Wilmington Funds

WilmingtonLarge-Cap Strategy Strategy Fund

Wilmington International Fund

Wilmington Enhanced Dividend Income Strategy Fund

Wilmington Global Alpha Equities Fund

Wilmington Real Asset Fund

Wilmington Diversified Income Fund

Wilmington Intermediate-Term Bond Fund

Wilmington Broad Market Bond Fund

Wilmington Short-Term Bond Fund

Wilmington Municipal Bond Fund

Wilmington New York Municipal Bond Fund

Wilmington U.S. Government Money Market Fund

Wilmington U.S. Treasury Money Market Fund

(Each a “Fund,” and collectively, the “Funds”)

1100 North Market Street

9^th Floor

Wilmington, DE 19890

1-800-836-2211

September 20, 2018January 3, 2024

Dear Shareholder:

I am writing to let you know that a special meeting of shareholders of the Funds of the Wilmington Funds (the “Trust”) will be held at 3:2:00 p.m.pm Eastern timeTime on November 9, 2018,February 15, 2024, at the Trust’s principal executive offices of Wilmington Funds Management Corporation, the investment advisor to the Trust, at 1100 North Market Street, 9^th Floor, Wilmington, DE 19890. The purpose of the meeting is set forth in the formal Notice of Special Meeting of Shareholders following this letter. Included with this letter are the notice, a proxy statement and a proxy card.

Your vote is very important to us. To cast your vote, simply complete the proxy card enclosed in this package. Be sure to sign the card before mailing it in the postage-paid envelope. You may also vote your shares by touch-tone telephone. Simply call the toll-free number on your proxy card, enter the control number found on the card, and follow the recorded instructions. You may also vote your shares via the internet. Simply go to the website indicated on your proxy card, enter the 12 digit12-digit control number found on the front of your proxy card, and follow the instructions to cast your vote. If we do not hear from you after a reasonable amount of time, you may receive a call from our proxy solicitor, Broadridge Financial Solutions, Inc., reminding you to vote.

If you have any questions before you vote, please call Wilmington Funds Shareholder Services toll-free at1-800-836-2211. Thank you for your participation in this important initiative.

Very truly yours,

Dominick J. D’EramoEric W. Taylor

President, Wilmington Funds

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Wilmington Funds

WilmingtonLarge-Cap Strategy Strategy Fund

Wilmington International Fund

Wilmington Enhanced Dividend Income Strategy Fund

Wilmington Global Alpha Equities Fund

Wilmington Real Asset Fund

Wilmington Diversified Income Fund

Wilmington Intermediate-Term Bond Fund

Wilmington Broad Market Bond Fund

Wilmington Short-Term Bond Fund

Wilmington Municipal Bond Fund

Wilmington New York Municipal Bond Fund

Wilmington U.S. Government Money Market Fund

Wilmington U.S. Treasury Money Market Fund

(Each a “Fund,” and collectively, the “Funds”)

1100 North Market Street

9^th Floor

Wilmington, DE 19890

1-800-836-2211

NOTICE OF SPECIAL MEETING OF

SHAREHOLDERS TO BE HELD ON

NOVEMBER 9, 2018February 15, 2024

To Our Shareholders:

Notice is hereby given that a special meeting of the shareholders of the Funds of the Wilmington Funds (the “Trust”) will be held at 3:2:00 p.m.pm Eastern Time on November 9, 2018,February 15, 2024, at the Trust’s principal executive offices of Wilmington Funds Management Corporation, the investment advisor to the Trust, at 1100 North Market Street, 9^th Floor, Wilmington, DE 19890.19890 (the “Meeting”). The purpose of the Meeting is to vote on the following proposal:

1. To elect Nicholas A. Giordano, Robert H. Arnold, Gregory P. Chandler, Richard B. Seidel, and Donald E. Foley, (the “Current Trustees”)and Valerie J. Sill as Independent Trustees of the Trust;Trust, and to elect Dominick J. D’Eramo (the “New Trustee”)Eric W. Taylor as an Interested Trustee of the Trust.Trust (together, the “Current Trustees”).

It is not anticipated that any matters other than that listed above will be brought before the Meeting. If, however, any other business is properly brought before the Meeting, proxies will be voted in accordance with the judgment of the persons designated as proxies or otherwise as described in the attached Proxy Statement. Shareholders of record of each Fund at the close of business on September 7, 2018December 13, 2023 are entitled to notice of, and to vote at, any such Meeting and adjournments thereof.

You are cordially invited to attend the Meeting. Shareholders are requested and encouraged to complete, date and sign the enclosed proxy card and return it promptly in the postage-paid envelope provided for that purpose. Alternatively, to vote via telephone or internet, please refer to the enclosed proxy card. If you intend to attend the Meeting in person, you may register your presence with the registrar and vote your shares in person, even if you have previously voted your shares by proxy. If you properly execute and return the enclosed proxy card in time to be voted at the Meeting, your shares represented by the proxy will be voted at the Meeting in accordance with your instructions. Unless revoked, proxies that have been executed and returned by shareholders without instructions will be voted in favor of the proposal.

iproposals.

The enclosed proxy is being solicited on behalf of the Board of Trustees of the Trust (“Board”(the “Board” or the “Trustees”), on behalf of each Fund.

The Board recommends that the shareholders of the Funds vote FOR the proposal.

By order of the Board of Trustees,

Lisa R. Grosswirth

Secretary, Wilmington Funds

September 20, 2018

iiJanuary 3, 2024

Wilmington Funds

WilmingtonLarge-Cap Strategy Strategy Fund

Wilmington International Fund

Wilmington Enhanced Dividend Income Strategy Fund

Wilmington Global Alpha Equities Fund

Wilmington Real Asset Fund

Wilmington Diversified Income Fund

Wilmington Intermediate-Term Bond Fund

Wilmington Broad Market Bond Fund

Wilmington Short-Term Bond Fund

Wilmington Municipal Bond Fund

Wilmington New York Municipal Bond Fund

Wilmington U.S. Government Money Market Fund

Wilmington U.S. Treasury Money Market Fund

(Each a “Fund,” and collectively, the “Funds”)

1100 North Market Street

9^th Floor

Wilmington, DE 19890

1-800-836-2211

PROXY STATEMENT

DATED

SEPTEMBER 20, 2018JANUARY 3, 2024

SPECIAL MEETING OF

SHAREHOLDERS TO BE HELD

ON

NOVEMBER 9, 2018FEBRUARY 15, 2024

This Proxy Statement is being furnished in connection with the solicitation of proxies by the Board of Trustees (the “Board” or “Trustees”) of the Wilmington Funds (the “Trust”), on behalf of the Funds, for use at a special meeting of shareholders to be held at the Trust’s principal executive offices of Wilmington Funds Management Corporation, (the “Advisor”) the investment advisor to the Trust, at 1100 North Market Street, 9^th Floor, Wilmington, DE 19890, on November 9, 2018,February 15, 2024 at 3:2:00 p.m.pm Eastern Time, or at such later time made necessary by any and all adjournments or postponements thereof (the “Meeting”). This Proxy Statement, the Notice of Special Meeting and the proxy card are being mailed to shareholders of the Funds on or about September 30, 2018.January 10, 2024.

Each Fund provides periodic reports to its shareholders, which highlight relevant information about the Funds, including investment results and a review of portfolio investments. You may receive aan additional copy of the Fund’s audited financial statements andmost recent annual report for its last completed fiscal year,of a Fund and any subsequentthe most recent semi-annual report to shareholders, free ofsucceeding the annual report upon request without charge, by calling1-800-836-2211, by downloading it from the Trust’s website at www.wilmingtonfunds.com or by writing to Wilmington Funds, c/o BNY Mellon, P.O. Box 9828, Providence, RI 02940.1100 North Market Street, 9^th Floor, Wilmington, DE 19890.

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The shareholders of alleach of the Funds comprising separate series of the Trust will be entitled to vote at the Meeting on the proposal being presented for shareholder consideration. Pursuant to the Declaration of Trust of the Wilmington Funds (the “Declaration of Trust”), the shareholders of all of the Fundseach Fund will vote together on the Proposal rather than on afund-by-fund basis.proposal.

If shareholders of the Funds do not approve the Proposal, the Board will consider other alternatives. In addition, although the Trustees do not anticipate any other items of business being brought before the Meeting, the accompanying proxy gives discretionary authority to the persons named on the proxy with respect to any other matters that might properly be brought before the Meeting. Those persons intend to vote all proxies in accordance with their best judgment and in the interest of the Trust and each Fund.

THE PROPOSAL

At a meeting of the Board held on September 6, 2018, the Board confirmed the appointment of the Current Trustees, subject to their election by the shareholders of the Trust. The Board also appointed the New Trustee to serve as Trustee, subject to the election of the New Trustee by the shareholders of the Trust. Information about the Current Trustees is presented immediately below. Information about the New Trustee is presented beginning on page 10.

A.PROPOSAL: ELECTION OF CURRENT TRUSTEES

At the Meeting, shareholders of the Trust will be asked to elect the following Current Trustees: Nicholas A. Giordano, Robert H. Arnold, Gregory P. Chandler, Richard B. Seidel, and Donald E. Foley, Valerie J. Sill, and Eric W. Taylor, each to hold office during the continued lifetime of the Trust until he or she dies, resigns, retires, is declared bankrupt or incompetent by a court of appropriate jurisdiction, or is removed, or, if sooner than any of such events, until the next meeting of Shareholdersshareholders called for the purpose of electing Trustees and until their successors are duly elected and qualified.

At the meeting of the Board of Trustees on September 6, 2018,December 7-8, 2023, the Board, at the recommendation of the Trust’s Nominating and Governance Committee, appointed Messrs. Giordano, Arnold, Chandler, Seidel, and Foleynominated each Current Trustee for election to serve as Trustees, subject to their electionthe Board by the shareholders of the Trust. Information about each Current Trustee nominee is presented immediately below. The persons named in the accompanying form of proxy intend to vote at the Meeting (unless directed not to vote) FOR the election of Messrs. Giordano, Arnold, Chandler, Seidel,Foley, and Foley.Taylor and Ms. Sill. Messrs. Giordano, Arnold, Chandler,

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CURRENT INTERESTED TRUSTEE

Mr. Taylor is an “Interested Trustee” due to his current affiliation with Wilmington Trust, N.A., a subsidiary of M&T Bank Corporation and parent company of Wilmington Funds Management Corporation and Wilmington Trust Investment Advisors, Inc., investment advisers to the Funds (together, the “Adviser”).

CURRENT INDEPENDENT TRUSTEES

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¹ Each Trustee shall hold office for the lifetime of the Trust until he or she dies, resigns, retires, is declared bankrupt or incompetent by a court of appropriate jurisdiction, or is removed, or, if sooner than any of such events, until the next meeting of shareholders called for the purpose of electing Trustees and until his or her successor is duly elected and qualified. The tenure of each Independent Trustee is subject to the Board’s retirement policy, which states that a trustee shall retire from the Board on December 31 of the calendar year during which he or she turns 75 years of age.

CURRENT EXECUTIVE OFFICERS

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EXPERIENCE OF TRUSTEES

Described below for each Current Trustee are specific experiences, qualifications, attributes or skills that support a conclusion that he should serve as a Trustee of the Trust as of the date of this proxy statement and in light of the Trust’s business and structure. The role of an effective Trustee inherently requires certain personal qualities, such as integrity, as well as the ability to comprehend, discuss and critically analyze materials and issues that are presented so that the Trustee may exercise judgment and reach conclusions in fulfilling his or her duties and fiduciary obligations. It is believed that the

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Mr. Foley has served as a Trustee of the Trust since December 2015. He has significant experience related to the business and financial services industries, having previously served as an Advisory Member of the Trust and Investment Committee of M&T Bank, Wilmington Trust, National Association, and Wilmington Trust Company. He currently serves on the Board of Directors of AXA Equitable and 1290 Mutual Funds. He previously served as a Director of M&T Bank Corporation and M&T Bank and was Chairman and Chief Executive officer of Wilmington Trust Corporation. Mr. Foley presently serves as Chairman of the Board of the Trust.

Ms. Sill has served as an Independent Trustee of the Trust since April 2020. She has significant experience related to the business and financial services industries, being the President, Chief Executive Officer and Chief Investment Officer of DuPont Capital Management, an asset management firm. She has also served as a trustee to other firms, as well as Advisory Counsel to the Federal Reserve Bank of Philadelphia’s Economic Advisory Council. Ms. Sill presently serves as Chair of the Nominating and Governance Committee of the Trust.

The Board believes that each Trustee’s experience, qualifications, attributes and skills should be evaluated on an individual basis and in consideration of the perspective such Trustee brings to the entire Board, with no single Trustee, or particular factor, being indicative of Board effectiveness. However, the Board believes that Trustees need to have the ability to critically review, evaluate, question and discuss information provided to them, and to interact effectively with Fund management, service providers and counsel, in order to exercise effective business judgment in the performance of their duties. The Board believes that its members satisfy this standard.

Experience relevant to having this ability may be achieved through a Trustee’s educational background; business, professional training or practice; public service or academic positions; experience from service as a board member (including the Board) or as an executive of investment funds, public companies or significant private or non-profit entities or other organizations; and/or other life experiences.

To assist them in evaluating matters under federal and state law, the Independent Trustees may benefit from information provided by counsel to the Trust. The Board and its committees have the ability to engage other experts as appropriate. The Board evaluates its performance on an annual basis.

BOARD OVERSIGHT OF TRUST RISK

The Board has not established a formal risk committee. However, much of the regular work of the Board and its standing Committees addresses aspects of risk oversight. At each regular Board meeting, the Adviser reports to the full Board on actual and potential risks to the Funds and the HeadTrust as a whole. In addition, as part of Fixed Incomeits regular quarterly reports to the Board about various matters, the Adviser reports to the Board on the various elements of risk, including investment risk, credit risk, liquidity risk and operational risk, as well as overall business risks relating to the Fund. In addition, the Audit Committee considers risks related to financial reporting and controls.

The Board has appointed a Chief Compliance Officer (the “CCO”) who reports directly to the Board’s Independent Trustees and provides presentations to the Board at WTIA. He is a memberits quarterly meetings and an annual report to the Board concerning compliance matters. The CCO oversees the development and implementation of compliance policies and procedures that are reasonably designed to prevent violations of the investment team primarily responsible forfederal securities laws (the “Compliance Policies”). The Board has approved the Compliance Policies, which seek to reduce risks relating to the possibility of day-to-daynon-compliance management ofwith the Intermediate-Term Bond and Broad Market Bond Funds. Mr. D’Eramo has been affiliatedfederal securities laws. The CCO also regularly discusses the relevant risk issues affecting the Trust during private meetings with Wilmington Trust Corporation since 1986 and with WFMC since 1987the Independent Trustees, including concerning the Adviser, as a Fixed Income Trader. He was promoted to a Portfolio Manager in 1990. In 2007, he became Director of Institutional Fixed Income, responsible for all institutional fixed income products at WTIA.applicable.

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SECURITY AND OTHER INTERESTS

The following table sets forth the dollar range of equity securities beneficially owned by Mr. D’Eramoeach Trustee in each Fund and in all registered investment companies overseen by the Trustee within the Fund Complex,complex, as of September 11, 2018.December 31, 2022.

As of December 31, 2022, the Fund’s Board and Officers as a group owned 2% of the Wilmington Enhanced Dividend Income Strategy Fund’s outstanding shares and less than 1% of the outstanding shares of each of the other Funds.

COMPENSATION

In addition to the fees below, the Trust reimburses the Independent Trustees for their related business expenses. The following table shows the fees paid to the Trustees during the fiscal year ended April 30, 2023.

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independent registered public accounting firm with respect to the Trust and each series of the Trust. The Audit Committee has approved the engagement of E&YPWC as the Trust’s independent registered public accounting firm for the current fiscal year. A representative of E&YPWC will not be present at the Meeting. For each of the fiscal yearsyear ended April 30, 2017 and April 30, 2018, E&Y2023, PWC received “audit fees,” of $415,763 and $458,863, “audit-related fees,” of $0 and $0, “tax fees” of $170,058 and $169,194, and “all other fees” in the amounts of $408,843, $0, $90,778 and $0, respectively.¹ For the fiscal year ended April 30, 2022, PWC received “audit fees,” “audit-related fees,” “tax fees” and “all other fees” in the amounts of $396,560, $0, $131,920 and $0, respectively.

Prior to the commencement of any engagement, the Audit Committee is required to approve the engagement of the independent registered public accounting firm to provide audit ornon-audit services to the Funds, or to providenon-audit services to any investment adviser,sub-adviser or any entity controlling, controlled by, or under common control with the investment adviser orsub-adviser that provides ongoing services to the Trust if the engagement relates directly to the operations and financial reporting of the Trust. If action is required prior to the next Audit Committee meeting, the Chair of the Audit Committee may approve or deny the request on behalf of the Audit Committee or determine to call a meeting of the Audit Committee. If the Chair of the Audit Committee is unavailable, any other member of the Audit Committee to whom the Audit Committee has delegated authority may serve as an alternate for the purpose of approving or denying the request. All of the audit, audit-related and tax services described above for which E&YPWC billed the Trust fees for each of the fiscal yearsyear ended April 30, 2017 and April 30, 20182023 werepre-approved by the Audit Committee.

There were no services rendered by E&YPWC to the Trust or its series for which the approval requirement was waived. During the same period, all services provided by E&YPWC to the Trust, its series, an investment adviser or adviser-affiliate that were required to be approved were approved as required. The Audit Committee has considered whether the provision ofnon-audit services that were rendered by E&YPWC to an investment adviser or an adviser-affiliate that were not approved (not requiring approval), if any, is compatible with maintaining E&Y’sPWC’s independence.

The aggregatenon-audit fees billed by the registrant’s accountant for services rendered to the Trust or its, and rendered to the Trust’s investment adviser (not including anysub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the Trust for each of the fiscal years ended April 30, 20172023 and April 30, 20182022 and were $0$90,778 and $0,$131,920, respectively.

ADDITIONAL SERVICE PROVIDERS

The service providers currently engaged by the Trust with respect to the Funds to perform non-advisory services will continue to serve the Trust in the capacities indicated below:

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ADDITIONAL SERVICE PROVIDERS

The service providers currently engaged by the Trust with respect to the Funds to performnon-advisory services will continue to serve the Trust in the capacities indicated below:

Distributor

ALPS Distributors, Inc.

1290 Broadway, Suite 1100

Denver, Colorado 80203

Investment AdvisorAdviser andCo-Administrator

Wilmington Funds Management Corporation

1100 N.North Market Street, 9^th Floor

Wilmington, Delaware 19890

Transfer Agent,Co-Administrator, Accountant and Custodian

The Bank of New York Mellon

301 Bellevue Parkway

Wilmington, Delaware 19809

Legal Counsel

Stradley Ronon Stevens & Young, LLP

Financial Printers

RR DonnelleyDFIN Solutions

VOTING AND SOLICITATION INFORMATION

Shareholders are entitled to one vote for each Fund share held at the close of business on September 7, 2018 (the “Record Date”).the Record Date. The cost of preparing, printing and mailing the enclosed proxy card and this Proxy Statement, and all other costs incurred in connection with the solicitation of proxies, including any additional solicitation made by letter, telephone or telegraph, will be paid by the Fund.WTIA. In addition to solicitation by mail, Trustees, certain officers and representatives of the Trust, directors, officers and employees of WFMC, and certain financial services firms and their representatives, who will receive no extra compensation for their services, may solicit proxies by telephone, telegram or personally. The Trust also may engage a proxy services provider to assist it in its proxy solicitation efforts including solicitation of proxies by telephone, telegram or personally.

If a shareholder wishes to participate in the Meeting, the shareholder may submit the proxy card originally sent with this Proxy Statement or attend in person. Should shareholders require additional information regarding the proxy or replacement proxy card, they may contact the Trust at1-800-836-2211.

SHAREHOLDERS SHARING THE SAME ADDRESS

If two or more shareholders share the same address, only one copy of this proxy statement is being delivered to that address, unless the Trust has received contrary instructions from one or more of the shareholders at that shared address. Upon written or oral request, the Trust will deliver promptly a separate copy of this proxy statement to a shareholder at a shared address. Please call1-800-836-2211, or write to Wilmington Funds, c/o BNY Mellon, P.O. Box 9828, Providence, RI 02940, to (1) receive a separate copy of this proxy statement; (2) receive your annual reports or proxy statements separately in the future; or (3) request delivery of a single copy of annual reports or proxy statements if you are currently receiving multiple copies at a shared address.

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more Funds is required, 33 1/3% of the shares of each Fund present in person or represented by proxy and entitled to vote shall constitute a quorum at the Meeting of such Fund. The Meeting, whether or not a quorum is present, may be adjourned from time to time (and at any time during the course of the Meeting) by a majority of the votes cast by those shareholders present in person or by proxy, or by the chairperson of the meeting. Any adjournment may be with respect to one or more Proposals, but not necessarily all Proposals, to be voted or acted upon at the Meeting and any adjournment will not delay or otherwise affect the effectiveness and validity of a vote or other action taken at the Meeting prior to adjournment.

Proxies that reflect abstentions and “brokernon-votes” (i.e., shares held by brokers or nominees as to which (i) instructions have not been received from the beneficial owners or the persons entitled to vote and (ii) the broker or nominee does not have discretionary voting power on a particular matter) will be counted as shares that are present and entitled to vote for purposes of determining the presence of a quorum, but will not be treated as votes cast. With respect to the Proposal, which requires approval by a plurality of the votes cast, abstentions and brokernon-votes would have no effect.

SHAREHOLDINGS INFORMATION

Holders of record of the shares of the Funds on the Record Date, as to any matter on which they are entitled to vote, will be entitled to vote on all business of the Meeting. As of the Record Date, each Fund had the following shares issued and outstanding:

As of September 5, 2018,the Record Date, the following persons owned of record or beneficially 5% or more of the outstanding shares of any class of a Fund:

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