SCHEDULE 14C INFORMATION
INFORMATION STATEMENT PURSUANT TO SECTION 14(C) OF THE
SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO.)
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NATIONWIDE VARIABLE INSURANCE TRUST
(NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
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NATIONWIDE VARIABLE INSURANCE TRUST
1200 River Road, Suite 1000
Conshohocken, Pennsylvania 19428
(800) 848-6331
February [xx], 2008
Dear Shareholders:
The enclosed Information Statement details a recent subadviser change
relating to the Nationwide Multi-Manager NVIT Small Company Fund (the "Fund"), a
series of Nationwide Variable Insurance Trust (the "Trust").
Specifically, the Board of Trustees (the "Board") of the Trust has
approved, with respect to the Fund, the selection of Putnam Investment
Management, LLC ("Putnam") to serve as subadviser to the Fund to manage a
portion of the Fund's assets, replacing Franklin Portfolio Associates, LLC
("Franklin"). The change was effective on November 12, 2007. The Trust has
received an exemptive order from the U.S. Securities and Exchange Commission
that allows certain subadviser changes to be made without shareholder approval
(the "Manager of Managers Order"). The Manager of Managers Order instead
requires that this Information Statement be sent to you.
The Board replaced Franklin with Putnam upon the recommendation of
Nationwide Fund Advisors ("NFA"), the investment adviser to the Fund. This
recommendation was based on several factors, including:
o NFA's dissatisfaction with the performance of the Fund's assets managed by
Franklin;
o Putnam's investment strategy focus on small cap core products;
o Putnam's investment process, experience, and performance with small cap
portfolios; and
o Putnam's investment personnel who would be managing a portion of the Fund.
Please read the enclosed Information Statement for additional information.
We look forward to continuing to serve you and the Fund in the future.
Sincerely,
Eric E. Miller
Secretary, Nationwide Variable Insurance Trust
NATIONWIDE VARIABLE INSURANCE TRUST
1200 River Road, Suite 1000
Conshohocken, Pennsylvania 19428
(800) 848-6331
INFORMATION STATEMENT
The Board of Trustees (the "Board") of Nationwide Variable Insurance Trust
(the "Trust") is furnishing this Information Statement with respect to the
Nationwide Multi-Manager NVIT Small Company Fund (the "Fund"). All owners
("Contract Owners") of variable annuity contracts or variable life insurance
policies ("variable contracts") who, as of November 12, 2007, had selected the
Fund as an underlying investment option within their variable contract will
receive this Information Statement. This Information Statement will be sent to
Contract Owners on or about February [xx], 2008. The Trust has received an
exemptive order (the "Manager of Managers Order") from the U.S. Securities and
Exchange Commission (the "SEC"), which permits Nationwide Fund Advisors ("NFA"),
the Fund's investment adviser, to hire new subadvisers which are unaffiliated
with NFA, to terminate subadvisory relationships, and to make changes to
existing subadvisory agreements with the approval of the Board, but without
obtaining shareholder approval; provided, among other things, that the Fund
sends to its shareholders (or, in this case, the Contract Owners who have
selected the Fund as an investment option) an information statement describing
any new subadviser within 90 days of hiring such subadviser.
WE ARE NOT ASKING YOU FOR A PROXY OR VOTING INSTRUCTIONS AND
WE REQUEST THAT YOU NOT SEND US A PROXY OR VOTING INSTRUCTIONS.
INTRODUCTION
The Trust, on behalf of the Fund, has entered into an Investment Advisory
Agreement with NFA. Pursuant to the Investment Advisory Agreement, NFA may
select one or more subadvisers for the Fund and supervises the Fund's daily
business affairs, subject to the supervision and direction of the Board. NFA
selects subadviser(s) it believes will provide the Fund with high quality
investment management services consistent with the Fund's investment objective.
NFA is responsible for the overall monitoring of the Fund's subadviser(s).
Effective November 12, 2007, Putnam Investment Management, LLC ("Putnam")
is a subadviser to the Fund, replacing Franklin Portfolio Associates, LLC
("Franklin"). Putnam serves as subadviser to the Fund in addition to Aberdeen
Asset Management Inc., American Century Investment Management, Inc., Gartmore
Global Partners, Morgan Stanley Investment Management Inc., Neuberger Berman
Management Inc., and Waddell & Reed Investment Management Company. As a result
of the change of subadvisers from Franklin to Putnam, the assets of the Fund
that Franklin previously provided investment subadvisory services to have been
transferred to Putnam.
Each subadviser, including Putnam, is independent of NFA, and discharges
its responsibilities subject to the oversight and supervision of NFA. The
subadvisers are paid by NFA from the fees NFA receives from the Fund. In
accordance with procedures adopted by the Board, the subadvisers may effect
portfolio transactions through an affiliated broker-dealer that receives
brokerage commissions in connection therewith as permitted by applicable law.
The purpose of this Information Statement is to report the selection of
Putnam, located at One Post Office Square, Boston, Massachusetts 02109, as a
subadviser to the Fund. Putnam began serving as a Fund subadviser on November
12, 2007, following action taken by the Board on October 25, 2007 to approve
Putnam as a subadviser to the Fund. The decision by the Board to approve Putnam
as a subadviser, as well as other important information, is described in more
detail below.
As previously discussed, the following subadvisers also manage a portion of
the Fund: Aberdeen Asset Management Inc., located at 1735 Market Street, 37th
Floor, Philadelphia, Pennsylvania 19103; American Century Investment Management,
Inc., located at 4500 Main Street, Kansas City, Missouri 64111; Gartmore Global
Partners, located at 8 Fenchurch Place, London, EC3M 4PB, United Kingdom; Morgan
Stanley Investment Management Inc., located at 522 Fifth Avenue, New York, New
York 10036; Neuberger Berman Management Inc., located at: 605 Third Avenue, New
York, New York 10158; and Waddell & Reed Investment Management Company, located
at 6300 Lamar Avenue, Overland, Kansas 66202.
RECOMMENDATION TO APPROVE SUBADVISER
As part of NFA's duties to select and supervise the Fund's subadvisers, NFA
is responsible for communicating performance expectations to, and evaluating the
performance of a subadviser and recommending to the Board whether new
subadvisers should be hired or whether a subadviser's contract with the Trust
should be renewed, modified or terminated. NFA periodically provides written
reports to the Board describing the results of its evaluation and monitoring
functions.
As part of its ongoing monitoring duties, NFA reviewed the recent
performance of the Fund and the allocation of the Fund's assets among its
subadvisers. NFA determined that the portion of the assets managed by Franklin
has failed to achieve the goal of outperformance of its benchmark, the Russell
2000 Index, and its peer group of small cap value mutual funds. NFA determined
that the overall performance by Franklin was unsatisfactory over time.
Therefore, NFA recommended that the Board replace Franklin as a subadviser to
the Fund.
NFA conducted a broad search and review of potential subadvisers. NFA
extensively researched and analyzed many factors before choosing to recommend
Putnam as a subadviser, including the performance record, investment strategies,
and strength and depth of management of potential subadvisers. All potential
subadvisers, with at least a two-year track record in small cap value
portfolios, were identified. The universe of potential subadvisers was then
reviewed on relative performance. For those potential subadvisers that met the
performance requirements, a number of qualitative and quantitative factors were
applied, including whether the potential subadviser is recognized within the
mutual fund industry for its small cap value capabilities and performance,
whether the potential subadviser is a competitor with NFA or any of its
affiliates, and whether the potential subadviser is able to manage a significant
amount of additional assets before reaching its maximum capacity in the
applicable small cap value strategy. Discussions and on-site due diligence
visits were then conducted with a number of the potential subadvisers that met
the above qualitative and quantitative measures.
Putnam
Of the list of proposed subadvisers, NFA believed Putnam to be the best
overall selection as an additional subadviser to the Fund. Putnam was selected
for a number of reasons, including its: (1) investment strategy; (2) screening
process; (3) portfolio construction methodology; (4) buy/sell discipline; (5)
trading/execution strategy; and (6) performance and investment management team.
Putnam's investment strategy is based on bottom-up stock selection. Putnam
generally does not selectively avoid specific areas within the asset class as
sector weights are a residual of the stock selection process, according to
Putnam. Putnam anticipates that the bottom-up fundamental investment strategy
will generate robust returns under most market conditions. Putnam believes that
small, undervalued and underfollowed companies undergoing positive internal or
external change offer, over the long term, a high probability of superior
risk-adjusted returns. Putnam's investment philosophy is to focus on stocks that
have experienced a past sharp price decline driven by investor overreaction and
the share price has found an intermediate price plateau.
The management of and investment decisions for the portion of the Fund
allocated to Putnam is made by the Small Cap Value strategy of Putnam. Edward T.
Shadek, Jr. and Michael C. Petro are members of the Small Cap Value strategy.
Edward T. Shadek, Jr., is Chief Investment Officer of Putnam's Small Cap
Equities. He is a Senior Managing Director of Putnam and Deputy Head of
Investments. He is also the lead portfolio manager on the Small Cap Value
strategy. Mr. Shadek joined Putnam in 1997 and has 20 years of investment
experience. He is a CFA charterholder and a graduate of Pomona College (BA) and
Harvard Business School (MBA).
Mr. Petro is a portfolio manager on the Small Cap Value strategy. He
jointed Putnam in 2002 and has seven years of investment experience. Mr. Petro
is a CFA charterholder and a graduate of MIT (BS) and the University of Michigan
(MS).
Based on the foregoing factors, NFA decided to recommend that Putnam serve
as a subadviser to the Fund.
BOARD CONSIDERATIONS
At an in-person Board meeting held on September 13, 2007 and at a special
meeting of the Board on October 25, 2007, the Board, including the Trustees who
are not considered "interested persons" under the Investment Company Act of
1940, (the "1940 Act") ("Independent Trustees"), discussed and unanimously
approved the subadvisory agreement among the Trust, NFA, and Putnam, on behalf
of the Fund. The Trustees had been provided with detailed materials relating to
Putnam in advance of the meetings. The Independent Trustees met in executive
session with their independent legal counsel prior to the meetings to discuss
information relating to the change and the possible effect on the Fund. The
material factors and conclusions that formed the basis for the approval are
discussed below.
The Nature, Extent, and Quality of the Services Provided by Putnam, as
Subadviser. The Board noted that, in recent years, Franklin's stock ranking
process has failed to achieve its goal of outperformance against the Fund's
benchmark and that the portion of the Fund that Franklin manages has
underperformed. Therefore, the Board agreed that Franklin should be replaced as
subadviser to the portion of the Fund that Franklin manages. The Board reviewed
Putnam's investment strategy focus on small cap products, as well as Putnam's
process and performance with small cap portfolios. The Board also examined and
considered the investment personnel of Putnam that would be managing the portion
of the Fund allocated to Putnam.
The Board then considered whether to approve the subadvisory agreement with
Putnam. The Board considered that the addition of Putnam as a subadviser to a
portion of the Fund and Putnam's complimentary investment style could increase
Fund performance. The Board stated their belief that any change in subadviser
should not result in a change in the fees paid by the Fund. The Board noted that
NFA proposed to pay Putnam's subadvisory fees out of the advisory fee that NFA
receives. As a result, there would be no change in the advisory fees paid by the
Fund.
Based on this information, the Board concluded that the nature, extent, and
quality of the subadvisory services to be provided by Putnam were appropriate
for the Fund in light of its investment objective, and thus, unanimously agreed
to approve the subadvisory agreement.
The Investment Performance of the Fund. The Board evaluated the Fund's
investment performance and considered the performance of the portfolio managers
who are expected to manage the Fund on behalf of Putnam. The Board also reviewed
the comparative performance of the Fund based on data provided by Lipper. The
Trustees concluded that the historical investment performance record of the
portfolio managers who are expected to manage the Fund, in combination with
various other factors, supported a decision to approve the subadvisory
agreement.
Fee Levels. The Board considered the Fund's overall fee level and noted
that the subadvisory fees were not expected to change and that the overall
expenses of the Fund would remain the same under the subadvisory agreement, as
Putnam's fees are paid out of the advisory fee that NFA receives from the Fund.
Economies of Scale. The Board noted that the Fund's current advisory and
subadvisory fee schedules do not include breakpoints and that the lack of
breakpoints was appropriate at this time.
Profitability; Fall-Out Benefits. The Board considered the factor of
profitability to Putnam as a result of the subadvisory relationship with the
Fund. In addition, the Board considered the factor of whether or not any
"fall-out" or ancillary benefits would accrue to Putnam as a result of its
relationship with the Fund. However, since the subadvisory relationship with
Putnam is new, the Board determined that it was not possible to accurately
assess either factor at this time.
Terms of the Subadvisory Agreement. The Board reviewed the terms of the
subadvisory agreement and noted that the terms are identical in all material
respects as the terms of the subadvisory agreements that the Trust currently has
in place with its other unaffiliated subadvisers. The Board concluded that the
terms were fair and reasonable.
Conclusion. The Board, including all of the Independent Trustees, having
considered each of the foregoing factors, concluded that each factor supported a
determination to approve the subadvisory agreement. No single factor alone was
determinative in the decision of the Board, rather the totality of the factors
taken together informed the Board's decisions. The Board of Trustees concluded
that the approval of the subadvisory agreement was in the best interests of the
Fund and its respective shareholders and unanimously approved the subadvisory
agreement.
THE SUBADVISORY AGREEMENT
The subadvisory agreement with Putnam, dated October 25, 2007 (the
"Agreement"), was approved by the Board on October 25, 2007. In accordance with
the Manager of Managers Order, the Agreement will not be submitted to the Fund's
shareholders for their approval. The following is a brief summary of the
material terms of the Agreement.
Term. The Agreement has an initial term that expires on May 1, 2009 and
continues for successive one-year terms thereafter as long as its continuance is
approved by the Board. The Agreement can be terminated on not more than 60 days
written notice by NFA, the Trust on behalf of the Fund, a majority of the
outstanding voting securities of the Fund, or Putnam. The Agreement terminates
automatically if assigned by any party.
Fees. Under the Agreement, the annual fee payable by NFA to Putnam (as a
percentage of the Fund's average daily net assets) is set forth in the table
attached as Exhibit A.
Duties. Under the Agreement, NFA is responsible for assigning all or a
portion of the Fund's assets to Putnam and for overseeing and reviewing the
performance of Putnam. Under the current arrangement, Putnam will manage
approximately 15% of the assets of the Fund and the other investment subadvisers
combined will manage the remaining 85% of the assets of the Fund. Putnam is
required to manage the Fund in accordance with the Fund's investment objective
and policies, subject to the supervision of NFA and the Board.
Brokerage. Under the Agreement, Putnam is authorized to purchase and sell
securities on behalf of the Fund through brokers or dealers Putnam selects and
to negotiate commissions to be paid on such transactions. In doing so, Putnam is
required to use reasonable efforts to obtain the most favorable price and
execution available but is permitted, subject to certain limitations, to pay
brokerage commissions that are higher than what another broker might have
charged in return for brokerage and research services.
Indemnification. Under the Agreement, Putnam and its affiliates and
controlling persons cannot be held liable to NFA, the Trust, the Fund or the
Fund's shareholders in the absence of willful misfeasance, bad faith, gross
negligence or reckless disregard of its duties under the Agreement. The
Agreement provides that nothing in the Agreement, however, relieves Putnam from
any of its obligations under federal and state securities laws and other
applicable law.
Putnam is required, under the Agreement, to indemnify NFA, the Trust, the
Fund and their respective affiliates and controlling persons for any liability
or expenses sustained by them as a result of Putnam's willful misfeasance, bad
faith, gross negligence, reckless disregard of its duties or violation of
applicable law. The Agreement contains provisions pursuant to which NFA is
required to indemnify Putnam for any liability and expenses which may be
sustained as a result of NFA's willful misfeasance, bad faith, gross negligence,
reckless disregard of its duties or violation of applicable law. The Trust is
required, under the Agreement, to indemnify Putnam, its affiliates and its
controlling persons, for any liability and expenses sustained by them as a
result of the Trust's willful misfeasance, bad faith, gross negligence, reckless
disregard of its duties or violation of applicable law.
Regulatory Pronouncements. The Agreement also includes provisions arising
from regulatory changes. These provisions include a requirement that Putnam
establish and maintain written proxy voting procedures in compliance with
current, applicable laws and regulations, including, but not limited to, Rule
30b1-4 under the 1940 Act. Also, the provisions include language required by
Rule 17a-10 under the 1940 Act that permits Putnam to execute securities
transactions under limited circumstances through broker-dealers deemed to be
affiliated with the Fund, subject to certain prohibitions on consultations
between Putnam and other subadvisers to funds affiliated with the Fund.
Further Information. The foregoing description of the Agreement is only a
summary and is qualified in its entirety by reference to the text of the
Agreement. A copy of the Agreement is on file with the SEC and is available (i)
in person at the SEC's Public Reference Room at 100 F Street, N.E., Washington,
D.C. 20549-2000 (upon payment of any applicable fees); (ii) by mail at the SEC,
Public Reference Section, 100 F Street, N.E., Washington, D.C. 20549-2000 (upon
payment of any applicable fees); or (iii) at the SEC's website -
http://www.sec.gov - through the EDGAR system.
OTHER INFORMATION ABOUT PUTNAM
Putnam is located at One Post Office Square, Boston, Massachusetts 02109.
The following table sets forth the name and principal occupation of each
principal executive officer and each director of Putnam. The address of each
person listed below is One Post Office Square, Boston, Massachusetts 02109.
----------------------------------- ----------------------------------------
Name Title
----------------------------------- ----------------------------------------
Charles Edgar Haldeman President and Chief Executive Officer
----------------------------------- ----------------------------------------
Francis Joseph McNamara Senior Managing Director and Chief
Legal Officer
----------------------------------- ----------------------------------------
Amrit Bir-Singh Kanwal Senior Managing Director and Chief
Financial Officer
----------------------------------- ----------------------------------------
Kevin Michael Cronin Senior Managing Director and Head of
Investments
----------------------------------- ----------------------------------------
Richard Senter Robie Senior Managing Director and Chief
Administrative Officer
----------------------------------- ----------------------------------------
Edward Thomas Shadek Senior Managing Director and Deputy
Head of Investments
----------------------------------- ----------------------------------------
Joshua Huntington Brooks Senior Managing Director and Deputy
Head of Investments
----------------------------------- ----------------------------------------
Stephen D. Krichmar Senior Managing Director and Chief of
Operations
----------------------------------- ----------------------------------------
Philippe Bibi Senior Managing Director and Chief
Technology Officer
----------------------------------- ----------------------------------------
Robert R. Leveille Senior Managing Director and Chief
Compliance Officer
----------------------------------- ----------------------------------------
Putnam does not act as an investment adviser or investment subadviser for
any other series of the Trust having a similar investment objective as the Fund.
MORE ABOUT FEES AND EXPENSES
The Fund pays NFA an investment advisory fee at an effective annual rate
(as a percentage of the Fund's average daily net assets) as set forth in the
table attached as Exhibit B.
During the fiscal year ended December 31, 2007, the Fund paid the amounts
to NFA as set forth in the table attached as Exhibit C.
ADDITIONAL INFORMATION
As of November 12, 2007, the Fund had issued and outstanding the shares in
the amounts as set forth in the table attached as Exhibit D.
As of November 12, 2007, to the Trust's knowledge, no person, except as set
forth in the table at Exhibit E, had or shared voting or investment power over
more than 5% of the outstanding shares of any class of the Fund.
As of November 12, 2007, the Executive Officers and Trustees of the Trust
as a group owned less than 1% of the outstanding shares of any class of the
Fund.
Although Contract Owners are not being asked to vote on the approval of
Putnam as subadviser to the Fund, the Trust is required by the rules of the SEC
to summarize the voting rights of Contract Owners. Whenever a matter affecting
the Fund requires shareholder approval, a shareholder meeting generally will be
held and a proxy statement and proxy/voting instruction forms will be sent to
the Fund's shareholders and to Contract Owners who have selected the Fund as an
underlying mutual fund option. Contract Owners do not vote on such matters
directly because they are not shareholders of the Fund. These separate accounts
will then vote the shares of the Fund attributable to the Contract Owners. If
voting instructions are not received, the separate accounts will vote the shares
of the Fund for which voting instructions have not been received in proportion
(for, against, or abstain) to those for which timely voting instructions have
been received. As a result, those Contract Owners that choose to vote, as
compared with their actual percentage of ownership of the Fund, may control the
outcome of the vote. Each share of the Fund is entitled to one vote, and each
fraction of a share is entitled to a proportionate fractional vote. Contract
Owners will also be permitted to revoke previously submitted voting instructions
in accordance with instructions contained in the proxy statement sent to the
Fund's shareholders and to Contract Owners.
The foregoing description of Contract Owner voting rights with respect to
the Fund is only a brief summary of these rights. Whenever shareholder approval
of a matter affecting the Fund is required, the proxy statement sent to
shareholders and to Contract Owners will fully describe the voting rights of
Contract Owners and the voting procedures that will be followed at the
shareholder meeting.
Currently, Nationwide Fund Distributors LLC ("NFD"), an affiliate of NFA,
acts as the Trust's principal underwriter. Under the terms of a Fund
Administration and Transfer Agency Agreement, Nationwide Fund Management LLC
("NFM"), an indirect wholly-owned subsidiary of Nationwide Financial Services,
Inc. ("Nationwide Financial"), provides various administrative and accounting
services, including daily valuation of the Fund's shares, preparation of
financial statements, tax returns, and regulatory reports, and presentation of
quarterly reports to the Board of Trustees. NFM also serves as transfer agent
and dividend disbursing agent for the Fund. Prior to May 1, 2007, Nationwide SA
Capital Trust (then known as "Gartmore SA Capital Trust") served as
administrator to the Fund, although NFM (which was then known as "Gartmore
Investors Services, Inc.") served as transfer agent. The address for NFA, NFD,
and NFM is 1200 River Road, Suite 1000, Conshohocken, Pennsylvania 19428.
NFA is a wholly owned subsidiary of Nationwide Financial, a holding company
which is a direct majority-owned subsidiary of Nationwide Corporation. All of
the common stock of Nationwide Corporation is held by Nationwide Mutual
Insurance Company (95.2%) and Nationwide Mutual Fire Insurance Company (4.8%),
each of which is a mutual company owned by its policy holders. The address for
each of Nationwide Financial, Nationwide Corporation, Nationwide Mutual
Insurance Company and Nationwide Mutual Fire Insurance Company is One Nationwide
Plaza, Columbus, Ohio 43215.
No Officer or Trustee of the Trust is an officer, employee, or director of
Putnam, nor do any such Officers or Trustees own securities issued by Putnam or
have any other material direct or indirect interest in Putnam.
The Trust will furnish without charge, a copy of the Trust's most recent
Annual Report to shareholders and Semiannual Report to shareholders succeeding
the Annual Report, if any, upon request. This request may be made either by
writing to the Trust at the address contained on the first page of this
Information Statement or by calling toll-free (800) 848-6331. The Annual Report
and the Semiannual Report will be mailed to you by first-class mail within three
business days of receipt of your request.
By Order of the Board of Trustees of
Nationwide Variable Insurance Trust,
Eric E. Miller, Secretary
February [xx], 2008
EXHIBIT A
SUBADVISORY FEES
The annual fee payable by NFA to Putnam (as a percentage of the Fund's
average daily net assets under Putnam's management) is set forth in the
following table.
------------------------------------------------------ -------------------------
Fund Name Subadvisory Fees
------------------------------------------------------ -------------------------
Nationwide Multi-Manager NVIT Small Company Fund 0.55% on assets.
------------------------------------------------------ -------------------------
EXHIBIT B
INVESTMENT ADVISORY FEES
The Fund pays NFA an investment advisory fee at an effective annual rate
(as a percentage of the Fund's average daily net assets) as set forth in the
following table.
----------------------------------------------------- -----------------------------------------------
Fund Name Advisory Fees
----------------------------------------------------- -----------------------------------------------
Nationwide Multi-Manager NVIT Small Company Fund 0.93% of the Fund's average daily net assets.
----------------------------------------------------- -----------------------------------------------
EXHIBIT C
INVESTMENT ADVISORY FEES PAID TO NFA
The chart below sets forth the investment advisory fees paid by the Fund to
NFA for the year ended December 31, 2007. The amount indicated is net of
waivers.
-------------------------------------------------------------- -----------------
Fund Advisory Fees ($)
-------------------------------------------------------------- -----------------
Nationwide Multi-Manager NVIT Small Company Fund $3,456,793.07
-------------------------------------------------------------- -----------------
EXHIBIT D
As of November 12, 2007, the Fund had issued and outstanding the shares in
the amount set forth in the table attached below.
------------------------------------------------------------- ------------------
Fund Number of Shares
Outstanding
------------------------------------------------------------- ------------------
Nationwide Multi-Manager NVIT Small Company Fund
------------------------------------------------------------- ------------------
Class I 29,004,369.420
------------------------------------------------------------- ------------------
Class II 4,924,816.634
------------------------------------------------------------- ------------------
Class III 130,230.200
------------------------------------------------------------- ------------------
Class IV 1,773,957.042
------------------------------------------------------------- ------------------
EXHIBIT E
As of November 12, 2007, to the Trust's knowledge, no person, except as set
forth in the table below, had or shared voting or investment power over more
than 5% of the outstanding shares of any class (collectively, the "shares") of
the Fund:
------------------------------------------- -------------------------------------- ----------
Name and Address of Shareholder Number of Shares Percentage of the class
Beneficially Owned Held by the Shareholder
------------------------------------------- ---------------- --------------------------------
Nationwide Multi-Manager NVIT Small
Company Fund Class I
------------------------------------------- ---------------- --------------------------------
NATIONWIDE INVESTMENT SERVICES CORP. 28,517,673.438 98.32%
C/O IPO PORTFOLIO ACCOUNTING
ONE NATIONWIDE PLAZA
COLUMBUS OH 43215
------------------------------------------- ---------------- --------------------------------
Nationwide Multi-Manager NVIT Small
Company Fund Class II
------------------------------------------- ---------------- --------------------------------
NATIONWIDE INVESTMENT SERVICES CORP. 4,924,816.634 100.00%
C/O IPO PORTFOLIO ACCOUNTING
ONE NATIONWIDE PLAZA
COLUMBUS OH 43215
------------------------------------------- ---------------- --------------------------------
Nationwide Multi-Manager NVIT Small
Company Fund Class III
------------------------------------------- ---------------- --------------------------------
NATIONWIDE INVESTMENT SERVICES CORP. 127,673.684 98.04%
C/O IPO PORTFOLIO ACCOUNTING
ONE NATIONWIDE PLAZA
COLUMBUS OH 43215
------------------------------------------- ---------------- --------------------------------
Nationwide Multi-Manager NVIT Small
Company Fund Class IV
------------------------------------------- ---------------- --------------------------------
NATIONWIDE INVESTMENT SERVICES CORP. 1,380,624.654 77.83%
C/O IPO PORTFOLIO ACCOUNTING
ONE NATIONWIDE PLAZA
COLUMBUS OH 43215
------------------------------------------- ---------------- --------------------------------
NATIONWIDE INVESTMENT SERVICES CORP. 393,332.388 22.17%
C/O IPO PORTFOLIO ACCOUNTING
ONE NATIONWIDE PLAZA
COLUMBUS OH 43215
------------------------------------------- ---------------- --------------------------------
