TRANSITION OF THE NAPA PROFIT SHARING PLANS TO PRUDENTIAL RETIREMENT: NOTICE OF BLACKOUT PERIOD AND INVESTMENT CHANGES
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1 TRANSITION OF THE NAPA PROFIT SHARING PLANS TO PRUDENTIAL RETIREMENT: NOTICE OF BLACKOUT PERIOD AND INVESTMENT CHANGES We re moving the recordkeeping of the NAPA Profit Sharing Plans from Voya to Prudential Retirement to bring you the very best in retirement savings resources. This letter includes information about: A brief blackout period when you will be unable to perform most account transactions Changes to your investments that will take place when your account is transferred BLACKOUT PERIOD To enable us to transfer your account balance and other information to Prudential Retirement completely and accurately, you will be unable to perform most account transactions during a brief blackout period. During the blackout period, you will be temporarily unable to exercise rights otherwise available under the plan, such as directing or diversifying investments in your individual account, obtaining a loan, or receiving a distribution from the plan. Whether or not you are planning retirement in the near future, we encourage you to carefully consider how this blackout period may affect your retirement planning, as well as your overall financial plan. Some of the account transactions in your plan will have separate blackout dates as follows: Paper transactions and brokerage activity blackout will begin on May 25, 2018 and end on or about June 11, For distributions, loans, contribution amount changes or moving assets among investments, blackout will begin on May 29, 2018 and end on or about June 11, REVIEW YOUR CURRENT INVESTMENT ALLOCATIONS It is very important that you review and consider the appropriateness of your current investments in light of your inability to direct or diversify those investments during the blackout period. For your long-term retirement security, you should give careful consideration to the importance of a wellbalanced and diversified investment portfolio, taking into account all your assets, income, and investments and any fees. 30-DAY REQUIREMENT We re required to give you this notice at least 30 days before the blackout period starts. This gives you time to review your account and financial plans and, if you wish, initiate transactions you will not be able to make during the blackout. INVESTMENT CHANGES Voya will transfer all shares in-kind (some subject to a share class change) except for BlackRock Inflation Protected Bond Portfolio Institutional (DSDYX). This fund will be liquidated and wired to Prudential to map into the Fidelity Inflation Protected Bond Index Premium (FSIYX). Shares that transfer in-kind, or converting share classes, remain in the market at all times. Liquidated assets will be out of the market for at least one business day. There is a possibility that this process can take more than one business day. 1
2 Old Fund From: New Fund To: New Gross Expense Ratio Stable Value Met Life Stable Value Stable Value Intermediate- Term Bond High Yield Bond World Bond Inflation-Protected Bond Large Value Large Growth Mid-Cap Value Mid-Cap Growth Small Blend Foreign Large Blend Foreign Small/Mid Growth Global Real Estate * Registered mutual fund Western Asset Core Plus Bond Fund I (WACPX)* AB High Income K (AGDKX)* Dreyfus/Standish Global Fixed Income Y (DSDYX)* BlackRock Inflation Protected Bond Portfolio Institutional (BPRIX)* American Beacon Bridgeway Large Cap Value Investor (BWLIX)* Voya Large Cap Growth Portfolio Institutional (IEOHX)* Victory Sycamore Established Value I (VEVIX)* Victory Munder Mid-Cap Core Growth Y (MGOYX)* JPMorgan US Small Company I (JSCSX)* Dodge & Cox International Stock (DODFX)* Oppenheimer International Small-Mid Co A (OSMAX)* Principal Global Real Estate Sec Instl (POSIX)* SSGA S&P 500 Index SSGA S&P 400 Mid Cap Index SSGA Russell 2000 Index Fund Intermediate- Term Bond High Yield Bond World Bond Inflation- Protected Bond Large Value Large Growth Mid-Cap Value Mid-Cap Growth Small Blend Foreign Large Blend Foreign Small/Mid Growth Global Real Estate Met Life Stable Value Solutions Fund J Western Asset Core Plus Bond A (WAPAX)* AB High Income K (AGDKX)* Dreyfus/Standish Global Fixed Income I (SDGIX)* Fidelity Inflation-Prot Bd Idx Prem (FSIYX)* American Beacon Bridgeway Lg Cp Val R6 (BWLRX)* Voya Large-Cap Growth I (PLCIX)* Victory Sycamore Established Value I (VEVIX)* Victory Munder Mid-Cap Core Growth Y (MGOYX)* JPMorgan US Small Company I (JSCSX)* Dodge & Cox International Stock (DODFX)* Oppenheimer International Small-Mid Co A (OSMAX)* Principal Global Real Estate Sec Instl (POSIX)* State Street S&P 500 Index Series Fund Class XII State Street S&P MidCap Index Series Fund Class XII State Street Russell Small Cap Index Non- Lending Series Fund Class S 0.47% 0.89% 0.89% 0.52% 0.09% 0.71% 0.77% 0.62% 1.04% 0.98% 0.64% 1.42% 0.96% 0.023% 0.052% 0.052% 2
3 Old Fund From: New Fund To: New Gross Expense Ratio Passive International Fixed Income Target Retirement * Registered mutual fund SSGA MSCI EAFE Index Fund SSGA Bond Market Index SSGA Income Fund Passive International Fixed Income Target Retirement State Street International Index Series Fund Class C State Street U.S. Bond Index Series Fund Class XII Retirement Income Retirement 2015 Retirement 2020 Retirement 2025 Retirement 2030 Retirement 2035 Retirement 2040 Retirement 2045 Retirement 2050 Retirement 2055 Retirement % 0.052% 3
4 Retirement funds are target-date funds. The target date is the approximate date when investors plan to retire and may begin withdrawing their money. The asset allocation of the target date funds will become more conservative as the target date approaches by lessening the equity exposure and increasing the exposure in fixed income type investments. The principal value of an investment in a target date fund is not guaranteed at any time, including the target date. There is no guarantee that the fund will provide adequate retirement income. A target date fund should not be selected based solely on age or retirement date. Participants should carefully consider the investment objectives, risks, charges and expenses of any Fund before investing. Funds are not guaranteed investment and the stated asset allocation may be subject to change. It is possible to lose money by investing in securities, including losses near and following retirement. Your investment options once your plan transfers to Prudential Retirement: Investment Category Stable Value Intermediate-Term Bond High Yield Bond World Bond Inflation-Protected Bond Large Value Large Growth Mid-Cap Value Mid-Cap Growth Small Blend Foreign Large Blend Foreign Small/Mid Growth Global Real Estate Passive International Fixed Income Target Retirement *Registered mutual fund Fund Name Met Life Stable Value Solutions Fund J Western Asset Core Plus Bond A (WAPAX)* AB High Income K (AGDKX)* Dreyfus/Standish Global Fixed Income I (SDGIX)* Fidelity Inflation-Prot Bd Idx Prem (FSIYX)* American Beacon Bridgeway Lg Cp Val R6 (BWLRX)* Voya Large-Cap Growth I (PLCIX)* Victory Sycamore Established Value I (VEVIX)* Victory Munder Mid-Cap Core Growth Y (MGOYX)* JPMorgan US Small Company I (JSCSX)* Dodge & Cox International Stock (DODFX)* Oppenheimer International Small-Mid Co A (OSMAX)* Principal Global Real Estate Sec Instl (POSIX)* State Street S&P 500 Index Series Fund Class XII State Street S&P MidCap Index Series Fund Class XII State Street Russell Small Cap Index Non-Lending Series Fund Class S State Street International Index Series Fund Class C State Street U.S. Bond Index Series Fund Class XII Retirement Income Series Fund Retirement 2015 Series Fund Retirement 2020 Series Fund Retirement 2025 Series Fund Retirement 2030 Series Fund Retirement 2035 Series Fund Retirement 2040 Series Fund Retirement 2045 Series Fund 4
5 Investment Category Target Retirement *Registered mutual fund Fund Name Retirement 2050 Series Fund Retirement 2055 Series Fund Retirement 2060 Series Fund The most recent fund fact sheets for the funds are enclosed for your review. Visit for the most current expense ratios. Please note that the fund fact sheets for the following funds are not currently available. Met Life Stable Value Solutions Fund J American Beacon Bridgeway Lg Cp Val R6 (BWLRX)* State Street S&P 500 Index Series Fund Class XII State Street S&P MidCap Index Series Fund Class XII State Street Russell Small Cap Index Non-Lending Series Fund Class S State Street International Index Series Fund Class C State Street U.S. Bond Index Series Fund Class XII Retirement Income Retirement 2015 Retirement 2020 Retirement 2025 Retirement 2030 Retirement 2035 Retirement 2040 Retirement 2045 Retirement 2050 Retirement 2055 Retirement 2060 Once they are available, they will be posted on FEES Below are fees and expenses for general plan administrative services and individual expenses that may apply to your account: Fee Type Fee Amount Frequency Express Mail Fee $25.00 Per Applicable Transaction Per Participant Charge $65.00 Annual Amount Deducted Quarterly QDRO $ Per Applicable Transaction Self-Directed Brokerage Annual Fee $50.00 Annual Loan Origination $50.00 Per Applicable Transaction Some investment choices may generate revenue share attributable to recordkeeping and administration through revenue sharing agreements, (e.g. 12b-1s, sub-transfer agent fees, or additional recordkeeping to recordkeeping). If you are invested in any investment choices that generate this revenue it will be credited back to your account after it is received from the fund company that collected it. It will be shown on your quarterly statement as a non-investment credit to your account and credited back to the fund that generated it. 5
6 Though several expense ratios are higher than current funds, NAPA has negotiated fund revenue sharing credits that are applied to the Plan. The Plan passes these credits to you resulting in overall lower fund expenses. ADDITIONAL INVESTMENT INFORMATION AND PRODUCTS AVAILABLE TO YOU RESTRICTIONS ON FREQUENT TRADING If you make excessive transfers into and out of (or out of and into) the same investment fund, your ability to make investment transfers involving those funds may be restricted. Excessive trading is: One or more round-trip trades (transfers into and out of the same fund) within a 30-day period where each buy or sell in the transaction is more than $25,000 The trading pattern did not result from automatic or system-driven transactions such as payroll contributions or loan repayments, re-mapping transactions, hardship withdrawals, regularly scheduled or periodic distributions, or periodic rebalancing through a systematic rebalancing program that is not initiated by the Plan. Certain investment options may not be subject to these restrictions. Funds may also have their own market timing policy, and Prudential Retirement will take action, as directed by the investment provider, to enforce that provider s rule or policy. To obtain a copy of the complete Market Timing Policy, please contact Prudential. DESIGNATED INVESTMENT MANAGERS A designated investment manager is a party designated by the plan to manage all or a portion of the assets held in or contributed to participant accounts. To determine whether your plan offers this service, please contact your plan sponsor. VOTING RIGHTS If you invest in a mutual fund, it is your plan sponsor's right to vote for members of the fund company's board of directors and other matters of corporate policy, such as the issuance of senior securities, stock splits, and substantial changes in operations. QUESTIONS? Please contact HR Support at , or call Prudential at , Monday through Friday, 8 a.m. to 9 p.m. ET with questions. See the next page for important disclosures. 6
7 Investors should consider the fund s investment objectives, risks, charges and expenses before investing. The prospectus and, if available, the summary prospectus, contain complete information about the investment options available through your plan. Please call for a free prospectus and, if available, a summary prospectus that contain this and other information about our mutual funds. You should read the prospectus and the summary prospectus, if available, carefully before investing. It is possible to lose money when investing in securities. Shares of the registered mutual funds and self directed brokerage products and services are offered through Prudential Investment Management Services LLC (PIMS), Newark, NJ, a Prudential Financial company. Self Directed Brokerage Accounts are carried and maintained by National Financial Services LLC pursuant to a clearing agreement with PIMS. For informational or educational purposes only. This material is not intended as advice or recommendation about investing or managing your retirement savings. By sharing it, Prudential Retirement is not acting as your fiduciary as defined by the Department of Labor s fiduciary rule or otherwise. If you need investment advice, please consult with a qualified professional. The State Street funds are collective investment trust[s] maintained by State Street. State Street is not affiliated with Prudential Financial or its affiliates. Collective Investment Trusts (CITs) are bank administered trusts, subject to regulation under applicable banking laws, that hold commingled assets that invest for a specific style, such as Growth. CITs are not registered with the Securities and Exchange Commission and available only to qualified retirement plans, such as 401(k) plans, or eligible government plans, and their participants. The Met Life Stable Value Solutions Fund J is a collective investment trust maintained by Met Life. Met Life is not affiliated with Prudential Financial or its affiliates. Collective Investment Trusts (CITs) are bank administered trusts, subject to regulation under applicable banking laws, that hold commingled assets that invest for a specific style, such as Growth. CITs are not registered with the Securities and Exchange Commission and available only to qualified retirement plans, such as 401(k) plans, or eligible government plans, and their participants Investment vehicles sponsored or managed by a Prudential Retirement affiliate generate more revenue for the Prudential enterprise than non-proprietary investment vehicles. Retirement products and services are provided by Prudential Retirement Insurance and Annuity Company (PRIAC), Hartford, CT or its affiliates Prudential Financial, Inc. and its related entities. Prudential, the Prudential logo, the Rock symbol and Bring Your Challenges are service marks of Prudential Financial, Inc. and its related entities, registered in many jurisdictions worldwide
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