02% 0.02% 0.12% % $4.30 $42.96 $ $ $ Vanguard 500 Index Option % 0.02% 0.02% 0.12% % $1.84 $18.43 $58.00 $ $ Balanced Option (Mix of Stocks and Bonds) Vanguard Wellington Option % 0.02% 0.02% 0.12% % $3.48 $34.79 $ $ $ Fixed Income Options (Bonds) Vanguard Corporate High Yield Option % 0.02% 0.02% 0.12% % $2.97 $29.68 $93.30 $ $ Dimensional Fund Advisors U.S % 0.02% 0.02% 0.12% % $3.89 $38.88 $ $ $ Investment Grade Portfolio Vanguard Total Bond Market Index % 0.02% 0.02% 0.12% % $2.15 $21.50 $67.64 $ $ Option Vanguard Short-Term Inflation- Protected Bond Index Option % 0.02% 0.02% 0.12% % $2.15 $21.50 $67.64 $ $ Capital Preservation Option (Cash) Vanguard Money Market Option % 0.02% 0.02% 0.12% % $2.76 $27.64 $86.90 $ $ Banking Options (Cash) (FDIC-insured to certain limits) Fifth Third 529 Savings Account 0.000% N/A N/A N/A 0.000% $0.00 $0.00 $0.00 $0.00 $0.00 Fifth Third 529 Certificate of Deposit (CD) 0.000% N/A N/A N/A 0.000% $0.00 $0.00 $0.00 $0.00 $ This column translates the fees and expenses shown in the preceding table columns into dollar amounts. It assumes that you invest $1,000 or $10,000 in the CollegeAdvantage Direct Plan for the time period shown and then redeem all of your shares at the end of this period. It assumes that such redemption is used solely to pay qualified higher education expenses. It also assumes a 5% return on your investment each year and that the Fund s operating expenses remain the same. The example is hypothetical; your actual costs and returns may be higher or lower. The asset-based fees may vary over time in accordance with agreements governing the Investment Options or due to changes in the underlying mutual fund expenses. $1,000 1 Year $10,000 1 Year $10,000 3 Years $10,000 5 Years $10, Years CollegeAdvantage is a 529 college savings plan offered and administered by the Ohio Tuition Trust Authority, an office within the Ohio Department of Higher Education. Before investing, please read the Offering Statement and all Supplements carefully and consider risks, fees, your investment objectives, time horizon, and other relevant factors, before investing. If you are not a taxpayer in the state of Ohio, you should consider whether your home state offers any state tax or other benefits for investing in its 529 plan. Other than the Fifth Third Investment Options in the Direct Plan (Banking Options), money contributed to an account is not a bank deposit and is not insured by the FDIC or guaranteed in any way. Except for contributions invested in Banking Options, participants assume all investment risk related to the CollegeAdvantage Direct Plan and Advisor Plan, including the potential loss of principal. Contributions invested in Banking Options are an obligation of Fifth Third Bank and are insured by the FDIC, subject to certain limitations. OTTA-Sup AFFORD-IT ( ) 1/1/17 Supplement Page 8