Your life. Your future. Your options.

Your life. Your future. Your options. Whether by chance or by choice, you have options. Explore them with Empower Retirement. Corporate Retirement Plan Participant Brochure

You want to retire someday or even today. Having choices makes that more possible than ever. Empower Retirement is a bold, visionary retirement services company. With more than 7 million participants, we are the nation s second-largest retirement plan provider* and believe each individual deserves a unique path to the retirement of your dreams. *Spectrem Group, Aug. 31, 2014, based on total participants 2

Change means choice. When you leave a job or retire, one of your most important to do s is to figure out what to do with the money you saved in your prior employer s retirement plan. And while some other things about change may seem complicated, Empower makes this part easy. Your choices which one is best for you? Keep your money in your previous employer s plan. 1 Roll the money you ve saved into an Empower Retirement IRA or another IRA. Move your money to your new employer s plan. 2 Make a cash withdrawal. 3 Evaluate your options Use this checklist to determine if an IRA might just be the answer. If you relate to any of these statements, you may want to contact a Retirement Consultant to discuss further, I want more investment choices than my plan offers. I want to control my investments. I have multiple retirement accounts and want to consolidate my money. I may retire early and need to tap into my retirement savings. I want more flexibility in when and how much to withdraw. I want to choose which investment to draw from for my required minimum distributions (RMDs). My previous employer s plan doesn t allow for monthly (or other periodic) distributions. Now use this checklist to determine if keeping your money in plan is right for you. If you check any of them, you may want to contact a Retirement Consultant to explore that option. I want to keep my money with my former employer s plan. I want to maintain my current investments within the plan s fund line-up. I have company stock and a special federal tax law (the NUA rule) applies. I left my employer between the ages of 55 and 59 ½ and may need to take withdrawals from time to time. I have an active loan in the plan and my plan allows me to pay it off gradually but does not allow me to take partial distributions. I am currently in proprietary funds or share classes not offered in other retirement vehicles and do not want to make changes. I like the features and services in my plan. 1 Some employer plans require you to move your balance if the balance is below minimum thresholds. Check your plan s provisions to see if that applies to you. 2 Not every plan allows for direct transfers. Check your new employer s plan provisions first. 3 This option will mean your retirement account will be taxable income. This could negatively impact your overall savings. This includes a 10% penalty tax on top of your ordinary tax rate if you have not reached age 59½. 3

Want to know more? Keep reading TABLE OF CONTENTS The Empower Retirement IRA 5 Pros and Cons 6 The choice is yours 9 Get started! 10 FAQs 11 About Empower Retirement 12 Call Empower at 877-534-4569 to learn more about your options, including rollover IRAs, or visit our website at www.myerira.com. 4

The Empower Retirement IRA Understand the benefits of rolling your balance into an IRA and call Empower at 877-534-4569 to learn more today. You are encouraged to discuss rolling money from one account to another with your financial advisor/planner, considering any potential fees and/ or limitation of investment options. Continued tax benefits The money you rollover from a qualified plan and your future contributions remain tax-deferred in an IRA. This means you don t pay taxes on that money until you take a distribution. And if you are in a lower tax bracket at retirement, you may pay fewer taxes then, too. More fund options Typically, IRAs offer more fund choices than your previous employer s plan. With an Empower Retirement IRA, this means you will have more control over where you invest your money and you can choose from more than 130 mutual funds across a variety of asset classes. Even more fund options with an Empower Brokerage IRA! If you would like even more options, like additional mutual funds, stocks and exchange-traded funds (ETFs), please contact us at 877-534-4569 for more information about the Empower Brokerage IRA, our brokerage option. It goes with you Make sure you retain control over your money. Having a rollover IRA means you are in charge and it goes where you go. No matter what job or career path you take, your IRA stays with you. Access to your money With an Empower Retirement IRA, access is easy. Once you ve reached age 59½, you can access your account without incurring an early withdrawal penalty. 4 You ve earned it. Now enjoy it. Access to your account You have 24/7 online access to your Empower Retirement IRA. 5 Whether you want to make account transactions, check your balance, or initiate transfers, all of that is available on your schedule. Award-winning service Want help? Our dedicated Retirement Consultants are there for you, whether you want to walk through options around investing or need help with any transactions. They are just a call away and are conveniently available between the hours of 8 a.m. and 7 p.m. Central time at 877-534-4569. 6 Also, for more than two decades we have won the DALBAR Mutual Fund Service Award given to firms that deliver industry-leading service to their customers, based on testing done by DALBAR an independent market research company. To open an IRA or to discuss your choices further, call Empower at 877-534-4569 and talk with a Retirement Consultant who can make this easy for you. 4 Money withdrawn before age 59½ is typically subject to early penalty taxes except when used for certain essential needs, like a first-time home purchase or higher education expenses. 5 Access to the voice response system and/or any website may be limited or unavailable during periods of peak demand, market volatility, systems upgrades/maintenance or other reasons. 6 Representatives of GWFS Equities, Inc. are not registered investment advisors and cannot offer financial, legal or tax advice. Please consult with your financial planner, attorney and/or tax advisor as needed. 5

Pros and Cons There are pros and cons to the options you are considering so read the information below to learn about the advantages and disadvantages of each. OPTION 1 - Roll your money into an IRA: One option for preserving the tax-deferred status of your retirement money is to transfer your retirement plan assets to a rollover IRA. It is important to find out about the range of investments and services available through a particular IRA and the fees for that IRA before choosing your rollover IRA. Advantages: This is your account and you have discretion over your money - including deciding which financial institution, investments and services to use and whether to make changes in the future. If you select a Managed Account option, a dedicated advisor for a rollover IRA may be able to give you personalized advice about investing and retirement planning. This service is available through Advised Assets Group, LLC (AAG), a federally registered investment adviser. A rollover IRA may allow you to consolidate your other tax-deferred retirement accounts in one place. This may be helpful for your financial and retirement planning. It may also prove helpful in managing the required minimum distributions (RMDs) you will have to start taking from an IRA when you reach age 70½. A rollover IRA may also enable you to place all your investments in one place which could be better to coordinate your overall financial and investment planning. IRAs may be more flexible than retirement plans on withdrawals and distributions, e.g., setting up regular periodic payments or an unscheduled withdrawal. IRAs are easily transferable between financial institutions so if you decide you don t like the one you re with, changing to another provider is usually easy. If you select an individual retirement annuity, the 6 insurance company will guarantee lifetime income. Disadvantages: There isn t a plan fiduciary who prudently monitors the investments, and their cost and quality, in your rollover IRA. Also, there may be more choices through an IRA and you will need to select your own investments. However, if you have a third party advisor for your IRA, he or she can help you with the investment decisions. You may pay more in a rollover IRA for investments, services and advice than you pay through your retirement plan (or a successor plan). Compare those costs to your plan s fees for services, investments and administration. You can t borrow from an IRA you can only access the money in an IRA by taking a taxable distribution (which may also subject you to tax penalties if you are younger than 59½). Generally, rollover IRAs are protected in bankruptcy, but may not otherwise offer the same level of creditor protection as employer-sponsored retirement plans. OPTION 2 - Keep your money in your previous employer s plan: Generally, you may leave your money in your plan and retain the tax deferred status (until it is ultimately distributed). However, some plans have mandatory distributions for accounts worth less than $5,000. Check with your employer s plan administrator. Advantages: The federal law governing the plan ERISA requires that the plan fiduciaries prudently monitor the cost and quality of the investment options in the plan. Your plan may offer investment choices and other services that are less expensive than those available to you outside of the plan. Employer-sponsored plans may offer better creditor protection than rollover IRAs (but both are generally protected in bankruptcy). If this is of concern, you should consult with a lawyer.

If you have a participant loan, you may be able to continue to make payments on the loan rather than having to take a taxable distribution of the loan amount. However, some plans require payment of the loan when you leave your job. Check with your plan administrator. If you re at least 55 years old when you leave your job (or you are disabled), you may be eligible to take penalty-free withdrawals from the plan, but the withdrawals will be subject to ordinary income taxation. Disadvantages: If you are retiring, the plan may not permit periodic (e.g., monthly) payments to you and/or may not allow one-time withdrawals for special needs. Check with the plan administrator. You have limited control over the plan investments or services available to you. Your former employer, as the plan fiduciary, will make decisions about available funds and services. The plan may offer a limited number of investment choices (unless it permits you to use a brokerage account). The plan may assess fees to your account for administrative or other reasons. You may not have access through the plan to a dedicated representative, personalized investment advice or advice that takes into account your other assets or particular needs. OPTION 3 Move your money into your new employer s plan: The third way to preserve the tax-deferred benefit of your retirement plan assets is to transfer the money in your account to a new employer s plan. While most employer plans allow new employees to roll their accounts in, not all do and it s important that you ask. (This option is not available if you are retiring and won t be working for a new employer.) Advantages: You will be able to make contributions to your retirement plan account at your new employer when you become eligible to participate in that plan and, as a result, you can have all of your retirement plan monies in one place. The new plan could potentially offer lower cost investment options and services. Many retirement plans have loan provisions. If you transfer your retirement funds to a new employer s plan that permits loans, you may be able to borrow from the money in the new plan. If you have an existing loan, you may be able to roll it over to your new employer s plan through a direct rollover. Check with the plan administrator at both your former employer and your new employer. In some states, retirement plans offer better creditor protection than IRAs. (However, both rollover IRAs and qualified retirement plans are generally protected under federal bankruptcy laws.) Keeping your retirement money in another employer-sponsored plan helps you maintain the creditor protection. You should ask about the administrative and other fees assessed to participant accounts in the new employer s plan and compare them to your alternatives. As long as you are working at the employer, you will not be required to take minimum distributions when you reach age 70½ (unless you are a 5% or more owner of the business). Disadvantages: The new plan may not allow rollovers into the plan or if it does, there may be a waiting period. The new plan might offer fewer or more expensive options than your former plan. Make sure that the option you choose has the right investments (at the right cost) for your needs. The new plan may not offer a dedicated representative or personalized advice on investments, retirement planning or your other investments. You ll have limited control over the expenses, services or investments in the new plan. OPTION 4 Withdraw your money from your account: It s your money and you get to choose what s right for you. One decision you could make is to simply take a taxable distribution. 7

Advantages: You can use the money as you wish, for example, to pay off existing debt, bills or other expenses. If you have made after-tax contributions, you will be able to take these amounts tax-free though you will be required to pay tax on the earnings on those amounts. (Special withdrawal rules apply to ROTH 401(k) contributions and may or may not be taxable at the time withdrawn. Consult your tax advisor for special rules.) If you have employer stock that is substantially appreciated, there may be significant tax advantages in taking a distribution of those shares. Check with your tax advisor. Disadvantages: You ll owe federal (and possibly state) income taxes on the money you withdraw. The government requires 20% withholding for federal income taxes, so the amount you receive will automatically be reduced. Also, the withdrawn money could put you in a higher tax bracket and you may owe more taxes. If you re under the age of 59½, you could also owe 10% early distribution tax penalty, in addition to the income taxes. Some exceptions exist to this penalty. The money is not protected from creditors. Once you spend the withdrawal, you will need to begin saving for retirement again, but with fewer years left to save and without the spent savings it may delay your retirement date or result in a lower standard of living in retirement. Look at this chart to see the different outcomes possible in this scenario: CASH-OUT NOW KEEP TAX-DEFERRED Starting balance $36,487.55 $36,487.55 Federal, state and local taxes ($7,297.51) $0 Early withdrawal penalty (if applicable) ($3,648.75) $0 Final balance $25,541.29 $36,487.55 This is a hypothetical scenario for illustrative purposes only. Federal taxes are usually withheld 20% and additional state and local taxes may be withheld. A 10% penalty generally applies for withdrawals prior to the age 59 ½. 8

The choice is yours Empower offers a huge selection of investment and account management choices for your IRA so pick the options that are right for you. Once you open your Empower Retirement IRA, you will have lots of choices on how to invest your money as well as future contributions. You can also choose a solution that gives you the freedom that comes with someone else handling your allocation and diversification needs, like having a Managed Account. Use the table below to help you decide. WHAT DO YOU WANT? Funds that automatically adjust asset allocation as I near retirement Broadly diversified funds designed to match my risk tolerance CONSIDER A target date solution. Pick a fund that most closely matches the date you anticipate retiring and that s it. (Generally, the asset allocation of each target date fund will change on an annual basis with the asset allocation becoming more conservative as the fund nears the target retirement date. The target date is the approximate date when investors plan to start withdrawing their money. The principal value of the fund(s) in a plan s lineup is not guaranteed at any time, including at the time of target date and/or withdrawal.) Look into an asset allocation fund, like a growth, balanced or conservative fund.* Funds that pursue a target return no matter what the markets do A custom portfolio of mutual funds that matches my unique goals An almost unlimited number of mutual funds, stocks and more than 1,400 ETFs to choose from Access to professionals who will manage my portfolio for me. Options include Managed Account, Online Investment Advice and Online Investment Guidance. A Guaranteed Retirement Income Solution Target return portfolios are designed to generate positive returns over a three-year time horizon with less volatility than traditional mutual funds. With more than 130 mutual funds available, there s sure to be one that s right for you. Choose from growth, value, blend, global sector and income funds. Call us at 877-534-4569 for more information to decide if the Emnpower brokerage option is for you. With more than 22,000 choices, you have control over building your portfolio and executing trades. Empower Retirement Advisory Services, provided by Advised Assets Group, LLC, a federally registered investment adviser, takes the worry of managing your account out of your hands and puts it in the hands of a professional advisor who allocates your money in a way that is aligned with your unique investment strategy. Call 877-534-4569 for more information and see the attached Fees and Minimums for the fee schedule. There is no guarantee that participation in Advisory Services will result in a profit or that your account will outperform a self-managed portfolio. Available through the Empower Retirement IRA, Great-West SecureFoundation offers an innovative approach to retirement planning. It protects you when the market goes down, allows you to benefit when the market goes up and provides you a retirement income for life. Great-West SecureFoundation is a guaranteed income benefit offered through a contingent deferred annuity issued by Great-West Life & Annuity Insurance Company (GWL&A) and is GWL&A s promise to provide a payment of guaranteed income subject to the terms and conditions of your annuity and the claims-paying ability of GWL&A. Great-West SecureFoundation is only available through the purchase of a Great-West SecureFoundation fund.** Great-West SecureFoundation s guaranteed income benefit does not guarantee the investment performance of the applicable Great-West SecureFoundation Fund. Neither Great-West Funds, Inc. nor the fund(s) manager, Great-West Capital Management, LLC, is responsible for any payments under the guaranteed income benefit. Certain withdrawals, such as excess guaranteed annual withdrawals or transfers out can negatively affect the owner s guaranteed retirement income. 9

Get started! Guess what? You can open an Empower Retirement IRA in 10 minutes really, it s that easy! Step One Call 877-534-4569 between the hours of 8 a.m. and 7 p.m. Central time, Monday through Friday. Step Two A Retirement Consultant will discuss all your options, including their pros and cons, and can assist you with the process of opening your Empower Retirement IRA. Step Three Your Retirement Consultant will work directly with your former plan administrator to transfer your retirement plan assets into your new account. Step Four Choose how you want to invest your assets. Once funded, you will need to select how to invest your money, which you can manage and change online 24/7, or simply contact us for help during regular business hours. Remember, you have choices. And today you have the power to make a choice that s right for you and your future. Still not sure? Give us a call. Our Retirement Consultants can walk you through all aspects of your options and help you select an option that makes the sense for you, your situation and your unique pursuit of financial independence. Or go online at www.myerira.com and check out the resources and information available to you, whether or not you have an Empower Retirement IRA. One more thing Remember, there may be some things in life right now that seem complicated, but opening an Empower Retirement IRA is not one of them. Let us help you create the retirement you want. Call us at 877-534-4569 between 8 a.m. and 7 p.m. Central time, Monday through Friday. What are you waiting for? 10

Frequently asked questions How do I set up my Empower Retirement IRA? Apply online at www.myerira.com. You may also complete the attached application form and fax or mail it in. How much do I have to put in my IRA? You will need to make an initial investment of $500 or roll over assets from your previous employer s retirement plan or another IRA. How do I complete a rollover from my previous employer s plan into my new IRA? Complete the IRA application form and then complete the required distribution forms from your previous employer s plan or current IRA to initiate the rollover. If you have questions regarding the process, don t hesitate to call the Retirement Solutions Center at 877-534-4569. Where do I find information on my investment options? Fund overviews, values, performance and online prospectuses are available at www.myerira.com. Can I continue to make contributions after my initial rollover? You may make contributions that fall within the IRS limits and your contributions to a traditional IRA may be taxdeductible. Current IRA limits are available on the website at www.myerira.com. How do I monitor and manage my IRA? You can track your account through your quarterly statement, review your account and make changes online at www.myerira.com or manage your account over the phone by calling the Retirement Solutions Center. Once your IRA is established, you will receive a letter with the Retirement Solutions Center phone number, as well as your password and Personal Identification Number (PIN) for your account. What fees will I pay? Please see the attached Fees and Minimums sheet for a complete description of the fees associated with your account. For more information or answers to your additional questions, please call us at 877-534-4569 between 8 a.m. and 7 p.m. Central time, Monday through Friday. 11

About Empower Retirement We re making retirement mobile. Accessible. Modern. Possible. We want to transform the retirement industry because we believe that those who are saving for retirement deserve more. We re already making an impact by offering a superior level of service as well as some of the most creative and innovative products in the market. Empower Retirement is part of the family of companies of Great-West Life & Annuity Insurance Company. Headquartered in metro Denver, Empower administers $431 billion in assets for its nearly 7.5 million retirement, insurance and annuity customers. Empower Retirement is the nation s second-largest retirement plan provider based on total participants (Spectrem Group, Aug. 31, 2014) and it is an indirect, wholly owned subsidiary of Great-West Lifeco Inc. and A Member of the Power Financial Corporation Group of Companies. Please consider the investment objectives, risks, fees and expenses carefully before investing. For this and other important information, you may obtain mutual fund prospectuses and any applicable product prospectuses from your registered representative or visit www.myerira.com. Read them carefully before investing. Securities available through Empower Brokerage are offered by GWFS Equities, Inc., a wholly owned subsidiary of Great- West Life & Annuity Insurance Company, member FINRA/ SIPC. Clearing, settlement, custody, and other brokerage services are provided by Pershing LLC, member FINRA/NYSE/ SIPC. Pershing LLC a wholly owned subsidiary of The Bank of New York Mellon Corporation. Additional information may be obtained by calling 877-788-6261. GWFS Equities, Inc. and Pershing, LLC are separate and unaffiliated brokerage firms. Accounts are subject to review and approval of GWFS Equities, Inc. An investment in a money market fund is not insured or guaranteed by the FDIC or any other government agency. Although money market funds strive to preserve the value of the investment at $1.00 per share, it is possible to lose money by investing in a money market fund. The charts, graphs and screen prints in this presentation are for illustrative purposes only. Empower Retirement provides recordkeeping and administrative services to retirement plans. GWFS Equities, Inc. does not provide investment advisory or fiduciary services. Rebalancing and asset allocation does not ensure a profit and does not protect against loss in declining markets. Diversification does not ensure a profit nor does it protect against loss of principal. Diversification among investment options and asset classes may help to reduce overall volatility. There can be no assurance that the professionals currently employed by Empower Retirement will continue to be employed by Empower Retirement or that the past performance or success of any such professional serves as an indicator of such professional s future performance or success. Investments in the funds are not deposits of, or guaranteed or endorsed by, Empower Retirement. The shares are not insured by the FDIC, Federal Reserve Board or any other government agency. Investments in funds involve risk, including possible loss of the principal amount invested. Returns and share prices will fluctuate, and redemption value may be more or less than original cost. GWFS Equities, Inc. may receive a fee from mutual fund companies participating in the Empower Brokerage service, for providing certain distribution, administrative, and shareholder services. The Empower Brokerage account is intended for knowledgeable investors who acknowledge and understand the risks associated with the investments available through an Empower Brokerage account. GWFS Equities, Inc. reserves the right to change and/or modify pricing. Be aware that certain mutual funds may be subject to separate and additional redemption fees imposed by the particular fund. Refer to that fund s current prospectus for details. You will receive a separate statement for your Empower Brokerage account that will detail the investment holdings and activity within your Empower Brokerage account, including any fees and charges imposed in connection with the account. The Great-West SecureFoundation guaranteed income benefit is offered through a group fixed deferred annuity certificate (or individual fixed deferred annuity contract in certain states) issued by GWL&A (Form GLWB-IRA series). GWL&A is not licensed to do business in New York. This certificate/contract may not be available in all states. Please check with your adviser or Empower Retirement representative for more information. Transaction fees may apply to certain mutual funds. Transaction fees, where applicable, will be noted during online order entry or via your registered representative during broker-assisted trades. Real-time quotes are available when the markets are open. Trades placed when the markets are closed will be submitted during the next trading session when the markets are open. System availability and response times may vary due to market volatility, system performance or other factors. This site is designed for U.S. residents. Non-U.S. residents are subject to country-specific restrictions. Options trading may increase the risk of principal loss and is not suitable for all investors. This material has been prepared for informational and educational purposes only. It is not intended to provide, and should not be relied upon for, investment, accounting, legal or tax advice. Neither Empower Retirement nor its subsidiaries or affiliates provide tax, legal, accounting and/ or investment advice. Please consult your tax advisor or attorney for such guidance. Empower Retirement refers to the products and services offered in the retirement markets by Great-West Life & Annuity Insurance Company (GWL&A), Corporate Headquarters: Greenwood Village, CO; Great-West Life & Annuity Insurance Company of New York, Home Office: White Plains, NY; and their subsidiaries. The trademarks, logos, service marks, and design elements used are owned by their respective owners and are used by permission. The Great-West Family of Companies refers to products and services offered through The Great- West Life Assurance Company, London Life Insurance Company, The Canada Life Assurance Company, Irish Life Assurance Company, Great-West Life & Annuity Insurance Company, Putnam Investments, LLC, and their affiliates and subsidiary companies. Managed Account, Guidance and Advice services are offered by Advised Assets Group, LLC (AAG), a federally registered investment adviser. More information can be found at www.adviserinfo. sec.gov. The trademarks, logos, service marks, and design elements used are owned by Great- West Life & Annuity Insurance Company and are used by permission. Not a Deposit Not FDIC Insured Not Bank Guaranteed Funds May Lose Value Not Insured by Any Federal Government Agency DC-BRO-63262-1511 PT#252079 (12/15) 2015 Great-West Life & Annuity Insurance Company. All rights reserved.