Meeder Funds NCSR Certified annual shareholder report (management investment company)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT

OF REGISTERED MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number 811-3462

Meeder Funds Trust

6125 Memorial Drive

Dublin, OH 43017

Bruce McKibben

c/o Meeder Funds Trust

6125 Memorial Drive

Dublin, OH 43017

Registrant’s telephone number, including area code: 800-325-3539

Date of fiscal year end: December 31, 2016

Date of reporting period: December 31, 2016

Item 1. Report to Stockholders.

TABLE OF CONTENTS

Letter to Shareholders	1
Muirfield Fund	3
Dynamic Growth Fund	5
Aggressive Growth Fund	6
Balanced Fund	8
Global Opportunities Fund	10
Spectrum Fund	12
Quantex Fund	14
Infrastructure Fund	15
Dividend Opportunities Fund	17
Total Return Bond Fund	18
Prime Money Market Fund	20
Institutional Prime Money Market Fund	21
Shareholder Expense Analysis	23
Disclosures	25
Fund Holdings & Financial Statements	27

Solutions for all types of investors and goals

Since 1974, Meeder Investment Management has served many different types of investors and advisors. From this experience, we have developed a comprehensive suite of product solutions, from mutual funds to managed account portfolios, to help clients fulfill a wide range of investment objectives.

Meeder Funds	Separately Managed Accounts

Meeder Investment Portfolios	Cash Management

Meeder Retirement Portfolios

This Annual Report is prepared and distributed for the general information of the shareholders of the Funds. This material is not authorized for distribution to prospective investors unless preceded or accompanied by a prospectus. Investors are advised to consider carefully the investment objectives, risks, charges and expenses of the Fund before investing. The prospectus contains this and other information about the Funds.

Meeder Funds are distributed by Adviser Dealer Services, Inc. (Member FINRA), an affiliate of Meeder Investment Management. An affiliated registered investment adviser, Meeder Asset Management, Inc., serves as the investment adviser to Meeder Funds and is paid a fee for its services.

LETTER TO SHAREHOLDERS December 31, 2016

These Are Remarkable Times

I don’t know if I can recall a year quite like 2016. It was a year full of surprises at home and abroad; from the financial markets to the Fed, Brexit to the U.S. presidential election. These are remarkable times.

When I looked at the year from start to finish, it seemed to play out like a Jekyll and Hyde story. The year began with concerns over the slowdown in China, which had a big impact on the global economy. After the first week of trading in 2016, the market had its worst ever start with the S&P falling -4.9%. Unfortunately, this trend continued and from December 31, 2015 to February 11, 2016, the S&P 500 Index had fell by more than 10%. Then oil prices began to stabilize and the stock market rebounded to finish the first quarter in positive territory. That was the first time since 1933 that the market was down by more than 10% in the middle of a quarter only to finish the period with a positive gain.

The stock market continued an upward trajectory into the summer. Then came more disruption. The British citizens made the historic decision to leave the European Union. That vote, commonly referred to as “Brexit,” reverberated around the world, causing global stock markets to sell off and the British pound to sink to a 31-year low. Once world markets had a chance to determine the longer-term impact of Brexit, the U.S. stock market began to rise, climbing to over 8% just one month after the Brexit vote.

As we moved into the fall, the stock market took a prolonged pause in the days leading up to the election. The market declined for nine straight days, which was the first time since 1980 that the stock market saw such a stretch of consecutive down days. From the election on November 8 through the end of the year, the stock market rallied based on the President-elect’s proposals for jobs growth, improving the nation’s infrastructure, and tax reform. The S&P 500 Index rose 4.6% from Election Day through December 31, 2016. Not even the Fed’s decision to raise interest rates in December slowed the market down.

We’ve said many times that we believe that there’s more room to run in this current secular bull market. With a new administration about to take office in Washington, D.C., we will need to wait and see how quickly some of the President-elect’s proposals can be enacted, and how U.S. and global markets will respond.

Performance Spotlight

During the year, our team continued to adhere to the disciplined, time-tested, model-driven investment process that has helped us deliver competitive performance over the long term.

The Meeder Muirfield Fund received a 4-Star Overall Morningstar Rating as of December 31, 2016 out of 251 Tactical Allocation funds in the category. As a tactical allocation fund with the ability to go defensive during volatile periods, the Muirfield Fund was ranked by Morningstar in the top 16% of its category for the 3-year period, top 1% for the 5-year period, and top 22% for the 10-year period.

Our mid-cap value fund, the Meeder Quantex Fund, also performed well, receiving a Morningstar Ranking in the top 6% of its Mid-Cap Value category for the 1-year period and the top 22% for the 5 and 10-year periods.

Expect the Unexpected

If there’s a lesson to be gleaned from 2016, it’s to expect the unexpected. I’ve said before that market uncertainty is typical. As the New Year begins, it’s important to review your investment portfolio to ensure that it’s properly diversified and designed to help you meet your investment objectives.

As always, our investment team will continue to apply our disciplined investment process across all of our funds and portfolios. We are singularly focused on providing solutions that can help you improve your investment outcomes. Please review the following pages to learn more about the Meeder Funds’ positioning and performance for the year 2016.

On behalf of the entire team at Meeder Investment Management, we thank you for your continued support, trust and confidence in our investment management services.

Robert S. Meeder

President and CEO

Meeder Asset Management, Inc.

2016 Annual Report | December 31, 2016

Page 1

2016 Annual Report
Fund Summaries

Page 2

2016 Annual Report | December 31, 2016

Muirfield Fund

The Meeder Muirfield Fund retail class returned 5.72% compared to the blended benchmark of 7.28% and the S&P 500 Index return of 11.96%. We started 2016 with a 60% invested exposure and 40% defensive position. Our models continued to deteriorate and we increased our defensive position to as high as 55% at the end of January. As the quarter progressed, our models showed significant signs of improvement in trend and breadth indicators. By the end of the second quarter we became essentially fully invested and eliminated our defensive position. We were fully invested until mid-fourth quarter when our models started to deteriorate due to sentiment factors after the U.S. Presidential election. It is important to note that Meeder views sentiment as a contrarian factor, so when there appears to be a heightening optimism or euphoria present in the marketplace, our models will show signs of deterioration. At that time we increased our defensive position as high as 25% before gradually reducing it down to near 10% as of the end of 2016.

With the exception of late in the first quarter, we held a tactical position in international securities until the end of 2016. In the wake of the U.S. election results, momentum and currency factors in our international model evolved to favor domestic exposure, and as a result we eliminated our tactical international exposure at the end of November. Overall, our international exposure detracted from performance relative to the S&P 500 Index. For the year ending 2016, the top contributors to the portfolio’s return were Fifth Third Bank and Bank of America. An underweight to the pharmaceutical company Allergan helped boost performance relative to the benchmark. The greatest detractors to the portfolio were under weightings to specific securities that performed well in the financial sector which included Goldman Sachs, Wells Fargo and Citigroup.

In the portfolio, we will often use equity index derivatives in the Fund, such as stock index futures, to efficiently equitize our cash positions as well as manage the equity exposure of the Fund. In regard to equitizing cash positions, these derivatives are designed to track their respective stock index, so there was no discernible impact to the Fund’s relative performance. The use of stock index futures to manage the equity exposure of the Fund had a negative impact on the performance of the Fund relative to the S&P 500 Index during 2016.

Period & Average Annual Total Returns as of December 31, 2016 (Unaudited)

	1 Year	3 Year	5 Year	10 Year	Inception Date
Muirfield Fund Retail Class	5.72%	3.86%	10.43%	4.30%	8/10/88
Expense Ratios⁺: Audited Net 1.05% Gross 1.45%
Blended Index¹	7.28%	5.44%	8.76%	4.69%	7/31/88
S&P 500 Index	11.96%	8.87%	14.66%	6.95%	7/31/88

Sector Concentration

as of December 31, 2016

Information Technology	17.1%
Financials	12.8%
Healthcare	10.6%
Industrials	6.5%
Consumer Discretionary	6.1%
Consumer Staples	6.1%
Energy	5.0%
Utilities	2.3%
Telecommunication Services	2.2%
Materials	1.5%
Real Estate Investment Trust	1.4%
Registered Investment Companies	3.6%
Money Market Registered Investment Companies	24.1%
Bank Obligations	0.2%
Other Assets/Liabilities (Net)	0.5%
Total	100.0%

As a percentage of total net assets. Concentrations are subject to change. The Fund has invested in stock index futures contracts in order to equitize cash balances held in the Fund.

Top 10 Holdings

as of December 31, 2016

1.	iShares Russell 2000 Value ETF	3.6%
2.	Apple, Inc.	2.2%
3.	Microsoft Corp.	1.8%
4.	JPMorgan Chase & Co.	1.4%
5.	Exxon Mobil Corp.	1.4%
6,	Alphabet, Inc. - Class C	1.3%
7.	Verizon Communications, Inc.	1.3%
8.	Johnson & Johnson	1.3%
9.	Bank of America Corporation	1.3%
10.	PepsiCo, Inc.	1.1%

As a percentage of total net assets.

2016 Annual Report | December 31, 2016

Page 3

Growth of $10,000: 12/31/06 - 12/31/16

The Growth of $10,000 chart compares the value of the Muirfield Fund to the S&P 500 Index, the Fund’s broad-based benchmark, and to the Blended Index which is composed of 60% of the S&P 500 Index and 40% of 90-day T-bills. The chart is intended to give you a general idea of how the Fund performed compared to these benchmarks over the period from December 31, 2006 to December 31, 2016. An understanding of the differences between the Fund and these benchmarks is important. The benchmark indices are hypothetical unmanaged indices of common stocks and 90-day T-bills that do not take into account the deduction of expenses associated with a mutual fund, such as investment management and accounting fees. One cannot invest directly in an index.

The chart and the table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. The performance data shown represents past performance, which does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance data quoted.

Effective October 31, 2016, the Fund offered retail, adviser, and institutional share classes. Period and average annual total returns, expense ratios, and the growth of $10,000 chart only include the retail class of shares. For additional information regarding multiple classes of shares, see Note #1 in the Notes to Financial Statements.

Management fees and/or expenses were voluntarily waived and/or reimbursed in order to reduce the operating expenses of the Muirfield Fund during certain periods shown above. ⁺ The Audited Net Expense Ratio is based on average daily net assets and reflects actual expenses of the Fund paid over the one year period ended 12/31/16, including the effect of expense waivers and reimbursements. This ratio may increase or decrease depending on fluctuations in Fund net assets. The Gross Expense Ratio is a percentage of the Fund’s average daily net assets, including acquired fund fees and expenses, as shown in the most current Fund Prospectus. Please see additional disclosures on page 25.

Page 4

2016 Annual Report | December 31, 2016

Dynamic Growth Fund

The Dynamic Growth Fund retail class returned 5.37% for the year ending December 31, 2016 compared to the S&P 500 Index return of 11.96%. From a sector standpoint, we maintained a modest underweight to energy which hurt performance as oil prices hit a low of $26 a barrel in February before finishing the year nearly at over $52 a barrel. The largest individual contributors to performance in 2016 were an underweight to Allergan whose stock fell, while NVIDIA and Bank of America had positive performance. Some of the most significant detractors were Teekay Tankers Ltd., and an underweight in Wells Fargo and Goldman Sachs relative to the benchmark.

We utilized equity index derivatives in the Fund, such as stock index futures to equitize cash positions. Since these derivatives are designed to track a respective stock index, there was no discernable impact to the Fund’s relative performance in 2016.

Period & Average Annual Total Returns as of December 31, 2016 (Unaudited)

	1 Year	3 Year	5 Year	10 Year	Inception Date
Dynamic Growth
Fund Retail Class	5.37%	4.69%	11.59%	4.60%	2/29/00
Expense Ratios⁺: Audited Net 1.05% Gross 1.63%
S&P 500 Index	11.96%	8.87%	14.66%	6.95%	2/29/00

Growth of $10,000: 12/31/06 - 12/31/16

The Growth of $10,000 chart compares the Dynamic Growth Fund’s value to the S&P 500 Index, the Fund’s broad-based benchmark. The chart is intended to give you a general idea of how the Fund performed compared to this benchmark over the period from December 31, 2006 to December 31, 2016. An understanding of the differences between the Fund and this index is important. The S&P 500 Index is a hypothetical unmanaged index of common stocks that does not take into account the deduction of expenses associated with a mutual fund, such as investment management and accounting fees. One cannot invest directly in an index.

Sector Concentration

as of December 31, 2016

Information Technology	21.4%
Financials	14.3%
Healthcare	12.8%
Industrials	8.4%
Consumer Discretionary	8.0%
Energy	6.1%
Consumer Staples	6.0%
Telecommunication Services	2.6%
Utilities	2.2%
Materials	1.8%
Real Estate Investment Trust	1.4%
Money Market Registered Investment Companies	12.8%
Bank Obligations	0.6%
Other Assets/Liabilities (Net)	1.6%
Total	100.0%

As a percentage of total net assets. Concentrations are subject to change. The Fund has invested in stock index futures contracts in order to equitize cash balances held in the Fund.

Top 10 Holdings

as of December 31, 2016

1.	Apple, Inc.	2.5%
2.	Microsoft Corp.	2.1%
3.	JPMorgan Chase & Co.	1.7%
4.	Exxon Mobil Corp.	1.6%
5.	Bank of America Corporation	1.5%
6,	Alphabet, Inc. - Class C	1.5%
7.	Johnson & Johnson	1.5%
8.	Verizon Communications, Inc.	1.4%
9.	PepsiCo, Inc.	1.3%
10.	International Business Machines Corp.	1.2%

As a percentage of total net assets.

Management fees and/or expenses were voluntarily waived and/or reimbursed in order to reduce the operating expenses of the Dynamic Growth Fund during certain periods shown above. ⁺ The Audited Net Expense Ratio is based on average daily net assets and reflects actual expenses of the Fund paid over the one year period ended 12/31/16, including the effect of expense waivers and reimbursements. This ratio may increase or decrease depending on fluctuations in Fund net assets. The Gross Expense Ratio is a percentage of the Fund’s average daily net assets, including acquired fund fees and expenses, as shown in the most current Fund Prospectus. Please see additional disclosures on page 25.

2016 Annual Report | December 31, 2016

Page 5

Aggressive Growth Fund

The Aggressive Growth Fund retail class returned 8.26% compared to the S&P 500 Index return of 11.96% for the year ending December 31, 2016. For the first three quarters of the year the Aggressive Growth Fund was managed as a Tactical Multi-Cap fund and its benchmark was the S&P 500 Index. During this time the Fund returned 2.92% compared to the S&P 500 Index return of 7.84%. On September 30th, 2016 the objective of the Fund changed from the style of large cap blend, to being a small cap blend strategy. Consequently, the benchmark also changed to the Russell 2500 Index. For the fourth quarter of 2016, the Aggressive Growth Fund was able to participate in the broad based rally of small and mid-cap companies and posted a return of 5.19% relative to the Russell 2500 Index return of 6.12% including dividends.

The top performers for the fourth quarter of the year were Steel Dynamics, TCF Financial Corporation, and Hancock Holding Company. The largest detractors from performance were Nu Skin Enterprises, Herbalife, and Tupperware Brands.

Period & Average Annual Total Returns as of December 31, 2016 (Unaudited)

	1 Year	3 Year	5 Year	10 Year	Inception Date
Aggressive Growth
Fund Retail Class	8.26%	5.53%	11.82%	4.90%	2/29/00
Expense Ratios⁺: Audited Net 1.16% Gross 1.68%
Russell 2500 Index	17.59%	6.93%	14.54%	7.69%	2/29/00
S&P 500 Index	11.96%	8.87%	14.66%	6.95%	2/29/00

Sector Concentration

as of December 31, 2016

Industrials	18.6%
Financials	14.8%
Information Technology	13.8%
Consumer Discretionary	8.8%
Healthcare	7.5%
Materials	7.1%
Real Estate Investment Trust	5.6%
Energy	4.5%
Utilities	3.2%
Consumer Staples	2.8%
Telecommunication Services	0.9%
Money Market Registered Investment Companies	11.2%
Other Assets/Liabilities (Net)	1.2%
Total	100.0%

As a percentage of total net assets. Concentrations are subject to change. The Fund has invested in stock index futures contracts in order to equitize cash balances held in the Fund.

Top 10 Holdings

as of December 31, 2016

1.	IDEXX Laboratories, Inc.	1.1%
2.	Everest Re Group, Ltd.	1.1%
3.	UGI Corp.	1.1%
4.	Huntington Ingalls Industries, Inc.	1.1%
5.	FMC Technologies, Inc.	1.1%
6,	Synopsys, Inc.	1.1%
7.	Reinsurance Group of America, Inc.	1.1%
8.	Spirit AeroSystems Holdings, Inc.	1.1%
9.	Hospitality Properties Trust	1.1%
10.	Jabil Circuit, Inc.	1.0%

As a percentage of total net assets.

Page 6

2016 Annual Report | December 31, 2016

Growth of $10,000: 12/31/06 - 12/31/16

The Growth of $10,000 chart compares the Aggressive Growth Fund’s value to the S&P 500 Index and the Russell 2500 Index, the Fund’s broad-based benchmarks. The chart is intended to give you a general idea of how the Fund performed compared to these benchmarks over the period from December 31, 2006 to December 31, 2016. An understanding of the differences between the Fund and these indices is important. The S&P 500 Index and the Russell 2500 Index are hypothetical unmanaged indices of common stocks that do not take into account the deduction of expenses associated with a mutual fund, such as investment management and accounting fees. One cannot invest directly in an index.

Management fees and/or expenses were voluntarily waived and/or reimbursed in order to reduce the operating expenses of the Aggressive Growth Fund during certain periods shown above. ⁺ The Audited Net Expense Ratio is based on average daily net assets and reflects actual expenses of the Fund paid over the one year period ended 12/31/16, including the effect of expense waivers and reimbursements. This ratio may increase or decrease depending on fluctuations in Fund net assets. The Gross Expense Ratio is a percentage of the Fund’s average daily net assets, including acquired fund fees and expenses, as shown in the most current Fund Prospectus. Please see additional disclosures on page 25.

2016 Annual Report | December 31, 2016

Page 7

Balanced Fund

The Meeder Balanced Fund retail class returned 4.84% for the year ending December 31, 2016 when compared to the Blended Index return of 5.94% and the S&P 500 Index return of 11.96%. The Fund maintains exposure to both equity and fixed income. In the equity portion of the portfolio, the Fund started 2016 with a 60% invested exposure and 40% defensive position. Our models continued to deteriorate and we increased our defensive position to as high as 55% at the end of January. Our models then showed significant signs of improvement in trend and breadth indicators. By the end of the second quarter we became essentially fully invested and eliminated our defensive position. We were fully invested until mid-fourth quarter when our models started to deteriorate due to sentiment factors after the U.S. Presidential election. At that time we increased our defensive position as high as 25% before gradually reducing it down to near 10% as of the end of 2016. With the exception of late in the first quarter, we held a tactical position in international securities until the end of 2016. In the wake of the U.S. election results, momentum and currency factors in our international model evolved to favor domestic exposure, and as a result we eliminated our tactical international exposure at the end of November. Overall, our international exposure detracted from performance relative to the S&P 500 Index. For the year ending 2016, in the equity portion of the portfolio the top contributors to the portfolio’s return were Fifth Third Bank, Bank of America, and an underweight to the pharmaceutical company Allergan which fell. The greatest detractors to the portfolio were under weightings relative to the benchmark names in the financial sector which included Goldman Sachs, Wells Fargo and Citigroup.

In the fixed income portion of the portfolio, early in first quarter there were concerns about the slowing of the Chinese economy. This caused investors to flock to the safety of U.S. Treasuries. As oil prices stabilized, breadth improved in the market place. At the end of June, the United Kingdom voted to leave the European Union, also known as Brexit. Prior to this, our credit model favored risk-off sectors. As a result we positioned the Fund to be more defensive by increasing our allocations to U.S. Treasuries and the portfolio benefitted from this tactical shift.

In the portfolio, we will often use equity index derivatives in the Fund, such as stock index futures, to efficiently equitize our cash positions as well as manage the equity exposure of the fund. In regard to equitizing cash positions, these derivatives are designed to track their respective stock index, so there was no discernible impact to the Fund’s relative performance. The use of stock index futures to manage the equity exposure of the Fund had a negative impact on the performance of the Fund relative to the S&P 500 Index during 2016.

Period & Average Annual Total Returns as of December 31, 2016 (Unaudited)

	1	3	5	10	Inception
	Year	Year	Year	Year	Date
Balanced Fund Retail Class	4.84%	2.84%	7.55%	3.25%	1/31/06
Expense Ratios⁺: Audited Net 1.22% Gross 1.73%
Blended Index²	5.94%	4.77%	6.82%	4.69%	1/31/06
S&P 500 Index	11.96%	8.87%	14.66%	6.95%	1/31/06

Top 10 Holdings

as of December 31, 2016

1.	Prudential Total Return Bond Fund - Z	3.4%
2.	Metropolitan West Total Return Bond Fund - I	3.3%
3.	iShares Russell 2000 Value ETF	3.0%
4.	iShares iBoxx $ High Yield Corporate Bond ETF	2.4%
5.	iShares 7-10 Year Treasury Bond ETF	2.2%
6,	Pioneer Bond Fund - Y	2.1%
7.	Baird Core Plus Bond Fund - I	2.0%
8.	JPMorgan Core Plus Bond Fund - L	2.0%
9.	iShares 3-7 Year Treasury Bond ETF	2.0%
10.	Guggenheim Total Return Bond Fund - I	1.7%

As a percentage of total net assets.

Sector Concentration

as of December 31, 2016

Information Technology	12.3%
Financials	9.1%
Healthcare	7.6%
Industrials	4.5%
Consumer Staples	4.4%
Consumer Discretionary	4.2%
Energy	3.6%
Utilities	1.6%
Telecommunication Services	1.5%
Materials	1.1%
Real Estate Investment Trust	1.1%
Registered Investment Companies	33.9%
Money Market Registered Investment Companies	16.7%
Bank Obligations	0.3%
Other Assets/Liabilities (Net)	(1.9%)
Total	100.0%

As a percentage of total net assets. Concentrations are subject to change. The Fund has invested in stock index futures contracts in order to equitize cash balances held in the Fund.

Page 8

2016 Annual Report | December 31, 2016

Growth of $10,000: 12/31/06 - 12/31/16

The Growth of $10,000 chart compares the Balanced Fund’s value to the S&P 500 Index, the Fund’s broad-based benchmark, and to the Blended Index which is comprised of 42% of the S&P 500 Index, 28% of the average 90-day U.S. Treasury bill and 30% of the Barclays Aggregate Bond Index. The chart is intended to give you a general idea of how the Fund performed compared to these benchmarks over the period from December 31, 2006 through December 31, 2016. An understanding of the differences between the Fund and these indices is important. The benchmark indices are hypothetical unmanaged indices of common stock that do not take into account the deduction of expenses associated with a mutual fund, such as investment management and accounting fees. One cannot invest directly in an index.

Management fees and/or expenses were voluntarily waived and/or reimbursed in order to reduce the operating expenses of the Balanced Fund during certain periods shown above. ⁺The Audited Net Expense Ratio is based on average daily net assets and reflects actual expenses of the Fund paid over the one year period ended 12/31/16, including the effect of expense waivers and reimbursements. This ratio may increase or decrease depending on fluctuations in Fund net assets. The Gross Expense Ratio is a percentage of the Fund’s average daily net assets as shown in the most current Fund Prospectus. Please see additional disclosures on page 25.

2016 Annual Report | December 31, 2016

Page 9

Global Opportunities Fund

The Global Opportunities Fund pursues its objective by investing in a targeted allocation of U.S., international, and emerging market investments as well as real estate and commodity based equities. Securities are selected utilizing highly quantitative investment models in an attempt to outperform in each asset class. The Global Opportunities Fund is fully invested in the equity market at all times and holds a target allocation across different investment allocation categories. The target allocations for the Fund are: 40-55% international, 20-25% domestic large-cap holdings, 10-15% domestic mid-cap holdings, 5-10% domestic small cap holdings, 5-10% real estate holdings, and 5-10% commodities holdings. These are target investment allocations and therefore could differ from the actual holdings of the fund.

The Fund’s retail class performance for 2016 was up 3.54% compared to its blended benchmark of 9.58% and the S&P 500 Index of 11.96%. The blended benchmark is comprised of 34% of the MSCI EAFE Index, 22% of the S&P 500 Index, 12% of the S&P Mid-Cap 400 Index, 11% of the MSCI Emerging Market Index, 7% of the Dow Jones U.S. Select REIT Index, 7% of the Russell 2000 Index, and 7% of the S&P GSCI Index. The Fund’s performance in 2016 was hampered by its exposure to developed international securities. The MSCI EAFE Index’s 2016 return was just 1.00% while equities as represented by the S&P 500 Index were up 11.96%. The Fund’s 17% allocation to emerging markets was positive 11.19% as represented by the MSCI EM Index. The Fund received strong performance from mid and small-caps as represented by the S&P Mid-Cap 400 and Russell 2000 indexes with returns of 20.74% and 20.78% respectively.

The holdings in the Fund that were the largest contributors to performance were Computer Sciences Corp., an overweight to NVIDIA and Steel Dynamics. The largest detractors to the Fund were Teekay Tankers Ltd., Bank of America and Iron Mountain.

Period & Average Annual Total Returns as of

December 31, 2016 (Unaudited)

	1 Year	3 Year	5 Year	10 Year	Inception Date
Global Opportunities
Fund Retail Class	3.54%	0.57%	7.34%	2.45%	1/31/06
Expense Ratios⁺: Audited Net 1.16% Gross 1.72%
Blended Index³	12.67%	3.60%	9.31%	4.78%	1/31/06
Blended Index⁴	9.58%	2.23%	8.42%	3.68%	1/31/06
S&P 500 Index	11.96%	8.87%	14.66%	6.95%	1/31/06

Sector Concentration

as of December 31, 2016

Information Technology	12.0%
Financials	7.9%
Real Estate Investment Trust	7.3%
Healthcare	4.6%
Materials	3.6%
Energy	3.4%
Consumer Staples	2.8%
Telecommunication Services	1.8%
Utilities	1.5%
Industrials	1.3%
Consumer Discretionary	1.2%
Registered Investment Companies	47.0%
Money Market Registered Investment Companies	7.3%
Bank Obligations	1.0%
Other Assets/Liabilities (Net)	(2.7%)
Total	100.0%

As a percentage of total net assets. Concentrations are subject to change. The Fund has invested in stock index futures contracts in order to equitize cash balances held in the Fund.

Top 10 Holdings

as of December 31, 2016

1.	iShares Core MSCI Emerging Markets ETF	17.4%
2.	iShares MSCI EAFE ETF	14.7%
3.	iShares Core MSCI EAFE ETF	10.4%
4.	Oppenheimer International Growth Fund - I	2.1%
5.	Goldman Sachs Emerging Markets Equity
	Insights Fund - I	1.8%
6,	Intel Corp.	1.6%
7.	International Business Machines Corp.	1.5%
8.	Verizon Communications, Inc.	1.5%
9.	Wal-Mart Stores, Inc.	1.4%
10.	Texas Instruments, Inc.	1.3%

As a percentage of total net assets.

Page 10

2016 Annual Report | December 31, 2016

Growth of $10,000: 12/31/06 - 12/31/16

The Growth of $10,000 chart compares the Global Opportunities Fund’s value to the S&P 500 Index, the Fund’s broad-based benchmark and to the Blended Index⁴, which is comprised of 34% of the MSCI EAFE Index, 22% of the S&P 500 Index, 12% of the S&P Mid-Cap 400 Index, 11% of the MSCI Emerging Market Index, 7% of the Dow Jones U.S. Select REIT Index, 7% of the Russell 2000 Index, and 7% of the S&P GSCI Index. The Fund’s Blended Index benchmark was revised effective January 1, 2016 to better reflect the current allocation of the Fund’s assets. The chart is intended to give you a general idea of how the Fund performed compared to these benchmarks over the period from December 31, 2006 to December 31, 2016. An understanding of the differences between the Fund and these indices is important. The benchmark indices are hypothetical unmanaged indices of common stocks that do not take into account the deduction of expenses associated with a mutual fund, such as investment management and accounting fees. One cannot invest directly in an index.

Management fees and/or expenses were voluntarily waived and/or reimbursed in order to reduce the operating expenses of the Global Opportunities Fund during certain periods shown above. ⁺The Audited Net Expense Ratio is based on average daily net assets and reflects actual expenses of the Fund paid over the one year period ended 12/31/16, including the effect of expense waivers and reimbursements. This ratio may increase or decrease depending on fluctuations in Fund net assets. The Gross Expense Ratio is a percentage of the Fund’s average daily net assets, including acquired fund fees and expenses, as shown in the most current Fund Prospectus. Please see additional disclosures on page 25.

2016 Annual Report | December 31, 2016

Page 11

Spectrum Fund

The Meeder Spectrum Fund retail class returned 6.97% compared to the blended benchmark of 7.28% and the S&P 500 Index return of 11.96%. We started 2016 with a 60% invested exposure and 40% defensive position. Our models continued to deteriorate and we increased our defensive position to as high as 55% at the end of January. As the quarter progressed, our models showed significant signs of improvement in trend and breadth indicators. By the end of the second quarter we became essentially fully invested and eliminated our defensive position. We were fully invested until mid-fourth quarter when our models started to deteriorate due to sentiment factors after the U.S. Presidential election. It is important to note that Meeder views sentiment as a contrarian factor, so when there appears to be a heightening optimism or euphoria present in the marketplace, our models will show signs of deterioration. At that time we increased our defensive position as high as 25% before gradually reducing it down to near 10% as of the end of 2016.

Three holdings that were some of the contributors to performance were Computer Sciences, Hewlett Packard and a short position in Celldex Therapeutics. The top detractors were Anacor Pharmaceuticals, Memorial Resource Corporation and a short position to Continental Resources which ended the year in positive territory.

In the portfolio, we will often use equity index derivatives in the Fund, such as stock index futures, to efficiently equitize our cash positions as well as manage the equity exposure of the fund. In regard to equitizing cash positions, these derivatives are designed to track their respective stock index, so there was no discernible impact to the Fund’s relative performance. The use of stock index futures to manage the equity exposure of the fund had a negative impact on the performance of the fund relative to the S&P 500 Index during 2016.

Period & Average Annual Total Returns as of

December 31, 2016 (Unaudited)

	1 Year	Since Inception	Inception Date
Spectrum Fund Retail Class	6.97%	2.80%	1/1/15
Expense Ratios⁺: Audited Net 1.49% Gross 2.25%
Blended Index¹	7.28%	4.14%	1/1/15
S&P 500 Index	11.96%	6.57%	1/1/15

Top 10 Holdings

as of December 31, 2016

1.	Apple, Inc.	3.1%
2.	Microsoft Corp.	2.5%
3.	Johnson & Johnson	1.9%
4.	AT&T, Inc.	1.7%
5.	Bank of America Corporation	1.6%
6,	Verizon Communications, Inc.	1.6%
7.	Pfizer, Inc.	1.4%
8.	Intel Corp.	1.4%
9.	Citigroup, Inc.	1.3%
10.	Cisco Systems, Inc.	1.3%

As a percentage of total net assets.

Sector Concentration

as of December 31, 2016

Long Positions
Information Technology	22.8%
Financials	14.6%
Healthcare	13.7%
Industrials	10.8%
Consumer Discretionary	6.9%
Consumer Staples	5.2%
Real Estate Investment Trust	4.4%
Energy	3.8%
Utilities	3.8%
Materials	3.5%
Telecommunication Services	2.7%
Money Market Registered Investment Companies	5.9%
Bank Obligations	0.2%
Other Assets/Liabilities (Net)	39.4%
Total Long	137.7%

Short Positions
Consumer Discretionary	(6.4%)
Industrials	(5.9%)
Financials	(5.0%)
Information Technology	(4.7%)
Real Estate Investment Trust	(4.3%)
Healthcare	(3.8%)
Consumer Staples	(2.4%)
Utilities	(2.3%)
Energy	(1.6%)
Materials	(1.3%)
Total Short	(37.7%)
Total	100.0%

As a percentage of total net assets. Concentrations are subject to change. The Fund has invested in stock index futures contracts in order to equitize cash balances held in the Fund.

Page 12

2016 Annual Report | December 31, 2016

Growth of $10,000: 12/31/14 - 12/31/16

The Growth of $10,000 chart compares the Spectrum Fund’s value to the S&P 500 Index, the Fund’s broad-based benchmark, and to the Blended Index which is composed of 60% S&P 500 Index and of 40% 90-day T-Bills. The chart is intended to give you a general idea of how the Fund performed compared to these benchmarks over the period from December 31, 2014 to December 31, 2016. An understanding of the differences between the Fund and these indices is important. The benchmark indices are hypothetical unmanaged indices of common stocks that do not take into account the deduction of expenses associated with a mutual fund, such as investment management and accounting fees. One cannot invest directly in an index.

Management fees and/or expenses were voluntarily waived and/or reimbursed in order to reduce the operating expenses of the Spectrum Fund during certain periods shown above. ⁺The Audited Net Expense Ratio is based on average daily net assets and reflects actual expenses of the Fund paid over the one year period ended 12/31/16, including the effect of expense waivers and reimbursements. This ratio may increase or decrease depending on fluctuations in Fund net assets. The Gross Expense Ratio is a percentage of the Fund’s average daily net assets, including acquired fund fees and expenses, as shown in the most current Fund Prospectus. Please see additional disclosures on page 25.

2016 Annual Report | December 31, 2016

Page 13

Quantex Fund

The Meeder Quantex Fund retail class returned 22.14% for the year ending December 31, 2016. During the same time period, the S&P MidCap 400 Index and Russell 2000 Index returned 20.74% and 21.31%, respectively.

We use a quantitative model to identify the capitalization ranges that incorporate our ideal portfolio of small- and mid-capitalization companies with strong growth potential each calendar year. Individual securities for the portfolio are equally weighted at the beginning of the year. The sectors that had the largest weightings in the portfolio were Consumer Cyclicals, Industrials, and Energy.

The largest contributors to the portfolio were Chemours, Talen Energy Corp., and Joy Global. The largest detractors in the portfolio for 2016 were California Resource Corp, while underweights to NVIDIA Corp. and Abercrombie & Fitch which experienced positive performance, hindered returns.

Period & Average Annual Total Returns as of

December 31, 2016 (Unaudited)

	1 Year	3 Year	5 Year	10 Year	Inception Date
Quantex Fund Retail Class	22.14%	7.28%	15.36%	8.53%	3/20/85
Expense Ratios⁺: Audited Net 1.18% Gross 1.75%
Blended Index⁵	21.07%	7.93%	14.93%	8.15%	3/31/85
Russell 2000 Index	21.31%	6.74%	14.46%	7.07%	3/31/85
S&P MidCap 400 Index	20.74%	9.04%	15.33%	9.16%	3/31/85

Growth of $10,000: 12/31/06 - 12/31/16

The Growth of $10,000 chart compares the value of the Quantex Fund to the S&P MidCap 400 Index and the Russell 2000 Index, the Fund’s broad-based benchmarks, and to the Blended Index, which consists of 50% of the Russell 2000 Index and 50% of the S&P MidCap 400 Index. The chart is intended to give you a general idea of how the Fund performed compared to these benchmarks over the period from December 31, 2006 to December 31, 2016. An understanding of the differences between the Fund and these indices is important. The benchmark indices do not take into account the deduction of expenses associated with a mutual fund, such as investment management and accounting fees. One cannot invest directly in an index.

Sector Concentration

as of December 31, 2016

Consumer Discretionary	21.1%
Industrials	16.3%
Energy	10.1%
Financials	9.8%
Information Technology	9.2%
Materials	5.0%
Utilities	3.6%
Real Estate Investment Trust	3.2%
Healthcare	2.9%
Consumer Staples	1.2%
Telecommunication Services	0.5%
Money Market Registered Investment Companies	19.2%
Bank Obligations	0.9%
Other Assets/Liabilities (Net)	(3.0%)
Total	100.0%

As a percentage of total net assets. Concentrations are subject to change. The Fund has invested in stock index futures contracts in order to equitize cash balances held in the Fund.

Top 10 Holdings

as of December 31, 2016

1.	ONEOK, Inc.	1.2%
2.	International Bancshares Corp.	1.2%
3.	Quanta Services, Inc.	1.1%
4.	Greif, Inc. Class A	1.1%
5.	Comerica, Inc.	1.1%
6,	Kennametal, Inc.	1.1%
7.	MSA Safety, Inc.	1.0%
8.	Commercial Metals Co.	1.0%
9.	Zions Bancorp	1.0%
10.	Sothebys Class A	1.0%

As a percentage of total net assets.

The Adviser has contractually agreed to reduce its management fee by 0.25%. This agreement may be terminated by the Adviser on October 31, 2017. ⁺The Audited Net Expense Ratio is based on average daily net assets and reflects actual expenses of the Fund paid over the one year period ended 12/31/16, including the effect of expense waivers and reimbursements. This ratio may increase or decrease depending on fluctuations in Fund net assets. The Gross Expense Ratio is a percentage of the Fund’s average daily net assets as shown in the most current Fund Prospectus. Please see additional disclosures on page 25.

Page 14

2016 Annual Report | December 31, 2016

Infrastructure Fund

The Meeder Infrastructure Fund retail class was positive 19.87% for the year ending December 31, 2016, relative to the Russell 3000 Utilities Index return of 20.49%. Infrastructure was a topic of many headlines in 2016 as both U.S. Presidential candidates proposed massive spending packages to overhaul the country’s aging grid in the coming years.

Early in 2016 energy prices plummeted yet we saw strength in natural gas stocks. We remained committed to our energy stocks as oil prices rebounded. At the end of June, Brexit fears caused a temporary dislocation in many companies domiciled in the United Kingdom. We took advantage of this by increasing exposure in companies that provide basic resources like water, electricity, and telecom services. Individual stock selection contributed to the Fund’s performance in 2016. The holdings that were the largest contributors in the portfolio were Targa Resources Corp., MDU Resource Group and Spectra Energy. The top detractors from performance include Energy Transfer Equity, National Grid and Veolia Environnement.

Effective September 15, 2016, Miller/Howard Investment, Inc. resigned as subadvisor of the Miller/Howard Infrastructure Fund and the Fund was renamed Meeder Infrastructure Fund. While the Meeder Investment Team has always been the advisor on the Fund, they have taken over the day-to-day management of the Infrastructure Fund with the same investment objective.

Period & Average Annual Total Returns as of

December 31, 2016 (Unaudited)

	1 Year	3 Year	5 Year	10 Year	Inception Date
Infrastructure Fund
Retail Class	19.87%	2.91%	7.37%	5.01%	6/21/95
Expense Ratios⁺: Audited Net 2.15% Gross 2.01%
Russell 3000 Utilities Index	20.49%	11.26%	11.34%	6.41%	6/30/95
Morningstar Global Equity Infrastructure Index	11.48%	4.34%	8.01%	4.32%	6/30/95

Sector Concentration

as of December 31, 2016

Telecommunication Services	28.6%
Utility Services	19.8%
Natural Gas Distribution	16.5%
Pipelines	15.1%
Electric Utility	7.9%
Water Utility	2.5%
Money Market Registered Investment Companies	9.1%
Other Assets/Liabilities (Net)	0.5%
Total	100.0%

As a percentage of total net assets. Concentrations are subject to change. The Fund has invested in stock index futures contracts in order to equitize cash balances held in the Fund.

Top 10 Holdings

as of December 31, 2016

1.	Targa Resources Corp.	5.2%
2.	Qualcomm, Inc.	5.0%
3.	OGE Energy Corp.	4.1%
4.	Macquarie Infrastructure Corp.	4.0%
5.	FedEx Corp.	4.0%
6,	National Grid PLC ADR	3.6%
7.	United Parcel Service, Inc. Class B	3.5%
8.	Corning, Inc.	3.3%
9.	Enterprise Products Partners LP	3.2%
10.	AT&T, Inc.	3.1%

As a percentage of total net assets.

2016 Annual Report | December 31, 2016

Page 15

Growth of $10,000: 12/31/06 - 12/31/16

The Growth of $10,000 chart compares the Infrastructure Fund’s value to the Russell 3000 Utilities Index and Morningstar Global Equity Infrastructure Index, the Fund’s broad-based benchmarks. The chart is intended to give you a general idea of how the Fund performed compared to these benchmarks over the period from December 31, 2006 to December 31, 2016. An understanding of the differences between the Fund and these indices is important. The benchmark indices are hypothetical unmanaged indices of common stocks that do not take into account the deduction of expenses associated with a mutual fund, such as investment management and accounting fees. One cannot invest directly in an index.

Management fees and/or expenses were voluntarily waived and/or reimbursed in order to reduce the operating expenses of the Infrastructure Fund during certain periods shown above. ⁺The Audited Net Expense Ratio is based on average daily net assets and reflects actual expenses of the Fund paid over the one year period ended 12/31/16, including the effect of expense waivers and reimbursements. This ratio may increase or decrease depending on fluctuations in Fund net assets. The Gross Expense Ratio is a percentage of the Fund’s average daily net assets, including acquired fund fees and expenses, as shown in the most current Fund Prospectus. Please see additional disclosures on page 25.

Page 16

2016 Annual Report | December 31, 2016

Dividend Opportunities Fund

The Dividend Opportunities Fund retail class returned 12.06% for year ending December 31, 2016. The Russell 1000 Value Index returned 17.34% compared to the S&P 500 Index which returned 11.96% in 2016. An overweight to the Materials and Information Technology sectors contributed to performance while an underweight in the Energy sector detracted from the Fund’s performance. Some of the top contributors to the Fund in 2016 were Quad /Graphics, Computer Sciences Corp. and Mentor Graphics Corp. Some of the holdings that were the largest detractors from performance were Abercrombie & Fitch, and underweights to Citigroup and J.P. Morgan Chase relative to the benchmark.

Period & Average Annual Total Returns as of

December 31, 2016 (Unaudited)

	1 Year	Since Inception	Inception Date
Dividend Opportunities Fund Retail Class	12.06%	4.88%	6/30/15
Expense Ratios⁺: Audited Net 1.26% Gross 1.85%
Russell 1000 Value Index	17.34%	8.80%	6/30/15
S&P 500 Index	11.96%	7.90%	6/30/15

Growth of $10,000: 6/30/15 - 12/31/16

The Growth of $10,000 chart compares the Dividend Opportunities Fund’s value to the Russell 1000 Value Index and the S&P 500 Index, the Fund’s broad-based benchmarks. The chart is intended to give you a general idea of how the Fund performed compared to these benchmarks over the period from June 30, 2015 to December 31, 2016. An understanding of the differences between the Fund and these indices is important. The benchmark indices are hypothetical unmanaged indices of common stocks that do not take into account the deduction of expenses associated with a mutual fund, such as investment management and accounting fees. One cannot invest directly in an index.

Sector Concentration

as of December 31, 2016

Financials	19.7%
Information Technology	15.0%
Healthcare	9.0%
Industrials	8.6%
Consumer Discretionary	6.5%
Energy	6.2%
Utilities	6.0%
Consumer Staples	5.8%
Materials	5.5%
Real Estate Investment Trust	3.3%
Telecommunication Services	2.2%
Money Market Registered Investment Companies	9.6%
Bank Obligations	0.4%
Other Assets/Liabilities (Net)	2.2%
Total	100.0%

As a percentage of total net assets. Concentrations are subject to change. The Fund has invested in stock index futures contracts in order to equitize cash balances held in the Fund.

Top 10 Holdings

as of December 31, 2016

1.	Johnson & Johnson	2.8%
2.	Bank of America Corporation	2.5%
3.	Intel Corp.	2.0%
4.	Philip Morris International, Inc.	1.7%
5.	Merck & Co., Inc.	1.6%
6,	Verizon Communications, Inc.	1.6%
7.	Wal-Mart Stores, Inc.	1.5%
8.	Oracle Corp.	1.4%
9.	Qualcomm, Inc.	1.3%
10.	Morgan Stanley	1.2%

As a percentage of total net assets.

Management fees and/or expenses were voluntarily waived and/or reimbursed in order to reduce the operating expenses of the Dividend Opportunities Fund during certain periods shown above. ⁺The Audited Net Expense Ratio is annualized and is based on average daily net assets and reflects actual expenses of the Fund paid over the one year period ended 12/31/16, including the effect of expense waivers and reimbursements. This ratio may increase or decrease depending on fluctuations in Fund net assets. The Gross Expense Ratio is a percentage of the Fund’s average daily net assets, including acquired fund fees and expenses, as shown in the most current Fund Prospectus. Please see additional disclosures on page 25.

2016 Annual Report | December 31, 2016

Page 17

Total Return Bond Fund

The Meeder Total Return Bond Fund retail class rose 4.49% in 2016. The Fund’s benchmark, the Bloomberg Barclay’s U.S. Aggregate Bond Index returned 2.65%. The past year contained a number of unexpected turns and twists. As the year began, the Fed initially projected that they might implement as many as four increases in the federal funds overnight lending rate. An unexpected slowdown in China’s economy increased market volatility and oil dropped to just $26 a barrel. Several European countries implemented negative interest rates to try and stimulate demand for risk assets. This caused investors to flock to the safety of U.S. Treasuries. As oil prices stabilized, breadth improved in the market place. At the end of June, the United Kingdom voted to leave the European Union, also known as Brexit. Prior to this, our credit model favored risk-off sectors. As a result we positioned the fund to be more defensive by increasing our allocations to U.S. Treasuries and the portfolio benefitted from this tactical shift.

In the second half of the year, markets showed resilience. Less than two weeks into the third quarter markets rose above pre-Brexit levels, and our models identified improvement in risk-on sectors due to short-term momentum and spread factors. We implemented this view by increasing our below-investment-grade bonds above 30% and allocating 17% to Emerging Market debt. Our duration model continued to favor holding longer-dated U.S. Treasuries. Early in November, we saw signs of deterioration in our fixed income Emerging Market model, as it started to favor domestic positions. By the end of the year, we gradually reduced our holdings in Emerging Market debt to approximately 10%. This reduction was reallocated to investment-grade securities which totaled 46% by the end of 2016, while below investment-grade holdings remained consistent near 32%. The remaining 12% was allocated among U.S. Treasuries. The U.S. Dollar reached its highest level since 2003 during the fourth quarter. The Fed pulled the trigger in what was a highly anticipated and widely expected move of raising the overnight lending rate by 0.25% to the range of 0.50% - 0.75%. It was only the second time that the Federal Open Market Committee has increased the overnight lending rate since June 2006.

While the future always brings a level of uncertainty, we anticipate that the Federal Reserve and the new U.S. Presidential administration will provide many news headlines in 2017. Regardless of what occurs, know that we will continue to follow our time-tested models and apply our disciplined investment process to the management of our investment portfolios.

Period & Average Annual Total Returns as of

December 31, 2016 (Unaudited)

	1 Year	3 Year	5 Year	Since Inception	Inception Date
Total Return Bond
Fund Retail Class	4.49%	1.21%	2.47%	2.13%	6/30/11
Expense Ratios⁺: Audited Net 0.88% Gross 1.76%
Bloomberg Barclays U.S. Aggregate Bond Index	2.65%	3.03%	2.23%	2.93%	6/30/11

Sector Concentration

as of December 31, 2016

Registered Investment Companies	96.9%
Money Market Registered Investment Companies	2.9%
Bank Obligations	0.3%
Other Assets/Liabilities (Net)	(0.1%)
Total	100.0%

As a percentage of total net assets. Concentrations are subject to change. The Fund primarily invests in underlying mutual funds. The sector concentration percentages are reflected on a “look through” basis.

Top 10 Holdings

as of December 31, 2016

1.	iShares iBoxx $ High Yield Corporate Bond ETF	15.6%
2.	iShares Core US Aggregate Bond ETF	6.4%
3.	Lord Abbett High Yield Fund - I	5.8%
4.	iShares JPMorgan USD Emerging Markets Bond ETF	5.6%
5.	iShares 7-10 Year Treasury Bond ETF	5.5%
6,	SPDR^®Bloomberg Barclays High Yield Bond ETF	5.3%
7.	Prudential Total Return Bond Fund - Z	5.2%
8.	Metropolitan West Total Return Bond Fund - I	5.1%
9.	iShares 3-7 Year Treasury Bond ETF	4.9%
10.	TCW Emerging Markets Income Fund - I	4.7%

As a percentage of total net assets.

Page 18

2016 Annual Report | December 31, 2016

Growth of $10,000: 6/30/11 - 12/31/16

The Growth of $10,000 chart compares the Total Return Bond Fund’s value to the Bloomberg Barclays U.S. Aggregate Bond Index, the Fund’s broad-based benchmark. The chart is intended to give you a general idea of how the Fund performed compared to this benchmark over the period from June 30, 2011 to December 31, 2016. An understanding of the differences between the Fund and this index is important. The index is a hypothetical unmanaged index that does not take into account the deduction of expenses associated with a mutual fund, such as investment management and accounting fees. One cannot invest directly in an index.

Management fees and/or expenses were voluntarily waived and/or reimbursed in order to reduce the operating expenses of the Total Return Bond Fund during certain periods shown above. ⁺The Audited Net Expense Ratio is based on average daily net assets and reflects actual expenses of the Fund paid over the one year period ended 12/31/16, including the effect of expense waivers and reimbursements. This ratio may increase or decrease depending on fluctuations in Fund net assets. The Gross Expense Ratio is a percentage of the Fund’s average daily net assets, including acquired fund fees and expenses, as shown in the most current Fund Prospectus. Please see additional disclosures on page 25.

2016 Annual Report | December 31, 2016

Page 19

Prime Money Market Fund

The Money Market Fund industry went through a few rigorous but exciting changes in 2016. Over the last couple of years the industry has been hard at work retooling in the face of new regulatory requirements introduced by the U.S. Securities and Exchange Commission (SEC) in 2014. The final compliance date was in October 2016. The new rules were added in order to supplement the objective of safety among money market funds. In addition to changes in the industry, Meeder took the opportunity to bolster its money market lineup. As of October 2016, Meeder began offering two separate money market fund products. The Meeder Prime Money Market Fund, like its predecessor, is a constant net asset value (CNAV) fund offered only to natural persons. The objective of this fund is to maintain a CNAV at $1.00 per share.

Beyond regulatory reform, the Fund enjoyed the presence of elevated yields across investment offerings. This was brought about in late 2015 when the Federal Open Market Committee (FOMC) initially raised its target short-term interest rate by 25 basis points. This was the first increase in several years which was welcomed by the industry after years of near zero yield investment options. In 2016, the talk of elevating the target rate even higher gave our managers the ability to bring additional value to the portfolios. In December, the FOMC responded with a second interest rate increase signaling comfort with improving growth prospects of the U.S. economy. In addition to its action, the FOMC alluded to further action if conditions continue to improve. This again provided our managers with an environment ample with opportunities to add value to the portfolio.

Despite the change in monetary policy, there was not a significant change with the Fund’s investment strategy. Historically, the Fund has maintained ample liquidity in an effort to provide safety first. The liquidity has also been a solid tool for taking advantage of investment opportunities when they arise. With elevated interest rates throughout 2016, the portfolio management team was afforded an expanded array of investment options with which to add value for shareholders.

During the year the portfolio management team targeted a stable weighted average maturity. At this time we believe the FOMC is potentially pushing ahead with more interest rate increases. However, we anticipate the path and timeline to be more drawn out versus historical interest rate cycles. Our sector allocation favored an overweight in high-quality liquid investments. Although with the boost in interest rates, opportunities were abundant to replenish our position in short-term investment grade corporate debt without adding undo risk.

As we completed 2016, our belief was that the Fund should be positioned to maintain strong performance into 2017. In the event additional interest rate increases are triggered by the FOMC, we believe the portfolio is positioned to perform in this environment. As we continuously monitor the markets and our strategy, we will remain vigilant and act in the best interests of our shareholders.

Period & Average Annual Total Returns as of
December 31, 2016 (Unaudited)

	1 Year	3 Year	5 Year	10 Year	Inception Date
Meeder Prime Money Market Fund	0.29%	0.14%	0.12%	0.90%	3/27/85
Expense Ratios⁺: Audited Net 0.32% Gross 0.58%
7-day Current Yield: 0.42%
Lipper Average General Purpose Money Market Fund	0.13%	0.05%	0.04%	0.75%	3/27/85

Annual Returns: 2007 - 2016

Sector Concentration

as of December 31, 2016

Commercial Paper	37.2%
Money Market Registered Investment Companies	34.1%
Repurchase Agreements	19.1%
U.S. Government Agency Obligations	4.4%
Certificates of Deposit	3.3%
Corporate Obligations	1.5%
Other Assets/Liabilities (Net)	0.4%
Total	100.0%

As a percentage of total net assets. Concentrations are subject to change.

Top 10 Holdings

as of December 31, 2016

1.	Fidelity Prime Institutional Money Market Portfolio, 0.83%	31.3%
2.	Int'l FCStone Repo, 0.62%, 1/3/2017	19.1%
3.	Natixis SA/New York, NY, 1.31%, 6/30/2017	2.8%
4.	BNP Paribas SA/New York, NY, 0.75%, 2/1/2017	2.7%
5.	Morgan Stanley Government Institutional Fund, 0.44%	2.7%
6.	JP Morgan Securities LLC, 0.67%, 1/10/2017	1.4%
7.	JP Morgan Securities LLC, 0.75%, 1/27/2017	1.4%
8.	Canadian Imperial Holdings, Inc., 0.77%, 2/3/2017	1.4%
9.	Swedbank AB, 0.92%, 2/16/2017	1.4%
10.	Credit Suisse AG/New York, NY, 1.25%, 4/17/2017	1.4%

As a percentage of total net assets.

Management fees and/or expenses were voluntarily waived and/or reimbursed in order to reduce the operating expenses of the Prime Money Market Fund during certain periods shown above. Investments in the Prime Money Market Fund are neither insured nor guaranteed by the Federal Deposit Insurance Corporation or any other governmental agency. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in the Prime Money Market Fund. ⁺The Audited Net Expense Ratio is based on average daily net assets and reflects actual expenses of the Fund paid over the one year period ended 12/31/16, including the effect of expense waivers and reimbursements. This ratio may increase or decrease depending on fluctuations in Fund net assets. The Gross Expense Ratio is a percentage of the Fund’s average daily net assets as shown in the most current Fund Prospectus. Please see additional disclosures on page 25.

Page 20

2016 Annual Report | December 31, 2016

Institutional Prime Money Market Fund

The Money Market Fund industry went through a few rigorous but exciting changes in 2016. Over the last couple of years the industry has been hard at work retooling in the face of new regulatory requirements introduced by the U.S. Securities and Exchange Commission (SEC) in 2014. The final compliance date was in October 2016. The new rules were added in order to supplement the objective of safety among money market funds. In addition to changes in the industry, Meeder took the opportunity to bolster its money market lineup. As of October 2016, Meeder began offering two separate money market fund products. The Meeder Institutional Prime Money Market Fund is a new fund which offers a floating net asset value (FNAV). A FNAV fund is characterized by a net asset value which could float above or below $1.00 per share.

Period & Average Annual Total Returns as of

December 31, 2016 (Unaudited)

	1 Year	3 Year	5 Year	10 Year	Inception Date
Meeder Institutional Prime Money Market Fund	0.38%	0.20%	0.18%	0.99%	10/7/16
Expense Ratios⁺: Audited Net 0.24% Gross 0.90%
7-day Current Yield: 0.64%
Lipper Average General Purpose Money Market Fund	0.13%	0.05%	0.04%	0.75%	10/7/16

Sector Concentration

as of December 31, 2016

Money Market Registered Investment Companies	46.3%
Commercial Paper	36.7%
Repurchase Agreements	9.6%
Certificates of Deposit	3.4%
U.S. Government Agency Obligations	2.9%
Corporate Obligations	0.9%
Other Assets/Liabilities (Net)	0.2%
Total	100.0%

As a percentage of total net assets. Concentrations are subject to change.

Top 10 Holdings

as of December 31, 2016

1.	Fidelity Prime Institutional Money Market Portfolio, 0.83%	45.6%
2.	Int'l FCStone Repo, 0.62%, 1/3/2017	9.6%
3.	Prudential Funding, 0.50%, 1/3/2017	2.5%
4.	Natixis SA/New York, NY, 0.68%, 1/3/2017	2.5%
5.	Canadian Imperial Holdings, Inc., 0.77%, 2/3/2017	2.3%
6.	BNP Paribas SA/New York, NY, 0.75%, 2/1/2017	1.6%
7.	Bank of Tokyo-Mitsubishi UFJ, Ltd./New York, NY, 1.37%, 9/15/2017	1.5%
8.	Abbey National Treasury Services PLC/Stamford, CT, 1.05%, 4/24/2017	1.3%
9.	Bank of Tokyo-Mitsubishi UFJ, Ltd./New York, NY, 0.78%, 2/28/2017	1.0%
10.	Credit Agricole Corporate and Investment Bank/New York, 1.24%, 6/21/2017	1.0%

As a percentage of total net assets.

2016 Annual Report | December 31, 2016

Page 21

Annual Returns: 2007 - 2016

The Fund’s performance prior to October 7, 2016 reflects the performance of the Meeder Money Market Fund, a predecessor fund managed equivalently to the Institutional Prime Money Market Fund.

Effective October 7, 2016, the Institutional Prime Money Market Fund was launched as a result of money market fund reform. Performance reflected in the chart and table includes the historical performance of the Institutional Class of the Meeder Money Market Fund. The Meeder Money Market Fund became a retail money market fund effective October 7, 2016, of which institutional shareholders can no longer invest.

Management fees and/or expenses were voluntarily waived and/or reimbursed in order to reduce the operating expenses of the Institutional Prime Money Market Fund during certain periods shown above. Investments in the Institutional Prime Money Market Fund are neither insured nor guaranteed by the Federal Deposit Insurance Corporation or any other governmental agency. It is possible to lose money by investing in the Institutional Prime Money Market Fund. ⁺The Audited Net Expense Ratio is based on average daily net assets and reflects actual expenses of the Fund paid over the period from October 7, 2016 through December 31, 2016, including the effect of expense waivers and reimbursements. This ratio may increase or decrease depending on fluctuations in Fund net assets. The Gross Expense Ratio is a percentage of the Fund’s average daily net assets as shown in the most current Fund Prospectus. Please see additional disclosures on page 25.

Page 22

2016 Annual Report | December 31, 2016

Shareholder Expense Analysis (Unaudited)

Shareholders of mutual funds pay ongoing expenses, such as advisory fees, distribution and service fees (12b-1 fees) and other fund expenses. The following examples are intended to help you understand your ongoing costs (in dollars) of investing in the Funds and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples below are based on an investment of $1,000 invested at the beginning of the period and held for the six-month period from June 30, 2016 to December 31, 2016.

ACTUAL EXPENSES: You may use actual account values and actual expenses, along with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (e.g.: an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the line under the heading “Expenses Paid During the Period” to estimate the expenses you paid on your account during this period.

HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES: Hypothetical account values and hypothetical expenses are based on the Funds’ actual expense ratios and assume rates of return of 5% per year before expenses, which are not the Funds’ actual returns. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Funds to other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

		Beginning Account Value (6/30/16)		Ending Account Value (12/31/16)		Expenses Paid During Period¹(6/30/16 - 12/31/16)		Expense Ratio²(Annualized)
Muirfield Fund - Retail Class	Actual		$1,000.00		$1,058.90		$7.09		1.37	%
	Hypothetical		1,000.00		1,018.25		6.95		1.37	%
Infrastructure Fund - Retail Class	Actual		1,000.00		1,028.70		11.17		2.19	%
	Hypothetical		1,000.00		1,014.13		11.09		2.19	%
Quantex Fund - Retail Class	Actual		1,000.00		1,124.50		8.01		1.50	%
	Hypothetical		1,000.00		1,017.60		7.61		1.50	%
Dynamic Growth Fund - Retail Class	Actual		1,000.00		1,059.40		7.51		1.45	%
	Hypothetical		1,000.00		1,017.85		7.35		1.45	%
Aggressive Growth Fund - Retail Class	Actual		1,000.00		1,095.10		8.48		1.61	%
	Hypothetical		1,000.00		1,017.04		8.16		1.61	%
Balanced Fund - Retail Class	Actual		1,000.00		1,036.40		7.47		1.46	%
	Hypothetical		1,000.00		1,017.80		7.41		1.46	%
Global Opportunities Fund - Retail Class	Actual		1,000.00		1,047.70		7.41		1.44	%
	Hypothetical		1,000.00		1,017.90		7.30		1.44	%
Spectrum Fund - Retail Class	Actual		1,000.00		1,070.80		10.62		2.04	%
	Hypothetical		1,000.00		1,014.88		10.33		2.04	%
Dividend Opportunities Fund - Retail Class	Actual		1,000.00		1,081.60		8.48		1.62	%
	Hypothetical		1,000.00		1,016.99		8.21		1.62	%
Total Return Bond Fund - Retail Class	Actual		1,000.00		997.50		4.87		0.97	%
	Hypothetical		1,000.00		1,020.26		4.93		0.97	%
Prime Money Market Fund	Actual		1,000.00		1,001.50		1.96		0.39	%
	Hypothetical		1,000.00		1,024.18		1.98		0.39	%
Institutional Prime Money Market Fund	Actual		1,000.00		1,002.10		1.21		0.24	%
	Hypothetical		1,000.00		1,023.93		1.22		0.24	%
Muirfield Fund - Adviser Class	Actual		1,000.00		1,060.20		5.33		1.03	%
	Hypothetical		1,000.00		1,019.96		5.23		1.03	%
Infrastructure Fund - Adviser Class	Actual		1,000.00		1,029.50		13.16		2.58	%
	Hypothetical		1,000.00		1,012.17		13.05		2.58	%
Quantex Fund - Adviser Class	Actual		1,000.00		1,125.30		8.60		1.61	%
	Hypothetical		1,000.00		1,017.04		8.16		1.61	%

2016 Annual Report | December 31, 2016

Page 23

		Beginning Account Value (6/30/16)		Ending Account Value (12/31/16)		Expenses Paid During Period¹(6/30/16 - 12/31/16)		Expense Ratio²(Annualized)
Dynamic Growth Fund - Adviser Class	Actual		1,000.00		1,060.60		6.73		1.30	%
	Hypothetical		1,000.00		1,018.60		6.60		1.30	%
Aggressive Growth Fund - Adviser Class	Actual		1,000.00		1,096.50		7.06		1.34	%
	Hypothetical		1,000.00		1,018.40		6.80		1.34	%
Balanced Fund - Adviser Class	Actual		1,000.00		1,036.50		5.68		1.11	%
	Hypothetical		1,000.00		1,019.56		5.63		1.11	%
Global Opportunities Fund - Adviser Class	Actual		1,000.00		1,049.00		7.06		1.37	%
	Hypothetical		1,000.00		1,018.25		6.95		1.37	%
Spectrum Fund - Adviser Class	Actual		1,000.00		1,071.70		11.82		2.27	%
	Hypothetical		1,000.00		1,013.72		11.49		2.27	%
Dividend Opportunities Fund - Adviser Class	Actual		1,000.00		1,082.40		6.65		1.27	%
	Hypothetical		1,000.00		1,018.75		6.44		1.27	%
Total Return Bond Fund - Adviser Class	Actual		1,000.00		998.40		2.61		0.52	%
	Hypothetical		1,000.00		1,022.52		2.64		0.52	%
Muirfield Fund - Institutional Class	Actual		1,000.00		1,060.70		5.23		1.01	%
	Hypothetical		1,000.00		1,020.06		5.13		1.01	%
Infrastructure Fund - Institutional Class	Actual		1,000.00		1,029.40		13.47		2.64	%
	Hypothetical		1,000.00		1,011.86		13.35		2.64	%
Quantex Fund - Institutional Class	Actual		1,000.00		1,125.30		8.60		1.61	%
	Hypothetical		1,000.00		1,017.04		8.16		1.61	%
Dynamic Growth Fund - Institutional Class	Actual		1,000.00		1,059.60		6.63		1.28	%
	Hypothetical		1,000.00		1,018.70		6.50		1.28	%
Aggressive Growth Fund - Institutional Class	Actual		1,000.00		1,096.20		7.17		1.36	%
	Hypothetical		1,000.00		1,018.30		6.90		1.36	%
Balanced Fund - Institutional Class	Actual		1,000.00		1,037.10		5.79		1.13	%
	Hypothetical		1,000.00		1,019.46		5.74		1.13	%
Global Opportunities Fund - Institutional Class	Actual		1,000.00		1,048.90		7.16		1.39	%
	Hypothetical		1,000.00		1,018.15		7.05		1.39	%
Spectrum Fund - Institutional Class	Actual		1,000.00		1,072.10		11.72		2.25	%
	Hypothetical		1,000.00		1,013.83		11.39		2.25	%
Dividend Opportunities Fund - Institutional Class	Actual		1,000.00		1,082.40		6.96		1.33	%
	Hypothetical		1,000.00		1,018.45		6.75		1.33	%
Total Return Bond Fund - Institutional Class	Actual		1,000.00		998.10		2.61		0.52	%
	Hypothetical		1,000.00		1,022.52		2.64		0.52	%

Please note that the expenses shown in the tables are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as redemption fees or exchange fees. Therefore, hypothetical information is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if any transactional costs were included, your costs would have been higher.

¹	Expenses are equal to the Funds’ annualized expense ratios, multiplied by the average account value over the period by 184/366 (to reflect the total number of days in the six-month period).

²	Does not include the effects of acquired fund fees and expenses.

Page 24

2016 Annual Report | December 31, 2016

Disclosures

Meeder Funds

Investment performance assumes reinvestment of all dividend and capital gain distributions. Returns for less than one year are not annualized. Performance data reflects contractual and voluntary fee waivers, without which performance would have been lower. For the Quantex Fund, the adviser has agreed to waive fees or reimburse expenses until October 15, 2017. The agreement may be terminated annually by the adviser on its renewal date. For additional information, refer to the current prospectus.

Meeder Money Market Funds

You could lose money by investing in the Meeder Money Market Funds. Although the Prime Money Market Fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee to do so. The Funds may impose a fee upon sale of your shares or may temporarily suspend your ability to sell shares if the Funds’ liquidity falls below required minimums because of market conditions or other factors. An investment in either Fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The Funds’ sponsor has no legal obligation to provide financial support to the Funds, and you should not expect that the sponsor will provide financial support to the Funds at any time.

The 7-day Current Yield is the current annualized net yield of the fund if dividends are not reinvested. Current Yield reflects any applicable fee waivers or expense reimbursements. Without such waivers, the yield would have been lower. The 7-day Current Yield more closely reflects the current earnings of the fund than total return.

Fund Benchmarks

Blended Index¹is a custom index comprised of 60% of the S&P 500 Index and 40% of the 90 day Treasury Bill Index.

Blended Index² is a custom index comprised of 42% of the S&P 500 Index, 30% of Barclays U.S. Aggregate Bond Index and 28% of the average 90-Day Treasury Bill Index.

Blended Index³is a custom index comprised of 25% of the S&P 500 Index, 20% of the S&P 400 Mid-Cap Index, 15% MSCI Emerging Market Index, 15% of the MSCI EAFE Index, 10% of the Russell 2000 Index, 7.5% of the S&P GSCI Index, and 7.5% Dow Jones U.S. Select REIT Index.

Blended Index⁴is a custom index comprised of 34% of the MSCI EAFE Index, 22% of the S&P 500 Index, 12% of the S&P Mid-Cap 400 Index, 11% of the MSCI Emerging Market Index, 7% of the Dow Jones U.S. Select REIT Index, 7% of the Russell 2000 Index and 7% of the S&P GSCI Index.

Blended Index⁵consists of 50% Russell 2000 Index and 50% S&P Mid-Cap 400 Index.

2016 Annual Report | December 31, 2016

Page 25

2016 Annual Report

Fund Holdings & Financial Statements

Schedule of Investments

December 31, 2016

Muirfield Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks — 71.6%
Consumer Discretionary — 6.1%
Amazon.com, Inc. ⁽²⁾		4,638		3,477,897
Bed Bath & Beyond, Inc.		8,639		351,089
Best Buy Co., Inc.		22,518		960,843
Bloomin’ Brands, Inc.		3,943		71,092
Brinker International, Inc.		4,870		241,211
CBS Corp.		1,273		80,988
Comcast Corp.		37,427		2,584,334
Cooper-Standard Holdings, Inc. ⁽²⁾		103		10,648
Darden Restaurants, Inc.		924		67,193
Dick’s Sporting Goods, Inc.		6,109		324,388
Domino’s Pizza, Inc.		2,396		381,539
DR Horton, Inc.		27,582		753,816
Ford Motor Co.		41,830		507,398
Gap, Inc./The		16,975		380,919
General Motors Co.		48,063		1,674,515
Goodyear Tire & Rubber Co./The		5,797		178,953
H&R Block, Inc.		2,636		60,602
Harman International Industries, Inc.		916		101,823
Home Depot, Inc./The		13,116		1,758,593
HSN, Inc.		1,659		56,904
ILG, Inc.		18,189		330,494
International Game Technology PLC		9,642		246,064
Kohl’s Corp.		6,815		336,525
Las Vegas Sands Corp.		19,645		1,049,239
Liberty Media Corp-Liberty SiriusXM ⁽²⁾		3,393		117,126
Lions Gate Entertainment Corp. ⁽²⁾		665		16,319
Macy’s, Inc.		21,218		759,817
Marriott International, Inc./MD		1,278		105,665
Michael Kors Holdings, Ltd. ⁽²⁾		11,315		486,319
Michaels Cos., Inc./The ⁽²⁾		9,589		196,095
Nordstrom, Inc. ⁽³⁾		10,391		498,041
Priceline Group, Inc./The ⁽²⁾		643		942,677
PVH Corp.		2,360		212,966
Regal Entertainment Group		6,215		128,029
Sally Beauty Holdings, Inc. ⁽²⁾		791		20,898
Scripps Networks Interactive, Inc.		1,532		109,339
Staples, Inc.		23,342		211,245
Tenneco, Inc. ⁽²⁾		1,726		107,823
Time Warner, Inc.		32,585		3,145,429
Tupperware Brands Corp.		4,142		217,952
Urban Outfitters, Inc. ⁽²⁾		2,176		61,972
Viacom, Inc.		455		15,971
Whirlpool Corp.		2,440		443,519
				23,784,269

Muirfield Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks — continued
Consumer Staples — 6.1%
Altria Group, Inc.		57,260		3,871,921
Archer-Daniels-Midland Co.		21,342		974,262
Bunge, Ltd.		260		18,782
Dean Foods Co.		6,290		136,996
Herbalife, Ltd. ⁽²⁾		5,771		277,816
Kroger Co./The		57,405		1,981,047
Nu Skin Enterprises, Inc.		2,672		127,668
PepsiCo, Inc.		39,217		4,103,275
Philip Morris International, Inc.		43,678		3,996,100
Procter & Gamble Co./The		13,805		1,160,724
Reynolds American, Inc.		17,124		959,629
Sysco Corp.		12,452		689,467
Tyson Foods, Inc.		36,296		2,238,737
US Foods Holding Corp. ⁽²⁾		304		8,354
Wal-Mart Stores, Inc.		49,496		3,421,164
				23,965,942

Energy — 5.0%
Anadarko Petroleum Corp.		12,669		883,409
Apache Corp.		6,102		387,294
Chesapeake Energy Corp. ⁽²⁾		12,859		90,270
Chevron Corp.		10,117		1,190,771
Continental Resources, Inc./OK ⁽²⁾		3,641		187,657
Devon Energy Corp.		40,775		1,862,194
Ensco PLC		2,504		24,339
EOG Resources, Inc.		26,985		2,728,184
Exxon Mobil Corp.		58,886		5,315,049
FMC Technologies, Inc. ⁽²⁾		6,943		246,685
Kinder Morgan, Inc./DE		39,433		816,657
Laredo Petroleum, Inc. ⁽²⁾		1,289		18,226
Marathon Oil Corp.		7,204		124,701
Marathon Petroleum Corp.		22,321		1,123,862
Nabors Industries, Ltd.		2,448		40,147
Noble Energy, Inc.		1,842		70,107
Oceaneering International, Inc.		4,651		131,205
QEP Resources, Inc. ⁽²⁾		3,018		55,561
Rice Energy, Inc. ⁽²⁾		168		3,587
Schlumberger, Ltd.		15,185		1,274,781
SM Energy Co.		1,064		36,687
Southwestern Energy Co. ⁽²⁾		8,893		96,222
Spectra Energy Corp.		28,965		1,190,172
Targa Resources Corp.		229		12,840
Tesoro Corp.		3,103		271,357
Transocean, Ltd. ⁽²⁾		1,573		23,186
Valero Energy Corp.		21,962		1,500,444

The accompanying notes are an integral part of these financial statements.

2016 Annual Report | December 31, 2016

Page 27

Schedule of Investments

December 31, 2016

Muirfield Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks — continued
WPX Energy, Inc. ⁽²⁾		3,394		49,451
				19,755,045

Financials — 12.8%
Aflac, Inc.		35,837		2,494,255
Allstate Corp./The		33,573		2,488,431
Ally Financial, Inc.		9,771		185,844
Aon PLC		10,715		1,195,044
Assured Guaranty, Ltd.		927		35,013
Bank of America Corp.		220,545		4,874,045
BB&T Corp.		55,432		2,606,413
Berkshire Hathaway, Inc. ⁽²⁾		10,237		1,668,426
Capital One Financial Corp.		7,148		623,592
Chimera Investment Corp.		15,686		266,976
Citizens Financial Group, Inc.		4,134		147,294
Essent Group, Ltd. ⁽²⁾		5,717		185,059
Everest Re Group, Ltd.		1,846		399,474
Fifth Third Bancorp		84,212		2,271,198
FNB Corp./PA		7,465		119,664
Invesco Mortgage Capital, Inc.		6,895		100,667
JPMorgan Chase & Co.		62,487		5,392,002
Lazard, Ltd.		4,450		182,851
Lincoln National Corp.		769		50,962
LPL Financial Holdings, Inc.		651		22,922
Marsh & McLennan Cos., Inc.		28,541		1,929,086
MetLife, Inc.		21,217		1,143,384
MFA Financial, Inc.		11,364		86,707
MGIC Investment Corp. ⁽²⁾		12,021		122,494
Morgan Stanley		67,746		2,862,269
Navient Corp.		14,739		242,162
Popular, Inc.		3,935		172,432
Principal Financial Group, Inc.		18,540		1,072,724
Progressive Corp./The		7,759		275,445
Prudential Financial, Inc.		25,720		2,676,423
Regions Financial Corp.		71,791		1,030,919
Reinsurance Group of America, Inc.		12,047		1,515,874
S&P Global, Inc.		21,780		2,342,221
Santander Consumer USA Holdings, Inc. ⁽²⁾		2,449		33,062
Selective Insurance Group, Inc.		5,677		244,395
Synchrony Financial		68,260		2,475,790
TCF Financial Corp.		26,470		518,547
Unum Group		7,799		342,610
US Bancorp		61,860		3,177,748
Voya Financial, Inc.		473		18,551
Wells Fargo & Co.		45,735		2,520,456
				50,113,431

Muirfield Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks — continued
Healthcare — 10.6%
AbbVie, Inc.		37,464		2,345,996
Aetna, Inc.		2,603		322,798
Agilent Technologies, Inc.		18,682		851,152
Alere, Inc. ⁽²⁾		1,124		43,802
Allscripts Healthcare Solutions, Inc. ⁽²⁾		1,640		16,744
AmerisourceBergen Corp.		12,418		970,963
Amgen, Inc.		12,184		1,781,423
Baxter International, Inc.		43,376		1,923,292
Biogen, Inc. ⁽²⁾		3,619		1,026,276
Bruker Corp.		496		10,505
Cardinal Health, Inc.		8,870		638,374
Charles River Laboratories International, Inc. ⁽²⁾		2,586		197,027
Cigna Corp.		2,291		305,596
CR Bard, Inc.		60		13,480
Endo International PLC ⁽²⁾		1,651		27,192
Express Scripts Holding Co. ⁽²⁾		2,301		158,286
Gilead Sciences, Inc.		30,254		2,166,489
HCA Holdings, Inc. ⁽²⁾		32,947		2,438,737
Hill-Rom Holdings, Inc.		4,549		255,381
HMS Holdings Corp. ⁽²⁾		3,966		72,023
Hologic, Inc. ⁽²⁾		4,717		189,246
Humana, Inc.		379		77,327
IDEXX Laboratories, Inc. ⁽²⁾		7,898		926,198
Ionis Pharmaceuticals, Inc. ⁽²⁾		1,051		50,269
Johnson & Johnson		42,339		4,877,875
LifePoint Health, Inc. ⁽²⁾		806		45,781
Mallinckrodt PLC ⁽²⁾		3,610		179,850
Masimo Corp. ⁽²⁾		4,424		298,178
Medtronic PLC		31,683		2,256,780
Merck & Co., Inc.		51,765		3,047,406
Mettler-Toledo International, Inc. ⁽²⁾		374		156,541
Pfizer, Inc.		71,225		2,313,388
Premier, Inc. ⁽²⁾		1,468		44,568
QIAGEN NV ⁽²⁾		1,910		53,518
Quest Diagnostics, Inc.		10,144		932,234
Quintiles IMS Holdings, Inc. ⁽²⁾		8,418		640,189
Seattle Genetics, Inc. ⁽²⁾		3,183		167,967
St Jude Medical, Inc.		30,537		2,448,762
Stryker Corp.		3,125		374,406
Tenet Healthcare Corp. ⁽²⁾		1,869		27,736
Thermo Fisher Scientific, Inc.		14,557		2,053,993
United Therapeutics Corp. ⁽²⁾		3,190		457,542
UnitedHealth Group, Inc.		22,165		3,547,287
VWR Corp. ⁽²⁾		7,508		187,925
WellCare Health Plans, Inc. ⁽²⁾		1,804		247,292

The accompanying notes are an integral part of these financial statements.

Page 28

2016 Annual Report | December 31, 2016

Schedule of Investments

December 31, 2016

Muirfield Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks — continued
Zoetis, Inc.		10,023		536,531
				41,704,325

Industrials — 6.5%
AECOM ⁽²⁾		1,157		42,069
American Airlines Group, Inc.		24,170		1,128,497
Arconic, Inc.		5,435		100,765
Avis Budget Group, Inc. ⁽²⁾		2,365		86,748
Barnes Group, Inc.		1,365		64,728
Boeing Co./The		21,448		3,339,024
Brink’s Co./The		2,076		85,635
Carlisle Cos., Inc.		1,986		219,036
Crane Co.		3,865		278,744
Cummins, Inc.		9,497		1,297,955
Dun & Bradstreet Corp./The		2,431		294,929
Eaton Corp. PLC		37,189		2,495,010
EnerSys		1,874		146,359
Fortive Corp.		21,481		1,152,026
HD Supply Holdings, Inc. ⁽²⁾		5,720		243,157
Honeywell International, Inc.		25,305		2,931,584
Huntington Ingalls Industries, Inc.		2,624		483,315
Illinois Tool Works, Inc.		20,312		2,487,408
Jacobs Engineering Group, Inc. ⁽²⁾		1,944		110,808
Landstar System, Inc.		4,047		345,209
Lockheed Martin Corp.		1,322		330,421
ManpowerGroup, Inc.		2,896		257,368
Masco Corp.		2,651		83,825
MSC Industrial Direct Co., Inc.		1,038		95,901
Parker-Hannifin Corp.		5,442		761,880
Pitney Bowes, Inc.		12,247		186,032
Regal Beloit Corp.		2,536		175,618
Rockwell Automation, Inc.		1,249		167,866
Ryder System, Inc.		1,259		93,720
Spirit AeroSystems Holdings, Inc.		9,128		532,619
Terex Corp.		315		9,932
Trinity Industries, Inc.		6,487		180,079
Union Pacific Corp.		18,441		1,911,963
United Continental Holdings, Inc. ⁽²⁾		16,351		1,191,661
United Parcel Service, Inc.		12,942		1,483,671
United Rentals, Inc. ⁽²⁾		2,502		264,161
Universal Forest Products, Inc.		502		51,294
WESCO International, Inc. ⁽²⁾		1,469		97,762
West Corp.		7,165		177,405
				25,386,184

Information Technology — 17.1%
Accenture PLC		23,690		2,774,810

Muirfield Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks — continued
Alphabet, Inc. - Class C ⁽²⁾		6,555		5,059,280
Amkor Technology, Inc. ⁽²⁾		9,746		102,820
Apple, Inc.		72,434		8,389,305
Applied Materials, Inc.		79,750		2,573,533
ARRIS International PLC ⁽²⁾		6,561		197,683
Booz Allen Hamilton Holding Corp.		5,758		207,691
Brocade Communications Systems, Inc.		5,206		65,023
CA, Inc.		54,305		1,725,270
Cadence Design Systems, Inc. ⁽²⁾		24,740		623,943
CDK Global, Inc.		4,390		262,039
Cisco Systems, Inc.		124,367		3,758,371
Citrix Systems, Inc. ⁽²⁾		9,381		837,817
Computer Sciences Corp.		6,225		369,890
CSRA, Inc.		3,522		112,140
Dell Technologies, Inc. Class V ⁽²⁾		14,941		821,307
eBay, Inc. ⁽²⁾		85,703		2,544,522
Electronic Arts, Inc. ⁽²⁾		11,038		869,353
F5 Networks, Inc. ⁽²⁾		2,389		345,736
Facebook, Inc. ⁽²⁾		9,082		1,044,884
Harris Corp.		2,107		215,904
Hewlett Packard Enterprise Co.		111,962		2,590,801
HP, Inc.		97,151		1,441,721
Intel Corp.		81,580		2,958,907
International Business Machines Corp.		24,223		4,020,776
Intuit, Inc.		20,796		2,383,430
Jabil Circuit, Inc.		5,913		139,961
Keysight Technologies, Inc. ⁽²⁾		4,916		179,778
KLA-Tencor Corp.		643		50,591
Linear Technology Corp.		8,542		532,594
Mastercard, Inc.		1,037		107,070
Maxim Integrated Products, Inc.		31		1,196
Micron Technology, Inc. ⁽²⁾		3,672		80,490
Microsoft Corp.		114,641		7,123,792
Motorola Solutions, Inc.		1,231		102,038
NCR Corp. ⁽²⁾		1,237		50,173
NetApp, Inc.		14,243		502,351
Nuance Communications, Inc. ⁽²⁾		144		2,146
ON Semiconductor Corp. ⁽²⁾		17,286		220,569
Oracle Corp.		92,084		3,540,630
QUALCOMM, Inc.		33,262		2,168,682
Sanmina Corp. ⁽²⁾		6,290		230,529
Science Applications International Corp.		1,403		118,974
Semtech Corp. ⁽²⁾		3,735		117,839
Skyworks Solutions, Inc.		67		5,002
SunPower Corp. ⁽²⁾⁽³⁾		3,290		21,747
Symantec Corp.		33,784		807,100
Synopsys, Inc. ⁽²⁾		12,494		735,397

The accompanying notes are an integral part of these financial statements.

2016 Annual Report | December 31, 2016

Page 29

Schedule of Investments

December 31, 2016

Muirfield Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks — continued
Texas Instruments, Inc.		40,868		2,982,138
Travelport Worldwide, Ltd.		10,660		150,306
Versum Materials, Inc. ⁽²⁾		6,587		184,897
Western Digital Corp.		283		19,230
Xerox Corp.		52,451		457,897
				66,930,073

Materials — 1.5%
Eastman Chemical Co.		1,797		135,152
Freeport-McMoRan, Inc. ⁽²⁾		19,893		262,389
Graphic Packaging Holding Co.		1,237		15,438
Huntsman Corp.		2,695		51,421
International Paper Co.		27,298		1,448,432
LyondellBasell Industries NV		28,407		2,436,752
Newmont Mining Corp.		17,105		582,767
Nucor Corp.		8,017		477,172
Owens-Illinois, Inc. ⁽²⁾		1,258		21,902
Packaging Corp of America		1,181		100,172
Reliance Steel & Aluminum Co.		2,964		235,757
Steel Dynamics, Inc.		7,717		274,571
United States Steel Corp.		192		6,338
				6,048,263

Real Estate Investment Trust — 1.4%
CBL & Associates Properties, Inc.		6,477		74,486
CBRE Group, Inc. ⁽²⁾		26,595		837,477
Communications Sales & Leasing, Inc.		8,633		219,365
CoreCivic, Inc.		1,524		37,277
Corporate Office Properties Trust		9,870		308,141
Duke Realty Corp.		883		23,452
EPR Properties		1,475		105,861
Gaming and Leisure Properties, Inc.		33,574		1,028,036
Highwoods Properties, Inc.		5,731		292,338
Hospitality Properties Trust		31,723		1,006,888
Jones Lang LaSalle, Inc.		301		30,413
Lamar Advertising Co.		2,401		161,443
Liberty Property Trust		963		38,039
NorthStar Realty Finance Corp.		4,188		63,448
Senior Housing Properties Trust		2,790		52,815
Tanger Factory Outlet Centers, Inc.		1,228		43,938
VEREIT, Inc.		16,401		138,752
Weyerhaeuser Co.		28,735		864,636
				5,326,805

Muirfield Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks — continued
Telecommunication Services — 2.2%
AT&T, Inc.		69,672		2,963,150
CenturyLink, Inc.		6,364		151,336
Telephone & Data Systems, Inc.		14,746		425,717
Verizon Communications, Inc.		93,474		4,989,642
				8,529,845
Utilities — 2.3%
AES Corp./VA		29,918		347,647
American Electric Power Co., Inc.		1,151		72,467
CenterPoint Energy, Inc.		50,725		1,249,864
Edison International		6,720		483,773
Exelon Corp.		71,844		2,549,744
FirstEnergy Corp.		50,034		1,549,553
MDU Resources Group, Inc.		1,487		42,781
NiSource, Inc.		18,200		402,948
OGE Energy Corp.		6,426		214,950
Portland General Electric Co.		12,154		526,633
Public Service Enterprise Group, Inc.		800		35,104
Southwest Gas Holdings, Inc.		3,263		250,011
UGI Corp.		24,811		1,143,291
Westar Energy, Inc.		3,140		176,939
				9,045,705

Total Common Stocks (Cost $269,573,415)				280,589,887

Registered Investment Companies — 3.6%
iShares Russell 2000 Value ETF ⁽⁸⁾		117,502		13,975,688
Total Registered Investment Companies (Cost $11,630,705)				13,975,688


Money Market Registered Investment Companies — 24.1%
Morgan Stanley Government
Institutional Fund, 0.44% ⁽⁴⁾		515,537		515,537
Meeder Institutional Prime Money
Market Fund 0.64% ⁽⁵⁾		93,982,867		93,992,266
Total Money Market Registered Investment Companies (Cost $94,504,624)				94,507,803

The accompanying notes are an integral part of these financial statements.

Page 30

2016 Annual Report | December 31, 2016

Schedule of Investments

December 31, 2016

Muirfield Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)

Bank Obligations — 0.2%
Capital Bank Deposit Account, 0.70%, 1/3/2017 ⁽⁶⁾		249,000		249,000
EverBank Money Market Account, 0.61%, 1/3/2017 ⁽⁶⁾		249,000		249,000
Pacific Mercantile Bank Deposit Account, 0.60%, 1/3/2017 ⁽⁶⁾		249,000		249,000
Total Bank Obligations (Cost $747,000)				747,000
Total Investments — 99.5% (Cost $376,455,744) ⁽¹⁾				389,820,378
Other Assets less Liabilities — 0.5%				1,995,788
Total Net Assets — 100.0%				391,816,166

Trustee Deferred Compensation ⁽⁷⁾
Meeder Aggressive Growth Fund		5,183		53,592
Meeder Balanced Fund		2,754		29,578
Meeder Dynamic Growth Fund		1,878		18,254
Meeder Muirfield Fund		7,062		47,951
Meeder Quantex Fund		4,161		138,811
Meeder Infrastructure Fund		807		17,205
Total Trustee Deferred Compensation (Cost $234,920)				305,391

Muirfield Fund

	Long Contracts		Unrealized Appreciation (Depreciation)($)
Futures Contracts
Standard & Poors 500 Mini Futures expiring March 2017, notional value $68,204,100		610		(537,522	)
Total Futures Contracts		610		(537,522	)

(1)	Cost for federal income tax purposes of $379,358,476 differs from value by net unrealized appreciation (depreciation) of securities as follows:

Unrealized appreciation	$	18,424,458
Unrealized depreciation		(8,500,079	)
Net unrealized appreciation (depreciation)	$	9,924,379

(2)	Represents non-income producing securities.

(3)	All or a portion of this security is on loan.

(4)	Investment purchased with cash received as securities lending collateral. The yield shown represents the 7-day yield in effect at December 31, 2016.

(5)	Investment in affiliate. The yield shown represents the 7-day yield in effect at December 31, 2016.

(6)

Variable rate security. Securities payable at par including accrued interest (usually within seven days notice) and unconditionally secured as to principal and interest by letters of credit or other credit support agreements from major banks. The interest rates are adjustable and are based on bank prime rates or other interest rate adjustment indices. The rate shown represents the rate in effect at December 31, 2016. The maturity date shown, if applicable, reflects the earlier of the next demand date or stated maturity date.

(7)	Assets of affiliates to the Muirfield Fund held for the benefit of the Fund’s Trustees in connection with the Trustee Deferred Compensation Plan.

(8)	Exchange-traded fund.

The accompanying notes are an integral part of these financial statements.

2016 Annual Report | December 31, 2016

Page 31

Schedule of Investments

December 31, 2016

Dynamic Growth Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks — 85.0%
Consumer Discretionary — 8.0%
Amazon.com, Inc. ⁽²⁾		1,762		1,321,271
Aramark		564		20,146
Bed Bath & Beyond, Inc.		1,760		71,526
Best Buy Co., Inc.		7,779		331,930
Brinker International, Inc.		1,521		75,335
Comcast Corp.		13,792		952,338
Cooper-Standard Holdings, Inc. ⁽²⁾		308		31,841
Dick’s Sporting Goods, Inc.		805		42,746
Dillard’s, Inc.		85		5,329
Domino’s Pizza, Inc.		597		95,066
DR Horton, Inc.		13,296		363,380
Ford Motor Co.		13,474		163,440
Gap, Inc./The		5,562		124,811
General Motors Co.		23,427		816,197
Goodyear Tire & Rubber Co./The		2,492		76,928
H&R Block, Inc.		1,271		29,220
Harman International Industries, Inc.		329		36,572
Home Depot, Inc./The		5,517		739,719
International Game Technology PLC		3,558		90,800
Interpublic Group of Cos., Inc./The		90		2,107
Kohl’s Corp.		2,271		112,142
Las Vegas Sands Corp.		15,125		807,826
Lions Gate Entertainment Corp. ⁽²⁾		721		17,693
Macy’s, Inc.		9,949		356,274
Marriott International, Inc./MD		6,926		572,642
Michael Kors Holdings, Ltd. ⁽²⁾		3,344		143,725
Michaels Cos., Inc./The ⁽²⁾		4,260		87,117
Nordstrom, Inc.		3,430		164,400
Priceline Group, Inc./The ⁽²⁾		92		134,878
PVH Corp.		1,176		106,122
Regal Entertainment Group		2,057		42,374
Sally Beauty Holdings, Inc. ⁽²⁾		813		21,479
Scripps Networks Interactive, Inc.		936		66,802
Staples, Inc.		6,428		58,173
Tenneco, Inc. ⁽²⁾		708		44,229
Time Warner, Inc.		11,676		1,127,083
TRI Pointe Group, Inc. ⁽²⁾		4,035		46,322
Tupperware Brands Corp.		1,422		74,826
Urban Outfitters, Inc. ⁽²⁾		603		17,173
Whirlpool Corp.		438		79,615
				9,471,597

Consumer Staples — 6.0%
Altria Group, Inc.		19,912		1,346,449
Archer-Daniels-Midland Co.		10,727		489,688
Herbalife, Ltd. ⁽²⁾		924		44,481

Dynamic Growth Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks — continued
Ingredion, Inc.		70		8,747
Kroger Co./The		16,469		568,345
Nu Skin Enterprises, Inc.		775		37,030
PepsiCo, Inc.		14,003		1,465,134
Philip Morris International, Inc.		14,912		1,364,299
Sysco Corp.		206		11,406
Tyson Foods, Inc.		12,061		743,922
Wal-Mart Stores, Inc.		15,108		1,044,265
				7,123,766

Energy — 6.1%
Anadarko Petroleum Corp.		1,824		127,188
Apache Corp.		83		5,268
Chesapeake Energy Corp. ⁽²⁾		5,331		37,424
Chevron Corp.		4,307		506,934
Devon Energy Corp.		16,941		773,695
Ensco PLC		652		6,337
EOG Resources, Inc.		9,834		994,217
Exxon Mobil Corp.		20,442		1,845,095
FMC Technologies, Inc. ⁽²⁾		1,628		57,843
Kinder Morgan, Inc./DE		29,067		601,978
Marathon Oil Corp.		678		11,736
Marathon Petroleum Corp.		13,661		687,831
Nabors Industries, Ltd.		1,190		19,516
Noble Corp. plc		230		1,362
Oceaneering International, Inc.		923		26,038
QEP Resources, Inc. ⁽²⁾		1,081		19,901
Schlumberger, Ltd.		5,010		420,590
SM Energy Co.		558		19,240
Southwestern Energy Co. ⁽²⁾		3,835		41,495
Tesoro Corp.		1,176		102,841
Valero Energy Corp.		13,359		912,687
WPX Energy, Inc. ⁽²⁾		1,420		20,689
				7,239,905

Financials — 14.3%
Aflac, Inc.		12,313		856,985
Allstate Corp./The		12,078		895,221
Ally Financial, Inc.		3,777		71,839
Aon PLC		3,787		422,364
Assured Guaranty, Ltd.		533		20,131
Bank of America Corp.		81,453		1,800,111
BB&T Corp.		20,049		942,704
Berkshire Hathaway, Inc. ⁽²⁾		4,062		662,025
Chimera Investment Corp.		5,622		95,686
Citigroup, Inc.		673		39,996
Citizens Financial Group, Inc.		4,844		172,592

The accompanying notes are an integral part of these financial statements.

Page 32

2016 Annual Report | December 31, 2016

Schedule of Investments

December 31, 2016

Dynamic Growth Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks — continued
Essent Group, Ltd. ⁽²⁾		2,347		75,972
Everest Re Group, Ltd.		775		167,710
Fifth Third Bancorp		32,132		866,600
First American Financial Corp.		145		5,311
Invesco Mortgage Capital, Inc.		4,013		58,590
JPMorgan Chase & Co.		23,408		2,019,876
Lazard, Ltd.		1,682		69,113
LPL Financial Holdings, Inc.		49		1,725
MetLife, Inc.		9,962		536,852
MFA Financial, Inc.		5,059		38,600
MGIC Investment Corp. ⁽²⁾		1,754		17,873
Morgan Stanley		24,195		1,022,239
Navient Corp.		6,600		108,438
Popular, Inc.		3,686		161,521
Principal Financial Group, Inc.		4,611		266,792
Progressive Corp./The		72		2,556
Prudential Financial, Inc.		9,230		960,474
Regions Financial Corp.		11,817		169,692
Reinsurance Group of America, Inc.		3,909		491,869
S&P Global, Inc.		8,001		860,428
Santander Consumer USA Holdings, Inc. ⁽²⁾		1,200		16,200
Selective Insurance Group, Inc.		3,191		137,373
Synchrony Financial		18,166		658,881
TCF Financial Corp.		6,650		130,274
Unum Group		3,111		136,666
US Bancorp		22,313		1,146,218
Voya Financial, Inc.		567		22,238
Wells Fargo & Co.		15,045		829,130
				16,958,865

Healthcare — 12.8%
AbbVie, Inc.		15,809		989,960
Agilent Technologies, Inc.		3,702		168,663
Alere, Inc. ⁽²⁾		304		11,847
Align Technology, Inc. ⁽²⁾		691		66,426
AmerisourceBergen Corp.		5,320		415,971
Amgen, Inc.		4,056		593,028
Baxter International, Inc.		19,449		862,369
Biogen, Inc. ⁽²⁾		95		26,940
Cardinal Health, Inc.		1,947		140,126
Centene Corp. ⁽²⁾		390		22,039
Charles River Laboratories International, Inc. ⁽²⁾		577		43,962
CR Bard, Inc.		162		36,395
Danaher Corp.		7,683		598,045
Endo International PLC ⁽²⁾		851		14,016
Gilead Sciences, Inc.		9,699		694,545

Dynamic Growth Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks — continued
HCA Holdings, Inc. ⁽²⁾		11,757		870,253
Hill-Rom Holdings, Inc.		507		28,463
Hologic, Inc. ⁽²⁾		4,070		163,288
IDEXX Laboratories, Inc. ⁽²⁾		3,954		463,686
Ionis Pharmaceuticals, Inc. ⁽²⁾		239		11,431
Johnson & Johnson		14,843		1,710,062
LifePoint Health, Inc. ⁽²⁾		361		20,505
Mallinckrodt PLC ⁽²⁾		1,080		53,806
Masimo Corp. ⁽²⁾		2,498		168,365
Medtronic PLC		12,986		924,993
Merck & Co., Inc.		17,246		1,015,272
Mettler-Toledo International, Inc. ⁽²⁾		423		177,051
Pfizer, Inc.		26,772		869,555
Premier, Inc. ⁽²⁾		287		8,713
QIAGEN NV ⁽²⁾		1,011		28,328
Quest Diagnostics, Inc.		4,381		402,614
Quintiles IMS Holdings, Inc. ⁽²⁾		4,529		344,430
Seattle Genetics, Inc. ⁽²⁾		541		28,549
St Jude Medical, Inc.		10,965		879,283
Tenet Healthcare Corp. ⁽²⁾		880		13,059
Thermo Fisher Scientific, Inc.		6,138		866,072
United Therapeutics Corp. ⁽²⁾		1,291		185,168
UnitedHealth Group, Inc.		7,842		1,255,034
VWR Corp. ⁽²⁾		1,099		27,508
WellCare Health Plans, Inc. ⁽²⁾		436		59,767
				15,259,587

Industrials — 8.4%
AECOM ⁽²⁾		1,011		36,760
American Airlines Group, Inc.		18,261		852,606
Arconic, Inc.		1,228		22,767
Avis Budget Group, Inc. ⁽²⁾		851		31,215
Boeing Co./The		7,377		1,148,450
Brink’s Co./The		683		28,174
Carlisle Cos., Inc.		252		27,793
Crane Co.		1,318		95,054
CSX Corp.		668		24,001
Cummins, Inc.		4,190		572,647
Dover Corp.		621		46,532
Dun & Bradstreet Corp./The		1,049		127,265
Eaton Corp. PLC		13,387		898,134
Fortive Corp.		9,537		511,469
HD Supply Holdings, Inc. ⁽²⁾		2,107		89,569
Honeywell International, Inc.		8,593		995,499
Huntington Ingalls Industries, Inc.		452		83,254
Illinois Tool Works, Inc.		7,397		905,837
Jacobs Engineering Group, Inc. ⁽²⁾		976		55,632

The accompanying notes are an integral part of these financial statements.

2016 Annual Report | December 31, 2016

Page 33

Schedule of Investments

December 31, 2016

Dynamic Growth Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks — continued
Landstar System, Inc.		1,115		95,110
LSC Communications, Inc.		21		623
ManpowerGroup, Inc.		1,408		125,129
Masco Corp.		772		24,411
Parker-Hannifin Corp.		1,127		157,780
Pitney Bowes, Inc.		4,457		67,702
Regal Beloit Corp.		233		16,135
Rockwell Automation, Inc.		1,243		167,059
RR Donnelley & Sons Co.		735		11,995
Ryder System, Inc.		246		18,312
Spirit AeroSystems Holdings, Inc.		2,242		130,821
Trinity Industries, Inc.		1,834		50,912
Union Pacific Corp.		4,291		444,891
United Continental Holdings, Inc. ⁽²⁾		10,491		764,584
United Parcel Service, Inc.		9,638		1,104,900
United Rentals, Inc. ⁽²⁾		833		87,948
Universal Forest Products, Inc.		287		29,326
WESCO International, Inc. ⁽²⁾		406		27,019
West Corp.		2,791		69,105
				9,946,420

Information Technology — 21.4%
Accenture PLC		8,040		941,725
Alphabet, Inc. - Class A ⁽²⁾		263		208,414
Alphabet, Inc. - Class C ⁽²⁾		2,284		1,762,837
Amkor Technology, Inc. ⁽²⁾		3,661		38,624
Apple, Inc.		25,681		2,974,372
Applied Materials, Inc.		28,645		924,374
ARRIS International PLC ⁽²⁾		1,990		59,959
Booz Allen Hamilton Holding Corp.		1,033		37,260
Brocade Communications Systems, Inc.		1,866		23,306
CA, Inc.		22,368		710,631
Cadence Design Systems, Inc. ⁽²⁾		8,967		226,148
CDK Global, Inc.		630		37,605
Cisco Systems, Inc.		46,862		1,416,170
Citrix Systems, Inc. ⁽²⁾		2,132		190,409
Computer Sciences Corp.		1,340		79,623
CoreLogic, Inc./United States ⁽²⁾		73		2,689
CSRA, Inc.		1,236		39,354
Dell Technologies, Inc. Class V ⁽²⁾		5,097		280,182
eBay, Inc. ⁽²⁾		30,848		915,877
Electronic Arts, Inc. ⁽²⁾		5,454		429,557
F5 Networks, Inc. ⁽²⁾		1,530		221,422
Facebook, Inc. ⁽²⁾		4,004		460,660
First Solar, Inc. ⁽²⁾		32		1,027
Harris Corp.		51		5,226
Hewlett Packard Enterprise Co.		38,908		900,331

Dynamic Growth Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks — continued
HP, Inc.		54,587		810,071
IAC/InterActiveCorp ⁽²⁾		337		21,834
Intel Corp.		33,769		1,224,802
International Business Machines Corp.		8,714		1,446,437
Intuit, Inc.		7,624		873,787
Jabil Circuit, Inc.		3,250		76,928
Juniper Networks, Inc.		3,432		96,988
Keysight Technologies, Inc. ⁽²⁾		748		27,354
KLA-Tencor Corp.		124		9,756
Linear Technology Corp.		4,261		265,673
Mastercard, Inc.		109		11,254
Match Group, Inc. ⁽²⁾		62		1,060
Micron Technology, Inc. ⁽²⁾		11,110		243,531
Microsoft Corp.		39,954		2,482,742
NetApp, Inc.		3,909		137,870
NVIDIA Corp.		4,903		523,346
ON Semiconductor Corp. ⁽²⁾		6,457		82,391
Oracle Corp.		32,490		1,249,241
QUALCOMM, Inc.		12,067		786,768
Sanmina Corp. ⁽²⁾		3,515		128,825
Science Applications International Corp.		702		59,530
Skyworks Solutions, Inc.		1,800		134,388
SunPower Corp. ⁽²⁾⁽³⁾		937		6,194
Symantec Corp.		8,626		206,075
Synopsys, Inc. ⁽²⁾		4,656		274,052
Teradyne, Inc.		911		23,139
Texas Instruments, Inc.		14,774		1,078,059
Travelport Worldwide, Ltd.		3,293		46,431
Versum Materials, Inc. ⁽²⁾		2,278		63,943
Western Union Co./The		1,141		24,783
Xerox Corp.		18,833		164,412
				25,469,446

Materials — 1.8%
Berry Plastics Group, Inc. ⁽²⁾		619		30,164
Eagle Materials, Inc.		96		9,459
Eastman Chemical Co.		712		53,550
Freeport-McMoRan, Inc. ⁽²⁾		7,275		95,957
GCP Applied Technologies, Inc. ⁽²⁾		738		19,742
Huntsman Corp.		428		8,166
International Paper Co.		6,033		320,111
LyondellBasell Industries NV		10,255		879,674
Newmont Mining Corp.		6,944		236,582
Nucor Corp.		4,763		283,494
Owens-Illinois, Inc. ⁽²⁾		317		5,519
Reliance Steel & Aluminum Co.		1,089		86,619
Steel Dynamics, Inc.		2,098		74,647

The accompanying notes are an integral part of these financial statements.

Page 34

2016 Annual Report | December 31, 2016

Schedule of Investments

December 31, 2016

Dynamic Growth Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks — continued
Trinseo SA		149		8,836
United States Steel Corp.		94		3,103
				2,115,623

Real Estate Investment Trust — 1.4%
CBRE Group, Inc. ⁽²⁾		10,071		317,136
Communications Sales & Leasing, Inc.		3,724		94,627
CoreCivic, Inc.		812		19,862
Corporate Office Properties Trust		2,725		85,075
EPR Properties		68		4,880
Gaming and Leisure Properties, Inc.		11,938		365,542
Hospitality Properties Trust		12,580		399,289
Iron Mountain, Inc.		2,118		68,793
Jones Lang LaSalle, Inc.		554		55,976
Lamar Advertising Co.		1,398		94,002
NorthStar Realty Finance Corp.		3,457		52,374
VEREIT, Inc.		11,514		97,408
				1,654,964

Telecommunication Services — 2.6%
AT&T, Inc.		28,552		1,214,317
CenturyLink, Inc.		5,020		119,376
Telephone & Data Systems, Inc.		5,453		157,428
Verizon Communications, Inc.		30,614		1,634,175
				3,125,296

Utilities — 2.2%
AES Corp./VA		7,346		85,361
CenterPoint Energy, Inc.		15,632		385,172
Exelon Corp.		25,581		907,870
FirstEnergy Corp.		13,985		433,115
MDU Resources Group, Inc.		1,080		31,072
NiSource, Inc.		5,653		125,157
OGE Energy Corp.		1,906		63,756
Southwest Gas Holdings, Inc.		2,965		227,178
UGI Corp.		7,959		366,751
				2,625,432

Total Common Stocks (Cost $96,871,430)				100,990,901

Dynamic Growth Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Money Market Registered Investment Companies — 12.8%
Morgan Stanley Government Institutional Fund, 0.44% ⁽⁴⁾		4,912		4,912
Meeder Institutional Prime Money Market Fund 0.64% ⁽⁵⁾		15,268,579		15,270,106
Total Money Market Registered Investment Companies (Cost $15,274,999)				15,275,018

Bank Obligations — 0.6%
Capital Bank Deposit Account, 0.70%, 1/3/2017 ⁽⁶⁾		249,000		249,000
EverBank Money Market Account, 0.61%, 1/3/2017 ⁽⁶⁾		249,000		249,000
Pacific Mercantile Bank Deposit Account, 0.60%, 1/3/2017 ⁽⁶⁾		249,000		249,000
Total Bank Obligations (Cost $747,000)				747,000
Total Investments — 98.4% (Cost $112,893,429) ⁽¹⁾				117,012,919
Other Assets less Liabilities — 1.6%				1,920,025
Total Net Assets — 100.0%				118,932,944

Trustee Deferred Compensation ⁽⁷⁾
Meeder Aggressive Growth Fund		3,403		35,187
Meeder Balanced Fund		1,774		19,053
Meeder Dynamic Growth Fund		1,230		11,956
Meeder Muirfield Fund		3,722		25,272
Meeder Quantex Fund		1,880		62,717
Meeder Infrastructure Fund		521		11,108
Total Trustee Deferred Compensation (Cost $130,412)				165,293

The accompanying notes are an integral part of these financial statements.

2016 Annual Report | December 31, 2016

Page 35

Schedule of Investments

December 31, 2016

Dynamic Growth Fund

	Long Contracts		Unrealized Appreciation (Depreciation)($)
Futures Contracts
Standard & Poors 500 Mini Futures expiring March 2017, notional value $17,889,600		160		(48,825	)
Total Futures Contracts		160		(48,825	)

(1)	Cost for federal income tax purposes of $113,865,684 differs from value by net unrealized appreciation (depreciation) of securities as follows:

Unrealized appreciation	$	5,911,405
Unrealized depreciation		(2,812,995	)
Net unrealized appreciation (depreciation)	$	3,098,410

(2)	Represents non-income producing securities.

(3)	All or a portion of this security is on loan.

(4)	Investment purchased with cash received as securities lending collateral. The yield shown represents the 7-day yield in effect at December 31, 2016.

(5)	Investment in affiliate. The yield shown represents the 7-day yield in effect at December 31, 2016.

(6)

(7)	Assets of affiliates to the Dynamic Growth Fund held for the benefit of the Fund’s Trustees in connection with the Trustee Deferred Compensation Plan.

The accompanying notes are an integral part of these financial statements.

Page 36

2016 Annual Report | December 31, 2016

Schedule of Investments
December 31, 2016

Aggressive Growth Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks — 87.6%
Consumer Discretionary — 8.8%
Bloomin' Brands, Inc.		10,274		185,240
Brinker International, Inc.		8,467		419,371
Cooper-Standard Holdings, Inc. ⁽²⁾		3,491		360,900
Dana, Inc.		367		6,966
DeVry Education Group, Inc.		2,843		88,702
Dick's Sporting Goods, Inc.		2,185		116,024
Domino's Pizza, Inc.		482		76,754
Fossil Group, Inc. ⁽²⁾		1,970		50,944
Goodyear Tire & Rubber Co./The		6,428		198,432
Harman International Industries, Inc.		697		77,479
HSN, Inc.		4,301		147,524
ILG, Inc.		23,702		430,664
International Game Technology PLC		13,742		350,696
Liberty Media Corp-Liberty Media ⁽²⁾		9,377		293,969
Michaels Cos., Inc./The ⁽²⁾		4,898		100,164
Staples, Inc.		17,094		154,701
Tenneco, Inc. ⁽²⁾		3,039		189,846
TRI Pointe Group, Inc. ⁽²⁾		15,659		179,765
Tupperware Brands Corp.		7,979		419,855
Wolverine World Wide, Inc.		9,539		209,381
				4,057,377

Consumer Staples — 2.8%
Avon Products, Inc. ⁽²⁾		6,769		34,116
Dean Foods Co.		19,470		424,056
Herbalife, Ltd. ⁽²⁾		7,038		338,809
Nu Skin Enterprises, Inc.		8,660		413,775
United Natural Foods, Inc. ⁽²⁾		1,520		72,534
				1,283,290

Energy — 4.5%
Callon Petroleum Co. ⁽²⁾		20,130		309,398
Chesapeake Energy Corp. ⁽²⁾		11,906		83,580
FMC Technologies, Inc. ⁽²⁾		13,855		492,267
Oasis Petroleum, Inc. ⁽²⁾		8,475		128,312
Oceaneering International, Inc.		4,404		124,237
QEP Resources, Inc. ⁽²⁾		16,460		303,029
SM Energy Co.		2,704		93,234
Southwestern Energy Co. ⁽²⁾		14,832		160,482
Western Refining, Inc.		6,644		251,475
WPX Energy, Inc. ⁽²⁾		10,032		146,166
				2,092,180

Financials — 14.8%
Aspen Insurance Holdings, Ltd.		2,490		136,950
Assured Guaranty, Ltd.		11,816		446,290

Aggressive Growth Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks — continued
Chemical Financial Corp.		8,233		445,982
Chimera Investment Corp.		23,400		398,268
Essent Group, Ltd. ⁽²⁾		11,404		369,147
EverBank Financial Corp.		1,013		19,703
Everest Re Group, Ltd.		2,319		501,832
First American Financial Corp.		2,362		86,520
Flagstar Bancorp, Inc. ⁽²⁾		1,491		40,168
Genworth Financial, Inc. ⁽²⁾		4,949		18,856
Hancock Holding Co.		9,987		430,440
International Bancshares Corp.		7,325		298,860
Invesco Mortgage Capital, Inc.		14,301		208,795
Lazard, Ltd.		10,758		442,046
MGIC Investment Corp. ⁽²⁾		43,002		438,190
National General Holdings Corp.		416		10,396
Nationstar Mortgage Holdings, Inc. ⁽²⁾⁽³⁾		12,637		228,224
Navient Corp.		28,180		462,996
Popular, Inc.		10,317		452,091
Reinsurance Group of America, Inc.		3,872		487,214
Selective Insurance Group, Inc.		10,002		430,586
TCF Financial Corp.		22,903		448,670
				6,802,224

Healthcare — 7.5%
Acceleron Pharma, Inc. ⁽²⁾		248		6,329
Advaxis, Inc. ⁽²⁾		669		4,790
Align Technology, Inc. ⁽²⁾		675		64,888
Atara Biotherapeutics, Inc. ⁽²⁾		33		469
Avexis, Inc. ⁽²⁾		1		48
Bellicum Pharmaceuticals, Inc. ⁽²⁾		38		518
Cara Therapeutics, Inc. ⁽²⁾		1,009		9,374
Charles River Laboratories International, Inc. ⁽²⁾		2,848		216,989
Dyax Corp. Contingent Value Rights ⁽²⁾⁽⁷⁾		7,373		—
Dynavax Technologies Corp. ⁽²⁾		789		3,117
Editas Medicine, Inc. ⁽²⁾		30		487
Hill-Rom Holdings, Inc.		5,606		314,721
HMS Holdings Corp. ⁽²⁾		12,477		226,582
Hologic, Inc. ⁽²⁾		9,084		364,450
IDEXX Laboratories, Inc. ⁽²⁾		4,295		503,675
Insys Therapeutics, Inc. ⁽²⁾⁽³⁾		952		8,758
Karyopharm Therapeutics, Inc. ⁽²⁾		769		7,229
Masimo Corp. ⁽²⁾		6,532		440,256
NewLink Genetics Corp. ⁽²⁾		1,199		12,326
PAREXEL International Corp. ⁽²⁾		3,111		204,455
Pfenex, Inc. ⁽²⁾		952		8,635
PRA Health Sciences, Inc. ⁽²⁾		2,279		125,618
PTC Therapeutics, Inc. ⁽²⁾		983		10,725

The accompanying notes are an integral part of these financial statements.

2016 Annual Report | December 31, 2016

Page 37

Schedule of Investments

December 31, 2016

Aggressive Growth Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks — continued
Puma Biotechnology, Inc. ⁽²⁾		501		15,381
Quintiles IMS Holdings, Inc. ⁽²⁾		3,496		265,871
Seres Therapeutics, Inc. ⁽²⁾		705		6,980
United Therapeutics Corp. ⁽²⁾		2,419		346,957
VWR Corp. ⁽²⁾		10,685		267,446
WellCare Health Plans, Inc. ⁽²⁾		190		26,045
				3,463,119

Industrials — 18.6%
ABM Industries, Inc.		609		24,872
Avis Budget Group, Inc. ⁽²⁾		7,504		275,247
Barnes Group, Inc.		689		32,672
Brady Corp.		11,129		417,894
Brink's Co./The		9,680		399,300
Carlisle Cos., Inc.		1,958		215,948
Crane Co.		6,097		439,716
Dun & Bradstreet Corp./The		3,743		454,101
EMCOR Group, Inc.		6,282		444,513
EnerSys		5,685		443,999
G&K Services, Inc.		193		18,615
HD Supply Holdings, Inc. ⁽²⁾		2,075		88,208
Herman Miller, Inc.		1,227		41,963
Huntington Ingalls Industries, Inc.		2,673		492,340
Jacobs Engineering Group, Inc. ⁽²⁾		7,671		437,247
Landstar System, Inc.		3,365		287,035
ManpowerGroup, Inc.		993		88,248
MasTec, Inc. ⁽²⁾		6,784		259,488
Moog, Inc. ⁽²⁾		909		59,703
Mueller Industries, Inc.		10,483		418,901
Pitney Bowes, Inc.		20,028		304,225
Regal Beloit Corp.		3,341		231,364
SkyWest, Inc.		1,093		39,840
Spirit AeroSystems Holdings, Inc.		8,266		482,321
Swift Transportation Co. ⁽²⁾		16,302		397,117
Tetra Tech, Inc.		4,316		186,235
Timken Co./The		694		27,552
Trinity Industries, Inc.		15,961		443,076
United Rentals, Inc. ⁽²⁾		815		86,048
Univar, Inc. ⁽²⁾		932		26,441
Universal Forest Products, Inc.		3,298		336,990
WESCO International, Inc. ⁽²⁾		6,358		423,125
West Corp.		10,847		268,572
				8,592,916

Information Technology — 13.8%
Amkor Technology, Inc. ⁽²⁾		15,047		158,746
ARRIS International PLC ⁽²⁾		5,771		173,880

Aggressive Growth Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks — continued
Arrow Electronics, Inc. ⁽²⁾		2,309		164,632
Aspen Technology, Inc. ⁽²⁾		8,335		455,758
Booz Allen Hamilton Holding Corp.		11,456		413,218
Brocade Communications Systems, Inc.		3,965		49,523
Cadence Design Systems, Inc. ⁽²⁾		17,801		448,941
Cardtronics PLC ⁽²⁾		1,454		79,345
Cirrus Logic, Inc. ⁽²⁾		7,706		435,696
Convergys Corp.		7,215		177,200
Fair Isaac Corp.		1,765		210,423
Finisar Corp. ⁽²⁾		204		6,175
Gigamon, Inc. ⁽²⁾		2,560		116,608
IAC/InterActiveCorp ⁽²⁾		457		29,609
Intersil Corp.		1,321		29,458
Jabil Circuit, Inc.		19,992		473,211
Keysight Technologies, Inc. ⁽²⁾		5,266		192,578
ManTech International Corp./VA		912		38,532
Match Group, Inc. ⁽²⁾		2,986		51,061
Mentor Graphics Corp.		1,054		38,882
ON Semiconductor Corp. ⁽²⁾		23,644		301,697
Sanmina Corp. ⁽²⁾		12,070		442,366
Science Applications International Corp.		5,270		446,896
Semtech Corp. ⁽²⁾		4,377		138,094
Shutterstock, Inc. ⁽²⁾		1,844		87,627
SYNNEX Corp.		1,638		198,231
Synopsys, Inc. ⁽²⁾		8,285		487,655
TiVo Corp. ⁽²⁾		11,745		245,471
Travelport Worldwide, Ltd.		18,636		262,768
				6,354,281

Materials — 7.1%
Berry Plastics Group, Inc. ⁽²⁾		518		25,242
Chemours Co./The		4,092		90,392
Coeur Mining, Inc. ⁽²⁾		2,642		24,016
Commercial Metals Co.		12,234		266,457
Eagle Materials, Inc.		4,496		442,991
GCP Applied Technologies, Inc. ⁽²⁾		6,296		168,418
Greif, Inc.		1,387		71,167
Huntsman Corp.		6,567		125,298
Ingevity Corp. ⁽²⁾		659		36,153
Innospec, Inc.		3,400		232,900
Minerals Technologies, Inc.		3,059		236,308
Reliance Steel & Aluminum Co.		5,522		439,220
Steel Dynamics, Inc.		9,047		321,892
Trinseo SA		7,026		416,641
Worthington Industries, Inc.		7,490		355,326
				3,252,421

The accompanying notes are an integral part of these financial statements.

Page 38

2016 Annual Report | December 31, 2016

Schedule of Investments

December 31, 2016

Aggressive Growth Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks — continued
Real Estate Investment Trust — 5.6%
CBL & Associates Properties, Inc.		9,930		114,195
Communications Sales & Leasing, Inc.		16,435		417,613
Corporate Office Properties Trust		3,029		94,565
Hospitality Properties Trust		14,940		474,196
Jones Lang LaSalle, Inc.		1,395		140,951
Lamar Advertising Co.		1,106		74,367
Lexington Realty Trust		21,664		233,971
National Health Investors, Inc.		5,928		439,680
RLJ Lodging Trust		8,705		213,185
Select Income REIT		5,442		137,138
Sunstone Hotel Investors, Inc.		2,928		44,652
Xenia Hotels & Resorts, Inc.		9,598		186,393
				2,570,906

Telecommunication Services — 0.9%
Telephone & Data Systems, Inc.		14,915		430,596
				430,596

Utilities — 3.2%
El Paso Electric Co.		638		29,667
NRG Yield, Inc.		6,765		103,910
Portland General Electric Co.		9,528		412,848
Southwest Gas Holdings, Inc.		5,832		446,848
UGI Corp.		10,736		494,715
				1,487,988
Total Common Stocks (Cost $38,177,014)				40,387,298

Money Market Registered Investment Companies — 11.2%
Morgan Stanley Government Institutional Fund, 0.44% ⁽⁴⁾		57,364		57,364
Meeder Institutional Prime Money Market Fund 0.64% ⁽⁵⁾		5,094,914		5,095,423
Total Money Market Registered Investment Companies (Cost $5,152,757)				5,152,787
Total Investments — 98.8% (Cost $43,329,771) ⁽¹⁾				45,540,085
Other Assets less Liabilities — 1.2%				541,105
Total Net Assets — 100.0%				46,081,190

Aggressive Growth Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Trustee Deferred Compensation ⁽⁶⁾
Meeder Aggressive Growth Fund		1,906		19,708
Meeder Balanced Fund		1,013		10,880
Meeder Dynamic Growth Fund		685		6,658
Meeder Muirfield Fund		2,235		15,176
Meeder Quantex Fund		1,180		39,365
Meeder Infrastructure Fund		293		6,247
Total Trustee Deferred Compensation (Cost $77,986)				98,034

	Long Contracts		Unrealized Appreciation (Depreciation)($)
Futures Contracts
Russell 2000 Mini Index Futures expiring March 2017, notional value $2,306,730		34		(51,507	)
E-mini Standard & Poors MidCap 400 Futures expiring March 2017, notional value $3,318,200		20		(70,850	)
Total Futures Contracts		54		(122,357	)

(1)	Cost for federal income tax purposes of $43,367,829 differs from value by net unrealized appreciation (depreciation) of securities as follows:

Unrealized appreciation	$	3,285,131
Unrealized depreciation		(1,235,232	)
Net unrealized appreciation (depreciation)	$	2,049,899

(2)	Represents non-income producing securities.

(3)	All or a portion of this security is on loan.

(4)	Investment purchased with cash received as securities lending collateral. The yield shown represents the 7-day yield in effect at December 31, 2016.

(5)	Investment in affiliate. The yield shown represents the 7-day yield in effect at December 31, 2016.

(6)	Assets of affiliates to the Aggressive Growth Fund held for the benefit of the Fund’s Trustees in connection with the Trustee Deferred Compensation Plan.

(7)	Fair valued security deemed as Level 3 security.

The accompanying notes are an integral part of these financial statements.

2016 Annual Report | December 31, 2016

Page 39

Schedule of Investments

December 31, 2016

Balanced Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks — 51.0%
Consumer Discretionary — 4.2%
Amazon.com, Inc. ⁽²⁾		1,972		1,478,744
Bed Bath & Beyond, Inc.		4,137		168,128
Best Buy Co., Inc.		8,809		375,880
Bloomin' Brands, Inc.		2,146		38,692
Brinker International, Inc.		2,017		99,902
Comcast Corp.		15,372		1,061,436
Cooper-Standard Holdings, Inc. ⁽²⁾		56		5,789
Darden Restaurants, Inc.		150		10,908
Dick's Sporting Goods, Inc.		2,595		137,795
Domino's Pizza, Inc.		834		132,806
DR Horton, Inc.		10,022		273,901
Ford Motor Co.		30,383		368,546
Gap, Inc./The		7,119		159,750
General Motors Co.		16,169		563,328
Goodyear Tire & Rubber Co./The		1,851		57,140
H&R Block, Inc.		881		20,254
Harman International Industries, Inc.		383		42,574
Home Depot, Inc./The		5,037		675,361
HSN, Inc.		597		20,477
ILG, Inc.		6,337		115,143
International Game Technology PLC		4,027		102,769
Kohl's Corp.		2,848		140,634
Las Vegas Sands Corp.		7,437		397,210
Liberty Media Corp-Liberty SiriusXM ⁽²⁾		2,801		96,691
Macy's, Inc.		8,659		310,079
Michael Kors Holdings, Ltd. ⁽²⁾		4,471		192,164
Michaels Cos., Inc./The ⁽²⁾		4,172		85,317
Nordstrom, Inc.		4,190		200,827
Priceline Group, Inc./The ⁽²⁾		278		407,565
PVH Corp.		902		81,396
Regal Entertainment Group		2,568		52,901
Sally Beauty Holdings, Inc. ⁽²⁾		482		12,734
Scripps Networks Interactive, Inc.		523		37,327
Staples, Inc.		12,560		113,668
Tenneco, Inc. ⁽²⁾		847		52,912
Time Warner, Inc.		13,624		1,315,125
Tupperware Brands Corp.		1,791		94,242
Urban Outfitters, Inc. ⁽²⁾		993		28,281
Viacom, Inc.		391		13,724
Whirlpool Corp.		1,240		225,395
				9,767,515

Consumer Staples — 4.4%
Altria Group, Inc.		23,941		1,618,890
Archer-Daniels-Midland Co.		13,220		603,493
Dean Foods Co.		2,738		59,634

Balanced Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks — continued
Herbalife, Ltd. ⁽²⁾		2,283		109,904
Kroger Co./The		23,741		819,302
Nu Skin Enterprises, Inc.		1,213		57,957
PepsiCo, Inc.		16,397		1,715,618
Philip Morris International, Inc.		18,266		1,671,156
Procter & Gamble Co./The		8,069		678,442
Reynolds American, Inc.		5,349		299,758
Sysco Corp.		3,519		194,847
Tyson Foods, Inc.		14,991		924,645
Wal-Mart Stores, Inc.		20,695		1,430,438
				10,184,084

Energy — 3.6%
Anadarko Petroleum Corp.		5,260		366,780
Apache Corp.		2,655		168,513
Chesapeake Energy Corp. ⁽²⁾		6,050		42,471
Chevron Corp.		4,197		493,987
Continental Resources, Inc./OK ⁽²⁾		1,433		73,857
Devon Energy Corp.		16,238		741,589
Ensco PLC		1,307		12,704
EOG Resources, Inc.		11,285		1,140,914
Exxon Mobil Corp.		24,545		2,215,431
FMC Technologies, Inc. ⁽²⁾		2,572		91,383
Kinder Morgan, Inc./DE		17,345		359,215
Laredo Petroleum, Inc. ⁽²⁾		671		9,488
Marathon Oil Corp.		3,698		64,012
Marathon Petroleum Corp.		9,462		476,412
Nabors Industries, Ltd.		1,091		17,892
Noble Energy, Inc.		781		29,725
Oceaneering International, Inc.		1,681		47,421
QEP Resources, Inc. ⁽²⁾		1,154		21,245
Rice Energy, Inc. ⁽²⁾		22		470
Schlumberger, Ltd.		6,089		511,172
SM Energy Co.		420		14,482
Southwestern Energy Co. ⁽²⁾		3,173		34,332
Spectra Energy Corp.		13,089		537,827
Tesoro Corp.		1,128		98,644
Transocean, Ltd. ⁽²⁾		620		9,139
Valero Energy Corp.		8,842		604,085
WPX Energy, Inc. ⁽²⁾		1,437		20,937
				8,204,127

Financials — 9.1%
Aflac, Inc.		14,983		1,042,817
Allstate Corp./The		14,038		1,040,497
Ally Financial, Inc.		3,610		68,662
Aon PLC		4,393		489,951

The accompanying notes are an integral part of these financial statements.

Page 40

2016 Annual Report | December 31, 2016

Schedule of Investments

December 31, 2016

Balanced Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks — continued
Assured Guaranty, Ltd.		384		14,504
Bank of America Corp.		91,294		2,017,597
BB&T Corp.		23,188		1,090,300
Berkshire Hathaway, Inc. ⁽²⁾		4,193		683,375
Capital One Financial Corp.		1,811		157,992
Chimera Investment Corp.		6,490		110,460
Citizens Financial Group, Inc.		2,078		74,039
Essent Group, Ltd. ⁽²⁾		2,367		76,620
Everest Re Group, Ltd.		827		178,963
Fifth Third Bancorp		34,201		922,401
JPMorgan Chase & Co.		25,976		2,241,468
Lazard, Ltd.		1,648		67,716
Lincoln National Corp.		413		27,370
LPL Financial Holdings, Inc.		429		15,105
Marsh & McLennan Cos., Inc.		14,983		1,012,701
MetLife, Inc.		10,292		554,636
MGIC Investment Corp. ⁽²⁾		4,833		49,248
Morgan Stanley		28,326		1,196,774
Navient Corp.		6,101		100,239
Popular, Inc.		1,182		51,795
Principal Financial Group, Inc.		8,972		519,120
Progressive Corp./The		6,310		224,005
Prudential Financial, Inc.		10,754		1,119,061
Regions Financial Corp.		30,316		435,338
Reinsurance Group of America, Inc.		4,593		577,937
S&P Global, Inc.		9,108		979,474
Santander Consumer USA Holdings, Inc. ⁽²⁾		1,775		23,963
Selective Insurance Group, Inc.		1,989		85,626
Synchrony Financial		28,541		1,035,182
TCF Financial Corp.		10,592		207,497
Unum Group		2,559		112,417
US Bancorp		25,864		1,328,634
Wells Fargo & Co.		18,782		1,035,076
				20,968,560
Healthcare — 7.6%
AbbVie, Inc.		15,394		963,972
Aetna, Inc.		300		37,203
Agilent Technologies, Inc.		9,540		434,642
Alere, Inc. ⁽²⁾		470		18,316
Align Technology, Inc. ⁽²⁾		205		19,707
Allscripts Healthcare Solutions, Inc. ⁽²⁾		976		9,965
AmerisourceBergen Corp.		5,231		409,012
Amgen, Inc.		5,295		774,182
Baxter International, Inc.		16,503		731,743
Biogen, Inc. ⁽²⁾		1,518		430,474
Bruker Corp.		750		15,885

Balanced Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks — continued
Cardinal Health, Inc.		1,235		88,883
Charles River Laboratories International, Inc. ⁽²⁾		1,038		79,085
Cigna Corp.		776		103,511
Endo International PLC ⁽²⁾		459		7,560
Express Scripts Holding Co. ⁽²⁾		842		57,921
Gilead Sciences, Inc.		12,260		877,939
HCA Holdings, Inc. ⁽²⁾		13,778		1,019,848
Hill-Rom Holdings, Inc.		2,069		116,154
HMS Holdings Corp. ⁽²⁾		1,311		23,808
Hologic, Inc. ⁽²⁾		3,121		125,215
Humana, Inc.		170		34,685
IDEXX Laboratories, Inc. ⁽²⁾		2,948		345,712
Ionis Pharmaceuticals, Inc. ⁽²⁾		453		21,667
Johnson & Johnson		18,383		2,117,904
LifePoint Health, Inc. ⁽²⁾		326		18,517
Mallinckrodt PLC ⁽²⁾		1,699		84,644
Masimo Corp. ⁽²⁾		1,844		124,286
Medtronic PLC		13,763		980,338
Merck & Co., Inc.		20,675		1,217,137
Pfizer, Inc.		30,099		977,616
Premier, Inc. ⁽²⁾		600		18,216
QIAGEN NV ⁽²⁾		1,278		35,810
Quest Diagnostics, Inc.		4,446		408,587
Quintiles IMS Holdings, Inc. ⁽²⁾		1,925		146,396
Seattle Genetics, Inc. ⁽²⁾		1,354		71,451
St Jude Medical, Inc.		12,648		1,014,243
Stryker Corp.		2,528		302,880
Tenet Healthcare Corp. ⁽²⁾		894		13,267
Thermo Fisher Scientific, Inc.		6,579		928,297
United Therapeutics Corp. ⁽²⁾		1,257		180,292
UnitedHealth Group, Inc.		9,503		1,520,860
VWR Corp. ⁽²⁾		3,416		85,502
WellCare Health Plans, Inc. ⁽²⁾		698		95,682
Zoetis, Inc.		6,135		328,407
				17,417,421

Industrials — 4.5%
AECOM ⁽²⁾		936		34,033
American Airlines Group, Inc.		10,519		491,132
Arconic, Inc.		2,576		47,759
Avis Budget Group, Inc. ⁽²⁾		949		34,809
Barnes Group, Inc.		615		29,163
Boeing Co./The		8,968		1,396,138
Brink's Co./The		978		40,343
Carlisle Cos., Inc.		753		83,048
Crane Co.		1,728		124,623

The accompanying notes are an integral part of these financial statements.

2016 Annual Report | December 31, 2016

Page 41

Schedule of Investments

December 31, 2016

Balanced Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks — continued
Cummins, Inc.		3,084		421,490
Dun & Bradstreet Corp./The		671		81,406
Eaton Corp. PLC		15,495		1,039,560
EnerSys		748		58,419
Fortive Corp.		9,905		531,205
HD Supply Holdings, Inc. ⁽²⁾		2,300		97,773
Honeywell International, Inc.		9,744		1,128,841
Huntington Ingalls Industries, Inc.		1,055		194,320
Illinois Tool Works, Inc.		8,161		999,396
Jacobs Engineering Group, Inc. ⁽²⁾		613		34,941
Landstar System, Inc.		2,123		181,092
Lockheed Martin Corp.		112		27,993
LSC Communications, Inc.		93		2,760
ManpowerGroup, Inc.		1,529		135,882
MSC Industrial Direct Co., Inc.		268		24,761
Parker-Hannifin Corp.		2,442		341,880
Pitney Bowes, Inc.		5,904		89,682
Regal Beloit Corp.		1,102		76,314
RR Donnelley & Sons Co.		24		392
Ryder System, Inc.		761		56,649
Spirit AeroSystems Holdings, Inc.		3,746		218,579
Terex Corp.		126		3,973
Timken Co./The		66		2,620
Trinity Industries, Inc.		2,784		77,284
Union Pacific Corp.		10,296		1,067,489
United Continental Holdings, Inc. ⁽²⁾		6,113		445,515
United Parcel Service, Inc.		4,991		572,168
United Rentals, Inc. ⁽²⁾		1,112		117,405
Universal Forest Products, Inc.		365		37,296
WESCO International, Inc. ⁽²⁾		629		41,860
West Corp.		2,736		67,743
				10,457,736

Information Technology — 12.3%
Accenture PLC		10,567		1,237,713
Alphabet, Inc. - Class C ⁽²⁾		2,741		2,115,559
Amkor Technology, Inc. ⁽²⁾		4,177		44,067
Apple, Inc.		30,262		3,504,944
Applied Materials, Inc.		30,808		994,174
ARRIS International PLC ⁽²⁾		2,852		85,931
Booz Allen Hamilton Holding Corp.		2,397		86,460
Brocade Communications Systems, Inc.		2,177		27,191
CA, Inc.		22,065		701,005
Cadence Design Systems, Inc. ⁽²⁾		10,811		272,653
CDK Global, Inc.		2,329		139,018
Cisco Systems, Inc.		51,914		1,568,841
Citrix Systems, Inc. ⁽²⁾		4,782		427,080

Balanced Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks — continued
Computer Sciences Corp.		2,673		158,830
CSRA, Inc.		1,875		59,700
Dell Technologies, Inc. Class V ⁽²⁾		6,364		349,829
eBay, Inc. ⁽²⁾		35,840		1,064,090
Electronic Arts, Inc. ⁽²⁾		4,163		327,878
F5 Networks, Inc. ⁽²⁾		1,195		172,940
Facebook, Inc. ⁽²⁾		4,072		468,484
Harris Corp.		884		90,583
Hewlett Packard Enterprise Co.		46,821		1,083,438
HP, Inc.		54,374		806,910
IAC/InterActiveCorp ⁽²⁾		25		1,620
Intel Corp.		33,886		1,229,045
International Business Machines Corp.		10,128		1,681,147
Intuit, Inc.		8,814		1,010,173
Jabil Circuit, Inc.		2,345		55,506
Keysight Technologies, Inc. ⁽²⁾		2,536		92,742
KLA-Tencor Corp.		91		7,160
Linear Technology Corp.		3,451		215,170
Microsoft Corp.		47,426		2,947,052
Motorola Solutions, Inc.		197		16,329
NCR Corp. ⁽²⁾		768		31,150
NetApp, Inc.		5,886		207,599
ON Semiconductor Corp. ⁽²⁾		5,705		72,796
Oracle Corp.		38,509		1,480,671
QUALCOMM, Inc.		13,148		857,250
Sanmina Corp. ⁽²⁾		2,469		90,489
Science Applications International Corp.		563		47,742
Semtech Corp. ⁽²⁾		986		31,108
SunPower Corp. ⁽²⁾⁽³⁾		1,659		10,966
Symantec Corp.		13,904		332,167
Synopsys, Inc. ⁽²⁾		4,810		283,117
Texas Instruments, Inc.		17,091		1,247,130
Travelport Worldwide, Ltd.		4,343		61,236
Versum Materials, Inc. ⁽²⁾		2,786		78,203
Western Union Co./The		463		10,056
Xerox Corp.		21,728		189,685
				28,074,627

Materials — 1.1%
AdvanSix, Inc. ⁽²⁾		15		332
Eastman Chemical Co.		869		65,357
Freeport-McMoRan, Inc. ⁽²⁾		10,588		139,656
Graphic Packaging Holding Co.		2,891		36,080
Huntsman Corp.		1,784		34,039
International Paper Co.		11,669		619,157
LyondellBasell Industries NV		11,880		1,019,066
Newmont Mining Corp.		7,773		264,826

The accompanying notes are an integral part of these financial statements.

Page 42

2016 Annual Report | December 31, 2016

Schedule of Investments

December 31, 2016

Balanced Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks — continued
Nucor Corp.		2,581		153,621
Owens-Illinois, Inc. ⁽²⁾		587		10,220
Packaging Corp of America		204		17,303
Reliance Steel & Aluminum Co.		1,353		107,618
Steel Dynamics, Inc.		3,321		118,161
United States Steel Corp.		50		1,651
				2,587,087

Real Estate Investment Trust — 1.1%
CBL & Associates Properties, Inc.		3,859		44,379
CBRE Group, Inc. ⁽²⁾		9,753		307,122
Communications Sales & Leasing, Inc.		3,758		95,491
CoreCivic, Inc.		630		15,410
Corporate Office Properties Trust		4,978		155,413
Duke Realty Corp.		2,987		79,335
EPR Properties		425		30,502
Gaming and Leisure Properties, Inc.		15,298		468,425
Highwoods Properties, Inc.		2,240		114,262
Hospitality Properties Trust		13,789		437,663
Jones Lang LaSalle, Inc.		33		3,334
Lamar Advertising Co.		832		55,944
NorthStar Realty Finance Corp.		2,913		44,132
Outfront Media, Inc.		159		3,954
Senior Housing Properties Trust		2,718		51,452
Tanger Factory Outlet Centers, Inc.		1,522		54,457
Weyerhaeuser Co.		15,298		460,317
				2,421,592

Telecommunication Services — 1.5%
AT&T, Inc.		27,647		1,175,827
CenturyLink, Inc.		3,516		83,610
Telephone & Data Systems, Inc.		5,597		161,585
Verizon Communications, Inc.		39,083		2,086,251
				3,507,273

Utilities — 1.6%
AES Corp./VA		15,515		180,284
CenterPoint Energy, Inc.		21,802		537,201
Edison International		2,446		176,088
Exelon Corp.		30,039		1,066,084
FirstEnergy Corp.		20,431		632,748
MDU Resources Group, Inc.		984		28,310
NiSource, Inc.		4,368		96,708
OGE Energy Corp.		3,066		102,558
Portland General Electric Co.		4,903		212,447
Southwest Gas Holdings, Inc.		1,636		125,350
UGI Corp.		10,989		506,373

Balanced Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks — continued
Westar Energy, Inc.		1,316		74,157
				3,738,308

Total Common Stocks (Cost $112,840,852)				117,328,330

Registered Investment Companies — 33.9%
Baird Core Plus Bond Fund - Class I		423,411		4,670,227
DoubleLine Total Return Bond Fund - Class I		352,155		3,739,883
Frost Total Return Bond Fund - Class I		306,109		3,171,284
Guggenheim Floating Rate Strategies Fund - Class I		27,283		711,550
Guggenheim Total Return Bond Fund - Class I		145,936		3,859,995
iShares 1-3 Year Treasury Bond ETF ⁽⁸⁾		22,110		1,867,190
iShares 3-7 Year Treasury Bond ETF ⁽⁸⁾		36,690		4,494,892
iShares 7-10 Year Treasury Bond ETF ⁽⁸⁾		48,545		5,088,486
iShares Core U.S. Aggregate Bond ETF ⁽⁸⁾		26,700		2,885,202
iShares iBoxx $High Yield Corporate Bond ETF ⁽³⁾⁽⁸⁾		63,490		5,495,060
iShares JP Morgan USD Emerging Markets Bond ETF ⁽⁸⁾		17,705		1,951,445
iShares Russell 2000 Value ETF ⁽⁸⁾		57,698		6,862,498
JPMorgan Core Plus Bond Fund - Class L		568,977		4,648,540
Lord Abbett Floating Rate Fund - Class I		115,577		1,069,083
Lord Abbett High Yield Fund - Class I		286,570		2,160,737
Metropolitan West Total Return Bond Fund - Class I		715,003		7,528,977
PIMCO Investment Grade Corporate Bond Fund - Class I		153,897		1,571,289
Pioneer Bond Fund - Class Y		493,202		4,700,213
Prudential Total Return Bond Fund - Class Z		544,623		7,668,291
SPDR Bloomberg Barclays High Yield Bond ETF ⁽⁸⁾		52,390		1,909,616
TCW Emerging Markets Income Fund - Class I		231,568		1,875,698
Total Registered Investment Companies (Cost $77,551,359)				77,930,156

Money Market Registered Investment Companies — 16.7%
Morgan Stanley Government
Institutional Fund, 0.44% ⁽⁴⁾		5,589,029		5,589,029
Meeder Institutional Prime Money Market Fund 0.64% ⁽⁵⁾		32,880,825		32,884,113
Total Money Market Registered
Investment Companies (Cost $38,473,126)				38,473,142

The accompanying notes are an integral part of these financial statements.

2016 Annual Report | December 31, 2016

Page 43

Schedule of Investments

December 31, 2016

Balanced Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Bank Obligations — 0.3%
Capital Bank Deposit Account, 0.70%, 1/3/2017 ⁽⁶⁾		249,000		249,000
EverBank Money Market Account, 0.61%, 1/3/2017 ⁽⁶⁾		249,000		249,000
Pacific Mercantile Bank Deposit Account, 0.60%, 1/3/2017 ⁽⁶⁾		249,000		249,000
Total Bank Obligations (Cost $747,000)				747,000
Total Investments — 101.9% (Cost $229,612,337) ⁽¹⁾				234,478,628
Liabilities less Other Assets — (1.9%)				(4,432,837	)
Total Net Assets — 100.0%				230,045,791

Trustee Deferred Compensation ⁽⁷⁾
Meeder Aggressive Growth Fund		3,478		35,963
Meeder Balanced Fund		1,871		20,095
Meeder Dynamic Growth Fund		1,255		12,199
Meeder Muirfield Fund		3,164		21,484
Meeder Quantex Fund		1,255		41,867
Meeder Infrastructure Fund		541		11,534
Total Trustee Deferred Compensation (Cost $122,238)				143,142

Balanced Fund

	Long Contracts		Unrealized Appreciation (Depreciation)($)
Futures Contracts
Standard & Poors 500 Mini Futures expiring March 2017, notional value $20,237,610		181		(174,232	)
Total Futures Contracts		181		(174,232	)

(1)	Cost for federal income tax purposes of $231,088,589 differs from value by net unrealized appreciation (depreciation) of securities as follows:

Unrealized appreciation	$	8,246,454
Unrealized depreciation		(5,030,647	)
Net unrealized appreciation (depreciation)	$	3,215,807

(2)	Represents non-income producing securities.

(3)	All or a portion of this security is on loan.

(4)	Investment purchased with cash received as securities lending collateral. The yield shown represents the 7-day yield in effect at December 31, 2016.

(5)	Investment in affiliate. The yield shown represents the 7-day yield in effect at December 31, 2016.

(6)

(7)	Assets of affiliates to the Balanced Fund held for the benefit of the Fund’s Trustees in connection with the Trustee Deferred Compensation Plan.

(8)	Exchange-traded fund.

The accompanying notes are an integral part of these financial statements.

Page 44

2016 Annual Report | December 31, 2016

Schedule of Investments

December 31, 2016

Global Opportunities Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks — 47.4%
Consumer Discretionary — 1.2%
Best Buy Co., Inc.		1,223		52,185
Brinker International, Inc.		1,958		96,980
HSN, Inc.		2,278		78,135
ILG, Inc.		4,584		83,291
International Game Technology PLC		9,580		244,482
Macy's, Inc.		2,414		86,445
Michael Kors Holdings, Ltd. ⁽²⁾		2,099		90,215
Nordstrom, Inc.		446		21,377
Tupperware Brands Corp.		3,563		187,485
				940,595

Consumer Staples — 2.8%
Dean Foods Co.		1,272		27,704
Herbalife, Ltd. ⁽²⁾		4,021		193,571
Nu Skin Enterprises, Inc.		5,372		256,674
Philip Morris International, Inc.		468		42,817
Tyson Foods, Inc.		8,804		543,031
Wal-Mart Stores, Inc.		15,119		1,045,025
				2,108,822

Energy — 3.4%
Devon Energy Corp.		10,776		492,140
EOG Resources, Inc.		3,319		335,551
FMC Technologies, Inc. ⁽²⁾		12,304		437,161
Marathon Petroleum Corp.		6,303		317,356
Nabors Industries, Ltd.		1,154		18,926
Oceaneering International, Inc.		4,566		128,807
QEP Resources, Inc. ⁽²⁾		13,100		241,171
Tesoro Corp.		2,732		238,913
Valero Energy Corp.		5,251		358,748
Western Refining, Inc.		712		26,949
				2,595,722

Financials — 7.9%
Aflac, Inc.		13,406		933,059
Assured Guaranty, Ltd.		3,013		113,801
Bank of America Corp.		22,015		486,532
Chemical Financial Corp.		352		19,068
Essent Group, Ltd. ⁽²⁾		10,424		337,425
Everest Re Group, Ltd.		2,464		533,210
Fifth Third Bancorp		20,468		552,022
Hancock Holding Co.		1,379		59,435
Lazard, Ltd.		1,236		50,787
MGIC Investment Corp. ⁽²⁾		36,928		376,296
Navient Corp.		11,872		195,057
Popular, Inc.		8,743		383,118

Global Opportunities Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks — continued
Principal Financial Group, Inc.		829		47,966
Reinsurance Group of America, Inc.		6,835		860,048
S&P Global, Inc.		5,247		564,262
Selective Insurance Group, Inc.		3,057		131,604
TCF Financial Corp.		7,768		152,175
Unum Group		2,293		100,731
Voya Financial, Inc.		2,702		105,972
				6,002,568

Healthcare — 4.6%
AbbVie, Inc.		10,662		667,654
AmerisourceBergen Corp.		1,452		113,532
Amgen, Inc.		1,973		288,472
Baxter International, Inc.		6,872		304,704
Gilead Sciences, Inc.		11,486		822,513
HCA Holdings, Inc. ⁽²⁾		1,068		79,053
HMS Holdings Corp. ⁽²⁾		1,169		21,229
Johnson & Johnson		5,367		618,332
Masimo Corp. ⁽²⁾		4,177		281,530
Merck & Co., Inc.		1,598		94,074
St Jude Medical, Inc.		1,133		90,855
VWR Corp. ⁽²⁾		5,397		135,087
				3,517,035

Industrials — 1.3%
American Airlines Group, Inc.		1,512		70,595
Crane Co.		2,955		213,115
EnerSys		436		34,052
Fortive Corp.		3,229		173,171
Spirit AeroSystems Holdings, Inc.		1,897		110,690
Swift Transportation Co. ⁽²⁾		1,118		27,234
United Continental Holdings, Inc. ⁽²⁾		1,889		137,670
Universal Forest Products, Inc.		1,992		203,543
West Corp.		1,649		40,829
				1,010,899

Information Technology — 12.0%
Amkor Technology, Inc. ⁽²⁾		11,123		117,348
Apple, Inc.		4,233		490,266
CA, Inc.		14,735		468,131
Cadence Design Systems, Inc. ⁽²⁾		886		22,345
Cirrus Logic, Inc. ⁽²⁾		1,925		108,840
Computer Sciences Corp.		5,352		318,016
Dell Technologies, Inc. - Class V ⁽²⁾		5,952		327,181
eBay, Inc. ⁽²⁾		15,524		460,908
Hewlett Packard Enterprise Co.		7,380		170,773
HP, Inc.		21,657		321,390

The accompanying notes are an integral part of these financial statements.

2016 Annual Report | December 31, 2016

Page 45

Schedule of Investments

December 31, 2016

Global Opportunities Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks — continued
Intel Corp.		32,276		1,170,652
International Business Machines Corp.		6,798		1,128,400
Intuit, Inc.		3,688		422,682
Jabil Circuit, Inc.		3,781		89,496
Microsoft Corp.		2,001		124,342
Oracle Corp.		18,255		701,905
QUALCOMM, Inc.		5,130		334,476
Sanmina Corp. ⁽²⁾		10,253		375,772
Science Applications International Corp.		3,966		336,317
Symantec Corp.		13,103		313,031
Texas Instruments, Inc.		13,509		985,752
TiVo Corp. ⁽²⁾		10,913		228,082
Travelport Worldwide, Ltd.		9,486		133,753
				9,149,858

Materials — 3.6%
Commercial Metals Co.		6,380		138,956
Eagle Materials, Inc.		1,029		101,387
Freeport-McMoRan, Inc. ⁽²⁾		1,313		17,318
GCP Applied Technologies, Inc. ⁽²⁾		8,759		234,303
Greif, Inc.		1,272		65,266
Innospec, Inc.		1,138		77,953
International Paper Co.		1,389		73,700
LyondellBasell Industries NV		7,786		667,883
Newmont Mining Corp.		2,575		87,730
Reliance Steel & Aluminum Co.		6,218		494,580
Steel Dynamics, Inc.		6,581		234,152
Trinseo SA		6,571		389,660
Worthington Industries, Inc.		2,843		134,872
				2,717,760

Real Estate Investment Trust — 7.3%
CBL & Associates Properties, Inc.		13,661		157,102
CBRE Group, Inc. ⁽²⁾		28,982		912,644
Communications Sales & Leasing, Inc.		14,419		366,387
Corporate Office Properties Trust		9,902		309,140
Gaming and Leisure Properties, Inc.		30,173		923,897
Hospitality Properties Trust		29,959		950,899
Jones Lang LaSalle, Inc.		1,828		184,701
Lamar Advertising Co.		2,601		174,891
LaSalle Hotel Properties		1,289		39,276
Lexington Realty Trust		9,777		105,592
National Health Investors, Inc.		12,436		922,378
RLJ Lodging Trust		8,377		205,153
Ryman Hospitality Properties, Inc.		1,338		84,307
Select Income REIT		4,288		108,058

Global Opportunities Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks — continued
Sunstone Hotel Investors, Inc.		4,791		73,063
				5,517,488

Telecommunication Services — 1.8%
Telephone & Data Systems, Inc.		8,082		233,327
Verizon Communications, Inc.		21,119		1,127,332
				1,360,659

Utilities — 1.5%
AES Corp./VA		14,382		167,119
Exelon Corp.		9,212		326,934
Southwest Gas Holdings, Inc.		3,735		286,176
UGI Corp.		8,180		376,934
				1,157,163

Total Common Stocks (Cost $34,913,906)				36,078,569

Registered Investment Companies — 47.0%
Goldman Sachs Emerging Markets Equity Insights Fund - Class I		168,653		1,371,148
iShares Core MSCI EAFE ETF ⁽³⁾⁽⁸⁾		146,645		7,864,571
iShares Core MSCI Emerging Markets ETF ⁽⁸⁾		309,952		13,157,461
iShares MSCI EAFE ETF ⁽⁸⁾		192,427		11,108,811
Oppenheimer Developing Markets Fund - Class Y		18,600		594,642
Oppenheimer International Growth Fund - Class I		45,961		1,593,917
Total Registered Investment Companies (Cost $36,347,023)				35,690,550

Money Market Registered Investment Companies — 7.3%
Morgan Stanley Government Institutional Fund, 0.44% ⁽⁴⁾		2,420,649		2,420,649
Meeder Institutional Prime Money Market Fund 0.64% ⁽⁵⁾		3,120,111		3,120,423
Total Money Market Registered Investment Companies (Cost $5,540,800)				5,541,072

The accompanying notes are an integral part of these financial statements.

Page 46

2016 Annual Report | December 31, 2016

Schedule of Investments

December 31, 2016

Global Opportunities Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Bank Obligations — 1.0%
Capital Bank Deposit Account, 0.70%, 1/3/2017 ⁽⁶⁾		249,000		249,000
EverBank Money Market Account, 0.61%, 1/3/2017 ⁽⁶⁾		249,000		249,000
Pacific Mercantile Bank Deposit Account, 0.60%, 1/3/2017 ⁽⁶⁾		249,000		249,000
Total Bank Obligations (Cost $747,000)				747,000
Total Investments — 102.7% (Cost $77,548,729) ⁽¹⁾				78,057,191
Liabilities less Other Assets — (2.7%)				(2,039,356	)
Total Net Assets — 100.0%				76,017,835

Trustee Deferred Compensation ⁽⁷⁾
Meeder Aggressive Growth Fund		2,736		28,290
Meeder Balanced Fund		1,461		15,691
Meeder Dynamic Growth Fund		985		9,574
Meeder Muirfield Fund		2,520		17,111
Meeder Quantex Fund		1,029		34,327
Meeder Infrastructure Fund		420		8,954
Total Trustee Deferred Compensation (Cost $96,638)				113,947

Global Opportunities Fund

	Long Contracts		Unrealized Appreciation (Depreciation)($)
Futures Contracts
Standard & Poors 500 Mini Futures expiring March 2017, notional value $2,236,200		20		(25,296	)
Russell 2000 Mini Index Futures expiring March 2017, notional value $407,070		6		(5,837	)
E-mini Standard & Poors MidCap 400 Futures expiring March 2017, notional value $1,327,280		8		(26,231	)
Total Futures Contracts		34		(57,364	)

(1)	Cost for federal income tax purposes of $77,725,501 differs from value by net unrealized appreciation (depreciation) of securities as follows:

Unrealized appreciation	$	2,099,324
Unrealized depreciation		(1,824,998	)
Net unrealized appreciation (depreciation)	$	274,326

(2)	Represents non-income producing securities.

(3)	All or a portion of this security is on loan.

(4)	Investment purchased with cash received as securities lending collateral. The yield shown represents the 7-day yield in effect at December 31, 2016.

(5)	Investment in affiliate. The yield shown represents the 7-day yield in effect at December 31, 2016.

(6)

(7)	Assets of affiliates to the Global Opportunities Fund held for the benefit of the Fund’s Trustees in connection with the Trustee Deferred Compensation Plan.

(8)	Exchange-traded fund.

The accompanying notes are an integral part of these financial statements.

2016 Annual Report | December 31, 2016

Page 47

Schedule of Investments

December 31, 2016

Spectrum Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks - Long — 92.2%
Consumer Discretionary — 6.9%
Aaron's, Inc. ⁽⁵⁾		3,069		98,177
Abercrombie & Fitch Co.		369		4,428
Amazon.com, Inc. ⁽²⁾⁽⁵⁾		710		532,407
America's Car-Mart, Inc./TX ⁽²⁾		265		11,594
Arctic Cat, Inc. ⁽²⁾		492		7,390
Ascena Retail Group, Inc. ⁽²⁾		2,018		12,491
At Home Group, Inc. ⁽²⁾		671		9,817
Barnes & Noble Education, Inc. ⁽²⁾		2,577		29,558
Barnes & Noble, Inc.		1,162		12,956
Bassett Furniture Industries, Inc.		185		5,624
Best Buy Co., Inc. ⁽⁵⁾		7,446		317,721
Big 5 Sporting Goods Corp.		87		1,509
Bloomin' Brands, Inc.		8,271		149,126
Boot Barn Holdings, Inc. ⁽²⁾		241		3,017
Brinker International, Inc.		3,733		184,895
Build-A-Bear Workshop, Inc. ⁽²⁾		2,140		29,425
Caleres, Inc.		473		15,524
Cato Corp./The		838		25,207
Citi Trends, Inc.		1,247		23,493
Coach, Inc. ⁽⁵⁾		6,477		226,825
Conn's, Inc. ⁽²⁾		969		12,258
Container Store Group, Inc./The ⁽²⁾		4,770		30,290
Cooper-Standard Holdings, Inc. ⁽²⁾		1,206		124,676
Crocs, Inc. ⁽²⁾		2,633		18,062
Culp, Inc.		215		7,987
Dana, Inc.		2,420		45,932
Darden Restaurants, Inc. ⁽⁵⁾		4,101		298,225
DeVry Education Group, Inc.		382		11,918
Dick's Sporting Goods, Inc.		1,203		63,879
DR Horton, Inc. ⁽⁵⁾		18,254		498,881
Express, Inc. ⁽²⁾		1,735		18,669
Fossil Group, Inc. ⁽²⁾		2,155		55,728
Francesca's Holdings Corp. ⁽²⁾		1,131		20,392
Fred's, Inc.		3,066		56,905
Gap, Inc./The		5,541		124,340
Genuine Parts Co. ⁽⁵⁾		3,408		325,600
G-III Apparel Group, Ltd. ⁽²⁾		115		3,399
Global Eagle Entertainment, Inc. ⁽²⁾		395		2,552
GNC Holdings, Inc.		423		4,670
Goodyear Tire & Rubber Co./The		3,291		101,593
Gray Television, Inc. ⁽²⁾		400		4,340
Groupon, Inc. ⁽²⁾		2,723		9,040
Guess?, Inc.		1,146		13,867
Habit Restaurants, Inc./The ⁽²⁾		1,030		17,768
Harman International Industries, Inc.		204		22,677
Haverty Furniture Cos., Inc.		912		21,614

Spectrum Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks - Long — continued
Hemisphere Media Group, Inc. ⁽²⁾		434		4,861
Home Depot, Inc./The ⁽⁵⁾		2,400		321,792
HSN, Inc.		2,053		70,418
ILG, Inc. ⁽⁵⁾		20,158		366,271
International Game Technology PLC ⁽⁵⁾		14,069		359,041
Jack in the Box, Inc.		1,197		133,633
Jamba, Inc. ⁽²⁾		700		7,210
John Wiley & Sons, Inc.		788		42,946
Kirkland's, Inc. ⁽²⁾		2,070		32,106
Kona Grill, Inc. ⁽²⁾		658		8,258
LCI Industries		537		57,862
Liberty Media Corp-Liberty Media ⁽²⁾		1,596		50,035
Liberty Tax, Inc.		280		3,752
Liberty TripAdvisor Holdings, Inc. ⁽²⁾		168		2,528
Lions Gate Entertainment Corp. ⁽²⁾		5,383		132,099
Lumber Liquidators Holdings, Inc. ⁽²⁾⁽³⁾		625		9,838
Macy's, Inc.		5,165		184,959
Malibu Boats, Inc. ⁽²⁾		118		2,251
MarineMax, Inc. ⁽²⁾		588		11,378
MDC Partners, Inc.		1,923		12,596
Michael Kors Holdings, Ltd. ⁽²⁾⁽⁵⁾		7,214		310,058
Michaels Cos., Inc./The ⁽²⁾		14,275		291,924
Movado Group, Inc.		84		2,415
Nautilus, Inc. ⁽²⁾		174		3,219
New Home Co., Inc./The ⁽²⁾		643		7,530
New Media Investment Group, Inc.		348		5,565
Noodles & Co. ⁽²⁾		2,064		8,462
Nordstrom, Inc.		2,202		105,542
Papa John's International, Inc.		173		14,805
Perry Ellis International, Inc. ⁽²⁾		201		5,007
Pier 1 Imports, Inc.		1,591		13,587
PVH Corp.		1,002		90,420
Reading International, Inc. ⁽²⁾		48		797
Rent-A-Center, Inc./TX		2,926		32,918
Restoration Hardware, Inc. ⁽²⁾		488		14,982
Ruby Tuesday, Inc. ⁽²⁾		2,503		8,085
Sears Holdings Corp. ⁽²⁾⁽³⁾		2,581		23,977
Select Comfort Corp. ⁽²⁾		485		10,971
Shake Shack, Inc. ⁽²⁾		88		3,150
Sonic Automotive, Inc.		305		6,985
Sportsman's Warehouse Holdings, Inc. ⁽²⁾		1,088		10,216
Sequential Brands Group, Inc. ⁽²⁾		836		3,912
Stage Stores, Inc.		2,059		8,998
Staples, Inc. ⁽⁵⁾		17,263		156,230
Tailored Brands, Inc.		866		22,126
Tenneco, Inc. ⁽²⁾⁽⁵⁾		4,096		255,877
Tile Shop Holdings, Inc. ⁽²⁾		740		14,467

The accompanying notes are an integral part of these financial statements.

Page 48

2016 Annual Report | December 31, 2016

Schedule of Investments

December 31, 2016

Spectrum Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks - Long — continued
Tilly's, Inc. ⁽²⁾		594		7,835
Time Warner, Inc.		7,537		727,547
Townsquare Media, Inc. ⁽²⁾		510		5,309
TRI Pointe Group, Inc. ⁽²⁾		15,140		173,807
Tuesday Morning Corp. ⁽²⁾		6,836		36,914
Tupperware Brands Corp.		3,880		204,166
Viacom, Inc. ⁽⁵⁾		6,759		237,241
Vince Holding Corp. ⁽²⁾		468		1,895
Vitamin Shoppe, Inc. ⁽²⁾		365		8,669
Weight Watchers International, Inc. ⁽²⁾		334		3,824
Wolverine World Wide, Inc.		3,618		79,415
Workhorse Group, Inc. ⁽²⁾		44		311
Yum! Brands, Inc. ⁽⁵⁾		2,804		177,577
ZAGG, Inc. ⁽²⁾		257		1,825
Zoe's Kitchen, Inc. ⁽²⁾		292		7,005
Zumiez, Inc. ⁽²⁾		333		7,276
				8,543,121

Consumer Staples — 5.2%
Altria Group, Inc.		13,372		904,214
Archer-Daniels-Midland Co. ⁽⁵⁾		10,739		490,235
Bunge, Ltd. ⁽⁵⁾		3,854		278,413
Chefs' Warehouse, Inc./The ⁽²⁾		1,032		16,306
Darling Ingredients, Inc. ⁽²⁾		1,166		15,053
Dean Foods Co.		3,629		79,040
Fresh Del Monte Produce, Inc.		949		57,538
Herbalife, Ltd. ⁽²⁾⁽⁵⁾		8,624		415,159
HRG Group, Inc. ⁽²⁾		2,093		32,567
Ingles Markets, Inc.		273		13,131
Ingredion, Inc. ⁽⁵⁾		4,032		503,839
Kroger Co./The ⁽⁵⁾		13,570		468,301
Lifevantage Corp. ⁽²⁾		84		685
Natural Grocers by Vitamin Cottage, Inc. ⁽²⁾		3,051		36,276
Nu Skin Enterprises, Inc.		1,670		79,793
PepsiCo, Inc.		9,151		957,468
Philip Morris International, Inc.		10,120		925,879
Procter & Gamble Co./The		497		41,788
Tyson Foods, Inc. ⁽⁵⁾		4,613		284,530
United Natural Foods, Inc. ⁽²⁾		1,084		51,728
Village Super Market, Inc.		146		4,511
Wal-Mart Stores, Inc.		11,725		810,432
				6,466,886

Energy — 3.8%
Chesapeake Energy Corp. ⁽²⁾		13,663		95,914
Chevron Corp.		502		59,085
Devon Energy Corp. ⁽⁵⁾		11,873		542,240

Spectrum Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks - Long — continued
Dril-Quip, Inc. ⁽²⁾		1,117		67,076
EOG Resources, Inc.		6,389		645,928
Exxon Mobil Corp. ⁽⁵⁾		8,682		783,637
FMC Technologies, Inc. ⁽²⁾		2,216		78,734
Laredo Petroleum, Inc. ⁽²⁾		156		2,206
Marathon Petroleum Corp. ⁽⁵⁾		8,906		448,417
Newfield Exploration Co. ⁽²⁾		9,131		369,806
Oceaneering International, Inc.		4,234		119,441
ONEOK, Inc.		4,602		264,201
QEP Resources, Inc. ⁽²⁾⁽⁵⁾		14,232		262,011
Rice Energy, Inc. ⁽²⁾		875		18,681
Southwestern Energy Co. ⁽²⁾		2,575		27,862
Tesoro Corp. ⁽⁵⁾		2,841		248,445
Valero Energy Corp. ⁽⁵⁾		8,972		612,966
Western Refining, Inc.		1,116		42,241
WPX Energy, Inc. ⁽²⁾		830		12,093
				4,700,984

Financials — 14.6%
Aflac, Inc. ⁽⁵⁾		8,615		599,604
Allstate Corp./The		2,619		194,120
Ally Financial, Inc.		7,571		144,000
Aspen Insurance Holdings, Ltd.		1,102		60,610
Associated Banc-Corp		1,484		36,655
Banc of California, Inc.		70		1,215
Bancorp, Inc./The ⁽²⁾		319		2,507
Bank of America Corp. ⁽⁵⁾		52,735		1,165,443
BB&T Corp. ⁽⁵⁾		13,244		622,733
Berkshire Hathaway, Inc. ⁽²⁾⁽⁵⁾		1,978		322,374
Chemical Financial Corp.		3,215		174,157
Chimera Investment Corp. ⁽⁵⁾		21,347		363,326
Citigroup, Inc.		16,932		1,006,268
Citizens Financial Group, Inc.		4,877		173,768
Citizens, Inc./TX ⁽²⁾		127		1,247
Customers Bancorp, Inc. ⁽²⁾		214		7,665
Donnelley Financial Solutions, Inc. ⁽²⁾		583		13,397
eHealth, Inc. ⁽²⁾		924		9,841
Encore Capital Group, Inc. ⁽²⁾		1,168		33,463
Enova International, Inc. ⁽²⁾		525		6,589
Essent Group, Ltd. ⁽²⁾⁽⁵⁾		10,029		324,639
EverBank Financial Corp. ⁽⁵⁾		2,472		48,080
Everest Re Group, Ltd.		742		160,569
FBR & Co.		693		9,009
Federated National Holding Co.		229		4,280
Fidelity Southern Corp.		137		3,243
Fifth Third Bancorp ⁽⁵⁾		21,352		575,863
First American Financial Corp. ⁽⁵⁾		11,241		411,758

The accompanying notes are an integral part of these financial statements.

2016 Annual Report | December 31, 2016

Page 49

Schedule of Investments

December 31, 2016

Spectrum Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks - Long — continued
First Connecticut Bancorp, Inc./
Farmington CT		598		13,545
First Financial Northwest, Inc.		355		7,008
First NBC Bank Holding Co. ⁽²⁾		671		4,898
First Northwest Bancorp ⁽²⁾		700		10,920
Flagstar Bancorp, Inc. ⁽²⁾		739		19,909
FNB Corp./PA ⁽⁵⁾		32,457		520,286
Franklin Financial Network, Inc. ⁽²⁾		155		6,487
Great Western Bancorp, Inc. ⁽⁵⁾		4,941		215,378
Hancock Holding Co.		4,128		177,917
Heritage Insurance Holdings, Inc.		133		2,084
International Bancshares Corp.		4,530		184,824
Invesco Mortgage Capital, Inc.		13,506		197,188
JPMorgan Chase & Co.		6,404		552,601
KeyCorp		7,868		143,748
Lazard, Ltd. ⁽⁵⁾		6,988		287,137
Manning & Napier, Inc.		397		2,997
Marsh & McLennan Cos., Inc.		127		8,584
Merchants Bancshares, Inc./VT		172		9,322
MetLife, Inc.		501		26,999
MFA Financial, Inc. ⁽⁵⁾		30,511		232,799
MGIC Investment Corp.		48,100		490,139
Morgan Stanley		16,064		678,704
National Commerce Corp. ⁽²⁾		53		1,969
Nationstar Mortgage Holdings, Inc. ⁽²⁾⁽³⁾		3,737		67,490
Navient Corp.		18,732		307,767
New Residential Investment Corp. ⁽⁵⁾		20,451		321,490
Ocwen Financial Corp. ⁽²⁾		587		3,164
Old Republic International Corp. ⁽⁵⁾		16,260		308,940
Opus Bank		147		4,417
Orrstown Financial Services, Inc.		296		6,630
Pacific Mercantile Bancorp ⁽²⁾		428		3,124
Patriot National, Inc.		31		144
Popular, Inc. ⁽⁵⁾		11,845		519,048
PRA Group, Inc. ⁽²⁾		440		17,204
Principal Financial Group, Inc.		9,518		550,711
Progressive Corp./The		14,536		516,028
Prudential Financial, Inc. ⁽⁵⁾		6,138		638,720
Regional Management Corp. ⁽²⁾		710		18,659
Regions Financial Corp.		26,776		384,503
Reinsurance Group of America, Inc.		4,255		535,407
Republic First Bancorp, Inc. ⁽²⁾		2,200		18,370
S&P Global, Inc. ⁽⁵⁾		5,238		563,295
Santander Consumer USA Holdings, Inc. ⁽²⁾		1,520		20,520
Selective Insurance Group, Inc. ⁽⁵⁾		10,332		444,793
SunTrust Banks, Inc. ⁽⁵⁾		1,543		84,634
Synchrony Financial		16,357		593,268

Spectrum Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks - Long — continued
TCF Financial Corp.		26,513		519,390
Unum Group ⁽⁵⁾		11,175		490,918
US Bancorp		14,521		745,944
Walter Investment Management Corp. ⁽²⁾		617		2,931
Wells Fargo & Co.		3,027		166,818
WisdomTree Investments, Inc. ⁽³⁾		778		8,667
World Acceptance Corp. ⁽²⁾		188		12,085
WP Glichmer, Inc. ⁽²⁾		3,654		38,038
				18,184,983

Healthcare — 13.7%
AAC Holdings, Inc. ⁽²⁾		957		6,929
Abbott Laboratories ⁽⁵⁾		13,803		530,173
AbbVie, Inc. ⁽⁵⁾		12,764		799,281
AcelRx Pharmaceuticals, Inc. ⁽²⁾		6,319		16,429
Aceto Corp.		1,408		30,934
Achillion Pharmaceuticals, Inc. ⁽²⁾		2,075		8,570
Addus HomeCare Corp. ⁽²⁾		264		9,253
Adeptus Health, Inc. - Class A ⁽²⁾⁽³⁾		968		7,396
Aduro Biotech, Inc. ⁽²⁾		1,041		11,867
Advaxis, Inc. ⁽²⁾		845		6,050
Adverum Biotechnologies, Inc. ⁽²⁾		4,065		11,789
Aetna, Inc. ⁽⁵⁾		4,652		576,895
Aevi Genomic Medicine, Inc. ⁽²⁾		2,445		12,665
Agenus, Inc. ⁽²⁾		1,461		6,019
Agile Therapeutics, Inc. ⁽²⁾		839		4,782
Agilent Technologies, Inc. ⁽⁵⁾		5,554		253,040
Air Methods Corp. ⁽²⁾		82		2,612
Akebia Therapeutics, Inc. ⁽²⁾		222		2,311
Align Technology, Inc. ⁽²⁾⁽⁵⁾		3,314		318,575
Allscripts Healthcare Solutions, Inc. ⁽²⁾		14,836		151,476
Almost Family, Inc. ⁽²⁾		756		33,340
American Renal Associates Holdings, Inc. ⁽²⁾		991		21,088
AmerisourceBergen Corp.		7,031		549,754
Amgen, Inc. ⁽⁵⁾		5,604		819,360
Amicus Therapeutics, Inc. ⁽²⁾		4,866		24,184
Ampio Pharmaceuticals, Inc. ⁽²⁾		8,000		7,202
Anavex Life Sciences Corp. ⁽²⁾⁽³⁾		1,490		5,900
Anthera Pharmaceuticals, Inc. ⁽²⁾		9,573		6,214
Applied Genetic Technologies Corp./DE ⁽²⁾		1,314		12,286
Aptevo Therapeutics, Inc. ⁽²⁾		4,932		12,034
Aratana Therapeutics, Inc. ⁽²⁾		873		6,268
Arena Pharmaceuticals, Inc. ⁽²⁾		463		657
Array BioPharma, Inc. ⁽²⁾		464		4,079
Arrowhead Pharmaceuticals, Inc. ⁽²⁾		2,015		3,123
Asterias Biotherapeutics, Inc. ⁽²⁾⁽³⁾		2,200		10,120
Atara Biotherapeutics, Inc. ⁽²⁾		427		6,063

The accompanying notes are an integral part of these financial statements.

Page 50

2016 Annual Report | December 31, 2016

Schedule of Investments

December 31, 2016

Spectrum Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks - Long — continued
Avinger, Inc. ⁽²⁾		1,237		4,577
Axovant Sciences, Ltd. ⁽²⁾		67		832
Axsome Therapeutics, Inc. ⁽²⁾		600		4,050
Baxter International, Inc. ⁽⁵⁾		12,229		542,234
Bellicum Pharmaceuticals, Inc. ⁽²⁾		24		327
BioCryst Pharmaceuticals, Inc. ⁽²⁾		1,568		9,925
Bio-Path Holdings, Inc. ⁽²⁾		3,352		4,525
BioScrip, Inc. ⁽²⁾		1,518		1,579
Boston Scientific Corp. ⁽²⁾		1,146		24,788
Bruker Corp.		5,863		124,178
Capital Senior Living Corp. ⁽²⁾		1,777		28,521
Cara Therapeutics, Inc. ⁽²⁾		684		6,354
Cardinal Health, Inc. ⁽⁵⁾		5,083		365,824
Castlight Health, Inc. ⁽²⁾		1,843		9,123
Celldex Therapeutics, Inc. ⁽²⁾		5,235		18,532
Cellular Biomedicine Group, Inc. ⁽²⁾		354		4,637
Cempra, Inc. ⁽²⁾⁽³⁾		1,594		4,463
ChemoCentryx, Inc. ⁽²⁾		891		6,593
Chimerix, Inc. ⁽²⁾		4,321		19,877
ChromaDex Corp. ⁽²⁾		751		2,486
Cidara Therapeutics, Inc. ⁽²⁾		1,782		18,533
Civitas Solutions, Inc. ⁽²⁾		600		11,940
Clovis Oncology, Inc. ⁽²⁾		214		9,506
Coherus Biosciences, Inc. ⁽²⁾		53		1,492
Collegium Pharmaceutical, Inc. ⁽²⁾		448		6,975
Community Health Systems, Inc. ⁽²⁾		569		3,181
Computer Programs & Systems, Inc.		548		12,933
Concert Pharmaceuticals, Inc. ⁽²⁾		1,502		15,456
ConforMIS, Inc. ⁽²⁾		1,353		10,959
Corindus Vascular Robotics, Inc. ⁽²⁾		6,675		4,662
CorVel Corp. ⁽²⁾		428		15,665
Cotiviti Holdings, Inc. ⁽²⁾		618		21,259
CR Bard, Inc. ⁽⁵⁾		1,386		311,379
Cross Country Healthcare, Inc. ⁽²⁾		1,519		23,712
Cytokinetics, Inc. ⁽²⁾		266		3,232
CytomX Therapeutics, Inc. ⁽²⁾		541		5,946
CytRx Corp. ⁽²⁾		19,420		7,228
DENTSPLY SIRONA, Inc.		2,791		161,124
Dimension Therapeutics, Inc. ⁽²⁾		1,971		8,574
Durect Corp. ⁽²⁾		9,100		12,194
Dyax Corp. Contingent Value Rights ⁽²⁾⁽⁹⁾		6,220		—
Dynavax Technologies Corp. ⁽²⁾		4,781		18,885
Eagle Pharmaceuticals, Inc./DE ⁽²⁾		54		4,284
Editas Medicine, Inc. ⁽²⁾		428		6,946
Edwards Lifesciences Corp. ⁽²⁾		282		26,423
Egalet Corp. ⁽²⁾		1,705		13,043
Eiger BioPharmaceuticals, Inc. ⁽²⁾		568		6,617

Spectrum Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks - Long — continued
Endocyte, Inc. ⁽²⁾		5,657		14,425
Epizyme, Inc. ⁽²⁾		32		387
Esperion Therapeutics, Inc. ⁽²⁾		2,956		37,009
FibroGen, Inc. ⁽²⁾		226		4,836
Five Prime Therapeutics, Inc. ⁽²⁾		829		41,541
Flex Pharma, Inc. ⁽²⁾		703		3,712
Flexion Therapeutics, Inc. ⁽²⁾		316		6,010
Fluidigm Corp. ⁽²⁾		608		4,426
Fortress Biotech, Inc. ⁽²⁾		1,800		4,860
Galena Biopharma, Inc. ⁽²⁾		1,787		3,467
Genesis Healthcare, Inc. ⁽²⁾		5,839		24,816
Geron Corp. ⁽²⁾		3,616		7,485
Gilead Sciences, Inc. ⁽⁵⁾		10,840		776,252
Global Blood Therapeutics, Inc. ⁽²⁾		636		9,190
GlycoMimetics, Inc. ⁽²⁾		233		1,421
Halozyme Therapeutics, Inc. ⁽²⁾		1,035		10,226
HCA Holdings, Inc. ⁽²⁾⁽⁵⁾		7,920		586,238
Heron Therapeutics, Inc. ⁽²⁾		399		5,227
Hill-Rom Holdings, Inc. ⁽⁵⁾		5,582		313,373
HMS Holdings Corp. ⁽²⁾		4,256		77,289
Hologic, Inc. ⁽²⁾		1,262		50,631
Idera Pharmaceuticals, Inc. ⁽²⁾		5,461		8,192
IDEXX Laboratories, Inc. ⁽²⁾⁽⁵⁾		2,529		296,576
Ignyta, Inc. ⁽²⁾		2,765		14,655
Immune Design Corp. ⁽²⁾		1,696		9,328
ImmunoGen, Inc. ⁽²⁾		16,194		33,036
Immunomedics, Inc. ⁽²⁾		680		2,496
Infinity Pharmaceuticals, Inc. ⁽²⁾		8,138		10,986
Inotek Pharmaceuticals Corp. ⁽²⁾		801		4,886
Inovio Pharmaceuticals, Inc. ⁽²⁾		792		5,496
Insys Therapeutics, Inc. ⁽²⁾⁽³⁾		1,045		9,614
Intellia Therapeutics, Inc. ⁽²⁾		387		5,074
Intersect ENT, Inc. ⁽²⁾		482		5,832
Intra-Cellular Therapies, Inc. ⁽²⁾		2,016		30,421
Invitae Corp. ⁽²⁾		1,142		9,067
InVivo Therapeutics Holdings Corp. ⁽²⁾		1,140		4,788
iRadimed Corp. ⁽²⁾		879		9,757
Johnson & Johnson ⁽⁵⁾		12,191		1,404,524
Kadmon Holdings, Inc. ⁽²⁾⁽³⁾		1,036		5,543
Karyopharm Therapeutics, Inc. ⁽²⁾		597		5,612
Kindred Healthcare, Inc.		1,329		10,433
La Jolla Pharmaceutical Co. ⁽²⁾		772		13,533
Landauer, Inc.		55		2,646
Lannett Co., Inc. ⁽²⁾		337		7,431
LHC Group, Inc. ⁽²⁾		475		21,708
Lipocine, Inc. ⁽²⁾⁽³⁾		3,527		12,979
Loxo Oncology, Inc. ⁽²⁾		67		2,152

The accompanying notes are an integral part of these financial statements.

2016 Annual Report | December 31, 2016

Page 51

Schedule of Investments
December 31, 2016

Spectrum Fund
Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks - Long — continued
MacroGenics, Inc. ⁽²⁾		52		1,063
Mallinckrodt PLC ⁽²⁾		1,482		73,833
MannKind Corp. ⁽²⁾		29,404		18,722
Masimo Corp. ⁽²⁾⁽⁵⁾		6,348		427,855
Medtronic PLC ⁽⁵⁾		10,474		746,063
Merck & Co., Inc. ⁽⁵⁾		14,050		827,124
Merrimack Pharmaceuticals, Inc. ⁽²⁾⁽³⁾		1,225		4,998
Mirati Therapeutics, Inc. ⁽²⁾		1,734		8,237
Momenta Pharmaceuticals, Inc. ⁽²⁾		223		3,356
Myriad Genetics, Inc. ⁽²⁾		111		1,850
NantHealth, Inc. ⁽²⁾		289		2,873
NantKwest, Inc. ⁽²⁾		1,705		9,753
Natera, Inc. ⁽²⁾		59		691
Neos Therapeutics, Inc. ⁽²⁾⁽³⁾		3,100		18,135
NewLink Genetics Corp. ⁽²⁾		1,792		18,422
Novavax, Inc. ⁽²⁾⁽³⁾		5,153		6,493
Novocure, Ltd. ⁽²⁾		382		2,999
Ocular Therapeutix, Inc. ⁽²⁾		1,388		11,618
Omeros Corp. ⁽²⁾		465		4,613
OncoMed Pharmaceuticals, Inc. ⁽²⁾		2,975		22,937
Ophthotech Corp. ⁽²⁾		492		2,376
Organovo Holdings, Inc. ⁽²⁾⁽³⁾		2,332		7,905
Osiris Therapeutics, Inc. ⁽²⁾		2,361		11,593
Otonomy, Inc. ⁽²⁾		1,263		20,082
OvaScience, Inc. ⁽²⁾		4,201		6,428
Pacira Pharmaceuticals, Inc./DE ⁽²⁾		590		19,057
Paratek Pharmaceuticals, Inc. ⁽²⁾		1,057		16,278
PAREXEL International Corp. ⁽²⁾		1,154		75,841
Pfenex, Inc. ⁽²⁾		34		308
Pfizer, Inc.		33,093		1,074,861
PharMerica Corp. ⁽²⁾		489		12,298
Portola Pharmaceuticals, Inc. ⁽²⁾		896		20,106
Progenics Pharmaceuticals, Inc. ⁽²⁾		639		5,521
Proteostasis Therapeutics, Inc. ⁽²⁾		29		356
Providence Service Corp./The ⁽²⁾		437		16,628
PTC Therapeutics, Inc. ⁽²⁾		1,158		12,634
Puma Biotechnology, Inc. ⁽²⁾		3		92
Quality Systems, Inc. ⁽²⁾		322		4,234
Quest Diagnostics, Inc. ⁽⁵⁾		4,654		427,703
Quorum Health Corp. ⁽²⁾		1,469		10,680
RadNet, Inc. ⁽²⁾		190		1,226
Regulus Therapeutics, Inc. ⁽²⁾		8,811		19,825
Revance Therapeutics, Inc. ⁽²⁾		759		15,711
Rigel Pharmaceuticals, Inc. ⁽²⁾		2,794		6,650
Rockwell Medical, Inc. ⁽²⁾⁽³⁾		1,563		10,238
Sangamo Therapeutics, Inc. ⁽²⁾		4,204		12,822
Second Sight Medical Products, Inc. ⁽²⁾		2,978		5,867

Spectrum Fund
Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks - Long — continued
Seres Therapeutics, Inc. ⁽²⁾		1,279		12,662
Sorrento Therapeutics, Inc. ⁽²⁾		806		3,949
Spectrum Pharmaceuticals, Inc. ⁽²⁾		2,054		9,099
St Jude Medical, Inc.		7,085		568,146
Stemline Therapeutics, Inc. ⁽²⁾		918		9,823
Stryker Corp.		812		97,286
Sucampo Pharmaceuticals, Inc. ⁽²⁾		327		4,431
Surgery Partners, Inc. ⁽²⁾		131		2,076
Syndax Pharmaceuticals, Inc. ⁽²⁾		216		1,549
Synthetic Biologics, Inc. ⁽²⁾		13,300		10,143
Syros Pharmaceuticals, Inc. ⁽²⁾		96		1,167
T2 Biosystems, Inc. ⁽²⁾⁽³⁾		2,270		11,940
Tandem Diabetes Care, Inc. ⁽²⁾		1,500		3,225
Teladoc, Inc. ⁽²⁾		856		14,124
Teligent, Inc. ⁽²⁾		2,991		19,771
Tetraphase Pharmaceuticals, Inc. ⁽²⁾		6,301		25,393
TG Therapeutics, Inc. ⁽²⁾		3,386		15,745
Thermo Fisher Scientific, Inc.		3,091		436,140
Titan Pharmaceuticals, Inc. ⁽²⁾		724		2,896
Tokai Pharmaceuticals, Inc. ⁽²⁾⁽³⁾		8,598		8,408
TransEnterix, Inc. ⁽²⁾		2,245		2,919
Trevena, Inc. ⁽²⁾		5,552		32,646
Trovagene, Inc. ⁽²⁾		6,188		12,995
United Therapeutics Corp. ⁽²⁾⁽⁵⁾		2,054		294,605
UnitedHealth Group, Inc. ⁽⁵⁾		5,785		925,831
Universal American Corp. ⁽²⁾		119		1,184
US Physical Therapy, Inc.		127		8,915
Veracyte, Inc. ⁽²⁾		394		3,050
ViewRay, Inc. ⁽²⁾		624		1,953
Vital Therapies, Inc. ⁽²⁾		2,231		9,705
Voyager Therapeutics, Inc. ⁽²⁾		11		140
vTv Therapeutics, Inc. ⁽²⁾		1,658		8,008
VWR Corp. ⁽²⁾		11,548		289,046
XBiotech, Inc. ⁽²⁾		15		152
Zafgen, Inc. ⁽²⁾		6,215		19,764
ZIOPHARM Oncology, Inc. ⁽²⁾⁽³⁾		2,966		15,868
Zogenix, Inc. ⁽²⁾		984		11,956
				17,069,542

Industrials — 10.8%
3M Co.		1,949		348,033
AECOM ⁽²⁾⁽⁵⁾		7,805		283,790
American Airlines Group, Inc. ⁽⁵⁾		11,252		525,356
AO Smith Corp. ⁽⁵⁾		2,962		140,251
Applied Industrial Technologies, Inc.		2,981		177,071
Barnes Group, Inc.		2,422		114,851
Boeing Co./The		662		103,060

The accompanying notes are an integral part of these financial statements.

Page 52

2016 Annual Report | December 31, 2016

Schedule of Investments
December 31, 2016

Spectrum Fund
Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks - Long — continued
Brady Corp.		3,172		119,109
Brink's Co./The ⁽⁵⁾		4,074		168,053
Carlisle Cos., Inc. ⁽⁵⁾		4,609		508,326
Cogint, Inc. ⁽²⁾		786		2,712
Crane Co. ⁽⁵⁾		6,696		482,916
Cummins, Inc. ⁽⁵⁾		3,933		537,523
Deluxe Corp.		2,086		149,378
Dover Corp. ⁽⁵⁾		6,920		518,516
Dun & Bradstreet Corp./The ⁽⁵⁾		3,945		478,607
Eaton Corp. PLC ⁽⁵⁾		8,725		585,360
EMCOR Group, Inc.		589		41,678
EnerSys ⁽⁵⁾		2,911		227,349
Fluor Corp. ⁽⁵⁾		9,352		491,167
Fortive Corp. ⁽⁵⁾		6,423		344,465
General Electric Co. ⁽⁵⁾		8,547		270,085
Hawaiian Holdings, Inc. ⁽²⁾		701		39,957
HC2 Holdings, Inc. ⁽²⁾		1,300		7,709
HD Supply Holdings, Inc. ⁽²⁾⁽⁵⁾		12,681		539,069
Herman Miller, Inc.		5,527		189,023
Hillenbrand, Inc.		707		27,113
Huntington Ingalls Industries, Inc. ⁽⁵⁾		2,854		525,678
Illinois Tool Works, Inc.		1,505		184,302
Ingersoll-Rand PLC ⁽⁵⁾		6,965		522,654
Landstar System, Inc.		2,300		196,190
LSC Communications, Inc.		259		7,687
ManpowerGroup, Inc.		1,515		134,638
Masco Corp. ⁽⁵⁾		13,255		419,123
Matson, Inc.		1,327		46,963
Moog, Inc. ⁽²⁾		350		22,988
Mueller Industries, Inc.		200		7,992
Navistar International Corp. ⁽²⁾		723		22,681
NL Industries, Inc. ⁽²⁾		3		24
Parker-Hannifin Corp.		2,413		337,820
Pitney Bowes, Inc. ⁽⁵⁾		28,398		431,366
Radiant Logistics, Inc. ⁽²⁾		2,792		10,889
Regal Beloit Corp.		1,096		75,898
Rexnord Corp. ⁽²⁾		2,315		45,351
Rockwell Automation, Inc.		2,806		377,126
RR Donnelley & Sons Co.		1,418		23,142
Scorpio Bulkers, Inc. ⁽²⁾⁽³⁾		2,824		14,261
SkyWest, Inc.		203		7,399
Spirit AeroSystems Holdings, Inc. ⁽⁵⁾		6,336		369,706
Swift Transportation Co. ⁽²⁾		859		20,925
Tetra Tech, Inc.		559		24,121
Timken Co./The		5,716		226,925
TRC Cos., Inc. ⁽²⁾		173		1,834
Trinity Industries, Inc.		7,180		199,317

Spectrum Fund
Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks - Long — continued
Union Pacific Corp.		2,529		262,207
United Continental Holdings, Inc. ⁽²⁾		7,745		564,455
United Parcel Service, Inc. ⁽⁵⁾		2,570		294,625
United Rentals, Inc. ⁽²⁾⁽⁵⁾		767		80,980
Universal Forest Products, Inc.		2,629		268,631
USA Truck, Inc. ⁽²⁾		420		3,658
West Corp. ⁽⁵⁾		4,544		112,509
Xylem, Inc./NY ⁽⁵⁾		5,973		295,783
YRC Worldwide, Inc. ⁽²⁾		244		3,240
				13,563,615

Information Technology — 22.8%
Acacia Communications, Inc. ⁽²⁾		76		4,693
Accenture PLC ⁽⁵⁾		5,979		700,320
Activision Blizzard, Inc. ⁽⁵⁾		7,258		262,086
Advanced Energy Industries, Inc. ⁽²⁾		217		11,881
Aerohive Networks, Inc. ⁽²⁾		2,500		14,250
Alphabet, Inc. - Class A ⁽²⁾⁽⁵⁾		199		157,698
Alphabet, Inc. - Class C ⁽²⁾⁽⁵⁾		190		146,646
Amkor Technology, Inc. ⁽²⁾		7,043		74,304
Apple, Inc. ⁽⁵⁾		20,290		2,349,986
Applied Materials, Inc. ⁽⁵⁾		19,027		614,001
Applied Optoelectronics, Inc. ⁽²⁾		142		3,328
ARRIS International PLC ⁽²⁾⁽⁵⁾		3,782		113,952
Aspen Technology, Inc. ⁽²⁾		3,760		205,597
Autobytel, Inc. ⁽²⁾		585		7,868
Avid Technology, Inc. ⁽²⁾		397		1,747
Avnet, Inc. ⁽⁵⁾		9,626		458,294
Black Box Corp.		311		4,743
Booz Allen Hamilton Holding Corp. ⁽⁵⁾		10,032		361,854
Broadridge Financial Solutions, Inc. ⁽⁵⁾		7,663		508,057
Brocade Communications Systems, Inc. ⁽⁵⁾		1,161		14,501
CA, Inc. ⁽⁵⁾		16,780		533,101
Cadence Design Systems, Inc. ⁽²⁾⁽⁵⁾		19,861		500,894
Calix, Inc. ⁽²⁾		321		2,472
Cardtronics PLC ⁽²⁾		698		38,090
CDK Global, Inc. ⁽⁵⁾		7,720		460,807
Cirrus Logic, Inc. ⁽²⁾		2,286		129,250
Cisco Systems, Inc. ⁽⁵⁾		31,697		957,883
Citrix Systems, Inc. ⁽²⁾⁽⁵⁾		6,063		541,487
CommVault Systems, Inc. ⁽²⁾		1,339		68,825
Computer Sciences Corp. ⁽⁵⁾		8,654		514,221
Comtech Telecommunications Corp.		85		1,007
Convergys Corp.		635		15,596
CSRA, Inc.		771		24,549
Dell Technologies, Inc. Class V ⁽²⁾⁽⁵⁾		9,163		503,690
DHI Group, Inc. ⁽²⁾		197		1,231

The accompanying notes are an integral part of these financial statements.

2016 Annual Report | December 31, 2016

Page 53

Schedule of Investments
December 31, 2016

Spectrum Fund
Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks - Long — continued
eBay, Inc. ⁽²⁾⁽⁵⁾		20,703		614,672
Electronic Arts, Inc. ⁽²⁾		6,543		515,327
EMCORE Corp.		1,163		10,118
Facebook, Inc. ⁽²⁾⁽⁵⁾		1,609		185,115
Fair Isaac Corp.		814		97,045
Gigamon, Inc. ⁽²⁾		682		31,065
Gogo, Inc. ⁽²⁾		490		4,518
Hewlett Packard Enterprise Co. ⁽⁵⁾		26,648		616,635
Hortonworks, Inc. ⁽²⁾		1,420		11,800
HP, Inc. ⁽⁵⁾		39,157		581,090
Immersion Corp. ⁽²⁾		790		8,398
Imperva, Inc. ⁽²⁾		174		6,682
Infinera Corp. ⁽²⁾		155		1,316
Intel Corp. ⁽⁵⁾		28,078		1,018,388
InterDigital, Inc./PA		580		52,983
International Business Machines Corp. ⁽⁵⁾		5,646		937,180
Intuit, Inc. ⁽⁵⁾		5,061		580,041
Jabil Circuit, Inc. ⁽⁵⁾		19,947		472,145
Keysight Technologies, Inc. ⁽²⁾		6,806		248,895
KLA-Tencor Corp.		6,524		513,308
Limelight Networks, Inc. ⁽²⁾		458		1,154
Linear Technology Corp. ⁽⁵⁾		8,758		546,061
ManTech International Corp./VA		33		1,394
Marchex, Inc. ⁽²⁾		1,500		3,975
Mastercard, Inc. ⁽⁵⁾		7,671		792,031
Match Group, Inc. ⁽²⁾		1,529		26,146
Maxim Integrated Products, Inc.		12,299		474,372
Maxwell Technologies, Inc. ⁽²⁾		24		123
Mentor Graphics Corp. ⁽⁵⁾		9,056		334,076
Micron Technology, Inc. ⁽²⁾		28,097		615,886
Microsoft Corp. ⁽⁵⁾		30,095		1,870,102
MicroStrategy, Inc. ⁽²⁾		47		9,278
Motorola Solutions, Inc.		6,584		545,748
NCR Corp. ⁽²⁾		5,064		205,396
NetApp, Inc.		3,428		120,906
NETGEAR, Inc. ⁽²⁾		368		20,001
NIC, Inc.		2,822		67,446
Nimble Storage, Inc. ⁽²⁾		743		5,885
ON Semiconductor Corp. ⁽²⁾		31,157		397,563
Oracle Corp.		21,265		817,639
Paychex, Inc.		1,800		109,584
PFSweb, Inc. ⁽²⁾		377		3,205
QUALCOMM, Inc. ⁽⁵⁾		11,966		780,183
QuinStreet, Inc. ⁽²⁾		1,968		7,400
Rapid7, Inc. ⁽²⁾		492		5,988
RealNetworks, Inc. ⁽²⁾		257		1,249
Red Hat, Inc. ⁽²⁾		875		60,988

Spectrum Fund
Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks - Long — continued
Rosetta Stone, Inc. ⁽²⁾		1,223		10,897
Rubicon Project, Inc./The ⁽²⁾		1,226		9,097
Sanmina Corp. ⁽²⁾		10,163		372,474
Science Applications International Corp.		2,289		194,107
Semtech Corp. ⁽²⁾⁽⁵⁾		3,281		103,516
Shutterstock, Inc. ⁽²⁾⁽⁵⁾		1,326		63,012
Silicon Laboratories, Inc. ⁽²⁾		270		17,550
Sonus Networks, Inc. ⁽²⁾		916		5,771
Symantec Corp. ⁽⁵⁾		22,273		532,102
Synopsys, Inc. ⁽²⁾⁽⁵⁾		8,655		509,433
Teradyne, Inc. ⁽⁵⁾		15,011		381,279
Texas Instruments, Inc.		9,889		721,600
TiVo Corp. ⁽²⁾		4,577		95,659
Travelport Worldwide, Ltd.		11,599		163,546
Unisys Corp. ⁽²⁾		87		1,301
Versum Materials, Inc. ⁽²⁾		1,637		45,951
Western Union Co./The ⁽⁵⁾		4,726		102,649
Xerox Corp. ⁽⁵⁾		54,416		475,052
Zillow Group, Inc. ⁽²⁾		766		27,936
				28,472,341

Materials — 3.5%
Avery Dennison Corp. ⁽⁵⁾		6,334		444,773
Boise Cascade Co. ⁽²⁾		370		8,325
Cabot Corp.		1,296		65,500
Coeur Mining, Inc. ⁽²⁾		997		9,063
Domtar Corp.		1,835		71,620
Eagle Materials, Inc.		1,798		177,157
Freeport-McMoRan, Inc. ⁽²⁾⁽⁵⁾		35,283		465,383
GCP Applied Technologies, Inc. ⁽²⁾⁽⁵⁾		4,915		131,476
Graphic Packaging Holding Co.		1,610		20,093
Greif, Inc.		148		7,594
Innospec, Inc.		496		33,976
International Paper Co. ⁽⁵⁾		5,222		277,079
LyondellBasell Industries NV ⁽⁵⁾		6,895		591,453
Newmont Mining Corp. ⁽⁵⁾		15,298		521,203
Nucor Corp. ⁽⁵⁾		6,758		402,236
Owens-Illinois, Inc. ⁽²⁾		5,571		96,991
Reliance Steel & Aluminum Co. ⁽⁵⁾		5,424		431,425
Steel Dynamics, Inc.		13,544		481,896
Trinseo SA		1,245		73,829
				4,311,072

Real Estate Investment Trust — 4.4%
CBL & Associates Properties, Inc.		8,675		99,763
CBRE Group, Inc. ⁽²⁾⁽⁵⁾		17,038		536,527
Communications Sales & Leasing, Inc.		8,410		213,698

The accompanying notes are an integral part of these financial statements.

Page 54

2016 Annual Report | December 31, 2016

Schedule of Investments
December 31, 2016

Spectrum Fund
Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks - Long — continued
Corporate Office Properties Trust		11,634		363,213
CoreCivic, Inc.		942		23,041
Duke Realty Corp.		7,505		199,333
Farmland Partners, Inc.		844		9,419
Gaming and Leisure Properties, Inc. ⁽⁵⁾		10,446		319,857
Highwoods Properties, Inc. ⁽⁵⁾		10,652		543,359
Hospitality Properties Trust ⁽⁵⁾		17,172		545,039
Iron Mountain, Inc. ⁽⁵⁾		14,793		480,477
Jones Lang LaSalle, Inc.		2,199		222,187
Lamar Advertising Co.		2,165		145,575
LaSalle Hotel Properties		1,235		37,630
Lexington Realty Trust		31,204		337,003
Liberty Property Trust		11,216		443,032
National Health Investors, Inc.		4,196		311,217
NorthStar Realty Finance Corp.		4,382		66,387
Potlatch Corp.		154		6,414
RLJ Lodging Trust		7,330		179,512
Ryman Hospitality Properties, Inc.		3,339		210,390
Sabra Health Care REIT, Inc.		149		3,639
Senior Housing Properties Trust		1,308		24,760
Sunstone Hotel Investors, Inc.		4,959		75,625
Xenia Hotels & Resorts, Inc.		3,667		71,213
				5,468,310

Telecommunication Services — 2.7%
AT&T, Inc.		30,405		1,293,124
CenturyLink, Inc. ⁽⁵⁾		19,758		469,845
Triple-S Management Corp., Inc. ⁽²⁾		1,079		22,335
Telephone & Data Systems, Inc. ⁽⁵⁾		14,427		416,507
Verizon Communications, Inc.		21,813		1,164,378
Vonage Holdings Corp.		3,250		22,263
				3,388,452

Utilities — 3.8%
AES Corp./VA ⁽⁵⁾		42,633		495,395
Edison International ⁽⁵⁾		3,161		227,560
El Paso Electric Co.		1,987		92,396
Entergy Corp. ⁽⁵⁾		2,942		216,149
Exelon Corp. ⁽⁵⁾		17,312		614,403
FirstEnergy Corp. ⁽⁵⁾		17,979		556,810
Genie Energy, Ltd.		1,195		6,871
NiSource, Inc. ⁽⁵⁾		22,958		508,290
NRG Yield, Inc.		2,796		42,947
OGE Energy Corp.		579		19,368
Pinnacle West Capital Corp.		2,847		222,151
Portland General Electric Co. ⁽⁵⁾		9,439		408,992
Southwest Gas Holdings, Inc.		6,813		522,012

Spectrum Fund
Security Description	Shares or Principal Amount ($)			Fair Value ($)
Common Stocks - Long — continued
UGI Corp.		12,026			554,158
Westar Energy, Inc.		4,259			239,995
					4,727,497

Total Common Stocks - Long (Cost $110,882,233)					114,896,803

Money Market Registered Investment Companies — 5.9%
Morgan Stanley Government Institutional Fund, 0.44% ⁽⁴⁾		236,673			236,673
Meeder Institutional Prime Money Market Fund 0.64% ⁽⁶⁾		7,074,693			7,075,401
Total Money Market Registered Investment Companies (Cost $7,312,046)					7,312,074

Bank Obligations — 0.2%
Capital Bank Deposit Account, 0.70%, 1/3/2017 ⁽⁷⁾		249,000			249,000
Total Bank Obligations (Cost $249,000)					249,000
Total Investments - Long — 98.3% (Cost $118,443,279) ⁽¹⁾					122,457,877
Total Securities Sold Short — (37.7%) (Proceeds Received $(46,237,362))					(47,004,069	)
Other Assets less Liabilities — 39.4%					49,064,077
Total Net Assets — 100.0%					124,517,885

Common Stocks - Short — (37.7%)
Consumer Discretionary — (6.4%)
Buffalo Wild Wings, Inc. ⁽²⁾		(560	)		(86,464	)
CalAtlantic Group, Inc.		(11,580	)		(393,836	)
Career Education Corp. ⁽²⁾		(1,961	)		(19,786	)
CarMax, Inc. ⁽²⁾		(8,312	)		(535,210	)
Charter Communications, Inc. ⁽²⁾		(1,428	)		(411,150	)
Chipotle Mexican Grill, Inc. ⁽²⁾		(1,364	)		(514,664	)
Columbia Sportswear Co.		(2,434	)		(141,902	)
Core-Mark Holding Co., Inc.		(1,420	)		(61,159	)
Dollar Tree, Inc. ⁽²⁾		(5,991	)		(462,385	)
Dorman Products, Inc. ⁽²⁾		(298	)		(21,772	)
Five Below, Inc. ⁽²⁾		(4,818	)		(192,527	)
Hanesbrands, Inc.		(10,653	)		(229,785	)
Horizon Global Corp. ⁽²⁾		(1,064	)		(25,536	)
Hyatt Hotels Corp. ⁽²⁾		(323	)		(17,849	)
IMAX Corp. ⁽²⁾		(1,305	)		(40,977	)
Kate Spade & Co. ⁽²⁾		(549	)		(10,250	)
L Brands, Inc.		(7,143	)		(470,295	)

The accompanying notes are an integral part of these financial statements.

2016 Annual Report | December 31, 2016

Page 55

Schedule of Investments
December 31, 2016

Spectrum Fund
Security Description	Shares or Principal Amount ($)			Fair Value ($)
Common Stocks - Short — continued
Liberty Broadband Corp. ⁽²⁾		(7,953	)		(576,273	)
Lululemon Athletica, Inc. ⁽²⁾		(5,653	)		(367,388	)
Madison Square Garden Co./The ⁽²⁾		(3,277	)		(562,038	)
Modine Manufacturing Co. ⁽²⁾		(264	)		(3,934	)
Monro Muffler Brake, Inc.		(3,810	)		(217,932	)
Netflix, Inc. ⁽²⁾		(3,381	)		(418,568	)
Norwegian Cruise Line Holdings, Ltd. ⁽²⁾		(2,358	)		(100,286	)
Panera Bread Co. ⁽²⁾		(889	)		(182,325	)
Polaris Industries, Inc.		(69	)		(5,685	)
Signet Jewelers, Ltd.		(1,375	)		(129,608	)
Spartan Motors, Inc.		(2,310	)		(21,368	)
Starbucks Corp.		(3,057	)		(169,725	)
Tesla Motors, Inc. ⁽²⁾		(2,512	)		(536,789	)
Toll Brothers, Inc. ⁽²⁾		(15,720	)		(487,320	)
Tribune Media Co.		(8,635	)		(302,052	)
UCP, Inc. ⁽²⁾		(1,100	)		(13,255	)
Under Armour, Inc. ⁽²⁾		(4,116	)		(119,570	)
Vista Outdoor, Inc. ⁽²⁾		(436	)		(16,088	)
Wendy's Co./The		(11,326	)		(153,128	)
					(8,018,879	)

Consumer Staples — (2.4%)
Alliance One International, Inc. ⁽²⁾		(362	)		(6,950	)
Boston Beer Co., Inc./The ⁽²⁾		(276	)		(46,879	)
Constellation Brands, Inc.		(3,172	)		(486,299	)
Coty, Inc.		(29,893	)		(547,341	)
Edgewell Personal Care Co. ⁽²⁾		(1,528	)		(111,529	)
Farmer Brothers Co. ⁽²⁾		(129	)		(4,734	)
Hain Celestial Group, Inc./The ⁽²⁾		(4,505	)		(175,830	)
Kraft Heinz Co./The		(5,028	)		(439,045	)
Molson Coors Brewing Co.		(1,880	)		(182,943	)
Monster Beverage Corp. ⁽²⁾		(11,578	)		(513,369	)
Oil-Dri Corp of America		(73	)		(2,789	)
PriceSmart, Inc.		(1,685	)		(140,698	)
Seneca Foods Corp. ⁽²⁾		(259	)		(10,373	)
Snyder's-Lance, Inc.		(1,192	)		(45,701	)
Sprouts Farmers Market, Inc. ⁽²⁾		(10,333	)		(195,500	)
TreeHouse Foods, Inc. ⁽²⁾		(483	)		(34,868	)
Turning Point Brands, Inc. ⁽²⁾		(300	)		(3,675	)
Vector Group, Ltd.		(2,989	)		(67,970	)
					(3,016,493	)

Energy — (1.6%)
Cheniere Energy, Inc. ⁽²⁾		(13,577	)		(562,495	)
CONSOL Energy, Inc.		(1,432	)		(26,105	)
Dawson Geophysical Co./old ⁽²⁾		(1,100	)		(8,844	)
Geospace Technologies Corp. ⁽²⁾		(196	)		(3,991	)

Spectrum Fund
Security Description	Shares or Principal Amount ($)			Fair Value ($)
Common Stocks - Short — continued
Hess Corp.		(8,479	)		(528,157	)
Matador Resources Co. ⁽²⁾		(7,431	)		(191,423	)
Occidental Petroleum Corp.		(5,694	)		(405,584	)
Pioneer Energy Services Corp. ⁽²⁾		(2,581	)		(17,680	)
REX American Resources Corp. ⁽²⁾		(357	)		(35,254	)
RPC, Inc.		(3,610	)		(71,514	)
SemGroup Corp.		(2,064	)		(86,172	)
Synergy Resources Corp. ⁽²⁾		(4,833	)		(43,062	)
US Silica Holdings, Inc.		(992	)		(56,227	)
Weatherford International PLC ⁽²⁾		(2,280	)		(11,377	)
					(2,047,885	)

Financials — (5.0%)
Affiliated Managers Group, Inc. ⁽²⁾		(983	)		(142,830	)
Ambac Financial Group, Inc. ⁽²⁾		(133	)		(2,993	)
American International Group, Inc.		(422	)		(27,561	)
Anworth Mortgage Asset Corp.		(11,554	)		(59,734	)
Astoria Financial Corp.		(4,504	)		(84,000	)
Bank of the Ozarks, Inc.		(10,711	)		(563,290	)
BankUnited, Inc.		(325	)		(12,249	)
Banner Corp.		(4,436	)		(247,573	)
Capital Bank Financial Corp.		(5,460	)		(214,305	)
Dynex Capital, Inc.		(394	)		(2,687	)
Financial Engines, Inc.		(1,979	)		(72,728	)
First Hawaiian, Inc.		(6,177	)		(215,083	)
Global Indemnity, Ltd. ⁽²⁾		(940	)		(35,917	)
Home BancShares, Inc./AR		(5,933	)		(164,759	)
Intercontinental Exchange, Inc.		(345	)		(19,465	)
Investors Bancorp, Inc.		(12,836	)		(179,062	)
Kinsale Capital Group, Inc.		(111	)		(3,775	)
LendingClub Corp. ⁽²⁾		(3,539	)		(18,580	)
MBIA, Inc. ⁽²⁾		(106	)		(1,134	)
Mercury General Corp.		(5,205	)		(313,393	)
New York Community Bancorp, Inc.		(32,853	)		(522,691	)
New York Mortgage Trust, Inc.		(2,613	)		(17,246	)
OneBeacon Insurance Group, Ltd.		(342	)		(5,489	)
Owens Realty Mortgage, Inc.		(48	)		(889	)
Pinnacle Financial Partners, Inc.		(2,108	)		(146,084	)
ProAssurance Corp.		(4,762	)		(267,624	)
RenaissanceRe Holdings, Ltd.		(3,744	)		(510,008	)
RLI Corp.		(7,107	)		(448,665	)
SEI Investments Co.		(2,250	)		(111,060	)
Signature Bank/New York NY ⁽²⁾		(3,562	)		(535,012	)
Stifel Financial Corp. ⁽²⁾		(3,245	)		(162,088	)
TFS Financial Corp.		(29,247	)		(556,863	)
United Bankshares, Inc./WV		(8,969	)		(414,816	)

The accompanying notes are an integral part of these financial statements.

Page 56

2016 Annual Report | December 31, 2016

Schedule of Investments
December 31, 2016

Spectrum Fund
Security Description	Shares or Principal Amount ($)			Fair Value ($)
Common Stocks - Short — continued
White Mountains Insurance Group, Ltd.		(80	)		(66,884	)
					(6,146,537	)

Healthcare — (3.8%)
Acadia Healthcare Co., Inc. ⁽²⁾		(3,312	)		(109,627	)
ACADIA Pharmaceuticals, Inc. ⁽²⁾		(557	)		(16,064	)
Alkermes PLC ⁽²⁾		(301	)		(16,730	)
Allergan plc ⁽²⁾		(2,046	)		(429,680	)
Alnylam Pharmaceuticals, Inc. ⁽²⁾		(1,333	)		(49,908	)
ARIAD Pharmaceuticals, Inc. ⁽²⁾		(2,905	)		(36,138	)
athenahealth, Inc. ⁽²⁾		(3,844	)		(404,273	)
BioMarin Pharmaceutical, Inc. ⁽²⁾		(234	)		(19,385	)
Bluebird Bio, Inc. ⁽²⁾		(480	)		(29,616	)
Bristol-Myers Squibb Co.		(5,121	)		(299,271	)
Brookdale Senior Living, Inc. ⁽²⁾		(7,998	)		(99,335	)
DaVita, Inc. ⁽²⁾		(7,688	)		(493,570	)
DexCom, Inc. ⁽²⁾		(5,227	)		(312,052	)
Envision Healthcare Corp. ⁽²⁾		(2,364	)		(149,618	)
Exact Sciences Corp. ⁽²⁾		(64	)		(855	)
Incyte Corp. ⁽²⁾		(4,490	)		(450,211	)
Insulet Corp. ⁽²⁾		(2,597	)		(97,855	)
Ionis Pharmaceuticals, Inc. ⁽²⁾		(731	)		(34,964	)
IRIDEX Corp. ⁽²⁾		(139	)		(1,954	)
Juno Therapeutics, Inc. ⁽²⁾		(2,431	)		(45,824	)
Kite Pharma, Inc. ⁽²⁾		(1,392	)		(62,417	)
Medicines Co./The ⁽²⁾		(3,818	)		(129,583	)
MEDNAX, Inc. ⁽²⁾		(1,742	)		(116,122	)
Nektar Therapeutics ⁽²⁾		(977	)		(11,988	)
Neurocrine Biosciences, Inc. ⁽²⁾		(882	)		(34,133	)
Nevro Corp. ⁽²⁾		(2,232	)		(162,177	)
NxStage Medical, Inc. ⁽²⁾		(435	)		(11,401	)
Penumbra, Inc. ⁽²⁾		(336	)		(21,437	)
Perrigo Co. PLC		(2,683	)		(223,306	)
Prothena Corp. PLC ⁽²⁾		(767	)		(37,729	)
Radius Health, Inc. ⁽²⁾		(1,584	)		(60,240	)
Regeneron Pharmaceuticals, Inc. ⁽²⁾		(203	)		(74,519	)
Sage Therapeutics, Inc. ⁽²⁾		(1,163	)		(59,383	)
Team Health Holdings, Inc. ⁽²⁾		(2,046	)		(88,899	)
TESARO, Inc. ⁽²⁾		(441	)		(59,306	)
Ultragenyx Pharmaceutical, Inc. ⁽²⁾		(906	)		(63,701	)
Vertex Pharmaceuticals, Inc. ⁽²⁾		(2,768	)		(203,919	)
Wright Medical Group NV ⁽²⁾		(9,616	)		(220,976	)
					(4,738,166	)

Industrials — (5.9%)
2U, Inc. ⁽²⁾		(3,001	)		(90,480	)
Acuity Brands, Inc.		(2,218	)		(512,047	)

Spectrum Fund
Security Description	Shares or Principal Amount ($)			Fair Value ($)
Common Stocks - Short — continued
Argan, Inc.		(566	)		(39,931	)
Air Lease Corp.		(6,621	)		(227,299	)
Alamo Group, Inc.		(333	)		(25,341	)
Allegiant Travel Co.		(521	)		(86,694	)
Ameresco, Inc. ⁽²⁾		(1,266	)		(6,963	)
Armstrong Flooring, Inc. ⁽²⁾		(654	)		(13,021	)
Armstrong World Industries, Inc. ⁽²⁾		(12,382	)		(517,568	)
CAI International, Inc. ⁽²⁾		(51	)		(442	)
Clean Harbors, Inc. ⁽²⁾		(204	)		(11,353	)
Columbus McKinnon Corp./NY		(189	)		(5,111	)
Covanta Holding Corp.		(23,655	)		(369,018	)
Exponent, Inc.		(133	)		(8,020	)
Flowserve Corp.		(3,588	)		(172,403	)
Gencor Industries, Inc. ⁽²⁾		(600	)		(9,420	)
Genesee & Wyoming, Inc. ⁽²⁾		(98	)		(6,802	)
GMS, Inc. ⁽²⁾		(2,853	)		(83,536	)
Great Lakes Dredge & Dock Corp. ⁽²⁾		(5,117	)		(21,491	)
Harsco Corp.		(431	)		(5,862	)
Healthcare Services Group, Inc.		(11,853	)		(464,282	)
Heartland Express, Inc.		(1,121	)		(22,824	)
HEICO Corp.		(3,923	)		(302,659	)
Hexcel Corp.		(6,763	)		(347,889	)
Hurco Cos., Inc.		(200	)		(6,620	)
IES Holdings, Inc. ⁽²⁾		(1,300	)		(24,895	)
Kadant, Inc.		(200	)		(12,240	)
KEYW Holding Corp./The ⁽²⁾		(428	)		(5,046	)
KLX, Inc. ⁽²⁾		(2,218	)		(100,054	)
Macquarie Infrastructure Corp.		(1,166	)		(95,262	)
Manitowoc Co., Inc./The ⁽²⁾		(460	)		(2,751	)
Middleby Corp./The ⁽²⁾		(4,281	)		(551,435	)
Milacron Holdings Corp. ⁽²⁾		(317	)		(5,906	)
Miller Industries, Inc./TN		(500	)		(13,225	)
MYR Group, Inc. ⁽²⁾		(1,712	)		(64,508	)
Orbital ATK, Inc.		(1,829	)		(160,458	)
Orion Group Holdings, Inc. ⁽²⁾		(2,070	)		(20,597	)
Patrick Industries, Inc. ⁽²⁾		(46	)		(3,510	)
Roadrunner Transportation Systems, Inc. ⁽²⁾		(1,012	)		(10,515	)
Rockwell Collins, Inc.		(255	)		(23,654	)
Rollins, Inc.		(842	)		(28,443	)
Roper Technologies, Inc.		(2,862	)		(523,975	)
SiteOne Landscape Supply, Inc. ⁽²⁾		(59	)		(2,049	)
Snap-on, Inc.		(3,143	)		(538,302	)
Spirit Airlines, Inc. ⁽²⁾		(1,445	)		(83,608	)
SPX Corp. ⁽²⁾		(1,027	)		(24,360	)
Stericycle, Inc. ⁽²⁾		(6,881	)		(530,112	)
Supreme Industries, Inc.		(134	)		(2,104	)
Titan International, Inc.		(1,784	)		(19,999	)

The accompanying notes are an integral part of these financial statements.

2016 Annual Report | December 31, 2016

Page 57

Schedule of Investments
December 31, 2016

Spectrum Fund
Security Description	Shares or Principal Amount ($)			Fair Value ($)
Common Stocks - Short — continued
TransDigm Group, Inc.		(2,207	)		(549,455	)
Tutor Perini Corp. ⁽²⁾		(374	)		(10,472	)
Verisk Analytics, Inc. ⁽²⁾		(124	)		(10,065	)
Wabtec Corp./DE		(5,898	)		(489,652	)
WageWorks, Inc. ⁽²⁾		(7	)		(508	)
					(7,264,236	)

Information Technology — (4.7%)
Alpha & Omega Semiconductor, Ltd. ⁽²⁾		(782	)		(16,633	)
Arista Networks, Inc. ⁽²⁾		(3,490	)		(337,727	)
Cavium, Inc. ⁽²⁾		(7,554	)		(471,672	)
Cornerstone OnDemand, Inc. ⁽²⁾		(1,907	)		(80,685	)
CoStar Group, Inc. ⁽²⁾		(2,978	)		(561,323	)
Cypress Semiconductor Corp.		(1,938	)		(22,171	)
Electronics For Imaging, Inc. ⁽²⁾		(493	)		(21,623	)
Envestnet, Inc. ⁽²⁾		(2,580	)		(90,945	)
FireEye, Inc. ⁽²⁾		(4,947	)		(58,869	)
Fortinet, Inc. ⁽²⁾		(79	)		(2,379	)
Guidewire Software, Inc. ⁽²⁾		(2,429	)		(119,823	)
HubSpot, Inc. ⁽²⁾		(737	)		(34,639	)
MACOM Technology Solutions
Holdings, Inc. ⁽²⁾		(3,250	)		(150,410	)
NetScout Systems, Inc. ⁽²⁾		(1,710	)		(53,865	)
New Relic, Inc. ⁽²⁾		(5,437	)		(153,595	)
Palo Alto Networks, Inc. ⁽²⁾		(3,202	)		(400,410	)
Pandora Media, Inc. ⁽²⁾		(3,459	)		(45,105	)
Paylocity Holding Corp. ⁽²⁾		(1,274	)		(38,233	)
PDF Solutions, Inc. ⁽²⁾		(755	)		(17,025	)
Proofpoint, Inc. ⁽²⁾		(2,033	)		(143,631	)
ServiceNow, Inc. ⁽²⁾		(1,431	)		(106,381	)
Splunk, Inc. ⁽²⁾		(7,697	)		(393,702	)
SS&C Technologies Holdings, Inc.		(1,189	)		(34,005	)
Tableau Software, Inc. ⁽²⁾		(1,580	)		(66,597	)
Twitter, Inc. ⁽²⁾		(16,535	)		(269,521	)
Tyler Technologies, Inc. ⁽²⁾		(34	)		(4,854	)
Ultimate Software Group, Inc./The ⁽²⁾		(587	)		(107,039	)
Universal Display Corp. ⁽²⁾		(2,794	)		(157,302	)
VeriFone Systems, Inc. ⁽²⁾		(6,910	)		(122,514	)
ViaSat, Inc. ⁽²⁾		(5,861	)		(388,115	)
Vishay Precision Group, Inc. ⁽²⁾		(105	)		(1,985	)
Workday, Inc. ⁽²⁾		(8,287	)		(547,688	)
Yahoo!, Inc. ⁽²⁾		(3,255	)		(125,871	)
Yelp, Inc. ⁽²⁾		(730	)		(27,835	)
Zebra Technologies Corp. ⁽²⁾		(4,167	)		(357,362	)
Zendesk, Inc. ⁽²⁾		(3,340	)		(70,808	)
Zillow Group, Inc. ⁽²⁾		(7,519	)		(274,068	)
					(5,876,410	)

Spectrum Fund
Security Description	Shares or Principal Amount ($)			Fair Value ($)
Common Stocks - Short — continued
Materials — (1.3%)
Alcoa, Inc.		(2,936	)		(82,443	)
Allegheny Technologies, Inc.		(4,332	)		(69,009	)
Ampco-Pittsburgh Corp.		(300	)		(5,025	)
AptarGroup, Inc.		(233	)		(17,114	)
Ashland LLC		(351	)		(38,361	)
Balchem Corp.		(3,915	)		(328,547	)
Ball Corp.		(7,178	)		(538,852	)
Carpenter Technology Corp.		(2,045	)		(73,968	)
Ecolab, Inc.		(313	)		(36,690	)
FMC Corp.		(221	)		(12,500	)
Handy & Harman, Ltd. ⁽²⁾		(300	)		(7,665	)
Haynes International, Inc.		(571	)		(24,547	)
Kaiser Aluminum Corp.		(475	)		(36,903	)
Materion Corp.		(2,040	)		(80,784	)
Schnitzer Steel Industries, Inc.		(3,942	)		(101,309	)
Silgan Holdings, Inc.		(2,822	)		(144,430	)
SunCoke Energy, Inc. ⁽²⁾		(2,690	)		(30,505	)
					(1,628,652	)

Real Estate Investment Trust — (4.3%)
Acadia Realty Trust		(5,206	)		(170,132	)
Alexandria Real Estate Equities, Inc.		(4,887	)		(543,092	)
AvalonBay Communities, Inc.		(156	)		(27,635	)
Colony Starwood Homes		(3,345	)		(96,369	)
CubeSmart		(22,010	)		(589,208	)
CyrusOne, Inc.		(8,158	)		(364,907	)
DDR Corp.		(11,293	)		(172,444	)
Empire State Realty Trust, Inc.		(3,554	)		(71,755	)
Essex Property Trust, Inc.		(2,384	)		(554,280	)
Extra Space Storage, Inc.		(1,951	)		(150,695	)
Gramercy Property Trust		(1,975	)		(18,131	)
Howard Hughes Corp./The ⁽²⁾		(4,825	)		(550,533	)
Kite Realty Group Trust		(1,130	)		(26,532	)
Life Storage, Inc.		(6,978	)		(594,944	)
Macerich Co./The		(284	)		(20,119	)
New York REIT, Inc.		(16,923	)		(171,261	)
Paramount Group, Inc.		(20,973	)		(335,358	)
Regency Centers Corp.		(3,883	)		(267,733	)
Retail Opportunity Investments Corp.		(3,400	)		(71,842	)
RMR Group, Inc./The		(820	)		(32,390	)
SL Green Realty Corp.		(4,885	)		(525,382	)
Vornado Realty Trust		(69	)		(7,202	)
					(5,361,944	)
Utilities — (2.3%)
Aqua America, Inc.		(16,096	)		(483,524	)

The accompanying notes are an integral part of these financial statements.

Page 58

2016 Annual Report | December 31, 2016

Schedule of Investments
December 31, 2016

Spectrum Fund
Security Description	Shares or Principal Amount ($)			Fair Value ($)
Common Stocks - Short — continued
Avangrid, Inc.		(15,248	)		(577,594	)
Black Hills Corp.		(3,648	)		(223,768	)
Connecticut Water Service, Inc.		(384	)		(21,446	)
Middlesex Water Co.		(56	)		(2,405	)
National Fuel Gas Co.		(5,679	)		(321,659	)
New Jersey Resources Corp.		(2,568	)		(91,164	)
Pattern Energy Group, Inc.		(9,692	)		(184,051	)
PNM Resources, Inc.		(17,122	)		(587,285	)
South Jersey Industries, Inc.		(11,746	)		(395,723	)
WGL Holdings, Inc.		(213	)		(16,248	)
					(2,904,867	)

Total Securities Sold Short (Proceeds Received $(46,237,362))					(47,004,069	)

Trustee Deferred Compensation ⁽⁸⁾
Meeder Aggressive Growth Fund		242			2,502
Meeder Balanced Fund		144			1,547
Meeder Dynamic Growth Fund		91			885
Meeder Muirfield Fund		200			1,358
Meeder Quantex Fund		47			1,568
Meeder Infrastructure Fund		43			917
Total Trustee Deferred Compensation (Cost $8,505)					8,777

Spectrum Fund
	Long Contracts		Unrealized Appreciation (Depreciation)($)
Futures Contracts
Standard & Poors 500 Mini Futures expiring March 2017, notional value $43,829,520		392		(213,454	)
Total Futures Contracts		392		(213,454	)

(1)	Cost for federal income tax purposes of $118,610,021 differs from value by net unrealized appreciation (depreciation) of securities as follows:

Unrealized appreciation	$	9,553,127
Unrealized depreciation		(6,685,432	)
Net unrealized appreciation (depreciation)	$	2,867,695

(2)	Represents non-income producing securities.

(3)	All or a portion of this security is on loan.

(4)	Investment purchased with cash received as securities lending collateral. The yield shown represents the 7-day yield in effect at December 31, 2016.

(5)	All or a portion of the security is held as collateral for securities sold short. The total fair value of this collateral on December 31, 2016 was $57,471,484.

(6)	Investment in affiliate. The yield shown represents the 7-day yield in effect at December 31, 2016.

(7)

(8)	Assets of affiliates to the Spectrum Fund held for the benefit of the Fund’s Trustees in connection with the Trustee Deferred Compensation Plan.

(9)	Fair valued security deemed as Level 3 security.

The accompanying notes are an integral part of these financial statements.

2016 Annual Report | December 31, 2016

Page 59

Schedule of Investments

December 31, 2016

Quantex Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks — 82.9%
Consumer Discretionary — 21.1%
Aaron's, Inc.		24,020		768,400
Abercrombie & Fitch Co.		19,919		239,028
AutoNation, Inc. ⁽²⁾		11,817		574,897
Bed Bath & Beyond, Inc.		11,146		452,973
Big Lots, Inc.		13,954		700,630
Chico's FAS, Inc.		50,403		725,299
Darden Restaurants, Inc.		8,451		614,557
Deckers Outdoor Corp. ⁽²⁾		11,394		631,114
DeVry Education Group, Inc.		21,249		662,969
Fossil Group, Inc. ⁽²⁾		14,710		380,401
GameStop Corp.		19,180		484,487
Garmin, Ltd.		14,469		701,602
Guess?, Inc.		28,485		344,669
H&R Block, Inc.		31,121		715,472
International Speedway Corp.		15,949		586,923
KB Home		39,729		628,115
Leggett & Platt, Inc.		12,799		625,615
MDC Holdings, Inc.		22,119		567,574
Meredith Corp.		11,297		668,218
Michael Kors Holdings, Ltd. ⁽²⁾		13,425		577,007
News Corp.		40,255		461,322
PulteGroup, Inc.		30,774		565,626
PVH Corp.		7,302		658,932
Rent-A-Center, Inc./TX		35,925		404,156
Scripps Networks Interactive, Inc.		9,741		695,215
Sotheby's ⁽²⁾⁽³⁾		20,877		832,157
Staples, Inc.		56,790		513,950
TEGNA, Inc.		27,048		578,557
Time, Inc.		34,321		612,630
Urban Outfitters, Inc. ⁽²⁾		23,640		673,267
Wynn Resorts, Ltd.		6,205		536,795
				18,182,557

Consumer Staples — 1.2%
Dean Foods Co.		31,359		682,999
SUPERVALU, Inc. ⁽²⁾		79,322		370,434
				1,053,433

Energy — 10.1%
Atwood Oceanics, Inc. ⁽³⁾		52,571		690,257
Cabot Oil & Gas Corp.		30,402		710,191
Diamond Offshore Drilling, Inc. ⁽²⁾⁽³⁾		25,488		451,138
Ensco PLC		34,945		339,665
EQT Corp.		10,317		674,732
Helmerich & Payne, Inc.		10,043		777,328
Murphy Oil Corp.		23,956		745,750

Quantex Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks — continued
Newfield Exploration Co. ⁽²⁾		16,796		680,238
Oil States International, Inc. ⁽²⁾		18,714		729,846
ONEOK, Inc.		17,683		1,015,182
Range Resources Corp.		18,786		645,487
Southwestern Energy Co. ⁽²⁾		45,078		487,744
Transocean, Ltd. ⁽²⁾⁽³⁾		48,930		721,228
				8,668,786

Financials — 9.8%
Assurant, Inc.		8,867		823,390
Comerica, Inc.		12,857		875,690
International Bancshares Corp.		23,477		957,861
Kemper Corp.		14,438		639,603
Legg Mason, Inc.		15,100		451,641
Leucadia National Corp.		33,907		788,338
Navient Corp.		46,970		771,717
People's United Financial, Inc.		41,793		809,112
Torchmark Corp.		9,409		694,008
Trustmark Corp.		23,342		832,142
Wells Fargo & Co. Preferred ⁽²⁾⁽⁸⁾		1		—
Zions Bancorporation		19,700		847,888
				8,491,390

Healthcare — 2.9%
Halyard Health, Inc. ⁽²⁾		16,097		595,267
Patterson Cos., Inc.		11,896		488,093
PerkinElmer, Inc.		10,039		523,534
Tenet Healthcare Corp. ⁽²⁾		17,749		263,395
Varian Medical Systems, Inc. ⁽²⁾		6,656		597,576
				2,467,865

Industrials — 16.3%
Allegion PLC		8,158		522,112
Dun & Bradstreet Corp./The		5,175		627,831
Flowserve Corp.		12,781		614,127
Fluor Corp.		11,892		624,568
FTI Consulting, Inc. ⁽²⁾		15,517		699,506
GATX Corp. ⁽³⁾		12,639		778,310
Granite Construction, Inc.		12,533		689,315
Herman Miller, Inc.		18,739		640,874
HNI Corp.		13,366		747,427
Jacobs Engineering Group, Inc. ⁽²⁾		12,820		730,740
Kennametal, Inc.		28,011		875,624
KLX, Inc. ⁽²⁾		17,467		787,936
MSA Safety, Inc.		12,372		857,751
NOW, Inc. ⁽²⁾		33,995		695,878
Pitney Bowes, Inc.		26,044		395,608

The accompanying notes are an integral part of these financial statements.

Page 60

2016 Annual Report | December 31, 2016

Schedule of Investments

December 31, 2016

Quantex Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks — continued
Quanta Services, Inc. ⁽²⁾		26,558		925,546
Robert Half International, Inc.		11,409		556,531
Ryder System, Inc.		10,001		744,474
Werner Enterprises, Inc.		29,776		802,463
Xylem, Inc./NY		14,734		729,628
				14,046,249

Information Technology — 9.2%
3D Systems Corp. ⁽²⁾⁽³⁾		45,675		607,021
Acxiom Corp. ⁽²⁾		25,850		692,780
CommVault Systems, Inc. ⁽²⁾		13,667		702,484
F5 Networks, Inc. ⁽²⁾		5,547		802,761
First Solar, Inc. ⁽²⁾⁽³⁾		19,638		630,183
FLIR Systems, Inc.		19,159		693,364
Knowles Corp. ⁽²⁾		40,345		674,165
NetApp, Inc.		20,272		714,993
Plantronics, Inc.		11,341		621,033
Qorvo, Inc. ⁽²⁾		10,566		557,145
Teradata Corp. ⁽²⁾		20,356		553,073
Vishay Intertechnology, Inc.		44,631		723,022
				7,972,024

Real Estate Investment Trust — 3.2%
Alexander & Baldwin, Inc.		18,234		818,160
Apartment Investment & Management Co.		13,435		610,621
Iron Mountain, Inc.		16,750		544,040
Potlatch Corp.		17,955		747,826
				2,720,647

Materials — 5.0%
Avery Dennison Corp.		8,583		602,698
Carpenter Technology Corp.		17,767		642,632
Commercial Metals Co.		39,284		855,606
FMC Corp.		12,952		732,565
Greif, Inc.		17,455		895,616
Owens-Illinois, Inc. ⁽²⁾		31,380		546,326
				4,275,443

Telecommunication Services — 0.5%
Frontier Communications Corp. ⁽³⁾		138,091		466,748
				466,748

Utilities — 3.6%
AES Corp./VA		56,197		653,009
CenterPoint Energy, Inc.		29,292		721,755
NiSource, Inc.		27,566		610,311
NRG Energy, Inc.		39,704		486,771

Quantex Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks — continued
Pinnacle West Capital Corp.		8,341		650,848
				3,122,694

Total Common Stocks (Cost $64,340,838)				71,467,836

Money Market Registered Investment Companies — 19.6%
Morgan Stanley Government Institutional Fund, 0.44% ⁽⁴⁾		5,226,665		5,226,665
Meeder Institutional Prime Money Market Fund 0.64% ⁽⁵⁾		11,728,826		11,729,999
Total Money Market Registered Investment Companies (Cost $16,956,085)				16,956,664

Bank Obligations — 0.9%
Capital Bank Deposit Account, 0.70%, 1/3/2017 ⁽⁶⁾		249,000		249,000
EverBank Money Market Account, 0.61%, 1/3/2017 ⁽⁶⁾		249,000		249,000
Pacific Mercantile Bank Deposit Account, 0.60%, 1/3/2017 ⁽⁶⁾		249,000		249,000
Total Bank Obligations (Cost $747,000)				747,000

Total Investments — 103.4% (Cost $82,043,923) ⁽¹⁾				89,171,500
Liabilities less Other Assets — (3.4%)				(2,953,740	)
Total Net Assets — 100.0%				86,217,760

Trustee Deferred Compensation ⁽⁷⁾
Meeder Aggressive Growth Fund		1,455		15,045
Meeder Balanced Fund		777		8,345
Meeder Dynamic Growth Fund		523		5,084
Meeder Muirfield Fund		2,442		16,581
Meeder Quantex Fund		1,605		53,543
Meeder Infrastructure Fund		225		4,797
Total Trustee Deferred Compensation (Cost $76,613)				103,395

The accompanying notes are an integral part of these financial statements.

2016 Annual Report | December 31, 2016

Page 61

Schedule of Investments

December 31, 2016

Quantex Fund

	Long Contracts		Unrealized Appreciation (Depreciation)($)
Futures Contracts
E-mini Standard & Poors MidCap 400 Futures expiring March 2017,notional value $14,765,990		89		(299,926	)
Total Futures Contracts		89		(299,926	)

(1)	Cost for federal income tax purposes of $81,748,370 differs from value by net unrealized appreciation (depreciation) of securities as follows:

Unrealized appreciation	$	12,725,177
Unrealized depreciation		(5,601,973	)
Net unrealized appreciation (depreciation)	$	7,123,204

(2)	Represents non-income producing securities.

(3)	All or a portion of this security is on loan.

(4)	Investment purchased with cash received as securities lending collateral. The yield shown represents the 7-day yield in effect at December 31, 2016.

(5)	Investment in affiliate. The yield shown represents the 7-day yield in effect at December 31, 2016.

(6)

(7)	Assets of affiliates to the Quantex Fund held for the benefit of the Fund’s Trustees in connection with the Trustee Deferred Compensation Plan.

(8)	Fair valued security deemed as Level 3 security.

The accompanying notes are an integral part of these financial statements.

Page 62

2016 Annual Report | December 31, 2016

Schedule of Investments

December 31, 2016

Infrastructure Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks — 90.4%
Electric Utility — 7.9%
AES Corp.		50,861		591,005
InfraREIT, Inc. ⁽⁴⁾		24,427		437,488
MDU Resources Group, Inc.		21,019		604,717
				1,633,210

Natural Gas Distribution — 16.5%
Energy Transfer Equity, L.P.		6,147		220,124
National Grid, PLC - ADR ⁽³⁾		12,607		735,366
OGE Energy Corp.		25,575		855,484
Targa Resources Corp.		19,306		1,082,420
Williams Cos., Inc./The		17,595		547,908
				3,441,302

Pipelines — 15.1%
Enterprise Products Partners, L.P.		24,297		656,991
Kinder Morgan, Inc.		29,394		608,750
Marathon Petroleum Corp.		12,488		628,771
MPLX, L.P.		7,733		267,716
National Fuel Gas Co.		8,751		495,657
Spectra Energy Corp.		11,504		472,699
				3,130,584

Telecommunication Services — 28.6%
American Tower Corp. ⁽⁴⁾		5,278		557,779
Arris Group, Inc. ⁽²⁾		17,342		522,514
AT&T, Inc.		14,797		629,316
BT Group, PLC - ADR ⁽³⁾		19,107		440,034
Cisco Systems, Inc.		16,483		498,116
Corning, Inc.		28,395		689,147
Crown Castle International Corp. ⁽⁴⁾		4,038		350,377
DISH Network Corp. ⁽²⁾		10,095		584,803
QUALCOMM, Inc.		15,759		1,027,488
Telephone & Data Systems, Inc.		9,264		267,452
Verizon Communications, Inc.		6,968		371,952
				5,938,978

Utility Services — 19.8%
FedEx Corp.		4,396		818,535
Fortis, Inc.		6,461		199,516
Macquarie Infrastructure Company, LLC		10,037		820,023
NextEra Energy Partners, L.P.		16,341		417,349
Ormat Technologies, Inc.		6,249		335,071
Pattern Energy Group, Inc.		18,966		360,164
UGI Corp.		9,415		433,843
United Parcel Service, Inc. - Class B		6,283		720,283
				4,104,784

Infrastructure Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks — continued
Water Utility — 2.5%
Veolia Environnement SA - ADR ⁽³⁾		30,560		518,114
				518,114

Total Common Stocks (Cost $16,973,164)				18,766,972

Money Market Registered Investment Companies — 9.1%
Meeder Institutional Prime Money Market Fund 0.64% ⁽⁵⁾		1,891,473		1,891,662
Total Money Market Registered Investment Companies (Cost $1,891,661)				1,891,662
Total Investments — 99.5% (Cost $18,864,825) ⁽¹⁾				20,658,634
Other Assets less Liabilities — 0.5%				103,788
Total Net Assets — 100.0%				20,762,422

Trustee Deferred Compensation ⁽⁶⁾
Meeder Aggressive Growth Fund		1,545		15,975
Meeder Balanced Fund		815		8,753
Meeder Dynamic Growth Fund		551		5,356
Meeder Muirfield Fund		2,244		15,237
Meeder Quantex Fund		1,395		46,537
Meeder Infrastructure Fund		235		5,010
Total Trustee Deferred Compensation (Cost $72,410)				96,868

The accompanying notes are an integral part of these financial statements.

2016 Annual Report | December 31, 2016

Page 63

Schedule of Investments

December 31, 2016

Infrastructure Fund

	Long Contracts		Unrealized Appreciation (Depreciation)($)
Futures Contracts
Standard & Poors 500 Mini Futures expiring March 2017, notional value $1,677,150		15		(10,542	)
Total Futures Contracts		15		(10,542	)

(1)	Cost for federal income tax purposes of $18,784,504 differs from value by net unrealized appreciation (depreciation) of securities as follows:

Unrealized appreciation	$	2,989,293
Unrealized depreciation		(1,125,705	)
Net unrealized appreciation (depreciation)	$	1,863,588

(2)	Represents non-income producing securities.

(3)	American Depositary Receipt.

(4)	Real estate investment trust.

(5)	Investment in affiliate. The yield shown represents the 7-day yield in effect at December 31, 2016.

(6)	Assets of affiliates to the Infrastructure Fund held for the benefit of the Fund’s Trustees in connection with the Trustees Deferred Compensation Plan.

The accompanying notes are an integral part of these financial statements.

Page 64

2016 Annual Report | December 31, 2016

Schedule of Investments

December 31, 2016

Dividend Opportunities Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks — 87.8%
Consumer Discretionary — 6.5%
Best Buy Co., Inc.		9,024		385,054
Dick's Sporting Goods, Inc.		564		29,948
DR Horton, Inc.		13,663		373,410
Gap, Inc./The		15,393		345,419
Goodyear Tire & Rubber Co./The		2,593		80,046
Harman International Industries, Inc.		1,590		176,744
ILG, Inc.		20,558		373,539
International Game Technology PLC		14,028		357,995
Macy's, Inc.		10,291		368,521
PVH Corp.		3,902		352,116
Time Warner, Inc.		5,227		504,562
Tupperware Brands Corp.		6,861		361,026
				3,708,380

Consumer Staples — 5.8%
Kroger Co./The		6,734		232,390
Nu Skin Enterprises, Inc.		7,721		368,909
PepsiCo, Inc.		4,436		464,139
Philip Morris International, Inc.		10,448		955,887
Tyson Foods, Inc.		6,777		418,005
Wal-Mart Stores, Inc.		12,225		844,992
				3,284,322

Energy — 6.2%
Devon Energy Corp.		10,165		464,236
EOG Resources, Inc. ⁽²⁾		499		50,449
Marathon Oil Corp.		1,584		27,419
Marathon Petroleum Corp.		9,956		501,285
Nabors Industries, Ltd.		7,151		117,276
Oceaneering International, Inc.		12,597		355,361
QEP Resources, Inc. ⁽²⁾		21,242		391,065
SM Energy Co.		7,383		254,566
Spectra Energy Corp.		10,598		435,472
Tesoro Corp.		4,729		413,551
Valero Energy Corp.		7,711		526,816
				3,537,496

Financials — 19.7%
Aflac, Inc.		7,087		493,255
Allstate Corp./The		6,816		505,202
Ally Financial, Inc.		2,702		51,392
Aspen Insurance Holdings, Ltd.		334		18,370
Assured Guaranty, Ltd.		10,361		391,335
Bank of America Corp.		63,497		1,403,283
BB&T Corp.		7,877		370,377
Chimera Investment Corp.		22,646		385,435

Dividend Opportunities Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks — continued
EverBank Financial Corp.		19,596		381,142
Everest Re Group, Ltd.		1,959		423,928
Fifth Third Bancorp		17,619		475,184
First American Financial Corp.		2,665		97,619
FNB Corp./PA		23,531		377,202
Invesco Mortgage Capital, Inc.		22,999		335,785
Lazard, Ltd.		9,209		378,398
MFA Financial, Inc.		16,454		125,544
Morgan Stanley		15,323		647,397
Navient Corp.		23,880		392,348
New Residential Investment Corp.		8,080		127,018
Popular, Inc.		9,112		399,288
Principal Financial Group, Inc.		7,775		449,862
Prudential Financial, Inc.		5,594		582,112
Regions Financial Corp.		22,387		321,477
Reinsurance Group of America, Inc.		3,275		412,093
Selective Insurance Group, Inc.		8,777		377,850
SunTrust Banks, Inc.		4,886		267,997
Synchrony Financial		4,365		158,319
TCF Financial Corp.		20,554		402,653
Unum Group		9,787		429,943
Voya Financial, Inc.		1,506		59,065
				11,240,873
Healthcare — 9.0%
AbbVie, Inc.		5,725		358,500
Agilent Technologies, Inc.		680		30,981
Amgen, Inc.		2,539		371,227
Baxter International, Inc.		10,494		465,304
Gilead Sciences, Inc.		5,117		366,428
Hill-Rom Holdings, Inc.		5,318		298,553
Johnson & Johnson		13,612		1,568,238
Merck & Co., Inc.		15,240		897,179
Quest Diagnostics, Inc.		4,104		377,158
St Jude Medical, Inc.		4,645		372,483
				5,106,051

Industrials — 8.6%
American Airlines Group, Inc.		10,362		483,802
Brink's Co./The		8,912		367,620
Crane Co.		5,439		392,261
Dover Corp.		3,398		254,612
Dun & Bradstreet Corp./The		3,201		388,345
Eaton Corp. PLC		1,694		113,650
EnerSys		4,886		381,597
Fortive Corp.		7,928		425,179
Herman Miller, Inc.		5,188		177,430

The accompanying notes are an integral part of these financial statements.

2016 Annual Report | December 31, 2016

Page 65

Schedule of Investments

December 31, 2016

Dividend Opportunities Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks — continued
Huntington Ingalls Industries, Inc.		1,958		360,644
ManpowerGroup, Inc.		993		88,248
Parker-Hannifin Corp.		2,296		321,440
Pitney Bowes, Inc.		18,282		277,704
Regal Beloit Corp.		1,573		108,930
Trinity Industries, Inc.		14,138		392,471
Universal Forest Products, Inc.		3,607		368,563
				4,902,496

Information Technology — 15.0%
Applied Materials, Inc.		6,352		204,979
CA, Inc.		13,165		418,252
Cisco Systems, Inc.		20,953		633,200
Computer Sciences Corp.		6,812		404,769
Hewlett Packard Enterprise Co.		23,439		542,378
HP, Inc.		33,057		490,566
Intel Corp.		30,011		1,088,498
International Business Machines Corp.		3,526		585,281
Intuit, Inc.		3,232		370,420
Jabil Circuit, Inc.		4,423		104,692
Mentor Graphics Corp.		10,355		381,996
Microsoft Corp.		5,715		355,130
NetApp, Inc.		2,678		94,453
Oracle Corp.		19,860		763,617
QUALCOMM, Inc.		11,004		717,461
Science Applications International Corp.		4,451		377,445
Symantec Corp.		15,668		374,309
Texas Instruments, Inc.		4,920		359,012
Xerox Corp.		30,411		265,488
				8,531,946

Materials — 5.5%
Commercial Metals Co.		15,762		343,296
Huntsman Corp.		19,715		376,162
LyondellBasell Industries NV		5,156		442,282
Newmont Mining Corp.		13,684		466,214
Nucor Corp.		7,216		429,496
Reliance Steel & Aluminum Co.		4,749		377,735
Steel Dynamics, Inc.		10,777		383,446
Worthington Industries, Inc.		6,498		308,265
				3,126,896

Real Estate Investment Trust — 3.3%
Communications Sales & Leasing, Inc.		15,391		391,085
Corporate Office Properties Trust		11,472		358,156
Hospitality Properties Trust		13,136		416,937
Jones Lang LaSalle, Inc.		1,532		154,793

Dividend Opportunities Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Common Stocks — continued
Lexington Realty Trust		27,938		301,730
Select Income REIT		10,020		252,504
				1,875,205

Telecommunication Services — 2.2%
Telephone & Data Systems, Inc.		13,418		387,378
Verizon Communications, Inc.		16,538		882,797
				1,270,175

Utilities — 6.0%
AES Corp./VA		35,265		409,779
CenterPoint Energy, Inc.		8,018		197,564
Exelon Corp.		14,648		519,858
FirstEnergy Corp.		13,864		429,368
NiSource, Inc.		17,339		383,885
OGE Energy Corp.		8,867		296,601
Portland General Electric Co.		8,743		378,834
Southwest Gas Holdings, Inc.		4,988		382,181
UGI Corp.		9,175		422,784
				3,420,854

Total Common Stocks (Cost $47,710,010)				50,004,694

Money Market Registered Investment Companies — 9.6%
Meeder Institutional Prime Money Market Fund 0.64% ⁽³⁾		5,488,313		5,488,862
Total Money Market Registered Investment Companies (Cost $5,488,759)				5,488,862

Bank Obligations — 0.4%
Capital Bank Deposit Account, 0.70%, 1/3/2017 ⁽⁴⁾		249,000		249,000
Total Bank Obligations (Cost $249,000)				249,000
Total Investments — 97.8% (Cost $53,447,769) ⁽¹⁾				55,742,556
Other Assets less Liabilities — 2.2%				1,252,596
Total Net Assets — 100.0%				56,995,152

The accompanying notes are an integral part of these financial statements.

Page 66

2016 Annual Report | December 31, 2016

Schedule of Investments

December 31, 2016

Dividend Opportunities Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Trustee Deferred Compensation ⁽⁵⁾
Meeder Aggressive Growth Fund		85		879
Meeder Balanced Fund		50		537
Meeder Dynamic Growth Fund		32		311
Meeder Muirfield Fund		67		455
Meeder Quantex Fund		14		467
Meeder Infrastructure Fund		15		320
Total Trustee Deferred Compensation (Cost $2,858)				2,969

	Long Contracts		Unrealized Appreciation (Depreciation)($)
Futures Contracts
Standard & Poors 500 Mini Futures expiring March 2017, notional value $6,820,410		61		(18,614	)
Total Futures Contracts		61		(18,614	)

(1)	Cost for federal income tax purposes of $53,613,765 differs from value by net unrealized appreciation (depreciation) of securities as follows:

Unrealized appreciation	$	3,468,056
Unrealized depreciation		(1,357,879	)
Net unrealized appreciation (depreciation)	$	2,110,177

(2)	Represents non-income producing securities.

(3)	Investment in affiliate. The yield shown represents the 7-day yield in effect at December 31, 2016.

(4)

(5)	Assets of affiliates to the Dividend Opportunities Fund held for the benefit of the Fund’s Trustees in connection with the Trustee Deferred Compensation Plan.

The accompanying notes are an integral part of these financial statements.

2016 Annual Report | December 31, 2016

Page 67

Schedule of Investments

December 31, 2016

Total Return Bond Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Registered Investment Companies — 96.9%
Baird Core Plus Bond Fund - Class I		886,592		9,779,110
DoubleLine Total Return Bond Fund - Class I		696,540		7,397,258
Frost Total Return Bond Fund - Class I		678,153		7,025,663
Guggenheim Floating Rate Strategies Fund - Class I		165,483		4,315,807
Guggenheim Total Return Bond Fund - Class I		281,476		7,445,052
iShares 1-3 Year Treasury Bond ETF ⁽⁵⁾		51,730		4,368,599
iShares 3-7 Year Treasury Bond ETF ⁽⁵⁾		85,845		10,516,871
iShares 7-10 Year Treasury Bond ETF ⁽⁵⁾		113,560		11,903,359
iShares Core U.S. Aggregate Bond ETF ⁽⁵⁾		126,560		13,676,074
iShares iBoxx $High Yield Corporate Bond ETF ⁽⁵⁾		388,040		33,584,862
iShares JP Morgan USD Emerging Markets Bond ETF ⁽⁵⁾		108,420		11,950,052
JPMorgan Core Plus Bond Fund - Class L		1,223,126		9,992,937
Lord Abbett Floating Rate Fund - Class I		716,970		6,631,975
Lord Abbett High Yield Fund - Class I		1,643,535		12,392,254
Metropolitan West Total Return Bond Fund - Class I		1,046,605		11,020,754
PIMCO Investment Grade Corporate Bond Fund - Class I		351,876		3,592,650
Pioneer Bond Fund - Class Y		1,045,462		9,963,249
Prudential Total Return Bond Fund - Class Z		791,155		11,139,465
SPDR Bloomberg Barclays High Yield Bond ETF ⁽⁵⁾		313,750		11,436,188
TCW Emerging Markets Income Fund - Class I		1,250,287		10,127,324
Total Registered Investment Companies (Cost $208,288,536)				208,259,503

Money Market Registered Investment Companies — 2.9%
Meeder Institutional Prime Money Market Fund 0.64% ⁽²⁾		6,125,028		6,125,641
Total Money Market Registered Investment Companies (Cost $6,125,413)				6,125,641

Bank Obligations — 0.3%
Capital Bank Deposit Account, 0.70%, 1/3/2017 ⁽³⁾		249,000		249,000
EverBank Money Market Account, 0.61%, 1/3/2017 ⁽³⁾		249,000		249,000
Pacific Mercantile Bank Deposit Account, 0.60%, 1/3/2017 ⁽³⁾		249,000		249,000
Total Bank Obligations (Cost $747,000)				747,000

Total Return Bond Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
U.S. Government Obligations — 0.0%
Government National Mortgage Association, 6.50%, due 7/20/2038		42,058		49,874
Total U.S. Government Obligations (Cost $48,811)				49,874
Total Investments — 100.1% (Cost $215,209,760) ⁽¹⁾				215,182,018
Liabilities less Other Assets — (0.1%)				(273,193	)
Total Net Assets — 100.0%				214,908,825

Trustee Deferred Compensation⁽⁴⁾
Meeder Aggressive Growth Fund		1,479		15,293
Meeder Balanced Fund		822		8,828
Meeder Dynamic Growth Fund		560		5,443
Meeder Muirfield Fund		1,383		9,391
Meeder Quantex Fund		452		15,079
Meeder Infrastructure Fund		244		5,202
Total Trustee Deferred Compensation (Cost $55,904)				59,236

(1)	Cost for federal income tax purposes of $215,985,958 differs from value by net unrealized appreciation (depreciation) of securities as follows:


Unrealized appreciation	$	2,218,486
Unrealized depreciation		(3,022,426	)
Net unrealized appreciation (depreciation)	$	(803,940	)

(2)	Investment in affiliate. The yield shown represents the 7-day yield in effect at December 31, 2016.

(3)

(4)	Assets of affiliates to the Total Return Bond Fund held for the benefit of the Fund’s Trustees in connection with the Trustee Deferred Compensation Plan.

(5)	Exchange-traded fund.

The accompanying notes are an integral part of these financial statements.

Page 68

2016 Annual Report | December 31, 2016

Schedule of Investments

December 31, 2016

Prime Money Market Fund

Security Description	Coupon/ Yield			Maturity/ Demand Date	Principal Amount ($) or Shares		Fair Value ($)
Certificates of Deposit — 3.3%
Banco Estado Chile Yankee CD		1.12	%	05/17/17		250,000		250,000
Bank of Montreal Yankee CD		1.13	%⁽²⁾	02/01/17		223,800		223,801
Dexia Credit Yankee CD		1.22	%	08/31/17		250,000		250,000
Royal Bank of Canada Yankee CD		1.25	%⁽²⁾	01/03/17		223,800		223,800
Royal Bank of Canada Yankee CD		1.25	%⁽²⁾	03/08/17		250,000		250,000
Total Certificates of Deposit (Cost $1,197,601)								1,197,601

Commercial Paper — 37.2%
Abbey National Treasury Services PLC/Stamford, CT		0.93	%	01/03/17		223,800		223,788
Abbey National Treasury Services PLC/Stamford, CT		0.92	%	01/06/17		223,800		223,771
Abbey National Treasury Services PLC/Stamford, CT		0.95	%	03/28/17		223,800		223,292
Abbey National Treasury Services PLC/Stamford, CT		1.05	%	04/24/17		450,000		448,517
American Honda Finance Corp.		0.70	%	01/27/17		475,000		474,760
American Honda Finance Corp.		0.80	%	03/13/17		250,000		249,606
Bank of Montreal/Chicago, IL		1.02	%	03/03/17		223,800		223,412
Bank of Tokyo-Mitsubishi UFJ, Ltd./New York, NY		1.02	%	03/10/17		223,800		223,369
Bank of Tokyo-Mitsubishi UFJ, Ltd./New York, NY		1.34	%	07/21/17		250,000		248,130
Bank of Tokyo-Mitsubishi UFJ, Ltd./New York, NY		1.32	%	07/25/17		250,000		248,135
Banque et Caisse d'Epargne de l'Etat		1.16	%	06/01/17		250,000		248,794
BNP Paribas SA/New York, NY		0.75	%	02/01/17		1,000,000		999,354
Canadian Imperial Holdings, Inc.		0.77	%	02/03/17		500,000		499,647

Prime Money Market Fund

Security Description	Coupon/ Yield			Maturity/ Demand Date	Principal Amount ($) or Shares		Fair Value ($)
Commercial Paper — continued
Canadian Imperial Holdings, Inc.		1.04	%	02/17/17		111,900		111,748
Canadian Imperial Holdings, Inc.		0.96	%	04/07/17		223,800		223,227
Canadian Imperial Holdings, Inc.		1.16	%	07/28/17		250,000		248,339
Cooperatieve Rabobank UA/NY		0.88	%	03/08/17		250,000		249,597
Credit Agricole Corporate and Investment Bank/New York		0.92	%	01/03/17		223,800		223,789
Credit Agricole Corporate and Investment Bank/New York		0.99	%	01/27/17		223,800		223,640
Credit Agricole Corporate and Investment Bank/New York		1.15	%	04/28/17		250,000		249,074
Credit Agricole Corporate and Investment Bank/New York		1.16	%	06/06/17		250,000		248,754
Credit Suisse AG/New York, NY		1.25	%	04/17/17		500,000		498,175
Credit Suisse AG/New York, NY		1.37	%	05/17/17		500,000		497,431
Dexia Credit Local		1.03	%	02/02/17		223,800		223,595
Dexia Credit Local		1.12	%	03/14/17		223,800		223,299
Dexia Credit Local		1.18	%	05/18/17		250,000		248,877
Dexia Credit Local		1.18	%	06/21/17		250,000		248,599
Dexia Credit Local		1.18	%	07/10/17		250,000		248,443
Dexia Credit Local		1.19	%	08/09/17		250,000		248,197
ING US Funding LLC		1.10	%	02/15/17		223,800		223,492
ING US Funding LLC		1.16	%	06/09/17		250,000		248,730
JPMorgan Securities LLC		0.67	%	01/10/17		500,000		499,916
JPMorgan Securities LLC		0.75	%	01/27/17		500,000		499,729
JPMorgan Securities LLC		0.99	%	03/23/17		223,800		223,301
Natixis SA/New York, NY		1.10	%	05/15/17		250,000		248,986
Natixis SA/New York, NY		1.12	%	06/16/17		250,000		248,720
Natixis SA/New York, NY		1.31	%	06/30/17		1,040,000		1,033,241
Natixis SA/New York, NY		1.21	%	07/05/17		250,000		248,458
Swedbank AB		0.92	%	02/16/17		500,000		499,412

The accompanying notes are an integral part of these financial statements.

2016 Annual Report | December 31, 2016

Page 69

Schedule of Investments

December 31, 2016

Prime Money Market Fund

Security Description	Coupon/ Yield			Maturity/ Demand Date	Principal Amount ($) or Shares		Fair Value ($)
Commercial Paper — continued
Toyota Motor Credit Corp.		1.01	%	04/04/17		223,800		223,216
Toyota Motor Credit Corp.		1.12	%	04/28/17		223,800		222,985
Toyota Motor Credit Corp.		1.26	%	06/16/17		223,800		222,500
Toyota Motor Credit Corp.		1.20	%	07/14/17		250,000		248,383
Total Commercial Paper (Cost $13,640,428)								13,640,428

Corporate Obligations — 1.5%
Bank of Montreal		1.13	%⁽²⁾	01/17/17		250,000		250,088
Merck & Co., Inc.		1.01	%⁽²⁾	02/10/17		67,140		67,147
UBS AG Stamford, CT		1.49	%⁽²⁾	03/01/17		250,000		250,265
Total Corporate Obligations (Cost $567,500)								567,500

Repurchase Agreements — 19.1%
INTL FCStone (Collateralized by $8,990,000 various FNMAs and GNMAs, 3.50% - 4.50%, due 9/16/39 - 12/1/46, fair value $7,144,162) (proceeds $7,000,000), purchase date 12/30/16		0.62	%	01/03/17		7,000,000		7,000,000
Total Repurchase Agreements (Cost $7,000,000)								7,000,000

Prime Money Market Fund

Security Description	Coupon/ Yield			Maturity/ Demand Date	Principal Amount ($) or Shares		Fair Value ($)
U.S. Government and Agency Obligations — 4.4%
Federal Farm Credit Bank		0.81	%⁽²⁾	01/27/17		284,226		284,191
Federal Farm Credit Bank		0.74	%⁽²⁾	03/22/17		335,700		335,526
Federal Home Loan Bank		0.75	%	01/20/17		223,800		223,800
Federal Home Loan Bank		0.88	%	03/10/17		223,800		223,840
United States Treasury Note		0.50	%	03/31/17		55,950		55,935
United States Treasury Note		0.50	%	04/30/17		55,950		55,932
United States Treasury Note		0.88	%	05/15/17		55,950		56,010
United States Treasury Note		0.63	%	05/31/17		111,900		111,879
United States Treasury Note		0.88	%	06/15/17		55,950		55,995
United States Treasury Note		0.50	%	07/31/17		111,900		111,841
United States Treasury Note		0.88	%	08/15/17		111,900		112,082

Total U.S. Government and Agency Obligations (Cost $1,627,031)								1,627,031

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Money Market Registered Investment Companies — 34.1%
Fidelity Prime Institutional Money Market Portfolio, 0.83% ⁽³⁾		11,495,352		11,499,950
Morgan Stanley Government Institutional Fund, 0.44% ⁽³⁾		995,017		995,017
Total Money Market Registered Investment Companies (Cost $12,494,967)				12,494,967
Total Investments — 99.6% (Cost $36,527,527) ⁽¹⁾				36,527,527
Other Assets less Liabilities — 0.4%				138,300
Total Net Assets — 100.0%				36,665,827

The accompanying notes are an integral part of these financial statements.

Page 70

2016 Annual Report | December 31, 2016

Schedule of Investments

December 31, 2016

Prime Money Market Fund

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Trustee Deferred Compensation ⁽⁴⁾
Meeder Aggressive Growth Fund		1,092		11,291
Meeder Balanced Fund		571		6,133
Meeder Dynamic Growth Fund		386		3,752
Meeder Muirfield Fund		1,988		13,499
Meeder Quantex Fund		1,386		46,237
Meeder Infrastructure Fund		165		3,518
Total Trustee Deferred Compensation (Cost $62,994)				84,430

(1)	Cost for federal income tax and financial reporting purposes are the same.

(2)	Floating rate security. The rate shown represents the rate in effect at December 31, 2016. The maturity date shown reflects the earlier of the next demand date or stated maturity date.

(3)

7-day yield as of December 31, 2016. The Fund may invest a significant portion of its assets in shares of one or more investment companies, including money market mutual funds. The Fund will incur additional indirect expenses (acquired fund fees and expenses) to the extent it invests in shares of other investment companies. From time to time, the Fund may invest greater than 25% of its net assets in one or more investment companies. As of December 31, 2016, Fidelity Prime Institutional Money Market Portfolio represented 31.4% of Prime Money Market Fund’s net assets. Additional information for this security, including its financial statements, is available from the Securities and Exchange Commission’s website at www.sec.gov.

(4)	Assets of affiliates to the Prime Money Market Fund held for the benefit of the Fund’s Trustees in connection with the Trustee Deferred Compensation Plan.

The accompanying notes are an integral part of these financial statements.

2016 Annual Report | December 31, 2016

Page 71

Schedule of Investments
December 31, 2016

Institutional Prime Money Market Fund

Security Description	Coupon/ Yield			Maturity/ Demand Date	Principal Amount ($) or Shares		Fair Value ($)
Certificates of Deposit — 3.4%
Banco Estado Chile Yankee CD		0.91	%	03/01/17		1,000,000		1,000,040
Banco Estado Chile Yankee CD		1.01	%	04/03/17		1,000,000		999,813
Banco Estado Chile Yankee CD		1.11	%	05/01/17		1,000,000		999,845
Banco Estado Chile Yankee CD		1.12	%	05/17/17		750,000		749,782
Bank of Montreal Yankee CD		1.13	%⁽²⁾	02/01/17		776,200		776,512
Dexia Credit Yankee CD		1.22	%	08/31/17		750,000		749,567
Royal Bank of Canada Yankee CD		1.25	%⁽²⁾	01/03/17		776,200		777,171
Royal Bank of Canada Yankee CD		1.25	%⁽²⁾	03/08/17		750,000		749,981
Total Certificates of Deposit (Cost $6,802,405)								6,802,711

Commercial Paper — 36.7%
Abbey National Treasury Services PLC/ Stamford, CT	0.93	%	01/03/17	776,200	776,147
Abbey National Treasury Services PLC/ Stamford, CT	0.92	%	01/06/17	776,200	776,107
Abbey National Treasury Services PLC/ Stamford, CT	0.95	%	03/28/17	776,200	774,519
Abbey National Treasury Services PLC/ Stamford, CT	1.05	%	04/24/17	2,500,000	2,492,015
American Honda Finance Corp.	0.75	%	02/21/17	1,000,000	999,089
American Honda Finance Corp.	0.80	%	03/13/17	750,000	748,908
Bank of Montreal/ Chicago, IL	1.02	%	03/03/17	776,200	774,974
Bank of Tokyo-Mitsubishi UFJ, Ltd./New York, NY	0.78	%	02/28/17	2,000,000	1,997,400
Bank of Tokyo-Mitsubishi UFJ, Ltd./New York, NY	1.02	%	03/10/17	776,200	774,928
Bank of Tokyo-Mitsubishi UFJ, Ltd./New York, NY	1.18	%	05/30/17	1,000,000	995,038

Institutional Prime Money Market Fund

Security Description	Coupon/ Yield			Maturity/ Demand Date	Principal Amount ($) or Shares5		Fair Value ($)
Commercial Paper — continued
Bank of Tokyo-Mitsubishi UFJ, Ltd./New York, NY		1.28	%	06/29/17		1,000,000		993,559
Bank of Tokyo-Mitsubishi UFJ, Ltd./New York, NY		1.34	%	07/21/17		750,000		744,447
Bank of Tokyo-Mitsubishi UFJ, Ltd./New York, NY		1.32	%	07/25/17		750,000		744,312
Bank of Tokyo-Mitsubishi UFJ, Ltd./New York, NY		1.35	%	08/25/17		1,000,000		990,989
Bank of Tokyo-Mitsubishi UFJ, Ltd./New York, NY		1.37	%	09/15/17		3,000,000		2,969,913
Banque et Caisse d'Epargne de l'Etat		1.16	%	06/01/17		750,000		746,344
Banque et Caisse d'Epargne de l'Etat		1.18	%	06/06/17		1,000,000		994,944
BNP Paribas SA/ New York, NY		0.75	%	02/01/17		3,200,000		3,197,875
Canadian Imperial Holdings, Inc.		0.77	%	02/03/17		4,500,000		4,497,300
Canadian Imperial Holdings, Inc.		1.04	%	02/17/17		388,100		387,750
Canadian Imperial Holdings, Inc.		0.96	%	04/07/17		776,200		774,003
Canadian Imperial Holdings, Inc.		0.93	%	04/13/17		1,000,000		996,909
Canadian Imperial Holdings, Inc.		1.16	%	07/28/17		750,000		744,645
Canadian Imperial Holdings, Inc.		1.32	%	09/18/17		500,000		495,393
Cooperatieve Rabobank UA/NY		0.88	%	03/08/17		750,000		749,031
Credit Agricole Corporate and Investment Bank/New York		0.92	%	01/03/17		776,200		776,157
Credit Agricole Corporate and Investment Bank/New York		0.99	%	01/27/17		776,200		775,810
Credit Agricole Corporate and Investment Bank/New York		1.15	%	04/28/17		750,000		747,357
Credit Agricole Corporate and Investment Bank/New York		1.11	%	06/01/17		1,000,000		995,386

The accompanying notes are an integral part of these financial statements.

Page 72

2016 Annual Report | December 31, 2016

Schedule of Investments
December 31, 2016

Institutional Prime Money Market Fund

Security Description	Coupon/ Yield			Maturity/ Demand Date	Principal Amount ($) or Shares		Fair Value ($)
Commercial Paper — continued
Credit Agricole Corporate and Investment Bank/New York		1.16	%	06/06/17		750,000		746,263
Credit Agricole Corporate and Investment Bank/New York		1.24	%	06/21/17		2,000,000		1,988,178
Credit Agricole Corporate and Investment Bank/New York		1.26	%	06/28/17		2,000,000		1,987,639
Credit Suisse AG/New York, NY		1.25	%	04/17/17		1,000,000		996,754
Credit Suisse AG/New York, NY		1.37	%	05/17/17		1,000,000		995,224
Dexia Credit Local		1.03	%	02/02/17		776,200		775,738
Dexia Credit Local		1.12	%	03/14/17		776,200		774,954
Dexia Credit Local		1.18	%	05/18/17		750,000		746,983
Dexia Credit Local		1.18	%	06/21/17		750,000		745,985
Dexia Credit Local		1.18	%	07/10/17		750,000		745,476
Dexia Credit Local		1.19	%	08/09/17		750,000		744,649
ING US Funding LLC		1.10	%	02/15/17		776,200		775,328
ING US Funding LLC		0.94	%	03/03/17		1,000,000		998,408
ING US Funding LLC		1.16	%	06/09/17		750,000		745,904
JPMorgan Securities LLC		0.67	%	01/10/17		1,300,000		1,299,795
JPMorgan Securities LLC		0.75	%	01/27/17		1,300,000		1,299,402
JPMorgan Securities LLC		0.75	%	01/31/17		1,000,000		999,460
JPMorgan Securities LLC		0.99	%	03/23/17		776,200		774,536
JPMorgan Securities LLC		1.31	%	07/14/17		125,000		124,175
Natixis SA/New York, NY		0.68	%	01/03/17		5,000,000		4,999,664
Natixis SA/New York, NY		0.93	%	03/01/17		1,000,000		998,648
Natixis SA/New York, NY		0.96	%	03/22/17		1,000,000		997,784
Natixis SA/New York, NY		1.10	%	05/15/17		750,000		746,793
Natixis SA/New York, NY		1.12	%	06/16/17		750,000		745,688
Natixis SA/New York, NY		1.21	%	07/05/17		750,000		744,978
Prudential Funding		0.50	%	01/03/17		5,000,000		4,999,721
Swedbank AB		0.92	%	02/16/17		1,500,000		1,498,877
Toyota Motor Credit Corp.		1.01	%	04/04/17		776,200		774,430

Institutional Prime Money Market Fund

Security Description	Coupon/ Yield			Maturity/ Demand Date	Principal Amount ($) or Shares		Fair Value ($)
Commercial Paper — continued
Toyota Motor Credit Corp.		1.12	%	04/28/17		776,200		773,793
Toyota Motor Credit Corp.		1.26	%	06/16/17		776,200		772,251
Toyota Motor Credit Corp.		1.20	%	07/14/17		750,000		745,194
Toyota Motor Credit Corp.		1.25	%	08/28/17		1,000,000		991,190
Total Commercial Paper (Cost $72,483,136)								72,485,111

Corporate Obligations — 0.9%
Bank of Montreal	1.13	%⁽²⁾	01/17/17	750,000	750,275
Merck & Co., Inc.	1.01	%⁽²⁾	02/10/17	232,860	232,912
UBS AG Stamford, CT	1.49	%⁽²⁾	03/01/17	750,000	750,931
Total Corporate Obligations (Cost $1,733,945)					1,734,118

Repurchase Agreements — 9.6%
INTL FCStone (Collateralized by $31,583,555 various FNMAs, GNMAs, and FHLMCs, 0.00% - 6.00%, due 10/25/20- 1/15/54, fair value $19,380,232) (proceeds $19,000,000), purchase date 12/30/16	0.62	%	01/03/17	19,000,000	19,000,000
Total Repurchase Agreements (Cost $19,000,000)					19,000,000

U.S. Government and Agency Obligations — 2.9%
Federal Farm Credit Bank	0.81	%⁽²⁾	01/27/17	985,774	986,194
Federal Farm Credit Bank	0.74	%⁽²⁾	03/22/17	1,164,300	1,164,171
Federal Home Loan Bank	0.75	%	01/20/17	776,200	776,079
Federal Home Loan Bank	0.88	%	03/10/17	776,200	776,494
United States Treasury Note	0.50	%	03/31/17	194,050	194,068

The accompanying notes are an integral part of these financial statements.

2016 Annual Report | December 31, 2016

Page 73

Schedule of Investments
December 31, 2016

Institutional Prime Money Market Fund

Security Description	Coupon/ Yield			Maturity/ Demand Date	Principal Amount ($) or Shares		Fair Value ($)
U.S. Government and Agency Obligations — continued
United States Treasury Note		0.50	%	04/30/17		194,050		194,043
United States Treasury Note		0.88	%	05/15/17		194,050		194,247
United States Treasury Note		0.63	%	05/31/17		388,100		388,070
United States Treasury Note		0.88	%	06/15/17		194,050		194,240
United States Treasury Note		0.50	%	07/31/17		388,100		387,721
United States Treasury Note		0.88	%	08/15/17		388,100		388,525
Total U.S. Government and Agency Obligations (Cost $5,643,046)								5,643,852

Security Description	Shares or Principal Amount ($)		Fair Value ($)
Money Market Registered Investment Companies — 46.3%
Fidelity Prime Institutional Money Market Portfolio, 0.83% ⁽³⁾		89,964,014		90,000,000
Morgan Stanley Government Institutional Fund, 0.44% ⁽³⁾		1,444,579		1,444,579
Total Money Market Registered Investment Companies (Cost $91,444,579)				91,444,579
Total Investments — 99.8% (Cost $197,107,111) ⁽¹⁾				197,110,371
Other Assets less Liabilities — 0.2%				369,865
Total Net Assets — 100.0%				197,480,236

(1)	Cost for federal income tax and financial reporting purposes are the same.

Unrealized appreciation	$	10,001
Unrealized depreciation		(6,741	)
Net unrealized appreciation (depreciation)	$	3,260

(2)	Floating rate security. The rate shown represents the rate in effect at December 31, 2016. The maturity date shown reflects the earlier of the next demand date or stated maturity date.

(3)

7-day yield as of December 31, 2016. The Fund may invest a significant portion of its assets in shares of one or more investment companies, including money market mutual funds. The Fund will incur additional indirect expenses (acquired fund fees and expenses) to the extent it invests in shares of other investment companies. From time to time, the Fund may invest greater than 25% of its net assets in one or more investment companies. As of December 31, 2016, Fidelity Prime Institutional Money Market Portfolio represented 45.6% of Prime Money Market Fund’s net assets. Additional information for this security, including its financial statements, is available from the Securities and Exchange Commission’s website at www.sec.gov.

The accompanying notes are an integral part of these financial statements.

Page 74

2016 Annual Report | December 31, 2016

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Statements of Assets & Liabilities
December 31, 2016

	Muirfield Fund			Dynamic Growth Fund			Aggressive Growth Fund
Assets
Investments, at fair value (1)(2)	$	295,828,112		$	101,742,813		$	40,444,662
Repurchase agreements, at fair value (1)		—			—			—
Investments in affiliates, at fair value (1)		93,992,266			15,270,106			5,095,423
Trustee deferred compensation investments, at fair value		305,391			165,293			98,034
Cash		—			—			—
Cash held at broker for collateral on securities sold short		—			—			—
Cash held at broker for futures contracts (3)		2,669,950			1,931,335			604,645
Receivable for securities sold		—			—			—
Receivable for capital stock issued		449,577			109,866			21,930
Receivable from investment advisor		—			—			—
Interest and dividend receivable		440,877			161,844			74,205
Receivable from securities lending agent (See Note #4)		142			32			133
Receivable for commissions recaptured		41,999			17,583			9,097
Prepaid expenses/other assets		37,493			17,237			7,502
Total Assets		393,765,807			119,416,109			46,355,631

Liabilities
Securities sold short at fair value (proceeds $46,237,362)		—			—			—
Payable for collateral on securities loaned		515,537			4,912			57,364
Payable for Trustee Deferred Compensation Plan		305,391			165,293			98,034
Payable for securities purchased		—			—			—
Payable for capital stock redeemed		356,707			47,955			706
Due to custodian		—			—			—
Dividends payable		28,912			128			31
Dividend expense payable on short positions		—			—			—
Payable to investment advisor		270,668			92,229			34,542
Accrued distribution plan (12b-1) and shareholder service plan fees		357,915			121,241			50,287
Accrued transfer agent, fund accounting, CCO, and administrative fees		75,224			25,397			12,392
Accrued trustee fees		4,090			1,084			1,131
Other accrued liabilities		35,197			24,926			19,954
Total Liabilities		1,949,641			483,165			274,441

Net Assets	$	391,816,166		$	118,932,944		$	46,081,190

Net Assets
Capital	$	380,127,784		$	115,052,119		$	43,584,518
Accumulated undistributed (distributions in excess of) net investment income		—			—			—
Accumulated undistributed net realized gain (loss) from investments and futures contracts		(1,138,730	)		(189,840	)		408,715
Net unrealized appreciation (depreciation) of investments and futures contracts		12,827,112			4,070,665			2,087,957
Total Net Assets	$	391,816,166		$	118,932,944		$	46,081,190

Net Asset Value Per Share
Retail Class
Net Assets	$	390,817,161		$	118,292,514		$	45,717,716
Shares Outstanding		57,539,753			12,165,597			4,422,059
Net Asset Value, Offering and Redemption Price Per Share	$	6.79		$	9.72		$	10.34

Adviser Class
Net Assets	$	154,344		$	48,110		$	18,734
Shares Outstanding		22,695			4,947			1,810
Net Asset Value, Offering and Redemption Price Per Share	$	6.80		$	9.73		$	10.35

Institutional Class
Net Assets	$	844,661		$	592,320		$	344,740
Shares Outstanding		124,245			60,908			33,314
Net Asset Value, Offering and Redemption Price Per Share	$	6.80		$	9.72		$	10.35

Net Asset Value Per Share - Money Market Funds
Net Assets
Shares Outstanding
Net Asset Value, Offering and Redemption Price Per Share

(1) Investments and affiliated investments at cost	$	376,455,744		$	112,893,429		$	43,329,771
(2) Fair value of securities loaned included in investments at fair value (See Note #1 and Note #4)	$	499,791		$	4,627		$	56,122
(3) Required margin as collateral for futures contracts	$	2,897,000		$	760,000		$	246,200

The accompanying notes are an integral part of these financial statements.

Page 76

2016 Annual Report | December 31, 2016

Balanced Fund			Global Opportunities Fund			Spectrum Fund			Quantex Fund		Infrastructure Fund			Dividend Opportunities Fund			Total Return Bond Fund			Prime Money Market Fund		Institutional Prime Money Market Fund
$	201,594,515		$	74,936,768		$	115,382,476		$	77,441,501	$	18,766,972		$	50,253,694		$	209,056,377		$	29,527,527	$	178,110,371
	—			—			—			—		—			—			—			7,000,000		19,000,000
	32,884,113			3,120,423			7,075,401			11,729,999		1,891,662			5,488,862			6,125,641			—		—
	143,142			113,947			8,777			103,395		96,868			2,969			59,236			84,430		—
	—			—			—			—		—			—			—			774,898		429,239
	—			—			46,185,303			—		—			—			—			—		—
	1,491,473			428,178			3,115,571			2,242,564		73,531			1,197,402			—			—		—
	—			—			—			—		—			—			—			—		19,890,498
	119,165			35,165			194,717			87,069		86,663			59,913			178,969			—		—
	—			—			—			—		—			—			—			9,333		—
	186,907			64,477			208,250			115,538		49,997			127,815			60,354			15,439		87,078
	1,544			—			530			1,035		—			6			—			—		—
	18,162			6,423			22,846			2,138		—			8,273			—			—		—
	26,402			16,279			22,111			12,491		11,437			9,957			20,465			20,447		2,625
	236,465,423			78,721,660			172,215,982			91,735,750		20,977,130			57,148,891			215,501,042			37,432,074		217,519,811

	—			—			47,004,069			—		—			—			—			—		—
	5,589,029			2,420,649			236,673			5,226,665		—			—			—			—		—
	143,142			113,947			8,777			103,395		96,868			2,969			59,236			84,430		—
	—			—			—			—		—			—			—			651,110		—
	227,670			15,459			109,334			36,911		66,731			24,023			224,565			—		—
	—			—			—			—		—			—			—			—		19,890,498
	1,388			627			198	��		283		873			57			1,838			861		85,566
	—			—			86,791			—		—			—			—			—		—
	168,209			59,176			79,160			55,766		12,791			36,032			52,935			—		6,827
	212,526			53,093			110,815			51,227		7,289			53,251			191,532			2,439		504
	45,299			17,550			26,105			19,670		5,871			13,519			31,920			8,770		32,739
	3,813			1,428			1,942			634		708			546			2,324			292		440
	28,556			21,896			34,233			23,419		23,577			23,342			27,867			18,345		23,001
	6,419,632			2,703,825			47,698,097			5,517,970		214,708			153,739			592,217			766,247		20,039,575

$	230,045,791		$	76,017,835		$	124,517,885		$	86,217,760	$	20,762,422		$	56,995,152		$	214,908,825		$	36,665,827	$	197,480,236

$	226,912,079		$	82,231,620		$	119,477,554		$	76,538,869	$	19,603,599		$	55, 520,441		$	227,431,232		$	36,665,827	$	197,478,058
	—			—			—			—		(4,243	)		—			—			—		12
	(1,558,347	)		(6,664,883	)		2,005,894			2,851,240		(620,201	)		(801,462	)		(12,494,665	)		—		(1,094	)
	4,692,059			451,098			3,034,437			6,827,651		1,783,267			2,276,173			(27,742	)		—		3,260
$	230,045,791		$	76,017,835		$	124,517,885		$	86,217,760	$	20,762,422		$	56,995,152		$	214,908,825		$	36,665,827	$	197,480,236


$	229,738,077		$	75,657,251		$	124,008,565		$	85,235,444	$	20,450,075		$	56,743,859		$	214,754,998
	21,399,410			7,915,256			12,058,601			2,554,945		959,362			5,423,743			23,145,145
$	10.74		$	9.56		$	10.28		$	33.36	$	21.32		$	10.46		$	9.28

$	89,094		$	30,107		$	48,319		$	31,138	$	7,492		$	22,479		$	83,959
	8,294			3,147			4,696			933		351			2,149			9,051
$	10.74		$	9.57		$	10.29		$	33.37	$	21.34		$	10.46		$	9.28

$	218,620		$	330,477		$	461,001		$	951,178	$	304,855		$	228,814		$	69,868
	20,345			34,503			44,815			28,505		14,287			21,850			7,529
$	10.75		$	9.58		$	10.29		$	33.37	$	21.34		$	10.47		$	9.28

																				$	36,665,827	$	197,480,236
																				$	36,665,827		197,469,829
																					1.00	$	1.0001

$	229,612,337		$	77, 548,729		$	118,443,279		$	82,043,923	$	18,864,825		$	53, 447,769		$	215,209,760		$	36,527,527	$	197,107,111
$	5,488,530		$	2,386,535		$	226,383		$	5,098,403	$	—		$	—		$	—		$	—	$	—
$	859,750		$	168,400		$	1,862,000		$	596,300	$	71,250		$	289,750		$	—		$	—	$	—

The accompanying notes are an integral part of these financial statements.

2016 Annual Report | December 31, 2016

Page 77

Statements of Operations

For the Period Ended December 31, 2016

	Muirfield Fund			DynamicGrowth Fund			Aggressive Growth Fund
Investment Income
Interest	$	3,491		$	4,007 $			2,905
Income from affiliates		256,665			34,712			21,186
Dividends		6,657,282			2,303,174			1,227,530
Total Investment Income		6,917,438			2,341,893			1,251,621

Fund Expenses
Investment advisor		2,611,456			838,661			485,636
Transfer agent - Retail Class		467,066			134,052			77,643
Transfer agent - Adviser Class		31			10			4
Transfer agent - Institutional Class		195			125			55
Transfer agent - Money Market Funds (1)
Transfer agent - Money Market Fund - Institutional Class (1)
Fund accounting		75,941			48,182			41,950
Administrative		321,528			99,457			61,708
Trustee		17,751			5,201			3,731
Audit		12,772			12,772			12,772
Legal		5,363			5,363			5,363
Custody		42,158			14,000			8,714
Printing		15,597			4,059			2,738
Distribution plan (12b-1) - Retail Class (2)		774,093			277,584			161,121
Distribution plan (12b-1) - Money Market Funds (1)
Distribution plan (12b-1) - Money Market Fund - Institutional Class (1)
Shareholder service plan - Retail Class (3)		778,444			223,419			129,405
Postage		16,682			9,642			2,462
Registration and filing		54,223			29,982			25,011
Insurance		33,407			13,326			8,382
Chief Compliance Officer		4,495			4,495			4,495
Short sale expense		—			—			—
Dividend expense on securities sold short		—			—			—
Excise tax expense		—			—			—
Recoupment of prior expenses reimbursed by the investment advisor (See Note #4)		49,794			—			—
Other		29,684			24,260			21,452
Total Expenses Before Reductions		5,310,680			1,744,590			1,052,642

Expenses voluntarily reimbursed/waived by investment advisor (See Note #4)		—			(160,774	)		(17,877	)
Expenses contractually reimbursed/waived by investment advisor (See Note #4)		—			—			—
Commissions recaptured and fees received from custodian (See Note #4)		(1,203,962	)		(404,481	)		(275,566	)
Securities lending credit (See Note #4)		(32,582	)		(5,666	)		(8,536	)
Transfer agent expenses voluntarily waived (See Note #4)		—			—			—
Transfer agent expenses contractually waived (See Note #4)		—			—			—

Net Expenses		4,074,136			1,173,669			750,663

Net Investment Income (Loss)		2,843,302			1,168,224			500,958

Net Realized and Unrealized Gain (Loss) from Investments
Net realized gains (losses) from investments ($2,976,985 loss on covered short securities(4))		1,669,047			(525,978	)		(222,869	)
Net realized gains (losses) from futures contracts		7,240,410			1,717,793			1,623,675
Distributions of long-term realized gains by other investment companies		—			—			—
Net Realized Gains (Losses) from Investment Transactions, Futures Contracts, and Distributions of Long-term Realized Gains by Other Investment Companies		8,909,457			1,191,815			1,400,806

Net change in unrealized appreciation (depreciation) of investments and futures contracts		10,119,598			3,129,274			1,991,855

Net Realized and Unrealized Gain (Loss) from Investments		19,029,055			4,321,089			3,392,661

Net Change in Net Assets Resulting from Operations	$	21,872,357		$	5,489,313		$	3,893,619

(1)	See Note #1 of the Notes to Financial Statements.

(2)	Only the Retail Class of shares has adopted a Rule 12b-1 Plan. See Note #4 of the Notes to Financial Statements.

(3)	There were no Shareholder Services Plan fees accrued for the Adviser and Institutional Classes of shares. See Note #4 of the Notes to Financial Statements.

The accompanying notes are an integral part of these financial statements.

Page 78

2016 Annual Report | December 31, 2016

Balanced Fund			Global Opportunities Fund			Spectrum Fund(4)			Quantex Fund			Infrastructure Fund			Dividend Opportunities Fund			Total Return Bond Fund			Prime Money Market Fund			Institutional Prime Money Market Fund(5)
$	4,483		$	3,306		$	1,768		$	5,068		$	—		$	1,715		$	6,954		$	737,171		$	171,176
	126,412			11,681			39,557			20,652			1,769			12,194			22,901			—			—
	5,874,849			1,882,817			2,032,786			1,109,555			532,180			1,292,121			8,148,082			173,580			95,907
	6,005,744			1,897,804			2,074,111			1,135,275			533,949			1,306,030			8,177,937			910,751			267,083

	1,911,751			657,199			943,273			688,539			198,155			339,397			636,434			538,572			134,960
	322,293			105,091			150,805			86,925			84,722			85,563			174,556
	18			6			10			6			1			4			9
	40			55			110			186			50			29			7
																						35,449			31,922
																						91,224
	63,863			45,728			49,577			42,649			24,818			38,051			58,822			52,436			12,683
	224,900			80,101			110,616			65,004			19,818			44,815			184,574			140,731			34,258
	13,089			4,480			6,518			3,393			837			2,426			10,127			1,192			466
	12,772			12,772			13,535			12,772			12,772			12,772			12,772			12,772			13,818
	5,363			5,363			5,363			5,363			5,363			5,693			5,363			5,363			1,229
	29,156			11,141			12,480			6,651			2,757			4,655			21,460			12,306			2,991
	10,219			3,669			5,390			2,712			5,085			1,934			8,932			9,553			3,726
	668,244			182,998			312,472			136,362			47,202			113,065			542,347
																						8,919			690
																						3
	537,156			175,152			251,341			101,652			25,708			90,451			436,385
	13,193			6,157			11,658			10,372			18,974			9,958			8,662			2,277			1,672
	56,867			25,733			50,815			23,580			25,397			40,421			35,304			27,490			927
	20,469			9,614			5,829			6,383			2,120			4,121			16,834			22,048			—
	4,495			4,495			4,495			4,495			4,495			4,495			4,495			4,484			1,291
	—			—			82,903			—			—			—			—			—			—
	—			—			462,701			—			—			—			—			—			—
	—			—			—			—			1,732			—			—			—			—
	28,346			—			—			—			—			—			—			—			—
	24,777			22,055			19,324			20,414			26,176			17,194			24,145			44,482			7,621
	3,947,011			1,351,809			2,499,215			1,217,458			506,182			815,044			2,181,228			1,009,301			248,254

	—			(114,067	)		—			—			(14,665	)		(83,740	)		(51	)		(621,432	)		(145,151	)
	—			—			—			(172,873	)		—			—			—			—			—
	(657,516	)		(194,639	)		(602,619	)		(179,835	)		(4,836	)		(140,657	)		(225,384	)		—			—
	(25,336	)		(23,962	)		(18,953	)		(53,621	)		(45	)		(16,830	)		—			—			—
	—			—			—			—			(60,992	)		(2,902	)		—			(496	)		—
	—			—			—			—			—			—			(42,887	)		(22,203	)		(7,991	)

	3,264,159			1,019,141			1,877,643			811,129			425,644			570,915			1,912,906			365,170			95,112

	2,741,585			878,663			196,468			324,146			108,305			735,115			6,265,031			545,581			171,971

	(2,472,203	)		(3,136,881	)		(1,463,084	)		2,085,287			(393,962	)		832,137			(2,157,021	)					(1,094	)
	5,476,948			871,255			6,239,000			1,829,988			14,073			366,017			—						—
	51,645			—			—			—			—			—			101,110						—

	3,056,390			(2,265,626	)		4,775,916			3,915,275			(379,889	)		1,198,154			(2,055,911	)					(1,094	)

	6,956,644			3,437,192			3,628,533			10,155,720			3,752,341			3,412,365			4,922,395						3,260

	10,013,034			1,171,566			8,404,449			14,070,995			3,372,452			4,610,519			2,866,484						2,166

$	12,754,619		$	2,050,229		$	8,600,917		$	14,395,141		$	3,480, 757		$	5,345,634		$	9,131,515		$	545,581		$	174,137

(4)	$2,976,985 loss on covered short securities.

(5)	Commenced operations on October 7, 2016.

The accompanying notes are an integral part of these financial statements.

2016 Annual Report | December 31, 2016

Page 79

Statements of Changes in Net Assets
For the Periods Ended December 31,

	Muirfield Fund						Dynamic Growth Fund
	2016			2015			2016			2015
Operations
Net investment income (loss)	$	2,843,302		$	1,197,404		$	1,168,224		$	708,081
Net realized gain (loss) from investment transactions, futures contracts, and distributions of long-term realized gains by other investment companies		8,909,457			(8,885,936	)		1,191,815			1,182,605
Net change in unrealized appreciation (depreciation) of investments and futures contracts		10,119,598			(15,533,850	)		3,129,274			(9,045,186	)
Net change in net assets resulting from operations		21,872,357			(23,222,382	)		5,489,313			(7,154,500	)

Distributions to Shareholders
From net investment income:
Retail Class		(2,928,064	)		(1,206,913	)		(1,179,811	)		(713,972	)
Adviser Class		(335	)		—			(105	)		—
Institutional Class		(2,155	)		—			(1,385	)		—
From net realized gain from investment transactions:
Retail Class		—			(9,177,856	)		(566,878	)		(3,263,183	)
Adviser Class		—			—			(225	)		—
Institutional Class		—			—			(2,968	)		—
From return of capital:
Retail Class		—			—			—			—
Adviser Class		—			—			—			—
Institutional Class		—			—			—			—
Net change in net assets resulting from distributions		(2,930,554	)		(10,384,769	)		(1,751,372	)		(3,977,155	)

Capital Transactions:
Issued		135,904,696			261,740,230			52,208,011			98,814,975
Reinvested		2,838,323			10,071,809			1,750,198			3,975,540
Redeemed		(156,813,790	)		(145,121,166	)		(55,322,607	)		(116,736,993	)
Net change in net assets resulting from capital transactions		(18,070,771	)		126,690,873			(1,364,398	)		(13,946,478	)

Total Change in Net Assets		871,032			93,083,722			2,373,543			(25,078,133	)

Net Assets - Beginning of Year		390,945,134			297,861,412			116,559,401			141,637,534

Net Assets - End of Year	$	391,816,166		$	390,945,134		$	118,932,944		$	116,559,401

Accumulated undistributed (distributions in excess of) net investment income	$	—		$	—		$	—		$	—

Share Transactions:
Issued		20,962,657			37,521,714			5,547,887			9,864,209
Reinvested		428,665			1,527,478			182,450			416,792
Redeemed		(24,105,739	)		(21,020,472	)		(5,956,619	)		(11,960,788	)
Net change in shares		(2,714,417	)		18,028,720			(226,282	)		(1,679,787	)

The accompanying notes are an integral part of these financial statements.

Page 80

2016 Annual Report | December 31, 2016

Aggressive Growth Fund						Balanced Fund						Global Opportunities Fund						Spectrum Fund
2016			2015			2016			2015			2016			2015			2016			2015
$	500,958		$	220,622		$	2,741,585		$	1,908,119		$	878,663		$	490,056		$	196,468		$	(235,916	)

	1,400,806			1,021,382			3,056,390			(4,166,746	)		(2,265,626	)		(3,441,622	)		4,775,916			358,758

	1,991,855			(6,184,825	)		6,956,644			(9,092,588	)		3,437,192			(5,964,881	)		3,628,533			(594,096	)
	3,893,619			(4,942,821	)		12,754,619			(11,351,215	)		2,050,229			(8,916,447	)		8,600,917			(471,254	)



	(514,879	)		(226,997	)		(2,762,407	)		(1,916,750	)		(920,975	)		(502,535	)		(229,819	)		—
	(26	)		—			(336	)		—			(189	)		—			(85	)		—
	(384	)		—			(754	)		—			(1,716	)		—			(978	)		—

	—			(2,792,248	)		—			(1,472,510	)		—			(2,772,417	)		(1,322,992	)		(1,529,056	)
	—			—			—			—			—			—			(512	)		—
	—			—			—			—			—			—			(5,890	)		—

	—			—			—			—			—			—			—			(229,488	)
	—			—			—			—			—			—			—			—
	—			—			—			—			—			—			—			—
	(515,289	)		(3,019,245	)		(2,763,497	)		(3,389,260	)		(922,880	)		(3,274,952	)		(1,560,276	)		(1,758,544	)


	16,210,649			51,752,300			79,755,921			201,278,315			19,568,280			42,880,298			41,463,179			143,258,792
	515,052			3,018,277			2,759,403			3,388,893			921,716			3,274,831			1,559,046			1,758,324
	(52,233,584	)		(53,444,927	)		(151,263,770	)		(76,657,319	)		(52,021,124	)		(37,386,702	)		(51,142,012	)		(17,190,287	)
	(35,507,883	)		1,325,650			(68,748,446	)		128,009,889			(31,531,128	)		8,768,427			(8,119,787	)		127,826,829

	(32,129,553	)		(6,636,416	)		(58,757,324	)		113,269,414			(30,403,779	)		(3,422,972	)		(1,079,146	)		125,597,031

	78,210,743			84,847,159			288,803,115			175,533,701			106,421,614			109,844,586			125,597,031			—

$	46,081,190		$	78,210,743		$	230,045,791		$	288,803,115		$	76,017,835		$	106,421,614		$	124,517,885		$	125,597,031

$	—		$	—		$	—		$	—		$	—		$	—		$	—		$	—


	1,705,205			4,931,650			7,682,584			18,685,615			2,140,082			4,134,883			4,276,333			14,444,572
	53,363			308,082			260,363			322,277			97,608			345,625			150,043			179,238
	(5,415,390	)		(5,228,440	)		(14,401,906	)		(7,104,140	)		(5,676,548	)		(3,671,048	)		(5,226,636	)		(1,715,438	)
	(3,656,822	)		11,292			(6,458,959	)		11,903,752			(3,438,858	)		809,460			(800,260	)		12,908,372

The accompanying notes are an integral part of these financial statements.

2016 Annual Report | December 31, 2016

Page 81

Statements of Changes in Net Assets
For the Periods Ended December 31,

	Quantex Fund						Infrastructure Fund
	2016			2015			2016			2015
Operations
Net investment income (loss)	$	324,146		$	325,015		$	108,305		$	227,628
Net realized gain (loss) from investment transactions, futures contracts, and distributions of long-term realized gains by other investment companies		3,915,275			8,553,680			(379,889	)		4,841,093
Net change in unrealized appreciation (depreciation) of investments and futures contracts		10,155,720			(14,697,077	)		3,752,341			(11,269,228	)
Net change in net assets resulting from operations		14,395,141			(5,818,382	)		3,480,757			(6,200,507	)

Distributions to Shareholders
From net investment income:
Retail Class		(359,961	)		(350,037	)		—			(336,482	)
Adviser Class		(38	)		—			—			—
Institutional Class		(1,160	)		—			—			—
From net realized gain from investment transactions:
Retail Class		(1,234,598	)		(8,782,141	)		(194,130	)		(5,682,559	)
Adviser Class		(445	)		—			(71	)		—
Institutional Class		(13,585	)		—			(2,418	)		—
From return of capital:
Retail Class		—			—			(234,294	)		—
Adviser Class		—			—			(10	)		—
Institutional Class		—			—			(324	)		—
Net change in net assets resulting from distributions		(1,609,787	)		(9,132,178	)		(431,247	)		(6,019,041	)

Distributions to Shareholders - Money Market Funds
From net investment income
From net investment income (Retail Class) (2)
From net investment income (Institutional Class) (2)
Net change in net assets resulting from distributions

Capital Transactions:
Issued (4)		40,428,525			36,625,210			6,512,856			22,621,256
Reinvested		1,605,609			9,118,613			410,682			5,825,232
Redeemed (4)		(27,484,256	)		(33,744,475	)		(9,244,777	)		(42,938,290	)
Net change in net assets resulting from capital transactions		14,549,878			11,999,348			(2,321,239	)		(14,491,802	)

Total Change in Net Assets		27,335,232			(2,951,212	)		728,181			(26,711,350	)

Net Assets - Beginning of Year		58,882,528			61,833,740			20,034,151			46,745,501

Net Assets - End of Year	$	86,217,760		$	58,882,528		$	20,762,422		$	20,034,151

Accumulated undistributed (distributions in excess of) net investment income	$	—		$	—		$	(4,243	)	$	(539,067	)

Share Transactions:
Issued (4)		1,330,055			1,061,088			314,588			762,821
Reinvested		48,133			319,498			19,734			318,749
Redeemed (4)		(909,010	)		(1,022,131	)		(462,854	)		(1,514,313	)
Net change in shares		469,178			358,455			(128,532	)		(432,743	)

(1)	Commenced operations on October 7, 2016.

(2)	See Note #1 of the Notes to Financial Statements.

(3)	Commenced operations on June 30, 2015.

The accompanying notes are an integral part of these financial statements.

Page 82

2016 Annual Report | December 31, 2016

Dividend Opportunities Fund(3)						Total Return Bond Fund						Prime Money Market Fund						Institutional Prime Money Market Fund(1)

2016			2015			2016			2015			2016			2015			2016
$	735,115		$	396,239		$	6,265,031		$	5,089,219		$	545,581		$	216,228		$	171,971

	1,198,154			(2,001,377	)		(2,055,911	)		(8,566,033	)		—			—			(1,094	)

	3,412,365			(1,136,192	)		4,922,395			(2,115,247	)		—			—			3,260
	5,345,634			(2,741,330	)		9,131,515			(5,592,061	)		545,581			216,228			174,137



	(777,037	)		(401,241	)		(6,263,758	)		(5,089,210	)
	(71	)		—			(726	)		—
	(459	)		—			(557	)		—
				—						—
	—			—			—			—
	—			—			—			—
	—			—			—			—
	—			—			—			—
	—			—			—			—
	—			—			—			—
	—			—			—			—
	(777,567	)		(401,241	)		(6,265,041	)		(5,089,210	)


													(28,501	)		—			(171,959	)
													(113,390	)		(36,789	)		—
													(403,691	)		(179,439	)		—
													(545,582	)		(216,228	)		(171,959	)


	30,149,567			63,564,516			90,469,480			136,328,662			587,186,878			1,209,592,157			304,118,416
	777,204			401,229			6,255,443			5,086,663			137,783			37,827			14,473
	(20,598,293	)		(18,724,567	)		(99,300,344	)		(59,161,802	)		(775,361,263	)		(1,187,593,496	)		(106,654,831	)
	10,328,478			45,241,178			(2,575,421	)		82,253,523			(188,036,602	)		22,036,488			197,478,058

	14,896,545			42,098,607			291,053			71,572,252			(188,036,603	)		22,036,488			197,480,236

	42,098,607			—			214,617,772			143,045,520			224,702,430			202,665,942			—

$	56,995,152		$	42,098,607		$	214,908,825		$	214,617,772		$	36,665,827		$	224,702,430		$	197,480,236

$	—		$	—		$	—		$	10		$	—		$	1		$	12


	3,043,488			6,344,838			9,651,192			14,346,144			587,186,877			1,209,592,157			304,102,698
	79,378			41,958			668,172			537,772			137,783			37,827			14,472
	(2,106,832	)		(1,955,088	)		(10,641,622	)		(6,261,274	)		(775,361,263	)		(1,187,593,496	)		(106,647,341	)
	1,016,034			4,431,708			(322,258	)		8,622,642			(188,036,603	)		22,036,488			197,469,829

(4)

On October 7, 2016, $131,014,084 was transferred in-kind from Prime Money Market Fund to Institutional Prime Money Market Fund. Therefore capital and shares redeemed for Prime Money Market Fund include this in-kind transfer, whereas capital and shares issued for Institutional Prime Money Market Fund include this amount as an initial contribution.

The accompanying notes are an integral part of these financial statements.

2016 Annual Report | December 31, 2016

Page 83

Financial Highlights

For the Periods Ended December 31,

			Income from Investment Operations												Less Distributions
	Net Asset Value, Beginning of Period		Net Investment Income (Loss) (3)			Net gains (losses) on securities, futures, and options (both realized and unrealized)			Total from Investment Operations			From Net Investment Income			From Net Capital Gains			From Return of Capital		Total Distributions
Muirfield Fund - Retail Class (1)(2)
2016	$	6.47		0.05			0.32			0.37			(0.05	)		0.00			0.00		(0.05	)
2015	$	7.03		0.02			(0.41	)		(0.39	)		(0.02	)		(0.15	)		0.00		(0.17	)
2014	$	6.95		0.01			0.81			0.82			(0.18	)		(0.56	)		0.00		(0.74	)
2013	$	5.81		0.01			1.75			1.76			(0.01	)		(0.61	)		0.00		(0.62	)
2012	$	5.17		(0.01	)		0.65			0.64			0.00			0.00			0.00		0.00
Muirfield Fund - Adviser Class (1)(2)(4)
2016 (5)	$	6.51		0.01			0.29			0.30			(0.01	)		0.00			0.00		(0.01	)
Muirfield Fund - Institutional Class (1)(2)(4)
2016 (5)	$	6.51		0.02			0.29			0.31			(0.02	)		0.00			0.00		(0.02	)
Dynamic Growth Fund - Retail Class (1)(2)
2016	$	9.36		0.10			0.40			0.50			(0.09	)		(0.05	)		0.00		(0.14	)
2015	$	10.02		0.05			(0.40	)		(0.35	)		(0.05	)		(0.26	)		0.00		(0.31	)
2014	$	10.35		0.04			1.25			1.29			(0.30	)		(1.32	)		0.00		(1.62	)
2013	$	8.80		0.02			2.74			2.76			(0.02	)		(1.19	)		0.00		(1.21	)
2012	$	7.68		0.00			1.12			1.12			0.00			0.00			0.00		0.00
Dynamic Growth Fund - Adviser Class (1)(2)(4)
2016 (5)	$	9.34		0.02			0.44			0.46			(0.02	)		(0.05	)		0.00		(0.07	)
Dynamic Growth Fund - Institutional Class (1)(2)(4)
2016 (5)	$	9.34		0.02			0.43			0.45			(0.02	)		(0.05	)		0.00		(0.07	)
Aggressive Growth Fund - Retail Class (1)(2)
2016	$	9.64		0.07			0.72			0.79			(0.09	)		0.00			0.00		(0.09	)
2015	$	10.47		0.03			(0.48	)		(0.45	)		(0.03	)		(0.35	)		0.00		(0.38	)
2014	$	10.91		0.00			1.43			1.43			(0.08	)		(1.79	)		0.00		(1.87	)
2013	$	8.44		(0.00	)*		2.56			2.56			0.00			(0.09	)		0.00		(0.09	)
2012	$	7.40		(0.03	)		1.07			1.04			0.00			0.00			0.00		0.00
Aggressive Growth Fund - Adviser Class (1)(2)(4)
2016 (5)	$	9.53		0.01			0.82			0.83			(0.01	)		0.00			0.00		(0.01	)
Aggressive Growth Fund - Institutional Class (1)(2)(4)
2016 (5)	$	9.53		0.01			0.82			0.83			(0.01	)		0.00			0.00		(0.01	)
Balanced Fund - Retail Class (1)(2)
2016	$	10.36		0.11			0.39			0.50			(0.12	)		0.00			0.00		(0.12	)
2015	$	10.98		0.09			(0.58	)		(0.49	)		(0.08	)		(0.05	)		0.00		(0.13	)
2014	$	11.10		0.10			0.84			0.94			(0.27	)		(0.79	)		0.00		(1.06	)
2013	$	10.06		0.09			1.89			1.98			(0.09	)		(0.85	)		0.00		(0.94	)
2012	$	9.18		0.07			0.89			0.96			(0.08	)		0.00			0.00		(0.08	)
Balanced Fund - Adviser Class (1)(2)(4)
2016 (5)	$	10.49		0.04			0.25			0.29			(0.04	)		0.00			0.00		(0.04	)
Balanced Fund - Institutional Class (1)(2)(4)
2016 (5)	$	10.49		0.04			0.26			0.30			(0.04	)		0.00			0.00		(0.04	)

Ratio of net expenses to average net assets, ratio of net investment income (loss) to average net assets, ratio of expenses to average net assets after reductions, excluding commissions recaptured and fees received from custodian, and ratio of expenses to average net assets before reductions do not include impact of expenses of the underlying investment companies as represented in the schedule of investments.

2	Recognition of net investment income by the Fund is affected by the timing of the declaration of dividends by the underlying investment companies in which the Fund invests.

3	Except for the Money Market Funds, net investment income per share is based on average shares outstanding during the period.

The accompanying notes are an integral part of these financial statements.

Page 84

2016 Annual Report | December 31, 2016

					Ratios/Supplemental Data
	Net Asset Value, End of Period	Total Return (Assumes Reinvestment of Distributions)			Net Assets, End of Period ($000)		Ratio of Net Investment Income (Loss)to Average Net Assets			Ratio of Net Expenses to Average Net Assets			Ratio of Expenses to Average Net Assets after Reductions and Recoupment of Fees, Excluding Commissions Recaptured and Fees Received from Custodian			Ratio of Expenses to Average Net Assets Before Reductions or Recoupment of Fees			Portfolio Turnover Rate
$	6.79		5.72	%	$	390,817		0.73	%		1.05	%		1.36	%		1.35	%		414	%
$	6.47		(5.50	%)	$	390,945		0.33	%		1.03	%		1.35	%		1.37	%		277	%
$	7.03		12.12	%	$	297,861		0.22	%		1.22	%		1.44	%		1.44	%		238	%
$	6.95		30.46	%	$	161,823		0.14	%		1.22	%		1.42	%		1.54	%		260	%
$	5.81		12.38	%	$	114,171		(0.12	%)		1.39	%		1.42	%		1.58	%		154	%

$	6.80		4.68	%	$	154		1.32	%		0.73	%		0.99	%		0.99	%		414	%

$	6.80		4.72	%	$	845		1.33	%		0.72	%		0.98	%		0.98	%		414	%

$	9.72		5.37	%	$	118,293		1.04	%		1.05	%		1.42	%		1.56	%		369	%
$	9.36		(3.46	%)	$	116,559		0.47	%		1.19	%		1.48	%		1.54	%		245	%
$	10.02		12.80	%	$	141,638		0.40	%		1.22	%		1.45	%		1.54	%		230	%
$	10.35		31.61	%	$	102,926		0.20	%		1.22	%		1.39	%		1.58	%		276	%
$	8.80		14.58	%	$	91,977		(0.04	%)		1.39	%		1.42	%		1.57	%		154	%

$	9.73		4.89	%	$	48		1.33	%		0.81	%		1.12	%		1.12	%		369	%

$	9.72		4.80	%	$	592		1.33	%		0.80	%		1.11	%		1.11	%		369	%

$	10.34		8.26	%	$	45,718		0.77	%		1.16	%		1.60	%		1.63	%		361	%
$	9.64		(4.35	%)	$	78,211		0.24	%		1.18	%		1.56	%		1.58	%		283	%
$	10.47		13.49	%	$	84,847		0.00	%		1.33	%		1.59	%		1.60	%		239	%
$	10.91		30.40	%	$	64,608		(0.03	%)		1.35	%		1.57	%		1.65	%		272	%
$	8.44		14.05	%	$	38,939		(0.44	%)		1.59	%		1.62	%		1.74	%		167	%

$	10.35		8.75	%	$	19		0.85	%		0.91	%		1.24	%		1.24	%		361	%

$	10.35		8.73	%	$	345		0.83	%		0.93	%		1.25	%		1.25	%		361	%

$	10.74		4.84	%	$	229,738		1.02	%		1.22	%		1.46	%		1.46	%		322	%
$	10.36		(4.47	%)	$	288,803		0.81	%		1.22	%		1.47	%		1.48	%		246	%
$	10.98		8.61	%	$	175,534		0.94	%		1.33	%		1.50	%		1.54	%		180	%
$	11.10		19.79	%	$	105,642		0.85	%		1.33	%		1.47	%		1.57	%		217	%
$	10.06		10.42	%	$	86,628		0.76	%		1.49	%		1.51	%		1.58	%		168	%

$	10.74		2.77	%	$	89		2.42	%		0.85	%		1.06	%		1.06	%		322	%

$	10.75		2.83	%	$	219		2.42	%		0.85	%		1.07	%		1.07	%		322	%

*	Actual amounts were less than one-half of a cent per share.

Ratio of net expenses to average net assets, ratio of investment income (loss) to average net assets, ratio of expenses to average net assets after reductions and recoupment of fees, excluding commissions recaptured and fees received from custodian, and ratio of expenses to average net assets before reductions or recoupment of fees are annualized for periods of less than one full year. Total return is not annualized.

5	Commenced operations on October 31, 2016.

The accompanying notes are an integral part of these financial statements.

2016 Annual Report | December 31, 2016

Page 85

Financial Highlights

For the Periods Ended December 31,

			Income from Investment Operations									Less Distributions
	Net Asset Value, Beginning of Period		Net Investment Income (Loss) (3)			Net gains (losses) on securities, futures, and options (both realized and unrealized)			Total from Investment Operations			From Net Investment Income			From Net Capital Gains			From Return of Capital			Total Distributions
Global Opportunities Fund - Retail Class (1)(2)
2016	$	9.34		0.09			0.24			0.33			(0.11	)		0.00			0.00			(0.11	)
2015	$	10.38		0.04			(0.79	)		(0.75	)		(0.04	)		(0.25	)		0.00			(0.29	)
2014	$	11.36		0.06			0.58			0.64			(0.16	)		(1.46	)		0.00			(1.62	)
2013	$	10.07		0.04			2.34			2.38			(0.05	)		(1.04	)		0.00			(1.09	)
2012	$	8.90		0.00			1.17			1.17			0.00			0.00			0.00			0.00
Global Opportunities Fund - Adviser Class (1)(2)(4)
2016 (5)	$	9.41		0.06			0.16			0.22			(0.06	)		0.00			0.00			(0.06	)
Global Opportunities Fund - Institutional Class (1)(2)(4)
2016 (5)	$	9.41		0.06			0.16			0.22			(0.05	)		0.00			0.00			(0.05	)
Spectrum Fund - Retail Class (1)(2)
2016	$	9.73		0.02			0.66			0.68			(0.02	)		(0.11	)		0.00			(0.13	)
2015 (6)	$	10.00		(0.04	)		(0.08	)		(0.12	)		0.00			(0.13	)		(0.02	)		(0.15	)
Spectrum Fund - Adviser Class (1)(2)(4)
2016 (5)	$	9.97		0.02			0.43			0.45			(0.02	)		(0.11	)		0.00			(0.13	)
Spectrum Fund - Institutional Class (1)(2)(4)
2016 (5)	$	9.97		0.02			0.43			0.45			(0.02	)		(0.11	)		0.00			(0.13	)
Quantex Fund - Retail Class (1)(2)
2016	$	27.84		0.14			6.02			6.16			(0.16	)		(0.48	)		0.00			(0.64	)
2015	$	35.20		0.17			(2.78	)		(2.61	)		(0.17	)		(4.58	)		0.00			(4.75	)
2014	$	35.04		0.13			3.11			3.24			(0.40	)		(2.68	)		0.00			(3.08	)
2013	$	25.46		0.09			10.45			10.54			(0.08	)		(0.88	)		0.00			(0.96	)
2012	$	21.84		0.07			3.63			3.70			(0.08	)		0.00			0.00			(0.08	)
Quantex Fund - Adviser Class (1)(2)(4)
2016 (5)	$	30.67		0.04			3.18			3.22			(0.04	)		(0.48	)		0.00			(0.52	)
Quantex - Institutional Class (1)(2)(4)
2016 (5)	$	30.67		0.04			3.18			3.22			(0.04	)		(0.48	)		0.00			(0.52	)
Infrastructure Fund - Retail Class (1)(2)
2016	$	18.17		0.11			3.48			3.59			0.00			(0.20	)		(0.24	)		(0.44	)
2015	$	30.45		0.17			(5.40	)		(5.23	)		(0.25	)		(6.80	)		0.00			(7.05	)
2014	$	30.98		0.19			2.64			2.83			(0.83	)		(2.53	)		0.00			(3.36	)
2013	$	24.17		0.17			6.81			6.98			(0.17	)		0.00			0.00			(0.17	)
2012	$	24.06		0.15			0.21			0.36			(0.15	)		(0.10	)		0.00			(0.25	)
Infrastructure Fund - Adviser Class (1)(2)(4)
2016 (5)	$	21.02		0.00	*		0.55			0.55			0.00			(0.20	)		(0.03	)		(0.23	)
Infrastructure - Institutional Class (1)(2)(4)
2016 (5)	$	21.02		0.00	*		0.55			0.55			0.00			(0.20	)		(0.03	)		(0.23	)

2	Recognition of net investment income by the Fund is affected by the timing of the declaration of dividends by the underlying investment companies in which the Fund invests.

3	Except for the Money Market Funds, net investment income per share is based on average shares outstanding during the period.

The accompanying notes are an integral part of these financial statements.

Page 86

2016 Annual Report | December 31, 2016

					Ratios/Supplemental Data
Net Asset Value, End of Period		Total Return (Assumes Reinvestment of Distributions)			Net Assets, End of Period ($000)		Ratio of Net Investment Income (Loss) to Average Net Assets			Ratio of Net Expenses to Average Net Assets			Ratio of Expenses to Average Net Assets after Reductions and Recoupment of Fees, Excluding Commissions Recaptured and Fees Received from Custodian			Ratio of Expenses to Average Net Assets Before Reductions or Recoupment of Fees			Portfolio Turnover Rate
$	9.56		3.54	%	$	75,657		1.00	%		1.16	%		1.41	%		1.54	%		169	%
$	9.34		(7.21	%)	$	106,422		0.42	%		1.19	%		1.42	%		1.50	%		170	%
$	10.38		5.87	%	$	109,845		0.54	%		1.23	%		1.37	%		1.51	%		143	%
$	11.36		23.82	%	$	91,769		0.36	%		1.23	%		1.40	%		1.58	%		231	%
$	10.07		13.15	%	$	79,446		(0.05	%)		1.39	%		1.42	%		1.58	%		86	%

$	9.57		2.34	%	$	30		3.79	%		1.01	%		1.17	%		1.17	%		169	%

$	9.58		2.34	%	$	330		3.76	%		1.02	%		1.18	%		1.18	%		169	%

$	10.28		6.97	%	$	124,009		0.16	%		1.49	%		1.99	%		1.99	%		235	%
$	9.73		(1.21	%)	$	125,597		(0.36	%)		1.49	%		2.12	%		2.19	%		161	%

$	10.29		4.49	%	$	48		1.07	%		1.38	%		1.88	%		1.88	%		235	%

$	10.29		4.52	%	$	461		1.07	%		1.38	%		1.87	%		1.87	%		235	%

$	33.36		22.14	%	$	85,235		0.47	%		1.18	%		1.52	%		1.77	%		91	%
$	27.84		(7.68	%)	$	58,883		0.46	%		1.09	%		1.26	%		1.75	%		87	%
$	35.20		9.48	%	$	61,834		0.36	%		1.44	%		1.52	%		1.78	%		29	%
$	35.04		41.54	%	$	44,476		0.27	%		1.52	%		1.58	%		1.94	%		25	%
$	25.46		16.93	%	$	23,306		0.29	%		1.60	%		1.61	%		2.06	%		31	%

$	33.37		10.48	%	$	31		0.75	%		1.10	%		1.15	%		1.40	%		91	%

$	33.37		10.48	%	$	951		0.75	%		1.09	%		1.15	%		1.40	%		91	%

$	21.32		19.87	%	$	20,450		0.55	%		2.15	%		2.17	%		2.55	%		44	%
$	18.17		(16.92	%)	$	20,034		0.56	%		1.98	%		1.98	%		2.01	%		54	%
$	30.45		9.42	%	$	46,746		0.63	%		1.88	%		1.88	%		1.89	%		34	%
$	30.98		28.96	%	$	37,988		0.62	%		1.87	%		1.87	%		1.99	%		19	%
$	24.17		1.52	%	$	30,452		0.63	%		1.89	%		1.89	%		2.02	%		29	%

$	21.34		2.64	%	$	7		0.11	%		1.87	%		1.93	%		2.18	%		44	%

$	21.34		2.62	%	$	305		0.08	%		1.90	%		1.96	%		2.21	%		44	%

*	Actual amounts were less than one-half of a cent per share.

5	Commenced operations on October 31, 2016.

6	Commenced operations on January 1, 2015.

The accompanying notes are an integral part of these financial statements.

2016 Annual Report | December 31, 2016

Page 87

Financial Highlights

For the Periods Ended December 31,

			Income from Investment Operations								Less Distributions
	Net Asset Value, Beginning of Period		Net Investment Income (Loss) (3)		Net gains (losses) on securities, futures, and options (both realized and unrealized)			Total from Investment Operations			From Net Investment Income			From Net Capital Gains		From Return of Capital		Total Distributions
Dividend Opportunities Fund - Retail Class (1)(2)
2016	$	9.50		0.16		0.97			1.13			(0.17	)		0.00		0.00		(0.17	)
2015 (4)(6)	$	10.00		0.18		(0.59	)		(0.41	)		(0.09	)		0.00		0.00		(0.09	)
Dividend Opportunities Fund - Adviser Class (1)(2)(4)
2016 (5)	$	9.87		0.03		0.59			0.62			(0.03	)		0.00		0.00		(0.03	)
Dividend Opportunities Fund - Institutional Class (1)(2)(4)
2016 (5)	$	9.87		0.03		0.59			0.62			(0.02	)		0.00		0.00		(0.02	)
Total Return Bond Fund - Retail Class (1)(2)
2016	$	9.14		0.27		0.14			0.41			(0.27	)		0.00		0.00		(0.27	)
2015	$	9.63		0.27		(0.51	)		(0.24	)		(0.25	)		0.00		0.00		(0.25	)
2014	$	9.77		0.33		(0.15	)		0.18			(0.32	)		0.00		0.00		(0.32	)
2013	$	10.15		0.38		(0.38	)		(0.00	)		(0.38	)		0.00		0.00		(0.38	)
2012	$	9.73		0.44		0.41			0.85			(0.43	)		0.00		0.00		(0.43	)
Total Return Bond Fund - Adviser Class (1)(2)(4)
2016 (5)	$	9.46		0.09		(0.19	)		(0.10	)		(0.08	)		0.00		0.00		(0.08	)
Total Return Bond Fund - Institutional Class (1)(2)(4)
2016 (5)	$	9.46		0.08		(0.18	)		(0.10	)		(0.08	)		0.00		0.00		(0.08	)
Prime Money Market Fund (1)(2)
2016	$	1.00		0.003		N/A			0.003			(0.003	)		0.000		0.000		(0.003	)
2015	$	1.00		0.001		N/A			0.001			(0.001	)		0.000		0.000		(0.001	)
2014	$	1.00		0.001		N/A			0.001			(0.001	)		0.000		0.000		(0.001	)
2013	$	1.00		0.001		N/A			0.001			(0.001	)		0.000		0.000		(0.001	)
2012	$	1.00		0.001		N/A			0.001			(0.001	)		0.000		0.000		(0.001	)
Institutional Prime Money Market Fund (1)(2)(4)
2016 (7)	$	1.0000		0.0010		0.0001			0.0011			(0.0010	)		0.0000		0.0000		(0.0010	)

2	Recognition of net investment income by the Fund is affected by the timing of the declaration of dividends by the underlying investment companies in which the Fund invests.

3	Except for the Money Market Funds, net investment income per share is based on average shares outstanding during the period.

*	Actual amounts were less than one-half of a cent per share.

The accompanying notes are an integral part of these financial statements.

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2016 Annual Report | December 31, 2016

					Ratios/Supplemental Data
Net Asset Value, End of Period		Total Return (Assumes Reinvestment of Distributions)			Net Assets, End of Period ($000)		Ratio of Net Investment Income (Loss) to Average Net Assets			Ratio of Net Expenses to Average Net Assets			Ratio of Expenses to Average Net Assets after Reductions and Recoupment of Fees, Excluding Commissions Recaptured and Fees Received from Custodian			Ratio of Expenses to Average Net Assets Before Reductions or Recoupment of Fees			Portfolio Turnover Rate
$	10.46		12.06	%	$	56,744		1.62	%		1.26	%		1.61	%		1.80	%		250	%
$	9.50		(4.15	%)	$	42,099		1.80	%		1.26	%		1.66	%		1.85	%		70	%

$	10.46		6.32	%	$	22		1.92	%		0.97	%		1.21	%		1.21	%		250	%

$	10.47		6.31	%	$	229		1.92	%		1.00	%		1.24	%		1.24	%		250	%

$	9.28		4.49	%	$	214,755		2.87	%		0.88	%		0.98	%		1.00	%		217	%
$	9.14		(2.51	%)	$	214,618		2.71	%		0.88	%		1.01	%		1.03	%		295	%
$	9.63		1.78	%	$	143,046		3.39	%		0.99	%		1.02	%		1.13	%		82	%
$	9.77		0.01	%	$	90,080		3.87	%		0.99	%		1.01	%		1.19	%		79	%
$	10.15		8.93	%	$	76,001		4.45	%		0.99	%		1.00	%		1.23	%		157	%

$	9.28		(1.05	%)	$	84		5.49	%		0.52	%		0.53	%		0.53	%		217	%

$	9.28		(1.08	%)	$	70		5.35	%		0.51	%		0.53	%		0.53	%		217	%

$	1.00		0.29	%	$	36,666		0.28	%		0.32	%		0.32	%		0.69	%		N/A
$	1.00		0.07	%	$	56,530		0.07	%		0.18	%		0.18	%		0.58	%		N/A
$	1.00		0.06	%	$	54,927		0.06	%		0.16	%		0.16	%		0.67	%		N/A
$	1.00		0.08	%	$	61,288		0.08	%		0.22	%		0.22	%		0.90	%		N/A
$	1.00		0.10	%	$	73,546		0.10	%		0.30	%		0.30	%		0.82	%		N/A

$	1.0001		0.11	%	$	197,480		0.43	%		0.24	%		0.24	%		0.62	%		N/A

5	Commenced operations on October 31, 2016.

6	Commenced operations on June 30, 2015.

7	Commenced operations on October 7, 2016.

The accompanying notes are an integral part of these financial statements.

2016 Annual Report | December 31, 2016

Page 89

Notes to Financial Statements

December 31, 2016

1.	Organization and Significant Accounting Policies

Meeder Funds^® (the “Trust”) was organized as a Massachusetts business trust on December 31, 1991 as the successor to a Pennsylvania business trust organized on April 30, 1982 and is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as a diversified, open-end management investment company. The Trust offers twelve separate series and is presently comprised of twelve separate funds as follows: Muirfield Fund^® (“Muirfield”), Dynamic Growth Fund (“Dynamic”), Aggressive Growth Fund (“Aggressive”), Balanced Fund (“Balanced”), Global Opportunities Fund (“Global”), Spectrum Fund (“Spectrum”), Dividend Opportunities Fund (“Dividend”), Quantex Fund^TM (“Quantex”), Infrastructure Fund (“Infrastructure”)(f.k.a. Miller/Howard Infrastructure Fund)( see sixth paragraph of Note #1 for more information), Total Return Bond Fund (“Bond”), Prime Money Market Fund (“Prime Money Market”)(f.k.a. Money Market Fund)( see second paragraph of Note #1 for more information), and Institutional Prime Money Market Fund (“Institutional Prime Money Market”)(see second paragraph of Note #1 for more information)(each a “Fund” and collectively the “Funds”).

In July 2014, the Securities and Exchange Commission adopted new money market fund rules that became effective on October 14, 2016. As part of these new rules, beneficial ownership of retail money market funds are now limited to natural persons; therefore, institutions are no longer permitted to own retail money market fund shares. As a result, effective October 7, 2016, the Meeder Money Market Fund became a retail money market fund with a stable net asset value per share of $1.00 and changed its name to Meeder Prime Money Market Fund. The Institutional Class of the Meeder Money Market Fund liquidated. Also effective October 7, 2016, an institutional money market fund was launched called Meeder Institutional Prime Money Market Fund with a floating net asset value per share. On October 7, 2016, investments in the amount of $131,014,084 were transferred in-kind from the Meeder Prime Money Market Fund into the Meeder Institutional Prime Money Market Fund. Organizational and offering costs of the Meeder Institutional Prime Money Market Fund were incurred by the advisor and are not subject to recoupment. For more information on these money market funds, please refer to each Fund’s prospectus.

The investment objective of Prime Money Market is to provide current income while maintaining a stable share price of $1.00. The investment objective of Institutional Prime Money Market is to provide current income consistent with liquidity and the preservation of capital. Prime Money Market and Institutional Prime Money Market (the “Money Market Funds”) each offer only one class of shares.

Prior to October 31, 2016, each Fund, other than Infrastructure and the Money Market Funds, offered one class of shares. Infrastructure offered two classes: Retail Class and Institutional Class. Effective October 31, 2016, the Funds, except for Infrastructure and the Money Market Funds, designated their single class of shares as Retail Class. Each of those Funds also launched Adviser Shares and Institutional Shares. Also on October 31, 2016, Infrastructure launched Adviser Shares. Each class of shares has equal rights as to earnings and assets, except that each class bears different distribution, shareholder servicing, and transfer agent expenses (see Note #4).

The investment objective of Muirfield, Dynamic, Aggressive, Global, Spectrum, and Quantex is to provide long term capital appreciation. The investment objective of Balanced is to provide income and long term capital appreciation. The investment objective of Dividend and Infrastructure is to provide total return, including capital appreciation and income. The investment objective of Bond is total return, consisting of income and capital growth, consistent with minimizing the risk of loss of capital.

Effective September 15, 2016, Miller/Howard Investments, Inc. resigned as subadviser to Infrastructure. As a result, Miller/Howard Infrastructure Fund changed its name to Infrastructure Fund. The Fund will continue to generally invest at least 80% of its net assets in infrastructure companies, and may invest up to 25% of its total assets in securities of master limited partnerships (“MLPs”) in the energy sector. The Fund will also continue to invest at least 25% of its total assets in securities of public utility companies.

Use of estimates. The financial statements are prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) which requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.

Security valuation. All investments in securities are recorded at their estimated fair value, as described in Note #2.

Repurchase agreements. Each Fund may engage in repurchase agreement transactions whereby the Fund takes possession of an underlying debt instrument subject to an obligation of the seller to repurchase the instrument from the Fund and an obligation of the Fund to resell the instrument at an agreed upon price and term. At all times, the Fund maintains the fair value of collateral, including accrued interest, of at least 100% of the amount of the repurchase agreement, plus accrued interest. If the seller defaults or the fair value of the collateral declines, realization of the collateral by the Fund may be delayed or limited.

Short sales. Spectrum may enter into short sales as part of its overall portfolio management strategy or to offset a potential decline in value of a security. The Fund may engage in short sales with respect to various types of securities, including ETFs. A short sale involves the sale of a security that is borrowed from a broker or other institution to complete the sale. The Fund may engage in short sales with respect to securities it owns, as well as securities that it does not own. Short sales expose the Fund to the risk that it will be required to acquire, convert or exchange securities to replace the borrowed securities (also known as “covering” the short position) at a time when the securities sold short have appreciated in value, thus resulting in a loss to the Fund. The Fund’s investment performance may also suffer if the Fund is required to close out a short position earlier than it had intended. The Fund must segregate assets determined to be liquid in accordance with procedures established by the Board, or otherwise cover its position in a permissible manner. The Fund will be required to pledge its liquid assets to the broker in order to secure its performance on short sales. As a result, the assets pledged may not be available to meet the Fund’s needs for immediate cash or other liquidity. In addition, the Fund may be subject to expenses related to short sales that are not typically associated with investing in securities directly, such as costs of borrowing and margin account maintenance costs associated with the Fund’s open short positions. These types of short sales expenses are sometimes referred to as the “negative cost of carry,” and will tend to cause the Fund to lose money on a short sale even in instances where the price of the underlying security sold short does not change over the duration of the short sale. Dividend expenses on securities sold short and borrowing costs will be borne by the Fund.

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2016 Annual Report | December 31, 2016

Futures & options. Each Fund, except the Money Market Funds, may engage in transactions in financial futures contracts and options contracts in order to manage the risk of unanticipated changes in market values of securities held in the Fund, or which it intends to purchase. The futures and options contracts are adjusted by the daily exchange rate of the underlying currency, or index, and any gains or losses are recorded for financial statement purposes as unrealized gains or losses in the statement of assets and liabilities and the statement of operations until the contract settlement date, at which time realized gains and losses are included in the statement of operations.

To the extent that the Fund enters into futures contracts on an index or group of securities, the Fund exposes itself to an indeterminate liability and will be required to pay or receive a sum of money measured by the change in the fair value of the index. Upon entering into a futures contract, the Fund is required to deposit an initial margin, which is either cash or securities (disclosed as pledged as collateral on the Schedules of Investments) in an amount equal to a certain percentage of the contract value. Subsequently, margin movements, which are equal to changes in the daily price or last sale price on the exchanges where futures contracts trade, are recorded as unrealized gains or losses until the contract is closed. When the contract is closed, the Fund records a realized gain or loss equal to the difference between the proceeds from (or cost of) the closing transaction and the Fund’s basis in the contract. Should market conditions move unexpectedly, the Fund may not achieve the anticipated benefits of the futures contract and may realize a loss. The use of futures transactions involves the risk of imperfect correlation in movements in the price of futures contracts, interest rates, and the underlying hedged assets. With futures, there is minimal counterparty credit risk to the Fund since futures are exchange traded and the exchange’s clearinghouse, as counterparty to all exchange traded futures, guarantees the futures against default. Except for the Money Market Funds, it is normal practice for each Fund to invest in futures contracts on a daily basis. The Funds, except for Bond and the Money Market Funds, typically utilize equity index futures contracts to equitize cash positions or adjust targeted stock market exposure. Bond and the fixed income portion of Balanced can utilize Treasury futures contracts in order to adjust duration.

Call and put option contracts involve the payment of a premium for the right to purchase or sell an individual security or index aggregate at a specified price until the expiration of the contract. Such transactions expose the Fund to the loss of the premium paid if the Fund does not sell or exercise the contract prior to the expiration date. In the case of a call option, sufficient cash or money market instruments will be segregated to complete the purchase. Options are fair valued on the basis of the daily settlement price or last sale on the exchanges where they trade and the changes in fair value are recorded as unrealized appreciation or depreciation until closed, exercised or expired. For the period ended December 31, 2016, there were no call or put options transacted for any of the Funds.

The Funds may write covered call or put options for which premiums received are recorded as liabilities and are subsequently adjusted to the current value of the options written. When written options are closed or exercised, premiums received are offset against the proceeds paid, and the Fund records realized gains or losses for the difference. When written options expire, the liability is eliminated, and the Fund records realized gains for the entire amount of premiums received. Although permitted, it is currently not normal practice for the Funds to write call and put options and none were written during the period ended December 31, 2016.

The fair value of derivative instruments, not accounted for as hedging instruments, as reported within the Statements of Assets and Liabilities as of December 31, 2016 was as follows:

Amount of Cash Held at Broker and Unrealized Appreciation (Depreciation) on Derivatives

	Type of Derivative/ Risk	Statements of Assets & Liabilities Location*	Fair Value of Cash Held at Broker for Futures Contracts		Fair Value of Unrealized Appreciation (Depreciation)
Muirfield	Equity contracts	Assets, Cash held at broker for futures contracts; Net Assets, Net unrealized appreciation (depreciation) of investments and futures contracts	$	2,669,950	$	(537,522	)
Dynamic	Equity contracts	Assets, Cash held at broker for futures contracts; Net Assets, Net unrealized appreciation (depreciation) of investments and futures contracts		1,931,335		(48,825	)
Aggressive	Equity contracts	Assets, Cash held at broker for futures contracts; Net Assets, Net unrealized appreciation (depreciation) of investments and futures contracts		604,645		(122,357	)
Balanced	Equity contracts	Assets, Cash held at broker for futures contracts; Net Assets, Net unrealized appreciation (depreciation) of investments and futures contracts		1,491,473		(174,232	)

2016 Annual Report | December 31, 2016

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Amount of Cash Held at Broker and Unrealized Appreciation (Depreciation) on Derivatives

	Type of Derivative/ Risk	Statements of Assets & Liabilities Location*	Fair Value of Cash Held at Broker for Futures Contracts		Fair Value of Unrealized Appreciation (Depreciation)
Global	Equity contracts	Assets, Cash held at broker for futures contracts; Net Assets, Net unrealized appreciation (depreciation) of investments and futures contracts	$	428,178	$	(57,364	)
Spectrum	Equity contracts	Assets, Cash held at broker for futures contracts; Net Assets, Net unrealized appreciation (depreciation) of investments and futures contracts		3,115,571		(213,454	)
Quantex	Equity contracts	Assets, Cash held at broker for futures contracts; Net Assets, Net unrealized appreciation (depreciation) of investments and futures contracts		2,242,564		(299,926	)
Dividend	Equity contracts	Assets, Cash held at broker for futures contracts; Net Assets, Net unrealized appreciation (depreciation) of investments and futures contracts		1,197,402		(18,614	)
Infrastructure	Equity contracts	Assets, Cash held at broker for futures contracts; Net Assets, Net unrealized appreciation (depreciation) of investments and futures contracts		73,531		(10,542	)

*	Unrealized appreciation (depreciation) on futures contracts is included with unrealized appreciation (depreciation) of investments on the Statements of Assets & Liabilities.

The effect of derivative instruments on the Statements of Operations for the period ended December 31, 2016 was as follows:

Amount of Realized Gain (Loss) on Derivatives Recognized in Income

	Type of Derivative/ Risk	Contracts as of December 31, 2015		Long and Short Contracts Opened During the Period		Long and Short Contracts Closed/ Expired During the Period		Contracts as of December 31, 2016		Statement of Operations Location	For the Period Ended December 31, 2016
Muirfield	Equity contracts		600		6,429		6,419		610	Net realized gains (losses) from futures contracts	$	7,240,410
Dynamic	Equity contracts		44		1,443		1,327		160	Net realized gains (losses) from futures contracts		1,717,793
Aggressive	Equity contracts		29		1,114		1,089		54	Net realized gains (losses) from futures contracts		1,623,675
Balanced	Equity contracts		353		3,547		3,719		181	Net realized gains (losses) from futures contracts		5,476,948
Global	Equity contracts		38		661		665		34	Net realized gains (losses) from futures contracts		871,255
Spectrum	Equity contracts		102		3,063		2,773		392	Net realized gains (losses) from futures contracts		6,239,000
Quantex	Equity contracts		15		418		344		89	Net realized gains (losses) from futures contracts		1,829,988
Dividend	Equity contracts		23		496		458		61	Net realized gains (losses) from futures contracts		366,017
Infrastructure	Equity contracts		—		28		13		15	Net realized gains (losses) from futures contracts		14,073

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2016 Annual Report | December 31, 2016

Change in Unrealized Gain or (Loss) on Derivatives Recognized in Income

	Type of Derivative/Risk	Statement of Operations Location	For the Period Ended December 31, 2016
Muirfield	Equity contracts	Net change in unrealized appreciation (depreciation) of investments and futures contracts	$	426,175
Dynamic	Equity contracts	Net change in unrealized appreciation (depreciation) of investments and futures contracts		(114,201	)
Aggressive	Equity contracts	Net change in unrealized appreciation (depreciation) of investments and futures contracts		(163,312	)
Balanced	Equity contracts	Net change in unrealized appreciation (depreciation) of investments and futures contracts		351,675
Global	Equity contracts	Net change in unrealized appreciation (depreciation) of investments and futures contracts		(112,854	)
Spectrum	Equity contracts	Net change in unrealized appreciation (depreciation) of investments and futures contracts		(341,665	)
Quantex	Equity contracts	Net change in unrealized appreciation (depreciation) of investments and futures contracts		(317,299	)
Dividend	Equity contracts	Net change in unrealized appreciation (depreciation) of investments and futures contracts		(14,741	)
Infrastructure	Equity contracts	Net change in unrealized appreciation (depreciation) of investments and futures contracts		(10,542	)

Federal income taxes. It is each Fund’s policy to continue to comply with the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all of its taxable income and net capital gains to its shareholders. Therefore, no federal income tax provision is required. The Funds recognize the tax benefits or expenses of uncertain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities. Management has reviewed tax positions taken on Federal income tax returns for all open tax years (tax years ended December 31, 2013 through December 31, 2016) and has concluded that no provision for unrecognized tax benefits or expenses is required in these financial statements. Each Fund identifies its major tax jurisdictions as U.S. Federal and certain State tax authorities; however the Funds are not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months. The Funds recognize interest and penalties, if any, related to unrecognized tax benefits as income tax expense in the Statements of Operations as incurred. During the period ended December 31, 2016, Infrastructure incurred excise tax expense in the amount of $1,732.

Distributions to shareholders. Distributions to shareholders are recorded on the ex-dividend date. Muirfield, Quantex, Dynamic, Aggressive, Balanced, Global, and Spectrum declare and pay dividends from net investment income, if any, on a quarterly basis. Infrastructure, Dividend, and Bond declare and pay dividends from net investment income on a monthly basis. The Money Market Funds declare dividends from net investment income on a daily basis and pay such dividends on a monthly basis. Each Fund distributes net capital gains, if any, on an annual basis.

Distributions from net investment income and from net capital gains are determined in accordance with income tax regulations, which may differ from GAAP. These differences are primarily due to net operating losses and partnership basis adjustments. Accordingly, timing differences relating to shareholder distributions are reflected in the components of net assets and permanent book and tax differences have been reclassified within the components of net assets based on their ultimate characterization for federal income tax purposes. For the period ended December 31, 2016, the Funds made the following reclassifications to increase/(decrease) the components of net assets:

	Capital			Accumulated Undistributed (Distributions in Excess of) Net Investment Income		Accumulated Undistributed Net Realized Gain (Loss) from Investments and Futures Contracts
Muirfield	$	—		$	87,252	$	(87,252	)
Dynamic		—			13,077		(13,077	)
Aggressive		—			14,331		(14,331	)
Balanced		(22,330	)		21,912		418
Global		(44,217	)		44,217		—
Spectrum		—			34,414		(34,414	)
Quantex		—			37,013		(37,013	)
Infrastructure		(309,287	)		426,519		(117,232	)
Dividend		(44,213	)		42,452		1,761

2016 Annual Report | December 31, 2016

Page 93

Investment income & expenses. For all Funds, except the Money Market Funds, income and expenses (other than expenses attributable to a specific class) are allocated to each class of shares based on its relative net assets. Expenses incurred by the Trust that do not specifically relate to an individual Fund of the Trust are allocated to the Funds based on each Fund’s relative net assets or other appropriate basis.

Capital Share Transactions. All Funds, except the Money Market Funds, are authorized to issue an unlimited number of shares in the Retail Class, the Adviser Class, and the Institutional Class. Transactions in the capital shares of the Funds for the period ended December 31, 2016 and the period ended December 31, 2015 were as follows:

	Issued				Reinvested
	Amount		Shares		Amount		Shares
Period Ended December 31, 2016
Muirfield - Retail	$	134,775,425		20,789,278	$	2,835,833		428,299
Muirfield - Adviser		147,432		22,647		335		49
Muirfield - Institutional		981,839		150,732		2,155		317
Dynamic - Retail		51,549,145		5,477,401		1,745,515		181,974
Dynamic - Adviser		45,886		4,913		330		34
Dynamic - Institutional		612,980		65,573		4,353		442
Aggressive - Retail		15,870,787		1,670,120		514,642		53,324
Aggressive - Adviser		17,233		1,808		26		2
Aggressive - Institutional		322,629		33,277		384		37
Balanced - Retail		79,447,530		7,653,253		2,758,313		260,262
Balanced - Adviser		86,679		8,263		336		31
Balanced - Institutional		221,712		21,068		754		70
Global - Retail		19,207,912		2,101,934		919,811		97,409
Global - Adviser		29,425		3,127		189		20
Global - Institutional		330,943		35,021		1,716		179
Spectrum - Retail		40,881,075		4,217,974		1,551,581		149,326
Spectrum - Adviser		46,246		4,639		597		57
Spectrum - Institutional		535,858		53,720		6,868		660
Quantex - Retail		39,531,805		1,300,850		1,590,381		47,686
Quantex - Adviser		28,190		919		483		14
Quantex - Institutional		868,530		28,286		14,745		433
Infrastructure - Retail		6,207,005		300,083		407,859		19,601
Infrastructure - Adviser		7,305		347		81		4
Infrastructure - Institutional		298,546		14,158		2,742		129
Dividend - Retail		29,907,824		3,019,540		776,674		79,327
Dividend - Adviser		21,143		2,142		72		7
Dividend - Institutional		220,600		21,806		458		44
Bond - Retail		90,300,352		9,633,295		6,254,160		668,034
Bond - Adviser		84,879		8,973		726		78
Bond - Institutional		84,249		8,924		557		60
Prime Money Market		9,599,544		9,599,543		28,851		28,851
Institutional Prime Money Market***		304,118,416		304,102,698		14,473		14,472
Money Market - Retail**		83,963,435		83,963,435		104,345		104,345
Money Market - Institutional**		493,623,899		493,623,899		4,587		4,587

Period Ended December 31, 2015
Muirfield*	$	261,740,230		37,521,714	$	10,071,809		1,527,478
Dynamic*		98,814,975		9,864,209		3,975,540		416,792
Aggressive*		51,752,300		4,931,650		3,018,277		308,082
Balanced*		201,278,315		18,685,615		3,388,893		322,277
Global*		42,880,298		4,134,883		3,274,831		345,625
Spectrum*		143,258,792		14,444,572		1,758,324		179,238
Quantex*		36,625,210		1,061,088		9,118,613		319,498
Infrastructure*		22,621,256		762,821		5,825,232		318,749
Dividend*		63,564,516		6,344,838		401,229		41,958
Bond*		136,328,662		14,346,144		5,086,663		537,772
Money Market - Retail**		121,657,074		121,657,074		34,305		34,305
Money Market - Institutional**		1,087,935,083		1,087,935,083		3,522		3,522

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2016 Annual Report | December 31, 2016

	Redeemed						Net Increase (Decrease)
	Amount			Shares			Amount			Shares
Period Ended December 31, 2016
Muirfield - Retail	$	(156,631,222	)		(24,078,934	)	$	(19,019,964	)		(2,861,357	)
Muirfield - Adviser		(10	)		(1	)		147,757			22,695
Muirfield - Institutional		(182,558	)		(26,804	)		801,436			124,245
Dynamic - Retail		(55,272,607	)		(5,951,512	)		(1,977,947	)		(292,137	)
Dynamic - Adviser		—			—			46,216			4,947
Dynamic - Institutional		(50,000	)		(5,107	)		567,333			60,908
Aggressive - Retail		(52,233,584	)		(5,415,390	)		(35,848,155	)		(3,691,946	)
Aggressive - Adviser		—			—			17,259			1,810
Aggressive - Institutional		—			—			323,013			33,314
Balanced - Retail		(151,255,303	)		(14,401,113	)		(69,049,460	)		(6,487,598	)
Balanced - Adviser		—			—			87,015			8,294
Balanced - Institutional		(8,467	)		(793	)		213,999			20,345
Global - Retail		(52,014,518	)		(5,675,851	)		(31,886,795	)		(3,476,508	)
Global - Adviser		—			—			29,614			3,147
Global - Institutional		(6,606	)		(697	)		326,053			34,503
Spectrum - Retail		(51,043,012	)		(5,217,071	)		(8,610,356	)		(849,771	)
Spectrum - Adviser		—			—			46,843			4,696
Spectrum - Institutional		(99,000	)		(9,565	)		443,726			44,815
Quantex - Retail		(27,477,066	)		(908,796	)		13,645,120			439,740
Quantex - Adviser		—			—			28,673			933
Quantex - Institutional		(7,190	)		(214	)		876,085			28,505
Infrastructure - Retail		(9,244,777	)		(462,854	)		(2,629,913	)		(143,170	)
Infrastructure - Adviser		—			—			7,386			351
Infrastructure - Institutional		—			—			301,288			14,287
Dividend - Retail		(20,598,293	)		(2,106,832	)		10,086,205			992,035
Dividend - Adviser		—			—			21,215			2,149
Dividend - Institutional		—			—			221,058			21,850
Bond - Retail		(99,286,839	)		(10,640,167	)		(2,732,327	)		(338,838	)
Bond - Adviser		—			—			85,605			9,051
Bond - Institutional		(13,505	)		(1,455	)		71,301			7,529
Prime Money Market		(24,978,383	)		(24,978,383	)		(15,349,988	)		(15,349,989	)
Institutional Prime Money Market		(106,654,831	)		(106,647,341	)		197,478,058			197,469,829
Money Market - Retail^,*		(88,582,452	)		(88,582,452	)		(4,514,672	)		(4,514,672	)
Money Market - Institutional^,*		(661,800,428	)		(661,800,428	)		(168,171,942	)		(168,171,942	)

Period Ended December 31, 2015
Muirfield*	$	(145,121,166	)		(21,020,472	)	$	126,690,873			18,028,720
Dynamic*		(116,736,993	)		(11,960,788	)		(13,946,478	)		(1,679,787	)
Aggressive*		(53,444,927	)		(5,228,440	)		1,325,650			11,292
Balanced*		(76,657,319	)		(7,104,140	)		128,009,889			11,903,752
Global*		(37,386,702	)		(3,671,048	)		8,768,427			809,460
Spectrum*		(17,190,287	)		(1,715,438	)		127,826,829			12,908,372
Quantex*		(33,744,475	)		(1,022,131	)		11,999,348			358,455
Infrastructure*		(42,938,290	)		(1,514,313	)		(14,491,802	)		(432,743	)
Dividend*		(18,724,567	)		(1,955,088	)		45,241,178			4,431,708
Bond*		(59,161,802	)		(6,261,274	)		82,253,523			8,622,642
Money Market - Retail**		(120,087,456	)		(120,087,456	)		1,603,923			1,603,923
Money Market - Institutional**		(1,067,506,040	)		(1,067,506,040	)		20,432,565			20,432,565

*	Capital stock transactions in 2015 reflect transactions in the Funds prior to offering multiple classes. For more information, please see the fourth paragraph of Note #1 within these financial statements.

**	Capital stock transactions reflect amounts when the Fund offered multiple classes of shares. For more information, please see the second paragraph of Note #1 within these financial statements.

***

2016 Annual Report | December 31, 2016

Page 95

Offsetting Assets & Liabilities. The Funds are party to enforceable master netting agreements between counter parties, such as the securities lending agreement, which provides for the right of offset under certain circumstances, such as the event of default. The securities lending transactions have an overnight and continuous contractual maturity. Risks arise from the possible inability of counterparties to meet the terms of their contracts. The table below reflects the offsetting assets and liabilities relating to securities lending, futures contracts, and repurchase agreements shown on the Statements of Assets and Liabilities at December 31, 2016.

	Gross Amounts of Recognized Assets/ Liabilities			Gross Amounts Offset in the Statements of Assets and Liabilities		Net Amounts Presented in the Statements of Assets and Liabilities			Gross Amounts Not Offset in the Statements of Assets and Liabilities
Description/ Fund	Gross Amounts of Recognized Assets/ Liabilities								Financial Instruments*			Collateral Pledged(Received)*			Net Amount
Assets:
Securities Loaned
Muirfield	$	499,791		$	—	$	499,791		$	—		$	(499,791	)	$	—
Dynamic		4,627			—		4,627			—			(4,627	)		—
Aggressive		56,122			—		56,122			—			(56,122	)		—
Balanced		5,488,530			—		5,488,530			—			(5,488,530	)		—
Global		2,386,535			—		2,386,535			—			(2,386,535	)		—
Spectrum		226,383			—		226,383			—			(226,383	)		—
Quantex		5,098,403			—		5,098,403			—			(5,098,403	)		—

Repurchase Agreements
Prime Money Market	$	7,000,000		$	—	$	7,000,000		$	(7,000,000	)	$	—		$	—

Institutional Prime Money Market		19,000,000			—		19,000,000			(19,000,000	)		—			—

Liabilities:
Futures Contracts
Muirfield	$	(537,522	)	$	—	$	(537,522	)	$	—		$	537,522		$	—
Dynamic		(48,825	)		—		(48,825	)		—			48,825			—
Aggressive		(122,357	)		—		(122,357	)		—			122,357			—
Balanced		(174,232	)		—		(174,232	)		—			174,232			—
Global		(57,364	)		—		(57,364	)		—			57,364			—
Spectrum		(213,454	)		—		(213,454	)		—			213,454			—
Quantex		(299,926	)		—		(299,926	)		—			299,926			—
Dividend		(18,614	)		—		(18,614	)		—			18,614			—
Infrastructure		(10,542	)		—		(10,542	)		—			10,542			—

*	The amount is limited to the net amounts of financial assets and liabilities and accordingly does not include excess collateral pledged.

Other. The Funds record security transactions on the trade date. Gains and losses realized from the sale of securities are determined on the specific identification basis. Dividend income and dividend expenses are recognized on the ex-dividend date and interest income (including amortization of premium and accretion of discount) is recognized as earned. Short-term capital gain distributions from underlying funds are classified as dividend income for financial reporting purposes. Long-term capital gains distributions are separately stated. Discounts and premiums are amortized using the effective yield over the lives of the respective securities. Distributions received from partnerships are recorded as return of capital distributions. Withholding taxes on foreign dividends, if applicable, have been provided for in accordance with the Funds’ understanding of the applicable country’s tax rules and rates.

The Funds are investment companies and accordingly follow the investment company accounting and reporting guidance of the Financial Accounting Standards (FASB) Accounting Standard Codification Topic 946 Financial Services – Investment Companies.

2.	Securities Valuations

The Funds utilize various methods to measure the fair value of their investments on a recurring basis. GAAP establishes a hierarchy that prioritizes inputs to valuation methods. The three levels of inputs are as follows:

Level 1 – Unadjusted quoted prices in active markets for identical assets or liabilities that the Funds have the ability to access.

Level 2 – Observable inputs other than quoted prices included in level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

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2016 Annual Report | December 31, 2016

Level 3 – Significant unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing the Funds’ own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in level 3.

The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.

A description of the valuation techniques applied to the Funds’ major categories of assets and liabilities measured at fair value on a recurring basis follows.

Equity securities (including publicly traded partnerships, real estate investment trusts, American depositary receipts, exchange traded funds, and common stock). Securities traded on a national securities exchange (or reported on the NASDAQ national market) are stated at the last reported sales price on the day of valuation and are categorized in level 1 of the fair value hierarchy.

Investments in registered open-end investment companies, including money market funds, are valued at the daily redemption value as reported by the underlying fund and are categorized in level 1 of the fair value hierarchy.

Short-term notes (including bank obligations, commercial paper, corporate obligations, repurchase agreements, U.S. government agency obligations, and floating rate demand notes). Short-term notes held in the Funds, except Prime Money Market, maturing more than sixty days after the valuation date, are valued at the last sales price as of the close of business on the day of valuation, or, lacking any sales, at the most recent bid price or yield equivalent as obtained from dealers that make markets in such securities. When valued at last sales price, the securities will be categorized as level 1. When using bid prices or yield equivalents, they will be categorized as level 2. When such securities are valued within sixty days or less to maturity, the difference between the valuation existing on the sixty-first day before maturity and maturity value is amortized on a straight-line basis to maturity and will be categorized as level 2.

All securities held in Prime Money Market, other than money market funds, are valued at amortized cost, which approximates fair value, and will be categorized as level 2.

Certificates of deposit. Certificates of deposit are valued at acquisition cost, which approximates fair value, and will be categorized as level 2.

U.S. government obligations. U.S. government obligations are normally valued using a model that incorporates market observable data such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data. Certain securities are valued principally using dealer quotations. In either case, these securities will be categorized as level 2.

Restricted securities (equity and debt). Restricted securities for which quotations are not readily available are valued at fair value as determined by the Trustees. Depending on the relative significance of valuation inputs, these instruments may be classified in either level 2 or level 3 of the fair value hierarchy.

Derivative instruments (futures contracts). Listed derivative instruments that are actively traded, including futures contracts, are valued based on quoted prices from the exchange and are categorized in level 1 of the fair value hierarchy.

For the period ended December 31, 2016, the Funds did not hold any assets at any time in which significant unobservable inputs were used in determining fair value. Therefore, no reconciliation of level 3 securities is provided. Also, there were no transfers between level 1 and level 2 securities. The Funds recognize transfers between fair value hierarchy levels at the end of the reporting period. The following table summarizes the inputs used to value the Funds’ assets and liabilities measured at fair value as of December 31, 2016.

Muirfield – Assets/(Liabilities)	Level 1			Level 2		Level 3		Total
Common stocks*	$	280,589,887		$	—	$	—	$	280,589,887
Registered investment companies		13,975,688			—		—		13,975,688
Money market registered investment companies		94,507,803			—		—		94,507,803
Bank Obligations		—			747,000		—		747,000
Total	$	389,073,378		$	747,000	$	—	$	389,820,378
Trustee deferred compensation***	$	305,391		$	—	$	—	$	305,391
Futures contracts**	$	(537,522	)	$	—	$	—	$	(537,522	)

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Page 97

Dynamic – Assets/(Liabilities)	Level 1			Level 2		Level 3		Total
Common stocks*	$	100,990,901		$	—	$	—	$	100,990,901
Money market registered investment companies		15,275,018			—		—		15,275,018
Bank Obligations		—			747,000		—		747,000
Total	$	116,265,919		$	747,000	$	—	$	117,012,919
Trustee deferred compensation***	$	165,293		$	—	$	—	$	165,293
Futures contracts**	$	(48,825	)	$	—	$	—	$	(48,825	)

Aggressive – Assets/(Liabilities)	Level 1			Level 2		Level 3		Total
Common stocks*	$	40,387,298		$	—	$	—	$	40,387,298
Money market registered investment companies		5,152,787			—		—		5,152,787
Total	$	45,540,085		$	—	$	—	$	45,540,085
Trustee deferred compensation***	$	98,034		$	—	$	—	$	98,034
Futures contracts**	$	(122,357	)	$	—	$	—	$	(122,357	)

Balanced – Assets/(Liabilities)	Level 1			Level 2		Level 3		Total
Common stocks*	$	117,328,330		$	—	$	—	$	117,328,330
Registered investment companies		77,930,156			—		—		77,930,156
Money market registered investment companies		38,473,142			—		—		38,473,142
Bank Obligations		—			747,000		—		747,000
Total	$	233,731,628		$	747,000	$	—	$	234,478,628
Trustee deferred compensation***	$	143,142		$	—	$	—	$	143,142
Futures contracts**	$	(174,232	)	$	—	$	—	$	(174,232	)

Global – Assets/(Liabilities)	Level 1			Level 2		Level 3		Total
Common stocks*	$	36,078,569		$	—	$	—	$	36,078,569
Registered investment companies		35,690,550			—		—		35,690,550
Money market registered investment companies		5,541,072			—		—		5,541,072
Bank Obligations		—			747,000		—		747,000
Total	$	77,310,191		$	747,000	$	—	$	78,057,191
Trustee deferred compensation***	$	113,947		$	—	$	—	$	113,947
Futures contracts**	$	(57,364	)	$	—	$	—	$	(57,364	)

Spectrum – Assets/(Liabilities)	Level 1			Level 2		Level 3		Total
Common stocks – Long*	$	114,896,803		$	—	$	—	$	114,896,803
Money market registered investment companies		7,312,074			—		—		7,312,074
Bank Obligations		—			249,000		—		249,000
Total – Long investments	$	122,208,877		$	249,000	$	—	$	122,457,877
Common stocks – Short*	$	(47,004,069	)	$	—	$	—	$	(47,004,069	)
Trustee deferred compensation***	$	8,777		$	—	$	—	$	8,777
Futures contracts**	$	(213,454	)	$	—	$	—	$	(213,454	)

Quantex – Assets/(Liabilities)	Level 1			Level 2		Level 3		Total
Common stocks*	$	71,467,836		$	—	$	—	$	71,467,836
Money market registered investment companies		16,956,664			—		—		16,956,664
Bank Obligations		—			747,000		—		747,000
Total	$	88,424,500		$	747,000	$	—	$	89,171,500
Trustee deferred compensation***	$	103,395		$	—	$	—	$	103,395
Futures contracts**	$	(299,926	)	$	—	$	—	$	(299,926	)

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2016 Annual Report | December 31, 2016

Infrastructure – Assets/(Liabilities)	Level 1			Level 2		Level 3		Total
Common stocks*	$	18,766,972		$	—	$	—	$	18,766,972
Money market registered investment companies		1,891,662			—		—		1,891,662
Total	$	20,658,634		$	—	$	—	$	20,658,634
Trustee deferred compensation***	$	96,868		$	—	$	—	$	96,868
Futures contracts**	$	(10,542	)	$	—	$	—	$	(10,542	)

Dividend – Assets/(Liabilities)	Level 1			Level 2		Level 3		Total
Common stocks*	$	50,004,694		$	—	$	—	$	50,004,694
Money market registered investment companies		5,488,862			—		—		5,488,862
Bank Obligations		—			249,000		—		249,000
Total	$	55,493,556		$	249,000	$	—	$	55,742,556
Trustee deferred compensation***	$	2,969		$	—	$	—	$	2,969
Futures contracts**	$	(18,614	)	$	—	$	—	$	(18,614	)

Bond – Assets/(Liabilities)	Level 1		Level 2		Level 3		Total
Registered investment companies	$	208,259,503	$	—	$	—	$	208,259,503
Money market registered investment companies		6,125,641		—		—		6,125,641
Bank Obligations		—		747,000		—		747,000
U.S. government obligations		—		49,874		—		49,874
Total	$	214,385,144	$	796,874	$	—	$	215,182,018
Trustee deferred compensation***	$	59,236	$	—	$	—	$	59,236

Prime Money Market – Assets/(Liabilities)	Level 1		Level 2		Level 3		Total
Certificates of deposit	$	—	$	1,197,601	$	—	$	1,197,601
Commercial paper		—		13,640,428		—		13,640,428
Corporate obligations		—		567,500		—		567,500
Repurchase agreements		—		7,000,000		—		7,000,000
U.S. government agency obligations		—		1,627,031		—		1,627,031
Money Market registered investment companies		12,494,967		—		—		12,494,967
Total	$	12,494,967	$	24,032,560	$	—	$	36,527,527
Trustee deferred compensation***	$	84,430	$	—	$	—	$	84,430

Institutional Prime Money Market – Assets/(Liabilities)	Level 1		Level 2		Level 3		Total
Certificates of deposit	$	—	$	6,802,711	$	—	$	6,802,711
Commercial Paper		—		72,485,111		—		72,485,111
Corporate obligations		—		1,734,118		—		1,734,118
Repurchase agreements		—		19,000,000		—		19,000,000
U.S. government agency obligations		—		5,643,852		—		5,643,852
Money Market registered investment companies		91,444,579		—		—		91,444,579
Total	$	91,444,579	$	105,665,792	$	—	$	197,110,371

*	See schedule of investments for industry classifications.

**	Futures contracts include unrealized gain/loss on contracts open at December 31, 2016.

***	A corresponding liability exists that is marked to market and is fair valued under the Level 1 hierarchy.

2016 Annual Report | December 31, 2016

Page 99

3.	Investment Transactions

For the period ended December 31, 2016, the cost of purchases and proceeds from sales or maturities of long-term investments for the Funds, excluding U.S. Government investments and short positions, were as follows:

	Purchases		Sales
Muirfield	$	1,282,826,296	$	1,296,681,550
Dynamic		374,249,131		388,302,235
Aggressive		207,783,134		244,533,871
Balanced		734,041,815		788,907,064
Global		141,496,496		172,199,321
Spectrum		262,107,300		244,441,753
Quantex		58,365,580		56,285,020
Infrastructure		8,518,909		12,969,724
Dividend		110,643,204		104,611,712
Bond		457,903,864		459,886,936

For the period ended December 31, 2016, the cost of purchases and proceeds from sales or maturities of long-term U.S. Government investments for the Funds are as follows:

		Purchases				Sales
Bond		$	2,640			$	—

4.	Investment Advisory Fees and Other Transactions with Affiliates

Meeder Asset Management, Inc. (“MAM”), a wholly-owned subsidiary of Meeder Investment Management, Inc. (“Meeder”), provides each Fund, under a separate Investment Advisory Contract, with investment management, research, statistical and advisory services. The services of MAM will terminate automatically if assigned and may be terminated without penalty at any time upon 60 days prior written notice by majority vote of the Fund, by the Trustees of the Fund, or by MAM. For such services the Funds pay a fee at the following annual rates:

Percentage of Average Daily Net Assets up to $50 Million

Percentage of Average Daily Net Assets Exceeding $50 Million up to $100 Million

Percentage of Average Daily Net Assets up to $100 Million

Percentage of Average Daily Net Assets up to $200 Million

Percentage of Average Daily Net Assets Exceeding $100 Million

Percentage of Average Daily Net Assets Exceeding $200 Million

Muirfield

1.00%

0.75%

N/A

0.60%

N/A

Quantex*

1.00%

0.75%

N/A

0.60%

N/A

Infrastructure**

1.00%

0.75%

N/A

0.60%

N/A

Dynamic

N/A

0.75%

N/A

0.60%

Aggressive

N/A

0.75%

N/A

0.60%

Balanced

N/A

0.75%

N/A

0.60%

Global

N/A

0.75%

N/A

0.60%

Spectrum

N/A

0.75%

N/A

0.60%

Dividend

N/A

0.75%

N/A

0.60%

Bond

N/A

0.40%

N/A

0.20%

N/A

Prime Money Market***

N/A

0.40%

N/A

0.25%

N/A

Institutional Prime

Money Market***^,****

N/A

0.40%

N/A

0.25%

N/A

MAM has contractually agreed to reduce its investment advisory fee by 0.25% for Quantex for average daily net assets up to $50 million. The foregoing reduction in investment advisory fees shall automatically renew annually on or about October 31st, unless MAM elects to terminate this reduction. During the period ended December 31, 2016, $172,873 of investment advisory fees was waived in Quantex and is not subject to recoupment.

**	From the period September 16, 2016 through December 31, 2016, MAM voluntarily agreed to reduce $14,665 of investment advisory fees in Infrastructure.

***	During the period ended December 31, 2016, MAM voluntarily agreed to reduce $621,432 and $145,151 of investment advisory fees in Prime Money Market and Institutional Prime Money Market, respectively.

****

MAM has contractually agreed to reduce and/or reimburse expenses for Institutional Prime Money Market through at least April 30, 2018, to the extent necessary to limit the total operating expenses of the Fund, excluding brokerage fees and commissions, taxes, interest, and extraordinary or non-recurring expenses, to no more than 0.60% of average daily net assets. During the period ended December 31, 2016, there were no such fees waived.

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2016 Annual Report | December 31, 2016

Mutual Funds Service Co. (“MFSCo”), a wholly-owned subsidiary of Meeder, serves as stock transfer, dividend disbursing and shareholder services agent for each Fund. In compensation for such services, each Fund pays MFSCo an annual fee equal to the greater of the following:

	Minimum Fee		Amount Per Active Shareholder Account		Percentage of Average Daily Net Assets
Muirfield*	$	4,000	$	15		0.12	%
Quantex*		4,000		15		0.12	%
Infrastructure*		4,000		15		0.12	%
Dynamic*		4,000		15		0.12	%
Aggressive*		4,000		15		0.12	%
Balanced*		4,000		15		0.12	%
Global*		4,000		15		0.12	%
Spectrum*		4,000		15		0.12	%
Dividend*		4,000		15		0.12	%
Bond*		4,000		15		0.08	%
Prime Money Market		4,000		20		0.08	%
Institutional Prime Money Market		4,000		20		0.08	%

*	All classes of shares were charged the same fee for the period ended December 31, 2016.

For fixed income Funds (Bond, Prime Money Market, and Institutional Prime Money Market) that are subject to an expense cap and which are above the expense cap, the basis point fee will be contractually reduced by 0.02%. During the period ended December 31, 2016, MFSCo contractually waived $42,887, $22,203, and $7,991 of transfer agent fees for Bond, Prime Money Market, and Institutional Prime Money Market, respectively.

MFSCo also voluntarily waived $60,992, $2,902, and $496 for Infrastructure, Dividend, and Prime Money Market, respectively, during the period ended December 31, 2016. MFSCo provides the Trust with certain administrative services. In compensation for such services, each Fund pays MFSCo at the following annual rates:

	Percentage of Average Daily Net Assets up to $50 Million	Percentage of Average Daily Net Assets Exceeding $50 Million
Muirfield	0.10%	0.08%
Quantex	0.10%	0.08%
Infrastructure	0.10%	0.08%
Dynamic	0.10%	0.08%
Aggressive	0.10%	0.08%
Balanced	0.10%	0.08%
Global	0.10%	0.08%
Spectrum	0.10%	0.08%
Dividend	0.10%	0.08%
Bond	0.10%	0.08%
Prime Money Market	0.10%	0.08%
Institutional Prime Money Market	0.10%	0.08%

2016 Annual Report | December 31, 2016

Page 101

MFSCo serves as accounting services agent for each Fund. In compensation for such services, each Fund pays MFSCo an annual fee equal to the greater of a minimum fee or at a rate based on the percentage of average daily net assets. The annual rates are as follows:

	Minimum Fee		Percentage of Average Daily Net Assets up to $10 Million			Percentage of Average Daily Net Assets Exceeding $10 Million up to $30 Million			Percentage of Average Daily Net Assets Exceeding $30 Million up to $80 Million			Percentage of Average Daily Net Assets Exceeding $80 Million
Muirfield	$	7,500		0.15	%		0.10	%		0.02	%		0.01	%
Quantex		7,500		0.15	%		0.10	%		0.02	%		0.01	%
Infrastructure		7,500		0.15	%		0.10	%		0.02	%		0.01	%
Dynamic		7,500		0.15	%		0.10	%		0.02	%		0.01	%
Aggressive		7,500		0.15	%		0.10	%		0.02	%		0.01	%
Balanced		7,500		0.15	%		0.10	%		0.02	%		0.01	%
Global		7,500		0.15	%		0.10	%		0.02	%		0.01	%
Spectrum		7,500		0.15	%		0.10	%		0.02	%		0.01	%
Dividend		7,500		0.15	%		0.10	%		0.02	%		0.01	%
Bond		7,500		0.15	%		0.10	%		0.02	%		0.01	%
Prime Money Market		30,000		0.15	%		0.10	%		0.02	%		0.01	%
Institutional Prime Money Market		30,000		0.15	%		0.10	%		0.02	%		0.01	%

For the period ended December 31, 2016, MAM and MFSCo agreed to voluntarily waive and/or reimburse investment advisory fees and transfer agent fees, respectively. The cumulative amounts voluntarily waived and/or reimbursed and the net expense ratio (excluding brokerage fees and commissions, taxes, interest, and extraordinary or non-recurring expenses) for each Fund are as follows:

Voluntary Expense Reimbursements

Impact of Voluntary Waivers to Average Net Assets

Impact of Voluntary Waivers to Average Net Assets – Retail Class

Impact of Voluntary Waivers to Average Net Assets – Adviser Class**

Impact of Voluntary Waivers to Average Net Assets – Institutional Class**

Muirfield

—

N/A

Quantex*

—

N/A

Infrastructure

75,657

N/A

0.38

N/A

Dynamic

160,774

N/A

0.14

N/A

Aggressive

17,877

N/A

0.03

N/A

Balanced

—

N/A

Global

114,067

N/A

0.13

N/A

Spectrum

—

N/A

Dividend

86,642

N/A

0.19

N/A

Bond

N/A

Prime Money Market

621,928

0.38

N/A

Institutional Prime Money Market

145,151

0.36

N/A

*	$172,873 of investment advisory fees was contractually waived and is not subject to recoupment as noted on page 100.

**	There were no fees voluntarily waived or reimbursed in any Adviser or Institutional Class of shares.

Expenses were contractually reimbursed by MAM in 2013 for Muirfield, Dynamic, Aggressive, Balanced, Global and Bond in the amounts of $49,794, $40,570, $1,137, $28,346, $42,970, and $42,868, respectively. These contractual expense reimbursements were subject to repayment by the applicable Fund before December 31, 2016, contingent upon approval by the Board of Trustees and the Fund operating below the contractual expense limitation in place at the time in which the amount was reimbursed. During 2016, Muirfield repaid $49,794 to MAM, resulting in an expense ratio of 1.37% (contractual limitation was 1.39%), while Balanced repaid $28,346 to MAM, resulting in an expense ratio of 1.47% (contractual limitation was 1.49%). All other Funds’ remaining repayments have expired as of December 31, 2016.

Certain Funds have entered into an agreement with the Trust’s custodian, The Huntington National Bank (“HNB”), whereby HNB receives distribution, service, and administration fees (collectively the “fees”) from holdings in other investment companies (or mutual funds, etc). The fees are remitted to the Funds, which are used to pay expenses of each Fund. The Funds may invest in security holdings in which fees are not paid. As such, the gross expenses of a Fund would not be decreased. Also, without this agreement it is likely that the Funds would not collect any fees from underlying security holdings. There were no fees received during the period ended December 31, 2016, and therefore gross expenses were not reduced.

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2016 Annual Report | December 31, 2016

Certain Funds have entered into securities lending arrangements with HNB. Under the terms of the agreement, HNB is authorized to loan securities on behalf of the Funds to approved brokers. In exchange, under normal market conditions, the Funds receive cash collateral in the amount of at least 102% of the value of securities loaned. The cash collateral is invested in short term instruments as noted in the Schedules of Investments. Although risk is mitigated by the collateral, the Funds could experience a delay in recovering their securities and possible loss of income or value if the borrower fails to return the borrowed securities. In addition, the Funds bear the risk of loss associated with the investment of cash collateral received. After predetermined rebates to brokers, a percentage of the net securities lending revenue is credited to the Funds to be used as an offset against charges incurred by the Funds. HNB is paid a fee for administering the securities lending program for the Funds, equal to the remaining percentage of the net securities lending revenues generated under the agreement. As of December 31, 2016, the Funds (excluding Infrastructure, Dividend, Bond, Prime Money Market, and Institutional Prime Money Market) had loaned securities that were collateralized by cash. The cash collateral received was invested in securities as listed in each Fund’s Schedule of Investments. For the period ended December 31, 2016, income earned through securities lending arrangements was as follows:

	Amount Received to Reduce Gross Expenses
Muirfield	$	32,582
Dynamic		5,666
Aggressive		8,536
Balanced		25,336
Global		23,962
Spectrum		18,953
Quantex		53,621
Infrastructure		45
Dividend		16,830

Certain Funds have entered into directed brokerage agreements with independent brokers/dealers, whereby Fund expenses are reduced. The Funds use these amounts received to reduce the gross expenses of each Fund. The Funds may invest in security holdings in which brokerage fees are not recaptured. As such, the gross expenses of a Fund would not be decreased. Also, without these agreements it is likely that the Funds would not recapture any fees from portfolio transactions. MAM received payment of or credit for advisor related expenses used for the Funds’ benefit. For the period ended December 31, 2016, commissions recaptured through directed brokerage arrangements were as follows:

	Amount Received to Reduce Gross Expenses
Muirfield	$	1,203,962
Dynamic		404,481
Aggressive		275,566
Balanced		657,516
Global		194,639
Spectrum		602,619
Quantex		179,835
Infrastructure		4,836
Dividend		140,657
Bond		225,384

2016 Annual Report | December 31, 2016

Page 103

The Funds have adopted a written plan pursuant to Rule 12b-1 of the 1940 Act that allows the Funds to pay fees for the sale and distribution of Fund shares and for services provided to Fund shareholders. 12b-1 fees are paid by the Funds to financial intermediaries, securities brokers, investment advisers, and other persons, including MAM and its affiliates. The annual adopted 12b-1 plan maximum limitations, along with 12b-1 plan expense payments made to MAM and its affiliates for the period ended December 31, 2016, are as follows:

Maximum Annual 12b-1 Plan Expense as a Percentage of Average Daily Net Assets

Maximum Annual 12b-1 Plan Expense as a Percentage of Average Daily Net Assets – Retail
Class

Maximum Annual 12b-1 Plan Expense as a Percentage of Average Daily Net Assets – Adviser Class

Maximum Annual 12b-1 Plan Expense as a Percentage of Average Daily Net Assets – Institutional Class

12b-1 Plan Expense Payments Made to MAM and Its Affiliates

Muirfield

N/A

0.20

N/A

136,366

Quantex

N/A

0.20

N/A

44,778

Infrastructure

N/A

0.25

N/A

14,802

Dynamic

N/A

0.25

N/A

61,804

Aggressive

N/A

0.25

N/A

42,677

Balanced

N/A

0.25

N/A

118,994

Global

N/A

0.25

N/A

40,942

Spectrum

N/A

0.25

N/A

50,152

Dividend

N/A

0.25

N/A

15,875

Bond

N/A

0.25

N/A

106,674

Prime Money Market

0.20

N/A

Institutional Prime Money Market

0.25

N/A

The Funds (other than the Money Market Funds) have adopted a shareholder services plan that allows the Funds to pay financial intermediaries and other persons, including “platforms,” for providing shareholder and administrative services to Fund shareholders and maintaining shareholder accounts. The annual adopted shareholder services plan maximum limitations for the period ended December 31, 2016 are as follows:

	Maximum Annual Shareholder Services Plan Expense as a Percentage of Average Daily Net Assets – Retail Class			Maximum Annual Shareholder Services Plan Expense as a Percentage of Average Daily Net Assets –Adviser Class*			Maximum Annual Shareholder Services Plan Expense as a Percentage of Average Daily Net Assets – Institutional Class*
Muirfield		0.20	%		0.25	%		0.10	%
Quantex		0.20	%		0.25	%		0.10	%
Infrastructure		0.20	%		0.25	%		0.10	%
Dynamic		0.20	%		0.25	%		0.10	%
Aggressive		0.20	%		0.25	%		0.10	%
Balanced		0.20	%		0.25	%		0.10	%
Global		0.20	%		0.25	%		0.10	%
Spectrum		0.20	%		0.25	%		0.10	%
Dividend		0.20	%		0.25	%		0.10	%
Bond		0.20	%		0.25	%		0.10	%

*	There were no Shareholder Services Plan fees accrued for the Adviser and Institutional Classes of shares.

The Funds have adopted a Deferred Compensation Plan (the “Plan”) for the independent Trustees. Under the Plan, each eligible Trustee is permitted to defer all or a portion of the trustees fees payable by any of the Funds as an investment into any combination of Funds until a specified point of time. The investment into the Funds is recorded as an asset however an offsetting liability is also recorded for the deferred payment. Once the eligible Trustees’ deferral amounts can be distributed, a lump sum or generally equal annual installments over a period of up to ten (10) years can be made to the eligible Trustee(s). The Funds may terminate this Plan at any time.

Certain trustees and officers of the Funds are also officers or directors of Meeder, MAM, and MFSCo. Legal Counsel is also an officer of the Funds.

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2016 Annual Report | December 31, 2016

During the period ended December 31, 2016, several of the Funds invested in either the Prime Money Market Fund or the Institutional Prime Money Market Fund, both affiliates, as described in Section 2(a)(3) of the Investment Company Act of 1940. The purchases/sales amounts in the following tables are presented on a gross basis, while the statement of changes in net assets shows subscriptions and redemptions into and out of the Funds on a net basis. The Funds’ investments in the Prime Money Market Fund were as follows:

	12/31/15 Fair Value		Purchases		Sales			12/31/16 Cost		Income		12/31/16 Fair Value
Muirfield	$	78,421,816	$	185,223,202	$	(263,645,018	)	$	—	$	176,302	$	—
Dynamic		2,831,104		76,848,780		(79,679,884	)		—		19,633		—
Aggressive		1,426,139		54,468,082		(55,894,221	)		—		16,847		—
Balanced		34,709,544		136,606,759		(171,316,303	)		—		103,140		—
Global		15,476,825		38,099,494		(53,576,319	)		—		9,358		—
Spectrum		20,818,164		55,030,278		(75,848,442	)		—		34,891		—
Quantex		593,012		28,615,797		(29,208,809	)		—		7,175		—
Infrastructure		4,589		6,823,335		(6,827,924	)		—		787		—
Dividend		1,138,794		31,358,054		(32,496,848	)		—		5,215		—
Bond		10,140,525		98,249,948		(108,390,473	)		—		15,910		—

The Funds’ investments in the Institutional Prime Money Market Fund, which had a 7-day yield of 0.64% on December 31, 2016, were as follows:

	12/31/15 Fair Value		Purchases		Sales			Realized Gains			12/31/16 Cost		Change in Unrealized		Income		12/31/16 Fair Value
Muirfield	$	—	$	123,986,965	$	(30,000,653	)	$	2,775		$	93,989,087	$	3,179	$	80,363	$	93,992,266
Dynamic		—		28,250,414		(12,981,303	)		976			15,270,087		19		15,079		15,270,106
Aggressive		—		10,643,942		(5,548,639	)		90			5,095,393		30		4,339		5,095,423
Balanced		—		43,671,126		(10,787,521	)		492			32,884,097		16		23,272		32,884,113
Global		—		11,133,699		(8,013,555	)		7			3,120,151		272		2,323		3,120,423
Spectrum		—		24,794,213		(17,718,857	)		17			7,075,373		28		4,666		7,075,401
Quantex		—		20,329,601		(8,600,949	)		768			11,729,420		579		13,477		11,729,999
Infrastructure		—		3,655,498		(1,763,883	)		46			1,891,661		1		982		1,891,662
Dividend		—		14,400,890		(8,912,911	)		780			5,488,759		103		6,979		5,488,862
Bond		—		27,546,540		(21,420,901	)		(226	)		6,125,413		228		6,991		6,125,641

5.	Federal Tax Information

The tax characteristics of dividends paid by the Funds during the period ended December 31, 2016 were as follows:

	Ordinary Income		Net Short-Term Capital Gains***		Net Long-Term Capital Gains		Tax Return of Capital		Total Dividends Paid*
Muirfield	$	2,921,928	$	—	$	—	$	—	$	2,921,928
Dynamic		1,181,295		—		570,071		—		1,751,366
Aggressive		515,324		—		—		—		515,324
Balanced		2,762,245		—		—		—		2,762,245
Global		922,270		—		—		—		922,270
Spectrum		230,684		—		1,329,394		—		1,560,078
Quantex		361,262		871,863		376,765		—		1,609,890
Infrastructure		29,976		—		196,619		221,929		448,524
Dividend		777,516		—		—		—		777,516
Bond		6,263,564		—		—		—		6,263,564
Prime Money Market		567,140		—		—		—		567,140
Institutional Prime Money Market		86,393		—		—		—		86,393

2016 Annual Report | December 31, 2016

Page 105

The tax characteristics of dividends paid by the Funds during the year ended December 31, 2015 were as follows:

	Ordinary Income		Net Short-Term Capital Gains***		Net Long-Term Capital Gains		Tax Return of Capital		Total Dividends Paid*
Muirfield	$	1,202,283	$	3,939,196	$	5,238,660	$	—	$	10,380,139
Dynamic		713,959		941,174		2,322,009		—		3,977,142
Aggressive		226,931		1,170,375		1,621,873		—		3,019,179
Balanced		1,916,823		751,208		721,302		—		3,389,333
Global		502,535		—		2,772,417		—		3,274,952
Spectrum		—		1,136,709		392,347		229,488		1,758,544
Quantex		350,309		2,941,019		5,841,122		—		9,132,450
Infrastructure		354,632		—		5,682,559		—		6,037,191
Dividend		401,235		—		—		—		401,235
Bond		5,089,086		—		—		—		5,089,086
Prime Money Market		204,416		—		—		—		204,416

As of December 31, 2016, the components of accumulated earnings/(deficit) on a tax basis for the Funds were as follows:

	Undistributed Ordinary Income		Accumulated Capital and Other Gains and (Losses)			Unrealized Appreciation/ (Depreciation)**			Total Accumulated Earnings/(Deficit)
Muirfield	$	—	$	1,764,003		$	9,924,379		$	11,688,382
Dynamic		—		782,415			3,098,410			3,880,825
Aggressive		—		446,773			2,049,899			2,496,672
Balanced		—		(82,095	)		3,215,807			3,133,712
Global		—		(6,488,111	)		274,326			(6,213,785	)
Spectrum		—		2,172,636			2,867,695			5,040,331
Quantex		2,013,070		542,617			7,123,204			9,678,891
Infrastructure		—		(704,765	)		1,863,588			1,158,823
Dividend		—		(635,466	)		2,110,177			1,474,711
Bond		—		(11,718,467	)		(803,940	)		(12,522,407	)
Prime Money Market		—		—			—			—
Institutional Prime Money Market		12		(1,094	)		3,260			2,178

*	Total dividends paid may differ from the amount reported in the Statement of Changes in Net Assets because for tax purposes dividends are recognized when actually paid.

**	The differences between book- and tax-basis unrealized appreciation/(depreciation) are attributable primarily to: wash sales and the realization for tax purposes of unrealized gains/(losses) on certain derivative instruments.

***	Net short-term capital gains dividends are taxed as ordinary for federal tax purposes.

The following Funds elected to defer the following amounts of post-October losses:

	Post-October Loss Deferral
Infrastructure	$	216,089
Bond		285,930
Institutional Prime Money Market		1,068

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2016 Annual Report | December 31, 2016

For federal income tax purposes, the following Funds have capital loss carryforwards as of December 31, 2016, which are not subject to expiration and are available to offset future capital gains, if any. To the extent that these carryforwards are used to offset future capital gains, it is probable that the gains that are offset will not be distributed to shareholders:

Capital Loss Carryforwards	Amount		Tax Character
Infrastructure	$	434,010	Short-Term
Infrastructure		54,666	Long-Term
Balanced		82,095	Short-Term
Global		4,311,836	Short-Term
Global		2,176,275	Long-Term
Bond		7,252,401	Short-Term
Bond		4,180,136	Long-Term
Dividend		635,466	Short-Term
Institutional Prime Money Market		26	Short-Term

During the year ended December 31, 2016, Muirfield, Balanced and Dividend utilized capital loss carryforwards in the amounts of $5,759,125, $322,782 and $447,919, respectively.

6.	Control Ownership

The beneficial ownership, either directly or indirectly, of more than 25% of the voting securities of a fund creates a presumption of control of the fund under Section 2(a)(9) of the 1940 Act. As of December 31, 2016, account holders that held more than 25% of the voting securities of the Funds and may be deemed to control the Funds are as follows:

	Name of Account Holder	Percent of Voting Securities
Dynamic	Nationwide Trust Company, FSB and certain affiliates held for the benefit of others	26%
Aggressive	Nationwide Trust Company, FSB and certain affiliates held for the benefit of others	36%
Balanced	National Financial Services Corp. and certain affiliates held for the benefit of others	34%
Global	Nationwide Trust Company, FSB and certain affiliates held for the benefit of others	70%
Spectrum	National Financial Services Corp. and certain affiliates held for the benefit of others	30%
Dividend	Nationwide Trust Company, FSB and certain affiliates held for the benefit of others	26%
Bond	National Financial Services Corp. and certain affiliates held for the benefit of others	31%
Institutional Prime Money Market	Carey & Co. held for the benefit of others *	93%

*	The Funds, with the exception of Prime Money Market, own shares of the Institutional Prime Money Market Fund. Carey & Co. holds these shares on behalf of the Funds. These accounts are considered to be affiliated to Institutional Prime Money Market.

7.	Subsequent Events

Management evaluated subsequent events through the date these financial statements were issued and concluded no subsequent events required recognition or disclosure in these financial statements.

2016 Annual Report | December 31, 2016

Page 107

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Trustees of

Meeder Funds

We have audited the accompanying statements of assets and liabilities, including the schedules of investments, of Meeder Funds comprising Muirfield Fund, Dynamic Growth Fund, Aggressive Growth Fund, Balanced Fund, Global Opportunities Fund, Spectrum Fund, Quantex Fund, Infrastructure Fund, Dividend Opportunities Fund, Total Return Bond Fund, Prime Money Market Fund, and Institutional Prime Money Market Fund (the “Funds”) as of December 31, 2016, and the related statements of operations, the statements of changes in net assets, and the financial highlights for each of the periods presented. These financial statements and financial highlights are the responsibility of the Funds’ management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2016, by correspondence with the custodian and brokers, or by other appropriate auditing procedures where replies from brokers or counterparties were not received. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of each of the Funds constituting Meeder Funds, as of December 31, 2016, the results of their operations, the changes in their net assets, and the financial highlights for each of the periods presented, in conformity with accounting principles generally accepted in the United States of America.

COHEN & COMPANY, LTD.

Cleveland, Ohio

February 24, 2017

Page 108

2016 Annual Report | December 31, 2016

Trustees and Officers (unaudited)

Certain trustees and officers of the Funds are also officers or directors of Meeder, MAM, and MFSCo. The Trustees oversee the management of the Trust and elect its officers. The officers are responsible for the Funds’ day-to-day operations. The Trustees’ and officers’ names, addresses, years of birth, positions held with the Trust, and length of service with the Meeder Funds are listed below. Also included is each Board member’s principal occupation during, at least, the past five years. Except as indicated, each individual has held the office shown or other offices in the same company for the last five years. Those Trustees who are “interested persons”, as defined in the 1940 Act, by virtue of their affiliation with the Trust, are indicated by an asterisk (*).

Name, Address¹, and Year of Birth	Year First Elected a Trustee or Officer of the Trust	Position and Number of Funds Overseen²	Principal Occupation During Past Five Years and Other Directorships Held
Robert S. Meeder, Jr.* Year of Birth: 1961	1992	Trustee and President	President of Meeder Asset Management, Inc.
Stuart M. Allen** Year of Birth: 1961	2006	Trustee	President of Gardiner Allen DeRoberts Insurance LLC, an insurance agency; Chairman of the Trust’s Audit Committee.
Anthony J. D’Angelo** Year of Birth: 1959	2006	Trustee	General Manager, WSYX ABC 6 /WTTE-TV Fox 28 /WWHO television stations, Columbus, Ohio, operated by Sinclair Broadcast Group (2014 –present); Director of Sales (2004 – 2014); Lead Trustee of the Trust.
Dale W. Smith Year of Birth: 1959	2006	Vice President	Chief Financial Officer of Meeder Asset Management, Inc. (2005 –present).
Susan E. Meeder Year of Birth: 1963	2014	Vice President	Chief Operating Officer of Meeder Asset Management, Inc. (2009 –present).
Timothy N. McCabe Year of Birth: 1976	2015	Chief Legal Officer	Chief Legal Officer, Meeder Asset Management, Inc. (2015 – present); Senior Counsel & Regulatory Officer, Ohio Treasurer of State (2013 – 2015); Vice President, Managing Counsel of Pershing LLC, a BNY Mellon Company (2011 – 2013).
James B. Craver Year of Birth: 1943	2016	Chief Compliance Officer	James B. Craver & Associates, LLC (2009 – present).
Douglas Jennings Year of Birth: 1962	2016	Assistant Chief Compliance Officer	Chief Compliance Officer, Meeder Asset Management, Inc. (2016 – present); Assistant General Counsel, Meeder Asset Management, Inc. (2016 – present); Partner, Carlile Patchen & Murphy, LLP (2010 – 2016).
Bruce E. McKibben Year of Birth: 1969	2002	Treasurer	Director of Fund Accounting of Mutual Funds Service Co., the Trust’s transfer agent (1997 – present).
Ruth A. Kirkpatrick Year of Birth: 1951	2009	Secretary	Senior Legal Specialist of Meeder Asset Management, Inc.

¹	The address of each Trustee is 6125 Memorial Drive, Dublin, OH 43017.

²	Each Trustee serves for an indefinite term, until his or her resignation, death, or removal. Each Trustee oversees all twelve Funds in the Trust.

*	Robert S. Meeder, Jr. is deemed an “interested person” of the Trust by virtue of his position as President of Meeder Asset Management, Inc., the Advisor of the Trust.

**	Each independent Trustee is a member of the Trust’s Audit Committee, Compensation Committee, and Nominating Committee.

The Statement of Additional Information includes additional information about each Trustee and is available without charge. To obtain a copy of the Statement of Additional Information, please contact your financial representative or call toll free 1-800-325-3539.

Board Review and Approval of Investment Advisory Agreement (unaudited)

At a meeting held September 15, 2016, the Board of Trustees (the “Board”), including a majority of non-interested or independent Trustees, approved the renewal of the investment advisory agreements for each of the separate funds comprising the Meeder Funds (the “Funds”)(individually, an “Agreement” and collectively, the “Agreements”).

The Board reviewed materials sent to each Trustee in advance of the meeting for consideration in determining whether to approve the renewal of each Fund’s Agreements. Management reviewed with the Trustees the materials prepared by them in response to Funds’ legal counsel’s supplemental written request pursuant to Section 15(c) of the Investment Company Act of 1940 for the provision to the Trustees of appropriately updated and amended information necessary or appropriate to assist the Trustees in their deliberations concerning renewal of the Agreements. In reaching the decision to renew the Agreements, the Board also took into account information furnished throughout the year at regular Board meetings. Information furnished and discussed throughout the year included investment performance reports and related financial information for each Fund, as well as periodic reports on shareholder services, legal compliance, pricing, brokerage commissions and execution and other services provided by the investment manager, Meeder Asset Management, Inc. (“Manager”) and its affiliates. Information furnished specifically in connection with the renewal process included a report for the Funds prepared by Broadridge Financial Solutions, Ltd. (“Broadridge”), an independent organization, as well as a Funds’ profitability analysis prepared by the Manager. The Broadridge report compared each Fund’s management fees and expenses with those of other mutual funds deemed comparable to the Fund. The Funds’ profitability analysis discussed the profitability to the Manager and Mutual Funds Service Co., an affiliate of the Manager, from the overall Funds’ operations, as well as an analysis based on the profitability resulting from the operation of each individual Fund, utilizing expense allocation methodologies deemed reasonable by the Manager.

2016 Annual Report | December 31, 2016

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In considering such materials, the independent Trustees noted that they had received assistance and advice from and met separately with the Funds’ legal counsel and chief compliance officer prior to this meeting. In their deliberations, the Board dealt with each Fund separately. In approving continuance of the Agreement for each Fund, the Board, including a majority of independent Trustees, considered each Fund’s Agreement, a copy of which was made available at the meeting, and determined that the existing management fee structure was fair and reasonable and that continuance of the Agreement was in the best interests of each Fund and its shareholders. While attention was given to all information furnished, the following discusses the primary factors relevant to the Board’s decision.

Nature, Extent and Quality of Services. The Board continues to be satisfied with the nature and quality of the overall services provided by the Manager and its affiliates to the Funds and their shareholders. In addition to investment performance and expenses discussed earlier, the Board’s opinion was based, in part, upon periodic reports furnished them showing that the investment policies and restrictions for each Fund were consistently complied with as well as other reports periodically furnished the Board. Other factors taken into account by the Board were the Manager’s compliance procedures and the qualifications of the Manager’s chief compliance officer. Consideration was also given to the experience of each Fund’s portfolio management team. The Board also took into account the transfer agent, fund accounting agent and administrative services provided to Fund shareholders by an affiliate of the Manager, noting continuing expenditures by management to increase and improve the scope of such services. The Board concluded that the nature, extent and quality of the services provided by the Manager have benefited and should continue to benefit each Fund and its shareholders.

Investment Performance. The Board placed emphasis on the investment performance of each Fund in view of its importance to shareholders. While consideration was given to performance reports and discussions with portfolio managers at Board meetings during the year, particular attention in assessing performance was given to the Broadridge reports furnished for the Agreement renewals. The Broadridge report prepared for each Fund showed the investment performance of the Fund for the one-, three-, five-, and ten-year periods, as applicable, ended June 30, 2016 (the “relevant periods”) in comparison with a performance universe similar to each Fund’s investment objectives.

Fund	Performance Benchmark
Muirfield Fund	Blended Benchmark of 60% S&P 500 Index and 40% Average 90-day U.S. T-Bills; S&P 500 Index; Lipper’s Average Flexible Portfolio Fund Universe; Lipper Index¹
Quantex Fund	Blended Benchmark of 50% Russell 2000 Index and 50% S&P 400 Mid-Cap Index; Russell 2000 Index; S&P 400 Mid-Cap Index; Lipper’s Average Mid-Cap Value Fund Universe; Lipper Index¹
Dynamic Growth Fund	S&P 500 Index; Lipper’s Average Multi-Cap Core Fund Universe; Lipper Index¹
Infrastructure Fund	Russell 3000 Utilities Index; Lipper’s Average Global Infrastructure Fund Universe; Lipper Index¹
Aggressive Growth Fund	S&P 500 Index; Lipper’s Average Multi-Cap Core Fund Universe; Lipper Index¹
Balanced Fund	S&P 500 Index; Blended Benchmark consisting of 42% S&P 500 Index, 28% Average 90-day U.S. T-Bills, and 30% Barclays Capital Aggregate Bond Index; Lipper’s Average Flexible Portfolio Fund Universe; Lipper Index¹
Global Opportunities Fund	S&P 500 Index; Blended Benchmark of 34% MSCI EAFE Index, 22% S&P 500 Index, 12% S&P MidCap 400 Index, 11% MSCI Emerging Markets Index, 7% Russell 2000 Index, 7% Dow Jones US Select REIT Index, and 7% S&P GSCI Total Return Index; Lipper’s Average Global Multi-Cap Core Fund Universe; Lipper Index¹
Spectrum Fund	S&P 500 Index; Blended Benchmark of 60% S&P 500 Index and 40% Average 90-day U.S. T-Bills; Lipper’s Average Flexible Portfolio Fund Universe; Lipper Index¹
Dividend Opportunities Fund	S&P 500 Index; Lipper’s Average Equity Income Fund Universe; Lipper Index¹
Total Return Bond Fund	Barclays Capital Aggregate Bond Index; Lipper’s Average General Bond Fund Universe; Lipper Index¹
Prime Money Market Fund	Lipper Average General Purpose Money Market Fund

¹	Given an adequate quantity of funds, the Lipper Index for a given investment classification or objective consists of the largest ten or thirty funds in that classification or objective. Each index is calculated daily with adjustments for dividends and capital gains.

The Board noted that the investment results of each Fund compared reasonably with each index used and with the Lipper indices, recognizing that none of the indices are perfect comparisons given each Fund’s specific characteristics. The Board concluded that the Funds’ investment results have been satisfactory for renewal of the Agreements and that the Manager’s record in managing the Funds indicated that its continued management should benefit the Funds and their shareholders.

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2016 Annual Report | December 31, 2016

Comparative Expenses. Consideration was given to a comparative analysis of the management fees and total expense ratios of each Fund compared with those of a group of other relevant funds. The Board observed that the Funds’ advisory fees and expenses compared reasonably to those of other similar funds included in the comparable reports. The Board also considered an analysis comparing the Funds’ management fees with the fees charged by the Manager to private clients, but noted the significant investment, operational, regulatory, and market differences between advising the Funds and the private clients. The Board concluded that the Funds’ cost structures were fair and reasonable in relation to the services provided, and that the Funds’ shareholders receive reasonable value in return for the advisory fees and other amounts paid to the Manager by the Funds.

Management Profitability. The Board also considered the level of profits realized by the Manager and its affiliates in connection with the operation of the Funds. In this respect, the Board reviewed the Funds’ profitability analysis that addresses the overall profitability of the Meeder Funds’ business as well as the profitability resulting from the operation of each Fund. The Board also considered the extent to which the Manager and its affiliates might derive ancillary benefits from fund operations, including potential benefits resulting from allocation of fund brokerage and the use of “soft” commission dollars to pay for research. The Board also took into account management’s expenditures in improving shareholder services provided to the Funds, as well as the need to meet additional regulatory and compliance requirements resulting from recent SEC requirements. The Board determined that the level of profits realized by the Manager under its Agreements with the Funds was not excessive in view of the nature, quality and extent of services provided. The Board took the Manager’s profitability and ancillary benefits into account in evaluating the reasonableness of the advisory fees and other amounts paid to the Manager by the Funds.

Economies of Scale. The Board also considered whether economies of scale are realized by the Manager as the Funds grow larger and the extent to which this is reflected in the level of management fees charged. While recognizing that any precise determination is inherently subjective, the Board noted that based upon the Funds’ profitability analysis, it appears that as some Funds get larger, at some point economies of scale do result in the Manager realizing a larger profit margin on management services provided to such a Fund. The Board also noted that economies of scale are shared with each Fund and its shareholders through management fee breakpoints so that as a Fund grows in size, its effective management fee rate declines. Further, the Board noted that investments in the Fund business made by Meeder, and the resulting improvements in Fund operations and shareholder services, was an additional way in which any potential economies of scale were shared with each Fund and its shareholders. The Board reviewed and expressed continued satisfaction with each Fund’s fee structure under its Agreement.

Other Information

The Funds file their complete schedules of portfolios holdings with the Securities and Exchange Commission (“SEC”) for the first and third quarters of each fiscal year on Form N-Q. In addition, Prime Money Market Fund and Institutional Prime Money Market Fund file their complete schedules of portfolio holdings with the SEC each month on Form N-MFP. The Funds’ Forms N-Q and N-MFP are available on the SEC’s website at http://www.sec.gov and may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Funds’ schedules of positions are also available on the Funds’ website at www.meederfunds.com.

A description of the policies and procedures that the Funds use to determine how to vote proxies related to portfolio securities, and information regarding how the Funds voted these proxies for the 12-month period ended June 30, 2016, is available on the SEC’s website at http://www/sec.gov, or, without charge, upon request by calling toll-free 1-800-325-3539.

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Manager and Investment Advisor

Meeder Asset Management, Inc.

6125 Memorial Drive

P.O. Box 7177

Dublin, Ohio 43017

Board of Trustees

Stuart Allen

Anthony D’Angelo

Robert S. Meeder

Custodian

The Huntington National Bank

Columbus, Ohio 43215

Transfer Agent & Dividend Disbursing Agent

Mutual Funds Service Co.

6125 Memorial Drive

Dublin, Ohio 43017

Independent Registered Public Accounting Firm

Cohen & Company, Ltd.

1350 Euclid Ave., Suite 800

Cleveland, Ohio 44115

6125 Memorial Drive Dublin, Ohio 43017

Item 2. Code of Ethics.

The registrant has adopted a code of ethics that applies to the registrant’s principal executive officer, principal financial officer, comptroller or principal accounting officer, and any person who performs a similar function. There were no amendments made to, or waivers granted from, the code of ethics during the fiscal year.

Item 3. Audit Committee Financial Expert.

Currently, the Meeder Funds (the “Funds”) do not have an Audit Committee member who possesses all of the attributes required to be an “audit committee financial expert” as defined in instruction 2(b) of Item 3 of Form N-CSR. However, the Board of Trustees believes that each member of the Audit Committee has substantial experience relating to the review of financial statements and the operations of audit committees. Accordingly, the Board of Trustees believes that the members are qualified to evaluate the Funds’ financial statements, supervise the Funds’ preparation of its financial statements, and oversee the work of the Funds’ independent auditors. The Board of Trustees also believes that, although no single Audit Committee member possesses all of the attributes required to be an “audit committee financial expert”, the Audit Committee members collectively as a group possess the attributes required to be an “audit committee financial expert.”

Item 4. Principal Accountant Fees and Services.

(a) – (d) Aggregate fees billed to the registrant for the last two fiscal years for professional services rendered by the registrant’s principal accountant were as follows:

	2016	2015
Audit Fees	$105,750	$85,000
Audit-Related Fees	300	300
Tax Fees	38,500	31,500
All Other Fees	1,650	1,975

Audit fees include amounts related to the audit of the registrant’s annual financial statements and services normally provided by the accountant in connection with statutory and regulatory filings. Audit-related fees include amounts reasonably related to the performance of the audit of the registrant’s financial statements, including, but not limited to, mileage, lodging, and meals. Tax fees include amounts related to tax compliance, tax planning, and tax advice, including the review and preparation of the Funds’ income tax returns, the review and preparation of the Funds’ excise tax returns, the review of supporting schedules and documentation provided by management, the review and recalculation of the Funds’ estimated distribution calculations, and the review of wash sales for reasonableness. All other fees include amounts related to the registrant’s annual filing of Form N1A.

(e)(1) A purpose of the Audit Committee is to approve the engagement of the registrant’s independent auditors (i) to render audit and non-audit services for the registrant in accordance with Rule 2-01(c)(7)(i) of Regulation S-X, subject to the waiver provisions set forth in Rule 2-01(c)(7)(i)(C) of Regulation S-X, and (ii) to render non-audit services for the registrant’s investment advisors (other than a sub-advisor whose role is primarily portfolio management and is subcontracted or overseen by another investment advisor) and any other entity controlling by, or under common control with the investment advisor that provides ongoing services to the registrant, in each case under (ii) if the engagement relates directly to the operations and financial reporting of the registrant, in accordance with Rule 2-01(c)(7)(ii) of Regulation S-X, subject to waiver provisions set forth in Rule 2-01(c)(7)(ii) of Regulation S-X.

(e)(2) 0% of services included in (b) – (d) above were approved pursuant to Rule 2-01(c)(7)(i)(C) of Regulation S-X.

(f) Not applicable.

(g) The aggregate fees billed for the most recent fiscal year and the preceding fiscal year by the registrant’s principal accountant for non-audit services rendered to the registrant, its investment advisor, and any entity controlling, controlled by, or under common control with the investment advisor that provides ongoing services to the registrant were $54,500 and $36,700 respectively.

(h) The registrant’s audit committee of the board of directors has considered whether the provision of non-audit services that were rendered to the registrant’s investment adviser (not including any sub-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 registrant 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 accountant’s independence.

Items 5. Audit Committee of Listed Registrants.

Not applicable.

Item 6. Schedule of Investments.

Not applicable.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable.

Item 8. Portfolio Managers of Closed-End Management Investment Companies.

Not applicable.

Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

Not applicable.

Item 10. Submission of Matters to a Vote of Security Holders.

Not applicable.

Item 11. Controls and Procedures.

(a) Based on our evaluation conducted within 90 days of the filing date, hereof, the design and operation of the registrant’s disclosure controls and procedures are effective to ensure that material information relating to the registrant is made known to the certifying officers by others within the appropriate entities, particularly during the period in which Forms N-CSR are being prepared, and the registrant’s disclosure controls and procedures allow timely preparation and review of the information for the registrant’s Form N-CSR and the officer certifications of such Form N-CSR.

(b) There were no significant changes in the registrant’s internal controls or in other factors that could significantly affect these controls subsequent to the date of their evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

Item 12. Exhibits.

(a)(1) Code of Ethics filed herewith as EX-99.CODE ETH.

(a)(2) A separate certification for each principal executive and principal financial officer of the registrant as required by Rule 30a-2(a) under the Act(17 CFR270.30a-2(a)). Filed herewith as EX-99.CERT.

(b) Certifications of principal executive officer and principal financial officer, under Section 906 of the Sarbanes-Oxley Act of 2002, and 18 U.S.C. ss.1350. Filed herewith as EX-99.906 CERT.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Meeder Funds

By:	/s/ Bruce E. McKibben
	Bruce E. McKibben, Treasurer

Date:	March 6, 2017

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By:	/s/ Bruce E. McKibben
	Bruce E. McKibben, Treasurer

Date:	March 6, 2017

By:	/s/ Robert S. Meeder, Jr.
	Robert S. Meeder, Jr., President

Date:	March 6, 2017

Meeder Funds N-CSRCertified annual shareholder report (management investment company)