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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
(Rule 14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A Information Required in Proxy Statement
Schedule 14A Information
INFORMATION
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
(Amendment No.___)
Filed by the Registrant [X]
☒ Filed by a Party other than the Registrant [ ]
☐
Check the appropriate box:
[_] Preliminary Proxy Statement
[_] Confidential, for Use of the Commission Only (as permitted by Rule
14a-6(e)(2))
[X] Definitive Proxy Statement
[_] Definitive Additional Materials
[_] Soliciting Material Pursuant to ss.240.14a-11(c) or ss.240.14a-12
THE DLB FUND GROUP
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(Name
| ☒ | Preliminary Proxy Statement |
| |
| ☐ | Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| |
| ☐ | Definitive Proxy Statement |
| |
| ☐ | Definitive Additional Materials |
| |
| ☐ | Soliciting Material pursuant to Rule 14a-12 |
MASSMUTUAL SELECT FUNDS
MASSMUTUAL PREMIER FUNDS
MASSMUTUAL ADVANTAGE FUNDS
(Name of Registrant as Specified In Itsin its Charter)
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(Name
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
[X] No fee required.
[_] Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.
1) Title of each class of securities to which transaction applies:
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2) Aggregate number of securities to which transaction applies:
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3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the
filing fee is calculated and state how it was determined):
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4) Proposed maximum aggregate value of transaction:
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5) Total fee paid:
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[_] Fee paid previously with preliminary materials.
[_]
| ☐ | Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11. |
| 1) | Title of each class of securities to which transaction applies: |
| 2) | Aggregate number of securities to which transaction applies: |
| | |
| 3) | Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the filing fee is calculated and state how it was determined): |
| | |
| 4) | Proposed maximum aggregate value of transaction: |
| ☐ | Fee paid previously with preliminary materials: |
| ☐ | Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number or the Form or Schedule and the date of its filing. |
| 1) | Amount Previously Paid: |
| 2) | Form, Schedule or Registration Statement No.: |
MASSMUTUAL SELECT FUNDS
MASSMUTUAL PREMIER FUNDS
MASSMUTUAL ADVANTAGE FUNDS
PROXY
PLEASE REVIEW AND VOTE PROMPTLY UPON RECEIPT
[ ][ ], 2022
Dear Shareholder:
You are receiving this proxy statement due to your investment in one or more mutual funds comprising the MassMutual Select Funds, the MassMutual Premier Funds, or the MassMutual Advantage Funds (separately, the “Trust” and together the “Trusts”). In this proxy statement, each of those mutual funds is referred to as a “Fund” or the “Funds”; each Fund is a series of a Trust.
Included in this booklet is information about the upcoming shareholders’ meeting of the fee is offset as provided by Exchange Act Rule
0-11(a)(2)Funds (the “Meeting”) to be held on May 25, 2022:
Important Information to Help You Understand and identifyProvide Voting Instructions on the filing for which the offsetting fee was paid
previously. Identify the previous filing by registration statement number,
or the form or schedule and the dateProposals;
A Notice of its filing.
1) Amount previously paid:
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2) Form, Schedule or Registration Statement No.:
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3) Filing Party:
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4) Date Filed:
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[DLB Fund Group Letterhead]
To the Shareholders of The DLB Fund Group:
The attached proxy statement discusses a proposal to elect two (2) nominees as
Trustees of the Trust. Information regarding the proposal to elect nominees as
Trustees of the Trust is included in the attached Proxy Statement, which we
encourage you to read carefully.
Although we would like each shareholder to attend the Special Meeting, we
realize this is not possible. Whether or not you plan to attend, however, we
need your vote, and urge you to complete the enclosed proxy and return it to us
promptly. We look forward to receiving your vote in favor of the proposal to
elect the nominees as Trustees of the Trust.
Thank you for your support of the Funds.
Sincerely,
/s/ Frank L. Tarantino
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Frank L. Tarantino
President
THE DLB FUND GROUP
ONE MEMORIAL DRIVE, CAMBRIDGE, MA 02142
NOTICE OF SPECIAL MEETING OF SHAREHOLDERS
To the Shareholders of:
DLB Fixed Income Fund
DLB High Yield Fund
DLB Value Fund
DLB Core Growth Fund
DLB Enhanced Index Core Equity Fund
DLB Enhanced Index Growth Fund
DLB Enhanced Index Value Fund
DLB Technology Fund
DLB Small Company Opportunities Fund
DLB Small Capitalization Value Fund
DLB Stewart Ivory International Fund
DLB Stewart Ivory Emerging Markets Fund
Please take notice that a Special Meeting of Shareholders of each of the Funds, which summarizes the issues for which you are being asked to provide voting instructions; and A Proxy Statement for the Meeting, which provides comprehensive information on the specific issues being considered at the Meeting.
Also enclosed are your voting instruction card(s) and a postage-paid return envelope. You can also provide instructions by telephone or by Internet. Simply call the toll-free number or visit the web site indicated on your voting instruction card(s), enter the control number found on the card(s), and follow the recorded or on-line instructions.
Each proposal has been carefully reviewed by the Funds’ Board of Trustees. The DLBTrustees believe that these proposals are in the interests of shareholders. The Trustees recommend that you vote FOR each proposal.
We encourage you to review each of these items thoroughly. A prompt response on your part will help to ensure that your interests are represented.
Thank you for responding promptly to this important proxy vote.
| Sincerely, |
| |
| Paul LaPiana |
| President |
| MassMutual Select Funds |
| MassMutual Premier Funds |
| MassMutual Advantage Funds |
Important Information to Help You Understand and Provide Voting Instructions on the Proposals
The following Q&A is provided to assist you in understanding the proposals. Each of the proposals is described in greater detail in the enclosed proxy statement. Please read the full text of the proxy statement. Your voting instructions are important.
What proposals am I being asked to vote on?
All shareholders will be asked to provide voting instructions on the following proposals:
| 1. | To elect Allan W. Blair, Nabil N. El-Hage, Michael R. Fanning, Maria D. Furman, R. Bradford Malt, C. Ann Merrifield, Clifford M. Noreen, Cynthia R. Plouché, Jason J. Price, and Susan B. Sweeney as Trustees of each Trust of which the Funds are series. |
Depending on the Funds in which you have an interest, you may be asked to provide voting instructions on one or more of the following proposals for any Fund:
| 2. | To change the status of the MassMutual Blue Chip Growth Fund and the MassMutual Disciplined Growth Fund from “diversified” to “non-diversified.” (To be voted upon by shareholders of the applicable Funds.) |
How do the Trustees recommend that I vote?
The Trustees recommend that shareholders vote FOR each of the proposals.
How do I provide voting instructions?
By telephone: Call the toll-free number printed on your voting instruction card(s) and following the recorded instructions.
On-line: Visit www.proxyvote.com and following the on-line instructions.
By mail: Complete and sign the enclosed voting instruction card(s) and mail it (them) in the enclosed postage-paid return envelope.
Proposal 1. To elect Allan W. Blair, Nabil N. El-Hage, Michael R. Fanning, Maria D. Furman, R. Bradford Malt, C. Ann Merrifield, Clifford M. Noreen, Cynthia R. Plouché, Jason J. Price, and Susan B. Sweeney as Trustees of each Trust of which the Funds are series.
What are shareholders being asked to do?
Shareholders are being asked to elect R. Bradford Malt, Cynthia R. Plouché, and Jason J. Price, who are not currently Trustees, and to elect Allan W. Blair, Nabil N. El-Hage, Michael R. Fanning, Maria D. Furman, C. Ann Merrifield, Clifford M. Noreen and Susan B. Sweeney, each of whom currently serves as a Trustee.
Will a majority of the Trustees be independent of MassMutual?
Yes. Eight of the 10 members of the Board will be “independent Trustees,” one of whom will serve as the independent Chairperson of the Board. Only two will be considered “interested persons” of MML Investment Advisers, LLC (“MML Advisers”), the investment adviser to the Trusts under the Investment Company Act of 1940, as amended (the “1940 Act”), which is the federal statute that governs the management and operations of mutual funds.
Proposal 2. To change the status of the MassMutual Blue Chip Growth Fund Groupand the MassMutual Disciplined Growth Fund from “diversified” to “non-diversified”.
Why are you proposing this change?
MassMutual Blue Chip Growth Fund and MassMutual Disciplined Growth Fund are currently classified as “diversified” funds for purposes of Section 5(b)(1) of the 1940 Act. Both funds are managed against the Russell 1000® Growth Index,
which has become increasingly concentrated in its top holdings (e.g. Apple, Microsoft and Amazon). Due to the 1940 Act diversification requirements, the Fund must underweight these holdings relative to their weights in the Russell 1000® Growth Index even if the portfolio managers find them to be attractive investment opportunities. In practice, this means that the Funds are unable to invest in these issuers to the extent that the portfolio managers desire as a result of the need to comply with the 1940 Act diversification requirements. Non-diversified status will give each Fund’s investment team increased flexibility to invest a greater percentage of the Fund’s assets in a more limited number of issuers, similar to the Fund’s benchmark. Although each Fund would be exposed to non-diversification risk, as its ability to invest more of its assets in the securities of fewer issuers would increase its vulnerability to factors affecting its larger investments, MML Advisers believes these additional risks are outweighed by the potential for improved performance.
After careful consideration, each Fund’s Board of Trustees has unanimously determined that the reclassification of the Fund as non-diversified would be in the best interest of the Fund and its shareholders.
MASSMUTUAL SELECT FUNDS
MASSMUTUAL PREMIER FUNDS
MASSMUTUAL ADVANTAGE FUNDS
1295 State Street
Springfield, Massachusetts 01111-0001
MassMutual Total Return Bond Fund
MassMutual Strategic Bond Fund
MassMutual Select BlackRock Global Allocation Fund
MassMutual Diversified Value Fund
MassMutual Fundamental Value Fund
MM S&P 500® Index Fund
MassMutual Equity Opportunities Fund
MassMutual Fundamental Growth Fund
MassMutual Blue Chip Growth Fund
MassMutual Growth Opportunities Fund
MassMutual Mid Cap Value Fund
MassMutual Small Cap Value Equity Fund
MassMutual Small Company Value Fund
MM S&P® Mid Cap Index Fund
MM Russell 2000® Small Cap Index Fund
MassMutual Mid Cap Growth Fund
MassMutual Small Cap Growth Equity Fund
MM MSCI EAFE® International Index Fund
MassMutual Overseas Fund
MassMutual Select T. Rowe Price International Equity Fund
MassMutual 20/80 Allocation Fund
MassMutual 40/60 Allocation Fund
MassMutual 60/40 Allocation Fund
MassMutual 80/20 Allocation Fund
MassMutual RetireSMARTSM by JPMorgan In Retirement Fund
MassMutual RetireSMARTSM by JPMorgan 2020 Fund
MassMutual RetireSMARTSM by JPMorgan 2025 Fund
MassMutual RetireSMARTSM by JPMorgan 2030 Fund
MassMutual RetireSMARTSM by JPMorgan 2035 Fund
MassMutual RetireSMARTSM by JPMorgan 2040 Fund
MassMutual RetireSMARTSM by JPMorgan 2045 Fund
MassMutual RetireSMARTSM by JPMorgan 2050 Fund
MassMutual RetireSMARTSM by JPMorgan 2055 Fund
MassMutual RetireSMARTSM by JPMorgan 2060 Fund
MassMutual Select T. Rowe Price Retirement Balanced Fund
MassMutual Select T. Rowe Price Retirement 2005 Fund
MassMutual Select T. Rowe Price Retirement 2010 Fund
MassMutual Select T. Rowe Price Retirement 2015 Fund
MassMutual Select T. Rowe Price Retirement 2020 Fund
MassMutual Select T. Rowe Price Retirement 2025 Fund
MassMutual Select T. Rowe Price Retirement 2030 Fund
MassMutual Select T. Rowe Price Retirement 2035 Fund
MassMutual Select T. Rowe Price Retirement 2040 Fund
MassMutual Select T. Rowe Price Retirement 2045 Fund
MassMutual Select T. Rowe Price Retirement 2050 Fund
MassMutual Select T. Rowe Price Retirement 2055 Fund
MassMutual Select T. Rowe Price Retirement 2060 Fund
MM Equity Asset Fund
MassMutual Select T. Rowe Price Bond Asset Fund
MassMutual Select T. Rowe Price Emerging Markets Bond Fund
MassMutual Select T. Rowe Price Large Cap Blend Fund
MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund
MassMutual Select T. Rowe Price Real Assets Fund
MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund
MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund
MassMutual U.S. Government Money Market Fund
MassMutual Inflation-Protected and Income Fund
MassMutual Core Bond Fund
MassMutual Diversified Bond Fund
MassMutual Balanced Fund
MassMutual Disciplined Value Fund
MassMutual Main Street Fund
MassMutual Disciplined Growth Fund
MassMutual Small Cap Opportunities Fund
MassMutual Global Fund
MassMutual International Equity Fund
MassMutual Strategic Emerging Markets Fund
MassMutual Short-Duration Bond Fund
MassMutual High Yield Fund
MassMutual Global Floating Rate Fund
MassMutual Global Credit Income Opportunities Fund
MassMutual Emerging Markets Debt Blended Total Return Fund
MassMutual Global Emerging Markets Equity Fund
(each, a “Fund” and collectively, the “Funds”)
NOTICE OF MEETING OF SHAREHOLDERS
To Be Held on May 25, 2022
Dear Shareholder:
Due to your investment in one or more mutual funds comprising the MassMutual Select Funds, the MassMutual Premier Funds, or the MassMutual Advantage Funds (separately, a “Trust” and together the “Trusts”), you are entitled to vote on certain proposals to be considered at the meeting of shareholders (the "Funds"“Meeting”).
The Meeting will be held on May 25, 2022 at 3:00 p.m. EST (the “Meeting Date”) solely by means of remote communication. Instructions on participating in the Meeting are provided below. You are entitled to vote on Proposal 1 below, and depending on the Fund(s) you own, potentially on Proposal 2:
| 1. | To elect Allan W. Blair, Nabil N. El-Hage, Michael R. Fanning, Maria D. Furman, R. Bradford Malt, C. Ann Merrifield, Clifford M. Noreen, Cynthia R. Plouché, Jason J. Price, and Susan B. Sweeney as Trustees of each Trust of which the Funds are series for an indefinite term of office (To be voted upon by the shareholders of the Trusts as a whole); |
| 2. | To change the status of the MassMutual Blue Chip Growth Fund and the MassMutual Disciplined Growth Fund from “diversified” to “non-diversified” (To be voted upon by the shareholders of the applicable Funds, voting separately by Fund); and |
| 3. | To transact such other business as may properly come before the Meeting and any adjournments thereof. |
Each Trust will hold its meeting simultaneously with the other Trusts. With respect to Proposal 1, all of the shareholders of Funds that are series of the same Trust will vote together as a single class. With respect to Proposal 2, shareholders of the applicable Funds will vote separately.
Attached to this notice is the Proxy Statement of the Funds. You are urged to read this statement carefully before voting by telephone or Internet or completing your voting instruction card.
To participate in the Meeting, shareholders must register in advance by visiting https://viewproxy.com/MassMutual/broadridgevsm/ and submitting the required information to Broadridge Financial Solutions, Inc. (“Broadridge”), the Trusts’ proxy tabulator.
Shareholders whose shares are registered directly with a Fund in the shareholder’s name will be asked to submit their name and control number found on the shareholder’s voting instruction card in order to register to participate in and vote at the Meeting. Shareholders whose shares are held by a broker, bank or other nominee must first obtain a “legal proxy” from the applicable nominee/record holder, who will then provide the shareholder with a newly-issued control number. We note that obtaining a legal proxy may take several days. Requests for registration should be received no later than [2 days prior to Meeting Date], but in any event must be received by the scheduled time for commencement of the Meeting. Once shareholders have obtained a new control number, they must visit https://viewproxy.com/MassMutual/broadridgevsm/ and submit their name and newly issued control number in order to register to participate in and vote at the Meeting. After shareholders have submitted their registration information, they will receive an email from Broadridge that confirms that their registration request has been received and is under review by Broadridge. Once shareholders’ registration requests have been accepted, they will receive (i) an email containing an event link and dial-in information to attend the Meeting, and (ii) an email with a password to enter at the event link in order to access the Meeting. Shareholders may vote before or during the Meeting at www.proxyvote.com. Only shareholders of the Fund present virtually or by proxy will be able to vote, or otherwise exercise the powers of a shareholder, at the Meeting.
| Andrew M. Goldberg |
| Secretary |
| MassMutual Select Funds |
| MassMutual Premier Funds |
| MassMutual Advantage Funds |
[ ] [ ], 2022
It is important that your shares be represented. Please provide voting instructions by telephone or by Internet by following the instructions on your voting instruction card, or promptly mark your voting instructions on the enclosed card; then, sign, date, and mail it in the accompanying postage-paid return envelope. Your prompt response will help ensure that your interests are represented.
MassMutual Select Funds
MASSMUTUAL PREMIER FUNDs
MASSMUTUAL ADVANTAGE FUNDs
1295 State Street
Springfield, Massachusetts 01111-0001
MassMutual Total Return Bond Fund
MassMutual Strategic Bond Fund
MassMutual Select BlackRock Global Allocation Fund
MassMutual Diversified Value Fund
MassMutual Fundamental Value Fund
MM S&P 500® Index Fund
MassMutual Equity Opportunities Fund
MassMutual Fundamental Growth Fund
MassMutual Blue Chip Growth Fund
MassMutual Growth Opportunities Fund
MassMutual Mid Cap Value Fund
MassMutual Small Cap Value Equity Fund
MassMutual Small Company Value Fund
MM S&P® Mid Cap Index Fund
MM Russell 2000® Small Cap Index Fund
MassMutual Mid Cap Growth Fund
MassMutual Small Cap Growth Equity Fund
MM MSCI EAFE® International Index Fund
MassMutual Overseas Fund
MassMutual Select T. Rowe Price International Equity Fund
MassMutual 20/80 Allocation Fund
MassMutual 40/60 Allocation Fund
MassMutual 60/40 Allocation Fund
MassMutual 80/20 Allocation Fund
MassMutual RetireSMARTSM by JPMorgan In Retirement Fund
MassMutual RetireSMARTSM by JPMorgan 2020 Fund
MassMutual RetireSMARTSM by JPMorgan 2025 Fund
MassMutual RetireSMARTSM by JPMorgan 2030 Fund
MassMutual RetireSMARTSM by JPMorgan 2035 Fund
MassMutual RetireSMARTSM by JPMorgan 2040 Fund
MassMutual RetireSMARTSM by JPMorgan 2045 Fund
MassMutual RetireSMARTSM by JPMorgan 2050 Fund
MassMutual RetireSMARTSM by JPMorgan 2055 Fund
MassMutual RetireSMARTSM by JPMorgan 2060 Fund
MassMutual Select T. Rowe Price Retirement Balanced Fund
MassMutual Select T. Rowe Price Retirement 2005 Fund
MassMutual Select T. Rowe Price Retirement 2010 Fund
MassMutual Select T. Rowe Price Retirement 2015 Fund
MassMutual Select T. Rowe Price Retirement 2020 Fund
MassMutual Select T. Rowe Price Retirement 2025 Fund
MassMutual Select T. Rowe Price Retirement 2030 Fund
MassMutual Select T. Rowe Price Retirement 2035 Fund
MassMutual Select T. Rowe Price Retirement 2040 Fund
MassMutual Select T. Rowe Price Retirement 2045 Fund
MassMutual Select T. Rowe Price Retirement 2050 Fund
MassMutual Select T. Rowe Price Retirement 2055 Fund
MassMutual Select T. Rowe Price Retirement 2060 Fund
MM Equity Asset Fund
MassMutual Select T. Rowe Price Bond Asset Fund
MassMutual Select T. Rowe Price Emerging Markets Bond Fund
MassMutual Select T. Rowe Price Large Cap Blend Fund
MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund
MassMutual Select T. Rowe Price Real Assets Fund
MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund
MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund
MassMutual U.S. Government Money Market Fund
MassMutual Inflation-Protected and Income Fund
MassMutual Core Bond Fund
MassMutual Diversified Bond Fund
MassMutual Balanced Fund
MassMutual Disciplined Value Fund
MassMutual Main Street Fund
MassMutual Disciplined Growth Fund
MassMutual Small Cap Opportunities Fund
MassMutual Global Fund
MassMutual International Equity Fund
MassMutual Strategic Emerging Markets Fund
MassMutual Short-Duration Bond Fund
MassMutual High Yield Fund
MassMutual Global Floating Rate Fund
MassMutual Global Credit Income Opportunities Fund
MassMutual Emerging Markets Debt Blended Total Return Fund
MassMutual Global Emerging Markets Equity Fund
PROXY STATEMENT
FOR THE MEETING OF SHAREHOLDERS
To Be Held on May 25, 2022
Important Notice Regarding the Availability of this Proxy Statement
This Proxy Statement is available at www.proxyvote.com
This Proxy Statement is being furnished in connection with the solicitation of proxies by the Board of Trustees (the “Board” or the “Trustees”) of the MassMutual Select Funds, MassMutual Premier Funds, and MassMutual Advantage Funds (each a “Trust” and together, the “Trusts”), of which each of the above-referenced funds (each, a “Fund” and collectively, the “Funds”) is a series, for use at the meeting of the shareholders of the Funds (the “Meeting”) to be held solely by means of remote communication at 3:00 p.m., EST, on May 25, 2022, and at any adjournment(s) thereof, for the purposes set forth in the accompanying Notice of Meeting of Shareholders (the “Notice”). The Notice, this Proxy Statement, and the enclosed voting instruction card are first being mailed, or otherwise being made available, to shareholders on or about [March] [ ], 2022. Please read this Proxy Statement and keep it for future reference.
The Meeting has been called to be held at the principal offices of
The DLB Fund Group, located at One Memorial Drive, Cambridge, Massachusetts
02142, on Thursday, January 10, 2002 at 9:30 a.m. Eastern Time, for the following purposes:
1) to elect nominees Kevin M. McClintock and Steven A. Kandarian as
Trusteespurpose of having the Trust, and
2) to transact such other business as may properly come before the
meeting or any adjournment or adjournments thereof.
Each shareholder of record of the sharesshareholders of the Funds consider and take action upon the proposals listed in the Notice (the “Proposals”). This Proxy Statement contains information you should know before voting on the Proposals. The following are the Proposals presented in this Proxy Statement for which the Funds are soliciting proxies and the Funds that are affected by such Proposals:
Proposal | Affected Funds |
Proposal 1: To elect Allan W. Blair, Nabil El-Hage, Michael R. Fanning, Maria D. Furman, R. Bradford Malt, C. Ann Merrifield, Clifford M. Noreen, Cynthia R. Plouché, Jason J. Price, and Susan B. Sweeney as Trustees of each Trust of which the Funds are series for an indefinite term of office. | All Funds |
| |
| Proposal 2: To change the status of the MassMutual Blue Chip Growth Fund and the MassMutual Disciplined Growth Fund from “diversified” to “non-diversified”. | MassMutual Blue Chip Growth Fund and MassMutual Disciplined Growth Fund |
This solicitation is being made primarily by the mailing of this Proxy Statement and the accompanying voting instruction card. Supplementary solicitations of proxies may be made by mail, telephone, facsimile, or electronic mail (“e-mail”) by officers of the Trusts and officers and employees of MML Investment Advisers, LLC (the “Adviser”) or its affiliates, and other representatives of the Trusts.
Shareholders of record at the close of business on November 14, 2001 isFebruary 25, 2022 (the “Record Date”) are entitled to receive notice of, and to vote at, the meetingMeeting or any adjournment thereof,adjournment(s) thereof. The number of shares of each Fund issued and is invited to attend the Special
Meeting in person.
If you do not expect to attend, you are requested to complete, date
and sign the enclosed proxy card(s) and return it promptly in the envelope
provided for that purpose. The enclosed proxy is being solicited on behalf of
the Board of Trustees. You may revoke your proxy at any time prior to its use.
Therefore, by appearing at the meeting and requesting revocation prior to the
voting, you may revoke the proxy and vote in person.
YOUR VOTE IS IMPORTANT. IN ORDER TO AVOID THE UNNECESSARY EXPENSE OF
FURTHER SOLICITATION, WE URGE YOU TO INDICATE VOTING INSTRUCTIONS ON THE
ENCLOSED PROXY CARD, DATE AND SIGN IT, AND RETURN IT PROMPTLY IN THE ENVELOPE
PROVIDED, NO MATTER HOW LARGE OR SMALL YOUR HOLDINGS MAY BE.
By order of the Board of Trustees
/s/ John E. Deitelbaum
---------------------------------
John E. Deitelbaum
Clerk
Cambridge, Massachusetts
December 3, 2001
THE DLB FUND GROUP
ONE MEMORIAL DRIVE
CAMBRIDGE, MA 02142-1300
PROXY STATEMENT
FOR A
SPECIAL MEETING OF SHAREHOLDERS
OF
DLB FIXED INCOME FUND
DLB HIGH YIELD FUND
DLB VALUE FUND
DLB CORE GROWTH FUND
DLB ENHANCED INDEX CORE EQUITY FUND
DLB ENHANCED INDEX GROWTH FUND
DLB ENHANCED INDEX VALUE FUND
DLB TECHNOLOGY FUND
DLB SMALL COMPANY OPPORTUNITIES FUND
DLB SMALL CAPITALIZATION VALUE FUND
DLB STEWART IVORY INTERNATIONAL FUND
DLB STEWART IVORY EMERGING MARKETS FUND
TO BE HELD JANUARY 10, 2002
9:30 A.M. EASTERN TIME
This proxy statement is being furnished to the shareholders of the DLB
Fixed Income Fund (the "Fixed Income Fund"), the DLB High Yield Fund (the "High
Yield Fund"), the DLB Value Fund (the "Value Fund"), the DLB Core Growth Fund
(the "Core Growth Fund"), the DLB Enhanced Index Core Equity Fund (the "Enhanced
Index Core Equity Fund"), the DLB Enhanced Index Growth Fund (the "Enhanced
Index Growth Fund"), the DLB Enhanced Index Value Fund (the "Enhanced Index
Value Fund"), the DLB Technology Fund (the "Technology Fund"), the DLB Small
Company Opportunities Fund (the "Small Company Opportunities Fund"), the DLB
Small Capitalization Value Fund (the "Small Cap Value Fund"), the DLB Stewart
Ivory International Fund (the "International Fund"), and the DLB Stewart Ivory
Emerging Markets Fund (the "Emerging Markets Fund") (each a "Fund" and
collectively, the "Funds"), each a series of The DLB Fund Group (the "Trust"),
in connection with the solicitation of proxies by the Trust's Board of Trustees
to be used at a Special Meeting of Shareholders (the "Special Meeting") to be
held on January 10, 2002 at 9:30 a.m. Eastern Time, and any adjournments
thereof, at the principal offices of the Trust located at One Memorial Drive,
Cambridge, Massachusetts 02142. This proxy statement and the accompanying letter
to shareholders from the President of the Trust, Notice of the Special Meeting
of Shareholders and proxy cards are being mailed on or about December 3, 2001,
to Shareholders of recordoutstanding on the Record Date is shown in Appendix A. Shareholders of November 14, 2001 (the "Record
Date"). a Fund on the Record Date shall be entitled to one vote for each whole share held, as to any matter on which they are entitled to vote, and each fractional share shall be entitled to a proportionate fractional vote. With respect to Proposal 1, each Trust will vote separately. This means that for each Trust, the votes of shareholders of all Funds that are series of that Trust will be voted together as a single class. With respect to Proposal 2, each Fund will vote separately.
The costsprincipal executive offices of the Special Meeting, includingTrusts are located at 1295 State Street, Springfield, MA 01111-0001. Upon request and without charge, the solicitation of proxies
by mail, telephone or electronic media by David L. Babson & Company Inc.
("Babson") employees,Trusts will be borne by Babson. Nonefurnish each person to whom this Proxy Statement is delivered with a copy of the expenses relatingFunds’ latest annual and semi-annual reports (if any) to shareholders. You may obtain copies of one or more reports without charge by telephoning toll-free (888) 309-3539, or by writing to the Special MeetingTrust at c/o Massachusetts Mutual Life Insurance Company at 1295 State Street, Springfield, Massachusetts 01111-0001. The expenses of the preparation of the Proxy Statement and related materials, including printing and delivery costs, and vote solicitation will be borne by the Trust.
Funds.
The purposeTrusts have engaged Broadridge Financial Solutions, Inc. (“Broadridge”), the proxy tabulation agent, to provide shareholder meeting services including the distribution of this Proxy Statement and related materials to shareholders as well
as vote solicitation and tracking. It is anticipated that the Special Meetingcost of these services will be approximately $_______ and may increase substantially in the event any vote is to askcontested or increased solicitation efforts are required.
I. PROPOSAL 1: ELECTION OF TRUSTEES
Affected Funds: All Funds
The Board’s Nominating and Governance Committee is responsible for making recommendations concerning the Shareholders of the
Trust to:
1) elect nominees Kevin M. McClintock and Steven A. Kandarianfor election as Trustees of the Funds. The Nominating and Governance Committee consists solely of Trustees who are not “interested persons” (as defined in the Investment Company Act of 1940, as amended (the “1940 Act”)) of the Funds. Those Trustees who are not “interested persons” of the Funds are referred to as “Independent Trustees” in this Section I of the Proxy Statement.
The Board is currently comprised of eight Trustees: Allan W. Blair, R. Alan Hunter, Jr., Nabil N. El-Hage, Maria D. Furman, Michael R. Fanning, C. Ann Merrifield, Clifford M. Noreen, and Susan B. Sweeney. All of those Trustees are Independent Trustees except Mr. Fanning and Mr. Noreen. Mr. Hunter is expected to retire in June 2022 under the Board’s retirement policy and will not stand for re-election. The Board’s Nominating and Governance Committee has nominated R. Bradford Malt, Cynthia R. Plouché, and Jason J. Price to stand for election to the Board of Trustees of the Trusts and Messrs. Blair, El-Hage, Fanning and Noreen and Mses. Furman, Merrifield and Sweeney, each of whom currently serves as a Trustee, to stand for election to the Board of Trustees of the Trusts (collectively, the “Nominees”).
If elected, each Trustee of the Trusts will serve until the election and qualification of his or her successor or until he or she dies, resigns, or is removed. Unless the Trustees determine that it is desirable and in the best interest of the Trusts that an exception to the retirement policy of the Trusts be made, a Trustee shall retire and cease to serve as a Trustee upon the conclusion of the calendar year in which such Trustee attains the age of seventy-five years, however an interested Trustee of the Trust shall no longer serve as Trustee if or when they are no longer an employee of MassMutual or an affiliate.
The following table provides information concerning the Nominees for election by shareholders. Unless otherwise noted, (i) each Trustee and 2) transactNominee has engaged in the principal occupation(s) noted in the table for at least the most recent five years, although not necessarily in the same capacity and (ii) the address of the Trustees and officers is c/o Massachusetts Mutual Life Insurance Company, 1295 State Street, Springfield, MA 01111-0001.
Name And Age | Position(s) Held with Trusts | Length of Time Served | Principal Occupation(s) During Past Five Years | Number of Portfolios in Fund Complex Overseen by Trustee | Other Directorships Held by Trustee/Nominee During Past Five Years1 |
Independent Trustees | | | | |
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Allan W. Blair Year of Birth: 1948 | Trustee | Since 2003 with MassMutual Select Funds; Since 2012 with MassMutual Premier Funds; Since 2021 with MassMutual Advantage Funds | Retired. | 115 | Trustee (since 2003), MML Series Investment Fund (open-end investment company); Trustee (since 2012), MML Series Investment Fund II (open-end investment company). |
Name And Age | Position(s) Held with Trusts | Length of Time Served | Principal Occupation(s) During Past Five Years | Number of Portfolios in Fund Complex Overseen by Trustee | Other Directorships Held by Trustee/Nominee During Past Five Years1 |
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Nabil N. El-Hage Year of Birth: 1958 | Trustee | Since 2012 with MassMutual Select Funds; Since 2003 with MassMutual Premier Funds (Chairperson 2006-2012); Since 2021 with MassMutual Advantage Funds. | Founder and CEO (since 2018), AEE International LLC (a Puerto Rico LLC); Founder and sole member (2016-2018), PR Academy of Executive Education LLC (a Puerto Rico LLC). | 116 | Trustee (since 2012), MML Series Investment Fund (open-end investment company); Trustee (since 2005), Chairman (2006-2012), MML Series Investment Fund II (open-end investment company): Chairperson and Trustee (since 2021) MassMutual AccessSM Pine Point Fund (closed-end investment company). |
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Maria D. Furman Year of Birth: 1954 | Trustee | Since 2012 with MassMutual Select Funds; Since 2004 with MassMutual Premier Funds; Since 2021 with MassMutual Advantage Funds. | Retired. | 115 | Trustee (since 2012), MML Series Investment Fund (open-end investment company); Trustee (since 2005), MML Series Investment Fund II (open-end investment company). |
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R. Alan Hunter, Jr.2 Year of Birth: 1946 | Trustee | Since 2003 with MassMutual Select Funds (Chairperson 2016 – 2021); Since 2012 with MassMutual Premier Funds (Chairperson 2016 – 2021); Since 2021 with MassMutual Advantage Funds (Chairperson in 2021). | Retired. | 115 | Trustee (since 2003), Chairperson (2016 – 2021), MML Series Investment Fund (open-end investment company); Trustee (since 2012), Chairperson (2016 – 2021), MML Series Investment Fund II (open-end investment company). |
R. Bradford Malt Year of Birth: 1954 | Nominee | N/A | Chairman (2004-2019), Management Committee (1993-2019), Partner (1987-2019), Associate (1979-1987), Ropes & Gray LLP (counsel to the Funds and MassMutual).3 | N/A | N/A |
Name And Age | Position(s) Held with Trusts | Length of Time Served | Principal Occupation(s) During Past Five Years | Number of Portfolios in Fund Complex Overseen by Trustee | Other Directorships Held by Trustee/Nominee During Past Five Years1 |
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C. Ann Merrifield Year of Birth: 1951 | Trustee | Since 2012 with MassMutual Select Funds; Since 2004 with MassMutual Premier Funds; Since 2021 with MassMutual Advantage Funds. | Retired. | 115 | Lead Director (since 2020), Lyra Therapeutics (a clinical-stage specialty pharmaceutical company); Chairperson (since 2017), Director (since 2014), InVivo Therapeutics (research and clinical-stage biomaterials and biotechnology company); Trustee (since 2012), MML Series Investment Fund (open-end investment company); Trustee (since 2005), MML Series Investment Fund II (open-end investment company). |
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Cynthia R. Plouché Year of Birth: 1957 | Nominee | N/A | Retired; Assessor (2014-2018), Moraine Township (property assessment). | 1 | Trustee (since 2014), Northern Trust Funds (open-end investment companies); Trustee (since 2021), MassMutual AccessSM Pine Point Fund (closed-end investment company). |
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Jason J. Price Year of Birth: 1973 | Nominee | N/A | Co Founder and Chairman of the Board (2017 – 2021) NXTHVN (arts organization); Principal (2012-2017), Exaltare Capital Partners, LLC (private equity firm). | 1 | Trustee (since 2021), MassMutual AccessSM Pine Point Fund (closed-end investment company). |
Name And Age | Position(s) Held with Trusts | Length of Time Served | Principal Occupation(s) During Past Five Years | Number of Portfolios in Fund Complex Overseen by Trustee | Other Directorships Held by Trustee/Nominee During Past Five Years1 |
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Susan B. Sweeney Year of Birth: 1952 | Chairperson4 and Trustee | Since 2009 with MassMutual Select Funds (Chairperson since 2022); Since 2012 with MassMutual Premier Funds (Chairperson since 2022); Since 2021 with MassMutual Advantage Funds (Chairperson since 2022). | Retired. | 1185 | Trustee (since 2012), Barings Corporate Investors (closed-end investment company); Trustee (since 2012), Barings Participation Investors (closed-end investment company); Chairperson (since 2022), Trustee (since 2009), MML Series Investment Fund (open-end investment company); Chairperson (since 2022), Trustee (since 2012), MML Series Investment Fund II (open-end investment company); Trustee (since 2021), MassMutual AccessSM Pine Point Fund (closed-end investment company). |
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| Interested Trustees | | | | |
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Michael R. Fanning6 Year of Birth: 1963 | Trustee | Since 2021, MassMutual Select Funds, MassMutual Premier Funds and MassMutual Advantage Funds. | Director (since 2016), MML Advisers; Head of MassMutual U.S. (since 2016), Executive Vice President (2016- 2018), Member of MassMutual’s Executive Leadership Team (since 2008), MassMutual. | 115 | Trustee (since 2021), MML Series Investment Fund (open-end investment company); Trustee (since 2021), MML Series Investment Fund II (open-end investment company). |
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Clifford M. Noreen6 Year of Birth: 1957 | Trustee | Since 2021, MassMutual Select Funds, MassMutual Premier Funds and MassMutual Advantage Funds. | Head of Global Investment Strategy (since 2019), Deputy Chief Investment Officer (2016-2018), MassMutual; President (2008-2016), Vice Chairman (2007-2008), Member of the Board of | 1175 | Chairman (since 2009), Trustee (since 2005), President (2005-2009), CI Subsidiary Trust and PI Subsidiary Trust; Chairman and Trustee (since 2009), Barings Corporate Investors (closed-end investment company); Chairman |
Name And Age | Position(s) Held with Trusts | Length of Time Served | Principal Occupation(s) During Past Five Years | Number of Portfolios in Fund Complex Overseen by Trustee | Other Directorships Held by Trustee/Nominee During Past Five Years1 |
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| | | Managers (2006-2016), Managing Director (2000-2016), Barings, LLC. | | and Trustee (since 2009), Barings Participation Investors (closed-end investment company); Trustee (since 2021), MML Series Investment Fund (open-end investment company); Trustee (since 2021), MML Series Investment Fund II (open-end investment company). |
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| 1 | Directorships of companies not reported in the “principal occupation” column that have a class of securities registered or subject to registration under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or are registered as investment companies under the 1940 Act. |
| 2 | Mr. Hunter is expected to retire in June 2022 under the Board’s retirement policy and will not stand for re-election. |
| 3 | Mr. Malt retired as a partner of Ropes & Gray LLP on December 31, 2019 and was named Chairman Emeritus of the firm at that time. |
| 4 | The Chairperson is elected to hold such office for a term of three years or until his or her successor is elected and qualified to carry out the duties and responsibilities of his or her office, or until he or she retires, dies, resigns, is removed, or becomes disqualified, and any such Chairperson may not serve more than two consecutive terms. |
| 5 | Barings Participation Investors and Barings Corporate Investors are deemed to be a part of the Fund Complex, because they are managed by Barings LLC, an affiliate of MML Advisers. |
| 6 | Mr. Fanning and Mr. Noreen are “Interested Persons,” as that term is defined in the 1940 Act, as employees of MassMutual. |
Nominee Qualifications
The Trusts’ Agreements and Declarations of Trust do not set forth any specific qualifications to serve as a trustee. The charter of the Nominating and Governance Committee of each Trust states that all Independent Trustee candidates must have a college degree or, in the judgment of the Committee, equivalent business experience; and that the Committee may take into account a wide variety of factors in considering independent Trustee candidates, giving such weight to any individual factor(s) as they deem appropriate, including (but not limited to):
| (i) | availability and commitment of a candidate to attend meetings and perform his or her responsibilities on the Board; |
| (ii) | relevant industry and related experience; |
| (iii) | educational background; |
| (iv) | depth and breadth of financial expertise, including whether the candidate would qualify as an “independent” “audit committee financial expert” as those terms are defined in Item 3 of Form N-CSR; |
| (v) | whether, and to what extent, a candidate’s background, experience and skills would complement the background, experience and skills of the Board’s existing Trustees; and |
| (vi) | an assessment of the candidate’s ability, judgment, expertise, reputation, and integrity. |
In the case of a shareholder-recommended candidate, the Committee may also consider any other facts and circumstances attendant to such shareholder submission as may be deemed appropriate by the Committee, including, without limitation, the value of the Funds’ securities owned by the shareholder and the length of time such shares have been held by the shareholder. Different factors may assume greater or lesser significance at particular times, in light of the Board’s present composition and the Committee’s (or the Board’s) perception about future issues and needs. The Board endeavors to comprise itself of members with a broad mix of professional and personal backgrounds.
The following is a summary of the particular professional and other experience of each Nominee that was relevant to the nomination of that individual (as of the date of this Proxy Statement). Each Trustee or Nominee was nominated to serve on the Board based on his or her overall experience and the Board did not identify any specific qualification as all-important or controlling. The information in this section should not be understood to mean that any of the Trustees is an “expert” within the meaning of the federal securities laws.
Allan W. Blair — As a former trustee and audit and compliance committee member of a large healthcare system, Mr. Blair has experience with financial, regulatory, and operational issues. He also has served as president and/or CEO of several non-profit and quasi-public organizations for over 30 years. Mr. Blair holds a BA from the University of Massachusetts at Amherst and a JD from Western New England College School of Law.
Nabil N. El-Hage — As a former CEO or CFO of various public and private companies, Mr. El-Hage has experience with financial, regulatory, and operational issues. He has also taught corporate finance at the graduate level, and has served as a director for more than a dozen public and private companies and as an associate at a venture capital firm. Mr. El-Hage holds a BS in Electronic Engineering from Yale University and an MBA with high distinction from Harvard University.
Michael R. Fanning — As an executive and/or director of financial services and insurance companies, Mr. Fanning has experience with financial, regulatory, and operational issues. He also has served as an audit committee member for financial services and insurance companies. Mr. Fanning holds a BA in Economics and a BA in Organizational Behavior and Management from Brown University.
Maria D. Furman — As a trustee and chairperson or member of the audit and investment committees of various educational organizations, and as a former managing director, director, and portfolio manager at an investment management firm, Ms. Furman has experience with financial, regulatory, and operational issues. She also has served as an audit and investment committee member and a director, treasurer and investment committee chair for environmental, educational, and healthcare organizations. Ms. Furman is a CFA charterholder and holds a BA from the University of Massachusetts at Dartmouth.
R. Alan Hunter, Jr.1 — As the former chairman of the board of non-profit organizations and a former director of a publicly traded company, Mr. Hunter has experience with financial, regulatory, and operational issues. He also held executive positions with a manufacturing company. Mr. Hunter holds a BA from Dickinson College and an MBA from the University of Pennsylvania.
R. Bradford Malt — As a current Chairman Emeritus, a former Chairman, and a former partner of a corporate law firm, which serves as counsel to the Trusts and to MML Advisers, with over 40 years of financial services experience, Mr. Malt has expertise in financial, regulatory, and operational issues. He has also served as a director for several public and private companies. Mr. Malt holds an AB in Applied Mathematics from Harvard College and a JD from Harvard Law School.
C. Ann Merrifield — As a trustee of a healthcare organization, current and former partner director of specialty pharmaceutical companies, former biotechnology executive, former partner of a consulting firm and investment officer at a large insurance company, Ms. Merrifield has experience with financial, regulatory, and operational issues. She also has served as an audit committee member for a manufacturing company and currently serves as such for two public life sciences companies. Ms. Merrifield holds a BA and M. Ed. from the University of Maine and an MBA from Amos Tuck School of Business Administration at Dartmouth College.
Clifford M. Noreen — As an executive of financial services companies with over 35 years of investment management experience, a director of several publicly traded and private companies, an investment committee member of two non-profit organizations, and a director and/or officer of various investment companies and private funds, Mr. Noreen has experience with financial, regulatory, and operational issues. Mr. Noreen is a Chartered Financial Analyst. He holds a BA from the University of Massachusetts and an MBA from American International College.
Cynthia R. Plouché — As a former assessor of a township, a former portfolio manager for asset management firms, and a former chief investment officer and managing director of an asset management firm with over 32 years of financial services experience, Ms. Plouché has experience with financial, regulatory, and operational issues. She has also served as a trustee and audit committee member for open-end investment companies and a trustee for a closed-end investment company. Ms. Plouché holds a BA in Psychology and Social Relations from Harvard University and an MBA from the Wharton School at the University of Pennsylvania.
Jason J. Price — As a former executive with over 25 years of financial services experience, Mr. Price has experience with financial, regulatory, and operational issues. He served as a Senior Vice President of Cigna Investment Management from 2009 to 2012 and as Head of Private Equity for the State of Connecticut Office of the Treasurer from 2005 to 2009. Mr. Price holds a BA in Business Administration from Morehouse College and an MBA from Harvard Business School.
Susan B. Sweeney— As a former executive and investment officer of a property and casualty company and a former executive of a financial services company with over 35 years of financial services experience, Ms. Sweeney has experience with financial, regulatory, and operational issues. From 2010 to 2014, she was Chief Investment Officer and Senior Vice President of Selective Insurance Company of America. She also served as Chief Investment Officer for the State of Connecticut Pension Fund from 2002 to 2007, directing a multi-asset portfolio. Ms. Sweeney holds a BS in Business Studies from Connecticut Board for State Academic Awards, an MBA from Harvard Business School, and a Doctor of Humane Letters from Charter Oak State College.
1 Mr. Hunter is expected to retire in June 2022 under the Board’s retirement policy and will not stand for re-election.
Board Leadership Structure and Risk Oversight
The Board is currently comprised of eight Trustees, a majority of whom are Independent Trustees. The Board is generally responsible for the management and oversight of the business and affairs of the Trusts. The Trustees formulate the general policies of the Trusts and the Funds, approve contracts, and authorize Trust officers to carry out the decisions of the Board. To assist them in this role, the Independent Trustees have retained independent legal counsel.
The Board has appointed an independent Trustee Chairperson of the Trusts. The Chairperson presides at Board meetings and may call a Board or committee meeting when she deems it necessary. The Chairperson participates in the preparation of Board meeting agendas and may generally facilitate communications among the Trustees, and between the Trustees and the Trusts’ management, officers, and independent legal counsel, between meetings. The Chairperson may also perform such other businessfunctions as may properly come beforebe requested by the Special MeetingBoard from time to time. The Board has established the three standing committees described below and may form working groups or ad hoc committees as needed.
The Board believes this leadership structure is appropriate because it allows the Board to exercise informed and independent judgment and allocates areas of responsibility among committees or working groups of Trustees and the full Board in a manner that enhances effective oversight. The Board also believes that having a majority of independent Trustees is appropriate and in the best interest of the Funds’ shareholders. However, in the Board’s opinion, having interested persons serve as Trustees brings both corporate and financial viewpoints that are significant elements in its decision-making process. The Board reviews its leadership structure at least annually and may make changes to it at any adjournmenttime, including in response to changes in the characteristics or adjournments thereof.
circumstances of the Trusts.
As registered investment companies, the Funds are subject to a variety of risks, including, among others, investment risks, financial risks, compliance risks, and operational risks. The enclosed proxy card (a "Proxy Card"), if properly executedFunds’ investment adviser and returned, will be votedadministrator, MML Advisers, has primary responsibility for the Funds’ risk management on a day-to-day basis as part of its overall responsibilities. The Funds’ subadvisers are primarily responsible for managing investment risk as part of their day-to-day investment management responsibilities, as well as operational risks at their respective firms. The Funds’ investment adviser and Chief Compliance Officer also assist the Board in accordanceoverseeing the significant investment policies of the Funds and monitor the various compliance policies and procedures approved by the Board as a part of its oversight responsibilities.
In discharging its oversight responsibilities, the Board considers risk management issues throughout the year by reviewing regular reports prepared by the Funds’ investment adviser and Chief Compliance Officer, as well as special written reports or presentations provided on a variety of risk issues, as needed. For example, the investment adviser reports to the Board quarterly on the investment performance of each of the Funds, the financial performance of the Funds, overall market and economic conditions, and legal and regulatory developments that may impact the Funds. The Funds’ Chief Compliance Officer, who reports directly to the Board’s Independent Trustees, provides presentations to the Board at its quarterly meetings and an annual report to the Board concerning (i) compliance matters relating to the Funds, the Funds’ investment adviser and subadvisers, and the Funds’ other key service providers; (ii) regulatory developments; (iii) business continuity programs; and (iv) various risks identified as part of the Funds’ compliance program assessments. The Funds’ Chief Compliance Officer also meets at least quarterly in executive session with the choices specified thereinIndependent Trustees, and willcommunicates significant compliance-related issues and regulatory developments to the Audit Committee between Board meetings.
In addressing issues regarding the Funds’ risk management between meetings, appropriate representatives of the investment adviser communicate with the Chairperson of the Trust, the Chairperson of the Audit Committee, or the Funds’ Chief Compliance Officer. As appropriate, the Trustees confer among themselves, or with the Funds’ Chief Compliance Officer, the investment adviser, other service providers, and independent legal counsel, to identify and review risk management issues that may be includedplaced on the full Board’s agenda.
The Board also relies on its committees to administer the Board’s oversight function. The Audit Committee assists the Board in determining whether therereviewing with the investment adviser and the Funds’ independent auditors, at various times throughout the year, matters relating to the annual audits, financial accounting and reporting matters, and the internal control environment at the service providers that provide financial accounting, and reporting for the Funds. The Audit Committee also meets annually with representatives of the investment adviser’s Corporate Audit Department to review the results of internal audits of relevance to the Funds. This and the Board’s other committees present reports to the Board that may prompt further discussion of issues concerning the oversight of the Funds’ risk management. The Board may also discuss particular risks that are not addressed in the committee process.
Board Committees and Meetings. The Board met for the MassMutual Select Funds six times during the fiscal year ended September 30, 2021. The Board met for the MassMutual Premier Funds eight times during the fiscal year ended September 30, 2021. The Board met for the MassMutual Advantage Funds four times during the fiscal year ended September 30, 2021. Each Trustee attended at least 75% of the aggregate number of all meetings of the Board.
Audit Committee. The Trusts have an Audit Committee, consisting of Trustees who are not “interested persons” (as defined in the 1940 Act) of the Trusts. The Audit Committee, whose members are Messrs. Blair, El-Hage, and Hunter and Mses. Furman and Merrifield, oversees each Trust’s accounting and financial reporting policies and practices, its internal controls, and internal controls of certain service providers; oversees the quality and objectivity of the Trust’s financial statements and the independent audit thereof; evaluates the independence of the Trust’s independent registered public accounting firm; evaluates the overall performance and compensation of the Chief Compliance Officer; acts as liaison between the Trust’s independent registered public accounting firm and the full Board; and provides immediate access for the Trust’s independent registered public accounting firm to report any special matters they believe should be brought to the attention of the full Board. During the fiscal year ended September 30, 2021, the Audit Committee of the MassMutual Select Funds and MassMutual Premier Funds met four times. During the fiscal year ended September 30, 2021, the Audit Committees of the MassMutual Advantage Funds met one time. The Board has adopted a written charter for the Audit Committee, a current copy of which is available in Appendix B. The Funds currently do not maintain a quorum to conductwebsite on which the Special
Meeting. In the eventcharter is available.
Nominating and Governance Committee. The Trusts have a quorumNominating and Governance Committee, consisting of each Trustee who is not presentan “interested person” of the Trusts. The Nominating and Governance Committee meets at least twice per calendar year. During the Special Meeting orfiscal year ended September 30, 2021, the Nominating and Governance Committees of the MassMutual Select Funds and MassMutual Premier Funds met four times. During the fiscal year ended September 30, 2021, the Nominating and Governance Committee of the MassMutual Advantage Funds met one time because the Funds were launched in December 2021. The Nominating and Governance Committee (a) identifies, and evaluates the qualifications of, individuals to become independent members of the Funds’ Board in the event that a position currently filled by an Independent Trustee is vacated or created; (b)
nominates Independent Trustee nominees for election or appointment to the Board; (c) sets any necessary standards or qualifications for service on the Board; (d) recommends periodically to the full Board an Independent Trustee to serve as Chairperson; (e) evaluates at least annually the independence and overall performance of counsel to the Independent Trustees; (f) annually reviews the compensation of the Independent Trustees; and (g) oversees board governance issues including, but not limited to, (i) evaluating the board and committee structure and the performance of Trustees, (ii) considering and addressing any conflicts, (iii) considering the retirement policies of the Board, and (iv) considering and making recommendations to the Board at least annually concerning the Trust’s directors and officers liability insurance coverage. The Board has adopted a written charter for the Nominating and Governance Committee, a current copy of which is available in Appendix C. The Funds currently do not maintain a website on which the charter is available.
The Nominating and Governance Committee will consider and evaluate nominee candidates properly submitted by shareholders of the Trusts in the same manner as it considers and evaluates candidates recommended by other sources. The Nominating and Governance Committee may also consider any other facts and circumstances attendant to such shareholder submission as may be deemed appropriate by the Nominating and Governance Committee, including, without limitation, the value of the Funds’ securities owned by the shareholder and the length of time such shares have been held by the shareholder. A recommendation of a shareholder of a Trust must be submitted as described below to be considered properly submitted for purposes of the Nominating and Governance Committee’s consideration. The shareholders of a Trust must submit any such recommendation (a “Shareholder Recommendation”) in writing to the Trust’s Nominating and Governance Committee, to the attention of the Secretary, at the address of the principal executive offices of the Trust, which is 1295 State Street, Springfield, MA 01111-0001. The Shareholder Recommendation must be delivered to or mailed and received at the principal executive offices of the Trust at least 60 calendar days before the date of the meeting at which the Nominating and Governance Committee is to select a nominee for Independent Trustee. The Shareholder Recommendation must include: (i) a statement in writing setting forth: (A) the name, age, date of birth, phone number, business address, residence address, nationality, and pertinent qualifications of the person recommended by the shareholder (the “Shareholder Candidate”), including an explanation of why the shareholder believes the Shareholder Candidate will make a good Trustee; (B) the class or series and number of all shares of the Funds owned of record or beneficially by the Shareholder Candidate, as reported to such shareholder by the Shareholder Candidate; (C) any other information regarding the Shareholder Candidate called for with respect to director nominees by paragraphs (a), (d), (e), and (f) of Item 401 of Regulation S-K or paragraph (b) of Item 22 of Rule 14a-101 (Schedule 14A) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), adopted by the SEC (or the corresponding provisions of any regulation or rule subsequently adopted by the SEC or any successor agency applicable to the Funds); (D) any other information regarding the Shareholder Candidate that would be required to be disclosed if the Shareholder Candidate were a nominee in a proxy statement or other filing required to be made in connection with solicitation of proxies for election of trustees or directors pursuant to Section 14 of the Exchange Act and the rules and regulations promulgated thereunder; and (E) whether the recommending shareholder believes that the Shareholder Candidate is or will be an “interested person” (as defined in Section 2(a)(19) of the 1940 Act) of the Funds and, if not an “interested person,” information regarding the Shareholder Candidate that will be sufficient for the Funds to make such determination; (ii) the written and signed consent of the Shareholder Candidate to be named as a nominee, consenting to (1) the disclosure, as may be necessary or appropriate, of such Shareholder Candidate’s information submitted in accordance with (i) above; and (2) service as a Trustee if elected; (iii) the recommending shareholder’s name as it appears on the Funds’ books, the number of all shares of each series of the Funds owned beneficially and of record by the recommending shareholder; (iv) a description of all arrangements or understandings between the recommending shareholder and the Shareholder Candidate and any other person or persons (including their names) pursuant to which the Shareholder Recommendation is being made by the recommending shareholder; and (v) such other information as the Nominating and Governance Committee may require the Shareholder Candidate to furnish as the Nominating and Governance Committee may reasonably require or deem necessary to determine the eligibility of such Shareholder Candidate to serve as a Trustee or to satisfy applicable law.
Contract Committee. The Trusts have a Contract Committee, consisting of each Trustee who is not an “interested person” of the Trusts. The Contract Committees of the MassMutual Select Funds and the MassMutual Premier Funds met twice during the fiscal year ended September 30, 2021. The Contract Committee for the MassMutual Advantage Funds did not meet during the fiscal year ended September 30, 2021. The Contract Committee performs the specific tasks assigned to independent trustees by the 1940 Act, including the periodic consideration of the Trusts’ investment management agreements and subadvisory agreements.
Trustee Compensation.
MassMutual Select Funds. Effective January 1, 2022, the Trust, on behalf of each Fund, pays each of its Trustees who is not an officer or employee of MassMutual a fee of $36,905 per quarter plus a fee of $5,368 per in-person meeting attended plus a fee of $5,368 for the annual Contract Committee meeting. The Chairperson of the Board is paid an additional 40% of the quarterly fee, the in-person meeting fee, and the Contract Committee meeting fee. The Chairpersons of each of the Audit Committee and the Contract Committee are paid an additional 10% of the quarterly fee, the in-person meeting fee, and the Contract Committee meeting fee. The Chairperson of the Nominating and Governance Committee is paid an additional 7% of the quarterly fee, the in-person meeting fee, and the Contract Committee meeting fee. Such Trustees who serve on the Audit Committee, other than the Chairperson, are paid an additional 4% of the quarterly fee, the in-person meeting fee, and the Contract Committee meeting fee. No additional fees are paid for attending any other committee meetings or any special telephonic meetings. In addition, the Trust reimburses out-of-pocket business travel expenses to such Trustees. Trustees who are officers or employees of MassMutual receive no fees from the Trust.
During 2021, the Trust, on behalf of each Fund, paid each of its Trustees who was not an officer or employee of MassMutual a fee of $35,175 per quarter plus a fee of $5,360 per in-person meeting attended plus a fee of $5,360 for the annual Contract Committee meeting. The Chairperson of the Board was paid an additional 40% of the quarterly fee, the in-person meeting fee, and the Contract Committee meeting fee. The Chairpersons of each of the Audit Committee and the Contract Committee were paid an additional 10% of the quarterly fee, the in-person meeting fee, and the Contract Committee meeting fee. The Chairperson of the Nominating and Governance Committee was paid an additional 7% of the quarterly fee, the in-person meeting fee, and the Contract Committee meeting fee. Such Trustees who served on the Audit Committee, other than the Chairperson, were paid an additional 4% of the quarterly fee, the in-person meeting fee, and the Contract Committee meeting fee. No additional fees were paid for attending any other committee meetings or any special telephonic meetings. In addition, the Trust reimbursed out-of-pocket business travel expenses to such Trustees. Trustees who were officers or employees of MassMutual received no fees from the Trust
MassMutual Premier Funds. Effective January 1, 2022, the Trust, on behalf of each Fund, pays each of its Trustees who is not an officer or employee of MassMutual a fee of $3,960 per quarter plus a fee of $576 per in-person meeting attended plus a fee of $576 for the annual Contract Committee meeting. The Chairperson of the Board is paid an additional 40% of the quarterly fee, the in-person meeting fee, and the Contract Committee meeting fee. The Chairpersons of each of the Audit Committee and the Contract Committee are paid an additional 10% of the quarterly fee, the in-person meeting fee, and the Contract Committee meeting fee. The Chairperson of the Nominating and Governance Committee is paid an additional 7% of the quarterly fee, the in-person meeting fee, and the Contract Committee meeting fee. Such Trustees who serve on the Audit Committee, other than the Chairperson, are paid an additional 4% of the quarterly fee, the in-person meeting fee, and the Contract Committee meeting fee. No additional fees are paid for attending any other committee meetings or any special telephonic meetings. In addition, the Trust reimburses out-of-pocket business travel expenses to such Trustees. Trustees who are officers or employees of MassMutual receive no fees from the Trust.
During 2021, the Trust, on behalf of each Fund, paid each of its Trustees who was not an officer or employee of MassMutual a fee of $4,200 per quarter plus a fee of $640 per in-person meeting attended plus a fee of $640 for the annual Contract Committee meeting. The Chairperson of the Board was paid an additional 40% of the quarterly fee, the in-person meeting fee, and the Contract Committee meeting fee. The Chairpersons of each of the Audit Committee and the Contract Committee were paid an additional 10% of the quarterly fee, the in-person meeting fee, and the Contract Committee meeting fee. The Chairperson of the Nominating and Governance Committee was paid an additional 7% of the quarterly fee, the in-person meeting fee, and the Contract Committee meeting fee. Such Trustees who served on the Audit Committee, other than the Chairperson, were paid an additional 4% of the quarterly fee, the in-person meeting fee, and the Contract Committee meeting fee. No additional fees were paid for attending any other committee meetings or any special telephonic meetings. In addition, the Trust reimbursed out-of-pocket business travel expenses to such Trustees. Trustees who were officers or employees of MassMutual received no fees from the Trust
MassMutual Advantage Funds. Effective January 1, 2022, the Trust, on behalf of each Fund, pays each of its Trustees who is not an officer or employee of MassMutual a fee of $715 per quarter plus a fee of $104 per in-person meeting attended plus a fee of $104 for the annual Contract Committee meeting. The Chairperson of the Board is paid an additional 40% of the quarterly fee, the in-person meeting fee, and the Contract Committee meeting fee. The Chairpersons of each of the Audit Committee and the Contract Committee are paid an additional 10% of the quarterly fee, the in-person meeting fee, and the Contract Committee meeting fee. The Chairperson of the Nominating and Governance Committee is paid an additional 7% of the quarterly fee, the in-person meeting fee, and the Contract Committee meeting fee. Such Trustees who serve on the Audit Committee, other than the Chairperson, are paid an
additional 4% of the quarterly fee, the in-person meeting fee, and the Contract Committee meeting fee. No additional fees are paid for attending any other committee meetings or any special telephonic meetings. In addition, the Trust reimburses out-of-pocket business travel expenses to such Trustees. Trustees who are officers or employees of MassMutual receive no fees from the Trust.
Effective October 1, 2021, the Trust, on behalf of each Fund, paid each of its Trustees who was not an officer or employee of MassMutual a fee of $525 per quarter plus a fee of $80 per in-person meeting attended plus a fee of $80 for the annual Contract Committee meeting. The Chairperson of the Board was paid an additional 40% of the quarterly fee, the in-person meeting fee, and the Contract Committee meeting fee. The Chairpersons of each of the Audit Committee and the Contract Committee were paid an additional 10% of the quarterly fee, the in-person meeting fee, and the Contract Committee meeting fee. The Chairperson of the Nominating and Governance Committee was paid an additional 7% of the quarterly fee, the in-person meeting fee, and the Contract Committee meeting fee. Such Trustees who served on the Audit Committee, other than the Chairperson, were paid an additional 4% of the quarterly fee, the in-person meeting fee, and the Contract Committee meeting fee. No additional fees were paid for attending any other committee meetings or any special telephonic meetings. In addition, the Trust reimbursed out-of-pocket business travel expenses to such Trustees. Trustees who were officers or employees of MassMutual received no fees from the Trust.
The table in Appendix D discloses the fees paid to each Trustee by each Fund for its most recent fiscal year (ending September 30, 2021) and the fees paid to each Trustee in the Fund complex during calendar year 2021. The Trusts have no pension or retirement plan, but do have a deferred compensation plans. The MassMutual Select Funds plan provides for amounts deferred prior to July 1, 2008, plus interest, to be credited at a rate of interest of eight percent (8%). Amounts deferred after July 1, 2008, plus or minus earnings, are “shadow invested.” These amounts are valued based on changes in the values of one or more registered investment companies overseen by a Trustee. The MassMutual Premier Funds plan provides for amounts deferred prior to January 1, 2012, plus interest, to be credited at a rate of interest equal to that of the U.S. Corporate Bond Index as of January 1, 2012, to be reset every two years. Amounts deferred after January 1, 2012, plus or minus earnings, are “shadow invested.” These amounts are valued based on changes in the values of one or more registered investment companies overseen by a Trustee. The MassMutual Advantage Funds plan provides for amounts deferred, plus or minus earnings, to be “shadow invested.” These amounts are valued based on changes in the values of one or more registered investment companies overseen by a Trustee.
Share Ownership of the Trustees of the Trusts and the Nominees. The table below sets forth information regarding the Trustees’ and Nominees’ beneficial ownership of Fund shares, based on the value of such shares as of December 31, 2021. The table also sets forth the dollar range of equity securities beneficially owned by each Trustee and each Nominee of all Funds that are overseen by the Trustee in the same family of funds as the Funds.
| Name of Trustee/Nominee | The Dollar Range of Equity Securities Beneficially Owned in MassMutual Select Funds | The Dollar Range of Equity Securities Beneficially Owned in MassMutual Premier Funds | The Dollar Range of Equity Securities Beneficially Owned in MassMutual Advantage Funds | Aggregate Dollar Range of Equity Securities in All Registered Investment Companies To Be Overseen by Trustee in Family of Investment Companies |
| Independent Trustees/Nominees | | | | |
| Allan W. Blair | None | None | None | Over $100,000 |
| Nabil N. El-Hage | None | None | None | None |
| Maria D. Furman, | None | None | None | None |
| R. Alan Hunter Jr.1 | None | None | None | None |
| R. Bradford Malt2 | None | None | None | None |
| C. Ann Merrifield | None | None | None | None |
| Cynthia R. Plouché2 | None | None | None | None |
| Jason J. Price2 | None | None | None | None |
| Susan B. Sweeney | None | None | None | None |
| Interested Trustees | | | | |
| Michael R. Fanning | None | None | None | None |
| Clifford M. Noreen | None | None | None | None |
| 1 | Mr. Hunter is expected to retire from the Board in June 2022 and is not standing for re-election. |
| 2 | Mr. Malt, Ms. Plouché and Mr. Price did not serve as a Trustee of the Board during any Fund’s recently completed fiscal year or during the calendar year 2021. |
The ownership information shown above does not include units of separate investment accounts that invest in one or more registered investment companies overseen by a Trustee in the family of investment companies held in a 401(k) plan or amounts held under a deferred compensation plan that are valued based on “shadow investments” in one or more such registered investment companies. As of December 31, 2021, these amounts were as follows: Mr. Blair, over $100,000; Mr. El-Hage, over $100,000; Mr. Fanning, $10,001-$50,000; Ms. Furman, None; Mr. Hunter, None; Ms. Merrifield, None; Mr. Noreen, over $100,000; and Ms. Sweeney, None.
As of January 4, 2022, the Trustees and officers of the Trust, individually and as a group, did not beneficially own outstanding shares of any of the Funds.
To the knowledge of the Trusts, as of December 31, 2021, the independent Trustees, the Nominees who would qualify as independent Trustees, and their immediate family members did not own beneficially or of record securities of the investment adviser, subadviser(s), principal underwriter, or sponsoring insurance company of the Funds or a person (other than a registered investment company) directly or indirectly controlling, controlled by, or under common control with an investment adviser, subadviser(s), principal underwriter, or sponsoring insurance company of the Funds.
Shareholder Communications to the Trustees. Shareholders may send communications to the Trustees by addressing such correspondence directly to the Secretary of the Trusts, c/o Massachusetts Mutual Life Insurance Company, 1295 State Street, Springfield, MA 01111-0001. When writing to the Board, shareholders should identify themselves, the fact that the communication is directed to the Board, the Fund they are writing about, and any relevant information regarding their Fund holdings. Except as provided below, the Secretary shall either (i) provide a copy of each shareholder communication to the Board at its next regularly scheduled meeting or (ii) if the Secretary determines that the communication requires more immediate attention, forward the communication to the Board promptly after receipt. The Secretary will also provide a copy of each shareholder communication to the Trusts’ Chief Compliance Officer.
The Secretary may, in good faith, determine that a shareholder communication should not be provided to the Board because it does not reasonably relate to the Trusts or their operations, management, activities, policies, service providers, Board, officers, shareholders, or other matters relating to an investment in the Funds or is otherwise ministerial in nature (such as a request for Fund literature, share data, or financial information). The Secretary will provide to the Board on a quarterly basis a summary of the shareholder communications not provided to the Board by virtue of this paragraph.
Vote Required. With respect to Proposal 1, each Trust will vote separately. This means that for each Trust, the votes of shareholders of all Funds that are series of that Trust will be voted together as a single class. The Nominees receiving the affirmative vote of a plurality of the votes cast in person or by proxy at the Meeting, if a quorum is present, but sufficient votes toshall be elected.
| II. | PROPOSAL 2: TO CHANGE THE STATUS OF THE MASSMUTUAL BLUE CHIP GROWTH FUND AND MASSMUTUAL DISCIPLINED GROWTH FUND FROM DIVERSIFIED FUNDS TO NON-DIVERSIFIED FUNDS |
Affected Funds:
MassMutual Blue Chip Growth Fund
MassMutual Disciplined Growth Fund
The Trustees are recommending that shareholders of each Fund approve the proposed itemreclassification of the Fund’s diversification status from “diversified” to “non-diversified.” As a diversified fund, each Fund is currently limited in its ownership of securities of any single issuer. If the reclassification is approved by shareholders, each Fund will not be subject to its current limitations and may therefore hold a greater percentage of its assets in the securities of any single issuer. The Fund’s reclassification would provide the Fund’s investment team with more investment flexibility and the potential to improve performance. Relatedly, each Fund currently has a fundamental policy on diversification. Under the 1940 Act, a change to a Fund’s diversification status from diversified to non-diversified requires shareholder approval. If shareholders approve changing a Fund’s status from diversified to non-diversified, then the Fund’s related fundamental policy will be eliminated.
The investment objective of the MassMutual Blue Chip Growth Fund is to seek long-term capital growth. Under normal circumstances, the Fund invests at least 80% of net assets (plus the amount of any borrowings for investment purposes) in the common stocks of large- and medium-sized blue chip growth companies. The Fund’s subadvisers, T. Rowe Price Associates, Inc. (“T. Rowe Price”) and Loomis Sayles & Company, L.P. (“Loomis Sayles”), currently define blue chip growth companies to mean firms that, in the subadviser’s view, are well-established in their industries and have the potential for above-average earnings growth. At times, implementing the Fund’s investment strategy has been a challenge due to requirements to maintain the Fund’s diversified status. As blue chip growth companies become even more attractive investments, the Funds’ portfolio managers may not be able to take full advantage of those investment opportunities as a result of the need to maintain compliance with the 1940 Act diversification requirements. By changing the Fund to non-diversified status, the Fund’s portfolio managers could increase the Fund’s investment in their highest conviction investment ideas as they would not be constrained by the 1940 Act diversification requirements. T. Rowe Price and Loomis Sayles believe that reclassifying the Fund as non-diversified is in the best interests of the Fund and its shareholders because non-diversified status will provide the Fund’s investment team with increased investment flexibility and potential for better investment performance.
The investment objective of the MassMutual Disciplined Growth Fund is to seek long-term total return. The Fund invests primarily in equity securities of U.S. large-and mid-cap companies. The Fund currently invests substantially all of its assets in companies represented in the Russell 1000® Growth Index, although the Fund is not an index fund or a passively managed investment. As of February 28, 2021, the capitalization range of companies included in the Russell 1000® Growth Index is from $673 million to $2.04 trillion. The Russell 1000® Growth Index has become increasingly concentrated in its top holdings (e.g., Apple, Microsoft, and Amazon). Due to the 1940 Act diversification requirements, the Fund must underweight these holdings relative to their weights in the Russell 1000® Growth Index even if the portfolio managers find them to be attractive investment opportunities. In practice, this means that the Fund is unable to invest in these issuers to the extent that the portfolio managers desire as a result of the need to comply with the 1940 Act diversification requirements. The Fund’s subadviser, Wellington Management Company LLP (“Wellington”), believes this market concentration is likely to continue and that reclassifying the Fund as non-diversified would provide the Fund’s investment team with increased investment flexibility and the potential for better investment performance.
Under Section 5(b) of the 1940 Act a fund must be classified as either diversified or non-diversified. The 1940 Act provides that a fund that is classified as diversified, with respect to 75% of its total assets, may not invest in a security if, as a result of such investment, more than 5% of its total assets (calculated at the time of purchase) would be invested in securities of any one issuer. Additionally, with respect to 75% of its total assets, a diversified fund may not hold more than 10% of the outstanding voting securities of any one issuer. These restrictions do not apply to U.S. government securities, securities of other investment companies, or cash and cash items (including receivables). The remaining 25% of a diversified fund’s total assets are not received,subject to these limitations.
A non-diversified fund is not subject to these limitations and may therefore hold a greater percentage of its assets in the persons namedsecurities of a single issuer. Changing the Funds’ status to non-diversified would allow the Funds to continue to grow unconstrained by the diversification limits and to invest more assets in fewer issuers or any one issuer.
Approval of this Proposal will not affect each Fund’s ability to comply with the diversification and other requirements of Internal Revenue Code of 1986, as proxies may proposeamended, (the “Code”), which are applicable to the Fund so that the Fund will not be subject to U.S. federal income taxes on its net investment income. In this regard, the applicable diversification requirements imposed by the Code provide that the Fund must diversify its holdings so that at the end of each quarter each Fund’s taxable year (i) at least 50% of the market value of the Fund’s total assets is represented by cash and cash items, U.S. Government securities, the securities of other regulated investment companies and other securities, with such other securities of any one issuer limited for purposes of this calculation to an amount not greater than 5% of the value of the Fund’s total assets and not more than 10% of the outstanding voting securities of such issuer, and (ii) not more than 25% of the value of the Fund’s total assets is invested in (x) the securities of any one issuer or of two or more issuers which the Fund controls and which are engaged in the same, similar, or related trades or businesses (other than U.S. government securities or the securities of other regulated investment companies) or (y) in the securities of one or more adjournmentspublicly traded partnerships
Concentration of investments in a smaller number of issuers exposes a fund to the risks associated with such issuers to a greater extent than a fund invested in a larger number of issuers. Poor performance by any one of these issuers would adversely affect a non-diversified fund to a greater extent than a more broadly diversified fund. While investing a larger portion of the SpecialFunds’ assets in the stocks of fewer issuers may prove beneficial when such issuers outperform the market, larger investments in the stocks of fewer issuers will also magnify any negative or under-performance by such issuers. In general, because the Funds’ performance may become more closely tied to the value of a single issuer or small number of issuers, it is likely to become more volatile than the performance of more diversified funds. However, the Adviser and the respective subadvisers believe these additional risks are outweighed by the potential for increased investment flexibility.
The Board recommends that each Fund’s current fundamental investment restriction with respect to diversification of investments be eliminated so that the Funds may be reclassified as non-diversified funds. If Proposal 2 is not adopted by a Fund’s shareholders, the Fund’s fundamental investment restriction with respect to diversification will remain the same and the Trustees will consider what action, if any, would be in the best interests of shareholders. The reclassification of each Fund is not contingent on the approval by shareholders of the reclassification of any other Fund.
Vote Required. Approval of this Proposal requires the affirmative vote of a majority of the outstanding voting securities of the Fund, which for this purpose means the affirmative vote of the lesser of (i) more than 50% of the outstanding voting securities of the Fund or (ii) 67% or more of the outstanding voting securities of the Fund present at the Meeting if more than 50% of the outstanding voting securities of the Fund are present in person or represented by proxy. Each Fund’s shareholders vote separately from each other Fund’s shareholders on Proposal 2. Changing the diversification status of each Fund is not contingent on the approval by shareholders of the diversification status of any other Fund.
III. OTHER INFORMATION
Certain additional information regarding the Trust, the Funds, and the Meeting is presented below.
Investment Advisers and Administrators. MML Investment Advisers, LLC, located at 1295 State Street, Springfield, Massachusetts 01111-0001, is the investment adviser and administrator of each Fund. AllianceBernstein L.P., located at 501 Commerce Street, Nashville, Tennessee 37203, is the subadviser for a portion of the portfolio of the Small Company Value Fund. American Century Investment Management, Inc., located at 4500 Main Street, Kansas City,
Missouri 64111, is the subadviser for a portion of the portfolios of the Mid Cap Value Fund and Small Company Value Fund. Barings LLC (“Barings”), an indirect, wholly-owned subsidiary of Massachusetts Mutual Life Insurance Company (“MassMutual”), located at 300 South Tryon Street, Charlotte, North Carolina 28202, is the subadviser for the U.S. Government Money Market Fund, Inflation-Protected and Income Fund, Core Bond Fund, Diversified Bond Fund, Short-Duration Bond Fund, High Yield Fund, Global Floating Rate Fund, Global Credit Income Opportunities Fund, Emerging Markets Debt Blended Total Return Fund, and Global Emerging Markets Equity Fund. In addition, Baring International Investment Limited (“BIIL”), located at 20 Old Bailey, London, EC4M 7BF, United Kingdom, serves as sub-subadviser for the Inflation-Protected and Income Fund, Core Bond Fund, Diversified Bond Fund, Short-Duration Bond Fund, High Yield Fund, Global Floating Rate Fund, Global Credit Income Opportunities Fund, Emerging Markets Debt Blended Total Return Fund, and Global Emerging Markets Equity Fund and, subject to permit further solicitationthe supervision of proxies.
Ten percentBarings, is authorized to conduct securities transactions on behalf of the Funds. BIIL is a wholly-owned subsidiary of Barings. Barrow, Hanley, Mewhinney & Strauss, LLC, located at 2200 Ross Avenue, 31st Floor, Dallas, Texas 75201, is the subadviser for a portion of the portfolios of the Fundamental Value Fund and Small Cap Value Equity Fund. BlackRock Investment Management, LLC, located at 1 University Square, Princeton, New Jersey 08540, is the subadviser for the Select BlackRock Global Allocation Fund. Boston Partners Global Investors, Inc., located at One Beacon Street, 30th Floor, Boston, Massachusetts 02108, is the subadviser for a portion of the portfolio of the Fundamental Value Fund. Brandywine Global Investment Management, LLC, located at 1735 Market Street, Suite 1800, Philadelphia, Pennsylvania 19103, is the subadviser for a portion of the portfolios of the Strategic Bond Fund and Diversified Value Fund. Frontier Capital Management Company, LLC, located at 99 Summer Street, Boston, Massachusetts 02110, is the subadviser for a portion of the portfolio of the Mid Cap Growth Fund. Harris Associates L.P., located at 111 S. Wacker Drive, Suite 4600, Chicago, Illinois 60606, is the subadviser for a portion of the portfolio of the Overseas Fund. Invesco Advisers, Inc. (“Invesco Advisers”), located at 1555 Peachtree Street, N.E., Atlanta, Georgia 30309, is the subadviser for the Balanced Fund, Main Street Fund, Small Cap Opportunities Fund, Global Fund, Strategic Emerging Markets Fund, and a portion of the portfolio of the Small Cap Growth Equity Fund. In addition, Invesco Capital Management LLC, located at 3500 Lacey Road, Suite 700, Downers Grove, Illinois 60515, serves as sub-subadviser for the Balanced Fund and, subject to the supervision of Invesco Advisers, is authorized to trade securities and make discretionary investment decisions on behalf of the Fund. J.P. Morgan Investment Management Inc., located at 383 Madison Avenue, New York, New York 10179, is the subadviser for the MM Equity Asset Fund and provides the glide path and tactical allocations for the MassMutual RetireSMART by JPMorgan Funds. Jackson Square Partners, LLC, located at One Letterman Drive, Building A, Suite A3-200, San Francisco, California 94129, is the subadviser for a portion of the portfolio of the Growth Opportunities Fund. Loomis, Sayles & Company, L.P., located at One Financial Center, Boston, Massachusetts 02111, is the subadviser for a portion of the portfolio of the Blue Chip Growth Fund. Massachusetts Financial Services Company, located at 111 Huntington Avenue, Boston, Massachusetts 02199, is the subadviser for a portion of the portfolio of the Overseas Fund. Metropolitan West Asset Management, LLC, located at 865 S. Figueroa Street, Suite 1800, Los Angeles, California 90017, is the subadviser for the Total Return Bond Fund. Northern Trust Investments, Inc., located at 50 South LaSalle Street, Chicago, Illinois 60603, is the subadviser for the S&P 500 Index Fund, S&P Mid Cap Index Fund, Russell 2000 Small Cap Index Fund, and MSCI EAFE International Index Fund. PanAgora Asset Management, Inc., located at One International Place, 24th Floor, Boston, Massachusetts 02110, is the subadviser for a portion of the portfolio of the Mid Cap Value Fund. Sands Capital Management, LLC, located at 1000 Wilson Boulevard, Suite 3000, Arlington, Virginia 22209, is the subadviser for a portion of the portfolio of the Growth Opportunities Fund. T. Rowe Price Associates, Inc. (“T. Rowe Price”), located at 100 East Pratt Street, Baltimore, Maryland 21202, is the subadviser for the Select T. Rowe Price International Equity Fund, Select T. Rowe Price Retirement Balanced Fund, Select T. Rowe Price Retirement 2005 Fund, Select T. Rowe Price Retirement 2010 Fund, Select T. Rowe Price Retirement 2015 Fund, Select T. Rowe Price Retirement 2020 Fund, Select T. Rowe Price Retirement 2025 Fund, Select T. Rowe Price Retirement 2030 Fund, Select T. Rowe Price Retirement 2035 Fund, Select T. Rowe Price Retirement 2040 Fund, Select T. Rowe Price Retirement 2045 Fund, Select T. Rowe Price Retirement 2050 Fund, Select T. Rowe Price Retirement 2055 Fund, Select T. Rowe Price Retirement 2060 Fund, Select T. Rowe Price Bond Asset Fund, Select T. Rowe Price Emerging Markets Bond Fund, Select T. Rowe Price Large Cap Blend Fund, Select T. Rowe Price Limited Duration Inflation Focused Bond Fund, Select T. Rowe Price Real Assets Fund, Select T. Rowe Price Small and Mid Cap Blend Fund, Select T. Rowe Price U.S. Treasury Long-Term Index Fund, and a portion of the portfolios of the Diversified Value Fund, Equity Opportunities Fund, Blue Chip Growth Fund, and Mid Cap Growth Fund. In addition, each of T. Rowe Price International Ltd (“T. Rowe Price International”), located at 60 Queen Victoria Street, London EC4N 4TZ, United Kingdom, T. Rowe Price Hong Kong Limited (“T. Rowe Price Hong Kong”), located at 6/F Chater House, 8 Connaught Place, Central Hong Kong, and T. Rowe Price Singapore Private Ltd. (“T. Rowe Price Singapore”), located at 501 Orchard Road, #10-02 Wheelock Place, Singapore, 238880, serves as sub-subadviser for the Select T. Rowe Price International Equity Fund, T. Rowe Price International serves as sub-subadviser for the Select T. Rowe Price Bond Asset Fund, and T. Rowe Price Japan, Inc. (“T. Rowe Price Japan”), located at Gran Tokyo South Tower 7F, I-9-2, Marunouchi, 1-chome, Chiyoda-ku, Tokyo, 100-6607, serves as sub-subadviser for the Select T. Rowe Price Real Assets Fund. T. Rowe Price International is a wholly-owned subsidiary of T. Rowe Price and each of T. Rowe Price Hong
Kong, T. Rowe Price Japan, and T. Rowe Price Singapore is a wholly-owned subsidiary of T. Rowe Price International, and, subject to the supervision of T. Rowe Price, are authorized to make discretionary investment decisions on behalf of the Funds. Thompson, Siegel & Walmsley LLC, located at 6641 West Broad Street, Suite 600, Richmond, Virginia 23230, is the subadviser for a portion of the portfolios of the Mid Cap Value Fund and International Equity Fund. Wellington Management Company LLP, located at 280 Congress Street, Boston, Massachusetts 02210, is the subadviser for the Disciplined Value Fund, Disciplined Growth Fund, and a portion of the portfolios of the Equity Opportunities Fund, Fundamental Growth Fund, Small Cap Value Equity Fund, Small Cap Growth Equity Fund, and International Equity Fund. Western Asset Management Company, LLC, located at 385 E. Colorado Boulevard, Pasadena, California 91101, and Western Asset Management Company Limited, located at 10 Exchange Square, Primrose Street, London, EC 2A2EN, United Kingdom, are subadvisers for a portion of the portfolio of the Strategic Bond Fund. Westfield Capital Management, L.P., located at One Financial Center, Boston, Massachusetts 02111, is the subadviser for a portion of the portfolio of the Fundamental Growth Fund. MassMutual, located at 1295 State Street, Springfield, Massachusetts 01111-0001, and State Street Bank and Trust Company, located at 1 Iron Street, Boston, Massachusetts 02210, are the sub-administrators to the Funds.
Independent Registered Public Accounting Firm. The firm of Deloitte & Touche LLP (“Deloitte & Touche”) was selected as the independent registered public accounting firm for each Fund’s 2020 and 2021 fiscal years, as well as the current fiscal year.
Deloitte & Touche and its affiliates provide audit services and assistance and consultation in connection with tax returns and the reviewing of various Securities and Exchange Commission filings. Representatives of Deloitte & Touche are not expected to be present at the Meeting, but will have the opportunity to make a statement if they desire to do so and are expected to be available should any matter arise requiring their presence.
Appendix E attached hereto includes tables that set forth for each Fund for each Fund’s two most recent fiscal years, the fees billed by Deloitte & Touche and its affiliates, where applicable, for (a) all audit and non-audit services provided directly to the Fund and (b) those non-audit services provided to the Fund’s service affiliates that relate directly to the Fund’s operations and financial reporting under the following captions:
| (i) | | Audit Fees – fees related to the audit and review of the financial statements included in annual reports and registration statements, and other services that are normally provided in connection with statutory and regulatory filings or engagements. |
| | | |
| (ii) | | Audit-Related Fees – fees related to assurance and related services that are reasonably related to the performance of the audit or review of financial statements, but not reported under “Audit Fees”, including accounting consultations, agreed-upon procedure reports, attestation reports, comfort letters and internal control reviews. |
| | | |
| (iii) | | Tax Fees – fees associated with tax compliance, tax advice and tax planning, including services relating to the filing or amendment of federal, state or local income tax returns, regulated investment company qualification reviews and tax distribution and analysis reviews. |
| | | |
| (iv) | | All Other Fees – fees for products and services provided to a Trust by the Independent Registered Public Accounting Firm other than those reported under “Audit Fees”, “Audit- Related Fees” and “Tax Fees.” |
Appendix E attached hereto also sets forth the aggregate fees billed by Deloitte & Touche for each Fund’s two most recent fiscal years, for non-audit services rendered to each Fund and to each Fund’s service affiliates. During the periods indicated in the tables attached hereto as Appendix E, no services described above under “Audit- Related Fees,” “Tax Fees” or “All Other Fees” were approved pursuant to the de minimis exception set forth in paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.
The Funds’ Audit Committee has considered whether the provision of non-audit services that were rendered to the Funds’ investment adviser and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the Funds that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal account’s independence.
Annual and Semiannual Reports. Each Fund’s annual report for the fiscal year ended September 30, 2021, and semiannual report for the period ended March 31, 2021, was previously distributed to shareholders. Each Fund will furnish, without charge, an additional copy of its report for the fiscal year ended September 30, 2021, or semiannual period ended March 31, 2021, to any shareholder requesting such reports. You can obtain a copy of these reports without charge by writing to the Trust c/o Massachusetts Mutual Life Insurance Company at 1295 State Street, Springfield, Massachusetts 01111-0001 or by calling 888-309-3539.
Copies of Proxy Statements. Only one copy of this Proxy Statement may be mailed to households, even if more than one person in a household is a shareholder of record. If you want to receive multiple copies of this Proxy Statement or to receive only one copy in the future, you can submit your request by writing to the Trust c/o Massachusetts Mutual Life Insurance Company at 1295 State Street, Springfield, Massachusetts 01111-0001 or by calling 888-309-3539.
Ownership of Fund Shares. Appendix F sets forth the shareholders who beneficially owned more than 5% of the outstanding shares of any class of each Fund.
Ownership by Officers of the Trust. As of January 4, 2022, the officers of the Trust, individually and as a group, owned less than 1% of the outstanding shares of any of the Funds.
Certain Matters relating to the Fund, the Trust, and the Meeting. The holders of 30% of the shares entitled to vote shall constituteof the Trust or a Fund outstanding as of the Record Date, present in person or represented by proxy, constitutes a quorum for the transaction of business.business at the Meeting with respect to the Trust or that Fund, as the case may be. Any lesser number shall be sufficient for adjournments.
Any adjourned session or sessions may be held, within a reasonable time after
the date set for the original Special Meeting, without further notice. The
persons named as proxies will vote those proxies that they are entitled to vote
FOR any such proposal, in favor of such an adjournment, and will vote those
proxies required to be voted AGAINST any such proposal, against any such
adjournment.
If a shareholder executes and returns a proxy but fails to indicate how the votes should be cast as to a Proposal, the proxy will be voted FOR the electionin favor of all
nominees to the Boardsuch Proposal.
The Agreement and Declaration of Trustees of the Trust. The proxy may be revoked at any
time prior to voting by (1) writing to the Clerk of the Trust at One Memorial
Drive, Cambridge, Massachusetts 02142; (2) attending the Special Meeting and
voting in person; or (3) signing and returningprovides that a new proxy (if returned and
received in time to be voted).
The proxy grants discretion to the persons named therein, as proxies,
to take such further action as they may determine appropriate in connection with
any other matter that may properly come before the Special Meeting or any
adjournments thereof. The Board of Trustees of the Trust does not currently know
of any matter to be considered at the Special Meeting other than the matters set
forth in the Notice of Special Meeting of Shareholders.
VOTE REQUIRED: Pursuant to the Bylaws of the Trust, the Funds'
Shareholders vote together as a single class, and election for each of the
nominees for Trustee of the Trust will require an affirmative vote of a
plurality of the votes cast at the Special Meeting in person or by proxy.
Votes cast by proxy or in person at the Special Meeting will be counted
by persons appointed by the Trust to act as election inspectors for the Special
Meeting. The election inspectors will count the total number of votes cast "for"
approval of the proposal for purposes of determining whether sufficient
affirmative votes have been cast. Shares represented by proxies that reflect
abstentions and broker non-votes will be counted as shares that are present and
entitled to vote on the matter for purposes of determining the presence of a
quorum. However, with respect to the election of Trustees, neither abstentions
nor broker non-votes will have any effect on the outcome of the proposal. With
respect to any other proposals that may come before the Special Meeting,
abstentions and broker non-votes will have the effect of a negative vote on the
proposal. Broker non-votes are proxies from brokers or nominees indicating that
such persons have not received instructions from the beneficial owner or other
persons entitled to vote shares on a particular matter with respect to which the
brokers or nominees do not have, or choose not to exercise, discretionary power.
SHARES OUTSTANDING ENTITLED TO VOTE: To be entitled to receive notice
of and to vote at the Special Meeting, a shareholder must have owned shares of
the Fixed Income Fund, High Yield Fund, Value Fund, Core Growth Fund, Enhanced
Index Core Equity Fund, Enhanced Index Growth Fund, Enhanced Index Value Fund,
Technology Fund, Small Company Opportunities Fund, Small Cap Value Fund,
International Fund or the Emerging Markets Fund as of the Record Date. As of the
Record Date, there were 64,954,976.340 votes eligible to be cast at this Special
Meeting, attributable to each Fund as follows:
Fixed Income Fund 2,537,024.350
High Yield Fund 2,755,131.840
Value Fund 3,825,219.680
Core Growth Fund 13,393,054.300
2
Enhanced Index Core Equity Fund 3,037,613.270
Enhanced Index Growth Fund 2,505,403.480
Enhanced Index Value Fund 2,501,220.710
Technology Fund 2,547,207.640
Small Company Opportunities Fund 16,307,819.800
Small Cap Value Fund 6,094,784.330
International Fund 6,487,556.880
Emerging Markets Fund 2,962,940.060
On the Record Date, the officers and Trustees of the Trust as a group
beneficially owned less than 1% of the shares of each Fund. As of the Record
Date, the following entities owned of record 5% or more of the outstanding
shares of the specified Fund:
FIXED INCOME FUND(1) Percentage
Shareholder Name and Address Shares Owned Owned
- ---------------------------- ------------ -------
Massachusetts Mutual Life 1,087,188.972 42.85%
Insurance Company
Attn: Investment Accounting F339
1295 State Street
Springfield, MA 01111
Massachusetts Mutual Trust Company FSB 823,687.465 32.47%
City Place 1
185 Asylum Street, 34th Floor
Hartford, CT 06103-3408
The Montgomery Foundation 135,807.362 5.35%
364 N. Whitewoman Street
Coshocton, OH 43812
HIGH YIELD FUND(1) Percentage
Shareholder Name and Address Shares Owned Owned
- ---------------------------- ------------ -------
Massachusetts Mutual Holding Company 2,744,004.909 99.60%
1295 State Street
Springfield, MA 01011
VALUE FUND(1) Percentage
Shareholder Name and Address Shares Owned Owned
- ---------------------------- ------------ -------
Massachusetts Mutual Life 3,136,273.709 81.99%
Insurance Company
1295 State Street
Springfield, MA 01111
National City PA TTEE 401,175.511 10.49%
U/A DTD 12/1/94
Allegheny County Police Pension Plan
Attn: Mutual Funds
P.O. Box 94984
Attn: Diane Oakley
Cleveland, OH 44101-4984
3
CORE GROWTH FUND(1) Percentage
Shareholder Name and Address Shares Owned Owned
- ---------------------------- ------------ -------
Massachusetts Mutual Life 10,803,367.543 80.67%
Insurance Company
1295 State Street
Springfield, MA 01111
ENHANCED INDEX CORE EQUITY FUND(1) Percentage
Shareholder Name and Address Shares Owned Owned
- ---------------------------- ------------ -------
Massachusetts Mutual Life 2,942,845.377 96.88%
Insurance Company
1295 State Street
Springfield, MA 01111
ENHANCED INDEX GROWTH FUND(1) Percentage
Shareholder Name and Address Shares Owned Owned
- ---------------------------- ------------ -------
Massachusetts Mutual Life 2,500,000.000 99.78%
Insurance Company
1295 State Street
Springfield, MA 01111
ENHANCED INDEX VALUE FUND(1) Percentage
Shareholder Name and Address Shares Owned Owned
- ---------------------------- ------------ -------
Massachusetts Mutual Life 2,500,000.000 99.95%
Insurance Company
1295 State Street
Springfield, MA 01111
TECHNOLOGY FUND(1) Percentage
Shareholder Name and Address Shares Owned Owned
- ---------------------------- ------------ -------
Massachusetts Mutual Life 2,504,605.230 98.33%
Insurance Company
1295 State Street
Springfield, MA 01111
SMALL COMPANY OPPORTUNITIES FUND(1) Percentage
Shareholder Name and Address Shares Owned Owned
- ---------------------------- ------------ -------
Massachusetts Mutual Life 14,269,760.020 87.50%
Insurance Company
1295 State Street
MIP N328
Springfield, MA 01111
SMALL CAP VALUE FUND(1) Percentage
Shareholder Name and Address Shares Owned Owned
- ---------------------------- ------------ -------
Massachusetts Mutual Life 4,057,795.246 66.58%
Insurance Company
1295 State Street
Springfield, MA 01111
4
Newton Retirement System 1,399,269.476 22.96%
1000 Commonwealth Avenue
Attn: Kelly Byrne-Director
Newton Centre
Newton, MA 02459
M&I Trust TR 413,037.190 6.78%
Diocese Master TR
P.O. Box 2977
Attn: Mutual Funds
Milwaukee, WI 53202
INTERNATIONAL FUND(2) Percentage
Shareholder Name and Address Shares Owned Owned
- ---------------------------- ------------ -------
MAC & CO 1,938,350.857 29.88%
A/C VCBF 177002*
Mutual Fund Operations
P.O. Box 3198
Pittsburgh, PA 15230-3198
MAC & CO 927,833.754 14.30%
A/C #VSLF 1780022**
Mutual Fund Operations
P.O. Box 3198
Pittsburgh, PA 15230-3198
Butler University 868,290.172 13.38%
4800 Sunset Avenue
Indianapolis, IN 46208
Plymouth County Retirement System 825,666.650 12.73%
South Russell Street
Plymouth, MA 02380
Pittsfield Retirement System 538,129.159 8.29%
City Hall
70 Allen Street
Pittsfield, MA 01201
JP Morgan Chase TR 419,717.989 6.47%
U/A DTD 6/1/01
Bronx-Lebanon Hospital Center Master Trust
4 New York Plaza 2nd Floor
New York, NY 10004
Exeter Trust Company 383,323.505 5.91%
1100 Chase Square
Rochester, NY 14604
5
EMERGING MARKETS FUND(1) Percentage
Shareholder Name and Address Shares Owned Owned
- ---------------------------- ------------ -------
Massachusetts Mutual Life 2,920,009.176 98.55%
Insurance Company
1295 State Street
Springfield, MA 01111
(1) Because Massachusetts Mutual Life Insurance Company and/or its affiliates
own a majority of these Funds' shares, there will be a quorum at the
Special Meeting and Massachusetts Mutual Life Insurance Company and/or its
affiliates may be deemed to be control persons of these Funds.
(2) Because MAC & Co. owns more than 25% of this Fund's shares, it may be
deemed to be a control person of this Fund.
* Shares beneficially owned by Virginia Power Collectively Bargained VEBA
** Shares beneficially owned by Dominion Resources Salaried Employee Life
Insurance VEBA
Shares may be voted in person or by proxy. Each whole share shall be
entitled to one vote as to any matter on which it is entitled to vote and each
fractional share shall be entitled to a proportionate fractional vote. A proxy with respect to shares held in the name of two or more persons shall be valid if executed by any one of them unless, at or prior to exercise of the proxy, the Trust receives a specific written notice to the contrary from any one of them. REPORTS TO SHAREHOLDERS: The Funds' most recent Semiannual Report for
the 6-month period ended April 30, 2001Agreement and Annual Report for the fiscal year
ended October 31, 2000 have been mailed to shareholdersDeclaration of the Funds, and are
available without charge upon request. The Funds' Annual Report for the fiscal
year ended October 31, 2001, which will contain audited financial statements,
will be mailed to shareholders on or about December 30, 2001. COPIES OF THIS
ANNUAL REPORT WILL ALSO BE AVAILABLE, WITHOUT CHARGE, AFTER DECEMBER 30, 2001.
SEMIANNUAL AND ANNUAL REPORTS MAY BE OBTAINED BY CALLING (1-888-722-2766) OR BY
WRITING TO DLB FUND GROUP COORDINATOR, ONE MEMORIAL DRIVE, CAMBRIDGE,
MASSACHUSETTS 02142.
PROPOSAL (1)
TO ELECT NOMINEES AS TRUSTEES OF THE TRUST
Two Trustees are proposedTrust further provides that a proxy purporting to be elected, eachexecuted by or on behalf of a shareholder shall be deemed valid unless challenged at or prior to hold office until his
successor is electedits exercise, and qualified or until his earlier death, resignation or
removal. The two nominees for election as Trustees are Kevin M. McClintock and
Steven A. Kandarian. Mr. McClintock is presentlythat the burden of proving invalidity shall rest on the challenger.
A proxy may be revoked by a Trusteeshareholder at any time before it has been voted, by a written revocation received by the Secretary of the Trust, c/o Massachusetts Mutual Life Insurance Company, 1295 State Street, Springfield, MA 01111-0001, by properly executing a later-dated proxy, or by attending the Meeting and has
agreed tovoting in person.
Votes cast by proxy or in person at the Meeting will be nominated and,counted by persons appointed by the Trust as tellers for the Meeting. The tellers will count the total number of votes cast “for” approval of a Proposal for purposes of determining whether sufficient affirmative votes have been cast.
In the event that a quorum is not present for purposes of acting on a Proposal, or if elected, to continue to serve assufficient votes in favor of a Trustee. He is
an officer and Director of Babson. Mr. Kandarian has also agreed to be
nominated, and, if elected, to serve as a Trustee. If eitherProposal are not received by the time of the nominees
should be unable to accept nomination or election, it is the intention ofMeeting, the persons named as attorneys-in-factproxies may propose one or more adjournments of the Meeting to permit further solicitation of proxies. The persons named as proxies will vote in favor of such adjournment as to a Proposal those proxies which they are entitled to vote in favor of that Proposal. They will vote against any such adjournment as to a Proposal those proxies required to be voted against that Proposal and will not vote any proxies as to adjournment in respect of a Proposal that direct them to abstain from voting on that Proposal. Any Proposals for which sufficient favorable votes have been received by the time of the Meeting may be acted upon, and such action will be final regardless of whether the Meeting is adjourned to permit additional solicitation with respect to any other Proposal. The costs of any additional solicitation and of any adjourned session will be borne by the Funds.
At the time of the preparation of this Proxy Statement, the Trusts’ officers and the Adviser have not been informed of any matters that will be presented for action at the Meeting other than the Proposals listed in the enclosedNotice. If other matters are properly presented to the Meeting for action, or any adjournment(s) thereof, the persons named in the properly executed proxies will vote or refrain from voting in accordance with their best judgment on those matters.
Shareholder Proposals at Future Meetings. The Trusts’ are not required to hold annual or other periodic meetings of shareholders, except as required by the 1940 Act, and do not intend to do so. The next meeting of shareholders will be held at such time as the Trustees of each Trust may determine or at such time as may be legally required. Any shareholder proposal intended to be presented at such meeting must be received by the Trust at its office a reasonable time before the
Trust solicits proxies for that meeting, as determined by the Trustees, to be included in the Trust’s proxy statement and form of proxy relating to vote such meeting, and must satisfy all other federal and state legal requirements.
PLEASE PROVIDE VOTING INSTRUCTIONS BY TELEPHONE OR BY INTERNET BY FOLLOWING THE INSTRUCTIONS ON THE ENCLOSED VOTING INSTRUCTION CARD, or COMPLETE, DATE, AND SIGN THE ENCLOSED VOTING INSTRUCTION CARD AND RETURN IT PROMPTLY IN THE ENCLOSED ENVELOPE.
[__________] [_], 2022
APPENDIX A
NUMBER OF SHARES OUTSTANDING AS OF THE RECORD DATE (February 25, 2022)
[To be filed with definitive proxy statement.]
APPENDIX B
Audit Committee Charter
Amended and Restated as of January 5, 2012,
as further amended as of May 15, 2013,
as further amended as of May 14, 2014
as further amended as of September 14, 2017
as further amended as of June 16, 2021
| 1. | The Audit Committee (the “Committee”) of the MassMutual Select Funds, MassMutual Premier Funds, MassMutual Advantage Funds, MML Series Investment Fund, and MML Series Investment Fund II (the “Trusts”) shall be composed entirely of Independent Trustees.1 The Committee has adopted this Audit Committee Charter (the “Charter”) to govern its activities. |
| 2. | The purposes of the Committee are: |
| (a) | to oversee the Trusts’ accounting and financial reporting policies and practices, its internal controls and, as appropriate, the internal controls of certain service providers; |
| (b) | to oversee the quality and objectivity of the financial statements of the Trusts’ series (each a “Fund” and collectively, the “Funds”) and the independent audit thereof; |
| (c) | to act as a liaison between the Trusts’ independent registered public accounting firm (the “independent auditors”) and the full Board of Trustees (the “Board”); and |
| (d) | to provide immediate access for the Trusts’ independent auditors to report any special matters they believe should be brought to the attention of the full Board. |
The function of the Committee is oversight; it is management’s responsibility to maintain appropriate systems for accounting and internal control, the electionindependent auditors’ responsibility to plan and carry out a proper audit, and management’s
1 For purposes of this Charter, an “Independent Trustee” shall mean a Trustee who is not an “interested person,” as defined in Section 2(a)(19) of the Investment Company Act of 1940, as amended (the “1940 Act”), of the Trusts.
and the independent auditors’ responsibility to determine that the Funds’ financial statements are accurate and complete and in accordance with generally accepted accounting principles (“GAAP”). Each member of the Committee shall be entitled to rely on the accuracy of the financial and other information provided, and the representations made, to the Committee by the independent auditors, management, and the Funds’ investment adviser or its affiliates. Accordingly, the Committee’s oversight role does not provide any expert or special assurance as to the financial statements and other financial information provided by a Fund to its shareholders and others.
| 3. | To carry out its purposes and responsibilities, the Committee shall have the duty and power to: |
| (a) | approve and recommend to the full board the selection, retention, or termination of independent auditors and, in connection therewith, to evaluate the independence of such auditors, including whether such auditors’ independence is jeopardized by their provision of services to the Funds’ investment adviser or its affiliates, to request such information as the Committee deems appropriate in connection therewith, and to receive such auditors’ specific representations as to their independence; including considering whether the auditor’s provision of permissible non-audit services is compatible with the auditor’s independence; |
| (b) | discuss with the independent auditor the matters required to be discussed under the standards of the PCAOB |
| (c) | periodically review and evaluate the experience and qualifications of lead partner and other senior members of the independent auditors’ team and confirm the regular rotation of the lead audit partner and reviewing partner, as required by Section 203 of the Sarbanes-Oxley Act, and present its conclusions to the full board; |
| (d) | receive and consider reports on the audit results of the independent auditors and the extent and quality of their audit(s); |
| (e) | obtain and review, at least annually, a report by the independent auditors describing: the independent auditors’ internal quality-control procedures; any material issues raised by the most recent internal quality-control review, or peer review, of the independent auditors, or by any inquiry or investigation by governmental or professional authorities, within the preceding five years, respecting one or more independent audits carried out by the independent auditors, and any steps taken to deal with any such issues; and all relationships between the independent auditors and each Fund, including the disclosures required by any applicable Independence Standards Board Standard. The Committee shall engage in an active |
dialogue with the independent auditors concerning any disclosed relationships or services that might impact the objectivity and independence of such other person or personsauditors; including considering whether the auditor’s provision of permissible non-audit services is compatible with the auditor’s independence;
| (f) | meet with the Trusts’ independent auditors, including private meetings, as necessary: (i) to review the arrangements for and scope of the annual audit and any special audits; (ii) to discuss any matters of concern relating to the Funds’ financial statements, including any adjustments to such statements recommended by such auditors, or other results of said audit(s); (iii) to consider such auditors’ comments with respect to the Trusts’ critical accounting policies, procedures, and internal accounting controls, and management’s responses thereto; and (iv) to review the opinion that such auditors propose to render to the Board and the Funds’ shareholders; |
| (g) | consider the effect upon the Funds of any changes in accounting principles or practices proposed by management or the independent auditors; |
| (h) | pre-approve, to the extent required by applicable regulations: (i) all audit and permitted non-audit services rendered to the Trusts by the independent auditors; and (ii) all permitted non-audit services that relate directly to the Trusts’ operations or financial reporting provided by the independent auditors to: (A) the Funds’ investment adviser; or (B) any entity controlling, controlled by, or under common control with the investment adviser, if that entity provides ongoing services to the Funds; and review the fees charged by such auditors for such audit and non-audit services; provided, however, that the Committee may implement policies and procedures pursuant to which eligible services are pre-approved other than by the full Committee, subject to the requirement that the full Committee be notified in a timely manner of each such services; |
| (i) | receive, to the extent required by applicable regulations, from the Trusts’ independent auditors reports regarding: (i) all critical accounting policies and practices to be used in preparing the Funds’ financial statements; (ii) all alternative treatments within GAAP for policies and practices related to material items that have been discussed with management of the Trusts, including: (A) ramifications of the use of such alternative disclosures and treatments; and (B) the treatment preferred by the independent auditors; (iii) other material written communications between the independent auditors and the Trusts’ management, such as any management letter or schedule of unadjusted differences; (iv) non-audit services provided to certain affiliates of the Funds that were not pre-approved by the Committee; and (v) such other matters as are required by applicable law or regulation; and to take in each case such actions as deemed appropriate in connection therewith; |
| (j) | receive, to the extent required by applicable regulations, from the Trusts’ principal executive officer and principal financial officer disclosure concerning: (i) all significant deficiencies in the design or operation of internal controls that could adversely affect the Trusts’ ability to record, process, summarize, and report financial data; and (ii) any fraud, whether or not material, that involves management or other employees who have a significant role in the Trusts’ internal controls, and to take such actions as are deemed appropriate in connection therewith; |
| (k) | review with Trust management, the Trusts’ independent auditors and, if appropriate, the Trusts’ counsel and counsel to the Independent Trustees, any correspondence with regulators or governmental agencies that raises material issues regarding the Trusts’ financial statements, financial results, accounting policies, or internal controls; |
| (l) | investigate, or oversee the investigation of, any reported improprieties or suspected improprieties in Fund operations relating to the Trusts’ accounting and financial reporting policies and practices and its internal controls; |
| (m) | review such other matters or information that the Committee believes may be relevant to the independent auditors, the audit engagement, or the Trusts’ financial policies and procedures or internal accounting controls, report its activities to the full Board on a regular basis and make such recommendations with respect to the above and other matters as the Committee may deem necessary or appropriate; |
| (n) | meet quarterly with the Trusts’ Chief Compliance Officer (the “CCO”), at least annually without the presence of management; and provide a forum for the discussion of any compliance concerns that need to be addressed, and report the same to the full Board along with appropriate recommendations regarding the resolution of such concerns; |
| (o) | evaluate, at least annually, the overall performance of the CCO and report its findings to the full Board; |
| (p) | evaluate, at least annually, the compensation of the CCO and make appropriate recommendations to the full Board regarding the approval thereof; |
| (q) | consider any proposals to remove the CCO and make appropriate recommendations to the full Board; |
| (r) | evaluate any proposed replacement of the CCO and such candidate’s proposed compensation and make appropriate recommendations to the full Board; |
| (s) | review the Valuation Committee Charter periodically, and make such recommendations to the full Board with respect to amendments to the Valuation Committee Charter or the Trusts’ Securities Pricing Procedures utilized by the Valuation Committee to “fair value” securities as it deems necessary; and |
| (t) | establish procedures for the receipt, retention, and treatment of complaints received by a Fund regarding accounting, internal accounting controls, or auditing matters, as and when required by applicable rules. |
| 4. | The Committee shall meet on a regular basis as needed and is empowered to hold special meetings as circumstances require. In addition, the Committee shall keep written minutes of its meetings and a copy of all materials presented in connection with such meetings, which minutes and materials shall be maintained with the Trusts’ books and records. |
| 5. | The Committee shall meet with the Treasurer of the Trusts and with internal auditors, if any, for MML Investment Advisers, LLC, periodically to review and discuss such matters or information that the Committee believes may be relevant to the independent auditors, the audit engagement, the Trusts’ financial condition and results, or the Trusts’ financial policies, procedures, and internal controls, or as otherwise necessary or appropriate in connection with the Committee’s duties hereunder. The Committee may request any officer or employee of the Trusts or any of the Trusts’ service providers, the Trusts’ counsel, counsel to the Independent Trustees, or independent auditors, to attend a meeting of the Committee or to meet with any member of, or consultant to, the Committee. |
| 6. | The Committee shall have the resources and authority appropriate to discharge its responsibilities, including the authority to retain special counsel and other experts or consultants at the expense of the appropriate Fund(s). |
| 7. | One member of the Committee shall be appointed as chair by the Board. The chair shall be responsible for leadership of the Committee, including scheduling meetings or reviewing and approving the schedule for them, preparing agendas or reviewing and approving them before meetings, presiding over meetings, and making reports to the Board, as appropriate. |
| 8. | The designation by the Board of a Committee member as an “audit committee financial expert,” within the meaning of the rules under the Sarbanes-Oxley Act, shall not impose any greater responsibility or liability on that member than the responsibility and liability imposed on such person as a member of the Committee, nor shall it decrease the duties and obligations of other Committee members or the Board. |
| 9. | The Committee shall review this Charter as necessary and recommend any changes to the full Board. |
APPENDIX C
Nominating and Governance Committee Charter
(Amended and Restated as of December 21, 2021)
This charter sets forth the purpose, operating guidelines, and responsibilities of the Nominating and Governance Committee (the “Committee”) of the Board of Trustees (the “Board”) of the Trust, in its discretion, recommends.MassMutual Select Funds, MassMutual Premier Funds, MassMutual Advantage Funds, MML Series Investment Fund, and MML Series Investment Fund II (together, the “Funds” or the “Trusts”). The remaining Trustees, Messrs. Hugel,
Nennemancharter is reviewed and Phelps, have previously been electedapproved periodically by the shareholdersCommittee.
Statement of Purposes and Responsibilities
The primary purposes and responsibilities of the Trust,Committee are as follows:
| (i) | To identify, and evaluate the qualifications of, individuals to become independent1 members of the Funds’ Board in the event that a position currently filled by an Independent Trustee is vacated or created; |
| (ii) | To nominate the Independent Trustee nominees for election or appointment to the Board; |
| (iii) | To set any necessary standards or qualifications for service on the Board; |
| (iv) | To recommend periodically to the full Board an Independent Trustee to serve as Chairperson (such Chairperson to serve for a term of three years but not more than two consecutive terms); |
| (v) | To evaluate at least annually the independence (under Rule 0-1(a)(6) under the 1940 Act) and overall performance of counsel to the Independent Trustees; |
| (vi) | To annually review the compensation of the Independent Trustees as set forth in the Trustee Compensation Policy and make recommendations to the full Board regarding such compensation; |
| (vii) | with the assistance of counsel to the Trusts, to monitor and evaluate industry and legal developments with respect to fund governance matters, in order to ensure compliance with all applicable requirements and with a view to identifying and recommending “best practices” to the Board; |
1 For purposes of this Charter, an “Independent Trustee” shall mean a Trustee who is not an “interested person,” as defined in Section 2(a)(19) of the Investment Company Act of 1940, as amended (the “1940 Act”), of the Funds.
| (viii) | to monitor and evaluate the structure, membership, size, responsibilities, and procedures of the Board and all Board committees, including the allocation of specific tasks and responsibilities among all Board committees, consistent with the intent of the charter of each such committee, and to make recommendations to the Board regarding the same; |
| (ix) | to study and recommend to the Board procedures for evaluating the performance of Trustees and Board committees; |
| (x) | receive reports of Covered Persons under the Trusts’ Sarbanes-Oxley Code of Ethics, consider what action to take in the event of a violation of such Code, consider any requests for a waiver of any provision of such Code, and make recommendations regarding the Code; |
| (xi) | consider and address any conflicts concerning the Trusts brought to the attention of the Committee relating to governance, including particularly any issues that may arise concerning any officer or Trustee positions, direct or indirect financial interests or relationships involving any Independent Trustee, or any member of the immediate family thereof, and any of the persons or entities identified in response to Item 17(b)(7)(i) to (viii) of Form N-1A (see Appendix A), whether or not required to be disclosed in response to Item 17(b)(7) to (9) of Form N-1A; |
| (xii) | consider and make recommendations to the Board at least annually concerning the Trusts’ directors and officers liability insurance coverage; |
| (xiii) | to consider, with the assistance of counsel, any issues or controversies arising as to whether or not a Trustee designated as an Independent Trustee in fact satisfies all of the criteria for such status (whether imposed by law or such more stringent policies as may be adopted) and to make recommendations to the Board regarding the same; |
| (xiv) | to establish guidelines on corporate governance matters; and |
| (xv) | To review this Charter periodically and recommend any changes to the full Board. |
The Committee shall have the resources and authority appropriate to discharge its responsibilities, including authority to retain special counsel and other experts or consultants at the expense of the Funds.
The nomination of interested Trustees shall be the responsibility of the entire Board.
Operating Guidelines
The Board of the Funds shall appoint at least three members to serve on the Committee and shall also designate one Committee member to serve as Chair. The Chair shall serve a term of three years, with no limit on the number of terms that may be served. All members of the Committee shall be Independent Trustees. At the invitation of the Committee, Trustees who are non-Committee members may attend all or part of any meetings of the Committee.
The Committee will meet at least twice per calendar year. Additional meetings may be held as deemed appropriate by the Committee, or as called by the Chair.
Except as provided by law, the following provisions shall govern the conduct of Committee meetings: Notice. Notice shall be given as provided for meetings of the full Board of the Funds.
Quorum. At any Committee meeting, a majority of the Committee members then in office shall constitute a quorum. Any meeting may be adjourned from time to time by a majority of the votes cast upon the question, whether or not a quorum is present, and the meeting may be held as adjourned without further notice.
Action by Vote. When a quorum is present at any meeting, a majority of Committee members present may take any action.
Action by Writing. Any action required or permitted to be taken at any Committee meeting may be taken without a meeting if all of the Committee members consent to the action in writing and such written consents are filed with the records of the meetings of the Committee. Such consent shall be treated for all purposes as a vote taken at a Committee meeting.
Presence Through Communications Equipment. The members of the Committee may participate in a Committee meeting by means of a conference telephone, or similar communications equipment by means of which all persons participating in the meeting can hear each other at the same time.
Participation by such means shall constitute presence in person at a meeting.
Minutes. Minutes of the meeting shall be taken and circulated to all members of the Committee in a timely manner.
Reports. The Committee shall report to the Board concerning its activities.
Identification of Independent Trustee Nominees
(a) Identification of Independent Trustee Nominees. In identifying potential nominees for the Board, the Committee may consider candidates recommended by one or more of the following sources: (i) the Funds’ current Trustees, (ii) the Funds’ officers, (ii) the Funds’ investment adviser(s), (iv) the Funds’ shareholders (see below), and (v) any other source the Committee deems to be appropriate (e.g., executive search firms).
(b) Consideration of Independent Trustee Candidates Recommended by Fund Shareholders. The Committee will consider and evaluate nominee candidates properly submitted by shareholders in the same manner as it considers and evaluates candidates recommended by other sources. To be considered properly submitted, shareholder recommendations for Independent Trustee candidates must be submitted in accordance with the requirements of Appendix B.
Qualifications for Independent Trustee Nominees
The Committee requires that all Independent Trustee candidates have a college degree or, in the judgment of the Committee, equivalent business experience. The Committee may take into account a wide variety of factors in considering Independent Trustee candidates, giving such weight to any individual factor(s) as they deem appropriate, including (but not limited to):
| (i) | availability and commitment of a candidate to attend meetings and perform his or her responsibilities on the Board; |
| (ii) | relevant industry and related experience; |
| (iii) | educational background; |
| (iv) | depth and breadth of financial expertise, including whether the candidate would qualify as an “independent” “audit committee financial expert” as those terms are defined in Item 3 of Form N-CSR; |
| (v) | whether, and to what extent, a candidate’s background, experience, and skills would complement the background, experience, and skills of the Board’s existing Trustees; and |
| (vi) | an assessment of the candidate’s ability, judgment, expertise, reputation, and integrity. |
In the case of a shareholder recommended candidate, the Committee may also consider any other facts and circumstances attendant to such shareholder submission as may be deemed appropriate by the Committee, including, without limitation, the value of the Funds’ securities owned by the shareholder and the length of time such shares have been held by the shareholder.
Different factors may assume greater or lesser significance at particular times, in light of the Board’s present composition and the Committee’s (or the Board’s) perception about future issues and needs.
Governance Function
The Committee will develop, recommend to the Board, and periodically review, as needed, guidelines on corporate governance matters (“Governance Guidelines”). Such guidelines will include policies with respect to:
| (i) | the training and orientation of Trustees on an ongoing basis (the Committee strongly encourages each Trustee to attend at least two educational activities per calendar year); |
| (ii) | the establishment and revision, as needed, of the committee structure of the Board; |
| (iii) | the periodic evaluation of Trustee and committee performance; |
| (iv) | attendance at, and conduct of, Board meetings; |
| (v) | the conduct of any investigation by the Board; |
| (vi) | retirement policies concerning Trustees and succession planning concerning transitional Board membership, as applicable, and a plan for any change in Board membership, if needed, to comply with Board composition requirements within the period specified by Rule 10e-1 under the 1940 Act; |
| (vii) | service by Trustees as officers or directors/trustees of other investment company complexes and public companies and other activities which may affect the operation of the Trusts or the Board; |
| (viii) | ownership by Trustees of shares of the various funds comprising the Trusts; |
| (x) | the adoption of any “independence” standards applicable to Independent Trustees more stringent than the requirement not to be an “interested person” as defined in Section 2(a)(19) of the 1940 Act, as the Committee determines appropriate; and |
| (xi) | in general, the conduct of business by the Board, the Trusts and the Trusts’ investment adviser and subadvisers in accordance with high standards of integrity. |
Appendix A
Item 17. Management of the Fund
Instructions.
| 1. | For purposes of this Item 17, the terms below have the following meanings: |
(a) The term “family of investment companies” means any two or more registered investment companies that:
| (1) | Share the same investment adviser or principal underwriter; and |
(2) Hold themselves out to investors as related companies for purposes of investment and investor services.
| (b) | The term “fund complex” means two or more registered investment companies that: |
(1) Hold themselves out to investors as related companies for purposes of investment and investor services; or
(2) Have a common investment adviser or have an investment adviser that is an affiliated person of the investment adviser of any of the other registered investment companies.
(c) The term “immediate family member” means a person’s spouse; child residing in the person’s household (including step and adoptive children); and any dependent of the person, as defined in section 152 of the Internal Revenue Code (26 U.S.C. 152).
(d) The term “officer” means the president, vice-president, secretary, treasurer, controller, or any other officer who performs policy-making functions.
2. When providing information about directors, furnish information for directors who are interested persons of the Fund separately from the information for directors who are not interested persons of the Fund. For example, when furnishing information in a table, you should provide separate tables (or separate sections of a single table) for directors who are interested persons and for directors who are not interested persons. When furnishing information in narrative form, indicate by heading or otherwise the directors who are interested persons and the directors who are not interested persons.
...
(7) Describe briefly any material interest, direct or indirect, of any director who is not an interested person of the Fund, or immediate family member of the director, in any transaction, or series of similar transactions, during the two most recently completed calendar years, in which the amount involved exceeds $120,000 and to which any of the following persons was a party:
| (ii) | An officer of the Fund; |
(iii) An investment company, or a person that would be an investment company but for the exclusions provided by sections 3(c)(1) and 3(c)(7) (15 U.S.C. 80a-3(c)(1) and (c)(7)), having the same investment adviser or principal underwriter as the Fund or having an investment adviser or principal underwriter that directly or indirectly controls, is controlled by, or is under common control with an investment adviser or principal underwriter of the Fund;
(iv) An officer of an investment company, or a person that would be an investment company but for the exclusions provided by sections 3(c)(1) and 3(c)(7) (15 U.S.C. 80a- 3(c)(1) and (c)(7)), having the same investment adviser or principal underwriter as the Fund or having an investment adviser or principal underwriter that directly or indirectly controls, is controlled by, or is under common control with an investment adviser or principal underwriter of the Fund;
| (v) | An investment adviser or principal underwriter of the Fund; |
| (vi) | An officer of an investment adviser or principal underwriter of the Fund; |
(vii) A person directly or indirectly controlling, controlled by, or under common control with an investment adviser or principal underwriter of the Fund; or
(viii) An officer of a person directly or indirectly controlling, controlled by, or under common control with an investment adviser or principal underwriter of the Fund.
Instructions.
1. Include the name of each director or immediate family member whose interest in any transaction or series of similar transactions is described and the nature of the circumstances by reason of which the interest is required to be described.
2. State the nature of the interest, the approximate dollar amount involved in the transaction, and, where practicable, the approximate dollar amount of the interest.
3. In computing the amount involved in the transaction or series of similar transactions, include all periodic payments in the case of any lease or other agreement providing for periodic payments.
4. Compute the amount of the interest of any director or immediate family member of the director without regard to the amount of profit or loss involved in the transaction(s).
5. As to any transaction involving the purchase or sale of assets, state the cost of the assets to the purchaser and, if acquired by the seller within two years prior to the transaction, the cost to the seller. Describe the method used in determining the purchase or sale price and the name of the person making the determination.
6. Disclose indirect, as well as direct, material interests in transactions. A person who has a position or relationship with, or interest in, a company that engages in a transaction with one of the persons listed in paragraphs (b)(7)(i) through (b)(7)(viii) of this Item 17 may have an indirect interest in the transaction by reason of the position, relationship, or interest. The interest in the transaction, however, will not be electeddeemed “material” within the meaning of paragraph (b)(7) of this Item 17 where the interest of the director or immediate family member arises solely from the holding of an equity interest (including a limited partnership interest, but excluding a general partnership interest) or a creditor interest in a company that is a party to the transaction with one of the persons specified in paragraphs (b)(7)(i) through (b)(7)(viii) of this Item 17, and the transaction is not material to the company.
7. The materiality of any interest is to be determined on the basis of the significance of the information to investors in light of all the circumstances of the particular case. The importance of the interest to the person having the interest, the relationship of the parties to the transaction with each other, and the amount involved in the transaction are among the factors to be considered in determining the significance of the information to investors.
8. No information need be given as to any transaction where the interest of the director or immediate family member arises solely from the ownership of securities of a person specified in paragraphs (b)(7)(i) through (b)(7)(viii) of this Item 17 and the director or immediate family member receives no extra or special benefit not shared on a pro rata basis by all holders of the class of securities.
9. Transactions include loans, lines of credit, and other indebtedness. For indebtedness, indicate the largest aggregate amount of indebtedness outstanding at any time during the Special Meeting. Proxies cannotperiod, the nature of the indebtedness and the transaction in which it was incurred, the amount outstanding as of the end of the most recently completed calendar year, and the rate of interest paid or charged.
10. No information need be votedgiven as to any routine, retail transaction. For example, the Fund need not disclose that a director has a credit card, bank or brokerage account, residential mortgage, or insurance policy with a person specified in paragraphs (b)(7)(i) through (b)(7)(viii) of this Item 17 unless the director is accorded special treatment.
Appendix B
Procedures for Shareholders to Submit Nominee Candidates
A Fund shareholder must follow the following procedures in order to properly submit a greater number of persons thannominee recommendation for the number of nominees named in this Proxy
Statement.
6
Set forth below is certain information regarding each nominee for
election as a Trustee.
Committee’s consideration.
INFORMATION ABOUT NOMINEES
- ------------------------------------------------------------------------------------------------------------------------------
NAME, AGE, PRINCIPAL OCCUPATION SERVED AS NUMBER OF FUNDS IN
AND OTHER DIRECTORSHIPS(1) HELD TRUSTEE OF THE FUND COMPLEX OVERSEEN BY
DURING THE PAST FIVE YEARS TRUST SINCE TRUSTEE OR NOMINEE FOR TRUSTEE
- ------------------------------------------------------------------------------------------------------------------------------
KEVIN M. MCCLINTOCK*, age 40 1999 12
c/o David L. Babson & Company Inc.,
One Memorial Drive, Cambridge, MA 02142
Managing Director | 1. | The shareholder must submit any such recommendation (a “Shareholder Recommendation”) in writing to the Funds’ Nominating and Director,
David L. Babson & Company Inc.,
1999 -present; Managing Director,
Babson-Stewart Ivory International,
1999-present; Director of Equities
and Fixed Income, Dreyfus Corporation,
1995-1999; Managing Director, Aetna,
1985-1995.
- ------------------------------------------------------------------------------------------------------------------------------
STEVEN A. KANDARIAN**, age 49 __ __
c/o Pension Benefit Guaranty Corporation,
1200 K N.W., Washington, D.C. 20005
Executive Director, Pension Benefit Guaranty Corp.,
(a federal pension agency) December 2001-present
Managing Director, Orion Partners, L.P.
(a private equity fund), 1993-November 2001; ChairmanGovernance Committee, to the attention of the Board, Allied Foods, Inc. (manufacturerSecretary, at the address of the principal executive offices of the Funds. |
| 2. | The Shareholder Recommendation must be delivered to or mailed and distributorreceived at the principal executive offices of pet food) 1993-1997.
- ------------------------------------------------------------------------------------------------------------------------------
(1) Directorshipsthe Funds at least 60 calendar days before the date of companies that are requiredthe meeting at which the Committee is to reportselect a nominee for Independent Trustee. |
| 3. | The Shareholder Recommendation must include: |
| (i) | a statement in writing setting forth: |
| (A) | the name, age, date of birth, phone number, business address, residence address, nationality, and pertinent qualifications of the person recommended by the shareholder (the “Candidate”), including an explanation of why the shareholder believes the Candidate will make a good Trustee; |
| (B) | the class or series and number of all shares of the Funds owned of record or beneficially by the Candidate, as reported to such shareholder by the Candidate; |
| (C) | any other information regarding the Candidate called for with respect to director nominees by paragraphs (a), (d), (e), and (f) of Item 401 of Regulation S-K or paragraph (b) of Item 22 of Rule 14a-101 (Schedule 14A) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), adopted by the Securities and Exchange Commission (or the corresponding provisions of any regulation or rule subsequently adopted by the Securities and Exchange Commission or are registered as
investment companies underany successor agency applicable to the Investment Company Act of 1940. Except as otherwise noted, each individual has heldFunds); |
| (D) | any other information regarding the office indicatedCandidate that would be required to be disclosed if the Candidate were a nominee in a proxy statement or other officesfiling required to be made in the same organizationconnection with solicitation of proxies for at least five years.
* Mr. McClintock is an "Interested Person"election of Trustees or directors pursuant to Section 14 of the Trust, asExchange Act and the rules and regulations promulgated thereunder; and |
| (E) | whether the recommending shareholder believes that termthe Candidate is or will be an “interested person” (as defined in Section 2(a)(19) of the Investment Company Act1940 Act) of 1940,the Funds and, if not an “interested person,” information regarding the Candidate that will be sufficient for the Funds to make such determination; |
| (ii) | the written and signed consent of the Candidate to be named as amended (the "1940 Act"), through his employmenta nominee, consenting to: (1) the disclosure, as may be necessary or appropriate, of such Candidate’s information submitted in accordance with (i) above; and (2) service as a Trustee, if elected; |
| (iii) | the Funds' investment adviser,recommending shareholder’s name as it appears on the Funds’ books, the number of all shares of each series and affiliation with Babson-Stewart
Ivory International, sub-adviser toclass of the International FundFunds owned beneficially and of record by the recommending shareholder; |
| (iv) | a description of all arrangements or understandings between the recommending shareholder and the Emerging Markets Fund.
** Allied Foods, Inc.,Candidate and any other person or persons (including their names) pursuant to which the Shareholder Recommendation is being made by the recommending shareholder; and |
| (v) | such other information as the Committee may require the Candidate to furnish, as the Committee may reasonably require or deem necessary to determine the eligibility of such Candidate to serve as a private corporation, filed a petition for bankruptcy under Chapter 11 in December 1997.
Trustee, or to satisfy applicable law. |
INFORMATION ABOUT CURRENT TRUSTEES
EachAPPENDIX D
TRUSTEE COMPENSATION
The table below shows (i) compensation paid to the Trustees by each Fund for its most recently completed fiscal year (ending September 30, 2021) and (ii) the total compensation received by each Trustee from the MassMutual fund complex for the period ending September 30, 2021. The Trusts have no pension or retirement plan, but do have a deferred compensation plans. The MassMutual Select Funds plan provides for amounts deferred prior to July 1, 2008, plus interest, to be credited at a rate of interest of eight percent (8%). Amounts deferred after July 1, 2008, plus or minus earnings, are “shadow invested.” These amounts are valued based on changes in the values of one or more registered investment companies overseen by a Trustee. The MassMutual Premier Funds plan provides for amounts deferred prior to January 1, 2012, plus interest, to be credited at a rate of interest equal to that of the following TrusteesU.S. Corporate Bond Index as of January 1, 2012, to be reset every two years. Amounts deferred after January 1, 2012, plus or minus earnings, are “shadow invested.” These amounts are valued based on changes in the Trust will continue to serve in
such capacity until his successor is elected and qualifiedvalues of one or until his earlier
death, resignation or removal.
- ------------------------------------------------------------------------------------------------------------------------------
NAME, AGE, PRINCIPAL OCCUPATION AND OTHER SERVED AS TRUSTEE NUMBER OF FUNDS IN FUND
DIRECTORSHIPS(1) HELD DURING THE PAST FIVE YEARS OF THE TRUST SINCE COMPLEX OVERSEEN BY TRUSTEE
- ------------------------------------------------------------------------------------------------------------------------------
CHARLES HUGEL, age 73 1994 12
Director of Eldorado Bancshares, Inc., a
commercial bank holding company; former
Chairman of the Board of Trustees, Lafayette
College; Chairman, Asea BrownBoveri Inc.
(electrical equipmentand power systems)
1990-1991; Chairman, President and CEO,
Combustion Engineering, Inc. 1982-1990;
Executive Vice President, American Telegraph
& Telephone Company 1978-1982; former
Director, Eaton Corp. (industrial and electronic
products) and former Director, Pitney Bowes Inc.
- ------------------------------------------------------------------------------------------------------------------------------
INFORMATION ABOUT NOMINEES
- ------------------------------------------------------------------------------------------------------------------------------
NAME, AGE, PRINCIPAL OCCUPATION SERVED AS NUMBER OF FUNDS IN
AND OTHER DIRECTORSHIPS(1) HELD TRUSTEE OF THE FUND COMPLEX OVERSEEN BY
DURING THE PAST FIVE YEARS TRUST SINCE TRUSTEE OR NOMINEE FOR TRUSTEE
- ------------------------------------------------------------------------------------------------------------------------------
RICHARD NENNEMAN, age 72 1994 12
Currently sits on boards of various civic
associations. Editor-in-Chief, The Christian
Science Monitor, 1988-1993; Senior Vice
President, Girard Bank, 1977-1982.
- ------------------------------------------------------------------------------------------------------------------------------
7
- ------------------------------------------------------------------------------------------------------------------------------
RICHARD PHELPS, age 73 1994 12
Chairman and CEO of Phelps Industries, Inc. (pet
and consumer products); Director, Superior Pet
Products, Ltd. (U.K.) and Superior Pet Products
(Aust.) Pty. Ltd; Director, Brisbane Bandits Baseball
Company; Director, Bio-Comp Corp. (manufacturer
of fertilizer); Director of Babson-Stewart Ivory
International Fund, an open end investment company*;
Member, Board of Overseers, Tufts University School
of Veterinary Medicine and Dean's Council, Harvard
Graduate School of Education.
- ------------------------------------------------------------------------------------------------------------------------------
(1) Directorships of companies that are required to report to the Securities and Exchange Commission or are registered as
investment companies under the Investment Company Act of 1940. Except as otherwise noted, each individual has held the
office indicated or other offices in the same organization for at least five years.
* The Babson Stewart Ivory International Fund is sub-advised by Babson-Stewart Ivory International, sub-adviser to the
International Fund and the Emerging Markets Fund.
The mailing address of each of the Trustees is c/o David L. Babson &
Company Inc., One Memorial Drive, Cambridge MA 02142.
Any Trustee may resign at any time and any Trustee may be removed at a
special meeting of the Shareholders called for that purposemore registered investment companies overseen by a vote of at
least a majority of the shares voted, if a quorum is present. In the event a
vacancyTrustee. The MassMutual Advantage Funds plan provides for amounts deferred, plus or minus earnings, to be “shadow invested.” These amounts are valued based on the Board of Trustees shall exist for any reason, the remaining
Trustees may fill such vacancy by appointing another Trustee. If at any time
less than than a majority of the Trustees holding office have been elected by
the shareholders, the Trustees then in office will call a Shareholders' Meeting
for the purpose of electing Trustees to fill any exisiting vacancieschanges in the Boardvalues of Trustees.
COMMITTEES OF THE BOARD OF TRUSTEES
The Board ofone or more registered investment companies overseen by a Trustee.Interested Trustees ofreceive no compensation from the Trust has an Audit Committee and a
Nominating Committee, each of which is comprised of all of the Trustees who are
not "interested persons" of the Trust. Currently, Messrs. Hugel, Nenneman and
Phelps comprise the Audit and Nominating Committees. The Nominating Committee,
pursuant to a Nominating Committee Charter adopted by the Board, makes
nominationsFunds for Independent Trustees of the Trust, reviews committee
assignments, monitors the performance of the Funds' legal counsel, and reviews
and makes recommendations regarding Trustee compensation. The Nominating
Committee held two meetings during the fiscal year ended October 31, 2001,
including a meeting on October 17, 2001 at which it recommended the nomination
of Steven A. Kandarian for electiontheir services as Trustee. The Audit Committee, pursuant to
an Audit Committee Charter adopted by the Board, oversees the Fund's accounting
and financial reporting policies and practices, its internal controls and
internal controls of certain service providers; oversees the quality and
objectivity of the Trust's financial statements and the independent audit
thereof; ascertains the independence of the Trust's independent auditors; and
acts as liaison between the Trust's independent auditors and the full Board of Trustees. The Audit Committee met three times duringtable includes information for Mr. Alan Hunter, Jr., who is expected to retire in June 2022 under the fiscal year ended
October 31, 2001. The full Board met four times during the fiscal year ended
October 31, 2001. EachBoard’s retirement policy and is not standing for re-election. This table does not include information for Mr. R. Bradford Malt, Ms. Cynthia R. Plouché and Mr. Jason J. Price because they did not serve as a Trustee attended all of the Board and Committee meetings
of which he is a member.
COMPENSATION OF TRUSTEES
The following table lists the compensation paid to each of the Trustees
by the Trust and Fund Complexduring any Fund’s recently completed fiscal year or during the Trust's fiscalcalendar year ended October2021. Messrs. Fanning and Noreen, as employees of MassMutual, received no compensation for their roles as Trustee to the Trust.
| | MassMutual Global
Floating Rate Fund | MassMutual Global Credit
Income Opportunities Fund |
| Trustees | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses |
| Allan W. Blair | | | | |
| Nabil N. El-Hage | | | | |
| Michael R. Fanning | | | | |
| Maria D. Furman | | | | |
| R. Alan Hunter, Jr. | | | | |
| Robert E. Joyal1 | | | | |
| C. Ann Merrifield | | | | |
| Clifford M. Noreen | | | | |
| Susan B. Sweeney | | | | |
| | MassMutual Emerging Markets Debt Blended Total Return Fund | MassMutual Global Emerging Markets Equity Fund |
| | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses |
| Allan W. Blair | | | | |
| Nabil N. El-Hage | | | | |
| Michael R. Fanning | | | | |
| Maria D. Furman | | | | |
| R. Alan Hunter, Jr. | | | | |
| Robert E. Joyal | | | | |
| C. Ann Merrifield | | | | |
| Clifford M. Noreen | | | | |
| Susan B. Sweeney | | | | |
| | MassMutual Strategic
Bond Fund | MassMutual Diversified
Value Fund |
| | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses |
| Allan W. Blair | $3,454.97 | | $1,713.82 | |
| Nabil N. El-Hage | $2,748.24 | | $1,761.79 | |
| Michael R. Fanning | | | | |
| Maria D. Furman | $3,270.47 | | $1,561.83 | |
| R. Alan Hunter, Jr. | $4,429.34 | | $2,199.10 | |
| Robert E. Joyal | | | | |
| C. Ann Merrifield | $3,231.00 | | $1,603.86 | |
| Clifford M. Noreen | | | | |
| Susan B. Sweeney | $3,430.17 | | $1,700.46 | |
1 Robert E. Joyal retired from the Board as of December 31, 2001. For purposes2020.
| | MassMutual Fundamental
Value Fund | MassMutual Blue Chip
Growth Fund |
| | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses |
| Allan W. Blair | $2,673.11 | | $20,171.14 | |
| Nabil N. El-Hage | $2,747.35 | | $20,691.82 | |
| Michael R. Fanning | | | | |
| Maria D. Furman | $2,477.66 | | $18,874.29 | |
| R. Alan Hunter, Jr. | $3,429.06 | | $25,865.63 | |
| Robert E. Joyal | | | | |
| C. Ann Merrifield | $2,501.68 | | $18,866.75 | |
| Clifford M. Noreen | | | | |
| Susan B. Sweeney | $2,654.76 | | $19,957.38 | |
| | MassMutual Growth
Opportunities Fund | MassMutual Fundamental
Growth Fund |
| | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses |
| Allan W. Blair | $2,364.78 | | $303.93 | |
| Nabil N. El-Hage | $2,427.21 | | $311.49 | |
| Michael R. Fanning | | | | |
| Maria D. Furman | $2,226.53 | | $295.80 | |
| R. Alan Hunter, Jr. | $3,032.30 | | $389.63 | |
| Robert E. Joyal | | | | |
| C. Ann Merrifield | $2,211.45 | | $284.11 | |
| Clifford M. Noreen | | | | |
| Susan B. Sweeney | $2,346.08 | | $303.97 | |
| | MassMutual Equity
Opportunities Fund | MassMutual Mid Cap
Value Fund |
| | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses |
| Allan W. Blair | $3,464.48 | | $523.10 | |
| Nabil N. El-Hage | $3,554.90 | | $537.56 | |
| Michael R. Fanning | | | | |
| Maria D. Furman | $3,227.17 | | $482.08 | |
| R. Alan Hunter, Jr. | $4,442.67 | | $671.10 | |
| Robert E. Joyal | | | | |
| C. Ann Merrifield | $3,241.46 | | $489.63 | |
| Clifford M. Noreen | | | | |
| Susan B. Sweeney | $3,427.31 | | $517.61 | |
| | MassMutual Small
Cap Value Equity Fund | MassMutual Small Company
Value Fund |
| | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses |
| Allan W. Blair | $399.49 | | $1,001.31 | |
| Nabil N. El-Hage | $411.02 | | $1,033.39 | |
| Michael R. Fanning | | | | |
| Maria D. Furman | $371.67 | | $873.20 | |
| R. Alan Hunter, Jr. | $512.54 | | $1,285.95 | |
| Robert E. Joyal | | | | |
| C. Ann Merrifield | $373.92 | | $938.15 | |
| Clifford M. Noreen | | | | |
| Susan B. Sweeney | $395.39 | | $993.24 | |
| | MassMutual Mid Cap
Growth Fund | MassMutual Small Cap
Growth Equity Fund |
| | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses |
| Allan W. Blair | $42,768.93 | | $3,181.71 | |
| Nabil N. El-Hage | $43,922.65 | | $3,276.19 | |
| Michael R. Fanning | | | | |
| Maria D. Furman | $39,915.70 | | $2,910.00 | |
| R. Alan Hunter, Jr. | $54,852.13 | | $4,082.95 | |
| Robert E. Joyal | | | | |
| C. Ann Merrifield | $40,003.53 | | $2,976.50 | |
| Clifford M. Noreen | | | | |
| Susan B. Sweeney | $42,418.64 | | $3,150.57 | |
| | MassMutual
Overseas Fund | MassMutual Total Return
Bond Fund |
| | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses |
| Allan W. Blair | $3,127.94 | | $4,181.87 | |
| Nabil N. El-Hage | $3,213.17 | | $4,287.47 | |
| Michael R. Fanning | | | | |
| Maria D. Furman | $2,890.99 | | $3,947.82 | |
| R. Alan Hunter, Jr. | $4,012.42 | | $5,361.12 | |
| Robert E. Joyal | | | | |
| C. Ann Merrifield | $2,925.75 | | $3,911.34 | |
| Clifford M. Noreen | | | | |
| Susan B. Sweeney | $3,095.85 | | $4,155.49 | |
| | MassMutual RetireSMART by JPMorgan In Retirement Fund | MassMutual RetireSMART by JPMorgan 2020 Fund |
| | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses |
| Allan W. Blair | $864.18 | | $1,580.57 | |
| Nabil N. El-Hage | $884.87 | | $1,619.74 | |
| Michael R. Fanning | | | | |
| Maria D. Furman | $828.98 | | $1,508.60 | |
| R. Alan Hunter, Jr. | $1,107.84 | | $2,026.40 | |
| Robert E. Joyal | | | | |
| C. Ann Merrifield | $808.18 | | $1,478.13 | |
| Clifford M. Noreen | | | | |
| Susan B. Sweeney | $857.71 | | $1,568.66 | |
| | MassMutual RetireSMART by JPMorgan 2025 Fund | MassMutual RetireSMART by JPMorgan 2030 Fund |
| | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses |
| Allan W. Blair | $1,256.13 | | $2,188.15 | |
| Nabil N. El-Hage | $1,288.79 | | $2,243.54 | |
| Michael R. Fanning | | | | |
| Maria D. Furman | $1,183.76 | | $2,063.41 | |
| R. Alan Hunter, Jr. | $1,611.03 | | $2,805.82 | |
| Robert E. Joyal | | | | |
| C. Ann Merrifield | $1,174.65 | | $2,046.78 | |
| Clifford M. Noreen | | | | |
| Susan B. Sweeney | $1,245.80 | | $2,168.76 | |
| | MassMutual RetireSMART by JPMorgan 2035 Fund | MassMutual RetireSMART by JPMorgan 2040 Fund |
| | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses |
| Allan W. Blair | $992.25 | | $1,453.55 | |
| Nabil N. El-Hage | $1,018.50 | | $1,491.99 | |
| Michael R. Fanning | | | | |
| Maria D. Furman | $925.95 | | $1,354.09 | |
| R. Alan Hunter, Jr. | $1,272.77 | | $1,864.43 | |
| Robert E. Joyal | | | | |
| C. Ann Merrifield | $928.08 | | $1,359.72 | |
| Clifford M. Noreen | | | | |
| Susan B. Sweeney | $983.19 | | $1,439.87 | |
| | MassMutual RetireSMART by JPMorgan 2045 Fund | MassMutual RetireSMART by JPMorgan 2050 Fund |
| | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses |
| Allan W. Blair | $683.14 | | $903.68 | |
| Nabil N. El-Hage | $701.71 | | $927.71 | |
| Michael R. Fanning | | | | |
| Maria D. Furman | $632.02 | | $837.66 | |
| R. Alan Hunter, Jr. | $876.49 | | $1,159.22 | |
| Robert E. Joyal | | | | |
| C. Ann Merrifield | $638.95 | | $845.42 | |
| Clifford M. Noreen | | | | |
| Susan B. Sweeney | $676.59 | | $894.89 | |
| | MassMutual RetireSMART by JPMorgan 2055 Fund | MassMutual RetireSMART by JPMorgan 2060 Fund |
| | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses |
| Allan W. Blair | $308.95 | | $91.79 | |
| Nabil N. El-Hage | $317.47 | | $94.32 | |
| Michael R. Fanning | | | | |
| Maria D. Furman | $284.33 | | $83.86 | |
| R. Alan Hunter, Jr. | $396.41 | | $117.75 | |
| Robert E. Joyal | | | | |
| C. Ann Merrifield | $288.99 | | $85.85 | |
| Clifford M. Noreen | | | | |
| Susan B. Sweeney | $305.90 | | $90.83 | |
| | MassMutual 20/80
Allocation Fund | MassMutual 40/60
Allocation Fund |
| | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses |
| Allan W. Blair | $963.76 | | $1,055.21 | |
| Nabil N. El-Hage | $988.13 | | $1,082.18 | |
| Michael R. Fanning | | | | |
| Maria D. Furman | $911.72 | | $996.17 | |
| R. Alan Hunter, Jr. | $1,235.57 | | $1,352.85 | |
| Robert E. Joyal | | | | |
| C. Ann Merrifield | $901.46 | | $987.05 | |
| Clifford M. Noreen | | | | |
| Susan B. Sweeney | $958.61 | | $1,048.30 | |
| | MassMutual 60/40
Allocation Fund | MassMutual 80/20
Allocation Fund |
| | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses |
| Allan W. Blair | $1,002.16 | | $660.19 | |
| Nabil N. El-Hage | $1,028.28 | | $677.90 | |
| Michael R. Fanning | | | | |
| Maria D. Furman | $936.43 | | $611.36 | |
| R. Alan Hunter, Jr. | $1,285.10 | | $846.76 | |
| Robert E. Joyal | | | | |
| C. Ann Merrifield | $937.58 | | $617.63 | |
| Clifford M. Noreen | | | | |
| Susan B. Sweeney | $994.51 | | $654.99 | |
| | MassMutual Select BlackRock Global Allocation Fund | MM MSCI EAFE
International Index Fund |
| | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses |
| Allan W. Blair | $3,026.59 | | $965.98 | |
| Nabil N. El-Hage | $3,110.38 | | $990.95 | |
| Michael R. Fanning | | | | |
| Maria D. Furman | $2,789.26 | | $907.40 | |
| R. Alan Hunter, Jr. | $3,882.32 | | $1,238.54 | |
| Robert E. Joyal | | | | |
| C. Ann Merrifield | $2,831.13 | | $903.46 | |
| Clifford M. Noreen | | | | |
| Susan B. Sweeney | $3,001.85 | | $960.25 | |
| | MM Russell 2000 Small Cap
Index Fund | MM Equity
Asset Fund |
| | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses |
| Allan W. Blair | $1,404.53 | | $1,997.05 | |
| Nabil N. El-Hage | $1,446.94 | | $2,048.19 | |
| Michael R. Fanning | | | | |
| Maria D. Furman | $1,281.76 | | $1,893.98 | |
| R. Alan Hunter, Jr. | $1,802.36 | | $2,559.90 | |
| Robert E. Joyal | | | | |
| C. Ann Merrifield | $1,314.74 | | $1,883.72 | |
| Clifford M. Noreen | | | | |
| Susan B. Sweeney | $1,393.57 | | $1,973.96 | |
| | MM S&P 500 Index Fund | MM S&P Mid Cap Index Fund |
| | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses |
| Allan W. Blair | $15,312.93 | | $1,979.39 | |
| Nabil N. El-Hage | $15,715.50 | | $2,036.13 | |
| Michael R. Fanning | | | | |
| Maria D. Furman | $14,251.26 | | $1,810.75 | |
| R. Alan Hunter, Jr. | $19,637.24 | | $2,539.64 | |
| Robert E. Joyal | | | | |
| C. Ann Merrifield | $14,326.23 | | $1,852.65 | |
| Clifford M. Noreen | | | | |
| Susan B. Sweeney | $15,216.49 | | $1,967.11 | |
| | MassMutual Select T. Rowe Price Emerging Markets Bond Fund | MassMutual Select T. Rowe Price Bond Asset Fund |
| | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses |
| Allan W. Blair | $497.45 | | $3,468.91 | |
| Nabil N. El-Hage | $510.25 | | $3,559.16 | |
| Michael R. Fanning | | | | |
| Maria D. Furman | $472.70 | | $3,283.57 | |
| R. Alan Hunter, Jr. | $637.52 | | $4,446.45 | |
| Robert E. Joyal | | | | |
| C. Ann Merrifield | $469.05 | | $3,271.96 | |
| Clifford M. Noreen | | | | |
| Susan B. Sweeney | $491.81 | | $3,423.74 | |
| | MassMutual Select T. Rowe Price International Equity Fund | MassMutual Select T. Rowe Price Real Assets Fund |
| | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses |
| Allan W. Blair | $6,879.98 | | $562.88 | |
| Nabil N. El-Hage | $7,081.99 | | $580.43 | |
| Michael R. Fanning | | | | |
| Maria D. Furman | $6,322.84 | | $493.66 | |
| R. Alan Hunter, Jr. | $8,825.19 | | $722.50 | |
| Robert E. Joyal | | | | |
| C. Ann Merrifield | $6,492.43 | | $531.83 | |
| Clifford M. Noreen | | | | |
| Susan B. Sweeney | $6,802.33 | | $556.46 | |
| | MassMutual Select T. Rowe Price Large Cap Blend Fund | MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund |
| | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses |
| Allan W. Blair | $9,027.50 | | $3,904.95 | |
| Nabil N. El-Hage | $9,285.76 | | $4,018.66 | |
| Michael R. Fanning | | | | |
| Maria D. Furman | $8,283.63 | | $3,611.41 | |
| R. Alan Hunter, Jr. | $11,579.98 | | $5,008.67 | |
| Robert E. Joyal | | | | |
| C. Ann Merrifield | $8,518.69 | | $3,685.86 | |
| Clifford M. Noreen | | | | |
| Susan B. Sweeney | $8,910.15 | | $3,860.11 | |
| | MassMutual Select T. Rowe
Price Limited Duration Inflation Focused Bond Fund | MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund |
| | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses |
| Allan W. Blair | $977.37 | | $383.88 | |
| Nabil N. El-Hage | $1,006.57 | | $394.15 | |
| Michael R. Fanning | | | | |
| Maria D. Furman | $861.74 | | $363.04 | |
| R. Alan Hunter, Jr. | $1,254.27 | | $492.33 | |
| Robert E. Joyal | | | | |
| C. Ann Merrifield | $922.46 | | $362.08 | |
| Clifford M. Noreen | | | | |
| Susan B. Sweeney | $966.90 | | $377.83 | |
| | MassMutual Select T. Rowe Price Retirement 2005 Fund | MassMutual Select T. Rowe Price Retirement 2010 Fund |
| | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses |
| Allan W. Blair | $151.52 | | $668.21 | |
| Nabil N. El-Hage | $155.63 | | $686.46 | |
| Michael R. Fanning | | | | |
| Maria D. Furman | $144.25 | | $634.44 | |
| R. Alan Hunter, Jr. | $175.20 | | $771.43 | |
| Robert E. Joyal | | | | |
| C. Ann Merrifield | $141.81 | | $625.17 | |
| Clifford M. Noreen | | | | |
| Susan B. Sweeney | $149.97 | | $661.14 | |
| | MassMutual Select T. Rowe Price Retirement 2015 Fund | MassMutual Select T. Rowe Price Retirement 2020 Fund |
| | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses |
| Allan W. Blair | $678.93 | | $3,484.57 | |
| Nabil N. El-Hage | $697.51 | | $3,579.84 | |
| Michael R. Fanning | | | | |
| Maria D. Furman | $637.55 | | $3,303.47 | |
| R. Alan Hunter, Jr. | $783.63 | | $4,024.24 | |
| Robert E. Joyal | | | | |
| C. Ann Merrifield | $635.10 | | $3,260.16 | |
| Clifford M. Noreen | | | | |
| Susan B. Sweeney | $671.65 | | $3,447.72 | |
| | MassMutual Select T. Rowe Price Retirement 2025 Fund | MassMutual Select T. Rowe Price Retirement 2030 Fund |
| | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses |
| Allan W. Blair | $2,897.56 | | $6,549.07 | |
| Nabil N. El-Hage | $2,976.80 | | $6,728.27 | |
| Michael R. Fanning | | | | |
| Maria D. Furman | $2,711.10 | | $6,124.25 | |
| R. Alan Hunter, Jr. | $3,341.56 | | $7,552.61 | |
| Robert E. Joyal | | | | |
| C. Ann Merrifield | $2,714.02 | | $6,135.81 | |
| Clifford M. Noreen | | | | |
| Susan B. Sweeney | $2,870.16 | | $6,488.86 | |
| | MassMutual Select T. Rowe Price Retirement 2035 Fund | MassMutual Select T. Rowe Price Retirement 2040 Fund |
| | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses |
| Allan W. Blair | $2,848.43 | | $5,218.48 | |
| Nabil N. El-Hage | $2,926.39 | | $5,361.28 | |
| Michael R. Fanning | | | | |
| Maria D. Furman | $2,636.20 | | $5,902.22 | |
| R. Alan Hunter, Jr. | $3,281.34 | | $6,013.84 | |
| Robert E. Joyal | | | | |
| C. Ann Merrifield | $2,670.86 | | $4,893.39 | |
| Clifford M. Noreen | | | | |
| Susan B. Sweeney | $2,824.53 | | $5,174.89 | |
| | MassMutual Select T. Rowe Price Retirement 2045 Fund | MassMutual Select T. Rowe Price Retirement 2050 Fund |
| | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses |
| Allan W. Blair | $2,063.08 | | $3,270.86 | |
| Nabil N. El-Hage | $2,119.54 | | $3,360.38 | |
| Michael R. Fanning | | | | |
| Maria D. Furman | $1,907.04 | | $3,022.29 | |
| R. Alan Hunter, Jr. | $2,376.42 | | $3,767.49 | |
| Robert E. Joyal | | | | |
| C. Ann Merrifield | $1,934.79 | | $3,067.77 | |
| Clifford M. Noreen | | | | |
| Susan B. Sweeney | $2,046.12 | | $3,244.29 | |
| | MassMutual Select T. Rowe Price Retirement 2055 Fund | MassMutual Select T. Rowe Price Retirement 2060 Fund |
| | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses |
| Allan W. Blair | $1,126.39 | | $339.12 | |
| Nabil N. El-Hage | $1,157.24 | | $348.42 | |
| Michael R. Fanning | | | | |
| Maria D. Furman | $1,037.12 | | $306.02 | |
| R. Alan Hunter, Jr. | $1,296.84 | | $389.78 | |
| Robert E. Joyal | | | | |
| C. Ann Merrifield | $1,057.03 | | $318.96 | |
| Clifford M. Noreen | | | | |
| Susan B. Sweeney | $1,117.84 | | $337.30 | |
| | MassMutual Select T. Rowe Price Retirement Balanced Fund | MassMutual Strategic
Emerging Markets Fund |
| | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses |
| Allan W. Blair | $811.85 | | $897.05 | |
| Nabil N. El-Hage | $834.05 | | $921.27 | |
| Michael R. Fanning | | | | |
| Maria D. Furman | $761.50 | | $837.54 | |
| R. Alan Hunter, Jr. | $937.33 | | $1,131.25 | |
| Robert E. Joyal | | | | |
| C. Ann Merrifield | $759.24 | | $840.51 | |
| Clifford M. Noreen | | | | |
| Susan B. Sweeney | $802.94 | | $896.42 | |
| | MassMutual U.S. Government Money Market Fund | MassMutual Short-Duration
Bond Fund |
| | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses |
| Allan W. Blair | $1,432.65 | | $3,964.49 | |
| Nabil N. El-Hage | $1,471.21 | | $4,017.28 | |
| Michael R. Fanning | | | | |
| Maria D. Furman | $1,339.24 | | $3,865.38 | |
| R. Alan Hunter, Jr. | $1,805.37 | | $4,474.83 | |
| Robert E. Joyal | | | | |
| C. Ann Merrifield | $1,342.69 | | $3,841.31 | |
| Clifford M. Noreen | | | | |
| Susan B. Sweeney | $1,433.13 | | $3,966.19 | |
| | MassMutual Inflation-Protected
and Income Fund | MassMutual Core
Bond Fund |
| | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses |
| Allan W. Blair | $1,758.06 | | $6,293.49 | |
| Nabil N. El-Hage | $1,805.48 | | $6,462.96 | |
| Michael R. Fanning | | | | |
| Maria D. Furman | $1,634.44 | | $5,973.80 | |
| R. Alan Hunter, Jr. | $2,216.49 | | $7,931.55 | |
| Robert E. Joyal | | | | |
| C. Ann Merrifield | $1,647.39 | | $5,898.12 | |
| Clifford M. Noreen | | | | |
| Susan B. Sweeney | $1,757.30 | | $6,295.56 | |
| | MassMutual Diversified
Bond Fund | MassMutual High
Yield Fund |
| | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses |
| Allan W. Blair | $1,085.21 | | $4,741.53 | |
| Nabil N. El-Hage | $1,114.41 | | $4,815.47 | |
| Michael R. Fanning | | | | |
| Maria D. Furman | $1,012.46 | | $4,589.11 | |
| R. Alan Hunter, Jr. | $1,367.59 | | $5,456.24 | |
| Robert E. Joyal | | | | |
| C. Ann Merrifield | $1,017.05 | | $4,569.01 | |
| Clifford M. Noreen | | | | |
| Susan B. Sweeney | $1,085.85 | | $4,739.77 | |
| | MassMutual
Balanced Fund | MassMutual Disciplined
Value Fund |
| | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses |
| Allan W. Blair | $694.90 | | $433.64 | |
| Nabil N. El-Hage | $713.65 | | $445.32 | |
| Michael R. Fanning | | | | |
| Maria D. Furman | $635.84 | | $397.66 | |
| R. Alan Hunter, Jr. | $876.15 | | $546.61 | |
| Robert E. Joyal | | | | |
| C. Ann Merrifield | $651.15 | | $406.36 | |
| Clifford M. Noreen | | | | |
| Susan B. Sweeney | $694.89 | | $433.61 | |
| | MassMutual
Main Street Fund | MassMutual
Disciplined Growth Fund |
| | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses |
| Allan W. Blair | $564.90 | | $1,233.77 | |
| Nabil N. El-Hage | $580.11 | | $1,267.04 | |
| Michael R. Fanning | | | | |
| Maria D. Furman | $530.00 | | $1,171.33 | |
| R. Alan Hunter, Jr. | $712.04 | | $1,555.43 | |
| Robert E. Joyal | | | | |
| C. Ann Merrifield | $529.37 | | $1,156.12 | |
| Clifford M. Noreen | | | | |
| Susan B. Sweeney | $564.97 | | $1,233.68 | |
| | MassMutual Small Cap Opportunities Fund | MassMutual
Global Fund |
| | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses | Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses |
| Allan W. Blair | $1,368.65 | | $1,615.97 | |
| Nabil N. El-Hage | $1,405.67 | | $1,659.60 | |
| Michael R. Fanning | | | | |
| Maria D. Furman | $1,194.12 | | $1,489.08 | |
| R. Alan Hunter, Jr. | $1,726.36 | | $2,037.66 | |
| Robert E. Joyal | | | | |
| C. Ann Merrifield | $1,282.33 | | $1,514.18 | |
| Clifford M. Noreen | | | | |
| Susan B. Sweeney | $1,367.85 | | $1,614.61 | |
| MassMutual
International Equity Fund | |
| Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses |
| Allan W. Blair | $877.44 | |
| Nabil N. El-Hage | $901.03 | |
| Michael R. Fanning | | |
| Maria D. Furman | $848.00 | |
| R. Alan Hunter, Jr. | $1,105.43 | |
| Robert E. Joyal | | |
| C. Ann Merrifield | $822.41 | |
| Clifford M. Noreen | | |
| Susan B. Sweeney | $671.67 | |
| Total Compensation from the MassMutual Fund Complex |
| Aggregate Compensation from the Fund | Deferred Compensation and Interest Accrued as part of Fund Expenses |
| Allan W. Blair | $281,404.00 | |
| Nabil N. El-Hage | $288,904.00 | |
| Michael R. Fanning | | |
| Maria D. Furman | $263,904.00 | |
| R. Alan Hunter, Jr. | $353,904.00 | |
| Robert E. Joyal | | |
| C. Ann Merrifield | $263,904.00 | |
| Clifford M. Noreen | | |
| Susan B. Sweeney2 | $403,804.00 | |
2 Mrs. Sweeney’s total compensation includes amounts received as compensation for her role as trustee of this table, "Fund Complex" includes all funds that have a
common or affiliated investment adviser.
8
COMPENSATION TABLE*
- --------------------------------------------------------------------------------
AGGREGATE COMPENSATION TOTAL COMPENSATION FROM THE
TRUSTEE FROM THE TRUST TRUST AND FUND COMPLEX
- --------------------------------------------------------------------------------
Charles Hugel $20,000 $20,000
Richard Nenneman $20,000 $20,000
Richard Phelps $20,000 $20,000
------- -------
Total $60,000 $60,000
======= =======
- --------------------------------------------------------------------------------
* Includes an annual retainerBarings Participation Investors and an attendance fee for each meeting attended.
The Trust has no retirement or pension plan for its Trustees or officers. Mr.
McClintock does not receive compensation from either the Trust orBarings Corporate Investors, which is deemed to be part of the Fund Complex in his capacity as Trustee. Mr. Phelps also received compensation for
serving as Director to the Babson-Stewart Ivory International Fund, which is
sub-advisedbecause they are managed by Babson-Stewart Ivory International, sub-adviser to the
International Fund and the Emerging Markets Fund.
INFORMATION ABOUT THE EXECUTIVE OFFICERS
The executive officersBarings LLC, an affiliate of the Trust are employees of David L. Babson &
Company Inc. or its affiliates. Certain information for the officers, including
their employment information for the last five years, is listed in the chart
that follows. Except as otherwise noted, each individual has held the office
indicated or other offices in the same organization for at least five years.
- -------------------- ---------- ------------------------------------------------
NAME, AGE POSITION PRINCIPAL OCCUPATION
- -------------------- ---------- ------------------------------------------------
FRANK L. TARANTINO President Managing Director, Chief Financial Officer and
age 57 Director of David L. Babson & Company
Inc.,1997-present. Director, President,
Treasurer and Clerk of Babson Securities Corp.,
1997-present. President, Liberty Securities
Corporation, 1994-1997.
- -------------------- ---------- ------------------------------------------------
DEANNE DUPONT Treasurer Managing Director and Treasurer of David L.
age 47 Babson & Company Inc.
- -------------------- ---------- ------------------------------------------------
JOHN E. DEITELBAUM Clerk Second Vice President and Associate General
age 33 Counsel (2000- present), MassMutual; Assistant
Clerk, Babson Securities Corp. (1999-present);
Counsel (2000-present), Assistant Clerk
(1999-present), Vice President and General
Counsel (1998-1999), David L. Babson & Company
Inc.; Counsel, MassMutual (1996-1998);
Associate, Day, Berry & Howard (law firm)
(1993-1996).
- -------------------- ---------- ------------------------------------------------
MARY ELLEN WESNESKI Vice Managing Director of David L. Babson & Company
age 51 President Inc. (1999-present); Senior Manager,MML Advisers.
APPENDIX E
Fees billed by Deloitte & Touche LLP (1996-1999); Vice President, BayBank
Investment Management, Inc. (1994-1996).
- -------------------- ---------- ------------------------------------------------
The mailing address of each of the officers is c/o David L. Babson &
Company Inc., One Memorial Drive, Cambridge MA 02142.
The Boardlast fiscal years for services rendered to the Funds are shown below.
| Fiscal Year end September 30, 2020 | Audit Fees | Audit-Related Fees | Tax Fees | All Other Fees |
MassMutual Global Floating Rate Fund | $- | $- | $- | $- |
MassMutual Global Credit Income Opportunities Fund | $- | $- | $- | $- |
| MassMutual Emerging Markets Debt Blended Total Return Fund | $- | $- | $- | $- |
MassMutual Global Emerging Markets Equity Fund | $- | $- | $- | $- |
| MassMutual Strategic Bond Fund | $46,616.00 | $- | $5,771.00 | $- |
| MassMutual Diversified Value Fund | $32,429.00 | $- | $4,875.00 | $- |
| MassMutual Fundamental Value Fund | $32,204.00 | $- | $4,875.00 | $- |
MassMutual Blue Chip Growth Fund | $32,880.00 | $- | $4,875.00 | $- |
MassMutual Growth Opportunities Fund | $32,880.00 | $- | $4,875.00 | $- |
| MassMutual Fundamental Growth Fund | $33,894.00 | $- | $4,875.00 | $- |
MassMutual Equity Opportunities Fund | $32,880.00 | $- | $4,875.00 | $- |
MassMutual Mid Cap Value Fund | $32,880.00 | $- | $4,875.00 | $- |
| MassMutual Small Cap Value Equity Fund | $32,880.00 | $- | $4,875.00 | $- |
| MassMutual Small Company Value Fund | $32,204.00 | $- | $4,875.00 | $- |
MassMutual Mid Cap Growth Fund | $32,880.00 | $- | $4,875.00 | $- |
MassMutual Small Cap Growth Equity Fund | $32,880.00 | $- | $4,875.00 | $- |
| MassMutual Overseas Fund | $34,997.00 | $- | $14,868.75 | $- |
| MassMutual Total Return Bond Fund | $49,676.00 | $- | $6,151.00 | $- |
MassMutual RetireSMART by JPMorgan In Retirement Fund | $27,474.00 | $- | $16,944.00 | $- |
| MassMutual RetireSMART by JPMorgan 2020 Fund | $27,474.00 | $- | $4,648.00 | $- |
MassMutual RetireSMART by JPMorgan 2025 Fund | $27,474.00 | $- | $4,648.00 | $- |
MassMutual RetireSMART by JPMorgan 2030 Fund | $27,474.00 | $- | $4,648.00 | $- |
| MassMutual RetireSMART by JPMorgan 2035 Fund | $27,474.00 | $- | $4,648.00 | $- |
| MassMutual RetireSMART by JPMorgan 2040 Fund | $27,474.00 | $- | $4,648.00 | $- |
MassMutual RetireSMART by JPMorgan 2045 Fund | $27,474.00 | $- | $4,648.00 | $- |
MassMutual RetireSMART by JPMorgan 2050 Fund | $27,474.00 | $- | $4,648.00 | $- |
| MassMutual RetireSMART by JPMorgan 2055 Fund | $27,474.00 | $- | $4,648.00 | $- |
| MassMutual RetireSMART by JPMorgan 2060 Fund | $27,474.00 | $- | $4,648.00 | $- |
MassMutual 20/80 Allocation Fund | $27,474.00 | $- | $4,648.00 | $- |
MassMutual 40/60 Allocation Fund | $27,474.00 | $- | $4,648.00 | $- |
| MassMutual 60/40 Allocation Fund | $27,474.00 | $- | $4,648.00 | $- |
MassMutual 80/20 Allocation Fund | $27,474.00 | $- | $4,648.00 | $- |
MassMutual Select BlackRock Global Allocation Fund | $101,633.00 | $- | $24,888.50 | $- |
| MM MSCI EAFE International Index Fund | $29,254.00 | $- | $5,210.00 | $- |
| MM Russell 2000 Small Cap Index Fund | $28,150.00 | $- | $4,875.00 | $- |
MM Equity Asset Fund | $33,555.00 | $- | $7,375.00 | $- |
MM S&P 500 Index Fund | $33,894.00 | $- | $4,875.00 | $- |
| MM S&P Mid Cap Index Fund | $28,150.00 | $- | $4,875.00 | $- |
| MassMutual Select T. Rowe Price Emerging Markets Bond Fund | $35,582.00 | $- | $6,322.00 | $- |
MassMutual Select T. Rowe Price Bond Asset Fund | $34,860.00 | $- | $6,322.00 | $- |
| MassMutual Select T. Rowe Price International Equity Fund | $34,568.00 | $- | $5,975.00 | $- |
MassMutual Select T. Rowe Price Real Assets Fund | $32,880.00 | $- | $5,875.00 | $- |
MassMutual Select T. Rowe Price Large Cap Blend Fund | $31,865.00 | $- | $5,875.00 | $- |
| MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund | $31,137.00 | $- | $4,875.00 | $- |
| MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund | $34,680.00 | $- | $5,322.00 | $- |
| MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund | $34,860.00 | $- | $5,322.00 | $- |
MassMutual Select T. Rowe Price Retirement 2005 Fund | $21,870.00 | $- | $4,648.00 | $- |
| Fiscal Year end September 30, 2020 | Audit Fees | Audit-Related Fees | Tax Fees | All Other Fees |
MassMutual Select T. Rowe Price Retirement 2010 Fund | $21,870.00 | $- | $4,648.00 | $- |
MassMutual Select T. Rowe Price Retirement 2015 Fund | $21,870.00 | $- | $4,648.00 | $- |
| MassMutual Select T. Rowe Price Retirement 2020 Fund | $21,870.00 | $- | $4,648.00 | $- |
| MassMutual Select T. Rowe Price Retirement 2025 Fund | $21,870.00 | $- | $4,648.00 | $- |
MassMutual Select T. Rowe Price Retirement 2030 Fund | $21,870.00 | $- | $4,648.00 | $- |
MassMutual Select T. Rowe Price Retirement 2035 Fund | $21,870.00 | $- | $4,648.00 | $- |
| MassMutual Select T. Rowe Price Retirement 2040 Fund | $21,870.00 | $- | $4,648.00 | $- |
| MassMutual Select T. Rowe Price Retirement 2045 Fund | $21,870.00 | $- | $4,648.00 | $- |
MassMutual Select T. Rowe Price Retirement 2050 Fund | $21,870.00 | $- | $4,648.00 | $- |
MassMutual Select T. Rowe Price Retirement 2055 Fund | $21,870.00 | $- | $4,648.00 | $- |
| MassMutual Select T. Rowe Price Retirement 2060 Fund | $21,870.00 | $- | $4,648.00 | $- |
MassMutual Select T. Rowe Price Retirement Balanced Fund | $21,870.00 | $- | $4,648.00 | $- |
MassMutual U.S. Government Money Market Fund | $28,938.00 | $- | $4,875.00 | $- |
| MassMutual Short-Duration Bond Fund | $34,455.00 | $- | $5,322.00 | $- |
| MassMutual Inflation-Protected and Income Fund | $34,681.00 | $- | $5,322.00 | $- |
MassMutual Core Bond Fund | $35,583.00 | $- | $5,322.00 | $- |
MassMutual Diversified Bond Fund | $35,583.00 | $- | $5,322.00 | $- |
| MassMutual High Yield Fund | $33,895.00 | $- | $4,875.00 | $- |
| MassMutual Balanced Fund | $35,244.00 | $- | $5,658.00 | $- |
MassMutual Disciplined Value Fund | $34,569.00 | $- | $4,875.00 | $- |
MassMutual Main Street Fund | $31,866.00 | $- | $4,875.00 | $- |
| MassMutual Disciplined Growth Fund | $34,570.00 | $- | $4,875.00 | $- |
MassMutual Small Cap Opportunities Fund | $32,880.00 | $- | $4,875.00 | $- |
MassMutual Global Fund | $33,556.00 | $- | $8,825.00 | $- |
| MassMutual International Equity Fund | $34,569.00 | $- | $9,150.00 | $- |
MassMutual Strategic Emerging Markets Fund | $33,894.00 | $- | $27,112.50 | $- |
| Fiscal Year end September 30, 2021 | Audit Fees | Audit-Related Fees | Tax Fees | All Other Fees |
MassMutual Global Floating Rate Fund | $- | $- | $- | $- |
MassMutual Global Credit Income Opportunities Fund | $- | $- | $- | $- |
| MassMutual Emerging Markets Debt Blended Total Return Fund | $- | $- | $- | $- |
MassMutual Global Emerging Markets Equity Fund | $- | $- | $- | $- |
| MassMutual Strategic Bond Fund | $47,663.00 | $- | $- | $- |
| MassMutual Diversified Value Fund | $33,156.00 | $- | $- | $- |
| MassMutual Fundamental Value Fund | $32,927.00 | $- | $- | $- |
MassMutual Blue Chip Growth Fund | $33,618.00 | $- | $1,225.00 | $- |
MassMutual Growth Opportunities Fund | $33,618.00 | $- | $- | $- |
| MassMutual Fundamental Growth Fund | $34,654.00 | $- | $- | $- |
MassMutual Equity Opportunities Fund | $33,618.00 | $- | $- | $- |
MassMutual Mid Cap Value Fund | $33,618.00 | $- | $- | $- |
| MassMutual Small Cap Value Equity Fund | $33,618.00 | $- | $- | $- |
| MassMutual Small Company Value Fund | $32,927.00 | $- | $- | $- |
MassMutual Mid Cap Growth Fund | $33,618.00 | $- | $- | $- |
MassMutual Small Cap Growth Equity Fund | $33,618.00 | $- | $- | $- |
| MassMutual Overseas Fund | $35,782.00 | $- | $9,910.00 | $- |
| MassMutual Total Return Bond Fund | $47,721.00 | $- | $1,225.00 | $- |
MassMutual RetireSMART by JPMorgan In Retirement Fund | $28,091.00 | $- | $- | $- |
MassMutual RetireSMART by JPMorgan 2020 Fund | $28,091.00 | $- | $- | $- |
| MassMutual RetireSMART by JPMorgan 2025 Fund | $28,091.00 | $- | $- | $- |
MassMutual RetireSMART by JPMorgan 2030 Fund | $28,091.00 | $- | $- | $- |
MassMutual RetireSMART by JPMorgan 2035 Fund | $28,091.00 | $- | $- | $- |
| MassMutual RetireSMART by JPMorgan 2040 Fund | $28,091.00 | $- | $- | $- |
| MassMutual RetireSMART by JPMorgan 2045 Fund | $28,091.00 | $- | $- | $- |
| Fiscal Year end September 30, 2021 | Audit Fees | Audit-Related Fees | Tax Fees | All Other Fees |
| MassMutual RetireSMART by JPMorgan 2050 Fund | $28,091.00 | $- | $- | $- |
| MassMutual RetireSMART by JPMorgan 2055 Fund | $28,091.00 | $- | $- | $- |
| MassMutual RetireSMART by JPMorgan 2060 Fund | $28,091.00 | $- | $- | $- |
| MassMutual 20/80 Allocation Fund | $28,091.00 | $- | $- | $- |
| MassMutual 40/60 Allocation Fund | $28,091.00 | $- | $- | $- |
| MassMutual 60/40 Allocation Fund | $28,091.00 | $- | $- | $- |
| MassMutual 80/20 Allocation Fund | $28,091.00 | $- | $- | $- |
| MassMutual Select BlackRock Global Allocation Fund | $104,139.00 | $- | $12,391.25 | $- |
| MM MSCI EAFE International Index Fund | $29,912.00 | $- | $- | $- |
| MM Russell 2000 Small Cap Index Fund | $28,782.00 | $- | $- | $- |
| MM Equity Asset Fund | $34,308.00 | $- | $2,800.00 | $- |
| MM S&P 500 Index Fund | $34,654.00 | $- | $- | $- |
| MM S&P Mid Cap Index Fund | $28,782.00 | $- | $- | $- |
| MassMutual Select T. Rowe Price Emerging Markets Bond Fund | $38,651.00 | $- | $- | $- |
| MassMutual Select T. Rowe Price Bond Asset Fund | $38,061.00 | $- | $775.00 | $- |
| MassMutual Select T. Rowe Price International Equity Fund | $35,344.00 | $- | $37,288.75 | $- |
| MassMutual Select T. Rowe Price Real Assets Fund | $33,618.00 | $- | $2,568.75 | $- |
| MassMutual Select T. Rowe Price Large Cap Blend Fund | $32,580.00 | $- | $- | $- |
| MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund | $31,837.00 | $- | $- | $- |
| MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund | $35,460.00 | $- | $- | $- |
| MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund | $35,641.00 | $- | $- | $- |
| MassMutual Select T. Rowe Price Retirement 2005 Fund | $28,091.00 | $- | $- | $- |
| MassMutual Select T. Rowe Price Retirement 2010 Fund | $28,091.00 | $- | $- | $- |
| MassMutual Select T. Rowe Price Retirement 2015 Fund | $28,090.99 | $- | $- | $- |
| MassMutual Select T. Rowe Price Retirement 2020 Fund | $28,090.99 | $- | $- | $- |
| MassMutual Select T. Rowe Price Retirement 2025 Fund | $28,090.99 | $- | $- | $- |
| MassMutual Select T. Rowe Price Retirement 2030 Fund | $28,091.00 | $- | $- | $- |
| MassMutual Select T. Rowe Price Retirement 2035 Fund | $28,091.01 | $- | $- | $- |
| MassMutual Select T. Rowe Price Retirement 2040 Fund | $28,091.01 | $- | $- | $- |
| MassMutual Select T. Rowe Price Retirement 2045 Fund | $28,091.01 | $- | $- | $- |
| MassMutual Select T. Rowe Price Retirement 2050 Fund | $28,090.98 | $- | $- | $- |
| MassMutual Select T. Rowe Price Retirement 2055 Fund | $28,091.00 | $- | $- | $- |
| MassMutual Select T. Rowe Price Retirement 2060 Fund | $28,091.00 | $- | $- | $- |
| MassMutual Select T. Rowe Price Retirement Balanced Fund | $28,091.02 | $- | $- | $- |
| MassMutual U.S. Government Money Market Fund | $29,588.00 | $- | $- | $- |
| MassMutual Short-Duration Bond Fund | $35,229.00 | $- | $- | $- |
| MassMutual Inflation-Protected and Income Fund | $35,460.00 | $- | $- | $- |
| MassMutual Core Bond Fund | $36,381.00 | $- | $- | $- |
| MassMutual Diversified Bond Fund | $36,381.00 | $- | $- | $- |
| MassMutual High Yield Fund | $34,654.00 | $- | $- | $- |
| MassMutual Balanced Fund | $36,035.00 | $- | $- | $- |
| MassMutual Disciplined Value Fund | $35,344.00 | $- | $- | $- |
| MassMutual Main Street Fund | $32,581.00 | $- | $- | $- |
| MassMutual Disciplined Growth Fund | $35,344.00 | $- | $- | $- |
| MassMutual Small Cap Opportunities Fund | $33,618.00 | $- | $- | $- |
| MassMutual Global Fund | $34,308.00 | $- | $5,736.25 | $- |
| MassMutual International Equity Fund | $35,344.00 | $- | $5,256.25 | $- |
MassMutual Strategic Emerging Markets Fund | $34,654.00 | $- | $20,216.25 | $- |
APPENDIX F
Interests of Trustees recommends that ShareholdersCertain Persons
As of January 4, 2022, to the best knowledge of each Fund, the following shareholders beneficially owned more than 5% of the Trust vote
FOR the electionoutstanding shares of each nominee.
ADDITIONAL INFORMATION
INVESTMENT ADVISER, UNDERWRITER AND ADMINISTRATOR
INVESTMENT ADVISER: The Trust's investment adviser, David L. Babson &
Company Inc. has its principal offices at One Memorial Drive, Cambridge,
Massachusetts 02142, and 1295 State Street, Springfield, Massachusetts 01111.
Babson is a wholly-owned subsidiaryany class of DLB Acquisition Corp., a
9
holding company that is a majority-owned subsidiary of MassMutual Holding Trust
I, which in turn is a holding company and wholly-owned subsidiary of MassMutual
Holding Company, a holding company and a wholly-owned subsidiary of MassMutual,
a mutual life insurance company. Babson has entered into separate sub-advisory
agreements with Babson-Stewart Ivory International ("BSII") with respect to the
management of the investment portfolios of the International Fund and the
Emerging Marketssuch Fund. BSII is a Massachusetts general partnership that is owned
50% by Babson and 50% by Stewart Ivory & Co. (International) Ltd., a member of
the Colonial First State UK Group and a wholly owned, indirect subsidiary of the
Commonwealth Bank of Australia. BSII has its principal office at One Memorial
Drive, Cambridge, MA 02142.
UNDERWRITER: Babson Securities Corp. ("BSC"), a wholly-owned subsidiary
of Babson, serves as the principal underwriter of the Funds. BSC has its
principal office at One Memorial Drive, Cambridge, Massachusetts 02142.
ADMINISTRATOR: Investors Bank and Trust Company ("IBT") serves as
Administrator of the Funds. IBT's principal business address is 200 Clarendon
Street, Boston MA 02116.
OTHER BUSINESS
While the Special Meeting has been called to act upon any other
business that may properly come before it, at the date of this proxy statement
the only business that management intends to present or knows that others will
present is the business set forth in the Notice of Special Meeting. If other
matters lawfully come before the Special Meeting, and on all procedural matters
at said Special Meeting, it is the intention that the proxies that do not
include specific restrictions to the contrary shall be voted in accordance with
the best judgment of the persons named as attorneys-in-fact in the proxy.
SHAREHOLDER PROPOSALS
The Trust is not required to hold and will not ordinarily hold annual
shareholder meetings. The Board of Trustees may call special meetings of the
shareholders for action by shareholder vote as required by the 1940 Act or the
Trust's Declaration of Trust. Pursuant to rules adopted by the Securities and
Exchange Commission, a shareholder may include in proxy statements relating to
annual and other meetings of the shareholders of the Trust certain proposals for
shareholder action which he or she intends to introduce at such special
meetings, provided, among other things, that such proposal must be received by
the Trust a reasonable time before a solicitation of proxies is made for such
meeting. Timely submission of a proposal does not necessarily mean that the
proposal will be included.
ALL SHAREHOLDERS ARE URGED TO MARK, DATE, SIGN AND RETURN THE PROXY CARD IN THE
ENCLOSED ENVELOPE, WHICH REQUIRES NO POSTAGE IF MAILED IN THE UNITED STATES.
10
PROXY CARD
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES
OF THE DLB FUND GROUP
FOR THE
DLB FIXED INCOME FUND
The undersigned hereby appoints Frank L. Tarantino and John E. Deitelbaum, and
each of them, attorneys-in-fact and proxies of the undersigned, with full power
of substitution and revocation, to attend a Special Meeting of Shareholders of
the DLB Fixed Income Fund to be held January 10, 2002 at 9:30 a.m., Eastern
time, at the principal offices of the Trust at One Memorial Drive, Cambridge, MA
and at all adjournments thereof (the "Special Meeting"), and to vote the shares
entitled to be voted by the undersigned at the Special Meeting and any
adjournments thereof for the election of Trustees.
The undersigned hereby acknowledges receipt of the Notice of Special Meeting of
Shareholders and related Proxy Statement, and hereby instructs said attorneys
and proxies to vote said shares as indicated hereon. In their discretion, the
aforementioned attorneys-in-fact and proxies are authorized to vote upon such
other matters, if any, as may properly come before the Special Meeting.
This Proxy is solicited on behalf of the Board of Trustees which recommends a
vote FOR electing all nominees for Trustee. This proxy, if properly executed,
will be voted in the manner directed by the undersigned shareholder. IF NO
DIRECTION IS MADE, THE PROXY WILL BE VOTED FOR THE PROPOSAL TO ELECT THE
NOMINEES AS TRUSTEES.
PLEASE MARK YOUR PROXY (BY PLACING AN "X" IN THE APPROPRIATE BOX), DATE AND SIGN
IT AND RETURN IT PROMPTLY IN THE ACCOMPANYING ENVELOPE.
1. TO ELECT THE FOLLOWING NOMINEES AS TRUSTEES OF THE TRUST:
Kevin M. McClintock
Steven A. Kandarian
[_] For electing all nominees listed above.
[_] For electing all nominees listed above, except as specified below to the
contrary. To withhold authority to vote for any individual nominee, write that
nominee's name below.
Instructions: To withhold authority to vote for any individual nominee,
write the nominee's name here: __________________________________________
[_] Withhold authority for all nominees listed.
[Insert Shareholder Name and Address here]
Shareholder Signature(s):_________________________________ Date: _____________
Print Name: _____________________________________________
Title (if applicable): ___________________________________
Shareholder Signature(s):_________________________________ Date: _____________
Print Name: _____________________________________________
Title (if applicable): ___________________________________
Please sign exactly as your name or names appear. When signing as a joint
tenant, all parties to the joint tenancy should sign. When signing as an
attorney, executor, administrator, corporate officer, trustee or guardian,
please give your full title as such.
PLEASE RETURN THE COMPLETED, DATED AND SIGNED PROXY CARD IN THE ENCLOSED
ENVELOPE.
PROXY CARD
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES
OF THE DLB FUND GROUP
FOR THE
DLB HIGH YIELD FUND
The undersigned hereby appoints Frank L. Tarantino and John E. Deitelbaum, and
each of them, attorneys-in-fact and proxies of the undersigned, with full power
of substitution and revocation, to attend a Special Meeting of Shareholders of
the DLB High Yield Fund to be held January 10, 2002 at 9:30 a.m., Eastern time,
at the principal offices of the Trust at One Memorial Drive, Cambridge, MA and
at all adjournments thereof (the "Special Meeting"), and to vote the shares
entitled to be voted by the undersigned at the Special Meeting and any
adjournments thereof for the election of Trustees.
The undersigned hereby acknowledges receipt of the Notice of Special Meeting of
Shareholders and related Proxy Statement, and hereby instructs said attorneys
and proxies to vote said shares as indicated hereon. In their discretion, the
aforementioned attorneys-in-fact and proxies are authorized to vote upon such
other matters, if any, as may properly come before the Special Meeting.
This Proxy is solicited on behalf of the Board of Trustees which recommends a
vote FOR electing all nominees for Trustee. This proxy, if properly executed,
will be voted in the manner directed by the undersigned shareholder. IF NO
DIRECTION IS MADE, THE PROXY WILL BE VOTED FOR THE PROPOSAL TO ELECT THE
NOMINEES AS TRUSTEES.
PLEASE MARK YOUR PROXY (BY PLACING AN "X" IN THE APPROPRIATE BOX), DATE AND SIGN
IT AND RETURN IT PROMPTLY IN THE ACCOMPANYING ENVELOPE.
1. TO ELECT THE FOLLOWING NOMINEES AS TRUSTEES OF THE TRUST:
Kevin M. McClintock
Steven A. Kandarian
[_] For electing all nominees listed above.
[ ] For electing all nominees listed above, except as specified below to the
contrary. To withhold authority to vote for any individual nominee, write that
nominee's name below.
Instructions: To withhold authority to vote for any individual nominee,
write the nominee's name here: __________________________________________
[_] Withhold authority for all nominees listed.
[Insert Shareholder Name and Address here]
Shareholder Signature(s):_________________________________ Date: _____________
Print Name: _____________________________________________
Title (if applicable): ___________________________________
Shareholder Signature(s):_________________________________ Date: _____________
Print Name: _____________________________________________
Title (if applicable): ___________________________________
Please sign exactly as your name or names appear. When signing as a joint
tenant, all parties to the joint tenancy should sign. When signing as an
attorney, executor, administrator, corporate officer, trustee or guardian,
please give your full title as such.
PLEASE RETURN THE COMPLETED, DATED AND SIGNED PROXY CARD IN THE ENCLOSED
ENVELOPE.
PROXY CARD
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES
OF THE DLB FUND GROUP
FOR THE
DLB VALUE FUND
The undersigned hereby appoints Frank L. Tarantino and John E. Deitelbaum, and
each of them, attorneys-in-fact and proxies of the undersigned, with full power
of substitution and revocation, to attend a Special Meeting of Shareholders of
the DLB Value Fund to be held January 10, 2002 at 9:30 a.m., Eastern time, at
the principal offices of the Trust at One Memorial Drive, Cambridge, MA and at
all adjournments thereof (the "Special Meeting"), and to vote the shares
entitled to be voted by the undersigned at the Special Meeting and any
adjournments thereof for the election of Trustees.
The undersigned hereby acknowledges receipt of the Notice of Special Meeting of
Shareholders and related Proxy Statement, and hereby instructs said attorneys
and proxies to vote said shares as indicated hereon. In their discretion, the
aforementioned attorneys-in-fact and proxies are authorized to vote upon such
other matters, if any, as may properly come before the Special Meeting.
This Proxy is solicited on behalf of the Board of Trustees which recommends a
vote FOR electing all nominees for Trustee. This proxy, if properly executed,
will be voted in the manner directed by the undersigned shareholder. IF NO
DIRECTION IS MADE, THE PROXY WILL BE VOTED FOR THE PROPOSAL TO ELECT THE
NOMINEES AS TRUSTEES.
PLEASE MARK YOUR PROXY (BY PLACING AN "X" IN THE APPROPRIATE BOX), DATE AND SIGN
IT AND RETURN IT PROMPTLY IN THE ACCOMPANYING ENVELOPE.
1. TO ELECT THE FOLLOWING NOMINEES AS TRUSTEES OF THE TRUST:
Kevin M. McClintock
Steven A. Kandarian
[_] For electing all nominees listed above.
[_] For electing all nominees listed above, except as specified below to the
contrary. To withhold authority to vote for any individual nominee, write that
nominee's name below.
Instructions: To withhold authority to vote for any individual nominee,
write the nominee's name here: __________________________________________
[_] Withhold authority for all nominees listed.
[Insert Shareholder Name and Address here]
Shareholder Signature(s):_________________________________ Date: _____________
Print Name: _____________________________________________
Title (if applicable): ___________________________________
Shareholder Signature(s):_________________________________ Date: _____________
Print Name: _____________________________________________
Title (if applicable): ___________________________________
Please sign exactly as your name or names appear. When signing as a joint
tenant, all parties to the joint tenancy should sign. When signing as an
attorney, executor, administrator, corporate officer, trustee or guardian,
please give your full title as such.
PLEASE RETURN THE COMPLETED, DATED AND SIGNED PROXY CARD IN THE ENCLOSED
ENVELOPE.
PROXY CARD
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES OF THE
DLB FUND GROUP
FOR THE
DLB CORE GROWTH FUND
The undersigned hereby appoints Frank L. Tarantino and John E. Deitelbaum, and
each of them, attorneys-in-fact and proxies of the undersigned, with full power
of substitution and revocation, to attend a Special Meeting of Shareholders of
the DLB Core Growth Fund to be held January 10, 2002 at 9:30 a.m., Eastern time,
at the principal offices of the Trust at One Memorial Drive, Cambridge, MA and
at all adjournments thereof (the "Special Meeting"), and to vote the shares
entitled to be voted by the undersigned at the Special Meeting and any
adjournments thereof for the election of Trustees.
The undersigned hereby acknowledges receipt of the Notice of Special Meeting of
Shareholders and related Proxy Statement, and hereby instructs said attorneys
and proxies to vote said shares as indicated hereon. In their discretion, the
aforementioned attorneys-in-fact and proxies are authorized to vote upon such
other matters, if any, as may properly come before the Special Meeting.
This Proxy is solicited on behalf of the Board of Trustees which recommends a
vote FOR electing all nominees for Trustee. This proxy, if properly executed,
will be voted in the manner directed by the undersigned shareholder. IF NO
DIRECTION IS MADE, THE PROXY WILL BE VOTED FOR THE PROPOSAL TO ELECT THE
NOMINEES AS TRUSTEES.
PLEASE MARK YOUR PROXY (BY PLACING AN "X" IN THE APPROPRIATE BOX), DATE AND SIGN
IT AND RETURN IT PROMPTLY IN THE ACCOMPANYING ENVELOPE.
1. TO ELECT THE FOLLOWING NOMINEES AS TRUSTEES OF THE TRUST:
Kevin M. McClintock
Steven A. Kandarian
[_] For electing all nominees listed above.
[ ] For electing all nominees listed above, except as specified below to the
contrary. To withhold authority to vote for any individual nominee, write that
nominee's name below.
Instructions: To withhold authority to vote for any individual nominee,
write the nominee's name here: __________________________________________
[_] Withhold authority for all nominees listed.
[Insert Shareholder Name and Address here]
Shareholder Signature(s):_________________________________ Date: _____________
Print Name: _____________________________________________
Title (if applicable): ___________________________________
Shareholder Signature(s):_________________________________ Date: _____________
Print Name: _____________________________________________
Title (if applicable): ___________________________________
Please sign exactly as your name or names appear. When signing as a joint
tenant, all parties to the joint tenancy should sign. When signing as an
attorney, executor, administrator, corporate officer, trustee or guardian,
please give your full title as such.
PLEASE RETURN THE COMPLETED, DATED AND SIGNED PROXY CARD IN THE ENCLOSED
ENVELOPE.
PROXY CARD
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES
OF THE DLB FUND GROUP
FOR THE
DLB ENHANCED INDEX CORE EQUITY FUND
The undersigned hereby appoints Frank L. Tarantino and John E. Deitelbaum, and
each of them, attorneys-in-fact and proxies of the undersigned, with full power
of substitution and revocation, to attend a Special Meeting of Shareholders of
the DLB Enhanced Index Core Equity Fund to be held January 10, 2002 at 9:30
a.m., Eastern time, at the principal offices of the Trust at One Memorial Drive,
Cambridge, MA and at all adjournments thereof (the "Special Meeting"), and to
vote the shares entitled to be voted by the undersigned at the Special Meeting
and any adjournments thereof for the election of Trustees.
The undersigned hereby acknowledges receipt of the Notice of Special Meeting of
Shareholders and related Proxy Statement, and hereby instructs said attorneys
and proxies to vote said shares as indicated hereon. In their discretion, the
aforementioned attorneys-in-fact and proxies are authorized to vote upon such
other matters, if any, as may properly come before the Special Meeting.
This Proxy is solicited on behalf of the Board of Trustees which recommends a
vote FOR electing all nominees for Trustee. This proxy, if properly executed,
will be voted in the manner directed by the undersigned shareholder. IF NO
DIRECTION IS MADE, THE PROXY WILL BE VOTED FOR THE PROPOSAL TO ELECT THE
NOMINEES AS TRUSTEES.
PLEASE MARK YOUR PROXY (BY PLACING AN "X" IN THE APPROPRIATE BOX), DATE AND SIGN
IT AND RETURN IT PROMPTLY IN THE ACCOMPANYING ENVELOPE.
1. TO ELECT THE FOLLOWING NOMINEES AS TRUSTEES OF THE TRUST:
Kevin M. McClintock
Steven A. Kandarian
[_] For electing all nominees listed above.
[_] For electing all nominees listed above, except as specified below to the
contrary. To withhold authority to vote for any individual nominee, write that
nominee's name below.
Instructions: To withhold authority to vote for any individual nominee,
write the nominee's name here: __________________________________________
[_] Withhold authority for all nominees listed.
[Insert Shareholder Name and Address here]
Shareholder Signature(s):_________________________________ Date: _____________
Print Name: _____________________________________________
Title (if applicable): ___________________________________
Shareholder Signature(s):_________________________________ Date: _____________
Print Name: _____________________________________________
Title (if applicable): ___________________________________
Please sign exactly as your name or names appear. When signing as a joint
tenant, all parties to the joint tenancy should sign. When signing as an
attorney, executor, administrator, corporate officer, trustee or guardian,
please give your full title as such.
PLEASE RETURN THE COMPLETED, DATED AND SIGNED PROXY CARD IN THE ENCLOSED
ENVELOPE.
PROXY CARD
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES
OF THE DLB FUND GROUP
FOR THE
DLB ENHANCED INDEX GROWTH FUND
The undersigned hereby appoints Frank L. Tarantino and John E. Deitelbaum, and
each of them, attorneys-in-fact and proxies of the undersigned, with full power
of substitution and revocation, to attend a Special Meeting of Shareholders of
the DLB Enhanced Index Growth Fund to be held January 10, 2002 at 9:30 a.m.,
Eastern time, at the principal offices of the Trust at One Memorial Drive,
Cambridge, MA and at all adjournments thereof (the "Special Meeting"), and to
vote the shares entitled to be voted by the undersigned at the Special Meeting
and any adjournments thereof for the election of Trustees.
The undersigned hereby acknowledges receipt of the Notice of Special Meeting of
Shareholders and related Proxy Statement, and hereby instructs said attorneys
and proxies to vote said shares as indicated hereon. In their discretion, the
aforementioned attorneys-in-fact and proxies are authorized to vote upon such
other matters, if any, as may properly come before the Special Meeting.
This Proxy is solicited on behalf of the Board of Trustees which recommends a
vote FOR electing all nominees for Trustee. This proxy, if properly executed,
will be voted in the manner directed by the undersigned shareholder. IF NO
DIRECTION IS MADE, THE PROXY WILL BE VOTED FOR THE PROPOSAL TO ELECT THE
NOMINEES AS TRUSTEES.
PLEASE MARK YOUR PROXY (BY PLACING AN "X" IN THE APPROPRIATE BOX), DATE AND SIGN
IT AND RETURN IT PROMPTLY IN THE ACCOMPANYING ENVELOPE.
1. TO ELECT THE FOLLOWING NOMINEES AS TRUSTEES OF THE TRUST:
Kevin M. McClintock
Steven A. Kandarian
[_] For electing all nominees listed above.
[ ] For electing all nominees listed above, except as specified below to the
contrary. To withhold authority to vote for any individual nominee, write that
nominee's name below.
Instructions: To withhold authority to vote for any individual nominee,
write the nominee's name here: __________________________________________
[_] Withhold authority for all nominees listed.
[Insert Shareholder Name and Address here]
Shareholder Signature(s):_________________________________ Date: _____________
Print Name: _____________________________________________
Title (if applicable): ___________________________________
Shareholder Signature(s):_________________________________ Date: _____________
Print Name: _____________________________________________
Title (if applicable): ___________________________________
Please sign exactly as your name or names appear. When signing as a joint
tenant, all parties to the joint tenancy should sign. When signing as an
attorney, executor, administrator, corporate officer, trustee or guardian,
please give your full title as such.
PLEASE RETURN THE COMPLETED, DATED AND SIGNED PROXY CARD IN THE ENCLOSED
ENVELOPE.
PROXY CARD
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES
OF THE DLB FUND GROUP
FOR THE
DLB ENHANCED INDEX VALUE FUND
The undersigned hereby appoints Frank L. Tarantino and John E. Deitelbaum, and
each of them, attorneys-in-fact and proxies of the undersigned, with full power
of substitution and revocation, to attend a Special Meeting of Shareholders of
the DLB Enhanced Index Value Fund to be held January 10, 2002 at 9:30 a.m.,
Eastern time, at the principal offices of the Trust at One Memorial Drive,
Cambridge, MA and at all adjournments thereof (the "Special Meeting"), and to
vote the shares entitled to be voted by the undersigned at the Special Meeting
and any adjournments thereof for the election of Trustees.
The undersigned hereby acknowledges receipt of the Notice of Special Meeting of
Shareholders and related Proxy Statement, and hereby instructs said attorneys
and proxies to vote said shares as indicated hereon. In their discretion, the
aforementioned attorneys-in-fact and proxies are authorized to vote upon such
other matters, if any, as may properly come before the Special Meeting.
This Proxy is solicited on behalf of the Board of Trustees which recommends a
vote FOR electing all nominees for Trustee. This proxy, if properly executed,
will be voted in the manner directed by the undersigned shareholder. IF NO
DIRECTION IS MADE, THE PROXY WILL BE VOTED FOR THE PROPOSAL TO ELECT THE
NOMINEES AS TRUSTEES.
PLEASE MARK YOUR PROXY (BY PLACING AN "X" IN THE APPROPRIATE BOX), DATE AND SIGN
IT AND RETURN IT PROMPTLY IN THE ACCOMPANYING ENVELOPE.
1. TO ELECT THE FOLLOWING NOMINEES AS TRUSTEES OF THE TRUST:
Kevin M. McClintock
Steven A. Kandarian
[_] For electing all nominees listed above.
[ ] For electing all nominees listed above, except as specified below to the
contrary. To withhold authority to vote for any individual nominee, write that
nominee's name below.
Instructions: To withhold authority to vote for any individual nominee,
write the nominee's name here: __________________________________________
[_] Withhold authority for all nominees listed.
[Insert Shareholder Name and Address here]
Shareholder Signature(s):_________________________________ Date: _____________
Print Name: _____________________________________________
Title (if applicable): ___________________________________
Shareholder Signature(s):_________________________________ Date: _____________
Print Name: _____________________________________________
Title (if applicable): ___________________________________
Please sign exactly as your name or names appear. When signing as a joint
tenant, all parties to the joint tenancy should sign. When signing as an
attorney, executor, administrator, corporate officer, trustee or guardian,
please give your full title as such.
PLEASE RETURN THE COMPLETED, DATED AND SIGNED PROXY CARD IN THE ENCLOSED
ENVELOPE.
PROXY CARD
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES
OF THE DLB FUND GROUP
FOR THE
DLB TECHNOLOGY FUND
The undersigned hereby appoints Frank L. Tarantino and John E. Deitelbaum, and
each of them, attorneys-in-fact and proxies of the undersigned, with full power
of substitution and revocation, to attend a Special Meeting of Shareholders of
the DLB Technology Fund to be held January 10, 2002 at 9:30 a.m., Eastern time,
at the principal offices of the Trust at One Memorial Drive, Cambridge, MA and
at all adjournments thereof (the "Special Meeting"), and to vote the shares
entitled to be voted by the undersigned at the Special Meeting and any
adjournments thereof for the election of Trustees.
The undersigned hereby acknowledges receipt of the Notice of Special Meeting of
Shareholders and related Proxy Statement, and hereby instructs said attorneys
and proxies to vote said shares as indicated hereon. In their discretion, the
aforementioned attorneys-in-fact and proxies are authorized to vote upon such
other matters, if any, as may properly come before the Special Meeting.
This Proxy is solicited on behalf of the Board of Trustees which recommends a
vote FOR electing all nominees for Trustee. This proxy, if properly executed,
will be voted in the manner directed by the undersigned shareholder. IF NO
DIRECTION IS MADE, THE PROXY WILL BE VOTED FOR THE PROPOSAL TO ELECT THE
NOMINEES AS TRUSTEES.
PLEASE MARK YOUR PROXY (BY PLACING AN "X" IN THE APPROPRIATE BOX), DATE AND SIGN
IT AND RETURN IT PROMPTLY IN THE ACCOMPANYING ENVELOPE.
1. TO ELECT THE FOLLOWING NOMINEES AS TRUSTEES OF THE TRUST:
Kevin M. McClintock
Steven A. Kandarian
[_] For electing all nominees listed above.
[_] For electing all nominees listed above, except as specified below to the
contrary. To withhold authority to vote for any individual nominee, write that
nominee's name below.
Instructions: To withhold authority to vote for any individual nominee,
write the nominee's name here: __________________________________________
[_] Withhold authority for all nominees listed.
[Insert Shareholder Name and Address here]
Shareholder Signature(s):_________________________________ Date: _____________
Print Name: _____________________________________________
Title (if applicable): ___________________________________
Shareholder Signature(s):_________________________________ Date: _____________
Print Name: _____________________________________________
Title (if applicable): ___________________________________
Please sign exactly as your name or names appear. When signing as a joint
tenant, all parties to the joint tenancy should sign. When signing as an
attorney, executor, administrator, corporate officer, trustee or guardian,
please give your full title as such.
PLEASE RETURN THE COMPLETED, DATED AND SIGNED PROXY CARD IN THE ENCLOSED
ENVELOPE.
PROXY CARD
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES
OF THE DLB FUND GROUP
FOR THE
DLB SMALL COMPANY OPPORTUNITES FUND
The undersigned hereby appoints Frank L. Tarantino and John E. Deitelbaum, and
each of them, attorneys-in-fact and proxies of the undersigned, with full power
of substitution and revocation, to attend a Special Meeting of Shareholders of
the DLB Small Company Opportunities Fund to be held January 10, 2002 at 9:30
a.m., Eastern time, at the principal offices of the Trust at One Memorial Drive,
Cambridge, MA and at all adjournments thereof (the "Special Meeting"), and to
vote the shares entitled to be voted by the undersigned at the Special Meeting
and any adjournments thereof for the election of Trustees.
The undersigned hereby acknowledges receipt of the Notice of Special Meeting of
Shareholders and related Proxy Statement, and hereby instructs said attorneys
and proxies to vote said shares as indicated hereon. In their discretion, the
aforementioned attorneys-in-fact and proxies are authorized to vote upon such
other matters, if any, as may properly come before the Special Meeting.
This Proxy is solicited on behalf of the Board of Trustees which recommends a
vote FOR electing all nominees for Trustee. This proxy, if properly executed,
will be voted in the manner directed by the undersigned shareholder. IF NO
DIRECTION IS MADE, THE PROXY WILL BE VOTED FOR THE PROPOSAL TO ELECT THE
NOMINEES AS TRUSTEES.
PLEASE MARK YOUR PROXY (BY PLACING AN "X" IN THE APPROPRIATE BOX), DATE AND SIGN
IT AND RETURN IT PROMPTLY IN THE ACCOMPANYING ENVELOPE.
1. TO ELECT THE FOLLOWING NOMINEES AS TRUSTEES OF THE TRUST:
Kevin M. McClintock
Steven A. Kandarian
[_] For electing all nominees listed above.
[_] For electing all nominees listed above, except as specified below to the
contrary. To withhold authority to vote for any individual nominee, write that
nominee's name below.
Instructions: To withhold authority to vote for any individual nominee,
write the nominee's name here: __________________________________________
[_] Withhold authority for all nominees listed.
[Insert Shareholder Name and Address here]
Shareholder Signature(s):_________________________________ Date: _____________
Print Name: _____________________________________________
Title (if applicable): ___________________________________
Shareholder Signature(s):_________________________________ Date: _____________
Print Name: _____________________________________________
Title (if applicable): ___________________________________
Please sign exactly as your name or names appear. When signing as a joint
tenant, all parties to the joint tenancy should sign. When signing as an
attorney, executor, administrator, corporate officer, trustee or guardian,
please give your full title as such.
PLEASE RETURN THE COMPLETED, DATED AND SIGNED PROXY CARD IN THE ENCLOSED
ENVELOPE.
PROXY CARD
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES
OF THE DLB FUND GROUP
FOR THE
DLB SMALL CAPITALIZATION VALUE FUND
The undersigned hereby appoints Frank L. Tarantino and John E. Deitelbaum, and
each of them, attorneys-in-fact and proxies of the undersigned, with full power
of substitution and revocation, to attend a Special Meeting of Shareholders of
the DLB Small Capitalization Value Fund to be held January 10, 2002 at 9:30
a.m., Eastern time, at the principal offices of the Trust at One Memorial Drive,
Cambridge, MA and at all adjournments thereof (the "Special Meeting"), and to
vote the shares entitled to be voted by the undersigned at the Special Meeting
and any adjournments thereof for the election of Trustees.
The undersigned hereby acknowledges receipt of the Notice of Special Meeting of
Shareholders and related Proxy Statement, and hereby instructs said attorneys
and proxies to vote said shares as indicated hereon. In their discretion, the
aforementioned attorneys-in-fact and proxies are authorized to vote upon such
other matters, if any, as may properly come before the Special Meeting.
This Proxy is solicited on behalf of the Board of Trustees which recommends a
vote FOR electing all nominees for Trustee. This proxy, if properly executed,
will be voted in the manner directed by the undersigned shareholder. IF NO
DIRECTION IS MADE, THE PROXY WILL BE VOTED FOR THE PROPOSAL TO ELECT THE
NOMINEES AS TRUSTEES.
PLEASE MARK YOUR PROXY (BY PLACING AN "X" IN THE APPROPRIATE BOX), DATE AND SIGN
IT AND RETURN IT PROMPTLY IN THE ACCOMPANYING ENVELOPE.
1. TO ELECT THE FOLLOWING NOMINEES AS TRUSTEES OF THE TRUST:
Kevin M. McClintock
Steven A. Kandarian
[_] For electing all nominees listed above.
[_] For electing all nominees listed above, except as specified below to the
contrary. To withhold authority to vote for any individual nominee, write that
nominee's name below.
Instructions: To withhold authority to vote for any individual nominee,
write the nominee's name here: ___________________________________________
[_] Withhold authority for all nominees listed.
[Insert Shareholder Name and Address here]
Shareholder Signature(s):_________________________________ Date: _____________
Print Name: _____________________________________________
Title (if applicable): ___________________________________
Shareholder Signature(s):_________________________________ Date: _____________
Print Name: _____________________________________________
Title (if applicable): ___________________________________
Please sign exactly as your name or names appear. When signing as a joint
tenant, all parties to the joint tenancy should sign. When signing as an
attorney, executor, administrator, corporate officer, trustee or guardian,
please give your full title as such.
PLEASE RETURN THE COMPLETED, DATED AND SIGNED PROXY CARD IN THE ENCLOSED
ENVELOPE.
PROXY CARD
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES
OF THE DLB FUND GROUP
FOR THE
DLB STEWART IVORY INTERNATIONAL FUND
The undersigned hereby appoints Frank L. Tarantino and John E. Deitelbaum, and
each of them, attorneys-in-fact and proxies of the undersigned, with full power
of substitution and revocation, to attend a Special Meeting of Shareholders of
the DLB Stewart Ivory International Fund to be held January 10, 2002 at 9:30
a.m., Eastern time, at the principal offices of the Trust at One Memorial Drive,
Cambridge, MA and at all adjournments thereof (the "Special Meeting"), and to
vote the shares entitled to be voted by the undersigned at the Special Meeting
and any adjournments thereof for the election of Trustees.
The undersigned hereby acknowledges receipt of the Notice of Special Meeting of
Shareholders and related Proxy Statement, and hereby instructs said attorneys
and proxies to vote said shares as indicated hereon. In their discretion, the
aforementioned attorneys-in-fact and proxies are authorized to vote upon such
other matters, if any, as may properly come before the Special Meeting.
This Proxy is solicited on behalf of the Board of Trustees which recommends a
vote FOR electing all nominees for Trustee. This proxy, if properly executed,
will be voted in the manner directed by the undersigned shareholder. IF NO
DIRECTION IS MADE, THE PROXY WILL BE VOTED FOR THE PROPOSAL TO ELECT THE
NOMINEES AS TRUSTEES.
PLEASE MARK YOUR PROXY (BY PLACING AN "X" IN THE APPROPRIATE BOX), DATE AND SIGN
IT AND RETURN IT PROMPTLY IN THE ACCOMPANYING ENVELOPE.
1. TO ELECT THE FOLLOWING NOMINEES AS TRUSTEES OF THE TRUST:
Kevin M. McClintock
Steven A. Kandarian
[_] For electing all nominees listed above.
[ ] For electing all nominees listed above, except as specified below to the
contrary. To withhold authority to vote for any individual nominee, write that
nominee's name below.
Instructions: To withhold authority to vote for any individual nominee,
write the nominee's name here: __________________________________________
[_] Withhold authority for all nominees listed.
[Insert Shareholder Name and Address here]
Shareholder Signature(s):_________________________________ Date: _____________
Print Name: _____________________________________________
Title (if applicable): ___________________________________
Shareholder Signature(s):_________________________________ Date: _____________
Print Name: _____________________________________________
Title (if applicable): ___________________________________
Please sign exactly as your name or names appear. When signing as a joint
tenant, all parties to the joint tenancy should sign. When signing as an
attorney, executor, administrator, corporate officer, trustee or guardian,
please give your full title as such.
PLEASE RETURN THE COMPLETED, DATED AND SIGNED PROXY CARD IN THE ENCLOSED
ENVELOPE.
PROXY CARD
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES
OF THE DLB FUND GROUP
FOR THE
DLB STEWART IVORY EMERGING MARKETS FUND
The undersigned hereby appoints Frank L. Tarantino and John E. Deitelbaum, and
each of them, attorneys-in-fact and proxies of the undersigned, with full power
of substitution and revocation, to attend a Special Meeting of Shareholders of
the DLB Stewart Ivory Emerging Markets Fund to be held January 10, 2002 at 9:30
a.m., Eastern time, at the principal offices of the Trust at One Memorial Drive,
Cambridge, MA and at all adjournments thereof (the "Special Meeting"), and to
vote the shares entitled to be voted by the undersigned at the Special Meeting
and any adjournments thereof for the election of Trustees.
The undersigned hereby acknowledges receipt of the Notice of Special Meeting of
Shareholders and related Proxy Statement, and hereby instructs said attorneys
and proxies to vote said shares as indicated hereon. In their discretion, the
aforementioned attorneys-in-fact and proxies are authorized to vote upon such
other matters, if any, as may properly come before the Special Meeting.
This Proxy is solicited on behalf of the Board of Trustees which recommends a
vote FOR electing all nominees for Trustee. This proxy, if properly executed,
will be voted in the manner directed by the undersigned shareholder. IF NO
DIRECTION IS MADE, THE PROXY WILL BE VOTED FOR THE PROPOSAL TO ELECT THE
NOMINEES AS TRUSTEES.
PLEASE MARK YOUR PROXY (BY PLACING AN "X" IN THE APPROPRIATE BOX), DATE AND SIGN
IT AND RETURN IT PROMPTLY IN THE ACCOMPANYING ENVELOPE.
1. TO ELECT THE FOLLOWING NOMINEES AS TRUSTEES OF THE TRUST:
Kevin M. McClintock
Steven A. Kandarian
[_] For electing all nominees listed above.
[_] For electing all nominees listed above, except as specified below to the
contrary. To withhold authority to vote for any individual nominee, write that
nominee's name below.
Instructions: To withhold authority to vote for any individual nominee,
write the nominee's name here: __________________________________________
[_] Withhold authority for all nominees listed.
[Insert Shareholder Name and Address here]
Shareholder Signature(s):_________________________________ Date: _____________
Print Name: _____________________________________________
Title (if applicable): ___________________________________
Shareholder Signature(s):_________________________________ Date: _____________
Print Name: _____________________________________________
Title (if applicable): ___________________________________
Please sign exactly as your name or names appear. When signing as a joint
tenant, all parties to the joint tenancy should sign. When signing as an
attorney, executor, administrator, corporate officer, trustee or guardian,
please give your full title as such.
PLEASE RETURN THE COMPLETED, DATED AND SIGNED PROXY CARD IN THE ENCLOSED
ENVELOPE.
Name and Address of Shareholder | Class of
Shares | Number of
Outstanding
Shares
Beneficially
Owned | Percentage of
Outstanding
Shares of
Noted Class
Owned |
| MassMutual Total Return Bond Fund | | | |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 26163827.73 | 40.61% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 4852913.97
Atlanta, GA 30362 | Class I | 13936508.45 | 21.63% |
MassMutual 20/80 Allocation Fund
1 Iron Street
Boston, MA 02210 | Class I | 3639882.145 | 5.65% |
MassMutual 40/60 Allocation Fund
1 Iron Street
Boston, MA 02210 | Class I | 3532720.531 | 5.48% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 2704846.539 | 77.02% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R5 | 805883.841 | 22.95% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service | 5345146.975 | 87.12% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Service | 783560.683 | 12.77% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative | 1048013.054 | 58.54% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Administrative | 615748.722 | 34.39% |
Charles Schwab Corporation
120 Kearny Street
San Francisco, CA 94108 | Administrative | 126555.14 | 7.07% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class A | 848697.103 | 72.09% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 328532.744 | 27.91% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 6339179.354 | 85.33% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R4 | 767358.071 | 10.33% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 1662180.945 | 78.36% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R3 | 296370.241 | 13.97% |
| MassMutual Strategic Bond Fund |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 11397070.34 | 34.68% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 6254077.119 | 19.03% |
MassMutual 20/80 Allocation Fund
1 Iron Street
Boston, MA 02210 | Class I | 2451173.014 | 7.46% |
MassMutual 40/60 Allocation Fund
1 Iron Street
Boston, MA 02210 | Class I | 2390059.165 | 7.27% |
MassMutual RetireSMARTSM by JPMorgan 2030 Fund
1 Iron Street
Boston, MA 02210 | Class I | 1854526.456 | 5.64% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 2981803.164 | 41.82% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R5 | 2202816.089 | 30.90% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R5 | 1748626.503 | 24.53% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 3701061.966 | 83.33% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Service Class | 723872.176 | 16.30% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 1914357.902 | 56.82% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Administrative Class | 1348064.641 | 40.01% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 1569717.065 | 74.35% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class A | 317527.253 | 15.04% |
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303 | Class A | 143169.098 | 6.78% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 1687005.755 | 55.87% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R4 | 912234.352 | 30.21% |
Reliance Trust Company
FBO Mass Mutual Omnibus PPL/SMF
1100 Abernathy Road
Atlanta, GA 30328 | Class R4 | 214207.07 | 7.09% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R4 | 168952.139 | 5.60% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R3 | 315345.091 | 43.33% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 263798.811 | 36.25% |
Reliance Trust Company
FBO Mass Mutual Omnibus PPL/SMF
1100 Abernathy Road
Atlanta, GA 30328 | Class R3 | 113755.495 | 15.63% |
| MassMutual Select BlackRock Global Allocation Fund |
Mac & Co. A/C 793104
PO Box 3198
525 William Penn Place
Pittsburgh, PA 14230 | Class I | 35101016.09 | 64.87% |
MAC & CO A/C 788946
PO Box 3198
525 William Penn Place
Pittsburgh, PA 15230 | Class I | 7419885.489 | 13.71% |
MAC & CO A/C 818629
PO Box 3198
525 William Penn Place
Pittsburgh, PA 15230 | Class I | 6910330.309 | 12.77% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 149679.035 | 99.96% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Service Class | 427201.332 | 96.97% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 518707.14 | 98.41% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 133029.271 | 69.97% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class A | 56418.854 | 29.67% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 419760.687 | 89.22% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R4 | 45128.573 | 9.59% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 921195.293 | 92.76% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R3 | 55155.613 | 5.55% |
| MassMutual Diversified Value Fund |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 8899824.842 | 45.88% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 2679453.826 | 13.81% |
MassMutual RetireSMARTSM by JPMorgan 2030 Fund
1 Iron Street
Boston, MA 02210 | Class I | 1049069.786 | 5.41% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 4813956.691 | 93.57% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R5 | 286964.732 | 5.58% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Service Class | 850371.774 | 67.33% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 392223.314 | 31.06% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Administrative Class | 886762.282 | 53.68% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 745020.414 | 45.10% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 1617389.006 | 74.02% |
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303 | Class A | 413628.057 | 18.93% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R4 | 391968.643 | 38.92% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 391028.96 | 38.82% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R4 | 205723.64 | 20.42% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 83615.04 | 89.87% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R3 | 9007.234 | 9.68% |
| MassMutual Fundamental Value Fund |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 26253680.12 | 71.51% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 10216769.33 | 88.79% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R5 | 748405.405 | 6.50% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Service Class | 1853478.923 | 56.99% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 1378376.472 | 42.38% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 4405979.481 | 94.08% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Administrative Class | 244226.549 | 5.21% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 2231085.168 | 67.86% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class A | 691482.043 | 21.03% |
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303 | Class A | 306845.604 | 9.33% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 1028942.17 | 99.19% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 86582.092 | 50.53% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R3 | 53819.216 | 31.41% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R3 | 30874.174 | 18.02% |
| MM S&P 500 Index Fund |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 15230896.96 | 20.78% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 14470754.08 | 19.74% |
MassMutual Select T. Rowe Price Retirement 2030 Fund
1 Iron Street
Boston, MA 02210 | Class I | 9849225.921 | 13.44% |
MassMutual Select T. Rowe Price Retirement 2040 Fund
1 Iron Street
Boston, MA 02210 | Class I | 6536858.699 | 8.92% |
MassMutual Select T. Rowe Price Retirement 2020 Fund
1 Iron Street
Boston, MA 02210 | Class I | 4516082.219 | 6.16% |
MassMutual Select T. Rowe Price Retirement 2035 Fund
1 Iron Street
Boston, MA 02210 | Class I | 4194819.514 | 5.72% |
MassMutual Select T. Rowe Price Retirement 2025 Fund
1 Iron Street
Boston, MA 02210 | Class I | 3859753.019 | 5.27% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 12450438.18 | 50.79% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R5 | 10789526.09 | 44.01% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 10899626.1 | 58.99% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Service Class | 6801064.823 | 36.81% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 8942066.287 | 50.41% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Administrative Class | 8156726.251 | 45.98% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class A | 518547.672 | 50.51% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 441812.939 | 43.03% |
Reliance Trust Company
FBO MassMutual Various Non Qualified RP
P.O. Box 28004
Atlanta, GA 30358 | Class A | 51763.473 | 5.04% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 12804035.75 | 51.16% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R4 | 6382462.626 | 25.50% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R4 | 2808479.91 | 11.22% |
Reliance Trust Company
FBO Mass Mutual Omnibus PPL/SMF
1100 Abernathy Road
Atlanta, GA 30328 | Class R4 | 1258818.268 | 5.03% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 7644341.746 | 50.12% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R3 | 3745339.844 | 24.56% |
Sammons Financial Network
4546 Corporate Drive, Suite 100
West Des Moines, IA 50266 | Class R3 | 1203139.381 | 7.89% |
| MassMutual Equity Opportunities Fund |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 8968247.791 | 38.17% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 7080361.324 | 30.13% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 7012355.506 | 90.22% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R5 | 523676.765 | 6.74% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Service Class | 1774530.297 | 69.51% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 711282.825 | 27.86% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 2183626.75 | 76.42% |
Hartford Life Insurance Co.
1 Griffin Road North
Windsor, CT 06095 | Administrative Class | 301151.181 | 10.54% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Administrative Class | 241235.798 | 8.44% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 1959512.657 | 64.61% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class A | 584793.575 | 19.28% |
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303 | Class A | 414259.752 | 13.66% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R4 | 223578.83 | 40.21% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 112584.576 | 20.25% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R4 | 87481.416 | 15.73% |
Reliance Trust Company
Custodian FBO MassMutual Omnibus PE
1100 Abernathy Roadd, Suite 400
Atlanta, GA 30328 | Class R4 | 85046.181 | 15.30% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 126671.894 | 51.14% |
Sammons Financial Network
4546 Corporate Drive, Suite 100
West Des Moines, IA 50266 | Class R3 | 88575.73 | 35.76% |
Ascensus Trust Company
FBO Intrepid Consulting Individual K Pl 486030
P.O. Box 10758 , Fargo, ND 58106
Fargo, ND 58106 | Class R2 | 13171.266 | 5.32% |
| MassMutual Fundamental Growth Fund |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 476687.459 | 18.67% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 415070.912 | 16.26% |
Legg Mason Total Advantage 2030 Fund
110 North Market Street, 9th Floor
Wilmington, DE 19890 | Class I | 357505.801 | 14.00% |
Legg Mason Total Advantage 2035 Fund
110 North Market Street, 9th Floor
Wilmington, DE 19890 | Class I | 289117.334 | 11.32% |
Legg Mason Total Advantage 2025 Fund
110 North Market Street, 9th Floor
Wilmington, DE 19890 | Class I | 276538.855 | 10.83% |
Legg Mason Total Advantage 2040 Fund
110 North Market Street, 9th Floor
Wilmington, DE 19890 | Class I | 193537.097 | 7.58% |
Legg Mason Total Advantage 2020 Fund
110 North Market Street, 9th Floor
Wilmington, DE 19890 | Class I | 142049.732 | 5.56% |
Legg Mason Total Advantage 2045 Fund
110 North Market Street, 9th Floor
Wilmington, DE 19890 | Class I | 136255.274 | 5.34% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 1568580.324 | 67.90% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R5 | 741489.4 | 32.10% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Service Class | 944752.784 | 61.34% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 540985.38 | 35.13% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 1414428.762 | 71.44% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Administrative Class | 565433.259 | 28.56% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 3306087.983 | 82.37% |
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303 | Class A | 426532.41 | 10.63% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class A | 231355.277 | 5.76% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 521832.311 | 98.18% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 694046.076 | 83.18% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R3 | 140355.152 | 16.82% |
| MassMutual Blue Chip Growth Fund |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 36398833.04 | 37.15% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 30924169.82 | 31.57% |
National Financial Services LLC
499 Washington Boulevard
Jersey City, NJ 07310 | Class I | 12867432.7 | 13.13% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 9822949.394 | 48.73% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R5 | 6233290.338 | 30.92% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R5 | 2539756.099 | 12.60% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Service Class | 4315761.051 | 57.31% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 2423361.106 | 32.18% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Service Class | 601053.061 | 7.98% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 8249790.846 | 71.08% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Administrative Class | 3053797.02 | 26.31% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 3493013.945 | 63.51% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class A | 1577419.565 | 28.68% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 2537133.247 | 52.22% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R4 | 980135.704 | 20.17% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R4 | 883760.185 | 18.19% |
Reliance Trust Company
FBO Mass Mutual Omnibus PPL/SMF
1100 Abernathy Road
Atlanta, GA 30328 | Class R4 | 356718.477 | 7.34% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 1220026.087 | 52.54% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R3 | 745542.057 | 32.11% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R3 | 146637.195 | 6.31% |
| MassMutual Growth Opportunities Fund |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 18284556.43 | 55.24% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 9404995.208 | 28.41% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 5651061.073 | 63.78% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R5 | 2717406.387 | 30.67% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 2356369.085 | 62.81% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Service Class | 1363874.518 | 36.36% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 5347224.356 | 84.24% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Administrative Class | 1000679.228 | 15.76% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 5902005.417 | 79.08% |
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303 | Class A | 765378.651 | 10.26% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class A | 689056.029 | 9.23% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 338589.519 | 63.01% |
TIAA, FSB Cust/TTEE FBO Retirement Plans
211 North Broadway, Suite 1000
St. Louis, MO 63102 | Class R4 | 171463.999 | 31.91% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 472939.348 | 55.69% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R3 | 376247.187 | 44.31% |
| MassMutual Mid Cap Value Fund |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 4029454.902 | 42.17% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 1822215.333 | 19.07% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 81568.507 | 96.50% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 21127.621 | 98.55% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 68556.493 | 89.84% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Administrative Class | 7749.556 | 10.16% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 76613.524 | 61.30% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class A | 40936.142 | 32.75% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 15736.244 | 67.23% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R4 | 5044.289 | 21.55% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R4 | 2492.76 | 10.65% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R3 | 12075.023 | 96.92% |
| MassMutual Small Cap Value Fund |
MassMutual RetireSMARTSM by JPMorgan 2030 Fund
1 Iron Street
Boston, MA 02210 | Class I | 446166.416 | 11.91% |
MassMutual RetireSMARTSM by JPMorgan 2040 Fund
1 Iron Street
Boston, MA 02210 | Class I | 419638.561 | 11.21% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 384830.371 | 10.28% |
MassMutual 60/40 Allocation Fund
1 Iron Street
Boston, MA 02210 | Class I | 383700.101 | 10.25% |
MassMutual RetireSMARTSM by JPMorgan 2050 Fund
1 Iron Street
Boston, MA 02210 | Class I | 313192.286 | 8.36% |
MassMutual 80/20 Allocation Fund
1 Iron Street
Boston, MA 02210 | Class I | 307064.017 | 8.20% |
MassMutual RetireSMARTSM by JPMorgan 2035 Fund
1 Iron Street
Boston, MA 02210 | Class I | 233322.014 | 6.23% |
MassMutual 40/60 Allocation Fund
1 Iron Street
Boston, MA 02210 | Class I | 229477.504 | 6.13% |
MassMutual RetireSMARTSM by JPMorgan 2045 Fund
1 Iron Street
Boston, MA 02210 | Class I | 201146.192 | 5.37% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 190536.812 | 5.09% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 948749.079 | 100.00% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 188457.822 | 64.38% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Service Class | 104251.997 | 35.62% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 245814.471 | 96.25% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 409961.976 | 69.02% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class A | 125833.298 | 21.18% |
Reliance Trust Company
FBO MassMutual Various Non Qualified RP
P.O. Box 28004
Atlanta, GA 30358 | Class A | 47510.57 | 8.00% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R4 | 69326.526 | 48.08% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 57738.602 | 40.04% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R4 | 17132.912 | 11.88% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 36784.368 | 48.96% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R3 | 19684.083 | 26.20% |
Reliance Trust Company
FBO MassMutual
Omnibus PPL/SMF
1100 Abernathy Road
Atlanta, GA 30328 | Class R3 | 15422.167 | 20.53% |
| MassMutual Small Company Value Fund |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 8695335.314 | 53.52% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 7214854.25 | 44.41% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 4809239.464 | 83.26% |
Reliance Trust Company
FBO State Of Baltimore
P.O. Box 78446
Atlanta, GA 30357 | Class R5 | 933176.847 | 16.16% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Service Class | 734726.756 | 86.65% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 102888.355 | 12.13% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 1037361.595 | 82.50% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Administrative Class | 211175.156 | 16.79% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 687848.536 | 50.77% |
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303 | Class A | 330755.942 | 24.41% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class A | 293578.578 | 21.67% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 58239.466 | 76.82% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R4 | 17511.173 | 23.10% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 34742.974 | 84.19% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R3 | 6523.214 | 15.81% |
| MM S&P Mid Cap Index Fund |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 4084668 | 50.86% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 2576522.588 | 32.08% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class I | 1206832.022 | 15.03% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 1322412.96 | 58.23% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R5 | 681194.381 | 29.99% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R5 | 171615.184 | 7.56% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 812804.589 | 57.75% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Service Class | 519002.863 | 36.87% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Service Class | 71840.465 | 5.10% |
Reliance Trust Company
Mutual Omnibus PPL/SMF
1100 Abernathy Road
Atlanta, GA 30328 | Administrative Class | 1288310.825 | 49.91% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 1259555.753 | 48.80% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 1022096.258 | 60.47% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class A | 529098.896 | 31.30% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 1925114.432 | 38.42% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R4 | 1864603.148 | 37.21% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R4 | 557146.071 | 11.12% |
Reliance Trust Company
FBO MassMutual
Omnibus PPL/SMF
1100 Abernathy Road
Atlanta, GA 30328 | Class R4 | 336984.883 | 6.73% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R3 | 3423205.049 | 46.83% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 2655273.532 | 36.33% |
Sammons Financial Network
4546 Corporate Drive, Suite 100
West Des Moines, IA 50266 | Class R3 | 512202.433 | 7.01% |
| MM Russell 2000 Small Cap Index Fund |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 3351179.432 | 46.71% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 3080003.433 | 42.93% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class I | 649162.936 | 9.05% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 777224.596 | 52.08% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R5 | 413069.906 | 27.68% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R5 | 242988.417 | 16.28% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Service Class | 463207.361 | 46.19% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 456277.551 | 45.50% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Service Class | 65886.088 | 6.57% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Administrative Class | 1579584.537 | 58.39% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 975689.709 | 36.07% |
Ascensus Trust Company
FBO LWSS Family Dentistry
P.O. Box 10758
Fargo, ND 58106 | Administrative Class | 141736.702 | 5.24% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class A | 799002.347 | 60.52% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 477942.355 | 36.20% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 1502920.532 | 38.23% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R4 | 1077915.042 | 27.42% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R4 | 614473.107 | 15.63% |
Reliance Trust Company14.91%
FBO MassMutual
Omnibus PPL/SMF
1100 Abernathy Road
Atlanta, GA 30328 | Class R4 | 585999.573 | 14.91% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 2402408.58 | 57.78% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R3 | 1439037.461 | 34.61% |
| MassMutual Mid Cap Growth Fund |
National Financial Services LLC
499 Washington Boulevard
Jersey City, NJ 07310 | Class I | 72368259.68 | 30.13% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 29457007.28 | 12.26% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 26077454.36 | 10.86% |
TIAA, FSB Cust/TTEE FBO Retirement Plans
211 North Broadway, Suite 1000
St. Louis, MO 63102 | Class I | 18604807.09 | 7.74% |
DCGT as Trustee and/or Custodian
FBO PLIC Various Retirement Plans Omnibus
711 High Street
Des Moines, IA 50392 | Class I | 14534759.83 | 6.05% |
National Financial Services LLC
499 Washington Boulevard
Jersey City, NJ 07310 | Class R5 | 13796960.12 | 24.15% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 12776190.26 | 22.36% |
Charles Schwab & Company Inc.
211 Main Street
San Francisco, CA 94105 | Class R5 | 9481968.985 | 16.60% |
DCGT as Trustee and/or Custodian
FBO PLIC Various Retirement Plans Omnibus
711 High Street
Des Moines, IA 50392 | Class R5 | 3713932.629 | 6.50% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R5 | 3695633.565 | 6.47% |
National Financial Services LLC
499 Washington Boulevard
Jersey City, NJ 07310 | Service Class | 2957018.374 | 25.53% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Service Class | 2626333.22 | 22.68% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 1873112.53 | 16.17% |
John Hancock Trust Company LLC
690 Canton St, Suite 100
Westwood, MA 02090 | Service Class | 880420.581 | 7.60% |
TIAA, FSB Cust/TTEE FBO Retirement Plans
211 North Broadway, Suite 1000
St. Louis, MO 63102 | Service Class | 776924.76 | 6.71% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 6881351.751 | 69.13% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Administrative Class | 2025712.353 | 20.35% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 5128563.424 | 67.29% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class A | 1385545.368 | 18.18% |
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303 | Class A | 618091.193 | 8.11% |
National Financial Services LLC
499 Washington Boulevard
Jersey City, NJ 07310 | Class R4 | 1625973.333 | 28.48% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 1026312.076 | 17.98% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R4 | 499459.443 | 8.75% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R4 | 494924.194 | 8.67% |
DCGT as Trustee and/or Custodian
FBO PLIC Various Retirement Plans Omnibus
711 High Street
Des Moines, IA 50392 | Class R4 | 348822.194 | 6.11% |
Matrix Trust Company
FBO Phx-Oneamerica
P.O. Box 52129
Phoenix, AZ 85072 | Class R4 | 323360.093 | 5.66% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 888659.039 | 49.98% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R3 | 394959.239 | 22.21% |
Reliance Trust Company
FBO MassMutual
Omnibus PPL/SMF
1100 Abernathy Road
Atlanta, GA 30328 | Class R3 | 165939.218 | 9.33% |
| MassMutual Small Cap Growth Equity Fund |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 15702555.83 | 51.43% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 5456440.324 | 17.87% |
National Financial Services LLC
499 Washington Boulevard
Jersey City, NJ 07310 | Class I | 3267926.081 | 10.70% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 7567746.581 | 87.69% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 1030886.263 | 46.08% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Service Class | 643554.924 | 28.76% |
Matrix Trust Company
FBO Arthur J. Gallagher Corporation Supplemental Savings
P.O. Box 52129
Phoenix, AZ 85072 | Service Class | 482797.443 | 21.58% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 1741993.514 | 76.24% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Administrative Class | 487031.848 | 21.32% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 2285624.937 | 75.69% |
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303 | Class A | 480231.231 | 15.90% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class A | 174898.579 | 5.79% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R4 | 966489.272 | 57.51% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R4 | 408835.354 | 24.33% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 124552.753 | 7.41% |
Reliance Trust Company
FBO MassMutual
Omnibus PPL/SMF
1100 Abernathy Road
Atlanta, GA 30328 | Class R4 | 98596.982 | 5.87% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R3 | 402028.897 | 57.15% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 229517.704 | 32.62% |
State Street Bank
FBO ADP Access Product
1 Lincoln Street
Boston, MA 02111 | Class R3 | 50238.435 | 7.14% |
| MM MSCI EAFE International Index Fund |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 2340010.217 | 44.94% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 1956673.824 | 37.57% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class I | 563339.865 | 10.82% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R5 | 752787.168 | 61.37% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 458163.64 | 37.35% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 219409.605 | 75.69% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Service Class | 70204.231 | 24.22% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 1082633.754 | 56.55% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Administrative Class | 830475.256 | 43.38% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 478971.491 | 42.86% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class A | 399293.824 | 35.73% |
Great-West Trust Company
8515 East Orchard Road
Greenwood Village, CO 80111 | Class A | 214958.97 | 19.24% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 1006236.576 | 46.25% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R4 | 718071.667 | 33.01% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R4 | 320755.034 | 14.74% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 1602788.786 | 63.41% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R3 | 653132.845 | 25.84% |
Reliance Trust Company
FBO MassMutual
Omnibus PPL/SMF
1100 Abernathy Road
Atlanta, GA 3032 | Class R3 | 166334.041 | 6.58% |
| MassMutual Overseas Fund |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 12308197.3 | 30.59% |
MassMutual RetireSMARTSM by JPMorgan 2040 Fund
1 Iron Street
Boston, MA 02210 | Class I | 4411641.744 | 10.97% |
MassMutual RetireSMARTSM by JPMorgan 2030 Fund
1 Iron Street
Boston, MA 02210 | Class I | 3753294.989 | 9.33% |
MassMutual RetireSMARTSM by JPMorgan 2050 Fund
1 Iron Street
Boston, MA 02210 | Class I | 3409173.561 | 8.47% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 3146105.673 | 7.82% |
MassMutual RetireSMARTSM by JPMorgan 2035 Fund
1 Iron Street
Boston, MA 02210 | Class I | 2359218.336 | 5.86% |
MassMutual RetireSMARTSM by JPMorgan 2045 Fund
1 Iron Street
Boston, MA 02210 | Class I | 2199909.395 | 5.47% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 10917365.81 | 75.49% |
PIMS/Prudential Retirement
2041 South Cobalt Point Way
Meridian, ID 83642 | Class R5 | 2407352.724 | 16.65% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Service Class | 2900736.875 | 59.48% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 1939873.582 | 39.78% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 1408805.151 | 71.79% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Administrative Class | 481899.372 | 24.56% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 1743941.594 | 73.93% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class A | 234248.03 | 9.93% |
Reliance Trust Company
FBO MassMutual Various Non Qualified RP
P.O. Box 28004
Atlanta, GA 30358 | Class A | 161546.994 | 6.85% |
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303 | Class A | 140684.679 | 5.96% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 1102778.535 | 46.76% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R4 | 637520.832 | 27.03% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R4 | 328505.605 | 13.93% |
Reliance Trust Company
FBO MassMutual
Omnibus PPL/SMF
1100 Abernathy Road
Atlanta, GA 30328 | Class R4 | 289609.466 | 12.28% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 384006.272 | 51.06% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R3 | 271572.123 | 36.11% |
| MassMutual Select T. Rowe Price International Equity Fund |
MassMutual Select T. Rowe Price Retirement 2040 Fund
1 Iron Street
Boston, MA 02210 | Class I | 32683145.02 | 20.69% |
MassMutual Select T. Rowe Price Retirement 2030 Fund
1 Iron Street
Boston, MA 02210 | Class I | 31238270.32 | 19.77% |
MassMutual Select T. Rowe Price Retirement 2050 Fund
1 Iron Street
Boston, MA 02210 | Class I | 22955264.9 | 14.53% |
MassMutual Select T. Rowe Price Retirement 2035 Fund
1 Iron Street
Boston, MA 02210 | Class I | 16824087.09 | 10.65% |
MassMutual Select T. Rowe Price Retirement 2045 Fund
1 Iron Street
Boston, MA 02210 | Class I | 14642530.55 | 9.27% |
MassMutual Select T. Rowe Price Retirement 2025 Fund
1 Iron Street
Boston, MA 02210 | Class I | 11519382.26 | 7.29% |
MassMutual Select T. Rowe Price Retirement 2020 Fund
1 Iron Street
Boston, MA 02210 | Class I | 10484195.5 | 6.64% |
MassMutual Select T. Rowe Price Retirement 2055 Fund
1 Iron Street
Boston, MA 02210 | Class I | 8526306.166 | 5.40% |
| MassMutual U.S. Government Money Market Fund |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 171,162,884.019 | 57.09% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R5 | 69,202,570.887 | 23.08% |
Reliance Trust Company FBO MassMutual Various Non Qualified RP
P.O. Box 28004
Atlanta, GA 30358 | Class R5 | 45,466,256.570 | 15.16% |
| MassMutual Inflation-Protected and Income Fund |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 6652016.551 | 36.78% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 2018085.898 | 11.16% |
MassMutual RetireSMARTSM by JPMorgan 2020 Fund
1 Iron Street
Boston, MA 02210 | Class I | 1618261.842 | 8.95% |
National Financial Services LLC
499 Washington Blvd.
Jersey City, NJ 07310 | Class I | 957750.138 | 5.30% |
Great-West Trust Company LLC FBO Employee Benefits Clients 401K
8515 East Orchard Road 2T2
Greenwood Village, CO 80111 | Class I | 953581.816 | 5.27% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 5276699.772 | 64.97% |
Matrix Trust Company Trustee FBO Formosa Plastics Corporation U.S.A
P.O. Box 52129
Phoenix, AZ 85072 | Class R5 | 2036658.856 | 25.08% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 3551993.069 | 70.68% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Service Class | 851938.185 | 16.95% |
State Street Bank Trustee And/Or Custodian FBO ADP Access Product
1 Lincoln Street
Boston, MA 02111 | Service Class | 524038.4 | 10.43% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 778155.856 | 67.52% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Administrative Class | 306291.041 | 26.58% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 542029.46 | 44.65% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class A | 382552.538 | 31.51% |
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303 | Class A | 204218.709 | 16.82% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 163775.158 | 30.33% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R4 | 145197.3 | 26.89% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R4 | 122672.93 | 22.72% |
State Street Bank Trustee And/Or Custodian FBO ADP Access Product
1 Lincoln Street
Boston, MA 02111 | Class R4 | 36010.067 | 6.67% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 151521.295 | 53.42% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R3 | 109020.562 | 38.44% |
| MassMutual Core Bond Fund |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 21425718.21 | 35.68% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 7475538.079 | 12.45% |
MassMutual RetireSMARTSM by JPMorgan 2030 Fund
1 Iron Street
Boston, MA 02210 | Class I | 5184516.982 | 8.63% |
National Financial Services LLC
499 Washington Blvd.
Jersey City, NJ 07310 | Class I | 4649777.664 | 7.74% |
MassMutual RetireSMARTSM by JPMorgan 2020 Fund
1 Iron Street
Boston, MA 02210 | Class I | 4034282.896 | 6.72% |
MassMutual 20/80 Allocation Fund
1 Iron Street
Boston, MA 02210 | Class I | 3159360.552 | 5.26% |
MassMutual RetireSMARTSM by JPMorgan 2025 Fund
1 Iron Street
Boston, MA 02210 | Class I | 3077469.111 | 5.13% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 20390183.47 | 87.50% |
Matrix Trust Company Trustee FBO Formosa Plastics Corporation U.S.A
P.O. Box 52129
Phoenix, AZ 85072 | Class R5 | 1355489.512 | 5.82% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 2247706.767 | 54.03% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Service Class | 1906911.057 | 45.84% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 3247345.81 | 74.17% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Administrative Class | 1126657.48 | 25.73% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 3699760.493 | 79.80% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class A | 447938.313 | 9.66% |
Matrix Trust Company Trustee FBO Kayser-Roth Corporation
P.O. Box 52129
Phoenix, AZ 85072 | Class A | 284333.597 | 6.13% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 504848.697 | 84.12% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R4 | 46768.528 | 7.79% |
Reliance Trust Company
Mutual Omnibus PPL/SMF
1100 Abernathy Road
Atlanta, GA 30328 | Class R4 | 31924.432 | 5.32% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 19183.99 | 68.13% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R3 | 8973.724 | 31.87% |
| MassMutual Diversified Bond Fund |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 5123402.396 | 50.06% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 3668597.759 | 35.84% |
Reliance Trust Co FBO Mm Sta Of Baltimore
P.O. Box 78446
Atlanta, GA 30357 | Class R5 | 4398339.477 | 61.40% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 1145373.821 | 15.99% |
Capinco C/O US Bank NA
1555 N. Rivercenter Drive Ste. 302
Milwaukee, WI 53212 | Class R5 | 859349.898 | 12.00% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R5 | 595312.764 | 8.31% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Service Class | 336137.447 | 51.02% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 322645.536 | 48.98% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 991233.878 | 86.16% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Administrative Class | 159246.731 | 13.84% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 558939.318 | 58.25% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class A | 235545.162 | 24.55% |
Reliance Trust Company FBO MassMutual Various Non Qualified RP
P.O. Box 28004
Atlanta, GA 30358 | Class A | 130243.221 | 13.57% |
Reliance Trust Company
Mutual Omnibus PPL/SMF
1100 Abernathy Road
Atlanta, GA 30328 | Class R4 | 190032.621 | 40.36% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 144846.481 | 30.76% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R4 | 112852.726 | 23.97% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 86593.249 | 75.09% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R3 | 28723.945 | 24.91% |
| MassMutual Balanced Fund |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 2980193.192 | 61.53% |
The Hartford
One Hartford Plaza
Hartford, CT 06155 | Class I | 969840.505 | 20.02% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 826796.275 | 17.07% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 3286694.642 | 96.48% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Service Class | 507069.67 | 62.34% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 298571.796 | 36.71% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 673227.299 | 98.48% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class A | 838685.412 | 47.34% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 737047.976 | 41.60% |
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303 | Class A | 101742.836 | 5.74% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 262997.127 | 49.57% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R4 | 227089.473 | 42.80% |
Reliance Trust Company FBO MassMutual Omnibus PPL/SMF
1100 Abernathy Road
Atlanta, GA 30328 | Class R4 | 30186.884 | 5.69% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R4 | 653800.292 | 51.18% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 517357.098 | 40.50% |
Reliance Trust Company FBO MassMutual Omnibus PPL/SMF
1100 Abernathy Road
Atlanta, GA 30328 | Class R4 | 105060.446 | 8.22% |
| MassMutual Disciplined Value Fund |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 1826642.42 | 78.99% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 347647.794 | 15.03% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 2162800.245 | 99.98% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 1100936.148 | 96.19% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 114777.402 | 97.37% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 338382.445 | 71.41% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class A | 124001.618 | 26.17% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 112676.424 | 55.20% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R4 | 91456.404 | 44.80% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 209856.113 | 67.48% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R3 | 77045.527 | 24.77% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R3 | 24092.016 | 7.75% |
| MassMutual Main Street Fund |
Legg Mason Total Advantage 2030 Fund
110 North Market Street, 9th Floor
Wilmington, DE 19890 | Class I | 473524.936 | 20.10% |
Legg Mason Total Advantage 2025 Fund
110 North Market Street, 9th Floor
Wilmington, DE 19890 | Class I | 348173.834 | 14.78% |
Legg Mason Total Advantage 2035 Fund
110 North Market Street, 9th Floor
Wilmington, DE 19890 | Class I | 339349.047 | 14.40% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 304005.063 | 12.90% |
Legg Mason Total Advantage 2040 Fund
110 North Market Street, 9th Floor
Wilmington, DE 19890 | Class I | 190575.103 | 8.09% |
Legg Mason Total Advantage 2045 Fund
110 North Market Street, 9th Floor
Wilmington, DE 19890 | Class I | 148733.129 | 6.31% |
Legg Mason Total Advantage 2020 Fund
110 North Market Street, 9th Floor
Wilmington, DE 19890 | Class I | 148507.982 | 6.30% |
Legg Mason Total Advantage 2050 Fund
110 North Market Street, 9th Floor
Wilmington, DE 19890 | Class I | 145172.142 | 6.16% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 3811525.952 | 96.97% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 11128.787 | 100.00% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 2007963.712 | 93.39% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Administrative Class | 142045.8 | 6.61% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 435117.325 | 46.83% |
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303 | Class A | 271076.31 | 29.18% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class A | 85274.747 | 9.18% |
Reliance Trust Company FBO MassMutual Various Non Qualified RP
P.O. Box 28004
Atlanta, GA 30358 | Class A | 69183.291 | 7.45% |
National Financial Services LLC
499 Washington Blvd.
Jersey City, NJ 07310 | Class A | 57674.374 | 6.21% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R4 | 526861.061 | 71.30% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 197843.951 | 26.77% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 62495.191 | 68.81% |
Talcott Resolution Life Insurance Compay
1 Griffin Road North
Windsor, CT 06095 | Class R3 | 17094.569 | 18.82% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R3 | 11227.43 | 12.36% |
| MassMutual Disciplined Growth Fund |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 1631615.869 | 45.35% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 1522871.257 | 42.32% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 8697300.875 | 84.90% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R5 | 1426750.541 | 13.93% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 2440280.902 | 97.24% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 2629759.088 | 74.23% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Administrative Class | 912732.375 | 25.77% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 1483864.634 | 48.96% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class A | 1365007.452 | 45.04% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 854939.918 | 75.51% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R4 | 237058.05 | 20.94% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 499402.785 | 92.30% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R3 | 30727.786 | 5.68% |
| MassMutual Small Cap Opportunities Fund |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 849038.837 | 17.22% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 832710.927 | 16.88% |
National Financial Services LLC
499 Washington Blvd.
Jersey City, NJ 07310 | Class I | 733504.442 | 14.87% |
Reliance Trust Company FBO Salem Trust Eb R/R
P.O. Box 78446
Atlanta, GA 30357 | Class I | 481937.132 | 9.77% |
Mid Atlantic Trust Company FBO Popular, Inc. Pr Sav. & Inv. Plan
1251 Waterfront Place, Suite 525
Pittsburgh, PA 15222 | Class I | 464614.239 | 9.42% |
TIAA, FSB Cust/TTEE
211 North Broadway, Suite 1000
St. Louis, MO 63102 | Class I | 432665.359 | 8.77% |
SEI Private Trust Company
One Freedom Valley Drive
Oaks, PA 19456 | Class I | 249867.145 | 5.07% |
The Hartford
One Hartford Plaza
Hartford, CT 06155 | Class I | 247652.635 | 5.02% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 5332968.879 | 70.55% |
National Financial Services LLC
499 Washington Blvd.
Jersey City, NJ 07310 | Class R5 | 1615447.639 | 21.37% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 737535.88 | 60.15% |
John Hancock Trust Company LLC
690 Canton St. Suite 100
Westwood, MA 02090 | Service Class | 199652.071 | 16.28% |
Reliance Trust Company FB MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Service Class | 154103.145 | 12.57% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Administrative Class | 564263.737 | 37.36% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 562987.562 | 37.27% |
National Financial Services LLC
499 Washington Blvd.
Jersey City, NJ 07310 | Administrative Class | 211217.924 | 13.98% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Administrative Class | 171734.921 | 11.37% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 2473895.117 | 78.35% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class A | 312112.451 | 9.88% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 401866.498 | 45.12% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R4 | 264869 | 29.74% |
Fidelity Investments Institutional Operations Company LLC (FIIOC)
FBO Scheurer Hospital Employees Retirement Plan
100 Magellan Way (KWIC)
Covington, KY 41015 | Class R4 | 96318.77 | 10.81% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R4 | 64795.189 | 7.27% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R3 | 300787.811 | 52.28% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 187775.661 | 32.64% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R3 | 46367.976 | 8.06% |
| MassMutual Global Fund |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 2374282.299 | 40.86% |
National Financial Services LLC
499 Washington Blvd.
Jersey City, NJ 07310 | Class I | 1220137.11 | 21.00% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 1117035.845 | 19.23% |
John Hancock Trust Company LLC
690 Canton Street, Suite 100
Westwood, MA 02090 | Class I | 559428.004 | 9.63% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class I | 425680.273 | 7.33% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 5465495.304 | 90.42% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R5 | 565958.644 | 9.36% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 326810.569 | 68.85% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Service Class | 141722.188 | 29.86% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 4857992.52 | 97.81% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 675638.35 | 62.72% |
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303 | Class A | 254718.322 | 23.65% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class A | 107378.043 | 9.97% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R4 | 382136.682 | 40.65% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 335636.632 | 35.70% |
Reliance Trust Company FBO MassMutual Ominbus PPL/SMF
1100 Abernathy Road
Atlanta, GA 30328 | Class R4 | 151869.541 | 16.15% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R4 | 62849.137 | 6.69% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 419252.541 | 50.76% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R3 | 372685.333 | 45.12% |
| MassMutual International Equity Fund |
MassMutual RetireSMARTSM by JPMorgan 2040 Fund
1 Iron Street
Boston, MA 02210 | Class I | 1712222.992 | 17.57% |
MassMutual RetireSMARTSM by JPMorgan 2030 Fund
1 Iron Street
Boston, MA 02210 | Class I | 1342313.103 | 13.77% |
MassMutual RetireSMARTSM by JPMorgan 2050 Fund
1 Iron Street
Boston, MA 02210 | Class I | 1289412.086 | 13.23% |
MassMutual RetireSMARTSM by JPMorgan 2035 Fund
1 Iron Street
Boston, MA 02210 | Class I | 951100.108 | 9.76% |
MassMutual RetireSMARTSM by JPMorgan 2045 Fund
1 Iron Street
Boston, MA 02210 | Class I | 829531.089 | 8.51% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 800785.072 | 8.22% |
MassMutual RetireSMARTSM by JPMorgan 2025 Fund
1 Iron Street
Boston, MA 02210 | Class I | 512344.288 | 5.26% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 4978347.556 | 98.76% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 322681.735 | 83.37% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Service Class | 64369.615 | 16.63% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 256682.513 | 91.95% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Administrative Class | 22485.7 | 8.05% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 687881.772 | 47.69% |
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303 | Class A | 587531.049 | 40.73% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 157451.1 | 92.10% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R4 | 13492.678 | 7.89% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 267317.933 | 92.35% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R3 | 17547.092 | 6.06% |
| MassMutual Strategic Emerging Markets Fund |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 6686072.363 | 55.93% |
MassMutual RetireSMARTSM by JPMorgan 2030 Fund
1 Iron Street
Boston, MA 02210 | Class I | 1217236.58 | 10.18% |
MassMutual RetireSMARTSM by JPMorgan 2040 Fund
1 Iron Street
Boston, MA 02210 | Class I | 635881.996 | 5.32% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 212704.36 | 100.00% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 155018.035 | 84.31% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Service Class | 26762.437 | 14.55% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 74209.465 | 88.79% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Administrative Class | 8470.477 | 10.14% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 37291.569 | 78.45% |
Reliance Trust Company FBO MassMutual Various Non Qualified RP
P.O. Box 28004
Atlanta, GA 30358 | Class A | 3664.106 | 7.71% |
Reliance Trust Company FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class A | 3478.36 | 7.32% |
Millennium Trust Co LLC FBO Various Beneficiaries
2001 Spring Road Suite 700
Oak Brook, IL 60523 | Class A | 3100.898 | 6.52% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 32076.714 | 91.35% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R4 | 2338.262 | 6.66% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 74371.661 | 80.78% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R3 | 17614.545 | 19.13% |
| MassMutual Short-Duration Bond Fund |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 5334123.672 | 26.65% |
MassMutual 20/80 Allocation Fund
1 Iron Street
Boston, MA 02210 | Class I | 4132233.485 | 20.65% |
MassMutual 40/60 Allocation Fund
1 Iron Street
Boston, MA 02210 | Class I | 2854863.725 | 14.26% |
Voya Institutional Trust Company
FBO Mercedes Benz
30 Braintree Hill Office Park
Braintree, MA 02184 | Class I | 1465275.748 | 7.32% |
MassMutual 60/40 Allocation Fund
1 Iron Street
Boston, MA 02210 | Class I | 1382218.126 | 6.91% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 4380599.491 | 73.14% |
Matrix Trust Company
Trustee FBO Formosa Plastics Corporation U.S.A.
P.O. Box 52129
Phoenix, AZ 85072 | Class R5 | 1459674.873 | 24.37% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 297915.198 | 60.91% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Service Class | 163702.839 | 33.47% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 1334148.341 | 90.79% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Administrative Class | 120036.731 | 8.17% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 530423.06 | 48.94% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R4 | 289192.594 | 26.68% |
Reliance Trust Company
FBO MassMutual Omnibus PPL/SMF
1100 Abernathy Road
Atlanta, GA 30328 | Class R4 | 154855.056 | 14.29% |
Matrix Trust Company
FBO Kayser-Roth Corporation Supplemental
Retirement Plan
P.O. Box 52129
Phoenix, AZ 85072 | Class R4 | 87087.914 | 8.04% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 2140081.851 | 83.76% |
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303 | Class A | 191032.048 | 7.48% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class A | 148841.818 | 5.83% |
Sammons Financial Network
4546 Corporate Drive, Suite 100
West Des Moines, IA 50266 | Class R3 | 706860.739 | 59.30% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 376258.65 | 31.57% |
Reliance Trust Company
FBO MassMutual Omnibus PPL/SMF
1100 Abernathy Road, Suite 400
Atlanta, GA 30328 | Class R3 | 90480.002 | 7.59% |
Charles Schwab Corporation
Special Custody A/C FBO Customers
211 Main Street
San Francisco, CA 94105-1905 | Class Y | 40116049.54 | 39.62% |
Morgan Stanley Smith Barney LLC
2000 Westchester Avenue
Purchase, NY 10577 | Class Y | 23970063.99 | 23.67% |
National Financial Services LLC
499 Washington Boulevard
Jersey City, NJ 07310 | Class Y | 13891535.9 | 13.72% |
UBS WM USA Omni Account M/F
1000 Harbor Boulevard., Floor 5
Weehawken, NJ 07086 | Class Y | 8531705.615 | 8.43% |
Morgan Stanley Smith Barney LLC
2000 Westchester Avenue
Purchase, NY 10577 | Class L | 7907604.649 | 64.94% |
RBC Capital Markets LLC
Mutual Fund Omnibus
60 South 6th Street, Suite 700 #P08
Minneapolis, MN 55402 | Class L | 1688391.35 | 13.87% |
National Financial Services LLC
499 Washington Boulevard
Jersey City, NJ 07310 | Class L | 1086300.281 | 8.92% |
Morgan Stanley Smith Barney LLC
2000 Westchester Avenue
Purchase, NY 10577 | Class C | 62105.587 | 47.94% |
RBC Capital Markets LLC
Mutual Fund Omnibus
60 South 6th Street, Suite 700 #P08
Minneapolis, MN 55402 | Class C | 32480.869 | 25.07% |
LPL Financial
156 Alabama St
Crestview, FL 32536 | Class C | 15181.045 | 11.72% |
Raymond James
Omnibus For Mutual Funds
880 Carillon Parkway
St. Petersburg, FL 33716 | Class C | 9985.93 | 7.71% |
National Financial Services LLC
499 Washington Boulevard
Jersey City, NJ 07310 | Class C | 9786.297 | 7.55% |
| MassMutual High Yield Fund |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 15454606.27 | 37.91% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 3241222.491 | 7.95% |
MassMutual RetireSMARTSM by JPMorgan 2030 Fund
1 Iron Street
Boston, MA 02210 | Class I | 3118918.33 | 7.65% |
MassMutual RetireSMARTSM by JPMorgan 2020 Fund
1 Iron Street
Boston, MA 02210 | Class I | 2789755.823 | 6.84% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R5 | 1477672.465 | 28.68% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 1167365.662 | 22.66% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R5 | 1154536.275 | 22.41% |
DCGT as Trustee and/or Custodian
FBO PLIC Various Retirement Plans Omnibus
711 High Street
Des Moines, IA 50392 | Class R5 | 324143.487 | 6.29% |
National Financial Services LLC
499 Washington Boulevard
Jersey City, NJ 07310 | Class R5 | 287166.48 | 5.57% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 1302892.082 | 41.03% |
Reliance Trust Company
FBO MM Stationary Engineers Local
P.O. Box 78446
Atlanta, GA 30362 | Service Class | 620875.924 | 19.55% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Service Class | 569396.471 | 17.93% |
The Hartford
One Hartford Plaza
Hartford, CT 06155 | Service Class | 241015.401 | 7.59% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 1141167.69 | 49.91% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Administrative Class | 878195.23 | 38.41% |
Great-West Trust Company
FBO Employee Benefits Clients 401K
8515 East Orchard Road
Greenwood Village, CO 80111 | Administrative Class | 134597.25 | 5.89% |
DCGT as Trustee and/or Custodian
FBO PLIC Various Retirement Plans Omnibus
711 High Street
Des Moines, IA 50392 | Class R4 | 1593038.901 | 35.69% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R4 | 1221713.533 | 27.37% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 905899.393 | 20.29% |
Reliance Trust Company
FBO MassMutual Omnibus PPL/SMF
1100 Abernathy Road
Atlanta, GA 30328 | Class R4 | 251342.004 | 5.63% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 892095.272 | 63.57% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class A | 260527.663 | 18.56% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R3 | 2151473.978 | 56.63% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 1187299.106 | 31.25% |
Reliance Trust Company
FBO MassMutual Omnibus PPL/SMF
1100 Abernathy Road
Atlanta, GA 30328 | Class R3 | 290660.755 | 7.65% |
Jewish Communal Fund
575 Madison Avenue, Suite 703
New York, NY 10022 | Class Y | 2517786.496 | 55.03% |
Barings LLC
300 South Tryon Street, Suite 2500
Charlotte, NC 28202 | Class Y | 1370633.86 | 29.96% |
Charles Schwab Corporation
Special Custody A/C FBO Customers
211 Main St.
San Francisco, CA 94105-1905 | Class Y | 623774.454 | 13.63% |
Barings LLC
300 South Tryon Street, Suite 2500
Charlotte, NC 28202 | Class Y | 11017.323 | 100.00% |
| MassMutual Global Floating Rate Fund |
The Shimon Ben Joseph Foundation
343 Sansome Street, Suite 550
San Francisco, CA 94104 | Class I | 4572984.68 | 56.83% |
U.S. Bank, National Association
1555 North RiverCenter Drive, Suite 302
Milwaukee, WI 53212 | Class I | 3473741.242 | 43.17% |
UBS WM USA Omni Account M/F
1000 Harbor Boulevard, Floor 5
Weehawken, NJ 07086 | Class Y | 9176497.93 | 27.40% |
Morgan Stanley Smith Barney LLC
2000 Westchester Avenue
Purchase, NY 10577 | Class Y | 5793464.498 | 17.30% |
National Financial Services LLC
499 Washington Boulevard
Jersey City, NJ 07310 | Class Y | 3855258.204 | 11.51% |
LPL Financial
156 Alabama St
Crestview, FL 32536 | Class Y | 3386549.282 | 10.11% |
Maril & Co
FBO Reliance Trust Company
4900 West Brown Deer Road
Milwaukee, WI 53223 | Class Y | 2312312.751 | 6.90% |
Morgan Stanley Smith Barney LLC
2000 Westchester Avenue
Purchase, NY 10577 | Class L | 4239846.889 | 74.37% |
National Financial Services LLC
499 Washington Boulevard
Jersey City, NJ 07310 | Class L | 335092.629 | 5.88% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class L | 295642.212 | 5.19% |
| MassMutual Global Credit Income Opportunities Fund |
U.S. Bank, National Association
1555 North RiverCenter Drive, Suite 302
Milwaukee, WI 53212 | Class I | 717222.001 | 99.70% |
National Financial Services LLC
499 Washington Boulevard
Jersey City, NJ 07310 | Class Y | 2610789.708 | 23.72% |
Morgan Stanley Smith Barney LLC
2000 Westchester Avenue
Purchase, NY 10577 | Class Y | 2307328.118 | 20.96% |
SEI Private Trust Company
1 Freedom Valley Drive
Oaks, PA 19456 | Class Y | 1468438.338 | 13.34% |
Wells Fargo Bank
FBO Alex Lee Inc
P.O. Box 1533
Minneapolis, MN 55480 | Class Y | 934458.212 | 8.49% |
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303 | Class Y | 795112.627 | 7.22% |
Charles Schwab Corporation
Special Custody A/C FBO Customers
211 Main St.
San Francisco, CA 94105-1905 | Class L | 5774493.127 | 86.01% |
Morgan Stanley Smith Barney LLC
2000 Westchester Avenue
Purchase, NY 10577 | Class L | 586096.167 | 8.73% |
Raymond James
Omnibus For Mutual Funds
House ACCT Firm 92500015
880 Carillon Parkway
St. Petersburg, Fl 33713 | Class C | 290001.548 | 45.93% |
Morgan Stanley Smith Barney LLC
2000 Westchester Avenue
Purchase, NY 10577 | Class C | 259732.939 | 41.13% |
UBS WM USA Omni Account M/F
1000 Harbor Boulevard, Floor 5
Weehawken, NJ 07086 | Class C | 32276.54 | 5.11% |
| MassMutual Emerging Markets Debt Blended Total Return Fund |
Barings LLC
300 South Tryon Street, Suite 2500
Charlotte, NC 28202 | Class I | 91.824 | 100.00% |
Barings LLC
300 South Tryon Street, Suite 2500
Charlotte, NC 28202 | Class Y | 3289663.948 | 24.22% |
UBS WM USA Omni Account M/F
1000 Harbor Boulevard, Floor 5
Weehawken, NJ 07086 | Class Y | 3073060.999 | 22.62% |
National Financial Services LLC
499 Washington Boulevard
Jersey City, NJ 07310 | Class Y | 2341007.448 | 17.23% |
Charles Schwab Corporation
211 Main Street
San Francisco, CA 94105-1905 | Class Y | 1762914.104 | 12.98% |
Reliance Trust Company
FBO Huntington National Bank
P.O. Box 78446
Atlanta ,GA 30357 | Class Y | 1253829.463 | 9.23% |
Charles Schwab Corporation
211 Main Street
San Francisco, CA 94105-1905 | Class L | 923493.882 | 64.37% |
National Financial Services LLC
499 Washington Boulevard
Jersey City, NJ 07310 | Class L | 234757.849 | 16.36% |
Charles Schwab Corporation
Special Custody A/C FBO Customers
211 Main Street
San Francisco, CA 94105-1905 | Class L | 116256.559 | 8.10% |
LPL Financial
156 Alabama St
Crestview, FL 32536 | Class C | 26354.345 | 40.82% |
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303 | Class C | 18352.847 | 28.43% |
Raymond James
Omnibus For Mutual Funds
House ACCT Firm 92500015
880 Carillon Parkway
St. Petersburg, Fl 33713 | Class C | 13980.327 | 21.65% |
National Financial Services LLC
499 Washington Boulevard
Jersey City, NJ 07310 | Class C | 3232.214 | 5.01% |
| MassMutual Global Emerging Markets Equity Fund |
Barings LLC
300 South Tryon Street, Suite 2500
Charlotte, NC 28202 | Class I | 490000 | 100.00% |
Barings LLC
300 South Tryon Street, Suite 2500
Charlotte, NC 28202 | Class Y | 490000 | 96.88% |
Barings LLC
300 South Tryon Street, Suite 2500
Charlotte, NC 28202 | Class L | 10000 | 100.00% |
Barings LLC
300 South Tryon Street, Suite 2500
Charlotte, NC 28202 | Class C | 10000 | 100.00% |
| MassMutual 20/80 Allocation Fund |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 1519340.455 | 77.66% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 220240.843 | 11.26% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class I | 202653.134 | 10.36% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 832898.675 | 100.00% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 12467706.41 | 99.01% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 1220170.159 | 54.66% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Administrative Class | 1012193.812 | 45.34% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 1596210.839 | 84.60% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class A | 290575.446 | 15.40% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 365534.531 | 89.80% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R4 | 25893.108 | 6.36% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 443881.918 | 74.38% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R3 | 116688.613 | 19.55% |
Reliance Trust Company
FBO MassMutual
Omnibus PPL/SMF
1100 Abernathy Road
Atlanta, GA 30328 | Class R3 | 36176.221 | 6.06% |
| MassMutual 40/60 Allocation Fund |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 4667569.025 | 83.81% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 564042.563 | 10.13% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class I | 337817.037 | 6.07% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 743528.591 | 98.37% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 1558998.18 | 92.99% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Service Class | 110575.391 | 6.60% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 3295339.096 | 83.44% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Administrative Class | 654022.949 | 16.56% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 4945289.311 | 84.66% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class A | 896251.833 | 15.34% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 3501493.828 | 91.15% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R4 | 292439.44 | 7.61% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R3 | 1523561.707 | 72.10% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 525422.212 | 24.87% |
| MassMutual 60/40 Allocation Fund |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 2289867.572 | 65.30% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 946821.11 | 27.00% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class I | 269769.338 | 7.69% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 2173060.3 | 100.00% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 2528017.55 | 96.77% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 4465495.02 | 83.75% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Administrative Class | 866294.839 | 16.25% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 5231656.783 | 92.58% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class A | 419578.769 | 7.42% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 735394.728 | 72.33% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R4 | 129398.706 | 12.73% |
Reliance Trust Company
Mutual Omnibus PPL/SMF
1100 Abernathy Road
Atlanta, GA 30328 | Class R4 | 125615.068 | 12.35% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 983934.611 | 75.68% |
Reliance Trust Company
FBO MassMutual
Omnibus PPL/SMF
1100 Abernathy Road
Atlanta, GA 30328 | Class R3 | 279369.146 | 21.49% |
| MassMutual 80/20 Allocation Fund |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 2895547.414 | 75.67% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 632246.742 | 16.52% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class I | 298733.089 | 7.81% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 581294.285 | 100.00% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 1443350.824 | 99.04% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 1432471.857 | 69.23% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Administrative Class | 636812.188 | 30.77% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 2145500.398 | 83.38% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class A | 422101.362 | 16.40% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 1058377.806 | 84.33% |
Hartford Life Insurance Co.
1 Griffin Road North
Windsor, CT 06095 | Class R4 | 138457.632 | 11.03% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 947563.13 | 56.83% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R3 | 602878.885 | 36.16% |
Reliance Trust Company
FBO MassMutual
Omnibus PPL/SMF
1100 Abernathy Road
Atlanta, GA 30328 | Class R3 | 99364.824 | 5.96% |
| MassMutual RetireSMART by JPMorgan In Retirement Fund |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 725079.354 | 46.95% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 600613.541 | 38.89% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class I | 218684.006 | 14.16% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 394404.27 | 94.28% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R5 | 23929.677 | 5.72% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 720003.776 | 88.43% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Service Class | 94176.015 | 11.57% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Administrative Class | 1462720.204 | 54.52% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 1028844.234 | 38.35% |
First County Bank Trust Department
3001 Summer Street
Stamford, CT 06905 | Administrative Class | 157814.426 | 5.88% |
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303 | Class A | 420993.642 | 34.65% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 346885.804 | 28.55% |
Millenium Trust Company LLC
2001 Spring Road, Suite 700
Oak Brook, IL 60523 | Class A | 140944.641 | 11.60% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class A | 137846.304 | 11.35% |
National Financial Services LLC
499 Washington Blvd.
Jersey City, NJ 07310 | Class A | 105534.964 | 8.69% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R4 | 457855.876 | 43.21% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R4 | 347207.67 | 32.77% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 216411.622 | 20.42% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 1564458.159 | 80.05% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R3 | 380930.064 | 19.49% |
| MassMutual RetireSMART by JPMorgan 2020 Fund |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 2617326.026 | 63.46% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 1104975.46 | 26.79% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class I | 397379.563 | 9.63% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 2719211.18 | 97.19% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 1050107.507 | 63.25% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Service Class | 610121.689 | 36.75% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 1520178.019 | 57.94% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Administrative Class | 1056149.189 | 40.25% |
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303 | Class A | 1095714.686 | 44.34% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 668982.778 | 27.07% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class A | 431809.243 | 17.48% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 1015263.793 | 58.12% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R4 | 392850.055 | 22.49% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R4 | 324823.526 | 18.59% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 2688153.69 | 66.11% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R3 | 1368281.819 | 33.65% |
| MassMutual RetireSMART by JPMorgan 2025 Fund |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 2112053.544 | 46.56% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 1843902.869 | 40.65% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class I | 580012.601 | 12.79% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R5 | 60092.888 | 50.56% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 58759.239 | 49.44% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Service Class | 328009.23 | 59.16% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 226458.034 | 40.84% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Administrative Class | 1689449.981 | 59.25% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 1118951.816 | 39.24% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529 | Class A | 736591.394 | 70.43% |
Atlanta, GA 30362
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 187195.403 | 17.90% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R4 | 823192.718 | 36.63% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 744434.419 | 33.13% |
Reliance Trust Company
Mutual Omnibus PPL/SMF
1100 Abernathy Road
Atlanta, GA 30328 | Class R4 | 660811.365 | 29.40% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 4245295.577 | 88.10% |
Hartford Life Insurance Co.
1 Griffin Road North
Windsor, CT 06095 | Class R3 | 549766.462 | 11.41% |
| MassMutual RetireSMART by JPMorgan 2030 Fund |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 2387248.409 | 46.43% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 1918438.887 | 37.31% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class I | 788525.786 | 15.34% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 6116188.778 | 87.19% |
Matrix Trust Company
717 17th Street, Suite 1300
Denver, CO 80202 | Class R5 | 734778.218 | 10.47% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 1612334.984 | 70.58% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Service Class | 672074.23 | 29.42% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 3709198.483 | 62.16% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Administrative Class | 2193325.584 | 36.76% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 1291368.564 | 43.23% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class A | 921028.67 | 30.84% |
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303 | Class A | 597801.9 | 20.01% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 1345748.068 | 56.74% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R4 | 662659.952 | 27.94% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R4 | 357423.459 | 15.07% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 5353340.164 | 72.75% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R3 | 1983898.92 | 26.96% |
| MassMutual RetireSMART by JPMorgan 2035 Fund |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 2382190.628 | 58.35% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 1332471.507 | 32.64% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class I | 367583.118 | 9.00% |
Reliance Trust Company
Mutual Omnibus PPL/SMF
1100 Abernathy Road
Atlanta, GA 30328 | Class R5 | 214529.025 | 73.33% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 72750.553 | 24.87% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Service Class | 385124.631 | 66.88% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 190716.906 | 33.12% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Administrative Class | 1323465.829 | 52.59% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 1074769.481 | 42.71% |
Reliance Trust Company
Mutual Omnibus PPL/SMF
1100 Abernathy Road | Class A | 787736.43 | 79.60% |
Atlanta, GA 30328
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 194401.146 | 19.64% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R4 | 753634.724 | 41.75% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 696839.218 | 38.60% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R4 | 340558.578 | 18.87% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 3784431.18 | 88.89% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R3 | 426858.797 | 10.03% |
| MassMutual RetireSMART by JPMorgan 2040 Fund |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 2328881.829 | 57.17% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 960994.641 | 23.59% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class I | 771961.759 | 18.95% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 4437724.315 | 97.10% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 1189503.888 | 71.96% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Service Class | 463562.335 | 28.04% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 2739301.483 | 51.96% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Administrative Class | 2478376.821 | 47.01% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 1009046.852 | 53.83% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class A | 574520.112 | 30.65% |
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303 | Class A | 210248.252 | 11.22% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 921905.067 | 56.49% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R4 | 445887.252 | 27.32% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R4 | 246855.183 | 15.13% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 3776902.559 | 84.60% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R3 | 663579.171 | 14.86% |
| MassMutual RetireSMART by JPMorgan 2045 Fund |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 1497453.734 | 60.92% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 681035.033 | 27.71% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class I | 279562.911 | 11.37% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R5 | 73333.141 | 65.29% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 35382.722 | 31.50% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Service Class | 211004.523 | 74.25% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 73163.913 | 25.75% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Administrative Class | 1245741.882 | 61.48% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 731080.71 | 36.08% |
Reliance Trust Company
Mutual Omnibus PPL/SMF
1100 Abernathy Road
Atlanta, GA 30328 | Class A | 540658.256 | 74.32% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 184694.682 | 25.39% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R4 | 762220.634 | 49.66% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 457298.971 | 29.79% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R4 | 306124.386 | 19.94% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 2705047.679 | 86.00% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R3 | 430291.341 | 13.68% |
| MassMutual RetireSMART by JPMorgan 2050 Fund |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 1584763.309 | 51.61% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 999375.336 | 32.54% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class I | 476721.005 | 15.52% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 5273861.071 | 96.94% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 728016.985 | 67.48% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Service Class | 350774.432 | 32.52% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Administrative Class | 3095680.22 | 60.47% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 1810682.095 | 35.37% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529 | Class A | 769655.388 | 56.62% |
Atlanta, GA 30362
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 584427.211 | 42.99% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 857538.833 | 50.23% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R4 | 476904.141 | 27.94% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R4 | 367448.351 | 21.53% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 3287403.93 | 86.16% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R3 | 516209.796 | 13.53% |
| MassMutual RetireSMART by JPMorgan 2055 Fund |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 623418.628 | 47.27% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 509377.962 | 38.62% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class I | 185968.221 | 14.10% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R5 | 57902.286 | 61.25% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 28553.647 | 30.20% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R5 | 8080.76 | 8.55% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Service Class | 144341.667 | 53.77% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 124090.62 | 46.23% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Administrative Class | 529672.063 | 51.64% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 437086.194 | 42.61% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class A | 168061.34 | 76.27% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 52258.274 | 23.72% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 401392.819 | 58.36% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R4 | 172227.399 | 25.04% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R4 | 111989.329 | 16.28% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 2105748.65 | 93.28% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R3 | 148120.566 | 6.56% |
| MassMutual RetireSMART by JPMorgan 2060 Fund |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 1132218.448 | 91.56% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R5 | 19180.714 | 93.83% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R5 | 1262.244 | 6.17% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Service Class | 134163.584 | 61.51% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Service Class | 83940.961 | 38.49% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Administrative Class | 106523.251 | 50.50% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Administrative Class | 103875.29 | 49.24% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class A | 30289.915 | 61.92% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class A | 18624.64 | 38.08% |
Reliance Trust Company
Mutual Omnibus PPL/SMF
1100 Abernathy Road
Atlanta, GA 30328 | Class R4 | 55176.158 | 54.88% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R4 | 37277.663 | 37.08% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R4 | 8081.575 | 8.04% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class R3 | 99731.722 | 73.50% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class R3 | 27335.238 | 20.15% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class R3 | 8621.63 | 6.35% |
| MassMutual Select T. Rowe Price Retirement Balanced Fund |
Massachusetts Mutual Life Insurance Company 1295 State Street Springfield, MA 01111 | Class I | 705536.348 | 42.70% |
Reliance Trust Company FBO MassMutual RP P.O. Box 48529 Atlanta, GA 30362 | Class I | 689412.735 | 41.73% |
Talcott Resolution Life Insurance Company 1 Griffin Road North Windsor, CT 06095 | Class I | 235051.251 | 14.23% |
Reliance Trust Company FBO MassMutual RP P.O. Box 48529 Atlanta, GA 30362 | Class M5 | 8966711.362 | 93.97% |
Massachusetts Mutual Life Insurance Company 1295 State Street Springfield, MA 01111 | Class M5 | 557089.206 | 5.84% |
Massachusetts Mutual Life Insurance Company 1295 State Street Springfield, MA 01111 | Class M4 | 547511.595 | 78.92% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class M4 | 81695.121 | 11.78% |
Reliance Trust Company FBO MassMutual RP Omnibus PPL/SMF 1100 Abernathy Road Atlanta, GA 30328 | Class M4 | 51036.918 | 7.36% |
Massachusetts Mutual Life Insurance Company 1295 State Street Springfield, MA 01111 | Class M3 | 189545.874 | 54.81% |
Reliance Trust Company FBO MassMutual RP P.O. Box 48529 Atlanta, GA 30362 | Class M3 | 118150.124 | 34.16% |
Reliance Trust Company FBO MassMutual RP Omnibus PPL/SMF 1100 Abernathy Road Atlanta, GA 30328 | Class M3 | 20046.75 | 5.80% |
Talcott Resolution Life Insurance Company 1 Griffin Road North Windsor, CT 06095 | Class M3 | 18109.125 | 5.24% |
| MassMutual Select T. Rowe Price Retirement 2005 Fund |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 629951.462 | 54.25% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 502863.304 | 43.31% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class M5 | 275475.363 | 50.84% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class M5 | 251835.716 | 46.47% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class M4 | 93607.487 | 50.40% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class M4 | 68593.518 | 36.93% |
Reliance Trust Company
FBO MassMutual Prem
P.O. Box 78446
Atlanta, GA 30357 | Class M4 | 12272.351 | 6.61% |
The Hartford
One Hartford Plaza
Hartford, CT 06155 | Class M4 | 11259.407 | 6.06% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class M3 | 103470.621 | 94.61% |
| MassMutual Select T. Rowe Price Retirement 2010 Fund |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 3114458.098 | 66.13% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 1574164.381 | 33.42% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class M5 | 1383089.155 | 57.31% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class M5 | 996691.025 | 41.30% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class M4 | 933689.437 | 76.41% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class M4 | 258371.32 | 21.15% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class M3 | 704004.667 | 82.21% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class M3 | 127099.785 | 14.84% |
| MassMutual Select T. Rowe Price Retirement 2015 Fund |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 2361857.668 | 51.07% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 2041554.37 | 44.14% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class M5 | 3349063.457 | 84.64% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class M5 | 544858.069 | 13.77% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class M4 | 492089 | 85.63% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class M4 | 71484.063 | 12.44% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class M3 | 198940.504 | 45.79% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class M3 | 182942.479 | 42.11% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class M3 | 28763.855 | 6.62% |
Reliance Trust Company
FBO MassMutual
Omnibus PPL/SMF
1100 Abernathy Road
Atlanta, GA 30328 | Class M3 | 23776.164 | 5.47% |
| MassMutual Select T. Rowe Price Retirement 2020 Fund |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 9824221.469 | 52.89% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 8023507.22 | 43.20% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class M5 | 13427828.1 | 74.16% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class M5 | 3521757.8 | 19.45% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class M4 | 5659046.301 | 82.64% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class M4 | 651325.861 | 9.51% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class M4 | 389988.843 | 5.70% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class M3 | 2171331.865 | 67.63% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class M3 | 683012.928 | 21.27% |
Reliance Trust Company
FBO MassMutual
Omnibus PPL/SMF
1100 Abernathy Road
Atlanta, GA 30328 | Class M3 | 194208.479 | 6.05% |
| MassMutual Select T. Rowe Price Retirement 2025 Fund |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 12532525.83 | 56.17% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 8892961.742 | 39.86% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class M5 | 9236688.631 | 80.39% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class M5 | 1901476.348 | 16.55% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class M4 | 3661829.19 | 71.64% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class M4 | 892254.843 | 17.46% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class M4 | 277324.786 | 5.43% |
Reliance Trust Company
FBO MassMutual
Omnibus PPL/SMF
1100 Abernathy Road
Atlanta, GA 30328 | Class M4 | 268008.202 | 5.24% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class M3 | 1560310.463 | 52.33% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class M3 | 958477.984 | 32.15% |
Reliance Trust Company
FBO MassMutual
Omnibus PPL/SMF
1100 Abernathy Road
Atlanta, GA 30328 | Class M3 | 257986.134 | 8.65% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class M3 | 172998.455 | 5.80% |
| MassMutual Select T. Rowe Price Retirement 2030 Fund |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 17013993.24 | 50.02% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 15899611.78 | 46.75% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class M5 | 27472805.09 | 72.30% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class M5 | 9165692.075 | 24.12% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class M4 | 11614466.35 | 83.00% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class M4 | 1858152.592 | 13.28% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class M3 | 3832783.604 | 65.99% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class M3 | 1540699.629 | 26.53% |
| MassMutual Select T. Rowe Price Retirement 2035 Fund |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 11312046.76 | 55.12% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 8315870.88 | 40.52% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class M5 | 10502555.02 | 81.02% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class M5 | 2118465.122 | 16.34% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class M4 | 3954301.927 | 67.21% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class M4 | 1381670.733 | 23.48% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class M4 | 357686.002 | 6.08% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class M3 | 1671776.823 | 67.65% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class M3 | 581821.344 | 23.54% |
| MassMutual Select T. Rowe Price Retirement 2040 Fund |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 11337605.96 | 49.75% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 10490179.83 | 46.03% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class M5 | 24462226.91 | 72.54% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class M5 | 8180388.016 | 24.26% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class M4 | 8840638.878 | 81.25% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class M4 | 1701091.285 | 15.63% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class M3 | 3115872.88 | 71.70% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class M3 | 876798.729 | 20.18% |
| MassMutual Select T. Rowe Price Retirement 2045 Fund |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 7437493.397 | 55.16% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 5469424.89 | 40.56% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class M5 | 8893769.099 | 84.72% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class M5 | 1250899.551 | 11.92% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class M4 | 3160774.065 | 67.40% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class M4 | 792090.478 | 16.89% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class M4 | 574124.917 | 12.24% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class M3 | 1125134.296 | 64.58% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class M3 | 454121.558 | 26.06% |
Reliance Trust Company
FBO MassMutual
Omnibus PPL/SMF
1100 Abernathy Road
Atlanta, GA 30328 | Class M3 | 93292.141 | 5.35% |
| MassMutual Select T. Rowe Price Retirement 2050 Fund |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 6983886.508 | 48.65% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 6823940.472 | 47.54% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class M5 | 17074801.5 | 77.61% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class M5 | 4472704.765 | 20.33% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class M4 | 6259510.625 | 84.41% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class M4 | 1043465.645 | 14.07% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class M3 | 2039654.841 | 68.72% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class M3 | 578711.926 | 19.50% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class M3 | 287358.626 | 9.68% |
| MassMutual Select T. Rowe Price Retirement 2055 Fund |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 3089397.763 | 49.09% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 2948366.537 | 46.85% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class M5 | 6932882.003 | 92.67% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class M5 | 475909.293 | 6.36% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class M4 | 1948071.66 | 76.91% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class M4 | 491770.054 | 19.41% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class M3 | 761787.931 | 67.85% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class M3 | 211250.321 | 18.82% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class M3 | 101837.042 | 9.07% |
| MassMutual Select T. Rowe Price Retirement 2060 Fund |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class I | 1566973.113 | 50.06% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class I | 1394546.888 | 44.55% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class M5 | 1143364.334 | 59.97% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class M5 | 736344.146 | 38.62% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class M4 | 812303.846 | 75.20% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class M4 | 242835.751 | 22.48% |
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111 | Class M3 | 205771.438 | 60.45% |
Reliance Trust Company
FBO MassMutual RP
P.O. Box 48529
Atlanta, GA 30362 | Class M3 | 105137.143 | 30.89% |
Talcott Resolution Life Insurance Company
1 Griffin Road North
Windsor, CT 06095 | Class M3 | 18220.842 | 5.35% |
| MassMutual Equity Asset Fund |
MassMutual RetireSMARTSM by JPMorgan 2030 Fund
1 Iron Street
Boston, MA 02210 | Class I | 6670325.033 | 14.68% |
MassMutual RetireSMARTSM by JPMorgan 2040 Fund
1 Iron Street
Boston, MA 02210 | Class I | 6440813.054 | 14.18% |
MassMutual 60/40 Allocation Fund
1 Iron Street
Boston, MA 02210 | Class I | 4997069.817 | 11.00% |
MassMutual RetireSMARTSM by JPMorgan 2050 Fund
1 Iron Street
Boston, MA 02210 | Class I | 4838701.661 | 10.65% |
MassMutual 80/20 Allocation Fund
1 Iron Street
Boston, MA 02210 | Class I | 3845035.378 | 8.46% |
MassMutual RetireSMARTSM by JPMorgan 2035 Fund
1 Iron Street
Boston, MA 02210 | Class I | 3560180.867 | 7.84% |
MassMutual RetireSMARTSM by JPMorgan 2045 Fund
1 Iron Street
Boston, MA 02210 | Class I | 3131085.73 | 6.89% |
MassMutual 40/60 Allocation Fund
1 Iron Street
Boston, MA 02210 | Class I | 2986101.818 | 6.57% |
MassMutual RetireSMARTSM by JPMorgan 2025 Fund
1 Iron Street
Boston, MA 02210 | Class I | 2522538.855 | 5.55% |
| MassMutual Select T. Rowe Price Bond Asset Fund |
MassMutual Select T. Rowe Price Retirement 2030 Fund
1 Iron Street
Boston, MA 02210 | Class I | 21796965.16 | 27.79% |
MassMutual Select T. Rowe Price Retirement 2020 Fund
1 Iron Street
Boston, MA 02210 | Class I | 15071856.04 | 19.21% |
MassMutual Select T. Rowe Price Retirement 2025 Fund
1 Iron Street
Boston, MA 02210 | Class I | 12446363.37 | 15.87% |
MassMutual Select T. Rowe Price Retirement 2035 Fund
1 Iron Street
Boston, MA 02210 | Class I | 6862290.714 | 8.75% |
MassMutual Select T. Rowe Price Retirement 2040 Fund
1 Iron Street
Boston, MA 02210 | Class I | 6690365.073 | 8.53% |
MassMutual Select T. Rowe Price Retirement Balanced Fund
1 Iron Street
Boston, MA 02210 | Class I | 4393807.078 | 5.60% |
| MassMutual Select T. Rowe Price Emerging Markets Bond Fund |
MassMutual Select T. Rowe Price Retirement 2030 Fund
1 Iron Street
Boston, MA 02210 | Class I | 3049281.882 | 26.51% |
MassMutual Select T. Rowe Price Retirement 2020 Fund
1 Iron Street
Boston, MA 02210 | Class I | 2810296.162 | 24.43% |
MassMutual Select T. Rowe Price Retirement 2025 Fund
1 Iron Street
Boston, MA 02210 | Class I | 2101677.358 | 18.27% |
MassMutual Select T. Rowe Price Retirement Balanced Fund
1 Iron Street
Boston, MA 02210 | Class I | 880458.43 | 7.65% |
MassMutual Select T. Rowe Price Retirement 2035 Fund
1 Iron Street
Boston, MA 02210 | Class I | 781386.587 | 6.79% |
MassMutual Select T. Rowe Price Retirement 2010 Fund
1 Iron Street
Boston, MA 02210 | Class I | 634157.077 | 5.51% |
MassMutual Select T. Rowe Price Retirement 2015 Fund
1 Iron Street
Boston, MA 02210 | Class I | 625181.446 | 5.43% |
| MassMutual Select T. Rowe Price Large Cap Blend Fund |
MassMutual Select T. Rowe Price Retirement 2040 Fund
1 Iron Street
Boston, MA 02210 | Class I | 35569924.65 | 22.16% |
MassMutual Select T. Rowe Price Retirement 2030 Fund
1 Iron Street
Boston, MA 02210 | Class I | 29193273 | 18.19% |
MassMutual Select T. Rowe Price Retirement 2050 Fund
1 Iron Street
Boston, MA 02210 | Class I | 25234104.27 | 15.72% |
MassMutual Select T. Rowe Price Retirement 2035 Fund
1 Iron Street
Boston, MA 02210 | Class I | 17002136.63 | 10.59% |
MassMutual Select T. Rowe Price Retirement 2045 Fund
1 Iron Street
Boston, MA 02210 | Class I | 16054962.21 | 10.00% |
MassMutual Select T. Rowe Price Retirement 2025 Fund
1 Iron Street
Boston, MA 02210 | Class I | 10162590.62 | 6.33% |
MassMutual Select T. Rowe Price Retirement 2055 Fund
1 Iron Street
Boston, MA 02210 | Class I | 9352318.037 | 5.83% |
MassMutual Select T. Rowe Price Retirement 2020 Fund
1 Iron Street
Boston, MA 02210 | Class I | 9258207.781 | 5.77% |
| MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund |
MassMutual Select T. Rowe Price Retirement 2020 Fund
1 Iron Street
Boston, MA 02210 | Class I | 8135741.157 | 28.04% |
MassMutual Select T. Rowe Price Retirement 2025 Fund
1 Iron Street
Boston, MA 02210 | Class I | 4886165.918 | 16.84% |
MassMutual Select T. Rowe Price Retirement Balanced Fund
1 Iron Street
Boston, MA 02210 | Class I | 3876728.75 | 13.36% |
MassMutual Select T. Rowe Price Retirement 2030 Fund
1 Iron Street
Boston, MA 02210 | Class I | 3730240.835 | 12.85% |
MassMutual Select T. Rowe Price Retirement 2010 Fund
1 Iron Street
Boston, MA 02210 | Class I | 2142758.115 | 7.38% |
MassMutual Select T. Rowe Price Retirement 2015 Fund
1 Iron Street
Boston, MA 02210 | Class I | 1999453.977 | 6.89% |
| MassMutual Select T. Rowe Price Real Assets Fund |
MassMutual Select T. Rowe Price Retirement 2040 Fund
1 Iron Street
Boston, MA 02210 | Class I | 2801247.412 | 20.19% |
MassMutual Select T. Rowe Price Retirement 2030 Fund
1 Iron Street
Boston, MA 02210 | Class I | 2774896.973 | 20.00% |
MassMutual Select T. Rowe Price Retirement 2050 Fund
1 Iron Street
Boston, MA 02210 | Class I | 1982229.133 | 14.29% |
MassMutual Select T. Rowe Price Retirement 2035 Fund
1 Iron Street
Boston, MA 02210 | Class I | 1473062.989 | 10.62% |
MassMutual Select T. Rowe Price Retirement 2045 Fund
1 Iron Street
Boston, MA 02210 | Class I | 1270109.738 | 9.15% |
MassMutual Select T. Rowe Price Retirement 2025 Fund
1 Iron Street
Boston, MA 02210 | Class I | 1057933.118 | 7.62% |
MassMutual Select T. Rowe Price Retirement 2020 Fund
1 Iron Street
Boston, MA 02210 | Class I | 975324.811 | 7.03% |
MassMutual Select T. Rowe Price Retirement 2055 Fund
1 Iron Street
Boston, MA 02210 | Class I | 736410.526 | 5.31% |
| MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund |
MassMutual Select T. Rowe Price Retirement 2040 Fund
1 Iron Street
Boston, MA 02210 | Class I | 13074203.78 | 20.41% |
MassMutual Select T. Rowe Price Retirement 2030 Fund
1 Iron Street
Boston, MA 02210 | Class I | 12381555.19 | 19.33% |
MassMutual Select T. Rowe Price Retirement 2050 Fund
1 Iron Street
Boston, MA 02210 | Class I | 9630807.666 | 15.03% |
MassMutual Select T. Rowe Price Retirement 2035 Fund
1 Iron Street
Boston, MA 02210 | Class I | 6707981.316 | 10.47% |
MassMutual Select T. Rowe Price Retirement 2045 Fund
1 Iron Street
Boston, MA 02210 | Class I | 6164787.875 | 9.62% |
MassMutual Select T. Rowe Price Retirement 2025 Fund
1 Iron Street
Boston, MA 02210 | Class I | 4590757.434 | 7.17% |
MassMutual Select T. Rowe Price Retirement 2020 Fund
1 Iron Street
Boston, MA 02210 | Class I | 4080835.127 | 6.37% |
MassMutual Select T. Rowe Price Retirement 2055 Fund
1 Iron Street
Boston, MA 02210 | Class I | 3586937.915 | 5.60% |
| MassMutual Select T. Rowe Price U.S. Treasury Long-Term Fund |
MassMutual Select T. Rowe Price Retirement 2030 Fund
1 Iron Street
Boston, MA 02210 | Class I | 5379245.505 | 32.18% |
MassMutual Select T. Rowe Price Retirement 2040 Fund
1 Iron Street
Boston, MA 02210 | Class I | 2196062.419 | 13.14% |
MassMutual Select T. Rowe Price Retirement 2025 Fund
1 Iron Street
Boston, MA 02210 | Class I | 2195962.678 | 13.14% |
MassMutual Select T. Rowe Price Retirement 2035 Fund
1 Iron Street
Boston, MA 02210 | Class I | 2152772.03 | 12.88% |
MassMutual Select T. Rowe Price Retirement 2020 Fund
1 Iron Street
Boston, MA 02210 | Class I | 2097707.959 | 12.55% |
