Oppenheimer Main Street Small Cap Fund

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1 Oppenheimer Main Street Small Cap Fund Ticker Symbols: OSCAX (Class A shares), OSCYX (Class Y shares), OSSIX (Class I shares) Portfolio Managers Matthew Ziehl, CFA Since 5/13 Adam Weiner Since 5/13 Client Portfolio Manager Jason Farrell, CFA Portfolio Inception May 17, 2013 Portfolio Assets $591.1 Million Morningstar Category Small Blend Morningstar Rating * Class A Shares rated 4 stars overall by Morningstar among 644 Small Blend funds for the 3- and 5- year periods ended 12/31/18 based on risk-adjusted performance. Performance Summary During the fourth quarter ending 12/31/18, Oppenheimer Main Street Small Cap Fund (Class A shares without sales charge) returned % - outperforming its benchmark, the Russell 2000 Index, which returned % for the period. During the fourth quarter, the primary positive contributors to relative performance included Dorman Products, Black Hills Corp., and Spirit Airlines. During the fourth quarter, the primary detractors from relative performance included Matador Resources, Yelp, and Ligand Pharmaceuticals. Annual s (%) As of December 31, 2018 (Class A Shares w/o Sales Charge) (Class A Shares w/ Sales Charge) (Class Y Shares) (Class I Shares) Q Year 3-Year 5-Year Inception Russell 2000 Index¹ Morningstar Percentile Rank and Ranking: Small Blend Category² (Class A Shares based on total return) 32 nd #227/ th #298/ th #134/541 s for periods of less than one year are cumulative and not annualized. Class A share inception date is 5/17/2013 Class Y share inception date is 5/17/2013 Class I share inception date is 5/17/2013 Annual Expense Ratios: Class A shares: Gross: 1.20%. Class Y shares: Gross: 0.94%.Net: 0.90%. Class I shares: Gross: 0.77%. The performance data quoted represents past performance, which does not guarantee future results. The investment return and principal value of an investment in the Fund will fluctuate so that an investor s shares, when redeemed, may be worth more or less than the original cost. Current performance and expense ratios may be lower or higher than the data quoted. For performance data current to the most recent month-end, visit oppenheimerfunds.com or call CALL OPP ( ). Fund returns include changes in net asset value with dividends and capital gains reinvested. Class A shares include the 5.75% maximum sales charge except where indicated. Class Y and Class I shares are not subject to a sales charge. s do not consider capital gains or income taxes on an individual s investment. The net expense ratio takes into account contractual fee waivers and/or reimbursements, without which performance would have been less. These undertakings may not be amended or withdrawn for one year from the date of the current prospectus, unless approved by the Board. The fee waiver for this Fund may not be modified or terminated until after one year from the date of the current prospectus. Generally, I shares are only available to institutional investors and can only be purchased with a $1 million initial investment. Generally, Y shares are only available to certain investors, including those in wrap-fee based programs or commissionable brokerage platforms that charge sales commission. For additional information, please visit our website at oppenheimerfunds.com 1

2 Market Overview The U.S. economy continues to exhibit good economic growth, low unemployment and modest inflation. This is driven partly by tax cuts, technological innovation and falling regulatory hurdles. That said, the effects of the strain in the trading relationship with China have been a headwind to growth, but not nearly enough to offset the strong momentum in the economy. Small caps, and equity markets in general, were under severe pressure during the quarter with the Russell 2000 Index declining by ~20%. The S&P 500 Index also experienced its worst quarterly return since the depths of the financial crises in Within the Russell 2000 Index, the more defensively oriented Utilities sector was the only sector without double-digit declines. The largest decliners included Energy, Health Care, and Materials. We continue to focus on the fundamentals of each business to drive our investment decisions versus getting caught up in the temporary emotions of the market, always with the long-term welfare of our shareholders in mind. Our philosophy is to focus on companies with sustainable competitive advantages that can outperform in most market environments. We combine this with our valuation discipline to seek a margin of safety, with downside protection an important consideration. That being said, we do have a history of underperforming in go-go markets and outperforming in bear markets. Portfolio Review During the fourth quarter ending 12/31/18, Oppenheimer Main Street Small Cap Fund (Class A shares without sales charge) returned % outperforming its benchmark, the Russell 2000 Index, which returned % for the period. The outperformance was driven by strong stock selection within the Consumer Discretionary, Health Care, and Real Estate sectors. This was partially offset by weaker stock selection within the Financials, Industrials, and Information Technology sectors. The portfolio also benefitted from slight underweight exposures to the Energy and Health Care sectors and a slight overweight exposure to Utilities. During the fourth quarter, the primary positive contributors to relative performance included Dorman Products, Black Hills Corp., and Spirit Airlines. Dorman (Relative Contribution to s: 0.45) Dorman is a supplier of automotive replacement parts. Sales growth in the third quarter accelerated from flat/slight negative to mid-single-digits as the industry demand backdrop improved and customers inventory destocking waned. During the quarter, we trimmed our position into relative strength for risk management and valuation, but maintain a significant position in the shares. Black Hills Corp. (Relative Contribution to s: 0.42) Black Hills is a diversified utilities company. In general, more defensively oriented names such as Black Hills outperformed during the quarter as equities were under pressure. Furthermore, the company has benefited from a re-rating as the company reported constructive results during the year compared to an earnings disappointment a year ago. We trimmed our holdings into relative strength to manage position size risk, but maintain a significant position in the shares. Spirit Airlines (Relative Contribution to s: 0.41) A confluence of positive events happened at Spirit Airlines during the last half of The company s new pilot contract signed in early 2018, while expensive in absolute terms, allowed Spirit to greatly increase its efficiency. This helped the performance of its network (better "on times", fewer cancellations, etc.), as well as allowed the company to lower unit costs. Moreover, weather (i.e., hurricanes) had a much more benign impact in 2018 versus Finally, and perhaps most importantly, competitive rivalry was muted in 2018 against the backdrop of a strong economy for consumers, allowing Spirit to raise fares at above-average rates. During the fourth quarter, the primary negative contributors to relative performance included Matador Resources, Yelp, and Ligand Pharmaceuticals. Matador Resources (Relative Contribution to s: -0.60) Weakness in Matador was predominantly driven by falling oil prices, which the company is significantly exposed to. Because the company is more of a growth company that tends to outspend cash flow, Matador will need to revise capital expenditures lower and hence, production growth, to maintain a strong balance sheet. Yelp (Relative Contribution to s: -0.36) Yelp reported a surprisingly disappointing third quarter, as their business model transition from annual to monthly advertising contracts failed to deliver new paying advertisers to the platform. While we feel there are several execution related issues than can be cleaned up over the next two-three quarters, a big issue is changing their go-to-market from direct to indirect selling that will take several years to 2

3 work through and carries further execution risk. Therefore, we decided to exit the position during the quarter given the uncertainty. Ligand Pharmaceuticals (Relative Contribution to s: -0.29) Ligand, a biopharmaceutical company, had concerns around the durability of one of their key royalty products based on a recent competitor entering the market but with seemingly inferior data. There are also concerns around the patent of this product which should remain in force until at least The company has a large pipeline of products which is highly diversified by partners, therapeutic area and development stage. Management did give guidance for 2019 on their 3Q18 call that was ahead of expectations. Performance Analysis by Issuer - Top 5 Q4 2018³ (%) Effect Active Dorman Products, Inc Cons Disc Black Hills Corporation Utilities Spirit Airlines, Inc Industrials Zynga Inc Comm Services Houghton Mifflin Harcourt Company Cons Disc Performance Analysis by Issuer - Bottom 5 Q4 2018³ (%) Effect Active Matador Resources Company Energy Yelp Inc Comm Services Ligand Pharmaceuticals Incorporated Health Care Visteon Corporation Cons Disc ACCO Brands Corporation Industrials Holdings are subject to change, and are dollar-weighted based on net assets. The mention of specific sectors or securities is subject to change and does not constitute a recommendation on behalf of the Fund or OppenheimerFunds, Inc. Past performance does not guarantee future results. 3

4 Performance Analysis - Q4 2018³ (%) Avg. Avg. Active Strategy Index Attribution Analysis Contribution to Avg. Contribution to Allocation Stock Selection Effect Consumer Discretionary Energy Health Care Real Estate Utilities Comm Services Materials Consumer Staples Information Technology Industrials Financials Other Cash Holdings are subject to change, and are dollar-weighted based on net assets. Attribution methodology notes: The attribution provides analysis of the effects of several portfolio management decisions, including allocation and security selection. Securities classified as "Other" may include non-equity securities, derivatives and securities for which a sector classification may not be appropriate. The Fund is actively managed and portfolio holdings are subject to change in accordance with the prospectus. The percentage weights represented for the Fund are dollar weighted based on market value. Performance numbers include all share classes and may not tie to actual Fund returns. Contribution to measures the performance impact from portfolio holdings over a defined time period. It takes into account both weight and performance of the portfolio holdings. Contribution to is calculated at security level and reported at sector/strategy level. Past performance does not guarantee future results. The mention of specific sectors or securities is subject to change and does not constitute a recommendation on behalf of the Fund or OppenheimerFunds, Inc. Past performance does not guarantee future results. Outlook and Positioning In the short term, we expect the U.S. economy to continue to show economic growth, albeit it at slower rates than experienced in 2018 as the sugar high from tax cuts wears off. This will be driven by favorable ongoing consumer confidence, falling regulatory hurdles as well as technological innovation. The biggest macro risks we see are trade tariffs and higher interest rates. Speculation remains at an elevated level. Mania around cryptocurrency earlier in the year and cannabis stocks more recently are symptoms of this. We believe an equally big risk to stock prices is the stock market s preference for so called disruptors and the potential for stocks with this perceived characteristic to become crowded trades and have valuations untethered to financial reality. While some of the high flyers lost altitude in the fourth quarter as the market corrected, a true capitulation point has not yet been reached. Regarding trade tariffs, while concern has risen in recent weeks, the market continues to view bluster from D.C. as a negotiating tactic and is implying that all will end well. So far this has been borne out in trade negotiations between the U.S., Mexico and Canada. A true escalation could severely dampen global growth and thereby stock prices. Innovation, while a positive for the overall economy over the long term, creates short-term disruptions to be cognizant of. Lastly, we are afraid companies have become addicted to low interest rates. If interest rates were to continue to rise materially, some companies historical decisions will look like a misallocation of capital and negatively impact their stock prices. We believe a rise in interest rates and other monetary tightening will have profound implications for the equity markets. Due to the 2008 crisis, interest rates were driven to record lows and a flood of liquidity was unleashed. Short-term interest rates were at essentially zero and even longer rates were driven to around 2%. This was not just flash in the pan either, as the rates stayed at these levels for multiple years. When the cost of money became close to zero and its availability abundant, the equity market s horizon became longer for start-ups delivering profits. As a result, we have seen several companies focus on revenue growth through disruption without regard to profit generation. We are concerned even established companies are addicted to low interest rates. In the long term this is healthy because it will drive companies to generate profits. Profitable Revenue Growth is better, tougher and more sustainable than mere Revenue Growth. Overtime, companies that generate such profitable growth are more durable investments with better down-side protection even though they may look a little short in a speculative environment. As a famous investor once said, you don t know who has been swimming naked until the tide rolls out. At the moment, the tide is lower than it was a few months ago, but still relatively high. We know this won t 4

5 be the situation in perpetuity. We continue to maintain our discipline around valuation and focus on companies with competitive advantages and skilled management teams that are out-executing peers. The evidence of this we look for in our companies include high returns on invested capital, consistently strong pricing power, and/or rising market shares. During times of economic volatility such companies frequently widen their lead over weaker competitors. We seek to invest in companies characterized by these qualities at compelling valuations and believe this disciplined approach is essential to generating superior long-term performance, especially in down markets. We fully believe that over a complete market cycle, the value of our strategy will become apparent again. We thank you for your confidence in us, and we are invested alongside you in the Fund. Year End Review The Fund outperformed the Russell 2000 Index for the full year, largely driven by stock selection within the Health Care, Energy, and Information Technology sectors. This was partially offset by weaker stock selection within the Financials, Industrials, and Materials sectors. Key individual contributors to relative returns during the year included names from a variety of sectors including Renewable Energy, Amedisys, and Etsy. Many of the key detractors were names that faced macro concerns (i.e., tariffs/china, peak auto and housing markets, falling oil prices, etc.) including Visteon, Summit Materials, and Matador Resources. Special Risks Small-sized company stock is typically more volatile than that of larger company stock. It may take a substantial period of time to realize a gain on an investment in a small-sized company, if any gain is realized at all. Diversification does not guarantee profit or protect against loss. 5

DISCLOSURES Past performance does not guarantee future results. 1. The Russell 2000 Index measures the performance of the small-cap segment of the U.S. equity universe.

6 DISCLOSURES Past performance does not guarantee future results. 1. The Russell 2000 Index measures the performance of the small-cap segment of the U.S. equity universe. The Russell 2000 Index is a subset of the Russell 3000 Index representing approximately 10% of the total market capitalization of that index. It includes approximately 2000 of the smallest securities based on a combination of their market cap and current index membership. The index is unmanaged and cannot be purchased directly by investors. Index performance is shown for illustrative purposes only and does not predict or depict performance of the Fund. Past performance does not guarantee future results. 2. Source: 2018 Morningstar, Inc., 12/31/18. Morningstar ranking is for Class A shares and ranking may include more than one share class of funds in the category, including other share classes of this Fund. Ranking is based on total return as of 12/31/18, without considering sales charges. Different share classes may have different expenses and performance characteristics. Fund rankings are subject to change monthly. The fund's total-return percentile rank is relative to all funds that are in the Small Blend Funds Category. The highest (or most favorable) percentile rank is 1 and the lowest (or least favorable) percentile rank is 100. The top performing fund in a category will always receive a rank of Holdings and sector allocations are subject to change, do not constitute recommendations by OppenheimerFunds, Inc., and are dollar-weighted based on total net assets. Top Holdings exclude cash and cash equivalents. Attribution analysis is a process used to analyze the absolute return (often called contribution) and the excess return (often called relative return) between a portfolio and its benchmark. The total effect measures both the allocation effect to a sector as well as stock selection within a sector. Holdings are subject to change, and are dollar weighted based on total net assets. Negative weightings may result from the use of leverage. Leverage involves the use of various financial instruments or borrowed capital in an attempt to increase investment return. Leverage risks include potential for higher volatility, greater decline of the fund's net asset value and fluctuations of dividends and distributions paid by the fund. * The Morningstar Rating TM for funds, or "star rating", is calculated for managed products (including mutual funds, variable annuity and variable life subaccounts, exchange-traded funds, closed-end funds, and separate accounts) with at least a three-year history. Exchange-traded funds and open-ended mutual funds are considered a single population for comparative purposes. It is calculated based on a Morningstar Risk-Adjusted measure that accounts for variation in a managed product's monthly excess performance, placing more emphasis on downward variations and rewarding consistent performance. The top 10% of products in each product category receive 5 stars, the next 22.5% receive 4 stars, the next 35% receive 3 stars, the next 22.5% receive 2 stars, and the bottom 10% receive 1 star. The Overall Morningstar Rating for a managed product is derived from a weighted average of the performance figures associated with its three-, five-, and 10-year (if applicable) Morningstar Rating metrics. The weights are: 100% three-year rating for months of total returns, 60% five-year rating/40% three-year rating for months of total returns, and 50% 10-year rating/30% five-year rating/20% three-year rating for 120 or more months of total returns. While the 10-year overall star rating formula seems to give the most weight to the 10-year period, the most recent three-year period actually has the greatest impact because it is included in all three rating periods. Oppenheimer Main Street Small Cap Fund was rated against the following number of Small Blend funds over the following time periods: For the 3- and 5- year periods, respectively, the Fund was rated 3 and 4 stars among 644 funds in the last three years and 541 funds in the last five years. Morningstar Rating is for the A share class only; other classes may have different performance characteristics. Ratings do not consider sales charges and are subject to change monthly. The mention of specific companies does not constitute a recommendation by any particular fund or by OppenheimerFunds, Inc. Shares of Oppenheimer funds are not deposits or obligations of any bank, are not guaranteed by any bank, are not insured by the FDIC or any other agency, and involve investment risks, including the possible loss of the principal amount invested. This material is provided for general and educational purposes only, is not intended to provide legal or tax advice, and is not for use to avoid penalties that may be imposed under U.S. federal tax laws. OppenheimerFunds is not undertaking to provide impartial investment advice or to provide advice in a fiduciary capacity. Contact your attorney or other advisor regarding your specific legal, investment or tax situation. These views represent the opinions of the portfolio managers at OppenheimerFunds, Inc. and are not intended as investment advice or to predict or depict the performance of any investment. These views are as of the close of business on December 31, 2018, and are subject to change based on subsequent developments. The Fund s portfolio and strategies are subject to change. returns do not show the effects of income taxes on an individual s investment. Taxes may reduce an investor s actual investment returns on income or gains paid by the Fund or any gains realized if the investor sells his/her shares. The discussion and data quoted are based upon the results, holdings and characteristics of the similarly managed Oppenheimer Main Street Small Cap Fund. Such data may vary for the due to asset size, investment guidelines, expenses and other factors. We believe the mutual fund most closely reflects the portfolio management style for this strategy. Before investing in any of the Oppenheimer funds, investors should carefully consider a fund s investment objectives, risks, charges, and expenses.fund prospectuses and summary prospectuses contain this and other information about the funds, and may be obtained by asking your financial advisor, visiting oppenheimerfunds.com, or calling CALL OPP ( ). Read prospectuses and summary prospectuses carefully before investing. Oppenheimer funds are distributed by OppenheimerFunds Distributor, Inc. 225 Liberty Street, New York, NY OppenheimerFunds Distributor, Inc. All rights reserved. Visit Us oppenheimerfunds.com Call Us Follow Us CO December 31,

Oppenheimer Rising Dividends Fund

Oppenheimer Rising Dividends Fund Ticker Symbols: OARDX (Class A shares), OYRDX (Class Y shares), OIRDX (Class I shares) Performance Summary Portfolio Managers Raman Vardharaj, CFA Since 6/18 Manind Govil, CFA Since 10/16 Client Portfolio