MassMutual Equity Opports I 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		811-08274

MassMutual Select Funds
(Exact name of registrant as specified in charter)

1295 State Street, Springfield, MA				01111
(Address of principal executive offices)				(Zip code)

Paul LaPiana
1295 State Street, Springfield, MA 01111
(Name and address of agent for service)

Registrant's telephone number, including area code:			(413) 744-1000

Date of fiscal year end:	9/30/2022

Date of reporting period:	9/30/2022

Item 1. Reports to Stockholders.

(a)

The Reports to Stockholders are attached herewith.

Table of Contents
President’s Letter to Shareholders (Unaudited)	1
Economic and Market Overview (Unaudited)	3
Portfolio Manager Report (Unaudited)	6
Portfolio of Investments
MassMutual Total Return Bond Fund	68
MassMutual Strategic Bond Fund	86
MassMutual Diversified Value Fund	116
MassMutual Fundamental Value Fund	121
MM S&P 500^® Index Fund	125
MassMutual Equity Opportunities Fund	133
MassMutual Fundamental Growth Fund	136
MassMutual Blue Chip Growth Fund	139
MassMutual Growth Opportunities Fund	142
MassMutual Mid Cap Value Fund	144
MassMutual Small Cap Value Equity Fund	149
MassMutual Small Company Value Fund	152
MassMutual Mid Cap Growth Fund	157
MassMutual Small Cap Growth Equity Fund	162
MassMutual Overseas Fund	167
MassMutual Select T. Rowe Price International Equity Fund	170
Statements of Assets and Liabilities	178
Statements of Operations	186
Statements of Changes in Net Assets	194
Financial Highlights	206
Notes to Financial Statements	237
Report of Independent Registered Public Accounting Firm	281
Trustees and Principal Officers (Unaudited)	283
Federal Tax Information (Unaudited)	288
Other Information (Unaudited)	289
Proxy Voting	289
Quarterly Reporting	289
Trustees’ Approval of Investment Advisory Contracts	289
Submission of Matters to a Vote of Security Holders	292
Fund Expenses	293

This material must be preceded or accompanied by a current prospectus (or summary prospectus, if available) for the applicable MassMutual Funds. Investors should consider a Fund’s investment objective, risks, and charges and expenses carefully before investing. This and other information about the investment company is available in the prospectus (or summary prospectus, if available). Read it carefully before investing.

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MassMutual Funds Annual Report – President’s Letter to Shareholders (Unaudited)

To Our Shareholders

Paul LaPiana

“At MassMutual, our goal is to help you build the future you want for yourself and your family. We want to help you with your retirement plans today, so you can feel more comfortable about tomorrow.”

September 30, 2022

Continued market volatility challenges retirement investors

I am pleased to present you with the MassMutual Funds Annual Report. During the fiscal year ended September 30, 2022, U.S. stocks were down over 15%, with investors concerned that stimulus-fueled recovery from the COVID-19 pandemic was over and that domestic monetary policy had turned toward combating heightened inflation. Stocks in foreign developed markets and emerging markets also experienced significant losses in the fiscal year, hurt by elevated energy prices, a strengthening U.S. dollar, and concerns that consumer spending and corporate earnings growth would slow. U.S. bond investors experienced negative returns in the rising interest rate environment, fueled by aggressive interest rate hikes by the U.S. Federal Reserve Board that were aimed at reducing demand-driven inflationary pressures.

Suggestions for retirement investors under any market conditions

●

You are likely in it for the long term. Retirement planning involves what financial professionals refer to as “long-term investing,” since most people save and invest for retirement throughout their working years. Even in retirement, many individuals will systematically withdraw their retirement savings over a number of years, keeping a portion of their funds invested. Although the financial markets will go up and down, individuals who take a long-term approach to investing don’t focus on current headlines – because they realize that they have time to ride out the downturns.

●

Keep contributing. While you have no control over the investment markets, you can control how often and how much you contribute to your retirement account. Saving as much as possible and increasing your contributions regularly is one way retirement investors can help boost their retirement savings, regardless of the performance of the stock and bond markets.

●

Invest continually.¹ Financial professionals often advise their clients to stay in the market, regardless of short-term results. Here’s why: Those who can invest in all market conditions have the potential to be rewarded even during market downturns, when more favorable prices may enable them to accumulate larger positions.

●

Monitor your asset allocation and diversify. Stocks, bonds, and short-term/money market investments are asset classes that tend to behave differently, depending upon the economic and market environment. These broad asset classes contain an even greater array of asset sub-categories (such as small-cap stocks, international stocks, and high-yield bonds). Most financial professionals agree that investors can take advantage of different opportunities in the market and reduce the risk of over-exposure to one or two poorly performing asset types by selecting a number of investments that represent a mix of asset classes and sub-categories.

¹ Systematic investing and asset allocation do not ensure a profit or protect against loss in a declining market. Systematic investing involves continuous investment in securities regardless of fluctuating price levels. Investors should consider their ability to continue investing through periods of low price levels.

(Continued)

MassMutual Funds Annual Report – President’s Letter to Shareholders (Unaudited) (Continued)

Is this a good time to track your progress?

If you work with a financial professional, you may wish to consider checking in with him or her to help you determine if:

●	you are saving enough for retirement – and, if in retirement, you are withdrawing an appropriate amount each year, based on your personal circumstances;

●	your retirement account is invested appropriately for all market conditions, based on your goals and objectives, as well as your investment time horizon; and

●	you are taking steps to help reduce your longevity risk, which is the chance that you could “run out” of retirement savings during your lifetime.

Get to where you want to be

At MassMutual, our goal is to help you build the future you want for yourself and your family. We want to help you with your retirement plans today, so you can feel more comfortable about tomorrow. That’s why we continue to encourage you to maintain perspective when it comes to retirement investing, regardless of any headline-making events. MassMutual’s view is that changing market conditions have the potential to reward patient investors. Thank you for your continued confidence and trust in MassMutual.

Sincerely,

Paul LaPiana
President
MassMutual Funds
MML Investment Advisers, LLC

MML Distributors, LLC (MMLD) serves as the exclusive wholesale marketing agent for all MassMutual Funds, as well as the distributor for all MassMutual Funds, except the MassMutual Global Floating Rate Fund, MassMutual Global Credit Income Opportunities Fund, MassMutual Emerging Markets Debt Blended Total Return Fund, MassMutual Global Emerging Markets Equity Fund, MassMutual High Yield Fund, and MassMutual Short-Duration Bond Fund. MMLD Member FINRA and SIPC (www.FINRA.org and www.SIPC.org), 1295 State Street, Springfield, MA 01111-0001. Investment advisory services are provided to all MassMutual Funds by MML Investment Advisers, LLC (MML Advisers). MMLD and MML Advisers are subsidiaries of MassMutual.

The information provided is the opinion of MML Advisers and is subject to change without notice. It is not to be construed as tax, legal, or investment advice. Of course, past performance does not guarantee future results.

MM202310-303203

MassMutual Funds Annual Report – Economic and Market Overview (Unaudited)

September 30, 2022

Continued market volatility challenges retirement investors

During the fiscal year ended September 30, 2022, U.S. stocks were down over 15%, with investors concerned that stimulus-fueled recovery from the COVID-19 pandemic was over and that domestic monetary policy had turned toward combating heightened inflation. Stocks in foreign developed markets and emerging markets also experienced significant losses in the fiscal year, hurt by elevated energy prices, a strengthening U.S. dollar, and concerns that consumer spending and corporate earnings growth would slow. U.S. bond investors experienced negative returns in the rising interest rate environment, fueled by aggressive interest rate hikes by the U.S. Federal Reserve Board (the “Fed”) that were aimed at reducing demand-driven inflationary pressures.

Market Highlights

●	For the reporting period from October 1, 2021 through September 30, 2022, U.S. stocks were down over 15%, in a market environment where the Fed aggressively raised interest rates in an effort to combat heightened inflation.

●

In the fourth quarter of 2021, expectations for strong economic and earnings growth in 2022, bolstered by the possibility of a $2 trillion economic stimulus and social spending plan, allowed investors to look past sharp increases in COVID-19 Omicron variant cases and heightened inflationary pressures.

●	In the first quarter of 2022, investors in both stocks and bonds were challenged by a sharp rise in energy prices after Russia’s invasion of Ukraine, a stalled domestic economic stimulus plan, and the Fed raising interest rates for the first time since 2018.

●	The second quarter of 2022 was another difficult quarter, as Fed interest rate hikes, investor concerns over high inflation, and concern about the potential of an impending global recession dominated the narrative.

●	The third quarter of 2022 was an extension of the difficult second quarter, with continued inflationary pressures, weakening economic data, and aggressive Fed interest rate hikes.

●

Foreign stocks in developed markets and emerging markets also experienced losses in the fiscal year, against the backdrop of Russia’s invasion of Ukraine (and the resulting economic sanctions that kept energy prices elevated), the strengthening U.S. dollar, and threatened consumer spending and corporate earnings growth.

●	U.S. bond investors experienced negative returns in the rising interest rate environment, fueled by an increase in short-term interest rates, heighted inflationary pressures, and the reversal of monetary and fiscal policy support.

Market Environment

For the fiscal year beginning on October 1, 2021, global stock investors experienced significant losses. U.S. stocks fell sharply in the period in response, with the S&P 500 Index^® (“S&P 500”)¹ entering bear market territory after declining more than 20% from its previous highs. Investors sought safety from high inflation, rising interest rates, and the increasing possibility of a recession. Consumer sentiment fell sharply, down 17.2% in the period², as high inflation – driven by rising energy, food, and housing costs – overwhelmed low unemployment and strong wage growth. As of August 2022, more Americans are borrowing to make ends meet in these inflationary times, resulting in consumer loan levels at record highs, having increased by 12.4% year-over-year³.

¹ The S&P 500 Index measures the performance of 500 widely held stocks in the U.S. equity market. Standard and Poor’s chooses member companies for the index based on market size, liquidity, and industry group representation. Included are the stocks of industrial, financial, utility, and transportation companies. Since mid-1989, this composition has been more flexible and the number of issues in each sector has varied. It is market capitalization-weighted. The Index does not reflect any deduction for fees, expenses, or taxes and cannot be purchased directly by investors.

² June 24, 2022, University of Michigan: Consumer Sentiment (UMCSENT), retrieved from FRED, Federal Reserve Bank of St. Louis; https://fred.stlouisfed.org/series/UMCSENT

³ Board of Governors of the Federal Reserve System (US), Consumer Loans, All Commercial Banks [CONSUMER], retrieved from FRED, Federal Reserve Bank of St. Louis; https://fred.stlouisfed.org/series/CONSUMER, October 11, 2022.

MassMutual Funds Annual Report – Economic and Market Overview (Unaudited) (Continued)

As a result, the broad market S&P 500 fell 15.47% for the period. The technology-heavy NASDAQ Composite Index⁴ performed even worse, dropping 26.25%. The more economically sensitive Dow Jones Industrial Average^SM5 was down 13.40%. During the reporting period, small-cap stocks underperformed their larger-cap peers, while value stocks outperformed their growth brethren. The communication services, consumer discretionary, and information technology sectors were all down by 20% or more. The energy sector was the strongest performer for the fiscal year, up 45.70%, aided by an 18% increase in the price of West Texas Intermediate (WTI) crude oil. The utilities sector also ended the period positively, gaining 5.58% for the period.

Developed international markets, as measured by the MSCI EAFE^® Index⁶, trailed their domestic peers, ending the fiscal year down 25.13%. Emerging-market stocks, as measured by the MSCI Emerging Markets Index⁷, also fell sharply, ending down 28.11% for the period. Investors sold off developed international and emerging-market stocks on concerns that higher interest rates and commodity prices would impair consumer spending and corporate earnings growth.

Bond yields rose sharply during the fiscal year, with the 10-year U.S. Treasury bond yield rising from a low of 1.52% on October 1, 2021 to close the period at 3.83%. Rising yields generally produce falling bond prices; consequently, bond index returns suffered. The Bloomberg U.S. Aggregate Bond Index⁸ ended the period down 14.60%. Investment-grade corporate bonds fared even worse. The Bloomberg U.S. Corporate Bond Index⁹, which tracks investment-grade corporate bonds, ended the period with an 18.53% loss. The Bloomberg U.S. Corporate High-Yield Bond Index¹⁰ also ended in negative territory, declining 14.14% for the period.

⁴ The NASDAQ Composite Index measures the performance of all domestic and international based common type stocks listed on the NASDAQ Stock Market. It includes common stocks, ordinary shares, ADRs, shares of beneficial interest or limited partnership interests and tracking stocks. The index is market capitalization-weighted. The Index does not reflect any deduction for fees, expenses, or taxes and cannot be purchased directly by investors.

⁵ The Dow Jones Industrial Average Index measures the performance of stocks of 30 U.S. blue-chip companies covering all industries with the exception of transportation and utilities. It is price-weighted. The Index does not reflect any deduction for fees or expenses and cannot be purchased directly by investors.

⁶ The MSCI EAFE Index measures the performance of the large- and mid-cap segments of developed markets, excluding the U.S. and Canada equity securities. It is free float-adjusted market-capitalization weighted. The Index does not reflect any deduction for fees or expenses and cannot be purchased directly by investors.

⁷ The MSCI Emerging Markets Index measures the performance of the large- and mid-cap segments of emerging market equity securities. It is free float-adjusted market-capitalization weighted. The Index does not reflect any deduction for fees or expenses and cannot be purchased directly by investors.

⁸ The Bloomberg U.S. Aggregate Bond Index measures the performance of investment grade, U.S. dollar-denominated, fixed-rate taxable bond market securities, including Treasuries, government-related and corporate securities, mortgage-backed securities (MBS) (agency fixed-rate and hybrid ARM pass-throughs), asset-backed securities (ABS), and commercial mortgage-backed securities (CMBS). It rolls up into other Bloomberg flagship indexes, such as the multi-currency Global Aggregate Index and the U.S. Universal Index, which includes high yield and emerging markets debt. The Index does not reflect any deduction for fees, expenses, or taxes and cannot be purchased directly by investors.

⁹ The Bloomberg U.S. Corporate Bond Index measures the performance of the investment grade, U.S. dollar-denominated, fixed-rate, taxable corporate bond market. It includes U.S. dollar-denominated securities publicly issued by U.S. and non-U.S. industrial, utility, and financial issuers that meet specified maturity, liquidity, and quality requirements. The Index does not reflect any deduction for fees, expenses, or taxes and cannot be purchased directly by investors.

¹⁰ The Bloomberg U.S. Corporate High-Yield Bond Index measures the performance of U.S. dollar-denominated, non-investment grade, fixed-rate, taxable corporate bonds, including corporate bonds, fixed-rate bullet, putable, and callable bonds, SEC Rule 144A securities, original issue zeros, pay-in-kind bonds, fixed-rate and fixed-to-floating capital securities. The Index does not reflect any deduction for fees, expenses, or taxes and cannot be purchased directly by investors.

MassMutual Funds Annual Report – Economic and Market Overview (Unaudited) (Continued)

Review and maintain your strategy

MassMutual is committed to helping people secure their long-term future and protect the ones they love. While the current market volatility, including the reality of market sell-offs, can test an investor’s mettle, we’d like to remind you that, as a retirement investor, it’s important to maintain perspective and have realistic expectations about the future performance of your investment accounts. As described in this report, financial markets can reverse suddenly with little or no notice. That’s why we continue to believe that retirement investors should create and maintain a plan that focuses on their goals, how long they have to invest, and how comfortable they are with market volatility. Our multi-managed and sub-advised mutual funds tap into the deep expertise of seasoned asset managers who are committed to helping long-term investors prepare for retirement – in all market conditions. As always, we recommend that you work with a personal financial professional, who can help you define an investment strategy that aligns with your comfort level with respect to market volatility, how long you have to save and invest, and your specific financial goals. Thank you for your confidence in MassMutual.

MassMutual Total Return Bond Fund – Portfolio Manager Report (Unaudited)

What is the investment approach of MassMutual Total Return Bond Fund, and who is the Fund’s subadviser?

The Fund seeks maximum total return, consistent with preservation of capital and prudent investment management, by investing, under normal circumstances, at least 80% of its net assets (plus the amount of any borrowings for investment purposes) in a diversified portfolio of investment grade fixed income securities (rated Baa3 or higher by Moody’s, BBB- or higher by Standard & Poor’s, BBB- or higher by Fitch, or A-2 by S&P, P-2 by Moody’s, or F-2 by Fitch for short-term debt obligations, or, if unrated, determined by the Fund’s subadviser to be of comparable quality). The Fund’s subadviser is Metropolitan West Asset Management, LLC (MetWest).

How did the Fund perform during the 12 months ended September 30, 2022?

The Fund’s Class I shares returned -15.97%, underperforming the -14.60% return of the Bloomberg U.S. Aggregate Bond Index (the “benchmark”), which measures the performance of investment grade, U.S. dollar-denominated, fixed-rate taxable bond market securities, including Treasuries, government-related and corporate securities, mortgage-backed securities (MBS) (agency fixed-rate and hybrid ARM pass-throughs), asset-backed securities (ABS), and commercial mortgage-backed securities (CMBS).

For a discussion on the economic and market environment during the 12-month period ended September 30, 2022, please see the Economic and Market Overview, beginning on page 3.

Subadviser discussion of factors that contributed to the Fund’s performance

For the fiscal year ended September 30, 2022, although the Fund began the year positioned defensively, Fund management extended the portfolio’s duration position in a disciplined fashion alongside the rise in Treasury yields. Ultimately, the Fund ended the period with a duration that was longer than the benchmark’s. This modestly weighed on returns, while further headwinds resulted from the curve-steepening bias that was maintained throughout the fiscal year. (Duration is a measure of a bond fund’s sensitivity to interest rates. The longer the duration, the greater the price impact on the bond or portfolio when interest rates rise or fall. The yield curve is a graph showing the term structure of interest rates by plotting the yields of all bonds of comparable quality with maturities ranging from the shortest – typically one month – to the longest – typically 30 years – available. The resulting curve shows whether short-term interest rates are higher or lower than long-term rates.)

Elsewhere, the Fund’s residential MBS exposure was a drag on performance, given the struggles faced by both agency- and non-agency-backed collateral during the year, in addition to volatility, increased costs of financing – and, in the agency MBS space, reduced Federal Reserve purchasing activity. (“Agency” refers to debt issued by U.S. federal government agencies or government-sponsored entities for financing purposes). The Fund’s small allocation to CMBS and ABS modestly reduced returns, as yield spreads in both sectors widened in sympathy with the broader market.

Turning to corporate securities, returns were decreased by the Fund’s emphasis on defensive sectors, including consumer non-cyclicals and communications, as they were among the poorer performers during the fiscal year. Nevertheless, the Fund’s relative underweight to overall corporate credit throughout the first half of the period benefited performance and helped to blunt the impact of the downdraft faced by corporates in early 2022. As market dislocations and price declines became more pronounced in the latter part of the fiscal year, the Fund expanded its risk budget, meaningfully increasing its corporate credit allocation in the process and ending the fiscal year overweight relative to the benchmark. These additions, made during times of yield premiums rising and asset prices falling, ultimately weighed on performance.

The Fund’s use of derivatives to manage duration and yield curve positioning had a minimal impact on performance. Derivatives are securities that derive their value from the performance of one or more other investments and take the form of a contract between two or more parties. Most derivatives are used for hedging, speculation, or both.

Subadviser outlook

MetWest notes that any attempt to understand the full economic fallout of a tightening cycle this aggressive against the competing crosswinds of a consumer still fairly flush with cash – and anxious to spend that money on services and experiences post-pandemic – is a nearly impossible task. In Fund management’s view, possibly clouding the outlook further will be the often overlooked, but impactful repercussions of quantitative tightening, which could take many more months to become apparent. Meanwhile, unlike in recessions past, as of the end of the fiscal year, there was no major economy well positioned to pull the

MassMutual Total Return Bond Fund – Portfolio Manager Report (Unaudited) (Continued)

rest of the world along on its coattails of strong growth. In MetWest’s view, synchronized global tightening, combined with the lagged effects of policy, could mean that volatility will come in a generally declining market, with credit of all types weakening as the cumulative impact of these changes takes hold. As long as economic and monetary policy continues to shift, MetWest believes that the current period of volatility could persist for some time. On the positive side, however, Fund management notes that these market conditions create opportunities that can be exploited by disciplined active managers, potentially setting the stage for strong performance as the volatility ultimately subsides.

MassMutual Total Return Bond Fund – Portfolio Manager Report (Unaudited) (Continued)

MassMutual Total Return Bond Fund Portfolio Characteristics (% of Net Assets) on 9/30/22
U.S. Government Agency Obligations and Instrumentalities*	37.9%
Corporate Debt	29.5%
U.S. Treasury Obligations	28.7%
Non-U.S. Government Agency Obligations	17.2%
Mutual Funds	2.3%
Bank Loans	2.2%
Sovereign Debt Obligations	1.1%
Municipal Obligations	0.2%
Common Stock	0.1%
Rights	0.0%
Total Long-Term Investments	119.2%
Short-Term Investments and Other Assets and Liabilities	(19.2)%
Net Assets	100.0%

*	May contain securities that are issued by a U.S. Government Agency, but are unsecured and are not guaranteed by a U.S. Government Agency.

MassMutual Total Return Bond Fund – Portfolio Manager Report (Unaudited) (Continued)

GROWTH OF $10,000 INVESTMENT - Class I

The graph above illustrates a representative class of the Fund’s historical performance for the past 10 fiscal years or since inception (for Funds lacking 10-year records) in comparison to its benchmark index, as well as one or more additional indexes, if applicable. The performance of other share classes will be greater than or less than the class depicted above.

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	5 Years	10 Years	Since Inception 04/01/2014
Class I	07/06/2010	-15.97%	-0.09%	0.98%
Class R5	07/06/2010	-15.99%	-0.17%	0.87%
Service Class	07/06/2010	-16.14%	-0.30%	0.76%
Administrative Class	07/06/2010	-16.20%	-0.37%	0.67%
Class R4	07/06/2010	-16.35%	-0.52%	0.53%
Class A	04/01/2014	-16.40%	-0.63%		0.51%
Class A (sales load deducted)*	04/01/2014	-19.96%	-1.49%		0.00%
Class R3	07/06/2010	-16.54%	-0.78%	0.28%
Bloomberg U.S. Aggregate Bond Index		-14.60%	-0.27%	0.89%	1.05%

* Class A (sales load deducted) returns include the 4.25% maximum sales charge.

Generally accepted accounting principles require adjustments to be made to the net assets of the Fund at period end for financial reporting purposes only, and as such, the total return based on the unadjusted net asset value per share may differ from the total return reported in the financial highlights.

Performance results in the graph and table are shown both with and without the imposition of the maximum applicable sales charge (if applicable) and reflect the percentage change in net asset value, including reinvestment of dividends and capital gains distributions. Investors should note that the Fund is a professionally managed mutual fund, while the index or indexes shown above are unmanaged, cannot be purchased directly, and, with the exception of any peer group index, do not incur expenses.

Performance data quoted in the graph and table represents past performance; past performance is not predictive of future results. The investment return and principal value of shares of the Fund fluctuate, so your shares, when sold, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. The performance shown does not reflect the deduction of taxes, if any, that a shareholder would pay on Fund distributions or the redemption of Fund shares. Performance data current to the most recent month end may be obtained by calling 1-888-309-3539.

Investors should read the Fund’s prospectus with regard to the Fund’s investment objectives, risks, and charges and expenses in conjunction with these financial statements. Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

MassMutual Strategic Bond Fund – Portfolio Manager Report (Unaudited)

What is the investment approach of MassMutual Strategic Bond Fund, and who are the Fund’s subadvisers?

The Fund seeks a superior total rate of return by investing in fixed income instruments. Under normal circumstances, the Fund invests at least 80% of its net assets (plus the amount of any borrowings for investment purposes) in U.S. dollar-denominated fixed income securities and other debt instruments of domestic and foreign entities, including corporate bonds, securities issued or guaranteed as to principal or interest by the U.S. Government or its agencies or instrumentalities, mortgage-backed securities, and money market instruments. The Fund’s subadvisers are Western Asset Management Company, LLC (Western Asset) and its affiliate, Western Asset Management Company Limited (Western Asset Limited), which were responsible for approximately 59% of the Fund’s portfolio (Western Asset Limited manages the non-U.S. dollar denominated investments of the Fund); and Brandywine Global Investment Management, LLC (Brandywine Global), which was responsible for approximately 41% of the Fund’s portfolio, as of September 30, 2022.

How did the Fund perform during the 12 months ended September 30, 2022?

The Fund’s Class R5 shares returned -17.14%, underperforming the -14.60% return of the Bloomberg U.S. Aggregate Bond Index (the “benchmark”), which measures the performance of investment grade, U.S. dollar-denominated, fixed-rate taxable bond market securities, including Treasuries, government-related and corporate securities, mortgage-backed securities (MBS) (agency fixed-rate and hybrid ARM pass-throughs), asset-backed securities (ABS), and commercial mortgage-backed securities (CMBS).

For a discussion on the economic and market environment during the 12-month period ended September 30, 2022, please see the Economic and Market Overview, beginning on page 3.

Subadviser discussion of factors that contributed to the Fund’s performance

With respect to the Western Asset component of the Fund, in aggregate, their top-down macro strategies detracted from performance. For most of the reporting period, the Western Asset Fund component had more interest rate exposure (duration) than the benchmark, which significantly detracted from performance as interest rates rose considerably from the beginning to the end of the period. Duration is a measure of a bond fund’s sensitivity to interest rates. The longer the duration, the greater the price impact on the bond or portfolio when interest rates rise or fall. Over the period, the 10-year U.S. Treasury yield rose from 1.52% to 3.83%. During the fiscal year, the 5s-30s section of the curve, which compares 5-year rates to 30-year rates, ended the period inverted at -0.27%, versus 1.10% at the beginning of the period. Thus, the portfolio’s yield curve positioning, which was focused on an overweight to the back end of the curve, contributed to returns. (The yield curve is a graph showing the term structure of interest rates by plotting the yields of all bonds of comparable quality with maturities ranging from the shortest – typically one month – to the longest – typically 30 years – available. The resulting curve shows whether short-term interest rates are higher or lower than long-term rates.)

For the fiscal year ended September 30, 2022, the Western Asset Fund component’s exposures to non-U.S. developed markets negatively impacted performance, mainly due to currency positioning, as the U.S. dollar (USD) appreciated versus long currency positions. The portfolio’s emerging-markets exposures, which included both local currency and USD-denominated positions, also meaningfully detracted from results over the period, mainly due to the sell-off in Russian assets as a result of sanctions and the Ukraine invasion, but also as USD-denominated emerging-market bond spreads widened, though some local currency positions provided a partial offset. In terms of contributors, an underweight to agency MBS contributed, as spreads gradually widened during the period. (“Agency” refers to debt issued by U.S. federal government agencies or government-sponsored entities for financing purposes.) Finally, exposures to structured products – including non-agency residential mortgage-backed securities (RMBS), CMBS and ABS – positively contributed to performance due to selection, as spreads generally widened during the 12-month period. Finally, Western Asset used derivative instruments to manage its overall duration and yield curve exposure, overall interest rate sensitivity, and exposures to certain international bond markets – as well as to manage against anticipated changes in interest rates. Derivatives are securities that derive their value from the performance of one or more other investments and take the form of a contract between two or more parties. Derivatives are used for hedging, speculation, or both. Overall, the Fund component portfolio’s use of derivatives detracted from performance during the period.

For the Brandywine Global component of the Fund, an overweight allocation to long-dated U.S. Treasuries was the key detractor from performance on both a relative and absolute basis, as U.S. interest rates increased during the Fund’s fiscal year. Fund management materially increased Brandywine Global’s allocation to these securities in the spring of 2022, after yields initially

MassMutual Strategic Bond Fund – Portfolio Manager Report (Unaudited) (Continued)

surged higher and macroeconomic concerns appeared. In Brandywine Global’s view, it is not atypical for the Fund component to underperform in the latter innings of a blow-off top in yields, like the current market environment. Brandywine Global believes that the Fund component’s overweight allocation to U.S. Treasuries remains a high-conviction trade. On a positive note, Brandywine Global’s underweight allocation to both investment-grade corporate credits and mortgage-backed securities proved beneficial during the fiscal year, as yields were rising and spreads were (marginally) widening over the period. Credit spreads represent the difference in yields between nearly identical bonds with comparable maturities but different quality ratings. From September 2021 through August 2022, the Fund component utilized derivatives to add duration to its portfolio. Derivatives are securities that derive their value from the performance of one or more other investments and take the form of a contract between two or more parties. Most derivatives are used for hedging, speculation, or both. Overall, the Fund component portfolio’s use of derivatives detracted from absolute performance during the period.

Subadviser outlook

In Western Asset’s view, the key to an improved tone and more stability in fixed income markets is a moderation in inflation. Western Asset’s base case is that supply chains will slowly begin to normalize. Fund management believes that this trend, combined with the Federal Reserve and other major central banks around the world tightening monetary policy (along with negative real incomes slowing consumption), has the potential to cause inflation to moderate. Western Asset anticipates that inflationary pressures could peak in the third quarter of 2022 and potentially decline into 2023. While global central banks are expected to raise interest rates further in the short term, Fund management believes that more aggressive action is already anticipated by the markets.

Brandywine Global expects market volatility to remain elevated against a backdrop of central bank tightening, sticky inflation, the war in Ukraine, and weakening economic data. At the end of the fiscal year, in Brandywine Global’s view, the U.S. economy was holding up relatively well, despite the recession in housing. Fund management believes that there is still the possibility of a “goldilocks” outcome if inflation retreats enough, with limited weakness in the labor market. But Brandywine Global believes that the odds of recession are growing, given the Fed’s haste to push interest rates higher.

MassMutual Strategic Bond Fund – Portfolio Manager Report (Unaudited) (Continued)

MassMutual Strategic Bond Fund Portfolio Characteristics (% of Net Assets) on 9/30/22
U.S. Treasury Obligations	34.0%
Corporate Debt	27.1%
U.S. Government Agency Obligations and Instrumentalities*	20.5%
Non-U.S. Government Agency Obligations	9.3%
Sovereign Debt Obligations	4.1%
Bank Loans	3.5%
Mutual Funds	0.6%
Municipal Obligations	0.0%
Purchased Options	0.0%
Total Long-Term Investments	99.1%
Short-Term Investments and Other Assets and Liabilities	0.9%
Net Assets	100.0%

*	May contain securities that are issued by a U.S. Government Agency, but are unsecured and are not guaranteed by a U.S. Government Agency.

MassMutual Strategic Bond Fund – Portfolio Manager Report (Unaudited) (Continued)

GROWTH OF $10,000 INVESTMENT - Class R5

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	5 Years	10 Years	Since Inception 04/01/2014
Class I	04/01/2014	-17.05%	-0.31%		1.58%
Class R5	12/31/2004	-17.14%	-0.41%	1.46%
Service Class	12/31/2004	-17.25%	-0.50%	1.36%
Administrative Class	12/31/2004	-17.29%	-0.61%	1.26%
Class R4	04/01/2014	-17.50%	-0.77%		1.12%
Class A	12/31/2004	-17.56%	-0.87%	0.99%
Class A (sales load deducted)*	12/31/2004	-21.06%	-1.73%	0.56%
Class R3	12/31/2004	-17.61%	-1.00%	0.83%
Bloomberg U.S. Aggregate Bond Index		-14.60%	-0.27%	0.89%	1.05%

* Class A (sales load deducted) returns include the 4.25% maximum sales charge.

MassMutual Diversified Value Fund – Portfolio Manager Report (Unaudited)

What is the investment approach of MassMutual Diversified Value Fund, and who are the Fund’s subadvisers?

The Fund seeks to achieve long-term growth of capital and income by investing primarily in a diversified portfolio of equity securities of larger, well-established companies. The Fund invests primarily in stocks of companies that the subadvisers believe are undervalued in the marketplace. While the Fund does not limit its investments to issuers in a particular capitalization range, the subadvisers currently focus on securities of larger size companies. The Fund normally invests at least 80% of its net assets (plus the amount of any borrowings for investment purposes) in stocks, securities convertible into stocks, and other securities, such as warrants and stock rights, whose value is based on stock prices. The Fund’s subadvisers are T. Rowe Price Associates, Inc. (T. Rowe Price), which was responsible for approximately 36% of the Fund’s portfolio; and Brandywine Global Investment Management, LLC (Brandywine Global), which managed approximately 64% of the Fund’s portfolio, as of September 30, 2022.

How did the Fund perform during the 12 months ended September 30, 2022?

The Fund’s Class R5 shares returned -8.48%, outperforming the -11.36% return of the Russell 1000^® Value Index (the “benchmark”), which measures the performance of the large-cap value segment of U.S. equity securities. It includes the Russell 1000 Index companies with lower price-to-book ratios and lower expected growth values. It is market-capitalization weighted.

For a discussion on the economic and market environment during the 12-month period ended September 30, 2022, please see the Economic and Market Overview, beginning on page 3.

Subadviser discussion of factors that contributed to the Fund’s performance

With respect to the Brandywine Global component of the Fund, the largest sector-related contribution to outperformance came from the health care sector. The Fund component benefited from an underweight allocation to the medical devices group, which underperformed, and strong returns from pharmaceuticals distributor McKesson and the biotech firm AbbVie. Within the industrial sector, allocations to defense contractors Lockheed Martin, Northrop Grumman, and General Dynamics contributed to the Fund’s performance during the period, as they performed well after the Russian invasion of Ukraine. Within the communication services sector, not owning entertainment company Disney, due to its unattractive valuation, and telecom giants AT&T and Verizon, due to poor price momentum, was a positive for the Fund component, as all three stocks lagged the market. The largest detractors from relative performance were Brandywine Global’s positions in large U.S. banks, including JP Morgan, Bank of America, and US Bank. In Brandywine Global’s experience, while these banks generally benefit from rising interest rates, the impact of a slowing economy on loan growth and potentially increased loan defaults more than offset any advantage that higher rates generally offer.

For the T. Rowe Price segment of the Fund, both sector allocation and security selection drove the Fund component’s outperformance. The financial sector was the top contributor for the period. There, Fund component holding Chubb continued to benefit from the rising property and casualty (P&C) pricing cycle. Over the one-year period, Chubb delivered earnings that exceeded consensus estimates, driven by a higher underwriting premium amid the longest P&C upcycle in history. Another Fund component holding, Qualcomm, and an underweight allocation to the information technology sector also contributed to relative performance. Shares of Qualcomm outperformed the information technology benchmark over the one-year period. Late in 2021, the company’s shares advanced, as company management raised guidance. Within the utilities sector, Fund component holding Sempra Energy, in tandem with an overweight allocation to the sector, further aided relative results. On the contrary, adverse security selection in the energy sector detracted from relative returns. Shares of TotalEnergies (a French multinational integrated energy and petroleum company) hampered relative performance over the period, as shares lagged the broader energy sector. During the first quarter of 2022, as Russia invaded Ukraine, shares of TotalEnergies were pressured as the company’s Russian assets and investments were quickly written down by the market. In addition, detrimental stock choices in the industrial and business services sector weighed on relative results for the fiscal year. The T. Rowe Price component of the Fund held warrants during the period, which had a negligible impact on performance. Derivatives are securities that derive their value from the performance of one or more other investments and take the form of a contract between two or more parties. Derivatives can be used for hedging, speculation, or both.

MassMutual Diversified Value Fund – Portfolio Manager Report (Unaudited) (Continued)

Subadviser outlook

As of the end of the Fund’s fiscal year, Brandywine Global observed that the investing world remained more volatile than usual, as measured by the VIX benchmark of stock variability. Although this index was down from its highs in 2008 and 2020, as of the end of the fiscal year, it remained above its typical level. Value investing outperformed over the last two years after an extended period of growth dominance. However, growth valuations as of the end of the fiscal year remained elevated compared to value stock valuations – as high as during the 2000 technology bubble – suggesting, in Brandywine Global’s view, the potential for more value performance gains. Regardless of the market environment, Brandywine Global continues to implement its process-oriented investment approach.

T. Rowe Price notes that as the market continues to focus on inflation, they recognize that the range of potential outcomes moving forward is abnormally wide. Their view is that, at current levels as of the end of the fiscal year, markets have generally priced in a considerable amount of bad information, and the domestic economy is potentially entering what could be the most widely anticipated economic slowdown and potential recession, on record. Despite this, Fund management notes that the magnitude of the slowdown is difficult to predict, as the lag in domestic monetary policy implementation and the impact on the U.S. economy leave investors and companies vulnerable to a misstep from the Federal Reserve. Amid this backdrop, Fund management plans to continue to build a portfolio that is balanced for a variety of market environments. Their view is that the market could be choppy moving forward, and they will continue to look for investment opportunities where the risk/reward ratio is particularly attractive. Ultimately, their focus will remain on names where, in Fund management’s view, there is considerable downside already priced in, there are secular winners that are reasonably priced, and there are companies that can help provide defense against an inflationary environment.

MassMutual Diversified Value Fund – Portfolio Manager Report (Unaudited) (Continued)

MassMutual Diversified Value Fund Largest Holdings (% of Net Assets) on 9/30/22
Exxon Mobil Corp.	2.7%
Elevance Health, Inc.	2.7%
AbbVie, Inc.	2.6%
JP Morgan Chase & Co.	2.2%
QUALCOMM, Inc.	2.2%
United Parcel Service, Inc. Class B	2.0%
Bank of America Corp.	2.0%
Pfizer, Inc.	1.9%
Wells Fargo & Co.	1.8%
Sempra Energy	1.8%
	21.9%

MassMutual Diversified Value Fund Sector Table (% of Net Assets) on 9/30/22
Consumer, Non-cyclical	25.7%
Financial	23.4%
Industrial	9.9%
Energy	9.4%
Technology	7.6%
Utilities	6.2%
Consumer, Cyclical	5.9%
Communications	5.5%
Basic Materials	4.2%
Mutual Funds	1.3%
Total Long-Term Investments	99.1%
Short-Term Investments and Other Assets and Liabilities	0.9%
Net Assets	100.0%

MassMutual Diversified Value Fund – Portfolio Manager Report (Unaudited) (Continued)

GROWTH OF $10,000 INVESTMENT - Class R5

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	5 Years	10 Years	Since Inception 04/01/2014
Class I	04/01/2014	-8.47%	6.34%		7.22%
Class R5	10/15/2004	-8.48%	6.23%	9.58%
Service Class	10/15/2004	-8.57%	6.13%	9.48%
Administrative Class	10/15/2004	-8.76%	6.01%	9.36%
Class R4	04/01/2014	-8.83%	5.87%		6.75%
Class A	10/15/2004	-8.93%	5.75%	9.09%
Class A (sales load deducted)*	10/15/2004	-13.94%	4.56%	8.47%
Class R3	10/15/2004	-9.09%	5.60%	8.90%
Russell 1000 Value Index		-11.36%	5.29%	9.17%	6.70%

* Class A (sales load deducted) returns include the 5.50% maximum sales charge.

MassMutual Fundamental Value Fund – Portfolio Manager Report (Unaudited)

What is the investment approach of MassMutual Fundamental Value Fund, and who are the Fund’s subadvisers?

The Fund seeks long-term total return by investing primarily in equity securities of issuers that the Fund’s subadvisers believe are undervalued. Under normal circumstances, the Fund invests at least 80% of its net assets (plus the amount of any borrowings for investment purposes) in equity securities. Although the Fund may invest in companies of any size, the Fund will tend to focus on companies with large market capitalizations (which the Fund’s subadvisers believe are generally above $1 billion). The Fund’s subadvisers are Boston Partners Global Investors, Inc. (Boston Partners), which managed approximately 50% of the Fund’s portfolio; and Barrow, Hanley, Mewhinney & Strauss, LLC (Barrow Hanley), which was responsible for approximately 50% of the Fund’s portfolio, as of September 30, 2022.

How did the Fund perform during the 12 months ended September 30, 2022?

The Fund’s Class R5 shares returned -7.73%, outperforming the -11.36% return of the Russell 1000^® Value Index (the “benchmark”), which measures the performance of the large-cap value segment of U.S. equity securities. It includes the Russell 1000 Index companies with lower price-to-book ratios and lower expected growth values. It is market-capitalization weighted.

For a discussion on the economic and market environment during the 12-month period ended September 30, 2022, please see the Economic and Market Overview, beginning on page 3.

Subadviser discussion of factors that contributed to the Fund’s performance

For the fiscal year ended September 30, 2022, within the Boston Partners component of the Fund, the primary driver of performance was stock selection within the health care, consumer discretionary, and industrial sectors. In health care, health insurers Cigna and Centene were two Fund component holdings that outperformed due to strong earnings and guidance, and better-than-expected rate increases for government-sponsored insurance. In consumer discretionary, Fund component holding AutoZone continued to gain share with commercial customers, resulting in better-than-expected sales and earnings. Within the industrial sector, aerospace and defense companies General Dynamics and Howmet were two Fund component holdings that outperformed after Russia’s invasion of Ukraine. Fund component holdings within the materials and consumer staples sectors detracted from returns. In the materials sector, chemical companies Axalta and Dupont both struggled. Construction materials company CRH lagged, despite strong construction trends, as rising interest rates tempered investor sentiment. In consumer staples, US Foods detracted from relative performance, as food cost inflation and labor costs eroded the company’s margins. From a sector perspective, Boston Partners’ overweight allocation to information technology and its underweight allocation to utilities and consumer staples detracted from its relative performance.

Within the Barrow Hanley segment of the Fund, component holdings in the health care sector added to Barrow Hanley’s relative performance. Also contributing to their results was strong stock selection within, and underweight allocations to, the technology and financial sectors. Conversely, stock selection within the consumer staples, materials, and energy sectors detracted from the Fund component’s performance.

Subadviser outlook

Boston Partners plan to continue to maintain a focus on finding investments that not only have attractive valuation characteristics and solid business fundamentals, but also improving business momentum and catalysts to help drive stock prices higher. Boston Partners’ view is that the global economy has the potential to experience a steady cyclical recovery over the next few years. In their opinion, the starting point was exceptional at fiscal year-end 2022, since valuation spreads were at such extreme levels. They remain cautiously optimistic about the coming 12-month period and beyond.

Barrow Hanley notes that, while uncertainty surrounding the markets remains elevated, Barrow Hanley believes that the primary conditions needed for a sustained, impactful value run remain the same: rising interest rates, higher inflation, and reasonable economic growth. In Barrow Hanley’s view, although economic growth remains less certain, higher interest rates and inflation remains persistent as of the end of the fiscal year, when compared to the prior decade. While their opinion is that expectations are high for a recession in the coming year, there remain several areas of strength related to consumer and corporate spending that have the potential to mitigate some of the possible headwinds. Barrow Hanley remains focused on stock selection as the key determinant of its Fund component’s performance.

MassMutual Fundamental Value Fund – Portfolio Manager Report (Unaudited) (Continued)

MassMutual Fundamental Value Fund Largest Holdings (% of Net Assets) on 9/30/22
UnitedHealth Group, Inc.	2.6%
Johnson & Johnson	2.4%
CVS Health Corp.	2.4%
Cigna Corp.	2.4%
JP Morgan Chase & Co.	2.3%
Wells Fargo & Co.	2.3%
Berkshire Hathaway, Inc. Class B	2.0%
Merck & Co., Inc.	1.9%
ConocoPhillips	1.9%
Deere & Co.	1.9%
	22.1%

MassMutual Fundamental Value Fund Sector Table (% of Net Assets) on 9/30/22
Consumer, Non-cyclical	28.3%
Financial	19.1%
Industrial	11.9%
Energy	10.9%
Technology	8.1%
Basic Materials	5.2%
Communications	5.1%
Consumer, Cyclical	4.9%
Utilities	4.0%
Mutual Funds	0.7%
Total Long-Term Investments	98.2%
Short-Term Investments and Other Assets and Liabilities	1.8%
Net Assets	100.0%

MassMutual Fundamental Value Fund – Portfolio Manager Report (Unaudited) (Continued)

GROWTH OF $10,000 INVESTMENT - Class R5

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	5 Years	10 Years	Since Inception 04/01/2014
Class I	11/15/2010	-7.69%	5.37%	8.82%
Class R5	12/31/2001	-7.73%	5.27%	8.70%
Service Class	12/31/2001	-7.76%	5.17%	8.60%
Administrative Class	12/31/2001	-7.94%	5.06%	8.48%
Class R4	04/01/2014	-8.06%	4.89%		6.05%
Class A	12/31/2001	-8.13%	4.80%	8.21%
Class A (sales load deducted)*	12/31/2001	-13.18%	3.62%	7.60%
Class R3	12/31/2002	-8.26%	4.65%	8.03%
Russell 1000 Value Index		-11.36%	5.29%	9.17%	6.70%

* Class A (sales load deducted) returns include the 5.50% maximum sales charge.

MM S&P 500^® Index Fund – Portfolio Manager Report (Unaudited)

What is the investment approach of MM S&P 500^® Index Fund, and who is the Fund’s subadviser?

The Fund seeks to approximate as closely as practicable (before fees and expenses) the capitalization-weighted total rate of return of that portion of the U.S. market for publicly-traded common stocks composed of larger-capitalized companies. Under normal circumstances, the Fund invests at least 80% (and, typically, substantially all) of its net assets (plus the amount of any borrowings for investment purposes) in the equity securities of companies included within the S&P 500^® Index* (the “Index”), in weightings that approximate the relative composition of the securities contained in the Index, and in Index futures contracts. The Fund’s subadviser is Northern Trust Investments, Inc. (NTI).

* The “S&P 500 Index” is a product of S&P Dow Jones Indices LLC or its affiliates (“SPDJI”), and has been licensed for use by MassMutual. Standard & Poor’s^®, S&P^®, and S&P 500^® are registered trademarks of Standard & Poor’s Financial Services LLC (“S&P”); and Dow Jones^® is a registered trademark of Dow Jones Trademark Holdings LLC (“Dow Jones”). The Fund is not sponsored, endorsed, sold or promoted by SPDJI, Dow Jones, S&P, or their respective affiliates, and none of such parties make any representation regarding the advisability of investing in such product(s) nor do they have any liability for any errors, omissions, or interruptions of the S&P 500 Index.

How did the Fund perform during the 12 months ended September 30, 2022?

The Fund’s Service Class shares returned -15.84%, underperforming the -15.47% return of the Index, which measures the performance of 500 widely held stocks in the U.S. equity market.

For a discussion on the economic and market environment during the 12-month period ended September 30, 2022, please see the Economic and Market Overview, beginning on page 3.

Subadviser discussion of factors that contributed to the Fund’s performance

Generally, the Fund’s underperformance versus the Index was mainly attributable to the impact of fees and expenses necessary for the management and operation of the Fund. The Index is not subject to fees or expenses and it is not possible to invest directly in the Index.

For the fiscal year ended September 30, 2022, U.S. large-cap equities underperformed their mid-cap counterparts, but outperformed small-cap equities. Global equities finished 2021 strong, despite higher inflation and rising short-term interest rates. Companies were largely able to pass on cost pressures, profit margins were durable, and earnings marched higher. In the first quarter of 2022, global equities were dominated by headlines surrounding high inflation and geopolitical unrest, which led to declines across developed and emerging markets. Continued high inflation, compounded by Russia’s invasion of Ukraine, led to a pullback in investor risk appetite. Headwinds for global financial markets continued in the second quarter, with negative returns in most major asset classes outside of cash. Elevated inflationary pressures led to increased investor expectations for monetary policy tightening throughout the second quarter, which in turn heightened investor concerns on the economic growth outlook.

The third quarter of 2022 was another challenging one for financial markets. Negative returns in most asset classes outside of cash, the inflation trajectory, and central bank tightening were once again top considerations for investors amid a difficult backdrop – including the continuing Russia-Ukraine war, energy price concerns in Europe, and China growth worries. Despite seeing double-digit gains by mid-August, U.S. equity markets ended with a loss for the third quarter, as investor hopes of a dovish Federal Reserve (the “Fed”) pivot evaporated following hawkish Fed leader rhetoric and more durable core inflation. Interest rates increased sharply in August and September, including a late-September rise stemming from U.K. financial stability concerns. Overall, the central banks’ focus on lowering inflation led to both the Fed and the European Central Bank raising their interest rates in the quarter by 1.50% and 1.25%, respectively – leaving the Bank of Japan as the only developed market central bank with a negative interest rate policy at the end of the Fund’s fiscal year.

The top-performing sectors of the Index during the reporting period were energy and utilities, returning 45.70% and 5.55%, respectively. Communication services and consumer discretionary were the worst-performing sectors for this period, with returns of -39.07% and -20.89%, respectively.

MM S&P 500^® Index Fund – Portfolio Manager Report (Unaudited) (Continued)

The Fund generally uses equity futures to equitize/gain market exposure for relatively small amounts of cash in the Fund in an effort to minimize the uninvested cash balances and reduce the impact of any cash drag. Derivatives are securities that derive their value from the performance of one or more other investments and take the form of a contract between two or more parties. Derivatives can be used for hedging, speculation, or both.

Subadviser outlook

NTI notes that economic growth has slowed as of the end of the fiscal year, after a strong rebound from the pandemic’s disruptions. In Fund management’s view, companies may look to shift their supply chains to mitigate exposures to inflation and begin prioritizing stability and sustainability over pure cost-effectiveness and profit maximization. NTI believes that, while these shifts could have the potential to benefit company stakeholders, they could also create uncertainty among shareholders – ultimately contributing to continued volatility within the markets.

MM S&P 500^® Index Fund – Portfolio Manager Report (Unaudited) (Continued)

MM S&P 500 Index Fund Largest Holdings (% of Net Assets) on 9/30/22
Apple, Inc.	6.9%
Microsoft Corp.	5.8%
Amazon.com, Inc.	3.3%
Tesla, Inc.	2.3%
Alphabet, Inc. Class A	1.9%
Alphabet, Inc. Class C	1.7%
Berkshire Hathaway, Inc. Class B	1.6%
UnitedHealth Group, Inc.	1.6%
Johnson & Johnson	1.4%
Exxon Mobil Corp.	1.2%
	27.7%

MM S&P 500 Index Fund Sector Table (% of Net Assets) on 9/30/22
Technology	22.6%
Consumer, Non-cyclical	22.5%
Financial	14.9%
Communications	12.5%
Consumer, Cyclical	10.0%
Industrial	7.7%
Energy	4.8%
Utilities	3.2%
Basic Materials	2.0%
Total Long-Term Investments	100.2%
Short-Term Investments and Other Assets and Liabilities	(0.2)%
Net Assets	100.0%

MM S&P 500^® Index Fund – Portfolio Manager Report (Unaudited) (Continued)

GROWTH OF $10,000 INVESTMENT - Service Class

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	5 Years	10 Years	Since Inception 04/01/2014
Class I	12/07/2011	-15.56%	9.14%	11.59%
Class R5	05/01/2001	-15.68%	9.01%	11.47%
Service Class	03/01/1998	-15.84%	8.85%	11.29%
Administrative Class	03/01/1998	-15.88%	8.74%	11.20%
Class R4	03/01/1998	-16.01%	8.58%	11.02%
Class A	04/01/2014	-16.06%	8.47%		9.25%
Class A (sales load deducted)*	04/01/2014	-20.68%	7.25%		8.53%
Class R3	12/31/2002	-16.25%	8.31%	10.74%
S&P 500 Index		-15.47%	9.24%	11.70%	10.02%

* Class A (sales load deducted) returns include the 5.50% maximum sales charge.

MassMutual Equity Opportunities Fund – Portfolio Manager Report (Unaudited)

What is the investment approach of MassMutual Equity Opportunities Fund, and who are the Fund’s subadvisers?

The Fund seeks growth of capital over the long-term by investing primarily in equity securities of U.S. companies that the Fund’s subadvisers believe are financially sound, valued conservatively by the market, and have improving prospects. Under normal circumstances, the Fund invests at least 80% of its net assets (plus the amount of any borrowings for investment purposes) in equity securities. The Fund’s subadvisers are T. Rowe Price Associates, Inc. (T. Rowe Price), which was responsible for approximately 27% of the Fund’s portfolio; and Wellington Management Company LLP (Wellington Management), which managed approximately 73% of the Fund’s portfolio, as of September 30, 2022.

How did the Fund perform during the 12 months ended September 30, 2022?

The Fund’s Class R5 shares returned -7.05%, significantly outperforming the -17.22% return of the Russell 1000^® Index (the “benchmark”), which measures the performance of the large-cap segment of U.S. equity securities. It is a subset of the Russell 3000^® Index and includes approximately 1000 of the largest securities based on a combination of their market cap and current index membership.

For a discussion on the economic and market environment during the 12-month period ended September 30, 2022, please see the Economic and Market Overview, beginning on page 3.

Subadviser discussion of factors that contributed to the Fund’s performance

Within the Wellington Management component of the Fund, strong stock selection drove outperformance, particularly within the industrial, financial, and information technology sectors. This was partially offset by stock selection within the materials and health care sectors. Sector allocation, a result of Wellington Management’s bottom-up stock selection process, also contributed to its strong relative performance. The Fund component’s lack of exposure to communication services, an overweight allocation to consumer staples, and an underweight to information technology contributed the most. This was partially offset by a lack of exposure to the energy and utilities sectors. From a Fund component holdings standpoint, top relative contributors included aerospace and defense technology company Northrop Grumman (industrials sector) and UnitedHealth Group (health care sector), a health care and insurance company. In the first three quarters of 2022, shares of Northrop Grumman rose on strength in the industry as the conflict in Ukraine has led to increased military spending. Shares of UnitedHealth Group rose throughout the fiscal year following the company’s announcement of third-calendar quarter results, 2021 guidance, and initial commentary around 2022 guidance – all of which came in slightly ahead of consensus. On the downside, Fund component holdings that were among the top relative detractors included athletic apparel company Nike (consumer discretionary sector) and not holding technology giant Apple (information technology sector). Shares of Nike fell during the period, as China lockdowns continued to weigh on sales. Shares of benchmark constituent Apple were down slightly over the period. However, the company reported strong earnings for the second and third fiscal quarters, beating consensus estimates, as iPhone sales set all-time revenue records.

For the T. Rowe Price segment of the Fund, both sector allocation and security selection drove the Fund component’s outperformance. The financial sector was the top contributor for the period. There, Fund component holding Chubb continued to benefit from the rising property and casualty (P&C) pricing cycle. Over the one-year period, Chubb delivered earnings that exceeded consensus estimates, driven by higher underwriting premiums amid the longest P&C upcycle in history. Another Fund component holding, Qualcomm, and an underweight allocation to the information technology sector also contributed to relative performance. Shares of Qualcomm outperformed the information technology benchmark over the one-year period. Late in 2021, the company’s shares advanced, as management raised guidance. Within the utilities sector, Fund component holding Sempra Energy, along with an overweight allocation to the sector, further aided relative results. On the other hand, adverse security selection in the energy sector detracted from relative returns. Shares of TotalEnergies (a French multinational integrated energy and petroleum company) hampered relative performance over the period, as shares lagged the broader energy sector. During the first quarter of 2022, as Russia invaded Ukraine, shares of TotalEnergies were pressured as the company’s Russian assets and investments were quickly written down by the market. Finally, detrimental stock choices in the industrial and business services sector also weighed on T. Rowe Price’s relative results for the fiscal year.

MassMutual Equity Opportunities Fund – Portfolio Manager Report (Unaudited) (Continued)

Subadviser outlook

Wellington Management believes strongly in the power of economics and markets. In their view, their current investment posture is well suited for today’s challenging environment. At the end of the reporting period, the Wellington Management Fund component held its largest overweight allocations to the consumer staples and health care sectors, and its most significantly underweight allocation to the information technology sector.

T. Rowe Price believes that many economic signals that have been accurate recession warnings in the past were, at the close of the fiscal year, indicating a likely recession. Among them: global manufacturing activity fell fast; stock market returns tumbled; and the inverted Treasury yield curve was showing that long-term growth and inflation expectations were waning as the Federal Reserve raised short-term interest rates. (The yield curve is a graph showing the term structure of interest rates by plotting the yields of all bonds of comparable quality with maturities ranging from the shortest – typically one month – to the longest – typically 30 years – available. The resulting curve shows whether short-term interest rates are higher or lower than long-term rates.) In Fund management’s view, however, if a recession is coming, it could be an unusual one. Over the last few months, the economy has created about two to three times the number of jobs as compared with the pre-pandemic average. As of the end of the fiscal year, economists were struggling with historical comparisons because the United States has never had such an extraordinary level of job openings with unemployment this low (3.7% in August 2022) – in T. Rowe Price’s opinion, this is an example of a pandemic-related distortion. Fund management believes, on the other hand, that several other pre-recession signals were, at fiscal year-end, mitigating the likelihood of a recession: U.S. manufacturing activity (as measured by the Purchasing Managers’ Index), earnings surprises, nominal consumption growth, and leverage, while trending negative, were not near historical pre-recession levels.

MassMutual Equity Opportunities Fund – Portfolio Manager Report (Unaudited) (Continued)

MassMutual Equity Opportunities Fund Largest Holdings (% of Net Assets) on 9/30/22
The TJX Cos., Inc.	4.5%
UnitedHealth Group, Inc.	4.0%
Chubb Ltd.	3.9%
Danaher Corp.	3.5%
PepsiCo, Inc.	3.4%
Honeywell International, Inc.	3.3%
Marsh & McLennan Cos., Inc.	3.3%
Visa, Inc. Class A	3.2%
NIKE, Inc. Class B	3.2%
Colgate-Palmolive Co.	3.2%
	35.5%

MassMutual Equity Opportunities Fund Sector Table (% of Net Assets) on 9/30/22
Consumer, Non-cyclical	34.2%
Financial	19.9%
Industrial	12.4%
Consumer, Cyclical	11.6%
Basic Materials	7.5%
Technology	6.6%
Utilities	2.5%
Energy	2.4%
Communications	1.3%
Total Long-Term Investments	98.4%
Short-Term Investments and Other Assets and Liabilities	1.6%
Net Assets	100.0%

MassMutual Equity Opportunities Fund – Portfolio Manager Report (Unaudited) (Continued)

GROWTH OF $10,000 INVESTMENT - Class R5

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	5 Years	10 Years	Since Inception 04/01/2014
Class I	11/15/2010	-6.98%	9.12%	12.02%
Class R5	05/01/2000	-7.05%	9.01%	11.90%
Service Class	05/01/2000	-7.18%	8.90%	11.79%
Administrative Class	05/01/2000	-7.30%	8.77%	11.67%
Class R4	04/01/2014	-7.41%	8.61%		8.99%
Class A	05/01/2000	-7.52%	8.51%	11.38%
Class A (sales load deducted)*	05/01/2000	-12.61%	7.29%	10.76%
Class R3	12/31/2002	-7.66%	8.34%	11.19%
Russell 1000 Index		-17.22%	9.00%	11.60%	9.74%

* Class A (sales load deducted) returns include the 5.50% maximum sales charge.

MassMutual Fundamental Growth Fund – Portfolio Manager Report (Unaudited)

What is the investment approach of MassMutual Fundamental Growth Fund, and who are the Fund’s subadvisers?

The Fund seeks long-term growth of capital by investing primarily in domestic equity securities that the Fund’s subadvisers believe offer the potential for long-term growth. While the Fund may invest in issuers of any size, the Fund currently focuses on securities of mid-capitalization companies. The Fund’s subadvisers are Westfield Capital Management Company, L.P. (Westfield), which was responsible for approximately 48% of the Fund’s portfolio; and Wellington Management Company LLP (Wellington Management), which managed approximately 52% of the Fund’s portfolio, as of September 30, 2022.

How did the Fund perform during the 12 months ended September 30, 2022?

The Fund’s Class R5 shares returned -31.94%, underperforming the -29.50% return of the Russell Midcap^® Growth Index (the “benchmark”), which measures the performance of the mid-cap growth segment of the U.S. equity universe. It includes Russell Midcap Index companies with higher price-to-book ratios and higher forecasted growth values. It is market-capitalization weighted.

For a discussion on the economic and market environment during the 12-month period ended September 30, 2022, please see the Economic and Market Overview, beginning on page 3.

Subadviser discussion of factors that contributed to the Fund’s performance

In the Wellington Management component of the Fund, security selection was the most notable driver of relative performance for the fiscal year ended September 30, 2022. Weak security selection within the information technology, consumer staples, and industrial sectors detracted from relative returns, while favorable stock choices within communication services and consumer discretionary partially offset the relative weakness. Sector allocation, a residual of Wellington Management’s bottom-up stock selection process, also weighed on performance, driven by an overweight allocation to communication services and an underweight allocation to energy. With respect to specific Fund component holdings, top detractors from relative returns included Align Technology (health care sector) and Match Group (communication services sector). Align Technology, a medical device company focused on dentistry and orthodontics, experienced a share price decline after management released results citing both revenue and adjusted earnings had missed estimates for the first quarter of 2022. Invisalign case shipments were lower than expected, partially due to the impact of COVID-19 on dental visits worldwide. Shares of Match Group, a provider of online dating services and applications, struggled during this period as its core property, Tinder, saw a slowdown in engagement and user growth. Turning to the positive, Fund component holdings that were top contributors to relative performance during the period included Gartner (information technology sector) and Wingstop, Inc. (consumer discretionary sector). The share price of Gartner, an IT research and advisory services company, increased after the company reported stronger-than-expected second-fiscal quarter earnings. Wingstop is a multinational restaurant chain specializing in chicken wings. Its shares fared better than the benchmark during the period, as the company strongly rebounded in July after management released better-than-expected same-store sales results against a challenging macro backdrop.

Within the Westfield component of the Fund, Fund component holdings in the information technology sector proved to be the top detractors from relative results over the period. While some of Westfield’s best-performing holdings were in this sector, the underperformance was primarily driven by Westfield’s software, payments, and IT services holdings. Lightspeed Commerce, a cloud-based point-of-sale software vendor for retailers and restaurants, was the largest source of relative weakness within the Fund component’s holdings in the information technology sector. Fund component holdings in the health care sector also detracted from relative performance over the period, as Westfield’s biotechnology and health care equipment & services holdings drove the majority of the underperformance. Commercial oncology company Seagen, Inc. was the largest detractor from relative results during the period. Turning to the positive, consumer discretionary was a strong relative performer during the fiscal year. With respect to Fund component holdings, Ulta Beauty, Inc., a beauty products retailer, was the top contributing name over the period, as the company benefited from strong execution and recovering demand for beauty products as consumer behaviors normalized, with people returning to work, dining out, and traveling. Fund component holdings in the financial sector also contributed to relative performance. Specifically, LPL Financial Holdings, a provider of integrated brokerage and investment advisory services, was the top contributing Fund component holding within the group over the period. Communication services also contributed to performance. The outperformance was driven by strong stock selection within entertainment and media: global entertainment producer Live Nation Entertainment, Inc. was the top contributing name within the sector. The company experienced strong demand, as customers demonstrated an increased willingness to see live shows following the pandemic.

MassMutual Fundamental Growth Fund – Portfolio Manager Report (Unaudited) (Continued)

Subadviser outlook

Looking ahead, Wellington Management expects an increasingly challenging macro backdrop over the near term, given the Federal Reserve’s (the “Fed”) resolve to tame inflation at a cost of lower growth. However, in Wellington Management’s observation, the resilience of the labor market and early signs of supply chain bottlenecks easing as of the end of the Fund’s fiscal year give Fund management confidence in the growth outlook beyond the immediate future. Within Wellington Management’s opportunity set, Fund management expects to continue to steer away from expensive benchmark constituents based on its valuation discipline and instead, to lean into secular growers with high returns on invested capital trading at reasonable prices. Fund management also expects to be increasingly focused on identifying higher-quality businesses that could be more resilient during a down cycle, while having the potential to outperform if the environment stabilizes and turns more favorable.

At the end of the period, the Westfield component’s portfolio was most overweight the communication services, health care, and financial sectors, and most underweight the industrials, materials, and energy sectors. Looking ahead, Westfield believes that the likelihood of a U.S. recession seems to be all but inevitable; in Westfield’s view, the pivotal question is whether the Fed will pause or pivot their hawkish stance – in light of slowing economic activity, moderating inflation, and global market instability. At fiscal year-end, in Westfield’s observation, consumer prices for some things (like gasoline) had moderated; however, Westfield believes consumer prices for other things (like shelter) will likely remain high for some time. Westfield expects a more gradual decline in inflation than many other observers in the market are currently forecasting. Turning to the earnings outlook, as of the Fund’s fiscal year end, Westfield believes that the environment remains challenging, with market estimates still likely too high among forecasters. Slowing spending and job growth, combined with growing margin pressures and building inventories, is, in Westfield’s view, a recipe for an economic slowdown. In Westfield’s opinion, when these factors are combined with rising funding costs due to interest rates, it is difficult to envision an outcome that does not propel the economy into a recession.

MassMutual Fundamental Growth Fund – Portfolio Manager Report (Unaudited) (Continued)

MassMutual Fundamental Growth Fund Largest Holdings (% of Net Assets) on 9/30/22
ICON PLC	4.4%
Gartner, Inc.	3.7%
Hilton Worldwide Holdings, Inc.	3.3%
Ceridian HCM Holding, Inc.	3.3%
ZoomInfo Technologies, Inc.	2.9%
Lululemon Athletica, Inc.	2.8%
Agilent Technologies, Inc.	2.8%
CDW Corp.	2.6%
Palo Alto Networks, Inc.	2.4%
Wingstop, Inc.	2.3%
	30.5%

MassMutual Fundamental Growth Fund Sector Table (% of Net Assets) on 9/30/22
Consumer, Non-cyclical	25.8%
Technology	22.0%
Consumer, Cyclical	16.5%
Industrial	12.3%
Communications	10.2%
Financial	9.4%
Energy	2.1%
Basic Materials	0.6%
Mutual Funds	0.4%
Total Long-Term Investments	99.3%
Short-Term Investments and Other Assets and Liabilities	0.7%
Net Assets	100.0%

MassMutual Fundamental Growth Fund – Portfolio Manager Report (Unaudited) (Continued)

GROWTH OF $10,000 INVESTMENT - Class R5

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	5 Years	10 Years	Since Inception 04/01/2014
Class I	04/01/2014	-31.76%	7.08%		8.91%
Class R5	05/01/2000	-31.94%	6.95%	10.25%
Service Class	05/01/2000	-31.97%	6.86%	10.15%
Administrative Class	05/01/2000	-32.21%	6.77%	10.03%
Class R4	04/01/2014	-32.23%	6.60%		8.42%
Class A	05/01/2000	-32.20%	6.50%	9.75%
Class A (sales load deducted)*	05/01/2000	-35.93%	5.31%	9.13%
Class R3	12/31/2002	-32.59%	6.29%	9.55%
Russell Midcap Growth Index		-29.50%	7.62%	10.85%	8.43%

* Class A (sales load deducted) returns include the 5.50% maximum sales charge.

MassMutual Blue Chip Growth Fund – Portfolio Manager Report (Unaudited)

What is the investment approach of MassMutual Blue Chip Growth Fund, and who are the Fund’s subadvisers?

The Fund seeks growth of capital over the long term by investing, under normal circumstances, at least 80% of its net assets (plus the amount of any borrowings for investment purposes) in the common stocks of large- and medium-sized blue chip growth companies. The Fund’s subadvisers currently define blue chip growth companies to mean firms that, in their view, are well-established in their industries and have the potential for above-average earnings growth. The Fund’s subadvisers are T. Rowe Price Associates, Inc. (T. Rowe Price), which was responsible for approximately 53% of the Fund’s portfolio; and Loomis, Sayles & Company, L.P. (Loomis Sayles), which managed approximately 47% of the Fund’s portfolio, as of September 30, 2022.

How did the Fund perform during the 12 months ended September 30, 2022?

The Fund’s Class R5 shares returned -32.04%, significantly underperforming the -22.59% return of the Russell 1000^® Growth Index (the “benchmark”), which measures the performance of the large-cap growth segment of U.S. equity securities. It includes the Russell 1000 Index companies with higher price-to-book ratios and higher forecasted growth values. It is market-capitalization weighted. The Fund also significantly underperformed the -15.47% return of the S&P 500^® Index, which measures the performance of 500 widely held stocks in the U.S. equity market.

For a discussion on the economic and market environment during the 12-month period ended September 30, 2022, please see the Economic and Market Overview, beginning on page 3.

Subadviser discussion of factors that contributed to the Fund’s performance

For the T. Rowe Price component of the Fund, less-than-favorable security selection and sector allocation drove the Fund component’s relative underperformance. Fund component holdings in the communication services, information technology, and consumer discretionary sectors detracted the most, while holdings in the health care and financial sectors contributed the most to relative returns. With respect to specific Fund component holdings, within the information technology sector, shares of technology giant Apple declined slightly, although outperforming the sector. The Fund component’s underweight allocation to the information technology sector also detracted from relative returns. In the consumer discretionary sector, online used car retailer Carvana traded lower amid a challenging backdrop that included supply constraints and affordability concerns for consumers. Turning to the positive, Fund component holding UnitedHealth Group in the health care sector held up relatively well due to better-than-expected cost trends as utilization returned to normal and contributed to Fund performance.

Within the Loomis Sayles component of the Fund, stock selection in the information technology, industrial, consumer discretionary, and consumer staples sectors – along with the Fund component’s allocations to the communication services, consumer staples, and information technology sectors – detracted from relative performance. Fund component holdings, Meta Platforms and Boeing were the greatest detractors from performance. Meta Platforms operates online social networking platforms, including Facebook, Messenger, WhatsApp, and Instagram, which allow people to connect, share, and interact with friends and communities. The company’s shares declined substantially following its fourth-quarter financial report in early February. Operating expenses were greater than expectations and the company issued guidance for the first quarter of 2022 that was well below expectations. Founded in 1916, Boeing is a global leader in the commercial and defense aerospace industries. Along with Airbus, Boeing is part of a global duopoly that generally accounts for almost all commercial planes sold with more than 125 seats – typically the largest market segment. Boeing’s financial results during the period were mixed and largely below expectations. On the positive side, stock selection in the health care, communication services, and financial sectors, along with the Fund component’s allocations to the health care, industrial, consumer discretionary, and energy sectors, contributed positively to relative performance. With respect to Fund component holdings, Vertex Pharmaceuticals and Schlumberger were the top contributors to performance. Vertex Pharmaceuticals is a leader in creating therapies for patients suffering from cystic fibrosis (CF). Vertex reported financial results during the period that reflected the continued penetration of TRIKAFTA^®, its latest and most efficacious CF therapy. Although Fund management exited its position in Schlumberger in March 2022, since 2020, the company was among the Fund component’s highest-returning securities. Schlumberger is a leading global supplier of technology, equipment, integrated project management, and information solutions to the global oil and gas exploration and production industry.

MassMutual Blue Chip Growth Fund – Portfolio Manager Report (Unaudited) (Continued)

Subadviser outlook

T. Rowe Price believes that many economic signals that have been accurate recession warnings in the past were, at the close of the fiscal year, indicating a likely recession. Among them: global manufacturing activity fell fast; stock market returns tumbled; and the inverted Treasury yield curve was showing that long-term growth and inflation expectations were waning as the Federal Reserve raised short-term interest rates. (The yield curve is a graph showing the term structure of interest rates by plotting the yields of all bonds of comparable quality with maturities ranging from the shortest – typically one month – to the longest – typically 30 years – available. The resulting curve shows whether short-term interest rates are higher or lower than long-term rates.) In Fund management’s view, however, if a recession is coming, it could be an unusual one. Over the last few months, the economy has created about two to three times the number of jobs as compared with the pre-pandemic average. As of the end of the fiscal year, economists were struggling with historical comparisons because the United States had never had such an extraordinary level of job openings with unemployment this low (3.7% in August 2022) – in T. Rowe Price’s opinion, this is an example of a pandemic-related distortion. Fund management believes, on the other hand, that several other pre-recession signals were, at fiscal year-end, mitigating the likelihood of a recession: U.S. manufacturing activity (as measured by the Purchasing Managers’ Index), earnings surprises, nominal consumption growth, and leverage, while trending negative, were not near historical pre-recession levels.

The Loomis Sayles investment process is generally characterized by bottom-up, fundamental research and a long-term investment time horizon. The nature of the process typically leads to a lower turnover portfolio, where sector positioning is the result of stock selection. At the end of the fiscal year, the Loomis Sayles Fund component held overweight allocations to the communication services, health care, industrial, and financial sectors – and underweight allocations to the information technology, consumer staples, and consumer discretionary sectors. As of September 30, 2022, Loomis Sayles held no positions in the real estate, energy, materials, or utilities sectors.

MassMutual Blue Chip Growth Fund – Portfolio Manager Report (Unaudited) (Continued)

MassMutual Blue Chip Growth Fund Largest Holdings (% of Net Assets) on 9/30/22
Amazon.com, Inc.	8.8%
Microsoft Corp.	7.5%
Alphabet, Inc. Class C	6.6%
Visa, Inc. Class A	4.6%
Tesla, Inc.	4.6%
Apple, Inc.	4.3%
Meta Platforms, Inc. Class A	3.5%
NVIDIA Corp.	3.2%
Alphabet, Inc. Class A	2.7%
UnitedHealth Group, Inc.	2.6%
	48.4%

MassMutual Blue Chip Growth Fund Sector Table (% of Net Assets) on 9/30/22
Communications	29.0%
Technology	28.5%
Consumer, Non-cyclical	19.9%
Consumer, Cyclical	9.5%
Financial	8.1%
Industrial	4.1%
Basic Materials	0.5%
Mutual Funds	0.2%
Total Long-Term Investments	99.8%
Short-Term Investments and Other Assets and Liabilities	0.2%
Net Assets	100.0%

MassMutual Blue Chip Growth Fund – Portfolio Manager Report (Unaudited) (Continued)

GROWTH OF $10,000 INVESTMENT - Class R5

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	5 Years	10 Years	Since Inception 04/01/2014
Class I	04/01/2014	-31.96%	7.44%		10.15%
Class R5	06/01/2001	-32.04%	7.32%	12.08%
Service Class	06/01/2001	-32.12%	7.21%	11.98%
Administrative Class	06/01/2001	-32.16%	7.12%	11.86%
Class R4	04/01/2014	-32.26%	6.96%		9.66%
Class A	06/01/2001	-32.34%	6.84%	11.58%
Class A (sales load deducted)*	06/01/2001	-36.06%	5.64%	10.95%
Class R3	12/31/2002	-32.41%	6.69%	11.40%
Russell 1000 Growth Index#		-22.59%	12.17%	13.70%	12.45%
S&P 500 Index		-15.47%	9.24%	11.70%	10.02%

* Class A (sales load deducted) returns include the 5.50% maximum sales charge.

# Benchmark

MassMutual Growth Opportunities Fund – Portfolio Manager Report (Unaudited)

What is the investment approach of MassMutual Growth Opportunities Fund, and who are the Fund’s subadvisers?

The Fund seeks long-term capital appreciation by investing primarily in equity securities of U.S. companies that the Fund’s subadvisers believe offer the potential for long-term growth. Under normal market conditions, the Fund invests at least 80% of its net assets (plus the amount of any borrowings for investment purposes) in equity securities. The Fund’s subadvisers are Sands Capital Management, LLC (Sands Capital), which managed approximately 50% of the Fund’s portfolio; and Jackson Square Partners, LLC (Jackson Square), which was responsible for approximately 50% of the Fund’s portfolio, as of September 30, 2022.

How did the Fund perform during the 12 months ended September 30, 2022?

The Fund’s Class R5 shares returned -47.21%, significantly underperforming the -22.59% return of the Russell 1000^® Growth Index (the “benchmark”), which measures the performance of the large-cap growth segment of U.S. equity securities. It includes the Russell 1000 Index companies with higher price-to-book ratios and higher forecasted growth values. It is market-capitalization weighted.

For a discussion on the economic and market environment during the 12-month period ended September 30, 2022, please see the Economic and Market Overview, beginning on page 3.

Subadviser discussion of factors that contributed to the Fund’s performance

For the fiscal year ended September 30, 2022, the Sands Capital component of the Fund primarily suffered from less-than-favorable security selection. Fund component holdings that were the largest individual detractors from performance, relative to the benchmark, were Sea, a Southeast Asia internet-based provider of ecommerce and digital financial services; Block, a digital financial services pioneer; Match Group, a leader in online dating applications; Shopify, a leading global ecommerce platform enabling the next generation of retail; and Twilio, a leading software-enabled communications platform. On the other hand, the Fund component holdings that drove Sands Capital’s performance during the fiscal year included Sarepta Therapeutics, a developer of therapies for rare neuromuscular diseases; CoStar Group, a provider of data, analytics, and online marketplaces to the U.S. commercial real estate industry; Zillow, a leading digital-services provider for the real estate industry; Datadog, a provider of key monitoring and observability capabilities to support modern cloud infrastructure; and Zoetis, a global leader in the development, manufacturing, and commercialization of animal-health medicines for livestock and companion animals.

Within the Jackson Square component of the Fund, disruptors such as Fund component holding Twilio Inc., a cloud communications platform, were a source of underperformance during the period. These names faced macro headwinds from rising interest rates. Additionally, disruptors experienced a growth rotation during the fiscal year that saw the subset generally trade in a highly correlated fashion, regardless of underlying fundamentals and despite these stocks having different business models, end markets, and growth drivers. Fund component holdings in the health care sector also detracted from performance. Within that market segment, Fund component holdings such as 10X Genomics, a provider of instruments and consumables for genomic sequencing of single cells, and Align Technology, a global leader in clear teeth aligners for treating malocclusion, detracted from performance. More defensive holdings such as Waste Management Inc., a provider of waste management and recycling services, and Canadian Pacific Railway Limited, a Class 1 railway spanning from Canada to Mexico, benefited from the market rotation during the period and contributed to performance.

Subadviser outlook

In Sands Capital’s view, the past 12 months represent the most challenging period of relative performance in its Fund component’s history. Nevertheless, in their view, as of the end of the fiscal year, the poor sentiment in equity markets conflicted with recent earnings results and the favorable long-term outlook of the Fund component’s holdings. Sands Capital believes that this potentially presents an opportunity. They believe that an increasingly challenging macroeconomic environment could enable their Fund component holdings to improve their competitive positions.

Jackson Square expects inflation and interest rates to continue to drive market volatility. Jackson Square expects to pay particular attention to certain market characteristics, including 1) compressing consumer spending, particularly on the lower end of the income spectrum, with a continuation of the trend shifting from goods to services; 2) slowing business investment; and 3) softening labor markets. They believe company fundamentals, quality, and resiliency will become increasingly important moving forward.

MassMutual Growth Opportunities Fund – Portfolio Manager Report (Unaudited) (Continued)

MassMutual Growth Opportunities Fund Largest Holdings (% of Net Assets) on 9/30/22
Amazon.com, Inc.	8.9%
Visa, Inc. Class A	7.3%
Microsoft Corp.	5.9%
ServiceNow, Inc.	5.6%
Uber Technologies, Inc.	4.0%
Edwards Lifesciences Corp.	3.8%
Mastercard, Inc. Class A	3.4%
Snowflake, Inc. Class A	3.2%
DexCom, Inc.	3.1%
Atlassian Corp. PLC Class A	2.7%
	47.9%

MassMutual Growth Opportunities Fund Sector Table (% of Net Assets) on 9/30/22
Technology	30.9%
Communications	26.0%
Consumer, Non-cyclical	19.6%
Financial	11.9%
Industrial	5.8%
Consumer, Cyclical	3.9%
Mutual Funds	2.9%
Total Long-Term Investments	101.0%
Short-Term Investments and Other Assets and Liabilities	(1.0)%
Net Assets	100.0%

MassMutual Growth Opportunities Fund – Portfolio Manager Report (Unaudited) (Continued)

GROWTH OF $10,000 INVESTMENT - Class R5

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	5 Years	10 Years	Since Inception 12/07/2011	Since Inception 04/01/2014
Class I	12/07/2011	-47.25%	4.80%		10.24%
Class R5	05/01/2000	-47.21%	4.74%	8.98%
Service Class	05/01/2000	-47.38%	4.60%	8.86%
Administrative Class	05/01/2000	-47.40%	4.50%	8.74%
Class R4	04/01/2014	-47.38%	4.36%			6.22%
Class A	05/01/2000	-47.50%	4.25%	8.48%
Class A (sales load deducted)*	05/01/2000	-50.38%	3.07%	7.87%
Class R3	12/31/2002	-47.66%	4.10%	8.29%
Russell 1000 Growth Index		-22.59%	12.17%	13.70%	14.13%	12.45%

* Class A (sales load deducted) returns include the 5.50% maximum sales charge.

MassMutual Mid Cap Value Fund – Portfolio Manager Report (Unaudited)

What is the investment approach of MassMutual Mid Cap Value Fund, and who are the Fund’s subadvisers?

The Fund seeks growth of capital over the long-term by investing primarily in equity securities of mid-capitalization companies that the Fund’s subadvisers believe are undervalued. Under normal circumstances, the Fund invests at least 80% of its net assets (plus the amount of any borrowings for investment purposes) in the stocks of mid-cap companies. The Fund’s subadvisers are American Century Investment Management, Inc. (American Century), which managed approximately 35% of the Fund’s portfolio; PanAgora Asset Management, Inc. (PanAgora), which oversaw approximately 30% of the Fund’s portfolio; and Thompson, Siegel & Walmsley LLC (TSW), which was responsible for approximately 35% of the Fund’s portfolio, as of September 30, 2022.

How did the Fund perform during the 12 months ended September 30, 2022?

The Fund’s Class R5 shares returned -9.51%, outperforming the -13.56% return of the Russell Midcap^® Value Index (the “benchmark”), which measures the performance of the mid-cap value segment of the U.S. equity universe. It includes Russell Midcap Index companies with lower price-to-book ratios and lower forecasted growth values. It is market-capitalization weighted.

For a discussion on the economic and market environment during the 12-month period ended September 30, 2022, please see the Economic and Market Overview, beginning on page 3.

Subadviser discussion of factors that contributed to the Fund’s performance

For the fiscal year ended September 30, 2022, within the American Century component of the Fund, security selection in the consumer discretionary sector (and the multiline retail industry in particular) supported the Fund component’s performance, relative to the benchmark. Within that sector, discount retailer Dollar Tree was a top performer. Security selection in the financial sector also boosted relative results: Reinsurance Group of America and The Allstate Corp. were two Fund component holdings that contributed to returns. Conversely, security selection in the materials sector weighed on performance. In addition, not holding select benchmark names in the chemicals industry detracted from the Fund component’s relative performance. American Century generally buys foreign exchange forward hedge contracts to offset the inherent currency risks of holding foreign securities. Exposure to derivatives did add somewhat to performance during the fiscal year due to currency volatility. Derivatives are securities that derive their value from the performance of one or more other investments and take the form of a contract between two or more parties. Derivatives can be used for hedging, speculation, or both.

Within the TSW segment of the Fund, the primary drivers of performance were Fund component holdings within the consumer discretionary, financial, and energy sectors. Within consumer discretionary, Dollar Tree, Inc., an operator of discount value stores, and LKQ Corp., a leading distributor of automotive aftermarket parts, were top contributors. In the financial sector, an overweight allocation to the insurance sector, relative to the benchmark, along with positive stock selection across the industry contributed to returns. Alleghany Corp., a primary insurer and reinsurer, was the Fund component’s top performing holding for the fiscal year. Arch Capital Group, a provider of property and casualty insurance and reinsurance, also contributed to the Fund’s performance. Within the energy sector, an overweight allocation and favorable stock selection contributed to relative returns. Fund component holdings within the telecommunications and basic materials sectors detracted from relative performance. In telecommunications, Liberty Broadband Corp. and Dish Network Corp. were the primary detractors. Within basic materials, an underweight allocation and Fund component holding Cleveland-Cliffs were the primary detractors.

For the Fund’s PanAgora component, strong stock selection within the health care sector was the primary driver of performance for the period. The top contributor was an overweight position in the strong-performing McKesson Corp., an American company that is a distributor of pharmaceuticals and a provider of health information technology, medical supplies, and care management tools. The company’s share price advanced over 64% during the fiscal year. Materials was the second top sector contributor for the period. There, PanAgora’s overweight position in CF Industries Holdings Inc., a North American manufacturer and distributor of agricultural fertilizers, benefited the Fund component, as that holding advanced 57% for the period. The top detractor for the period was the consumer discretionary sector, where stocks generally suffered due to supply chain issues. The largest hindrance within the sector was PanAgora’s overweight position in Garmin Ltd., which provides navigation, communications, and information devices. Its share price declined over 46% during the reporting period.

MassMutual Mid Cap Value Fund – Portfolio Manager Report (Unaudited) (Continued)

Subadviser outlook

American Century plans to remain disciplined in these uncertain times. They expect market volatility to linger as investors navigate a complex environment of high inflation, rising interest rates, and economic uncertainty. In addition, in American Century’s view, the ongoing Russia-Ukraine conflict has complicated an already-tense geopolitical backdrop. American Century plans to continue monitoring the evolving situation and to take advantage of favorable valuations that may arise in the face of continued volatility.

In TSW’s view, sentiment in the market continues to be bearish, driven primarily by ongoing recessionary concerns. TSW believes that factors contributing to pessimistic market outlook include the ongoing war between Russia and Ukraine, continued growth headwinds in China and other parts of the world, overall inflationary pressures, and more stressed financial markets. Nevertheless, TSW believes that mixed signals potentially point to improvements in specific aspects of the global supply chain – and even signs of inflationary pressures potentially easing for specific goods and services. In TSW’s observation as of the end of the fiscal quarter, the focus continued to be on central banks and their ability to dampen inflation without causing a hard landing. TSW ultimately expects overall uncertainty and volatility to remain elevated.

For PanAgora, their focus on company fundamentals plays a critical role during periods of market turbulence. They believe that their preference for companies that are profitable, well managed, and competitive in their industry will allow their Fund component to have the potential to prevail in periods of extreme market stress. In their ongoing search for investment opportunities, they research new data sources in an effort to find those that are undiscovered by competitors.

MassMutual Mid Cap Value Fund – Portfolio Manager Report (Unaudited) (Continued)

MassMutual Mid Cap Value Fund Largest Holdings (% of Net Assets) on 9/30/22
Northern Trust Corp.	1.4%
The Allstate Corp.	1.4%
AmerisourceBergen Corp.	1.3%
Zimmer Biomet Holdings, Inc.	1.3%
Quest Diagnostics, Inc.	1.2%
Laboratory Corp. of America Holdings	1.2%
Huntington Ingalls Industries, Inc.	1.2%
Alleghany Corp.	1.2%
Dollar Tree, Inc.	1.2%
Henry Schein, Inc.	1.1%
	12.5%

MassMutual Mid Cap Value Fund Sector Table (% of Net Assets) on 9/30/22
Financial	27.2%
Consumer, Non-cyclical	19.3%
Industrial	12.7%
Utilities	9.0%
Consumer, Cyclical	8.6%
Communications	7.2%
Energy	6.3%
Basic Materials	3.4%
Technology	3.2%
Mutual Funds	0.7%
Total Long-Term Investments	97.6%
Short-Term Investments and Other Assets and Liabilities	2.4%
Net Assets	100.0%

MassMutual Mid Cap Value Fund – Portfolio Manager Report (Unaudited) (Continued)

GROWTH OF $10,000 INVESTMENT - Class R5

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	5 Years	10 Years	Since Inception 04/01/2014
Class I	12/07/2011	-9.37%	4.88%
Class R5	08/29/2006	-9.51%	4.77%	8.48%
Service Class	08/29/2006	-9.60%	4.65%	8.37%
Administrative Class	08/29/2006	-9.63%	4.58%	8.26%
Class R4	04/01/2014	-9.79%	4.42%		5.42%
Class A	08/29/2006	-9.87%	4.30%	7.98%
Class A (sales load deducted)*	08/29/2006	-14.83%	3.12%	7.37%
Class R3	08/29/2006	-9.96%	4.17%	7.81%
Russell Midcap Value Index		-13.56%	4.76%	9.44%	6.36%

* Class A (sales load deducted) returns include the 5.50% maximum sales charge.

MassMutual Small Cap Value Equity Fund – Portfolio Manager Report (Unaudited)

What is the investment approach of MassMutual Small Cap Value Equity Fund, and who are the Fund’s subadvisers?

The Fund seeks to maximize total return through investment primarily in small capitalization equity securities that the Fund’s subadvisers believe are undervalued. Under normal circumstances, the Fund invests at least 80% of its net assets (plus the amount of any borrowings for investment purposes) in equity securities of companies whose market capitalizations at the time of purchase are within the market capitalization range of companies included in the Russell 2000^® Index or the S&P SmallCap 600 Index. The Fund’s subadvisers are Wellington Management Company LLP (Wellington Management), which managed approximately 56% of the Fund’s portfolio; and Barrow, Hanley, Mewhinney & Strauss, LLC (Barrow Hanley), which was responsible for approximately 44% of the Fund’s portfolio, as of September 30, 2022.

How did the Fund perform during the 12 months ended September 30, 2022?

The Fund’s Class R5 shares returned -13.61%, outperforming the -17.69% return of the Russell 2000 Value Index (the “benchmark”), which measures the performance of the small-cap value segment of the U.S. equity universe. It includes those Russell 2000 Index companies with lower price-to-book ratios and lower forecasted growth values. It is market-capitalization weighted.

For a discussion on the economic and market environment during the 12-month period ended September 30, 2022, please see the Economic and Market Overview, beginning on page 3.

Subadviser discussion of factors that contributed to the Fund’s performance

In the Wellington Management segment of the Fund, strong security selection in the health care, consumer discretionary, and information technology sectors was the primary driver of the Fund component’s outperformance of the benchmark. This was partially offset by weaker stock selection in the consumer staples, materials, and real estate sectors. Sector allocation, a residual of Wellington Management’s bottom-up stock selection process, detracted from relative performance. An underweight allocation to the energy sector detracted but was partially offset by an underweight allocation to the communication services sector and an overweight allocation to the materials sector. With respect to specific Fund component holdings, among the top relative contributors for the period were Huron Consulting (industrials sector) and Haemonetics (health care sector). Shares of Huron Consulting, a consulting company with large practices focused on health care and education, rose during the period due to improving fundamentals and management raising the company’s 2022 guidance. Shares of Haemonetics – a global health care company that engages in the development and distribution of hematology products and services – rose, as management reported strong earnings results over the last several quarters. Among the top relative detractors for the period were Spectrum Brands Holdings (consumer staples sector) and Tyman (industrials sector). Shares of Spectrum Brands Holdings, a consumer products and home essentials company, declined on weaker retail sales and profits – and the risk that the sale of the company’s Home & Hardware division to Assa Abloy will not be allowed to proceed. Shares of Tyman, a manufacturer of door and window components for the residential and commercial construction industry, were weak due to temporary supply chain constraints and concerns about future North American housing construction.

Within the Barrow Hanley component of the Fund, both an overweight allocation to the materials sector, and favorable stock selection within that market segment, were particularly notable. With respect to specific Fund component holdings, specialty materials producer ATI, Inc. (previously Allegheny Technologies Incorporated), a holding since 2016, had the greatest attribution of any single holding, returning more than 59% over the past 12 months. During the reporting period, two other Fund component holdings with significantly positive attributions, Cornerstone Building Brands Inc. and Rogers Corporation (a specialty engineered materials company), were purchased at significant premiums to their share prices. On the downside, Fund component holdings in economically sensitive sectors – such as consumer discretionary, industrial, information technology, and materials (which the Barrow Hanley component of the Fund typically has heavy exposure to due to their higher longer-term return potential) – detracted from the Fund component’s performance during the fiscal year.

Subadviser outlook

Wellington Management’s investment approach emphasizes individual stock selection; sector weights are a residual of their bottom-up investment process. However, Fund management does regularly consider diversification across economic sectors and industries, and continually monitors portfolio risk. Based on their three- to five-year time horizon, Wellington Management believes they will be able to continue to find attractively valued investment opportunities created by the inefficiencies frequently

MassMutual Small Cap Value Equity Fund – Portfolio Manager Report (Unaudited) (Continued)

found among small- and mid-cap companies. At the end of the fiscal year, the Wellington Management Fund component had its largest overweight allocations to the materials, information technology, and consumer discretionary sectors. The Fund component was most significantly underweight in the health care, real estate, and energy sectors at fiscal year-end.

Barrow Hanley notes that, as a matter of policy, they do not forecast absolute returns. Instead, regardless of market conditions, they attempt to provide for maximum possible relative returns. Consistent with this objective, Barrow Hanley believes that the market’s desire for certainty and the “company of the crowd” will tend to provide a high level of individual stock-specific opportunity for longer-term, lower-risk investing. Barrow Hanley believes that, when this occurs, those with the discipline to remain apart from the crowd and seek out unpopular opportunities could benefit disproportionately.

MassMutual Small Cap Value Equity Fund – Portfolio Manager Report (Unaudited) (Continued)

MassMutual Small Cap Value Equity Fund Largest Holdings (% of Net Assets) on 9/30/22
ATI, Inc.	2.0%
Super Micro Computer, Inc.	2.0%
Darling Ingredients, Inc.	1.9%
Texas Capital Bancshares, Inc.	1.8%
OFG Bancorp	1.7%
Gentherm, Inc.	1.7%
WillScot Mobile Mini Holdings Corp.	1.7%
Air Transport Services Group, Inc.	1.6%
Old National Bancorp	1.5%
Cabot Corp.	1.5%
	17.4%

MassMutual Small Cap Value Equity Fund Sector Table (% of Net Assets) on 9/30/22
Financial	23.8%
Industrial	22.5%
Consumer, Non-cyclical	14.5%
Consumer, Cyclical	11.5%
Technology	9.1%
Basic Materials	8.4%
Communications	3.8%
Energy	2.0%
Utilities	1.5%
Mutual Funds	0.5%
Total Long-Term Investments	97.6%
Short-Term Investments and Other Assets and Liabilities	2.4%
Net Assets	100.0%

MassMutual Small Cap Value Equity Fund – Portfolio Manager Report (Unaudited) (Continued)

GROWTH OF $10,000 INVESTMENT - Class R5

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	5 Years	10 Years	Since Inception 04/01/2014
Class I	04/01/2014	-13.54%	3.46%		5.46%
Class R5	03/31/2006	-13.61%	3.36%	8.77%
Service Class	03/31/2006	-13.72%	3.26%	8.66%
Administrative Class	03/31/2006	-13.80%	3.16%	8.54%
Class R4	04/01/2014	-13.99%	2.98%		4.99%
Class A	03/31/2006	-14.05%	2.89%	8.26%
Class A (sales load deducted)*	03/31/2006	-18.78%	1.73%	7.65%
Class R3	04/01/2014	-14.19%	2.72%		4.72%
Russell 2000 Value Index		-17.69%	2.87%	7.94%	5.05%

* Class A (sales load deducted) returns include the 5.50% maximum sales charge.

MassMutual Small Company Value Fund – Portfolio Manager Report (Unaudited)

What is the investment approach of MassMutual Small Company Value Fund, and who are the Fund’s subadvisers?

The Fund seeks to achieve long-term growth of capital by investing primarily in a diversified portfolio of equity securities of smaller companies that the Fund’s subadvisers consider to be undervalued. Under normal circumstances, the Fund invests at least 80% of its net assets (plus the amount of any borrowings for investment purposes) in the securities of companies whose market capitalizations at the time of purchase are within the market capitalization range of companies included in the Russell 2000^® Index or the S&P SmallCap 600 Index. The Fund’s subadvisers are AllianceBernstein L.P. (AllianceBernstein), which managed approximately 68% of the Fund’s portfolio; and American Century Investment Management, Inc. (American Century), which was responsible for approximately 32% of the Fund’s portfolio, as of September 30, 2022.

How did the Fund perform during the 12 months ended September 30, 2022?

The Fund’s Class R5 shares returned -19.35%, underperforming the -17.69% return of the Russell 2000 Value Index (the “benchmark”), which measures the performance of the small-cap value segment of the U.S. equity universe. It includes those Russell 2000 Index companies with lower price-to-book ratios and lower forecasted growth values. It is market-capitalization weighted. The Fund outperformed the -23.50% return of the Russell 2000 Index, which measures the performance of the small-cap segment of the U.S. equity universe. It is a subset of the Russell 3000 Index and includes approximately 2000 of the smallest securities based on a combination of their market cap and current index membership.

For a discussion on the economic and market environment during the 12-month period ended September 30, 2022, please see the Economic and Market Overview, beginning on page 3.

Subadviser discussion of factors that contributed to the Fund’s performance

For the fiscal year ended September 30, 2022, with respect to the AllianceBernstein component of the Fund, both sector selection and security selection detracted from relative performance. An underweight to the energy sector detracted, more than offsetting an underweight to health care, which contributed. Security selection in the industrial sector hampered returns, while Fund component holdings in the financial sector contributed. With respect to specific Fund component holdings, Hain Celestial (an American food company whose main focus is natural foods) detracted after it reported a weak first-quarter 2022 and missed expectations with continued cost inflation, supply-chain headwinds, and weakness in European consumer spending. Nomad Foods, a European frozen foods company, also detracted after reporting second-quarter 2022 results. Amusement park operator Six Flags also hindered performance after reporting its first-quarter 2022 results, which included attendance volumes that were down 22% from pre-pandemic levels. With respect to Fund component holdings that contributed to returns, HF Sinclair, an oil refiner and manufacturer of lubricants, benefited from a sharp increase in refining margins, driven by turmoil in the energy markets after the Russian invasion of Ukraine. Health care data analytics company Change Healthcare contributed after it reported stronger-than-expected revenue – and improved terms for its pending acquisition by UnitedHealth Group. Behavioral health care provider Acadia Healthcare contributed after posting positive earnings results throughout the fiscal year.

Within the American Century segment of the Fund, positioning in the energy sector was the primary detractor from performance. The Fund’s underweight allocation to energy hampered returns, as did stock selection within the sector. Most of the drag on performance occurred in the oil, gas, and consumable fuels industry. The information technology sector also detracted from performance. A large overweight to the sector hindered returns, as did stock selection within the market segment. Fund component holdings in the communications equipment industry detracted from performance. An overweight to Avaya Holdings, a cloud communications company, proved especially unfavorable. In the software industry, Fund component holding Teradata, a cloud database firm that was not represented in the benchmark during the fiscal period, also proved detrimental. Turning to the positive, the financial sector was the leading contributor to performance, with stock selection providing the bulk of the return. Avoiding the mortgage real estate investment trust (REIT) industry was also beneficial for the Fund component. Returns in the insurance industry stemmed mostly from American Century’s position in Axis Capital Holdings, a reinsurance company. In the banking industry, a significantly overweight allocation was advantageous. In particular, an overweight allocation to SouthState, a South Carolina-based bank, and a position in FNB, a bank holding company based in Pennsylvania that was not in the benchmark during the fiscal period, were leading contributors. American Century’s positioning in the health care sector also added to relative returns. The primary contributing factor was a decision to avoid exposure to the biotechnology industry. Fund component holdings in the health care providers and services industry also enhanced performance, where a lack of exposure to Invitae, a medical testing firm, proved advantageous. The American Century Fund component’s exposure to derivatives did not have a

MassMutual Small Company Value Fund – Portfolio Manager Report (Unaudited) (Continued)

material effect on performance during the period. Derivatives are securities that derive their value from the performance of one or more other investments and take the form of a contract between two or more parties. Derivatives can be used for hedging, speculation, or both.

Subadviser outlook

AllianceBernstein observes that, as of the end of the fiscal year, markets remained focused on multiple challenges that may impact how much companies will earn and the appropriate multiple to pay for those earnings. In AllianceBernstein’s view, these challenges include supply-chain bottlenecks, cost inflation, and a concern that Federal Reserve interest rate increases may lead to a recession. Stock prices have gyrated as investors have tried to assess which combination of risks will prevail. Overall, in AllianceBernstein’s view, the market seems to have assumed that tougher times are ahead. Fund management sees the potential for challenges in the future, as the global economy undergoes dramatic structural changes in areas like supply-chain onshoring and energy security. As longer-term value investors, AllianceBernstein plans to focus on those companies that combine high quality with strong business models – and can thrive in the new economy that lies ahead.

At the end of the fiscal year, American Century was maintaining a large overweight in the information technology sector – on the view that valuations are attractive due to cyclical reasons, trade war fears, operational miscues, and the conflict in Ukraine. Their Fund component was also overweight in the industrial sector – with Fund component holdings that include quality companies in machinery, distribution, and commercial services, many of which have maintained their pricing power during the inflationary environment. Fund management also views the consumer discretionary sector as attractive, and throughout the fiscal year, the American Century Fund component’s overweight allocation to that sector was dispersed across higher-quality specialty retailers, leisure product manufacturers, attractively valued restaurant and leisure companies, and household durables providers. While many have underperformed recently, Fund management believes that such companies will generate strong results in various economic environments.

MassMutual Small Company Value Fund – Portfolio Manager Report (Unaudited) (Continued)

MassMutual Small Company Value Fund Largest Holdings (% of Net Assets) on 9/30/22
First BanCorp	1.9%
BankUnited, Inc.	1.5%
Pacific Premier Bancorp, Inc.	1.5%
Change Healthcare, Inc.	1.2%
Belden, Inc.	1.2%
Texas Capital Bancshares, Inc.	1.2%
Selective Insurance Group, Inc.	1.2%
ArcBest Corp.	1.1%
IDACORP, Inc.	1.1%
Independent Bank Group, Inc.	1.1%
	13.0%

MassMutual Small Company Value Fund Sector Table (% of Net Assets) on 9/30/22
Financial	36.9%
Consumer, Cyclical	17.2%
Industrial	16.2%
Consumer, Non-cyclical	11.6%
Technology	5.9%
Energy	3.7%
Basic Materials	3.3%
Utilities	2.3%
Communications	2.2%
Mutual Funds	1.6%
Total Long-Term Investments	100.9%
Short-Term Investments and Other Assets and Liabilities	(0.9)%
Net Assets	100.0%

MassMutual Small Company Value Fund – Portfolio Manager Report (Unaudited) (Continued)

GROWTH OF $10,000 INVESTMENT - Class R5

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	5 Years	10 Years	Since Inception 04/01/2014
Class I	11/15/2010	-19.24%	3.16%	7.74%
Class R5	12/31/2001	-19.35%	3.06%	7.61%
Service Class	12/31/2001	-19.41%	2.96%	7.51%
Administrative Class	12/31/2001	-19.50%	2.86%	7.40%
Class R4	04/01/2014	-19.62%	2.70%		4.38%
Class A	12/31/2001	-19.76%	2.57%	7.12%
Class A (sales load deducted)*	12/31/2001	-24.17%	1.42%	6.52%
Class R3	12/31/2002	-19.84%	2.42%	6.94%
Russell 2000 Value Index#		-17.69%	2.87%	7.94%	5.05%
Russell 2000 Index		-23.50%	3.55%	8.55%	5.60%

* Class A (sales load deducted) returns include the 5.50% maximum sales charge.

# Benchmark

MassMutual Mid Cap Growth Fund – Portfolio Manager Report (Unaudited)

What is the investment approach of MassMutual Mid Cap Growth Fund, and who are the Fund’s subadvisers?

The Fund seeks growth of capital over the long-term by investing primarily in equity securities of mid-capitalization companies that the Fund’s subadvisers believe offer the potential for long-term growth. Under normal circumstances, the Fund invests at least 80% of its net assets (plus the amount of any borrowings for investment purposes) in a broadly diversified portfolio of common stocks of mid-cap companies whose earnings the Fund’s subadvisers expect to grow at a faster rate than the average company. The Fund’s subadvisers are T. Rowe Price Associates, Inc. (T. Rowe Price), which managed approximately 76% of the Fund’s portfolio; and Frontier Capital Management Company, LLC (Frontier), which was responsible for approximately 24% of the Fund’s portfolio, as of September 30, 2022. In addition, T. Rowe Price Investment Management, Inc. serves as a sub-subadviser for the portion of the portfolio subadvised by T. Rowe Price.

How did the Fund perform during the 12 months ended September 30, 2022?

The Fund’s Class R5 shares returned -26.76%, outperforming the -29.50% return of the Russell Midcap^® Growth Index (the “benchmark”), which measures the performance of the mid-cap growth segment of the U.S. equity universe. It includes Russell Midcap Index companies with higher price-to-book ratios and higher forecasted growth values. It is market-capitalization weighted.

For a discussion on the economic and market environment during the 12-month period ended September 30, 2022, please see the Economic and Market Overview, beginning on page 3.

Subadviser discussion of factors that contributed to the Fund’s performance

For the fiscal year ended September 30, 2022, within the T. Rowe Price component of the Fund, both stock selection and sector allocation drove the Fund component’s outperformance. Favorable stock selection in the health care sector contributed to relative results. With respect to specific Fund component holdings, while Hologic, a medical technology company primarily focused on women’s health, declined in performance during the fiscal year, it performed well relative to its sector peers, and the company exhibited broad-based strength during the period. Within the consumer discretionary sector, Dollar General shares advanced, as the company benefited from consumers’ renewed focus on discounted goods. Security selection and an underweight allocation to the communication services sector further boosted T. Rowe Price’s relative performance for the period. On the downside, an underweight allocation to the energy sector detracted from relative returns, but this was offset by strong stock selection in that market segment. The materials sector also detracted due to unfavorable stock selection, but this was partially offset by an overweight position. Shares of Ball, a leading global manufacturer of aluminum packaging products, declined on weaker results and lowered 2022 guidance due to numerous headwinds, including inflationary pressures, a severe recession in Brazil, and the closure of its Russia-based business. The T. Rowe Price component of the Fund held warrants during the period, which had a negligible impact on performance. Derivatives are securities that derive their value from the performance of one or more other investments and take the form of a contract between two or more parties. Derivatives can be used for hedging, speculation, or both.

Adverse sector allocation that neutralized favorable stock selection challenged the Frontier component of the Fund during the fiscal year. The Fund component’s underweight allocations to the energy and consumer staples sectors, the top two performing market segments, accounted for most of the allocation headwind, as investors reached for an inflation hedge on the one hand – and safety on the other. Stock selection was the strongest in the technology sector, followed by consumer discretionary and health care, with partial offsets coming from Fund component holdings in energy and telecommunications. With respect to specific Fund component holdings, network security software provider Palo Alto Networks Inc. benefited from a strong product cycle, share gains, and heightened customer awareness against security breaches. Semiconductor supplier Wolfspeed Inc. reported improving sales and raised its long-term revenue forecast by a third based on expanding manufacturing capacity and accelerating share gains in the electrical vehicle market. In the consumer discretionary sector, toy maker Mattel Inc. reported significantly better-than-expected results. Discount retailer Dollar General Corporation posted same-store sales above Wall Street’s estimates and raised its annual revenue target. Signify Health Inc. rose sharply, as CVS Health Corporation agreed to buy the value-based care provider for a 78% premium. Together, these contributions overcame the headwinds from economically sensitive Fund component holdings – such as Caesars Entertainment, Inc. (an American hotel and casino entertainment company); Block, Inc. (an American multinational technology conglomerate); and SVB Financial Group (a holding company that provides banking and financial services), all of which underperformed in the rising interest rate environment.

MassMutual Mid Cap Growth Fund – Portfolio Manager Report (Unaudited) (Continued)

Subadviser outlook

In T. Rowe Price’s view, investors in the United States continue to live and invest in an unprecedented macroeconomic environment. T. Rowe Price believes that the bear market in the U.S. that was present at the end of the fiscal year was particularly unusual in that it took place in conjunction with a tight labor market featuring record job openings and historically low unemployment. Looking ahead, T. Rowe Price believes that investors are likely to remain focused on whether the Federal Reserve (the “Fed”) can achieve a soft landing by taming inflation without sending the economy into recession. Outside of the U.S., Fund management believes that the probability of a recession is higher due to the implications of the Russian invasion of Ukraine, soaring energy prices, and persistent inflation. Regardless of the macroeconomic environment, Fund management’s focus remains on long-term outperformance. They expect to continue to seek out reasonably valued equities with strong fundamental underpinnings, while paying careful attention to risk and valuation relative to growth prospects.

In Frontier’s view, the probability of a recession has increased substantially, due to stubborn inflation and a more aggressive Fed, which seems determined to tame prices, even at the expense of economic growth. Fund management believes that the substantial decline in the benchmark partly reflects the impending slump. On the brighter side, Frontier believes that the combination of lower demand and loosening supply has the potential to reduce inflation. Price declines, as of September 30, 2022, were already visible in categories ranging from rents and home values to commodities and autos. At the same time, in Frontier’s opinion, the ongoing market correction places U.S. equities on a firmer footing by driving out excess speculation and potentially setting the stage for the next expansion.

MassMutual Mid Cap Growth Fund – Portfolio Manager Report (Unaudited) (Continued)

MassMutual Mid Cap Growth Fund Largest Holdings (% of Net Assets) on 9/30/22
Hologic, Inc.	2.5%
Microchip Technology, Inc.	2.4%
Agilent Technologies, Inc.	2.1%
Textron, Inc.	1.8%
Teleflex, Inc.	1.7%
Ingersoll Rand, Inc.	1.7%
Marvell Technology, Inc.	1.7%
Dollar General Corp.	1.5%
KLA Corp.	1.5%
Chipotle Mexican Grill, Inc.	1.3%
	18.2%

MassMutual Mid Cap Growth Fund Sector Table (% of Net Assets) on 9/30/22
Consumer, Non-cyclical	30.1%
Technology	19.4%
Industrial	16.7%
Consumer, Cyclical	15.5%
Financial	6.3%
Communications	4.5%
Energy	3.2%
Basic Materials	0.8%
Mutual Funds	0.5%
Total Long-Term Investments	97.0%
Short-Term Investments and Other Assets and Liabilities	3.0%
Net Assets	100.0%

MassMutual Mid Cap Growth Fund – Portfolio Manager Report (Unaudited) (Continued)

GROWTH OF $10,000 INVESTMENT - Class R5

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	5 Years	10 Years	Since Inception 04/01/2014
Class I	11/15/2010	-26.68%	6.47%	11.15%
Class R5	06/01/2000	-26.76%	6.36%	11.04%
Service Class	06/01/2000	-26.85%	6.25%	10.93%
Administrative Class	06/01/2000	-26.93%	6.14%	10.81%
Class R4	04/01/2014	-26.98%	5.99%		8.08%
Class A	06/01/2000	-27.06%	5.89%	10.53%
Class A (sales load deducted)*	06/01/2000	-31.07%	4.69%	9.91%
Class R3	12/31/2002	-27.22%	5.72%	10.34%
Russell Midcap Growth Index		-29.50%	7.62%	10.85%	8.43%

* Class A (sales load deducted) returns include the 5.50% maximum sales charge.

MassMutual Small Cap Growth Equity Fund – Portfolio Manager Report (Unaudited)

What is the investment approach of MassMutual Small Cap Growth Equity Fund, and who are the Fund’s subadvisers?

The Fund seeks long-term capital appreciation by investing primarily in equity securities of smaller companies that the Fund’s subadvisers believe offer potential for long-term growth. Under normal circumstances, the Fund invests at least 80% of its net assets (plus the amount of any borrowings for investment purposes) in the equity securities of companies whose market capitalizations at the time of purchase are within the market capitalization range of companies included in the Russell 2000^® Index or the S&P SmallCap 600 Index. The Fund’s subadvisers are Wellington Management Company LLP (Wellington Management), which managed approximately 60% of the Fund’s portfolio; and Invesco Advisers, Inc. (Invesco Advisers), which oversaw approximately 40% of the Fund’s portfolio, as of September 30, 2022.

How did the Fund perform during the 12 months ended September 30, 2022?

The Fund’s Class R5 shares returned -26.73%, outperforming the -29.27% return of the Russell 2000 Growth Index (the “benchmark”), which measures the performance of the small-cap growth segment of the U.S. equity universe. It includes Russell 2000 Index companies with higher price-to-book ratios and higher forecasted growth values. It is market-capitalization weighted. The Fund underperformed the -23.50% return of the Russell 2000 Index, which measures the performance of the small-cap segment of the U.S. equity universe. It is a subset of the Russell 3000 Index and includes approximately 2000 of the smallest securities based on a combination of their market cap and current index membership.

For a discussion on the economic and market environment during the 12-month period ended September 30, 2022, please see the Economic and Market Overview, beginning on page 3.

Subadviser discussion of factors that contributed to the Fund’s performance

In the Wellington Management component of the Fund, strong security selection in the health care and industrial sectors was the primary driver of the Fund component’s outperformance of the benchmark for the one-year period ended September 30, 2022. This was partially offset by weaker stock selection within the communication services, health care, and information technology sectors. With regard to specific Fund component holdings, among the top relative contributors were Fluor (industrial sector) and Viper Energy Partners (energy sector). Shares of Fluor ended the period higher after the engineering and construction firm reported fourth-quarter 2021 adjusted earnings per share (EPS) levels above expectations. The company also provided strong 2022 EPS guidance. Shares of Viper Energy Partners ended the period higher after the mineral rights company reported strong fourth-quarter 2021 adjusted earnings, beating consensus estimates. Among the top relative detractors for the period were Bandwidth (communication services sector) and Rapid7 (information technology sector). The share price of Bandwidth, a cloud-based communication services company, fell over the period after management released disappointing 2022 guidance. The company suffered a Distributed Denial of Service (DDoS) attack in third-quarter 2021 and Fund management eliminated the position during the period, given gross margin pressure and a reduced growth outlook for the company. Rapid7 shares fell during the period as the company shared second-quarter 2022 results. Demand in the vulnerability management segment softened during the quarter and the company sold off, along with the software sector more broadly, given the rising interest rate environment and multiple contractions that impacted the broader industry.

With respect to the Invesco Advisers component of the Fund, strong stock selection in the financial sector contributed to the Fund component’s performance for the fiscal year ended September 30, 2022. The major detractor from performance was weaker stock selection in the consumer staples, consumer discretionary, and industrial sectors. Fund component holdings that were among the top-performing stocks included Shockwave Medical, LPL Financial, and WillScot Mobile Mini. Shockwave Medical, a cardiovascular medical device company, reported multiple quarters of substantial upside due to continued fast-paced adoption of their technology used to remove calcified lesions in patients with heart disease. LPL Financial offers technology, brokerage, and investment advisory services through business relationships with many types of financial advisors. They reported another strong quarter for second-quarter 2022. Throughout the fiscal year, LPL Financial benefitted from higher interest rates; they continued to hire new advisors at a fast pace, which helped to grow overall assets under management. WillScot Mobile Mini provides modular and portable storage services. The company reported solid second-quarter 2022 revenue and EBITDA that beat consensus estimates, and it also raised its 2022 guidance. (Earnings before interest, tax, depreciation, and amortization (EBITDA) is a measure of a company’s operating performance.) Fund component holdings that were top detractors from performance included Kornit Digital, Tandem Diabetes Care, and Boot Barn. Kornit Digital develops, manufactures, and markets

MassMutual Small Cap Growth Equity Fund – Portfolio Manager Report (Unaudited) (Continued)

industrial and commercial printing solutions for the garment, apparel, and textiles industries. The stock declined in the second quarter of 2022 as a result of reduced consumer spending, which caused management to lower its guidance. Tandem Diabetes Care is a medical device company for the treatment of diabetes. The company reported mixed financial results during the second quarter of 2022. The stock lagged on growing fear of competition in the diabetes pump sector. Boot Barn detracted from performance in the third quarter of 2022 as its inventories were elevated – and its guidance fell short of Wall Street estimates.

Subadviser outlook

In Wellington Management’s view, this past fiscal year has been categorized by heightened market volatility, spurred on by a steady slate of macro cross-currents, ranging from record inflation to persistent supply chain challenges and Russia’s invasion of Ukraine. In Wellington Management’s observation, markets ended the period lower, as investors braced for a recession; however, as of the end of the fiscal period, the timing and magnitude are still unknown, as market participants weigh the impacts of persistent inflation, recession, and the Federal Reserve’s (the “Fed”) reactionary function. As a result, stocks within the Wellington Management Fund component were prone to trading on narrative rather than fundamentals during the period. Given this uncertainty, Fund management remains disciplined within their upside/downside valuation framework – and expects to position the portfolio to be balanced, yet in a position to potentially recover when markets begin to turn positive. At the end of the fiscal year, the Wellington Management Fund component had its largest overweight allocation to the real estate, industrial, and energy sectors, and its most significant underweight allocation to the information technology, financial, and consumer discretionary sectors.

In Invesco Advisers’ view, as the final quarter of 2022 begins, financial markets remain unusually volatile as a complex global scenario unfolds. In Invesco Advisers’ observation, the market’s primary focus is on aggressive Fed monetary policy tightening to address excessive inflation, and how much harm such tightening may inflict on gross domestic product (GDP) and corporate earnings. GDP fell at a -1.6% annual rate in the second quarter of 2022, so the likelihood of a hard landing increased. Meanwhile, as of the end of the fiscal period, rising interest rates, commodity, labor, and supply chain costs were weighing on corporate margins. Although Fund management has sought to defend against this hostile macroeconomic picture with a defensive portfolio strategy in recent months, they are alert to the eventual return of favorable conditions on the road ahead. There has been a sizable valuation reset in growth stock valuations this year, which has, in Invesco Advisers’ view, improved the risk/reward trade-off.

MassMutual Small Cap Growth Equity Fund – Portfolio Manager Report (Unaudited) (Continued)

MassMutual Small Cap Growth Equity Fund Largest Holdings (% of Net Assets) on 9/30/22
Chart Industries, Inc.	1.7%
WillScot Mobile Mini Holdings Corp.	1.4%
Casella Waste Systems, Inc. Class A	1.4%
Manhattan Associates, Inc.	1.3%
Inspire Medical Systems, Inc.	1.2%
Calix, Inc.	1.1%
Acadia Healthcare Co., Inc.	1.1%
Globus Medical, Inc. Class A	1.1%
SM Energy Co.	1.0%
Livent Corp.	1.0%
	12.3%

MassMutual Small Cap Growth Equity Fund Sector Table (% of Net Assets) on 9/30/22
Consumer, Non-cyclical	29.0%
Industrial	16.0%
Technology	13.7%
Financial	13.3%
Consumer, Cyclical	9.4%
Energy	6.0%
Communications	3.6%
Mutual Funds	2.5%
Basic Materials	2.5%
Utilities	1.1%
Total Long-Term Investments	97.1%
Short-Term Investments and Other Assets and Liabilities	2.9%
Net Assets	100.0%

MassMutual Small Cap Growth Equity Fund – Portfolio Manager Report (Unaudited) (Continued)

GROWTH OF $10,000 INVESTMENT - Class R5

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	5 Years	10 Years	Since Inception 04/01/2014
Class I	11/15/2010	-26.67%	8.60%	11.22%
Class R5	05/03/1999	-26.73%	8.49%	11.11%
Service Class	05/03/1999	-26.82%	8.38%	10.99%
Administrative Class	05/03/1999	-26.83%	8.28%	10.88%
Class R4	04/01/2014	-26.96%	8.13%		7.69%
Class A	05/03/1999	-27.06%	8.00%	10.59%
Class A (sales load deducted)*	05/03/1999	-31.07%	6.79%	9.97%
Class R3	12/31/2002	-27.10%	7.85%	10.41%
Russell 2000 Growth Index#		-29.27%	3.60%	8.81%	5.75%
Russell 2000 Index		-23.50%	3.55%	8.55%	5.60%

* Class A (sales load deducted) returns include the 5.50% maximum sales charge.

# Benchmark

MassMutual Overseas Fund – Portfolio Manager Report (Unaudited)

What is the investment approach of MassMutual Overseas Fund, and who are the Fund’s subadvisers?

The Fund seeks growth of capital over the long-term by investing in foreign equity securities. Under normal circumstances, the Fund invests at least 80% of its net assets (plus the amount of any borrowings for investment purposes) in stocks of foreign companies, including companies located in Europe, Latin America, and Asia. The Fund may invest up to 25% of its total assets in equity securities of issuers in emerging markets. The Fund’s subadvisers are Massachusetts Financial Services Company (MFS), which was responsible for approximately 68% of the Fund’s portfolio; and Harris Associates L.P. (Harris), which oversaw approximately 32% of the Fund’s portfolio, as of September 30, 2022.

How did the Fund perform during the 12 months ended September 30, 2022?

The Fund’s Class R5 shares returned -24.74%, outperforming the -25.13% return of the MSCI EAFE Index (the “benchmark”), which measures the performance of the large- and mid-cap segments of developed markets, excluding the U.S. and Canada equity securities. It is free float-adjusted market-capitalization weighted.

For a discussion on the economic and market environment during the 12-month period ended September 30, 2022, please see the Economic and Market Overview, beginning on page 3.

Subadviser discussion of factors that contributed to the Fund’s performance

For the fiscal year ended September 30, 2022, with respect to the MFS component of the Fund, stock selection in the information technology, financial, and consumer discretionary sectors contributed to performance relative to the benchmark. Within the information technology sector, not holding shares of lithography systems manufacturer for the semiconductor industry ASML (Netherlands) supported the Fund component’s relative results. Within the financial sector, overweight positions in stock exchange operator Deutsche Börse (Germany), banking services provider DBS Group (Singapore), and investment management and banking firm UBS (Switzerland) bolstered relative results. Within the consumer discretionary sector, an overweight position in food catering company Compass Group (United Kingdom) supported the Fund component’s relative performance. During the reporting period, the Fund component’s relative currency exposure, resulting primarily from differences between MFS’s and the benchmark’s exposures to holdings of securities denominated in foreign currencies, was another contributor to relative performance. Detracting from relative performance for the fiscal year was an underweight position and, to a lesser extent, stock selection within, the energy sector – where not owning shares of strong-performing global energy and petrochemicals company Shell (United Kingdom) and integrated energy and petroleum company TotalEnergies (France) hampered performance. Security selection in the materials sector also weakened relative results. Within that market segment, not owning shares of mining giant BHP Group (Australia) and an overweight position in paint and specialty chemicals manufacturer Akzo Nobel (Netherlands) hindered relative performance.

For the Harris Fund component of the Fund, Japan provided the best relative performance, due primarily to allocation effects, while stock selection also contributed. The Netherlands produced the next-best result, owing to stock selection effects in this geography – followed by Indonesia, where the underlying Fund component holding produced a positive absolute return. Holdings in Germany detracted the most from relative performance, predominantly driven by Harris’s higher exposure to the country relative to the benchmark. The next-largest negative relative results came from holdings in the U.K. and France. From a sector perspective, the materials sector furnished the best relative performance, due to positive outcomes from both stock selection as well as a greater-than-benchmark weighting. Fund component holdings in the technology and industrial sectors delivered the next best performance, due to a combination of weighting and stock selection effects. The financial sector supplied the largest negative relative result, due to stock selection effects, as nine of 13 underlying holdings lost value during the period. Fund component holdings in the consumer discretionary and communication services sectors produced the next-largest negative relative results for the period, due to a combination of weighting and stock selection effects. As of September 30, 2022, the Fund component no longer held any hedges or derivatives; however, over the past 12 months, hedges contributed to the Harris Fund component’s performance. Derivatives are securities that derive their value from the performance of one or more other investments and take the form of a contract between two or more parties. Derivatives can be used for hedging, speculation, or both.

MassMutual Overseas Fund – Portfolio Manager Report (Unaudited) (Continued)

Subadviser outlook

MFS believes that, as of the end of the fiscal year, with central banks aggressively raising interest rates to combat stubbornly elevated inflation levels, Russia restricting its natural gas supply to Europe, and China continuing to enforce its Zero-COVID lockdown policy, it seems like a matter of when, not if, many company earnings decline from record levels. Composite leading indicators compiled by the Organization for Economic Co-operation and Development (OECD) during the fiscal year support this potential outcome. After suggesting expansionary economic activity just one year ago, the OECD’s global, developed markets and emerging markets leading indicators have all turned negative as of the end of the fiscal year. Although MFS believes that it is difficult to forecast how far earnings might decline from current levels, in MFS’s opinion, the companies in its Fund component’s portfolio have more pricing power, higher returns, and less volatile earnings than the market overall.

Harris observes that a variety of macroeconomic concerns pressured financial markets throughout the fiscal year. While Harris does not overlook the negative impacts that the war in Ukraine, tightening financial conditions, energy crisis, and volatile currencies will continue to have, Harris remains cognizant that a company’s value is generally derived from its longer-term cash flows, discounted back to the present day. As share prices fall across the board, Harris plans to focus on long-term normalized earning power at normalized discount rates, purchasing them at valuations below Fund management’s estimate of intrinsic value.

MassMutual Overseas Fund – Portfolio Manager Report (Unaudited) (Continued)

MassMutual Overseas Fund Largest Holdings (% of Net Assets) on 9/30/22
Nestle SA Registered	2.7%
Roche Holding AG	2.6%
Capgemini SE	2.0%
Schneider Electric SE	1.9%
SAP SE	1.8%
Bayer AG Registered	1.7%
Intesa Sanpaolo SpA	1.7%
Air Liquide SA	1.7%
LVMH Moet Hennessy Louis Vuitton SE	1.6%
Novo Nordisk A/S Class B	1.5%
	19.2%

MassMutual Overseas Fund Sector Table (% of Net Assets) on 9/30/22
Consumer, Non-cyclical	29.2%
Financial	18.3%
Consumer, Cyclical	14.8%
Industrial	14.5%
Technology	7.6%
Basic Materials	5.5%
Communications	4.8%
Energy	1.6%
Utilities	0.8%
Mutual Funds	0.7%
Total Long-Term Investments	97.8%
Short-Term Investments and Other Assets and Liabilities	2.2%
Net Assets	100.0%

MassMutual Overseas Fund – Portfolio Manager Report (Unaudited) (Continued)

GROWTH OF $10,000 INVESTMENT - Class R5

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	5 Years	10 Years	Since Inception 04/01/2014
Class I	11/15/2010	-24.66%	-0.51%	4.29%
Class R5	05/01/2001	-24.74%	-0.61%	4.14%
Service Class	05/01/2001	-24.79%	-0.70%	4.06%
Administrative Class	05/01/2001	-24.93%	-0.81%	3.95%
Class R4	04/01/2014	-24.94%	-0.95%		1.08%
Class A	05/01/2001	-25.07%	-1.05%	3.69%
Class A (sales load deducted)*	05/01/2001	-29.19%	-2.17%	3.11%
Class R3	12/31/2002	-25.23%	-1.20%	3.50%
MSCI EAFE Index		-25.13%	-0.84%	3.67%	1.00%

* Class A (sales load deducted) returns include the 5.50% maximum sales charge.

MassMutual Select T. Rowe Price International Equity Fund – Portfolio Manager Report (Unaudited)

What is the investment approach of MassMutual Select T. Rowe Price International Equity Fund, and who are the Fund’s subadvisers?

The Fund seeks long-term capital growth and current income primarily through investments in non-U.S. stocks. Under normal circumstances, the Fund invests at least 80% of its net assets (plus the amount of any borrowings for investment purposes) in equity securities. The Fund normally invests in a number of different countries throughout the world and may purchase the stocks of companies of any size. The Fund’s subadviser is T. Rowe Price Associates, Inc. (T. Rowe Price). In addition, each of T. Rowe Price International Ltd, T. Rowe Price Hong Kong Limited, and T. Rowe Price Singapore Private Ltd. serves as a sub-subadviser for the Fund.

Except as noted below, the MassMutual Select T. Rowe Price International Equity Fund has not been available for purchase by new or existing investors since October 29, 2020. The MassMutual Select T. Rowe Price Retirement Funds will continue to be able to purchase shares of the Fund. No other new or existing customers will be able to make purchases of the Fund, except that existing customers may continue to reinvest any dividends and capital gains distributions. Purchases of Fund shares may be further restricted or reopened in the future.

How did the Fund perform during the 12 months ended September 30, 2022?

The Fund’s Class I shares returned -25.28%, underperforming the -25.17% return of the MSCI All Country World Index (ACWI) ex USA (the “benchmark”), which measures the performance of the large- and mid-cap segments of the particular regions, excluding U.S. equity securities, including developed and emerging markets. It is free float-adjusted market-capitalization weighted.

For a discussion on the economic and market environment during the 12-month period ended September 30, 2022, please see the Economic and Market Overview, beginning on page 3.

Subadviser discussion of factors that contributed to the Fund’s performance

T. Rowe Price takes a core approach to investing, which provides exposure to both growth and value styles of investing. For the fiscal year ended September 30, 2022, stock selection among the emerging markets stock and international developed value equity allocations detracted from relative returns, as the allocations lagged their respective benchmarks. Conversely, selection in the international developed growth and emerging markets value equity allocations lifted relative results. Tactical positioning had a mixed impact on results. An overweight allocation to international large-cap value equities, which outpaced growth equities for the period, was beneficial. However, an overweight allocation to emerging markets equities, which trailed international developed stocks, weighed on relative performance.

Within the emerging markets equity allocation, less-than-favorable stock selection in the financial sector detracted from relative results, driven by holdings in the banking industry. Weak stock selection in the communication services sector also had a negative impact on relative performance. Conversely, favorable stock selection in the real estate sector lifted relative results, led by the real estate management and development industry. From a country perspective, weak stock selection in India weighed on relative returns. However, positive stock selection in Hong Kong aided relative returns, although it was mostly offset by an overweight allocation.

The international equity value allocation underperformed, as unfavorable security selection, coupled with an overweight allocation to the information technology sector, weighed on relative performance, driven by holdings in the semiconductors and semiconductor equipment industry. Detrimental stock choices and an underweight allocation to the energy sector also held back relative results. However, favorable stock selection in the consumer staples sector added value, led by the food products industry. Regionally, stock selection in developed Europe was a notable detractor from relative performance, driven by underperforming shares in the United Kingdom. Conversely, out-of-benchmark exposure to Canada bolstered returns.

Within the international core equity allocation, security selection in the financial sector contributed to relative performance, led by holdings in the insurance industry. However, stock selection within the consumer discretionary sector weighed on relative returns, driven by holdings within the internet and direct marketing retail industry. The health care sector also hurt relative returns due to poor stock selection. Regionally, out-of-benchmark exposure to Canada proved beneficial. On the contrary, security selection within developed Europe detracted from relative results, driven by shares in the United Kingdom.

MassMutual Select T. Rowe Price International Equity Fund – Portfolio Manager Report (Unaudited) (Continued)

The international equity growth allocation posted negative absolute returns. Nevertheless, favorable stock selection in the industrial and business services sector significantly contributed to relative results, driven by holdings in the aerospace and defense industry. Strong stock choices, coupled with an overweight allocation in the financial sector, also bolstered relative performance. Conversely, stock selection in the health care sector held back relative returns, driven by holdings in the pharmaceuticals industry. Regionally, favorable stock selection in and an underweight allocation to Japan was a notable contributor to relative performance. However, unfavorable security selection in Latin America detracted, driven by exposure to Brazilian equities.

The emerging markets value equity allocation posted negative absolute returns, although strong security selection in the industrial and business services sector was a significant contributor to relative performance, led by holdings in the machinery industry. Favorable stock selection, coupled with an underweight allocation to the health care sector, also had a positive impact on relative returns. Conversely, unfavorable stock selection within the financial sector was a notable detractor from relative performance, led by holdings in the capital markets industry. From a regional perspective, security selection in Pacific ex-Japan contributed significantly to relative performance, led by Chinese shares. Conversely, selection in the emerging markets Europe, Middle East, and Africa (EMEA) region detracted from relative results.

During the fiscal year, the Fund held equity options and rights. The use of rights added slightly to performance, whereas the estimated return impact from employing equity options was negligible. Derivatives are securities that derive their value from the performance of one or more other investments and take the form of a contract between two or more parties. Derivatives can be used for hedging, speculation, or both.

Subadviser outlook

T. Rowe Price notes that, as of the end of the fiscal year, valuations improved as risk assets pulled back from recent highs; however, in T. Rowe Price’s view uncertainty around corporate fundamentals suggests limited near-term upside, particularly as earnings estimates have not seen significant downward revision to reflect rising recession risks. Fund management continues to assess when to add to equities and other risk assets as they evaluate long-term valuations and early indications of stabilization or improvement in macroeconomic conditions. Given the range of potential paths for growth and inflation, Fund management expects its positioning to remain cautious, as they anticipate a firm commitment from major central banks to bring down inflation could result in a low ceiling for stocks in the near term – and could exacerbate economic contraction through over-tightening. In T. Rowe Price’s view, other key risks to global markets include the Russia-Ukraine conflict and the associated impact of energy supply shortages, which could weigh on European manufacturing, broader geopolitical instability, and unexpected supply chain disruption. They believe that such conditions contribute to a less compelling risk/reward trade-off between stocks and bonds or cash in the near term, and that a more modest allocation to equities may be prudent.

MassMutual Select T. Rowe Price International Equity Fund – Portfolio Manager Report (Unaudited) (Continued)

MassMutual Select T. Rowe Price International Equity Fund Largest Holdings (% of Net Assets) on 9/30/22
Taiwan Semiconductor Manufacturing Co. Ltd.	2.3%
Samsung Electronics Co. Ltd.	1.6%
Roche Holding AG	1.6%
AstraZeneca PLC Sponsored ADR	1.5%
Nestle SA Registered	1.5%
Nippon Telegraph & Telephone Corp.	1.4%
ASML Holding NV	1.1%
TotalEnergies SE	0.9%
Sanofi	0.9%
Unilever PLC	0.9%
	13.7%

MassMutual Select T. Rowe Price International Equity Fund Sector Table (% of Net Assets) on 9/30/22
Financial	22.7%
Consumer, Non-cyclical	22.2%
Consumer, Cyclical	10.9%
Industrial	10.7%
Communications	9.9%
Technology	9.4%
Basic Materials	5.2%
Energy	3.5%
Utilities	2.3%
Mutual Funds	2.0%
Total Long-Term Investments	98.8%
Short-Term Investments and Other Assets and Liabilities	1.2%
Net Assets	100.0%

MassMutual Select T. Rowe Price International Equity Fund – Portfolio Manager Report (Unaudited) (Continued)

GROWTH OF $10,000 INVESTMENT - Class I

The graph above illustrates the Fund’s historical performance for the past 10 fiscal years or since inception (for Funds lacking 10-year records) in comparison to its benchmark index, as well as one or more additional indexes, if applicable.

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	Since Inception 02/09/2018
Class I	02/09/2018	-25.28%	-1.69%
MSCI ACWI ex USA		-25.17%	-1.64%

MassMutual Total Return Bond Fund – Portfolio of Investments

September 30, 2022

	Number of Shares		Value
EQUITIES — 0.1%
COMMON STOCK — 0.1%
Communications — 0.1%
Telecommunications — 0.1%
Intelsat Emergence SA		16,754	$	435,604

TOTAL COMMON STOCK (Cost $1,575,355)				435,604

TOTAL EQUITIES (Cost $1,575,355)				435,604
	Principal Amount
BONDS & NOTES — 116.8%
BANK LOANS — 2.2%
Aerospace & Defense — 0.1%
TransDigm, Inc.
2020 Term Loan E, 3 mo. USD LIBOR + 2.250%
5.924% VRN 5/30/25	$	289,790		277,631
2020 Term Loan F, 3 mo. USD LIBOR + 2.250%
5.924% VRN 12/09/25		17,502		16,741
				294,372
Airlines — 0.0%
American Airlines, Inc., 2017 1st Lien Term Loan, 1 mo. USD LIBOR + 1.750%
4.871% VRN 1/29/27		86,864		79,697
United Airlines, Inc., 2021 Term Loan B, 3 mo. USD LIBOR + 3.750%
6.533% VRN 4/21/28		53,349		50,823
				130,520
Auto Parts & Equipment — 0.0%
Clarios Global LP, 2021 USD Term Loan B, 1 mo. USD LIBOR + 3.250%
6.365% VRN 4/30/26		211,302		199,416
Beverages — 0.0%
Naked Juice LLC, Term Loan, 3 mo. USD SOFR + 3.250%
6.903% VRN 1/24/29		90,825		83,066
Chemicals — 0.1%
Zep, Inc., 2017 1st Lien Term Loan, 3 mo. USD LIBOR + 4.000%
7.674% VRN 8/12/24		257,988		222,514

	Principal Amount		Value
Commercial Services — 0.1%
AI Aqua Merger Sub, Inc.
2022 Term Loan B,
0.000% 7/31/28 ^(a)	$	80,329	$	74,556
2022 Delayed Draw Term loan,
0.000% 7/31/28 ^(a)		18,257		16,944
Amentum Government Services Holdings LLC, Term Loan B, 3 mo. USD LIBOR + 4.000%, 6 mo. USD LIBOR + 4.000%
8.170% - 8.170% VRN 1/29/27		69,340		65,989
Element Materials Technology Group US Holdings, Inc.
2022 USD Delayed Draw Term Loan,
0.000% 7/06/29 ^(a) ^(b)		22,372		20,946
2022 USD Term Loan,
0.000% 7/06/29 ^(a)		48,472		45,382
Pre-Paid Legal Services, Inc., 2021 Term Loan, 3 mo. USD LIBOR + 3.750%
6.820% VRN 12/15/28		104,070		98,606
Prime Security Services Borrower, LLC, 2021 Term Loan, 1 mo. USD LIBOR + 2.750%
5.303% VRN 9/23/26		111,517		107,840
Safe Fleet Holdings LLC, 2022 Term Loan, 1 mo. USD SOFR CME + 3.750%
6.826% VRN 2/23/29		30,994		29,134
Spin Holdco, Inc., 2021 Term Loan, 3 mo. USD LIBOR + 4.000%
7.144% VRN 3/04/28		230,968		202,048
Trans Union, LLC, 2021 Term Loan B6, 1 mo. USD LIBOR + 2.250%
5.365% VRN 12/01/28		123,892		119,789
TruGreen Ltd. Partnership, 2020 Term Loan, 1 mo. USD LIBOR + 4.000%
7.115% VRN 11/02/27		57,339		54,042
				835,276
Computers — 0.0%
Peraton Corp., Term Loan B, 1 mo. USD LIBOR + 3.750%
6.865% VRN 2/01/28		70,467		66,662
Cosmetics & Personal Care — 0.0%
Sunshine Luxembourg VII SARL, 2021 Term Loan B3, 3 mo. USD LIBOR + 3.750%
7.424% VRN 10/01/26		115,428		107,124

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

MassMutual Total Return Bond Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
Diversified Financial Services — 0.1%
Avolon TLB Borrower 1 (US) LLC, Term Loan B3, 1 mo. USD LIBOR + 1.750%
4.764% VRN 1/15/25	$	70,325	$	68,552
Deerfield Dakota Holding, LLC, 2020 USD Term Loan B, 1 mo. USD SOFR CME + 3.750%
6.784% VRN 4/09/27		141,408		133,160
Setanta Aircraft Leasing Designated Activity Co., Term Loan B, 3 mo. USD LIBOR + 2.000%
5.674% VRN 11/05/28		700,000		682,500
				884,212
Electronics — 0.0%
II-VI, Inc., 2022 Term Loan B, 1 mo. USD LIBOR + 2.750%
5.314% VRN 7/02/29		39,896		38,567
Ingram Micro, Inc., 2021 Term Loan B, 3 mo. USD LIBOR + 3.500%
7.174% VRN 6/30/28		128,212		124,686
				163,253
Entertainment — 0.0%
J&J Ventures Gaming, LLC, Term Loan, 3 mo. USD LIBOR + 4.000%
7.674% VRN 4/26/28		32,433		30,670
Penn National Gaming, Inc., 2022 Term Loan B, 1 mo. USD SOFR CME + 2.750%
5.884% VRN 5/03/29		53,067		50,929
Scientific Games International, Inc., 2022 USD Term Loan, 1 mo. USD SOFR CME + 3.000%
5.906% VRN 4/14/29		107,613		104,331
				185,930
Food — 0.0%
Hostess Brands LLC, 2019 Term Loan, 1 mo. USD LIBOR + 2.250%, 3 mo. USD LIBOR + 2.250%
5.056% - 5.365% VRN 8/03/25		191,681		184,999
Health Care – Products — 0.1%
Avantor Funding, Inc., 2021 Term Loan B5, 1 mo. USD LIBOR + 2.250%
5.365% VRN 11/08/27		359,280		349,008
Bausch & Lomb, Inc., Term Loan, 1 mo. USD SOFR CME + 3.250%
6.098% VRN 5/10/27		38,250		35,512

	Principal Amount		Value
Medline Borrower LP, USD Term Loan B, 1 mo. USD LIBOR + 3.250%
6.365% VRN 10/23/28	$	104,738	$	96,129
				480,649
Insurance — 0.2%
Acrisure, LLC, 2020 Term Loan B, 1 mo. USD LIBOR + 3.500%
6.615% VRN 2/15/27		198,473		181,023
AmWINS Group, Inc., 2021 Term Loan B, 1 mo. USD LIBOR + 2.250%
5.365% VRN 2/19/28		957,945		914,617
Asurion, LLC
2020 Term Loan B8, 1 mo. USD LIBOR + 3.250%
6.365% VRN 12/23/26		204,286		172,751
2022 Term Loan B10, 3 mo. USD SOFR CME + 4.000%
7.703% VRN 8/19/28		132,740		112,773
Hub International Ltd., 2021 Term Loan B, 3 mo. USD LIBOR + 3.250%
5.982% VRN 4/25/25		114,157		109,805
				1,490,969
Internet — 0.0%
Proofpoint, Inc., 1st Lien Term Loan, 3 mo. USD LIBOR + 3.250%
6.320% VRN 8/31/28		10,000		9,371
Lodging — 0.1%
Caesars Resort Collection, LLC, 2017 1st Lien Term Loan B, 1 mo. USD LIBOR + 2.750%
5.865% VRN 12/23/24		227,350		221,689
Fertitta Entertainment, LLC, 2022 Term Loan B,
0.000% 1/27/29 ^(a)		299,250		277,117
				498,806
Media — 0.1%
Charter Communications Operating LLC, 2019 Term Loan B2, 1 mo. USD LIBOR + 1.750%
4.870% VRN 2/01/27		97,243		93,434
CSC Holdings LLC, 2017 Term Loan B1, 1 mo. USD LIBOR + 2.250%
5.068% VRN 7/17/25		146,826		139,578
Diamond Sports Group LLC, 2022 2nd Lien Term Loan, 1 mo. USD SOFR CME + 3.250%
5.946% VRN 8/24/26		172,799		32,954

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

MassMutual Total Return Bond Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
DirecTV Financing, LLC, Term Loan, 1 mo. USD LIBOR + 5.000%
8.115% VRN 8/02/27	$	409,500	$	380,479
Telenet Financing USD LLC, 2020 USD Term Loan AR, 1 mo. USD LIBOR + 2.000%
4.818% VRN 4/30/28		300,000		283,875
				930,320
Metal Fabricate & Hardware — 0.0%
AZZ, Inc., Term Loan B,
0.000% 5/13/29 ^(a)		28,189		27,390
Packaging & Containers — 0.2%
Berry Global, Inc., 2021 Term Loan Z, 3 mo. USD LIBOR + 1.750%
4.178% VRN 7/01/26		985,634		953,069
Pharmaceuticals — 0.4%
Change Healthcare Holdings LLC, 2017 Term Loan B, 3 mo. USD PRIME + 1.500%
7.750% VRN 3/01/24		187,719		186,989
Elanco Animal Health, Inc., Term Loan B, 1 mo. USD LIBOR + 1.750%
4.314% VRN 8/01/27		632,677		600,651
Gainwell Acquisition Corp., Term Loan B, 3 mo. USD LIBOR + 4.000%
7.674% VRN 10/01/27		223,295		212,298
Grifols Worldwide Operations USA, Inc., USD 2019 Term Loan B, 1 mo. USD LIBOR + 2.000%
5.115% VRN 11/15/27		723,383		685,304
Horizon Therapeutics USA, Inc., 2021 Term Loan B2, 1 mo. USD LIBOR + 1.750%
4.875% VRN 3/15/28		315,950		302,721
Jazz Financing Lux SARL, USD Term Loan, 1 mo. USD LIBOR + 3.500%
6.615% VRN 5/05/28		385,931		372,424
Organon & Co, USD Term Loan, 3 mo. USD LIBOR + 3.000%
6.188% VRN 6/02/28		461,595		450,055
				2,810,442
Retail — 0.1%
1011778 B.C. Unlimited Liability Co., Term Loan B4, 1 mo. USD LIBOR + 1.750%
4.871% VRN 11/19/26		366,939		350,100

	Principal Amount		Value
Whatabrands LLC, 2021 Term Loan B, 1 mo. USD LIBOR + 3.250%
6.365% VRN 8/03/28	$	471,438	$	435,255
				785,355
Semiconductors — 0.0%
Entegris, Inc., 2022 Term Loan B, 1 mo. USD SOFRTE + 3.000%
5.455% VRN 7/06/29		130,000		128,844
Software — 0.1%
Athenahealth, Inc.
2022 Delayed Draw Term Loan, 3 mo. USD LIBOR + 3.500%
3.500% VRN 2/15/29 ^(b)		6,289		5,622
2022 Term Loan B, 1 mo. USD SOFR CME + 3.500%
6.576% VRN 2/15/29		37,010		33,087
CDK Global, Inc., 2022 USD Term Loan B, 3 mo. USD SOFR CME + 4.500%
6.610% VRN 7/06/29		183,478		176,411
DTI Holdco, Inc., 2022 Term Loan, 3 mo. USD SOFR CME + 4.750%
7.327% VRN 4/26/29		23,080		21,823
Mitnick Corporate Purchaser, Inc., Term Loan,
0.000% 5/02/29 ^(a)		36,000		33,930
NortonLifeLock, Inc., 2022 Term Loan B, 3 mo. USD SOFR + 2.000%
4.848% VRN 9/12/29		550,000		527,725
RealPage, Inc., 1st Lien Term Loan, 1 mo. USD LIBOR + 3.000%
3.500% VRN 4/24/28		36,000		33,670
Sophia, L.P., 2021 Term Loan B, 3 mo. USD LIBOR + 3.500%
7.174% VRN 10/07/27		98,156		94,230
				926,498
Telecommunications — 0.5%
CenturyLink, Inc., 2020 Term Loan B, 1 mo. USD LIBOR + 2.250%
5.365% VRN 3/15/27		858,350		779,090
CommScope, Inc., 2019 Term Loan B, 1 mo. USD LIBOR + 3.250%
6.365% VRN 4/06/26		291,000		268,084
Intelsat Jackson Holdings S.A., 2021 Exit Term Loan B, 6 mo. USD SOFRTE + 4.500%
7.445% VRN 2/01/29		101,028		94,587

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

MassMutual Total Return Bond Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
Level 3 Financing, Inc., 2019 Term Loan B, 1 mo. USD LIBOR + 1.750%
4.865% VRN 3/01/27	$	1,131,435	$	1,072,918
SBA Senior Finance II LLC, 2018 Term Loan B, 1 mo. USD LIBOR + 1.750%
4.870% VRN 4/11/25		478,750		464,986
Zayo Group Holdings, Inc., USD Term Loan, 1 mo. USD LIBOR + 3.000%
6.115% VRN 3/09/27		837,204		697,081
				3,376,746
Transportation — 0.0%
Genesee & Wyoming, Inc., Term Loan, 3 mo. USD LIBOR + 2.000%
5.674% VRN 12/30/26		66,813		64,854

TOTAL BANK LOANS (Cost $16,651,191)				15,840,657

CORPORATE DEBT — 29.5%
Aerospace & Defense — 0.3%
The Boeing Co.
1.167% 2/04/23		1,855,000		1,832,083
Agriculture — 0.5%
BAT Capital Corp.
4.390% 8/15/37		340,000		242,409
4.540% 8/15/47		2,165,000		1,434,540
5.650% 3/16/52		570,000		434,708
Imperial Brands Finance PLC
3.875% 7/26/29 ^(c)		50,000		42,445
6.125% 7/27/27 ^(c)		690,000		680,203
Reynolds American, Inc.
5.850% 8/15/45		1,160,000		910,117
				3,744,422
Airlines — 0.1%
U.S. Airways Pass-Through Trust
7.125% 4/22/25		624,753		620,482
Auto Manufacturers — 0.1%
Allison Transmission, Inc.
3.750% 1/30/31 ^(c)		475,000		364,130
General Motors Co.
4.875% 10/02/23		150,000		149,345
				513,475
Banks — 10.0%
Bank of America Corp.
SOFR + 1.370% 1.922% VRN 10/24/31		925,000		682,914

	Principal Amount		Value
SOFR + 1.060% 2.087% VRN 6/14/29	$	1,835,000	$	1,492,029
SOFR + 1.220% 2.299% VRN 7/21/32		490,000		365,683
SOFR + 1.210% 2.572% VRN 10/20/32		1,300,000		993,812
SOFR + 2.150% 2.592% VRN 4/29/31		290,000		229,896
SOFR + 1.320% 2.687% VRN 4/22/32		245,000		190,839
SOFR + 1.330% 2.972% VRN 2/04/33		475,000		371,157
3 mo. USD LIBOR + .790% 3.004% VRN 12/20/23		355,000		353,127
3 mo. USD LIBOR + .810% 3.366% VRN 1/23/26		5,365,000		5,084,911
3 mo. USD LIBOR + 1.070% 3.970% VRN 3/05/29		1,670,000		1,511,626
Citigroup, Inc.
SOFR + .770% 1.462% VRN 6/09/27		1,225,000		1,043,359
SOFR + 1.167% 2.561% VRN 5/01/32		1,030,000		790,340
SOFR + 2.107% 2.572% VRN 6/03/31		1,070,000		841,234
SOFR + 1.146% 2.666% VRN 1/29/31		430,000		342,943
SOFR + 1.422% 2.976% VRN 11/05/30		500,000		410,777
SOFR + 1.351% 3.057% VRN 1/25/33		1,350,000		1,062,678
SOFR + 1.280% 3.070% VRN 2/24/28		410,000		365,129
SOFR + 3.914% 4.412% VRN 3/31/31		830,000		744,894
Credit Suisse Group AG
SOFR + .980% 1.305% VRN 2/02/27 ^(c)		1,315,000		1,067,570
SOFR + 1.730% 3.091% VRN 5/14/32 ^(c)		1,850,000		1,297,138
SOFR + 3.700% 6.442% VRN 8/11/28 ^(c)		345,000		320,974
SOFR + 3.920% 6.537% VRN 8/12/33 ^(c)		2,135,000		1,918,360
Discover Bank
4.200% 8/08/23		1,120,000		1,113,089
DNB Bank ASA 1 year CMT + .680%
1.605% VRN 3/30/28 ^(c)		1,400,000		1,166,028
Global Bank Corp. 3 mo. USD LIBOR + 3.300%
5.250% VRN 4/16/29 ^(c)		200,000		183,640

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

MassMutual Total Return Bond Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
The Goldman Sachs Group, Inc.
SOFR + .486% 0.925% VRN 10/21/24	$	895,000	$	850,194
SOFR + .789% 1.093% VRN 12/09/26		485,000		418,592
1.217% 12/06/23		2,245,000		2,152,805
SOFR + .798% 1.431% VRN 3/09/27		2,295,000		1,973,734
SOFR + .913% 1.948% VRN 10/21/27		1,755,000		1,501,446
SOFR + 1.090% 1.992% VRN 1/27/32		315,000		232,780
SOFR + 1.248% 2.383% VRN 7/21/32		950,000		715,957
SOFR + 1.264% 2.650% VRN 10/21/32		465,000		356,098
HSBC Holdings PLC
SOFR + 1.732% 2.013% VRN 9/22/28		1,370,000		1,095,535
SOFR + 1.929% 2.099% VRN 6/04/26		1,480,000		1,325,487
SOFR + 1.285% 2.206% VRN 8/17/29		1,135,000		878,683
SOFR + 1.187% 2.804% VRN 5/24/32		865,000		634,752
SOFR + 2.110% 4.755% VRN 6/09/28		1,080,000		992,835
SOFR + 2.870% 5.402% VRN 8/11/33		320,000		284,415
JP Morgan Chase & Co.
SOFR + .580% 0.697% VRN 3/16/24		440,000		430,743
3 mo. TSFR + .580% 0.969% VRN 6/23/25		2,650,000		2,451,811
SOFR + .605% 1.561% VRN 12/10/25		1,890,000		1,733,649
SOFR + .885% 1.578% VRN 4/22/27		1,360,000		1,175,096
SOFR + 1.180% 2.545% VRN 11/08/32		850,000		644,690
SOFR + 1.250% 2.580% VRN 4/22/32		390,000		301,919
SOFR + 1.510% 2.739% VRN 10/15/30		540,000		438,905
SOFR + 1.170% 2.947% VRN 2/24/28		535,000		473,264
3 mo. USD LIBOR + 1.245% 3.960% VRN 1/29/27		630,000		594,727
Lloyds Banking Group PLC
1 year CMT + .850% 1.627% VRN 5/11/27		1,000,000		850,165
3 mo. USD LIBOR + .810% 2.907% VRN 11/07/23		1,090,000		1,087,471

	Principal Amount		Value
3 mo. USD LIBOR + 1.205% 3.574% VRN 11/07/28	$	425,000	$	372,906
1 year CMT + 3.500% 3.870% VRN 7/09/25		415,000		400,250
1 year CMT + 2.300% 4.976% VRN 8/11/33		995,000		869,035
Macquarie Group Ltd.
SOFR + 1.069% 1.340% VRN 1/12/27 ^(c)		920,000		787,668
SOFR + 1.440% 2.691% VRN 6/23/32 ^(c) ^(d)		5,000		3,763
SOFR + 1.532% 2.871% VRN 1/14/33 ^(c)		1,335,000		1,002,715
SOFR + 2.405% 4.442% VRN 6/21/33 ^(c)		525,000		447,226
Morgan Stanley
SOFR + .560% 1.164% VRN 10/21/25		2,885,000		2,628,561
SOFR + .879% 1.593% VRN 5/04/27		1,365,000		1,176,926
SOFR + 1.020% 1.928% VRN 4/28/32		1,005,000		733,358
SOFR + 1.178% 2.239% VRN 7/21/32		360,000		270,427
SOFR + 1.360% 2.484% VRN 9/16/36		980,000		701,935
SOFR + 1.200% 2.511% VRN 10/20/32		585,000		446,825
Natwest Group PLC 3 mo. USD LIBOR + 1.762%
4.269% VRN 3/22/25		1,710,000		1,662,905
Santander UK Group Holdings PLC
SOFR + .787% 1.089% VRN 3/15/25		1,825,000		1,685,337
1 year CMT + 1.250% 1.532% VRN 8/21/26		295,000		255,810
SOFR + .989% 1.673% VRN 6/14/27		340,000		282,711
SOFR + 1.220% 2.469% VRN 1/11/28		285,000		237,327
3 mo. USD LIBOR + 1.570% 4.796% VRN 11/15/24		525,000		517,746
Santander UK PLC
5.000% 11/07/23 ^(c)		1,390,000		1,375,335
UBS Group AG Registered 1 year CMT + 1.550%
4.488% VRN 5/12/26 ^(c)		445,000		428,948
Wells Fargo & Co.
SOFR + 2.100% 2.393% VRN 6/02/28		1,710,000		1,467,177
SOFR + 1.500% 3.350% VRN 3/02/33		3,750,000		3,039,707

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

MassMutual Total Return Bond Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
SOFR + 1.510% 3.526% VRN 3/24/28	$	1,800,000	$	1,631,043
3 mo. USD LIBOR + 1.310% 3.584% VRN 5/22/28		1,345,000		1,216,696
SOFR + 2.100% 4.897% VRN 7/25/33		1,025,000		940,491
				72,122,728
Beverages — 0.4%
Anheuser-Busch Cos. LLC/Anheuser-Busch InBev Worldwide, Inc.
4.900% 2/01/46		2,215,000		1,919,641
Bacardi Ltd.
5.300% 5/15/48 ^(c)		275,000		233,749
Constellation Brands, Inc.
4.750% 5/09/32		785,000		731,178
				2,884,568
Chemicals — 0.2%
International Flavors & Fragrances, Inc.
2.300% 11/01/30 ^(c)		1,685,000		1,292,873
5.000% 9/26/48		430,000		358,919
				1,651,792
Commercial Services — 0.3%
Global Payments, Inc.
5.400% 8/15/32		365,000		337,148
5.950% 8/15/52		495,000		436,169
Rent-A-Center, Inc.
6.375% 2/15/29 ^(c) ^(d)		85,000		66,300
S&P Global, Inc.
2.900% 3/01/32 ^(c)		415,000		346,064
4.750% 8/01/28 ^(c)		750,000		732,361
WASH Multifamily Acquisition, Inc.
5.750% 4/15/26 ^(c)		85,000		78,389
				1,996,431
Computers — 0.1%
Lenovo Group Ltd.
6.536% 7/27/32 ^(c)		370,000		340,373
NCR Corp.
5.125% 4/15/29 ^(c)		175,000		131,254
6.125% 9/01/29 ^(c) ^(d)		225,000		193,734
				665,361
Cosmetics & Personal Care — 0.2%
GSK Consumer Healthcare Co.
3.625% 3/24/32 ^(c)		1,430,000		1,208,086

	Principal Amount		Value
Diversified Financial Services — 1.2%
AerCap Ireland Capital DAC / AerCap Global Aviation Trust
3.300% 1/30/32	$	2,270,000	$	1,704,847
AerCap Ireland Capital DAC/AerCap Global Aviation Trust
3.875% 1/23/28		265,000		228,838
4.125% 7/03/23		220,000		218,278
Air Lease Corp.
3.250% 3/01/25		950,000		889,931
Avolon Holdings Funding Ltd.
2.528% 11/18/27 ^(c)		1,109,000		871,429
2.875% 2/15/25 ^(c)		860,000		778,056
3.950% 7/01/24 ^(c)		380,000		359,568
Capital One Financial Corp. SOFR + 1.790%
3.273% VRN 3/01/30		1,160,000		970,350
Charles Schwab Corp.
2.900% 3/03/32		415,000		341,666
Discover Financial Services
3.950% 11/06/24		150,000		146,286
Intercontinental Exchange, Inc.
4.600% 3/15/33		990,000		921,381
ORIX Corp.
5.200% 9/13/32		745,000		707,819
Park Aerospace Holdings Ltd.
4.500% 3/15/23 ^(c)		700,000		695,863
5.500% 2/15/24 ^(c)		75,000		73,220
				8,907,532
Electric — 1.5%
Ameren Illinois Co.
3.700% 12/01/47		480,000		364,466
Consolidated Edison Co. of New York, Inc.
4.650% 12/01/48		1,000,000		851,612
Duke Energy Carolinas LLC
3.700% 12/01/47		738,000		551,056
Duke Energy Corp.
2.550% 6/15/31		560,000		438,403
3.750% 9/01/46		471,000		333,585
Entergy Louisiana LLC
3.780% 4/01/25		1,250,000		1,205,760
Eversource Energy
4.600% 7/01/27		735,000		709,701
FirstEnergy Transmission LLC
2.866% 9/15/28 ^(c)		1,401,000		1,191,584
5.450% 7/15/44 ^(c)		600,000		542,692
Florida Power & Light Co.
3.990% 3/01/49		1,000,000		808,739

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

MassMutual Total Return Bond Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
Metropolitan Edison Co.
4.000% 4/15/25 ^(c)	$	985,000	$	934,652
MidAmerican Energy Co.
4.400% 10/15/44		1,905,000		1,618,047
Mong Duong Finance Holdings BV
5.125% 5/07/29 ^(c)		250,000		195,827
NextEra Energy Capital Holdings, Inc.
4.625% 7/15/27		925,000		894,417
				10,640,541
Engineering & Construction — 0.1%
Artera Services LLC
9.033% 12/04/25 ^(c)		257,000		206,885
Heathrow Funding Ltd.
1.875% 3/14/36 EUR ^(c) ^(e)		895,000		616,657
				823,542
Entertainment — 0.5%
Caesars Entertainment, Inc.
8.125% 7/01/27 ^(c) ^(d)		250,000		238,771
Warnermedia Holdings, Inc.
5.050% 3/15/42 ^(c)		1,760,000		1,317,088
5.141% 3/15/52 ^(c)		2,551,000		1,850,877
				3,406,736
Environmental Controls — 0.0%
Waste Pro USA, Inc.
5.500% 2/15/26 ^(c)		400,000		352,532
Food — 0.6%
JBS USA LUX SA/JBS USA Food Co./JBS USA Finance, Inc.
3.000% 2/02/29 ^(c)		730,000		597,359
3.000% 5/15/32 ^(c)		410,000		302,785
6.500% 12/01/52 ^(c)		900,000		801,945
Kraft Heinz Foods Co.
4.875% 10/01/49		815,000		671,802
5.200% 7/15/45		750,000		650,506
Pilgrim’s Pride Corp.
3.500% 3/01/32 ^(c)		500,000		376,277
5.875% 9/30/27 ^(c)		75,000		72,938
Post Holdings, Inc.
5.750% 3/01/27 ^(c)		525,000		500,750
				3,974,362
Gas — 0.2%
KeySpan Gas East Corp.
5.819% 4/01/41 ^(c)		1,337,000		1,262,022
Health Care – Products — 0.0%
Medline Borrower LP
3.875% 4/01/29 ^(c)		375,000		300,937

	Principal Amount		Value
Health Care – Services — 1.7%
Aetna, Inc.
3.500% 11/15/24	$	500,000	$	485,990
Centene Corp.
2.450% 7/15/28		1,951,000		1,588,543
4.250% 12/15/27		590,000		538,567
CommonSpirit Health
2.782% 10/01/30		455,000		362,979
3.347% 10/01/29		1,200,000		1,015,500
HCA, Inc.
2.375% 7/15/31		230,000		170,059
3.500% 9/01/30		859,000		709,293
4.125% 6/15/29		1,262,000		1,106,381
5.125% 6/15/39		650,000		545,533
5.250% 4/15/25		644,000		630,892
5.250% 6/15/49		485,000		394,426
5.375% 9/01/26		590,000		571,809
5.500% 6/15/47		775,000		654,797
Humana, Inc.
3.700% 3/23/29		2,050,000		1,838,773
ModivCare Escrow Issuer, Inc.
5.000% 10/01/29 ^(c)		425,000		345,312
Molina Healthcare, Inc.
3.875% 11/15/30 ^(c)		417,000		349,976
3.875% 5/15/32 ^(c)		850,000		696,273
				12,005,103
Household Products & Wares — 0.0%
Central Garden & Pet Co.
5.125% 2/01/28		22,000		19,806
Insurance — 1.5%
Alliant Holdings Intermediate LLC/Alliant Holdings Co-Issuer
6.750% 10/15/27 ^(c)		90,000		77,561
Aon Corp. / Aon Global Holdings PLC
3.900% 2/28/52		845,000		626,405
5.000% 9/12/32		545,000		522,103
Athene Global Funding
1.985% 8/19/28 ^(c)		2,200,000		1,736,271
3.205% 3/08/27 ^(c)		445,000		393,504
Berkshire Hathaway Finance Corp.
3.850% 3/15/52		600,000		458,485
Farmers Exchange Capital
3 mo. USD LIBOR + 3.454% 5.454% VRN 10/15/54 ^(c)		3,290,000		3,030,465
3 mo. USD LIBOR + 3.744% 6.151% VRN 11/01/53 ^(c)		350,000		333,897

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

MassMutual Total Return Bond Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
Teachers Insurance & Annuity Association of America 3 mo. USD LIBOR + 2.661%
4.375% VRN 9/15/54 ^(c)	$	4,000,000	$	3,843,078
				11,021,769
Internet — 0.2%
NortonLifeLock, Inc.
6.750% 9/30/27 ^(c)		400,000		385,212
Tencent Holdings Ltd.
3.680% 4/22/41 ^(c)		455,000		326,371
3.840% 4/22/51 ^(c)		455,000		297,162
3.975% 4/11/29 ^(c)		410,000		367,147
				1,375,892
Lodging — 0.1%
Hyatt Hotels Corp.
1.800% 10/01/24		930,000		872,165
Machinery – Diversified — 0.0%
OT Merger Corp.
7.875% 10/15/29 ^(c)		125,000		84,688
Media — 0.8%
Cable One, Inc.
4.000% 11/15/30 ^(c)		1,085,000		840,584
CCO Holdings LLC/CCO Holdings Capital Corp.
4.250% 2/01/31 ^(c)		975,000		746,213
4.250% 1/15/34 ^(c)		500,000		358,125
Charter Communications Operating LLC/Charter Communications Operating Capital
3.750% 2/15/28		500,000		441,901
4.800% 3/01/50		375,000		270,556
4.908% 7/23/25		1,105,000		1,077,711
5.250% 4/01/53		250,000		191,069
5.375% 4/01/38		5,000		4,057
5.375% 5/01/47		180,000		139,252
5.750% 4/01/48		1,088,000		878,239
CSC Holdings LLC
5.375% 2/01/28 ^(c)		125,000		109,161
Diamond Sports Group LLC / Diamond Sports Finance Co.
5.375% 8/15/26 ^(c)		1,175,000		230,888
Time Warner Cable, Inc.
5.500% 9/01/41		370,000		290,456
5.875% 11/15/40		360,000		296,394
				5,874,606
Miscellaneous - Manufacturing — 0.2%
GE Capital International Funding Co. Unlimited Co.
4.418% 11/15/35		1,067,000		957,722

	Principal Amount		Value
General Electric Co.
6.750% 3/15/32	$	480,000	$	518,407
				1,476,129
Oil & Gas — 0.5%
Ecopetrol SA
6.875% 4/29/30		200,000		168,023
KazMunay Gas National Co.
4.750% 4/19/27 ^(c)		200,000		167,210
Occidental Petroleum Corp.
0.000% 10/10/36		115,000		58,396
4.500% 7/15/44		400,000		334,025
Pertamina Persero PT
3.100% 8/27/30 ^(c)		875,000		713,385
Petroleos Mexicanos
6.625% 6/15/35		2,100,000		1,341,900
7.690% 1/23/50		295,000		181,867
Petronas Capital Ltd.
3.500% 4/21/30 ^(c)		200,000		182,212
Saudi Arabian Oil Co.
1.625% 11/24/25 ^(c)		200,000		179,933
Transocean Guardian Ltd.
5.875% 1/15/24 ^(c)		184,550		173,774
Transocean Poseidon Ltd.
6.875% 2/01/27 ^(c)		203,875		186,545
				3,687,270
Oil & Gas Services — 0.1%
Transocean Proteus Ltd.
6.250% 12/01/24 ^(c)		391,950		368,433
USA Compression Partners LP/USA Compression Finance Corp.
6.875% 4/01/26		70,000		64,121
				432,554
Packaging & Containers — 0.2%
Berry Global, Inc.
1.650% 1/15/27		85,000		70,513
4.875% 7/15/26 ^(c)		585,000		549,900
Mauser Packaging Solutions Holding Co.
5.500% 4/15/24 ^(c)		70,000		66,500
Sealed Air Corp.
1.573% 10/15/26 ^(c)		1,200,000		1,005,080
Trivium Packaging Finance BV
8.500% 8/15/27 ^(c) ^(d)		75,000		66,211
				1,758,204
Pharmaceuticals — 1.4%
AbbVie, Inc.
4.450% 5/14/46		695,000		564,899
4.500% 5/14/35		234,000		208,289

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

MassMutual Total Return Bond Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
4.550% 3/15/35	$	576,000	$	516,437
Bayer US Finance II LLC
4.375% 12/15/28 ^(c)		3,281,000		3,003,565
4.625% 6/25/38 ^(c)		1,310,000		1,084,165
4.875% 6/25/48 ^(c)		220,000		179,643
Becton Dickinson and Co.
2.823% 5/20/30		1,735,000		1,451,521
Cigna Corp.
3.400% 3/15/51		210,000		143,222
4.125% 11/15/25		695,000		675,107
CVS Health Corp.
3.250% 8/15/29		5,000		4,374
5.050% 3/25/48		2,360,000		2,070,474
Embecta Corp.
5.000% 2/15/30 ^(c)		425,000		364,790
Endo DAC / Endo Finance LLC / Endo Finco, Inc.
6.000% 6/30/28 ^(c) ^(f)		75,000		4,125
				10,270,611
Pipelines — 1.0%
Energy Transfer LP
4.950% 6/15/28		1,291,000		1,203,056
5.350% 5/15/45		370,000		297,631
5.400% 10/01/47		1,275,000		1,032,239
5.500% 6/01/27		264,000		256,975
5.950% 10/01/43		750,000		649,905
6.250% 4/15/49		105,000		94,029
Galaxy Pipeline Assets Bidco Ltd.
2.160% 3/31/34 ^(c)		369,880		303,743
Kinder Morgan, Inc.
5.550% 6/01/45		565,000		492,511
Plains All American Pipeline LP/PAA Finance Corp.
3.550% 12/15/29		228,000		189,852
Rockies Express Pipeline LLC
4.950% 7/15/29 ^(c)		1,000,000		857,795
6.875% 4/15/40 ^(c)		745,000		606,393
Sabine Pass Liquefaction LLC
4.500% 5/15/30		765,000		696,627
Southern Gas Corridor CJSC
6.875% 3/24/26 ^(c)		400,000		393,440
				7,074,196
Real Estate — 0.0%
Vonovia SE
1.500% 6/14/41 EUR ^(c) ^(e)		200,000		106,114
Real Estate Investment Trusts (REITS) — 1.9%
Alexandria Real Estate Equities, Inc.
1.875% 2/01/33		630,000		442,545

	Principal Amount		Value
2.950% 3/15/34	$	420,000	$	324,372
American Assets Trust LP
3.375% 2/01/31		865,000		686,722
American Homes Rent
3.625% 4/15/32		1,650,000		1,360,227
CapLand Ascendas REIT
0.750% 6/23/28 EUR ^(c) ^(e)		445,000		333,887
GLP Capital LP/GLP Financing II, Inc.
4.000% 1/15/30		60,000		50,108
5.250% 6/01/25		600,000		579,947
5.300% 1/15/29		620,000		565,378
5.375% 4/15/26		1,820,000		1,740,848
Healthcare Realty Holdings LP
2.000% 3/15/31		340,000		249,628
2.400% 3/15/30		615,000		470,916
3.100% 2/15/30		825,000		675,391
3.625% 1/15/28		33,000		29,068
3.750% 7/01/27		130,000		119,358
Hudson Pacific Properties LP
4.650% 4/01/29		1,185,000		1,052,308
Invitation Homes Operating Partnership LP
2.000% 8/15/31		145,000		103,973
4.150% 4/15/32		670,000		565,934
Life Storage LP
2.400% 10/15/31		925,000		694,417
Physicians Realty LP
2.625% 11/01/31		465,000		352,587
SL Green Operating Partnership LP
3.250% 10/15/22		1,000,000		999,598
VICI Properties LP
3.750% 2/15/27 ^(c)		60,000		52,552
3.875% 2/15/29 ^(c)		485,000		406,869
4.500% 9/01/26 ^(c)		240,000		219,351
4.500% 1/15/28 ^(c)		135,000		119,770
4.625% 6/15/25 ^(c)		65,000		61,150
4.950% 2/15/30		20,000		18,074
5.125% 5/15/32		770,000		682,528
5.625% 5/15/52		403,000		333,397
5.750% 2/01/27 ^(c)		255,000		240,281
				13,531,184
Retail — 0.3%
1011778 BC ULC/New Red Finance, Inc.
4.000% 10/15/30 ^(c)		450,000		354,411
Fertitta Entertainment LLC/Fertitta Entertainment Finance Co., Inc.
6.750% 1/15/30 ^(c)		85,000		64,616

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

MassMutual Total Return Bond Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
The Michaels Cos., Inc.
5.250% 5/01/28 ^(c)	$	556,000	$	390,301
7.875% 5/01/29 ^(c) ^(d)		339,000		195,732
Papa John’s International, Inc.
3.875% 9/15/29 ^(c) ^(d)		233,000		186,281
Starbucks Corp.
3.000% 2/14/32 ^(d)		835,000		690,805
				1,882,146
Savings & Loans — 0.3%
Nationwide Building Society
SOFR + 1.290% 2.972% VRN 2/16/28 ^(c)		720,000		619,209
3 mo. USD LIBOR + 1.064% 3.766% VRN 3/08/24 ^(c)		1,215,000		1,201,445
3 mo. USD LIBOR + 1.392% 4.363% VRN 8/01/24 ^(c)		300,000		296,036
				2,116,690
Semiconductors — 0.2%
Broadcom, Inc.
3.419% 4/15/33 ^(c)		420,000		320,389
4.300% 11/15/32		385,000		323,180
Intel Corp.
3.050% 8/12/51 ^(d)		664,000		426,056
TSMC Global Ltd.
4.625% 7/22/32 ^(c)		250,000		236,804
				1,306,429
Software — 0.4%
Change Healthcare Holdings LLC/Change Healthcare Finance, Inc.
5.750% 3/01/25 ^(c)		288,000		286,924
Oracle Corp.
2.875% 3/25/31		115,000		90,657
3.800% 11/15/37		200,000		144,503
3.950% 3/25/51		2,078,000		1,378,335
Take-Two Interactive Software, Inc.
4.000% 4/14/32		810,000		703,161
				2,603,580
Telecommunications — 2.4%
AT&T, Inc.
2.550% 12/01/33		210,000		155,385
3.800% 12/01/57		4,140,000		2,797,194
4.500% 5/15/35		110,000		95,087
4.750% 5/15/46		100,000		83,825
4.850% 3/01/39		366,000		316,878
5.250% 3/01/37		850,000		782,643
Intelsat Jackson Holdings S.A.
6.500% 3/15/30 ^(c) ^(d)		2,240,000		1,904,448

	Principal Amount		Value
Intelsat Jackson Holdings S.A., Escrow
8.500% 10/15/24 ^(c) ^(g) ^(h) ⁽ⁱ⁾	$	378,000	$	—
9.750% 7/15/25 ^(c) ^(g) ^(h) ⁽ⁱ⁾		1,379,000		—
Level 3 Financing, Inc.
3.400% 3/01/27 ^(c)		825,000		690,937
3.875% 11/15/29 ^(c)		230,000		181,503
Sprint Spectrum Co. LLC/Sprint Spectrum Co. II LLC/Sprint Spectrum Co. III LLC
4.738% 9/20/29 ^(c)		2,153,125		2,122,251
5.152% 9/20/29 ^(c)		2,015,000		1,972,441
T-Mobile USA, Inc.
2.250% 2/15/26		1,217,000		1,088,947
2.550% 2/15/31		955,000		756,306
3.750% 4/15/27		1,270,000		1,172,593
3.875% 4/15/30		580,000		514,272
4.375% 4/15/40		840,000		684,119
Verizon Communications, Inc.
2.355% 3/15/32		80,000		61,316
2.550% 3/21/31		410,000		327,710
Vodafone Group PLC
4.875% 6/19/49		1,260,000		990,506
5.250% 5/30/48		1,000,000		828,137
				17,526,498
Transportation — 0.0%
Empresa de Transporte de Pasajeros Metro SA
3.650% 5/07/30 ^(c)		200,000		172,005

TOTAL CORPORATE DEBT (Cost $247,677,231)				212,105,271

MUNICIPAL OBLIGATIONS — 0.2%
City of New York NY, General Obligation
3.000% 8/01/34		945,000		760,811
County of Miami-Dade FL Aviation Revenue, Revenue Bond
2.707% 10/01/33		375,000		294,377
University of Michigan, Revenue
3.504% 4/01/52		335,000		256,736
				1,311,924

TOTAL MUNICIPAL OBLIGATIONS (Cost $1,734,213)				1,311,924

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

MassMutual Total Return Bond Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
NON-U.S. GOVERNMENT AGENCY OBLIGATIONS — 17.2%
Commercial Mortgage-Backed Securities — 3.2%
BAMLL Commercial Mortgage Securities Trust
Series 2019-BPR, Class AMP, 3.287% 11/05/32 ^(c)	$	1,920,000	$	1,740,114
Series 2018-PARK, Class A, 4.227% VRN 8/10/38 ^(c) ^(j)		1,280,000		1,162,823
BX Commercial Mortgage Trust
Series 2019-XL, Class A, 1 mo. USD LIBOR + .920% 3.738% FRN 10/15/36 ^(c)		2,339,554		2,304,488
Series 2022-CSMO, Class A, 1 mo. TSFR + 2.115% 4.960% FRN 6/15/27 ^(c)		1,641,000		1,632,849
BX Trust
Series 2019-OC11, Class A, 3.202% 12/09/41 ^(c)		420,000		349,609
Series 2022-VAMF, Class C, 1 mo. TSFR + 1.580% 4.425% FRN 1/15/39 ^(c)		1,057,000		1,012,348
Series 2022-PSB, Class D, 1 mo. TSFR + 4.693% 7.538% FRN 8/15/39 ^(c)		1,340,000		1,325,755
CALI Mortgage Trust, Series 2019-101C, Class A
3.957% 3/10/39 ^(c)		945,000		833,423
CPT Mortgage Trust, Series 2019-CPT, Class A
2.865% 11/13/39 ^(c)		805,000		655,254
DC Office Trust, Series 2019-MTC, Class A
2.965% 9/15/45 ^(c)		860,000		709,180
GS Mortgage-Backed Securities
3.000% 1/25/53 ^(c)		4,300,000		3,665,183
Hudson Yards Mortgage Trust
Series 2019-55HY, Class A, 3.041% VRN 12/10/41 ^(c) ^(j)		860,000		724,661
Series 2019-30HY, Class A, 3.228% 7/10/39 ^(c)		880,000		757,655
JP Morgan Chase Commercial Mortgage Securities Trust
Series 2019-OSB, Class A, 3.397% 6/05/39 ^(c)		900,000		775,389
Series 2021-HTL5, Class A, 1 mo. USD LIBOR + 1.115% 3.933% FRN 11/15/38 ^(c)		2,138,000		2,052,725
MKT Mortgage Trust, Series 2020-525M, Class A
2.694% 2/12/40 ^(c)		570,000		455,740

	Principal Amount		Value
One Bryant Park Trust, Series 2019-OBP, Class A
2.516% 9/15/54 ^(c)	$	1,085,000	$	889,907
RBS Commercial Funding, Inc. Trust, Series 2013-GSP, Class A,
3.961% VRN 1/15/32 ^(c) ^(j)		640,000		610,917
SFAVE Commercial Mortgage Securities Trust, Series 2015-5AVE, Class A2B,
4.144% VRN 1/05/43 ^(c) ^(j)		50,000		36,919
TTAN, Series 2021-MHC, Class E, 1 mo. USD LIBOR + 2.400%
5.218% FRN 3/15/38 ^(c)		1,345,716		1,261,888
				22,956,827
Home Equity Asset-Backed Securities — 0.9%
Argent Securities, Inc., Series 2005-W2, Class M1, 1 mo. USD LIBOR + .735%
3.819% FRN 10/25/35		2,129,975		2,090,750
Morgan Stanley Capital, Inc. Trust, Series 2006-HE1, Class A4, 1 mo. USD LIBOR + .580%
3.664% FRN 1/25/36		2,065,948		1,995,737
Option One Mortgage Loan Trust, Series 2006-3, Class 1A1, 1 mo. USD LIBOR + .140%
3.224% FRN 2/25/37		3,700,843		2,388,712
				6,475,199
Other Asset-Backed Securities — 4.7%
AGL CLO Ltd., Series 2021-13A, Class A1, 3 mo. USD LIBOR + 1.160%
3.870% FRN 10/20/34 ^(c)		2,400,000		2,290,531
AIG CLO Ltd., Series 2019-2A, Class BR, 3 mo. USD LIBOR + 1.600%
4.383% FRN 10/25/33 ^(c)		2,400,000		2,243,839
Aimco CLO Ltd., Series 2020-11A, Class AR, 3 mo. USD LIBOR + 1.130%
3.870% FRN 10/17/34 ^(c)		2,075,000		1,978,998
Arbor Realty Commercial Real Estate Notes Ltd., Series 2021-FL3, Class A, 1 mo. USD LIBOR + 1.070%
3.888% FRN 8/15/34 ^(c)		2,018,000		1,946,780
Barings CLO Ltd., Series 2013-IA, Class AR, 3 mo. USD LIBOR + .800%
3.510% FRN 1/20/28 ^(c)		2,648,560		2,610,280

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

MassMutual Total Return Bond Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
Countrywide Asset-Backed Certificates Trust
Series 2007-7, Class 1A, 1 mo. USD LIBOR + .200% 3.284% FRN 10/25/47	$	3,018,116	$	2,873,771
Series 2004-5, Class M1, 1 mo. USD LIBOR + .855% 3.939% FRN 8/25/34		127,365		125,383
First Franklin Mortgage Loan Trust, Series 2005-FF9, Class A4, 1 mo. USD LIBOR + .720%
3.804% FRN 10/25/35		83,587		83,505
Flatiron CLO Ltd., Series 2021-1A, Class B, 3 mo. USD LIBOR + 1.600%
4.338% FRN 7/19/34 ^(c)		2,400,000		2,225,782
GoldenTree Loan Opportunities Ltd., Series 2014-9A, Class AR2, 3 mo. USD LIBOR + 1.110%
3.916% FRN 10/29/29 ^(c)		2,015,667		1,989,159
GSAMP Trust, Series 2006-HE1, Class M1, 1 mo. USD LIBOR + .585%
3.669% FRN 1/25/36		978,184		969,156
LCM Ltd., Series 19A, Class AR, 3 mo. USD LIBOR + 1.240%
3.752% FRN 7/15/27 ^(c)		405,381		402,537
Lehman XS Trust, Series 2005-4, Class 1A3, 1 mo. USD LIBOR + .800%
3.884% FRN 10/25/35		15,805		15,772
Magnetite Ltd., Series 2012-7A, Class A1R2, 3 mo. USD LIBOR + .800%
3.312% FRN 1/15/28 ^(c)		1,365,837		1,339,973
Morgan Stanley Capital, Inc. Trust, Series 2006-NC2, Class A2D, 1 mo. USD LIBOR + .580%
3.664% FRN 2/25/36		1,946,175		1,899,064
New Economy Assets Phase 1 Sponsor LLC, Series 2021-1, Class A1
1.910% 10/20/61 ^(c)		1,646,000		1,393,279
Progress Residential Trust
Series 2021-SFR8, Class C, 1.931% 10/17/38 ^(c)		2,500,000		2,114,860
Series 2020-SFR3, Class F, 2.796% 10/17/27 ^(c)		860,000		761,433
Series 2021-SFR10, Class F, 4.608% 12/17/40 ^(c)		1,160,000		946,690

	Principal Amount		Value
Rockford Tower Ltd., Series 2019-1A, Class AR, 3 mo. USD LIBOR + 1.120%
3.830% FRN 4/20/34 ^(c)	$	2,435,000	$	2,309,753
TRTX Issuer Ltd., Series 2019-FL3, Class A, 1 mo. TSFR + 1.264%
4.186% FRN 10/15/34 ^(c)		458,953		458,821
VOLT CIII LLC, Series 2021-CF1, Class A1,
1.992% STEP 8/25/51 ^(c)		2,810,099		2,619,012
				33,598,378
Student Loans Asset-Backed Securities — 2.5%
Access Group, Inc., Series 2015-1, Class A, 1 mo. USD LIBOR + .700%
3.784% FRN 7/25/56 ^(c)		1,422,360		1,367,961
Education Loan Asset-Backed Trust, Series 2013-1, Class A2, 1 mo. USD LIBOR + .800%
3.884% FRN 4/26/32 ^(c)		2,426,285		2,395,312
Nelnet Student Loan Trust, Series 2006-1, Class A6, 3 mo. USD LIBOR + .450%
3.408% FRN 8/23/36 ^(c)		1,885,480		1,825,276
SLM Student Loan Trust
Series 2014-1, Class A3, 1 mo. USD LIBOR + .600% 3.684% FRN 2/26/29		1,429,490		1,363,906
Series 2012-7, Class A3, 1 mo. USD LIBOR + .650% 3.734% FRN 5/26/26		2,431,145		2,328,686
Series 2008-5, Class B, 3 mo. USD LIBOR + 1.850% 4.633% FRN 7/25/73		3,735,000		3,683,981
Series 2008-9, Class B, 3 mo. USD LIBOR + 2.250% 5.033% FRN 10/25/83		3,630,000		3,498,508
Wachovia Student Loan Trust, Series 2006-1, Class A6, 3 mo. USD LIBOR + .170%
2.953% FRN 4/25/40 ^(c)		1,927,633		1,853,913
				18,317,543
Whole Loan Collateral Collateralized Mortgage Obligations — 5.9%
Ajax Mortgage Loan Trust
Series 2019-,Class A1, 2.860% STEP 7/25/59 ^(c)		1,943,076		1,857,776
Series 2022-B, Class A1, 3.500% STEP 3/27/62 ^(c)		3,172,144		2,964,637

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

MassMutual Total Return Bond Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
American Home Mortgage Investment Trust, Series 2006-1, Class 12A1, 1 mo. USD LIBOR + .400%
3.484% FRN 3/25/46	$	1,514,422	$	1,327,119
Bear Stearns Trust, Series 2005-4, Class 25A1,
3.244% VRN 5/25/35 ^(j)		664,507		596,908
BINOM Securitization Trust, Series 2022-RPL1, Class A1,
3.000% VRN 2/25/61 ^(c) ^(j)		2,983,586		2,673,212
CIM Trust, Series 2021-J3, Class A1,
2.500% VRN 6/25/51 ^(c) ^(j)		4,629,932		3,671,392
Citigroup Mortgage Loan Trust, Series 2006-AR2, Class 1A2,
2.664% VRN 3/25/36 ^(j)		2,722		2,523
Credit Suisse Mortgage Trust, Series 2018-RPL9, Class A,
3.850% VRN 9/25/57 ^(c) ^(j)		1,669,518		1,590,752
First Horizon Alternative Mortgage Securities Trust, Series 2005-AA9, Class 2A1,
2.869% VRN 11/25/35 ^(j)		1,347,348		1,147,117
HarborView Mortgage Loan Trust
Series 2006-10, Class 1A1A, 1 mo. USD LIBOR + .200% 3.193% FRN 11/19/36		2,691,969		2,118,843
Series 2007-6, Class 1A1A, 1 mo. USD LIBOR + .200% 3.193% FRN 8/19/37		2,494,388		2,055,099
HomeBanc Mortgage Trust, Series 2005-5, Class A1, 1 mo. USD LIBOR + .520%
3.604% FRN 1/25/36		2,231,473		2,111,532
JP Morgan Mortgage Trust
Series 2021-13, Class A3, 2.500% VRN 4/25/52 ^(c) ^(j)		3,943,374		3,134,367
Series 2005-A5, Class 1A2, 3.341% VRN 8/25/35 ^(j)		85,186		80,825
MASTR Adjustable Rate Mortgages Trust, Series 2004-3, Class 4A1,
2.691% VRN 4/25/34 ^(j)		485,235		429,794
Preston Ridge Partners Mortgage
Series 2021-5, Class A1, 1.793% STEP 6/25/26 ^(c)		3,872,507		3,583,228
Series 2021-6, Class A1, 1.793% STEP 7/25/26 ^(c)		1,778,191		1,648,907
Series 2022-1, Class A1, 3.720% STEP 2/25/27 ^(c)		3,826,175		3,615,909
Series 2022-4, Class A1, 5.000% VRN 8/25/27 ^(c) ^(j)		909,902		875,920

	Principal Amount		Value
RALI Trust, Series 2006-QA7, Class 2A1, 1 mo. USD LIBOR + .370%
3.454% FRN 8/25/36	$	531,293	$	461,374
Residential Asset Securitization Trust, Series 2006-A14C, Class 1A1
6.250% 12/25/36		1,932,339		1,474,578
Structured Asset Mortgage Investments Trust, Series 2006-AR1, Class 3A1, 1 mo. USD LIBOR + .460%
3.544% FRN 2/25/36		2,354,016		2,020,398
Washington Mutual Mortgage Pass-Through Certificates, Series 2005-AR2, Class 2A1A, 1 mo. USD LIBOR + .620%
3.704% FRN 1/25/45		511,152		493,463
Washington Mutual Mortgage Pass-Through Certificates Trust, Series 2005-7, Class 4CB
7.000% 8/25/35		2,676,987		2,038,209
Wells Fargo Mortgage-Backed Securities Trust, Series 2007-AR3, Class A4,
2.804% VRN 4/25/37 ^(j)		820,286		721,662
				42,695,544

TOTAL NON-U.S. GOVERNMENT AGENCY OBLIGATIONS (Cost $130,851,675)				124,043,491

SOVEREIGN DEBT OBLIGATIONS — 1.1%
Abu Dhabi Government International Bond
2.500% 9/30/29 ^(c)		647,000		562,942
Brazilian Government International Bond
3.875% 6/12/30		730,000		603,405
Chile Government International Bond
2.550% 1/27/32 ^(d)		400,000		313,968
Colombia Government International Bond
3.000% 1/30/30		200,000		143,242
3.125% 4/15/31		200,000		138,650
4.500% 1/28/26		200,000		183,050
Dominican Republic International Bond
4.500% 1/30/30 ^(c)		440,000		345,931
Egypt Government International Bond
7.600% 3/01/29 ^(c)		200,000		139,656
Hong Kong Airport Authority
3.250% 1/12/52 ^(c)		850,000		614,091

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

MassMutual Total Return Bond Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
Hungary Government International Bond
2.125% 9/22/31 ^(c)	$	250,000	$	170,661
Indonesia Government International Bond
2.850% 2/14/30		300,000		256,937
Mexico Government International Bond
2.659% 5/24/31 ^(d)		613,000		470,410
3.750% 1/11/28		420,000		385,862
4.750% 4/27/32 ^(d)		200,000		179,640
Oman Government International Bond
5.625% 1/17/28 ^(c)		200,000		185,814
Panama Government International Bond
2.252% 9/29/32		200,000		141,212
3.160% 1/23/30		400,000		326,629
Peruvian Government International Bond
2.844% 6/20/30		200,000		163,919
4.125% 8/25/27		254,000		240,298
Philippine Government International Bond
2.457% 5/05/30		200,000		165,473
Qatar Government International Bond
4.500% 4/23/28 ^(c)		600,000		592,098
Republic of South Africa Government International Bond
4.850% 9/30/29		200,000		165,000
4.875% 4/14/26		200,000		186,416
5.875% 4/20/32		200,000		165,022
Republic of Turkey International Bond
3.250% 3/23/23		200,000		197,600
Romanian Government International Bond
3.000% 2/14/31 ^(c)		270,000		191,371
Saudi Government International Bond
3.250% 10/26/26 ^(c)		400,000		380,277
3.625% 3/04/28 ^(c)		200,000		189,024
				7,798,598

TOTAL SOVEREIGN DEBT OBLIGATIONS (Cost $9,663,549)				7,798,598

	Principal Amount		Value
U.S. GOVERNMENT AGENCY OBLIGATIONS AND INSTRUMENTALITIES ^(k) — 37.9%
Collateralized Mortgage Obligations — 0.7%
Federal Home Loan Mortgage Corp. Multifamily Structured Pass-Through Certificates Series K155, Class A3 3.750% 4/25/33	$	2,115,000	$	1,968,014
Federal National Mortgage Association REMICS
Series 2018-43, Class CT, 3.000% 6/25/48		586,023		536,912
Series 2018-55, Class PA, 3.500% 1/25/47		485,883		487,715
Series 2018-54, Class KA, 3.500% 1/25/47		468,226		469,990
Series 2018-38, Class PA, 3.500% 6/25/47		709,185		674,571
Government National Mortgage Association
Series 2018-124, Class NW, 3.500% 9/20/48		559,361		515,539
Series 2019-15, Class GT, 3.500% 2/20/49		590,372		545,536
				5,198,277
Pass-Through Securities — 35.7%
Federal Home Loan Mortgage Corp.
Pool #SD8193 2.000% 2/01/52		4,219,107		3,421,536
Pool #SD8199 2.000% 3/01/52		2,231,782		1,809,891
Pool #QE0312 2.000% 4/01/52		2,030,909		1,646,356
Pool #SD8189 2.500% 1/01/52		2,417,690		2,035,652
Pool #SD8194 2.500% 2/01/52		3,943,022		3,319,955
Pool #SD8200 2.500% 3/01/52		2,363,405		1,989,207
Pool #SD8205 2.500% 4/01/52		4,184,720		3,520,191
Pool #SD8212 2.500% 5/01/52		4,067,348		3,421,458
Pool #G18596 3.000% 4/01/31		260,342		247,359
Pool #G18691 3.000% 6/01/33		97,006		91,290
Pool #G08710 3.000% 6/01/46		59,039		52,389
Pool #G08715 3.000% 8/01/46		1,259,741		1,117,842
Pool #G08721 3.000% 9/01/46		169,871		150,737
Pool #G08726 3.000% 10/01/46		2,271,650		2,015,769
Pool #G08732 3.000% 11/01/46		1,612,892		1,429,701
Pool #G08741 3.000% 1/01/47		1,092,348		967,257
Pool #G18713 3.500% 11/01/33		698,207		663,307
Pool #G16756 3.500% 1/01/34		288,417		274,812
Pool #G60038 3.500% 1/01/44		562,666		519,725
Pool #G07848 3.500% 4/01/44		4,426,745		4,093,060
Pool #G07924 3.500% 1/01/45		1,220,155		1,128,181
Pool #G60138 3.500% 8/01/45		2,539,397		2,352,741
Pool #G08711 3.500% 6/01/46		970,771		892,741
Pool #G08716 3.500% 8/01/46		1,404,442		1,291,554

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

MassMutual Total Return Bond Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
Pool #G67703 3.500% 4/01/47	$	1,736,582	$	1,606,765
Pool #G67706 3.500% 12/01/47		1,394,419		1,286,694
Pool #G08792 3.500% 12/01/47		1,182,747		1,082,874
Pool #G67707 3.500% 1/01/48		1,651,102		1,527,160
Pool #G67708 3.500% 3/01/48		3,019,118		2,787,765
Pool #G67709 3.500% 3/01/48		3,945,978		3,633,736
Pool #G67711 4.000% 3/01/48		449,703		425,404
Pool #G67713 4.000% 6/01/48		1,175,535		1,112,017
Pool #G67714 4.000% 7/01/48		1,633,748		1,544,451
Pool #G67717 4.000% 11/01/48		1,449,142		1,369,935
Pool #G08843 4.500% 10/01/48		531,622		514,585
Pool #G08826 5.000% 6/01/48		163,777		162,380
Pool #G08844 5.000% 10/01/48		62,351		61,761
Federal National Mortgage Association
Pool #MA4093 2.000% 8/01/40		853,532		725,790
Pool #MA4152 2.000% 10/01/40		3,211,860		2,724,138
Pool #MA4176 2.000% 11/01/40		2,333,207		1,978,908
Pool #MA4333 2.000% 5/01/41		695,842		587,568
Pool #BQ6913 2.000% 12/01/51		4,422,175		3,587,599
Pool #CB2767 2.000% 1/01/52		4,236,422		3,435,577
Pool #CB2766 2.000% 2/01/52		2,899,575		2,351,445
Pool #FS1598 2.000% 4/01/52		4,275,996		3,467,671
Pool #BL6060 2.455% 4/01/40		1,265,000		918,906
Pool #MA4548 2.500% 2/01/52		3,975,513		3,347,312
Pool #MA4563 2.500% 3/01/52		4,075,714		3,430,405
Pool #MA3029 3.000% 6/01/32		259,476		244,862
Pool #MA1607 3.000% 10/01/33		1,901,550		1,739,815
Pool #BN7755 3.000% 9/01/49		1,847,412		1,630,962
Pool #MA3811 3.000% 10/01/49		478,091		413,523
Pool #BO2259 3.000% 10/01/49		3,184,391		2,805,325
Pool #MA4579 3.000% 4/01/52		3,964,559		3,455,454
Pool #AB4262 3.500% 1/01/32		1,340,412		1,257,060
Pool #MA1148 3.500% 8/01/42		2,495,582		2,347,416
Pool #CA0996 3.500% 1/01/48		82,899		76,138
Pool #MA3276 3.500% 2/01/48		183,234		167,545
Pool #MA3305 3.500% 3/01/48		621,964		568,711
Pool #MA3332 3.500% 4/01/48		24,701		22,586
Pool #CA3633 3.500% 6/01/49		716,295		654,797
Pool #MA2995 4.000% 5/01/47		521,963		491,990
Pool #AS9830 4.000% 6/01/47		293,392		276,544
Pool #MA3027 4.000% 6/01/47		478,989		451,484
Pool #AS9972 4.000% 7/01/47		280,071		263,813
Pool #AL9106 4.500% 2/01/46		242,027		236,316
Pool #CA1710 4.500% 5/01/48		949,100		918,993
Pool #CA1711 4.500% 5/01/48		17,159		16,614
Pool #CA2208 4.500% 8/01/48		663,283		641,413
Government National Mortgage Association II
Pool #MA4126 3.000% 12/20/46		1,500,160		1,347,393

	Principal Amount		Value
Pool #MA4836 3.000% 11/20/47	$	1,062,652	$	953,774
Pool #MA6209 3.000% 10/20/49		439,073		380,913
Pool #MA4127 3.500% 12/20/46		1,022,916		942,501
Pool #MA4382 3.500% 4/20/47		174,433		160,720
Pool #MA4719 3.500% 9/20/47		1,532,616		1,411,174
Pool #MA4837 3.500% 11/20/47		208,889		192,272
Pool #MA4962 3.500% 1/20/48		523,416		481,778
Pool #MA5019 3.500% 2/20/48		718,016		660,898
Pool #MA4838 4.000% 11/20/47		437,092		413,233
Pool #MA4901 4.000% 12/20/47		358,353		338,681
Pool #MA5078 4.000% 3/20/48		295,996		279,469
Pool #MA5466 4.000% 9/20/48		203,967		191,878
Pool #MA5528 4.000% 10/20/48		819,819		770,522
Pool #MA4264 4.500% 2/20/47		222,371		217,918
Pool #MA4512 4.500% 6/20/47		1,341,347		1,310,295
Pool #MA3666 5.000% 5/20/46		29,878		30,069
Pool #MA3806 5.000% 7/20/46		203,018		203,817
Pool #MA4072 5.000% 11/20/46		39,411		39,540
Pool #MA4454 5.000% 5/20/47		727,839		731,349
Government National Mortgage Association II TBA 2.500% 10/20/52 ^(l)		11,675,000		10,032,291
Uniform Mortgage Backed Securities TBA
2.000% 10/13/52 ^(l)		12,000,000		9,716,250
2.000% 11/14/52 ^(l)		22,100,000		17,893,230
2.500% 11/10/51 ^(l)		22,075,000		18,533,514
2.500% 10/13/52 ^(l)		9,050,000		7,599,879
3.000% 10/13/52 ^(l)		22,275,000		19,379,250
3.500% 10/13/52 ^(l)		5,575,000		5,015,758
4.000% 10/13/52 ^(l)		8,250,000		7,650,586
4.500% 10/13/52 ^(l)		33,925,000		32,292,359
5.000% 10/13/52 ^(l)		17,775,000		17,302,852
				257,279,081
U.S. Agencies Notes — 1.5%
Federal Home Loan Banks
1.040% 6/14/24		8,900,000		8,405,864
1.610% 9/04/24		2,115,000		2,002,664
				10,408,528

TOTAL U.S. GOVERNMENT AGENCY OBLIGATIONS AND INSTRUMENTALITIES (Cost $292,502,278)				272,885,886

U.S. TREASURY OBLIGATIONS — 28.7%
U.S. Treasury Bonds & Notes — 28.7%
U.S. Treasury Bond
2.000% 11/15/41		39,402,000		28,203,215

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

MassMutual Total Return Bond Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
2.375% 2/15/42	$	17,185,000	$	13,173,376
3.000% 8/15/52		14,606,000		12,613,651
U.S. Treasury Inflation Index
0.125% 2/15/52		1,399,528		879,571
U.S. Treasury Note
2.750% 7/31/27		20,265,000		19,095,012
2.750% 8/15/32		2,450,000		2,239,453
3.000% 7/31/24		23,820,000		23,295,217
3.250% 8/31/24 ^(d)		28,495,000		27,988,547
3.250% 6/30/27		2,780,000		2,681,180
3.500% 9/15/25		750,000		734,883
4.125% 9/30/27		44,880,000		45,074,914
4.250% 9/30/24		30,635,000		30,662,715
				206,641,734

TOTAL U.S. TREASURY OBLIGATIONS (Cost $219,464,137)				206,641,734

TOTAL BONDS & NOTES (Cost $918,544,274)				840,627,561
	Number of Shares
RIGHTS — 0.0%
Communications — 0.0%
Telecommunications — 0.0%
Intelsat Jackson Holdings S.A. (g) (h) (i)		1,754		—
Intelsat Jackson Holdings S.A. (g) (h) (i)		1,754		—

TOTAL RIGHTS (Cost $0)				—

MUTUAL FUNDS — 2.3%
Diversified Financial Services — 2.3%
State Street Navigator Securities Lending Government Money Market Portfolio (m)		16,726,548		16,726,548

TOTAL MUTUAL FUNDS (Cost $16,726,548)				16,726,548

TOTAL LONG-TERM INVESTMENTS (Cost $936,846,177)				857,789,713

	Principal Amount		Value
SHORT-TERM INVESTMENTS — 4.3%
Repurchase Agreement — 2.2%
Fixed Income Clearing Corp., Repurchase Agreement, dated 9/30/22, 0.830%, due 10/03/22 (n)	$	15,693,982	$	15,693,982
U.S. Treasury Bill — 2.1%
U.S. Treasury Bill
2.448% 12/22/22 ^(o)		445,000		441,866
3.791% 3/16/23 ^(o)		15,375,000		15,117,877
				15,559,743

TOTAL SHORT-TERM INVESTMENTS (Cost $31,251,376)				31,253,725

TOTAL INVESTMENTS — 123.5% (Cost $968,097,553) ^(p)				889,043,438

Less Unfunded Loan Commitments — 0.00%				(27,180	)

NET INVESTMENTS — 123.5% (Cost $968,070,373)				889,016,258

Other Assets/(Liabilities) — (23.5)%				(169,122,142	)

NET ASSETS — 100.0%			$	719,894,116

Abbreviation Legend

CLO	Collateralized Loan Obligation

FRN	Floating Rate Note

REMICS

Real Estate Mortgage Investment Conduits

STEP	Step Up Bond

TBA	To Be Announced

VRN	Variable Rate Note

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	All or a portion of the security represents unsettled loan commitments at September 30, 2022 where the rate will be determined at time of settlement.

(b)	Unfunded or partially unfunded loan commitments.

(c)

Security is exempt from registration under Regulation S or Rule 144A of the Securities Act of 1933. These securities are considered restricted and may be resold in transactions exempt from registration. At September 30, 2022, the aggregate market value of these securities amounted to $154,913,458 or 21.52% of net assets.

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

MassMutual Total Return Bond Fund – Portfolio of Investments (Continued)

Notes to Portfolio of Investments (Continued)

(d)

Denotes all or a portion of security on loan. The total value of securities on loan as of September 30, 2022, was $31,021,740 or 4.31% of net assets. The Fund received $14,947,430 of non-cash collateral (U.S. Treasury and/or Agency obligations) related to securities lending activity. This amount is not reflected on either the Portfolio of Investments or the Statement of Assets and Liabilities. (Note 2).

(e)	The principal amount of the security is in foreign currency. The market value is in U.S. dollars.

(f)	Security is currently in default due to bankruptcy or failure to make payment of principal or interest of the issuer. Income is not being accrued. At September 30, 2022, these securities amounted to a value of $4,125 or 0.00% of net assets.

(g)	This security is fair valued in good faith in accordance with procedures approved by the Board of Trustees. At September 30, 2022, these securities amounted to a value of $0 or 0.00% of net assets.

(h)	Investment is valued using significant unobservable inputs.

(i)	Non-income producing security.

(j)

Certain variable rate securities are not based on a published reference rate and spread but are determined by the issuer or agent and are based on current market conditions. These securities do not indicate a reference rate and spread in their description above. The rates shown are the current interest rates at September 30, 2022.

(k)	May contain securities that are issued by a U.S. Government Agency, but are unsecured and are not guaranteed by a U.S. Government Agency.

(l)	A portion of this security is purchased on a when-issued, delayed-delivery or forward commitment basis. (Note 2).

(m)	Represents investment of security lending cash collateral. (Note 2).

(n)	Maturity value of $15,695,068. Collateralized by U.S. Government Agency obligations with a rate of 0.000%, maturity date of 3/30/23, and an aggregate market value, including accrued interest, of $16,007,891.

(o)	The rate shown represents yield-to-maturity.

(p)	See Note 6 for aggregate cost for federal tax purposes.

Forward contracts

Counterparty	Settlement Date		Currency Purchased			Currency Sold			Unrealized Appreciation (Depreciation)
Citibank N.A.*		10/07/22		EUR	119,000		USD	117,316	$	(667	)
Citibank N.A.*		10/07/22		USD	1,132,148		EUR	1,107,000		47,011
Goldman Sachs International*		10/07/22		USD	136,253		EUR	133,000		5,880
									$	52,224

Futures contracts

	Expiration Date		Number of Contracts		Notional Amount			Value/ Net Unrealized Appreciation/ (Depreciation)
Long
U.S. Treasury Ultra Bond		12/20/22		27	$	4,032,216		$	(333,216	)
U.S. Treasury Note 2 Year		12/30/22		615		128,208,948			(1,893,713	)
								$	(2,226,929	)
Short
U.S. Treasury Ultra 10 Year		12/20/22		70	$	(8,647,084	)	$	353,178

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

MassMutual Total Return Bond Fund – Portfolio of Investments (Continued)

Centrally Cleared Interest Rate Swaps

Paid by the Fund			Received by the Fund
Rate/ Reference	Frequency		Rate/ Reference	Frequency		Termination Date		Notional Amount			Value			Upfront Premium Paid/ (Received)		Unrealized Appreciation (Depreciation)
12-Month USD SOFR		Annually	Fixed 1.950%		Annually		6/10/24		USD	41,670,000	$	(1,538,273	)	$	—	$	(1,538,273	)
3-Month USD LIBOR BBA		Quarterly	Fixed 1.073%		Semi-Annually		7/24/25		USD	10,155,000		(588,710	)		—		(588,710	)
3-Month USD LIBOR BBA		Quarterly	Fixed 1.034%		Semi-Annually		7/24/25		USD	15,025,000		(881,808	)		—		(881,808	)
3-Month USD LIBOR BBA		Quarterly	Fixed 1.026%		Semi-Annually		7/24/25		USD	20,310,000		(1,194,969	)		—		(1,194,969	)
3-Month USD LIBOR BBA		Quarterly	Fixed 1.390%		Semi-Annually		9/28/25		USD	25,970,000		(1,302,803	)		—		(1,302,803	)
Fixed 1.808%		Semi-Annually	3-Month USD LIBOR BBA		Quarterly		7/24/53		USD	850,000		224,274			—		224,274
Fixed 1.785%		Semi-Annually	3-Month USD LIBOR BBA		Quarterly		7/24/53		USD	1,250,000		335,022			—		335,022
Fixed 1.773%		Semi-Annually	3-Month USD LIBOR BBA		Quarterly		7/24/53		USD	1,700,000		459,564			—		459,564
Fixed 1.870%		Semi-Annually	3-Month USD LIBOR BBA		Quarterly		9/28/53		USD	2,215,000		548,043			—		548,043
											$	(3,939,660	)	$	—	$	(3,939,660	)

Contracts are subject to a master netting agreement or similar agreement.

Currency Legend

EUR

Euro

USD	U.S. Dollar

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

MassMutual Strategic Bond Fund — Portfolio of Investments

September 30, 2022

	Principal Amount		Value
BONDS & NOTES — 98.5%
BANK LOANS — 3.5%
Advertising — 0.0%
CMG Media Corp., 2021 Term Loan, 1 mo. USD LIBOR + 3.500%
6.615% VRN 12/17/26	$	188,192	$	175,803
Airlines — 0.1%
United Airlines, Inc., 2021 Term Loan B, 3 mo. USD LIBOR + 3.750%
6.533% VRN 4/21/28		483,751		460,841
Auto Parts & Equipment — 0.1%
Clarios Global LP, 2021 USD Term Loan B, 1 mo. USD LIBOR + 3.250%
6.365% VRN 4/30/26		380,344		358,949
Beverages — 0.1%
Triton Water Holdings, Inc., Term Loan, 3 mo. USD LIBOR + 3.500%
7.174% VRN 3/31/28		485,100		434,233
Commercial Services — 0.3%
API Group DE, Inc., Term Loan B, 1 mo. USD LIBOR + 2.500%
3.115% VRN 10/01/26		226,314		220,261
Prime Security Services Borrower, LLC, 2021 Term Loan, 1 mo. USD LIBOR + 2.750%
5.303% VRN 9/23/26		483,847		467,894
Verscend Holding Corp., 2021 Term Loan B, 1 mo. USD LIBOR + 4.000%
7.115% VRN 8/27/25		514,029		497,323
				1,185,478
Computers — 0.2%
Magenta Buyer LLC, 2021 USD 1st Lien Term Loan, 1 mo. USD LIBOR + 4.750%
7.870% VRN 7/27/28		486,325		437,693
Peraton Corp., Term Loan B, 1 mo. USD LIBOR + 3.750%
6.865% VRN 2/01/28		274,673		259,840
				697,533
Diversified Financial Services — 0.3%
Avolon TLB Borrower 1 (US) LLC, 2021 Term Loan B5, 1 mo. USD LIBOR + 2.250%
5.264% VRN 12/01/27		87,683		85,271
Castlelake Aviation Ltd., Term Loan B, 3 mo. USD LIBOR + 2.750%
6.043% VRN 10/22/26		316,452		305,310

	Principal Amount		Value
Citadel Securities LP, 2021 Term Loan B, 1 mo. USD SOFR CME + 2.500%
5.649% VRN 2/02/28	$	52,438	$	50,852
Deerfield Dakota Holding, LLC, 2020 USD Term Loan B, 1 mo. USD SOFR CME + 3.750%
6.784% VRN 4/09/27		278,967		262,695
Jane Street Group, LLC, 2021 Term Loan, 1 mo. USD LIBOR + 2.750%
5.865% VRN 1/26/28		347,451		332,757
VFH Parent LLC, 2022 Term Loan B, 1 mo. USD SOFR + 3.000%
6.118% VRN 1/13/29		110,000		105,153
				1,142,038
Electronics — 0.0%
II-VI, Inc., 2022 Term Loan B, 1 mo. USD LIBOR + 2.750%
5.314% VRN 7/02/29		160,000		154,667
Entertainment — 0.1%
PCI Gaming Authority, Term Loan, 1 mo. USD LIBOR + 2.500%
5.615% VRN 5/29/26		258,892		251,126
Scientific Games International, Inc., 2022 USD Term Loan, 1 mo. USD SOFR CME + 3.000%
5.906% VRN 4/14/29		239,400		232,098
				483,224
Food — 0.1%
Froneri International PLC, 2020 USD Term Loan, 1 mo. USD LIBOR + 2.250%
5.365% VRN 1/29/27		303,025		285,374
Health Care – Products — 0.1%
Sotera Health Holdings, LLC, 2021 Term Loan, 1 mo. USD LIBOR + 2.750%
5.865% VRN 12/11/26		260,000		227,500
Health Care – Services — 0.2%
Global Medical Response, Inc., 2020 Term Loan B, 1 mo. USD LIBOR + 4.250%
6.814% VRN 10/02/25		382,996		331,100
Phoenix Guarantor, Inc., 2020 Term Loan B, 1 mo. USD LIBOR + 3.250%
6.365% VRN 3/05/26		488,659		461,959

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

MassMutual Strategic Bond Fund — Portfolio of Investments (Continued)

	Principal Amount		Value
RegionalCare Hospital Partners Holdings, Inc., 2018 Term Loan B, 1 mo. USD LIBOR + 3.750%
6.871% VRN 11/16/25	$	22,800	$	21,151
				814,210
Housewares — 0.1%
Solis IV BV, USD Term Loan B1, 3 mo. USD SOFR CME + 3.500%
6.340% VRN 2/26/29		370,000		302,845
Insurance — 0.1%
AmWINS Group, Inc., 2021 Term Loan B, 1 mo. USD LIBOR + 2.250%
5.365% VRN 2/19/28		304,577		290,801
Leisure Time — 0.1%
Alterra Mountain Co., 2021 Series B-2 Consenting Term Loan, 1 mo. USD LIBOR + 3.500%
6.615% VRN 8/17/28		366,700		354,782
Lodging — 0.3%
Caesars Resort Collection, LLC, 2017 1st Lien Term Loan B, 1 mo. USD LIBOR + 2.750%
5.865% VRN 12/23/24		478,955		467,029
Four Seasons Holdings, Inc., New 1st Lien Term Loan, 1 mo. USD LIBOR + 2.000%
5.121% VRN 11/30/23		71,596		71,175
Hilton Worldwide Finance, LLC, 2019 Term Loan B2, 1 mo. USD LIBOR + 1.750%
4.834% VRN 6/22/26		286,204		276,424
Station Casinos, LLC, 2020 Term Loan B, 1 mo. USD LIBOR + 2.250%
5.370% VRN 2/08/27		462,692		441,774
				1,256,402
Machinery – Diversified — 0.1%
Ali Group North America Corp., 2021 Term Loan B, 1 mo. USD LIBOR + 2.000%
5.149% VRN 7/30/29		263,578		253,562
Media — 0.2%
iHeartCommunications, Inc., 2020 Term Loan, 1 mo. USD LIBOR + 3.000%
6.115% VRN 5/01/26		495,927		464,753
Nexstar Broadcasting, Inc., 2019 Term Loan B4, 1 mo. USD LIBOR + 2.500%
5.615% VRN 9/18/26		320,071		315,155

	Principal Amount		Value
Virgin Media Bristol LLC, USD Term Loan N, 1 mo. USD LIBOR + 2.500%
5.318% VRN 1/31/28	$	203,954	$	194,323
				974,231
Pharmaceuticals — 0.3%
Change Healthcare Holdings LLC, 2017 Term Loan B, 3 mo. USD PRIME + 1.500%
7.750% VRN 3/01/24		188,015		187,283
Grifols Worldwide Operations USA, Inc., USD 2019 Term Loan B, 1 mo. USD LIBOR + 2.000%
5.115% VRN 11/15/27		347,795		329,487
Horizon Therapeutics USA, Inc., 2021 Term Loan B2, 1 mo. USD LIBOR + 1.750%
4.875% VRN 3/15/28		474,000		454,154
Jazz Financing Lux SARL, USD Term Loan, 1 mo. USD LIBOR + 3.500%
6.615% VRN 5/05/28		436,456		421,180
				1,392,104
Retail — 0.2%
1011778 B.C. Unlimited Liability Co., Term Loan B4, 1 mo. USD LIBOR + 1.750%
4.871% VRN 11/19/26		331,199		316,000
Harbor Freight Tools USA, Inc., 2021 Term Loan B, 1 mo. USD LIBOR + 2.750%
5.865% VRN 10/19/27		373,522		337,104
				653,104
Software — 0.2%
Athenahealth, Inc.
2022 Delayed Draw Term Loan, 3 mo. USD LIBOR + 3.500%
3.500% VRN 2/15/29 ^(a)		59,420		53,122
2022 Term Loan B, 1 mo. USD SOFR CME + 3.500%
6.576% VRN 2/15/29		349,703		312,634
Cloudera, Inc., 2021 Term Loan, 1 mo. USD LIBOR + 3.750%
6.865% VRN 10/08/28		199,000		174,125
DCert Buyer, Inc., 2019 Term Loan B, 3 mo. USD LIBOR + 4.000%
6.903% VRN 10/16/26		111,700		106,302

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

MassMutual Strategic Bond Fund — Portfolio of Investments (Continued)

	Principal Amount		Value
Rackspace Technology Global, Inc., 2021 Term Loan B, 3 mo. USD LIBOR + 2.750%
5.617% VRN 2/15/28	$	433,301	$	307,193
				953,376
Telecommunications — 0.2%
Level 3 Financing, Inc., 2019 Term Loan B, 1 mo. USD LIBOR + 1.750%
4.865% VRN 3/01/27		386,209		366,234
Zayo Group Holdings, Inc., USD Term Loan, 1 mo. USD LIBOR + 3.000%
6.115% VRN 3/09/27		410,000		341,378
				707,612
Transportation — 0.1%
Genesee & Wyoming, Inc., Term Loan, 3 mo. USD LIBOR + 2.000%
5.674% VRN 12/30/26		492,492		478,052

TOTAL BANK LOANS (Cost $15,012,956)				14,036,721

CORPORATE DEBT — 27.1%
Aerospace & Defense — 0.8%
The Boeing Co.
2.196% 2/04/26		230,000		204,503
2.700% 2/01/27		90,000		78,410
2.800% 3/01/27		150,000		131,812
3.100% 5/01/26		80,000		73,047
3.200% 3/01/29		290,000		242,125
3.250% 2/01/35		360,000		254,488
3.550% 3/01/38		80,000		54,805
3.750% 2/01/50		240,000		156,317
5.150% 5/01/30		160,000		147,822
5.705% 5/01/40		110,000		96,093
5.805% 5/01/50		270,000		235,177
5.930% 5/01/60		40,000		34,221
General Dynamics Corp.
3.500% 5/15/25		50,000		48,585
4.250% 4/01/40		20,000		17,505
4.250% 4/01/50		50,000		43,369
L3 Harris Technologies, Inc.
5.054% 4/27/45		50,000		44,271
Lockheed Martin Corp.
3.550% 1/15/26		45,000		43,511
3.900% 6/15/32		50,000		46,241
4.150% 6/15/53		320,000		267,205
4.500% 5/15/36		60,000		54,910

	Principal Amount		Value
Northrop Grumman Corp.
2.930% 1/15/25	$	160,000	$	152,565
3.250% 1/15/28		290,000		264,316
5.250% 5/01/50		160,000		152,697
Raytheon Technologies Corp.
2.250% 7/01/30		110,000		88,879
4.125% 11/16/28		160,000		149,576
4.500% 6/01/42		80,000		68,969
				3,151,419
Agriculture — 0.4%
Altria Group, Inc.
2.450% 2/04/32		140,000		99,190
4.400% 2/14/26 ^(b)		192,000		184,824
5.800% 2/14/39		240,000		209,588
5.950% 2/14/49		120,000		99,369
6.200% 2/14/59		56,000		48,708
BAT Capital Corp.
3.557% 8/15/27		170,000		149,253
4.540% 8/15/47		250,000		165,651
Cargill, Inc.
1.375% 7/23/23 ^(c)		180,000		175,322
Philip Morris International, Inc.
1.125% 5/01/23		190,000		186,151
2.100% 5/01/30		40,000		30,374
4.500% 3/20/42		80,000		58,608
Reynolds American, Inc.
5.850% 8/15/45		110,000		86,304
				1,493,342
Airlines — 0.9%
Delta Air Lines, Inc.
3.800% 4/19/23 ^(b)		90,000		89,105
2.900% 10/28/24 ^(b)		180,000		167,107
7.000% 5/01/25 ^(c)		1,670,000		1,681,000
7.375% 1/15/26 ^(b)		380,000		384,133
Delta Air Lines, Inc./SkyMiles IP Ltd.
4.500% 10/20/25 ^(c)		320,000		310,638
4.750% 10/20/28 ^(c)		300,000		279,532
Hawaiian Brand Intellectual Property Ltd. / HawaiianMiles Loyalty Ltd.
5.750% 1/20/26 ^(c)		10,000		8,820
Mileage Plus Holdings LLC / Mileage Plus Intellectual Property Assets Ltd.
6.500% 6/20/27 ^(c)		313,500		305,793
Spirit Loyalty Cayman Ltd. / Spirit IP Cayman Ltd.
8.000% 9/20/25 ^(c)		240,000		241,399

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

MassMutual Strategic Bond Fund — Portfolio of Investments (Continued)

	Principal Amount		Value
United Airlines, Inc.
4.375% 4/15/26 ^(c)	$	80,000	$	71,400
4.625% 4/15/29 ^(c)		290,000		240,700
				3,779,627
Apparel — 0.1%
NIKE, Inc.
2.850% 3/27/30		280,000		243,147
3.250% 3/27/40		130,000		100,103
3.375% 3/27/50		40,000		29,772
				373,022
Auto Manufacturers — 0.7%
Ford Motor Co.
4.750% 1/15/43		90,000		59,615
6.100% 8/19/32		90,000		79,344
Ford Motor Credit Co. LLC
2.900% 2/16/28		390,000		307,308
3.625% 6/17/31		220,000		163,449
4.000% 11/13/30		200,000		156,000
4.125% 8/17/27		200,000		172,320
4.950% 5/28/27		250,000		222,152
5.125% 6/16/25		200,000		188,709
General Motors Co.
5.150% 4/01/38		40,000		32,188
5.200% 4/01/45		412,000		313,751
5.400% 10/02/23		130,000		130,049
5.950% 4/01/49		110,000		91,765
6.125% 10/01/25		20,000		20,012
6.600% 4/01/36		10,000		9,344
General Motors Financial Co., Inc.
3.100% 1/12/32 ^(b)		40,000		30,155
4.250% 5/15/23		10,000		9,960
Nissan Motor Co. Ltd.
3.043% 9/15/23 ^(c)		200,000		194,432
3.522% 9/17/25 ^(c)		410,000		377,138
4.345% 9/17/27 ^(c)		300,000		257,667
				2,815,358
Banks — 7.6%
ABN AMRO Bank NV
4.750% 7/28/25 ^(c)		260,000		250,093
Banco Santander SA
2.746% 5/28/25		600,000		548,689
3 mo. USD LIBOR + 1.120% 3.543% FRN 4/12/23		200,000		200,092
Bank of America Corp.
SOFR + 1.210% 2.572% VRN 10/20/32		60,000		45,868
SOFR + 2.150% 2.592% VRN 4/29/31		360,000		285,388

	Principal Amount		Value
SOFR + 1.330% 2.972% VRN 2/04/33	$	130,000	$	101,580
3 mo. USD LIBOR + 1.040% 3.419% VRN 12/20/28		570,000		505,816
3 mo. USD LIBOR + 1.370% 3.593% VRN 7/21/28		270,000		243,969
3 mo. USD LIBOR + 1.070% 3.970% VRN 3/05/29		890,000		805,597
3 mo. USD LIBOR + 1.210% 3.974% VRN 2/07/30		270,000		240,755
4.000% 4/01/24		270,000		266,946
4.000% 1/22/25		270,000		261,365
3 mo. USD LIBOR + 3.150% 4.083% VRN 3/20/51		4,500,000		3,372,039
4.200% 8/26/24		380,000		373,874
4.250% 10/22/26		50,000		47,525
3 mo. USD LIBOR + 1.520% 4.330% VRN 3/15/50		90,000		70,854
SOFR + 1.580% 4.376% VRN 4/27/28		300,000		281,173
4.450% 3/03/26		50,000		48,197
5.000% 1/21/44		130,000		112,310
3 mo. USD LIBOR + 3.705% 6.250% VRN ^(d)		170,000		164,263
Bank of Montreal
1.850% 5/01/25		70,000		64,411
5 year USD Swap + 1.432% 3.803% VRN 12/15/32		90,000		78,080
The Bank of New York Mellon Corp.
1.600% 4/24/25		170,000		157,040
The Bank of Nova Scotia
1.300% 6/11/25		120,000		107,932
5 year CMT + 2.050% 4.588% VRN 5/04/37		100,000		83,807
Barclays PLC 3 mo. USD LIBOR + 3.054%
5.088% VRN 6/20/30		510,000		443,183
BNP Paribas SA
SOFR + 2.074% 2.219% VRN 6/09/26 ^(c)		200,000		179,855
5 year USD Swap + 1.483% 4.375% VRN 3/01/33 ^(c)		220,000		189,726
4.400% 8/14/28 ^(c)		400,000		360,168
4.625% 3/13/27 ^(c)		260,000		240,348
Canadian Imperial Bank of Commerce
0.950% 6/23/23		120,000		116,736
Citigroup, Inc.
SOFR + 2.107% 2.572% VRN 6/03/31		170,000		133,654
SOFR + 1.939% 3.785% VRN 3/17/33		510,000		427,314

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

MassMutual Strategic Bond Fund — Portfolio of Investments (Continued)

	Principal Amount		Value
3 mo. USD LIBOR + 1.338% 3.980% VRN 3/20/30	$	180,000	$	159,629
4.125% 7/25/28		150,000		135,390
4.300% 11/20/26		670,000		634,287
SOFR + 3.914% 4.412% VRN 3/31/31		410,000		367,960
4.450% 9/29/27		480,000		444,179
4.650% 7/30/45		181,000		145,373
4.650% 7/23/48		70,000		57,044
SOFR + 1.887% 4.658% VRN 5/24/28		50,000		47,596
4.750% 5/18/46		40,000		31,881
SOFR + 2.086% 4.910% VRN 5/24/33		130,000		119,676
5.300% 5/06/44		16,000		13,945
3 mo. USD LIBOR + 4.068% 5.950% VRN ^(b) ^(d)		50,000		49,406
3 mo. USD LIBOR + 3.905% 5.950% VRN ^(d)		150,000		135,757
3 mo. USD LIBOR + 3.423% 6.300% VRN ^(d)		60,000		55,877
6.625% 6/15/32		20,000		20,214
8.125% 7/15/39		50,000		59,221
Cooperatieve Rabobank UA
4.375% 8/04/25		470,000		449,171
Credit Agricole SA SOFR + 1.676%
1.907% VRN 6/16/26 ^(c)		270,000		241,504
Credit Suisse AG
5.000% 7/09/27		250,000		230,837
Credit Suisse Group AG
SOFR + 2.044% 2.193% VRN 6/05/26 ^(c)		480,000		417,415
SOFR + 1.730% 3.091% VRN 5/14/32 ^(c)		350,000		245,404
SOFR + 3.730% 4.194% VRN 4/01/31 ^(c)		250,000		196,568
5 year CMT + 6.383% 9.750% VRN ^(c) ^(d)		470,000		460,939
Danske Bank A/S
5.375% 1/12/24 ^(c)		240,000		238,695
Goldman Sachs Capital II 3 mo. USD LIBOR + .768%
4.000% VRN ^(d)		8,000		5,784
The Goldman Sachs Group, Inc.
SOFR + 1.472% 2.908% VRN 7/21/42		80,000		51,444
SOFR + 1.513% 3.210% VRN 4/22/42		40,000		27,106
3.500% 4/01/25		370,000		353,473
3.500% 11/16/26		200,000		184,596

	Principal Amount		Value
SOFR + 1.846% 3.615% VRN 3/15/28	$	50,000	$	45,522
3 mo. USD LIBOR + 1.510% 3.691% VRN 6/05/28		430,000		389,517
3.850% 7/08/24		90,000		87,978
4.000% 3/03/24		100,000		98,549
3 mo. USD LIBOR + 1.301% 4.223% VRN 5/01/29		490,000		445,584
4.250% 10/21/25		260,000		250,853
4.750% 10/21/45		130,000		108,418
5.150% 5/22/45		290,000		240,935
6.250% 2/01/41		130,000		129,046
6.750% 10/01/37		80,000		79,699
HSBC Holdings PLC
SOFR + 1.929% 2.099% VRN 6/04/26		510,000		456,756
4.250% 8/18/25		330,000		313,315
SOFR + 2.530% 4.762% VRN 3/29/33		200,000		164,083
Intesa Sanpaolo SpA
3.375% 1/12/23 ^(c)		350,000		348,047
5.017% 6/26/24 ^(c)		900,000		838,850
5.710% 1/15/26 ^(c)		200,000		181,961
JP Morgan Chase & Co.
SOFR + 1.850% 2.083% VRN 4/22/26		340,000		309,813
SOFR + 2.040% 2.522% VRN 4/22/31		300,000		237,043
SOFR + 1.180% 2.545% VRN 11/08/32		160,000		121,353
SOFR + 2.440% 3.109% VRN 4/22/51		80,000		50,694
SOFR + 1.580% 3.328% VRN 4/22/52		1,660,000		1,091,083
3 mo. USD LIBOR + .945% 3.509% VRN 1/23/29		70,000		61,950
3.875% 9/10/24		300,000		293,465
3 mo. USD LIBOR + 1.260% 4.203% VRN 7/23/29		310,000		282,233
4.250% 10/01/27		70,000		65,642
3 mo. USD LIBOR + 1.330% 4.452% VRN 12/05/29		830,000		760,096
4.950% 6/01/45		140,000		116,800
Lloyds Banking Group PLC
4.550% 8/16/28		370,000		337,196
Mitsubishi UFJ Financial Group, Inc. 1 year CMT + 1.125%
3.837% VRN 4/17/26 ^(b)		200,000		191,474
Morgan Stanley
SOFR + 1.143% 2.699% VRN 1/22/31		10,000		8,105

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

MassMutual Strategic Bond Fund — Portfolio of Investments (Continued)

	Principal Amount		Value
SOFR + 3.120% 3.622% VRN 4/01/31	$	750,000	$	645,013
3 mo. USD LIBOR + 1.140% 3.772% VRN 1/24/29		350,000		314,379
3 mo. USD LIBOR + 1.628% 4.431% VRN 1/23/30		10,000		9,190
National Securities Clearing Corp.
1.500% 4/23/25 ^(c)		250,000		230,288
Natwest Group PLC 3 mo. USD LIBOR + 1.550%
4.519% VRN 6/25/24		200,000		197,642
Royal Bank of Canada
1.150% 6/10/25		310,000		279,780
1.600% 4/17/23		30,000		29,578
3.875% 5/04/32		40,000		35,286
Santander Holdings USA, Inc.
4.500% 7/17/25		50,000		47,836
The Toronto-Dominion Bank
1.150% 6/12/25		300,000		269,656
UBS Group AG
4.253% 3/23/28 ^(c)		340,000		314,036
5 year USD Swap + 4.344% 7.000% VRN ^(c) ^(d)		500,000		473,100
US Bancorp
1.450% 5/12/25		280,000		257,065
Wells Fargo & Co.
SOFR + 2.000% 2.188% VRN 4/30/26		200,000		182,680
SOFR + 2.100% 2.393% VRN 6/02/28		230,000		197,340
3 mo. TSFR + 1.432% 2.879% VRN 10/30/30		150,000		123,200
3.000% 10/23/26		350,000		317,179
SOFR + 1.500% 3.350% VRN 3/02/33		360,000		291,812
4.300% 7/22/27		370,000		346,529
4.400% 6/14/46		180,000		137,245
SOFR + 4.032% 4.478% VRN 4/04/31		210,000		192,015
4.650% 11/04/44		80,000		63,575
4.750% 12/07/46		10,000		7,975
4.900% 11/17/45		250,000		202,343
SOFR + 4.502% 5.013% VRN 4/04/51		1,350,000		1,162,147
5.375% 11/02/43		110,000		95,254
3 mo. USD LIBOR + 3.990% 5.875% VRN ^(d)		50,000		47,521
				30,964,742

	Principal Amount		Value
Beverages — 0.5%
Anheuser-Busch Cos. LLC/Anheuser-Busch InBev Worldwide, Inc.
3.650% 2/01/26	$	320,000	$	307,486
4.900% 2/01/46		50,000		43,333
Anheuser-Busch InBev Worldwide, Inc.
3.500% 6/01/30		130,000		116,001
4.000% 4/13/28		80,000		75,556
4.350% 6/01/40		30,000		25,412
4.500% 6/01/50		360,000		295,854
4.600% 4/15/48		20,000		16,565
4.750% 1/23/29		230,000		224,176
5.550% 1/23/49		110,000		103,286
The Coca-Cola Co.
1.450% 6/01/27 ^(b)		250,000		216,097
2.500% 6/01/40		10,000		6,981
2.600% 6/01/50		80,000		51,480
Constellation Brands, Inc.
3.600% 5/09/24		60,000		58,743
4.350% 5/09/27		80,000		76,770
Molson Coors Beverage Co.
3.000% 7/15/26		50,000		45,684
4.200% 7/15/46		50,000		37,073
PepsiCo, Inc.
1.625% 5/01/30		170,000		136,202
				1,836,699
Biotechnology — 0.1%
Amgen, Inc.
4.663% 6/15/51		24,000		20,169
Gilead Sciences, Inc.
3.700% 4/01/24		130,000		127,988
4.500% 2/01/45		10,000		8,275
4.750% 3/01/46		40,000		34,817
				191,249
Building Materials — 0.0%
Builders FirstSource, Inc.
4.250% 2/01/32 ^(c)		20,000		15,343
Carrier Global Corp.
3.577% 4/05/50		20,000		13,851
				29,194
Chemicals — 0.2%
Equate Petrochemical BV
4.250% 11/03/26 ^(c)		230,000		216,600
OCP SA
3.750% 6/23/31 ^(c)		260,000		196,928
5.125% 6/23/51 ^(c)		220,000		139,700

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

MassMutual Strategic Bond Fund — Portfolio of Investments (Continued)

	Principal Amount		Value
Orbia Advance Corp. SAB de CV
2.875% 5/11/31 ^(c)	$	490,000	$	356,819
				910,047
Commercial Services — 0.2%
The ADT Security Corp.
4.125% 8/01/29 ^(c)		10,000		8,300
Allied Universal Holdco LLC / Allied Universal Finance Corp.
6.625% 7/15/26 ^(c)		10,000		8,912
Cintas Corp. No 2
3.700% 4/01/27		160,000		151,740
DP World Ltd.
5.625% 9/25/48 ^(c)		330,000		288,071
PayPal Holdings, Inc.
1.650% 6/01/25		270,000		248,607
United Rentals North America, Inc.
3.750% 1/15/32		80,000		62,657
3.875% 11/15/27		60,000		53,691
3.875% 2/15/31 ^(b)		20,000		16,265
				838,243
Computers — 0.2%
Apple, Inc.
2.450% 8/04/26		480,000		442,797
International Business Machines Corp.
3.000% 5/15/24		320,000		311,331
				754,128
Cosmetics & Personal Care — 0.1%
GSK Consumer Healthcare Capital US LLC
3.375% 3/24/29 ^(c)		260,000		226,742
The Procter & Gamble Co.
3.000% 3/25/30		100,000		89,527
				316,269
Distribution & Wholesale — 0.0%
H&E Equipment Services, Inc.
3.875% 12/15/28 ^(c)		20,000		15,700
Diversified Financial Services — 0.7%
AerCap Ireland Capital DAC / AerCap Global Aviation Trust
2.450% 10/29/26		170,000		143,470
3.000% 10/29/28		160,000		128,653
3.150% 2/15/24		190,000		182,514
3.300% 1/30/32		160,000		120,165
Air Lease Corp.
3.375% 7/01/25		80,000		74,559
American Express Co.
3.375% 5/03/24		130,000		126,790
4.050% 5/03/29		210,000		192,685

	Principal Amount		Value
Blue Owl Finance LLC
3.125% 6/10/31 ^(c)	$	1,610,000	$	1,142,833
ILFC E-Capital Trust II
5.365% VRN 12/21/65 ^(c) ^(e)		10,000		6,800
KKR Group Finance Co. II LLC
5.500% 2/01/43 ^(c)		20,000		18,094
Mastercard, Inc.
3.850% 3/26/50		50,000		40,225
Park Aerospace Holdings Ltd.
4.500% 3/15/23 ^(c)		10,000		9,941
5.500% 2/15/24 ^(c)		50,000		48,813
Vanguard Group, Inc.
3.050% 8/22/50		450,000		300,944
Visa, Inc.
3.150% 12/14/25		200,000		190,973
4.300% 12/14/45		160,000		139,393
				2,866,852
Electric — 0.2%
American Transmission Systems, Inc.
2.650% 1/15/32 ^(c)		440,000		345,248
Consolidated Edison Co. of New York, Inc.
3.350% 4/01/30		70,000		61,487
3.950% 4/01/50		50,000		38,460
Duke Energy Ohio, Inc.
3.650% 2/01/29		260,000		237,501
Exelon Corp.
5.625% 6/15/35		40,000		39,011
Pacific Gas and Electric Co.
2.100% 8/01/27		140,000		113,226
2.500% 2/01/31		40,000		29,094
3.300% 8/01/40		50,000		32,007
3.500% 8/01/50		80,000		48,692
				944,726
Electronics — 0.0%
Honeywell International, Inc.
1.350% 6/01/25		80,000		73,641
Entertainment — 0.2%
Warnermedia Holdings, Inc.
3.755% 3/15/27 ^(c)		60,000		53,705
4.054% 3/15/29 ^(c)		80,000		69,271
4.279% 3/15/32 ^(c)		430,000		353,686
5.050% 3/15/42 ^(c)		20,000		14,967
5.141% 3/15/52 ^(c)		300,000		217,665
				709,294
Environmental Controls — 0.1%
Republic Services, Inc.
2.500% 8/15/24		230,000		219,654

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

MassMutual Strategic Bond Fund — Portfolio of Investments (Continued)

	Principal Amount		Value
Food — 0.2%
Danone SA
2.589% 11/02/23 ^(c)	$	310,000	$	303,066
The Hershey Co.
0.900% 6/01/25		50,000		45,388
Mars, Inc.
2.700% 4/01/25 ^(c)		140,000		133,161
3.200% 4/01/30 ^(c)		80,000		70,613
Mondelez International, Inc.
1.500% 5/04/25		390,000		356,509
				908,737
Forest Products & Paper — 0.1%
Suzano Austria GmbH
3.125% 1/15/32		80,000		57,576
3.750% 1/15/31		430,000		336,884
				394,460
Health Care – Products — 0.1%
Abbott Laboratories
3.750% 11/30/26		139,000		134,865
4.750% 11/30/36		80,000		77,982
4.900% 11/30/46		100,000		95,771
Medtronic, Inc.
4.625% 3/15/45		18,000		16,249
				324,867
Health Care – Services — 0.4%
Aetna, Inc.
2.800% 6/15/23		40,000		39,485
Centene Corp.
2.625% 8/01/31		10,000		7,551
3.000% 10/15/30		10,000		7,919
4.250% 12/15/27		70,000		63,898
4.625% 12/15/29		120,000		107,832
CommonSpirit Health
4.350% 11/01/42		20,000		15,762
Elevance Health, Inc.
3.350% 12/01/24		120,000		115,453
3.650% 12/01/27		140,000		130,446
4.100% 5/15/32		60,000		54,169
4.550% 5/15/52		10,000		8,437
Fresenius Medical Care US Finance II, Inc.
4.750% 10/15/24 ^(c)		70,000		68,759
HCA, Inc.
3.500% 9/01/30		70,000		57,800
4.500% 2/15/27		40,000		37,339
5.000% 3/15/24		50,000		49,670
5.250% 6/15/26		60,000		58,001
5.500% 6/15/47		80,000		67,592

	Principal Amount		Value
Humana, Inc.
2.150% 2/03/32	$	40,000	$	30,380
4.500% 4/01/25		50,000		49,292
4.625% 12/01/42		70,000		59,775
4.800% 3/15/47		10,000		8,697
Tenet Healthcare Corp.
4.375% 1/15/30 ^(c)		10,000		8,347
UnitedHealth Group, Inc.
1.250% 1/15/26		110,000		98,136
2.000% 5/15/30		100,000		80,410
2.300% 5/15/31		20,000		16,082
3.125% 5/15/60		30,000		19,213
3.875% 12/15/28		110,000		102,767
3.875% 8/15/59		90,000		66,781
4.000% 5/15/29		100,000		93,217
4.200% 5/15/32		70,000		64,982
4.250% 6/15/48		110,000		91,150
4.450% 12/15/48		50,000		42,626
5.800% 3/15/36		70,000		71,325
				1,793,293
Home Builders — 0.0%
Lennar Corp.
4.500% 4/30/24		100,000		98,164
4.750% 11/29/27		40,000		36,978
MDC Holdings, Inc.
6.000% 1/15/43		20,000		15,040
				150,182
Insurance — 0.2%
Ambac Assurance Corp.
5.100% ^(c) ^(d)		4,362		4,427
Berkshire Hathaway Finance Corp.
4.250% 1/15/49		160,000		132,988
Brighthouse Financial, Inc.
4.700% 6/22/47		11,000		7,790
Chubb INA Holdings, Inc.
3.350% 5/03/26		120,000		113,451
Guardian Life Global Funding
1.100% 6/23/25 ^(c)		120,000		107,801
MetLife Capital Trust IV
7.875% 12/15/37 ^(c)		200,000		213,500
New York Life Global Funding
0.950% 6/24/25 ^(c)		100,000		89,606
Principal Life Global Funding II
1.250% 6/23/25 ^(c)		110,000		98,830
Teachers Insurance & Annuity Association of America
4.900% 9/15/44 ^(c)		50,000		43,821

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

MassMutual Strategic Bond Fund — Portfolio of Investments (Continued)

	Principal Amount		Value
6.850% 12/16/39 ^(c)	$	22,000	$	23,959
				836,173
Internet — 1.3%
Alphabet, Inc.
0.450% 8/15/25		50,000		44,838
0.800% 8/15/27		90,000		75,951
1.900% 8/15/40		100,000		64,200
2.050% 8/15/50		60,000		35,263
Amazon.com, Inc.
2.100% 5/12/31		80,000		64,845
2.500% 6/03/50		60,000		37,467
3.150% 8/22/27		470,000		438,194
3.300% 4/13/27		40,000		37,771
3.450% 4/13/29		80,000		74,008
3.600% 4/13/32 ^(b)		320,000		290,831
4.050% 8/22/47		100,000		84,487
4.250% 8/22/57		70,000		58,245
4.950% 12/05/44		180,000		171,890
Meta Platforms, Inc.
4.450% 8/15/52 ^(c)		3,215,000		2,624,093
Prosus NV
3.061% 7/13/31 ^(c)		570,000		391,262
3.832% 2/08/51 ^(c)		210,000		116,549
4.027% 8/03/50 ^(c)		310,000		172,733
Tencent Holdings Ltd.
3.680% 4/22/41 ^(c)		210,000		150,633
3.840% 4/22/51 ^(c)		320,000		208,993
				5,142,253
Investment Companies — 0.3%
Golub Capital BDC, Inc.
2.500% 8/24/26		1,570,000		1,316,566
Iron & Steel — 0.1%
ArcelorMittal SA
7.000% STEP 10/15/39 ^(b)		60,000		56,934
Vale Overseas Ltd.
6.875% 11/21/36		174,000		165,148
				222,082
Leisure Time — 0.0%
VOC Escrow Ltd.
5.000% 2/15/28 ^(c)		210,000		170,806
Lodging — 0.4%
Las Vegas Sands Corp.
2.900% 6/25/25		100,000		89,698
3.200% 8/08/24		790,000		744,899
Sands China Ltd.
4.300% STEP 1/08/26		280,000		238,302
5.625% STEP 8/08/25		750,000		679,447
				1,752,346

	Principal Amount		Value
Machinery – Construction & Mining — 0.0%
Vertiv Group Corp.
4.125% 11/15/28 ^(b) ^(c)	$	30,000	$	24,150
Machinery – Diversified — 0.1%
Deere & Co.
3.100% 4/15/30		60,000		53,369
3.750% 4/15/50 ^(b)		260,000		212,067
Otis Worldwide Corp.
2.056% 4/05/25		140,000		129,516
				394,952
Media — 1.1%
CCO Holdings LLC/CCO Holdings Capital Corp.
4.500% 8/15/30 ^(c)		30,000		23,725
4.500% 5/01/32		840,000		640,643
4.750% 2/01/32 ^(c)		70,000		54,515
Charter Communications Operating LLC/Charter Communications Operating Capital
3.500% 3/01/42		60,000		37,870
4.200% 3/15/28		190,000		170,667
4.400% 4/01/33		140,000		115,531
4.800% 3/01/50		100,000		72,148
4.908% 7/23/25		270,000		263,332
5.050% 3/30/29		360,000		331,243
5.125% 7/01/49		40,000		29,702
5.375% 4/01/38		100,000		81,138
5.375% 5/01/47		20,000		15,472
5.500% 4/01/63		80,000		60,434
6.484% 10/23/45		160,000		140,628
6.834% 10/23/55		60,000		54,589
Comcast Corp.
2.800% 1/15/51		30,000		18,265
2.887% 11/01/51		320,000		200,427
3.150% 3/01/26		280,000		263,859
3.250% 11/01/39		30,000		22,035
3.300% 4/01/27		120,000		111,337
3.400% 4/01/30		180,000		158,252
3.400% 7/15/46		30,000		21,125
3.450% 2/01/50		40,000		27,937
3.750% 4/01/40		80,000		62,898
3.969% 11/01/47		80,000		61,177
3.999% 11/01/49		20,000		15,330
4.000% 8/15/47		20,000		15,475
4.000% 3/01/48		50,000		38,231
4.150% 10/15/28		180,000		170,148
4.250% 10/15/30		230,000		212,867
4.250% 1/15/33		20,000		18,105
4.950% 10/15/58		10,000		8,590

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

MassMutual Strategic Bond Fund — Portfolio of Investments (Continued)

	Principal Amount		Value
6.500% 11/15/35	$	41,000	$	43,653
CSC Holdings LLC
6.500% 2/01/29 ^(c)		250,000		221,644
DISH DBS Corp.
5.250% 12/01/26 ^(c)		120,000		98,263
5.750% 12/01/28 ^(c)		120,000		90,427
Fox Corp.
5.476% 1/25/39		90,000		78,044
Time Warner Cable, Inc.
6.550% 5/01/37		50,000		45,115
6.750% 6/15/39		120,000		107,280
7.300% 7/01/38		100,000		95,108
Time Warner Entertainment Co. LP
8.375% 7/15/33		20,000		21,326
Virgin Media Secured Finance PLC
5.500% 5/15/29 ^(c)		210,000		179,793
The Walt Disney Co.
6.200% 12/15/34		20,000		20,990
6.650% 11/15/37		50,000		54,556
				4,573,894
Mining — 0.5%
Anglo American Capital PLC
4.750% 4/10/27 ^(c)		230,000		217,573
Barrick Gold Corp.
5.250% 4/01/42		20,000		18,250
Barrick North America Finance LLC
5.700% 5/30/41		80,000		75,994
5.750% 5/01/43		80,000		75,285
BHP Billiton Finance USA Ltd.
5.000% 9/30/43		100,000		94,793
First Quantum Minerals Ltd.
6.875% 10/15/27 ^(c)		230,000		206,549
Freeport-McMoRan, Inc.
4.550% 11/14/24		10,000		9,847
4.625% 8/01/30		120,000		105,189
5.450% 3/15/43		466,000		388,784
Glencore Funding LLC
3.875% 10/27/27 ^(c)		90,000		81,857
4.000% 3/27/27 ^(c)		270,000		251,611
4.125% 5/30/23 ^(c)		130,000		129,176
4.125% 3/12/24 ^(c)		130,000		127,749
Hudbay Minerals, Inc.
6.125% 4/01/29 ^(b) ^(c)		10,000		8,057
Southern Copper Corp.
5.250% 11/08/42		450,000		394,258
Teck Resources Ltd.
6.000% 8/15/40		20,000		17,641
				2,202,613

	Principal Amount		Value
Miscellaneous - Manufacturing — 0.1%
3M Co.
2.375% 8/26/29 ^(b)	$	140,000	$	114,741
3.050% 4/15/30 ^(b)		60,000		50,965
3.700% 4/15/50		150,000		109,060
Eaton Corp.
4.150% 11/02/42		40,000		32,879
General Electric Co.
6.750% 3/15/32		114,000		123,122
				430,767
Oil & Gas — 2.3%
BP Capital Markets America, Inc.
3.000% 2/24/50		340,000		220,612
3.119% 5/04/26		290,000		271,212
3.588% 4/14/27		100,000		93,695
3.633% 4/06/30		120,000		107,676
Chevron Corp.
1.995% 5/11/27		110,000		97,529
3.078% 5/11/50		20,000		14,153
Chevron USA, Inc.
3.850% 1/15/28		300,000		285,091
ConocoPhillips Co.
6.950% 4/15/29		75,000		82,233
Continental Resources, Inc.
2.268% 11/15/26 ^(c)		70,000		59,735
4.375% 1/15/28		130,000		116,672
5.750% 1/15/31 ^(c)		250,000		225,965
Coterra Energy, Inc.
3.900% 5/15/27 ^(c)		230,000		213,221
4.375% 3/15/29 ^(c)		220,000		203,309
Devon Energy Corp.
4.750% 5/15/42		10,000		8,145
5.000% 6/15/45		440,000		366,194
5.250% 10/15/27		32,000		32,070
5.600% 7/15/41		140,000		125,381
5.850% 12/15/25		120,000		121,061
5.875% 6/15/28		26,000		25,968
8.250% 8/01/23		30,000		30,705
Diamondback Energy, Inc.
3.250% 12/01/26		10,000		9,226
3.500% 12/01/29		160,000		138,051
Ecopetrol SA
5.875% 5/28/45		770,000		467,698
EOG Resources, Inc.
3.900% 4/01/35		200,000		170,313
4.150% 1/15/26		70,000		68,211
4.375% 4/15/30		60,000		57,116
4.950% 4/15/50		40,000		37,216

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

MassMutual Strategic Bond Fund — Portfolio of Investments (Continued)

	Principal Amount		Value
EQT Corp.
3.900% 10/01/27	$	280,000	$	254,836
6.125% STEP 2/01/25		20,000		20,026
7.000% STEP 2/01/30		50,000		51,595
Exxon Mobil Corp.
2.992% 3/19/25		340,000		326,168
3.043% 3/01/26		130,000		122,876
3.482% 3/19/30		190,000		172,469
4.114% 3/01/46		200,000		165,235
4.327% 3/19/50		20,000		17,035
KazMunayGas National Co. JSC
5.375% 4/24/30 ^(c)		200,000		158,350
Occidental Petroleum Corp.
4.400% 4/15/46		40,000		32,917
4.625% 6/15/45		80,000		66,229
6.600% 3/15/46		630,000		648,900
Petrobras Global Finance BV
5.500% 6/10/51 ^(b)		610,000		433,594
5.999% 1/27/28		900,000		868,730
7.375% 1/17/27		260,000		267,518
Petroleos Mexicanos
6.375% 1/23/45		220,000		121,550
6.625% 6/15/35		303,000		193,617
6.875% 8/04/26		160,000		144,085
Pioneer Natural Resources Co.
1.125% 1/15/26		40,000		34,983
2.150% 1/15/31		190,000		146,326
Reliance Industries Ltd.
3.625% 1/12/52 ^(c)		330,000		206,884
Shell International Finance BV
2.750% 4/06/30		160,000		136,548
2.875% 5/10/26		130,000		121,167
3.250% 4/06/50		230,000		161,598
4.000% 5/10/46		180,000		143,203
4.550% 8/12/43		100,000		86,666
Sinopec Group Overseas Development 2014 Ltd.
4.375% 4/10/24 ^(c)		330,000		329,013
Southwestern Energy Co.
4.750% 2/01/32 ^(b)		60,000		50,286
5.375% 3/15/30		20,000		18,021
				9,148,883
Oil & Gas Services — 0.0%
Halliburton Co.
3.800% 11/15/25		2,000		1,926
4.850% 11/15/35		20,000		17,348
5.000% 11/15/45		110,000		91,356

	Principal Amount		Value
Schlumberger Holdings Corp.
3.900% 5/17/28 ^(c)	$	31,000	$	27,992
				138,622
Packaging & Containers — 0.0%
Ball Corp.
3.125% 9/15/31 ^(b)		100,000		75,375
Pharmaceuticals — 1.8%
AbbVie, Inc.
2.600% 11/21/24		550,000		523,556
2.950% 11/21/26		260,000		238,300
3.200% 11/21/29		600,000		526,081
3.600% 5/14/25		130,000		124,968
3.800% 3/15/25		180,000		174,354
4.250% 11/21/49		20,000		16,058
4.550% 3/15/35		90,000		80,693
4.875% 11/14/48		20,000		17,588
Becton Dickinson and Co.
3.363% 6/06/24		82,000		79,705
4.685% 12/15/44		18,000		15,375
Bristol-Myers Squibb Co.
2.900% 7/26/24		206,000		199,842
3.200% 6/15/26		204,000		193,134
3.400% 7/26/29		19,000		17,269
Cigna Corp.
3.750% 7/15/23		161,000		159,814
4.125% 11/15/25		100,000		97,138
4.375% 10/15/28		760,000		717,503
4.900% 12/15/48		20,000		17,273
CVS Health Corp.
1.875% 2/28/31		30,000		22,841
2.125% 9/15/31		140,000		107,086
3.750% 4/01/30		150,000		133,336
4.125% 4/01/40		120,000		95,562
4.250% 4/01/50		30,000		23,447
4.300% 3/25/28		578,000		546,418
5.050% 3/25/48		120,000		105,278
5.125% 7/20/45		100,000		87,556
CVS Pass-Through Trust
5.298% 1/11/27 ^(c)		4,636		4,583
5.880% 1/10/28		59,251		58,986
6.036% 12/10/28		54,806		54,435
6.943% 1/10/30		50,886		52,413
Johnson & Johnson
0.550% 9/01/25		120,000		107,164
0.950% 9/01/27		40,000		33,870
3.625% 3/03/37		320,000		276,478
Merck & Co., Inc.
0.750% 2/24/26		200,000		175,392

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

MassMutual Strategic Bond Fund — Portfolio of Investments (Continued)

	Principal Amount		Value
1.450% 6/24/30	$	120,000	$	93,799
Pfizer, Inc.
0.800% 5/28/25		270,000		245,207
1.700% 5/28/30		280,000		223,516
Teva Pharmaceutical Finance Netherlands III BV
3.150% 10/01/26		900,000		738,450
6.000% 4/15/24		350,000		339,689
7.125% 1/31/25		390,000		379,628
				7,103,785
Pipelines — 1.5%
Cameron LNG LLC
2.902% 7/15/31 ^(c)		40,000		32,932
3.302% 1/15/35 ^(c)		130,000		102,185
Cheniere Energy Partners LP
3.250% 1/31/32 ^(c)		170,000		132,053
El Paso Natural Gas Co. LLC
8.375% 6/15/32		289,000		321,179
Energy Transfer LP
2.900% 5/15/25		170,000		158,148
3.750% 5/15/30		430,000		363,967
4.950% 6/15/28		50,000		46,594
5.250% 4/15/29		80,000		75,218
5.300% 4/01/44		20,000		16,023
5.400% 10/01/47		40,000		32,384
6.250% 4/15/49		260,000		232,835
3 mo. USD LIBOR + 4.028% 6.250% VRN ^(d)		20,000		16,400
5 year CMT + 5.694% 6.500% VRN ^(d)		50,000		43,640
5 year CMT + 5.134% 6.750% VRN ^(d)		160,000		137,707
5 year CMT + 5.306% 7.125% VRN ^(d)		150,000		123,221
Enterprise Products Operating LLC
3.700% 1/31/51		10,000		7,032
4.150% 10/16/28		980,000		911,636
3 mo. USD LIBOR + 2.570% 5.375% VRN 2/15/78		40,000		30,033
5.700% 2/15/42		40,000		37,118
EQM Midstream Partners LP
5.500% 7/15/28		10,000		8,550
Kinder Morgan Energy Partners LP
5.500% 3/01/44		30,000		24,941
Kinder Morgan, Inc.
4.300% 3/01/28		110,000		102,996
5.200% 3/01/48		20,000		16,720
MPLX LP
4.500% 4/15/38		70,000		56,330

	Principal Amount		Value
4.700% 4/15/48	$	210,000	$	160,021
4.800% 2/15/29		190,000		176,744
4.875% 12/01/24		90,000		88,930
5.500% 2/15/49		100,000		84,884
Southern Natural Gas Co. LLC
8.000% 3/01/32		148,000		161,423
Tallgrass Energy Partners LP / Tallgrass Energy Finance Corp.
6.000% 12/31/30 ^(c)		10,000		8,501
Targa Resources Corp.
4.200% 2/01/33		100,000		83,239
4.950% 4/15/52		40,000		30,780
Targa Resources Partners LP/Targa Resources Partners Finance Corp.
4.875% 2/01/31		130,000		111,800
Tennessee Gas Pipeline Co. LLC
2.900% 3/01/30 ^(c)		200,000		163,647
Transcontinental Gas Pipe Line Co. LLC
7.850% 2/01/26		60,000		63,704
Venture Global Calcasieu Pass LLC
3.875% 11/01/33 ^(c)		80,000		62,200
Western Midstream Operating LP
3.350% STEP 2/01/25		240,000		223,123
3 mo. USD LIBOR + 1.100% 3.555% FRN 1/13/23		90,000		89,338
4.300% STEP 2/01/30		900,000		769,734
5.500% 8/15/48		20,000		16,175
5.500% STEP 2/01/50		230,000		185,725
The Williams Cos., Inc.
3.750% 6/15/27		170,000		156,452
7.500% 1/15/31		200,000		214,452
7.750% 6/15/31 ^(b)		350,000		379,771
				6,260,485
Real Estate Investment Trusts (REITS) — 0.1%
CTR Partnership LP / CareTrust Capital Corp.
3.875% 6/30/28 ^(c)		20,000		16,454
GLP Capital LP/GLP Financing II, Inc.
5.250% 6/01/25		10,000		9,666
5.375% 4/15/26		40,000		38,260
MPT Operating Partnership LP / MPT Finance Corp.
3.500% 3/15/31		110,000		76,588
4.625% 8/01/29		10,000		8,046
5.000% 10/15/27		30,000		25,928

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

MassMutual Strategic Bond Fund — Portfolio of Investments (Continued)

	Principal Amount		Value
WEA Finance LLC/Westfield UK & Europe Finance PLC
3.750% 9/17/24 ^(c)	$	220,000	$	207,881
				382,823
Retail — 0.9%
Costco Wholesale Corp.
1.375% 6/20/27		190,000		164,067
1.600% 4/20/30		110,000		88,164
The Home Depot, Inc.
2.700% 4/15/30		70,000		59,766
3.300% 4/15/40		120,000		91,770
3.350% 4/15/50		220,000		157,633
3.900% 12/06/28		30,000		28,512
3.900% 6/15/47		40,000		31,835
Lowe’s Cos., Inc.
4.500% 4/15/30		50,000		46,681
5.625% 4/15/53		2,341,000		2,170,159
McDonald’s Corp.
3.300% 7/01/25		60,000		57,736
3.500% 7/01/27		180,000		168,178
3.600% 7/01/30		190,000		170,744
3.625% 9/01/49		40,000		29,134
3.800% 4/01/28		110,000		103,380
4.200% 4/01/50		140,000		112,200
Target Corp.
2.250% 4/15/25		110,000		103,783
Walmart, Inc.
1.500% 9/22/28		80,000		66,935
1.800% 9/22/31		40,000		31,763
				3,682,440
Semiconductors — 0.3%
Broadcom, Inc.
3.137% 11/15/35 ^(c)		490,000		343,136
Intel Corp.
1.600% 8/12/28		190,000		156,897
3.050% 8/12/51 ^(b)		90,000		57,748
3.700% 7/29/25		40,000		38,980
4.750% 3/25/50		20,000		17,284
NVIDIA Corp.
2.850% 4/01/30		90,000		77,105
3.500% 4/01/40		240,000		186,443
3.500% 4/01/50		170,000		124,474
3.700% 4/01/60		170,000		121,690
NXP BV / NXP Funding LLC / NXP USA, Inc.
2.700% 5/01/25		120,000		111,294

	Principal Amount		Value
Texas Instruments, Inc.
1.750% 5/04/30	$	110,000	$	88,116
				1,323,167
Software — 0.5%
Microsoft Corp.
2.400% 8/08/26		530,000		490,805
2.525% 6/01/50		133,000		86,910
2.675% 6/01/60 ^(b)		17,000		10,692
2.921% 3/17/52		107,000		75,574
3.041% 3/17/62		83,000		56,642
3.300% 2/06/27		290,000		275,998
Open Text Holdings, Inc.
4.125% 2/15/30 ^(c)		10,000		7,986
4.125% 12/01/31 ^(c)		10,000		7,593
Oracle Corp.
1.650% 3/25/26		300,000		262,955
2.875% 3/25/31		350,000		275,913
2.950% 4/01/30		20,000		16,115
Salesforce, Inc.
3.250% 4/11/23		60,000		59,718
3.700% 4/11/28		50,000		47,415
Workday, Inc.
3.500% 4/01/27		50,000		46,212
3.700% 4/01/29		80,000		72,004
3.800% 4/01/32 ^(b)		100,000		86,897
				1,879,429
Telecommunications — 1.7%
Altice France SA
5.500% 10/15/29 ^(c)		210,000		158,003
AT&T, Inc.
1.650% 2/01/28 ^(b)		280,000		230,229
2.250% 2/01/32		20,000		15,119
2.300% 6/01/27		250,000		218,610
2.550% 12/01/33		120,000		88,792
3.300% 2/01/52 ^(b)		40,000		25,777
3.500% 9/15/53		180,000		119,510
3.550% 9/15/55		173,000		113,470
3.650% 9/15/59		60,000		38,880
3.800% 12/01/57		10,000		6,756
4.350% 6/15/45		101,000		78,021
5.350% 9/01/40		40,000		36,100
5.550% 8/15/41		40,000		37,097
CommScope, Inc.
4.750% 9/01/29 ^(c)		20,000		16,313
6.000% 3/01/26 ^(c)		60,000		55,243
Sprint Capital Corp.
8.750% 3/15/32		20,000		23,175

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

MassMutual Strategic Bond Fund — Portfolio of Investments (Continued)

	Principal Amount		Value
Sprint Spectrum Co. LLC/Sprint Spectrum Co. II LLC/Sprint Spectrum Co. III LLC
4.738% 9/20/29 ^(c)	$	137,500	$	135,529
T-Mobile USA, Inc.
2.250% 2/15/26		70,000		62,635
2.250% 11/15/31		70,000		52,728
2.550% 2/15/31		130,000		102,953
2.625% 2/15/29		230,000		189,897
2.875% 2/15/31		170,000		136,993
3.000% 2/15/41		60,000		40,097
3.300% 2/15/51		20,000		13,031
3.375% 4/15/29		70,000		60,429
3.500% 4/15/25		350,000		334,564
3.500% 4/15/31		290,000		244,734
3.750% 4/15/27		50,000		46,165
3.875% 4/15/30		190,000		168,468
5.650% 1/15/53		1,232,000		1,162,161
Telefonica Emisiones SA
5.213% 3/08/47		150,000		114,096
Verizon Communications, Inc.
1.750% 1/20/31		280,000		209,896
2.355% 3/15/32		40,000		30,658
2.550% 3/21/31		570,000		455,597
2.650% 11/20/40		260,000		169,484
2.875% 11/20/50		530,000		324,146
3.400% 3/22/41		40,000		29,210
3.850% 11/01/42		40,000		30,653
3.875% 2/08/29		130,000		118,635
4.000% 3/22/50		120,000		91,538
4.125% 8/15/46		180,000		142,517
4.329% 9/21/28		440,000		414,382
4.400% 11/01/34		270,000		237,506
4.500% 8/10/33		40,000		36,009
5.250% 3/16/37		170,000		158,819
5.500% 3/16/47		30,000		28,617
Vmed O2 UK Financing I PLC
4.750% 7/15/31 ^(c)		200,000		154,302
Vodafone Group PLC
4.375% 5/30/28 ^(b)		70,000		65,882
				6,823,426
Transportation — 0.1%
Union Pacific Corp.
2.150% 2/05/27		50,000		44,642
2.891% 4/06/36		270,000		205,222
3.750% 7/15/25		70,000		68,281
3.750% 2/05/70		150,000		104,707
3.839% 3/20/60		120,000		88,811

	Principal Amount		Value
XPO Logistics, Inc.
6.250% 5/01/25 ^(c)	$	9,000	$	9,025
				520,688

TOTAL CORPORATE DEBT (Cost $128,025,740)				110,260,470

MUNICIPAL OBLIGATIONS — 0.0%
Northeast Ohio Regional Sewer District, Revenue Bond
5.000% 11/15/43		50,000		50,571
State of California, General Obligation
5.000% 11/01/43		50,000		50,875
				101,446

TOTAL MUNICIPAL OBLIGATIONS (Cost $102,278)				101,446

NON-U.S. GOVERNMENT AGENCY OBLIGATIONS — 9.3%
Automobile Asset-Backed Securities — 0.6%
Avis Budget Rental Car Funding, Series 2021-1A, Class A
1.380% 8/20/27 ^(c)		490,000		419,717
Hertz Vehicle Financing III LP, Series 2021-2A, Class C
2.520% 12/27/27 ^(c)		2,500,000		2,111,442
				2,531,159
Commercial Mortgage-Backed Securities — 3.9%
Banc of America Merrill Lynch Trust, Series 2016-GG10, Class AJA,
5.809% VRN 8/10/45 ^(c) ^(e)		408,268		155,142
BANK, Series 2017-BNK4, Class XA,
1.488% VRN 5/15/50 ^(e)		3,274,144		149,283
Benchmark Mortgage Trust, Series 2021-B29, Class XA,
1.155% VRN 9/15/54 ^(e)		2,511,300		143,236
BPR Trust, Series 2021-TY, Class A, 1 mo. USD LIBOR + 1.050%
3.868% FRN 9/15/38 ^(c)		140,000		133,021
Citigroup Commercial Mortgage Trust, Series 2014-GC23, Class B,
4.175% VRN 7/10/47 ^(e)		350,000		335,438
Credit Suisse Mortgage Trust
Series 2014-USA, Class A2, 3.953% 9/15/37 ^(c)		190,000		172,152
Series 2014-USA, Class E, 4.373% 9/15/37 ^(c)		140,000		99,356
Series 2014-USA, Class F, 4.373% 9/15/37 ^(c)		2,440,000		1,542,946

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

MassMutual Strategic Bond Fund — Portfolio of Investments (Continued)

	Principal Amount		Value
Series 2022-MARK, Class A, 1 mo. TSFR + 2.695% 5.541% FRN 6/15/39 ^(c)	$	130,000	$	129,708
Series 2019-RIO Class A, 1 mo. USD LIBOR + 3.024% 5.842% FRN 12/15/22 ^(c)		2,483,371		2,455,516
Series 2017-CHOP, Class G, 1 mo. USD LIBOR + 5.350% 8.168% FRN 7/15/32 ^(c)		1,160,000		1,038,581
Deutsche Bank Commercial Mortgage Trust, Series 2016-C3, Class A4
2.632% 8/10/49		160,000		145,198
GS Mortgage Securities Trust, Series 2018-SRP5, Class A, 1 mo. USD LIBOR + 1.800%
4.618% FRN 9/15/31 ^(c)		1,240,611		1,181,581
JPMBB Commercial Mortgage Securities Trust
Series 2014-C19, Class XA, 0.785% VRN 4/15/47 ^(e)		998,377		5,885
Series 2015-C31, Class B, 4.776% VRN 8/15/48 ^(e)		160,000		152,154
Series 2013-C17, Class B, 5.049% VRN 1/15/47 ^(e)		30,000		29,159
ML-CFC Commercial Mortgage Trust, Series 2007-9, Class AJ,
6.193% VRN 9/12/49 ^(e)		3,242		3,203
Morgan Stanley Capital I Trust, Series 2019-L2, Class B,
4.494% VRN 3/15/52 ^(e)		850,000		769,209
MTN Commercial Mortgage Trust, Series 2022-LPFL, Class A, 1 mo. TSFR + 1.397%
4.242% FRN 3/15/39 ^(c)		190,000		186,084
PFP Ltd., Series 2021-8, Class A, 1 mo. USD LIBOR + 1.000%
3.939% FRN 8/09/37 ^(c)		749,517		721,988
Shops at Crystals Trust, Series 2016-CSTL, Class A
3.126% 7/05/36 ^(c)		320,000		276,709
TTAN, Series 2021-MHC, Class A, 1 mo. USD LIBOR + .850%
3.668% FRN 3/15/38 ^(c)		468,509		453,922
UBS Commercial Mortgage Trust, Series 2017-C1, Class A4
3.460% 6/15/50		170,000		155,337
Waterfall Commercial Mortgage Trust, Series 2015-SBC5, Class A
4.104% 9/14/49 ^(c)		54,712		53,936

	Principal Amount		Value
Wells Fargo Commercial Mortgage Trust
Series 2019-C52, Class XA, 1.751% VRN 8/15/52 ^(e)	$	5,558,315	$	409,972
Series 2013-LC12, Class B, 4.432% VRN 7/15/46 ^(e)		140,000		132,869
WFRBS Commercial Mortgage Trust
Series 2014-C24, Class B, 4.204% VRN 11/15/47 ^(e)		190,000		172,926
Series 2014-C24, Class C, 4.290% VRN 11/15/47 ^(e)		190,000		161,550
Series 2014-LC14, Class D, 4.586% VRN 3/15/47 ^(c) ^(e)		5,000,000		4,618,350
				15,984,411
Home Equity Asset-Backed Securities — 0.6%
Accredited Mortgage Loan Trust, Series 2006-2, Class M1, 1 mo. USD LIBOR + .270%
3.354% FRN 9/25/36		420,000		396,384
Asset Backed Securities Corp. Home Equity Loan Trust, Series 2003-HE6, Class A3B, 1 mo. USD LIBOR + .960%
4.044% FRN 11/25/33		1,206,558		1,088,715
GSAA Home Equity Trust, Series 2006-5, Class 2A3, 1 mo. USD LIBOR + .540%
3.624% FRN 3/25/36		316,015		156,744
RBSSP Resecuritization Trust, Series 2010-4, Class 6A2,
5.825% STEP 2/26/36 ^(c)		723,005		684,633
				2,326,476
Manufactured Housing Asset-Backed Securities — 0.1%
Conseco Finance Corp., Series 1996-4, Class M1,
7.750% VRN 6/15/27 ^(e)		462,857		477,753
Other Asset-Backed Securities — 2.1%
Arbor Realty Commercial Real Estate Notes Ltd., Series 2021-FL3, Class A, 1 mo. USD LIBOR + 1.070%
3.888% FRN 8/15/34 ^(c)		790,000		762,119
Dividend Solar Loans LLC, Series 2019-1, Class A
3.670% 8/22/39 ^(c)		765,903		690,488
First Franklin Mortgage Loan Trust, Series 2006-FF15, Class A2, 1 mo. USD LIBOR + .120%
3.204% FRN 11/25/36		293,270		270,937
InStar Leasing III LLC, Series 2021-1A, Class A
2.300% 2/15/54 ^(c)		579,233		492,236

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

100

MassMutual Strategic Bond Fund — Portfolio of Investments (Continued)

	Principal Amount		Value
Magnolia Finance, Series 2019-1OTF, Class A1, 3 mo. USD LIBOR + 2.900%
5.682% FRN 8/09/24 ^(c)	$	945,000	$	924,323
PFCA Home Equity Investment Trust, Series 2003-IFC6, Class A,
4.773% VRN 4/22/35 ^(c) ^(e)		401,766		400,665
Saxon Asset Securities Trust, Series 2006-3, Class A4, 1 mo. USD LIBOR + .240%
2.684% FRN 10/25/46		440,000		352,387
SBA Small Business Investment Cos.
Series 2019-25G, Class 1, 2.690% 7/01/44		203,018		173,020
Series 2019-20D, Class 1, 2.980% 4/01/39		143,497		130,578
Structured Asset Investment Loan Trust, Series 2004-8, Class A9, 1 mo. USD LIBOR + 1.000%
4.084% FRN 9/25/34		626,087		611,943
Taco Bell Funding LLC, Series 2021-1A, Class A23
2.542% 8/25/51 ^(c)		3,970,000		3,035,758
USQ Rail LLC, Series 2021-1A, Class A
2.250% 2/28/51 ^(c)		721,158		617,884
				8,462,338
Student Loans Asset-Backed Securities — 0.5%
College Ave Student Loans LLC, Series 2019-A, Class A2
3.280% 12/28/48 ^(c)		263,722		241,744
Navient Private Education Loan Trust, Series 2020-IA, Class A1A
1.330% 4/15/69 ^(c)		405,683		352,537
SLM Student Loan Trust, Series 2003-7A, Class A5A, 3 mo. USD LIBOR + 1.200%
4.493% FRN 12/15/33 ^(c)		329,927		325,100
SMB Private Education Loan Trust
Series 2020-A, Class A2A, 2.230% 9/15/37 ^(c)		460,799		433,539
Series 2021-A, Class B, 2.310% 1/15/53 ^(c)		600,000		535,627
				1,888,547
Whole Loan Collateral Collateralized Mortgage Obligations — 1.5%
Bear Stearns Asset -Backed Securities I Trust, Series 2005-AC8, Class A3, 1 mo. USD LIBOR + 7.650%
4.566% FRN 11/25/35		638,523		105,252

	Principal Amount		Value
BRAVO Residential Funding Trust, Series 2022-NQM3, Class A1,
5.108% VRN 7/25/62 ^(c) ^(e)	$	345,278	$	338,663
Citigroup Mortgage Loan Trust, Series 2007-6, Class 2A4, 1 mo. USD LIBOR + .350%
3.434% FRN 5/25/37		1,429,791		763,543
Credit Suisse Mortgage Trust
Series 2015-4R, Class 3A3, 1 mo. USD LIBOR + .310% 3.064% FRN 10/27/36 ^(c)		683,894		327,241
Series 2021-2R, Class 1A1, 1 mo. USD LIBOR + 1.750% 4.303% FRN 7/25/47 ^(c)		15		15
Flagstar Mortgage Trust, Series 2018-2, Class A4,
3.500% VRN 4/25/48 ^(c) ^(e)		20,938		20,670
GS Mortgage Securities Trust, Series 2014-2R, Class 3B
0.702% 11/26/37 ^(c)		1,220,000		1,025,010
GSR Mortgage Loan Trust, Series 2005-AR5, Class 2A3,
3.493% VRN 10/25/35 ^(e)		45,672		26,306
HarborView Mortgage Loan Trust, Series 2006-2, Class 1A,
3.524% VRN 2/25/36 ^(e)		27,306		10,091
JP Morgan Mortgage Trust
Series 2018-3, Class A1, 3.500% VRN 9/25/48 ^(c) ^(e)		250,086		224,781
Series 2018-4, Class A1, 3.500% VRN 10/25/48 ^(c) ^(e)		106,917		95,928
Series 2018-5, Class A1, 3.500% VRN 10/25/48 ^(c) ^(e)		134,039		120,119
Mortgage Repurchase Agreement Financing Trust II
4.496% 3/30/25 ^(c)		290,000		290,000
New Residential Mortgage Loan Trust
Series 2018-RPL1, Class M2, 3.500% VRN 12/25/57 ^(c) ^(e)		730,000		613,768
Series 2017-4A, Class A1, 4.000% VRN 5/25/57 ^(c) ^(e)		231,576		222,820
Prime Mortgage Trust
Series 2006-DR1, Class 1A1, 5.500% 5/25/35 ^(c)		6,364		6,243
Series 2006-DR1, Class 2A2, 6.000% 5/25/35 ^(c)		490,198		420,244
Structured Adjustable Rate Mortgage Loan Trust, Series 2006-7, Class 1A1,
2.878% VRN 8/25/36 ^(e)		162,263		115,470

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

101

MassMutual Strategic Bond Fund — Portfolio of Investments (Continued)

	Principal Amount		Value
Structured Asset Mortgage Investments, Inc., Series 2005-AR7, Class 4A1, 12 mo. MTA + 2.150%
3.254% FRN 3/25/46	$	173,143	$	166,803
Towd Point Mortgage Trust
Series 2017-4, Class B2, 3.396% VRN 6/25/57 ^(c) ^(e)		740,000		562,926
Series 2022-4,Class A1, 3.750% VRN 9/25/62 ^(c) ^(e) ^(j)		440,000		417,092
Washington Mutual Mortgage Pass-Through Certificates, Series 2006-AR3, Class A1B, 12 mo. MTA + 1.000%
2.104% FRN 2/25/46		474,652		415,520
				6,288,505
Whole Loan Collateral Planned Amortization Classes — 0.0%
Countrywide Alternative Loan Trust, Series 2006-18CB, Class A6, 1 mo. USD LIBOR + 28.600%
16.264% FRN 7/25/36		41,353		34,253

TOTAL NON-U.S. GOVERNMENT AGENCY OBLIGATIONS (Cost $42,450,689)				37,993,442

SOVEREIGN DEBT OBLIGATIONS — 4.1%
Argentine Republic Government International Bond
1.500% STEP 7/09/35		1,927,319		350,648
3.500% STEP 7/09/41 ^(f)		110,000		23,565
Brazilian Government International Bond
5.000% 1/27/45		510,000		370,370
5.625% 1/07/41		730,000		588,921
Colombia Government International Bond
3.250% 4/22/32 ^(b)		430,000		290,608
4.125% 2/22/42		440,000		250,096
Indonesia Government International Bond
5.125% 1/15/45 ^(c)		220,000		192,338
6.500% 2/15/31 IDR ^(g)		58,983,000,000		3,661,149
Israel Government International Bond
2.750% 7/03/30		310,000		274,350
Mexican Bonos
7.750% 11/23/34 MXN ^(g)		17,120,000		732,863
7.750% 11/13/42 MXN ^(g)		34,785,600		1,432,377
8.000% 11/07/47 MXN ^(g)		76,980,000		3,223,111
8.500% 5/31/29 MXN ^(g)		28,500,000		1,332,924

	Principal Amount		Value
Mexico Government International Bond
4.750% 3/08/44	$	830,000	$	635,443
Nigeria Government International Bond
7.143% 2/23/30 ^(c)		210,000		136,899
Panama Government International Bond
4.500% 4/01/56		350,000		236,351
Peruvian Government International Bond
6.550% 3/14/37		210,000		215,042
Provincia de Buenos Aires/Government Bonds,
5.250% STEP 9/01/37 ^(c)		540,019		167,406
Republic of Kenya Government International Bond
6.300% 1/23/34 ^(c)		370,000		225,700
Russian Federal Bond— OFZ
6.900% 5/23/29 RUB ^(g)		269,798,000		1,411,734
7.250% 5/10/34 RUB ^(g)		60,500,000		316,570
7.700% 3/16/39 RUB ^(g)		86,260,000		451,360
				16,519,825

TOTAL SOVEREIGN DEBT OBLIGATIONS (Cost $25,690,132)				16,519,825

U.S. GOVERNMENT AGENCY OBLIGATIONS AND INSTRUMENTALITIES ^(h) — 20.5%
Collateralized Mortgage Obligations — 1.9%
Federal Home Loan Mortgage Corp.
Series 3422, Class AI, 0.250% STEP 1/15/38		7,753		56
Series 5018, Class MI, 2.000% 10/25/50		350,459		46,976
Series 5085, Class NI, 2.000% 3/25/51		631,893		85,935
Series 5140, Class NI, 2.500% 5/25/49		281,219		40,533
Series 5010, Class IK, 2.500% 9/25/50		211,710		31,543
Series 5010, Class JI, 2.500% 9/25/50		500,049		80,495
Series 5013, Class IN, 2.500% 9/25/50		262,280		42,037
Series 5040, Class IB, 2.500% 11/25/50		151,732		21,447
Series 5059, Class IB, 2.500% 1/25/51		710,231		115,298
Series 5069, Class MI, 2.500% 2/25/51		81,627		11,580

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

102

MassMutual Strategic Bond Fund — Portfolio of Investments (Continued)

	Principal Amount		Value
Series 4793, Class CB, 3.000% 5/15/48	$	205,026	$	184,523
Series 4793, Class CD, 3.000% 6/15/48		124,841		111,834
Series 4813, Class CJ, 3.000% 8/15/48		105,650		97,438
Series 353, Class S1, 1 mo. USD LIBOR + 6.000% 3.182% FRN 12/15/46		221,238		22,332
Series 334, Class S7, 1 mo. USD LIBOR + 6.100% 3.282% FRN 8/15/44		89,573		9,797
Series 3621, Class SB, 1 mo. USD LIBOR + 6.230% 3.412% FRN 1/15/40		20,796		2,131
Series 4203, Class PS, 1 mo. USD LIBOR + 6.250% 3.432% FRN 9/15/42		86,503		7,076
Series 3973, Class SA, 1 mo. USD LIBOR + 6.490% 3.672% FRN 12/15/41		135,036		15,519
Series 5224, Class HL, 4.000% 4/25/52		400,000		362,637
Series R007, Class ZA, 6.000% 5/15/36		56,687		58,111
Federal Home Loan Mortgage Corp. Multifamily Structured Pass-Through Certificates
Series K741, Class X1, 0.656% VRN 12/25/27 ^(e)		2,996,571		71,831
Series K094, Class X1, 1.015% VRN 6/25/29 ^(e)		995,480		47,194
Series K743, Class X1, 1.028% VRN 5/25/28 ^(e)		3,998,733		170,132
Series KC05, Class X1, 1.343% VRN 6/25/27 ^(e)		1,564,313		52,937
Series K736, Class X1, 1.414% VRN 7/25/26 ^(e)		2,047,498		84,578
Series K110, Class X1, 1.814% VRN 4/25/30 ^(e)		1,295,665		125,459
Series 2019-KF58, Class B, 1 mo. USD LIBOR + 2.150% 4.703% FRN 1/25/26 ^(c)		506,574		501,355
Federal National Mortgage Association
Series 2005-88, Class IP, 0.023% FRN 10/25/35 ^(e)		21,418		770
Series 2006-88, Class IP, 0.153% VRN 3/25/36 ^(e)		26,804		1,184
Series 2006-59, Class IP, 0.775% FRN 7/25/36 ^(e)		61,825		4,030
Series 2020-47, Class GZ, 2.000% 7/25/50		313,797		198,082
Series 2020-97, Class AI, 2.000% 1/25/51		182,305		24,238

	Principal Amount		Value
Series 2020-56, Class DI, 2.500% 8/25/50	$	404,010	$	65,027
Series 2020-74, Class EI, 2.500% 10/25/50		159,583		24,778
Series 2020-89, Class DI, 2.500% 12/25/50		1,112,738		167,965
Series 2021-3, Class QI, 2.500% 2/25/51		755,517		117,282
Series 2006-118, Class IP1, 2.587% FRN 12/25/36 ^(e)		48,528		2,806
Series 2006-118, Class IP2, 2.587% FRN 12/25/36 ^(e)		38,834		2,124
Series 2013-124, Class SB, 1 mo. USD LIBOR + 5.950% 2.866% FRN 12/25/43		216,727		21,856
Series 409, Class C2, 3.000% 4/25/27		41,865		1,764
Series 2016-61, Class BS, 1 mo. USD LIBOR + 6.100% 3.016% FRN 9/25/46		78,159		5,903
Series 2017-76, Class SB, 1 mo. USD LIBOR + 6.100% 3.016% FRN 10/25/57		449,496		50,287
Series 2012-133, Class CS, 1 mo. USD LIBOR + 6.150% 3.066% FRN 12/25/42		65,883		9,216
Series 2012-134, Class SK, 1 mo. USD LIBOR + 6.150% 3.066% FRN 12/25/42		122,913		15,242
Series 2013-54, Class BS, 1 mo. USD LIBOR + 6.150% 3.066% FRN 6/25/43		162,897		18,205
Series 2017-85, Class SC, 1 mo. USD LIBOR + 6.200% 3.116% FRN 11/25/47		130,510		11,644
Series 2012-35, Class SC, 1 mo. USD LIBOR + 6.500% 3.416% FRN 4/25/42		60,729		7,174
Series 2011-87, Class SG, 1 mo. USD LIBOR + 6.550% 3.466% FRN 4/25/40		56,946		1,725
Series 2011-96, Class SA, 1 mo. USD LIBOR + 6.550% 3.466% FRN 10/25/41		133,454		12,600
Series 409, Class C13, 3.500% 11/25/41		51,963		7,847
Series 2012-74, Class SA, 1 mo. USD LIBOR + 6.650% 3.566% FRN 3/25/42		33,571		2,707
Series 409, Class C18, 4.000% 4/25/42		60,214		10,551
Series 409, Class C22, 4.500% 11/25/39		39,941		7,080

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

103

MassMutual Strategic Bond Fund — Portfolio of Investments (Continued)

	Principal Amount		Value
Series 2011-59, Class NZ, 5.500% 7/25/41	$	264,852	$	270,075
Series 2013-9, Class CB, 5.500% 4/25/42		221,397		224,255
Series 2012-46, Class BA, 6.000% 5/25/42		53,746		55,314
Series 2012-28, Class B, 6.500% 6/25/39		4,793		4,874
Series 2013-9, Class BC, 6.500% 7/25/42		64,423		67,572
Series 2012-51, Class B, 7.000% 5/25/42		46,796		49,226
Federal National Mortgage Association ACES
Series 2020-M36, Class X1, 1.552% VRN 9/25/34 ^(e)		1,213,504		102,248
Series 2019-M19, Class A2, 2.560% 9/25/29		434,284		386,165
Federal National Mortgage Association Grantor Trust Series 2017-T1, Class A 2.898% 6/25/27		99,422		92,915
Government National Mortgage Association
Series 2014-22, Class IA, 0.000%FRN 11/20/42 ^(e)		19,859		493
Series 2012-144, Class IO, 0.323% VRN 1/16/53 ^(e)		2,228,304		27,235
Series 2012-135, Class IO, 0.340% VRN 1/16/53 ^(e)		2,317,151		26,065
Series 2014-186, Class IO, 0.375% VRN 8/16/54 ^(e)		351,766		3,907
Series 2017-41, Class IO, 0.618% VRN 7/16/58 ^(e)		588,440		18,828
Series 2021-60, Class IO, 0.826% VRN 5/16/63 ^(e)		2,307,170		149,716
Series 2012-H27, Class AI, 1.585% VRN 10/20/62 ^(e)		333,141		11,045
Series 2017-H15, Class KI, 1.698% VRN 7/20/67 ^(e)		109,348		6,113
Series 2022-3, Class B, 1.850% 2/16/61		200,000		120,347
Series 2020-181, Class WI, 2.000% 12/20/50		1,392,438		158,377
Series 2017-H20, Class IB, 2.294% VRN 10/20/67 ^(e)		56,366		2,587
Series 2020-123, Class NI, 2.500% 8/20/50		410,079		59,641
Series 2020-123, Class IL, 2.500% 8/20/50		163,948		23,221
Series 2020-127, Class IN, 2.500% 8/20/50		163,551		23,555

	Principal Amount		Value
Series 2020-129, Class IE, 2.500% 9/20/50	$	169,810	$	24,272
Series 2020-160, Class IH, 2.500% 10/20/50		172,504		25,745
Series 2020-160, Class YI, 2.500% 10/20/50		689,689		98,091
Series 2020-160, Class VI, 2.500% 10/20/50		251,146		36,632
Series 2022-115, Class MI, 2.500% 5/20/51		269,629		30,295
Series 2017-H18, Class BI, 2.655% VRN 9/20/67 ^(e)		2,784,224		107,919
Series 2018-H07, Class FD, 1 mo. USD LIBOR + .300% 2.657% FRN 5/20/68		261,444		259,498
Series 2010-H28, Class FE, 1 mo. USD LIBOR + .400% 2.757% FRN 12/20/60		81,001		80,546
Series 2014-H20, Class FA, 1 mo. USD LIBOR + .430% 2.787% FRN 10/20/64		872,854		863,941
Series 2020-H13, Class FA, 1 mo. USD LIBOR + .450% 2.807% FRN 7/20/70		134,291		131,519
Series 2020-H13, Class FC, 1 mo. USD LIBOR + .450% 2.807% FRN 7/20/70		54,899		53,852
Series 2011-H08, Class FG, 1 mo. USD LIBOR + .480% 2.837% FRN 3/20/61		68,256		67,954
Series 2013-107, Class AD, 2.849% VRN 11/16/47 ^(e)		157,285		146,842
Series 2011-H09, Class AF, 1 mo. USD LIBOR + .500% 2.857% FRN 3/20/61		45,681		45,517
Series 2020-H09, Class FL, 1 mo. USD LIBOR + 1.150% 2.883% FRN 5/20/70		389,778		388,662
Series 2016-21, Class ST, 1 mo. USD LIBOR + 6.150% 3.136% FRN 2/20/46		60,229		6,980
Series 2016-135, Class SB, 1 mo. USD LIBOR + 6.100% 3.161% FRN 10/16/46		104,907		15,115
Series 2013-53, Class OI, 3.500% 4/20/43		330,005		34,132
Series 2020-47, Class MI, 3.500% 4/20/50		282,614		47,506
Series 2020-47, Class NI, 3.500% 4/20/50		76,043		13,327
Series 2020-H09, Class NF, 1 mo. USD LIBOR + 1.250% 3.607% FRN 4/20/70		126,586		127,229

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

104

MassMutual Strategic Bond Fund — Portfolio of Investments (Continued)

	Principal Amount		Value
Series 2010-85, Class HS, 1 mo. USD LIBOR + 6.650% 3.636% FRN 1/20/40	$	5,529	$	94
Series 2014-176, Class IA, 4.000% 11/20/44		38,081		6,467
Series 2015-167, Class OI, 4.000% 4/16/45		48,508		8,562
Series 2016-84, Class IG, 4.500% 11/16/45		222,652		44,716
				7,742,058
Pass-Through Securities — 17.8%
Federal Home Loan Mortgage Corp.
Pool #RB5125 2.000% 9/01/41		909,254		765,500
Pool #RB5145 2.000% 2/01/42		191,486		160,733
Pool #RA3882 2.000% 11/01/50		337,050		274,440
Pool #QB8602 2.000% 2/01/51		79,452		64,979
Pool #QB9087 2.000% 2/01/51		415,317		339,143
Pool #SD0552 2.000% 3/01/51		433,640		352,479
Pool #QB9482 2.000% 3/01/51		80,325		65,542
Pool #QC0041 2.000% 3/01/51		78,607		64,141
Pool #QC0160 2.000% 3/01/51		76,749		62,673
Pool #QC0161 2.000% 3/01/51		84,323		68,804
Pool #QB9290 2.000% 3/01/51		264,253		215,786
Pool #SD0573 2.000% 4/01/51		156,314		127,742
Pool #QC0885 2.000% 4/01/51		86,956		71,061
Pool #QC1164 2.000% 4/01/51		80,803		65,932
Pool #SD0745 2.000% 11/01/51		92,170		75,063
Pool #840698 5 year CMT + 1.284% 2.097% FRN 3/01/47		19,819		18,456
Pool #QK0701 2.500% 4/01/41		82,729		71,886
Pool #SD7525 2.500% 10/01/50		153,299		130,393
Pool #QB5092 2.500% 11/01/50		163,040		138,576
Pool #QB5093 2.500% 11/01/50		79,984		67,958
Pool #RA3913 2.500% 11/01/50		473,269		402,551
Pool #RA4142 2.500% 12/01/50		78,970		67,121
Pool #QB8934 2.500% 2/01/51		166,510		140,641
Pool #QC0165 2.500% 3/01/51		81,621		69,476
Pool #QC5830 2.500% 8/01/51		184,037		155,833
Pool #QC6551 2.500% 9/01/51		88,944		75,313
Pool #QC7411 2.500% 9/01/51		93,905		79,485
Pool #RA5921 2.500% 9/01/51		178,050		149,873
Pool #SD1345 2.500% 10/01/51		495,795		417,489
Pool #SD7548 2.500% 11/01/51		936,673		793,711
Pool #SD0849 2.500% 1/01/52		96,892		81,975
Pool #RA6562 2.500% 1/01/52		185,288		157,514
Pool #SD7552 2.500% 1/01/52		286,734		242,702
Pool #QD6079 2.500% 2/01/52		96,014		81,172
Pool #QD8675 2.500% 3/01/52		97,580		82,435

	Principal Amount		Value
Pool #841077 12 mo. USD LIBOR + 1.619% 2.873% FRN 11/01/47	$	126,912	$	122,196
Pool #ZS8669 3.000% 9/01/32		68,953		65,069
Pool #ZS8673 3.000% 10/01/32		47,957		45,166
Pool #ZT1257 3.000% 1/01/46		153,279		137,128
Pool #G67701 3.000% 10/01/46		604,274		536,472
Pool #G60985 3.000% 5/01/47		1,201,583		1,067,362
Pool #ZT1493 3.000% 9/01/48		128,226		113,473
Pool #RA1293 3.000% 9/01/49		409,464		361,746
Pool #SD7509 3.000% 11/01/49		51,081		45,096
Pool #RA3175 3.000% 7/01/50		96,086		84,018
Pool #QC9154 3.000% 10/01/51		95,641		83,995
Pool #SD0809 3.000% 1/01/52		93,756		81,782
Pool #841076 12 mo. USD LIBOR + 1.628% 3.008% FRN 11/01/48		487,736		464,526
Pool #841081 12 mo. USD LIBOR + 1.621% 3.083% FRN 2/01/50		206,363		197,194
Pool #ZS9316 3.500% 1/01/38		282,324		265,651
Pool #Q41209 3.500% 6/01/46		127,817		118,182
Pool #SD0958 3.500% 4/01/52		386,992		351,015
Pool #QE2057 3.500% 5/01/52		97,738		88,430
Pool #RA7378 3.500% 5/01/52		96,686		87,478
Pool #Q19135 4.000% 6/01/43		23,838		22,677
Pool #Q19236 4.000% 6/01/43		15,502		14,722
Pool #Q19615 4.000% 7/01/43		24,440		23,249
Pool #Q19985 4.000% 7/01/43		683,873		650,768
Pool #C09071 4.000% 2/01/45		134,827		127,542
Pool #G67713 4.000% 6/01/48		500,820		473,759
Pool #QE4026 4.000% 6/01/52		99,107		92,084
Pool #SD1132 4.000% 6/01/52		99,174		92,270
Pool #QE5203 4.000% 6/01/52		99,611		92,553
Pool #QE5811 4.000% 7/01/52		99,702		92,598
Pool #QE6418 4.000% 7/01/52		99,718		92,657
Pool #U92272 4.500% 12/01/43		2,693		2,621
Pool #Q49177 4.500% 6/01/47		48,331		47,022
Pool #SD1143 4.500% 9/01/50		658,348		636,641
Pool #SD1305 5.000% 7/01/52		444,228		434,137
Pool #G06875 5.500% 12/01/38		4,598		4,714
Pool #G06669 6.500% 9/01/39		8,989		9,558
Pool #G07509 6.500% 9/01/39		8,463		9,048
Pool #G07335 7.000% 3/01/39		19,042		20,861
Federal National Mortgage Association
Pool #FS2528 1.500% 1/01/51		99,491		76,561
Pool #MA4280 1.500% 3/01/51		355,339		272,888
Pool #MA4501 2.000% 12/01/41 ⁽ⁱ⁾		94,427		79,350
Pool #MA4606 2.000% 5/01/42		97,323		81,571
Pool #BQ0254 2.000% 8/01/50		74,683		61,079

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

105

MassMutual Strategic Bond Fund — Portfolio of Investments (Continued)

	Principal Amount		Value
Pool #BQ1528 2.000% 9/01/50	$	70,398	$	57,574
Pool #MA4208 2.000% 12/01/50 ⁽ⁱ⁾		241,038		196,452
Pool #BQ9224 2.000% 1/01/51		175,327		142,512
Pool #BQ9687 2.000% 1/01/51		172,488		140,582
Pool #BR2641 2.000% 2/01/51		80,985		66,132
Pool #BR2643 2.000% 2/01/51		75,386		61,559
Pool #BR2644 2.000% 2/01/51		77,023		62,848
Pool #BR2664 2.000% 2/01/51		307,139		250,806
Pool #BR3500 2.000% 2/01/51		69,060		56,285
Pool #BR3256 2.000% 2/01/51		79,045		64,671
Pool #BR3257 2.000% 2/01/51		81,510		66,662
Pool #BR3290 2.000% 3/01/51		343,718		279,387
Pool #BR3286 2.000% 3/01/51		81,477		66,533
Pool #BR4722 2.000% 3/01/51		80,077		65,340
Pool #BR4753 2.000% 3/01/51		85,170		69,549
Pool #BR4756 2.000% 3/01/51		78,954		64,423
Pool #BR5487 2.000% 3/01/51		84,941		69,308
Pool #BR5587 2.000% 3/01/51		84,946		69,366
Pool #BR5577 2.000% 3/01/51		86,630		70,687
Pool #BR5649 2.000% 3/01/51		89,115		72,715
Pool #BR5633 2.000% 3/01/51		87,739		71,591
Pool #BR6462 2.000% 3/01/51		86,470		70,286
Pool #FM6343 2.000% 3/01/51		87,949		71,763
Pool #BQ9453 2.000% 3/01/51		175,659		143,441
Pool #BR4080 2.000% 3/01/51		86,388		70,219
Pool #BR5589 2.000% 3/01/51		82,882		67,370
Pool #FM6418 2.000% 3/01/51		86,512		70,699
Pool #BR7745 2.000% 4/01/51		80,096		65,356
Pool #BR7744 2.000% 4/01/51		84,370		68,896
Pool #BR8478 2.000% 4/01/51		83,547		68,224
Pool #BR8518 2.000% 4/01/51		79,454		64,832
Pool #MA4305 2.000% 4/01/51		522,254		425,323
Pool #FM9441 2.000% 4/01/51		636,081		518,024
Pool #CB1273 2.000% 8/01/51		92,573		75,392
Pool #FS0349 2.000% 1/01/52		191,553		155,821
Pool #FS1014 2.000% 2/01/52		96,019		78,077
Pool #FS1015 2.000% 2/01/52		290,293		236,051
Pool #FS1112 2.000% 3/01/52		194,426		158,462
Pool #MA2749 2.500% 9/01/36		43,791		39,201
Pool #FM3123 2.500% 3/01/38		430,772		385,620
Pool #CA9358 2.500% 3/01/41		86,156		74,864
Pool #CB0100 2.500% 4/01/41		173,686		150,922
Pool #CB0101 2.500% 4/01/41		87,746		76,246
Pool #CB0114 2.500% 4/01/41		350,760		304,788
Pool #CB0470 2.500% 5/01/41		701,850		609,862
Pool #BK2620 2.500% 6/01/50		67,563		57,467
Pool #BP7887 2.500% 8/01/50		132,867		112,473
Pool #MA4120 2.500% 9/01/50		59,597		50,450
Pool #FM4577 2.500% 10/01/50		238,763		202,862

	Principal Amount			Value
Pool #BM6623 2.500% 10/01/50	$	93,833		$	78,016
Pool #CA7257 2.500% 10/01/50		81,387	��		69,200
Pool #FM5313 2.500% 10/01/50		87,361			73,953
Pool #BQ5876 2.500% 11/01/50		83,571			71,005
Pool #BR0001 2.500% 12/01/50		80,323			68,195
Pool #FM5423 2.500% 1/01/51		400,313			339,871
Pool #FM5713 2.500% 2/01/51		153,875			129,969
Pool #FM6460 2.500% 3/01/51		164,590			139,688
Pool #CB0414 2.500% 5/01/51		85,770			72,391
Pool #CB0458 2.500% 5/01/51		1,983,810			1,671,263
Pool #CB0517 2.500% 5/01/51		436,635			368,253
Pool #FM7675 2.500% 6/01/51		236,614			200,666
Pool #FM7676 2.500% 6/01/51		88,625			75,071
Pool #FM7900 2.500% 7/01/51		174,494			147,807
Pool #BT3303 2.500% 8/01/51		92,189			78,061
Pool # FS0024 2.500% 9/01/51		88,509			75,360
Pool #BU0051 2.500% 9/01/51		564,207			474,744
Pool #CB1666 2.500% 9/01/51		92,761			78,458
Pool #FM8864 2.500% 10/01/51		181,306			153,520
Pool #FM9335 2.500% 10/01/51		91,454			77,031
Pool #FM9195 2.500% 10/01/51		278,299			234,258
Pool #FS1104 2.500% 11/01/51		92,003			78,026
Pool #FS0434 2.500% 11/01/51		93,041			79,196
Pool #BT9482 2.500% 12/01/51		94,819			80,073
Pool #FS1107 2.500% 12/01/51		186,056			158,022
Pool #FS0366 2.500% 1/01/52		94,947			80,841
Pool #BU2599 2.500% 1/01/52		95,308			80,575
Pool #FS0424 2.500% 1/01/52		95,491			80,730
Pool #FS0439 2.500% 1/01/52 ⁽ⁱ⁾		94,747			80,079
Pool #BV3089 2.500% 2/01/52		96,491			81,515
Pool #CB2869 2.500% 2/01/52		283,000			238,281
Pool #FS0523 2.500% 2/01/52		95,581			80,776
Pool #FS0605 2.500% 2/01/52		287,575			242,672
Pool #FS0551 2.500% 2/01/52		95,306			80,574
Pool #CB3044 2.500% 3/01/52		98,501			83,244
Pool #CB3031 2.500% 3/01/52		189,483			159,482
Pool #BF0560 2.500% 9/01/61		97,292			80,041
Pool #AM8674 2.810% 4/01/25		50,000			47,907
Pool #MA2320 3.000% 7/01/35		41,053			37,625
Pool #MA2523 3.000% 2/01/36		278,680			255,412
Pool #MA2579 3.000% 4/01/36		203,501			186,510
Pool #MA2707 3.000% 8/01/36		250,163			229,276
Pool #MA2773 3.000% 10/01/36		927,752			850,292
Pool #MA2832 3.000% 12/01/36		469,884			429,919
Pool #AQ7306 3.000% 1/01/43		25,432			22,474
Pool #AR1202 3.000% 1/01/43		34,042			30,083
Pool #AR7399 3.000% 6/01/43		19,669			17,596
Pool #AS0038 3.000% 7/01/43		43,350			38,782
Pool #AU6735 3.000% 10/01/43		28,263			25,259

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

106

MassMutual Strategic Bond Fund — Portfolio of Investments (Continued)

	Principal Amount		Value
Pool #AS7738 3.000% 8/01/46	$	388,217	$	344,158
Pool #BC1509 3.000% 8/01/46		35,744		31,688
Pool #AS7844 3.000% 9/01/46		61,915		54,888
Pool #BC2817 3.000% 9/01/46		47,106		41,760
Pool #BD8104 3.000% 10/01/46		171,209		152,046
Pool #AL9397 3.000% 10/01/46		70,988		62,931
Pool #BM1565 3.000% 4/01/47		667,630		592,485
Pool #CA4979 3.000% 1/01/50		144,848		126,791
Pool #FM8576 3.000% 2/01/50		80,836		71,586
Pool #CA5220 3.000% 2/01/50		134,280		117,330
Pool #BP7009 3.000% 8/01/50		110,895		96,966
Pool #FM4311 3.000% 8/01/50		76,893		67,427
Pool #FM8577 3.000% 8/01/51		172,688		152,617
Pool #FS0037 3.000% 8/01/51		83,626		73,906
Pool #FM8648 3.000% 9/01/51		86,961		76,181
Pool #CB1878 3.000% 10/01/51		183,703		160,300
Pool #FM9044 3.000% 10/01/51		87,131		76,766
Pool #FM9292 3.000% 11/01/51		184,337		162,408
Pool #FS0034 3.000% 12/01/51		94,564		83,374
Pool # FS0240 3.000% 1/01/52		94,514		83,448
Pool #FS0331 3.000% 1/01/52		94,582		82,680
Pool # FS1074 3.000% 3/01/52		481,077		423,810
Pool #FS1289 3.000% 3/01/52		96,248		85,039
Pool #FS1877 3.000% 5/01/52		392,623		342,328
Pool #CB3833 3.000% 6/01/52		99,294		86,698
Pool #AN8048 3.080% 1/01/28		210,000		196,293
Pool #BL2454 3.160% 5/01/29		86,028		79,986
Pool #MA2110 3.500% 12/01/34		61,307		57,648
Pool #MA2138 3.500% 1/01/35		31,802		29,904
Pool #AS8740 3.500% 2/01/37		68,125		64,102
Pool #FM5754 3.500% 3/01/37		54,087		50,859
Pool #890827 3.500% 12/01/37		43,563		40,827
Pool #FM6015 3.500% 8/01/39		55,993		52,686
Pool #FM0068 3.500% 2/01/40		220,185		204,429
Pool #FM0071 3.500% 2/01/40		44,965		41,649
Pool #MA1177 3.500% 9/01/42		17,915		16,849
Pool #MA1213 3.500% 10/01/42		109,391		100,196
Pool #AL3026 3.500% 12/01/42		33,781		31,174
Pool #AY6181 3.500% 4/01/45		88,043		81,138
Pool #AS6328 3.500% 12/01/45		333,835		304,709
Pool #AS6541 3.500% 1/01/46		93,528		86,543
Pool #AL9546 3.500% 11/01/46		180,005		166,618
Pool #FM3347 3.500% 5/01/47		195,167		179,433
Pool #CA0907 3.500% 12/01/47		3,694		3,393
Pool #FM3469 3.500% 8/01/48		378,090		347,844
Pool #FM3773 3.500% 11/01/48		396,686		364,704
Pool #FS2740 3.500% 6/01/49		197,329		180,680
Pool #FM9993 3.500% 7/01/51		455,443		414,633
Pool #CB2442 3.500% 12/01/51		88,744		80,362

	Principal Amount		Value
Pool #FS1240 3.500% 12/01/51	$	93,225	$	84,250
Pool #CB2680 3.500% 1/01/52		93,318		84,242
Pool #FS1462 3.500% 1/01/52		94,531		85,957
Pool #CB3126 3.500% 3/01/52		193,283		175,314
Pool #FS1207 3.500% 3/01/52		96,346		87,238
Pool #BV5395 3.500% 4/01/52		96,883		87,945
Pool #CB3255 3.500% 4/01/52		96,126		87,002
Pool #FS1555 3.500% 4/01/52		96,872		87,526
Pool #FS1092 3.500% 4/01/52		289,971		261,913
Pool #FS1454 3.500% 4/01/52		98,158		88,637
Pool #BV8546 3.500% 5/01/52		98,009		88,829
Pool #FS1556 3.500% 5/01/52		390,168		354,231
Pool #BS6565 3.740% 9/01/32		100,000		93,468
Pool #BS6215 3.840% 7/01/32		100,000		94,920
Pool #BS6149 3.840% 8/01/32		100,000		96,209
Pool #AK8441 4.000% 4/01/42		13,604		13,102
Pool #AO2711 4.000% 5/01/42		10,203		9,822
Pool #AO6086 4.000% 6/01/42		21,367		20,568
Pool #AP0692 4.000% 7/01/42		14,851		14,330
Pool #AP5333 4.000% 7/01/42		146,784		141,270
Pool #AP2530 4.000% 8/01/42		15,644		15,064
Pool #AP4903 4.000% 9/01/42		26,753		25,409
Pool #AP7399 4.000% 9/01/42		39,268		37,295
Pool #AP9229 4.000% 10/01/42		8,528		8,100
Pool #AP9766 4.000% 10/01/42		63,864		60,296
Pool #MA1217 4.000% 10/01/42		81,641		77,080
Pool #AQ3599 4.000% 11/01/42		16,458		15,631
Pool #MA1253 4.000% 11/01/42		49,323		46,568
Pool #AQ7003 4.000% 12/01/42		30,949		29,394
Pool #AQ4555 4.000% 12/01/42		28,482		27,051
Pool #AQ7082 4.000% 1/01/43		37,608		35,719
Pool #AL3508 4.000% 4/01/43		25,773		24,494
Pool #AQ4078 4.000% 6/01/43		23,670		22,495
Pool #AQ4080 4.000% 6/01/43		16,527		15,681
Pool #AT8394 4.000% 6/01/43		25,796		24,516
Pool #AB9683 4.000% 6/01/43		35,931		34,092
Pool #AT9637 4.000% 7/01/43		72,006		68,322
Pool #AT9653 4.000% 7/01/43		55,469		52,717
Pool #AT9657 4.000% 7/01/43		44,558		42,278
Pool #AS0070 4.000% 8/01/43		24,114		22,752
Pool #MA1547 4.000% 8/01/43		25,038		23,623
Pool #AS4347 4.000% 1/01/45		41,513		39,402
Pool #FS2061 4.000% 6/01/52		98,586		91,815
Pool #FS2066 4.000% 6/01/52		293,544		273,936
Pool #FS2185 4.000% 6/01/52		197,037		183,321
Pool #MA4626 4.000% 6/01/52		17,657,613		16,395,332
Pool #BW1515 4.000% 7/01/52		9,975		9,268
Pool #CB4121 4.000% 7/01/52		197,447		183,456
Pool #BF0104 4.000% 2/01/56		81,720		76,823

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

107

MassMutual Strategic Bond Fund — Portfolio of Investments (Continued)

	Principal Amount		Value
Pool #BF0183 4.000% 1/01/57	$	45,796	$	43,052
Pool #BF0191 4.000% 6/01/57		80,328		75,465
Pool #MA0706 4.500% 4/01/31		10,757		10,628
Pool #MA0734 4.500% 5/01/31		37,591		37,139
Pool #MA0776 4.500% 6/01/31		12,956		12,800
Pool #MA0913 4.500% 11/01/31		9,901		9,781
Pool #MA0939 4.500% 12/01/31		9,709		9,592
Pool #993117 4.500% 1/01/39		1,034		1,018
Pool #AA0856 4.500% 1/01/39		7,071		6,970
Pool #AA3495 4.500% 2/01/39		5,323		5,245
Pool #935520 4.500% 8/01/39		9,792		9,651
Pool #AD5481 4.500% 5/01/40		256,027		252,398
Pool #AD6914 4.500% 6/01/40		29,112		28,699
Pool #AD8685 4.500% 8/01/40		84,287		83,051
Pool #MA1591 4.500% 9/01/43		46,733		45,440
Pool #MA1629 4.500% 10/01/43		42,511		41,335
Pool #AL4341 4.500% 10/01/43		2,855		2,793
Pool #MA1664 4.500% 11/01/43		20,225		19,665
Pool #MA1711 4.500% 12/01/43		44,092		42,873
Pool #AL4741 4.500% 1/01/44		18,994		18,469
Pool #AW0318 4.500% 2/01/44		46,474		45,436
Pool #AL5562 4.500% 4/01/44		8,454		8,270
Pool #890604 4.500% 10/01/44		198,267		193,713
Pool #AS4271 4.500% 1/01/45		24,180		23,678
Pool #CA2047 4.500% 7/01/48		177,625		172,434
Pool #CA5379 4.500% 3/01/50		187,122		180,967
Pool #BW1473 4.500% 6/01/52		98,207		93,649
Pool #CB3918 4.500% 6/01/52		197,005		187,986
Pool #FS2172 4.500% 6/01/52		95,915		91,413
Pool #BW1954 4.500% 7/01/52		99,521		94,902
Pool #FS2475 4.500% 8/01/52		196,186		186,973
Pool #BF0148 4.500% 4/01/56		364,879		356,061
Pool #BF0222 4.500% 9/01/57		396,070		383,011
Pool #BF0301 4.500% 8/01/58		41,329		39,837
Pool #BF0338 4.500% 1/01/59		98,219		94,520
Pool #915154 5.000% 4/01/37		29,454		29,641
Pool #974965 5.000% 4/01/38		77,369		77,669
Pool #983077 5.000% 5/01/38		22,131		22,231
Pool #310088 5.000% 6/01/38		20,604		20,687
Pool #AE2266 5.000% 3/01/40		54,029		54,311
Pool #995072 5.500% 8/01/38		10,911		11,215
Pool #BF0141 5.500% 9/01/56		406,927		415,817
Pool #481473 6.000% 2/01/29		11		11
Pool #867557 6.000% 2/01/36		1,493		1,527
Pool #AE0469 6.000% 12/01/39		87,063		90,860
Pool #BM1948 6.000% 7/01/41		99,131		103,271
Pool #AL4324 6.500% 5/01/40		55,503		59,305
Pool #AE0758 7.000% 2/01/39		30,595		33,393

	Principal Amount		Value
Government National Mortgage Association
Pool #AB2892 3.000% 9/15/42	$	79,112	$	72,953
Pool #AA5649 3.000% 9/15/42		80,719		74,398
Pool #783669 3.000% 9/15/42		146,784		135,391
Pool #AB9108 3.000% 10/15/42		557,169		513,533
Pool #AB9109 3.000% 10/15/42		47,473		43,761
Pool #AB9207 3.000% 11/15/42		41,162		37,155
Pool #784571 3.500% 6/15/48		173,573		160,440
Pool #BS8439 3.500% 5/15/50		140,162		128,156
Pool #487588 6.000% 4/15/29		640		656
Pool #595077 6.000% 10/15/32		195		201
Pool #596620 6.000% 10/15/32		66		68
Pool #604706 6.000% 10/15/33		26,929		27,875
Pool #636251 6.000% 3/15/35		3,646		3,789
Pool #782034 6.000% 1/15/36		28,892		29,983
Pool #658029 6.000% 7/15/36		7,528		7,846
Government National Mortgage Association II
Pool #MA7589 2.500% 9/20/51		635,712		548,450
Pool #MA7649 2.500% 10/20/51		92,278		79,582
Pool #MA4068 3.000% 11/20/46		20,191		18,135
Pool #MA7590 3.000% 9/20/51		691,319		614,708
Pool #CJ9477 3.000% 1/20/52		285,866		251,663
Pool #785944 3.000% 2/20/52		97,515		85,970
Pool #786095 3.000% 4/20/52		98,519		85,193
Pool #786134 3.000% 4/20/52		98,321		86,250
Pool #MA1995 3.500% 6/20/44		51,196		47,235
Pool #MA2678 3.500% 3/20/45		22,001		20,285
Pool #784106 3.500% 1/20/46		57,886		53,371
Pool #MA3597 3.500% 4/20/46		91,456		84,295
Pool #BC4732 3.500% 10/20/47		204,304		187,668
Pool #BD0384 3.500% 10/20/47		150,174		137,946
Pool #784825 3.500% 10/20/49		45,444		40,991
Pool #BM7534 3.500% 2/20/50		63,873		58,313
Pool #MA7883 3.500% 2/20/52		291,469		265,413
Pool #786216 3.500% 6/20/52		99,525		90,052
Pool #MA4511 4.000% 6/20/47		569,150		538,260
Pool #MA4720 4.000% 9/20/47		371,560		351,278
Pool #BM9734 4.000% 10/20/49		37,172		34,910
Pool #BM9743 4.000% 11/20/49		43,236		40,606
Pool #BS1728 4.000% 1/20/50		47,187		44,316
Pool #BS1742 4.000% 2/20/50		41,659		39,125
Pool #BS1757 4.000% 3/20/50		30,251		28,382
Pool #BS8420 4.000% 4/20/50		152,343		142,932
Pool #783298 4.500% 4/20/41		82,266		80,911
Pool #783368 4.500% 7/20/41		12,194		11,965
Pool #MA4654 4.500% 8/20/47		124,632		121,397
Pool #MA5138 4.500% 4/20/48		191,488		185,739

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

108

MassMutual Strategic Bond Fund — Portfolio of Investments (Continued)

	Principal Amount		Value
Pool #MA5193 4.500% 5/20/48	$	194,698	$	188,731
Pool #MA5265 4.500% 6/20/48		170,188		164,918
Pool #MA5331 4.500% 7/20/48		42,422		41,095
Pool #MA5818 4.500% 3/20/49		56,324		54,496
Pool #G24747 5.000% 7/20/40		50,849		51,014
Government National Mortgage Association II TBA
2.500% 10/20/52 ⁽ⁱ⁾		2,400,000		2,062,313
3.000% 10/20/52 ⁽ⁱ⁾		1,700,000		1,501,578
3.500% 10/20/52 ⁽ⁱ⁾		500,000		454,453
4.500% 10/20/52 ⁽ⁱ⁾		100,000		95,633
Uniform Mortgage Backed Securities TBA
2.000% 10/13/52 ⁽ⁱ⁾		1,400,000		1,133,563
2.500% 10/13/52 ⁽ⁱ⁾		500,000		419,883
3.000% 10/13/52 ⁽ⁱ⁾		800,000		696,000
				72,324,550
Whole Loans — 0.8%
Federal Home Loan Mortgage Corp. Structured Agency Credit Risk Debt Notes
Series 2020-DNA6, Class M2, 30 day SOFR + 2.000% 4.281% FRN 12/25/50 ^(c)		721,130		715,858
Series 2020-DNA2, Class M2, 1 mo. USD LIBOR + 1.850% 4.934% FRN 2/25/50 ^(c)		354,173		348,787
Series 2020-DNA1, Class B1, 1 mo. USD LIBOR + 2.300% 5.384% FRN 1/25/50 ^(c)		380,000		352,709
Series 2017-DNA1, Class B1, 1 mo. USD LIBOR + 4.950% 8.034% FRN 7/25/29		1,450,000		1,512,118
Federal National Mortgage Association Connecticut Avenue Securities Trust
Series 2019-R07, Class 1M2, 1 mo. USD LIBOR + 2.100% 5.184% FRN 10/25/39 ^(c)		61,391		60,941
Series 2019-R02, Class 1M2, 1 mo. USD LIBOR + 2.300% 5.384% FRN 8/25/31 ^(c)		89,601		89,379
Series 2018-C05, Class 1B1, 1 mo. USD LIBOR + 4.250% 7.334% FRN 1/25/31		370,000		378,023
				3,457,815

TOTAL U.S. GOVERNMENT AGENCY OBLIGATIONS AND INSTRUMENTALITIES (Cost $92,729,043)				83,524,423

	Principal Amount		Value
U.S. TREASURY OBLIGATIONS — 34.0%
U.S. Treasury Bonds & Notes — 34.0%
U.S. Treasury Bond
1.625% 11/15/50	$	710,000	$	440,644
1.750% 8/15/41		110,000		75,230
1.875% 2/15/51		2,480,000		1,641,450
1.875% 11/15/51		6,892,000		4,557,335
2.000% 11/15/41		160,000		114,525
2.000% 2/15/50		1,730,000		1,188,834
2.250% 5/15/41		300,000		226,781
2.250% 2/15/52		25,920,000		18,828,451
2.375% 5/15/51		1,770,000		1,324,181
2.875% 5/15/52		46,470,000		38,983,976
3.000% 2/15/48		16,000		13,483
3.000% 8/15/52		7,090,000		6,122,880
3.750% 11/15/43		800,000		759,875
U.S. Treasury Floating Rate Note
3 mo. Treasury money market yield - .075% 3.222% FRN 4/30/24		42,810,000		42,742,138
3 mo. Treasury money market yield + .035% 3.332% FRN 10/31/23		13,430,000		13,440,350
3 mo. Treasury money market yield + .037% 3.334% FRN 7/31/24		3,880,000		3,875,380
U.S. Treasury Note
0.250% 11/15/23		70,000		66,910
1.375% 11/15/31		1,190,000		966,689
2.625% 5/31/27		60,000		56,358
2.750% 8/15/32		1,570,000		1,435,078
3.125% 8/31/29		780,000		740,513
U.S. Treasury Strip
0.000% 5/15/49		1,450,000		536,574
				138,137,635

TOTAL U.S. TREASURY OBLIGATIONS (Cost $150,783,939)				138,137,635

TOTAL BONDS & NOTES (Cost $454,794,777)				400,573,962

TOTAL PURCHASED OPTIONS (#) — 0.0% (Cost $296,854)				85,018

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

109

MassMutual Strategic Bond Fund — Portfolio of Investments (Continued)

	Number of Shares		Value
MUTUAL FUNDS — 0.6%
Diversified Financial Services — 0.6%
State Street Navigator Securities Lending Government Money Market Portfolio (k)		2,470,330	$	2,470,330

TOTAL MUTUAL FUNDS (Cost $2,470,330)				2,470,330

TOTAL LONG-TERM INVESTMENTS (Cost $457,561,961)				403,129,310

	Principal Amount
SHORT-TERM INVESTMENTS — 0.5%
Discount Notes — 0.3%
Federal Home Loan Bank, 2.572%, due 10/28/22	$	990,000		987,921
Repurchase Agreement — 0.2%
Fixed Income Clearing Corp., Repurchase Agreement, dated 9/30/22, 0.830%, due 10/03/22 (l)		972,044		972,044

TOTAL SHORT-TERM INVESTMENTS (Cost $1,960,173)				1,959,965

TOTAL INVESTMENTS — 99.6% (Cost $459,522,134) (m)				405,089,275

Less Unfunded Loan Commitments — 0.0%				(59,420	)

NET INVESTMENTS — 99.6% (Cost $459,462,714)				405,029,855

Other Assets/(Liabilities) — 0.4%				1,826,765

NET ASSETS — 100.0%			$	406,856,620

Abbreviation Legend

FRN	Floating Rate Note

STEP	Step Up Bond

TBA	To Be Announced

VRN	Variable Rate Note

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Unfunded or partially unfunded loan commitments.

(b)

Denotes all or a portion of security on loan. The total value of securities on loan as of September 30, 2022, was $3,125,444 or 0.77% of net assets. The Fund received $727,177 of non-cash collateral (U.S. Treasury and/or Agency obligations) related to securities lending activity. This amount is not reflected on either the Portfolio of Investments or the Statement of Assets and Liabilities. (Note 2).

(c)

(d)	Security is perpetual and has no stated maturity date.

(e)

(f)	Security is currently in default due to bankruptcy or failure to make payment of principal or interest of the issuer. Income is not being accrued. At September 30, 2022, these securities amounted to a value of $23,565 or 0.01% of net assets.

(g)	The principal amount of the security is in foreign currency. The market value is in U.S. dollars.

(h)	May contain securities that are issued by a U.S. Government Agency, but are unsecured and are not guaranteed by a U.S. Government Agency.

(i)	A portion of this security is purchased on a when-issued, delayed-delivery or forward commitment basis. (Note 2).

(j)	This security is fair valued in good faith in accordance with procedures approved by the Board of Trustees. At September 30, 2022, these securities amounted to a value of $417,092 or 0.10% of net assets.

(k)	Represents investment of security lending cash collateral. (Note 2).

(l)	Maturity value of $972,111. Collateralized by U.S. Government Agency obligations with a rate of 3.500%, maturity date of 9/15/25, and an aggregate market value, including accrued interest, of $991,491.

(m)	See Note 6 for aggregate cost for federal tax purposes.

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

110

MassMutual Strategic Bond Fund — Portfolio of Investments (Continued)

(#) OTC Options Purchased

Description	Counterparty	Expiration Date		Exercise Price		No. of Contracts		Notional Amount			Value		Premiums Paid (Received)		Unrealized Appreciation/ (Depreciation)
Put
USD Put JPY Call	Citigroup Global Markets, Inc.*		10/06/22		131.39		459,513		USD	459,513	$	—	$	6,890	$	(6,890	)
USD Put CAD Call	Citigroup Global Markets, Inc.*		10/11/22		1.27		289,000		USD	289,000		—		2,185		(2,185	)
USD Put CAD Call	Citigroup Global Markets, Inc.*		10/11/22		1.27		289,000		USD	289,000		—		2,195		(2,195	)
USD Put CAD Call	Citigroup Global Markets, Inc.*		10/11/22		1.27		867,000		USD	867,000		1		6,589		(6,588	)
USD Put JPY Call	Goldman Sachs & Co.*		10/05/22		131.55		1,544,640		USD	1,544,640		2		24,078		(24,076	)
USD Put JPY Call	Goldman Sachs & Co.*		10/06/22		131.50		513,468		USD	513,468		1		7,840		(7,839	)
USD Put CAD Call	Goldman Sachs & Co.*		10/14/22		1.27		871,000		USD	871,000		1		6,582		(6,581	)
USD Put CAD Call	Morgan Stanley & Co. LLC*		10/07/22		1.27		595,000		USD	595,000		1		4,366		(4,365	)
											$	6	$	60,725	$	(60,719	)

(#) Exchange-Traded Options Purchased

Description	Expiration Date		Exercise Price		No. of Contracts		Notional Amount			Value		Premiums Paid (Received)		Unrealized Appreciation/ (Depreciation)
Call
U.S. Treasury Note 10 Year Future		10/21/22		112.50		60		USD	6,723,750	$	53,437	$	60,541	$	(7,104	)
U.S. Treasury Note 10 Year Future		10/21/22		116.50		60		USD	6,723,750		6,563		32,167		(25,604	)
U.S. Treasury Note 5 Year Future		10/21/22		111.50		14		USD	1,505,109		438		6,314		(5,876	)
SOFR 1 Year Mid Curve Future		12/16/22		95.75		74		USD	17,717,450		11,562		57,005		(45,443	)
SOFR 1 Year Mid Curve Future		12/16/22		96.50		42		USD	10,055,850		10,762		12,688		(1,926	)
Eurodollar Future		12/19/22		98.38		120		USD	28,593,000		2,250		67,414		(65,164	)
										$	85,012	$	236,129	$	(151,117	)

OTC Options Written

Description	Counterparty	Expiration Date		Exercise Price		No. of Contracts		Notional Amount			Value			Premiums Paid (Received)			Unrealized Appreciation/ (Depreciation)
Put
USD Put GBP Call	Citigroup Global Markets, Inc.*		10/27/22		1.21		3,139,862		USD	3,139,862	$	(3,140	)	$	(31,006	)	$	27,866
USD Put GBP Call	Goldman Sachs & Co.*		12/22/22		1.08		1,280,000		USD	1,280,000		(71,040	)		(45,613	)		(25,427	)
USD Put GBP Call	Morgan Stanley & Co. LLC*		12/22/22		1.12		1,307,000		USD	1,307,000		(42,608	)		(28,184	)		(14,424	)
											$	(116,788	)	$	(104,803	)	$	(11,985	)

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

111

MassMutual Strategic Bond Fund — Portfolio of Investments (Continued)

Exchange-Traded Options Written

Description	Expiration Date		Exercise Price		No. of Contracts		Notional Amount			Value			Premiums Paid (Received)			Unrealized Appreciation/ (Depreciation)
Call
U.S. Treasury Note 10 Year Future		10/21/22		119.00		104		USD	11,654,500	$	(4,875	)	$	(34,633	)	$	29,758
U.S. Treasury Note 10 Year Future		11/25/22		115.50		120		USD	13,447,500		(60,000	)		(60,246	)		246
U.S. Treasury Note 10 Year Future		11/25/22		119.50		120		USD	13,447,500		(15,000	)		(33,574	)		18,574
Eurodollar Future		12/19/22		96.50		50		USD	11,913,750		(3,125	)		(33,020	)		29,895
Eurodollar Future		12/19/22		97.00		202		USD	48,131,550		(8,838	)		(158,200	)		149,362
Eurodollar Future		12/19/22		98.13		120		USD	28,593,000		(2,250	)		(104,748	)		102,498
Eurodollar Future		6/19/23		97.50		33		USD	7,865,138		(4,950	)		(9,831	)		4,881
3 Month SOFR Future		9/15/23		98.75		43		USD	10,285,600		(5,375	)		(14,559	)		9,184
3 Month SOFR Future		12/15/23		96.50		74		USD	17,717,450		(80,013	)		(72,020	)		(7,993	)
3 Month SOFR Future		12/15/23		96.63		14		USD	3,351,950		(13,913	)		(14,196	)		283
										$	(198,339	)	$	(535,027	)	$	336,688

Put
U.S. Treasury Note 10 Year Future		10/21/22		113.50		60		USD	6,723,750	$	(118,125	)	$	(15,115	)	$	(103,010	)
Eurodollar Future		12/19/22		98.13		89		USD	21,206,475		(626,337	)		(69,900	)		(556,437	)
Eurodollar Future		6/19/23		97.00		27		USD	6,435,113		(116,943	)		(5,343	)		(111,600	)
										$	(861,405	)	$	(90,358	)	$	(771,047	)
										$	(1,059,744	)	$	(625,385	)	$	(434,359	)

Forward contracts

Counterparty	Settlement Date		Currency Purchased			Currency Sold			Unrealized Appreciation (Depreciation)
BNP Paribas SA*		10/18/22		JPY	642,474,779		USD	4,748,951	$	(304,103	)
BNP Paribas SA*		10/18/22		NOK	12,358,698		EUR	1,194,213		(36,446	)
BNP Paribas SA*		10/18/22		USD	330,307		EUR	325,834		10,668
Citibank N.A.*		10/11/22		USD	134,790		JPY	18,175,418		9,128
Citibank N.A.*		10/12/22		USD	618,448		CAD	789,230		47,109
Citibank N.A.*		10/18/22		CAD	12,506,390		USD	9,652,522		(599,096	)
Citibank N.A.*		10/18/22		AUD	12,148,833		USD	8,267,503		(495,436	)
Citibank N.A.*		10/18/22		MXN	27,971,949		USD	1,319,974		65,366
Citibank N.A.*		10/18/22		USD	1,499,882		CNH	10,055,443		91,306
Citibank N.A.*		10/18/22		USD	2,099,351		IDR	31,594,508,090		25,384
Goldman Sachs International*		10/07/22		USD	473,690		JPY	63,910,200		31,987
Goldman Sachs International*		10/11/22		USD	154,040		JPY	20,772,348		10,424
Goldman Sachs International*		10/17/22		USD	373,047		CAD	477,500		27,382
Goldman Sachs International*		10/18/22		GBP	2,632,114		USD	3,172,961		(233,187	)
Goldman Sachs International*		10/18/22		JPY	141,511,143		USD	1,026,346		(47,326	)
Goldman Sachs International*		10/18/22		USD	2,202,036		AUD	3,284,836		100,603
Goldman Sachs International*		10/18/22		USD	1,848,825		CAD	2,457,405		69,900
Goldman Sachs International*		10/18/22		USD	1,340,797		GBP	1,217,000		(18,454	)
Goldman Sachs International*		12/28/22		GBP	700,000		USD	757,750		24,889
Goldman Sachs International*		12/28/22		USD	580,315		GBP	523,000		(4,428	)
Morgan Stanley & Co. LLC*		10/11/22		USD	255,551		CAD	326,160		19,437
Morgan Stanley & Co. LLC*		10/18/22		MXN	8,362,000		USD	403,239		10,898

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

112

MassMutual Strategic Bond Fund — Portfolio of Investments (Continued)

Counterparty	Settlement Date		Currency Purchased			Currency Sold			Unrealized Appreciation (Depreciation)
Morgan Stanley & Co. LLC*		10/18/22		CNH	4,890,000		USD	678,978	$	6,018
Morgan Stanley & Co. LLC*		10/18/22		USD	446,719		CAD	590,000		19,616
Morgan Stanley & Co. LLC*		10/18/22		USD	2,098,433		MXN	42,923,480		(27,398	)
Morgan Stanley & Co. LLC*		10/18/22		ZAR	6,889,002		USD	411,264		(31,139	)
Morgan Stanley & Co. LLC*		12/28/22		GBP	569,213		USD	630,945		5,467
Morgan Stanley & Co. LLC*		12/28/22		USD	49,689		GBP	45,000		(623	)
Morgan Stanley & Co. LLC*		1/18/23		USD	680,774		CNH	4,890,000		(5,702	)
									$	(1,227,756	)

Futures contracts

	Expiration Date		Number of Contracts		Notional Amount			Value/ Net Unrealized Appreciation/ (Depreciation)
Long
Euro-BOBL		12/08/22		9	$	1,081,221		$	(24,972	)
Euro-OAT		12/08/22		14		1,896,854			(84,075	)
Australia Treasury Bond 10 Year		12/15/22		36		2,771,207			(74,319	)
3 Month Euribor Interest Rate		12/19/22		51		12,406,802			(191,690	)
90 Day Eurodollar		12/19/22		269		65,678,823			(1,582,848	)
U.S. Treasury Long Bond		12/20/22		168		22,929,247			(1,692,997	)
U.S. Treasury Ultra Bond		12/20/22		209		31,091,829			(2,458,829	)
UK Long Gilt		12/28/22		13		1,594,220			(194,960	)
U.S. Treasury Note 5 Year		12/30/22		1,581		175,905,888			(5,936,036	)
90 Day Eurodollar		3/13/23		36		8,556,337			20,213
90 Day Eurodollar		6/19/23		46		11,413,711			(450,186	)
3 Month SOFR		9/19/23		1		241,415			(2,377	)
90 Day Eurodollar		12/18/23		27		6,592,207			(145,282	)
3 Month SOFR		3/18/25		103		24,960,027			(158,914	)
								$	(12,977,272	)

Short
Euro-Bund		12/08/22		10	$	(1,415,572	)	$	58,301
Euro-Buxl 30 Year Bond		12/08/22		2		(314,339	)		26,910
Japanese 10 Year Bond		12/13/22		4		(4,098,575	)		(91	)
U.S. Treasury Note 10 Year		12/20/22		939		(110,299,821	)		5,073,133
U.S. Treasury Ultra 10 Year		12/20/22		43		(5,427,282	)		332,454
U.S. Treasury Note 2 Year		12/30/22		301		(62,721,029	)		898,451
3 Month SOFR		3/19/24		202		(48,616,198	)		252,348
90 Day Eurodollar		3/17/25		91		(22,266,417	)		399,117
								$	7,040,623

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

113

MassMutual Strategic Bond Fund — Portfolio of Investments (Continued)

Centrally Cleared Credit Default Swaps - Buy Protection

Reference Obligation/ Index		Rate Paid by Fund				Payment Frequency				Termination Date				Notional Amount								Value				Upfront Premium Paid/ (Received)				Unrealized Appreciation (Depreciation)
CDX.NA.HY Series 39†			5.000%				Quarterly				12/20/27				USD				2,162,100			$	90,624			$	88,518			$	2,106

Centrally Cleared Credit Default Swaps - Sell Protection††

Reference Obligation/ Index		Rate Received by Fund			Payment Frequency		Termination Date				Credit Rating				Notional Amount								Value				Upfront Premium Paid/ (Received)				Unrealized Appreciation (Depreciation)
CDX.NA.IG Series 39†			1.000%		Quarterly			12/20/27				BBB+**				USD				60,779,000			$	(215,644	)		$	(44,799	)		$	(170,845	)

Centrally Cleared Interest Rate Swaps

Paid by the Fund			Received by the Fund
Rate/ Reference	Frequency		Rate/ Reference	Frequency		Termination Date		Notional Amount			Value			Upfront Premium Paid/ (Received)			Unrealized Appreciation (Depreciation)
28 Day-MXN-TIIE-Banxico		Monthly	Fixed 7.450%		Monthly		7/18/29		MXN	88,370,000	$	(393,572	)	$	37,242		$	(430,814	)
Fixed 3.970%		Maturity	U.S. Consumer Price Index		Maturity		11/18/23		USD	3,530,000		98,661			(19,506	)		118,167
U.S. Consumer Price Index		Maturity	Fixed 3.370%		Maturity		11/18/26		USD	3,530,000		(50,421	)		55,349			(105,770	)
Fixed 1.520%		Annually	12-Month USD SOFR		Annually		11/20/26		USD	4,000,000		237,284			(9,570	)		246,854
Fixed 0.710%		Annually	12-Month USD SOFR		Annually		5/15/27		USD	6,565,000		862,110			21,202			840,908
Fixed 1.130%		Annually	12-Month USD SOFR		Annually		8/15/28		USD	980,000		133,895			6,525			127,370
Fixed 1.220%		Annually	12-Month USD SOFR		Annually		8/15/28		USD	2,942,000		388,130			(190	)		388,320
Fixed 2.850%		Annually	12-Month USD SOFR		Annually		2/15/29		USD	3,019,000		146,617			(3,872	)		150,489
Fixed 3.270%		Annually	12-Month USD SOFR		Annually		4/30/29		USD	6,978,000		173,459			(62,288	)		235,747
Fixed 1.733%		Annually	12-Month USD SOFR		Annually		10/20/31		USD	3,125,000		195,003			13,280			181,723
Fixed 2.000%		Annually	12-Month USD SOFR		Annually		3/18/32		USD	1,542,000		194,150			10,018			184,132
Fixed 0.560%		Annually	12-Month USD SOFR		Annually		7/20/45		USD	3,470,000		1,486,049			78,573			1,407,476
Fixed 1.729%		Annually	Fed Funds		Annually		2/15/47		USD	1,725,000		426,922			25,406			401,516
Fixed 1.520%		Annually	12-Month USD SOFR		Annually		2/15/47		USD	1,137,000		320,479			(29,927	)		350,406
Fixed 1.630%		Annually	12-Month USD SOFR		Annually		5/15/47		USD	580,000		153,279			25,405			127,874
Fixed 1.650%		Annually	12-Month USD SOFR		Annually		8/15/47		USD	226,000		59,078			22,724			36,354

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

114

MassMutual Strategic Bond Fund — Portfolio of Investments (Continued)

Paid by the Fund			Received by the Fund
Rate/ Reference	Frequency		Rate/ Reference	Frequency		Termination Date		Notional Amount			Value		Upfront Premium Paid/ (Received)		Unrealized Appreciation (Depreciation)
Fixed 2.620%		Annually	12-Month USD SOFR		Annually		2/15/48		USD	505,000	$	49,436	$	577	$	48,859
Fixed 2.510%		Annually	12-Month USD SOFR		Annually		2/15/48		USD	1,829,000		213,137		11,993		201,144
Fixed 2.600%		Annually	12-Month USD SOFR		Annually		2/15/48		USD	1,281,000		126,759		88,054		38,705
Fixed 2.500%		Annually	12-Month USD SOFR		Annually		4/21/52		USD	1,900,000		207,379		3,409		203,970
											$	5,027,834	$	274,404	$	4,753,430

*	Contracts are subject to a master netting agreement or similar agreement.

Rating is determined by Western Asset Management Company and represents a weighted average of the ratings of all securities included in the underlying index for the credit default swap. Ratings used in the weighted average are from Moody’s Investors Service, Inc., S&P Global Ratings, or Fitch Ratings, whichever is the highest for each constituent. All ratings are as of the report date and do not reflect subsequent changes.

†	Payment is based on a percentage of the index. Reference entities are a number of individual issuers comprising the index.

††

For each credit derivative with sold protection, the credit ratings of the entities referenced, as rated by any rating organization, are included in the equivalent S&P Global Ratings or Western Asset Management Company’s rating category, as applicable. The reference entity rating represents the creditworthiness of the underlying issuer. As the credit rating declines, the likelihood of payment by the fund increases. Notional amounts represent the maximum potential amount of future payments (undiscounted) the Fund could be required to make under the credit derivatives with sold protection.

Currency Legend

AUD	Australian Dollar

CAD	Canadian Dollar

CNH	Offshore Chinese Yuan

EUR

Euro

GBP	British Pound

IDR	Indonesian Rupiah

JPY	Japanese Yen

MXN	Mexican Peso

NOK	Norwegian Krone

RUB	Russian Ruble

USD	U.S. Dollar

ZAR	South African Rand

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

115

MassMutual Diversified Value Fund — Portfolio of Investments

September 30, 2022

	Number of Shares		Value
EQUITIES — 97.8%
COMMON STOCK — 96.9%
Basic Materials — 4.2%
Chemicals — 2.3%
Celanese Corp.		3,100	$	280,054
CF Industries Holdings, Inc.		34,004		3,272,885
Dow, Inc.		13,000		571,090
DuPont de Nemours, Inc.		10,400		524,160
Eastman Chemical Co.		3,700		262,885
FMC Corp.		2,700		285,390
Huntsman Corp.		2,500		61,350
LyondellBasell Industries NV Class A		5,800		436,624
The Mosaic Co.		10,300		497,799
Olin Corp.		2,700		115,776
				6,308,013
Forest Products & Paper — 0.8%
International Paper Co.		69,989		2,218,651
Iron & Steel — 0.6%
Nucor Corp.		8,200		877,318
Reliance Steel & Aluminum Co.		1,700		296,497
Steel Dynamics, Inc.		5,900		418,605
				1,592,420
Mining — 0.5%
Alcoa Corp.		3,300		111,078
Freeport-McMoRan, Inc.		25,800		705,114
Newmont Corp.		16,100		676,683
				1,492,875
				11,611,959
Communications — 5.5%
Advertising — 0.2%
The Interpublic Group of Cos., Inc.		6,800		174,080
Omnicom Group, Inc.		6,000		378,540
				552,620
Internet — 0.2%
Meta Platforms, Inc. Class A (a)		4,600		624,128
Media — 3.0%
Comcast Corp. Class A		146,054		4,283,764
Fox Corp. Class A		9,200		282,256
News Corp. Class A		121,031		1,828,779
Nexstar Media Group, Inc. Class A		700		116,795
The Walt Disney Co. (a)		18,513		1,746,331
				8,257,925
Telecommunications — 2.1%
AT&T, Inc.		123,500		1,894,490
Cisco Systems, Inc.		90,000		3,600,000

	Number of Shares		Value
Corning, Inc.		14,700	$	426,594
				5,921,084
				15,355,757
Consumer, Cyclical — 5.1%
Apparel — 0.1%
Capri Holdings Ltd. (a)		2,900		111,476
Ralph Lauren Corp.		800		67,944
Skechers U.S.A., Inc. Class A (a)		2,600		82,472
Tapestry, Inc.		4,500		127,935
				389,827
Auto Manufacturers — 0.8%
Cummins, Inc.		2,600		529,126
Ford Motor Co.		106,700		1,195,040
PACCAR, Inc.		6,300		527,247
				2,251,413
Auto Parts & Equipment — 0.1%
BorgWarner, Inc.		4,300		135,020
Lear Corp.		1,400		167,566
				302,586
Distribution & Wholesale — 0.1%
LKQ Corp.		8,200		386,630
Home Builders — 0.7%
D.R. Horton, Inc.		10,000		673,500
Lennar Corp. Class A		7,600		566,580
NVR, Inc. (a)		80		318,966
PulteGroup, Inc.		7,500		281,250
				1,840,296
Home Furnishing — 0.1%
Whirlpool Corp.		1,800		242,658
Housewares — 0.0%
Newell Brands, Inc.		7,400		102,786
Leisure Time — 0.1%
Brunswick Corp.		2,200		143,990
Polaris, Inc.		1,100		105,215
				249,205
Lodging — 0.6%
Boyd Gaming Corp.		1,200		57,180
Las Vegas Sands Corp. (a)		40,186		1,507,779
				1,564,959
Retail — 2.5%
AutoNation, Inc. (a)		2,500		254,675
AutoZone, Inc. (a)		600		1,285,158
Best Buy Co., Inc.		3,900		247,026
Darden Restaurants, Inc.		1,400		176,848
Dick’s Sporting Goods, Inc. (b)		900		94,176
Lithia Motors, Inc.		500		107,275

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

116

MassMutual Diversified Value Fund — Portfolio of Investments (Continued)

	Number of Shares		Value
Lowe’s Cos., Inc.		20,000	$	3,756,200
Penske Automotive Group, Inc.		1,700		167,331
Walgreens Boots Alliance, Inc.		18,600		584,040
Williams-Sonoma, Inc.		1,200		141,420
				6,814,149
				14,144,509
Consumer, Non-cyclical — 25.6%
Agriculture — 2.8%
Altria Group, Inc.		39,500		1,595,010
Archer-Daniels-Midland Co.		15,200		1,222,840
Darling Ingredients, Inc. (a)		2,900		191,835
Philip Morris International, Inc.		56,090		4,656,031
				7,665,716
Beverages — 0.1%
Molson Coors Beverage Co. Class B		3,600		172,764
Biotechnology — 2.1%
Amgen, Inc.		9,500		2,141,300
Biogen, Inc. (a)		2,400		640,800
Gilead Sciences, Inc.		25,400		1,566,926
Regeneron Pharmaceuticals, Inc. (a)		2,300		1,584,401
				5,933,427
Commercial Services — 0.6%
AMERCO		600		305,532
FleetCor Technologies, Inc. (a)		1,300		229,021
Global Payments, Inc.		1,500		162,075
Robert Half International, Inc.		1,900		145,350
Service Corp. International		4,900		282,926
United Rentals, Inc. (a)		1,600		432,192
				1,557,096
Food — 2.5%
Campbell Soup Co.		3,200		150,784
Conagra Brands, Inc.		77,953		2,543,606
Ingredion, Inc.		500		40,260
The J.M. Smucker Co.		2,300		316,043
Kellogg Co.		6,800		473,688
The Kraft Heinz Co.		26,200		873,770
The Kroger Co.		15,900		695,625
Tyson Foods, Inc. Class A		27,935		1,841,755
				6,935,531
Health Care – Products — 0.7%
Henry Schein, Inc. (a)		3,000		197,310
Hologic, Inc. (a)		5,100		329,052
Medtronic PLC		18,028		1,455,761
				1,982,123
Health Care – Services — 4.1%
Centene Corp. (a)		11,800		918,158
DaVita, Inc. (a)		3,000		248,310

	Number of Shares		Value
Elevance Health, Inc.		16,381	$	7,440,905
HCA Healthcare, Inc.		9,200		1,690,868
Laboratory Corp. of America Holdings		2,700		552,987
Quest Diagnostics, Inc.		3,600		441,684
Universal Health Services, Inc. Class B		2,200		193,996
				11,486,908
Household Products & Wares — 0.8%
Kimberly-Clark Corp.		19,630		2,209,160
Pharmaceuticals — 11.9%
AbbVie, Inc.		53,002		7,113,398
AmerisourceBergen Corp.		5,600		757,848
Becton Dickinson and Co.		13,750		3,063,913
Bristol-Myers Squibb Co.		38,000		2,701,420
Cardinal Health, Inc.		4,800		320,064
Cigna Corp.		7,400		2,053,278
CVS Health Corp.		44,851		4,277,440
McKesson Corp.		4,400		1,495,428
Merck & Co., Inc.		48,800		4,202,656
Pfizer, Inc.		120,600		5,277,456
Sanofi ADR		48,196		1,832,412
				33,095,313
				71,038,038
Energy — 9.4%
Energy – Alternate Sources — 0.1%
First Solar, Inc. (a)		2,400		317,448
Oil & Gas — 8.1%
APA Corp.		7,400		253,006
Chevron Corp.		14,100		2,025,747
ConocoPhillips		6,600		675,444
Devon Energy Corp.		11,400		685,482
Diamondback Energy, Inc.		3,000		361,380
EOG Resources, Inc.		28,139		3,143,970
Exxon Mobil Corp.		85,300		7,447,543
Marathon Oil Corp.		15,700		354,506
Ovintiv, Inc.		5,300		243,800
PDC Energy, Inc.		1,600		92,464
Pioneer Natural Resources Co.		4,100		887,773
TotalEnergies SE		90,274		4,249,190
TotalEnergies SE Sponsored ADR		25,056		1,165,605
Valero Energy Corp.		8,800		940,280
				22,526,190
Pipelines — 1.2%
Kinder Morgan, Inc.		48,500		807,040
ONEOK, Inc.		8,900		456,036

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

117

MassMutual Diversified Value Fund — Portfolio of Investments (Continued)

	Number of Shares		Value
TC Energy Corp.		52,200	$	2,103,138
				3,366,214
				26,209,852
Financial — 23.4%
Banks — 12.9%
Bank of America Corp.		181,500		5,481,300
The Bank of New York Mellon Corp.		18,900		728,028
BOK Financial Corp.		1,200		106,632
Comerica, Inc.		3,000		213,300
Commerce Bancshares, Inc.		2,600		172,016
East West Bancorp, Inc.		2,900		194,706
Fifth Third Bancorp		63,864		2,041,093
First Horizon Corp.		8,700		199,230
The Goldman Sachs Group, Inc.		14,111		4,135,229
Huntington Bancshares, Inc.		183,535		2,418,991
JP Morgan Chase & Co.		59,000		6,165,500
KeyCorp.		20,900		334,818
Morgan Stanley		29,800		2,354,498
Northern Trust Corp.		4,400		376,464
Pinnacle Financial Partners, Inc.		800		64,880
The PNC Financial Services Group, Inc.		9,000		1,344,780
Prosperity Bancshares, Inc.		1,700		113,356
Regions Financial Corp.		20,500		411,435
State Street Corp.		21,109		1,283,638
Synovus Financial Corp.		1,400		52,514
Truist Financial Corp.		28,800		1,253,952
US Bancorp		32,000		1,290,240
Wells Fargo & Co.		127,389		5,123,586
Zions Bancorp NA		3,500		178,010
				36,038,196
Diversified Financial Services — 1.4%
American Express Co.		16,600		2,239,506
Ameriprise Financial, Inc.		2,400		604,680
Credit Acceptance Corp. (a)		400		175,200
Discover Financial Services		6,400		581,888
SEI Investments Co.		3,100		152,055
The Western Union Co.		7,000		94,500
				3,847,829
Insurance — 7.3%
Aflac, Inc.		14,900		837,380
The Allstate Corp.		6,400		796,992
American Financial Group, Inc.		1,800		221,274
American International Group, Inc.		65,779		3,123,187
Arch Capital Group Ltd. (a)		8,600		391,644
Assurant, Inc.		1,400		203,378
Chubb Ltd.		25,319		4,605,020
Cincinnati Financial Corp.		3,400		304,538

	Number of Shares		Value
Equitable Holdings, Inc.		81,523	$	2,148,131
Everest Re Group Ltd.		1,000		262,440
Fidelity National Financial, Inc.		6,200		224,440
First American Financial Corp.		2,500		115,250
Globe Life, Inc.		2,100		209,370
The Hartford Financial Services Group, Inc.		7,700		476,938
Lincoln National Corp.		4,100		180,031
Loews Corp.		5,800		289,072
Markel Corp. (a)		320		346,950
MetLife, Inc.		19,100		1,160,898
Old Republic International Corp.		4,400		92,092
Principal Financial Group, Inc.		6,000		432,900
Prudential Financial, Inc.		8,400		720,552
Reinsurance Group of America, Inc.		1,200		150,972
RenaissanceRe Holdings Ltd.		1,000		140,390
The Travelers Cos., Inc.		10,100		1,547,320
Unum Group		3,600		139,680
Voya Financial, Inc.		2,800		169,400
W.R. Berkley Corp.		5,800		374,564
Willis Towers Watson PLC		2,800		562,632
				20,227,435
Real Estate — 0.2%
CBRE Group, Inc. Class A (a)		5,200		351,052
Jones Lang LaSalle, Inc. (a)		1,500		226,605
				577,657
Real Estate Investment Trusts (REITS) — 1.6%
Equity Residential		37,567		2,525,254
Weyerhaeuser Co.		66,363		1,895,327
				4,420,581
				65,111,698
Industrial — 9.9%
Aerospace & Defense — 2.5%
The Boeing Co. (a)		7,742		937,401
L3 Harris Technologies, Inc.		18,642		3,874,367
Lockheed Martin Corp.		5,600		2,163,224
				6,974,992
Building Materials — 0.5%
Builders FirstSource, Inc. (a)		3,100		182,652
Carrier Global Corp.		14,566		517,967
Masco Corp.		7,200		336,168
Owens Corning		3,000		235,830
				1,272,617
Electronics — 0.2%
Arrow Electronics, Inc. (a)		2,200		202,818
Jabil, Inc.		4,100		236,611

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

118

MassMutual Diversified Value Fund — Portfolio of Investments (Continued)

	Number of Shares		Value
Sensata Technologies Holding PLC		3,000	$	111,840
				551,269
Engineering & Construction — 0.0%
TopBuild Corp. (a)		200		32,956
Hand & Machine Tools — 0.1%
Snap-on, Inc.		1,600		322,160
Machinery – Construction & Mining — 0.6%
Caterpillar, Inc.		9,200		1,509,536
Oshkosh Corp.		1,400		98,406
				1,607,942
Machinery – Diversified — 1.0%
AGCO Corp.		1,400		134,638
Deere & Co.		6,600		2,203,674
Dover Corp.		2,700		314,766
				2,653,078
Miscellaneous - Manufacturing — 1.9%
General Electric Co.		69,378		4,295,192
Parker-Hannifin Corp.		2,800		678,468
Textron, Inc.		6,300		367,038
				5,340,698
Packaging & Containers — 0.5%
Amcor PLC		43,100		462,463
Berry Global Group, Inc. (a)		2,400		111,672
Crown Holdings, Inc.		3,600		291,708
Packaging Corp. of America		2,700		303,183
Sealed Air Corp.		4,300		191,393
WestRock Co.		4,600		142,094
				1,502,513
Shipbuilding — 0.1%
Huntington Ingalls Industries, Inc.		900		199,350
Transportation — 2.5%
C.H. Robinson Worldwide, Inc.		2,600		250,406
Expeditors International of Washington, Inc.		3,300		291,423
FedEx Corp.		4,700		697,809
Knight-Swift Transportation Holdings, Inc.		3,500		171,255
United Parcel Service, Inc. Class B		34,745		5,612,708
				7,023,601
				27,481,176
Technology — 7.6%
Computers — 1.7%
CACI International, Inc. Class A (a)		400		104,424
Cognizant Technology Solutions Corp. Class A		9,000		516,960
Dell Technologies, Inc.		4,800		164,016
DXC Technology Co. (a)		4,000		97,920

	Number of Shares		Value
Hewlett Packard Enterprise Co.		35,400	$	424,092
HP, Inc.		35,300		879,676
International Business Machines Corp.		18,200		2,162,342
Leidos Holdings, Inc.		2,500		218,675
NetApp, Inc.		3,700		228,845
				4,796,950
Semiconductors — 2.5%
KLA Corp.		2,500		756,575
QUALCOMM, Inc.		53,420		6,035,392
				6,791,967
Software — 3.4%
Fidelity National Information Services, Inc.		10,600		801,042
Fiserv, Inc. (a)		11,500		1,076,055
Microsoft Corp.		11,906		2,772,907
Oracle Corp.		80,500		4,916,135
				9,566,139
				21,155,056
Utilities — 6.2%
Electric — 6.1%
Alliant Energy Corp.		5,400		286,146
Dominion Energy, Inc.		17,300		1,195,603
Duke Energy Corp.		13,600		1,265,072
Edison International		7,700		435,666
Entergy Corp.		4,300		432,709
Evergy, Inc.		4,900		291,060
Eversource Energy		6,900		537,924
Exelon Corp.		26,800		1,003,928
OGE Energy Corp.		3,600		131,256
Pinnacle West Capital Corp.		2,100		135,471
PPL Corp.		15,200		385,320
Public Service Enterprise Group, Inc.		14,400		809,712
Sempra Energy		33,640		5,043,982
The Southern Co.		69,761		4,743,748
Vistra Corp.		9,800		205,800
				16,903,397
Gas — 0.1%
National Fuel Gas Co.		1,700		104,635
UGI Corp.		3,600		116,388
				221,023
				17,124,420

TOTAL COMMON STOCK (Cost $258,613,267)				269,232,465

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

119

MassMutual Diversified Value Fund — Portfolio of Investments (Continued)

	Number of Shares		Value
PREFERRED STOCK — 0.9%
Consumer, Cyclical — 0.8%
Auto Manufacturers — 0.8%
Dr Ing hc F Porsche AG (a)		9,293	$	751,377
Volkswagen AG 6.014%		12,535		1,548,309
				2,299,686
Consumer, Non-cyclical — 0.1%
Pharmaceuticals — 0.1%
Becton Dickinson and Co. Convertible 6.000%		8,676		408,987

TOTAL PREFERRED STOCK (Cost $3,776,400)				2,708,673

TOTAL EQUITIES (Cost $262,389,667)				271,941,138

MUTUAL FUNDS — 1.3%
Diversified Financial Services — 1.3%
iShares Russell 1000 Value ETF		26,200		3,562,938
State Street Navigator Securities Lending Government Money Market Portfolio (c)		95,114		95,114
				3,658,052

TOTAL MUTUAL FUNDS (Cost $3,724,904)				3,658,052

TOTAL LONG-TERM INVESTMENTS (Cost $266,114,571)				275,599,190

SHORT-TERM INVESTMENTS — 1.2%
Mutual Fund — 0.0%
T. Rowe Price Government Reserve Investment Fund		105		105

	Principal Amount		Value
Repurchase Agreement — 1.2%
Fixed Income Clearing Corp., Repurchase Agreement, dated 9/30/22, 0.830%, due 10/03/22 (d)	$	3,266,398	$	3,266,398

TOTAL SHORT-TERM INVESTMENTS (Cost $3,266,503)				3,266,503

TOTAL INVESTMENTS — 100.3% (Cost $269,381,074) ^(e)				278,865,693

Other Assets/(Liabilities) — (0.3)%				(950,195	)

NET ASSETS — 100.0%			$	277,915,498

Abbreviation Legend

ADR	American Depositary Receipt

ETF	Exchange-Traded Fund

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Non-income producing security.

(b)	Denotes all or a portion of security on loan. The total value of securities on loan as of September 30, 2022, was $93,234 or 0.03% of net assets. This amount is not reflected on either the Portfolio of Investments or the Statement of Assets and Liabilities. (Note 2).

(c)	Represents investment of security lending cash collateral. (Note 2).

(d)	Maturity value of $3,266,624. Collateralized by U.S. Government Agency obligations with a rate of 0.000%, maturity date of 3/30/23, and an aggregate market value, including accrued interest, of $3,331,801.

(e)	See Note 6 for aggregate cost for federal tax purposes.

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

120

MassMutual Fundamental Value Fund — Portfolio of Investments

September 30, 2022

	Number of Shares		Value
EQUITIES — 97.5%
COMMON STOCK — 97.5%
Basic Materials — 5.2%
Chemicals — 5.2%
Air Products & Chemicals, Inc.		24,783	$	5,767,748
Axalta Coating Systems Ltd. (a)		156,878		3,303,851
DuPont de Nemours, Inc.		122,644		6,181,258
Element Solutions, Inc.		88,924		1,446,793
International Flavors & Fragrances, Inc.		48,055		4,364,836
Olin Corp.		27,871		1,195,108
				22,259,594
				22,259,594
Communications — 5.1%
Internet — 2.0%
Alphabet, Inc. Class A (a)		54,531		5,215,890
Meta Platforms, Inc. Class A (a)		24,022		3,259,305
				8,475,195
Media — 0.9%
Altice USA, Inc. Class A (a)		70,566		411,400
Comcast Corp. Class A		113,375		3,325,289
				3,736,689
Telecommunications — 2.2%
Cisco Systems, Inc.		96,452		3,858,080
T-Mobile US, Inc. (a)		41,172		5,524,047
				9,382,127
				21,594,011
Consumer, Cyclical — 4.9%
Distribution & Wholesale — 0.4%
LKQ Corp.		33,054		1,558,496
Entertainment — 0.5%
Marriott Vacations Worldwide Corp.		7,517		916,022
SeaWorld Entertainment, Inc. (a)		29,998		1,365,209
				2,281,231
Food Services — 0.4%
Aramark		55,597		1,734,626
Home Furnishing — 0.2%
Sony Group Corp. Sponsored ADR		15,377		984,897
Lodging — 0.7%
Las Vegas Sands Corp. (a)		54,802		2,056,171
MGM Resorts International		33,560		997,403
				3,053,574
Retail — 2.7%
Advance Auto Parts, Inc.		19,397		3,032,527
AutoZone, Inc. (a)		2,543		5,446,928
Dollar General Corp.		9,230		2,213,908

	Number of Shares		Value
Lithia Motors, Inc.		3,209	$	688,491
				11,381,854
				20,994,678
Consumer, Non-cyclical — 28.3%
Agriculture — 1.3%
Philip Morris International, Inc.		64,166		5,326,420
Beverages — 2.5%
Coca-Cola Europacific Partners PLC		109,213		4,654,658
Keurig Dr Pepper, Inc.		116,981		4,190,259
Molson Coors Beverage Co. Class B		37,832		1,815,558
				10,660,475
Biotechnology — 0.2%
Corteva, Inc.		16,190		925,258
Commercial Services — 1.5%
FleetCor Technologies, Inc. (a)		10,112		1,781,431
Global Payments, Inc.		17,875		1,931,394
PROG Holdings, Inc. (a)		24,069		360,554
United Rentals, Inc. (a)		8,994		2,429,459
				6,502,838
Cosmetics & Personal Care — 0.4%
The Procter & Gamble Co.		14,849		1,874,686
Food — 0.3%
US Foods Holding Corp. (a)		46,986		1,242,310
Health Care – Products — 2.3%
Avantor, Inc. (a)		96,039		1,882,364
Envista Holdings Corp. (a)		35,816		1,175,123
Hologic, Inc. (a)		20,874		1,346,791
LivaNova PLC (a)		19,978		1,014,283
Medtronic PLC		53,308		4,304,621
				9,723,182
Health Care – Services — 5.4%
Centene Corp. (a)		53,385		4,153,887
Elevance Health, Inc.		5,604		2,545,561
Humana, Inc.		7,253		3,519,083
ICON PLC (a)		9,124		1,676,809
UnitedHealth Group, Inc.		21,993		11,107,344
				23,002,684
Pharmaceuticals — 14.4%
AbbVie, Inc.		27,870		3,740,433
AmerisourceBergen Corp.		17,619		2,384,379
Becton Dickinson and Co.		9,928		2,212,256
Bristol-Myers Squibb Co.		61,443		4,367,983
Cigna Corp.		36,499		10,127,377
CVS Health Corp.		107,183		10,222,043
Johnson & Johnson		62,942		10,282,205
McKesson Corp.		3,265		1,109,676
Merck & Co., Inc.		93,151		8,022,164

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

121

MassMutual Fundamental Value Fund — Portfolio of Investments (Continued)

	Number of Shares		Value
Novartis AG Sponsored ADR		14,369	$	1,092,188
Perrigo Co. PLC		95,248		3,396,544
Sanofi ADR		116,912		4,444,994
				61,402,242
				120,660,095
Energy — 10.9%
Oil & Gas — 9.3%
Canadian Natural Resources Ltd. (b)		57,082		2,658,309
Cenovus Energy, Inc. (b)		138,084		2,122,351
ConocoPhillips		77,988		7,981,292
Devon Energy Corp.		41,577		2,500,025
EOG Resources, Inc.		16,181		1,807,903
Hess Corp.		52,316		5,701,921
Marathon Petroleum Corp.		38,024		3,776,924
Phillips 66		72,418		5,845,581
Pioneer Natural Resources Co.		26,531		5,744,757
Valero Energy Corp.		11,904		1,271,942
				39,411,005
Oil & Gas Services — 0.9%
Halliburton Co.		56,625		1,394,108
Schlumberger NV		72,299		2,595,534
				3,989,642
Pipelines — 0.7%
Enbridge, Inc.		79,999		2,967,963
				46,368,610
Financial — 19.1%
Banks — 8.7%
Bank of America Corp.		102,723		3,102,235
The Goldman Sachs Group, Inc.		9,836		2,882,440
JP Morgan Chase & Co.		95,387		9,967,941
M&T Bank Corp.		14,035		2,474,651
Northern Trust Corp.		40,703		3,482,549
Truist Financial Corp.		45,493		1,980,765
US Bancorp		85,960		3,465,907
Wells Fargo & Co.		239,508		9,633,012
				36,989,500
Diversified Financial Services — 2.1%
AerCap Holdings NV (a)		21,648		916,360
American Express Co.		7,467		1,007,373
Capital One Financial Corp.		9,554		880,592
The Charles Schwab Corp.		69,233		4,975,776
Intercontinental Exchange, Inc.		13,880		1,254,058
				9,034,159
Insurance — 6.8%
The Allstate Corp.		52,047		6,481,413
American International Group, Inc.		39,165		1,859,554
Axis Capital Holdings Ltd.		24,855		1,221,623

	Number of Shares		Value
Berkshire Hathaway, Inc. Class B (a)		31,553	$	8,425,282
Chubb Ltd.		39,843		7,246,645
Everest Re Group Ltd.		6,527		1,712,946
Willis Towers Watson PLC		9,276		1,863,919
				28,811,382
Real Estate — 0.2%
The Howard Hughes Corp. (a)		13,759		762,111
Real Estate Investment Trusts (REITS) — 1.3%
Corporate Office Properties Trust		122,595		2,847,882
VICI Properties, Inc.		92,725		2,767,841
				5,615,723
				81,212,875
Industrial — 11.9%
Aerospace & Defense — 2.9%
General Dynamics Corp.		21,965		4,660,314
Howmet Aerospace, Inc.		76,913		2,378,919
Raytheon Technologies Corp.		66,763		5,465,219
				12,504,452
Building Materials — 1.5%
CRH PLC Sponsored ADR (b)		52,382		1,688,272
Masco Corp.		31,186		1,456,074
MDU Resources Group, Inc.		65,793		1,799,439
Mohawk Industries, Inc. (a)		14,690		1,339,581
				6,283,366
Electronics — 0.5%
Allegion PLC		12,305		1,103,513
Fortive Corp.		21,901		1,276,828
				2,380,341
Engineering & Construction — 0.7%
AECOM		26,647		1,821,855
Jacobs Solutions, Inc.		10,320		1,119,617
				2,941,472
Hand & Machine Tools — 0.7%
Stanley Black & Decker, Inc.		38,002		2,858,130
Machinery – Construction & Mining — 1.2%
BWX Technologies, Inc.		35,818		1,804,153
Caterpillar, Inc.		9,261		1,519,545
Vertiv Holdings Co.		171,156		1,663,636
				4,987,334
Machinery – Diversified — 2.8%
Deere & Co.		23,633		7,890,822
Dover Corp.		8,204		956,422
Otis Worldwide Corp.		30,102		1,920,508
Westinghouse Air Brake Technologies Corp.		15,619		1,270,606
				12,038,358

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

122

MassMutual Fundamental Value Fund — Portfolio of Investments (Continued)

	Number of Shares		Value
Miscellaneous - Manufacturing — 0.6%
Eaton Corp. PLC		18,543	$	2,472,895
Transportation — 1.0%
J.B. Hunt Transport Services, Inc.		12,845		2,009,215
Union Pacific Corp.		11,297		2,200,881
				4,210,096
				50,676,444
Technology — 8.1%
Computers — 1.6%
CACI International, Inc. Class A (a)		6,712		1,752,235
Cognizant Technology Solutions Corp. Class A		56,660		3,254,551
Leidos Holdings, Inc.		19,558		1,710,738
				6,717,524
Semiconductors — 3.5%
Applied Materials, Inc.		20,689		1,695,050
Broadcom, Inc.		3,427		1,521,622
Lam Research Corp.		1,838		672,708
Microchip Technology, Inc.		50,917		3,107,465
Micron Technology, Inc.		29,445		1,475,194
NXP Semiconductor NV		5,043		743,893
Qorvo, Inc. (a)		15,776		1,252,772
QUALCOMM, Inc.		39,959		4,514,568
				14,983,272
Software — 3.0%
Activision Blizzard, Inc.		10,293		765,182
Electronic Arts, Inc.		16,257		1,881,097
Fidelity National Information Services, Inc.		54,490		4,117,809
Oracle Corp.		73,110		4,464,828
SS&C Technologies Holdings, Inc		33,320		1,591,030
				12,819,946
				34,520,742
Utilities — 4.0%
Electric — 4.0%
CenterPoint Energy, Inc.		143,333		4,039,124
Dominion Energy, Inc.		28,634		1,978,896
Entergy Corp.		40,206		4,045,930
Exelon Corp.		40,298		1,509,563
FirstEnergy Corp.		37,021		1,369,777

	Number of Shares		Value
Pinnacle West Capital Corp.		64,868	$	4,184,634
				17,127,924
				17,127,924

TOTAL COMMON STOCK (Cost $391,991,924)				415,414,973

TOTAL EQUITIES (Cost $391,991,924)				415,414,973

MUTUAL FUNDS — 0.7%
Diversified Financial Services — 0.7%
State Street Navigator Securities Lending Government Money Market Portfolio (c)		2,886,035		2,886,035

TOTAL MUTUAL FUNDS (Cost $2,886,035)				2,886,035

TOTAL LONG-TERM INVESTMENTS (Cost $394,877,959)				418,301,008
	Principal Amount
SHORT-TERM INVESTMENTS — 2.4%
Repurchase Agreement — 2.4%
Fixed Income Clearing Corp., Repurchase Agreement, dated 9/30/22, 0.830%, due 10/03/22 (d)	$	10,027,512		10,027,512

TOTAL SHORT-TERM INVESTMENTS (Cost $10,027,512)				10,027,512

TOTAL INVESTMENTS — 100.6% (Cost $404,905,471) ^(e)				428,328,520

Other Assets/(Liabilities) — (0.6)%				(2,358,214	)

NET ASSETS — 100.0%			$	425,970,306

Abbreviation Legend

ADR	American Depositary Receipt

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

123

MassMutual Fundamental Value Fund — Portfolio of Investments (Continued)

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Non-income producing security.

(b)

Denotes all or a portion of security on loan. The total value of securities on loan as of September 30, 2022, was $4,483,728 or 1.05% of net assets. The Fund received $1,717,780 of non-cash collateral (U.S. Treasury and/or Agency obligations) related to securities lending activity. This amount is not reflected on either the Portfolio of Investments or the Statement of Assets and Liabilities. (Note 2).

(c)	Represents investment of security lending cash collateral. (Note 2).

(d)	Maturity value of $10,028,205. Collateralized by U.S. Government Agency obligations with rates ranging from 0.000% - 3.500%, maturity dates ranging from 3/30/23 - 9/15/25, and an aggregate market value, including accrued interest, of $10,228,249.

(e)	See Note 6 for aggregate cost for federal tax purposes.

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

124

MM S&P 500 Index Fund — Portfolio of Investments

September 30, 2022

	Number of Shares		Value
EQUITIES — 100.2%
COMMON STOCK — 100.2%
Basic Materials — 2.0%
Chemicals — 1.6%
Air Products & Chemicals, Inc.		16,374	$	3,810,721
Albemarle Corp.		8,667		2,291,902
Celanese Corp.		7,292		658,759
CF Industries Holdings, Inc.		14,696		1,414,490
Dow, Inc.		52,892		2,323,546
DuPont de Nemours, Inc.		36,919		1,860,718
Eastman Chemical Co.		8,945		635,542
Ecolab, Inc.		18,389		2,655,739
FMC Corp.		9,352		988,506
International Flavors & Fragrances, Inc.		18,850		1,712,146
Linde PLC		36,780		9,915,520
LyondellBasell Industries NV Class A		18,685		1,406,607
The Mosaic Co.		25,462		1,230,578
PPG Industries, Inc.		17,474		1,934,197
The Sherwin-Williams Co.		17,404		3,563,469
				36,402,440
Forest Products & Paper — 0.0%
International Paper Co.		26,629		844,139
Iron & Steel — 0.1%
Nucor Corp.		19,326		2,067,689
Mining — 0.3%
Freeport-McMoRan, Inc.		105,439		2,881,648
Newmont Corp.		58,750		2,469,263
				5,350,911
				44,665,179
Communications — 12.5%
Advertising — 0.1%
The Interpublic Group of Cos., Inc.		29,243		748,621
Omnicom Group, Inc.		15,098		952,533
				1,701,154
Internet — 9.0%
Alphabet, Inc. Class A (a)		442,633		42,337,846
Alphabet, Inc. Class C (a)		395,825		38,058,574
Amazon.com, Inc. (a)		654,284		73,934,092
Booking Holdings, Inc. (a)		2,931		4,816,248
CDW Corp.		9,967		1,555,649
eBay, Inc.		40,444		1,488,744
Etsy, Inc. (a)		9,351		936,316
Expedia Group, Inc. (a)		11,168		1,046,330
F5, Inc. (a)		4,494		650,417
Match Group, Inc. (a)		20,845		995,349
Meta Platforms, Inc. Class A (a)		168,352		22,841,999

	Number of Shares		Value
Netflix, Inc. (a)		32,822	$	7,727,612
NortonLifeLock, Inc.		44,324		892,685
Twitter, Inc. (a)		49,596		2,174,289
VeriSign, Inc. (a)		6,889		1,196,619
				200,652,769
Media — 1.4%
Charter Communications, Inc. Class A (a)		8,172		2,478,976
Comcast Corp. Class A		324,608		9,520,753
DISH Network Corp. Class A (a)		19,303		266,960
FactSet Research Systems, Inc.		2,827		1,131,111
Fox Corp. Class A		23,039		706,837
Fox Corp. Class B		10,899		310,622
News Corp. Class A		29,085		439,474
News Corp. Class B		9,628		148,464
Paramount Global Class B (b)		37,104		706,460
The Walt Disney Co. (a)		134,434		12,681,159
Warner Bros Discovery, Inc. (a)		163,220		1,877,030
				30,267,846
Telecommunications — 2.0%
Arista Networks, Inc. (a)		18,124		2,046,018
AT&T, Inc.		526,615		8,078,274
Cisco Systems, Inc.		305,777		12,231,080
Corning, Inc.		56,225		1,631,650
Juniper Networks, Inc.		23,953		625,652
Lumen Technologies, Inc.		69,237		504,045
Motorola Solutions, Inc.		12,370		2,770,509
T-Mobile US, Inc. (a)		44,395		5,956,477
Verizon Communications, Inc.		310,305		11,782,281
				45,625,986
				278,247,755
Consumer, Cyclical — 10.0%
Airlines — 0.2%
Alaska Air Group, Inc. (a)		9,425		368,989
American Airlines Group, Inc. (a)		47,461		571,431
Delta Air Lines, Inc. (a)		47,670		1,337,620
Southwest Airlines Co. (a)		43,598		1,344,562
United Airlines Holdings, Inc. (a)		24,557		798,839
				4,421,441
Apparel — 0.4%
NIKE, Inc. Class B		93,345		7,758,837
Ralph Lauren Corp.		3,124		265,321
Tapestry, Inc.		18,890		537,043
VF Corp.		24,487		732,406
				9,293,607
Auto Manufacturers — 2.9%
Cummins, Inc.		10,420		2,120,574

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

125

MM S&P 500 Index Fund — Portfolio of Investments (Continued)

	Number of Shares		Value
Ford Motor Co.		291,569	$	3,265,573
General Motors Co.		107,823		3,460,040
PACCAR, Inc.		25,696		2,150,498
Tesla, Inc. (a)		196,586		52,144,437
				63,141,122
Auto Parts & Equipment — 0.1%
Aptiv PLC (a)		20,046		1,567,798
BorgWarner, Inc.		17,846		560,364
				2,128,162
Distribution & Wholesale — 0.3%
Copart, Inc. (a)		15,761		1,676,970
Fastenal Co.		42,561		1,959,508
LKQ Corp.		19,163		903,536
Pool Corp.		2,902		923,445
W.W. Grainger, Inc.		3,335		1,631,449
				7,094,908
Entertainment — 0.1%
Caesars Entertainment, Inc. (a)		15,736		507,643
Live Nation Entertainment, Inc. (a)		10,370		788,535
				1,296,178
Home Builders — 0.2%
D.R. Horton, Inc.		23,579		1,588,046
Lennar Corp. Class A		19,020		1,417,941
NVR, Inc. (a)		228		909,054
PulteGroup, Inc.		17,085		640,687
				4,555,728
Home Furnishing — 0.0%
Whirlpool Corp.		3,945		531,825
Housewares — 0.0%
Newell Brands, Inc.		27,141		376,988
Leisure Time — 0.1%
Carnival Corp. (a) (b)		74,389		522,955
Norwegian Cruise Line Holdings Ltd. (a)		30,620		347,843
Royal Caribbean Cruises Ltd. (a)		16,142		611,782
				1,482,580
Lodging — 0.3%
Hilton Worldwide Holdings, Inc.		20,241		2,441,469
Las Vegas Sands Corp. (a)		24,251		909,898
Marriott International, Inc. Class A		20,319		2,847,505
MGM Resorts International		23,917		710,813
Wynn Resorts Ltd. (a)		7,757		488,924
				7,398,609
Retail — 5.4%
Advance Auto Parts, Inc.		4,573		714,943
AutoZone, Inc. (a)		1,438		3,080,095
Bath & Body Works, Inc.		17,089		557,101

	Number of Shares		Value
Best Buy Co., Inc.		14,690	$	930,465
CarMax, Inc. (a)		11,634		768,077
Chipotle Mexican Grill, Inc. (a)		2,049		3,079,155
Costco Wholesale Corp.		32,704		15,445,118
Darden Restaurants, Inc.		8,998		1,136,627
Dollar General Corp.		16,756		4,019,094
Dollar Tree, Inc. (a)		15,581		2,120,574
Domino’s Pizza, Inc.		2,616		811,483
Genuine Parts Co.		10,437		1,558,453
The Home Depot, Inc.		75,878		20,937,775
Lowe’s Cos., Inc.		47,183		8,861,439
McDonald’s Corp.		54,332		12,536,566
O’Reilly Automotive, Inc. (a)		4,706		3,309,965
Ross Stores, Inc.		25,685		2,164,475
Starbucks Corp.		84,701		7,136,906
Target Corp.		34,225		5,078,648
The TJX Cos., Inc.		86,275		5,359,403
Tractor Supply Co.		8,155		1,515,852
Ulta Beauty, Inc. (a)		3,856		1,546,989
Walgreens Boots Alliance, Inc.		52,991		1,663,918
Walmart, Inc.		105,233		13,648,720
Yum! Brands, Inc.		21,048		2,238,244
				120,220,085
Toys, Games & Hobbies — 0.0%
Hasbro, Inc.		9,628		649,120
				222,590,353
Consumer, Non-cyclical — 22.5%
Agriculture — 0.8%
Altria Group, Inc.		133,044		5,372,317
Archer-Daniels-Midland Co.		41,343		3,326,044
Philip Morris International, Inc.		114,451		9,500,578
				18,198,939
Beverages — 1.9%
Brown-Forman Corp. Class B		13,258		882,585
The Coca-Cola Co.		287,261		16,092,361
Constellation Brands, Inc. Class A		11,749		2,698,510
Keurig Dr Pepper, Inc.		62,644		2,243,908
Molson Coors Beverage Co. Class B		13,851		664,710
Monster Beverage Corp. (a)		28,379		2,467,838
PepsiCo, Inc.		101,813		16,621,990
				41,671,902
Biotechnology — 1.7%
Amgen, Inc.		39,476		8,897,890
Bio-Rad Laboratories, Inc. Class A (a)		1,588		662,418
Biogen, Inc. (a)		10,704		2,857,968
Corteva, Inc.		52,998		3,028,836
Gilead Sciences, Inc.		92,585		5,711,569
Illumina, Inc. (a)		11,626		2,218,125

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

126

MM S&P 500 Index Fund — Portfolio of Investments (Continued)

	Number of Shares		Value
Incyte Corp. (a)		13,585	$	905,304
Moderna, Inc. (a)		24,830		2,936,147
Regeneron Pharmaceuticals, Inc. (a)		7,911		5,449,651
Vertex Pharmaceuticals, Inc. (a)		18,921		5,478,386
				38,146,294
Commercial Services — 1.9%
Automatic Data Processing, Inc.		30,722		6,949,009
Cintas Corp.		6,356		2,467,336
CoStar Group, Inc. (a)		29,183		2,032,596
Equifax, Inc.		9,047		1,550,927
FleetCor Technologies, Inc. (a)		5,523		972,987
Gartner, Inc. (a)		5,834		1,614,209
Global Payments, Inc.		20,437		2,208,218
MarketAxess Holdings, Inc.		2,772		616,742
Moody’s Corp.		11,655		2,833,447
Nielsen Holdings PLC		27,026		749,161
PayPal Holdings, Inc. (a)		85,225		7,335,316
Quanta Services, Inc.		10,446		1,330,716
Robert Half International, Inc.		8,143		622,939
Rollins, Inc.		16,887		585,641
S&P Global, Inc.		25,148		7,678,942
United Rentals, Inc. (a)		5,154		1,392,198
Verisk Analytics, Inc.		11,537		1,967,405
				42,907,789
Cosmetics & Personal Care — 1.4%
Colgate-Palmolive Co.		61,376		4,311,664
The Estee Lauder Cos., Inc. Class A		17,118		3,695,776
The Procter & Gamble Co.		176,377		22,267,596
				30,275,036
Food — 1.2%
Campbell Soup Co.		14,878		701,051
Conagra Brands, Inc.		35,780		1,167,501
General Mills, Inc.		43,824		3,357,357
The Hershey Co.		10,897		2,402,462
Hormel Foods Corp.		21,468		975,506
The J.M. Smucker Co.		7,804		1,072,348
Kellogg Co.		19,070		1,328,416
The Kraft Heinz Co.		58,695		1,957,478
The Kroger Co.		48,009		2,100,394
Lamb Weston Holdings, Inc.		10,608		820,847
McCormick & Co., Inc.		18,554		1,322,344
Mondelez International, Inc. Class A		100,928		5,533,882
Sysco Corp.		37,681		2,664,424
Tyson Foods, Inc. Class A		21,522		1,418,945
				26,822,955
Health Care – Products — 3.8%
Abbott Laboratories		129,303		12,511,358
ABIOMED, Inc. (a)		3,356		824,435

	Number of Shares		Value
Align Technology, Inc. (a)		5,415	$	1,121,501
Baxter International, Inc.		37,242		2,005,854
Bio-Techne Corp.		2,903		824,452
Boston Scientific Corp. (a)		105,707		4,094,032
The Cooper Cos., Inc.		3,648		962,707
Danaher Corp.		48,314		12,479,023
Edwards Lifesciences Corp. (a)		45,727		3,778,422
Henry Schein, Inc. (a)		10,144		667,171
Hologic, Inc. (a)		18,398		1,187,039
IDEXX Laboratories, Inc. (a)		6,136		1,999,109
Intuitive Surgical, Inc. (a)		26,373		4,943,355
Medtronic PLC		98,029		7,915,842
PerkinElmer, Inc.		9,328		1,122,438
ResMed, Inc.		10,814		2,360,696
Steris PLC		7,414		1,232,800
Stryker Corp.		24,830		5,029,068
Teleflex, Inc.		3,452		695,440
Thermo Fisher Scientific, Inc.		28,914		14,664,892
Waters Corp. (a)		4,389		1,182,967
West Pharmaceutical Services, Inc.		5,486		1,349,995
Zimmer Biomet Holdings, Inc.		15,465		1,616,866
				84,569,462
Health Care – Services — 2.8%
Catalent, Inc. (a)		13,242		958,191
Centene Corp. (a)		42,159		3,280,392
Charles River Laboratories International, Inc. (a)		3,805		748,824
DaVita, Inc. (a)		4,074		337,205
Elevance Health, Inc.		17,731		8,054,129
HCA Healthcare, Inc.		15,876		2,917,850
Humana, Inc.		9,357		4,539,923
IQVIA Holdings, Inc. (a)		13,755		2,491,581
Laboratory Corp. of America Holdings		6,643		1,360,553
Molina Healthcare, Inc. (a)		4,275		1,410,066
Quest Diagnostics, Inc.		8,668		1,063,477
UnitedHealth Group, Inc.		69,060		34,878,062
Universal Health Services, Inc. Class B		4,903		432,347
				62,472,600
Household Products & Wares — 0.3%
Avery Dennison Corp.		6,014		978,478
Church & Dwight Co., Inc.		17,934		1,281,205
The Clorox Co.		9,132		1,172,457
Kimberly-Clark Corp.		24,926		2,805,172
				6,237,312
Pharmaceuticals — 6.7%
AbbVie, Inc.		130,503		17,514,808
AmerisourceBergen Corp.		11,453		1,549,934

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

127

MM S&P 500 Index Fund — Portfolio of Investments (Continued)

	Number of Shares		Value
Becton Dickinson and Co.		21,059	$	4,692,577
Bristol-Myers Squibb Co.		157,607		11,204,282
Cardinal Health, Inc.		20,146		1,343,335
Cigna Corp.		22,506		6,244,740
CVS Health Corp.		96,887		9,240,113
Dentsply Sirona, Inc.		15,796		447,817
DexCom, Inc. (a)		29,035		2,338,479
Eli Lilly & Co.		58,217		18,824,467
Johnson & Johnson		194,042		31,698,701
McKesson Corp.		10,592		3,599,903
Merck & Co., Inc.		187,001		16,104,526
Organon & Co.		18,329		428,899
Pfizer, Inc.		414,306		18,130,031
Viatris, Inc.		89,558		763,034
Zoetis, Inc.		34,574		5,126,978
				149,252,624
				500,554,913
Energy — 4.8%
Energy – Alternate Sources — 0.2%
Enphase Energy, Inc. (a)		9,993		2,772,758
SolarEdge Technologies, Inc. (a)		4,111		951,532
				3,724,290
Oil & Gas — 4.0%
APA Corp.		24,104		824,116
Chevron Corp.		132,945		19,100,208
ConocoPhillips		94,017		9,621,700
Coterra Energy, Inc.		58,714		1,533,610
Devon Energy Corp.		48,338		2,906,564
Diamondback Energy, Inc.		13,117		1,580,074
EOG Resources, Inc.		43,289		4,836,680
EQT Corp.		27,279		1,111,619
Exxon Mobil Corp.		307,700		26,865,287
Hess Corp.		20,480		2,232,115
Marathon Oil Corp.		50,009		1,129,203
Marathon Petroleum Corp.		36,776		3,652,960
Occidental Petroleum Corp.		55,023		3,381,163
Phillips 66		35,589		2,872,744
Pioneer Natural Resources Co.		17,622		3,815,692
Valero Energy Corp.		29,072		3,106,343
				88,570,078
Oil & Gas Services — 0.3%
Baker Hughes Co.		74,772		1,567,221
Halliburton Co.		66,669		1,641,390
Schlumberger NV		104,562		3,753,776
				6,962,387
Pipelines — 0.3%
Kinder Morgan, Inc.		146,076		2,430,705

	Number of Shares		Value
ONEOK, Inc.		32,977	$	1,689,741
The Williams Cos., Inc.		90,074		2,578,819
				6,699,265
				105,956,020
Financial — 14.9%
Banks — 4.6%
Bank of America Corp.		516,075		15,585,465
The Bank of New York Mellon Corp.		54,241		2,089,363
Citigroup, Inc.		142,847		5,952,435
Citizens Financial Group, Inc.		36,731		1,262,077
Comerica, Inc.		9,664		687,110
Fifth Third Bancorp		50,774		1,622,737
First Republic Bank		13,453		1,756,289
The Goldman Sachs Group, Inc.		25,183		7,379,878
Huntington Bancshares, Inc.		106,850		1,408,283
JP Morgan Chase & Co.		216,577		22,632,297
KeyCorp.		68,697		1,100,526
M&T Bank Corp.		12,929		2,279,641
Morgan Stanley		98,845		7,809,744
Northern Trust Corp.		15,437		1,320,790
The PNC Financial Services Group, Inc.		30,373		4,538,334
Regions Financial Corp.		68,967		1,384,168
Signature Bank		4,649		701,999
State Street Corp.		27,140		1,650,383
SVB Financial Group (a)		4,354		1,461,986
Truist Financial Corp.		97,758		4,256,383
US Bancorp		99,815		4,024,541
Wells Fargo & Co.		280,024		11,262,565
Zions Bancorp NA		11,051		562,054
				102,729,048
Diversified Financial Services — 3.7%
American Express Co.		44,284		5,974,354
Ameriprise Financial, Inc.		7,979		2,010,309
BlackRock, Inc.		11,131		6,125,167
Capital One Financial Corp.		28,316		2,609,886
Cboe Global Markets, Inc.		7,886		925,580
The Charles Schwab Corp.		112,701		8,099,821
CME Group, Inc.		26,458		4,686,505
Discover Financial Services		20,138		1,830,947
Franklin Resources, Inc.		20,802		447,659
Intercontinental Exchange, Inc.		41,296		3,731,094
Invesco Ltd.		33,387		457,402
Mastercard, Inc. Class A		62,993		17,911,430
Nasdaq, Inc.		24,977		1,415,696
Raymond James Financial, Inc.		14,369		1,419,945
Synchrony Financial		35,508		1,000,970
T. Rowe Price Group, Inc.		16,588		1,741,906

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

128

MM S&P 500 Index Fund — Portfolio of Investments (Continued)

	Number of Shares		Value
Visa, Inc. Class A		120,713	$	21,444,664
				81,833,335
Insurance — 3.8%
Aflac, Inc.		42,395		2,382,599
The Allstate Corp.		19,940		2,483,128
American International Group, Inc.		56,038		2,660,684
Aon PLC Class A		15,599		4,178,504
Arthur J Gallagher & Co.		15,555		2,663,327
Assurant, Inc.		3,984		578,756
Berkshire Hathaway, Inc. Class B (a)		133,260		35,583,085
Brown & Brown, Inc.		17,384		1,051,384
Chubb Ltd.		30,830		5,607,361
Cincinnati Financial Corp.		11,725		1,050,208
Everest Re Group Ltd.		2,891		758,714
Globe Life, Inc.		6,790		676,963
The Hartford Financial Services Group, Inc.		23,808		1,474,668
Lincoln National Corp.		11,351		498,423
Loews Corp.		14,730		734,143
Marsh & McLennan Cos., Inc.		36,831		5,498,500
MetLife, Inc.		49,435		3,004,659
Principal Financial Group, Inc.		17,045		1,229,797
The Progressive Corp.		43,174		5,017,251
Prudential Financial, Inc.		27,436		2,353,460
The Travelers Cos., Inc.		17,507		2,682,072
W.R. Berkley Corp.		15,019		969,927
Willis Towers Watson PLC		8,110		1,629,623
				84,767,236
Real Estate — 0.1%
CBRE Group, Inc. Class A (a)		23,698		1,599,852
Real Estate Investment Trusts (REITS) — 2.7%
Alexandria Real Estate Equities, Inc.		10,996		1,541,529
American Tower Corp.		34,368		7,378,810
AvalonBay Communities, Inc.		10,340		1,904,525
Boston Properties, Inc.		10,523		788,909
Camden Property Trust		7,841		936,607
Crown Castle, Inc.		31,960		4,619,818
Digital Realty Trust, Inc.		21,282		2,110,749
Duke Realty Corp.		28,439		1,370,760
Equinix, Inc.		6,722		3,823,742
Equity Residential		24,897		1,673,576
Essex Property Trust, Inc.		4,822		1,168,033
Extra Space Storage, Inc.		9,805		1,693,422
Federal Realty Investment Trust		5,346		481,782
Healthpeak Properties, Inc.		39,825		912,789
Host Hotels & Resorts, Inc.		52,813		838,670
Invitation Homes, Inc.		42,647		1,440,189
Iron Mountain, Inc.		21,498		945,267

	Number of Shares		Value
Kimco Realty Corp.		45,915	$	845,295
Mid-America Apartment Communities, Inc.		8,521		1,321,351
Prologis, Inc.		54,642		5,551,627
Public Storage		11,654		3,412,408
Realty Income Corp.		45,442		2,644,724
Regency Centers Corp.		11,440		616,044
SBA Communications Corp.		7,978		2,270,938
Simon Property Group, Inc.		24,040		2,157,590
UDR, Inc.		22,305		930,342
Ventas, Inc.		29,475		1,184,011
VICI Properties, Inc.		71,250		2,126,813
Vornado Realty Trust		11,626		269,258
Welltower, Inc.		34,175		2,198,136
Weyerhaeuser Co.		55,055		1,572,371
				60,730,085
				331,659,556
Industrial — 7.7%
Aerospace & Defense — 1.6%
The Boeing Co. (a)		41,199		4,988,375
General Dynamics Corp.		16,582		3,518,203
Howmet Aerospace, Inc.		27,244		842,657
L3 Harris Technologies, Inc.		14,108		2,932,066
Lockheed Martin Corp.		17,413		6,726,468
Northrop Grumman Corp.		10,732		5,047,474
Raytheon Technologies Corp.		108,977		8,920,857
Teledyne Technologies, Inc. (a)		3,453		1,165,284
TransDigm Group, Inc.		3,792		1,990,117
				36,131,501
Building Materials — 0.4%
Carrier Global Corp.		61,994		2,204,507
Fortune Brands Home & Security, Inc.		9,781		525,142
Johnson Controls International PLC		50,773		2,499,047
Martin Marietta Materials, Inc.		4,637		1,493,531
Masco Corp.		16,540		772,252
Mohawk Industries, Inc. (a)		3,820		348,346
Vulcan Materials Co.		9,842		1,552,182
				9,395,007
Electrical Components & Equipment — 0.3%
AMETEK, Inc.		17,025		1,930,805
Emerson Electric Co.		43,582		3,191,074
Generac Holdings, Inc. (a)		4,704		837,971
				5,959,850
Electronics — 1.1%
Agilent Technologies, Inc.		22,023		2,676,896
Allegion PLC		6,580		590,094
Amphenol Corp. Class A		44,136		2,955,346
Fortive Corp.		26,152		1,524,662

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

129

MM S&P 500 Index Fund — Portfolio of Investments (Continued)

	Number of Shares		Value
Garmin Ltd.		11,242	$	902,845
Honeywell International, Inc.		49,713		8,300,580
Keysight Technologies, Inc. (a)		13,204		2,077,781
Mettler-Toledo International, Inc. (a)		1,657		1,796,387
TE Connectivity Ltd.		23,541		2,597,985
Trimble, Inc. (a)		18,124		983,589
				24,406,165
Engineering & Construction — 0.0%
Jacobs Solutions, Inc.		9,343		1,013,622
Environmental Controls — 0.3%
Pentair PLC		12,006		487,804
Republic Services, Inc.		15,182		2,065,359
Waste Management, Inc.		27,798		4,453,518
				7,006,681
Hand & Machine Tools — 0.1%
Snap-on, Inc.		3,974		800,165
Stanley Black & Decker, Inc.		10,867		817,307
				1,617,472
Machinery – Construction & Mining — 0.3%
Caterpillar, Inc.		38,962		6,392,885
Machinery – Diversified — 0.8%
Deere & Co.		20,528		6,854,094
Dover Corp.		10,686		1,245,774
IDEX Corp.		5,494		1,097,976
Ingersoll Rand, Inc.		29,919		1,294,296
Nordson Corp.		4,006		850,354
Otis Worldwide Corp.		31,218		1,991,708
Rockwell Automation, Inc.		8,500		1,828,435
Westinghouse Air Brake Technologies Corp.		13,430		1,092,530
Xylem, Inc.		13,431		1,173,332
				17,428,499
Miscellaneous - Manufacturing — 1.1%
3M Co.		40,786		4,506,853
A.O. Smith Corp.		9,584		465,591
Eaton Corp. PLC		29,457		3,928,385
General Electric Co.		80,884		5,007,528
Illinois Tool Works, Inc.		20,769		3,751,920
Parker-Hannifin Corp.		9,475		2,295,887
Textron, Inc.		15,823		921,848
Trane Technologies PLC		17,070		2,471,907
				23,349,919
Packaging & Containers — 0.2%
Amcor PLC		110,715		1,187,972
Ball Corp.		23,180		1,120,057
Packaging Corp. of America		6,872		771,657
Sealed Air Corp.		10,964		488,008

	Number of Shares		Value
WestRock Co.		18,379	$	567,727
				4,135,421
Shipbuilding — 0.0%
Huntington Ingalls Industries, Inc.		2,945		652,318
Transportation — 1.5%
C.H. Robinson Worldwide, Inc.		9,140		880,273
CSX Corp.		158,095		4,211,651
Expeditors International of Washington, Inc.		12,071		1,065,990
FedEx Corp.		17,644		2,619,605
J.B. Hunt Transport Services, Inc.		6,211		971,525
Norfolk Southern Corp.		17,338		3,634,912
Old Dominion Freight Line, Inc.		6,705		1,668,003
Union Pacific Corp.		46,111		8,983,345
United Parcel Service, Inc. Class B		54,038		8,729,298
				32,764,602
				170,253,942
Technology — 22.6%
Computers — 8.4%
Accenture PLC Class A		46,673		12,008,963
Apple, Inc.		1,115,110		154,108,202
Cognizant Technology Solutions Corp. Class A		38,110		2,189,038
DXC Technology Co. (a)		16,950		414,936
EPAM Systems, Inc. (a)		4,230		1,532,064
Fortinet, Inc. (a)		48,299		2,372,930
Hewlett Packard Enterprise Co.		96,463		1,155,627
HP, Inc.		67,022		1,670,188
International Business Machines Corp.		66,674		7,921,538
Leidos Holdings, Inc.		10,084		882,047
NetApp, Inc.		16,076		994,300
Seagate Technology Holdings PLC		14,594		776,839
Western Digital Corp. (a)		23,127		752,784
				186,779,456
Office & Business Equipment — 0.0%
Zebra Technologies Corp. Class A (a)		3,876		1,015,551
Semiconductors — 4.7%
Advanced Micro Devices, Inc. (a)		119,236		7,554,793
Analog Devices, Inc.		38,458		5,358,738
Applied Materials, Inc.		64,180		5,258,268
Broadcom, Inc.		29,806		13,234,162
Intel Corp.		303,035		7,809,212
KLA Corp.		10,461		3,165,813
Lam Research Corp.		10,105		3,698,430
Microchip Technology, Inc.		40,677		2,482,517
Micron Technology, Inc.		81,403		4,078,290
Monolithic Power Systems, Inc.		3,243		1,178,506
NVIDIA Corp.		184,842		22,437,970

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

130

MM S&P 500 Index Fund — Portfolio of Investments (Continued)

	Number of Shares		Value
NXP Semiconductor NV		19,426	$	2,865,529
ON Semiconductor Corp. (a)		32,139		2,003,224
Qorvo, Inc. (a)		7,556		600,022
QUALCOMM, Inc.		82,895		9,365,477
Skyworks Solutions, Inc.		11,875		1,012,581
Teradyne, Inc.		11,534		866,780
Texas Instruments, Inc.		67,446		10,439,292
				103,409,604
Software — 9.5%
Activision Blizzard, Inc.		52,536		3,905,526
Adobe, Inc. (a)		34,544		9,506,509
Akamai Technologies, Inc. (a)		11,622		933,479
ANSYS, Inc. (a)		6,470		1,434,399
Autodesk, Inc. (a)		15,973		2,983,756
Broadridge Financial Solutions, Inc.		8,664		1,250,389
Cadence Design Systems, Inc. (a)		20,198		3,300,959
Ceridian HCM Holding, Inc. (a)		11,217		626,806
Citrix Systems, Inc. (c)		9,075		942,893
Electronic Arts, Inc.		19,481		2,254,147
Fidelity National Information Services, Inc.		44,857		3,389,844
Fiserv, Inc. (a)		47,192		4,415,755
Intuit, Inc.		20,804		8,057,805
Jack Henry & Associates, Inc.		5,408		985,716
Microsoft Corp.		550,564		128,226,356
MSCI, Inc.		5,941		2,505,854
Oracle Corp.		112,121		6,847,229
Paychex, Inc.		23,762		2,666,334
Paycom Software, Inc. (a)		3,581		1,181,694
PTC, Inc. (a)		7,816		817,554
Roper Technologies, Inc.		7,825		2,814,183
Salesforce, Inc. (a)		73,439		10,563,466
ServiceNow, Inc. (a)		14,902		5,627,144
Synopsys, Inc. (a)		11,326		3,460,206
Take-Two Interactive Software, Inc. (a)		11,689		1,274,101
Tyler Technologies, Inc. (a)		3,099		1,076,903
				211,049,007
				502,253,618
Utilities — 3.2%
Electric — 3.0%
The AES Corp.		49,449		1,117,547
Alliant Energy Corp.		18,565		983,759
Ameren Corp.		19,044		1,533,994
American Electric Power Co., Inc.		37,918		3,278,011
CenterPoint Energy, Inc.		46,745		1,317,274
CMS Energy Corp.		21,361		1,244,065
Consolidated Edison, Inc.		26,195		2,246,483

	Number of Shares		Value
Constellation Energy Corp.		24,183	$	2,011,784
Dominion Energy, Inc.		61,389		4,242,594
DTE Energy Co.		14,332		1,648,897
Duke Energy Corp.		56,888		5,291,722
Edison International		28,183		1,594,594
Entergy Corp.		15,015		1,510,959
Evergy, Inc.		16,853		1,001,068
Eversource Energy		25,506		1,988,448
Exelon Corp.		73,213		2,742,559
FirstEnergy Corp.		39,857		1,474,709
NextEra Energy, Inc.		145,105		11,377,683
NRG Energy, Inc.		17,236		659,622
PG&E Corp. (a)		118,773		1,484,663
Pinnacle West Capital Corp.		8,424		543,432
PPL Corp.		54,422		1,379,598
Public Service Enterprise Group, Inc.		36,945		2,077,417
Sempra Energy		23,266		3,488,504
The Southern Co.		78,433		5,333,444
WEC Energy Group, Inc.		23,338		2,087,117
Xcel Energy, Inc.		40,309		2,579,776
				66,239,723
Gas — 0.1%
Atmos Energy Corp.		10,292		1,048,240
NiSource, Inc.		29,702		748,194
				1,796,434
Water — 0.1%
American Water Works Co., Inc.		13,431		1,748,179
				69,784,336

TOTAL COMMON STOCK (Cost $1,441,265,714)				2,225,965,672

TOTAL EQUITIES (Cost $1,441,265,714)				2,225,965,672

TOTAL LONG-TERM INVESTMENTS (Cost $1,441,265,714)				2,225,965,672

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

131

MM S&P 500 Index Fund — Portfolio of Investments (Continued)

	Principal Amount		Value
SHORT-TERM INVESTMENTS — 0.8%
Repurchase Agreement — 0.5%
Fixed Income Clearing Corp., Repurchase Agreement, dated 9/30/22, 0.830%, due 10/03/22 (d)	$	11,486,546	$	11,486,546
U.S. Treasury Bill — 0.3%
U.S. Treasury Bill
1.859% 11/25/22 ^(e) ^(f)		7,365,000		7,334,468

TOTAL SHORT-TERM INVESTMENTS (Cost $18,831,067)				18,821,014

TOTAL INVESTMENTS — 101.0% (Cost $1,460,096,781) ^(g)				2,244,786,686

Other Assets/(Liabilities) — (1.0)%				(22,553,589	)

NET ASSETS — 100.0%			$	2,222,233,097

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Non-income producing security.

(b)

Denotes all or a portion of security on loan. The total value of securities on loan as of September 30, 2022, was $875,955 or 0.04% of net assets. The Fund received $897,606 of non-cash collateral (U.S. Treasury and/or Agency obligations) related to securities lending activity. This amount is not reflected on either the Portfolio of Investments or the Statement of Assets and Liabilities. (Note 2).

(c)	This security is fair valued in good faith in accordance with procedures approved by the Board of Trustees. At September 30, 2022, these securities amounted to a value of $942,893 or 0.04% of net assets.

(d)	Maturity value of $11,487,340. Collateralized by U.S. Government Agency obligations with a rate of 0.000%, maturity date of 3/30/23, and an aggregate market value, including accrued interest, of $11,716,341.

(e)	All or a portion of this security is pledged/held as collateral for open derivatives. (Note 2).

(f)	The rate shown represents yield-to-maturity.

(g)	See Note 6 for aggregate cost for federal tax purposes.

Futures contracts

	Expiration Date		Number of Contracts		Notional Amount		Value/ Net Unrealized Appreciation/ (Depreciation)
Long
S&P 500 E Mini Index		12/16/22		101	$	20,346,467	$	(2,158,892	)

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

132

MassMutual Equity Opportunities Fund — Portfolio of Investments

September 30, 2022

	Number of Shares		Value
EQUITIES — 98.4%
COMMON STOCK — 97.6%
Basic Materials — 7.5%
Chemicals — 7.0%
CF Industries Holdings, Inc.		52,300	$	5,033,875
Ecolab, Inc.		118,307		17,085,897
Linde PLC		61,867		16,678,724
				38,798,496
Forest Products & Paper — 0.5%
International Paper Co.		97,600		3,093,920
				41,892,416
Communications — 1.3%
Media — 1.3%
Comcast Corp. Class A		74,200		2,176,286
News Corp. Class A		177,400		2,680,514
The Walt Disney Co. (a)		28,300		2,669,539
				7,526,339
Consumer, Cyclical — 10.9%
Apparel — 3.3%
NIKE, Inc. Class B		216,548		17,999,470
Lodging — 0.4%
Las Vegas Sands Corp. (a)		62,400		2,341,248
Retail — 7.2%
McDonald’s Corp.		65,917		15,209,688
The TJX Cos., Inc.		400,732		24,893,472
				40,103,160
				60,443,878
Consumer, Non-cyclical — 34.1%
Agriculture — 0.5%
Philip Morris International, Inc.		34,900		2,897,049
Beverages — 4.9%
The Coca-Cola Co.		144,025		8,068,280
PepsiCo, Inc.		117,029		19,106,155
				27,174,435
Cosmetics & Personal Care — 6.0%
Colgate-Palmolive Co.		254,343		17,867,596
The Procter & Gamble Co.		125,375		15,828,594
				33,696,190
Food — 1.0%
Conagra Brands, Inc.		106,800		3,484,884
Tyson Foods, Inc. Class A		33,900		2,235,027
				5,719,911
Health Care – Products — 10.6%
Baxter International, Inc.		172,687		9,300,922
Danaher Corp.		75,534		19,509,677
Medtronic PLC		174,467		14,088,210

	Number of Shares		Value
Stryker Corp.		78,413	$	15,881,769
				58,780,578
Health Care – Services — 5.2%
Elevance Health, Inc.		14,650		6,654,616
UnitedHealth Group, Inc.		43,932		22,187,417
				28,842,033
Household Products & Wares — 0.6%
Kimberly-Clark Corp.		30,200		3,398,708
Pharmaceuticals — 5.3%
AbbVie, Inc.		26,600		3,569,986
Becton Dickinson and Co.		21,100		4,701,713
CVS Health Corp.		27,600		2,632,212
Johnson & Johnson		86,806		14,180,628
Pfizer, Inc.		31,800		1,391,568
Sanofi ADR		74,100		2,817,282
				29,293,389
				189,802,293
Energy — 2.4%
Oil & Gas — 1.8%
EOG Resources, Inc.		18,600		2,078,178
TotalEnergies SE		138,800		6,533,305
TotalEnergies SE Sponsored ADR		37,900		1,763,108
				10,374,591
Pipelines — 0.6%
TC Energy Corp.		80,400		3,239,316
				13,613,907
Financial — 19.9%
Banks — 3.3%
Fifth Third Bancorp		75,100		2,400,196
The Goldman Sachs Group, Inc.		10,400		3,047,720
Huntington Bancshares, Inc.		247,600		3,263,368
State Street Corp.		33,000		2,006,730
Wells Fargo & Co.		190,000		7,641,800
				18,359,814
Diversified Financial Services — 5.5%
American Express Co.		93,372		12,596,817
Visa, Inc. Class A		101,856		18,094,718
				30,691,535
Insurance — 8.6%
American International Group, Inc.		101,000		4,795,480
Chubb Ltd.		120,000		21,825,600
Equitable Holdings, Inc.		109,800		2,893,230
Marsh & McLennan Cos., Inc.		121,758		18,177,252
				47,691,562
Real Estate Investment Trusts (REITS) — 2.5%
American Tower Corp.		33,223		7,132,978

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

133

MassMutual Equity Opportunities Fund — Portfolio of Investments (Continued)

	Number of Shares		Value
Equity Residential		57,900	$	3,892,038
Weyerhaeuser Co.		102,400		2,924,544
				13,949,560
				110,692,471
Industrial — 12.4%
Aerospace & Defense — 4.9%
The Boeing Co. (a)		11,700		1,416,636
L3 Harris Technologies, Inc.		21,900		4,551,477
Lockheed Martin Corp.		10,551		4,075,746
Northrop Grumman Corp.		36,337		17,090,018
				27,133,877
Electronics — 3.3%
Honeywell International, Inc.		111,039		18,540,181
Miscellaneous - Manufacturing — 1.2%
General Electric Co.		107,200		6,636,752
Transportation — 3.0%
Union Pacific Corp.		59,482		11,588,283
United Parcel Service, Inc. Class B		30,700		4,959,278
				16,547,561
				68,858,371
Technology — 6.6%
Computers — 2.5%
Accenture PLC Class A		54,967		14,143,009
Semiconductors — 1.1%
QUALCOMM, Inc.		51,700		5,841,066
Software — 3.0%
Microsoft Corp.		71,129		16,565,944
				36,550,019
Utilities — 2.5%
Electric — 2.5%
Sempra Energy		43,800		6,567,372
The Southern Co.		107,200		7,289,600
				13,856,972

TOTAL COMMON STOCK (Cost $521,725,154)				543,236,666

PREFERRED STOCK — 0.8%
Consumer, Cyclical — 0.7%
Auto Manufacturers — 0.7%
Dr Ing hc F Porsche AG ^(a)		14,292		1,155,567
Volkswagen AG 6.014%		19,400		2,396,266
				3,551,833

	Number of Shares		Value
Consumer, Non-cyclical — 0.1%
Pharmaceuticals — 0.1%
Becton Dickinson and Co. Convertible 6.000%		14,700	$	692,958

TOTAL PREFERRED STOCK (Cost $5,980,277)				4,244,791

TOTAL EQUITIES (Cost $527,705,431)				547,481,457

TOTAL LONG-TERM INVESTMENTS (Cost $527,705,431)				547,481,457

SHORT-TERM INVESTMENTS — 1.6%
Mutual Fund — 0.0%
T. Rowe Price Government Reserve Investment Fund		158		158
	Principal Amount
Repurchase Agreement — 1.6%
Fixed Income Clearing Corp., Repurchase Agreement, dated 9/30/22, 0.830%, due 10/03/22 (b)	$	9,104,118		9,104,118

TOTAL SHORT-TERM INVESTMENTS (Cost $9,104,276)				9,104,276

TOTAL INVESTMENTS — 100.0% (Cost $536,809,707) ^(c)				556,585,733

Other Assets/(Liabilities) — 0.0%				253,025

NET ASSETS — 100.0%			$	556,838,758

Abbreviation Legend

ADR	American Depositary Receipt

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Non-income producing security.

(b)	Maturity value of $9,104,748. Collateralized by U.S. Government Agency obligations with a rate of 0.000%, maturity date of 3/30/23, and an aggregate market value, including accrued interest, of $9,286,310.

(c)	See Note 6 for aggregate cost for federal tax purposes.

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

134

MassMutual Equity Opportunities Fund — Portfolio of Investments (Continued)

Country weightings, as a percentage of net assets, is as follows:

United States	83.2	%
Ireland	8.1	%
Switzerland	3.9	%
France	2.0	%
Germany	0.6	%
Canada	0.6	%
Total Long-Term Investments	98.4	%
Short-Term Investments and Other Assets and Liabilities	1.6	%
Net Assets	100.0	%

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

135

MassMutual Fundamental Growth Fund — Portfolio of Investments

September 30, 2022

	Number of Shares		Value
EQUITIES — 98.9%
COMMON STOCK — 98.9%
Basic Materials — 0.6%
Chemicals — 0.6%
Celanese Corp.		1,790	$	161,709
Communications — 10.2%
Internet — 8.7%
CDW Corp.		4,314		673,329
Etsy, Inc. (a)		5,620		562,731
Match Group, Inc. (a)		8,378		400,049
Palo Alto Networks, Inc. (a)		3,753		614,704
				2,250,813
Telecommunications — 1.5%
Ciena Corp. (a)		3,990		161,315
Nice Ltd. Sponsored ADR (a) (b)		1,270		239,065
				400,380
				2,651,193
Consumer, Cyclical — 16.5%
Apparel — 0.8%
Tapestry, Inc.		7,110		202,137
Auto Parts & Equipment — 0.5%
Aptiv PLC (a)		1,740		136,085
Distribution & Wholesale — 2.5%
Copart, Inc. (a)		2,530		269,192
WESCO International, Inc. (a)		3,250		387,985
				657,177
Entertainment — 1.5%
Live Nation Entertainment, Inc. (a)		2,910		221,276
Vail Resorts, Inc.		810		174,669
				395,945
Lodging — 3.3%
Hilton Worldwide Holdings, Inc.		7,150		862,433
Retail — 7.9%
Chipotle Mexican Grill, Inc. (a)		220		330,608
Freshpet, Inc. (a) (b)		7,591		380,233
Lululemon Athletica, Inc. (a)		2,643		738,877
Wingstop, Inc.		4,688		587,969
				2,037,687
				4,291,464
Consumer, Non-cyclical — 25.8%
Biotechnology — 2.4%
Sarepta Therapeutics, Inc. (a)		1,180		130,437
Seagen, Inc. (a)		3,535		483,694
				614,131
Commercial Services — 9.7%
CoStar Group, Inc. (a)		2,910		202,681

	Number of Shares		Value
FTI Consulting, Inc. (a)		850	$	140,854
Gartner, Inc. (a)		3,439		951,537
Global Payments, Inc.		2,290		247,434
Shift4 Payments, Inc. Class A (a)		11,507		513,327
TransUnion		7,838		466,283
				2,522,116
Health Care – Products — 6.1%
Align Technology, Inc. (a)		1,575		326,198
Avantor, Inc. (a)		8,590		168,364
The Cooper Cos., Inc.		755		199,245
IDEXX Laboratories, Inc. (a)		773		251,843
Insulet Corp. (a)		750		172,050
Omnicell, Inc. (a)		5,214		453,775
				1,571,475
Health Care – Services — 5.1%
ICON PLC (a)		6,235		1,145,868
Quest Diagnostics, Inc.		1,550		190,170
				1,336,038
Pharmaceuticals — 2.5%
Ascendis Pharma A/S ADR (a)		2,780		287,063
DexCom, Inc. (a)		4,580		368,873
				655,936
				6,699,696
Energy — 2.1%
Oil & Gas — 1.5%
Devon Energy Corp.		6,560		394,453
Pipelines — 0.6%
Cheniere Energy, Inc.		828		137,373
				531,826
Financial — 9.4%
Banks — 0.8%
First Republic Bank		1,570		204,964
Diversified Financial Services — 3.8%
Hamilton Lane, Inc. Class A		9,076		541,020
LPL Financial Holdings, Inc.		1,280		279,655
Tradeweb Markets, Inc. Class A		3,050		172,081
				992,756
Insurance — 1.0%
Arthur J Gallagher & Co.		1,460		249,981
Private Equity — 2.1%
Ares Management Corp. Class A		8,800		545,160
Real Estate Investment Trusts (REITS) — 1.7%
Essex Property Trust, Inc.		1,190		288,254
Lamar Advertising Co. Class A		2,040		168,279
				456,533
				2,449,394

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

136

MassMutual Fundamental Growth Fund — Portfolio of Investments (Continued)

	Number of Shares		Value
Industrial — 12.3%
Aerospace & Defense — 3.8%
Hexcel Corp.		9,324	$	482,237
Teledyne Technologies, Inc. (a)		615		207,544
TransDigm Group, Inc.		564		295,999
				985,780
Electrical Components & Equipment — 0.9%
AMETEK, Inc.		2,050		232,490
Electronics — 2.8%
Agilent Technologies, Inc.		6,020		731,731
Environmental Controls — 0.8%
Waste Connections, Inc.		1,660		224,316
Machinery – Construction & Mining — 2.0%
BWX Technologies, Inc.		10,206		514,076
Machinery – Diversified — 2.0%
IDEX Corp.		1,150		229,828
Rockwell Automation, Inc.		1,355		291,474
				521,302
				3,209,695
Technology — 22.0%
Computers — 5.8%
Fortinet, Inc. (a)		8,700		427,431
Genpact Ltd.		3,630		158,885
NetApp, Inc.		3,450		213,383
Varonis Systems, Inc. (a)		16,737		443,865
Zscaler, Inc. (a)		1,640		269,567
				1,513,131
Semiconductors — 3.8%
Marvell Technology, Inc.		4,640		199,102
Microchip Technology, Inc.		4,320		263,650
ON Semiconductor Corp. (a)		4,474		278,864
Synaptics, Inc. (a)		2,575		254,951
				996,567
Software — 12.4%
Ceridian HCM Holding, Inc. (a)		15,292		854,517
Electronic Arts, Inc.		4,968		574,847
HubSpot, Inc. (a)		539		145,595
Lightspeed Commerce, Inc. (a) (b)		7,100		124,818
MongoDB, Inc. (a)		2,467		489,847
MSCI, Inc.		625		263,619
Splunk, Inc. (a)		130		9,776

	Number of Shares		Value
ZoomInfo Technologies, Inc. (a)		17,980	$	749,047
				3,212,066
				5,721,764

TOTAL COMMON STOCK (Cost $31,181,141)				25,716,741

TOTAL EQUITIES (Cost $31,181,141)				25,716,741

MUTUAL FUNDS — 0.4%
Diversified Financial Services — 0.4%
State Street Navigator Securities Lending Government Money Market Portfolio (c)		94,068		94,068

TOTAL MUTUAL FUNDS (Cost $94,068)				94,068

TOTAL LONG-TERM INVESTMENTS (Cost $31,275,209)				25,810,809
	Principal Amount
SHORT-TERM INVESTMENTS — 1.0%
Repurchase Agreement — 1.0%
Fixed Income Clearing Corp., Repurchase Agreement, dated 9/30/22, 0.830%, due 10/03/22 (d)	$	256,360		256,360

TOTAL SHORT-TERM INVESTMENTS (Cost $256,360)				256,360

TOTAL INVESTMENTS — 100.3% (Cost $31,531,569) ^(e)				26,067,169

Other Assets/(Liabilities) — (0.3)%				(65,528	)

NET ASSETS — 100.0%			$	26,001,641

Abbreviation Legend

ADR	American Depositary Receipt

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

137

MassMutual Fundamental Growth Fund — Portfolio of Investments (Continued)

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Non-income producing security.

(b)

Denotes all or a portion of security on loan. The total value of securities on loan as of September 30, 2022, was $637,254 or 2.45% of net assets. The Fund received $559,462 of non-cash collateral (U.S. Treasury and/or Agency obligations) related to securities lending activity. This amount is not reflected on either the Portfolio of Investments or the Statement of Assets and Liabilities. (Note 2).

(c)	Represents investment of security lending cash collateral. (Note 2).

(d)	Maturity value of $256,377. Collateralized by U.S. Government Agency obligations with rates ranging from 0.000% - 3.500%, maturity dates ranging from 3/30/23 - 9/15/25, and an aggregate market value, including accrued interest, of $261,602.

(e)	See Note 6 for aggregate cost for federal tax purposes.

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

138

MassMutual Blue Chip Growth Fund — Portfolio of Investments

September 30, 2022

	Number of Shares		Value
EQUITIES — 99.5%
COMMON STOCK — 99.4%
Basic Materials — 0.5%
Chemicals — 0.5%
Linde PLC		24,403	$	6,578,806
The Sherwin-Williams Co.		27,032		5,534,801
				12,113,607
Communications — 29.0%
Internet — 26.1%
Alibaba Group Holding Ltd. Sponsored ADR (a)		177,882		14,228,781
Alphabet, Inc. Class A (a)		716,367		68,520,503
Alphabet, Inc. Class C (a)		1,731,058		166,441,227
Amazon.com, Inc. (a)		1,983,827		224,172,452
Booking Holdings, Inc. (a)		4,633		7,612,992
DoorDash, Inc., Class A (a)		60,019		2,967,940
Meta Platforms, Inc. Class A (a)		659,173		89,436,593
Netflix, Inc. (a)		225,441		53,077,829
Opendoor Technologies, Inc. (a)		335,690		1,043,996
Sea Ltd. ADR (a) (b)		170,153		9,537,076
Shopify, Inc. Class A (a)		713,379		19,218,430
Spotify Technology SA (a)		21,355		1,842,936
Tencent Holdings Ltd.		142,100		4,799,001
				662,899,756
Media — 2.6%
FactSet Research Systems, Inc.		62,290		24,922,852
The Walt Disney Co. (a)		430,076		40,569,069
				65,491,921
Telecommunications — 0.3%
T-Mobile US, Inc. (a)		51,897		6,963,020
				735,354,697
Consumer, Cyclical — 9.4%
Apparel — 0.4%
NIKE, Inc. Class B		109,534		9,104,466
Auto Manufacturers — 4.6%
Tesla, Inc. (a)		436,616		115,812,394
Retail — 4.4%
Carvana Co. (a) (b)		125,871		2,555,181
Chipotle Mexican Grill, Inc. (a)		9,673		14,536,197
Dollar General Corp.		63,524		15,236,867
Lululemon Athletica, Inc. (a)		32,029		8,954,027
Ross Stores, Inc.		146,672		12,360,049
Starbucks Corp.		350,838		29,561,610
The TJX Cos., Inc.		52,257		3,246,205
Yum China Holdings, Inc.		179,829		8,511,307

	Number of Shares		Value
Yum! Brands, Inc.		164,896	$	17,535,041
				112,496,484
				237,413,344
Consumer, Non-cyclical — 19.9%
Beverages — 1.9%
Monster Beverage Corp. (a)		548,311		47,681,125
Biotechnology — 4.2%
Illumina, Inc. (a)		125,001		23,848,941
Regeneron Pharmaceuticals, Inc. (a)		55,645		38,332,171
Vertex Pharmaceuticals, Inc. (a)		150,181		43,483,407
				105,664,519
Commercial Services — 2.4%
Adyen NV Sponsored ADR (a)		169,585		2,123,204
Affirm Holdings, Inc. (a) (b)		71,534		1,341,978
Ant International Co. Ltd., Class C (Acquired 6/07/18, Cost $3,358,253) (a) (c) (d) (e)		881,113		1,735,793
Block, Inc. (a)		311,892		17,150,941
Cintas Corp.		6,206		2,409,107
PayPal Holdings, Inc. (a)		284,139		24,455,844
S&P Global, Inc.		28,305		8,642,932
TransUnion		32,791		1,950,736
				59,810,535
Health Care – Products — 3.2%
Align Technology, Inc. (a)		8,665		1,794,608
Danaher Corp.		79,933		20,645,895
Intuitive Surgical, Inc. (a)		181,067		33,939,198
Stryker Corp.		60,068		12,166,173
Teleflex, Inc.		12,711		2,560,758
Thermo Fisher Scientific, Inc.		21,968		11,141,950
				82,248,582
Health Care – Services — 3.1%
Humana, Inc.		28,044		13,606,668
UnitedHealth Group, Inc.		128,093		64,692,089
				78,298,757
Pharmaceuticals — 5.1%
AstraZeneca PLC Sponsored ADR		80,602		4,420,214
Eli Lilly & Co.		96,547		31,218,472
Novartis AG Sponsored ADR		511,996		38,916,816
Novo Nordisk A/S Sponsored ADR		167,150		16,653,154
Roche Holding AG Sponsored ADR		745,332		30,275,386
Zoetis, Inc.		59,341		8,799,677
				130,283,719
				503,987,237
Financial — 8.1%
Banks — 0.6%
The Goldman Sachs Group, Inc.		55,917		16,386,477

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

139

MassMutual Blue Chip Growth Fund — Portfolio of Investments (Continued)

	Number of Shares		Value
Diversified Financial Services — 7.0%
The Charles Schwab Corp.		141,292	$	10,154,656
Mastercard, Inc. Class A		115,065		32,717,582
SEI Investments Co.		357,726		17,546,460
Visa, Inc. Class A (b)		654,135		116,207,083
				176,625,781
Insurance — 0.5%
Chubb Ltd.		32,613		5,931,653
Marsh & McLennan Cos., Inc.		45,611		6,809,266
				12,740,919
				205,753,177
Industrial — 4.1%
Aerospace & Defense — 2.1%
The Boeing Co. (a)		428,302		51,858,806
Electronics — 0.1%
TE Connectivity Ltd.		24,863		2,743,881
Machinery – Diversified — 0.9%
Deere & Co.		69,108		23,074,470
Miscellaneous - Manufacturing — 0.2%
General Electric Co.		68,443		4,237,306
Transportation — 0.8%
Expeditors International of Washington, Inc.		236,352		20,872,245
				102,786,708
Technology — 28.4%
Computers — 4.6%
Apple, Inc.		785,605		108,570,611
Crowdstrike Holdings, Inc. Class A (a)		18,935		3,120,677
Fortinet, Inc. (a)		68,516		3,366,191
				115,057,479
Semiconductors — 6.0%
Advanced Micro Devices, Inc. (a)		183,746		11,642,146
ASML Holding NV		29,294		12,167,263
Marvell Technology, Inc.		127,670		5,478,320
Monolithic Power Systems, Inc.		17,991		6,537,929
NVIDIA Corp.		659,620		80,071,272
QUALCOMM, Inc.		220,901		24,957,395
Taiwan Semiconductor Manufacturing Co. Ltd. Sponsored ADR		60,969		4,180,035
Texas Instruments, Inc.		51,657		7,995,470
				153,029,830
Software — 17.8%
Atlassian Corp. PLC Class A (a)		43,402		9,140,027
Autodesk, Inc. (a)		240,723		44,967,057
Bill.com Holdings, Inc. (a)		58,028		7,681,166

	Number of Shares		Value
Canva, Inc. (Acquired 8/16/21, Cost $2,302,739) (a) (c) (d) (e)		1,351	$	1,290,137
Confluent, Inc. Class A (a)		80,739		1,919,166
Datadog, Inc. Class A (a)		35,989		3,195,104
Gusto, Inc. (Acquired 4/10/21, Cost $765,943) (a) (c) (d) (e)		26,606		500,991
HashiCorp, Inc. Class A (a)		18,050		581,030
Intuit, Inc.		61,910		23,978,981
Microsoft Corp.		813,256		189,407,324
MongoDB, Inc. (a)		31,130		6,181,173
MSCI, Inc.		5,732		2,417,700
Oracle Corp.		722,555		44,126,434
Paycom Software, Inc. (a)		5,292		1,746,307
Roper Technologies, Inc.		21,681		7,797,355
Salesforce, Inc. (a)		251,373		36,157,492
ServiceNow, Inc. (a)		80,757		30,494,651
Snowflake, Inc. Class A (a)		21,165		3,597,203
Synopsys, Inc. (a)		63,437		19,380,638
Veeva Systems, Inc. Class A (a)		23,522		3,878,307
Workday, Inc. Class A (a)		87,829		13,369,329
				451,807,572
				719,894,881

TOTAL COMMON STOCK (Cost $2,098,105,348)				2,517,303,651

PREFERRED STOCK — 0.1%
Technology — 0.1%
Software — 0.1%
Canva, Inc., Series A (Acquired 11/04/21-12/17/21, Cost $144,893) (a) (c) (d) (e)		85		81,171
Canva, Inc., Series A-3 (Acquired 11/04/21-12/17/21, Cost $17,043) (a) (c) (d) (e)		10		9,550
Databricks, Inc., Series G (Acquired 2/01/21, Cost $815,183) (a) (c) (d) (e)		13,788		762,384
Databricks, Inc., Series H (Acquired 8/31/21, Cost $2,202,319) (a) (c) (d) (e)		29,970		1,657,140
Gusto, Inc., Series E (Acquired 7/13/21, Cost $1,117,484) (a) (c) (d) (e)		36,765		692,285
				3,202,530

TOTAL PREFERRED STOCK (Cost $4,296,923)				3,202,530

TOTAL EQUITIES (Cost $2,102,402,271)				2,520,506,181

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

140

MassMutual Blue Chip Growth Fund — Portfolio of Investments (Continued)

	Principal Amount		Value
BONDS & NOTES — 0.1%
CORPORATE DEBT — 0.1%
Retail — 0.1%
Carvana Co.
10.250% 5/01/30 ^(b) ^(f)	$	3,685,000	$	2,459,737

TOTAL CORPORATE DEBT (Cost $3,685,000)				2,459,737

TOTAL BONDS & NOTES (Cost $3,685,000)				2,459,737

MUTUAL FUNDS — 0.2%
Diversified Financial Services — 0.2%
State Street Navigator Securities Lending Government Money Market Portfolio (g)		5,185,964		5,185,964

TOTAL MUTUAL FUNDS (Cost $5,185,964)				5,185,964

TOTAL LONG-TERM INVESTMENTS (Cost $2,111,273,235)				2,528,151,882
	Number of Shares
SHORT-TERM INVESTMENTS — 0.2%
Mutual Fund — 0.0%
T. Rowe Price Government Reserve Investment Fund		101		101
	Principal Amount
Repurchase Agreement — 0.2%
Fixed Income Clearing Corp., Repurchase Agreement, dated 9/30/22, 0.830%, due 10/03/22 (h)		5,924,441		5,924,441

TOTAL SHORT-TERM INVESTMENTS (Cost $5,924,542)				5,924,542

TOTAL INVESTMENTS — 100.0% (Cost $2,117,197,777) ⁽ⁱ⁾				2,534,076,424

Other Assets/(Liabilities) — (0.0)%				(926,406	)

NET ASSETS — 100.0%			$	2,533,150,018

Abbreviation Legend

ADR	American Depositary Receipt

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Non-income producing security.

(b)

Denotes all or a portion of security on loan. The total value of securities on loan as of September 30, 2022, was $14,048,803 or 0.55% of net assets. The Fund received $9,181,968 of non-cash collateral (U.S. Treasury and/or Agency obligations) related to securities lending activity. This amount is not reflected on either the Portfolio of Investments or the Statement of Assets and Liabilities. (Note 2).

(c)	Investment is valued using significant unobservable inputs.

(d)	This security is fair valued in good faith in accordance with procedures approved by the Board of Trustees. At September 30, 2022, these securities amounted to a value of $6,729,451 or 0.27% of net assets.

(e)	Restricted security. Certain securities are restricted as to resale. At September 30, 2022, these securities amounted to a value of $6,729,451 or 0.27% of net assets. The Fund generally bears the costs, if any, associated with the disposition of restricted securities.

(f)

(g)	Represents investment of security lending cash collateral. (Note 2).

(h)	Maturity value of $5,924,851. Collateralized by U.S. Government Agency obligations with a rate of 0.000%, maturity date of 3/30/23, and an aggregate market value, including accrued interest, of $6,043,096.

(i)	See Note 6 for aggregate cost for federal tax purposes.

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

141

MassMutual Growth Opportunities Fund — Portfolio of Investments

September 30, 2022

	Number of Shares		Value
EQUITIES — 98.1%
COMMON STOCK — 98.1%
Communications — 26.0%
Internet — 23.8%
Airbnb, Inc. Class A (a)		44,318	$	4,655,162
Amazon.com, Inc. (a)		184,739		20,875,507
DoorDash, Inc., Class A (a)		35,849		1,772,733
Match Group, Inc. (a)		115,167		5,499,224
Meta Platforms, Inc. Class A (a)		15,189		2,060,844
Netflix, Inc. (a)		18,889		4,447,226
Sea Ltd. ADR (a) (b)		80,321		4,501,992
Shopify, Inc. Class A (a)		98,848		2,662,965
Uber Technologies, Inc. (a)		349,047		9,249,745
				55,725,398
Media — 2.2%
Charter Communications, Inc. Class A (a)		17,042		5,169,691
				60,895,089
Consumer, Cyclical — 3.9%
Apparel — 1.6%
NIKE, Inc. Class B		43,547		3,619,627
Entertainment — 1.1%
Warner Music Group Corp. Class A		112,425		2,609,384
Retail — 1.2%
Floor & Decor Holdings, Inc. Class A (a)		40,035		2,812,859
				9,041,870
Consumer, Non-cyclical — 19.6%
Biotechnology — 1.2%
Sarepta Therapeutics, Inc. (a)		24,763		2,737,302
Commercial Services — 6.1%
Block, Inc. (a)		93,384		5,135,186
CoStar Group, Inc. (a)		81,120		5,650,008
S&P Global, Inc.		11,300		3,450,455
				14,235,649
Health Care – Products — 7.4%
10X Genomics, Inc. Class A (a)		34,900		993,952
Align Technology, Inc. (a)		19,278		3,992,667
Edwards Lifesciences Corp. (a)		108,310		8,949,655
Intuitive Surgical, Inc. (a)		18,043		3,381,980
				17,318,254
Health Care – Services — 1.8%
Catalent, Inc. (a)		59,195		4,283,350
Pharmaceuticals — 3.1%
DexCom, Inc. (a)		90,171		7,262,373
				45,836,928

	Number of Shares		Value
Financial — 11.9%
Diversified Financial Services — 10.7%
Mastercard, Inc. Class A		28,350	$	8,061,039
Visa, Inc. Class A (b)		95,534		16,971,615
				25,032,654
Private Equity — 1.2%
KKR & Co., Inc.		66,621		2,864,703
				27,897,357
Industrial — 5.8%
Aerospace & Defense — 1.6%
The Boeing Co. (a)		31,770		3,846,712
Environmental Controls — 2.0%
Waste Management, Inc.		28,883		4,627,345
Transportation — 2.2%
Canadian Pacific Railway Ltd. (b)		75,604		5,044,299
				13,518,356
Technology — 30.9%
Semiconductors — 3.2%
Lam Research Corp.		8,522		3,119,052
NVIDIA Corp.		35,386		4,295,507
				7,414,559
Software — 27.7%
Atlassian Corp. PLC Class A (a)		30,371		6,395,829
Cloudflare, Inc. Class A (a)		69,290		3,832,430
Coupa Software, Inc. (a)		31,948		1,878,542
Datadog, Inc. Class A (a)		54,190		4,810,988
Gitlab, Inc. Class A (a) (b)		44,841		2,296,756
Intuit, Inc.		12,612		4,884,880
Microsoft Corp.		59,395		13,833,096
ServiceNow, Inc. (a)		34,527		13,037,740
Snowflake, Inc. Class A (a)		44,452		7,555,062
Twilio, Inc. Class A (a)		25,774		1,782,014
Veeva Systems, Inc. Class A (a)		26,944		4,442,527
				64,749,864
				72,164,423

TOTAL COMMON STOCK (Cost $274,336,749)				229,354,023

TOTAL EQUITIES (Cost $274,336,749)				229,354,023

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

142

MassMutual Growth Opportunities Fund — Portfolio of Investments (Continued)

	Number of Shares		Value
MUTUAL FUNDS — 2.9%
Diversified Financial Services — 2.9%
State Street Navigator Securities Lending Government Money Market Portfolio (c)		6,702,873	$	6,702,873

TOTAL MUTUAL FUNDS (Cost $6,702,873)				6,702,873

TOTAL LONG-TERM INVESTMENTS (Cost $281,039,622)				236,056,896
	Principal Amount
SHORT-TERM INVESTMENTS — 2.5%
Repurchase Agreement — 2.5%
Fixed Income Clearing Corp., Repurchase Agreement, dated 9/30/22, 0.830%, due 10/03/22 (d)	$	5,911,529		5,911,529

TOTAL SHORT-TERM INVESTMENTS (Cost $5,911,529)				5,911,529

TOTAL INVESTMENTS — 103.5% (Cost $286,951,151) ^(e)				241,968,425

Other Assets/(Liabilities) — (3.5)%				(8,145,877	)

NET ASSETS — 100.0%			$	233,822,548

Abbreviation Legend

ADR	American Depositary Receipt

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Non-income producing security.

(b)

Denotes all or a portion of security on loan. The total value of securities on loan as of September 30, 2022, was $12,422,337 or 5.31% of net assets. The Fund received $5,999,994 of non-cash collateral (U.S. Treasury and/or Agency obligations) related to securities lending activity. This amount is not reflected on either the Portfolio of Investments or the Statement of Assets and Liabilities. (Note 2).

(c)	Represents investment of security lending cash collateral. (Note 2).

(d)	Maturity value of $5,911,938. Collateralized by U.S. Government Agency obligations with rates ranging from 0.000% - 3.500%, maturity dates ranging from 3/30/23 - 9/15/25, and an aggregate market value, including accrued interest, of $6,029,807.

(e)	See Note 6 for aggregate cost for federal tax purposes.

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

143

MassMutual Mid Cap Value Fund — Portfolio of Investments

September 30, 2022

	Number of Shares		Value
EQUITIES — 96.9%
COMMON STOCK — 96.6%
Basic Materials — 3.4%
Chemicals — 2.5%
Akzo Nobel NV		5,854	$	330,143
Axalta Coating Systems Ltd. (a)		14,673		309,013
Celanese Corp.		572		51,675
CF Industries Holdings, Inc.		151		14,534
Huntsman Corp.		1,047		25,693
LyondellBasell Industries NV Class A		7,600		572,128
The Mosaic Co.		8,300		401,139
Olin Corp.		19,163		821,709
				2,526,034
Forest Products & Paper — 0.2%
Mondi PLC		10,745		165,974
Iron & Steel — 0.7%
Cleveland-Cliffs, Inc. (a)		20,900		281,523
United States Steel Corp.		24,204		438,576
				720,099
				3,412,107
Communications — 7.2%
Advertising — 0.5%
The Interpublic Group of Cos., Inc.		18,167		465,075
Internet — 1.1%
F5, Inc. (a)		2,828		409,297
GoDaddy, Inc. Class A (a)		2,875		203,780
IAC, Inc. (a)		9,700		537,186
				1,150,263
Media — 4.9%
Altice USA, Inc. Class A (a)		39,300		229,119
DISH Network Corp. Class A (a)		38,400		531,072
Fox Corp. Class A		16,300		500,084
Fox Corp. Class B		18,609		530,356
Liberty Broadband Corp. Class C (a)		11,900		878,220
Liberty Global PLC Class A (a)		34,900		544,091
Liberty Media Corp-Liberty SiriusXM Class C (a)		19,800		746,658
News Corp. Class A		37,317		563,860
Warner Bros Discovery, Inc. (a)		34,927		401,661
				4,925,121
Telecommunications — 0.7%
Corning, Inc.		18,805		545,721
Juniper Networks, Inc.		5,391		140,813
				686,534
				7,226,993

	Number of Shares		Value
Consumer, Cyclical — 8.6%
Airlines — 1.1%
Alaska Air Group, Inc. (a)		672	$	26,309
Southwest Airlines Co. (a)		18,305		564,526
United Airlines Holdings, Inc. (a)		15,520		504,865
				1,095,700
Apparel — 0.5%
PVH Corp.		2,653		118,854
Ralph Lauren Corp.		248		21,063
Tapestry, Inc.		13,342		379,313
				519,230
Auto Manufacturers — 1.1%
Cummins, Inc.		4,779		972,574
PACCAR, Inc.		1,936		162,024
				1,134,598
Auto Parts & Equipment — 0.8%
Aptiv PLC (a)		1,431		111,918
BorgWarner, Inc.		16,954		532,356
Cie Generale des Etablissements Michelin SCA		8,113		180,749
				825,023
Distribution & Wholesale — 0.7%
LKQ Corp.		15,400		726,110
Food Services — 0.3%
Sodexo SA		4,237		318,662
Home Builders — 0.0%
Toll Brothers, Inc.		345		14,490
Home Furnishing — 0.2%
Dolby Laboratories, Inc. Class A		2,380		155,057
Leisure Time — 0.1%
Polaris, Inc.		386		36,921
Lodging — 0.0%
Boyd Gaming Corp.		660		31,449
Retail — 3.8%
Advance Auto Parts, Inc.		3,695		577,676
Bath & Body Works, Inc.		12,076		393,678
Beacon Roofing Supply, Inc. (a)		2,091		114,420
Dick’s Sporting Goods, Inc. (b)		753		78,794
Dollar Tree, Inc. (a)		8,563		1,165,424
Macy’s, Inc.		14,624		229,158
MSC Industrial Direct Co., Inc. Class A		7,301		531,586
Ross Stores, Inc.		7,600		640,452
Williams-Sonoma, Inc.		1,226		144,484
				3,875,672
				8,732,912

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

144

MassMutual Mid Cap Value Fund — Portfolio of Investments (Continued)

	Number of Shares		Value
Consumer, Non-cyclical — 19.0%
Agriculture — 0.0%
Archer-Daniels-Midland Co.		205	$	16,492
Beverages — 0.7%
Brown-Forman Corp. Class B		1,380		91,867
Molson Coors Beverage Co. Class B		13,500		647,865
				739,732
Biotechnology — 0.9%
Corteva, Inc.		11,697		668,483
Incyte Corp. (a)		1,815		120,952
United Therapeutics Corp. (a)		600		125,628
				915,063
Commercial Services — 1.3%
Euronet Worldwide, Inc. (a)		601		45,532
FleetCor Technologies, Inc. (a)		3,300		581,361
Gartner, Inc. (a)		77		21,305
Global Payments, Inc.		6,000		648,300
				1,296,498
Cosmetics & Personal Care — 0.0%
Coty, Inc. Class A (a)		1,719		10,864
Food — 3.9%
Campbell Soup Co.		3,008		141,737
Conagra Brands, Inc.		19,948		650,903
The J.M. Smucker Co.		3,822		525,181
Kellogg Co.		602		41,935
Koninklijke Ahold Delhaize NV		25,115		639,527
The Kraft Heinz Co.		12,000		400,200
The Kroger Co.		14,180		620,375
Orkla ASA		14,211		103,185
Post Holdings, Inc. (a)		10,100		827,291
				3,950,334
Health Care – Products — 3.9%
Baxter International, Inc.		3,825		206,015
Henry Schein, Inc. (a)		16,964		1,115,722
Hologic, Inc. (a)		12,247		790,176
Koninklijke Philips NV		33,100		509,409
Zimmer Biomet Holdings, Inc.		12,303		1,286,279
				3,907,601
Health Care – Services — 3.9%
Centene Corp. (a)		6,700		521,327
Encompass Health Corp.		532		24,062
HCA Healthcare, Inc.		193		35,472
IQVIA Holdings, Inc. (a)		78		14,129
Laboratory Corp. of America Holdings		5,864		1,201,006
Molina Healthcare, Inc. (a)		911		300,484
Quest Diagnostics, Inc.		10,135		1,243,463

	Number of Shares		Value
Universal Health Services, Inc. Class B		6,156	$	542,836
				3,882,779
Household Products & Wares — 0.6%
Avery Dennison Corp.		204		33,191
Kimberly-Clark Corp.		4,822		542,668
				575,859
Pharmaceuticals — 3.8%
AmerisourceBergen Corp.		9,556		1,293,213
Becton Dickinson and Co.		865		192,748
Cardinal Health, Inc.		10,566		704,541
Dentsply Sirona, Inc.		8,092		229,408
Embecta Corp.		10,187		293,284
Jazz Pharmaceuticals PLC (a)		678		90,371
McKesson Corp.		51		17,333
Organon & Co.		14,500		339,300
Perrigo Co. PLC		19,100		681,106
Premier, Inc. Class A		625		21,213
				3,862,517
				19,157,739
Energy — 6.3%
Oil & Gas — 4.4%
APA Corp.		15,727		537,706
Chesapeake Energy Corp. (b)		4,600		433,366
Devon Energy Corp.		18,197		1,094,186
Diamondback Energy, Inc.		4,770		574,594
EQT Corp.		10,146		413,449
HF Sinclair Corp.		8,373		450,802
Marathon Oil Corp.		26,736		603,699
Phillips 66		2,183		176,212
Pioneer Natural Resources Co.		592		128,186
Range Resources Corp.		2,320		58,603
				4,470,803
Oil & Gas Services — 0.2%
Baker Hughes Co.		11,440		239,782
Pipelines — 1.7%
Enterprise Products Partners LP (c)		16,793		399,338
Kinder Morgan, Inc.		36,500		607,360
The Williams Cos., Inc.		24,400		698,572
				1,705,270
				6,415,855
Financial — 27.3%
Banks — 7.9%
The Bank of New York Mellon Corp.		23,313		898,017
Comerica, Inc.		6,723		478,005
Cullen/Frost Bankers, Inc.		309		40,856
East West Bancorp, Inc.		4,866		326,703

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

145

MassMutual Mid Cap Value Fund — Portfolio of Investments (Continued)

	Number of Shares		Value
First Citizens BancShares, Inc. Class A		994	$	792,645
First Hawaiian, Inc.		22,176		546,195
First Republic Bank		6,310		823,771
KeyCorp.		33,807		541,588
Northern Trust Corp.		17,022		1,456,402
Prosperity Bancshares, Inc.		6,991		466,160
Regions Financial Corp.		28,243		566,837
Truist Financial Corp.		13,429		584,699
Umpqua Holdings Corp.		1,148		19,619
US Bancorp		6,094		245,710
Westamerica Bancorp.		4,195		219,357
				8,006,564
Diversified Financial Services — 2.3%
Affiliated Managers Group, Inc.		1,872		209,383
Ally Financial, Inc.		15,800		439,714
Ameriprise Financial, Inc.		3,435		865,449
Evercore, Inc. Class A		201		16,532
Stifel Financial Corp.		3,858		200,269
T. Rowe Price Group, Inc.		5,506		578,185
				2,309,532
Insurance — 8.6%
Aflac, Inc.		6,315		354,903
Alleghany Corp. (a)		1,400		1,175,118
The Allstate Corp.		11,619		1,446,914
Arch Capital Group Ltd. (a)		15,800		719,532
Axis Capital Holdings Ltd.		409		20,102
Chubb Ltd.		962		174,969
Equitable Holdings, Inc.		20,472		539,437
Fidelity National Financial, Inc.		18,400		666,080
The Hanover Insurance Group, Inc.		2,496		319,838
The Hartford Financial Services Group, Inc.		9,847		609,923
Loews Corp.		7,400		368,816
Markel Corp. (a)		500		542,110
Old Republic International Corp.		18,000		376,740
Reinsurance Group of America, Inc.		7,446		936,781
Voya Financial, Inc.		516		31,218
Willis Towers Watson PLC		2,000		401,880
				8,684,361
Private Equity — 0.3%
The Carlyle Group, Inc.		11,190		289,150
Real Estate — 0.9%
CBRE Group, Inc. Class A (a)		7,972		538,190
Jones Lang LaSalle, Inc. (a)		2,671		403,508
				941,698
Real Estate Investment Trusts (REITS) — 7.1%
Annaly Capital Management, Inc.		26,250		450,450
Apartment Income REIT Corp.		7,784		300,618

	Number of Shares		Value
Camden Property Trust		3,994	$	477,083
Duke Realty Corp.		5,546		267,317
Equinix, Inc.		809		460,192
Essex Property Trust, Inc.		1,724		417,605
First Industrial Realty Trust, Inc.		694		31,098
Gaming and Leisure Properties, Inc.		15,237		674,085
Healthcare Realty Trust, Inc.		6,337		132,126
Healthpeak Properties, Inc.		22,975		526,587
Host Hotels & Resorts, Inc.		30,657		486,833
JBG SMITH Properties		33,143		615,797
Mid-America Apartment Communities, Inc.		3,299		511,576
Public Storage		754		220,779
Realty Income Corp.		7,901		459,838
Regency Centers Corp.		8,218		442,539
SBA Communications Corp.		319		90,803
UDR, Inc.		6,018		251,011
VICI Properties, Inc.		3,792		113,191
Weyerhaeuser Co.		3,507		100,160
WP Carey, Inc.		2,681		187,134
				7,216,822
Savings & Loans — 0.2%
Capitol Federal Financial, Inc.		17,778		147,557
				27,595,684
Industrial — 12.7%
Building Materials — 1.7%
Builders FirstSource, Inc. (a)		5,500		324,060
Cie de Saint-Gobain		7,934		282,957
Louisiana-Pacific Corp.		7,263		371,793
Masco Corp.		9,409		439,306
Owens Corning		3,507		275,685
				1,693,801
Electrical Components & Equipment — 0.8%
Emerson Electric Co.		10,324		755,923
Electronics — 2.1%
Agilent Technologies, Inc.		165		20,056
Atkore, Inc. (a)		2,096		163,090
Flex Ltd. (a)		21,200		353,192
Hubbell, Inc.		365		81,395
nVent Electric PLC		24,017		759,177
TE Connectivity Ltd.		3,040		335,494
Vontier Corp.		27,302		456,217
				2,168,621
Engineering & Construction — 0.3%
Vinci SA		3,471		278,810
Environmental Controls — 0.2%
Republic Services, Inc.		1,346		183,110

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

146

MassMutual Mid Cap Value Fund — Portfolio of Investments (Continued)

	Number of Shares		Value
Tetra Tech, Inc.		166	$	21,336
				204,446
Hand & Machine Tools — 0.1%
Stanley Black & Decker, Inc.		1,579		118,757
Machinery – Construction & Mining — 0.7%
Oshkosh Corp.		10,363		728,415
Machinery – Diversified — 0.4%
CNH Industrial NV		25,400		283,718
IMI PLC		13,525		167,801
				451,519
Miscellaneous - Manufacturing — 1.4%
A.O. Smith Corp.		6,160		299,253
Parker-Hannifin Corp.		2,332		565,067
Textron, Inc.		9,509		553,994
				1,418,314
Packaging & Containers — 2.5%
Amcor PLC		20,429		219,203
Berry Global Group, Inc. (a)		3,000		139,590
Graphic Packaging Holding Co.		27,500		542,850
Packaging Corp. of America		4,887		548,761
Sealed Air Corp.		10,464		465,753
Sonoco Products Co.		3,578		202,980
WestRock Co.		13,281		410,250
				2,529,387
Shipbuilding — 1.2%
Huntington Ingalls Industries, Inc.		5,317		1,177,715
Transportation — 1.3%
Expeditors International of Washington, Inc.		5,800		512,198
FedEx Corp.		2,200		326,634
Heartland Express, Inc.		16,793		240,308
Kirby Corp. (a)		318		19,325
Knight-Swift Transportation Holdings, Inc.		819		40,073
Ryder System, Inc.		1,979		149,395
				1,287,933
				12,813,641
Technology — 3.2%
Computers — 2.1%
Amdocs Ltd.		3,686		292,853
Dell Technologies, Inc.		2,542		86,860
DXC Technology Co. (a)		9,251		226,465
Fortinet, Inc. (a)		380		18,669
HP, Inc.		30,672		764,346
Lumentum Holdings, Inc. (a)		2,661		182,465
Western Digital Corp. (a)		17,100		556,605
				2,128,263

	Number of Shares		Value
Semiconductors — 0.2%
Applied Materials, Inc.		1,708	$	139,937
Teradyne, Inc.		1,100		82,665
				222,602
Software — 0.9%
Cadence Design Systems, Inc. (a)		106		17,324
DocuSign, Inc. (a)		61		3,262
Dropbox, Inc. Class A (a)		736		15,250
Electronic Arts, Inc.		2,825		326,881
Manhattan Associates, Inc. (a)		229		30,464
Open Text Corp.		6,233		164,800
SS&C Technologies Holdings, Inc		3,500		167,125
Synopsys, Inc. (a)		448		136,868
Teradata Corp. (a)		409		12,703
				874,677
				3,225,542
Utilities — 8.9%
Electric — 7.1%
CenterPoint Energy, Inc.		16,900		476,242
Constellation Energy Corp.		2,519		209,556
DTE Energy Co.		4,649		534,867
Duke Energy Corp.		382		35,534
Edison International		19,279		1,090,806
Entergy Corp.		5,433		546,723
Evergy, Inc.		12,186		723,848
Eversource Energy		9,303		725,262
NorthWestern Corp.		10,222		503,740
OGE Energy Corp.		17,100		623,466
PG&E Corp. (a)		6,681		83,512
Pinnacle West Capital Corp.		6,400		412,864
Vistra Corp.		29,400		617,400
Xcel Energy, Inc.		9,680		619,520
				7,203,340
Gas — 1.8%
Atmos Energy Corp.		839		85,452
NiSource, Inc.		25,100		632,269
Spire, Inc.		9,894		616,693
UGI Corp.		15,700		507,581
				1,841,995
				9,045,335

TOTAL COMMON STOCK (Cost $112,052,258)				97,625,808

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

147

MassMutual Mid Cap Value Fund — Portfolio of Investments (Continued)

	Number of Shares		Value
PREFERRED STOCK — 0.3%
Consumer, Non-cyclical — 0.3%
Household Products & Wares — 0.3%
Henkel AG & Co. KGaA		5,365	$	320,678

TOTAL PREFERRED STOCK (Cost $347,763)				320,678

TOTAL EQUITIES (Cost $112,400,021)				97,946,486

MUTUAL FUNDS — 0.7%
Diversified Financial Services — 0.7%
iShares Russell Mid-Cap Value ETF		6,717		645,168
State Street Navigator Securities Lending Government Money Market Portfolio (d)		68,961		68,961
				714,129

TOTAL MUTUAL FUNDS (Cost $776,228)				714,129

TOTAL LONG-TERM INVESTMENTS (Cost $113,176,249)				98,660,615

Currency Legend

EUR

Euro

GBP	British Pound

NOK	Norwegian Krone

USD	U.S. Dollar

	Principal Amount		Value
SHORT-TERM INVESTMENTS — 2.7%
Repurchase Agreement — 2.7%
Fixed Income Clearing Corp., Repurchase Agreement, dated 9/30/22, 0.830%, due 10/03/22 (e)	$	2,750,893	$	2,750,893
TOTAL SHORT-TERM INVESTMENTS (Cost $2,750,893)				2,750,893

TOTAL INVESTMENTS — 100.3% (Cost $115,927,142) ^(f)				101,411,508

Other Assets/(Liabilities) — (0.3)%				(350,453	)

NET ASSETS — 100.0%			$	101,061,055

Abbreviation Legend

ETF	Exchange-Traded Fund

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Non-income producing security.

(b)

Denotes all or a portion of security on loan. The total value of securities on loan as of September 30, 2022, was $494,945 or 0.49% of net assets. The Fund received $436,212 of non-cash collateral (U.S. Treasury and/or Agency obligations) related to securities lending activity. This amount is not reflected on either the Portfolio of Investments or the Statement of Assets and Liabilities. (Note 2).

(c)	Security is a Master Limited Partnership

(d)	Represents investment of security lending cash collateral. (Note 2).

(e)	Maturity value of $2,751,083. Collateralized by U.S. Government Agency obligations with rates ranging from 0.000% - 3.500%, maturity dates ranging from 3/30/23 - 9/15/25, and an aggregate market value, including accrued interest, of $2,806,097.

(f)	See Note 6 for aggregate cost for federal tax purposes.

Forward contracts

Counterparty	Settlement Date		Currency Purchased			Currency Sold			Unrealized Appreciation (Depreciation)
Bank of America N.A.		12/30/22		GBP	8,137		USD	8,703	$	395
Bank of America N.A.		12/30/22		USD	294,098		GBP	260,269		3,088
JP Morgan Chase Bank N.A.		12/30/22		EUR	71,062		USD	68,765		1,376
JP Morgan Chase Bank N.A.		12/30/22		USD	2,104,580		EUR	2,142,077		(9,726	)
UBS AG		12/30/22		NOK	118,298		USD	11,066		(178	)
UBS AG		12/30/22		USD	101,932		NOK	1,058,072		4,542
									$	(503	)

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

148

MassMutual Small Cap Value Equity Fund — Portfolio of Investments

September 30, 2022

	Number of Shares		Value
EQUITIES — 97.1%
COMMON STOCK — 97.1%
Basic Materials — 8.4%
Chemicals — 4.6%
Axalta Coating Systems Ltd. (a)		13,147	$	276,876
Cabot Corp.		11,161		713,076
Element Solutions, Inc.		26,791		435,889
H.B. Fuller Co.		4,507		270,871
Mativ Holdings, Inc.		17,950		396,336
Orion Engineered Carbons SA		14,166		189,116
				2,282,164
Iron & Steel — 2.0%
ATI, Inc. (a)		36,949		983,213
Mining — 1.8%
Ferroglobe PLC (a)		49,318		260,399
Kaiser Aluminum Corp.		10,123		621,046
				881,445
				4,146,822
Communications — 3.8%
Internet — 1.8%
ePlus, Inc. (a)		6,397		265,731
Perficient, Inc. (a)		20		1,300
Shutterstock, Inc.		6,244		313,262
Ziff Davis, Inc. (a)		4,441		304,120
				884,413
Media — 0.5%
WideOpenWest, Inc. (a)		16,979		208,332
Telecommunications — 1.5%
Ciena Corp. (a)		9,344		377,778
Infinera Corp. (a) (b)		76,313		369,355
				747,133
				1,839,878
Consumer, Cyclical — 11.5%
Apparel — 1.6%
Deckers Outdoor Corp. (a)		1,228		383,885
Kontoor Brands, Inc.		11,260		378,449
				762,334
Auto Parts & Equipment — 5.2%
Adient PLC (a)		23,361		648,268
American Axle & Manufacturing Holdings, Inc. (a)		84,879		579,724
Gentherm, Inc. (a)		16,770		833,972
Visteon Corp. (a)		4,503		477,588
				2,539,552
Food Services — 0.9%
Aramark		14,871		463,975

	Number of Shares		Value
Home Builders — 1.2%
Century Communities, Inc.		6,502	$	278,155
TRI Pointe Homes, Inc. (a)		19,888		300,508
				578,663
Lodging — 0.4%
Wyndham Hotels & Resorts, Inc.		3,146		193,007
Office Furnishings — 0.8%
Interface, Inc.		43,348		389,698
Retail — 0.6%
Five Below, Inc. (a)		2,160		297,367
Textiles — 0.8%
UniFirst Corp.		2,411		405,603
				5,630,199
Consumer, Non-cyclical — 14.5%
Agriculture — 1.9%
Darling Ingredients, Inc. (a)		14,016		927,159
Beverages — 0.4%
C&C Group PLC (a)		130,594		217,736
Commercial Services — 5.2%
BrightView Holdings, Inc. (a)		24,156		191,799
Huron Consulting Group, Inc. (a)		8,075		534,969
ICF International, Inc.		2,927		319,101
Monro, Inc.		9,074		394,356
Sterling Check Corp. (a) (b)		15,239		268,816
WillScot Mobile Mini Holdings Corp. (a)		20,246		816,521
				2,525,562
Food — 2.6%
Cranswick PLC		8,523		254,598
Post Holdings, Inc. (a)		2,862		234,427
SunOpta, Inc. (a)		53,471		486,586
United Natural Foods, Inc. (a)		8,590		295,238
				1,270,849
Health Care – Products — 2.4%
Azenta, Inc.		8,046		344,851
Haemonetics Corp. (a)		6,925		512,658
ICU Medical, Inc. (a)		2,271		342,013
				1,199,522
Health Care – Services — 0.6%
Syneos Health, Inc. (a)		6,395		301,524
Household Products & Wares — 0.8%
ACCO Brands Corp.		39,851		195,270
Spectrum Brands Holdings, Inc.		5,201		202,995
				398,265

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

149

MassMutual Small Cap Value Equity Fund — Portfolio of Investments (Continued)

	Number of Shares		Value
Pharmaceuticals — 0.6%
Owens & Minor, Inc.		11,810	$	284,621
				7,125,238
Energy — 2.0%
Oil & Gas — 1.2%
Brigham Minerals, Inc. Class A		11,626		286,814
Chord Energy Corp.		2,342		320,315
				607,129
Oil & Gas Services — 0.8%
NOW, Inc. (a)		37,377		375,639
				982,768
Financial — 23.8%
Banks — 12.8%
Atlantic Union Bankshares Corp.		7,986		242,615
Cadence Bank		11,766		298,974
Eastern Bankshares, Inc.		17,866		350,888
First Citizens BancShares, Inc. Class A		622		496,001
First Interstate BancSystem, Inc. Class A		8,045		324,616
Hancock Whitney Corp.		8,641		395,844
International Bancshares Corp.		9,200		391,000
OFG Bancorp		34,003		854,495
Old National Bancorp		45,684		752,416
Synovus Financial Corp.		8,803		330,201
Texas Capital Bancshares, Inc. (a)		15,314		903,985
Umpqua Holdings Corp.		39,454		674,269
Webster Financial Corp.		6,384		288,557
				6,303,861
Diversified Financial Services — 0.7%
Air Lease Corp.		10,652		330,319
Insurance — 4.7%
Assured Guaranty Ltd.		5,579		270,302
Kemper Corp.		9,589		395,642
NMI Holdings, Inc. Class A (a)		19,767		402,654
ProAssurance Corp.		14,210		277,237
Reinsurance Group of America, Inc.		3,526		443,606
SiriusPoint Ltd. (a)		34,165		169,117
White Mountains Insurance Group Ltd.		286		372,664
				2,331,222
Real Estate — 0.5%
Alexander & Baldwin, Inc.		15,048		249,496
Real Estate Investment Trusts (REITS) — 4.3%
Brandywine Realty Trust		12,427		83,882
Centerspace		4,268		287,322
Global Medical REIT, Inc.		14,907		127,008
LXP Industrial Trust		22,179		203,159

	Number of Shares		Value
Pebblebrook Hotel Trust		19,323	$	280,377
Phillips Edison & Co., Inc.		10,986		308,157
Piedmont Office Realty Trust, Inc. Class A		27,594		291,392
PotlatchDeltic Corp.		5,769		236,760
RPT Realty		36,728		277,664
				2,095,721
Savings & Loans — 0.8%
Banc of California, Inc.		24,609		393,006
				11,703,625
Industrial — 22.5%
Aerospace & Defense — 0.5%
Hexcel Corp.		5,285		273,340
Building Materials — 3.9%
American Woodmark Corp. (a)		5,513		241,800
Apogee Enterprises, Inc.		16,872		644,848
The AZEK Co., Inc (a)		7,436		123,586
Gibraltar Industries, Inc. (a)		16,352		669,287
Tyman PLC		98,564		215,976
				1,895,497
Electrical Components & Equipment — 1.0%
Belden, Inc.		7,979		478,900
Electronics — 3.5%
Coherent Corp. (a)		19,467		678,425
CTS Corp.		8,746		364,271
FARO Technologies, Inc. (a)		7,787		213,675
National Instruments Corp.		7,154		269,992
Vishay Precision Group, Inc. (a)		6,748		199,673
				1,726,036
Engineering & Construction — 0.1%
Primoris Services Corp.		1,934		31,428
Environmental Controls — 1.3%
Clean Harbors, Inc. (a)		3,174		349,077
Harsco Corp. (a)		72,160		269,878
				618,955
Hand & Machine Tools — 2.9%
Enerpac Tool Group Corp.		37,637		671,068
Kennametal, Inc.		24,659		507,482
Luxfer Holdings PLC		17,139		248,515
				1,427,065
Machinery – Diversified — 0.4%
Thermon Group Holdings, Inc. (a)		13,483		207,773
Metal Fabricate & Hardware — 0.6%
Standex International Corp.		3,893		317,863
Miscellaneous - Manufacturing — 1.3%
John Bean Technologies Corp.		2,881		247,766

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

150

MassMutual Small Cap Value Equity Fund — Portfolio of Investments (Continued)

	Number of Shares		Value
Materion Corp.		4,931	$	394,480
				642,246
Packaging & Containers — 1.9%
Sealed Air Corp.		10,003		445,234
TriMas Corp.		19,587		491,046
				936,280
Transportation — 3.2%
Air Transport Services Group, Inc. (a)		32,446		781,624
Dorian LPG Ltd.		10,019		135,958
Kirby Corp. (a)		11,161		678,254
				1,595,836
Trucking & Leasing — 1.9%
GATX Corp.		3,571		304,071
The Greenbrier Cos., Inc.		25,178		611,070
				915,141
				11,066,360
Technology — 9.1%
Computers — 3.7%
Science Applications International Corp.		4,798		424,287
Super Micro Computer, Inc. (a)		17,391		957,722
WNS Holdings Ltd. ADR (a)		5,158		422,131
				1,804,140
Semiconductors — 3.0%
Cohu, Inc. (a)		19,986		515,239
Diodes, Inc. (a)		8,046		522,266
Photronics, Inc. (a)		28,812		421,231
				1,458,736
Software — 2.4%
ACI Worldwide, Inc. (a)		16,612		347,191
Concentrix Corp.		2,934		327,522
Digital Turbine, Inc. (a)		6,861		98,867
Progress Software Corp.		9,859		419,501
				1,193,081
				4,455,957
Utilities — 1.5%
Gas — 1.5%
New Jersey Resources Corp.		5,977		231,310
Spire, Inc.		2,796		174,275
UGI Corp.		9,747		315,120
				720,705

TOTAL COMMON STOCK (Cost $47,608,592)				47,671,552

TOTAL EQUITIES (Cost $47,608,592)				47,671,552

	Number of Shares		Value
MUTUAL FUNDS — 0.5%
Diversified Financial Services — 0.5%
State Street Navigator Securities Lending Government Money Market Portfolio (c)		246,505	$	246,505

TOTAL MUTUAL FUNDS (Cost $246,505)				246,505

TOTAL LONG-TERM INVESTMENTS (Cost $47,855,097)				47,918,057
	Principal Amount
SHORT-TERM INVESTMENTS — 4.7%
Repurchase Agreement — 4.7%
Fixed Income Clearing Corp., Repurchase Agreement, dated 9/30/22, 0.830%, due 10/03/22 (d)	$	2,276,333		2,276,333

TOTAL SHORT-TERM INVESTMENTS (Cost $2,276,333)				2,276,333

TOTAL INVESTMENTS — 102.3% (Cost $50,131,430) ^(e)				50,194,390

Other Assets/(Liabilities) — (2.3)%				(1,105,874	)

NET ASSETS — 100.0%			$	49,088,516

Abbreviation Legend

ADR	American Depositary Receipt

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Non-income producing security.

(b)

Denotes all or a portion of security on loan. The total value of securities on loan as of September 30, 2022, was $504,280 or 1.03% of net assets. The Fund received $272,858 of non-cash collateral (U.S. Treasury and/or Agency obligations) related to securities lending activity. This amount is not reflected on either the Portfolio of Investments or the Statement of Assets and Liabilities. (Note 2).

(c)	Represents investment of security lending cash collateral. (Note 2).

(d)	Maturity value of $2,276,491. Collateralized by U.S. Government Agency obligations with a rate of 0.000%, maturity date of 3/30/23, and an aggregate market value, including accrued interest, of $2,322,019.

(e)	See Note 6 for aggregate cost for federal tax purposes.

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

151

MassMutual Small Company Value Fund — Portfolio of Investments

September 30, 2022

	Number of Shares		Value
EQUITIES — 99.3%
COMMON STOCK — 99.3%
Basic Materials — 3.3%
Chemicals — 2.4%
AdvanSix, Inc.		41,060	$	1,318,026
Element Solutions, Inc.		21,814		354,914
H.B. Fuller Co.		23,950		1,439,395
Innospec, Inc.		10,460		896,108
Minerals Technologies, Inc.		12,451		615,204
				4,623,647
Iron & Steel — 0.9%
ATI, Inc. (a)		66,736		1,775,845
				6,399,492
Communications — 2.2%
Advertising — 0.2%
Entravision Communications Corp. Class A		100,543		399,156
Internet — 0.9%
Criteo SA Sponsored ADR (a)		63,861		1,726,163
Solo Brands, Inc. Class A (a)		28,928		109,926
				1,836,089
Media — 0.1%
Townsquare Media, Inc. Class A (a)		11,915		86,503
Telecommunications — 1.0%
A10 Networks, Inc.		99,309		1,317,831
Casa Systems, Inc. (a)		203,780		637,831
				1,955,662
				4,277,410
Consumer, Cyclical — 17.2%
Airlines — 0.6%
Alaska Air Group, Inc. (a)		30,160		1,180,764
Apparel — 0.6%
Tapestry, Inc.		42,015		1,194,486
Auto Manufacturers — 1.2%
Blue Bird Corp. (a) (b)		81,556		680,993
REV Group, Inc.		149,770		1,651,963
				2,332,956
Auto Parts & Equipment — 2.3%
Dana, Inc.		102,086		1,166,843
The Goodyear Tire & Rubber Co. (a)		174,550		1,761,210
The Shyft Group, Inc.		77,098		1,575,112
				4,503,165
Distribution & Wholesale — 1.1%
A-Mark Precious Metals, Inc.		16,449		466,987
H&E Equipment Services, Inc.		44,448		1,259,656

	Number of Shares		Value
KAR Auction Services, Inc. (a)		37,063	$	413,994
				2,140,637
Entertainment — 1.6%
Accel Entertainment, Inc. (a)		51,853		404,972
IMAX Corp. (a)		89,000		1,256,680
Penn Entertainment ,Inc. (a)		9,281		255,320
Six Flags Entertainment Corp. (a) (b)		66,710		1,180,767
				3,097,739
Home Builders — 2.3%
KB Home		56,280		1,458,778
Skyline Champion Corp. (a)		21,045		1,112,649
Taylor Morrison Home Corp. (a)		81,539		1,901,489
				4,472,916
Home Furnishing — 0.1%
MillerKnoll, Inc.		12,905		201,318
Vizio Holding Corp. Class A (a) (b)		13,267		115,954
				317,272
Leisure Time — 1.2%
Brunswick Corp.		17,118		1,120,373
Malibu Boats, Inc. Class A (a)		12,851		616,720
OneWater Marine, Inc. Class A (a)		17,981		541,408
				2,278,501
Lodging — 0.7%
Boyd Gaming Corp.		5,690		271,128
Hilton Grand Vacations, Inc. (a)		33,310		1,095,566
				1,366,694
Retail — 5.4%
Beacon Roofing Supply, Inc. (a)		18,090		989,885
Citi Trends, Inc. (a)		43,009		667,070
Dave & Buster’s Entertainment, Inc. (a)		15,340		476,000
Dine Brands Global, Inc.		24,190		1,537,516
Genesco, Inc. (a)		26,980		1,060,854
GMS, Inc. (a)		18,009		720,540
MarineMax, Inc. (a)		19,564		582,812
Papa John’s International, Inc.		19,220		1,345,592
Penske Automotive Group, Inc.		10,966		1,079,383
Red Robin Gourmet Burgers, Inc. (a)		23,754		159,864
RH (a)		1,401		344,744
Sally Beauty Holdings, Inc. (a)		134,460		1,694,196
				10,658,456
Textiles — 0.1%
UniFirst Corp.		685		115,238
				33,658,824

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

152

MassMutual Small Company Value Fund — Portfolio of Investments (Continued)

	Number of Shares		Value
Consumer, Non-cyclical — 11.6%
Commercial Services — 5.2%
Adtalem Global Education, Inc. (a)		48,619	$	1,772,163
AMN Healthcare Services, Inc. (a)		2,627		278,357
Barrett Business Services, Inc.		4,781		372,918
The Brink’s Co.		23,923		1,158,830
Deluxe Corp.		29,106		484,615
Euronet Worldwide, Inc. (a)		4,079		309,025
EVERTEC, Inc.		42,525		1,333,159
Herc Holdings, Inc.		18,054		1,875,449
Korn Ferry		43,753		2,054,203
Loomis AB		19,207		471,324
				10,110,043
Cosmetics & Personal Care — 0.6%
Edgewell Personal Care Co.		31,718		1,186,253
Food — 1.4%
The Hain Celestial Group, Inc. (a)		80,584		1,360,258
Nomad Foods Ltd. (a)		104,388		1,482,310
				2,842,568
Health Care – Products — 1.2%
Integra LifeSciences Holdings Corp. (a)		35,660		1,510,558
Patterson Cos., Inc.		28,072		674,289
Zimvie, Inc. (a)		9,842		97,141
				2,281,988
Health Care – Services — 2.5%
Acadia Healthcare Co., Inc. (a)		27,220		2,128,059
National HealthCare Corp.		576		36,484
Pediatrix Medical Group, Inc. (a)		94,880		1,566,469
Syneos Health, Inc. (a)		25,460		1,200,439
				4,931,451
Household Products & Wares — 0.5%
Spectrum Brands Holdings, Inc.		24,977		974,852
Pharmaceuticals — 0.2%
Embecta Corp.		15,817		455,371
				22,782,526
Energy — 3.7%
Energy – Alternate Sources — 0.2%
Enviva, Inc.		7,804		468,708
Oil & Gas — 3.0%
Earthstone Energy, Inc. Class A (a) (b)		12,162		149,836
Helmerich & Payne, Inc.		48,800		1,804,136
HF Sinclair Corp.		35,240		1,897,322
Magnolia Oil & Gas Corp. Class A		97,320		1,927,909
				5,779,203
Oil & Gas Services — 0.5%
ChampionX Corp.		50,659		991,396

	Number of Shares		Value
NCS Multistage Holdings, Inc. (a)		897	$	19,510
				1,010,906
				7,258,817
Financial — 36.9%
Banks — 21.3%
1st Source Corp.		31,748		1,469,932
Ameris Bancorp		21,164		946,242
Associated Banc-Corp.		103,929		2,086,894
Bank of Marin Bancorp		28,346		848,963
BankUnited, Inc.		86,767		2,964,828
Carter Bankshares, Inc. (a)		66,675		1,073,468
ConnectOne Bancorp, Inc.		14,238		328,328
F.N.B. Corp.		113,316		1,314,466
First BanCorp		272,540		3,728,347
First Hawaiian, Inc.		3,844		94,678
First Interstate BancSystem, Inc. Class A		10,886		439,250
First Merchants Corp.		6,492		251,111
First Mid Bancshares, Inc.		4,018		128,455
HarborOne Bancorp, Inc.		125,437		1,683,365
Heritage Financial Corp.		78,132		2,068,154
Home BancShares, Inc.		46,070		1,037,036
Independent Bank Corp.		1,680		125,210
Independent Bank Group, Inc.		35,592		2,184,993
Old National Bancorp		86,890		1,431,078
Origin Bancorp, Inc.		8,957		344,576
PacWest Bancorp		9,714		219,536
Premier Financial Corp.		65,598		1,685,869
QCR Holdings, Inc.		5,227		266,263
Sandy Spring Bancorp, Inc.		36,129		1,273,909
SouthState Corp.		17,300		1,368,776
Synovus Financial Corp.		45,377		1,702,091
Texas Capital Bancshares, Inc. (a)		38,700		2,284,461
Towne Bank		12,529		336,153
TriCo Bancshares		42,678		1,905,573
UMB Financial Corp.		15,201		1,281,292
Umpqua Holdings Corp.		76,284		1,303,694
Valley National Bancorp		95,849		1,035,169
Veritex Holdings, Inc.		24,711		657,066
Webster Financial Corp.		40,202		1,817,130
				41,686,356
Diversified Financial Services — 1.4%
Enact Holdings, Inc.		4,304		95,420
Moelis & Co. Class A		45,851		1,550,222
Stifel Financial Corp.		19,945		1,035,345
				2,680,987
Insurance — 2.8%
Axis Capital Holdings Ltd.		21,104		1,037,261

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

153

MassMutual Small Company Value Fund — Portfolio of Investments (Continued)

	Number of Shares		Value
The Hanover Insurance Group, Inc.		14,370	$	1,841,372
ProAssurance Corp.		14,631		285,451
Selective Insurance Group, Inc.		27,762		2,259,827
				5,423,911
Investment Companies — 0.5%
Compass Diversified Holdings (b)		60,272		1,088,512
Private Equity — 0.1%
Patria Investments Ltd. Class A		14,892		194,341
Real Estate Investment Trusts (REITS) — 7.1%
Broadstone Net Lease, Inc. (b)		99,420		1,543,993
CareTrust REIT, Inc.		24,056		435,654
Cousins Properties, Inc.		49,979		1,167,010
Easterly Government Properties, Inc.		14,287		225,306
Four Corners Property Trust, Inc.		22,365		541,009
Getty Realty Corp.		10,417		280,113
Highwoods Properties, Inc.		8,706		234,714
Independence Realty Trust, Inc.		111,740		1,869,410
Kite Realty Group Trust		27,803		478,768
National Health Investors, Inc.		7,631		431,380
National Storage Affiliates Trust		30,354		1,262,119
NETSTREIT Corp. (b)		86,362		1,538,107
Physicians Realty Trust		136,124		2,047,305
Sabra Health Care REIT, Inc.		15,326		201,077
STAG Industrial, Inc.		49,348		1,402,964
Summit Hotel Properties, Inc.		34,808		233,910
				13,892,839
Savings & Loans — 3.7%
Berkshire Hills Bancorp, Inc.		75,280		2,055,144
Pacific Premier Bancorp, Inc.		92,162		2,853,336
Provident Financial Services, Inc.		15,803		308,158
WSFS Financial Corp.		43,836		2,036,621
				7,253,259
				72,220,205
Industrial — 16.2%
Aerospace & Defense — 0.4%
Spirit AeroSystems Holdings, Inc. Class A		35,840		785,613
Building Materials — 1.4%
Hayward Holdings, Inc. (a)		38,530		341,761
Masonite International Corp. (a)		19,907		1,419,170
Mohawk Industries, Inc. (a)		3,939		359,198
Tecnoglass, Inc.		28,276		593,513
				2,713,642
Electrical Components & Equipment — 1.2%
Belden, Inc.		38,409		2,305,308
Graham Corp.		10,385		91,284
				2,396,592

	Number of Shares		Value
Electronics — 2.7%
Advanced Energy Industries, Inc.		3,235	$	250,421
Avnet, Inc.		32,453		1,172,202
Coherent Corp. (a)		39,641		1,381,489
RADA Electronic Industries Ltd. (a)		7,692		74,074
TTM Technologies, Inc. (a)		149,540		1,970,937
Vontier Corp.		28,198		471,189
				5,320,312
Engineering & Construction — 2.8%
Arcosa, Inc.		34,760		1,987,577
Dycom Industries, Inc. (a)		20,143		1,924,261
Fluor Corp. (a)		23,880		594,373
Great Lakes Dredge & Dock Corp. (a)		139,940		1,060,745
				5,566,956
Environmental Controls — 0.1%
CECO Environmental Corp. (a)		17,463		154,547
Charah Solutions, Inc. (a) (b)		29,837		54,602
				209,149
Hand & Machine Tools — 0.1%
Luxfer Holdings PLC		10,396		150,742
Machinery – Construction & Mining — 0.7%
Terex Corp.		45,649		1,357,601
Machinery – Diversified — 2.4%
Cactus, Inc. Class A		32,650		1,254,740
DXP Enterprises, Inc. (a)		11,209		265,429
Enovis Corp. (a)		14,528		669,305
Esab Corp.		10,923		364,391
Gates Industrial Corp. PLC (a)		72,474		707,346
Ichor Holdings Ltd. (a)		58,200		1,409,022
				4,670,233
Metal Fabricate & Hardware — 0.9%
Hillman Solutions Corp. (a)		26,839		202,366
The Timken Co.		25,178		1,486,509
				1,688,875
Miscellaneous - Manufacturing — 0.0%
DIRTT Environmental Solutions (a)		61,401		26,403
Packaging & Containers — 1.1%
Graphic Packaging Holding Co.		55,539		1,096,340
Karat Packaging, Inc. (a)		5,242		83,820
O-I Glass, Inc. (a)		40,691		526,948
Pactiv Evergreen, Inc.		60,333		526,707
				2,233,815
Transportation — 2.4%
ArcBest Corp.		30,780		2,238,630
Kirby Corp. (a)		18,820		1,143,691

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

154

MassMutual Small Company Value Fund — Portfolio of Investments (Continued)

	Number of Shares		Value
Star Bulk Carriers Corp.		76,510	$	1,337,395
				4,719,716
				31,839,649
Technology — 5.9%
Computers — 0.3%
Unisys Corp. (a)		80,062		604,468
Semiconductors — 1.8%
Cohu, Inc. (a)		21,603		556,926
Kulicke & Soffa Industries, Inc.		48,172		1,856,067
Magnachip Semiconductor Corp. (a)		107,980		1,105,715
				3,518,708
Software — 3.8%
ACI Worldwide, Inc. (a)		59,970		1,253,373
Change Healthcare, Inc. (a)		85,640		2,354,244
CommVault Systems, Inc. (a)		23,197		1,230,369
Digital Turbine, Inc. (a)		16,064		231,482
Donnelley Financial Solutions, Inc. (a)		19,314		714,038
IBEX Holdings Ltd. (a)		10,326		191,754
Teradata Corp. (a)		44,637		1,386,425
				7,361,685
				11,484,861
Utilities — 2.3%
Electric — 1.4%
ALLETE, Inc.		4,748		237,637
IDACORP, Inc.		22,120		2,190,101
PNM Resources, Inc.		5,924		270,905
				2,698,643
Gas — 0.9%
Northwest Natural Holding Co.		3,063		132,873
Southwest Gas Holdings, Inc.		23,961		1,671,280
				1,804,153
				4,502,796

TOTAL COMMON STOCK (Cost $219,991,062)				194,424,580

TOTAL EQUITIES (Cost $219,991,062)				194,424,580

	Number of Shares		Value
MUTUAL FUNDS — 1.6%
Diversified Financial Services — 1.6%
State Street Navigator Securities Lending Government Money Market Portfolio (c)		3,166,453	$	3,166,453

TOTAL MUTUAL FUNDS (Cost $3,166,453)				3,166,453

TOTAL LONG-TERM INVESTMENTS (Cost $223,157,515)				197,591,033
	Principal Amount
SHORT-TERM INVESTMENTS — 0.8%
Repurchase Agreement — 0.8%
Fixed Income Clearing Corp., Repurchase Agreement, dated 9/30/22, 0.830%, due 10/03/22 (d)	$	1,594,316		1,594,316

TOTAL SHORT-TERM INVESTMENTS (Cost $1,594,316)				1,594,316

TOTAL INVESTMENTS — 101.7% (Cost $224,751,831) ^(e)				199,185,349

Other Assets/(Liabilities) — (1.7)%				(3,300,238	)

NET ASSETS — 100.0%			$	195,885,111

Abbreviation Legend

ADR	American Depositary Receipt

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Non-income producing security.

(b)

Denotes all or a portion of security on loan. The total value of securities on loan as of September 30, 2022, was $5,492,315 or 2.80% of net assets. The Fund received $2,469,247 of non-cash collateral (U.S. Treasury and/or Agency obligations) related to securities lending activity. This amount is not reflected on either the Portfolio of Investments or the Statement of Assets and Liabilities. (Note 2).

(c)	Represents investment of security lending cash collateral. (Note 2).

(d)	Maturity value of $1,594,427. Collateralized by U.S. Government Agency obligations with a rate of 3.500%, maturity date of 9/15/25, and an aggregate market value, including accrued interest, of $1,626,300.

(e)	See Note 6 for aggregate cost for federal tax purposes.

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

155

MassMutual Small Company Value Fund — Portfolio of Investments (Continued)

Forward contracts

Counterparty	Settlement Date		Currency Purchased			Currency Sold			Unrealized Appreciation (Depreciation)
UBS AG		12/30/22		SEK	124,077		USD	11,106	$	141
UBS AG		12/30/22		USD	404,183		SEK	4,554,940		(8,696	)
									$	(8,555	)

Currency Legend

SEK	Swedish Krona

USD	U.S. Dollar

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

156

MassMutual Mid Cap Growth Fund — Portfolio of Investments

September 30, 2022

	Number of Shares		Value
EQUITIES — 96.5%
COMMON STOCK — 95.9%
Basic Materials — 0.8%
Chemicals — 0.8%
RPM International, Inc.		371,000	$	30,908,010
The Sherwin-Williams Co.		54,305		11,118,949
				42,026,959
				42,026,959
Communications — 4.5%
Advertising — 1.2%
The Trade Desk, Inc. Class A (a)		1,018,069		60,829,623
Internet — 1.8%
Chewy, Inc. Class A (a) (b)		183,563		5,639,055
Lyft, Inc. Class A (a)		342,525		4,511,054
Match Group, Inc. (a)		225,000		10,743,750
Okta, Inc. (a)		132,869		7,556,260
Palo Alto Networks, Inc. (a)		245,967		40,286,935
Roku, Inc. (a) (b)		99,692		5,622,629
Spotify Technology SA (a)		200,000		17,260,000
				91,619,683
Media — 0.8%
Liberty Media Corp-Liberty Formula One Class C (a)		644,000		37,674,000
Telecommunications — 0.7%
Arista Networks, Inc. (a)		154,342		17,423,669
Corning, Inc.		665,000		19,298,300
				36,721,969
				226,845,275
Consumer, Cyclical — 15.4%
Airlines — 0.8%
Azul SA ADR (a) (b)		250,624		2,040,079
Southwest Airlines Co. (a)		1,258,000		38,796,720
				40,836,799
Apparel — 0.2%
Deckers Outdoor Corp. (a)		37,000		11,566,570
On Holding AG, Class A (a)		105,000		1,685,250
				13,251,820
Auto Manufacturers — 0.3%
Rivian Automotive, Inc. Class A (a) (b)		453,462		14,923,434
Auto Parts & Equipment — 0.0%
BorgWarner, Inc.		6,769		212,547
Entertainment — 1.5%
Caesars Entertainment, Inc. (a)		600,481		19,371,517
DraftKings, Inc. Class A (a)		602,000		9,114,280
Live Nation Entertainment, Inc. (a)		303,063		23,044,911

	Number of Shares		Value
Vail Resorts, Inc.		112,000	$	24,151,680
				75,682,388
Leisure Time — 0.4%
Planet Fitness, Inc. Class A (a)		332,039		19,145,369
Lodging — 2.0%
Hilton Worldwide Holdings, Inc.		502,000		60,551,240
MGM Resorts International		1,360,000		40,419,200
				100,970,440
Retail — 9.3%
Advance Auto Parts, Inc.		84,183		13,161,170
Bath & Body Works, Inc.		599,000		19,527,400
Burlington Stores, Inc. (a)		448,204		50,149,546
Carvana Co. (a) (b)		40,237		816,811
Casey’s General Stores, Inc.		225,000		45,567,000
Chipotle Mexican Grill, Inc. (a)		44,780		67,293,593
Darden Restaurants, Inc.		83,510		10,548,983
Dollar General Corp.		312,816		75,032,046
Dollar Tree, Inc. (a)		299,000		40,693,900
Domino’s Pizza, Inc.		90,000		27,918,000
Five Below, Inc. (a)		150,000		20,650,500
Floor & Decor Holdings, Inc. Class A (a)		78,600		5,522,436
Leslie’s, Inc. (a) (b)		808,675		11,895,609
Lululemon Athletica, Inc. (a)		29,000		8,107,240
O’Reilly Automotive, Inc. (a)		72,212		50,790,310
Ross Stores, Inc.		329,397		27,758,285
Warby Parker, Inc. Class A (a)		150,000		2,001,000
Yum! Brands, Inc.		19,000		2,020,460
				479,454,289
Toys, Games & Hobbies — 0.9%
Mattel, Inc. (a)		2,362,376		44,743,401
				789,220,487
Consumer, Non-cyclical — 29.9%
Beverages — 0.4%
The Boston Beer Co., Inc. Class A (a)		60,000		19,419,000
Biotechnology — 3.7%
Alnylam Pharmaceuticals, Inc. (a)		237,000		47,437,920
Apellis Pharmaceuticals, Inc. (a)		127,000		8,674,100
Argenx SE ADR (a)		97,000		34,245,850
BioMarin Pharmaceutical, Inc. (a)		88,633		7,513,419
CRISPR Therapeutics AG (a) (b)		90,152		5,891,433
Exelixis, Inc. (a)		352,000		5,519,360
Horizon Therapeutics PLC (a)		148,950		9,218,516
Illumina, Inc. (a)		17,020		3,247,246
Ionis Pharmaceuticals, Inc. (a)		629,000		27,820,670
Karuna Therapeutics, Inc. (a)		20,809		4,680,568
Moderna, Inc. (a)		43,077		5,093,855
Sarepta Therapeutics, Inc. (a)		76,842		8,494,115

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

157

MassMutual Mid Cap Growth Fund — Portfolio of Investments (Continued)

	Number of Shares		Value
Seagen, Inc. (a)		120,000	$	16,419,600
Ultragenyx Pharmaceutical, Inc. (a)		101,000		4,182,410
				188,439,062
Commercial Services — 8.4%
Block, Inc. (a)		191,326		10,521,017
Bright Horizons Family Solutions, Inc. (a)		428,464		24,700,950
Cintas Corp.		77,038		29,905,381
Clarivate PLC (a)		1,499,000		14,075,610
CoStar Group, Inc. (a)		607,000		42,277,550
Dlocal Ltd. (a) (b)		466,908		9,580,952
Equifax, Inc.		288,263		49,416,926
FleetCor Technologies, Inc. (a)		262,000		46,156,540
Global Payments, Inc.		163,619		17,679,033
MarketAxess Holdings, Inc.		150,000		33,373,500
Moody’s Corp.		26,854		6,528,476
Multiplan Corp. (a) (b)		2,475,000		7,078,500
Paylocity Holding Corp. (a)		117,000		28,264,860
Quanta Services, Inc.		146,648		18,681,489
TransUnion		683,609		40,667,899
United Rentals, Inc. (a)		60,000		16,207,200
Verisk Analytics, Inc.		210,000		35,811,300
				430,927,183
Cosmetics & Personal Care — 0.0%
Olaplex Holdings, Inc. (a) (b)		122,982		1,174,478
Food — 0.4%
TreeHouse Foods, Inc. (a)		424,000		17,986,080
Health Care – Products — 10.6%
Alcon, Inc.		660,367		38,420,152
Align Technology, Inc. (a)		32,357		6,701,458
Avantor, Inc. (a)		2,472,000		48,451,200
Bruker Corp.		1,030,000		54,651,800
The Cooper Cos., Inc.		178,000		46,974,200
Edwards Lifesciences Corp. (a)		66,387		5,485,558
Exact Sciences Corp. (a)		325,377		10,571,499
Hologic, Inc. (a)		1,952,600		125,981,752
ICU Medical, Inc. (a)		132,000		19,879,200
IDEXX Laboratories, Inc. (a)		35,938		11,708,600
Inspire Medical Systems, Inc. (a)		37,329		6,621,045
Insulet Corp. (a)		61,826		14,182,885
Novocure Ltd. (a) (b)		72,685		5,522,606
Quidelortho Corp. (a)		334,000		23,874,320
ResMed, Inc.		20,610		4,499,163
Teleflex, Inc.		442,220		89,089,641
West Pharmaceutical Services, Inc.		120,000		29,529,600
				542,144,679
Health Care – Services — 4.3%
Acadia Healthcare Co., Inc. (a)		724,000		56,602,320

	Number of Shares		Value
agilon health, Inc. (a)		195,000	$	4,566,900
Amedisys, Inc. (a)		114,612		11,093,295
Catalent, Inc. (a)		794,000		57,453,840
Humana, Inc.		47,919		23,249,820
Molina Healthcare, Inc. (a)		131,432		43,351,531
Signify Health, Inc. Class A (a)		885,357		25,808,157
				222,125,863
Household Products & Wares — 1.2%
Avery Dennison Corp.		281,000		45,718,700
Reynolds Consumer Products, Inc. (b)		615,000		15,996,150
				61,714,850
Pharmaceuticals — 0.9%
Alkermes PLC (a)		336,000		7,502,880
Ascendis Pharma A/S ADR (a) (b)		35,000		3,614,100
Dentsply Sirona, Inc.		300,000		8,505,000
DexCom, Inc. (a)		182,960		14,735,598
Neurocrine Biosciences, Inc. (a)		75,000		7,965,750
Perrigo Co. PLC		131,000		4,671,460
				46,994,788
				1,530,925,983
Energy — 3.2%
Energy – Alternate Sources — 0.2%
Shoals Technologies Group, Inc. Class A (a)		376,000		8,102,800
Oil & Gas — 2.3%
Coterra Energy, Inc.		2,346,452		61,289,325
Pioneer Natural Resources Co.		112,000		24,251,360
SM Energy Co.		288,939		10,866,996
Venture Global LNG, Inc., Series B (Acquired 3/08/18, Cost $652,320) ^(a) (c) (d) (e)		216		3,195,772
Venture Global LNG, Inc., Series C (Acquired 10/16/17-3/08/18, Cost $4,872,708) ^(a) (c) (d) (e)		1,328		19,648,079
				119,251,532
Pipelines — 0.7%
Cheniere Energy, Inc.		222,000		36,832,020
				164,186,352
Financial — 6.2%
Banks — 0.4%
SVB Financial Group (a)		57,825		19,416,478
Diversified Financial Services — 2.1%
Apollo Global Management, Inc.		205,570		9,559,005
Cboe Global Markets, Inc.		180,000		21,126,600
Intercontinental Exchange, Inc.		19,000		1,716,650
LPL Financial Holdings, Inc.		140,196		30,630,022
Raymond James Financial, Inc.		151,000		14,921,820

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

158

MassMutual Mid Cap Growth Fund — Portfolio of Investments (Continued)

	Number of Shares		Value
Tradeweb Markets, Inc. Class A		548,000	$	30,918,160
				108,872,257
Insurance — 2.4%
Aon PLC Class A		163,564		43,813,889
Assurant, Inc.		315,000		45,760,050
Axis Capital Holdings Ltd.		531,000		26,098,650
Kemper Corp.		190,000		7,839,400
				123,511,989
Private Equity — 1.3%
KKR & Co., Inc.		1,537,733		66,122,519
				317,923,243
Industrial — 16.6%
Building Materials — 1.1%
Builders FirstSource, Inc. (a)		240,134		14,148,695
Martin Marietta Materials, Inc.		131,000		42,193,790
				56,342,485
Electrical Components & Equipment — 0.1%
Littelfuse, Inc.		32,000		6,358,080
Electronics — 5.6%
Agilent Technologies, Inc.		886,444		107,747,268
Amphenol Corp. Class A		536,028		35,892,435
Coherent Corp. (a)		107,435		3,744,110
Fortive Corp.		908,000		52,936,400
Keysight Technologies, Inc. (a)		385,000		60,583,600
National Instruments Corp.		667,000		25,172,580
				286,076,393
Engineering & Construction — 0.3%
MasTec, Inc. (a)		199,857		12,690,919
Environmental Controls — 0.8%
Waste Connections, Inc.		319,082		43,117,551
Machinery – Construction & Mining — 0.3%
BWX Technologies, Inc.		299,000		15,060,630
Machinery – Diversified — 3.3%
Cognex Corp.		375,000		15,543,750
Enovis Corp. (a)		438,000		20,178,660
Esab Corp.		449,000		14,978,640
IDEX Corp.		148,000		29,577,800
Ingersoll Rand, Inc.		2,039,000		88,207,140
				168,485,990
Miscellaneous - Manufacturing — 1.8%
Textron, Inc.		1,612,000		93,915,120
Packaging & Containers — 1.8%
Ball Corp.		1,123,000		54,263,360
Sealed Air Corp.		804,000		35,786,040
				90,049,400

	Number of Shares		Value
Transportation — 1.5%
J.B. Hunt Transport Services, Inc.		401,000	$	62,724,420
Knight-Swift Transportation Holdings, Inc.		226,248		11,070,315
XPO Logistics, Inc. (a)		118,054		5,255,764
				79,050,499
				851,147,067
Technology — 19.3%
Computers — 3.3%
Crowdstrike Holdings, Inc. Class A (a)		170,000		28,017,700
EPAM Systems, Inc. (a)		80,742		29,243,945
Fortinet, Inc. (a)		1,188,000		58,366,440
Genpact Ltd.		428,885		18,772,296
KBR, Inc.		486,868		21,042,435
Leidos Holdings, Inc.		163,000		14,257,610
Thoughtworks Holding, Inc. (a)		77,269		810,552
				170,510,978
Semiconductors — 7.0%
KLA Corp.		247,219		74,815,886
Lam Research Corp.		10,574		3,870,084
Lattice Semiconductor Corp. (a)		390,000		19,191,900
Marvell Technology, Inc.		2,045,064		87,753,696
Microchip Technology, Inc.		2,000,184		122,071,229
Monolithic Power Systems, Inc.		24,184		8,788,466
SiTime Corp. (a)		47,342		3,727,236
Wolfspeed, Inc. (a)		341,827		35,331,239
				355,549,736
Software — 9.0%
Atlassian Corp. PLC Class A (a)		200,442		42,211,081
Autodesk, Inc. (a)		37,023		6,915,896
Bill.com Holdings, Inc. (a)		175,992		23,296,061
Black Knight, Inc. (a)		599,000		38,773,270
Broadridge Financial Solutions, Inc.		88,000		12,700,160
CCC Intelligent Solutions Holdings, Inc. (a)		2,211,000		20,120,100
Clear Secure Inc. Class A (a) (b)		255,000		5,829,300
DocuSign, Inc. (a)		187,000		9,998,890
Doximity, Inc. Class A (a) (b)		300,000		9,066,000
Fair Isaac Corp. (a)		120,137		49,497,645
HubSpot, Inc. (a)		34,079		9,205,420
MongoDB, Inc. (a)		19,000		3,772,640
MSCI, Inc.		44,124		18,611,062
Paycom Software, Inc. (a)		81,944		27,040,701
PTC, Inc. (a)		259,000		27,091,400
Roper Technologies, Inc.		96,000		34,525,440
SentinelOne Inc. Class A (a)		337,000		8,613,720
Synopsys, Inc. (a)		150,000		45,826,500
Veeva Systems, Inc. Class A (a)		390,056		64,312,433

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

159

MassMutual Mid Cap Growth Fund — Portfolio of Investments (Continued)

	Number of Shares		Value
Vimeo, Inc. (a)		536,000	$	2,144,000
Workday, Inc. Class A (a)		22,845		3,477,466
				463,029,185
				989,089,899

TOTAL COMMON STOCK (Cost $4,751,897,997)				4,911,365,265

PREFERRED STOCK — 0.6%
Consumer, Cyclical — 0.1%
Auto Manufacturers — 0.1%
Nuro, Inc., Series D (Acquired 10/29/21, Cost $3,125,294) ^(a) (c) (d) (e)		149,925		3,125,295
Consumer, Non-cyclical — 0.2%
Commercial Services — 0.1%
Redwood Materials, Inc., Series C (Acquired 5/28/21, Cost $3,678,889) ^(a) (c) (d) (e)		77,608		6,053,424
Health Care – Services — 0.1%
Caris Life Sciences, Inc., Series D (Acquired 5/11/21, Cost $5,006,003) ^(a) (c) (d) (e)		618,025		4,066,605
				10,120,029
Financial — 0.1%
Investment Companies — 0.1%
Maplebear, Inc., Series E (Acquired 11/19/21-12/01/21, Cost $10,196,716) ^(a) (c) (d) (e)		84,807		4,111,443
Maplebear, Inc. Series I (Acquired 2/26/21, Cost $1,765,375) ^(a) (c) (d) (e)		14,123		684,683
				4,796,126
Industrial — 0.1%
Electrical Components & Equipment — 0.1%
Sila Nanotechnologies, Inc., Series F (Acquired 1/07/21, Cost $7,310,568) ^(a) (c) (d) (e)		177,128		5,521,080
Technology — 0.1%
Software — 0.1%
Databricks, Inc., Series G (Acquired 2/01/21, Cost $2,400,675) ^(a) (c) (d) (e)		40,605		2,245,184

	Number of Shares		Value
Databricks, Inc., Series H (Acquired 8/31/21, Cost $3,616,301) ^(a) (c) (d) (e)		49,212	$	2,721,094
				4,966,278

TOTAL PREFERRED STOCK (Cost $37,099,821)				28,528,808

TOTAL EQUITIES (Cost $4,788,997,818)				4,939,894,073

MUTUAL FUNDS — 0.5%
Diversified Financial Services — 0.5%
State Street Navigator Securities Lending Government Money Market Portfolio (f)		25,184,258		25,184,258

TOTAL MUTUAL FUNDS (Cost $25,184,258)				25,184,258

TOTAL LONG-TERM INVESTMENTS (Cost $4,814,182,076)				4,965,078,331

SHORT-TERM INVESTMENTS — 3.6%
Mutual Fund — 2.0%
T. Rowe Price Government Reserve Investment Fund		104,697,257		104,697,257
	Principal Amount
Repurchase Agreement — 1.6%
Fixed Income Clearing Corp., Repurchase Agreement, dated 9/30/22, 0.830%, due 10/03/22 (g)	$	84,415,685		84,415,685

TOTAL SHORT-TERM INVESTMENTS (Cost $189,112,942)				189,112,942

TOTAL INVESTMENTS — 100.6% (Cost $5,003,295,018) ^(h)				5,154,191,273

Other Assets/(Liabilities) — (0.6)%				(32,773,315	)

NET ASSETS — 100.0%			$	5,121,417,958

Abbreviation Legend

ADR	American Depositary Receipt

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

160

MassMutual Mid Cap Growth Fund — Portfolio of Investments (Continued)

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Non-income producing security.

(b)

Denotes all or a portion of security on loan. The total value of securities on loan as of September 30, 2022, was $78,799,801 or 1.54% of net assets. The Fund received $55,792,459 of non-cash collateral (U.S. Treasury and/or Agency obligations) related to securities lending activity. This amount is not reflected on either the Portfolio of Investments or the Statement of Assets and Liabilities. (Note 2).

(c)	Investment is valued using significant unobservable inputs.

(d)	Restricted security. Certain securities are restricted as to resale. At September 30, 2022, these securities amounted to a value of $51,372,659 or 1.00% of net assets. The Fund generally bears the costs, if any, associated with the disposition of restricted securities.

(e)	This security is fair valued in good faith in accordance with procedures approved by the Board of Trustees. At September 30, 2022, these securities amounted to a value of $51,372,659 or 1.00% of net assets.

(f)	Represents investment of security lending cash collateral. (Note 2).

(g)	Maturity value of $84,421,524. Collateralized by U.S. Government Agency obligations with a rate of 3.500%, maturity date of 9/15/25, and an aggregate market value, including accrued interest, of $86,104,154.

(h)	See Note 6 for aggregate cost for federal tax purposes.

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

161

MassMutual Small Cap Growth Equity Fund — Portfolio of Investments

September 30, 2022

	Number of Shares		Value
EQUITIES — 94.6%
COMMON STOCK — 94.6%
Basic Materials — 2.5%
Chemicals — 1.5%
Cabot Corp.		73,212	$	4,677,514
Methanex Corp. (a)		44,471		1,417,291
Olin Corp.		35,627		1,527,686
				7,622,491
Mining — 1.0%
Livent Corp. (a) (b)		172,099		5,274,834
				12,897,325
Communications — 3.6%
Internet — 1.6%
Bumble, Inc. Class A (a) (b)		22,129		475,552
Cargurus, Inc. (b)		145,744		2,065,193
Criteo SA Sponsored ADR (b)		48,482		1,310,468
Perficient, Inc. (b)		41,869		2,722,322
Ziff Davis, Inc. (b)		24,006		1,643,931
				8,217,466
Media — 0.6%
The New York Times Co. Class A		48,786		1,402,598
World Wrestling Entertainment, Inc. Class A		25,876		1,815,719
				3,218,317
Telecommunications — 1.4%
Calix, Inc. (b)		94,607		5,784,272
Viavi Solutions, Inc. (b)		130,558		1,703,782
				7,488,054
				18,923,837
Consumer, Cyclical — 9.4%
Apparel — 1.8%
Carter’s, Inc.		15,496		1,015,453
Crocs, Inc. (b)		16,715		1,147,652
Deckers Outdoor Corp. (b)		4,013		1,254,504
On Holding AG, Class A (a) (b)		61,592		988,551
Oxford Industries, Inc.		33,186		2,979,439
Steven Madden Ltd.		83,298		2,221,558
				9,607,157
Auto Parts & Equipment — 0.2%
Visteon Corp. (b)		10,008		1,061,449
Distribution & Wholesale — 0.4%
WESCO International, Inc. (b)		17,761		2,120,308
Entertainment — 0.8%
Cinemark Holdings, Inc. (b)		100,661		1,219,005
DraftKings, Inc. Class A (b)		66,117		1,001,011
Red Rock Resorts, Inc. Class A		67,686		2,318,922
				4,538,938

	Number of Shares		Value
Food Services — 0.4%
Sovos Brands, Inc. (b)		134,880	$	1,920,691
Home Builders — 1.0%
Century Communities, Inc.		38,320		1,639,330
Skyline Champion Corp. (b)		67,750		3,581,942
				5,221,272
Leisure Time — 0.6%
Acushnet Holdings Corp.		32,690		1,421,688
Planet Fitness, Inc. Class A (b)		27,672		1,595,568
				3,017,256
Lodging — 0.3%
Boyd Gaming Corp.		32,524		1,549,769
Retail — 3.9%
BJ’s Wholesale Club Holdings, Inc. (b)		35,102		2,555,777
Boot Barn Holdings, Inc. (b)		41,707		2,438,191
Denny’s Corp. (b)		99,693		938,111
Nu Skin Enterprises, Inc. Class A		42,767		1,427,135
Ollie’s Bargain Outlet Holdings, Inc. (b)		24,646		1,271,734
Patrick Industries, Inc.		31,569		1,383,985
Rush Enterprises, Inc. Class A		40,888		1,793,348
Sweetgreen, Inc. Class A (a) (b)		39,051		722,443
Texas Roadhouse, Inc.		29,419		2,567,102
Victoria’s Secret & Co. (b)		47,575		1,385,384
Wingstop, Inc.		32,606		4,089,444
				20,572,654
				49,609,494
Consumer, Non-cyclical — 29.0%
Beverages — 1.1%
Celsius Holdings, Inc. (a) (b)		37,812		3,428,792
MGP Ingredients, Inc. (a)		21,833		2,317,792
				5,746,584
Biotechnology — 6.2%
Akero Therapeutics, Inc. (a) (b)		28,598		973,762
Amicus Therapeutics, Inc. (b)		143,662		1,499,831
Apellis Pharmaceuticals, Inc. (b)		31,484		2,150,357
Blueprint Medicines Corp. (b)		17,525		1,154,722
Celldex Therapeutics, Inc. (b)		15,803		444,222
Crinetics Pharmaceuticals, Inc. (b)		81,307		1,596,869
Cytokinetics, Inc. (b)		63,615		3,082,147
Fate Therapeutics, Inc. (a) (b)		16,573		371,401
Halozyme Therapeutics, Inc. (b)		105,261		4,162,020
Immatics NV (b)		82,413		824,130
Intellia Therapeutics, Inc. (b)		14,725		824,011
Intra-Cellular Therapies, Inc. (b)		48,298		2,247,306
Karuna Therapeutics, Inc. (b)		10,441		2,348,494

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

162

MassMutual Small Cap Growth Equity Fund — Portfolio of Investments (Continued)

	Number of Shares		Value
Kymera Therapeutics, Inc. (b)		43,930	$	956,356
Mirati Therapeutics, Inc. (b)		6,023		420,646
Myriad Genetics, Inc. (b)		72,557		1,384,388
PTC Therapeutics, Inc. (b)		23,619		1,185,674
Relay Therapeutics, Inc. (b)		31,100		695,707
Revolution Medicines, Inc. (b)		79,679		1,571,270
Rocket Pharmaceuticals, Inc. (b)		82,515		1,316,939
Sage Therapeutics, Inc. (b)		12,972		507,984
Syndax Pharmaceuticals, Inc. (b)		65,193		1,566,588
Veracyte, Inc. (b)		55,446		920,404
Zentalis Pharmaceuticals, Inc. (b)		29,986		649,497
				32,854,725
Commercial Services — 5.8%
AMN Healthcare Services, Inc. (b)		18,643		1,975,412
Cross Country Healthcare, Inc. (b)		59,714		1,694,086
Driven Brands Holdings, Inc. (b)		35,559		994,941
H&R Block, Inc.		41,647		1,771,663
HealthEquity, Inc. (b)		46,966		3,154,706
Herc Holdings, Inc.		27,293		2,835,197
Paylocity Holding Corp. (b)		18,289		4,418,257
R1 RCM, Inc. (b)		147,622		2,735,436
TriNet Group, Inc. (b)		51,068		3,637,063
WillScot Mobile Mini Holdings Corp. (b)		182,470		7,359,015
				30,575,776
Cosmetics & Personal Care — 1.0%
elf Beauty, Inc. (b)		136,819		5,147,131
Food — 1.1%
Grocery Outlet Holding Corp. (b)		37,281		1,241,084
Performance Food Group Co. (b)		105,049		4,511,855
				5,752,939
Health Care – Products — 8.5%
AtriCure, Inc. (b)		42,930		1,678,563
Axonics Inc. (b)		65,677		4,626,288
CONMED Corp.		12,728		1,020,404
Glaukos Corp. (b)		24,478		1,303,209
Globus Medical, Inc. Class A (b)		93,821		5,588,917
Haemonetics Corp. (b)		62,196		4,604,370
ICU Medical, Inc. (b)		10,640		1,602,384
Inari Medical, Inc. (b)		51,684		3,754,326
Inspire Medical Systems, Inc. (b)		35,847		6,358,182
Integra LifeSciences Holdings Corp. (b)		31,866		1,349,844
iRhythm Technologies, Inc. (b)		9,766		1,223,484
Lantheus Holdings, Inc. (b)		7,087		498,429
Omnicell, Inc. (b)		14,749		1,283,605
Repligen Corp. (b)		23,703		4,435,068
Shockwave Medical, Inc. (b)		18,228		5,068,660

	Number of Shares		Value
Tandem Diabetes Care, Inc. (b)		9,211	$	440,746
				44,836,479
Health Care – Services — 2.6%
Acadia Healthcare Co., Inc. (b)		73,857		5,774,140
Amedisys, Inc. (b)		16,435		1,590,744
Medpace Holdings, Inc. (b)		20,974		3,296,483
Surgery Partners, Inc. (a) (b)		68,725		1,608,165
Tenet Healthcare Corp. (b)		26,874		1,386,161
				13,655,693
Pharmaceuticals — 2.7%
Aclaris Therapeutics, Inc. (b)		56,675		892,065
Alkermes PLC (b)		20,210		451,289
Ascendis Pharma A/S ADR (b)		5,936		612,951
BellRing Brands, Inc. (b)		73,063		1,505,828
Covetrus, Inc. (b)		127,465		2,661,469
Harmony Biosciences Holdings, Inc. (b)		24,989		1,106,763
Myovant Sciences Ltd. (a) (b)		52,064		935,069
Option Care Health, Inc. (b)		59,931		1,886,029
Owens & Minor, Inc.		127,095		3,062,990
Pacira BioSciences, Inc. (b)		14,861		790,457
Y-mAbs Therapeutics, Inc. (b)		30,864		445,059
				14,349,969
				152,919,296
Energy — 6.0%
Energy – Alternate Sources — 0.6%
First Solar, Inc. (b)		18,242		2,412,869
Maxeon Solar Technologies Ltd. (a) (b)		33,208		789,354
				3,202,223
Oil & Gas — 5.0%
Brigham Minerals, Inc. Class A		130,131		3,210,332
Chord Energy Corp. (a)		37,782		5,167,444
Magnolia Oil & Gas Corp. Class A		51,617		1,022,533
Matador Resources Co.		77,851		3,808,471
PBF Energy, Inc. Class A (b)		31,112		1,093,898
PDC Energy, Inc.		36,779		2,125,459
SM Energy Co.		141,489		5,321,401
Viper Energy Partners LP (c)		163,693		4,691,441
				26,440,979
Oil & Gas Services — 0.1%
Aris Water Solution, Inc. Class A		53,506		682,736
Pipelines — 0.3%
New Fortress Energy, Inc.		31,184		1,363,053
				31,688,991

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

163

MassMutual Small Cap Growth Equity Fund — Portfolio of Investments (Continued)

	Number of Shares		Value
Financial — 13.3%
Banks — 3.8%
Ameris Bancorp		101,601	$	4,542,581
Atlantic Union Bankshares Corp.		59,662		1,812,532
Cadence Bank		71,844		1,825,556
First Interstate BancSystem, Inc. Class A		55,941		2,257,219
National Bank Holdings Corp. Class A		51,412		1,901,730
Pinnacle Financial Partners, Inc.		24,255		1,967,080
Seacoast Banking Corp. of Florida		63,288		1,913,196
Synovus Financial Corp.		54,023		2,026,403
Wintrust Financial Corp.		24,208		1,974,162
				20,220,459
Diversified Financial Services — 3.2%
Air Lease Corp.		60,430		1,873,934
Cohen & Steers, Inc.		9,279		581,144
Hamilton Lane, Inc. Class A		49,196		2,932,574
Hannon Armstrong Sustainable Infrastructure Capital, Inc. (a)		106,544		3,188,862
LPL Financial Holdings, Inc.		17,318		3,783,637
PJT Partners, Inc. Class A		14,200		948,844
PRA Group, Inc. (b)		58,513		1,922,737
StepStone Group, Inc. Class A		69,726		1,708,984
				16,940,716
Insurance — 2.1%
Assured Guaranty Ltd.		48,710		2,360,000
The Hanover Insurance Group, Inc.		6,158		789,086
Kemper Corp.		36,597		1,509,992
Kinsale Capital Group, Inc.		11,850		3,026,727
MGIC Investment Corp.		125,527		1,609,256
Selective Insurance Group, Inc.		19,808		1,612,371
				10,907,432
Real Estate — 0.4%
McGrath RentCorp		22,400		1,878,464
Real Estate Investment Trusts (REITS) — 3.8%
Centerspace		21,849		1,470,875
Douglas Emmett, Inc.		67,789		1,215,457
Essential Properties Realty Trust, Inc.		165,160		3,212,362
Independence Realty Trust, Inc.		74,407		1,244,829
National Storage Affiliates Trust		86,793		3,608,853
Outfront Media, Inc.		57,523		873,774
Phillips Edison & Co., Inc. (a)		123,759		3,471,440
PotlatchDeltic Corp.		40,774		1,673,365
Ryman Hospitality Properties, Inc.		25,887		1,905,024
Xenia Hotels & Resorts, Inc.		100,153		1,381,110
				20,057,089
				70,004,160

	Number of Shares		Value
Industrial — 16.0%
Aerospace & Defense — 1.5%
Curtiss-Wright Corp.		36,887	$	5,133,195
Mercury Systems, Inc. (b)		34,081		1,383,688
Spirit AeroSystems Holdings, Inc. Class A		56,640		1,241,549
				7,758,432
Building Materials — 0.5%
The AZEK Co., Inc (b)		73,032		1,213,792
Louisiana-Pacific Corp.		24,613		1,259,939
				2,473,731
Electrical Components & Equipment — 1.2%
Acuity Brands, Inc.		13,910		2,190,408
Novanta, Inc. (b)		34,585		3,999,755
				6,190,163
Electronics — 0.2%
Coherent Corp. (b)		23,265		810,785
Engineering & Construction — 1.5%
Comfort Systems USA, Inc.		29,701		2,890,798
Fluor Corp. (b)		204,778		5,096,925
				7,987,723
Environmental Controls — 2.7%
Casella Waste Systems, Inc. Class A (b)		93,346		7,130,701
Clean Harbors, Inc. (b)		41,528		4,567,250
Evoqua Water Technologies Corp. (b)		75,688		2,503,002
				14,200,953
Hand & Machine Tools — 0.7%
Enerpac Tool Group Corp.		29,251		521,545
Kennametal, Inc.		64,947		1,336,609
Regal Rexnord Corp.		10,960		1,538,346
				3,396,500
Machinery – Diversified — 4.5%
Albany International Corp. Class A		20,759		1,636,432
Applied Industrial Technologies, Inc.		39,496		4,059,399
Cactus, Inc. Class A		48,294		1,855,938
Chart Industries, Inc. (a) (b)		49,497		9,124,772
Enovis Corp. (b)		28,136		1,296,225
Flowserve Corp.		59,759		1,452,144
The Middleby Corp. (b)		10,193		1,306,437
Zurn Elkay Water Solutions Corp.		128,088		3,138,156
				23,869,503
Metal Fabricate & Hardware — 1.5%
Advanced Drainage Systems, Inc.		29,183		3,629,490
Helios Technologies, Inc.		28,802		1,457,381
Valmont Industries, Inc.		11,166		2,999,411
				8,086,282

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

164

MassMutual Small Cap Growth Equity Fund — Portfolio of Investments (Continued)

	Number of Shares		Value
Packaging & Containers — 0.7%
Graphic Packaging Holding Co.		194,425	$	3,837,950
Transportation — 0.7%
CryoPort, Inc. (b)		25,285		615,943
Kirby Corp. (b)		31,247		1,898,880
Saia, Inc. (b)		7,032		1,336,080
				3,850,903
Trucking & Leasing — 0.3%
GATX Corp.		19,014		1,619,042
				84,081,967
Technology — 13.7%
Computers — 3.9%
CyberArk Software Ltd. (b)		30,554		4,581,267
Exlservice Holdings, Inc. (b)		34,410		5,070,658
Globant SA (b)		13,479		2,521,651
KBR, Inc.		60,883		2,631,363
Rapid7, Inc. (b)		60,369		2,589,830
Tenable Holdings, Inc. (b)		21,503		748,304
Varonis Systems, Inc. (b)		27,199		721,318
WNS Holdings Ltd. ADR (b)		21,632		1,770,363
				20,634,754
Semiconductors — 3.5%
Cirrus Logic, Inc. (b)		21,876		1,505,069
FormFactor, Inc. (b)		51,099		1,280,030
Impinj, Inc. (b)		38,769		3,102,683
Lattice Semiconductor Corp. (b)		75,544		3,717,520
MACOM Technology Solutions Holdings, Inc. (b)		25,286		1,309,562
MKS Instruments, Inc.		10,763		889,455
Nova Ltd. (b)		12,779		1,090,049
Power Integrations, Inc.		26,204		1,685,441
Synaptics, Inc. (b)		17,810		1,763,368
Tower Semiconductor Ltd. (b)		47,614		2,092,159
				18,435,336
Software — 6.3%
Box, Inc. Class A (b)		42,204		1,029,356
Confluent, Inc. Class A (a) (b)		28,878		686,430
DoubleVerify Holdings, Inc. (b)		64,205		1,756,007
Doximity, Inc. Class A (a) (b)		21,800		658,796
Duolingo, Inc. (b)		12,949		1,233,133
Evolent Health, Inc. Class A (b)		51,667		1,856,395
Five9, Inc. (b)		23,238		1,742,385
Gitlab, Inc. Class A (a) (b)		13,641		698,692
HashiCorp, Inc. Class A (a) (b)		18,056		581,223
Jamf Holding Corp. (a) (b)		177,788		3,939,782
Manhattan Associates, Inc. (b)		50,114		6,666,665
New Relic, Inc. (b)		22,393		1,284,910

	Number of Shares		Value
PowerSchool Holdings, Inc. Class A (b)		61,036	$	1,018,691
Privia Health Group, Inc. (b)		42,934		1,462,332
RingCentral, Inc. Class A (b)		51,257		2,048,230
Samsara, Inc. Class A (b)		51,990		627,519
Sprout Social, Inc. Class A (b)		44,246		2,684,847
Verra Mobility Corp. (b)		212,499		3,266,110
				33,241,503
				72,311,593
Utilities — 1.1%
Electric — 0.8%
Ameresco, Inc. Class A (b)		9,730		646,850
Atlantica Sustainable Infrastructure PLC		62,055		1,632,047
Portland General Electric Co.		47,732		2,074,433
				4,353,330
Gas — 0.3%
ONE Gas, Inc.		22,060		1,552,803
				5,906,133

TOTAL COMMON STOCK (Cost $525,086,485)				498,342,796

TOTAL EQUITIES (Cost $525,086,485)				498,342,796

MUTUAL FUNDS — 2.5%
Diversified Financial Services — 2.5%
iShares Russell 2000 ETF (a)		15,178		2,503,156
iShares Russell 2000 Growth ETF		10,241		2,115,688
State Street Navigator Securities Lending Government Money Market Portfolio (d)		8,359,079		8,359,079
				12,977,923

TOTAL MUTUAL FUNDS (Cost $13,545,744)				12,977,923

TOTAL LONG-TERM INVESTMENTS (Cost $538,632,229)				511,320,719

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

165

MassMutual Small Cap Growth Equity Fund — Portfolio of Investments (Continued)

	Principal Amount		Value
SHORT-TERM INVESTMENTS — 3.9%
Repurchase Agreement — 3.9%
Fixed Income Clearing Corp., Repurchase Agreement, dated 9/30/22, 0.830%, due 10/03/22 (e)	$	20,746,302	$	20,746,302

TOTAL SHORT-TERM INVESTMENTS (Cost $20,746,302)				20,746,302

TOTAL INVESTMENTS — 101.0% (Cost $559,378,531) ^(f)				532,067,021

Other Assets/(Liabilities) — (1.0)%				(5,485,059	)

NET ASSETS — 100.0%			$	526,581,962

Abbreviation Legend

ADR	American Depositary Receipt

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)

Denotes all or a portion of security on loan. The total value of securities on loan as of September 30, 2022, was $26,470,437 or 5.03% of net assets. The Fund received $18,820,026 of non-cash collateral (U.S. Treasury and/or Agency obligations) related to securities lending activity. This amount is not reflected on either the Portfolio of Investments or the Statement of Assets and Liabilities. (Note 2).

(b)	Non-income producing security.

(c)	Security is a Master Limited Partnership

(d)	Represents investment of security lending cash collateral. (Note 2).

(e)	Maturity value of $20,747,737. Collateralized by U.S. Government Agency obligations with a rate of 3.500%, maturity date of 9/15/25, and an aggregate market value, including accrued interest, of $21,161,413.

(f)	See Note 6 for aggregate cost for federal tax purposes.

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

166

MassMutual Overseas Fund — Portfolio of Investments

September 30, 2022

	Number of Shares		Value
EQUITIES — 97.1%
COMMON STOCK — 96.7%
Australia — 0.4%
Brambles Ltd.		71,200	$	516,601
Orica Ltd.		126,529		1,062,315
				1,578,916
Belgium — 0.9%
Anheuser-Busch InBev SA		47,500		2,148,805
KBC Group NV		32,414		1,520,497
				3,669,302
Canada — 3.6%
Canadian National Railway Co.		42,192		4,556,314
Intact Financial Corp.		16,363		2,315,708
Open Text Corp.		66,300		1,752,353
Restaurant Brands International, Inc.		14,400		765,792
Suncor Energy, Inc.		62,604		1,762,982
The Toronto-Dominion Bank		47,683		2,924,461
				14,077,610
Cayman Islands — 2.0%
Alibaba Group Holding Ltd. (a)		253,240		2,540,224
NetEase, Inc.		91,800		1,394,043
Tencent Holdings Ltd.		71,500		2,414,698
Trip.com Group Ltd. (a)		13,599		371,485
Vipshop Holdings Ltd. ADR (a)		151,204		1,271,625
				7,992,075
Denmark — 2.5%
Carlsberg A/S Class B		20,100		2,345,258
DSV A/S		11,555		1,339,296
Novo Nordisk A/S Class B		61,346		6,114,601
				9,799,155
Finland — 0.2%
UPM-Kymmene OYJ		30,500		969,210
France — 17.1%
Accor SA (a)		116,355		2,429,340
Air Liquide SA		57,859		6,588,219
BNP Paribas SA		94,631		3,995,070
Capgemini SE		48,388		7,732,914
Cie de Saint-Gobain		49,484		1,764,789
Cie Generale des Etablissements Michelin SCA		73,876		1,645,877
Danone SA		30,700		1,446,488
Dassault Systemes SE		46,444		1,596,452
Edenred		26,000		1,195,043
Engie SA		291,966		3,349,972
EssilorLuxottica SA		29,143		3,948,748
Kering SA		3,770		1,667,165
L’Oreal SA		6,990		2,225,741

	Number of Shares		Value
Legrand SA		32,980	$	2,130,801
LVMH Moet Hennessy Louis Vuitton SE		11,018		6,476,766
Pernod Ricard SA		27,276		4,985,589
Publicis Groupe SA		49,669		2,350,229
Schneider Electric SE		66,115		7,417,502
Valeo		112,730		1,694,373
Worldline SA (a) (b)		78,600		3,073,665
				67,714,743
Germany — 14.5%
adidas AG		19,945		2,314,629
Allianz SE Registered		20,440		3,234,644
Bayer AG Registered		149,468		6,897,638
Bayerische Motoren Werke AG		49,385		3,376,409
Beiersdorf AG		46,606		4,611,931
Continental AG		61,080		2,744,233
Daimler Truck Holding AG (a)		103,061		2,358,645
Deutsche Boerse AG		33,802		5,565,061
Fresenius Medical Care AG & Co. KGaA		41,800		1,188,080
Fresenius SE & Co. KGaA		118,300		2,533,898
Henkel AG & Co. KGaA		33,400		1,906,423
Mercedes-Benz Group AG		69,173		3,537,345
Merck KGaA		31,804		5,190,522
MTU Aero Engines AG		9,028		1,362,357
SAP SE		85,681		7,063,097
Siemens AG Registered		24,600		2,434,748
thyssenkrupp AG (a)		290,817		1,242,586
				57,562,246
Hong Kong — 1.4%
AIA Group Ltd.		666,000		5,529,503
India — 1.7%
Axis Bank Ltd.		92,205		825,501
HDFC Bank Ltd.		101,812		1,765,059
Housing Development Finance Corp. Ltd.		77,779		2,166,696
Tata Consultancy Services Ltd.		56,278		2,059,807
				6,817,063
Ireland — 2.1%
Linde PLC (a)		13,222		3,615,780
Ryanair Holdings PLC Sponsored ADR (a)		81,060		4,735,525
				8,351,305
Israel — 0.9%
Check Point Software Technologies Ltd. (a)		33,636		3,767,905
Italy — 2.4%
Eni SpA		253,547		2,693,607

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

167

MassMutual Overseas Fund — Portfolio of Investments (Continued)

	Number of Shares		Value
Intesa Sanpaolo SpA		4,189,027	$	6,894,794
				9,588,401
Japan — 10.3%
Daikin Industries Ltd.		28,700		4,434,726
Denso Corp.		45,300		2,067,671
Fujitsu Ltd.		1,000		107,842
Hitachi Ltd.		127,200		5,385,937
Hoya Corp.		33,600		3,230,468
Koito Manufacturing Co. Ltd.		119,600		1,639,039
Komatsu Ltd.		62,200		1,124,819
Kose Corp.		27,500		2,799,383
Kubota Corp.		232,500		3,224,114
Kyocera Corp.		70,000		3,538,406
Olympus Corp.		185,000		3,560,479
Shin-Etsu Chemical Co. Ltd.		12,600		1,251,226
SMC Corp.		5,500		2,218,825
Sony Group Corp.		48,700		3,134,445
Terumo Corp.		111,100		3,135,084
				40,852,464
Mexico — 0.2%
Grupo Televisa SAB Sponsored ADR		154,900		833,362
Netherlands — 5.2%
Akzo Nobel NV		54,711		3,085,488
CNH Industrial NV		231,697		2,586,685
EXOR NV (a) (c)		47,100		3,022,580
ING Groep NV		271,634		2,329,075
Koninklijke Philips NV		108,370		1,673,942
Prosus NV (a)		62,523		3,258,319
QIAGEN NV (a)		57,697		2,427,990
Randstad NV (d)		47,932		2,072,720
				20,456,799
Portugal — 0.4%
Galp Energia SGPS SA		183,193		1,755,713
Republic of Korea — 0.4%
NAVER Corp.		11,965		1,594,651
Singapore — 1.0%
DBS Group Holdings, Ltd.		166,500		3,849,475
Spain — 0.9%
Amadeus IT Group SA (a)		76,189		3,526,709
Sweden — 1.4%
Hennes & Mauritz AB Class B (d)		185,694		1,716,188
SKF AB Class B		147,700		1,975,038
Volvo AB Class B		119,200		1,681,941
				5,373,167

	Number of Shares		Value
Switzerland — 13.2%
Cie Financiere Richemont SA Registered		53,641	$	5,033,312
Credit Suisse Group AG Registered (a)		706,794		2,785,551
Holcim AG (a)		59,184		2,414,574
Julius Baer Group Ltd. (a)		42,123		1,832,913
Nestle SA Registered		97,122		10,516,333
Novartis AG Registered		73,059		5,569,525
Roche Holding AG		31,372		10,229,124
Schindler Holding AG		5,120		794,207
Sika AG Registered		10,981		2,198,926
The Swatch Group AG		5,445		1,222,836
UBS Group AG Registered		368,817		5,327,918
Zurich Insurance Group AG		10,549		4,193,486
				52,118,705
Taiwan — 0.8%
Taiwan Semiconductor Manufacturing Co. Ltd. Sponsored ADR		44,851		3,074,984
United Kingdom — 12.6%
Ashtead Group PLC		29,900		1,334,912
Compass Group PLC		300,387		6,004,499
Diageo PLC		110,636		4,637,391
Experian PLC		143,285		4,200,717
Glencore PLC		484,100		2,556,308
Informa PLC		207,700		1,196,576
Liberty Global PLC Class A (a)		91,600		1,428,044
Lloyds Banking Group PLC		8,184,497		3,739,205
London Stock Exchange Group PLC		30,203		2,546,823
Prudential PLC		405,505		3,984,118
Reckitt Benckiser Group PLC		49,510		3,272,185
RELX PLC		176,591		4,311,050
Rio Tinto PLC		44,984		2,436,492
Rolls-Royce Holdings PLC (a)		1,886,927		1,450,095
Schroders PLC		451,964		1,956,767
Smiths Group PLC		45,558		763,531
Tesco PLC		935,867		2,142,872
WPP PLC		217,044		1,796,137
				49,757,722
United States — 0.6%
Yum China Holdings, Inc.		46,695		2,210,074

TOTAL COMMON STOCK (Cost $433,518,282)				382,821,259

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

168

MassMutual Overseas Fund — Portfolio of Investments (Continued)

	Number of Shares		Value
PREFERRED STOCK — 0.4%
Republic of Korea — 0.4%
Samsung Electronics Co. Ltd. 1.760%		52,500	$	1,708,272

TOTAL PREFERRED STOCK (Cost $2,997,578)				1,708,272

TOTAL EQUITIES (Cost $436,515,860)				384,529,531

MUTUAL FUNDS — 0.7%
United States — 0.7%
State Street Navigator Securities Lending Government Money Market Portfolio (e)		2,564,482		2,564,482

TOTAL MUTUAL FUNDS (Cost $2,564,482)				2,564,482

TOTAL LONG-TERM INVESTMENTS (Cost $439,080,342)				387,094,013
	Principal Amount
SHORT-TERM INVESTMENTS — 2.4%
Repurchase Agreement — 2.4%
Fixed Income Clearing Corp., Repurchase Agreement, dated 9/30/22, 0.830%, due 10/03/22 (f)	$	9,671,698		9,671,698

TOTAL SHORT-TERM INVESTMENTS (Cost $9,671,698)				9,671,698

TOTAL INVESTMENTS — 100.2% (Cost $448,752,040) ^(g)				396,765,711

Other Assets/(Liabilities) — (0.2)%				(782,917	)

NET ASSETS — 100.0%			$	395,982,794

Abbreviation Legend

ADR	American Depositary Receipt

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Non-income producing security.

(b)

(c)	This security is fair valued in good faith in accordance with procedures approved by the Board of Trustees. At September 30, 2022, these securities amounted to a value of $3,022,580 or 0.76% of net assets.

(d)	Denotes all or a portion of security on loan. The total value of securities on loan as of September 30, 2022, was $2,441,007 or 0.62% of net assets. This amount is not reflected on either the Portfolio of Investments or the Statement of Assets and Liabilities. (Note 2).

(e)	Represents investment of security lending cash collateral. (Note 2).

(f)	Maturity value of $9,672,367. Collateralized by U.S. Government Agency obligations with a rate of 3.500%, maturity date of 9/15/25, and an aggregate market value, including accrued interest, of $9,865,186.

(g)	See Note 6 for aggregate cost for federal tax purposes.

Sector weightings, as a percentage of net assets, is as follows:

Consumer, Non-cyclical	29.2	%
Financial	18.3	%
Consumer, Cyclical	14.8	%
Industrial	14.5	%
Technology	7.6	%
Basic Materials	5.5	%
Communications	4.8	%
Energy	1.6	%
Utilities	0.8	%
Mutual Funds	0.7	%
Total Long-Term Investments	97.8	%
Short-Term Investments and Other Assets and Liabilities	2.2	%
Net Assets	100.0	%

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

169

MassMutual Select T. Rowe Price International Equity Fund — Portfolio of Investments

September 30, 2022

	Number of Shares		Value
EQUITIES — 96.8%
COMMON STOCK — 96.2%
Australia — 2.7%
Australia & New Zealand Banking Group Ltd.		124,850	$	1,812,792
BHP Group Ltd.		127,425		3,173,508
BHP Group Ltd. (a)		231,810		5,821,930
Challenger Ltd.		203,981		765,048
Downer EDI Ltd.		601,763		1,745,342
IGO Ltd.		598,148		5,213,933
Incitec Pivot Ltd.		337,901		760,909
Macquarie Group Ltd.		17,949		1,741,860
Rio Tinto Ltd.		13,665		813,243
Scentre Group		884,324		1,423,458
South32 Ltd.		1,884,742		4,356,369
Treasury Wine Estates Ltd.		191,187		1,539,360
Woodside Energy Group Ltd.		19,231		394,766
Worley Ltd.		544,386		4,425,956
				33,988,474
Austria — 0.4%
BAWAG Group AG (b)		63,163		2,710,405
Erste Group Bank AG		105,757		2,315,987
				5,026,392
Belgium — 0.2%
KBC Group NV		32,966		1,546,391
Umicore SA		44,802		1,298,978
				2,845,369
Bermuda — 0.3%
China Resources Gas Group Ltd.		685,900		2,164,952
Credicorp Ltd.		3,470		426,116
Hongkong Land Holdings Ltd.		309,100		1,355,957
				3,947,025
Brazil — 1.4%
Ambev SA		879,200		2,532,792
B3 SA - Brasil Bolsa Balcao		1,023,000		2,474,840
Banco BTG Pactual SA		518,300		2,383,795
EDP - Energias do Brasil SA		314,707		1,273,565
Klabin SA		363,900		1,224,389
Localiza Rent a Car SA		127,600		1,445,046
Multiplan Empreendimentos Imobiliarios SA		384,600		1,723,244
Raia Drogasil SA		489,558		2,062,835
Rede D’Or Sao Luiz SA (b)		76,319		420,477
Suzano SA		222,127		1,832,408
WEG SA		42,300		252,027
				17,625,418
Canada — 4.1%
BRP, Inc.		15,174		934,706

	Number of Shares		Value
Canadian Pacific Railway Ltd.		80,794	$	5,390,576
Constellation Software, Inc.		2,271		3,160,000
Definity Financial Corp.		93,903		2,638,951
The Descartes Systems Group, Inc. (c)		16,908		1,074,165
Element Fleet Management Corp.		278,000		3,280,414
Magna International, Inc.		79,328		3,761,734
Manulife Financial Corp. (a)		293,473		4,605,998
National Bank of Canada		120,184		7,532,871
Shopify, Inc. Class A (c)		40,160		1,081,910
Sun Life Financial, Inc.		151,358		6,018,819
TC Energy Corp. (a)		44,072		1,775,195
TELUS International CDA, Inc. (c)		67,461		1,765,946
TMX Group Ltd.		58,708		5,400,107
Waste Connections, Inc.		26,034		3,517,974
				51,939,366
Cayman Islands — 6.2%
Alibaba Group Holding Ltd. (c)		531,280		5,329,213
Alibaba Group Holding Ltd. Sponsored ADR (c)		101,001		8,079,070
Baidu, Inc. Class A (c)		236,050		3,483,263
Baidu, Inc. Sponsored ADR (c)		35,744		4,199,563
Bizlink Holding, Inc.		202,000		1,787,137
Budweiser Brewing Co. APAC Ltd. (b)		960,200		2,502,736
Chailease Holding Co. Ltd.		137,000		779,443
China Resources Mixc Lifestyle Services Ltd. (b)		238,000		911,834
CK Hutchison Holdings Ltd.		279,000		1,532,141
ENN Energy Holdings Ltd.		88,300		1,174,956
JD Health International, Inc. (b) (c)		266,850		1,521,130
JD.com, Inc. Class A		49,050		1,238,577
JOYY, Inc. ADR		91,826		2,387,476
Kanzhun Ltd. ADR (c)		23,981		404,799
KE Holdings, Inc. ADR (c)		201,587		3,531,804
Kingdee International Software Group Co. Ltd. (c)		559,000		722,756
Li Auto, Inc. ADR (c)		24,600		566,046
Li Auto, Inc. Class A (c)		5,200		60,148
Li Ning Co. Ltd.		54,000		410,358
Longfor Group Holdings Ltd. (b)		635,759		1,801,663
Meituan Class B (b) (c)		137,500		2,881,874
Pinduoduo, Inc. ADR (c)		13,600		851,088
Sea Ltd. ADR (c)		39,839		2,232,976
Silergy Corp.		108,000		1,415,703
Sunny Optical Technology Group Co. Ltd.		61,800		580,867
Tencent Holdings Ltd.		306,700		10,357,872
Tingyi Cayman Islands Holding Corp.		1,008,000		1,725,327
Tongcheng Travel Holdings Ltd. (c)		1,510,800		2,950,947

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

170

MassMutual Select T. Rowe Price International Equity Fund — Portfolio of Investments (Continued)

	Number of Shares		Value
Trip.com Group Ltd. (c)		78,750	$	2,151,218
Trip.com Group Ltd. ADR (c)		100,741		2,751,237
Weibo Corp. Sponsored ADR (c)		54,531		932,480
Wuxi Biologics Cayman, Inc. (b) (c)		325,500		1,950,216
XP, Inc. Class A (a) (c)		133,868		2,544,831
Zhongsheng Group Holdings Ltd.		686,500		2,699,239
				78,449,988
Chile — 0.2%
Banco de Chile		26,165,703		2,302,180
China — 3.6%
Beijing Capital International Airport Co. Ltd. Class H (c)		2,302,000		1,237,065
China Construction Bank Corp. Class H		4,234,000		2,436,514
China Oilfield Services Ltd. Class A		936,500		1,889,140
Foshan Haitian Flavouring & Food Co. Ltd. Class A		30,700		356,892
Fuyao Glass Industry Group Co. Ltd. Class A		699,800		3,531,938
Glodon Co. Ltd. Class A		88,000		566,092
Gree Electric Appliances, Inc. of Zhuhai Class A		374,600		1,712,000
Hisense Home Appliances Group Co. Ltd. Class A		610,455		963,408
Hongfa Technology Co. Ltd. Class A		140,420		686,344
Huayu Automotive Systems Co. Ltd. Class		536,900		1,249,839
Hundsun Technologies, Inc. Class A		311,100		1,485,110
Inner Mongolia Yili Industrial Group Co. Ltd. Class A		392,500		1,822,492
Kweichow Moutai Co. Ltd. Class A		8,698		2,287,896
Midea Group Co. Ltd. Class A		204,400		1,420,258
NARI Technology Co. Ltd. Class A		1,351,038		4,716,548
PICC Property & Casualty Co. Ltd. Class H		2,008,000		2,076,964
Ping An Bank Co. Ltd. Class A		743,500		1,236,112
Ping An Insurance Group Co. of China Ltd. Class H		417,500		2,075,939
Pony Testing International Group Co. Ltd. Class A		89,980		444,073
Sangfor Technologies, Inc. Class A		18,700		263,004
Shandong Pharmaceutical Glass Co. Ltd. Class A		314,700		1,281,769
Shenzhen Inovance Technology Co. Ltd. Class A		361,500		2,920,098
Sinopharm Group Co. Ltd. Class H		278,800		556,589
Songcheng Performance Development Co. Ltd. Class A		774,400		1,309,367
Tsingtao Brewery Co. Ltd. Class H		312,000		2,950,760
Weichai Power Co. Ltd. Class A		942,000		1,276,789
WuXi AppTec Co. Ltd. Class A		55,500		555,545

	Number of Shares		Value
Yifeng Pharmacy Chain Co. Ltd. Class A		155,916	$	1,088,835
Zhejiang Sanhua Intelligent Controls Co. Ltd. Class A		267,500		927,021
				45,324,401
Cyprus — 0.0%
Ozon Holdings PLC ADR (c) (d) (e)		18,310		—
TCS Group Holding, PLC (c) (d) (e)		10,848		—
				—
Denmark — 0.4%
Carlsberg A/S Class B		17,873		2,085,413
Genmab A/S (c)		9,725		3,134,746
				5,220,159
Finland — 0.9%
Kojamo OYJ		48,463		615,905
Metso Outotec OYJ		126,296		836,923
Sampo OYJ Class A		188,398		8,040,353
Stora Enso OYJ Class R		164,709		2,100,667
				11,593,848
France — 7.2%
Air Liquide SA		22,644		2,578,400
Alstom SA		84,796		1,363,537
AXA SA		486,349		10,648,491
BNP Paribas SA		127,280		5,373,424
Capgemini SE		11,522		1,841,337
Dassault Aviation SA		53,834		6,114,125
Engie SA		608,697		6,984,093
EssilorLuxottica SA		53,658		7,270,422
Faurecia SE (c)		67,740		723,743
Ipsen SA		7,577		699,778
Kering SA		11,074		4,897,130
L’Oreal SA		11,040		3,515,334
Legrand SA		36,870		2,382,130
LVMH Moet Hennessy Louis Vuitton SE		2,253		1,324,392
Safran SA		44,185		4,017,503
Sanofi		150,086		11,454,606
Teleperformance		14,620		3,693,631
Thales SA		44,099		4,864,116
TotalEnergies SE (a)		252,291		11,875,317
				91,621,509
Germany — 5.3%
BASF SE		41,407		1,604,678
Bayer AG Registered		185,836		8,575,946
Beiersdorf AG		11,212		1,109,492
Covestro AG (b)		112,709		3,258,626
Daimler Truck Holding AG (c)		120,267		2,752,420

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

171

MassMutual Select T. Rowe Price International Equity Fund — Portfolio of Investments (Continued)

	Number of Shares		Value
Deutsche Boerse AG		12,099	$	1,991,943
Deutsche Post AG Registered		66,069		2,010,373
Deutsche Telekom AG Registered		465,270		7,975,694
Evotec SE (c)		139,643		2,456,626
Fresenius SE & Co. KGaA		145,833		3,123,634
GEA Group AG		44,667		1,460,628
HeidelbergCement AG		25,120		1,006,227
Infineon Technologies AG		73,375		1,626,030
KION Group AG		43,577		844,410
Knorr-Bremse AG		15,515		672,668
Mercedes-Benz Group AG		40,176		2,054,506
Muenchener Rueckversicherungs-Gesellschaft AG in Muenchen Registered		24,404		5,903,013
SAP SE		40,141		3,309,016
Siemens AG Registered		105,022		10,394,393
Siemens Healthineers AG (b)		65,775		2,849,158
Stroeer SE & Co KGaA		17,577		662,038
Vonovia SE		29,809		648,755
Zalando SE (b) (c)		47,146		934,795
				67,225,069
Hong Kong — 1.5%
AIA Group Ltd.		1,073,400		8,911,964
Beijing Enterprises Holdings Ltd.		261,500		731,599
China Overseas Land & Investment Ltd.		821,000		2,117,432
Fosun International Ltd.		1,282,000		793,111
Galaxy Entertainment Group Ltd.		851,000		4,968,843
Guangdong Investment Ltd.		1,626,000		1,301,003
Hong Kong Exchanges & Clearing Ltd.		17,300		587,389
				19,411,341
Hungary — 0.3%
OTP Bank Nyrt		176,604		3,223,358
India — 4.9%
Ashok Leyland Ltd.		473,907		884,548
Asian Paints Ltd.		15,770		653,135
Axis Bank Ltd.		434,853		3,893,190
HDFC Asset Management Co. Ltd. (b)		27,091		626,963
HDFC Bank Ltd.		134,097		2,324,767
HDFC Life Insurance Co. Ltd. (b)		466,313		3,027,071
Hindalco Industries Ltd.		299,070		1,420,476
Hindustan Unilever Ltd.		24,504		808,113
Housing Development Finance Corp. Ltd.		335,833		9,355,327
ICICI Bank Ltd.		371,651		3,914,781
ICICI Bank Ltd. Sponsored ADR		108,482		2,274,868
Indus Towers Ltd.		538,693		1,305,615
Infosys Ltd.		123,614		2,118,724

	Number of Shares		Value
Kotak Mahindra Bank Ltd.		217,230	$	4,804,976
Maruti Suzuki India Ltd.		29,058		3,150,239
NTPC Ltd.		2,750,137		5,370,853
Petronet LNG Ltd.		1,244,771		3,042,210
Reliance Industries Ltd.		167,603		4,844,367
Shree Cement Ltd.		3,524		913,037
Shriram Transport Finance Co. Ltd.		229,312		3,353,011
Tata Consultancy Services Ltd.		11,420		417,979
Tech Mahindra Ltd.		110,890		1,359,305
Voltas Ltd.		184,348		2,042,530
				61,906,085
Indonesia — 0.9%
Bank Central Asia Tbk PT		10,082,500		5,628,437
Bank Rakyat Indonesia Persero Tbk PT		11,581,564		3,406,953
Sarana Menara Nusantara Tbk PT		24,941,000		2,017,207
Sumber Alfaria Trijaya Tbk PT		723,400		113,218
				11,165,815
Ireland — 0.4%
DCC PLC		26,790		1,393,736
Linde PLC (c)		15,602		4,266,631
				5,660,367
Italy — 1.5%
Amplifon SpA		35,622		932,859
Banca Mediolanum SpA		372,244		2,331,416
DiaSorin SpA		15,651		1,748,876
Enel SpA		718,046		2,942,569
Ermenegildo Zegna NV (a)		104,719		1,125,729
Intesa Sanpaolo SpA		640,689		1,054,521
Leonardo SpA		209,300		1,481,155
Moncler SpA		44,712		1,835,864
Prysmian SpA		143,264		4,103,602
UniCredit SpA		179,830		1,818,467
				19,375,058
Japan — 14.3%
Asahi Group Holdings Ltd.		88,800		2,754,694
Asahi Kasei Corp.		251,200		1,661,346
Asics Corp.		74,500		1,187,119
Astellas Pharma, Inc.		567,800		7,505,384
Central Japan Railway Co.		13,900		1,628,387
Chugai Pharmaceutical Co. Ltd.		117,800		2,941,356
CyberAgent, Inc.		199,400		1,660,846
Dai-ichi Life Holdings, Inc.		40,800		648,538
Daiichi Sankyo Co. Ltd.		125,300		3,485,455
Daikin Industries Ltd.		11,900		1,838,789
Denso Corp.		31,600		1,442,349
DIC Corp.		58,200		969,658
Disco Corp.		6,800		1,481,830

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

172

MassMutual Select T. Rowe Price International Equity Fund — Portfolio of Investments (Continued)

	Number of Shares		Value
Electric Power Development Co. Ltd.		97,900	$	1,382,279
Fujitsu General Ltd. (a)		124,100		2,583,819
Fujitsu Ltd.		31,200		3,364,684
Hamamatsu Photonics KK		41,000		1,760,364
Hikari Tsushin, Inc.		10,400		1,216,984
Hitachi Ltd.		94,500		4,001,344
Honda Motor Co. Ltd.		37,800		823,438
Keyence Corp.		6,900		2,290,820
Kirin Holdings Co. Ltd.		95,500		1,470,813
MatsukiyoCocokara & Co.		61,900		2,647,445
Mitsubishi Corp.		69,300		1,903,238
Mitsubishi Electric Corp.		522,500		4,720,003
Mitsubishi Estate Co. Ltd.		135,700		1,780,510
Mitsubishi HC Capital, Inc.		242,200		1,041,921
Mitsubishi UFJ Financial Group, Inc.		972,400		4,384,966
Mitsui Fudosan Co. Ltd.		286,900		5,468,933
Murata Manufacturing Co. Ltd.		96,200		4,418,940
Nippon Sanso Holdings Corp.		51,200		808,683
Nippon Shokubai Co. Ltd.		25,000		934,476
Nippon Steel Corp.		96,100		1,337,613
Nippon Telegraph & Telephone Corp.		675,700		18,229,042
NSK Ltd. (a)		142,400		697,768
NTT Data Corp.		413,900		5,349,145
Omron Corp.		20,300		925,227
ORIX Corp.		167,700		2,358,530
Otsuka Holdings Co. Ltd.		253,400		8,037,381
Outsourcing, Inc.		171,200		1,280,583
Pan Pacific International Holding Corp.		88,100		1,548,092
Panasonic Holdings Corp.		250,000		1,755,629
Persol Holdings Co. Ltd.		190,300		3,468,205
Pola Orbis Holdings, Inc.		25,600		286,879
Recruit Holdings Co. Ltd.		77,200		2,228,240
Renesas Electronics Corp. (c)		122,000		1,016,763
Seven & i Holdings Co. Ltd.		190,900		7,668,253
Shimadzu Corp.		60,100		1,564,397
SMC Corp.		2,300		927,872
SoftBank Group Corp.		29,000		985,134
Sompo Holdings, Inc.		58,400		2,327,543
Sony Group Corp.		75,200		4,840,046
Stanley Electric Co. Ltd.		214,600		3,366,679
Sumitomo Corp.		299,700		3,739,940
Sumitomo Mitsui Trust Holdings, Inc.		46,200		1,305,927
Sumitomo Rubber Industries Ltd.		66,600		530,821
Suzuki Motor Corp.		111,000		3,443,243
Taiheiyo Cement Corp. (a)		76,900		1,086,843
Takeda Pharmaceutical Co. Ltd.		71,700		1,862,203
TechnoPro Holdings, Inc.		91,400		1,921,410
THK Co. Ltd.		43,300		749,172

	Number of Shares		Value
Tokio Marine Holdings, Inc.		198,300	$	3,524,507
Tokyo Electron Ltd.		15,600		3,862,419
Tosoh Corp.		21,300		237,845
Toyota Motor Corp.		726,900		9,461,935
Welcia Holdings Co. Ltd.		36,300		762,716
Z Holdings Corp. (a)		1,316,200		3,420,125
				182,317,538
Luxembourg — 0.3%
Millicom International Cellular SA (a) (c)		91,856		1,052,086
Samsonite International SA (b) (c)		496,500		1,191,712
Tenaris SA		150,076		1,945,710
				4,189,508
Malaysia — 0.2%
CIMB Group Holdings Bhd		2,906,624		3,203,580
Mexico — 0.8%
Gruma SAB de CV Class B		217,575		2,071,875
Grupo Aeroportuario del Pacifico SAB de CV ADR		16,900		2,142,582
Grupo Aeroportuario del Sureste SAB de CV ADR		2,138		419,411
Grupo Financiero Banorte SAB de CV Class O		228,000		1,460,527
Grupo Mexico SAB de CV Series B		757,282		2,557,676
Orbia Advance Corp. SAB de CV		445,479		749,857
Wal-Mart de Mexico SAB de CV		338,700		1,189,516
				10,591,444
Netherlands — 5.3%
Adyen NV (b) (c)		1,644		2,045,215
AerCap Holdings NV (c)		52,597		2,226,431
Airbus SE		39,699		3,429,687
Akzo Nobel NV		154,224		8,697,634
ASML Holding NV		34,496		14,308,641
Heineken NV		5,821		510,307
ING Groep NV		1,103,115		9,458,452
Koninklijke DSM NV		9,957		1,129,322
Koninklijke Philips NV		431,785		6,669,587
NXP Semiconductor NV		31,803		4,691,260
Prosus NV (c)		26,528		1,369,545
Prosus NV (c)		170,474		8,884,069
Shop Apotheke Europe NV (b) (c)		3,995		162,193
Signify NV (b)		59,799		1,547,661
Stellantis NV		160,491		1,896,404
X5 Retail Group NV GDR (d) (e)		53,349		—
Yandex N.V. (c) (d) (e)		66,647		—
				67,026,408
Norway — 0.9%
DNB Bank ASA		232,842		3,686,344

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

173

MassMutual Select T. Rowe Price International Equity Fund — Portfolio of Investments (Continued)

	Number of Shares		Value
Equinor ASA		179,775	$	5,929,623
Storebrand ASA		313,171		2,154,175
				11,770,142
Philippines — 0.3%
Bank of the Philippine Islands		367,000		560,737
SM Investments Corp.		175,930		2,169,234
Universal Robina Corp.		331,770		645,084
				3,375,055
Poland — 0.2%
Powszechna Kasa Oszczednosci Bank Polski SA		110,844		483,909
Powszechny Zaklad Ubezpieczen SA		342,217		1,584,746
				2,068,655
Portugal — 0.6%
Banco Comercial Portugues SA		4,512,532		534,234
Galp Energia SGPS SA		582,580		5,583,420
Jeronimo Martins SGPS SA		82,866		1,543,896
				7,661,550
Republic of Korea — 3.2%
Amorepacific Corp.		10,324		729,425
CJ CheilJedang Corp.		5,413		1,553,713
Hyundai Motor Co.		19,767		2,421,187
Kangwon Land, Inc. (c)		125,254		2,047,442
KT Corp.		112,382		2,831,762
KT Corp. Sponsored ADR		149,163		1,822,772
LG Chem Ltd.		4,726		1,751,338
LG H&H Co. Ltd.		2,464		1,080,670
NAVER Corp.		38,067		5,073,428
POSCO Holdings, Inc.		1,931		284,327
Samsung Electronics Co. Ltd.		568,956		20,905,338
				40,501,402
Russia — 0.0%
Gazprom PJSC (c) (d) (e)		496,602		—
Novatek PJSC (d) (e)		73,140		—
				—
Saudi Arabia — 0.8%
Nahdi Medical Co.		32,793		1,645,571
The Saudi British Bank		276,186		2,862,155
The Saudi National Bank		363,663		6,071,218
				10,578,944
Singapore — 1.3%
DBS Group Holdings, Ltd.		77,400		1,789,486
Jardine Cycle & Carriage Ltd.		106,100		2,482,091
United Overseas Bank Ltd.		329,600		5,984,378
Wilmar International Ltd.		1,101,700		2,933,074

	Number of Shares		Value
Yangzijiang Shipbuilding Holdings Ltd.		3,846,100	$	2,750,128
				15,939,157
South Africa — 0.5%
Capitec Bank Holdings Ltd.		21,010		1,800,979
Clicks Group Ltd.		80,140		1,257,583
FirstRand Ltd.		954,991		3,177,638
				6,236,200
Spain — 0.7%
Amadeus IT Group SA (c)		67,137		3,107,702
Fluidra SA (a)		137,086		2,043,723
Iberdrola SA		363,169		3,376,156
Indra Sistemas SA		101,848		773,964
				9,301,545
Sweden — 1.4%
Assa Abloy AB Class B		93,110		1,739,983
Elekta AB		235,915		1,193,757
Essity AB Class B		109,377		2,159,015
Olink Holding AB ADR (a) (c)		29,221		354,743
Svenska Handelsbanken AB Class A		312,311		2,552,065
Swedbank AB Class A		331,663		4,336,397
Telefonaktiebolaget LM Ericsson Class B (a)		945,075		5,503,862
				17,839,822
Switzerland — 7.0%
ABB Ltd. Registered		135,698		3,494,356
Alcon, Inc.		85,852		4,971,691
Barry Callebaut AG Registered		2,252		4,234,378
Holcim AG (c)		44,979		1,835,042
Julius Baer Group Ltd. (c)		161,101		7,010,045
Lonza Group AG Registered		7,300		3,550,055
Nestle SA Registered		178,492		19,327,045
Novartis AG Registered		133,944		10,210,986
Partners Group Holding AG		4,743		3,810,374
PolyPeptide Group AG (b) (c)		18,229		528,624
Roche Holding AG		62,713		20,448,140
UBS Group AG Registered		185,143		2,674,570
Zurich Insurance Group AG		18,519		7,361,755
				89,457,061
Taiwan — 2.9%
Hon Hai Precision Industry Co. Ltd.		1,217,000		3,885,235
Largan Precision Co. Ltd.		11,000		573,629
MediaTek, Inc.		181,000		3,150,151
Taiwan Semiconductor Manufacturing Co. Ltd.		2,229,000		29,298,612
Vanguard International Semiconductor Corp.		251,000		507,414
				37,415,041

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

174

MassMutual Select T. Rowe Price International Equity Fund — Portfolio of Investments (Continued)

	Number of Shares		Value
Thailand — 0.7%
Airports of Thailand PCL (c)		150,100	$	288,501
Bangkok Dusit Medical Services PCL		3,213,700		2,492,066
Bumrungrad Hospital PCL		12,100		72,468
CP ALL PCL		2,539,300		3,786,734
Land & Houses PCL		8,595,000		2,020,124
				8,659,893
United Arab Emirates — 0.2%
First Abu Dhabi Bank PJSC		516,473		2,510,021
United Kingdom — 11.1%
Amcor PLC		280,026		2,973,673
Antofagasta PLC		145,756		1,797,936
Ashtead Group PLC		108,511		4,844,568
ASOS PLC (a) (c)		138,436		866,162
AstraZeneca PLC Sponsored ADR		354,400		19,435,296
Atlassian Corp. PLC Class A (c)		5,700		1,200,363
boohoo Group PLC (a) (c)		564,651		224,636
Bridgepoint Group PLC (b)		657,881		1,370,987
British American Tobacco PLC		62,661		2,240,720
Bunzl PLC		48,767		1,484,083
Burberry Group PLC		193,959		3,867,760
Close Brothers Group PLC		42,247		435,682
Compass Group PLC		175,361		3,505,328
Diageo PLC		87,510		3,668,047
Direct Line Insurance Group PLC		1,022,195		2,102,685
Dr. Martens Plc		280,761		687,962
Fresnillo PLC		187,815		1,604,839
Great Portland Estates PLC		388,313		1,900,312
GSK PLC ADR		163,418		4,809,392
Haleon PLC ADR (a) (c)		203,999		1,242,354
HSBC Holdings PLC		515,632		2,671,957
Imperial Brands PLC		157,581		3,251,807
Informa PLC		252,887		1,456,902
InterContinental Hotels Group PLC		35,826		1,718,774
Investec PLC		213,326		858,841
Johnson Matthey PLC		82,519		1,677,801
Kingfisher PLC		946,979		2,300,396
Lloyds Banking Group PLC		9,018,811		4,120,373
London Stock Exchange Group PLC		38,643		3,258,513
Melrose Industries PLC		1,500,024		1,674,816
Mondi PLC		56,319		869,937
National Grid PLC		246,034		2,539,032
Network International Holdings PLC (b) (c)		560,012		1,896,214
Next PLC		57,747		3,068,140
Persimmon PLC		95,989		1,321,475
Prudential PLC		366,261		3,598,542
Rightmove PLC		118,746		629,849

	Number of Shares		Value
Rolls-Royce Holdings PLC (c)		2,401,817	$	1,845,786
Shell PLC		196,579		4,890,943
Shell PLC ADR		52,880		2,631,309
Smith & Nephew PLC		275,760		3,181,400
Smiths Group PLC		118,834		1,991,603
Standard Chartered PLC		325,846		2,049,518
Taylor Wimpey PLC		1,143,706		1,115,294
Unilever PLC		251,047		11,046,030
Unilever PLC		117,536		5,183,764
Vodafone Group PLC		1,860,830		2,095,811
Vodafone Group PLC Sponsored ADR		228,204		2,585,551
Wizz Air Holdings Plc (b) (c)		17,580		309,188
WPP PLC		622,205		5,149,027
				141,251,378
United States — 1.1%
Autoliv, Inc.		21,746		1,468,540
Broadcom, Inc.		10,005		4,442,320
Canva, Inc. (Acquired 8/16/21, Cost $652,842) (c) (d) (e) (f)		383		365,746
Mastercard, Inc. Class A		7,933		2,255,669
MercadoLibre, Inc. (c)		600		496,668
Southern Copper Corp.		11,900		533,596
Yum China Holdings, Inc.		101,000		4,780,330
Yum China Holdings, Inc.		6,150		290,205
				14,633,074

TOTAL COMMON STOCK (Cost $1,449,344,888)				1,224,378,640

PREFERRED STOCK — 0.6%
Germany — 0.6%
Dr Ing hc F Porsche AG ^(a) ^(c)		59,265		4,791,820
Sartorius AG 0.130% 0.357%		4,258		1,487,186
Volkswagen AG 6.014% 6.014%		15,707		1,940,110
				8,219,116
United States — 0.0%
Canva, Inc., Series A , (Acquired 11/04/21, Cost $39,209) (d) (e) (f)		23		21,964

TOTAL PREFERRED STOCK (Cost $8,763,724)				8,241,080

TOTAL EQUITIES (Cost $1,458,108,612)				1,232,619,720

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

175

MassMutual Select T. Rowe Price International Equity Fund — Portfolio of Investments (Continued)

	Number of Shares		Value
MUTUAL FUNDS — 2.0%
United States — 2.0%
State Street Navigator Securities Lending Government Money Market Portfolio (g)		25,119,089	$	25,119,089

TOTAL MUTUAL FUNDS (Cost $25,119,089)				25,119,089

RIGHTS — 0.0%
Brazil — 0.0%
Localiza Rent a Car SA ^(c)		391		797
Russia — 0.0%
Moscow Exchange (c) (d) (e)		1,181,630		—
Moscow Exchange (c) (d) (e)		83,990		—
				—

TOTAL RIGHTS (Cost $2,619,126)				797

TOTAL LONG-TERM INVESTMENTS (Cost $1,485,846,827)				1,257,739,606

SHORT-TERM INVESTMENTS — 3.3%
Mutual Fund — 3.2%
T. Rowe Price Government Reserve Investment Fund		40,804,373		40,804,373
	Principal Amount
Repurchase Agreement — 0.1%
Fixed Income Clearing Corp., Repurchase Agreement, dated 9/30/22, 0.830%, due 10/03/22 (h)	$	796,077		796,077

TOTAL SHORT-TERM INVESTMENTS (Cost $41,600,450)				41,600,450

TOTAL INVESTMENTS — 102.1% (Cost $1,527,447,277) ⁽ⁱ⁾				1,299,340,056

Other Assets/(Liabilities) — (2.1)%				(26,344,138	)

NET ASSETS — 100.0%			$	1,272,995,918

Abbreviation Legend

ADR	American Depositary Receipt

GDR	Global Depositary Receipt

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)

Denotes all or a portion of security on loan. The total value of securities on loan as of September 30, 2022, was $35,499,222 or 2.79% of net assets. The Fund received $12,253,302 of non-cash collateral (U.S. Treasury and/or Agency obligations) related to securities lending activity. This amount is not reflected on either the Portfolio of Investments or the Statement of Assets and Liabilities. (Note 2).

(b)

(c)	Non-income producing security.

(d)	Investment is valued using significant unobservable inputs.

(e)	This security is fair valued in good faith in accordance with procedures approved by the Board of Trustees. At September 30, 2022, these securities amounted to a value of $387,710 or 0.03% of net assets.

(f)	Restricted security. Certain securities are restricted as to resale. At September 30, 2022, these securities amounted to a value of $387,710 or 0.03% of net assets. The Fund generally bears the costs, if any, associated with the disposition of restricted securities.

(g)	Represents investment of security lending cash collateral. (Note 2).

(h)	Maturity value of $796,132. Collateralized by U.S. Government Agency obligations with a rate of 0.000%, maturity date of 3/30/23, and an aggregate market value, including accrued interest, of $812,005.

(i)	See Note 6 for aggregate cost for federal tax purposes.

Sector weightings, as a percentage of net assets, is as follows:

Financial	22.7	%
Consumer, Non-cyclical	22.2	%
Consumer, Cyclical	10.9	%
Industrial	10.7	%
Communications	9.9	%
Technology	9.4	%
Basic Materials	5.2	%
Energy	3.5	%
Utilities	2.3	%
Mutual Funds	2.0	%
Total Long-Term Investments	98.8	%
Short-Term Investments and Other Assets and Liabilities	1.2	%
Net Assets	100.0	%

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

176

[THIS PAGE INTENTIONALLY LEFT BLANK]

MassMutual Funds – Financial Statements

Statements of Assets and Liabilities
September 30, 2022

	MassMutual Total Return Bond Fund			MassMutual Strategic Bond Fund
Assets:
Investments, at value (Note 2) ^(a)	$	873,322,276		$	404,057,811
Repurchase agreements, at value (Note 2) ^(b)		15,693,982			972,044
Total investments ^(c)		889,016,258			405,029,855
Cash		23,641			3,556,764
Foreign currency, at value ^(d)		—			1,465,668
Receivables from:
Investments sold
Regular delivery		3,045,922			69,357
Delayed delivery		49,071,402			3,119,710
Open forward contracts (Note 2)		52,891			575,582
Fund shares sold		387,111			151,838
Premiums for closed swap agreements, at value		—			135,613
Cash collateral pledged for open derivatives (Note 2)		6,144,894			4,698,304
Variation margin on open derivative instruments (Note 2)		—			115,765
Interest and dividends		3,979,100			3,291,365
Foreign tax reclaims		14,304			2,326
Prepaid expenses		41,068			36,530
Total assets		951,776,591			422,248,677
Liabilities:
Payables for:
Investments purchased
Regular delivery		10,936,246			—
Delayed delivery		202,984,650			9,147,916
Written options outstanding, at value (Note 2) ^(e)		—			1,176,532
Open forward contracts (Note 2)		667			1,803,338
Foreign currency overdraft		59			—
Interest and dividends		—			21,413
Fund shares repurchased		485,282			192,275
Cash collateral held for securities on loan (Note 2)		16,726,548			2,470,330
Cash collateral held for open derivatives (Note 2)		—			30,000
Trustees’ fees and expenses (Note 3)		130,800			44,840
Variation margin on open derivative instruments (Note 2)		105,026			—
Affiliates (Note 3):
Administration fees		84,965			120,847
Investment advisory fees		182,908			137,607
Service fees		54,960			26,410
Distribution fees		11,748			3,553
Accrued expense and other liabilities		178,616			216,996
Total liabilities		231,882,475			15,392,057
Net assets	$	719,894,116		$	406,856,620
Net assets consist of:
Paid-in capital	$	851,225,751		$	491,982,477
Accumulated earnings (loss)		(131,331,635	)		(85,125,857	)
Net assets	$	719,894,116		$	406,856,620

^(a)	Cost of investments:	$	952,376,391	$	458,490,670
^(b)	Cost of repurchase agreements:	$	15,693,982	$	972,044
^(c)	Securities on loan with market value of:	$	31,021,740	$	3,125,444
^(d)	Cost of foreign currency:	$	—	$	1,514,626
^(e)	Premiums on written options:	$	—	$	730,188

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

178

MassMutual Diversified Value Fund		MassMutual Fundamental Value Fund		MM S&P 500 Index Fund		MassMutual Equity Opportunities Fund		MassMutual Fundamental Growth Fund			MassMutual Blue Chip Growth Fund

$	275,599,295	$	418,301,008	$	2,233,300,140	$	547,481,615	$	25,810,809		$	2,528,151,983
	3,266,398		10,027,512		11,486,546		9,104,118		256,360			5,924,441
	278,865,693		428,328,520		2,244,786,686		556,585,733		26,067,169			2,534,076,424
	434		62,842		11,582		—		3			—
	—		268,087		—		957		—			1


	9,424,467		428,730		—		950,672		306,153			6,544,621
	—		—		—		—		—			—
	—		—		—		—		—			—
	51,187		136,307		1,053,344		159,729		47,919			768,907
	—		—		—		—		—			—
	—		—		—		—		—			—
	—		—		—		—		—			—
	561,139		759,044		1,793,080		959,603		6,325			435,013
	17,106		82,264		—		81,695		—			2,195,482
	43,066		39,143		39,300		34,735		37,649			38,249
	288,963,092		430,104,937		2,247,683,992		558,773,124		26,465,218			2,544,058,697



	10,469,533		427,592		2,596,095		1,222,853		229,741			—
	—		—		—		—		—			—
	—		—		—		—		—			—
	—		—		—		—		—			—
	—		—		—		—		—			—
	—		—		—		—		—			—
	103,826		284,472		20,816,005		76,162		210			3,372,710
	95,114		2,886,035		—		—		94,068			5,185,964
	—		—		—		—		—			—
	114,123		152,210		383,762		100,105		12,791			229,057
	—		—		291,885		—		—			—

	39,918		47,418		343,088		59,974		23,608			208,437
	123,820		225,650		199,219		340,295		14,968			1,393,179
	22,340		19,960		397,714		33,537		6,694			119,696
	968		898		148,631		2,647		766			21,865
	77,952		90,396		274,496		98,793		80,731			377,771
	11,047,594		4,134,631		25,450,895		1,934,366		463,577			10,908,679
$	277,915,498	$	425,970,306	$	2,222,233,097	$	556,838,758	$	26,001,641		$	2,533,150,018

$	237,681,802	$	338,053,136	$	908,110,704	$	450,202,185	$	33,823,786		$	1,867,468,321
	40,233,696		87,917,170		1,314,122,393		106,636,573		(7,822,145	)		665,681,697
$	277,915,498	$	425,970,306	$	2,222,233,097	$	556,838,758	$	26,001,641		$	2,533,150,018

$	266,114,676	$	394,877,959	$	1,448,610,235	$	527,705,589	$	31,275,209	$	2,111,273,336
$	3,266,398	$	10,027,512	$	11,486,546	$	9,104,118	$	256,360	$	5,924,441
$	93,234	$	4,483,728	$	875,955	$	—	$	637,254	$	14,048,803
$	—	$	283,981	$	—	$	955	$	—	$	1
$	—	$	—	$	—	$	—	$	—	$	—

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

179

MassMutual Funds – Financial Statements (Continued)

Statements of Assets and Liabilities
September 30, 2022

	MassMutual Total Return Bond Fund		MassMutual Strategic Bond Fund
Class I shares:
Net assets	$	553,148,930	$	261,784,392
Shares outstanding ^(a)		65,669,583		30,771,884
Net asset value, offering price and redemption price per share	$	8.42	$	8.51
Class R5 shares:
Net assets	$	25,777,109	$	53,494,357
Shares outstanding ^(a)		3,065,943		6,285,462
Net asset value, offering price and redemption price per share	$	8.41	$	8.51
Service Class shares:
Net assets	$	49,613,742	$	33,007,097
Shares outstanding ^(a)		5,875,445		3,880,262
Net asset value, offering price and redemption price per share	$	8.44	$	8.51
Administrative Class shares:
Net assets	$	9,164,509	$	20,187,952
Shares outstanding ^(a)		1,091,500		2,378,492
Net asset value, offering price and redemption price per share	$	8.40	$	8.49
Class R4 shares:
Net assets	$	53,395,321	$	18,820,890
Shares outstanding ^(a)		6,312,414		2,233,927
Net asset value, offering price and redemption price per share	$	8.46	$	8.43
Class A shares:
Net assets	$	11,148,694	$	14,285,204
Shares outstanding ^(a)		1,335,036		1,685,544
Net asset value, and redemption price per share	$	8.35	$	8.48
Offering price per share (100/[100-maximum sales charge] of net asset value)	$	8.72	$	8.86
Class R3 shares:
Net assets	$	17,645,811	$	5,276,728
Shares outstanding ^(a)		2,107,348		631,319
Net asset value, offering price and redemption price per share	$	8.37	$	8.36

(a)	Authorized unlimited number of shares with no par value.

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

180

MassMutual Diversified Value Fund		MassMutual Fundamental Value Fund		MM S&P 500 Index Fund		MassMutual Equity Opportunities Fund		MassMutual Fundamental Growth Fund		MassMutual Blue Chip Growth Fund

$	168,929,107	$	277,620,740	$	900,470,762	$	355,034,578	$	2,653,933	$	1,748,402,304
	15,542,653		32,495,314		56,540,779		21,315,984		890,798		93,295,049
$	10.87	$	8.54	$	15.93	$	16.66	$	2.98	$	18.74

$	48,258,955	$	69,771,116	$	300,070,119	$	84,470,832	$	4,939,175	$	333,396,486
	4,428,236		8,097,561		18,749,092		5,044,467		1,648,044		17,873,503
$	10.90	$	8.62	$	16.00	$	16.75	$	3.00	$	18.65

$	11,979,334	$	26,310,541	$	244,212,074	$	34,750,254	$	4,211,009	$	121,094,390
	1,099,494		3,075,110		15,220,793		2,136,382		1,527,179		6,590,348
$	10.90	$	8.56	$	16.04	$	16.27	$	2.76	$	18.37

$	16,694,929	$	24,363,553	$	213,738,638	$	34,103,898	$	4,609,568	$	171,168,299
	1,518,812		2,816,248		13,708,006		2,141,537		1,850,682		9,536,595
$	10.99	$	8.65	$	15.59	$	15.92	$	2.49	$	17.95

$	8,853,003	$	3,936,960	$	333,262,904	$	6,353,720	$	1,220,162	$	48,674,177
	830,739		475,352		21,795,322		439,377		642,179		2,909,856
$	10.66	$	8.28	$	15.29	$	14.46	$	1.90	$	16.73

$	21,804,938	$	22,657,304	$	18,171,856	$	38,061,716	$	7,266,709	$	80,083,855
	2,008,048		2,669,890		1,199,740		2,567,367		3,654,701		4,792,051
$	10.86	$	8.49	$	15.15	$	14.83	$	1.99	$	16.71
$	11.49	$	8.98	$	16.03	$	15.69	$	2.11	$	17.68

$	1,395,232	$	1,310,092	$	212,306,744	$	4,063,760	$	1,101,085	$	30,330,507
	129,470		159,203		14,518,936		308,690		851,558		2,022,654
$	10.78	$	8.23	$	14.62	$	13.16	$	1.29	$	15.00

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

181

MassMutual Funds – Financial Statements (Continued)

Statements of Assets and Liabilities
September 30, 2022

	MassMutual Growth Opportunities Fund			MassMutual Mid Cap Value Fund
Assets:
Investments, at value (Note 2) ^(a)	$	236,056,896		$	98,660,615
Repurchase agreements, at value (Note 2) ^(b)		5,911,529			2,750,893
Total investments ^(c)		241,968,425			101,411,508
Cash		—			363
Foreign currency, at value ^(d)		—			—
Receivables from:
Investments sold
Regular delivery		2,123,186			569,694
Open forward contracts (Note 2)		—			9,401
Fund shares sold		87,793			10,829
Investment adviser (Note 3)		—			32,198
Interest and dividends		32,972			169,849
Foreign tax reclaims		10,968			1,721
Prepaid expenses		38,523			44,962
Total assets		244,261,867			102,250,525
Liabilities:
Payables for:
Investments purchased
Regular delivery		2,597,419			916,579
Open forward contracts (Note 2)		—			9,904
Foreign currency overdraft		—			25
Fund shares repurchased		744,350			895
Cash collateral held for securities on loan (Note 2)		6,702,873			68,961
Trustees’ fees and expenses (Note 3)		82,885			16,877
Affiliates (Note 3):
Administration fees		37,278			27,513
Investment advisory fees		150,427			62,975
Service fees		12,374			1,190
Distribution fees		1,052			82
Due to custodian		29,341			—
Accrued expense and other liabilities		81,320			84,469
Total liabilities		10,439,319			1,189,470
Net assets	$	233,822,548		$	101,061,055
Net assets consist of:
Paid-in capital	$	255,410,891		$	108,175,707
Accumulated earnings (loss)		(21,588,343	)		(7,114,652	)
Net assets	$	233,822,548		$	101,061,055

^(a)	Cost of investments:	$	281,039,622	$	113,176,249
^(b)	Cost of repurchase agreements:	$	5,911,529	$	2,750,893
^(c)	Securities on loan with market value of:	$	12,422,337	$	494,945
^(d)	Cost of foreign currency:	$	—	$	—

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

182

MassMutual Small Cap Value Equity Fund		MassMutual Small Company Value Fund			MassMutual Mid Cap Growth Fund		MassMutual Small Cap Growth Equity Fund			MassMutual Overseas Fund			MassMutual Select T. Rowe Price International Equity Fund

$	47,918,057	$	197,591,033		$	5,069,775,588	$	511,320,719		$	387,094,013		$	1,298,543,979
	2,276,333		1,594,316			84,415,685		20,746,302			9,671,698			796,077
	50,194,390		199,185,349			5,154,191,273		532,067,021			396,765,711			1,299,340,056
	—		—			5		17,675			23,197			203,820
	60		—			—		11			29,448			3,812,285


	276,954		207,259			30,677,811		1,911,637			303,873			4,146,220
	—		141			—		—			—			—
	8,395		36,650			3,374,428		1,659,497			262,081			617,764
	—		23,906			—		—			72,510			126,870
	42,684		169,599			705,666		303,411			452,421			3,736,012
	—		—			32,171		—			3,208,219			3,218,995
	37,829		38,851			59,378		50,185			39,201			8,577
	50,560,312		199,661,755			5,189,040,732		536,009,437			401,156,661			1,315,210,599



	1,063,986		263,589			32,951,496		131,252			967,272			15,535,739
	—		8,696			—		—			—			—
	—		—			—		—			—			—
	8,088		10,486			5,217,436		219,458			829,829			437,224
	246,505		3,166,453			25,184,258		8,359,079			2,564,482			25,119,089
	16,871		54,923			468,462		91,363			88,137			47,362

	22,179		30,610			315,309		49,089			53,801			32,936
	32,280		147,741			3,123,102		365,381			277,302			—
	4,425		8,072			117,820		23,280			22,996			—
	433		232			13,625		2,320			2,848			—
	—		—			—		—			—			—
	77,029		85,842			231,266		186,253			367,200			1,042,331
	1,471,796		3,776,644			67,622,774		9,427,475			5,173,867			42,214,681
$	49,088,516	$	195,885,111		$	5,121,417,958	$	526,581,962		$	395,982,794		$	1,272,995,918

$	43,568,226	$	197,633,188		$	4,320,179,799	$	585,628,115		$	429,828,715		$	1,513,587,468
	5,520,290		(1,748,077	)		801,238,159		(59,046,153	)		(33,845,921	)		(240,591,550	)
$	49,088,516	$	195,885,111		$	5,121,417,958	$	526,581,962		$	395,982,794		$	1,272,995,918

$	47,855,097	$	223,157,515	$	4,918,879,333	$	538,632,229	$	439,080,342	$	1,526,651,200
$	2,276,333	$	1,594,316	$	84,415,685	$	20,746,302	$	9,671,698	$	796,077
$	504,280	$	5,492,315	$	78,799,801	$	26,470,437	$	2,441,007	$	35,499,222
$	62	$	—	$	—	$	12	$	29,704	$	3,824,637

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

183

MassMutual Funds – Financial Statements (Continued)

Statements of Assets and Liabilities
September 30, 2022

	MassMutual Growth Opportunities Fund		MassMutual Mid Cap Value Fund
Class I shares:
Net assets	$	146,814,187	$	97,583,652
Shares outstanding ^(a)		32,164,168		9,240,256
Net asset value, offering price and redemption price per share	$	4.56	$	10.56
Class R5 shares:
Net assets	$	33,626,104	$	782,397
Shares outstanding ^(a)		7,647,326		73,028
Net asset value, offering price and redemption price per share	$	4.40	$	10.71
Service Class shares:
Net assets	$	14,637,206	$	88,418
Shares outstanding ^(a)		3,655,045		8,343
Net asset value, offering price and redemption price per share	$	4.00	$	10.60
Administrative Class shares:
Net assets	$	22,601,669	$	841,233
Shares outstanding ^(a)		6,432,032		77,242
Net asset value, offering price and redemption price per share	$	3.51	$	10.89
Class R4 shares:
Net assets	$	637,840	$	255,326
Shares outstanding ^(a)		238,146		24,365
Net asset value, offering price and redemption price per share	$	2.68	$	10.48
Class A shares:
Net assets	$	14,094,579	$	1,390,331
Shares outstanding ^(a)		5,439,605		130,519
Net asset value, and redemption price per share	$	2.59	$	10.65
Offering price per share (100/[100-maximum sales charge] of net asset value)	$	2.74	$	11.27
Class R3 shares:
Net assets	$	1,410,963	$	119,698
Shares outstanding ^(a)		833,623		11,460
Net asset value, offering price and redemption price per share	$	1.69	$	10.44

(a)	Authorized unlimited number of shares with no par value.

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

184

MassMutual Small Cap Value Equity Fund		MassMutual Small Company Value Fund		MassMutual Mid Cap Growth Fund		MassMutual Small Cap Growth Equity Fund		MassMutual Overseas Fund		MassMutual Select T. Rowe Price International Equity Fund

$	31,862,720	$	132,528,131	$	3,824,988,373	$	368,199,152	$	232,440,544	$	1,272,995,918
	3,667,279		14,965,996		206,209,245		30,786,558		33,498,924		151,767,928
$	8.69	$	8.86	$	18.55	$	11.96	$	6.94	$	8.39

$	6,512,723	$	35,441,827	$	834,944,781	$	88,121,261	$	86,220,183	$	—
	748,784		3,968,827		45,835,794		7,570,805		12,370,892		—
$	8.70	$	8.93	$	18.22	$	11.64	$	6.97	$	—

$	2,189,326	$	7,189,010	$	158,487,439	$	17,932,145	$	30,650,933	$	—
	250,569		811,550		9,067,443		1,712,130		4,431,201		—
$	8.74	$	8.86	$	17.48	$	10.47	$	6.92	$	—

$	2,188,714	$	9,380,321	$	136,292,494	$	18,392,624	$	13,633,077	$	—
	254,273		1,089,753		8,390,865		1,991,195		1,949,717		—
$	8.61	$	8.61	$	16.24	$	9.24	$	6.99	$	—

$	1,193,383	$	627,521	$	59,610,584	$	11,840,257	$	16,143,896	$	—
	143,692		78,385		4,146,859		1,629,678		2,436,772		—
$	8.31	$	8.01	$	14.37	$	7.27	$	6.63	$	—

$	4,520,796	$	10,386,659	$	87,758,068	$	18,688,278	$	12,858,190	$	—
	540,607		1,275,287		6,199,943		2,620,458		1,888,026		—
$	8.36	$	8.14	$	14.15	$	7.13	$	6.81	$	—
$	8.85	$	8.61	$	14.97	$	7.54	$	7.21	$	—

$	620,854	$	331,642	$	19,336,219	$	3,408,245	$	4,035,971	$	—
	76,245		45,728		1,571,686		655,832		602,186		—
$	8.14	$	7.25	$	12.30	$	5.20	$	6.70	$	—

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

185

MassMutual Funds – Financial Statements (Continued)

Statements of Operations
For the Year Ended September 30, 2022

	MassMutual Total Return Bond Fund			MassMutual Strategic Bond Fund
Investment income (Note 2):
Dividends ^(a)	$	844		$	—
Interest ^(b)		18,043,590			14,174,426
Securities lending net income		154,511			6,694
Non cash income		—			—
Total investment income		18,198,945			14,181,120
Expenses (Note 3):
Investment advisory fees		2,433,628			1,966,150
Custody fees		178,740			193,916
Audit fees		56,475			65,807
Legal fees		38,864			85,576
Proxy fees		1,332			1,337
Accounting & Administration fees		78,419			125,780
Shareholder reporting fees		27,294			28,641
Trustees’ fees		42,202			26,287
Registration and filing fees		101,275			98,032
Transfer agent fees		2,959			2,718
		2,961,188			2,594,244
Administration fees:
Class R5		31,100			65,910
Service Class		118,268			73,682
Administrative Class		42,987			88,834
Class R4		133,098			55,282
Class A		34,394			57,770
Class R3		39,497			14,016
Distribution and Service fees:
Class R4		166,372			69,103
Class A		28,662			48,142
Class R3		98,744			35,040
Total expenses		3,654,310			3,102,023
Expenses waived (Note 3):
Advisory fees waived		(243,363	)		(252,307	)
Net expenses:		3,410,947			2,849,716
Net investment income (loss)		14,787,998			11,331,404

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

186

MassMutual Diversified Value Fund		MassMutual Fundamental Value Fund		MM S&P 500 Index Fund		MassMutual Equity Opportunities Fund		MassMutual Fundamental Growth Fund			MassMutual Blue Chip Growth Fund

$	9,156,185	$	11,524,566	$	45,698,730	$	13,568,727	$	250,523		$	16,689,086
	2,745		6,507		61,400		—		796			179,807
	5,519		9,753		3,473		7,644		1,576			68,974
	—		—		113,275		—		—			350,651
	9,164,449		11,540,826		45,876,878		13,576,371		252,895			17,288,518

	1,802,361		3,333,973		2,966,050		4,925,333		271,192			21,544,826
	52,804		51,759		230,358		58,652		35,479			353,299
	49,845		49,748		53,941		52,102		52,704			52,620
	9,766		13,879		84,144		19,233		1,028			92,612
	1,337		1,337		1,337		1,337		1,337			1,337
	30,803		31,646		75,954		35,745		26,288			78,347
	14,496		27,474		70,875		18,694		14,331			68,467
	20,272		30,600		161,460		37,098		2,378			182,221
	100,513		102,819		108,236		102,394		99,417			111,792
	2,968		2,968		2,968		2,967		2,968			2,968
	2,085,165		3,646,203		3,755,323		5,253,555		507,122			22,488,489

	61,766		101,114		438,115		137,287		8,316			481,161
	29,862		61,802		846,442		88,542		10,836			348,116
	60,889		119,822		1,071,065		137,643		18,715			770,026
	23,154		14,939		1,080,554		16,712		2,785			196,458
	78,859		88,179		72,363		144,387		30,225			344,629
	2,371		3,131		651,201		7,610		2,702			87,287

	28,942		18,673		1,080,554		20,890		3,481			245,572
	65,716		73,482		51,688		120,322		25,186			287,193
	5,928		7,828		1,302,402		19,026		6,756			218,216
	2,442,652		4,135,173		10,349,707		5,945,974		616,124			25,467,147

	—		—		—		—		(3,775	)		—
	2,442,652		4,135,173		10,349,707		5,945,974		612,349			25,467,147
	6,721,797		7,405,653		35,527,171		7,630,397		(359,454	)		(8,178,629	)

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

187

MassMutual Funds – Financial Statements (Continued)

Statements of Operations
For the Year Ended September 30, 2022

	MassMutual Total Return Bond Fund			MassMutual Strategic Bond Fund
Realized and unrealized gain (loss):
Net realized gain (loss) on:
Investment transactions	$	(55,524,266	)	$	(15,217,884	)
Futures contracts		(753,509	)		(22,401,574	)
Written options		(2,358,289	)		2,251,186
Swap agreements		15,526			3,552,280
Foreign currency transactions		43,207			(228,452	)
Forward contracts		138,550			(2,541,719	)
Net realized gain (loss)		(58,438,781	)		(34,586,163	)
Net change in unrealized appreciation (depreciation) on:
Investment transactions		(89,522,651	)		(62,284,751	)*
Futures contracts		(1,702,501	)		(3,851,488	)
Written options		53,377			(480,143	)
Swap agreements		(3,846,884	)		1,639,219
Translation of assets and liabilities in foreign currencies		(2,067	)		9,780
Forward contracts		52,224			(1,180,378	)
Net change in unrealized appreciation (depreciation)		(94,968,502	)		(66,147,761	)
Net realized gain (loss) and change in unrealized appreciation (depreciation)		(153,407,283	)		(100,733,924	)
Net increase (decrease) in net assets resulting from operations	$	(138,619,285	)	$	(89,402,520	)

^(a)	Net of foreign withholding tax of:	$	—	$	—
^(b)	Net of foreign withholding tax of:	$	—	$	26,418
*	Net of net increase (decrease) in accrued foreign capital gains tax of:	$	—	$	4,077

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

188

MassMutual Diversified Value Fund			MassMutual Fundamental Value Fund			MM S&P 500 Index Fund			MassMutual Equity Opportunities Fund			MassMutual Fundamental Growth Fund			MassMutual Blue Chip Growth Fund


$	31,438,954		$	69,872,024		$	563,413,164		$	91,683,265		$	(1,530,616	)	$	321,056,019
	—			—			(2,024,579	)		—			—			—
	—			—			—			—			—			—
	—			—			—			—			—			—
	(2,109	)		82			—			(16,588	)		1			(1,240	)
	—			—			—			—			—			—
	31,436,845			69,872,106			561,388,585			91,666,677			(1,530,615	)		321,054,779

	(63,531,195	)		(109,676,818	)		(996,755,380	)		(134,604,817	)		(13,385,532	)		(1,559,109,735	)
	—			—			(1,426,502	)		—			—			—
	—			—			—			—			—			—
	—			—			—			—			—			—
	4,623			(20,851	)		—			2,795			—			—
	—			—			—			—			—			—
	(63,526,572	)		(109,697,669	)		(998,181,882	)		(134,602,022	)		(13,385,532	)		(1,559,109,735	)
	(32,089,727	)		(39,825,563	)		(436,793,297	)		(42,935,345	)		(14,916,147	)		(1,238,054,956	)
$	(25,367,930	)	$	(32,419,910	)	$	(401,266,126	)	$	(35,304,948	)	$	(15,275,601	)	$	(1,246,233,585	)

$	88,576	$	118,965	$	10,004	$	136,703	$	335	$	552,042
$	—	$	—	$	—	$	—	$	—	$	—
$	—	$	—	$	—	$	—	$	—	$	—

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

189

MassMutual Funds – Financial Statements (Continued)

Statements of Operations
For the Year Ended September 30, 2022

	MassMutual Growth Opportunities Fund			MassMutual Mid Cap Value Fund
Investment income (Note 2):
Dividends ^(a)	$	812,468		$	2,479,207
Interest		7,884			3,164
Securities lending net income		29,265			2,882
Non cash income		—			—
Total investment income		849,617			2,485,253
Expenses (Note 3):
Investment advisory fees		2,594,889			835,677
Custody fees		42,729			48,274
Audit fees		49,413			51,680
Legal fees		9,602			3,182
Proxy fees		1,337			1,337
Accounting & Administration fees		29,148			41,098
Shareholder reporting fees		15,559			16,938
Trustees’ fees		20,791			6,063
Registration and filing fees		100,942			99,941
Transfer agent fees		2,968			2,968
		2,867,378			1,107,158
Administration fees:
Class R5		55,515			990
Service Class		44,470			651
Administrative Class		105,244			2,950
Class R4		3,392			565
Class A		77,374			4,548
Class R3		4,173			270
Distribution and Service fees:
Class R4		4,241			706
Class A		64,479			3,790
Class R3		10,432			676
Total expenses		3,236,698			1,122,304
Expenses waived (Note 3):
Class I fees reimbursed by adviser		—			(365,521	)
Class R5 fees reimbursed by adviser		—			(3,141	)
Service Class fees reimbursed by adviser		—			(1,010	)
Administrative Class fees reimbursed by adviser		—			(3,121	)
Class R4 fees reimbursed by adviser		—			(900	)
Class A fees reimbursed by adviser		—			(4,805	)
Class R3 fees reimbursed by adviser		—			(429	)
Advisory fees waived		(73,133	)		—
Net expenses:		3,163,565			743,377
Net investment income (loss)		(2,313,948	)		1,741,876

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

190

MassMutual Small Cap Value Equity Fund			MassMutual Small Company Value Fund			MassMutual Mid Cap Growth Fund			MassMutual Small Cap Growth Equity Fund			MassMutual Overseas Fund			MassMutual Select T. Rowe Price International Equity Fund

$	741,303		$	4,198,012		$	34,180,136		$	4,712,893		$	12,779,588		$	42,316,521
	1,547			1,921			946,424			21,256			11,923			207,088
	1,000			27,875			263,892			114,533			80,156			271,262
	5,743			—			—			—			1,328,018			5,910,137
	749,593			4,227,808			35,390,452			4,848,682			14,199,685			48,705,008

	449,998			2,207,447			48,463,244			5,226,397			4,456,361			—
	43,677			43,932			481,702			84,164			272,958			957,947
	51,648			49,537			57,594			54,850			74,919			84,414
	1,452			7,153			185,178			17,139			14,691			42,540
	1,337			1,337			1,337			1,337			1,337			1,337
	26,617			30,001			146,129			35,687			39,868			44,283
	13,805			15,823			592,035			107,703			46,079			40,347
	3,292			13,885			369,012			34,075			29,968			79,107
	100,155			101,491			134,211			106,675			102,246			25,663
	2,968			2,968			2,968			2,968			2,968			2,968
	694,949			2,473,574			50,433,410			5,670,995			5,041,395			1,278,606

	9,033			55,566			1,229,423			117,094			123,268			—
	5,572			17,460			472,964			52,337			82,943			—
	7,698			38,729			572,958			73,250			52,377			—
	2,840			1,519			186,589			29,201			39,542			—
	16,722			39,453			375,884			75,274			57,340			—
	1,431			758			51,208			8,474			12,135			—

	3,549			1,899			233,236			36,501			49,428			—
	13,935			32,878			313,239			62,729			47,784			—
	3,578			1,894			128,018			21,184			30,336			—
	759,307			2,663,730			53,996,929			6,147,039			5,536,548			1,278,606

	—			(156,822	)		—			—			(378,113	)		(1,278,606	)
	—			(50,029	)		—			—			(143,755	)		—
	—			(8,195	)		—			—			(47,434	)		—
	—			(11,805	)		—			—			(20,459	)		—
	—			(711	)		—			—			(22,329	)		—
	—			(12,237	)		—			—			(22,089	)		—
	—			(359	)		—			—			(7,389	)		—
	—			—			(1,497,063	)		—			—			—
	759,307			2,423,572			52,499,866			6,147,039			4,894,980			—
	(9,714	)		1,804,236			(17,109,414	)		(1,298,357	)		9,304,705			48,705,008

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

191

MassMutual Funds – Financial Statements (Continued)

Statements of Operations
For the Year Ended September 30, 2022

	MassMutual Growth Opportunities Fund			MassMutual Mid Cap Value Fund
Realized and unrealized gain (loss):
Net realized gain (loss) on:
Investment transactions	$	35,962,382		$	7,925,042
Written options		—			—
Foreign currency transactions		(60	)		(3,436	)
Forward contracts		—			522,470
Net realized gain (loss)		35,962,322			8,444,076
Net change in unrealized appreciation (depreciation) on:
Investment transactions		(256,082,499	)		(20,260,633	)
Translation of assets and liabilities in foreign currencies		(74	)		(330	)
Forward contracts		—			(38,924	)
Net change in unrealized appreciation (depreciation)		(256,082,573	)		(20,299,887	)
Net realized gain (loss) and change in unrealized appreciation (depreciation)		(220,120,251	)		(11,855,811	)
Net increase (decrease) in net assets resulting from operations	$	(222,434,199	)	$	(10,113,935	)

^(a)	Net of foreign withholding tax of:		$	7,067			$	17,523
*	Net of net increase (decrease) in accrued foreign capital gains tax of:		$	—			$	—

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

192

MassMutual Small Cap Value Equity Fund			MassMutual Small Company Value Fund			MassMutual Mid Cap Growth Fund			MassMutual Small Cap Growth Equity Fund			MassMutual Overseas Fund			MassMutual Select T. Rowe Price International Equity Fund


$	9,238,514		$	25,649,138		$	769,437,185		$	(21,760,546	)	$	35,721,888		$	(11,663,786	)
	—			—			—			—			—			16,350
	(108	)		(75	)		(1,304	)		—			(161,784	)		(353,858	)
	—			145,723			—			—			307,193			—
	9,238,406			25,794,786			769,435,881			(21,760,546	)		35,867,297			(12,001,294	)

	(16,694,657	)		(76,349,772	)		(2,767,704,752	)		(172,539,430	)		(181,819,734	)*		(476,086,442	)*
	26			—			—			(1	)		(330,699	)		(987,557	)
	—			(14,881	)		—			—			(130,292	)		—
	(16,694,631	)		(76,364,653	)		(2,767,704,752	)		(172,539,431	)		(182,280,725	)		(477,073,999	)
	(7,456,225	)		(50,569,867	)		(1,998,268,871	)		(194,299,977	)		(146,413,428	)		(489,075,293	)
$	(7,465,939	)	$	(48,765,631	)	$	(2,015,378,285	)	$	(195,598,334	)	$	(137,108,723	)	$	(440,370,285	)

	$	2,380			$	11,121			$	88,004			$	4,271			$	1,673,786			$	4,990,499
	$	—			$	—			$	—			$	—			$	575,834			$	1,197,831

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

193

MassMutual Funds – Financial Statements (Continued)

Statements of Changes in Net Assets

	MassMutual Total Return Bond Fund
	Year Ended September 30, 2022			Year Ended September 30, 2021
Increase (Decrease) in Net Assets:
Operations:
Net investment income (loss)	$	14,787,998		$	13,180,083
Net realized gain (loss)		(58,438,781	)		4,466,855
Net change in unrealized appreciation (depreciation)		(94,968,502	)		(16,898,443	)
Net increase (decrease) in net assets resulting from operations		(138,619,285	)		748,495
Distributions to shareholders (Note 2):
Class I		(12,175,679	)		(36,195,787	)
Class R5		(629,319	)		(2,183,127	)
Service Class		(1,020,606	)		(4,814,337	)
Administrative Class		(271,077	)		(1,077,493	)
Class R4		(1,037,468	)		(5,283,413	)
Class A		(151,047	)		(595,039	)
Class R3		(234,819	)		(1,444,165	)
Total distributions		(15,520,015	)		(51,593,361	)
Net fund share transactions (Note 5):
Class I		(7,978,138	)		96,163,136
Class R5		(8,311,019	)		3,833,656
Service Class		(10,451,111	)		(17,605,651	)
Administrative Class		(7,623,068	)		(175,722	)
Class R4		(14,311,651	)		(16,602,248	)
Class A		1,690,277			968,248
Class R3		(999,369	)		(3,848,267	)
Increase (decrease) in net assets from fund share transactions		(47,984,079	)		62,733,152
Total increase (decrease) in net assets		(202,123,379	)		11,888,286
Net assets
Beginning of year		922,017,495			910,129,209
End of year	$	719,894,116		$	922,017,495

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

194

MassMutual Strategic Bond Fund						MassMutual Diversified Value Fund
Year Ended September 30, 2022			Year Ended September 30, 2021			Year Ended September 30, 2022			Year Ended September 30, 2021


$	11,331,404		$	15,753,495		$	6,721,797		$	6,805,227
	(34,586,163	)		20,775,833			31,436,845			43,114,317
	(66,147,761	)		(24,654,966	)		(63,526,572	)		76,405,646
	(89,402,520	)		11,874,362			(25,367,930	)		126,325,190

	(20,295,777	)		(23,040,523	)		(28,645,872	)		(4,826,890	)
	(4,546,406	)		(4,697,559	)		(8,493,887	)		(1,427,247	)
	(2,619,511	)		(1,923,985	)		(1,877,787	)		(310,576	)
	(1,912,369	)		(3,735,392	)		(2,424,318	)		(339,296	)
	(1,635,600	)		(2,384,840	)		(1,549,573	)		(199,786	)
	(1,094,081	)		(3,173,070	)		(3,138,699	)		(504,355	)
	(396,988	)		(702,974	)		(130,528	)		(24,615	)
	(32,500,732	)		(39,658,343	)		(46,260,664	)		(7,632,765	)

	(62,180,026	)		(7,328,067	)		(15,793,942	)		(41,004,875	)
	(13,402,075	)		(3,524,026	)		(10,349,015	)		(13,881,575	)
	13,880,105			(7,247,620	)		(312,742	)		(3,425,423	)
	(23,921,417	)		(16,752,042	)		(717,783	)		(637,603	)
	(16,414,746	)		(6,478,544	)		(1,474,661	)		(871,873	)
	(11,353,295	)		(27,857,171	)		102,357			(10,390,898	)
	(4,675,194	)		(3,711,171	)		559,826			(900,942	)
	(118,066,648	)		(72,898,641	)		(27,985,960	)		(71,113,189	)
	(239,969,900	)		(100,682,622	)		(99,614,554	)		47,579,236

	646,826,520			747,509,142			377,530,052			329,950,816
$	406,856,620		$	646,826,520		$	277,915,498		$	377,530,052

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

195

MassMutual Funds – Financial Statements (Continued)

Statements of Changes in Net Assets

	MassMutual Fundamental Value Fund
	Year Ended September 30, 2022			Year Ended September 30, 2021
Increase (Decrease) in Net Assets:
Operations:
Net investment income (loss)	$	7,405,653		$	6,635,888
Net realized gain (loss)		69,872,106			74,837,269
Net change in unrealized appreciation (depreciation)		(109,697,669	)		123,978,956
Net increase (decrease) in net assets resulting from operations		(32,419,910	)		205,452,113
Distributions to shareholders (Note 2):
Class I		(42,679,244	)		(5,157,291	)
Class R5		(13,424,402	)		(2,353,725	)
Service Class		(3,658,666	)		(360,826	)
Administrative Class		(5,544,501	)		(834,960	)
Class R4		(1,143,867	)		(115,118	)
Class A		(3,738,569	)		(375,447	)
Class R3		(189,182	)		(10,379	)
Total distributions		(70,378,431	)		(9,207,746	)
Net fund share transactions (Note 5):
Class I		(10,069,823	)		(19,247,814	)
Class R5		(24,357,743	)		(69,565,446	)
Service Class		2,258,758			279,092
Administrative Class		(16,813,679	)		(28,849,743	)
Class R4		(4,217,325	)		(1,209,026	)
Class A		(5,570,490	)		(12,884,956	)
Class R3		(75,885	)		332,463
Increase (decrease) in net assets from fund share transactions		(58,846,187	)		(131,145,430	)
Total increase (decrease) in net assets		(161,644,528	)		65,098,937
Net assets
Beginning of year		587,614,834			522,515,897
End of year	$	425,970,306		$	587,614,834

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

196

MM S&P 500 Index Fund						MassMutual Equity Opportunities Fund
Year Ended September 30, 2022			Year Ended September 30, 2021			Year Ended September 30, 2022			Year Ended September 30, 2021


$	35,527,171		$	39,543,942		$	7,630,397		$	8,893,421
	561,388,585			428,951,911			91,666,677			82,440,199
	(998,181,882	)		412,353,799			(134,602,022	)		82,435,725
	(401,266,126	)		880,849,652			(35,304,948	)		173,769,345

	(184,016,801	)		(184,594,221	)		(51,816,002	)		(29,303,320	)
	(60,703,846	)		(62,427,564	)		(19,138,493	)		(11,320,812	)
	(45,847,810	)		(56,637,356	)		(5,530,550	)		(3,060,907	)
	(43,469,722	)		(56,802,753	)		(6,343,270	)		(3,107,276	)
	(59,838,315	)		(81,258,599	)		(1,104,425	)		(641,099	)
	(2,886,746	)		(3,735,318	)		(6,388,911	)		(4,112,745	)
	(36,541,127	)		(33,665,725	)		(456,521	)		(280,015	)
	(433,304,367	)		(479,121,536	)		(90,778,172	)		(51,826,174	)

	(255,288,917	)		119,039,680			(1,791,654	)		(38,652,063	)
	(52,512,755	)		292,712			(58,102,852	)		(18,198,761	)
	(33,680,700	)		(55,563,343	)		(4,247,306	)		(8,411,791	)
	(74,032,960	)		(46,621,732	)		(9,342,480	)		(1,296,344	)
	(41,857,468	)		(128,706,061	)		(849,806	)		(1,300,240	)
	(1,953,696	)		(1,424,408	)		(6,175,857	)		(11,829,692	)
	17,760,894			29,862,549			1,650,535			(689,241	)
	(441,565,602	)		(83,120,603	)		(78,859,420	)		(80,378,132	)
	(1,276,136,095	)		318,607,513			(204,942,540	)		41,565,039

	3,498,369,192			3,179,761,679			761,781,298			720,216,259
$	2,222,233,097		$	3,498,369,192		$	556,838,758		$	761,781,298

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

197

MassMutual Funds – Financial Statements (Continued)

Statements of Changes in Net Assets

	MassMutual Fundamental Growth Fund
	Year Ended September 30, 2022			Year Ended September 30, 2021
Increase (Decrease) in Net Assets:
Operations:
Net investment income (loss)	$	(359,454	)	$	(564,496	)
Net realized gain (loss)		(1,530,615	)		17,886,297
Net change in unrealized appreciation (depreciation)		(13,385,532	)		(376,347	)
Net increase (decrease) in net assets resulting from operations		(15,275,601	)		16,945,454
Distributions to shareholders (Note 2):
Class I		(3,135,065	)		(6,380,932	)
Class R5		(2,856,640	)		(6,053,760	)
Service Class		(1,845,774	)		(3,030,485	)
Administrative Class		(2,350,670	)		(6,751,917	)
Class R4		(569,215	)		(841,305	)
Class A		(4,304,968	)		(7,726,774	)
Class R3		(735,465	)		(1,759,650	)
Total distributions		(15,797,797	)		(32,544,823	)
Net fund share transactions (Note 5):
Class I		(4,177,932	)		3,998,568
Class R5		(134,116	)		1,326,428
Service Class		1,394,111			1,716,809
Administrative Class		1,212,754			(2,357,880	)
Class R4		591,480			473,520
Class A		2,080,096			1,341,065
Class R3		777,393			(274,762	)
Increase (decrease) in net assets from fund share transactions		1,743,786			6,223,748
Total increase (decrease) in net assets		(29,329,612	)		(9,375,621	)
Net assets
Beginning of year		55,331,253			64,706,874
End of year	$	26,001,641		$	55,331,253

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

198

MassMutual Blue Chip Growth Fund						MassMutual Growth Opportunities Fund
Year Ended September 30, 2022			Year Ended September 30, 2021			Year Ended September 30, 2022			Year Ended September 30, 2021


$	(8,178,629	)	$	(10,923,488	)	$	(2,313,948	)	$	(3,465,501	)
	321,054,779			798,397,828			35,962,322			118,471,910
	(1,559,109,735	)		89,559,232			(256,082,573	)		15,322,375
	(1,246,233,585	)		877,033,572			(222,434,199	)		130,328,784

	(505,752,573	)		(127,404,610	)		(63,212,251	)		(47,724,289	)
	(109,320,598	)		(28,785,200	)		(16,825,851	)		(21,391,483	)
	(38,828,325	)		(9,281,346	)		(7,030,586	)		(6,439,381	)
	(63,222,321	)		(18,063,967	)		(13,489,206	)		(11,015,116	)
	(25,050,959	)		(6,486,894	)		(871,903	)		(691,469	)
	(28,345,519	)		(10,446,481	)		(12,095,384	)		(9,735,160	)
	(11,466,411	)		(3,093,658	)		(1,142,314	)		(479,063	)
	(781,986,706	)		(203,562,156	)		(114,667,495	)		(97,475,961	)

	310,223,790			(374,006,009	)		41,322,162			33,930,008
	(10,020,589	)		(85,488,562	)		1,550,921			(34,648,348	)
	13,091,552			(6,808,938	)		4,561,394			(3,278,486	)
	(27,500,331	)		(96,534,878	)		4,741,775			(8,087,089	)
	(19,969,685	)		(11,561,211	)		(236,423	)		(119,268	)
	6,353,988			(90,410,401	)		3,069,711			(3,377,993	)
	1,097,524			(13,043,278	)		1,166,309			1,659,825
	273,276,249			(677,853,277	)		56,175,849			(13,921,351	)
	(1,754,944,042	)		(4,381,861	)		(280,925,845	)		18,931,472

	4,288,094,060			4,292,475,921			514,748,393			495,816,921
$	2,533,150,018		$	4,288,094,060		$	233,822,548		$	514,748,393

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

199

MassMutual Funds – Financial Statements (Continued)

Statements of Changes in Net Assets

	MassMutual Mid Cap Value Fund
	Year Ended September 30, 2022			Year Ended September 30, 2021
Increase (Decrease) in Net Assets:
Operations:
Net investment income (loss)	$	1,741,876		$	1,514,512
Net realized gain (loss)		8,444,076			29,432,448
Net change in unrealized appreciation (depreciation)		(20,299,887	)		5,223,076
Net increase (decrease) in net assets resulting from operations		(10,113,935	)		36,170,036
Distributions to shareholders (Note 2):
Class I		(26,888,446	)		(1,535,817	)
Class R5		(232,404	)		(9,182	)
Service Class		(134,310	)		(2,890	)
Administrative Class		(217,970	)		(10,657	)
Class R4		(64,772	)		(9,681	)
Class A		(345,700	)		(33,097	)
Class R3		(33,429	)		(3,107	)
Total distributions		(27,917,031	)		(1,604,431	)
Net fund share transactions (Note 5):
Class I		19,458,604			(15,118,386	)
Class R5		102,804			(78,209	)
Service Class		(358,287	)		284,050
Administrative Class		17,849			(37,094	)
Class R4		72,072			(951,165	)
Class A		333,445			(2,624,903	)
Class R3		20,617			(356,301	)
Increase (decrease) in net assets from fund share transactions		19,647,104			(18,882,008	)
Total increase (decrease) in net assets		(18,383,862	)		15,683,597
Net assets
Beginning of year		119,444,917			103,761,320
End of year	$	101,061,055		$	119,444,917

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

200

MassMutual Small Cap Value Equity Fund						MassMutual Small Company Value Fund
Year Ended September 30, 2022			Year Ended September 30, 2021			Year Ended September 30, 2022			Year Ended September 30, 2021


$	(9,714	)	$	(47,141	)	$	1,804,236		$	1,012,014
	9,238,406			15,364,222			25,794,786			44,645,407
	(16,694,631	)		23,244,043			(76,364,653	)		69,536,582
	(7,465,939	)		38,561,124			(48,765,631	)		115,194,003

	(9,194,395	)		(1,714,290	)		(24,481,352	)		(812,256	)
	(2,283,497	)		(392,010	)		(8,756,926	)		(380,666	)
	(701,615	)		(102,703	)		(1,250,165	)		(31,805	)
	(618,052	)		(119,788	)		(2,095,447	)		(88,859	)
	(353,982	)		(87,302	)		(113,169	)		(6,237	)
	(1,433,744	)		(190,647	)		(1,983,118	)		(31,978	)
	(177,490	)		(26,075	)		(57,144	)		—
	(14,762,775	)		(2,632,815	)		(38,737,321	)		(1,351,801	)

	8,892,953			(38,627,240	)		9,672,869			29,888,794
	(1,280,738	)		(4,505,136	)		(12,319,821	)		(12,033,263	)
	97,714			(720,319	)		1,464,061			1,296,461
	601,427			(2,046,395	)		(1,110,615	)		(6,925,230	)
	241,957			(1,861,118	)		117,088			(811,423	)
	249,890			(665,065	)		1,183,657			(4,188,434	)
	210,790			(379,380	)		114,824			90,947
	9,013,993			(48,804,653	)		(877,937	)		7,317,852
	(13,214,721	)		(12,876,344	)		(88,380,889	)		121,160,054

	62,303,237			75,179,581			284,266,000			163,105,946
$	49,088,516		$	62,303,237		$	195,885,111		$	284,266,000

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

201

MassMutual Funds – Financial Statements (Continued)

Statements of Changes in Net Assets

	MassMutual Mid Cap Growth Fund
	Year Ended September 30, 2022			Year Ended September 30, 2021
Increase (Decrease) in Net Assets:
Operations:
Net investment income (loss)	$	(17,109,414	)	$	(30,632,373	)
Net realized gain (loss)		769,435,881			1,647,676,829
Net change in unrealized appreciation (depreciation)		(2,767,704,752	)		828,830,012
Net increase (decrease) in net assets resulting from operations		(2,015,378,285	)		2,445,874,468
Distributions to shareholders (Note 2):
Class I		(1,191,184,730	)		(375,441,053	)
Class R5		(296,057,142	)		(93,364,700	)
Service Class		(60,589,689	)		(21,000,941	)
Administrative Class		(48,166,646	)		(16,747,973	)
Class R4		(26,566,357	)		(12,555,638	)
Class A		(35,773,353	)		(14,060,398	)
Class R3		(7,898,792	)		(2,425,094	)
Total distributions		(1,666,236,709	)		(535,595,797	)
Net fund share transactions (Note 5):
Class I		(5,330,556	)		(1,050,859,042	)
Class R5		(202,318,073	)		(133,644,713	)
Service Class		(41,632,499	)		(79,897,288	)
Administrative Class		(7,318,752	)		(67,420,563	)
Class R4		(45,705,671	)		(56,872,643	)
Class A		(7,838,409	)		(67,523,371	)
Class R3		3,117,602			(5,336,176	)
Increase (decrease) in net assets from fund share transactions		(307,026,358	)		(1,461,553,796	)
Total increase (decrease) in net assets		(3,988,641,352	)		448,724,875
Net assets
Beginning of year		9,110,059,310			8,661,334,435
End of year	$	5,121,417,958		$	9,110,059,310

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

202

MassMutual Small Cap Growth Equity Fund						MassMutual Overseas Fund
Year Ended September 30, 2022			Year Ended September 30, 2021			Year Ended September 30, 2022			Year Ended September 30, 2021


$	(1,298,357	)	$	(3,403,677	)	$	9,304,705		$	7,891,034
	(21,760,546	)		182,434,815			35,867,297			57,353,956
	(172,539,431	)		33,560,588			(182,280,725	)		118,601,925
	(195,598,334	)		212,591,726			(137,108,723	)		183,846,915

	(106,892,194	)		(29,012,613	)		(36,687,508	)		(9,459,279	)
	(33,194,542	)		(11,622,191	)		(14,531,662	)		(3,249,074	)
	(7,598,507	)		(2,891,135	)		(4,314,842	)		(923,098	)
	(7,499,285	)		(2,733,082	)		(1,831,463	)		(421,047	)
	(5,183,552	)		(1,628,809	)		(2,008,900	)		(395,010	)
	(9,396,325	)		(4,198,556	)		(2,031,119	)		(637,174	)
	(1,924,436	)		(582,672	)		(623,942	)		(131,963	)
	(171,688,841	)		(52,669,058	)		(62,029,436	)		(15,216,645	)

	123,189,907			48,500,540			(32,486,555	)		(89,876,994	)
	(1,391,715	)		(14,434,041	)		(28,533,311	)		(11,110,200	)
	(3,835,779	)		(4,142,715	)		305,435			(2,927,620	)
	3,495,946			(6,527,416	)		159,356			(4,219,010	)
	4,261,260			(1,752,684	)		2,592,594			(1,874,361	)
	3,820,832			(11,314,222	)		(4,725,515	)		(14,609,910	)
	1,815,321			46,831			(726,116	)		(734,871	)
	131,355,772			10,376,293			(63,414,112	)		(125,352,966	)
	(235,931,403	)		170,298,961			(262,552,271	)		43,277,304
					��
	762,513,365			592,214,404			658,535,065			615,257,761
$	526,581,962		$	762,513,365		$	395,982,794		$	658,535,065

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

203

MassMutual Funds – Financial Statements (Continued)

Statements of Changes in Net Assets

	MassMutual Select T. Rowe Price International Equity Fund
	Year Ended September 30, 2022			Year Ended September 30, 2021
Increase (Decrease) in Net Assets:
Operations:
Net investment income (loss)	$	48,705,008		$	39,053,643
Net realized gain (loss)		(12,001,294	)		61,703,034
Net change in unrealized appreciation (depreciation)		(477,073,999	)		231,627,276
Net increase (decrease) in net assets resulting from operations		(440,370,285	)		332,383,953
Distributions to shareholders (Note 2):
Class I		(71,743,166	)		(23,974,243	)
Total distributions		(71,743,166	)		(23,974,243	)
Net fund share transactions (Note 5):
Class I		85,010,969			77,255,606
Increase (decrease) in net assets from fund share transactions		85,010,969			77,255,606
Total increase (decrease) in net assets		(427,102,482	)		385,665,316
Net assets
Beginning of year		1,700,098,400			1,314,433,084
End of year	$	1,272,995,918		$	1,700,098,400

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

204

[THIS PAGE INTENTIONALLY LEFT BLANK]

MassMutual Total Return Bond Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 10.21	$ 0.18	$ (1.78)	$ (1.60)	$ (0.17)	$ (0.02)	$ (0.19)	$ 8.42	(15.97%)	$ 553,149	0.37%	0.34%	1.92%
9/30/21	10.80	0.16	(0.13)	0.03	(0.24)	(0.38)	(0.62)	10.21	0.24%	677,869	0.36%	0.33%	1.55%
9/30/20	10.30	0.22	0.59	0.81	(0.31)	—	(0.31)	10.80	8.06%	616,932	0.36%	N/A	2.08%
9/30/19	9.62	0.30	0.67	0.97	(0.29)	—	(0.29)	10.30	10.42%	479,295	0.36%	N/A	3.03%
9/30/18	9.99	0.25	(0.34)	(0.09)	(0.28)	—	(0.28)	9.62	(0.98%)	426,828	0.34%	N/A	2.62%
Class R5
9/30/22	$ 10.19	$ 0.16	$ (1.76)	$ (1.60)	$ (0.16)	$ (0.02)	$ (0.18)	$ 8.41	(15.99%)	$ 25,777	0.47%	0.44%	1.74%
9/30/21	10.79	0.15	(0.14)	0.01	(0.23)	(0.38)	(0.61)	10.19	0.06%	39,879	0.46%	0.43%	1.45%
9/30/20	10.28	0.21	0.59	0.80	(0.29)	—	(0.29)	10.79	8.04%	38,177	0.46%	N/A	2.04%
9/30/19	9.60	0.29	0.67	0.96	(0.28)	—	(0.28)	10.28	10.32%	44,973	0.46%	N/A	2.93%
9/30/18	9.96	0.24	(0.34)	(0.10)	(0.26)	—	(0.26)	9.60	(1.01%)	51,708	0.44%	N/A	2.49%
Service Class
9/30/22	$ 10.24	$ 0.16	$ (1.79)	$ (1.63)	$ (0.15)	$ (0.02)	$ (0.17)	$ 8.44	(16.22%)	$ 49,614	0.57%	0.54%	1.67%
9/30/21	10.82	0.14	(0.12)	0.02	(0.22)	(0.38)	(0.60)	10.24	0.11%	70,920	0.55%	0.53%	1.33%
9/30/20	10.32	0.20	0.59	0.79	(0.29)	—	(0.29)	10.82	7.82%	93,185	0.56%	N/A	1.93%
9/30/19	9.63	0.28	0.68	0.96	(0.27)	—	(0.27)	10.32	10.24%	116,389	0.56%	N/A	2.83%
9/30/18	10.00	0.23	(0.34)	(0.11)	(0.26)	—	(0.26)	9.63	(1.17%)	131,813	0.54%	N/A	2.41%

	Year ended September 30
	2022	2021	2020	2019	2018
Portfolio turnover rate	442%	435%	316%	217%	243%

c	Per share amount calculated on the average shares method.

d	Amount is less than $0.005 per share.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

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

206

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Administrative Class
9/30/22	$ 10.18	$ 0.14	$ (1.76)	$ (1.62)	$ (0.14)	$ (0.02)	$ (0.16)	$ 8.40	(16.20%)	$ 9,165	0.67%	0.64%	1.44%
9/30/21	10.77	0.13	(0.13)	0.00^d	(0.21)	(0.38)	(0.59)	10.18	(0.07%)	19,333	0.66%	0.63%	1.24%
9/30/20	10.25	0.19	0.59	0.78	(0.26)	—	(0.26)	10.77	7.79%	20,596	0.66%	N/A	1.84%
9/30/19	9.57	0.27	0.67	0.94	(0.26)	—	(0.26)	10.25	10.10%	21,183	0.66%	N/A	2.77%
9/30/18	9.93	0.22	(0.34)	(0.12)	(0.24)	—	(0.24)	9.57	(1.21%)	53,849	0.64%	N/A	2.30%
Class R4
9/30/22	$ 10.25	$ 0.13	$ (1.78)	$ (1.65)	$ (0.12)	$ (0.02)	$ (0.14)	$ 8.46	(16.35%)	$ 53,395	0.82%	0.79%	1.41%
9/30/21	10.83	0.11	(0.13)	(0.02)	(0.18)	(0.38)	(0.56)	10.25	(0.20%)	79,970	0.80%	0.78%	1.07%
9/30/20	10.32	0.18	0.59	0.77	(0.26)	—	(0.26)	10.83	7.64%	102,120	0.81%	N/A	1.72%
9/30/19	9.63	0.25	0.69	0.94	(0.25)	—	(0.25)	10.32	9.96%	160,788	0.81%	N/A	2.58%
9/30/18	9.99	0.21	(0.35)	(0.14)	(0.22)	—	(0.22)	9.63	(1.42%)	172,390	0.79%	N/A	2.15%
Class A
9/30/22	$ 10.12	$ 0.13	$ (1.77)	$ (1.64)	$ (0.11)	$ (0.02)	$ (0.13)	$ 8.35	(16.40%)	$ 11,149	0.92%	0.89%	1.42%
9/30/21	10.72	0.10	(0.13)	(0.03)	(0.19)	(0.38)	(0.57)	10.12	(0.33%)	11,662	0.91%	0.88%	0.98%
9/30/20	10.23	0.16	0.58	0.74	(0.25)	—	(0.25)	10.72	7.45%	11,334	0.91%	N/A	1.56%
9/30/19	9.56	0.24	0.68	0.92	(0.25)	—	(0.25)	10.23	9.89%	8,464	0.91%	N/A	2.48%
9/30/18	9.93	0.20	(0.35)	(0.15)	(0.22)	—	(0.22)	9.56	(1.51%)	4,327	0.89%	N/A	2.07%
Class R3
9/30/22	$ 10.15	$ 0.11	$ (1.78)	$ (1.67)	$ (0.09)	$ (0.02)	$ (0.11)	$ 8.37	(16.62%)	$ 17,646	1.07%	1.04%	1.20%
9/30/21	10.73	0.09	(0.12)	(0.03)	(0.17)	(0.38)	(0.55)	10.15	(0.37%)	22,384	1.05%	1.03%	0.83%
9/30/20	10.23	0.15	0.58	0.73	(0.23)	—	(0.23)	10.73	7.33%	27,785	1.06%	N/A	1.43%
9/30/19	9.55	0.23	0.67	0.90	(0.22)	—	(0.22)	10.23	9.63%	30,478	1.06%	N/A	2.33%
9/30/18	9.90	0.18	(0.34)	(0.16)	(0.19)	—	(0.19)	9.55	(1.61%)	33,583	1.04%	N/A	1.91%

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

207

MassMutual Strategic Bond Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 10.90	$ 0.23	$ (1.97)	$ (1.74)	$ (0.44)	$ (0.21)	$ (0.65)	$ 8.51	(17.05%)	$ 261,784	0.51%	0.46%	2.35%
9/30/21	11.30	0.25	(0.05)	0.20	(0.33)	(0.27)	(0.60)	10.90	1.79%	400,718	0.46%	0.46%^k	2.28%
9/30/20	11.05	0.30	0.41	0.71	(0.31)	(0.15)	(0.46)	11.30	6.70%	423,904	0.47%	0.47%ⁿ	2.76%
9/30/19	10.12	0.35	0.86	1.21	(0.28)	—	(0.28)	11.05	12.31%	377,879	0.49%	0.48%	3.37%
9/30/18	10.65	0.32	(0.60)	(0.28)	(0.25)	—	(0.25)	10.12	(2.69%)	287,070	0.47%	0.47%ⁿ	3.13%
Class R5
9/30/22	$ 10.90	$ 0.22	$ (1.98)	$ (1.76)	$ (0.42)	$ (0.21)	$ (0.63)	$ 8.51	(17.14%)	$ 53,494	0.61%	0.56%	2.25%
9/30/21	11.31	0.24	(0.06)	0.18	(0.32)	(0.27)	(0.59)	10.90	1.61%	83,071	0.56%	0.56%^k	2.19%
9/30/20	11.05	0.29	0.42	0.71	(0.30)	(0.15)	(0.45)	11.31	6.66%	89,644	0.57%	0.57%ⁿ	2.65%
9/30/19	10.12	0.34	0.86	1.20	(0.27)	—	(0.27)	11.05	12.20%	79,978	0.59%	0.58%	3.27%
9/30/18	10.65	0.31	(0.60)	(0.29)	(0.24)	—	(0.24)	10.12	(2.79%)	78,583	0.57%	0.57%ⁿ	3.02%
Service Class
9/30/22	$ 10.91	$ 0.21	$ (1.98)	$ (1.77)	$ (0.42)	$ (0.21)	$ (0.63)	$ 8.51	(17.25%)	$ 33,007	0.72%	0.67%	2.20%
9/30/21	11.31	0.23	(0.05)	0.18	(0.31)	(0.27)	(0.58)	10.91	1.59%	29,022	0.66%	0.66%^k	2.08%
9/30/20	11.05	0.28	0.42	0.70	(0.29)	(0.15)	(0.44)	11.31	6.53%	37,611	0.67%	0.67%ⁿ	2.57%
9/30/19	10.12	0.33	0.86	1.19	(0.26)	—	(0.26)	11.05	12.02%	36,123	0.69%	0.68%	3.17%
9/30/18	10.64	0.30	(0.59)	(0.29)	(0.23)	—	(0.23)	10.12	(2.78%)	52,794	0.67%	0.67%ⁿ	2.89%

	Year ended September 30
	2022	2021	2020	2019	2018
Portfolio turnover rate	118%	120%	193%	262%	294%

c	Per share amount calculated on the average shares method.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

k	Amount waived had no impact on the ratio of expenses to average daily net assets.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

n	Expenses incurred during the period fell under the expense cap.

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

208

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Administrative Class
9/30/22	$ 10.85	$ 0.20	$ (1.97)	$ (1.77)	$ (0.38)	$ (0.21)	$ (0.59)	$ 8.49	(17.29%)	$ 20,188	0.81%	0.76%	1.98%
9/30/21	11.25	0.22	(0.05)	0.17	(0.30)	(0.27)	(0.57)	10.85	1.49%	50,859	0.76%	0.76%^k	1.98%
9/30/20	11.00	0.27	0.41	0.68	(0.28)	(0.15)	(0.43)	11.25	6.40%	70,366	0.77%	0.77%ⁿ	2.47%
9/30/19	10.08	0.32	0.85	1.17	(0.25)	—	(0.25)	11.00	11.91%	76,297	0.79%	0.78%	3.07%
9/30/18	10.61	0.29	(0.60)	(0.31)	(0.22)	—	(0.22)	10.08	(2.96%)	70,368	0.77%	0.77%ⁿ	2.81%
Class R4
9/30/22	$ 10.78	$ 0.18	$ (1.95)	$ (1.77)	$ (0.37)	$ (0.21)	$ (0.58)	$ 8.43	(17.40%)	$ 18,821	0.96%	0.91%	1.86%
9/30/21	11.18	0.20	(0.05)	0.15	(0.28)	(0.27)	(0.55)	10.78	1.31%	41,556	0.91%	0.91%^k	1.83%
9/30/20	10.93	0.25	0.41	0.66	(0.26)	(0.15)	(0.41)	11.18	6.29%	49,770	0.92%	0.92%ⁿ	2.33%
9/30/19	10.01	0.30	0.86	1.16	(0.24)	—	(0.24)	10.93	11.82%	66,656	0.94%	0.93%	2.91%
9/30/18	10.55	0.27	(0.60)	(0.33)	(0.21)	—	(0.21)	10.01	(3.17%)	67,672	0.92%	0.92%ⁿ	2.67%
Class A
9/30/22	$ 10.80	$ 0.17	$ (1.96)	$ (1.79)	$ (0.32)	$ (0.21)	$ (0.53)	$ 8.48	(17.46%)	$ 14,285	1.06%	1.01%	1.76%
9/30/21	11.21	0.19	(0.05)	0.14	(0.28)	(0.27)	(0.55)	10.80	1.21%	30,068	1.01%	1.01%^k	1.72%
9/30/20	10.97	0.24	0.41	0.65	(0.26)	(0.15)	(0.41)	11.21	6.09%	60,452	1.02%	1.02%ⁿ	2.20%
9/30/19	10.04	0.29	0.86	1.15	(0.22)	—	(0.22)	10.97	11.72%	49,917	1.04%	1.03%	2.82%
9/30/18	10.57	0.26	(0.59)	(0.33)	(0.20)	—	(0.20)	10.04	(3.23%)	45,189	1.02%	1.02%ⁿ	2.54%
Class R3
9/30/22	$ 10.67	$ 0.16	$ (1.94)	$ (1.78)	$ (0.32)	$ (0.21)	$ (0.53)	$ 8.36	(17.61%)	$ 5,277	1.21%	1.16%	1.60%
9/30/21	11.07	0.17	(0.05)	0.12	(0.25)	(0.27)	(0.52)	10.67	1.03%	11,534	1.16%	1.16%^k	1.59%
9/30/20	10.82	0.22	0.41	0.63	(0.23)	(0.15)	(0.38)	11.07	6.02%	15,761	1.17%	1.17%ⁿ	2.09%
9/30/19	9.92	0.27	0.84	1.11	(0.21)	—	(0.21)	10.82	11.48%	18,689	1.19%	1.18%	2.67%
9/30/18	10.45	0.24	(0.58)	(0.34)	(0.19)	—	(0.19)	9.92	(3.32%)	19,519	1.17%	1.17%ⁿ	2.42%

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

209

MassMutual Diversified Value Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 13.48	$ 0.25	$ (1.15)	$ (0.90)	$ (0.26)	$ (1.45)	$ (1.71)	$ 10.87	(8.47%)	$ 168,929	0.58%	1.97%
9/30/21	9.87	0.23	3.62	3.85	(0.24)	—	(0.24)	13.48	39.59%	230,230	0.57%	1.84%
9/30/20	11.48	0.25	(1.01)	(0.76)	(0.28)	(0.57)	(0.85)	9.87	(7.64%)	197,915	0.58%	2.42%
9/30/19	13.48	0.26	(0.33)	(0.07)	(0.26)	(1.67)	(1.93)	11.48	1.59%	210,652	0.58%	2.31%
9/30/18	16.69	0.25	1.70	1.95	(0.42)	(4.74)	(5.16)	13.48	13.43%	202,121	0.57%	1.85%
Class R5
9/30/22	$ 13.50	$ 0.24	$ (1.15)	$ (0.91)	$ (0.24)	$ (1.45)	$ (1.69)	$ 10.90	(8.48%)	$ 48,259	0.68%	1.86%
9/30/21	9.89	0.22	3.62	3.84	(0.23)	—	(0.23)	13.50	39.38%	70,251	0.67%	1.74%
9/30/20	11.50	0.24	(1.02)	(0.78)	(0.26)	(0.57)	(0.83)	9.89	(7.75%)	62,821	0.68%	2.33%
9/30/19	13.50	0.25	(0.33)	(0.08)	(0.25)	(1.67)	(1.92)	11.50	1.48%	74,403	0.68%	2.19%
9/30/18	16.71	0.24	1.69	1.93	(0.40)	(4.74)	(5.14)	13.50	13.28%	143,091	0.67%	1.80%
Service Class
9/30/22	$ 13.50	$ 0.23	$ (1.15)	$ (0.92)	$ (0.23)	$ (1.45)	$ (1.68)	$ 10.90	(8.57%)	$ 11,979	0.78%	1.77%
9/30/21	9.89	0.20	3.63	3.83	(0.22)	—	(0.22)	13.50	39.28%	15,170	0.77%	1.65%
9/30/20	11.51	0.23	(1.02)	(0.79)	(0.26)	(0.57)	(0.83)	9.89	(7.88%)	13,967	0.78%	2.25%
9/30/19	13.49	0.24	(0.32)	(0.08)	(0.23)	(1.67)	(1.90)	11.51	1.40%	10,046	0.78%	2.08%
9/30/18	16.69	0.22	1.70	1.92	(0.38)	(4.74)	(5.12)	13.49	13.21%	13,564	0.77%	1.64%

	Year ended September 30
	2022	2021	2020	2019	2018
Portfolio turnover rate	43%	60%	52%	42%	75%

c	Per share amount calculated on the average shares method.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

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

210

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets	Net investment income (loss) to average daily net assets
Administrative Class
9/30/22	$ 13.61	$ 0.21	$ (1.17)	$ (0.96)	$ (0.21)	$ (1.45)	$ (1.66)	$ 10.99	(8.76%)	$ 16,695	0.88%	1.66%
9/30/21	9.96	0.19	3.67	3.86	(0.21)	—	(0.21)	13.61	39.24%	21,354	0.87%	1.54%
9/30/20	11.59	0.22	(1.03)	(0.81)	(0.25)	(0.57)	(0.82)	9.96	(7.99%)	16,359	0.88%	2.12%
9/30/19	13.58	0.23	(0.33)	(0.10)	(0.22)	(1.67)	(1.89)	11.59	1.29%	20,346	0.88%	2.01%
9/30/18	16.76	0.21	1.70	1.91	(0.35)	(4.74)	(5.09)	13.58	13.07%	15,165	0.87%	1.61%
Class R4
9/30/22	$ 13.24	$ 0.19	$ (1.12)	$ (0.93)	$ (0.20)	$ (1.45)	$ (1.65)	$ 10.66	(8.83%)	$ 8,853	1.03%	1.51%
9/30/21	9.70	0.17	3.57	3.74	(0.20)	—	(0.20)	13.24	39.00%	12,608	1.02%	1.39%
9/30/20	11.31	0.20	(1.01)	(0.81)	(0.23)	(0.57)	(0.80)	9.70	(8.14%)	9,823	1.03%	2.00%
9/30/19	13.32	0.21	(0.32)	(0.11)	(0.23)	(1.67)	(1.90)	11.31	1.18%	6,570	1.03%	1.88%
9/30/18	16.56	0.19	1.68	1.87	(0.37)	(4.74)	(5.11)	13.32	12.93%	4,523	1.02%	1.44%
Class A
9/30/22	$ 13.45	$ 0.18	$ (1.15)	$ (0.97)	$ (0.17)	$ (1.45)	$ (1.62)	$ 10.86	(8.93%)	$ 21,805	1.13%	1.42%
9/30/21	9.85	0.16	3.63	3.79	(0.19)	—	(0.19)	13.45	38.84%	26,835	1.12%	1.29%
9/30/20	11.46	0.19	(1.02)	(0.83)	(0.21)	(0.57)	(0.78)	9.85	(8.22%)	27,575	1.13%	1.87%
9/30/19	13.45	0.20	(0.32)	(0.12)	(0.20)	(1.67)	(1.87)	11.46	1.03%	37,170	1.13%	1.75%
9/30/18	16.64	0.18	1.69	1.87	(0.32)	(4.74)	(5.06)	13.45	12.82%	45,319	1.12%	1.36%
Class R3
9/30/22	$ 13.35	$ 0.16	$ (1.14)	$ (0.98)	$ (0.14)	$ (1.45)	$ (1.59)	$ 10.78	(9.09%)	$ 1,395	1.28%	1.31%
9/30/21	9.77	0.14	3.61	3.75	(0.17)	—	(0.17)	13.35	38.73%	1,082	1.27%	1.14%
9/30/20	11.39	0.18	(1.02)	(0.84)	(0.21)	(0.57)	(0.78)	9.77	(8.38%)	1,492	1.28%	1.76%
9/30/19	13.37	0.18	(0.31)	(0.13)	(0.18)	(1.67)	(1.85)	11.39	0.91%	1,387	1.28%	1.59%
9/30/18	16.59	0.15	1.68	1.83	(0.31)	(4.74)	(5.05)	13.37	12.56%	2,177	1.27%	1.13%

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

211

MassMutual Fundamental Value Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 10.48	$ 0.14	$ (0.77)	$ (0.63)	$ (0.08)	$ (1.23)	$ (1.31)	$ 8.54	(7.69%)	$ 277,621	0.66%	1.43%
9/30/21	7.52	0.12	2.99	3.11	(0.15)	—	(0.15)	10.48	41.76%	353,238	0.65%	1.19%
9/30/20	10.33	0.15	(0.72)	(0.57)	(0.23)	(2.01)	(2.24)	7.52	(8.51%)	268,368	0.66%	1.85%
9/30/19	11.93	0.20	(0.39)	(0.19)	(0.23)	(1.18)	(1.41)	10.33	(0.07%)	353,302	0.64%	1.96%
9/30/18	13.01	0.23	0.81	1.04	(0.24)	(1.88)	(2.12)	11.93	8.56%	632,974	0.63%	1.91%
Class R5
9/30/22	$ 10.56	$ 0.13	$ (0.78)	$ (0.65)	$ (0.06)	$ (1.23)	$ (1.29)	$ 8.62	(7.73%)	$ 69,771	0.76%	1.31%
9/30/21	7.57	0.11	3.02	3.13	(0.14)	—	(0.14)	10.56	41.74%	112,193	0.75%	1.11%
9/30/20	10.39	0.14	(0.73)	(0.59)	(0.22)	(2.01)	(2.23)	7.57	(8.68%)	132,370	0.76%	1.75%
9/30/19	11.98	0.19	(0.38)	(0.19)	(0.22)	(1.18)	(1.40)	10.39	(0.13%)	196,887	0.74%	1.85%
9/30/18	13.06	0.22	0.80	1.02	(0.22)	(1.88)	(2.10)	11.98	8.39%	309,004	0.73%	1.80%
Service Class
9/30/22	$ 10.49	$ 0.12	$ (0.76)	$ (0.64)	$ (0.06)	$ (1.23)	$ (1.29)	$ 8.56	(7.76%)	$ 26,311	0.86%	1.23%
9/30/21	7.53	0.10	2.99	3.09	(0.13)	—	(0.13)	10.49	41.43%	29,948	0.85%	0.99%
9/30/20	10.34	0.13	(0.72)	(0.59)	(0.21)	(2.01)	(2.22)	7.53	(8.76%)	21,654	0.86%	1.64%
9/30/19	11.93	0.18	(0.38)	(0.20)	(0.21)	(1.18)	(1.39)	10.34	(0.25%)	30,115	0.84%	1.75%
9/30/18	13.00	0.20	0.81	1.01	(0.20)	(1.88)	(2.08)	11.93	8.36%	49,551	0.83%	1.69%

	Year ended September 30
	2022	2021	2020	2019	2018
Portfolio turnover rate	30%	38%	54%	103%	46%

c	Per share amount calculated on the average shares method.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

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

212

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets	Net investment income (loss) to average daily net assets
Administrative Class
9/30/22	$ 10.59	$ 0.11	$ (0.78)	$ (0.67)	$ (0.04)	$ (1.23)	$ (1.27)	$ 8.65	(7.94%)	$ 24,364	0.96%	1.09%
9/30/21	7.60	0.09	3.02	3.11	(0.12)	—	(0.12)	10.59	41.33%	47,797	0.95%	0.92%
9/30/20	10.41	0.13	(0.73)	(0.60)	(0.20)	(2.01)	(2.21)	7.60	(8.78%)	56,880	0.96%	1.53%
9/30/19	12.00	0.17	(0.38)	(0.21)	(0.20)	(1.18)	(1.38)	10.41	(0.36%)	58,983	0.94%	1.65%
9/30/18	13.07	0.19	0.81	1.00	(0.19)	(1.88)	(2.07)	12.00	8.21%	85,905	0.93%	1.60%
Class R4
9/30/22	$ 10.19	$ 0.09	$ (0.74)	$ (0.65)	$ (0.03)	$ (1.23)	$ (1.26)	$ 8.28	(8.06%)	$ 3,937	1.11%	0.95%
9/30/21	7.32	0.07	2.91	2.98	(0.11)	—	(0.11)	10.19	41.10%	9,329	1.10%	0.74%
9/30/20	10.11	0.11	(0.70)	(0.59)	(0.19)	(2.01)	(2.20)	7.32	(8.98%)	7,609	1.11%	1.41%
9/30/19	11.67	0.15	(0.37)	(0.22)	(0.16)	(1.18)	(1.34)	10.11	(0.47%)	9,055	1.09%	1.48%
9/30/18	12.77	0.17	0.79	0.96	(0.18)	(1.88)	(2.06)	11.67	8.06%	9,172	1.08%	1.45%
Class A
9/30/22	$ 10.41	$ 0.09	$ (0.77)	$ (0.68)	$ (0.01)	$ (1.23)	$ (1.24)	$ 8.49	(8.13%)	$ 22,657	1.21%	0.87%
9/30/21	7.46	0.06	2.98	3.04	(0.09)	—	(0.09)	10.41	40.98%	33,431	1.20%	0.65%
9/30/20	10.26	0.11	(0.73)	(0.62)	(0.17)	(2.01)	(2.18)	7.46	(9.06%)	34,647	1.21%	1.33%
9/30/19	11.83	0.14	(0.37)	(0.23)	(0.16)	(1.18)	(1.34)	10.26	(0.58%)	66,407	1.19%	1.38%
9/30/18	12.90	0.16	0.80	0.96	(0.15)	(1.88)	(2.03)	11.83	7.94%	84,733	1.18%	1.34%
Class R3
9/30/22	$ 10.14	$ 0.07	$ (0.74)	$ (0.67)	$ (0.01)	$ (1.23)	$ (1.24)	$ 8.23	(8.26%)	$ 1,310	1.36%	0.73%
9/30/21	7.27	0.05	2.90	2.95	(0.08)	—	(0.08)	10.14	40.82%	1,678	1.35%	0.49%
9/30/20	10.05	0.09	(0.71)	(0.62)	(0.15)	(2.01)	(2.16)	7.27	(9.23%)	989	1.36%	1.15%
9/30/19	11.63	0.12	(0.37)	(0.25)	(0.15)	(1.18)	(1.33)	10.05	(0.77%)	2,362	1.34%	1.23%
9/30/18	12.72	0.14	0.79	0.93	(0.14)	(1.88)	(2.02)	11.63	7.84%	2,831	1.33%	1.21%

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

213

MM S&P 500 Index Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 21.46	$ 0.27	$ (2.98)	$ (2.71)	$ (0.29)	$ (2.53)	$ (2.82)	$ 15.93	(15.56%)	$ 900,471	0.12%	1.36%
9/30/21	19.31	0.28	4.91	5.19	(0.39)	(2.65)	(3.04)	21.46	29.93%	1,495,161	0.12%	1.36%
9/30/20	17.92	0.32	2.30	2.62	(0.40)	(0.83)	(1.23)	19.31	15.04%	1,210,251	0.12%	1.79%
9/30/19	20.48	0.32	(0.00)^d,aa	0.32	(0.37)	(2.51)	(2.88)	17.92	4.17%	1,083,523	0.12%	1.86%
9/30/18	21.59	0.37	3.00	3.37	(0.48)	(4.00)	(4.48)	20.48	17.77%	819,557	0.12%	1.86%
Class R5
9/30/22	$ 21.55	$ 0.25	$ (3.01)	$ (2.76)	$ (0.26)	$ (2.53)	$ (2.79)	$ 16.00	(15.68%)	$ 300,070	0.22%	1.27%
9/30/21	19.38	0.26	4.93	5.19	(0.37)	(2.65)	(3.02)	21.55	29.78%	471,641	0.22%	1.26%
9/30/20	17.98	0.30	2.31	2.61	(0.38)	(0.83)	(1.21)	19.38	14.93%	416,360	0.22%	1.70%
9/30/19	20.53	0.31	(0.01)^aa	0.30	(0.34)	(2.51)	(2.85)	17.98	4.05%	487,312	0.22%	1.76%
9/30/18	21.63	0.35	3.01	3.36	(0.46)	(4.00)	(4.46)	20.53	17.65%	532,163	0.22%	1.75%
Service Class
9/30/22	$ 21.60	$ 0.22	$ (3.02)	$ (2.80)	$ (0.23)	$ (2.53)	$ (2.76)	$ 16.04	(15.84%)	$ 244,212	0.37%	1.12%
9/30/21	19.41	0.23	4.95	5.18	(0.34)	(2.65)	(2.99)	21.60	29.63%	371,149	0.37%	1.11%
9/30/20	18.00	0.28	2.31	2.59	(0.35)	(0.83)	(1.18)	19.41	14.80%	381,745	0.37%	1.54%
9/30/19	20.55	0.28	(0.01)^aa	0.27	(0.31)	(2.51)	(2.82)	18.00	3.84%	395,249	0.37%	1.61%
9/30/18	21.64	0.32	3.02	3.34	(0.43)	(4.00)	(4.43)	20.55	17.48%	481,405	0.37%	1.59%

	Year ended September 30
	2022	2021	2020	2019	2018
Portfolio turnover rate	2%	4%	6%	4%	3%^q

c	Per share amount calculated on the average shares method.

d	Amount is less than $0.005 per share.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

q	Portfolio turnover excludes securities received from subscriptions in-kind. Amount would be 12% including securities received from subscriptions in-kind.

aa	The amount shown for a share outstanding does not correspond with the aggregate net realized and unrealized gain (loss) for the period due to the timing of purchases and redemptions of Fund shares in relation to the fluctuating market values of the Fund.

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

214

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets	Net investment income (loss) to average daily net assets
Administrative Class
9/30/22	$ 21.05	$ 0.19	$ (2.92)	$ (2.73)	$ (0.20)	$ (2.53)	$ (2.73)	$ 15.59	(15.88%)	$ 213,739	0.47%	1.01%
9/30/21	18.99	0.20	4.83	5.03	(0.32)	(2.65)	(2.97)	21.05	29.45%	368,149	0.47%	1.01%
9/30/20	17.63	0.25	2.27	2.52	(0.33)	(0.83)	(1.16)	18.99	14.68%	370,740	0.47%	1.45%
9/30/19	20.19	0.26	(0.01)^aa	0.25	(0.30)	(2.51)	(2.81)	17.63	3.77%	476,225	0.47%	1.51%
9/30/18	21.34	0.29	2.97	3.26	(0.41)	(4.00)	(4.41)	20.19	17.34%	606,359	0.47%	1.50%
Class R4
9/30/22	$ 20.69	$ 0.16	$ (2.87)	$ (2.71)	$ (0.16)	$ (2.53)	$ (2.69)	$ 15.29	(16.01%)	$ 333,263	0.62%	0.87%
9/30/21	18.71	0.17	4.75	4.92	(0.29)	(2.65)	(2.94)	20.69	29.26%	494,937	0.62%	0.87%
9/30/20	17.39	0.22	2.24	2.46	(0.31)	(0.83)	(1.14)	18.71	14.51%	561,315	0.62%	1.29%
9/30/19	19.95	0.23	(0.02)^aa	0.21	(0.26)	(2.51)	(2.77)	17.39	3.61%	594,415	0.62%	1.36%
9/30/18	21.13	0.26	2.93	3.19	(0.37)	(4.00)	(4.37)	19.95	17.15%	681,097	0.62%	1.35%
Class A
9/30/22	$ 20.51	$ 0.14	$ (2.83)	$ (2.69)	$ (0.14)	$ (2.53)	$ (2.67)	$ 15.15	(16.06%)	$ 18,172	0.72%	0.77%
9/30/21	18.57	0.15	4.72	4.87	(0.28)	(2.65)	(2.93)	20.51	29.14%	25,655	0.72%	0.76%
9/30/20	17.26	0.21	2.21	2.42	(0.28)	(0.83)	(1.11)	18.57	14.40%	23,908	0.72%	1.20%
9/30/19	19.82	0.21	(0.02)^aa	0.19	(0.24)	(2.51)	(2.75)	17.26	3.46%	28,147	0.72%	1.26%
9/30/18	21.03	0.24	2.92	3.16	(0.37)	(4.00)	(4.37)	19.82	17.06%	34,494	0.72%	1.25%
Class R3
9/30/22	$ 19.92	$ 0.11	$ (2.74)	$ (2.63)	$ (0.14)	$ (2.53)	$ (2.67)	$ 14.62	(16.25%)	$ 212,307	0.87%	0.63%
9/30/21	18.12	0.11	4.60	4.71	(0.26)	(2.65)	(2.91)	19.92	28.96%	271,678	0.87%	0.60%
9/30/20	16.87	0.17	2.17	2.34	(0.26)	(0.83)	(1.09)	18.12	14.25%	215,443	0.87%	1.04%
9/30/19	19.45	0.18	(0.02)^aa	0.16	(0.23)	(2.51)	(2.74)	16.87	3.34%	222,503	0.87%	1.11%
9/30/18	20.72	0.21	2.87	3.08	(0.35)	(4.00)	(4.35)	19.45	16.90%	251,216	0.87%	1.10%

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

215

MassMutual Equity Opportunities Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 20.17	$ 0.23	$ (1.29)	$ (1.06)	$ (0.25)	$ (2.20)	$ (2.45)	$ 16.66	(6.98%)	$ 355,035	0.74%	1.17%
9/30/21	17.22	0.24	3.99	4.23	(0.24)	(1.04)	(1.28)	20.17	25.67%	432,817	0.73%	1.25%
9/30/20	18.33	0.27	0.26	0.53	(0.29)	(1.35)	(1.64)	17.22	2.73%	402,371	0.74%	1.64%
9/30/19	18.41	0.27	1.36	1.63	(0.28)	(1.43)	(1.71)	18.33	10.82%	274,970	0.74%	1.60%
9/30/18	22.45	0.27	2.75	3.02	(0.51)	(6.55)	(7.06)	18.41	16.23%	268,240	0.74%	1.50%
Class R5
9/30/22	$ 20.26	$ 0.21	$ (1.29)	$ (1.08)	$ (0.23)	$ (2.20)	$ (2.43)	$ 16.75	(7.05%)	$ 84,471	0.83%	1.06%
9/30/21	17.30	0.22	4.00	4.22	(0.22)	(1.04)	(1.26)	20.26	25.48%	165,143	0.83%	1.15%
9/30/20	18.41	0.26	0.25	0.51	(0.27)	(1.35)	(1.62)	17.30	2.61%	156,171	0.84%	1.50%
9/30/19	18.47	0.26	1.37	1.63	(0.26)	(1.43)	(1.69)	18.41	10.76%	180,002	0.84%	1.50%
9/30/18	22.50	0.25	2.75	3.00	(0.48)	(6.55)	(7.03)	18.47	16.09%	188,418	0.84%	1.38%
Service Class
9/30/22	$ 19.75	$ 0.18	$ (1.25)	$ (1.07)	$ (0.21)	$ (2.20)	$ (2.41)	$ 16.27	(7.18%)	$ 34,750	0.94%	0.96%
9/30/21	16.88	0.20	3.91	4.11	(0.20)	(1.04)	(1.24)	19.75	25.44%	46,987	0.93%	1.04%
9/30/20	18.00	0.23	0.25	0.48	(0.25)	(1.35)	(1.60)	16.88	2.52%	48,504	0.94%	1.41%
9/30/19	18.10	0.24	1.33	1.57	(0.24)	(1.43)	(1.67)	18.00	10.61%	53,931	0.94%	1.41%
9/30/18	22.17	0.23	2.71	2.94	(0.46)	(6.55)	(7.01)	18.10	16.00%	50,746	0.94%	1.28%

	Year ended September 30
	2022	2021	2020	2019	2018
Portfolio turnover rate	25%	25%	41%	33%	35%

c	Per share amount calculated on the average shares method.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

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

216

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets	Net investment income (loss) to average daily net assets
Administrative Class
9/30/22	$ 19.38	$ 0.16	$ (1.23)	$ (1.07)	$ (0.19)	$ (2.20)	$ (2.39)	$ 15.92	(7.30%)	$ 34,104	1.04%	0.86%
9/30/21	16.59	0.18	3.83	4.01	(0.18)	(1.04)	(1.22)	19.38	25.26%	51,726	1.03%	0.95%
9/30/20	17.71	0.21	0.25	0.46	(0.23)	(1.35)	(1.58)	16.59	2.42%	45,175	1.04%	1.30%
9/30/19	17.84	0.21	1.31	1.52	(0.22)	(1.43)	(1.65)	17.71	10.46%	55,316	1.04%	1.29%
9/30/18	21.94	0.21	2.68	2.89	(0.44)	(6.55)	(6.99)	17.84	15.92%	75,215	1.04%	1.19%
Class R4
9/30/22	$ 17.80	$ 0.12	$ (1.09)	$ (0.97)	$ (0.17)	$ (2.20)	$ (2.37)	$ 14.46	(7.41%)	$ 6,354	1.19%	0.71%
9/30/21	15.34	0.13	3.54	3.67	(0.17)	(1.04)	(1.21)	17.80	25.07%	8,727	1.18%	0.79%
9/30/20	16.48	0.18	0.23	0.41	(0.20)	(1.35)	(1.55)	15.34	2.28%	8,716	1.19%	1.18%
9/30/19	16.74	0.17	1.21	1.38	(0.21)	(1.43)	(1.64)	16.48	10.30%	6,921	1.19%	1.13%
9/30/18	21.00	0.17	2.54	2.71	(0.42)	(6.55)	(6.97)	16.74	15.70%	9,409	1.19%	1.04%
Class A
9/30/22	$ 18.18	$ 0.11	$ (1.12)	$ (1.01)	$ (0.14)	$ (2.20)	$ (2.34)	$ 14.83	(7.46%)	$ 38,062	1.29%	0.61%
9/30/21	15.64	0.12	3.61	3.73	(0.15)	(1.04)	(1.19)	18.18	24.94%	53,123	1.28%	0.70%
9/30/20	16.78	0.16	0.24	0.40	(0.19)	(1.35)	(1.54)	15.64	2.19%	55,832	1.29%	1.05%
9/30/19	16.98	0.16	1.24	1.40	(0.17)	(1.43)	(1.60)	16.78	10.19%	63,914	1.29%	1.04%
9/30/18	21.17	0.16	2.56	2.72	(0.36)	(6.55)	(6.91)	16.98	15.62%	78,457	1.29%	0.92%
Class R3
9/30/22	$ 16.40	$ 0.07	$ (0.98)	$ (0.91)	$ (0.13)	$ (2.20)	$ (2.33)	$ 13.16	(7.66%)	$ 4,064	1.44%	0.49%
9/30/21	14.22	0.09	3.27	3.36	(0.14)	(1.04)	(1.18)	16.40	24.79%	3,259	1.43%	0.55%
9/30/20	15.42	0.13	0.22	0.35	(0.20)	(1.35)	(1.55)	14.22	2.00%	3,447	1.44%	0.92%
9/30/19	15.77	0.13	1.12	1.25	(0.17)	(1.43)	(1.60)	15.42	10.01%	3,297	1.44%	0.92%
9/30/18	20.10	0.12	2.41	2.53	(0.31)	(6.55)	(6.86)	15.77	15.43%	2,679	1.44%	0.78%

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

217

MassMutual Fundamental Growth Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 6.15	$ (0.02)	$ (1.42)	$ (1.44)	$ —	$ (1.73)	$ (1.73)	$ 2.98	(31.76%)	$ 2,654	1.18%	1.18%^k	(0.59%)
9/30/21	8.33	(0.04)	1.93	1.89	—	(4.07)	(4.07)	6.15	28.46%	13,386	1.04%	N/A	(0.61%)
9/30/20	8.03	0.00^d	1.67	1.67	(0.02)	(1.35)	(1.37)	8.33	23.25%	12,278	0.89%	N/A	(0.01%)
9/30/19	9.81	0.02	(0.00)^d,aa	0.02	(0.05)	(1.75)	(1.80)	8.03	4.27%	67,992	0.82%	0.78%	0.31%
9/30/18	8.44	0.05	1.95	2.00	(0.07)	(0.56)	(0.63)	9.81	24.98%	64,876	0.78%	0.70%	0.56%
Class R5
9/30/22	$ 6.19	$ (0.03)	$ (1.43)	$ (1.46)	$ —	$ (1.73)	$ (1.73)	$ 3.00	(31.94%)	$ 4,939	1.32%	1.31%	(0.71%)
9/30/21	8.37	(0.05)	1.94	1.89	(0.00)^d	(4.07)	(4.07)	6.19	28.29%	10,813	1.14%	N/A	(0.71%)
9/30/20	8.05	(0.01)	1.69	1.68	(0.01)	(1.35)	(1.36)	8.37	23.34%	12,351	0.99%	N/A	(0.17%)
9/30/19	9.83	0.02	(0.01)^aa	0.01	(0.04)	(1.75)	(1.79)	8.05	4.13%	31,014	0.92%	0.88%	0.21%
9/30/18	8.46	0.04	1.95	1.99	(0.06)	(0.56)	(0.62)	9.83	24.80%	32,604	0.88%	0.80%	0.45%
Service Class
9/30/22	$ 5.84	$ (0.03)	$ (1.32)	$ (1.35)	$ —	$ (1.73)	$ (1.73)	$ 2.76	(31.97%)	$ 4,211	1.43%	1.42%	(0.80%)
9/30/21	8.11	(0.05)	1.85	1.80	(0.00)^d	(4.07)	(4.07)	5.84	28.05%	6,641	1.24%	N/A	(0.81%)
9/30/20	7.83	(0.02)	1.66	1.64	(0.01)	(1.35)	(1.36)	8.11	23.35%	6,285	1.09%	N/A	(0.30%)
9/30/19	9.62	0.01	(0.02)^aa	(0.01)	(0.03)	(1.75)	(1.78)	7.83	3.97%	9,805	1.02%	0.98%	0.11%
9/30/18	8.29	0.03	1.92	1.95	(0.06)	(0.56)	(0.62)	9.62	24.72%	9,630	0.98%	0.90%	0.35%

	Year ended September 30
	2022	2021	2020	2019	2018
Portfolio turnover rate	67%	78%	164%	123%	47%

c	Per share amount calculated on the average shares method.

d	Amount is less than $0.005 per share.

e	Amount is less than 0.005%.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

k	Amount waived had no impact on the ratio of expenses to average daily net assets.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

aa	The amount shown for a share outstanding does not correspond with the aggregate net realized and unrealized gain (loss) for the period due to the timing of purchases and redemptions of Fund shares in relation to the fluctuating market values of the Fund.

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

218

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Administrative Class
9/30/22	$ 5.46	$ (0.03)	$ (1.21)	$ (1.24)	$ —	$ (1.73)	$ (1.73)	$ 2.49	(32.21%)	$ 4,610	1.52%	1.51%	(0.90%)
9/30/21	7.80	(0.05)	1.78	1.73	(0.00)^d	(4.07)	(4.07)	5.46	28.26%	8,032	1.34%	N/A	(0.91%)
9/30/20	7.59	(0.03)	1.59	1.56	—	(1.35)	(1.35)	7.80	23.08%	13,485	1.19%	N/A	(0.41%)
9/30/19	9.38	0.00^d	(0.02)^aa	(0.02)	(0.02)	(1.75)	(1.77)	7.59	3.97%	14,315	1.12%	1.09%	0.01%
9/30/18	8.10	0.02	1.87	1.89	(0.05)	(0.56)	(0.61)	9.38	24.56%	12,307	1.08%	1.00%	0.25%
Class R4
9/30/22	$ 4.59	$ (0.03)	$ (0.93)	$ (0.96)	$ —	$ (1.73)	$ (1.73)	$ 1.90	(32.23%)	$ 1,220	1.69%	1.68%	(1.05%)
9/30/21	7.14	(0.05)	1.57	1.52	(0.00)^d	(4.07)	(4.07)	4.59	27.79%	1,699	1.49%	N/A	(1.06%)
9/30/20	7.06	(0.04)	1.47	1.43	—	(1.35)	(1.35)	7.14	22.94%	1,662	1.34%	N/A	(0.59%)
9/30/19	8.86	(0.01)	(0.03)^aa	(0.04)	(0.01)	(1.75)	(1.76)	7.06	3.87%	1,217	1.27%	1.22%	(0.08%)
9/30/18	7.68	0.01	1.77	1.78	(0.04)	(0.56)	(0.60)	8.86	24.48%	2,757	1.23%	1.15%	0.10%
Class A
9/30/22	$ 4.72	$ (0.03)	$ (0.97)	$ (1.00)	$ —	$ (1.73)	$ (1.73)	$ 1.99	(32.20%)	$ 7,267	1.77%	1.76%	(1.15%)
9/30/21	7.25	(0.06)	1.60	1.54	(0.00)^d	(4.07)	(4.07)	4.72	27.60%	13,199	1.59%	N/A	(1.16%)
9/30/20	7.15	(0.04)	1.49	1.45	—	(1.35)	(1.35)	7.25	22.92%	15,843	1.44%	N/A	(0.67%)
9/30/19	8.95	(0.02)	(0.03)^aa	(0.05)	—	(1.75)	(1.75)	7.15	3.67%	14,997	1.37%	1.33%	(0.23%)
9/30/18	7.75	0.00^d	1.79	1.79	(0.03)	(0.56)	(0.59)	8.95	24.31%	18,868	1.33%	1.25%	0.00%^e
Class R3
9/30/22	$ 3.70	$ (0.02)	$ (0.66)	$ (0.68)	$ —	$ (1.73)	$ (1.73)	$ 1.29	(32.59%)	$ 1,101	1.94%	1.93%	(1.30%)
9/30/21	6.45	(0.05)	1.37	1.32	(0.00)^d	(4.07)	(4.07)	3.70	27.69%	1,562	1.74%	N/A	(1.32%)
9/30/20	6.51	(0.05)	1.34	1.29	—	(1.35)	(1.35)	6.45	22.70%	2,803	1.59%	N/A	(0.82%)
9/30/19	8.34	(0.03)	(0.05)^aa	(0.08)	—	(1.75)	(1.75)	6.51	3.54%	2,794	1.52%	1.48%	(0.40%)
9/30/18	7.27	(0.01)	1.67	1.66	(0.03)	(0.56)	(0.59)	8.34	24.08%	3,307	1.48%	1.40%	(0.15%)

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

219

MassMutual Blue Chip Growth Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 33.66	$ (0.04)	$ (8.56)	$ (8.60)	$ —	$ (6.32)	$ (6.32)	$ 18.74	(31.96%)	$ 1,748,402	0.64%	(0.15%)
9/30/21	28.98	(0.05)	6.11	6.06	—	(1.38)	(1.38)	33.66	21.60%	2,790,281	0.63%	(0.15%)
9/30/20	22.73	0.01	7.59	7.60	(0.09)	(1.26)	(1.35)	28.98	34.96%	2,729,246	0.64%	0.06%
9/30/19	23.37	0.07	0.59	0.66	(0.11)	(1.19)	(1.30)	22.73	3.82%	1,947,695	0.64%	0.34%
9/30/18	19.78	0.06	4.45	4.51	(0.11)	(0.81)	(0.92)	23.37	23.49%	1,799,107	0.64%	0.30%
Class R5
9/30/22	$ 33.56	$ (0.06)	$ (8.53)	$ (8.59)	$ —	$ (6.32)	$ (6.32)	$ 18.65	(32.04%)	$ 333,396	0.74%	(0.25%)
9/30/21	28.93	(0.08)	6.09	6.01	—	(1.38)	(1.38)	33.56	21.46%	616,307	0.73%	(0.25%)
9/30/20	22.69	(0.01)	7.58	7.57	(0.07)	(1.26)	(1.33)	28.93	34.84%	604,630	0.74%	(0.04%)
9/30/19	23.32	0.05	0.59	0.64	(0.08)	(1.19)	(1.27)	22.69	3.75%	456,222	0.74%	0.24%
9/30/18	19.75	0.04	4.43	4.47	(0.09)	(0.81)	(0.90)	23.32	23.31%	503,294	0.74%	0.19%
Service Class
9/30/22	$ 33.18	$ (0.09)	$ (8.40)	$ (8.49)	$ —	$ (6.32)	$ (6.32)	$ 18.37	(32.12%)	$ 121,094	0.84%	(0.35%)
9/30/21	28.64	(0.11)	6.03	5.92	—	(1.38)	(1.38)	33.18	21.36%	207,565	0.83%	(0.35%)
9/30/20	22.47	(0.04)	7.51	7.47	(0.04)	(1.26)	(1.30)	28.64	34.72%	184,567	0.84%	(0.17%)
9/30/19	23.10	0.03	0.58	0.61	(0.05)	(1.19)	(1.24)	22.47	3.61%	114,021	0.84%	0.14%
9/30/18	19.57	0.02	4.39	4.41	(0.07)	(0.81)	(0.88)	23.10	23.21%	122,916	0.84%	0.09%

	Year ended September 30
	2022	2021	2020	2019	2018
Portfolio turnover rate	16%	20%	28%	25%	17%

c	Per share amount calculated on the average shares method.

d	Amount is less than $0.005 per share.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

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

220

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets	Net investment income (loss) to average daily net assets
Administrative Class
9/30/22	$ 32.58	$ (0.11)	$ (8.20)	$ (8.31)	$ —	$ (6.32)	$ (6.32)	$ 17.95	(32.16%)	$ 171,168	0.94%	(0.46%)
9/30/21	28.18	(0.14)	5.92	5.78	—	(1.38)	(1.38)	32.58	21.21%	347,256	0.93%	(0.45%)
9/30/20	22.13	(0.06)	7.40	7.34	(0.03)	(1.26)	(1.29)	28.18	34.60%	388,847	0.94%	(0.24%)
9/30/19	22.78	0.01	0.57	0.58	(0.04)	(1.19)	(1.23)	22.13	3.51%	312,815	0.94%	0.04%
9/30/18	19.31	(0.00)^d	4.33	4.33	(0.05)	(0.81)	(0.86)	22.78	23.08%	315,952	0.94%	(0.01%)
Class R4
9/30/22	$ 30.82	$ (0.14)	$ (7.63)	$ (7.77)	$ —	$ (6.32)	$ (6.32)	$ 16.73	(32.26%)	$ 48,674	1.08%	(0.59%)
9/30/21	26.76	(0.17)	5.61	5.44	—	(1.38)	(1.38)	30.82	21.05%	128,730	1.08%	(0.60%)
9/30/20	21.09	(0.09)	7.02	6.93	—	(1.26)	(1.26)	26.76	34.34%	121,843	1.09%	(0.38%)
9/30/19	21.78	(0.02)	0.54	0.52	(0.02)	(1.19)	(1.21)	21.09	3.38%	106,445	1.09%	(0.11%)
9/30/18	18.51	(0.03)	4.15	4.12	(0.04)	(0.81)	(0.85)	21.78	22.92%	107,811	1.09%	(0.16%)
Class A
9/30/22	$ 30.82	$ (0.16)	$ (7.63)	$ (7.79)	$ —	$ (6.32)	$ (6.32)	$ 16.71	(32.34%)	$ 80,084	1.19%	(0.70%)
9/30/21	26.79	(0.20)	5.61	5.41	—	(1.38)	(1.38)	30.82	20.91%	142,265	1.18%	(0.69%)
9/30/20	21.13	(0.11)	7.03	6.92	—	(1.26)	(1.26)	26.79	34.23%	202,794	1.18%	(0.48%)
9/30/19	21.82	(0.04)	0.54	0.50	—	(1.19)	(1.19)	21.13	3.27%	181,457	1.19%	(0.21%)
9/30/18	18.53	(0.05)	4.15	4.10	—	(0.81)	(0.81)	21.82	22.76%	198,284	1.19%	(0.26%)
Class R3
9/30/22	$ 28.32	$ (0.18)	$ (6.82)	$ (7.00)	$ —	$ (6.32)	$ (6.32)	$ 15.00	(32.41%)	$ 30,331	1.34%	(0.85%)
9/30/21	24.76	(0.23)	5.17	4.94	—	(1.38)	(1.38)	28.32	20.72%	55,690	1.33%	(0.85%)
9/30/20	19.64	(0.13)	6.51	6.38	—	(1.26)	(1.26)	24.76	34.06%	60,548	1.33%	(0.62%)
9/30/19	20.41	(0.07)	0.49	0.42	—	(1.19)	(1.19)	19.64	3.10%	61,141	1.34%	(0.36%)
9/30/18	17.41	(0.08)	3.90	3.82	(0.01)	(0.81)	(0.82)	20.41	22.57%	60,560	1.34%	(0.41%)

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

221

MassMutual Growth Opportunities Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 11.31	$ (0.04)	$ (4.23)	$ (4.27)	$ —	$ (2.48)	$ (2.48)	$ 4.56	(47.25%)	$ 146,814	0.78%	0.76%	(0.53%)
9/30/21	10.57	(0.06)	2.82	2.76	—	(2.02)	(2.02)	11.31	28.69%	304,938	0.76%	0.74%	(0.54%)
9/30/20	10.21	(0.02)	3.53	3.51	(0.06)	(3.09)	(3.15)	10.57	45.81%	248,333	0.77%	0.76%	(0.23%)
9/30/19	13.19	(0.03)	(0.29)^aa	(0.32)	—	(2.66)	(2.66)	10.21	1.63%	168,427	0.76%	N/A	(0.24%)
9/30/18	11.97	(0.04)	2.81	2.77	—	(1.55)	(1.55)	13.19	25.79%	390,266	0.74%	N/A	(0.30%)
Class R5
9/30/22	$ 11.00	$ (0.04)	$ (4.08)	$ (4.12)	$ —	$ (2.48)	$ (2.48)	$ 4.40	(47.21%)	$ 33,626	0.88%	0.86%	(0.63%)
9/30/21	10.33	(0.07)	2.76	2.69	—	(2.02)	(2.02)	11.00	28.64%	82,696	0.86%	0.84%	(0.64%)
9/30/20	10.05	(0.03)	3.45	3.42	(0.05)	(3.09)	(3.14)	10.33	45.51%	112,882	0.87%	0.86%	(0.31%)
9/30/19	13.04	(0.04)	(0.29)^aa	(0.33)	—	(2.66)	(2.66)	10.05	1.56%	127,577	0.86%	N/A	(0.36%)
9/30/18	11.87	(0.05)	2.77	2.72	—	(1.55)	(1.55)	13.04	25.58%	153,460	0.84%	N/A	(0.40%)
Service Class
9/30/22	$ 10.27	$ (0.05)	$ (3.74)	$ (3.79)	$ —	$ (2.48)	$ (2.48)	$ 4.00	(47.38%)	$ 14,637	0.98%	0.96%	(0.73%)
9/30/21	9.77	(0.07)	2.59	2.52	—	(2.02)	(2.02)	10.27	28.53%	30,819	0.96%	0.94%	(0.74%)
9/30/20	9.66	(0.03)	3.27	3.24	(0.04)	(3.09)	(3.13)	9.77	45.46%	31,955	0.97%	0.96%	(0.37%)
9/30/19	12.67	(0.05)	(0.30)^aa	(0.35)	—	(2.66)	(2.66)	9.66	1.40%	73,129	0.96%	N/A	(0.47%)
9/30/18	11.58	(0.06)	2.70	2.64	—	(1.55)	(1.55)	12.67	25.52%	68,041	0.94%	N/A	(0.50%)

	Year ended September 30
	2022	2021	2020	2019	2018
Portfolio turnover rate	29%	26%	47%	33%	28%

c	Per share amount calculated on the average shares method.

d	Amount is less than $0.005 per share.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

aa	The amount shown for a share outstanding does not correspond with the aggregate net realized and unrealized gain (loss) for the period due to the timing of purchases and redemptions of Fund shares in relation to the fluctuating market values of the Fund.

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

222

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Administrative Class
9/30/22	$ 9.34	$ (0.05)	$ (3.30)	$ (3.35)	$ —	$ (2.48)	$ (2.48)	$ 3.51	(47.40%)	$ 22,602	1.08%	1.06%	(0.83%)
9/30/21	9.06	(0.08)	2.38	2.30	—	(2.02)	(2.02)	9.34	28.30%	51,978	1.06%	1.04%	(0.84%)
9/30/20	9.17	(0.04)	3.05	3.01	(0.03)	(3.09)	(3.12)	9.06	45.29%	57,076	1.07%	1.06%	(0.52%)
9/30/19	12.19	(0.05)	(0.31)^aa	(0.36)	—	(2.66)	(2.66)	9.17	1.38%	48,666	1.06%	N/A	(0.56%)
9/30/18	11.21	(0.07)	2.60	2.53	—	(1.55)	(1.55)	12.19	25.36%	56,625	1.04%	N/A	(0.60%)
Class R4
9/30/22	$ 7.76	$ (0.05)	$ (2.55)	$ (2.60)	$ —	$ (2.48)	$ (2.48)	$ 2.68	(47.38%)	$ 638	1.23%	1.21%	(0.99%)
9/30/21	7.84	(0.08)	2.02	1.94	—	(2.02)	(2.02)	7.76	28.08%	2,721	1.21%	1.19%	(0.99%)
9/30/20	8.32	(0.04)	2.66	2.62	(0.01)	(3.09)	(3.10)	7.84	45.05%	2,777	1.22%	1.21%	(0.60%)
9/30/19	11.37	(0.06)	(0.33)^aa	(0.39)	—	(2.66)	(2.66)	8.32	1.17%	9,775	1.21%	N/A	(0.71%)
9/30/18	10.57	(0.08)	2.43	2.35	—	(1.55)	(1.55)	11.37	25.17%	16,920	1.19%	N/A	(0.75%)
Class A
9/30/22	$ 7.60	$ (0.05)	$ (2.48)	$ (2.53)	$ —	$ (2.48)	$ (2.48)	$ 2.59	(47.50%)	$ 14,095	1.33%	1.31%	(1.08%)
9/30/21	7.72	(0.08)	1.98	1.90	—	(2.02)	(2.02)	7.60	27.99%	38,900	1.31%	1.29%	(1.09%)
9/30/20	8.24	(0.05)	2.63	2.58	(0.01)	(3.09)	(3.10)	7.72	44.93%	41,810	1.32%	1.31%	(0.77%)
9/30/19	11.30	(0.07)	(0.33)^aa	(0.40)	—	(2.66)	(2.66)	8.24	1.06%	36,629	1.31%	N/A	(0.81%)
9/30/18	10.52	(0.09)	2.42	2.33	—	(1.55)	(1.55)	11.30	25.08%	49,746	1.29%	N/A	(0.85%)
Class R3
9/30/22	$ 5.90	$ (0.03)	$ (1.70)	$ (1.73)	$ —	$ (2.48)	$ (2.48)	$ 1.69	(47.66%)	$ 1,411	1.48%	1.46%	(1.23%)
9/30/21	6.40	(0.07)	1.59	1.52	—	(2.02)	(2.02)	5.90	27.84%	2,696	1.46%	1.44%	(1.24%)
9/30/20	7.33	(0.05)	2.21	2.16	(0.00)^d	(3.09)	(3.09)	6.40	44.85%	984	1.47%	1.46%	(0.92%)
9/30/19	10.41	(0.07)	(0.35)^aa	(0.42)	—	(2.66)	(2.66)	7.33	0.95%	925	1.46%	N/A	(0.97%)
9/30/18	9.82	(0.10)	2.24	2.14	—	(1.55)	(1.55)	10.41	24.93%	976	1.44%	N/A	(1.00%)

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

223

MassMutual Mid Cap Value Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 15.11	$ 0.19	$ (1.12)	$ (0.93)	$ (0.16)	$ (3.46)	$ (3.62)	$ 10.56	(9.37%)	$ 97,584	0.93%	0.61%	1.47%
9/30/21	11.24	0.18	3.87	4.05	(0.18)	—	(0.18)	15.11	36.36%	114,786	0.93%	0.70%	1.28%
9/30/20	12.42	0.20	(1.15)	(0.95)	(0.23)	—	(0.23)	11.24	(7.88%)	97,457	1.00%	0.80%	1.75%
9/30/19	14.05	0.21	(0.11)^aa	0.10	(0.16)	(1.57)	(1.73)	12.42	2.92%	93,413	1.00%	0.80%	1.73%
9/30/18	15.20	0.18	0.99	1.17	(0.21)	(2.11)	(2.32)	14.05	8.30%	91,004	0.98%	0.80%	1.28%
Class R5
9/30/22	$ 15.28	$ 0.18	$ (1.15)	$ (0.97)	$ (0.14)	$ (3.46)	$ (3.60)	$ 10.71	(9.51%)	$ 782	1.03%	0.71%	1.36%
9/30/21	11.36	0.17	3.91	4.08	(0.16)	—	(0.16)	15.28	36.22%	1,001	1.03%	0.79%	1.18%
9/30/20	12.55	0.20	(1.17)	(0.97)	(0.22)	—	(0.22)	11.36	(7.96%)	843	1.10%	0.90%	1.67%
9/30/19	14.15	0.20	(0.10)^aa	0.10	(0.13)	(1.57)	(1.70)	12.55	2.78%	1,332	1.10%	0.90%	1.68%
9/30/18	15.28	0.16	1.02	1.18	(0.20)	(2.11)	(2.31)	14.15	8.26%	949	1.08%	0.90%	1.10%
Service Class
9/30/22	$ 15.16	$ 0.15	$ (1.12)	$ (0.97)	$ (0.13)	$ (3.46)	$ (3.59)	$ 10.60	(9.60%)	$ 88	1.12%	0.81%	1.15%
9/30/21	11.28	0.16	3.88	4.04	(0.16)	—	(0.16)	15.16	36.08%	569	1.13%	0.87%	1.07%
9/30/20	12.46	0.18	(1.16)	(0.98)	(0.20)	—	(0.20)	11.28	(8.05%)	203	1.20%	1.00%	1.55%
9/30/19	14.09	0.18	(0.10)^aa	0.08	(0.14)	(1.57)	(1.71)	12.46	2.73%	215	1.20%	1.00%	1.53%
9/30/18	15.24	0.17	0.97	1.14	(0.18)	(2.11)	(2.29)	14.09	8.03%	255	1.18%	1.00%	1.14%

	Year ended September 30
	2022	2021	2020	2019	2018
Portfolio turnover rate	82%	134%	74%	54%	98%

c	Per share amount calculated on the average shares method.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

aa	The amount shown for a share outstanding does not correspond with the aggregate net realized and unrealized gain (loss) for the period due to the timing of purchases and redemptions of Fund shares in relation to the fluctuating market values of the Fund.

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

224

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Administrative Class
9/30/22	$ 15.46	$ 0.15	$ (1.16)	$ (1.01)	$ (0.10)	$ (3.46)	$ (3.56)	$ 10.89	(9.63%)	$ 841	1.23%	0.91%	1.17%
9/30/21	11.50	0.14	3.97	4.11	(0.15)	—	(0.15)	15.46	35.93%	1,124	1.23%	1.00%	0.98%
9/30/20	12.71	0.17	(1.19)	(1.02)	(0.19)	—	(0.19)	11.50	(8.19%)	873	1.30%	1.10%	1.46%
9/30/19	14.32	0.18	(0.10)^aa	0.08	(0.12)	(1.57)	(1.69)	12.71	2.62%	889	1.30%	1.10%	1.44%
9/30/18	15.43	0.14	1.03	1.17	(0.17)	(2.11)	(2.28)	14.32	8.08%	888	1.28%	1.10%	0.97%
Class R4
9/30/22	$ 14.96	$ 0.13	$ (1.12)	$ (0.99)	$ (0.03)	$ (3.46)	$ (3.49)	$ 10.48	(9.79%)	$ 255	1.38%	1.06%	1.04%
9/30/21	11.14	0.11	3.84	3.95	(0.13)	—	(0.13)	14.96	35.64%	276	1.38%	1.20%	0.81%
9/30/20	12.31	0.15	(1.14)	(0.99)	(0.18)	—	(0.18)	11.14	(8.27%)	934	1.45%	1.25%	1.29%
9/30/19	13.97	0.16	(0.11)^aa	0.05	(0.14)	(1.57)	(1.71)	12.31	2.48%	1,050	1.45%	1.25%	1.36%
9/30/18	15.11	0.13	0.99	1.12	(0.15)	(2.11)	(2.26)	13.97	7.89%	307	1.43%	1.25%	0.90%
Class A
9/30/22	$ 15.13	$ 0.12	$ (1.14)	$ (1.02)	$ —	$ (3.46)	$ (3.46)	$ 10.65	(9.87%)	$ 1,390	1.48%	1.16%	0.93%
9/30/21	11.27	0.10	3.88	3.98	(0.12)	—	(0.12)	15.13	35.51%	1,544	1.48%	1.26%	0.73%
9/30/20	12.47	0.14	(1.17)	(1.03)	(0.17)	—	(0.17)	11.27	(8.41%)	3,071	1.55%	1.35%	1.23%
9/30/19	14.07	0.14	(0.09)^aa	0.05	(0.08)	(1.57)	(1.65)	12.47	2.41%	2,788	1.55%	1.35%	1.18%
9/30/18	15.21	0.10	1.00	1.10	(0.13)	(2.11)	(2.24)	14.07	7.73%	2,464	1.53%	1.35%	0.73%
Class R3
9/30/22	$ 14.92	$ 0.10	$ (1.12)	$ (1.02)	$ —	$ (3.46)	$ (3.46)	$ 10.44	(10.05%)	$ 120	1.63%	1.31%	0.77%
9/30/21	11.10	0.07	3.84	3.91	(0.09)	—	(0.09)	14.92	35.39%	144	1.63%	1.42%	0.52%
9/30/20	12.28	0.12	(1.15)	(1.03)	(0.15)	—	(0.15)	11.10	(8.53%)	381	1.70%	1.50%	1.05%
9/30/19	13.90	0.13	(0.11)^aa	0.02	(0.07)	(1.57)	(1.64)	12.28	2.19%	503	1.70%	1.50%	1.06%
9/30/18	15.06	0.08	1.00	1.08	(0.13)	(2.11)	(2.24)	13.90	7.66%	383	1.68%	1.50%	0.57%

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

225

MassMutual Small Cap Value Equity Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 13.05	$ 0.01^bb	$ (1.25)	$ (1.24)	$ —	$ (3.12)	$ (3.12)	$ 8.69	(13.54%)	$ 31,863	1.16%	N/A	0.10%
9/30/21	8.72	0.00^d	4.68	4.68	—	(0.35)	(0.35)	13.05	54.27%	37,021	1.03%	N/A	0.04%
9/30/20	11.17	0.02	(1.39)	(1.37)	(0.03)	(1.05)	(1.08)	8.72	(14.27%)	51,492	1.05%	N/A	0.22%
9/30/19	18.11	0.05	(2.20)	(2.15)	(0.06)	(4.73)	(4.79)	11.17	(8.20%)	47,894	0.97%	0.93%	0.44%
9/30/18	18.07	0.06	2.07	2.13	(0.09)	(2.00)	(2.09)	18.11	12.92%	51,328	0.89%	0.80%	0.32%
Class R5
9/30/22	$ 13.07	$ (0.00)^d	$ (1.25)	$ (1.25)	$ —	$ (3.12)	$ (3.12)	$ 8.70	(13.61%)	$ 6,513	1.25%	N/A	(0.02%)
9/30/21	8.74	(0.01)	4.69	4.68	—	(0.35)	(0.35)	13.07	54.14%	11,028	1.13%	N/A	(0.07%)
9/30/20	11.19	0.01	(1.40)	(1.39)	(0.01)	(1.05)	(1.06)	8.74	(14.38%)	10,194	1.15%	N/A	0.11%
9/30/19	18.12	0.04	(2.20)	(2.16)	(0.04)	(4.73)	(4.77)	11.19	(8.26%)	16,680	1.07%	1.01%	0.31%
9/30/18	18.08	0.04	2.08	2.12	(0.08)	(2.00)	(2.08)	18.12	12.80%	42,389	0.99%	0.90%	0.24%
Service Class
9/30/22	$ 13.13	$ (0.01)	$ (1.26)	$ (1.27)	$ —	$ (3.12)	$ (3.12)	$ 8.74	(13.72%)	$ 2,189	1.36%	N/A	(0.12%)
9/30/21	8.79	(0.02)	4.71	4.69	—	(0.35)	(0.35)	13.13	53.95%	3,143	1.23%	N/A	(0.15%)
9/30/20	11.24	0.00^d	(1.40)	(1.40)	(0.00)^d	(1.05)	(1.05)	8.79	(14.38%)	2,572	1.25%	N/A	0.02%
9/30/19	18.15	0.03	(2.20)	(2.17)	(0.01)	(4.73)	(4.74)	11.24	(8.39%)	4,730	1.17%	1.12%	0.23%
9/30/18	18.11	0.02	2.08	2.10	(0.06)	(2.00)	(2.06)	18.15	12.66%	5,773	1.09%	1.00%	0.14%

	Year ended September 30
	2022	2021	2020	2019	2018
Portfolio turnover rate	47%	23%	77%	30%	24%

c	Per share amount calculated on the average shares method.

d	Amount is less than $0.005 per share.

e	Amount is less than 0.005%.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

bb	The amount shown for a share outstanding does not correspond with the aggregate net investment income (loss) as shown on the Statement of Operations for the period due to the timing of class-specific expenses. See Note 3 for each fund’s expense structure.

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

226

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Administrative Class
9/30/22	$ 12.99	$ (0.02)	$ (1.24)	$ (1.26)	$ —	$ (3.12)	$ (3.12)	$ 8.61	(13.80%)	$ 2,189	1.46%	N/A	(0.21%)
9/30/21	8.70	(0.03)	4.67	4.64	—	(0.35)	(0.35)	12.99	53.93%	2,550	1.33%	N/A	(0.25%)
9/30/20	11.16	(0.01)	(1.40)	(1.41)	—	(1.05)	(1.05)	8.70	(14.58%)	3,126	1.35%	N/A	(0.08%)
9/30/19	18.07	0.02	(2.19)	(2.17)	(0.01)	(4.73)	(4.74)	11.16	(8.45%)	3,240	1.27%	1.22%	0.13%
9/30/18	18.00	(0.00)^d	2.07	2.07	(0.00)^d	(2.00)	(2.00)	18.07	12.57%	5,162	1.19%	1.10%	(0.01%)
Class R4
9/30/22	$ 12.65	$ (0.04)	$ (1.18)	$ (1.22)	$ —	$ (3.12)	$ (3.12)	$ 8.31	(13.88%)	$ 1,193	1.61%	N/A	(0.36%)
9/30/21	8.50	(0.05)	4.55	4.50	—	(0.35)	(0.35)	12.65	53.54%	1,492	1.48%	N/A	(0.41%)
9/30/20	10.93	(0.02)	(1.36)	(1.38)	—	(1.05)	(1.05)	8.50	(14.62%)	2,332	1.50%	N/A	(0.24%)
9/30/19	17.83	(0.00)^d	(2.17)	(2.17)	—	(4.73)	(4.73)	10.93	(8.59%)	4,301	1.42%	1.38%	(0.00%)^e
9/30/18	17.85	(0.01)	2.03	2.02	(0.04)	(2.00)	(2.04)	17.83	12.37%	3,350	1.34%	1.25%	(0.08%)
Class A
9/30/22	$ 12.73	$ (0.05)	$ (1.20)	$ (1.25)	$ —	$ (3.12)	$ (3.12)	$ 8.36	(14.05%)	$ 4,521	1.71%	N/A	(0.47%)
9/30/21	8.56	(0.06)	4.58	4.52	—	(0.35)	(0.35)	12.73	53.40%	6,375	1.58%	N/A	(0.50%)
9/30/20	11.01	(0.03)	(1.37)	(1.40)	—	(1.05)	(1.05)	8.56	(14.70%)	4,715	1.60%	N/A	(0.34%)
9/30/19	17.93	(0.01)	(2.18)	(2.19)	—	(4.73)	(4.73)	11.01	(8.68%)	7,990	1.52%	1.47%	(0.11%)
9/30/18	17.92	(0.03)	2.04	2.01	(0.00)^d	(2.00)	(2.00)	17.93	12.26%	11,623	1.44%	1.35%	(0.20%)
Class R3
9/30/22	$ 12.49	$ (0.06)	$ (1.17)	$ (1.23)	$ —	$ (3.12)	$ (3.12)	$ 8.14	(14.19%)	$ 621	1.86%	N/A	(0.61%)
9/30/21	8.41	(0.08)	4.51	4.43	—	(0.35)	(0.35)	12.49	53.27%	695	1.73%	N/A	(0.66%)
9/30/20	10.86	(0.04)	(1.36)	(1.40)	—	(1.05)	(1.05)	8.41	(14.92%)	748	1.75%	N/A	(0.47%)
9/30/19	17.79	(0.03)	(2.17)	(2.20)	—	(4.73)	(4.73)	10.86	(8.84%)	856	1.67%	1.61%	(0.27%)
9/30/18	17.81	(0.06)	2.04	1.98	—	(2.00)	(2.00)	17.79	12.14%	1,544	1.59%	1.50%	(0.34%)

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

227

MassMutual Small Company Value Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 12.69	$ 0.09	$ (2.16)	$ (2.07)	$ (0.04)	$ (1.72)	$ (1.76)	$ 8.86	(19.24%)	$ 132,528	0.95%	0.86%	0.77%
9/30/21	7.36	0.05	5.35	5.40	(0.07)	—	(0.07)	12.69	73.67%	179,847	0.96%	0.94%	0.48%
9/30/20	9.22	0.05	(1.41)	(1.36)	(0.07)	(0.43)	(0.50)	7.36	(15.96%)	86,121	1.00%	N/A	0.67%
9/30/19	12.04	0.07	(1.28)	(1.21)	(0.04)	(1.57)	(1.61)	9.22	(8.59%)	95,423	0.98%	0.98%^k	0.73%
9/30/18	13.45	0.06	0.93	0.99	(0.09)	(2.31)	(2.40)	12.04	8.45%	103,334	0.95%	0.93%	0.47%
Class R5
9/30/22	$ 12.78	$ 0.07	$ (2.18)	$ (2.11)	$ (0.02)	$ (1.72)	$ (1.74)	$ 8.93	(19.35%)	$ 35,442	1.05%	0.96%	0.66%
9/30/21	7.42	0.05	5.37	5.42	(0.06)	—	(0.06)	12.78	73.32%	65,854	1.06%	1.04%	0.40%
9/30/20	9.28	0.04	(1.41)	(1.37)	(0.06)	(0.43)	(0.49)	7.42	(15.95%)	48,006	1.10%	N/A	0.55%
9/30/19	12.10	0.06	(1.28)	(1.22)	(0.03)	(1.57)	(1.60)	9.28	(8.67%)	78,145	1.08%	1.08%^k	0.64%
9/30/18	13.50	0.04	0.95	0.99	(0.08)	(2.31)	(2.39)	12.10	8.35%	74,247	1.05%	1.03%	0.37%
Service Class
9/30/22	$ 12.69	$ 0.06	$ (2.16)	$ (2.10)	$ (0.01)	$ (1.72)	$ (1.73)	$ 8.86	(19.41%)	$ 7,189	1.15%	1.06%	0.58%
9/30/21	7.37	0.03	5.34	5.37	(0.05)	—	(0.05)	12.69	73.14%	8,737	1.16%	1.14%	0.28%
9/30/20	9.23	0.04	(1.42)	(1.38)	(0.05)	(0.43)	(0.48)	7.37	(16.11%)	4,281	1.20%	N/A	0.44%
9/30/19	12.03	0.05	(1.27)	(1.22)	(0.01)	(1.57)	(1.58)	9.23	(8.70%)	6,847	1.18%	1.18%^k	0.52%
9/30/18	13.43	0.03	0.94	0.97	(0.06)	(2.31)	(2.37)	12.03	8.25%	8,664	1.15%	1.13%	0.27%

	Year ended September 30
	2022	2021	2020	2019	2018
Portfolio turnover rate	42%	66%	57%	146%	65%

c	Per share amount calculated on the average shares method.

d	Amount is less than $0.005 per share.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

k	Amount waived had no impact on the ratio of expenses to average daily net assets.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

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

228

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Administrative Class
9/30/22	$ 12.38	$ 0.05	$ (2.10)	$ (2.05)	$ —	$ (1.72)	$ (1.72)	$ 8.61	(19.50%)	$ 9,380	1.25%	1.16%	0.47%
9/30/21	7.19	0.02	5.22	5.24	(0.05)	—	(0.05)	12.38	73.10%	14,862	1.26%	1.24%	0.20%
9/30/20	9.01	0.03	(1.38)	(1.35)	(0.04)	(0.43)	(0.47)	7.19	(16.15%)	12,971	1.30%	N/A	0.36%
9/30/19	11.80	0.04	(1.26)	(1.22)	(0.00)^d	(1.57)	(1.57)	9.01	(8.88%)	11,363	1.28%	1.28%^k	0.42%
9/30/18	13.22	0.02	0.92	0.94	(0.05)	(2.31)	(2.36)	11.80	8.14%	14,411	1.25%	1.23%	0.17%
Class R4
9/30/22	$ 11.65	$ 0.03	$ (1.95)	$ (1.92)	$ —	$ (1.72)	$ (1.72)	$ 8.01	(19.62%)	$ 628	1.40%	1.31%	0.33%
9/30/21	6.78	0.00^d	4.91	4.91	(0.04)	—	(0.04)	11.65	72.68%	780	1.41%	1.40%	0.02%
9/30/20	8.52	0.02	(1.30)	(1.28)	(0.03)	(0.43)	(0.46)	6.78	(16.25%)	882	1.45%	N/A	0.28%
9/30/19	11.26	0.02	(1.19)	(1.17)	(0.00)^d	(1.57)	(1.57)	8.52	(8.96%)	541	1.43%	1.43%^k	0.27%
9/30/18	12.73	0.00^d	0.88	0.88	(0.04)	(2.31)	(2.35)	11.26	7.95%	663	1.40%	1.38%	0.02%
Class A
9/30/22	$ 11.83	$ 0.02	$ (1.99)	$ (1.97)	$ —	$ (1.72)	$ (1.72)	$ 8.14	(19.76%)	$ 10,387	1.50%	1.41%	0.22%
9/30/21	6.87	(0.01)	4.99	4.98	(0.02)	—	(0.02)	11.83	72.61%	13,826	1.51%	1.49%	(0.06%)
9/30/20	8.64	0.01	(1.33)	(1.32)	(0.02)	(0.43)	(0.45)	6.87	(16.45%)	10,694	1.55%	N/A	0.11%
9/30/19	11.40	0.01	(1.20)	(1.19)	—	(1.57)	(1.57)	8.64	(9.03%)	16,723	1.53%	1.53%^k	0.17%
9/30/18	12.85	(0.01)	0.89	0.88	(0.02)	(2.31)	(2.33)	11.40	7.84%	21,061	1.50%	1.48%	(0.08%)
Class R3
9/30/22	$ 10.73	$ 0.01	$ (1.77)	$ (1.76)	$ —	$ (1.72)	$ (1.72)	$ 7.25	(19.84%)	$ 332	1.65%	1.56%	0.08%
9/30/21	6.23	(0.02)	4.52	4.50	—	—	—	10.73	72.23%	359	1.66%	1.64%	(0.23%)
9/30/20	7.86	(0.00)^d	(1.20)	(1.20)	(0.00)^d	(0.43)	(0.43)	6.23	(16.47%)	151	1.70%	N/A	(0.04%)
9/30/19	10.57	0.00^d	(1.14)	(1.14)	—	(1.57)	(1.57)	7.86	(9.30%)	422	1.68%	1.68%^k	0.04%
9/30/18	12.09	(0.02)	0.83	0.81	(0.02)	(2.31)	(2.33)	10.57	7.76%	418	1.65%	1.63%	(0.19%)

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

229

MassMutual Mid Cap Growth Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 31.23	$ (0.05)	$ (6.68)	$ (6.73)	$ —	$ (5.95)	$ (5.95)	$ 18.55	(26.70%)	$ 3,824,988	0.71%	0.69%	(0.19%)
9/30/21	25.51	(0.08)	7.39	7.31	—	(1.59)	(1.59)	31.23	29.56%	6,514,823	0.70%	N/A	(0.26%)
9/30/20	23.34	0.01	3.43	3.44	(0.01)	(1.26)	(1.27)	25.51	15.23%	6,188,463	0.71%	N/A	0.03%
9/30/19	24.10	0.03	1.14	1.17	(0.01)	(1.92)	(1.93)	23.34	6.66%	5,925,776	0.71%	N/A	0.15%
9/30/18	21.92	0.01	3.59	3.60	—	(1.42)	(1.42)	24.10	17.21%	5,436,930	0.71%	N/A	0.06%
Class R5
9/30/22	$ 30.80	$ (0.07)	$ (6.56)	$ (6.63)	$ —	$ (5.95)	$ (5.95)	$ 18.22	(26.76%)	$ 834,945	0.81%	0.79%	(0.30%)
9/30/21	25.20	(0.11)	7.30	7.19	—	(1.59)	(1.59)	30.80	29.44%	1,668,653	0.80%	N/A	(0.36%)
9/30/20	23.08	(0.02)	3.40	3.38	—	(1.26)	(1.26)	25.20	15.13%	1,471,580	0.81%	N/A	(0.07%)
9/30/19	23.87	0.01	1.12	1.13	—	(1.92)	(1.92)	23.08	6.54%	1,533,487	0.81%	N/A	0.05%
9/30/18	21.75	(0.01)	3.55	3.54	—	(1.42)	(1.42)	23.87	17.06%	1,517,553	0.81%	N/A	(0.04%)
Service Class
9/30/22	$ 29.82	$ (0.09)	$ (6.30)	$ (6.39)	$ —	$ (5.95)	$ (5.95)	$ 17.48	(26.85%)	$ 158,487	0.91%	0.89%	(0.39%)
9/30/21	24.47	(0.13)	7.07	6.94	—	(1.59)	(1.59)	29.82	29.29%	325,714	0.90%	N/A	(0.46%)
9/30/20	22.47	(0.04)	3.30	3.26	—	(1.26)	(1.26)	24.47	15.00%	335,782	0.91%	N/A	(0.17%)
9/30/19	23.31	(0.01)	1.09	1.08	—	(1.92)	(1.92)	22.47	6.48%	373,475	0.91%	N/A	(0.05%)
9/30/18	21.30	(0.03)	3.46	3.43	—	(1.42)	(1.42)	23.31	16.90%	405,725	0.91%	N/A	(0.14%)

	Year ended September 30
	2022	2021	2020	2019	2018
Portfolio turnover rate	22%	29%	37%	37%	34%

c	Per share amount calculated on the average shares method.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

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

230

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Administrative Class
9/30/22	$ 28.15	$ (0.10)	$ (5.86)	$ (5.96)	$ —	$ (5.95)	$ (5.95)	$ 16.24	(26.93%)	$ 136,292	1.01%	0.99%	(0.49%)
9/30/21	23.20	(0.15)	6.69	6.54	—	(1.59)	(1.59)	28.15	29.16%	246,666	1.00%	N/A	(0.56%)
9/30/20	21.38	(0.06)	3.14	3.08	—	(1.26)	(1.26)	23.20	14.92%	261,188	1.01%	N/A	(0.27%)
9/30/19	22.32	(0.03)	1.01	0.98	—	(1.92)	(1.92)	21.38	6.31%	290,024	1.01%	N/A	(0.15%)
9/30/18	20.46	(0.05)	3.33	3.28	—	(1.42)	(1.42)	22.32	16.85%	337,284	1.01%	N/A	(0.25%)
Class R4
9/30/22	$ 25.63	$ (0.13)	$ (5.18)	$ (5.31)	$ —	$ (5.95)	$ (5.95)	$ 14.37	(27.06%)	$ 59,611	1.16%	1.14%	(0.66%)
9/30/21	21.28	(0.17)	6.11	5.94	—	(1.59)	(1.59)	25.63	28.97%	155,374	1.15%	N/A	(0.72%)
9/30/20	19.74	(0.08)	2.88	2.80	—	(1.26)	(1.26)	21.28	14.73%	176,500	1.16%	N/A	(0.42%)
9/30/19	20.80	(0.06)	0.92	0.86	—	(1.92)	(1.92)	19.74	6.18%	222,247	1.16%	N/A	(0.29%)
9/30/18	19.19	(0.08)	3.11	3.03	—	(1.42)	(1.42)	20.80	16.65%	229,517	1.16%	N/A	(0.39%)
Class A
9/30/22	$ 25.35	$ (0.14)	$ (5.11)	$ (5.25)	$ —	$ (5.95)	$ (5.95)	$ 14.15	(27.14%)	$ 87,758	1.26%	1.24%	(0.74%)
9/30/21	21.08	(0.20)	6.06	5.86	—	(1.59)	(1.59)	25.35	28.86%	167,114	1.25%	N/A	(0.81%)
9/30/20	19.58	(0.10)	2.86	2.76	—	(1.26)	(1.26)	21.08	14.64%	196,756	1.26%	N/A	(0.52%)
9/30/19	20.67	(0.07)	0.90	0.83	—	(1.92)	(1.92)	19.58	6.06%	226,723	1.26%	N/A	(0.40%)
9/30/18	19.10	(0.10)	3.09	2.99	—	(1.42)	(1.42)	20.67	16.52%	272,769	1.26%	N/A	(0.50%)
Class R3			��
9/30/22	$ 22.84	$ (0.14)	$ (4.45)	$ (4.59)	$ —	$ (5.95)	$ (5.95)	$ 12.30	(27.25%)	$ 19,336	1.41%	1.39%	(0.89%)
9/30/21	19.16	(0.21)	5.48	5.27	—	(1.59)	(1.59)	22.84	28.65%	31,715	1.40%	N/A	(0.96%)
9/30/20	17.93	(0.12)	2.61	2.49	—	(1.26)	(1.26)	19.16	14.48%	31,065	1.41%	N/A	(0.67%)
9/30/19	19.14	(0.09)	0.80	0.71	—	(1.92)	(1.92)	17.93	5.91%	32,770	1.41%	N/A	(0.54%)
9/30/18	17.81	(0.12)	2.87	2.75	—	(1.42)	(1.42)	19.14	16.36%	35,471	1.41%	N/A	(0.64%)

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

231

MassMutual Small Cap Growth Equity Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 20.88	$ (0.02)	$ (4.41)	$ (4.43)	$ —	$ (4.49)	$ (4.49)	$ 11.96	(26.63%)	$ 368,199	0.87%	(0.12%)
9/30/21	16.42	(0.07)	5.93	5.86	—	(1.40)	(1.40)	20.88	36.62%	487,031	0.86%	(0.37%)
9/30/20	15.30	(0.03)	2.97	2.94	(0.14)	(1.68)	(1.82)	16.42	20.54%	342,888	0.87%	(0.19%)
9/30/19	19.08	(0.01)	(1.04)	(1.05)	—	(2.73)	(2.73)	15.30	(2.31%)	269,356	0.86%	(0.05%)
9/30/18	15.74	(0.03)	4.24	4.21	—	(0.87)	(0.87)	19.08	27.96%	385,194	0.85%	(0.15%)
Class R5
9/30/22	$ 20.47	$ (0.04)	$ (4.30)	$ (4.34)	$ —	$ (4.49)	$ (4.49)	$ 11.64	(26.73%)	$ 88,121	0.97%	(0.24%)
9/30/21	16.13	(0.09)	5.83	5.74	—	(1.40)	(1.40)	20.47	36.53%	155,912	0.96%	(0.47%)
9/30/20	15.06	(0.04)	2.91	2.87	(0.12)	(1.68)	(1.80)	16.13	20.40%	134,136	0.97%	(0.29%)
9/30/19	18.85	(0.02)	(1.04)	(1.06)	—	(2.73)	(2.73)	15.06	(2.40%)	128,280	0.96%	(0.14%)
9/30/18	15.57	(0.04)	4.19	4.15	—	(0.87)	(0.87)	18.85	27.87%	142,284	0.95%	(0.25%)
Service Class
9/30/22	$ 18.89	$ (0.05)	$ (3.88)	$ (3.93)	$ —	$ (4.49)	$ (4.49)	$ 10.47	(26.82%)	$ 17,932	1.06%	(0.34%)
9/30/21	14.99	(0.10)	5.40	5.30	—	(1.40)	(1.40)	18.89	36.36%	36,258	1.06%	(0.57%)
9/30/20	14.12	(0.05)	2.71	2.66	(0.11)	(1.68)	(1.79)	14.99	20.26%	31,977	1.07%	(0.39%)
9/30/19	17.89	(0.03)	(1.01)	(1.04)	—	(2.73)	(2.73)	14.12	(2.43%)	34,404	1.06%	(0.23%)
9/30/18	14.84	(0.06)	3.98	3.92	—	(0.87)	(0.87)	17.89	27.69%	33,978	1.05%	(0.34%)

	Year ended September 30
	2022	2021	2020	2019	2018
Portfolio turnover rate	75%	81%	79%	71%	85%

c	Per share amount calculated on the average shares method.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

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

232

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets	Net investment income (loss) to average daily net assets
Administrative Class
9/30/22	$ 17.21	$ (0.05)	$ (3.43)	$ (3.48)	$ —	$ (4.49)	$ (4.49)	$ 9.24	(26.83%)	$ 18,393	1.17%	(0.43%)
9/30/21	13.77	(0.11)	4.95	4.84	—	(1.40)	(1.40)	17.21	36.23%	29,715	1.16%	(0.67%)
9/30/20	13.10	(0.06)	2.51	2.45	(0.10)	(1.68)	(1.78)	13.77	20.16%	29,067	1.17%	(0.49%)
9/30/19	16.87	(0.04)	(1.00)	(1.04)	—	(2.73)	(2.73)	13.10	(2.60%)	28,372	1.16%	(0.34%)
9/30/18	14.05	(0.07)	3.76	3.69	—	(0.87)	(0.87)	16.87	27.60%	35,642	1.15%	(0.45%)
Class R4
9/30/22	$ 14.53	$ (0.05)	$ (2.72)	$ (2.77)	$ —	$ (4.49)	$ (4.49)	$ 7.27	(26.91%)	$ 11,840	1.32%	(0.58%)
9/30/21	11.82	(0.12)	4.23	4.11	—	(1.40)	(1.40)	14.53	36.02%	17,129	1.31%	(0.82%)
9/30/20	11.48	(0.07)	2.18	2.11	(0.09)	(1.68)	(1.77)	11.82	20.01%	15,517	1.32%	(0.65%)
9/30/19	15.23	(0.06)	(0.96)	(1.02)	—	(2.73)	(2.73)	11.48	(2.76%)	12,843	1.31%	(0.49%)
9/30/18	12.78	(0.08)	3.40	3.32	—	(0.87)	(0.87)	15.23	27.44%	13,972	1.30%	(0.60%)
Class A
9/30/22	$ 14.36	$ (0.06)	$ (2.68)	$ (2.74)	$ —	$ (4.49)	$ (4.49)	$ 7.13	(27.06%)	$ 18,688	1.42%	(0.69%)
9/30/21	11.71	(0.13)	4.18	4.05	—	(1.40)	(1.40)	14.36	35.83%	31,656	1.41%	(0.91%)
9/30/20	11.38	(0.08)	2.16	2.08	(0.07)	(1.68)	(1.75)	11.71	19.94%	34,699	1.42%	(0.74%)
9/30/19	15.14	(0.07)	(0.96)	(1.03)	—	(2.73)	(2.73)	11.38	(2.87%)	33,997	1.41%	(0.59%)
9/30/18	12.72	(0.09)	3.38	3.29	—	(0.87)	(0.87)	15.14	27.33%	43,682	1.40%	(0.70%)
Class R3
9/30/22	$ 11.72	$ (0.06)	$ (1.97)	$ (2.03)	$ —	$ (4.49)	$ (4.49)	$ 5.20	(27.10%)	$ 3,408	1.57%	(0.83%)
9/30/21	9.78	(0.12)	3.46	3.34	—	(1.40)	(1.40)	11.72	35.63%	4,813	1.56%	(1.07%)
9/30/20	9.79	(0.08)	1.82	1.74	(0.07)	(1.68)	(1.75)	9.78	19.66%	3,930	1.57%	(0.90%)
9/30/19	13.51	(0.07)	(0.92)	(0.99)	—	(2.73)	(2.73)	9.79	(2.94%)	2,728	1.56%	(0.73%)
9/30/18	11.46	(0.10)	3.02	2.92	—	(0.87)	(0.87)	13.51	27.10%	2,622	1.55%	(0.85%)

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

233

MassMutual Overseas Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 10.17	$ 0.16	$ (2.40)	$ (2.24)	$ (0.15)	$ (0.84)	$ (0.99)	$ 6.94	(24.66%)	$ 232,441	0.91%	0.79%	1.75%
9/30/21	7.99	0.12	2.27	2.39	(0.05)	(0.16)	(0.21)	10.17	30.17%	383,223	0.88%	0.79%	1.23%
9/30/20	8.35	0.05	(0.07)	(0.02)	(0.19)	(0.15)	(0.34)	7.99	(0.59%)	370,549	0.89%	0.83%	0.68%
9/30/19	9.42	0.20	(0.34)	(0.14)	(0.15)	(0.78)	(0.93)	8.35	0.01%	348,467	0.87%	N/A	2.42%
9/30/18	9.61	0.16	(0.16)	0.00^d	(0.19)	—	(0.19)	9.42	(0.02%)	362,074	0.92%	N/A	1.68%
Class R5
9/30/22	$ 10.21	$ 0.15	$ (2.42)	$ (2.27)	$ (0.13)	$ (0.84)	$ (0.97)	$ 6.97	(24.74%)	$ 86,220	1.00%	0.89%	1.64%
9/30/21	8.02	0.11	2.28	2.39	(0.04)	(0.16)	(0.20)	10.21	30.07%	158,046	0.98%	0.89%	1.11%
9/30/20	8.38	0.05	(0.08)	(0.03)	(0.18)	(0.15)	(0.33)	8.02	(0.67%)	132,845	0.99%	0.94%	0.58%
9/30/19	9.45	0.19	(0.34)	(0.15)	(0.14)	(0.78)	(0.92)	8.38	(0.14%)	122,168	0.97%	N/A	2.34%
9/30/18	9.64	0.15	(0.16)	(0.01)	(0.18)	—	(0.18)	9.45	(0.11%)	134,803	1.02%	N/A	1.54%
Service Class
9/30/22	$ 10.14	$ 0.14	$ (2.40)	$ (2.26)	$ (0.12)	$ (0.84)	$ (0.96)	$ 6.92	(24.79%)	$ 30,651	1.10%	0.99%	1.61%
9/30/21	7.97	0.10	2.26	2.36	(0.03)	(0.16)	(0.19)	10.14	29.91%	45,454	1.08%	0.99%	1.02%
9/30/20	8.33	0.04	(0.08)	(0.04)	(0.17)	(0.15)	(0.32)	7.97	(0.79%)	37,997	1.09%	1.03%	0.49%
9/30/19	9.39	0.18	(0.33)	(0.15)	(0.13)	(0.78)	(0.91)	8.33	(0.15%)	36,489	1.07%	N/A	2.27%
9/30/18	9.58	0.14	(0.16)	(0.02)	(0.17)	—	(0.17)	9.39	(0.22%)	39,149	1.12%	N/A	1.45%

	Year ended September 30
	2022	2021	2020	2019	2018
Portfolio turnover rate	17%	27%	34%	27%	46%

c	Per share amount calculated on the average shares method.

d	Amount is less than $0.005 per share.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

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

234

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Administrative Class
9/30/22	$ 10.24	$ 0.13	$ (2.43)	$ (2.30)	$ (0.11)	$ (0.84)	$ (0.95)	$ 6.99	(24.93%)	$ 13,633	1.20%	1.09%	1.47%
9/30/21	8.05	0.08	2.30	2.38	(0.03)	(0.16)	(0.19)	10.24	29.72%	19,735	1.18%	1.09%	0.81%
9/30/20	8.40	0.03	(0.07)	(0.04)	(0.16)	(0.15)	(0.31)	8.05	(0.77%)	19,034	1.19%	1.14%	0.38%
9/30/19	9.46	0.17	(0.33)	(0.16)	(0.12)	(0.78)	(0.90)	8.40	(0.32%)	21,563	1.17%	N/A	2.03%
9/30/18	9.65	0.13	(0.16)	(0.03)	(0.16)	—	(0.16)	9.46	(0.33%)	31,199	1.22%	N/A	1.31%
Class R4
9/30/22	$ 9.75	$ 0.11	$ (2.29)	$ (2.18)	$ (0.10)	$ (0.84)	$ (0.94)	$ 6.63	(24.94%)	$ 16,144	1.35%	1.24%	1.34%
9/30/21	7.68	0.07	2.18	2.25	(0.02)	(0.16)	(0.18)	9.75	29.46%	20,875	1.33%	1.24%	0.70%
9/30/20	8.03	0.02	(0.06)	(0.04)	(0.16)	(0.15)	(0.31)	7.68	(0.90%)	18,019	1.34%	1.28%	0.28%
9/30/19	9.10	0.17	(0.34)	(0.17)	(0.12)	(0.78)	(0.90)	8.03	(0.51%)	14,876	1.32%	N/A	2.14%
9/30/18	9.30	0.12	(0.16)	(0.04)	(0.16)	—	(0.16)	9.10	(0.48%)	12,903	1.37%	N/A	1.23%
Class A
9/30/22	$ 9.98	$ 0.11	$ (2.36)	$ (2.25)	$ (0.08)	$ (0.84)	$ (0.92)	$ 6.81	(25.07%)	$ 12,858	1.45%	1.34%	1.22%
9/30/21	7.85	0.06	2.24	2.30	(0.01)	(0.16)	(0.17)	9.98	29.45%	24,231	1.43%	1.34%	0.59%
9/30/20	8.21	0.01	(0.08)	(0.07)	(0.14)	(0.15)	(0.29)	7.85	(1.17%)	30,721	1.44%	1.38%	0.17%
9/30/19	9.25	0.15	(0.32)	(0.17)	(0.09)	(0.78)	(0.87)	8.21	(0.48%)	29,537	1.42%	N/A	1.86%
9/30/18	9.44	0.11	(0.16)	(0.05)	(0.14)	—	(0.14)	9.25	(0.60%)	41,179	1.47%	N/A	1.11%
Class R3
9/30/22	$ 9.85	$ 0.10	$ (2.34)	$ (2.24)	$ (0.07)	$ (0.84)	$ (0.91)	$ 6.70	(25.23%)	$ 4,036	1.61%	1.49%	1.16%
9/30/21	7.76	0.05	2.21	2.26	(0.01)	(0.16)	(0.17)	9.85	29.29%	6,971	1.58%	1.49%	0.51%
9/30/20	8.11	(0.00)^d	(0.07)	(0.07)	(0.13)	(0.15)	(0.28)	7.76	(1.19%)	6,093	1.59%	1.53%	(0.03%)
9/30/19	9.17	0.15	(0.34)	(0.19)	(0.09)	(0.78)	(0.87)	8.11	(0.72%)	3,382	1.57%	N/A	1.86%
9/30/18	9.37	0.10	(0.17)	(0.07)	(0.13)	—	(0.13)	9.17	(0.75%)	3,947	1.62%	N/A	1.08%

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

235

MassMutual Select T. Rowe Price International Equity Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000)’s	Ratio of expenses to average daily net assets before expense waivers	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 11.71	$ 0.32	$ (3.16)	$ (2.84)	$ (0.32)	$ (0.16)	$ (0.48)	$ 8.39	(25.28%)	$ 1,272,996	0.08%	0.00%	3.03%
9/30/21	9.51	0.27	2.10	2.37	(0.17)	—	(0.17)	11.71	25.11%	1,700,098	0.07%	0.00%	2.39%
9/30/20	9.43	0.15	0.16	0.31	(0.23)	—	(0.23)	9.51	3.11%	1,314,433	0.65%	0.55%	1.63%
9/30/19	9.70	0.26	(0.39)	(0.13)	(0.14)	—	(0.14)	9.43	(1.17%)	1,135,941	0.79%	0.67%	2.80%
9/30/18^g	10.00	0.19	(0.49)	(0.30)	—	—	—	9.70	(3.00%)^b	809,616	0.89%^a	0.67%^a	3.03%^a

	Year ended September 30				Period ended September 30,
	2022	2021	2020	2019	2018^b
Portfolio turnover rate	32%	28%	30%	26%	24%^q

a	Annualized.

b	Percentage represents the results for the period and is not annualized.

c	Per share amount calculated on the average shares method.

g	For the period February 9, 2018 (commencement of operations) through September 30, 2018.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

q	Portfolio turnover excludes securities received from subscriptions in-kind. Securities received from subscriptions in-kind had no impact on portfolio turnover.

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

236

Notes to Financial Statements

1. The Funds

MassMutual Select Funds (the “Trust”) is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust is organized under the laws of the Commonwealth of Massachusetts as a Massachusetts business trust pursuant to an Agreement and Declaration of Trust dated May 28, 1993, as amended and restated as of November 21, 2011, as it may be further amended from time to time. The Trust consists of 51 series, including the following 16 series listed below (each individually referred to as a “Fund” or collectively as the “Funds”):

MassMutual Total Return Bond Fund (“Total Return Bond Fund”)

MassMutual Strategic Bond Fund (“Strategic Bond Fund”)

MassMutual Diversified Value Fund (“Diversified Value Fund”)

MassMutual Fundamental Value Fund (“Fundamental Value Fund”)

MM S&P 500^® Index Fund (“S&P 500 Index Fund”)

MassMutual Equity Opportunities Fund (“Equity Opportunities Fund”)

MassMutual Fundamental Growth Fund (“Fundamental Growth Fund”)

MassMutual Blue Chip Growth Fund (“Blue Chip Growth Fund”)

MassMutual Growth Opportunities Fund (“Growth Opportunities Fund”)

MassMutual Mid Cap Value Fund (“Mid Cap Value Fund”)

MassMutual Small Cap Value Equity Fund (“Small Cap Value Equity Fund”)

MassMutual Small Company Value Fund (“Small Company Value Fund”)

MassMutual Mid Cap Growth Fund (“Mid Cap Growth Fund”)

MassMutual Small Cap Growth Equity Fund (“Small Cap Growth Equity Fund”)

MassMutual Overseas Fund (“Overseas Fund”)

MassMutual Select T. Rowe Price International Equity Fund (“MM Select T. Rowe Price International Equity Fund”)

Each share class of a Fund represents an interest in the same portfolio of assets. The principal difference among the classes is the level of service and administration fees, and shareholder and distribution service expenses borne by the classes. Because each class will have different fees and expenses, performance and share prices will vary between the classes. The classes of shares are offered to different types of investors, as outlined in the Funds’ Prospectus.

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed consistently by each Fund in the preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America (“generally accepted accounting principles”). The preparation of the financial statements in accordance with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.

Each Fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946, Financial Services – Investment Companies.

Investment Valuation

The net asset value of each Fund’s shares is determined once daily as of the close of regular trading on the New York Stock Exchange (“NYSE”), on each day the NYSE is open for trading (a “business day”). The NYSE normally closes at 4:00 p.m. Eastern Time, but may close earlier on some days. If the NYSE is scheduled to close early, the business day will be considered to end as of the time of the NYSE’s scheduled close. A Fund will not treat an intraday disruption in NYSE trading or other event that causes an unscheduled closing of the NYSE as a close of business of the NYSE for these purposes; instead, MML Investment Advisers, LLC (“MML Advisers”) will determine the fair value of a Fund’s securities in accordance with MML Advisers’ fair valuation policy and procedures. On holidays and other days when the NYSE is closed, each Fund’s net asset value generally is not calculated and the Funds do not anticipate accepting buy or sell orders. However, the value of each Fund’s assets may still be affected on such days to the extent that a Fund holds foreign securities that trade on days that foreign securities markets are open.

237

Notes to Financial Statements (Continued)

Equity securities and derivative contracts that are actively traded on a national securities exchange or contract market are valued on the basis of information furnished by a pricing service, which provides the last reported sale price, or, in the case of futures contracts, the settlement price, for securities or derivatives listed on the exchange or contract market or the official closing price on the NASDAQ National Market System (“NASDAQ System”), or in the case of over-the-counter (“OTC”) securities for which an official closing price is unavailable or not reported on the NASDAQ System, the last reported bid price. Portfolio securities traded on more than one national securities exchange are valued at the last price at the close of the exchange representing the principal market for such securities. Debt securities are valued on the basis of valuations furnished by a pricing service, which generally determines valuations taking into account factors such as institutional-size trading in similar securities, yield, quality, coupon rate, maturity, type of issue, trading characteristics, and other market data. Shares of other open-end mutual funds are valued at their closing net asset values as reported on each business day.

Investments for which market quotations are readily available are marked to market daily based on those quotations. Market quotations may be provided by third-party vendors or market makers, and may be determined on the basis of a variety of factors, such as broker quotations, financial modeling, and other market data, such as market indexes and yield curves, counterparty information, and foreign exchange rates. U.S. Government and agency securities may be valued on the basis of market quotations or using a model that may incorporate market observable data such as reported sales of similar securities, broker quotes, yields, bids, offers, quoted market prices, and reference data. The fair values of OTC derivative contracts, including forward, swap, and option contracts related to interest rates, foreign currencies, credit standing of reference entities, equity prices, or commodity prices, may be based on market quotations or may be modeled using a series of techniques, including simulation models, depending on the contract and the terms of the transaction. The fair values of asset-backed securities and mortgage-backed securities are estimated based on models that consider the estimated cash flows of each debt tranche of the issuer, established benchmark yield, and estimated tranche-specific spread to the benchmark yield based on the unique attributes of the tranche, including, but not limited to, prepayment speed assumptions and attributes of the collateral.

The Board of Trustees (“Trustees”) have designated MML Advisers as the Funds’ “valuation designee,” responsible for determining the fair value, in good faith, of securities and other instruments held by the Funds for which market quotations are not readily available or for which such market quotations or values are considered by MML Advisers or a subadviser to be unreliable (including, for example, certain foreign securities, thinly-traded securities, certain restricted securities, certain initial public offerings, or securities whose values may have been affected by a significant event). It is possible that a significant amount of a Fund’s assets will be subject to fair valuation in accordance with MML Advisers’ fair valuation policy and procedures. The fair value determined for an investment by MML Advisers may differ from recent market prices for the investment and may be significantly different from the value realized upon the sale of such investment.

The Funds may invest in securities that are traded principally in foreign markets and that trade on weekends and other days when the Funds do not price their shares. As a result, the values of the Funds’ portfolio securities may change on days when the prices of the Funds’ shares are not calculated. The prices of the Funds’ shares will reflect any such changes when the prices of the Funds’ shares are next calculated, which is the next business day. The Funds may use fair value pricing more frequently for securities primarily traded in foreign markets because, among other things, most foreign markets close well before the Funds value their securities. The earlier close of these foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim. The Funds’ investments may be priced based on fair values provided by a third-party vendor, based on certain factors and methodologies applied by such vendor, in the event that there is movement in the U.S. market, between the close of the foreign market and the time the Funds calculate their net asset values. All assets and liabilities expressed in foreign currencies are converted into U.S. dollars at the mean between the buying and selling rates of such currencies against the U.S. dollar at the end of each business day.

Investments in equity or debt issued by privately held companies or funds (“Private Company” or collectively, the “Private Companies”) and any other investments fair valued using significant unobservable inputs may be fair valued using one or a combination of, but not limited to, the following inputs:

Market approach: (i) recent market transactions, including subsequent rounds of financing, in the underlying investment or comparable issuers; (ii) recapitalizations and other transactions across the capital structure; and (iii) market multiples of comparable issuers.

238

Notes to Financial Statements (Continued)

Income approach: (i) future cash flows discounted to present value and adjusted as appropriate for liquidity, credit, and/or market risks; (ii) quoted prices for similar investments or assets in active markets; and (iii) other risk factors, such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks, recovery rates, liquidation amounts, and/or default rates.

Cost approach: (i) audited or unaudited financial statements, investor communications, and financial or operational metrics issued by the Private Company; (ii) changes in the valuation of relevant indexes or publicly traded companies comparable to the Private Company; (iii) relevant news and other public sources; and (iv) known secondary market transactions in the Private Company’s interests and merger or acquisition activity in companies comparable to the Private Company.

Investments in series of preferred stock issued by Private Companies are typically valued utilizing the Market approach in determining the enterprise value of the company. Such investments often contain rights and preferences that differ from other series of preferred and common stock of the same issuer. Valuation techniques such as the current value method (“CVM”), an option pricing model (“OPM”), a probability weighted expected return model (“PWERM”), or a hybrid of those techniques are used in allocating enterprise value of the company, as deemed appropriate under the circumstances. The CVM allocates value among the various parts of a company’s capital structure assuming that the value of convertible preferred stock is represented by the most favorable claim the preferred stockholders have on the enterprise value as of the valuation date. The use of OPM and PWERM techniques involve a determination of the exit scenarios of the investment in order to appropriately allocate the enterprise value of the company among the various parts of its capital structure.

The Private Companies are not subject to the public company disclosure, timing, and reporting standards as other investments held by a Fund. Typically, the most recently available information for a Private Company is as of a date that is earlier than the date a Fund is calculating its net asset value. This factor may result in a difference between the value of the investment and the price a Fund could receive upon the sale of the investment.

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. A three-tier hierarchy is utilized to maximize the use of observable market data inputs and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk, for example, the risk inherent in a particular valuation technique used to measure fair value (such as a pricing model) and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable. Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability and are developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs are inputs that reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability and are developed based on the best information available in the circumstances. The three-tier hierarchy of inputs is summarized in the three broad Levels listed below. The inputs or methodology used for valuing investments are not necessarily an indication of the risk associated with investing in those investments and the determination of the significance of a particular input to the fair value measurement in its entirety requires judgment and consideration of factors specific to each security.

Level 1 – quoted prices (unadjusted) in active markets for identical investments that the Funds can access at the measurement date

Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

Level 3 – significant unobservable inputs, to the extent observable inputs are not available (including the Funds’ own assumptions in determining the fair value of investments)

239

Notes to Financial Statements (Continued)

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.

Changes in valuation techniques may result in transfers in or out of an investment’s assigned Level within the hierarchy. In addition, in periods of market dislocation, the observability of prices and inputs may be reduced for many instruments. This condition, as well as changes related to liquidity of investments, could cause a security to be reclassified between Levels.

In certain cases, 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 is determined based on the lowest Level input that is significant to the overall fair value measurement.

The Fundamental Value Fund, Fundamental Growth Fund, Growth Opportunities Fund, and Small Cap Growth Equity Fund characterized all long-term investments at Level 1, and all short-term investments at Level 2, as of September 30, 2022. For each Fund noted in the preceding sentence, the level classification by major category of investments is the same as the category presentation in the Portfolio of Investments.

The following is the aggregate value by input level, as of September 30, 2022, for the remaining Funds’ investments:

	Level 1			Level 2			Level 3			Total
Total Return Bond Fund
Asset Investments
Common Stock	$	435,604		$	—		$	—		$	435,604
Bank Loans (Less Unfunded Loan Commitments)		—			15,814,089			—			15,814,089
Corporate Debt		—			212,105,271			—	+,**		212,105,271
Municipal Obligations		—			1,311,924			—			1,311,924
Non-U.S. Government Agency Obligations		—			124,043,491			—			124,043,491
Sovereign Debt Obligations		—			7,798,598			—			7,798,598
U.S. Government Agency Obligations and Instrumentalities		—			272,885,886			—			272,885,886
U.S. Treasury Obligations		—			206,641,734			—			206,641,734
Rights		—			—			—	+,**		—
Mutual Funds		16,726,548			—			—			16,726,548
Short-Term Investments		—			31,253,725			—			31,253,725
Unfunded Loan Commitments***		—			(612	)		—			(612	)
Total Investments	$	17,162,152		$	871,854,106		$	—		$	889,016,258
Asset Derivatives
Forward Contracts		—			52,891			—			52,891
Futures Contracts		353,178			—			—			353,178
Swap Agreements		—			1,566,903			—			1,566,903
Total	$	353,178		$	1,619,794		$	—		$	1,972,972
Liability Derivatives
Forward Contracts		—			(667	)		—			(667	)
Futures Contracts		(2,226,929	)		—			—			(2,226,929	)
Swap Agreements		—			(5,506,563	)		—			(5,506,563	)
Total	$	(2,226,929	)	$	(5,507,230	)	$	—		$	(7,734,159	)

240

Notes to Financial Statements (Continued)

	Level 1			Level 2			Level 3		Total
Strategic Bond Fund
Asset Investments
Bank Loans (Less Unfunded Loan Commitments)	$	—		$	13,983,599		$	—	$	13,983,599
Corporate Debt		—			110,260,470			—		110,260,470
Municipal Obligations		—			101,446			—		101,446
Non-U.S. Government Agency Obligations		—			37,993,442			—		37,993,442
Sovereign Debt Obligations		—			16,519,825			—		16,519,825
U.S. Government Agency Obligations and Instrumentalities		—			83,524,423			—		83,524,423
U.S. Treasury Obligations		—			138,137,635			—		138,137,635
Purchased Options		85,012			6			—		85,018
Mutual Funds		2,470,330			—			—		2,470,330
Short-Term Investments		—			1,959,965			—		1,959,965
Unfunded Loan Commitments***		—			(6,298	)		—		(6,298	)
Total Investments	$	2,555,342		$	402,474,513		$	—	$	405,029,855
Asset Derivatives
Forward Contracts	$	—		$	575,582		$	—	$	575,582
Futures Contracts		7,060,927			—			—		7,060,927
Swap Agreements		—			5,562,451			—		5,562,451
Total	$	7,060,927		$	6,138,033		$	—	$	13,198,960
Liability Derivatives
Forward Contracts	$	—		$	(1,803,338	)	$	—	$	(1,803,338	)
Futures Contracts		(12,997,576	)		—			—		(12,997,576	)
Swap Agreements		—			(659,637	)		—		(659,637	)
Written Options		(1,059,744	)		(116,788	)		—		(1,176,532	)
Total	$	(14,057,320	)	$	(2,579,763	)	$	—	$	(16,637,083	)

Diversified Value Fund
Asset Investments
Common Stock	$	264,983,275		$	4,249,190	*	$	—	$	269,232,465
Preferred Stock		1,160,364			1,548,309	*		—		2,708,673
Mutual Funds		3,658,052			—			—		3,658,052
Short-Term Investments		105			3,266,398			—		3,266,503
Total Investments	$	269,801,796		$	9,063,897		$	—	$	278,865,693

S&P 500 Index Fund
Asset Investments
Common Stock	$	2,225,022,779		$	942,893		$	—	$	2,225,965,672
Short-Term Investments		—			18,821,014			—		18,821,014
Total Investments	$	2,225,022,779		$	19,763,907		$	—	$	2,244,786,686
Liability Derivatives
Futures Contracts	$	(2,158,892	)	$	—		$	—	$	(2,158,892	)

Equity Opportunities Fund
Asset Investments
Common Stock	$	536,703,361		$	6,533,305	*	$	—	$	543,236,666
Preferred Stock		1,848,525			2,396,266	*		—		4,244,791
Short-Term Investments		158			9,104,118			—		9,104,276
Total Investments	$	538,552,044		$	18,033,689		$	—	$	556,585,733

241

Notes to Financial Statements (Continued)

	Level 1		Level 2			Level 3			Total
Blue Chip Growth Fund
Asset Investments
Common Stock	$	2,508,977,729	$	4,799,001	*	$	3,526,921	**	$	2,517,303,651
Preferred Stock		—		—			3,202,530	**		3,202,530
Corporate Debt		—		2,459,737			—			2,459,737
Mutual Funds		5,185,964		—			—			5,185,964
Short-Term Investments		101		5,924,441			—			5,924,542
Total Investments	$	2,514,163,794	$	13,183,179		$	6,729,451		$	2,534,076,424

Mid Cap Value Fund
Asset Investments
Common Stock	$	95,158,000	$	2,467,808	*	$	—		$	97,625,808
Preferred Stock		—		320,678	*		—			320,678
Mutual Funds		714,129		—			—			714,129
Short-Term Investments		—		2,750,893			—			2,750,893
Total Investments	$	95,872,129	$	5,539,379		$	—		$	101,411,508
Asset Derivatives
Forward Contracts	$	—	$	9,401		$	—		$	9,401
Liability Derivatives
Forward Contracts	$	—	$	(9,904	)	$	—		$	(9,904	)

Small Cap Value Equity Fund
Asset Investments
Common Stock	$	46,983,242	$	688,310	*	$	—		$	47,671,552
Mutual Funds		246,505		—			—			246,505
Short-Term Investments		—		2,276,333			—			2,276,333
Total Investments	$	47,229,747	$	2,964,643		$	—		$	50,194,390

Small Company Value Fund
Asset Investments
Common Stock	$	193,953,256	$	471,324	*	$	—		$	194,424,580
Mutual Funds		3,166,453		—			—			3,166,453
Short-Term Investments		—		1,594,316			—			1,594,316
Total Investments	$	197,119,709	$	2,065,640		$	—		$	199,185,349
Asset Derivatives
Forward Contracts	$		$	141		$			$	141
Liability Derivatives
Forward Contracts	$		$	(8,696	)	$			$	(8,696	)

Mid Cap Growth Fund
Asset Investments
Common Stock	$	4,888,521,414	$	—		$	22,843,851		$	4,911,365,265
Preferred Stock		—		—			28,528,808			28,528,808
Mutual Funds		25,184,258		—			—			25,184,258
Short-Term Investments		104,697,257		84,415,685			—			189,112,942
Total Investments	$	5,018,402,929	$	84,415,685		$	51,372,659		$	5,154,191,273

242

Notes to Financial Statements (Continued)

	Level 1		Level 2		Level 3			Total
Overseas Fund
Asset Investments
Common Stock*
Australia	$	—	$	1,578,916	$	—		$	1,578,916
Belgium		—		3,669,302		—			3,669,302
Canada		14,077,610		—		—			14,077,610
Cayman Islands		1,271,625		6,720,450		—			7,992,075
Denmark		—		9,799,155		—			9,799,155
Finland		—		969,210		—			969,210
France		—		67,714,743		—			67,714,743
Germany		—		57,562,246		—			57,562,246
Hong Kong		—		5,529,503		—			5,529,503
India		—		6,817,063		—			6,817,063
Ireland		4,735,525		3,615,780		—			8,351,305
Israel		3,767,905		—		—			3,767,905
Italy		—		9,588,401		—			9,588,401
Japan		—		40,852,464		—			40,852,464
Mexico		833,362		—		—			833,362
Netherlands		—		20,456,799		—			20,456,799
Portugal		—		1,755,713		—			1,755,713
Republic of Korea		—		1,594,651		—			1,594,651
Singapore		—		3,849,475		—			3,849,475
Spain		—		3,526,709		—			3,526,709
Sweden		—		5,373,167		—			5,373,167
Switzerland		—		52,118,705		—			52,118,705
Taiwan		3,074,984		—		—			3,074,984
United Kingdom		1,428,044		48,329,678		—			49,757,722
United States		2,210,074		—		—			2,210,074
Preferred Stock*
Republic of Korea		—		1,708,272		—			1,708,272
Mutual Funds		2,564,482		—		—			2,564,482
Short-Term Investments		—		9,671,698		—			9,671,698
Total Investments	$	33,963,611	$	362,802,100	$	—		$	396,765,711

MM Select T. Rowe Price International Equity Fund
Asset Investments
Common Stock*
Australia	$	—	$	33,988,474	$	—		$	33,988,474
Austria		—		5,026,392		—			5,026,392
Belgium		—		2,845,369		—			2,845,369
Bermuda		426,116		3,520,909		—			3,947,025
Brazil		17,625,418		—		—			17,625,418
Canada		51,939,366		—		—			51,939,366
Cayman Islands		28,481,370		49,968,618		—			78,449,988
Chile		2,302,180		—		—			2,302,180
China		—		45,324,401		—			45,324,401
Cyprus		—		—		—	+,**		—
Denmark		—		5,220,159		—			5,220,159
Finland		—		11,593,848		—			11,593,848
France		—		91,621,509		—			91,621,509
Germany		—		67,225,069		—			67,225,069
Hong Kong		—		19,411,341		—			19,411,341
Hungary		—		3,223,358		—			3,223,358

243

Notes to Financial Statements (Continued)

	Level 1		Level 2		Level 3			Total
MM Select T. Rowe Price International Equity Fund (Continued)
Asset Investments (Continued)
Common Stock* (Continued)
India	$	2,274,868	$	59,631,217	$	—		$	61,906,085
Indonesia		—		11,165,815		—			11,165,815
Ireland		—		5,660,367		—			5,660,367
Italy		1,125,729		18,249,329		—			19,375,058
Japan		—		182,317,538		—			182,317,538
Luxembourg		—		4,189,508		—			4,189,508
Malaysia		—		3,203,580		—			3,203,580
Mexico		10,591,444		—		—			10,591,444
Netherlands		6,917,691		60,108,717		—	+,**		67,026,408
Norway		—		11,770,142		—			11,770,142
Philippines		—		3,375,055		—			3,375,055
Poland		—		2,068,655		—			2,068,655
Portugal		—		7,661,550		—			7,661,550
Republic of Korea		1,822,772		38,678,630		—			40,501,402
Russia		—		—		—	+,**		—
Saudi Arabia		—		10,578,944		—			10,578,944
Singapore		—		15,939,157		—			15,939,157
South Africa		—		6,236,200		—			6,236,200
Spain		—		9,301,545		—			9,301,545
Sweden		354,743		17,485,079		—			17,839,822
Switzerland		—		89,457,061		—			89,457,061
Taiwan		—		37,415,041		—			37,415,041
Thailand		6,567,301		2,092,592		—			8,659,893
United Arab Emirates		—		2,510,021		—			2,510,021
United Kingdom		31,904,265		109,347,113		—			141,251,378
United States		12,508,583		1,758,745		365,746	**		14,633,074
Preferred Stock*
Germany		4,791,820		3,427,296		—			8,219,116
United States		—		—		21,964	**		21,964
Mutual Funds		25,119,089		—		—			25,119,089
Rights		797		—		—	+,**		797
Short-Term Investments		40,804,373		796,077		—			41,600,450
Total Investments	$	245,557,925	$	1,053,394,421	$	387,710		$	1,299,340,056

*	Includes foreign equity securities whose values were adjusted to reflect market trading of comparable securities or other correlated instruments after the close of trading in their respective foreign markets, as applicable.

**	Level 3 investments at September 30, 2022 in relation to net assets were not significant.

***	Unfunded loan commitments are valued at the unrealized appreciation (depreciation) on the commitment.

+	Represents a security at $0 value as of September 30, 2022.

For certain Fund(s) the Statement of Assets and Liabilities shows receivables from investments sold on a delayed delivery basis, cash collateral pledged for open derivatives, and cash collateral pledged for when-issued securities, as well as, any applicable liabilities for investments purchased on a delayed delivery basis, amounts due to custodian, cash collateral held for open derivatives, and cash collateral held for securities on loan. These amounts approximate fair value and would be categorized at Level 2 for each applicable Fund as of September 30, 2022.

The Funds, with the exception of the MM Select T. Rowe Price International Equity Fund, had no Level 3 transfers during the year ended September 30, 2022. The MM Select T. Rowe Price International Equity Fund had Level 3 transfers during the year ended September 30, 2022; however, none of the transfers individually or collectively had a material impact on the MM Select T. Rowe Price International Equity Fund.

244

Notes to Financial Statements (Continued)

Following is a reconciliation of investments for which significant unobservable inputs (Level 3) were used in determining value:

Asset Valuation Inputs

	Investments in Securities
	Balance as of 9/30/21		Accrued Discounts (Premiums)		Realized Gain (Loss)		Change in Unrealized Appreciation (Depreciation)			Purchases		(Sales)			Transfers into Level 3		Transfers (out) of Level 3		Balance as of 9/30/22		Net Change in Unrealized Appreciation (Depreciation) from Investments Still held as of 9/30/22
Mid Cap Growth Fund
Common Stock	$	7,087,099	$	—	$	—	$	15,756,752		$	—	$	—		$	—	$	—	$	22,843,851	$	15,756,752
Preferred Stock		129,638,365		—		—		(94,773,577	)		13,322,011		(19,657,991	)		—		—		28,528,808		(9,154,163	)
	$	136,725,464	$	—	$	—	$	(79,016,825	)	$	13,322,011	$	(19,657,991	)	$	—	$	—	$	51,372,659	$	6,602,589

The Mid Cap Growth Fund may fair value certain of its Level 3 investments using acquisition cost, although the transaction may not have occurred during the current reporting period. These investments are generally privately held investments, but may include defaulted securities and new debt issuances. There may not be a secondary market for such investments, and/or there are a limited number of investors. The determination to fair value such investments at cost is based upon factors consistent with the principles of fair value measurement that are reasonably available to the valuation designee. Valuations are reviewed by the valuation designee utilizing available market information to determine if the carrying value of these investments should be adjusted. Such market data may include, but is not limited to, observations of the trading multiples of public companies considered comparable to the private companies being valued, financial or operational information released by the company, and/or news or corporate events that affect the investment, also referred to as enterprise value (EV) to earnings before interest, taxes, depreciation, and amortization (EBITDA) ratios. Valuations may be adjusted to account for company-specific issues, the lack of liquidity inherent in a nonpublic investment, and the fact that comparable public companies are not identical to the investments being fair valued by the Mid Cap Growth Fund. All market variables are assessed on a regular frequency and calibrated as necessary.

The table excludes securities which were classified as level 3 based upon a broker quote.

Security Description	Fair Value		Valuation Technique^(s)	Unobservable Input Description	Range of Unobservable Inputs Utilized ^(a)		Weighted Average of Unobservable Inputs Based on Fair Value
MassMutual Mid Cap Growth Fund
Common Stock	$	22,843,851	Market	EV/ EBITDA		10.1x - 14x	12.05x

Preferred Stock	$	28,528,808	Market	Recent Transactions	$	8.10 - $125.00	$53.93
				EV / Sales		5.3x - 16.8x	7.92x
				EV/ GMV		0.29x - 0.41x	0.33x
				EV/ GP		14.1x - 23.2x	18.7x
				EV/ EBITDA		4.3x	—

Total	$	51,372,659

(a)

A significant change in unobservable input would have resulted in a correlated (inverse) significant change to value.

245

Notes to Financial Statements (Continued)

Abbreviation Legend

EV/ GP - financial ratio of comparable public companies’ enterprise value to gross profit; measures the value of a comparable company in terms of its gross profit for a given year

EV/ GMV - financial ratio of comparable public companies’ enterprise value to gross market value; measures the value of a comparable company in terms of its gross profit for a given year

EV/ Sales - financial ratio of comparable public companies’ enterprise value to sales; measures the value of a comparable company in terms of its sales for a given year

EV/ EBITDA - financial ratio of comparable public companies’ enterprise value to earnings; measures the value of a comparable company in terms of its expected earnings for a given year

Derivative Instruments

Derivatives are financial instruments whose values are based on the values of one or more underlying indicators, such as a security, asset, currency, interest rate, or index. Derivative transactions can create investment leverage and may be highly volatile. Losses from derivatives can be substantially greater than the derivatives’ original cost and can sometimes be unlimited. A Fund may not be able to close out a derivative transaction at a favorable time or price.

At September 30, 2022, and during the year then ended, the Fund(s) had the following derivatives and transactions in derivatives, grouped into the indicated risk categories:

	Credit Risk		Equity Risk		Foreign Exchange Risk			Interest/ Inflation Rate Risk			Total
Total Return Bond Fund
Asset Derivatives
Forward Contracts*	$	—	$	—	$	52,891		$	—		$	52,891
Futures Contracts^^		—		—		—			353,178			353,178
Swap Agreements^^^,^^^		—		—		—			1,566,903			1,566,903
Total Value	$	—	$	—	$	52,891		$	1,920,081		$	1,972,972
Liability Derivatives
Forward Contracts^	$	—	$	—	$	(667	)	$	—		$	(667	)
Futures Contracts^^		—		—		—			(2,226,929	)		(2,226,929	)
Swap Agreements^^^,^^^		—		—		—			(5,506,563	)		(5,506,563	)
Total Value	$	—	$	—	$	(667	)	$	(7,733,492	)	$	(7,734,159	)
Realized Gain (Loss)#
Purchased Options	$	—	$	—	$			$	216,912		$	216,912
Forward Contracts		—		—		138,550			—			138,550
Futures Contracts		—		—		—			(753,509	)		(753,509	)
Swap Agreements		—		—		—			15,526			15,526
Written Options		—		—		—			(2,358,289	)		(2,358,289	)
Total Realized Gain (Loss)	$	—	$	—	$	138,550		$	(2,879,360	)	$	(2,740,810	)
Change in Appreciation (Depreciation)##
Purchased Options	$	—	$	—	$	—		$	(143,612	)	$	(143,612	)
Forward Contracts		—		—		52,224			—			52,224
Futures Contracts		—		—		—			(1,702,501	)		(1,702,501	)
Swap Agreements		—		—		—			(3,846,884	)		(3,846,884	)
Written Options		—		—		—			53,377			53,377
Total Change in Appreciation (Depreciation)	$	—	$	—	$	52,224		$	(5,639,620	)	$	(5,587,396	)

246

Notes to Financial Statements (Continued)

	Credit Risk			Equity Risk			Foreign Exchange Risk			Interest/ Inflation Rate Risk			Total
Strategic Bond Fund
Asset Derivatives
Purchased Options*	$	—		$	—		$	6		$	—		$	6
Purchased Options*^,^^^		—			—			—			85,012			85,012
Forward Contracts*		—			—			575,582			—			575,582
Futures Contracts^^		—			—			—			7,060,927			7,060,927
Swap Agreements^^^,^^^		90,624			—			—			5,471,827			5,562,451
Total Value	$	90,624		$	—		$	575,588		$	12,617,766		$	13,283,978
Liability Derivatives
Forward Contracts^	$	—		$	—		$	(1,803,338	)	$	—		$	(1,803,338	)
Futures Contracts^^		—			—			—			(12,997,576	)		(12,997,576	)
Swap Agreements^^^,^^^		(215,644	)		—			—			(443,993	)		(659,637	)
Written Options^		—			—			(116,788	)		—			(116,788	)
Written Options^^,^^^		—			—			—			(1,059,744	)		(1,059,744	)
Total Value	$	(215,644	)	$	—		$	(1,920,126	)	$	(14,501,313	)	$	(16,637,083	)
Realized Gain (Loss)#
Purchased Options	$	—		$	—		$	(54,298	)	$	(1,714,836	)	$	(1,769,134	)
Forward Contracts		—			—			(2,541,719	)		—			(2,541,719	)
Futures Contracts		—			—			—			(22,401,574	)		(22,401,574	)
Swap Agreements		(601,431	)		—			—			4,153,711			3,552,280
Written Options		—			—			21,334			2,229,852			2,251,186
Total Realized Gain (Loss)	$	(601,431	)	$	—		$	(2,574,683	)	$	(17,732,847	)	$	(20,908,961	)
Change in Appreciation (Depreciation)##
Purchased Options	$	—		$	—		$	(21,359	)	$	(78,525	)	$	(99,884	)
Forward Contracts		—			—			(1,180,378	)		—			(1,180,378	)
Futures Contracts		—			—			—			(3,851,488	)		(3,851,488	)
Swap Agreements		(124,957	)		—			—			1,764,176			1,639,219
Written Options		—			—			(18,763	)		(461,380	)		(480,143	)
Total Change in Appreciation (Depreciation)	$	(124,957	)	$	—		$	(1,220,500	)	$	(2,627,217	)	$	(3,972,674	)

S&P 500 Index Fund
Liability Derivatives
Futures Contracts^^	$	—		$	(2,158,892	)	$	—		$	—		$	(2,158,892	)
Realized Gain (Loss)#
Futures Contracts	$	—		$	(2,024,579	)	$	—		$	—		$	(2,024,579	)
Change in Appreciation (Depreciation)##
Futures Contracts	$	—		$	(1,426,502	)	$	—		$	—		$	(1,426,502	)

Mid Cap Value Fund
Asset Derivatives
Forward Contracts *^,^^^	$	—		$	—		$	9,401		$	—		$	9,401
Liability Derivatives
Forward Contracts ^^,^^^	$	—		$	—		$	(9,904	)	$	—		$	(9,904	)
Realized Gain (Loss)#
Forward Contracts	$	—		$	—		$	522,470		$	—		$	522,470
Change in Appreciation (Depreciation)##
Forward Contracts	$	—		$	—		$	(38,924	)	$	—		$	(38,924	)

247

Notes to Financial Statements (Continued)

	Credit Risk		Equity Risk		Foreign Exchange Risk			Interest/ Inflation Rate Risk		Total
Small Company Value Fund
Asset Derivatives
Forward Contracts*^,^^^	$	—	$	—	$	141		$	—	$	141
Liability Derivatives
Forward Contracts^^,^^^	$	—	$	—	$	(8,696	)	$	—	$	(8,696	)
Realized Gain (Loss)#
Forward Contracts	$	—	$	—	$	145,723		$	—	$	145,723
Change in Appreciation (Depreciation)##
Forward Contracts	$	—	$	—	$	(14,881	)	$	—	$	(14,881	)

Overseas Fund
Realized Gain (Loss)#
Forward Contracts	$	—		—	$	307,193		$	—	$	307,193
Change in Appreciation (Depreciation)##
Forward Contracts	$	—	$	—	$	(130,292	)	$	—	$	(130,292	)

MM Select T. Rowe Price International Equity Fund
Realized Gain (Loss)#
Written Options	$	—	$	16,350	$	—		$	—	$	16,350

*	Statements of Assets and Liabilities location: Investments, at value, or Receivables from: open forward contracts, as applicable.

^	Statements of Assets and Liabilities location: Payables for: open forward contracts, or written options outstanding, at value, as applicable.

Cumulative appreciation (depreciation) on futures contracts and centrally cleared swaps is reported in “Futures Contracts” and “Swap Agreements” in each applicable Fund’s Portfolio of Investments. Only current day’s variation margin, if any, is reported within the Statements of Assets and Liabilities.

^^^

Represents centrally cleared swaps, exchange-traded purchased and written options, or forward contracts, which are not subject to a master netting agreement or similar agreement.

#	Statements of Operations location: Amounts are included in net realized gain (loss) on: investment transactions, forward contracts, futures contracts, swap agreements, or written options, as applicable.

##	Statements of Operations location: Amounts are included in net change in unrealized appreciation (depreciation) on: investment transactions, forward contracts, futures contracts, swap agreements, or written options, as applicable.

For the year ended September 30, 2022, the average number of contracts, notional amounts, or shares/units for each derivative type was as follows:

	Average Number of Contracts, Notional Amounts, or Shares/Units†
Fund Name	Futures Contracts		Forward Contracts		Swap Agreements		Purchased Options		Purchased Swaptions		Written Options		Written Swaptions
Total Return Bond Fund		213	$	7,762,453	$	105,540,000		510	$	3,710,000		1,353	$	41,670,000
Strategic Bond Fund		4,433		39,462,205		238,432,642		2,151,192		9,706,667		1,207,604		9,706,667
S&P 500 Index Fund		115		—		—		—		—		—		—
Mid Cap Value Fund		—		3,196,596		—		—		—		—		—
Small Company Value Fund		—		658,987		—		—		—		—		—
Overseas Fund		—		3,533,841		—		—		—		—		—
MM Select T. Rowe Price International Equity Fund		—		—		—		—		—		88		—

†	Amount(s) disclosed represent average number of contracts for futures contracts, notional amounts for forward contracts, swap agreements, purchased swaptions and written swaptions, or shares/units outstanding for purchased options and written options, based on

248

Notes to Financial Statements (Continued)

absolute values, which is indicative of volume of this derivative type, for the months that the Fund held such derivatives during the year ended September 30, 2022.

The Portfolio of Investments included in a Fund’s financial statements shows the assets or liabilities of the Fund associated with individual derivatives transactions. The terms of many of those transactions contemplate that derivatives receivables and payables between the same two parties may be netted and that the parties will collateralize certain obligations. The following tables provide an illustration of the possible effect of netting provisions and of collateral (delivered or received) on a Fund’s derivatives exposure as of September 30, 2022. Netting arrangements vary among different counterparties, and the actual disposition of derivatives receivables and payables, and of collateral, in a bankruptcy or insolvency can be complicated and difficult to predict.

The following table presents derivative assets by counterparty net of amounts available for offset under a master netting agreement (“MNA”) or similar agreement and net of the related collateral received by the Fund(s) as of September 30, 2022.

Counterparty	Derivative Assets Subject to an MNA by Counterparty†		Financial Instruments Available for Offset			Collateral Received***		Net Amount*
Total Return Bond Fund
Citibank N.A.	$	47,011	$	(667	)	$	—	$	46,344
Goldman Sachs International		5,880		—			—		5,880
	$	52,891	$	(667	)	$	—	$	52,224

Strategic Bond Fund
BNP Paribas SA	$	10,668	$	(10,668	)	$	—	$	—
Citibank N.A.		238,293		(238,293	)		—		—
Citigroup Global Markets, Inc.		1		(1	)		—		—
Goldman Sachs & Co.		4		(4	)		—		—
Goldman Sachs International		265,185		(265,185	)		—		—
Morgan Stanley & Co. LLC		61,437		(61,437	)		—		—
	$	575,588	$	(575,588	)	$	—	$	—

The following table presents derivative liabilities by counterparty net of amounts available for offset under an MNA or similar agreement and net of the related collateral pledged by the Fund(s) as of September 30, 2022.

Counterparty	Derivative Liabilities Subject to an MNA by Counterparty†			Financial Instruments Available for Offset		Collateral Pledged***		Net Amount**
Total Return Bond Fund
Citibank N.A.	$	(667	)	$	667	$	—	$	—

Strategic Bond Fund
BNP Paribas SA	$	(340,549	)	$	10,668	$	—	$	(329,881	)
Citibank N.A.		(1,094,532	)		238,293		—		(856,239	)
Citigroup Global Markets, Inc.		(3,140	)		1		3,139		—
Goldman Sachs & Co.		(71,040	)		4		—		(71,036	)
Goldman Sachs International		(303,395	)		265,185		—		(38,210	)
Morgan Stanley & Co. LLC		(107,470	)		61,437		—		(46,033	)
	$	(1,920,126	)	$	575,588	$	3,139	$	(1,341,399	)

*	Represents the net amount receivable from the counterparty in the event of default.

249

Notes to Financial Statements (Continued)

**	Represents the net amount payable to the counterparty in the event of default.

***	The amount presented here may be less than the total amount of collateral received/pledged as the net amount of derivative assets and liabilities for a counterparty cannot be less than $0.

†	The amount presented here may be less than the total amount shown in the Statements of Assets and Liabilities as some derivatives held by the counterparty are not covered within an MNA or similar agreement.

Such agreements typically permit a single net payment in the event of default, including the bankruptcy or insolvency of the counterparty. The Fund(s) and counterparties may not be permitted to sell, re-pledge, or use the collateral they receive. In the event that cash collateral is restricted for use, the balance will be reflected as restricted cash within the Statement of Assets and Liabilities.

Further details regarding the derivatives and other investments held by the Fund(s) during the year ended September 30, 2022, are discussed below.

Foreign Currency Exchange Transactions

A Fund may enter into foreign currency exchange transactions for hedging purposes in order to protect against uncertainty in the level of future foreign currency exchange rates, or for other, non-hedging purposes.

A Fund may enter into foreign currency exchange transactions, including foreign currency forward contracts. These contracts call for the Fund to deliver in the future an amount of one currency in return for an amount of another currency, at an exchange rate determined at the time the contract is entered into. Forward contracts are private contractual arrangements and a Fund is subject to the risk that its counterparty will not, or will not be able to, perform its obligations. This type of arrangement may require the Fund to post margin. A Fund may also buy and sell options on currencies. When the Fund buys an option, its loss should generally be limited to the amount of the premium paid and any transaction costs. If a Fund sells an option on a currency, it is subject generally to the same risks as if it had entered into a futures contract or forward contract with respect to that currency. A Fund may enter into foreign currency exchange transactions in order to hedge against changes in the values of the assets or liabilities denominated in one or more foreign currencies, or otherwise to increase or reduce a Fund’s exposure to various foreign currencies. The use of foreign currency exchange transactions may create investment leverage.

Whenever a Fund enters into a foreign currency exchange transaction, it is subject to the risk that the value of the transaction will move in a direction unfavorable to it. When the Fund uses the transactions for hedging purposes, it is likely that the Fund will have an asset or liability that will offset any loss (or gain) on the transactions, at least in part. If a Fund enters into foreign currency exchange transactions other than for hedging purposes (for example, seeking to profit from an anticipated change in the values of currencies by creating directional exposures in the portfolio with respect to one or more currencies), it will generally be subject to the same risks, but is less likely to have assets or liabilities that will offset any losses on the transactions. There can be no assurance that a Fund will be able to terminate any foreign currency exchange transaction prior to its maturity in order to limit its loss on the transaction.

Forward foreign currency contracts are marked to market daily and the change in their value is recorded by the Funds as an unrealized gain or loss. Forward foreign currency contracts are valued at the settlement price established through dealers or other market sources on the day which they are traded. When a forward foreign currency contract is extinguished, through delivery or offset by entering into another forward foreign currency contract, the Funds record a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value of the contract at the time it was extinguished or offset. The notional or contractual amounts of these instruments do not necessarily represent the amounts potentially subject to risk. The measurement of the risk associated with these instruments is meaningful only when all related and offsetting transactions and counterparty risks are considered. For information regarding the accounting treatment of options, see “Options, Rights, and Warrants” below.

A Fund’s current exposure to a counterparty is the unrealized appreciation/(depreciation) on the contract.

250

Notes to Financial Statements (Continued)

Futures Contracts

A Fund may seek to manage a variety of different risks, such as interest rate risk, equity price risk, and currency risk, through the use of futures contracts and related options.

Futures Contracts. A Fund may use interest rate futures contracts to adjust the interest rate sensitivity (duration) of its portfolio or the credit exposure of the portfolio. Interest rate futures contracts obligate the long or short holder to take or make delivery of a specified quantity of a financial instrument, such as a specific fixed income security, during a specified future period at a specified price. A Fund may use index futures contracts to hedge against broad market risks to its portfolio or to gain broad market exposure when it holds uninvested cash or as an inexpensive substitute for cash investments directly in securities or other assets, including commodities and precious metals. Securities index futures contracts are contracts to buy or sell units of a securities index at a specified future date at a price agreed upon when the contract is made and are settled in cash. Positions in futures contracts may be closed out only on an exchange or board of trade which provides a market for such futures. Because futures contracts are exchange-traded, they typically have minimal exposure to counterparty risk.

Parties to a futures contract are not required to post the entire notional amount of the contract, but rather a small percentage of that amount (by way of margin), both at the time they enter into futures transactions, and then on a daily basis if their positions decline in value; as a result, futures contracts are highly leveraged. Such payments are known as variation margin and are recorded by the Funds as unrealized gains or losses. Because futures markets are highly leveraged, they can be extremely volatile, and there can be no assurance that the pricing of a futures contract will correlate precisely with the pricing of the asset or index underlying it or the asset or liability of the Fund that is the subject of the hedge. It may not always be possible for a Fund to enter into a closing transaction with respect to a futures contract it has entered into, at a favorable time or price. When a Fund enters into a futures transaction, it is subject to the risk that the value of the futures contract will move in a direction unfavorable to it. When a Fund uses futures contracts for hedging purposes, it is likely that the Fund will have an asset or liability that will offset any loss (or gain) on the transactions, at least in part.

Options on Futures Contracts. If a Fund buys an option on a futures contract, it will have the right to assume a futures contract at a particular price during the course of the option. Its potential loss should generally be limited to the amount of the premium paid and any transaction costs. If a Fund sells an option on a futures contract, it is subject generally to the same risks as if it had entered into a futures contract underlying the option itself.

When a futures contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded. For information regarding the accounting treatment of options, see “Options, Rights, and Warrants” below.

Swap Agreements

Swap agreements are typically two-party contracts entered into primarily by institutional investors. In a standard “swap” transaction, two parties agree to exchange the returns (or differentials in rates of return) earned or realized on particular predetermined investments or instruments or rates, which may be adjusted for an interest factor. The gross returns to be exchanged or “swapped” between the parties are generally calculated with respect to a “notional amount,” (i.e., the return on or increase in value of a particular dollar amount invested at a particular interest rate or in a “basket” of securities representing a particular index).

Interest Rate Swaps. When a Fund enters into an interest rate swap, it typically agrees to make payments to its counterparty based on a specified long- or short-term interest rate, and will receive payments from its counterparty based on another interest rate. Other forms of interest rate swap agreements include, among others, interest rate caps, under which, in return for a specified payment stream, one party agrees to make payments to the other to the extent that interest rates exceed a specified rate, or “cap”; interest rate floors, under which, in return for a specified payment stream, one party agrees to make payments to the other to the extent that interest rates fall below a specified rate, or “floor”; and interest rate collars, under which a party sells a cap and purchases a floor or vice versa in an attempt to protect itself against interest rate movements exceeding given minimum or

251

Notes to Financial Statements (Continued)

maximum levels. A Fund may enter into an interest rate swap in order, for example, to hedge against the effect of interest rate changes on the value of specific securities in its portfolio, or to adjust the interest rate sensitivity (duration) or the credit exposure of its portfolio overall, or otherwise as a substitute for a direct investment in debt securities.

Credit Default Swaps. A Fund also may enter into credit default swap transactions, as a “buyer” or “seller” of credit protection. In a credit default swap, one party provides what is in effect insurance against a default or other adverse credit event affecting an issuer of debt securities (typically referred to as a “reference entity”). In general, the buyer of credit protection is obligated to pay the protection seller an upfront amount or a periodic stream of payments over the term of the swap. If a “credit event” occurs, the buyer has the right to deliver to the seller bonds or other obligations of the reference entity (with a value up to the full notional value of the swap), and to receive a payment equal to the par value of the bonds or other obligations. Credit events that would trigger a request that the seller make payment are specific to each credit default swap agreement, but generally include bankruptcy, failure to pay, restructuring, acceleration, default, or repudiation/moratorium. When a Fund buys protection, it may or may not own securities of the reference entity. If it does own securities of the reference entity, the swap serves as a hedge against a decline in the value of the securities due to the occurrence of a credit event involving the issuer of the securities. If the Fund does not own securities of the reference entity, the credit default swap may be seen to create a short position in the reference entity. If a Fund is a buyer and no credit event occurs, the Fund will typically recover nothing under the swap, but will have had to pay the required upfront payment and stream of continuing payments under the swap. When a Fund sells protection under a credit default swap, the position may have the effect of creating leverage in the Fund’s portfolio through the Fund’s indirect long exposure to the issuer or securities on which the swap is written. When a Fund sells protection, it may do so either to earn additional income or to create a “synthetic” long position.

Whenever a Fund enters into a swap agreement, it takes on counterparty risk — the risk that its counterparty will be unable or unwilling to meet its obligations under the swap agreement. The Fund also takes the risk that the market will move against its position in the swap agreement. In the case of an interest rate swap, the value of the swap may increase or decrease depending on changes in interest rates. In the case of a credit default swap, the swap will become more or less valuable depending on the credit of the issuer of the underlying security, and, if a credit event occurs under a swap where the Fund is the seller of credit protection, the Fund could be required to purchase the security at par value, resulting in a significant loss to the Fund. When the Fund enters into any type of swap for hedging purposes, it is likely that the Fund will have an asset or liability that will offset any loss (or gain) on the swap, at least in part. Swap agreements may be non-transferable or otherwise highly illiquid, and a Fund may not be able to terminate or transfer a swap agreement at any particular time or at an acceptable price.

Swaptions. A Fund may also enter into options on swap agreements (“swaptions”). A swaption is a contract that gives a counterparty the right (but not the obligation) to enter into a new swap agreement or to shorten, extend, cancel, or otherwise modify an existing swap agreement, at some designated future time on specified terms. A Fund may write (sell) and purchase put and call swaptions. Depending on the terms of the particular option agreement, a Fund will generally incur a greater degree of risk when it writes a swaption than it will incur when it purchases a swaption. When a Fund purchases a swaption, it risks losing only the amount of the premium it has paid should it decide to let the option expire unexercised. However, when a Fund writes a swaption, upon exercise of the option the Fund will become obligated according to the terms of the underlying agreement. A Fund may enter into swaptions for the same purposes as swaps. For information regarding the accounting treatment of options, see “Options, Rights, and Warrants” below.

Centrally Cleared Swaps. Certain clearinghouses currently offer clearing for limited types of derivatives transactions, principally certain interest rate swaps, certain index swaps, and credit derivatives. In a cleared derivative transaction, a Fund typically enters into the transaction with a financial institution counterparty, and performance of the transaction is effectively guaranteed by a central clearinghouse, thereby reducing or eliminating the Fund’s exposure to the credit risk of its original counterparty. The Fund will be required to post amounts (“initial margin”) with the clearinghouse or at the instruction of the clearinghouse. The initial margin required by a clearinghouse may be greater than the initial margin the Fund would be required to post in an uncleared transaction. If cash is deposited as the initial margin, it is shown as collateral on a Fund’s Statement of Assets and Liabilities. Swap agreements are marked-to-market daily and subsequent payments (“variation margin”) are made or received by a Fund depending on whether unrealized gains or losses are incurred. These amounts are reflected as receivables or payables

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Notes to Financial Statements (Continued)

on a Fund’s Statement of Assets and Liabilities (“Variation margin on open derivative instruments”) and as a component of net change in unrealized appreciation (depreciation) on a Fund’s Statement of Operations. Only a limited number of transaction types are currently eligible for clearing.

During the term of a swap transaction, changes in the value of the swap are recognized as unrealized gains or losses by marking to market to reflect the market value of the swap. When the swap is terminated, a Fund will record a realized gain or loss equal to the difference, if any, between the proceeds from (or cost of) the closing transaction and a Fund’s basis in the agreement. Upfront swap premium payments paid or received by a Fund, if any, are recorded within the value of the open swap agreement on the Fund’s Statement of Assets and Liabilities and represent payments paid or received upon entering into the swap agreement to compensate for differences between stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, and other relevant factors). These upfront payments are recorded as realized gain or loss on the Fund’s Statement of Operations upon termination or maturity of the swap agreement.

During the term of a swap transaction, the periodic net payments can be made for a set period of time or may be triggered by a predetermined credit event. The net periodic payments may be based on a fixed or variable interest rate, the change in market value of a specified security, basket of securities or index, or the return generated by a security. These periodic payments received or made by the Funds are recorded in the accompanying Statements of Operations as realized gains and losses, respectively.

A Fund’s current exposure to a counterparty is the fair value of the transaction.

Options, Rights, and Warrants

A Fund may purchase and sell put and call options on portfolio securities or an index of securities to enhance investment performance or to protect against changes in market prices. A Fund that invests in debt securities may also purchase and sell put and call options to adjust the interest rate sensitivity of its portfolio or the credit exposure of the portfolio.

Call Options. A call option gives the holder the right to purchase, and obligates the writer to sell, a security at the strike price at any time before the expiration date in the case of an American-style option or only on the expiration date in the case of a European-style option.

Put Options. A put option gives the holder the right to sell, and obligates the writer to buy, a security at the exercise price.

Writing put and call options. A Fund may write call options on a security it owns, in a “directional” strategy hoping to realize a greater current return through the receipt of premiums. In return for the option premium, the Fund takes the risk that it will have to forego any increase in the value of the security over the strike price. When a Fund has written a call option on a security it does not own, its exposure on such an option is theoretically unlimited. A Fund may enter into closing purchase transactions in order to realize a profit or limit a loss on a previously written call option or, in the case of a call option on a security it owns, to free itself to sell the underlying security or to write another call on the security, or protect a security from being called in an unexpected market rise. Any profits from a closing purchase transaction in the case of a call option on a security a Fund owns may be offset by a decline in the value of the underlying security. Conversely, because increases in the market price of a call option will generally reflect increases in the market price of the underlying security, any loss resulting from a closing purchase transaction relating to a call option on a security a Fund owns is likely to be offset in whole or in part by unrealized appreciation of the underlying security owned by the Fund. A Fund may not be able to close out a call option that it has previously written. A Fund may write put options in order to enhance its current return by taking a long directional position as to a security or index of securities. By writing a put option, the Fund assumes the risk that it may be required to purchase the underlying security for an exercise price higher than its then current market value, resulting in a potential capital loss unless the security later appreciates in value. A Fund may terminate a put option that it has written before it expires by entering into a closing purchase transaction. Any loss from this transaction may be partially or entirely offset by the premium received on the terminated option. A Fund may not be able to close out a put option that it has previously written.

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Notes to Financial Statements (Continued)

When a Fund writes a call or put option, an amount equal to the premium received is recorded as a liability. Premiums received from writing options which expire are treated as realized gains. Premiums received from writing options which are exercised or closed are added to the proceeds or offset against the amount paid on the underlying investment to determine the realized gain or loss.

Purchasing put and call options. A Fund may purchase put options to protect portfolio holdings against a decline in market value of a security or securities held by it. A Fund may also purchase a put option hoping to profit from an anticipated decline in the value of the underlying security. If the Fund holds the security underlying the option, the option premium and any transaction costs will reduce any profit the Fund might have realized had it sold the underlying security instead of buying the put option. A Fund may purchase call options to hedge against an increase in the price of securities that the Fund wants ultimately to buy. A Fund may also purchase a call option as a long directional investment hoping to profit from an anticipated increase in the value of the underlying security. In order for a call option to be profitable, the market price of the underlying security must rise sufficiently above the exercise price to cover the premium and transaction costs. These costs will reduce any profit the Fund might have realized had it bought the underlying security at the time it purchased the call option.

When a Fund purchases an option, it runs the risk that it will lose its entire investment in the option in a relatively short period of time, unless the Fund exercises the option or enters into a closing sale transaction before the option’s expiration. If the price of the underlying security does not rise (in the case of a call) or fall (in the case of a put) to an extent sufficient to cover the option premium and transaction costs, the Fund will lose part or all of its investment in the option. This contrasts with an investment by a Fund in the underlying security, since the Fund will not realize a loss if the security’s price does not change. Premiums paid for purchasing options that expire are treated as realized losses.

Exchange Traded Options. Exchange traded options purchased or sold by a Fund may be traded on a securities or options exchange or market. Such options typically have minimal exposure to counterparty risk. However, an exchange or market may at times find it necessary to impose restrictions on particular types of options transactions, such as opening transactions. If an underlying security ceases to meet qualifications imposed by the market or the Options Clearing Corporation, new series of options on that security will no longer be opened to replace expiring series, and opening transactions in existing series may be prohibited. Exchange traded options are valued at the last sale price, or if no sales are reported, the last bid price.

OTC Options. OTC options purchased or sold by a Fund are not traded on securities or options exchanges or backed by clearinghouses. Rather, they are entered into directly between a Fund and the counterparty to the option. In the case of an OTC option purchased by the Fund, the value of the option to the Fund will depend on the willingness and ability of the option writer to perform its obligations to the Fund. In addition, OTC options may not be transferable and there may be little or no secondary market for them, so they may be considered illiquid. It may not be possible to enter into closing transactions with respect to OTC options or otherwise to terminate such options, and as a result a Fund may be required to remain obligated on an unfavorable OTC option until its expiration. OTC options are valued using prices supplied by a primary pricing source, selected pursuant to procedures approved by the Trustees.

Rights and Warrants. A Fund may purchase or hold warrants or rights in order to gain exposure to the underlying security without owning the security, including, for example, cases where the Fund hopes to lock in the price today of a security it may wish to purchase in the future. Warrants generally give the holder the right, but not the obligation, to buy a security at a stated price. In order for a warrant to be profitable, the market price of the underlying security must rise sufficiently above the exercise price to cover any premium and transaction costs. Rights may similarly confer on the holder the right to purchase or acquire securities, including through participation in a so-called rights offering. Bonds may be issued with warrants or other rights attached to purchase or acquire equity or other debt securities, typically of the bond issuer. The market prices of bonds with warrants or rights attached to purchase equity securities or bonds may, to some degree, reflect changes in the values of the underlying securities.

254

Notes to Financial Statements (Continued)

rights that expire are treated as realized losses. Warrants and similar rights differ from options in that they are typically written by the issuer of the security underlying the warrant or right. Although some warrants and rights may be non-transferable, others may be traded over-the-counter or on an exchange.

Hybrid Instruments

A hybrid instrument may be a debt security, preferred stock, warrant, convertible security, certificate of deposit, or other evidence of indebtedness on which a portion of or all interest payments, and/or the principal or stated amount payable at maturity, redemption, or retirement, is determined by reference to one or more underlying assets, indexes, economic factors, or other benchmarks. Because hybrid instruments may be designed to provide indirect exposures to virtually any type of derivative instrument, a Fund may invest in a hybrid instrument for any purpose it might engage in derivatives transactions. Hybrid instruments may take a number of forms, including, for example, debt instruments with interest or principal payments or redemption terms determined by reference to the value of an index, security, or other measure at a future time, preferred stock with dividend rates determined by reference to the value of a currency, or convertible securities where the conversion terms relate to a particular commodity. The risks of investing in a hybrid instrument may, depending on the nature of the instrument, reflect a combination of the risks of investing in securities, options, futures, currencies or other types of investments, and will depend upon the terms of the instrument. Such risks generally depend upon factors unrelated to the operations or credit quality of the issuer of the hybrid instrument, and may not be foreseen by the purchaser, such as financial or market developments, economic and political events, the supply and demand of the underlying assets, and interest rate movements. Hybrid instruments may be highly volatile and their use by a Fund may not be successful. The terms of a hybrid instrument may create investment leverage. Hybrid instruments are typically privately issued, presenting credit risk of the issuer, and may be highly illiquid and difficult to value.

Inflation-Linked Securities

Inflation-linked securities are typically fixed income securities whose principal values are periodically adjusted according to a measure of inflation. If the index measuring inflation falls, the principal value of an inflation-linked security will be adjusted downward, and consequently the interest payable on the security (calculated with respect to a smaller principal amount) will be reduced. Repayment of the original principal of the security upon maturity (as adjusted for inflation) is guaranteed in the case of U.S. Treasury inflation-linked securities. For securities that do not provide a similar guarantee, the adjusted principal value of the security repaid at maturity may be less than the original principal.

Alternatively, the interest rates payable on certain inflation-linked securities may be adjusted according to a measure of inflation. As a result, the principal values of such securities do not adjust according to the rate of inflation, although the interest payable on such securities may decline during times of falling inflation.

The values of inflation-linked securities are expected to change in response to changes in real interest rates. Real interest rates are tied to the relationship between nominal interest rates and the rate of inflation. If nominal interest rates increase at a faster rate than inflation, real interest rates may rise, leading to a decrease in value of inflation-linked securities. Inflation-linked securities may cause a potential cash flow mismatch to investors, because an increase in the principal amount of an inflation-linked security will be treated as interest income currently subject to tax at ordinary income rates even though investors will not receive repayment of principal until maturity. If a Fund invests in such securities, it will be required to distribute such interest income in order to qualify for treatment as a regulated investment company and eliminate the Fund-level tax, without a corresponding receipt of cash, and therefore may be required to dispose of portfolio securities at a time when it may not be advantageous to do so in order to make such distributions.

Bank Loans

255

Notes to Financial Statements (Continued)

lending institution in a loan, including the right to receive payments of principal and interest and other amounts directly from the borrower and to enforce its rights as a lender directly against the borrower. When a Fund takes an assignment of a loan, the Fund acquires some or all of the interest of another lender (or assignee) in the loan. In such cases, the Fund may be required generally to rely upon the assignor to demand payment and enforce rights under the loan. If a Fund acquires a participation in the loan, the Fund purchases an indirect interest in a loan held by a third party and the Fund typically will have a contractual relationship only with the third party loan investor, not with the borrower. As a result, a Fund may have the right to receive payments of principal, interest, and any fees to which it is entitled only from the loan investor selling the participation and only upon receipt by such loan investor of such payments from the borrower. In such cases, a Fund assumes the credit risk of both the borrower and the loan investor selling the participation, and the Fund may be unable to realize some or all of the value of its interest in the loan in the event of the insolvency of the third party.

Changes in the financial condition of the borrower or economic conditions or other circumstances may reduce the capacity of the borrower to make principal and interest payments on such instruments and may lead to defaults. The value of any collateral securing a bank loan may decline after the Fund invests, and there is a risk that the value of the collateral may not be sufficient to cover the amount owed to the Fund.

The Total Return Bond Fund and Strategic Bond Fund entered into certain loan agreements which are unfunded. The Total Return Bond Fund and Strategic Bond Fund are obligated to fund these commitments at the borrower’s discretion. These commitments are disclosed in the Total Return Bond Fund’s and Strategic Bond Fund’s Portfolio of Investments. At September 30, 2022, the Total Return Bond Fund and Strategic Bond Fund had sufficient cash and/or securities to cover these commitments.

Repurchase Agreements

Each Fund may enter into repurchase agreements with certain banks and broker-dealers whereby a Fund acquires a security for cash and obtains a simultaneous commitment from the seller to repurchase the security at an agreed upon price and date. A Fund, through its custodian, takes possession of the securities collateralizing the repurchase agreement in a segregated account. Repurchase agreements must be fully collateralized at all times, but involve some risk to a Fund if the other party should default on its obligation and the Fund is delayed or prevented from recovering the collateral, or if the Fund is required to return collateral to a borrower at a time when it may realize a loss on the investment of that collateral.

When-Issued, Delayed-Delivery, Forward Commitment, and To-Be-Announced Transactions

A Fund may enter into when-issued, delayed-delivery, forward commitment, or to-be-announced (“TBA”) transactions (collectively, the “Forward Transactions”) in order to lock in the purchase price of the underlying security, or in order to adjust the interest rate exposure of the Fund’s existing portfolio. In Forward Transactions, a Fund commits to purchase or sell particular securities, with payment and delivery to take place at a future date. In the case of TBA purchase commitments, the unit price and the estimated principal amount are established when the Fund enters into a commitment, with the actual principal amount being within a specified range of the estimate. Although a Fund does not typically pay for the securities in these types of transactions until they are delivered, it immediately assumes the risks of ownership, including the risk of price fluctuation. As a result, each of these types of transactions may create investment leverage in a Fund’s portfolio and increase the volatility of the Fund. If a Fund’s counterparty fails to deliver a security purchased in a Forward Transaction, there may be a loss, and the Fund may have missed an opportunity to make an alternative investment.

These securities are valued on the basis of valuations furnished by a pricing service, selected pursuant to procedures approved by the Trustees, which determines valuations taking into account appropriate factors such as institutional-size trading in similar groups of securities, yield, quality, coupon rate, maturity, type of issue, trading characteristics, and other market data. Securities for which no market quotation is available are valued at fair value in accordance with procedures approved by the Trustees. The Funds record on a daily basis the unrealized appreciation (depreciation) based upon changes in the values of these securities. When a Forward Transaction is closed, the Funds record a realized gain or loss equal to the difference between the value of the transaction at the time it was opened and the value of the transaction at the time it was closed.

256

Notes to Financial Statements (Continued)

Dollar Roll Transactions

A Fund may enter into dollar roll transactions, in which the Fund sells mortgage-backed securities for delivery in the current month and simultaneously contracts to purchase substantially similar securities on a specified future date from the same party. A Fund may invest in dollar rolls in order to benefit from anticipated changes in pricing for the mortgage-backed securities during the term of the transaction, or for the purpose of creating investment leverage. In a dollar roll, the securities that are to be purchased will be of the same type as the securities sold, but will be supported by different pools of mortgages.

Dollar rolls involve the risk that the Fund’s counterparty will be unable to deliver the mortgage-backed securities underlying the dollar roll at the fixed time. If the counterparty files for bankruptcy or becomes insolvent, a Fund’s use of the transaction proceeds may be restricted pending a determination by the counterparty or its representative, whether to enforce the Fund’s obligation to repurchase the securities. A Fund can incur a loss on a dollar roll transaction (either because its counterparty fails to perform or because the value of the mortgages subject to the transaction declines) and on the investments made by the Fund with the proceeds of the dollar roll transaction.

A Fund accounts for a dollar roll transaction as a purchase and sale whereby the difference in the sales price and purchase price of the security sold is recorded as a realized gain (loss). If certain criteria are met, these dollar roll transactions may be considered financing transactions, whereby the difference in the sales price and the future purchase price is recorded as an adjustment to interest income. Dollar roll transactions generally have the effect of creating leverage in a Fund’s portfolio.

Securities Lending

Each Fund may lend its securities; however, lending cannot exceed 33% of the total assets of the Fund taken at current value. The Funds’ securities lending activities are governed by a Securities Lending Agency Agreement (“Lending Agreement”) between each Fund and the lending agent (“Agent”). The Lending Agreement authorizes the Agent to lend portfolio securities held by a Fund to approved borrowers (each, a “Borrower”).

Each Fund expects that in connection with any securities on loan, the loan will be secured continuously by collateral consisting of cash (U.S. currency) and/or securities (U.S. Treasury and Agency obligations) adjusted daily to have value at least equal to the current market value of the securities loaned. The market value of the loaned securities is determined at the close of business of a Fund and any additional collateral is delivered to the Fund the next business day. The Funds bear the risk of loss with respect to the investment of cash collateral. As with other extensions of credit, the Funds may bear the risk of delay in recovery of the loaned securities or even loss of rights in the collateral should the Borrower of the securities fail financially. Pursuant to the Lending Agreement, the Agent has provided indemnification to the Funds in the event of default by a Borrower with respect to a loan. The Funds receive compensation for lending their securities in the form of a securities loan fee paid by the Borrower, as well as a share of the income earned on investment of the cash collateral received for the loaned securities. At September 30, 2022, the Funds’ collateral was equal to or greater than 100% of the market value of securities on loan and all of the Funds’ cash collateral was invested in the State Street Navigator Securities Lending Government Money Market Portfolio.

Subject to the terms of the Lending Agreement and the agreement between the Agent and the applicable Borrower (“Borrowing Agreement”), security loans can be terminated by the Agent, the Fund, or the Borrower and the related securities must be returned within the earlier of the customary settlement period for such securities or the period of time specified in the Borrowing Agreement.

The Funds employ the Agent to implement their securities lending program and the Agent receives a fee from the Funds for its services. In addition, the Funds may be required to pay a rebate to the Borrower. Accordingly, a Fund’s compensation for lending its securities is reduced by any such fees or rebate paid to the Agent or Borrower, respectively. Income received by the Funds in securities lending transactions during the year ended September 30, 2022, is reflected as securities lending income on the Statement of Operations.

257

Notes to Financial Statements (Continued)

Accounting for Investment Transactions

Investment transactions are accounted for on the trade date. Realized gains and losses on sales of investments and unrealized appreciation and depreciation of investments are computed by the specific identification cost method. Proceeds received from litigation, if any, are included in realized gains on investment transactions for any investments that are no longer held in the portfolio and as a reduction in cost for investments that continue to be held in the portfolio. Interest income, adjusted for amortization of discounts and premiums on debt securities, is earned from the settlement date and is recorded on the accrual basis. Dividend income and realized capital gain distributions are recorded on the ex-dividend date. Withholding taxes on foreign interest, dividends, and capital gains have been provided for in accordance with the applicable country’s tax rules and rates. Foreign dividend income is recorded on the ex-dividend date or as soon as practicable after the Fund determines the existence of a dividend declaration after exercising reasonable due diligence. Distributions received on securities that represent a return of capital or capital gains are recorded as a reduction of cost of investments and/or as a realized gain.

Foreign Currency Translation

The books and records of the Funds are maintained in U.S. dollars. The market values of foreign currencies, foreign securities, and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars at the mean of the buying and selling rates of such currencies against the U.S. dollar at the end of each business day. Purchases and sales of foreign securities and income and expense items are translated at the rates of exchange prevailing on the respective dates of such transactions. The Funds do not isolate that portion of the results of operations arising from changes in the exchange rates from that portion arising from changes in the market prices of securities. Net realized foreign currency gains and losses resulting from changes in exchange rates include foreign currency gains and losses between trade date and settlement date on investment securities transactions, foreign currency transactions, and the difference between the amounts of dividends or interest recorded on the books of the Funds and the amount actually received.

Allocation of Operating Activity

In maintaining the records for the Funds, the income and expense accounts are allocated daily to each class of shares. Investment income and loss, and unrealized and realized gains or losses are prorated among the classes of shares based on the relative net assets of each. Expenses are allocated to each class of shares depending on the nature of the expenditures. Administration and service fees, if any, which are directly attributable to a class of shares, are charged to that class’s operations. Expenses of a Fund not directly attributable to the operations of any specific class of shares of the Fund are prorated among the classes to which the expense relates based on relative net assets or another alternative method.

Foreign Securities

Each of the Overseas Fund and MM Select T. Rowe Price International Equity Fund invests substantially all of its assets in foreign securities. The other Funds may also invest in foreign securities. Foreign securities, including American Depositary Receipts, are subject to additional risks compared to securities of U.S. issuers, including international trade, currency, political, regulatory, public health, and diplomatic risks. In addition, fluctuations in currency exchange rates may favorably or unfavorably affect the values of foreign securities and the price of a Fund’s shares. Emerging markets securities are subject to greater risks than securities issued in developed foreign markets, including less liquidity, less stringent investor protection and disclosure standards, less reliable settlement practices, greater price volatility, higher relative rates of inflation, greater political, economic, and social instability, greater custody and operational risks, greater risk of new or inconsistent government treatment of or restrictions on issuers and instruments, and greater volatility in currency exchange rates, and are more susceptible to environmental problems.

Federal Income Tax

It is each Fund’s intent to continue to comply with the provisions of Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”), applicable to a regulated investment company. Under such provisions, the Funds would not be subject to federal income taxes on their ordinary income and net realized capital gains to the extent they are distributed or deemed to have been distributed to their shareholders. Therefore, the Funds have not made any provision for federal income tax.

258

Notes to Financial Statements (Continued)

Dividends and Distributions to Shareholders

Dividends from net investment income and distributions of any net realized capital gains of each Fund are declared and paid annually and at other times as may be required to satisfy tax or regulatory requirements.

Distributions to shareholders are recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. As a result, net investment income and net realized capital gains on investment transactions for a reporting period may differ significantly from distributions during such period.

3. Advisory Fees and Other Transactions

Investment Advisory Fees and Investment Subadvisers

MML Investment Advisers, LLC (“MML Advisers”), a wholly-owned subsidiary of Massachusetts Mutual Life Insurance Company (“MassMutual”), serves as investment adviser to each Fund. Under the investment advisory agreements between MML Advisers and the Trust on behalf of each Fund, MML Advisers is responsible for providing investment management services for each Fund. In return for these services, MML Advisers receives advisory fees, based upon each Fund’s average daily net assets, computed and accrued daily and payable monthly, at the annual rates shown in the following table.

MML Advisers has also entered into investment subadvisory agreements for each Fund with the unaffiliated investment subadviser(s) shown in the following table. MML Advisers pays a subadvisory fee to each of these subadvisers based upon the aggregate net assets under management which include (1) the average daily net assets of the specified Fund which it manages, and, if applicable, (2) the average daily net assets of other Funds or accounts of MML Advisers or its affiliates for which the subadviser provides subadvisory services.

The Funds’ subadvisory fees, if applicable, are paid monthly by MML Advisers out of the advisory fees.

Fund	Investment Advisory Fee	Investment Subadviser^(s)
Total Return Bond Fund	0.30% on the first $2 billion; and	Metropolitan West Asset Management, LLC
	0.27% on any excess over $2 billion
Strategic Bond Fund	0.45% on the first $200 million; and 0.35% on any excess over $200 million	Brandywine Global Investment Management, LLC; Western Asset Management Company, LLC; and Western Asset Management Company Limited
Diversified Value Fund	0.50% on the first $400 million; and	Brandywine Global Investment Management, LLC;
	0.475% on any excess over $400 million	and T. Rowe Price Associates, Inc.
Fundamental Value Fund	0.60% on the first $1.25 billion;	Barrow, Hanley, Mewhinney & Strauss, LLC; and
	0.575% on the next $250 million; and	Boston Partners Global Investors, Inc.
	0.55% on any excess over $1.5 billion
S&P 500 Index Fund	0.10% on the first $2.5 billion;	Northern Trust Investments, Inc.
	0.08% on the next $2.5 billion; and
	0.05% on any excess over $5 billion
Equity Opportunities Fund	0.69% on the first $1 billion; and	T. Rowe Price Associates, Inc.; and
	0.64% on any excess over $1 billion	Wellington Management Company LLP
Fundamental Growth Fund	0.65% on the first $300 million; and	Wellington Management Company LLP; and
	0.60% on any excess over $300 million	Westfield Capital Management Company, L.P.
Blue Chip Growth Fund	0.65% on the first $750 million; and	Loomis, Sayles & Company, L.P.; and
	0.60% on any excess over $750 million	T. Rowe Price Associates, Inc.
Growth Opportunities Fund	0.71% on the first $500 million; and	Jackson Square Partners, LLC; and
	0.68% on any excess over $500 million	Sands Capital Management, LLC
Mid Cap Value Fund	0.70% on the first $300 million; and	American Century Investment Management, Inc.;

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Notes to Financial Statements (Continued)

Fund	Investment Advisory Fee	Investment Subadviser^(s)
	0.65% on any excess over $300 million	PanAgora Asset Management, Inc.; and Thompson, Siegel & Walmsley LLC
Small Cap Value Equity Fund	0.75% on the first $300 million; and 0.70% on any excess over $300 million	Barrow, Hanley, Mewhinney & Strauss, LLC; and Wellington Management Company LLP
Small Company Value Fund	0.85% on the first $750 million; and	AllianceBernstein L.P.; and
	0.80% on any excess over $750 million	American Century Investment Management, Inc.
Mid Cap Growth Fund*	0.72% on the first $2 billion; and	Frontier Capital Management Company, LLC;
	0.67% on any excess over $2 billion	and T. Rowe Price Associates, Inc.
Small Cap Growth Equity Fund	0.80% on the first $1 billion; and	Invesco Advisers, Inc.; and Wellington
	0.78% on any excess over $1 billion	Management Company LLP
Overseas Fund	0.80% on the first $750 million;	Harris Associates L.P.; and
	0.775% on the next $500 million; and	Massachusetts Financial Services Company
	0.75% on any excess over $1.25 billion
MM Select T. Rowe Price International Equity Fund**	0.00%	T. Rowe Price Associates, Inc.

*	Effective March 7, 2022, T. Rowe Price Investment Management, Inc. was added as as a sub-subadviser of the Fund.

**	T. Rowe Price International Ltd, T. Rowe Price Hong Kong Limited, and T. Rowe Price Singapore Private Ltd. each serves as a sub-subadviser of the Fund.

Administration Fees

Under an Administrative and Shareholder Services Agreement between the Trust and MML Advisers, on behalf of each Fund, MML Advisers is obligated to provide certain administrative and shareholder services. In return for these services, MML Advisers receives an administrative services fee, based upon the average daily net assets of the applicable class of shares of the Funds, at the following annual rates:

	Class I		Class R5			Service Class			Administrative Class			Class R4			Class A			Class R3
Total Return Bond Fund		None		0.10	%		0.20	%		0.30	%		0.20	%		0.30	%		0.20	%
Strategic Bond Fund		None		0.10	%		0.20	%		0.30	%		0.20	%		0.30	%		0.20	%
Diversified Value Fund		None		0.10	%		0.20	%		0.30	%		0.20	%		0.30	%		0.20	%
Fundamental Value Fund		None		0.10	%		0.20	%		0.30	%		0.20	%		0.30	%		0.20	%
S&P 500 Index Fund		None		0.10	%		0.25	%		0.35	%		0.25	%		0.35	%		0.25	%
Equity Opportunities Fund		None		0.10	%		0.20	%		0.30	%		0.20	%		0.30	%		0.20	%
Fundamental Growth Fund		None		0.10	%		0.20	%		0.30	%		0.20	%		0.30	%		0.20	%
Blue Chip Growth Fund		None		0.10	%		0.20	%		0.30	%		0.20	%		0.30	%		0.20	%
Growth Opportunities Fund		None		0.10	%		0.20	%		0.30	%		0.20	%		0.30	%		0.20	%
Mid Cap Value Fund		None		0.10	%		0.20	%		0.30	%		0.20	%		0.30	%		0.20	%
Small Cap Value Equity Fund		None		0.10	%		0.20	%		0.30	%		0.20	%		0.30	%		0.20	%
Small Company Value Fund		None		0.10	%		0.20	%		0.30	%		0.20	%		0.30	%		0.20	%
Mid Cap Growth Fund		None		0.10	%		0.20	%		0.30	%		0.20	%		0.30	%		0.20	%
Small Cap Growth Equity Fund		None		0.10	%		0.20	%		0.30	%		0.20	%		0.30	%		0.20	%
Overseas Fund		None		0.10	%		0.20	%		0.30	%		0.20	%		0.30	%		0.20	%
MM Select T. Rowe Price International Equity Fund		None		N/A			N/A			N/A			N/A			N/A			N/A

Distribution and Service Fees

MML Distributors, LLC (the “Distributor”) acts as distributor to each Fund. Pursuant to a 12b-1 Plan adopted by the Trust, Class R4 shares and Class A shares of each Fund pay an annual fee of 0.25% of the average daily net assets of the class; and Class R3 shares of each Fund pay an annual fee of 0.50% of the average daily net assets of the class, to the Distributor. Such payments

260

Notes to Financial Statements (Continued)

compensate the Distributor for services provided and expenses incurred by it for purposes of promoting the sale of the relevant class of shares, reducing redemptions of shares, or maintaining or improving services provided to each Fund’s shareholders. The Distributor is a wholly-owned subsidiary of MassMutual.

Expense Caps and Waivers

MML Advisers has agreed to cap the fees and expenses of the Funds noted below (other than extraordinary legal and other expenses, Acquired Fund Fees and Expenses^#, interest expense, expenses related to borrowings, securities lending, leverage, taxes, and brokerage, short sale dividend and loan expense, or other non-recurring or unusual expenses such as organizational expenses and shareholder meeting expenses, as applicable), based upon the average daily net assets of the applicable class of shares of the Funds, as follows:

	Class I			Class R5			Service Class			Administrative Class			Class R4			Class A			Class R3
Mid Cap Value Fund*		0.61	%		0.71	%		0.81	%		0.91	%		1.06	%		1.16	%		1.31	%
Small Company Value Fund*		0.86	%		0.96	%		1.06	%		1.16	%		1.31	%		1.41	%		1.56	%
MM Select T. Rowe Price International Equity Fund*		0.00	%		N/A			N/A			N/A			N/A			N/A			N/A

#	Acquired Fund Fees and Expenses are borne indirectly by a Fund through investments in other pooled investment vehicles.

*	Expense caps in effect through January 31, 2023.

Effective February 1, 2022, MML Advisers has agreed to cap the fees and expenses of the Fund noted below (other than extraordinary legal and other expenses, Acquired Fund Fees and Expenses^#, interest expense, expenses related to borrowings, securities lending, leverage, taxes, and brokerage, short sale dividend and loan expense, or other non-recurring or unusual expenses such as organizational expenses and shareholder meeting expenses, as applicable), based upon the average daily net assets of the applicable class of shares of the Fund, as follows:

		Class I				Class R5				Service Class				Administrative Class				Class R4				Class A				Class R3
Overseas Fund*			0.79	%			0.89	%			0.99	%			1.09	%			1.24	%			1.34	%			1.49	%

#	Acquired Fund Fees and Expenses are borne indirectly by a Fund through investments in other pooled investment vehicles.

*	Expense caps in effect through January 31, 2023.

Prior to February 1, 2022, MML Advisers agreed to cap the fees and expenses of the Fund noted below (other than extraordinary litigation and legal expenses, Acquired Fund Fees and Expenses^#, interest expense, short sale dividend and loan expense, or other non-recurring or unusual expenses such as organizational expenses and shareholder meeting expenses, as applicable), based upon the average daily net assets of the applicable class of shares of the Fund, as follows:

		Class I				Class R5				Service Class				Administrative Class				Class R4				Class A				Class R3
Overseas Fund*			0.79	%			0.89	%			0.99	%			1.09	%			1.24	%			1.34	%			1.49	%

#	Acquired Fund Fees and Expenses are borne indirectly by a Fund through investments in other pooled investment vehicles.

*	Expense caps in effect through January 31, 2022.

MML Advisers has agreed to waive 0.03% of the investment advisory fees of the Total Return Bond Fund through January 31, 2023.

MML Advisers has agreed to waive 0.05% of the investment advisory fees of the Strategic Bond Fund through January 31, 2023.

261

Notes to Financial Statements (Continued)

MML Advisers has agreed to waive 0.02% of the investment advisory fees of the Growth Opportunities Fund through January 31, 2023.

Effective March 31, 2022, MML Advisers has agreed to waive 0.05% of the investment advisory fees of the Mid Cap Growth Fund through January 31, 2024.

Effective July 1, 2022, MML Advisers has agreed to waive 0.05% of the investment advisory fees of the Fundamental Growth Fund through January 31, 2024.

Expense caps and waiver amounts are reflected as a reduction of expenses on the Statements of Operations.

Rebated Brokerage Commissions

The Funds listed below have entered into agreements with certain brokers whereby the brokers will rebate to the Funds, in cash, a portion of brokerage commissions. Rebated brokerage commissions are amounts earned by the Funds and are included with realized gain or loss on investment transactions presented in the Statements of Operations. For the year ended September 30, 2022, brokerage commissions rebated under these agreements were as follows:

	Rebated Commissions
Diversified Value Fund	$	5,421
Fundamental Value Fund		773
Equity Opportunities Fund		337
Fundamental Growth Fund		2,378
Blue Chip Growth Fund		22,861
Growth Opportunities Fund		5,269
Mid Cap Value Fund		1,792
Small Cap Value Equity Fund		480
Mid Cap Growth Fund		83,365
Small Cap Growth Equity Fund		14,031

Deferred Compensation

Trustees of the Funds who are not officers or employees of MassMutual may elect to defer receipt of their annual fees in accordance with terms of a Non-Qualified Deferred Compensation Plan. Amounts deferred shall accrue interest or earnings and shall be recorded on the Funds’ books as other liabilities. Deferred compensation is included within Trustees’ fees and expenses in the Statements of Assets and Liabilities.

Other

Certain officers and trustees of the Funds may also be employees of MassMutual. The compensation of a trustee who is not an employee of MassMutual is borne by the Funds.

The following table shows beneficial ownership of Funds’ shares by related parties at September 30, 2022:

	Total % Ownership by Related Party
Total Return Bond Fund		80.8	%
Strategic Bond Fund		95.4	%
Diversified Value Fund		93.8	%

262

Notes to Financial Statements (Continued)

	Total % Ownership by Related Party
Fundamental Value Fund		96.6	%
S&P 500 Index Fund		92.6	%
Equity Opportunities Fund		88.4	%
Fundamental Growth Fund		90.5	%
Blue Chip Growth Fund		87.6	%
Growth Opportunities Fund		91.5	%
Mid Cap Value Fund		96.5	%
Small Cap Value Equity Fund		89.3	%
Small Company Value Fund		91.5	%
Mid Cap Growth Fund		71.1	%
Small Cap Growth Equity Fund		82.9	%
Overseas Fund		83.2	%
MM Select T. Rowe Price International Equity Fund		100.0	%

4. Purchases and Sales of Investments

Cost of purchases and proceeds from sales of investment securities (excluding short-term investments) for the year ended September 30, 2022, were as follows:

	Purchases				Sales
	Long- Term U.S. Government Securities		Other Long-Term Securities		Long- Term U.S. Government Securities		Other Long-Term Securities
Total Return Bond Fund	$	3,776,593,685	$	224,974,737	$	3,856,277,715	$	140,629,620
Strategic Bond Fund		531,045,186		45,161,011		478,007,852		147,084,807
Diversified Value Fund		—		152,074,989		—		220,412,742
Fundamental Value Fund		—		160,122,944		—		287,547,521
S&P 500 Index Fund		—		56,010,393		—		877,807,804
Equity Opportunities Fund		—		172,727,295		—		329,533,858
Fundamental Growth Fund		—		27,621,698		—		41,393,771
Blue Chip Growth Fund		—		556,933,914		—		1,038,939,179
Growth Opportunities Fund		—		102,823,456		—		160,068,314
Mid Cap Value Fund		—		94,247,762		—		99,856,925
Small Cap Value Equity Fund		—		27,034,942		—		32,745,534
Small Company Value Fund		—		108,192,287		—		143,159,735
Mid Cap Growth Fund		—		1,545,107,070		—		3,537,058,886
Small Cap Growth Equity Fund		—		475,674,049		—		523,709,298
Overseas Fund		—		94,719,179		—		207,558,573
MM Select T. Rowe Price International Equity Fund		—		556,982,177		—		494,572,891

263

Notes to Financial Statements (Continued)

The Funds may purchase from, or sell securities to, other affiliated Funds under procedures adopted by the Trustees. These procedures have been designed to ensure that cross trades conducted by the Funds comply with Rule 17a-7 under the 1940 Act. The cross trades disclosed in the table below are included within the respective purchases and sales amounts shown in the table above, as applicable.

	Purchases		Sales		Realized Gains/(Losses)
Equity Opportunities Fund	$	—	$	5,055,917	$	2,020,515
Blue Chip Growth Fund		—		2,525,761		609,593
Mid Cap Value Fund		50,474		—		—
Mid Cap Growth Fund		1,642,438		3,281,933		1,365,506
Small Cap Growth Equity Fund		81,579		56,485		19,180
Overseas Fund		—		294,018		3,566
International Equity Fund		—		3,585		(55,128	)

5. Capital Share Transactions

Changes in shares outstanding for each Fund were as follows:

	Year Ended September 30, 2022						Year Ended September 30, 2021
	Shares			Amount			Shares			Amount
Total Return Bond Fund Class I
Sold		19,268,431		$	180,631,888			19,146,497		$	197,586,295
Issued as reinvestment of dividends		1,213,926			12,175,679			3,517,569			36,195,787
Redeemed		(21,180,830	)		(200,785,705	)		(13,402,414	)		(137,618,946	)
Net increase (decrease)		(698,473	)	$	(7,978,138	)		9,261,652		$	96,163,136
Total Return Bond Fund Class R5
Sold		378,114		$	3,440,340			966,646		$	9,943,955
Issued as reinvestment of dividends		62,806			629,319			212,366			2,183,127
Redeemed		(1,286,666	)		(12,380,678	)		(807,001	)		(8,293,426	)
Net increase (decrease)		(845,746	)	$	(8,311,019	)		372,011		$	3,833,656
Total Return Bond Fund Service Class
Sold		609,708		$	5,754,384			2,109,996		$	22,504,731
Issued as reinvestment of dividends		101,251			1,020,606			466,054			4,814,337
Redeemed		(1,764,330	)		(17,226,101	)		(4,257,688	)		(44,924,719	)
Net increase (decrease)		(1,053,371	)	$	(10,451,111	)		(1,681,638	)	$	(17,605,651	)
Total Return Bond Fund Administrative Class
Sold		486,547		$	4,764,503			473,476		$	4,887,313
Issued as reinvestment of dividends		27,027			271,077			104,814			1,077,493
Redeemed		(1,321,362	)		(12,658,648	)		(591,870	)		(6,140,528	)
Net increase (decrease)		(807,788	)	$	(7,623,068	)		(13,580	)	$	(175,722	)
Total Return Bond Fund Class R4
Sold		687,484		$	6,518,995			1,619,080		$	16,849,147
Issued as reinvestment of dividends		102,618			1,037,468			509,982			5,283,413
Redeemed		(2,280,633	)		(21,868,114	)		(3,756,435	)		(38,734,808	)
Net increase (decrease)		(1,490,531	)	$	(14,311,651	)		(1,627,373	)	$	(16,602,248	)
Total Return Bond Fund Class A
Sold		371,616		$	3,438,059			485,232		$	4,955,544
Issued as reinvestment of dividends		15,120			151,047			58,109			595,039
Redeemed		(203,610	)		(1,898,829	)		(448,655	)		(4,582,335	)
Net increase (decrease)		183,126		$	1,690,277			94,686		$	968,248

264

Notes to Financial Statements (Continued)

	Year Ended September 30, 2022						Year Ended September 30, 2021
	Shares			Amount			Shares			Amount
Total Return Bond Fund Class R3
Sold		521,332		$	4,807,515			457,819		$	4,729,647
Issued as reinvestment of dividends		23,412			234,819			140,483			1,444,165
Redeemed		(643,656	)		(6,041,703	)		(980,562	)		(10,022,079	)
Net increase (decrease)		(98,912	)	$	(999,369	)		(382,260	)	$	(3,848,267	)
Strategic Bond Fund Class I
Sold		8,671,159		$	83,748,590			9,792,877		$	107,787,429
Issued as reinvestment of dividends		1,975,931			20,292,814			2,100,242			23,039,656
Redeemed		(16,636,543	)		(166,221,430	)		(12,641,185	)		(138,155,152	)
Net increase (decrease)		(5,989,453	)	$	(62,180,026	)		(748,066	)	$	(7,328,067	)
Strategic Bond Fund Class R5
Sold		750,285		$	7,330,910			1,720,310		$	18,754,867
Issued as reinvestment of dividends		442,257			4,546,406			427,829			4,697,559
Redeemed		(2,525,557	)		(25,279,391	)		(2,458,439	)		(26,976,452	)
Net increase (decrease)		(1,333,015	)	$	(13,402,075	)		(310,300	)	$	(3,524,026	)
Strategic Bond Fund Service Class
Sold		1,963,475		$	21,120,432			703,441		$	7,620,821
Issued as reinvestment of dividends		254,816			2,619,511			175,067			1,923,985
Redeemed		(999,065	)		(9,859,838	)		(1,543,663	)		(16,792,426	)
Net increase (decrease)		1,219,226		$	13,880,105			(665,155	)	$	(7,247,620	)
Strategic Bond Fund Administrative Class
Sold		300,891		$	2,938,333			2,372,820		$	25,699,371
Issued as reinvestment of dividends		186,209			1,912,369			341,132			3,735,392
Redeemed		(2,794,950	)		(28,772,119	)		(4,280,361	)		(46,186,805	)
Net increase (decrease)		(2,307,850	)	$	(23,921,417	)		(1,566,409	)	$	(16,752,042	)
Strategic Bond Fund Class R4
Sold		296,853		$	2,867,133			653,572		$	7,092,970
Issued as reinvestment of dividends		160,353			1,635,600			218,994			2,384,840
Redeemed		(2,078,364	)		(20,917,479	)		(1,470,051	)		(15,956,354	)
Net increase (decrease)		(1,621,158	)	$	(16,414,746	)		(597,485	)	$	(6,478,544	)
Strategic Bond Fund Class A
Sold		140,027		$	1,346,776			1,496,947		$	16,640,515
Issued as reinvestment of dividends		106,519			1,093,950			290,574			3,173,070
Redeemed		(1,344,105	)		(13,794,021	)		(4,394,795	)		(47,670,756	)
Net increase (decrease)		(1,097,559	)	$	(11,353,295	)		(2,607,274	)	$	(27,857,171	)
Strategic Bond Fund Class R3
Sold		168,015		$	1,599,808			319,656		$	3,425,685
Issued as reinvestment of dividends		39,151			396,988			65,090			702,974
Redeemed		(656,488	)		(6,671,990	)		(727,933	)		(7,839,830	)
Net increase (decrease)		(449,322	)	$	(4,675,194	)		(343,187	)	$	(3,711,171	)
Diversified Value Fund Class I
Sold		3,280,888		$	42,214,632			4,766,409		$	58,517,759
Issued as reinvestment of dividends		2,269,879			28,645,872			438,410			4,826,890
Redeemed		(7,093,566	)		(86,654,446	)		(8,179,237	)		(104,349,524	)
Net increase (decrease)		(1,542,799	)	$	(15,793,942	)		(2,974,418	)	$	(41,004,875	)
Diversified Value Fund Class R5
Sold		529,104		$	6,772,798			645,349		$	8,129,226
Issued as reinvestment of dividends		670,394			8,493,887			129,280			1,427,247
Redeemed		(1,973,294	)		(25,615,700	)		(1,925,876	)		(23,438,048	)
Net increase (decrease)		(773,796	)	$	(10,349,015	)		(1,151,247	)	$	(13,881,575	)

265

Notes to Financial Statements (Continued)

	Year Ended September 30, 2022						Year Ended September 30, 2021
	Shares			Amount			Shares			Amount
Diversified Value Fund Service Class
Sold		119,767		$	1,525,851			164,512		$	2,075,082
Issued as reinvestment of dividends		148,207			1,877,787			28,106			310,576
Redeemed		(291,952	)		(3,716,380	)		(481,322	)		(5,811,081	)
Net increase (decrease)		(23,978	)	$	(312,742	)		(288,704	)	$	(3,425,423	)
Diversified Value Fund Administrative Class
Sold		197,859		$	2,566,448			347,161		$	4,457,155
Issued as reinvestment of dividends		189,400			2,424,318			30,457			339,296
Redeemed		(437,980	)		(5,708,549	)		(450,291	)		(5,434,054	)
Net increase (decrease)		(50,721	)	$	(717,783	)		(72,673	)	$	(637,603	)
Diversified Value Fund Class R4
Sold		102,763		$	1,297,321			271,872		$	3,106,319
Issued as reinvestment of dividends		123,743			1,536,882			18,255			198,248
Redeemed		(348,040	)		(4,308,864	)		(350,322	)		(4,176,440	)
Net increase (decrease)		(121,534	)	$	(1,474,661	)		(60,195	)	$	(871,873	)
Diversified Value Fund Class A
Sold		157,190		$	2,007,522			421,139		$	5,205,137
Issued as reinvestment of dividends		247,566			3,136,659			45,661			504,096
Redeemed		(391,831	)		(5,041,824	)		(1,271,123	)		(16,100,131	)
Net increase (decrease)		12,925		$	102,357			(804,323	)	$	(10,390,898	)
Diversified Value Fund Class R3
Sold		61,871		$	732,416			30,422		$	403,152
Issued as reinvestment of dividends		10,368			130,528			2,246			24,615
Redeemed		(23,859	)		(303,118	)		(104,228	)		(1,328,709	)
Net increase (decrease)		48,380		$	559,826			(71,560	)	$	(900,942	)
Fundamental Value Fund Class I
Sold		4,154,703		$	41,232,959			6,014,795		$	58,173,128
Issued as reinvestment of dividends		4,341,734			42,679,244			600,383			5,157,291
Redeemed		(9,716,082	)		(93,982,026	)		(8,589,850	)		(82,578,233	)
Net increase (decrease)		(1,219,645	)	$	(10,069,823	)		(1,974,672	)	$	(19,247,814	)
Fundamental Value Fund Class R5
Sold		598,274		$	6,029,023			1,298,021		$	13,009,525
Issued as reinvestment of dividends		1,353,266			13,424,402			271,793			2,353,725
Redeemed		(4,483,140	)		(43,811,168	)		(8,416,442	)		(84,928,696	)
Net increase (decrease)		(2,531,600	)	$	(24,357,743	)		(6,846,628	)	$	(69,565,446	)
Fundamental Value Fund Service Class
Sold		660,330		$	6,723,705			715,166		$	7,256,979
Issued as reinvestment of dividends		371,015			3,658,211			41,902			360,779
Redeemed		(810,851	)		(8,123,158	)		(778,059	)		(7,338,666	)
Net increase (decrease)		220,494		$	2,258,758			(20,991	)	$	279,092
Fundamental Value Fund Administrative Class
Sold		197,766		$	2,026,958			594,754		$	5,712,661
Issued as reinvestment of dividends		555,561			5,544,501			95,972			834,960
Redeemed		(2,451,430	)		(24,385,138	)		(3,661,979	)		(35,397,364	)
Net increase (decrease)		(1,698,103	)	$	(16,813,679	)		(2,971,253	)	$	(28,849,743	)
Fundamental Value Fund Class R4
Sold		227,033		$	2,098,750			50,328		$	473,808
Issued as reinvestment of dividends		119,651			1,143,866			13,737			115,118
Redeemed		(787,028	)		(7,459,941	)		(187,920	)		(1,797,952	)
Net increase (decrease)		(440,344	)	$	(4,217,325	)		(123,855	)	$	(1,209,026	)

266

Notes to Financial Statements (Continued)

	Year Ended September 30, 2022						Year Ended September 30, 2021
	Shares			Amount			Shares			Amount
Fundamental Value Fund Class A
Sold		276,458		$	2,756,626			393,724		$	3,933,994
Issued as reinvestment of dividends		380,538			3,733,076			43,766			375,073
Redeemed		(1,199,674	)		(12,060,192	)		(1,869,795	)		(17,194,023	)
Net increase (decrease)		(542,678	)	$	(5,570,490	)		(1,432,305	)	$	(12,884,956	)
Fundamental Value Fund Class R3
Sold		36,870		$	351,938			78,733		$	805,088
Issued as reinvestment of dividends		19,872			189,182			1,242			10,379
Redeemed		(62,987	)		(617,005	)		(50,502	)		(483,004	)
Net increase (decrease)		(6,245	)	$	(75,885	)		29,473		$	332,463
S&P 500 Index Fund Class I
Sold		12,415,578		$	241,988,303			17,260,205		$	347,463,609
Issued as reinvestment of dividends		8,976,077			184,009,587			10,266,209			184,586,442
Redeemed		(34,517,227	)		(681,286,807	)		(20,521,046	)		(413,010,371	)
Net increase (decrease)		(13,125,572	)	$	(255,288,917	)		7,005,368		$	119,039,680
S&P 500 Index Fund Class R5
Sold		2,177,188		$	43,135,931			1,891,528		$	38,627,265
Issued as reinvestment of dividends		2,943,930			60,703,846			3,454,763			62,427,564
Redeemed		(8,254,438	)		(156,352,532	)		(4,944,523	)		(100,762,117	)
Net increase (decrease)		(3,133,320	)	$	(52,512,755	)		401,768		$	292,712
S&P 500 Index Fund Service Class
Sold		1,764,830		$	35,213,022			2,704,969		$	55,210,299
Issued as reinvestment of dividends		2,214,870			45,847,810			3,123,958			56,637,356
Redeemed		(5,944,281	)		(114,741,532	)		(8,306,556	)		(167,410,998	)
Net increase (decrease)		(1,964,581	)	$	(33,680,700	)		(2,477,629	)	$	(55,563,343	)
S&P 500 Index Fund Administrative Class
Sold		1,481,165		$	28,550,360			1,845,338		$	37,527,075
Issued as reinvestment of dividends		2,159,450			43,469,722			3,211,009			56,802,753
Redeemed		(7,419,879	)		(146,053,042	)		(7,090,273	)		(140,951,560	)
Net increase (decrease)		(3,779,264	)	$	(74,032,960	)		(2,033,926	)	$	(46,621,732	)
S&P 500 Index Fund Class R4
Sold		2,805,251		$	52,122,826			2,912,407		$	56,820,281
Issued as reinvestment of dividends		3,028,215			59,837,538			4,668,157			81,225,926
Redeemed		(7,958,794	)		(153,817,832	)		(13,658,676	)		(266,752,268	)
Net increase (decrease)		(2,125,328	)	$	(41,857,468	)		(6,078,112	)	$	(128,706,061	)
S&P 500 Index Fund Class A
Sold		420,533		$	7,396,269			272,433		$	5,131,189
Issued as reinvestment of dividends		147,358			2,886,746			216,289			3,735,318
Redeemed		(618,869	)		(12,236,711	)		(525,326	)		(10,290,915	)
Net increase (decrease)		(50,978	)	$	(1,953,696	)		(36,604	)	$	(1,424,408	)
S&P 500 Index Fund Class R3
Sold		2,786,022		$	50,256,371			3,895,891		$	74,728,360
Issued as reinvestment of dividends		1,929,310			36,541,127			2,006,301			33,665,725
Redeemed		(3,837,904	)		(69,036,604	)		(4,151,692	)		(78,531,536	)
Net increase (decrease)		877,428		$	17,760,894			1,750,500		$	29,862,549
Equity Opportunities Fund Class I
Sold		2,195,204		$	42,163,425			2,342,051		$	44,627,814
Issued as reinvestment of dividends		2,666,804			51,816,002			1,667,804			29,303,320
Redeemed		(5,006,569	)		(95,771,081	)		(5,915,556	)		(112,583,197	)
Net increase (decrease)		(144,561	)	$	(1,791,654	)		(1,905,701	)	$	(38,652,063	)

267

Notes to Financial Statements (Continued)

	Year Ended September 30, 2022							Year Ended September 30, 2021
	Shares			Amount				Shares			Amount
Equity Opportunities Fund Class R5							��
Sold		1,027,695		$	19,913,069				842,306		$	15,151,904
Issued as reinvestment of dividends		978,951			19,138,493				641,043			11,320,812
Redeemed		(5,111,865	)		(97,154,414	)			(2,362,507	)		(44,671,477	)
Net increase (decrease)		(3,105,219	)	$	(58,102,852	)			(879,158	)	$	(18,198,761	)
Equity Opportunities Fund Service Class
Sold		147,025		$	2,787,131				376,730		$	6,983,511
Issued as reinvestment of dividends		290,928			5,530,550				177,650			3,060,907
Redeemed		(681,168	)		(12,564,987	)			(1,048,051	)		(18,456,209	)
Net increase (decrease)		(243,215	)	$	(4,247,306	)			(493,671	)	$	(8,411,791	)
Equity Opportunities Fund Administrative Class
Sold		130,689		$	2,377,512				620,927		$	11,214,685
Issued as reinvestment of dividends		340,670			6,343,270				183,645			3,107,276
Redeemed		(998,655	)		(18,063,262	)			(858,899	)		(15,618,305	)
Net increase (decrease)		(527,296	)	$	(9,342,480	)			(54,327	)	$	(1,296,344	)
Equity Opportunities Fund Class R4
Sold		69,873		$	1,187,174				58,146		$	972,979
Issued as reinvestment of dividends		65,235			1,104,425				41,202			641,099
Redeemed		(185,953	)		(3,141,405	)			(177,306	)		(2,914,318	)
Net increase (decrease)		(50,845	)	$	(849,806	)			(77,958	)	$	(1,300,240	)
Equity Opportunities Fund Class A
Sold		111,063		$	1,913,973				286,817		$	4,880,640
Issued as reinvestment of dividends		367,584			6,384,936				258,475			4,112,340
Redeemed		(832,793	)		(14,474,766	)			(1,193,610	)		(20,822,672	)
Net increase (decrease)		(354,146	)	$	(6,175,857	)			(648,318	)	$	(11,829,692	)
Equity Opportunities Fund Class R3
Sold		162,725		$	2,434,201				88,794		$	1,445,005
Issued as reinvestment of dividends		29,567			456,521				19,486			280,015
Redeemed		(82,307	)		(1,240,187	)			(151,917	)		(2,414,261	)
Net increase (decrease)		109,985		$	1,650,535				(43,637	)	$	(689,241	)
Fundamental Growth Fund Class I
Sold		759,136		$	3,067,412				1,285,417		$	8,075,228
Issued as reinvestment of dividends		741,150			3,135,065				1,160,169			6,380,932
Redeemed		(2,786,328	)		(10,380,409	)			(1,742,122	)		(10,457,592	)
Net increase (decrease)		(1,286,042	)	$	(4,177,932	)			703,464		$	3,998,568
Fundamental Growth Fund Class R5
Sold		114,385		$	480,384				237,897		$	1,631,222
Issued as reinvestment of dividends		669,002			2,856,640				1,092,737			6,053,760
Redeemed		(881,784	)		(3,471,140	)			(1,059,599	)		(6,358,554	)
Net increase (decrease)		(98,397	)	$	(134,116	)			271,035		$	1,326,428
Fundamental Growth Fund Service Class
Sold		142,141		$	531,470				96,110		$	571,166
Issued as reinvestment of dividends		457,949			1,799,739				579,443			3,030,485
Redeemed		(209,547	)		(937,098	)			(314,225	)		(1,884,842	)
Net increase (decrease)		390,543		$	1,394,111				361,328		$	1,716,809
Fundamental Growth Fund Administrative Class
Sold		103,196		$	343,927				228,849		$	1,235,015
Issued as reinvestment of dividends		662,161			2,350,670				1,380,760			6,751,917
Redeemed		(386,854	)		(1,481,843	)			(1,865,226	)		(10,344,812	)
Net increase (decrease)		378,503		$	1,212,754				(255,617	)	$	(2,357,880	)

268

Notes to Financial Statements (Continued)

	Year Ended September 30, 2022						Year Ended September 30, 2021
	Shares			Amount			Shares			Amount
Fundamental Growth Fund Class R4
Sold		151,138		$	336,164			43,223		$	201,697
Issued as reinvestment of dividends		199,206			539,848			187,400			772,086
Redeemed		(78,108	)		(284,532	)		(93,402	)		(500,263	)
Net increase (decrease)		272,236		$	591,480			137,221		$	473,520
Fundamental Growth Fund Class A
Sold		212,935		$	564,827			189,500		$	906,932
Issued as reinvestment of dividends		1,515,834			4,304,968			1,822,352			7,726,774
Redeemed		(868,878	)		(2,789,699	)		(1,402,788	)		(7,292,641	)
Net increase (decrease)		859,891		$	2,080,096			609,064		$	1,341,065
Fundamental Growth Fund Class R3
Sold		298,513		$	505,343			204,225		$	737,635
Issued as reinvestment of dividends		397,548			735,465			530,015			1,759,650
Redeemed		(267,063	)		(463,415	)		(746,314	)		(2,772,047	)
Net increase (decrease)		428,998		$	777,393			(12,074	)	$	(274,762	)
Blue Chip Growth Fund Class I
Sold		9,673,480		$	241,938,987			9,208,665		$	288,635,407
Issued as reinvestment of dividends		17,779,562			505,650,751			4,344,635			127,384,702
Redeemed		(17,057,755	)		(437,365,948	)		(24,822,276	)		(790,026,118	)
Net increase (decrease)		10,395,287		$	310,223,790			(11,268,976	)	$	(374,006,009	)
Blue Chip Growth Fund Class R5
Sold		1,236,217		$	30,016,798			2,679,809		$	82,658,186
Issued as reinvestment of dividends		3,858,828			109,320,598			983,773			28,785,200
Redeemed		(5,586,636	)		(149,357,985	)		(6,199,890	)		(196,931,948	)
Net increase (decrease)		(491,591	)	$	(10,020,589	)		(2,536,308	)	$	(85,488,562	)
Blue Chip Growth Fund Service Class
Sold		772,920		$	17,294,659			1,223,525		$	37,332,066
Issued as reinvestment of dividends		1,390,201			38,828,325			320,599			9,281,346
Redeemed		(1,829,132	)		(43,031,432	)		(1,731,897	)		(53,422,350	)
Net increase (decrease)		333,989		$	13,091,552			(187,773	)	$	(6,808,938	)
Blue Chip Growth Fund Administrative Class
Sold		569,232		$	12,944,622			1,382,931		$	43,389,745
Issued as reinvestment of dividends		2,315,836			63,222,321			634,937			18,063,967
Redeemed		(4,007,587	)		(103,667,274	)		(5,159,799	)		(157,988,590	)
Net increase (decrease)		(1,122,519	)	$	(27,500,331	)		(3,141,931	)	$	(96,534,878	)
Blue Chip Growth Fund Class R4
Sold		410,114		$	9,072,831			1,076,100		$	30,583,742
Issued as reinvestment of dividends		983,162			25,050,959			240,790			6,486,894
Redeemed		(2,660,512	)		(54,093,475	)		(1,692,637	)		(48,631,847	)
Net increase (decrease)		(1,267,236	)	$	(19,969,685	)		(375,747	)	$	(11,561,211	)
Blue Chip Growth Fund Class A
Sold		423,196		$	8,776,808			1,018,552		$	28,655,216
Issued as reinvestment of dividends		1,109,963			28,270,753			387,337			10,446,481
Redeemed		(1,357,136	)		(30,693,573	)		(4,359,478	)		(129,512,098	)
Net increase (decrease)		176,023		$	6,353,988			(2,953,589	)	$	(90,410,401	)
Blue Chip Growth Fund Class R3
Sold		286,428		$	5,575,165			357,619		$	9,388,348
Issued as reinvestment of dividends		501,154			11,466,411			124,694			3,093,658
Redeemed		(731,417	)		(15,944,052	)		(961,576	)		(25,525,284	)
Net increase (decrease)		56,165		$	1,097,524			(479,263	)	$	(13,043,278	)

269

Notes to Financial Statements (Continued)

	Year Ended September 30, 2022						Year Ended September 30, 2021
	Shares			Amount			Shares			Amount
Growth Opportunities Fund Class I
Sold		6,817,009		$	44,270,684			5,964,565		$	64,460,451
Issued as reinvestment of dividends		7,852,454			63,212,251			4,781,993			47,724,289
Redeemed		(9,466,676	)		(66,160,773	)		(7,289,756	)		(78,254,732	)
Net increase (decrease)		5,202,787		$	41,322,162			3,456,802		$	33,930,008
Growth Opportunities Fund Class R5
Sold		931,257		$	5,867,268			1,827,378		$	19,490,118
Issued as reinvestment of dividends		2,168,280			16,825,851			2,200,770			21,391,483
Redeemed		(2,968,007	)		(21,142,198	)		(7,435,247	)		(75,529,949	)
Net increase (decrease)		131,530		$	1,550,921			(3,407,099	)	$	(34,648,348	)
Growth Opportunities Fund Service Class
Sold		618,173		$	4,088,158			347,551		$	3,384,510
Issued as reinvestment of dividends		994,425			7,030,586			709,183			6,439,381
Redeemed		(959,196	)		(6,557,350	)		(1,325,612	)		(13,102,377	)
Net increase (decrease)		653,402		$	4,561,394			(268,878	)	$	(3,278,486	)
Growth Opportunities Fund Administrative Class
Sold		1,065,357		$	5,048,692			539,808		$	4,962,892
Issued as reinvestment of dividends		2,172,175			13,489,206			1,331,937			11,015,116
Redeemed		(2,368,525	)		(13,796,123	)		(2,609,272	)		(24,065,097	)
Net increase (decrease)		869,007		$	4,741,775			(737,527	)	$	(8,087,089	)
Growth Opportunities Fund Class R4
Sold		29,591		$	127,103			34,506		$	256,709
Issued as reinvestment of dividends		183,946			871,903			100,504			691,469
Redeemed		(325,831	)		(1,235,429	)		(138,783	)		(1,067,446	)
Net increase (decrease)		(112,294	)	$	(236,423	)		(3,773	)	$	(119,268	)
Growth Opportunities Fund Class A
Sold		396,938		$	1,438,351			683,345		$	4,932,367
Issued as reinvestment of dividends		2,635,032			12,094,799			1,444,315			9,734,684
Redeemed		(2,707,665	)		(10,463,439	)		(2,427,204	)		(18,045,044	)
Net increase (decrease)		324,305		$	3,069,711			(299,544	)	$	(3,377,993	)
Growth Opportunities Fund Class R3
Sold		128,656		$	301,790			402,025		$	2,286,504
Issued as reinvestment of dividends		380,771			1,142,314			91,599			479,063
Redeemed		(133,099	)		(277,795	)		(190,176	)		(1,105,742	)
Net increase (decrease)		376,328		$	1,166,309			303,448		$	1,659,825
Mid Cap Value Fund Class I
Sold		1,257,943		$	15,822,348			1,378,441		$	19,471,679
Issued as reinvestment of dividends		2,209,404			26,888,446			120,645			1,535,817
Redeemed		(1,823,408	)		(23,252,190	)		(2,569,512	)		(36,125,882	)
Net increase (decrease)		1,643,939		$	19,458,604			(1,070,426	)	$	(15,118,386	)
Mid Cap Value Fund Class R5
Sold		31,538		$	403,759			26,384		$	378,441
Issued as reinvestment of dividends		18,803			232,404			713			9,182
Redeemed		(42,869	)		(533,359	)		(35,750	)		(465,832	)
Net increase (decrease)		7,472		$	102,804			(8,653	)	$	(78,209	)
Mid Cap Value Fund Service Class
Sold		504		$	6,628			21,295		$	311,554
Issued as reinvestment of dividends		8,620			105,510			125			1,602
Redeemed		(38,303	)		(470,425	)		(1,891	)		(29,106	)
Net increase (decrease)		(29,179	)	$	(358,287	)		19,529		$	284,050

270

Notes to Financial Statements (Continued)

	Year Ended September 30, 2022						Year Ended September 30, 2021
	Shares			Amount			Shares			Amount
Mid Cap Value Fund Administrative Class
Sold		11,380		$	145,965			12,029		$	184,500
Issued as reinvestment of dividends		14,968			188,296			723			9,443
Redeemed		(21,782	)		(316,412	)		(15,951	)		(231,037	)
Net increase (decrease)		4,566		$	17,849			(3,199	)	$	(37,094	)
Mid Cap Value Fund Class R4
Sold		7,390		$	90,949			7,013		$	97,079
Issued as reinvestment of dividends		1,257			15,233			622			7,872
Redeemed		(2,759	)		(34,110	)		(72,997	)		(1,056,116	)
Net increase (decrease)		5,888		$	72,072			(65,362	)	$	(951,165	)
Mid Cap Value Fund Class A
Sold		25,694		$	318,289			142,864		$	1,953,163
Issued as reinvestment of dividends		28,037			345,700			2,584			33,097
Redeemed		(25,277	)		(330,544	)		(315,794	)		(4,611,163	)
Net increase (decrease)		28,454		$	333,445			(170,346	)	$	(2,624,903	)
Mid Cap Value Fund Class R3
Sold		1,287		$	15,692			5,118		$	70,621
Issued as reinvestment of dividends		2,760			33,429			246			3,107
Redeemed		(2,251	)		(28,504	)		(30,021	)		(430,029	)
Net increase (decrease)		1,796		$	20,617			(24,657	)	$	(356,301	)
Small Cap Value Equity Fund Class I
Sold		1,167,883		$	12,820,652			907,032		$	11,357,203
Issued as reinvestment of dividends		879,846			9,194,395			152,789			1,714,290
Redeemed		(1,217,492	)		(13,122,094	)		(4,127,369	)		(51,698,733	)
Net increase (decrease)		830,237		$	8,892,953			(3,067,548	)	$	(38,627,240	)
Small Cap Value Equity Fund Class R5
Sold		120,937		$	1,244,751			809,584		$	10,404,197
Issued as reinvestment of dividends		218,099			2,283,497			34,845			392,010
Redeemed		(433,913	)		(4,808,986	)		(1,166,710	)		(15,301,343	)
Net increase (decrease)		(94,877	)	$	(1,280,738	)		(322,281	)	$	(4,505,136	)
Small Cap Value Equity Fund Service Class
Sold		28,655		$	318,523			29,025		$	363,192
Issued as reinvestment of dividends		66,630			701,615			9,089			102,703
Redeemed		(84,191	)		(922,424	)		(91,348	)		(1,186,214	)
Net increase (decrease)		11,094		$	97,714			(53,234	)	$	(720,319	)
Small Cap Value Equity Fund Administrative Class
Sold		21,006		$	225,176			40,323		$	521,611
Issued as reinvestment of dividends		59,543			618,051			10,705			119,788
Redeemed		(22,610	)		(241,800	)		(213,856	)		(2,687,794	)
Net increase (decrease)		57,939		$	601,427			(162,828	)	$	(2,046,395	)
Small Cap Value Equity Fund Class R4
Sold		23,940		$	233,301			36,336		$	451,536
Issued as reinvestment of dividends		35,292			353,982			7,995			87,302
Redeemed		(33,450	)		(345,326	)		(200,794	)		(2,399,956	)
Net increase (decrease)		25,782		$	241,957			(156,463	)	$	(1,861,118	)
Small Cap Value Equity Fund Class A
Sold		46,544		$	461,230			152,503		$	1,865,323
Issued as reinvestment of dividends		141,955			1,433,744			17,347			190,647
Redeemed		(148,716	)		(1,645,084	)		(219,908	)		(2,721,035	)
Net increase (decrease)		39,783		$	249,890			(50,058	)	$	(665,065	)

271

Notes to Financial Statements (Continued)

	Year Ended September 30, 2022						Year Ended September 30, 2021
	Shares			Amount			Shares			Amount
Small Cap Value Equity Fund Class R3
Sold		22,511		$	225,025			21,846		$	274,446
Issued as reinvestment of dividends		18,019			177,490			2,414			26,075
Redeemed		(19,924	)		(191,725	)		(57,525	)		(679,901	)
Net increase (decrease)		20,606		$	210,790			(33,265	)	$	(379,380	)
Small Company Value Fund Class I
Sold		2,118,392		$	24,273,570			4,737,139		$	55,347,151
Issued as reinvestment of dividends		2,185,835			24,481,352			85,053			812,256
Redeemed		(3,510,738	)		(39,082,053	)		(2,348,073	)		(26,270,613	)
Net increase (decrease)		793,489		$	9,672,869			2,474,119		$	29,888,794
Small Company Value Fund Class R5
Sold		588,489		$	6,674,727			2,238,221		$	24,968,017
Issued as reinvestment of dividends		774,949			8,756,926			39,529			380,666
Redeemed		(2,546,690	)		(27,751,474	)		(3,598,862	)		(37,381,946	)
Net increase (decrease)		(1,183,252	)	$	(12,319,821	)		(1,321,112	)	$	(12,033,263	)
Small Company Value Fund Service Class
Sold		146,974		$	1,680,344			317,513		$	3,700,087
Issued as reinvestment of dividends		111,423			1,250,165			3,323			31,805
Redeemed		(135,183	)		(1,466,448	)		(213,621	)		(2,435,431	)
Net increase (decrease)		123,214		$	1,464,061			107,215		$	1,296,461
Small Company Value Fund Administrative Class
Sold		98,759		$	1,121,612			319,890		$	3,595,272
Issued as reinvestment of dividends		192,067			2,095,447			9,514			88,859
Redeemed		(401,496	)		(4,327,674	)		(933,127	)		(10,609,361	)
Net increase (decrease)		(110,670	)	$	(1,110,615	)		(603,723	)	$	(6,925,230	)
Small Company Value Fund Class R4
Sold		7,196		$	73,173			73,265		$	751,995
Issued as reinvestment of dividends		9,904			100,625			673			5,920
Redeemed		(5,716	)		(56,710	)		(137,064	)		(1,569,338	)
Net increase (decrease)		11,384		$	117,088			(63,126	)	$	(811,423	)
Small Company Value Fund Class A
Sold		198,112		$	2,088,446			299,765		$	3,244,014
Issued as reinvestment of dividends		191,789			1,983,094			3,577			31,978
Redeemed		(283,124	)		(2,887,883	)		(691,731	)		(7,464,426	)
Net increase (decrease)		106,777		$	1,183,657			(388,389	)	$	(4,188,434	)
Small Company Value Fund Class R3
Sold		16,157		$	149,603			16,202		$	161,460
Issued as reinvestment of dividends		6,198			57,144			—			—
Redeemed		(10,084	)		(91,923	)		(7,013	)		(70,513	)
Net increase (decrease)		12,271		$	114,824			9,189		$	90,947
Mid Cap Growth Fund Class I
Sold		20,610,345		$	476,359,783			21,183,859		$	619,721,055
Issued as reinvestment of dividends		46,250,992			1,175,700,217			13,500,310			369,233,487
Redeemed		(69,265,310	)		(1,657,390,556	)		(68,670,135	)		(2,039,813,584	)
Net increase (decrease)		(2,403,973	)	$	(5,330,556	)		(33,985,966	)	$	(1,050,859,042	)
Mid Cap Growth Fund Class R5
Sold		8,992,426		$	210,964,292			8,395,381		$	240,160,574
Issued as reinvestment of dividends		11,851,698			296,055,421			3,401,006			91,793,143
Redeemed		(29,181,230	)		(709,337,786	)		(16,010,155	)		(465,598,430	)
Net increase (decrease)		(8,337,106	)	$	(202,318,073	)		(4,213,768	)	$	(133,644,713	)

272

Notes to Financial Statements (Continued)

	Year Ended September 30, 2022						Year Ended September 30, 2021
	Shares			Amount			Shares			Amount
Mid Cap Growth Fund Service Class
Sold		714,735		$	16,317,851			1,066,469		$	29,688,014
Issued as reinvestment of dividends		2,525,623			60,589,689			803,095			21,000,941
Redeemed		(5,095,676	)		(118,540,039	)		(4,669,869	)		(130,586,243	)
Net increase (decrease)		(1,855,318	)	$	(41,632,499	)		(2,800,305	)	$	(79,897,288	)
Mid Cap Growth Fund Administrative Class
Sold		441,681		$	8,788,650			869,031		$	23,069,316
Issued as reinvestment of dividends		2,158,971			48,166,646			677,781			16,747,973
Redeemed		(2,971,122	)		(64,274,048	)		(4,042,762	)		(107,237,852	)
Net increase (decrease)		(370,470	)	$	(7,318,752	)		(2,495,950	)	$	(67,420,563	)
Mid Cap Growth Fund Class R4
Sold		615,731		$	11,433,813			1,821,605		$	43,245,580
Issued as reinvestment of dividends		1,343,771			26,566,357			557,533			12,555,638
Redeemed		(3,875,215	)		(83,705,841	)		(4,612,065	)		(112,673,861	)
Net increase (decrease)		(1,915,713	)	$	(45,705,671	)		(2,232,927	)	$	(56,872,643	)
Mid Cap Growth Fund Class A
Sold		229,031		$	4,280,448			588,035		$	13,908,258
Issued as reinvestment of dividends		1,836,269			35,770,513			630,794			14,060,392
Redeemed		(2,458,058	)		(47,889,370	)		(3,959,939	)		(95,492,021	)
Net increase (decrease)		(392,758	)	$	(7,838,409	)		(2,741,110	)	$	(67,523,371	)
Mid Cap Growth Fund Class R3
Sold		268,929		$	4,468,724			393,431		$	8,615,707
Issued as reinvestment of dividends		466,005			7,898,792			120,591			2,425,094
Redeemed		(552,097	)		(9,249,914	)		(746,836	)		(16,376,977	)
Net increase (decrease)		182,837		$	3,117,602			(232,814	)	$	(5,336,176	)
Small Cap Growth Equity Fund Class I
Sold		8,410,974		$	128,433,942			7,016,670		$	144,369,320
Issued as reinvestment of dividends		6,689,062			106,891,206			1,541,584			29,012,613
Redeemed		(7,633,386	)		(112,135,241	)		(6,121,222	)		(124,881,393	)
Net increase (decrease)		7,466,650		$	123,189,907			2,437,032		$	48,500,540
Small Cap Growth Equity Fund Class R5
Sold		1,375,497		$	18,571,896			1,671,272		$	32,751,480
Issued as reinvestment of dividends		2,133,325			33,194,542			629,588			11,622,191
Redeemed		(3,555,151	)		(53,158,153	)		(2,999,349	)		(58,807,712	)
Net increase (decrease)		(46,329	)	$	(1,391,715	)		(698,489	)	$	(14,434,041	)
Small Cap Growth Equity Fund Service Class
Sold		157,740		$	2,016,421			293,630		$	5,450,566
Issued as reinvestment of dividends		542,363			7,598,507			169,568			2,891,135
Redeemed		(907,393	)		(13,450,707	)		(677,279	)		(12,484,416	)
Net increase (decrease)		(207,290	)	$	(3,835,779	)		(214,081	)	$	(4,142,715	)
Small Cap Growth Equity Fund Administrative Class
Sold		146,697		$	1,698,408			203,401		$	3,468,903
Issued as reinvestment of dividends		606,248			7,499,285			175,761			2,733,082
Redeemed		(487,977	)		(5,701,747	)		(763,539	)		(12,729,401	)
Net increase (decrease)		264,968		$	3,495,946			(384,377	)	$	(6,527,416	)
Small Cap Growth Equity Fund Class R4
Sold		269,555		$	2,345,814			241,546		$	3,516,902
Issued as reinvestment of dividends		532,192			5,183,552			123,958			1,628,809
Redeemed		(350,548	)		(3,268,106	)		(499,572	)		(6,898,395	)
Net increase (decrease)		451,199		$	4,261,260			(134,068	)	$	(1,752,684	)

273

Notes to Financial Statements (Continued)

	Year Ended September 30, 2022						Year Ended September 30, 2021
	Shares			Amount			Shares			Amount
Small Cap Growth Equity Fund Class A
Sold		135,438		$	1,176,763			504,453		$	6,982,978
Issued as reinvestment of dividends		976,336			9,343,532			322,918			4,197,930
Redeemed		(695,452	)		(6,699,463	)		(1,587,189	)		(22,495,130	)
Net increase (decrease)		416,322		$	3,820,832			(759,818	)	$	(11,314,222	)
Small Cap Growth Equity Fund Class R3
Sold		103,693		$	748,306			134,796		$	1,555,386
Issued as reinvestment of dividends		275,707			1,924,436			54,866			582,672
Redeemed		(134,122	)		(857,421	)		(180,997	)		(2,091,227	)
Net increase (decrease)		245,278		$	1,815,321			8,665		$	46,831
Overseas Fund Class I
Sold		9,543,684		$	84,880,892			9,326,183		$	89,997,203
Issued as reinvestment of dividends		3,877,276			36,679,034			1,033,783			9,459,111
Redeemed		(17,598,167	)		(154,046,481	)		(19,054,553	)		(189,333,308	)
Net increase (decrease)		(4,177,207	)	$	(32,486,555	)		(8,694,587	)	$	(89,876,994	)
Overseas Fund Class R5
Sold		2,624,329		$	22,012,321			2,048,201		$	19,758,875
Issued as reinvestment of dividends		1,528,040			14,531,662			353,544			3,249,074
Redeemed		(7,259,037	)		(65,077,294	)		(3,483,345	)		(34,118,149	)
Net increase (decrease)		(3,106,668	)	$	(28,533,311	)		(1,081,600	)	$	(11,110,200	)
Overseas Fund Service Class
Sold		661,295		$	6,299,812			412,087		$	3,976,372
Issued as reinvestment of dividends		456,597			4,314,842			101,106			923,098
Redeemed		(1,168,642	)		(10,309,219	)		(798,474	)		(7,827,090	)
Net increase (decrease)		(50,750	)	$	305,435			(285,281	)	$	(2,927,620	)
Overseas Fund Administrative Class
Sold		155,540		$	1,373,856			382,828		$	3,680,866
Issued as reinvestment of dividends		191,576			1,831,463			45,617			421,047
Redeemed		(324,641	)		(3,045,963	)		(866,637	)		(8,320,923	)
Net increase (decrease)		22,475		$	159,356			(438,192	)	$	(4,219,010	)
Overseas Fund Class R4
Sold		494,669		$	4,073,590			721,382		$	6,841,308
Issued as reinvestment of dividends		221,488			2,008,900			44,888			395,010
Redeemed		(419,701	)		(3,489,896	)		(973,710	)		(9,110,679	)
Net increase (decrease)		296,456		$	2,592,594			(207,440	)	$	(1,874,361	)
Overseas Fund Class A
Sold		223,843		$	1,944,155			264,898		$	2,542,503
Issued as reinvestment of dividends		217,687			2,031,016			70,638			637,155
Redeemed		(980,502	)		(8,700,686	)		(1,819,906	)		(17,789,568	)
Net increase (decrease)		(538,972	)	$	(4,725,515	)		(1,484,370	)	$	(14,609,910	)
Overseas Fund Class R3
Sold		104,735		$	893,761			205,906		$	2,014,268
Issued as reinvestment of dividends		67,894			623,942			14,811			131,963
Redeemed		(278,087	)		(2,243,819	)		(297,944	)		(2,881,102	)
Net increase (decrease)		(105,458	)	$	(726,116	)		(77,227	)	$	(734,871	)

274

Notes to Financial Statements (Continued)

	Year Ended September 30, 2022						Year Ended September 30, 2021
	Shares			Amount			Shares			Amount
MM Select T. Rowe Price International Equity Fund Class I
Sold		28,306,280		$	303,954,011			26,565,354		$	299,651,877
Issued as reinvestment of dividends		6,457,531			71,743,166			2,226,021			23,974,243
Redeemed		(28,231,952	)		(290,686,208	)		(21,745,375	)		(246,370,514	)
Net increase (decrease)		6,531,859		$	85,010,969			7,046,000		$	77,255,606

Unless waived, purchases of Class A shares are subject to a front-end sales charge of up to 5.50% of the amount purchased. A portion of the front-end sales charge may be retained by the Distributor. The Distributor retained the following amounts during the year ended September 30, 2022:

	Front-End Sales Charges Retained by Distributor
Diversified Value Fund	$	730
Fundamental Value Fund		730
S&P 500 Index Fund		72
Equity Opportunities Fund		948
Blue Chip Growth Fund		2,541
Mid Cap Growth Fund		353
Small Cap Growth Equity Fund		204

Unless waived, redemptions of Class A shares made within 18 months of purchase from initial investments of $1 million or more are subject to a contingent deferred sales charge of 1.00% of the amount redeemed. The Distributor receives all contingent deferred sales charges. For the year ended September 30, 2022, no amounts have been retained by the Distributor.

With respect to Class A shares, the Distributor may pay an up-front concession to financial intermediaries through which sales are made as described in the Funds’ Prospectus.

6. Federal Income Tax Information

At September 30, 2022, the aggregate cost of investments and the unrealized appreciation (depreciation) in the value of all investments owned by the Fund(s), as computed on a federal income tax basis, were as follows:

	Federal Income Tax Cost		Tax Basis Unrealized Appreciation		Tax Basis Unrealized (Depreciation)			Net Unrealized Appreciation (Depreciation)
Total Return Bond Fund	$	970,946,424	$	1,863,766	$	(89,555,119	)	$	(87,691,353	)
Strategic Bond Fund		451,301,290		679,020		(50,706,701	)		(50,027,681	)
Diversified Value Fund		271,912,452		27,635,543		(20,682,302	)		6,953,241
Fundamental Value Fund		409,875,190		54,996,296		(36,542,966	)		18,453,330
S&P 500 Index Fund		1,488,200,396		852,981,927		(98,554,529	)		754,427,398
Equity Opportunities Fund		538,148,395		65,007,630		(46,570,292	)		18,437,338
Fundamental Growth Fund		33,079,588		948,526		(7,960,945	)		(7,012,419	)
Blue Chip Growth Fund		2,133,505,318		748,563,713		(347,992,607	)		400,571,106
Growth Opportunities Fund		290,036,620		22,499,516		(70,567,711	)		(48,068,195	)
Mid Cap Value Fund		116,860,661		3,304,863		(18,754,519	)		(15,449,656	)

275

Notes to Financial Statements (Continued)

	Federal Income Tax Cost		Tax Basis Unrealized Appreciation		Tax Basis Unrealized (Depreciation)			Net Unrealized Appreciation (Depreciation)
Small Cap Value Equity Fund	$	52,261,678	$	4,900,208	$	(6,967,496	)	$	(2,067,288	)
Small Company Value Fund		227,350,773		10,928,876		(39,102,855	)		(28,173,979	)
Mid Cap Growth Fund		5,055,056,521		727,201,932		(628,067,180	)		99,134,752
Small Cap Growth Equity Fund		565,112,495		41,590,494		(74,635,968	)		(33,045,474	)
Overseas Fund		470,913,216		25,386,377		(99,533,882	)		(74,147,505	)
MM Select T. Rowe Price International Equity Fund		1,565,674,800		56,714,241		(323,048,985	)		(266,334,744	)

Net capital loss carryforwards may be applied against any net realized taxable gains in succeeding years, subject to the carryforward period limitations, where applicable. Capital losses may be carried forward indefinitely, and retain the character of the original loss.

At September 30, 2022, the following Fund had accumulated capital loss carryforwards:

		Short Term Capital Loss Carryforward				Long Term Capital Loss Carryforward
Total Return Bond Fund		$	36,914,682			$	21,099,505

The following Fund(s) elected to defer to the fiscal year beginning October 1, 2022, post-October capital losses:

	Post-October Loss
Strategic Bond Fund	$	36,444,508
Fundamental Growth Fund		558,057
Small Cap Growth Equity Fund		25,213,098
MM Select T. Rowe Price International Equity Fund		9,477,776

The following Fund(s) elected to defer to the fiscal year beginning October 1, 2022, late year ordinary losses:

	Amount
Fundamental Growth Fund	$	239,500
Blue Chip Growth Fund		4,335,079
Growth Opportunities Fund		1,463,203
Mid Cap Growth Fund		9,137,771
Small Cap Growth Equity Fund		705,925

Generally accepted accounting principles in the United States of America require that only distributions in excess of tax basis earnings and profits be reported in the financial statements as a return of capital.

276

Notes to Financial Statements (Continued)

The tax character of distributions (including capital gain dividends, if any, designated pursuant to Section 852 of the Code) paid during the year ended September 30, 2022, was as follows:

	Ordinary Income		Long Term Capital Gain
Total Return Bond Fund	$	15,520,015	$	—
Strategic Bond Fund		24,543,559		7,957,173
Diversified Value Fund		19,350,206		26,910,458
Fundamental Value Fund		9,848,859		60,529,572
S&P 500 Index Fund		42,035,877		391,268,490
Equity Opportunities Fund		13,075,519		77,702,653
Fundamental Growth Fund		9,232,807		6,564,990
Blue Chip Growth Fund		37,765,672		744,221,034
Growth Opportunities Fund		9,742,882		104,924,613
Mid Cap Value Fund		17,733,220		10,183,811
Small Cap Value Equity Fund		3,627,991		11,134,784
Small Company Value Fund		16,833,062		21,904,259
Mid Cap Growth Fund		203,027,887		1,463,208,822
Small Cap Growth Equity Fund		42,925,417		128,763,424
Overseas Fund		14,112,279		47,917,157
MM Select T. Rowe Price International Equity Fund		54,455,017		17,288,149

The tax character of distributions (including capital gain dividends, if any, designated pursuant to Section 852 of the Code) paid during the year ended September 30, 2021, was as follows:

	Ordinary Income		Long Term Capital Gain
Total Return Bond Fund	$	51,593,361	$	—
Strategic Bond Fund		21,393,604		18,264,739
Diversified Value Fund		7,632,765		—
Fundamental Value Fund		9,207,746		—
S&P 500 Index Fund		59,183,283		419,938,253
Equity Opportunities Fund		13,151,452		38,674,722
Fundamental Growth Fund		14,953,658		17,591,165
Blue Chip Growth Fund		—		203,562,156
Growth Opportunities Fund		4,069,271		93,406,690
Mid Cap Value Fund		1,604,431		—
Small Cap Value Equity Fund		26,515		2,606,300
Small Company Value Fund		1,351,801		—
Mid Cap Growth Fund		14,252,104		521,343,693
Small Cap Growth Equity Fund		6,970,464		45,698,594
Overseas Fund		5,244,641		9,972,004
MM Select T. Rowe Price International Equity Fund		23,974,243		—

277

Notes to Financial Statements (Continued)

The following Fund(s) have elected to pass through the foreign tax credit for the year ended September 30, 2022:

	Amount
Overseas Fund	$	1,601,994
MM Select T. Rowe Price International Equity Fund		4,040,098

Capital accounts within the financial statements are periodically adjusted for permanent differences between book and tax accounting. These adjustments have no impact on net assets or the results of operations. Temporary book and tax accounting differences will reverse in subsequent periods. At September 30, 2022, temporary book and tax accounting differences were primarily attributable to the deferral of wash sale losses, deferred Trustee compensation, and other temporary basis adjustments.

At September 30, 2022, the components of distributable earnings on a tax basis were as follows:

	Undistributed Ordinary Income		Undistributed Long Term Capital Gain (Capital Loss Carryover)			Other Temporary Differences			Unrealized Appreciation (Depreciation)			Total
Total Return Bond Fund	$	14,501,233	$	(58,014,187	)	$	(125,130	)	$	(87,693,551	)	$	(131,331,635	)
Strategic Bond Fund		1,435,360		—			(36,481,768	)		(50,079,449	)		(85,125,857	)
Diversified Value Fund		4,179,651		29,205,957			(108,809	)		6,956,897			40,233,696
Fundamental Value Fund		6,504,986		63,123,610			(143,977	)		18,432,551			87,917,170
S&P 500 Index Fund		22,700,764		537,331,780			(337,549	)		754,427,398			1,314,122,393
Equity Opportunities Fund		5,584,722		82,705,656			(89,494	)		18,435,689			106,636,573
Fundamental Growth Fund		—		—			(809,726	)		(7,012,419	)		(7,822,145	)
Blue Chip Growth Fund		—		269,621,836			(4,511,245	)		400,571,106			665,681,697
Growth Opportunities Fund		—		28,020,548			(1,540,622	)		(48,068,269	)		(21,588,343	)
Mid Cap Value Fund		3,121,076		5,229,263			(15,104	)		(15,449,887	)		(7,114,652	)
Small Cap Value Equity Fund		704,792		6,898,738			(15,977	)		(2,067,263	)		5,520,290
Small Company Value Fund		3,967,197		22,509,754			(51,049	)		(28,173,979	)		(1,748,077	)
Mid Cap Growth Fund		—		711,603,693			(9,500,286	)		99,134,752			801,238,159
Small Cap Growth Equity Fund		—		—			(26,000,678	)		(33,045,475	)		(59,046,153	)
Overseas Fund		8,986,988		31,806,250			(79,818	)		(74,559,341	)		(33,845,921	)
MM Select T. Rowe Price International Equity Fund		35,803,184		—			(9,501,032	)		(266,893,702	)		(240,591,550	)

During the year ended September 30, 2022, the following amounts were reclassified due to permanent differences between book and tax accounting:

	Paid-in Capital		Accumulated Net Realized Gain (Loss) on Investments			Undistributed Net Investment Income (Loss)
Total Return Bond Fund	$	—	$	(1,455,179	)	$	1,455,179
Strategic Bond Fund		—		3,775,714			(3,775,714	)
Diversified Value Fund		—		900,902			(900,902	)
Fundamental Value Fund		—		118,323			(118,323	)
S&P 500 Index Fund		—		1,401,288			(1,401,288	)
Equity Opportunities Fund		—		84,317			(84,317	)

278

Notes to Financial Statements (Continued)

	Paid-in Capital			Accumulated Net Realized Gain (Loss) on Investments			Undistributed Net Investment Income (Loss)
Fundamental Growth Fund	$	(170,180	)	$	47,706		$	122,474
Blue Chip Growth Fund		(3,881,397	)		1,240			3,880,157
Growth Opportunities Fund		(866,828	)		60			866,768
Mid Cap Value Fund		(39,130	)		(422,186	)		461,316
Small Cap Value Equity Fund		—			(13,020	)		13,020
Small Company Value Fund		(18	)		542,600			(542,582	)
Mid Cap Growth Fund		(7,732,929	)		33,690			7,699,239
Small Cap Growth Equity Fund		(4,185,933	)		3,576,594			609,339
Overseas Fund		—			(279,790	)		279,790
MM Select T. Rowe Price International Equity Fund		—			1,157,052			(1,157,052	)

The Funds did not have any unrecognized tax benefits at September 30, 2022, nor were there any increases or decreases in unrecognized tax benefits for the year then ended. The Funds recognize interest and penalties, if any, related to unrecognized tax benefits as an income tax expense in the Statements of Operations. During the year ended September 30, 2022, the Funds did not incur any such interest or penalties. The Funds are subject to examination by U.S. federal and state tax authorities for returns filed for the prior three fiscal years. Foreign taxes are provided for based on the Funds’ understanding of the tax rules and rates that exist in the foreign markets in which they invest.

7. Indemnifications

Under the Funds’ organizational documents, current and former Trustees and Officers are provided with specified rights to indemnification against liabilities arising in connection with the performance of their duties to the Funds, and shareholders are indemnified against personal liability for obligations of the Funds. In the normal course of business, the Funds may also enter into contracts that provide general indemnifications. The Funds’ maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Funds. The risk of material loss from such claims is considered remote.

8. New Accounting Pronouncements

In January 2021, FASB issued Accounting Standards Update 2021-01 — Reference Rate Reform (Topic 848) — Scope (“ASU 2021-01”) as an update to Accounting Standards Update 2020-04 — Reference Rate Reform (Topic 848) — Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“ASU 2020-04”) in order to make certain clarifications. ASU 2020-04 and ASU 2021-01 provide optional temporary financial reporting relief from the effect of certain types of contract modifications due to the planned discontinuation of the London Interbank Offered Rate (“LIBOR”) and other interbank-offered based reference rates. The temporary relief provided by ASU 2020-04 and ASU 2021-01 is effective for certain reference rate-related contract modifications that occur during the period March 12, 2020 through December 31, 2022. Management does not believe the impact of adopting ASU 2020-04 and ASU 2021-01 will have a material impact on the financial statements.

In June 2022, FASB issued Accounting Standards Update 2022-03 — Fair Value Measurement (Topic 820) — Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions (“ASU 2022-03”). ASU 2022-03 clarifies the guidance in Topic 820 to indicate that a contractual sale restriction should not be considered in the fair value of an equity security subject to such a restriction, and requires entities with investments in equity securities subject to contractual sale restrictions to disclose certain qualitative and quantitative information about such securities. ASU 2022-03 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2023, and allows for early adoption. ASU 2022-03 will only be applicable to an equity security in which the contractual arrangement that restricts its sale is executed or modified on or after the adoption date. Management is currently evaluating the impact of applying this update.

279

Notes to Financial Statements (Continued)

9. Coronavirus (COVID-19) Pandemic

The global pandemic outbreak of the novel coronavirus known as COVID-19 and efforts to contain its spread have produced, and will likely continue to produce, substantial market volatility, severe market dislocations and liquidity constraints in many markets, exchange trading suspensions and closures, higher default rates, and global business disruption, and they may result in future significant adverse effects, such as declines in global financial markets and a substantial economic downturn or recession throughout the world. Such factors may have a significant adverse effect on a Fund’s performance and have the potential to impair the ability of a Fund’s investment adviser, subadviser, or other service providers to serve the Fund and could lead to disruptions that negatively impact the Fund.

10. Russia-Ukraine War

In February 2022, Russia commenced a large-scale military attack on Ukraine. The outbreak of hostilities between the two countries could result in more widespread conflict and could have a severe adverse effect on the regional and the global financial markets and economies. One or more of the Funds hold positions in securities or other instruments that are economically tied to Russia. Investments in Russia are subject to political, economic, legal, market, and currency risks, as well as the risks related to the economic sanctions on Russia, Russian individuals, and Russian corporate and banking entities imposed by the United States and/or other countries. Such sanctions — which affect companies in many sectors, including energy, financial services, and defense, among others — could adversely affect the global energy and financial markets and, thus, could affect the value of a Fund’s investments, even beyond any direct exposure the Fund may have to Russian issuers or the adjoining geographic regions. Such sanctions may also result in a decline in the value and liquidity of Russian securities and a weakening of the ruble, and will impair a Fund’s ability to buy, sell, receive, or deliver Russian securities. In addition, certain transactions have been or may be prohibited and/or existing investments have or may become illiquid (e.g., because transacting in certain existing investments is prohibited), which could cause a Fund to sell other portfolio holdings at a disadvantageous time or price in order to meet shareholder redemptions.

280

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of MassMutual Select Funds and Shareholders of MassMutual Total Return Bond Fund, MassMutual Strategic Bond Fund, MassMutual Diversified Value Fund, MassMutual Fundamental Value Fund, MM S&P 500^® Index Fund, MassMutual Equity Opportunities Fund, MassMutual Fundamental Growth Fund, MassMutual Blue Chip Growth Fund, MassMutual Growth Opportunities Fund, MassMutual Mid Cap Value Fund, MassMutual Small Cap Value Equity Fund, MassMutual Small Company Value Fund, MassMutual Mid Cap Growth Fund, MassMutual Small Cap Growth Equity Fund, MassMutual Overseas Fund, and MassMutual Select T. Rowe Price International Equity Fund (collectively, the “Funds”):

Opinion on the Financial Statements and Financial Highlights

We have audited the accompanying statements of assets and liabilities of the Funds, including the portfolios of investments as of September 30, 2022, the related statements of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended (except for the MassMutual Select T. Rowe Price International Equity Fund’s financial highlights which are for each of the four years in the period then ended and the period February 9, 2018 (commencement of operations) to September 30, 2018), and the related notes.

In our opinion, the financial statements and financial highlights present fairly, in all material respects, the financial position of the Funds, as of September 30, 2022, and the results of their operations for the year then ended, the changes in their net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended (except for the MassMutual Select T. Rowe Price International Equity Fund’s financial highlights which are for each of the four years in the period then ended and the period February 9, 2018 (commencement of operations) to September 30, 2018), in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements and financial highlights are the responsibility of the Funds’ management. Our responsibility is to express an opinion on the Funds’ financial statements and financial highlights based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Funds in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. 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, whether due to error or fraud. The Funds are not required to have, nor were we engaged to perform, an audit of their internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Funds’ internal control over financial reporting. Accordingly, we express no such opinion.

281

Report of Independent Registered Public Accounting Firm (Continued)

the overall presentation of the financial statements and financial highlights. Our procedures included confirmation of securities owned as of September 30, 2022, by correspondence with the custodian, brokers and agent banks; when replies were not received from brokers or agent banks, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

/s/ Deloitte & Touche LLP

Boston, Massachusetts
November 28, 2022

We have served as the auditor of one or more MassMutual investment companies since 1995.

282

Trustees and Principal Officers (Unaudited)

The following table lists the Trust’s Trustees and Principal Officers; their address and year of birth; their position with the Trust; the length of time holding that position with the Trust; their principal occupation(s) during at least the past five years; the number of portfolios in the fund complex they oversee; and other directorships they hold in companies subject to registration or reporting requirements of the Securities Exchange Act of 1934 (generally called “public companies”) or in registered investment companies. The Trust’s Statement of Additional Information includes additional information about the Trust’s Trustees and is available, without charge, upon request by calling 1-888-309-3539 or by writing MassMutual Funds, c/o Massachusetts Mutual Life Insurance Company, 1295 State Street, Springfield, Massachusetts 01111-0001, Attention: Investment Management Solutions.

Independent Trustees

Name, Address*, and Year of Birth	Position(s) Held with Trust	Term of Office** and Length of Time Served	Principal Occupation(s) During Past 5 Years	Number of Portfolios in Fund Complex Overseen by Trustee	Other Directorships Held by Trustee
Allan W. Blair Year of birth: 1948	Trustee	Since 2003	Retired.	108	Trustee (since 2012), MassMutual Premier Funds (open-end investment company); Trustee (since 2021), MassMutual Advantage Funds (open-end investment company); Trustee (since 2003), MML Series Investment Fund (open-end investment company); Trustee (since 2012), MML Series Investment Fund II (open-end investment company).
Nabil N. El-Hage Year of birth: 1958	Trustee	Since 2012	Founder and CEO (since 2018), AEE International LLC (a Puerto Rico LLC); Founder and sole member (2016-2018), PR Academy of Executive Education LLC (a Puerto Rico LLC).	108	Trustee (since 2003), Chairman (2006-2012), MassMutual Premier Funds (open-end investment company); Trustee (since 2021), MassMutual Advantage Funds (open-end investment company); Trustee (since 2012), MML Series Investment Fund (open-end investment company); Trustee (since 2005), Chairman (2006-2012), MML Series Investment Fund II (open-end investment company).
Maria D. Furman Year of birth: 1954	Trustee	Since 2012	Retired.	108	Trustee (since 2004), MassMutual Premier Funds (open-end investment company); Trustee (since 2021), MassMutual Advantage Funds (open-end investment company); Trustee (since 2012), MML Series Investment Fund (open-end investment company); Trustee (since 2005), MML Series Investment Fund II (open-end investment company).
R. Bradford Malt Year of birth: 1954	Trustee	Since 2022	Chairman (2004-2019), Management Committee (1993-2019), Partner (1987-2019), Associate (1979-1987), Ropes & Gray LLP (counsel to the Trust and MassMutual).	108	Trustee (since 2022), MassMutual Premier Funds (open-end investment company); Trustee (since 2022), MassMutual Advantage Funds (open-end investment company); Trustee (since 2022), MML Series Investment Fund (open-end investment company); Trustee (since 2022), MML Series Investment Fund II (open-end investment company).

283

Trustees and Principal Officers (Unaudited) (Continued)

Name, Address*, and Year of Birth	Position(s) Held with Trust	Term of Office** and Length of Time Served	Principal Occupation(s) During Past 5 Years	Number of Portfolios in Fund Complex Overseen by Trustee	Other Directorships Held by Trustee
C. Ann Merrifield Year of birth: 1951	Trustee	Since 2012	Retired.	108	Director (since 2020), Lead Director (2020-2022), Chairperson (since 2020) of the Nominating and Governance Committee, Member (since 2020) and Chairperson (2020-2022) of the Compensation Committee, and Member (2020-2022) of the Audit Committee, Lyra Therapeutics (a clinical-stage specialty pharmaceutical company); Chairperson (since 2017), Director (since 2014), InVivo Therapeutics (research and clinical-stage biomaterials and biotechnology company); Trustee (since 2004), MassMutual Premier Funds (open-end investment company); Trustee (since 2021), MassMutual Advantage Funds (open-end investment company); Trustee (since 2012), MML Series Investment Fund (open-end investment company); Trustee (since 2005), MML Series Investment Fund II (open-end investment company).
Cynthia R. Plouché Year of birth: 1957	Trustee	Since 2022	Retired; Assessor (2014-2018), Moraine Township (property assessment).	108	Trustee (since 2014), Northern Trust Funds (open-end investment companies); Trustee (since 2022), MassMutual Premier Funds (open-end investment company); Trustee (since 2022), MassMutual Advantage Funds (open-end investment company); Trustee (since 2022), MML Series Investment Fund (open-end investment company); Trustee (since 2022), MML Series Investment Fund II (open-end investment company).
Jason J. Price Year of birth: 1973	Trustee	Since 2022	Co-Founder and Chairman of the Board (2017-2021), NXTHVN (arts organization); Principal (2012-2017), Exaltare Capital Partners, LLC (private equity firm).	108	Trustee (since 2022), MassMutual Premier Funds (open-end investment company); Trustee (since 2022), MassMutual Advantage Funds (open-end investment company); Trustee (since 2022), MML Series Investment Fund (open-end investment company); Trustee (since 2022), MML Series Investment Fund II (open-end investment company).
Susan B. Sweeney Year of birth: 1952	Chairperson Trustee	Since 2022 Since 2009	Retired.	110^	Trustee (since 2012), Barings Corporate Investors (closed-end investment company); Trustee (since 2012), Barings Participation Investors (closed-end investment company); Chairperson (since 2022), Trustee (since 2012), MassMutual Premier Funds (open-end investment company); Chairperson (since 2022), Trustee (since 2021), MassMutual Advantage Funds (open-end investment company); Chairperson (since 2022), Trustee (since 2009), MML Series Investment Fund (open-end investment company); Chairperson (since 2022), Trustee (since 2012), MML Series Investment Fund II (open-end investment company).

284

Trustees and Principal Officers (Unaudited) (Continued)

Interested Trustees

Name, Address*, and Year of Birth

Position(s)
Held with
Trust

Term of
Office** and
Length of
Time Served

Principal Occupation(s)
During Past 5 Years

Number of
Portfolios in
Fund Complex
Overseen by Trustee

Other Directorships
Held by Trustee

Michael R. Fanning^^ Year of birth: 1963

Trustee

Since

2021

Head of MassMutual U.S. (since 2016), Executive Vice President (2016-2018), Member of MassMutual’s Executive Leadership Team (since 2008), MassMutual.

108

Director (since 2016), MML Advisers; Trustee (since 2021), MassMutual Premier Funds (open-end investment company); Trustee (since 2021), MassMutual Advantage Funds (open-end investment company); Trustee (since 2021), MML Series Investment Fund (open-end investment company); Trustee (since 2021), MML Series Investment Fund II (open-end investment company).

Clifford M, Noreen^^^
Year of birth: 1957

Trustee

Since

2021

Head of Global Investment Strategy (since 2019), Deputy Chief Investment Officer and Managing Director (2016-2018), MassMutual; President (2008-2016), Vice Chairman (2007-2008), Member of the Board of Managers (2006-2016), Managing Director (2000-2016), Barings LLC.

110^

Chairman (since 2009), Trustee (since 2005), President (2005-2009), CI Subsidiary Trust and PI Subsidiary Trust; Chairman and Trustee (since 2009), President (2005-2009), Vice President (1993-2005), Barings Corporate Investors (closed-end investment company); Chairman and Trustee (since 2009), President (2005-2009), Vice President (1993-2005), Barings Participation Investors (closed-end investment company); Trustee (since 2021), MassMutual Premier Funds (open-end investment company); Trustee (since 2021), MassMutual Advantage Funds (open-end investment company); Trustee (since 2021), MML Series Investment Fund (open-end investment company); Trustee (since 2021), MML Series Investment Fund II (open-end investment company).

Principal Officers

Name, Address*, and Year of Birth

Position(s)
Held with
Trust

Term of
Office# and
Length of
Time Served

Principal Occupation(s)
During Past 5 Years

Number of
Portfolios in
Fund Complex
Overseen by Officer

Andrea Anastasio

Year of birth: 1974

Vice President

Since

2021

Vice President (since 2021), MML Advisers; Head of Investment Management Solutions (since 2021), MassMutual; Head of Investment Strategy and Research, North America (2019-2021), Head of Investment Product Management (2016- 2019), State Street Global Advisors; Vice President (since 2021), MassMutual Premier Funds (open-end investment company); Vice President (since 2021), MassMutual Advantage Funds (open-end investment company); Vice President (since 2021), MML Series Investment Fund (open-end investment company); Vice President (since 2021), MML Series Investment Fund II (open-end investment company).

108

285

Trustees and Principal Officers (Unaudited) (Continued)

*Name, Address, and Year of Birth**	Position(s) Held with Trust	Term of Office# and Length of Time Served	Principal Occupation(s) During Past 5 Years	Number of Portfolios in Fund Complex Overseen by Officer
Andrew M. Goldberg Year of birth: 1966	Vice President, Secretary, and Chief Legal Officer Assistant Secretary	Since 2008 2001- 2008	Lead Counsel, Investment Adviser & Mutual Funds (since 2018), Assistant Vice President and Counsel (2004-2018), MassMutual; Secretary (since 2015), Assistant Secretary (2013-2015), MML Advisers; Vice President, Secretary (formerly known as “Clerk”), and Chief Legal Officer (since 2008), Assistant Clerk (2004-2008), MassMutual Premier Funds (open-end investment company); Vice President, Secretary, and Chief Legal Officer (since 2021), MassMutual Advantage Funds (open-end investment company); Vice President, Secretary, and Chief Legal Officer (since 2008), Assistant Secretary (2001-2008), MML Series Investment Fund (open-end investment company); Vice President, Secretary (formerly known as “Clerk”), and Chief Legal Officer (since 2008), Assistant Clerk (2005-2008), MML Series Investment Fund II (open-end investment company).	108
Renee Hitchcock Year of birth: 1970	Chief Financial Officer and Treasurer Assistant Treasurer	Since 2016 2007- 2016	Head of Mutual Fund Administration (since 2018), Assistant Vice President (2015-2018), MassMutual; Chief Financial Officer and Treasurer (since 2016), Assistant Treasurer (2007-2016), MassMutual Premier Funds (open-end investment company); Chief Financial Officer and Treasurer (since 2021), MassMutual Advantage Funds (open-end investment company); Chief Financial Officer and Treasurer (since 2016), Assistant Treasurer (2007-2016), MML Series Investment Fund (open-end investment company); Chief Financial Officer and Treasurer (since 2016), Assistant Treasurer (2007-2016), MML Series Investment Fund II (open-end investment company).	108
Paul LaPiana Year of birth: 1969	President	Since 2021	President (since 2021), MML Advisers; Head of MassMutual U.S. Product (since 2019), Head of Field Management (2016-2019), MassMutual; President (since 2021), MassMutual Premier Funds (open-end investment company); President (since 2021), MassMutual Advantage Funds (open-end investment company); President (since 2021), MML Series Investment Fund (open-end investment company); President (since 2021), MML Series Investment Fund II (open-end investment company).	108
Jill Nareau Robert Year of birth: 1972	Vice President and Assistant Secretary Assistant Secretary	Since 2017 2008- 2017	Lead Counsel, Investment Adviser & Mutual Funds (since 2018), Assistant Vice President and Counsel (2009-2018), MassMutual; Assistant Secretary (since 2015), MML Advisers; Vice President and Assistant Secretary (since 2017), Assistant Secretary (formerly known as “Assistant Clerk”) (2008-2017), MassMutual Premier Funds (open-end investment company); Vice President and Assistant Secretary (since 2021), MassMutual Advantage Funds (open-end investment company); Vice President and Assistant Secretary (since 2017), Assistant Secretary (2008-2017), MML Series Investment Fund (open-end investment company); Vice President and Assistant Secretary (since 2017), Assistant Secretary (formerly known as “Assistant Clerk”) (2008-2017), MML Series Investment Fund II (open-end investment company).	108
Douglas Steele Year of birth: 1975	Vice President	Since 2016	Head of Product Management (since 2021), Vice President (since 2017), Head of Investment Management (2017-2021), Head of Investment Due Diligence (2016-2017), MML Advisers; Head of Product Management (since 2021), Head of Manager Research (2021), Head of Investment Management (2017-2021), Assistant Vice President (2013-2017), MassMutual; Vice President (since 2016), MassMutual Premier Funds (open-end investment company); Vice President (since 2021), MassMutual Advantage Funds (open-end investment company); Vice President (since 2016), MML Series Investment Fund (open-end investment company); Vice President (since 2016), MML Series Investment Fund II (open-end investment company).	108

286

Trustees and Principal Officers (Unaudited) (Continued)

Name, Address*,
and Year of Birth

Position(s)
Held with
Trust

Term of
Office# and
Length of
Time Served

Principal Occupation(s)
During Past 5 Years

Number of
Portfolios in
Fund Complex
Overseen by
Officer

Philip S. Wellman

Year of birth: 1964

Vice President and Chief Compliance Officer

Since

2007

Vice President and Chief Compliance Officer (since 2013), MML Advisers; Head of Mutual Funds & RIA Compliance (since 2018), Vice President, Associate General Counsel, and Chief Compliance Officer (Mutual Funds) (2014-2018), MassMutual; Vice President and Chief Compliance Officer (since 2007), MassMutual Premier Funds (open-end investment company); Vice President and Chief Compliance Officer (since 2021), MassMutual Advantage Funds (open-end investment company); Vice President and Chief Compliance Officer (since 2007), MML Series Investment Fund (open-end investment company); Vice President and Chief Compliance Officer (since 2007), MML Series Investment Fund II (open-end investment company).

108

*	The address of each Trustee and Principal Officer is the same as that for the Trust; 1295 State Street, Springfield, Massachusetts 01111-0001.

Each Trustee of the Trust serves until the next meeting of shareholders called for the purpose of electing Trustees and until the election and qualification of his or her successor or until he or she dies, resigns, or is removed. Notwithstanding the foregoing, unless the Trustees determine that it is desirable and in the best interest of the Trust that an exception to the retirement policy of the Trust be made, a Trustee shall retire and cease to serve as a Trustee upon the conclusion of the calendar year in which such Trustee attains the age of seventy-five years, however, an interested Trustee of the Trust shall no longer serve as a Trustee if or when they are no longer an employee of MassMutual or an affiliate.

The Chairperson is elected to hold such office for a term of three years or until their successor is elected and qualified to carry out the duties and responsibilities of their office, or until he or she retires, dies, resigns, is removed, or becomes disqualified, and any such Chairperson may not serve more than two consecutive terms. The Chairperson shall hold office at the pleasure of the Trustees.

^	Barings Participation Investors and Barings Corporate Investors are deemed to be a part of the Fund Complex, because they are managed by Barings LLC, an affiliate of MML Advisers.

^^	Mr. Fanning is an “Interested Person,” as that term is defined in the 1940 Act, as an employee of MassMutual.

^^^	Mr. Noreen is an “Interested Person,” as that term is defined in the 1940 Act, as an employee of MassMutual.

The President, Treasurer, and Secretary and such other officers as the Trustees may in their discretion from time to time elect are elected to hold such office until their successor is elected and qualified to carry out the duties and responsibilities of their office, or until he or she dies, resigns, is removed, or becomes disqualified. Each officer shall hold office at the pleasure of the Trustees.

287

Federal Tax Information (Unaudited)

For corporate shareholders, a portion of the ordinary dividends paid during the Fund(s)’ year ended September 30, 2022, qualified for the dividends received deduction, as follows:

	Dividends Received Deductions
Diversified Value Fund		52.49	%
Fundamental Value Fund		77.36	%
S&P 500 Index Fund		100.00	%
Equity Opportunities Fund		72.39	%
Fundamental Growth Fund		2.38	%
Blue Chip Growth Fund		45.22	%
Growth Opportunities Fund		6.26	%
Mid Cap Value Fund		14.04	%
Small Cap Value Equity Fund		18.74	%
Small Company Value Fund		18.40	%
Mid Cap Growth Fund		17.09	%
Small Cap Growth Equity Fund		5.52	%
Overseas Fund		0.17	%
MM Select T. Rowe Price International Equity Fund		0.76	%

For the year ended September 30, 2022, the following Fund(s) earned the following foreign sources of income:

	Amount
Overseas Fund	$	10,455,344
MM Select T. Rowe Price International Equity Fund		51,373,867

Under Section 854(b)(2) of the Code, the Fund(s) hereby designate the maximum amounts as qualified dividends for purposes of the maximum rate under Section 1(h)(11) of the Code for the year ended September 30, 2022.

The Fund(s) intend to pass through the maximum amount allowable as Section 163(j) Interest Dividends as defined in the Treasury Regulations §1.163(j)-1(b).

288

Other Information (Unaudited)

Proxy Voting

A description of the policies and procedures that each Fund’s investment adviser and subadvisers use to vote proxies relating to the Fund’s portfolio securities is available, without charge, upon request, by calling 1-888-309-3539, and on the Securities and Exchange Commission’s (“SEC”) EDGAR database on its website at http://www.sec.gov.

Information regarding how the Funds voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available, without charge, upon request, on the MassMutual website at http://www.massmutual.com/funds and on the SEC’s EDGAR database on its website at http://www.sec.gov.

Quarterly Reporting

The Funds file their complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to their reports on Form N-PORT. The Funds’ Forms N-PORT are available on the SEC’s EDGAR database on its website at http://www.sec.gov. In addition, the Funds make the complete schedule of portfolio holdings from their filings on Form N-PORT available to shareholders at http://www.massmutual.com/funds.

Trustees’ Approval of Investment Advisory Contracts

The Committee received in advance of the meetings (i) a memorandum from MML Advisers discussing the nature and quality of the services it provides as investment adviser to the Funds; (ii) a profitability analysis prepared by MML Advisers; and (iii) a fee and performance study report (the “Third-Party Report”) with respect to each Fund prepared by an independent third-party vendor (the “Third-Party”). The Third-Party Report provided detailed comparative advisory fee, total expense, and performance information for each Fund to assist the Committee in its evaluation of the Contracts. The Committee also considered information presented to it throughout the year regarding MML Advisers and each of the subadvisers.

The Committee considered the nature, scope, and quality of services MML Advisers provides to the Funds, including: (i) the financial condition, stability, and business strategy of MML Advisers; (ii) the capabilities of MML Advisers with respect to regulatory compliance and its ability to monitor compliance with the investment policies of the Funds; (iii) MML Advisers’ ability to provide investment oversight and provide for administrative and shareholder services to the Funds; and (iv) the experience and qualifications of the personnel of MML Advisers that perform, or oversee the performance of, the services provided to the Funds, and the needs of the Funds for administrative and shareholder services. The Committee noted that it had received in the Meeting Materials or during the course of the past year: (i) detailed information regarding MML Advisers’ ability to provide investment oversight and provide for administrative and shareholder services to the Funds; and (ii) a wide range of information about the subadvisers and their personnel with responsibility for providing services to the Funds and the fees payable to each subadviser by MML Advisers. MML Advisers reviewed with the Committee in detail the work MML Advisers does in its oversight roles, the expertise it brings to these roles, the size of its teams, and the financial commitment it has made to provide those services.

The Committee then reviewed and considered, for each Fund separately, the detailed information presented in the Third-Party Report regarding: (i) Fund expenses, including, among other things, both the Fund’s net advisory fee and total net expense ratio against peer funds; and (ii) the Fund’s relative performance (over various time periods against funds in its “category” and a benchmark index). In connection with the Committee’s review, MML Advisers provided commentary and analysis regarding each Fund’s expenses and performance and a recommendation as to the action to be taken by the Committee. Throughout the discussion, MML Advisers responded to Committee members’ questions and provided additional information concerning each Fund.

289

Other Information (Unaudited) (Continued)

The Committee reviewed the expense and performance information for each Fund. (References to any one- or three-year period below are to periods ended December 31, 2021. In all cases, the comparative expense information is that of a Fund’s “peer group” and the comparative performance information is that of a Fund’s “performance category.”)

The Committee considered that the total net expense ratios for all but one of the Funds were at or within the top fifty percent of their peer groups, and in most cases in the top forty percent. All of the Funds with total net expense ratios at or below the 50^th comparative percentile of their peer groups had net advisory fees below the medians of their peer groups, or within the top three comparative quintiles of their peer groups, except the Small Company Value Fund, Overseas Fund, Fundamental Value Fund, Equity Opportunities Fund, and Growth Opportunities Fund, the levels of whose net advisory fees the Committee did not consider to be inconsistent with the advisory agreements’ continuation, in light of the Funds’ generally acceptable total net expense ratios and/or general favorable investment performance over time. In their consideration of these Funds, the Committee took into account MML Advisers’ proposal to implement a five basis point contractual advisory fee waiver for the Fundamental Growth Fund, which MML Advisers believes will improve the Fund’s total net expense profile, as well as the advisory fee waivers and expense caps currently in place for certain Funds.

The Small Cap Value Equity Fund has a total net expense ratio higher than the 60^th comparative percentile of its peer group. The Committee considered MML Advisers’ statement that although the Fund’s total net expense ratio and net advisory fee were each at the 67^th comparative percentile of its peer group, the Fund’s total net expense ratio was only four basis points above the peer group median.

The Committee determined on the basis of these factors that the levels of the Funds’ net advisory fees, and the total net expenses of the Funds generally, were consistent with the continuation of their advisory agreements.

The Committee considered that the large majority of the Funds achieved three-year investment performance above the medians of their performance categories, or at or within the top sixty percent of their performance categories, except those Funds referred to below.

The Committee considered that each of the Fundamental Growth Fund, Small Cap Value Equity Fund, Diversified Value Fund, and Fundamental Value Fund had experienced three-year investment performance outside the top sixty percent of its performance category. The Committee considered MML Advisers’ statement that a contributor to the underperformance of the first three of those Funds was a relatively low exposure to high-growth stocks during recent high-growth equity markets, particularly in 2020, due to a general value-investing orientation of their subadvisers, and MML Advisers’ confidence in each Fund’s investment strategy and subadviser(s) over time. The Committee also noted that the Diversified Value Fund had experienced favorable performance for the one-year period, at the 27^th comparative percentile of its performance category. As to the Fundamental Value Fund, the Committee considered MML Advisers’ statements that the Fund’s performance for the three-year period had been less than one percentage point below the median of its performance category, and that the Fund’s performance had improved for the one-year period to the 29^th comparative percentile of its performance category.

As to the Equity Opportunities Fund, Mid Cap Value Fund, and Mid Cap Growth Fund, the Committee noted that each Fund had experienced three-year investment performance outside the top sixty percent of its performance category. The Committee considered MML Advisers’ statement that each Fund’s underperformance was due in part to the Fund’s lower risk profile during a period in which investors preferred higher momentum, more speculative stocks. The Committee also noted that each of the Equity Opportunities Fund and Mid Cap Growth Fund ranked in the top half of its respective performance category for six of the last 10 years, and that the Mid Cap Growth Fund experienced improved performance for the one-year period to the 42^nd percentile of its performance category. As to the Mid Cap Value Fund, the Committee noted that the Fund had experienced a subadviser change in the past year, which MML Advisers believes should lead to improving performance. As to the Blue Chip Growth Fund, the Committee noted that the Fund had experienced performance for the one- and three-year periods in the 71^st and 80^th comparative percentiles of its performance category, respectively. The Committee considered MML Advisers’ statements that the Fund’s longer-term performance is competitive, with the Fund ranking in the 56^th and 22^nd comparative percentiles of its performance category for the five- and ten-year periods, respectively, and that a relatively narrow set of stocks was an outsized contributor to the Fund’s more recent underperformance. The Committee also noted MML Advisers’ positive opinion on the Fund’s new lead portfolio manager.

290

Other Information (Unaudited) (Continued)

The Committee also reviewed and considered information included in the Meeting Materials, or discussed at the meeting and during the course of the year, concerning economies of scale and the profitability of MML Advisers’ advisory relationship with the various Funds, including: (i) a description of MML Advisers’ revenues from the Funds (including advisory fees and administrative and shareholder services fees, as applicable) and the expense allocation methodology employed by MML Advisers; and (ii) profitability information for each individual Fund. The discussions included consideration of the intangible benefits derived by MML Advisers and its affiliates resulting from their relationships with the Funds and any so-called “fallout benefits” to MML Advisers (which were not considered to be substantial in any event), such as any reputational value derived from serving as investment adviser to the Funds, and benefits accruing to subadvisers due to so-called “soft-dollar arrangements.”

Prior to the votes being taken to approve the Contracts, the Committee met separately in executive session to discuss the appropriateness of such contracts. The Committee weighed the foregoing matters in light of the advice given to them by their independent legal counsel as to the law applicable to the review of investment advisory contracts. In arriving at a decision, the Committee did not identify any single matter as all-important or controlling. The foregoing summary does not detail all of the matters considered.

As to each of the Funds, the Committee concluded that: (i) overall, it was satisfied with the nature, extent, and quality of services provided, and expected to be provided in the future, under the Contracts, including the level of MML Advisers’ oversight of each Fund and the subadvisory process; (ii) MML Advisers’ levels of profitability from its relationship with the various Funds are not excessive and the advisory fees payable under the advisory agreements and each Fund’s total net expenses are fair and reasonable; (iii) the investment processes, research capabilities, and philosophies of the subadvisers generally appear well suited to the Funds, given their investment objectives and policies; (iv) either the relative or absolute performance of a Fund (in each case, taking into account the applicable investment strategy and risk profile of the Fund), or the steps MML Advisers has proposed in respect of the underperformance of a Fund, are sufficient to warrant continuation of the Contracts for each of the Funds; and (v) the terms of the Contracts are fair and reasonable with respect to each Fund and are in the best interests of each Fund’s shareholders.

291

Other Information (Unaudited) (Continued)

Submission of Matters to a Vote of Security Holders

A Special Meeting of Shareholders of the Trust was held on May 25, 2022 and on the adjournment dates of June 9, 2022, July 28, 2022, and September 14, 2022. The Notice of Meeting of Shareholders, and a Proxy Statement and voting instruction card, were first mailed, or otherwise made available, on or about April 8, 2022 to shareholders of record as of February 25, 2022. The results of the vote on the matters submitted to shareholders at the Special Meeting are as follows:

Proposal 1:

To elect Allan W. Blair, Nabil N. El-Hage, Michael R. Fanning, Maria D. Furman, R. Bradford Malt, C. Ann Merrifield, Clifford M. Noreen, Cynthia R. Plouché, Jason J. Price, and Susan B. Sweeney as Trustees of each Trust of which the Funds are series for an indefinite term of office.*

This matter was approved by the Trust’s shareholders on June 9, 2022. The results of the votes were as follows:

	Shares Voted		Shares For		% of Shares Outstanding			Withhold		% of Shares Outstanding
Allan W. Blair		1,062,272,572.058		1,055,134,595.262		42.213	%		7,137,976.796		0.285	%
Nabil N. El-Hage		1,062,272,572.058		1,055,187,057.064		42.215	%		7,085,514.994		0.283	%
Michael R. Fanning		1,062,272,572.058		1,054,435,784.031		42.185	%		7,836,788.027		0.313	%
Maria D. Furman		1,062,272,572.058		1,055,334,004.749		42.221	%		6,938,567.309		0.277	%
R. Bradford Malt		1,062,272,572.058		1,054,410,988.847		42.184	%		7,861,583.211		0.314	%
C. Ann Merrifield		1,062,272,572.058		1,054,614,232.611		42.192	%		7,658,339.447		0.306	%
Clifford M. Noreen		1,062,272,572.058		1,054,519,598.373		42.188	%		7,752,973.685		0.310	%
Cynthia R. Plouché		1,062,272,572.058		1,055,673,410.167		42.234	%		6,599,161.891		0.264	%
Jason J. Price		1,062,272,572.058		1,055,486,383.752		42.227	%		6,786,188.306		0.271	%
Susan B. Sweeney		1,062,272,572.058		1,055,272,106.456		42.218	%		7,000,465.602		0.280	%

*	Denotes Trust-wide proposal and voting results.

Proposal 2:

To change the status of certain Funds from diversified funds to non-diversified funds.

This matter was approved by the following Fund’s shareholders on September 14, 2022. The results of the votes were as follows:

		Shares Voted				Shares For				% of Shares Outstanding				Against				% of Shares Outstanding				Abstain				% of Shares Outstanding				Broker Non-Vote				% of Shares Outstanding
Blue Chip Growth Fund			76,580,926.865				71,611,265.587				48.765	%			1,065,213.725				0.725	%			2,799,778.734				1.906	%			1,104,668.819				0.752	%

292

Other Information (Unaudited) (Continued)

Fund Expenses September 30, 2022

Expense Examples:

The following information is in regards to expenses for the six months ended September 30, 2022:

As a shareholder of the Funds, you may incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemptions; and (2) ongoing costs, including advisory fees, distribution and/or service (12b-1) fees, and other Fund expenses. These 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. These examples are based on an investment of $1,000 invested for the six months ended September 30, 2022.

Actual Expenses:

The first four columns of the table below provide information about actual account values and actual expenses. You may use this information, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number under the heading entitled “Operating Expenses Incurred” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes:

The last two columns of the table below provide information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. 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 Fund and 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.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the last two columns of the table are useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

	Beginning Value	Annualized Expense Ratio	Ending Value (Based on Actual Returns and Expenses)	Operating Expenses Incurred*	Ending Value (Based on Hypothetical Returns and Expenses)	Operating Expenses Incurred*
Total Return Bond Fund
Class I	$1,000	0.34%	$895.70	$1.62	$1,023.40	$1.72
Class R5	1,000	0.45%	895.60	2.14	1,022.80	2.28
Service Class	1,000	0.54%	894.10	2.56	1,022.40	2.74
Administrative Class	1,000	0.65%	894.60	3.09	1,021.80	3.29
Class R4	1,000	0.79%	893.30	3.75	1,021.10	4.00
Class A	1,000	0.89%	893.00	4.22	1,020.60	4.51
Class R3	1,000	1.04%	892.30	4.93	1,019.90	5.27

293

Other Information (Unaudited) (Continued)

	Beginning Value	Annualized Expense Ratio	Ending Value (Based on Actual Returns and Expenses)	Operating Expenses Incurred*	Ending Value (Based on Hypothetical Returns and Expenses)	Operating Expenses Incurred*
Strategic Bond Fund
Class I	1,000	0.48%	886.50	2.27	1,022.70	2.43
Class R5	1,000	0.58%	885.50	2.74	1,022.20	2.94
Service Class	1,000	0.68%	885.50	3.21	1,021.70	3.45
Administrative Class	1,000	0.78%	885.30	3.69	1,021.20	3.95
Class R4	1,000	0.93%	884.50	4.39	1,020.40	4.71
Class A	1,000	1.03%	883.20	4.86	1,019.90	5.22
Class R3	1,000	1.18%	883.70	5.57	1,019.20	5.97
Diversified Value Fund
Class I	$1,000	0.59%	$839.40	$2.72	$1,022.10	$2.99
Class R5	1,000	0.69%	839.10	3.18	1,021.60	3.50
Service Class	1,000	0.79%	838.50	3.64	1,021.10	4.00
Administrative Class	1,000	0.89%	837.70	4.10	1,020.60	4.51
Class R4	1,000	1.04%	837.40	4.79	1,019.90	5.27
Class A	1,000	1.14%	837.30	5.25	1,019.40	5.77
Class R3	1,000	1.29%	836.30	5.94	1,018.60	6.53
Fundamental Value Fund
Class I	1,000	0.66%	844.70	3.05	1,021.80	3.35
Class R5	1,000	0.76%	845.10	3.52	1,021.30	3.85
Service Class	1,000	0.86%	845.00	3.98	1,020.80	4.36
Administrative Class	1,000	0.96%	843.90	4.44	1,020.30	4.86
Class R4	1,000	1.11%	843.20	5.13	1,019.50	5.62
Class A	1,000	1.21%	843.10	5.59	1,019.00	6.12
Class R3	1,000	1.37%	842.40	6.33	1,018.20	6.93
S&P 500 Index Fund
Class I	1,000	0.13%	797.30	0.59	1,024.40	0.66
Class R5	1,000	0.23%	796.40	1.04	1,023.90	1.17
Service Class	1,000	0.38%	796.00	1.71	1,023.20	1.93
Administrative Class	1,000	0.48%	795.80	2.16	1,022.70	2.43
Class R4	1,000	0.63%	795.10	2.84	1,021.90	3.19
Class A	1,000	0.73%	794.90	3.28	1,021.40	3.70
Class R3	1,000	0.88%	794.10	3.96	1,020.70	4.46
Equity Opportunities Fund
Class I	1,000	0.74%	851.70	3.44	1,021.40	3.75
Class R5	1,000	0.84%	851.10	3.90	1,020.90	4.26
Service Class	1,000	0.94%	850.50	4.36	1,020.40	4.76
Administrative Class	1,000	1.04%	850.00	4.82	1,019.90	5.27
Class R4	1,000	1.19%	849.60	5.52	1,019.10	6.02
Class A	1,000	1.29%	848.80	5.98	1,018.60	6.53
Class R3	1,000	1.44%	847.90	6.67	1,017.80	7.28
Fundamental Growth Fund
Class I	1,000	1.25%	750.60	5.49	1,018.80	6.33
Class R5	1,000	1.41%	750.00	6.19	1,018.00	7.13
Service Class	1,000	1.52%	748.00	6.66	1,017.40	7.69
Administrative Class	1,000	1.61%	747.70	7.05	1,017.00	8.14
Class R4	1,000	1.77%	748.00	7.76	1,016.20	8.95
Class A	1,000	1.86%	748.10	8.15	1,015.70	9.40
Class R3	1,000	2.02%	745.70	8.84	1,014.90	10.20

294

Other Information (Unaudited) (Continued)

	Beginning Value	Annualized Expense Ratio	Ending Value (Based on Actual Returns and Expenses)	Operating Expenses Incurred*	Ending Value (Based on Hypothetical Returns and Expenses)	Operating Expenses Incurred*
Blue Chip Growth Fund
Class I	1,000	0.65%	724.10	2.81	1,021.80	3.29
Class R5	1,000	0.75%	723.70	3.24	1,021.30	3.80
Service Class	1,000	0.85%	723.20	3.67	1,020.80	4.31
Administrative Class	1,000	0.95%	723.20	4.10	1,020.30	4.81
Class R4	1,000	1.09%	722.70	4.71	1,019.60	5.52
Class A	1,000	1.20%	722.10	5.18	1,019.10	6.07
Class R3	1,000	1.35%	721.80	5.83	1,018.30	6.83
Growth Opportunities Fund
Class I	$1,000	0.78%	$662.80	$3.25	$1,021.20	$3.95
Class R5	1,000	0.88%	663.70	3.67	1,020.70	4.46
Service Class	1,000	0.98%	662.30	4.08	1,020.20	4.96
Administrative Class	1,000	1.09%	662.30	4.54	1,019.60	5.52
Class R4	1,000	1.23%	663.40	5.13	1,018.90	6.23
Class A	1,000	1.33%	662.40	5.54	1,018.40	6.73
Class R3	1,000	1.47%	660.20	6.12	1,017.70	7.44
Mid Cap Value Fund
Class I	1,000	0.61%	835.40	2.81	1,022.00	3.09
Class R5	1,000	0.71%	835.40	3.27	1,021.50	3.60
Service Class	1,000	0.81%	834.60	3.73	1,021.00	4.10
Administrative Class	1,000	0.91%	834.50	4.18	1,020.50	4.61
Class R4	1,000	1.06%	833.70	4.87	1,019.80	5.37
Class A	1,000	1.16%	833.30	5.33	1,019.30	5.87
Class R3	1,000	1.31%	833.30	6.02	1,018.50	6.63
Small Cap Value Equity Fund
Class I	1,000	1.20%	821.40	5.48	1,019.10	6.07
Class R5	1,000	1.29%	821.50	5.89	1,018.60	6.53
Service Class	1,000	1.40%	820.70	6.39	1,018.00	7.08
Administrative Class	1,000	1.50%	820.80	6.85	1,017.50	7.59
Class R4	1,000	1.65%	819.30	7.53	1,016.80	8.34
Class A	1,000	1.75%	818.80	7.98	1,016.30	8.85
Class R3	1,000	1.90%	818.10	8.66	1,015.50	9.60
Small Company Value Fund
Class I	1,000	0.86%	805.50	3.89	1,020.80	4.36
Class R5	1,000	0.96%	804.50	4.34	1,020.30	4.86
Service Class	1,000	1.06%	804.00	4.79	1,019.80	5.37
Administrative Class	1,000	1.16%	803.90	5.25	1,019.30	5.87
Class R4	1,000	1.31%	803.40	5.92	1,018.50	6.63
Class A	1,000	1.41%	802.00	6.37	1,018.00	7.13
Class R3	1,000	1.56%	802.00	7.05	1,017.20	7.89
Mid Cap Growth Fund
Class I	1,000	0.67%	795.10	3.02	1,021.70	3.40
Class R5	1,000	0.77%	794.90	3.46	1,021.20	3.90
Service Class	1,000	0.87%	794.20	3.91	1,020.70	4.41
Administrative Class	1,000	0.97%	793.70	4.36	1,020.20	4.91
Class R4	1,000	1.12%	793.60	5.04	1,019.50	5.67
Class A	1,000	1.22%	793.30	5.48	1,019.00	6.17
Class R3	1,000	1.37%	792.00	6.15	1,018.20	6.93

295

Other Information (Unaudited) (Continued)

	Beginning Value	Annualized Expense Ratio	Ending Value (Based on Actual Returns and Expenses)	Operating Expenses Incurred*	Ending Value (Based on Hypothetical Returns and Expenses)	Operating Expenses Incurred*
Small Cap Growth Equity Fund
Class I	1,000	0.88%	799.50	3.97	1,020.70	4.46
Class R5	1,000	0.98%	798.90	4.42	1,020.20	4.96
Service Class	1,000	1.07%	798.00	4.82	1,019.70	5.42
Administrative Class	1,000	1.18%	798.60	5.32	1,019.20	5.97
Class R4	1,000	1.33%	798.00	5.99	1,018.40	6.73
Class A	1,000	1.43%	796.60	6.44	1,017.90	7.23
Class R3	1,000	1.58%	797.50	7.12	1,017.10	7.99
Overseas Fund
Class I	$1,000	0.79%	$782.40	$3.53	$1,021.10	$4.00
Class R5	1,000	0.89%	782.30	3.98	1,020.60	4.51
Service Class	1,000	0.99%	781.90	4.42	1,020.10	5.01
Administrative Class	1,000	1.08%	781.00	4.82	1,019.70	5.47
Class R4	1,000	1.24%	780.90	5.54	1,018.90	6.28
Class A	1,000	1.34%	780.10	5.98	1,018.40	6.78
Class R3	1,000	1.48%	779.10	6.60	1,017.60	7.49
MM Select T. Rowe Price International Equity Fund
Class I	1,000	0.00%	794.50	0.00	1,025.10	0.00

*	Expenses are calculated using the annualized expense ratio for the six months ended September 30, 2022, multiplied by the average account value over the period, multiplied by 183 days in the period, divided by 365 days in the year, unless stated otherwise.

296

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Underwriter:
MML Distributors, LLC
1295 State Street
Springfield, Massachusetts 01111-0001

MM202311-303387

Table of Contents
President’s Letter to Shareholders (Unaudited)	1
Economic and Market Overview (Unaudited)	3
Portfolio Manager Report (Unaudited)	6
Portfolio of Investments
MassMutual 20/80 Allocation Fund	47
MassMutual 40/60 Allocation Fund	48
MassMutual 60/40 Allocation Fund	49
MassMutual 80/20 Allocation Fund	50
MassMutual RetireSMART^SM by JPMorgan In Retirement Fund	51
MassMutual RetireSMART^SM by JPMorgan 2020 Fund	52
MassMutual RetireSMART^SM by JPMorgan 2025 Fund	53
MassMutual RetireSMART^SM by JPMorgan 2030 Fund	54
MassMutual RetireSMART^SM by JPMorgan 2035 Fund	55
MassMutual RetireSMART^SM by JPMorgan 2040 Fund	56
MassMutual RetireSMART^SM by JPMorgan 2045 Fund	57
MassMutual RetireSMART^SM by JPMorgan 2050 Fund	58
MassMutual RetireSMART^SM by JPMorgan 2055 Fund	59
MassMutual RetireSMART^SM by JPMorgan 2060 Fund	60
MassMutual Select T. Rowe Price Retirement Balanced Fund	61
MassMutual Select T. Rowe Price Retirement 2005 Fund	62
MassMutual Select T. Rowe Price Retirement 2010 Fund	63
MassMutual Select T. Rowe Price Retirement 2015 Fund	64
MassMutual Select T. Rowe Price Retirement 2020 Fund	65
MassMutual Select T. Rowe Price Retirement 2025 Fund	66
MassMutual Select T. Rowe Price Retirement 2030 Fund	67
MassMutual Select T. Rowe Price Retirement 2035 Fund	68
MassMutual Select T. Rowe Price Retirement 2040 Fund	69
MassMutual Select T. Rowe Price Retirement 2045 Fund	70
MassMutual Select T. Rowe Price Retirement 2050 Fund	71
MassMutual Select T. Rowe Price Retirement 2055 Fund	72
MassMutual Select T. Rowe Price Retirement 2060 Fund	73
Statements of Assets and Liabilities	74
Statements of Operations	90
Statements of Changes in Net Assets	98
Financial Highlights	116
Notes to Financial Statements	157
Report of Independent Registered Public Accounting Firm	207
Trustees and Principal Officers (Unaudited)	209
Federal Tax Information (Unaudited)	214
Other Information (Unaudited)
Proxy Voting	216
Quarterly Reporting	216
Trustees’ Approval of Investment Advisory Contracts	216
Submission of Matters to a Vote of Security Holders	219
Fund Expenses	220

[THIS PAGE INTENTIONALLY LEFT BLANK]

MassMutual Funds Annual Report – President’s Letter to Shareholders (Unaudited)

To Our
Shareholders

Paul LaPiana

September 30, 2022

Continued market volatility challenges retirement investors

Suggestions for retirement investors under any market conditions

●

Keep contributing. While you have no control over the investment markets, you can control how often and how much you contribute to your retirement account. Saving as much as possible and increasing your contributions regularly is one way retirement investors can help boost their retirement savings, regardless of the performance of the stock and bond markets.

●

Invest continually.¹ Financial professionals often advise their clients to stay in the market, regardless of short-term results. Here’s why: Those who can invest in all market conditions have the potential to be rewarded even during market downturns, when more favorable prices may enable them to accumulate larger positions.

●

Is this a good time to track your progress?

If you work with a financial professional, you may wish to consider checking in with him or her to help you determine if:

●	you are saving enough for retirement – and, if in retirement, you are withdrawing an appropriate amount each year, based on your personal circumstances;

(Continued)

MassMutual Funds Annual Report – President’s Letter to Shareholders (Unaudited) (Continued)

●	your retirement account is invested appropriately for all market conditions, based on your goals and objectives, as well as your investment time horizon; and

●	you are taking steps to help reduce your longevity risk, which is the chance that you could “run out” of retirement savings during your lifetime.

Get to where you want to be

Sincerely,

Paul LaPiana
President
MassMutual Funds
MML Investment Advisers, LLC

MM202310-303203

MassMutual Funds Annual Report – Economic and Market Overview (Unaudited)

September 30, 2022

Continued market volatility challenges retirement investors

Market Highlights

●	For the reporting period from October 1, 2021 through September 30, 2022, U.S. stocks were down over 15%, in a market environment where the Fed aggressively raised interest rates in an effort to combat heightened inflation.

●

●	In the first quarter of 2022, investors in both stocks and bonds were challenged by a sharp rise in energy prices after Russia’s invasion of Ukraine, a stalled domestic economic stimulus plan, and the Fed raising interest rates for the first time since 2018.

●	The second quarter of 2022 was another difficult quarter, as Fed interest rate hikes, investor concerns over high inflation, and concern about the potential of an impending global recession dominated the narrative.

●	The third quarter of 2022 was an extension of the difficult second quarter, with continued inflationary pressures, weakening economic data, and aggressive Fed interest rate hikes.

●

●	U.S. bond investors experienced negative returns in the rising interest rate environment, fueled by an increase in short-term interest rates, heighted inflationary pressures, and the reversal of monetary and fiscal policy support.

Market Environment

¹The S&P 500 Index measures the performance of 500 widely held stocks in the U.S. equity market. Standard and Poor’s chooses member companies for the index based on market size, liquidity, and industry group representation. Included are the stocks of industrial, financial, utility, and transportation companies. Since mid-1989, this composition has been more flexible and the number of issues in each sector has varied. It is market capitalization-weighted. The Index does not reflect any deduction for fees, expenses, or taxes and cannot be purchased directly by investors.

²June 24, 2022, University of Michigan: Consumer Sentiment (UMCSENT), retrieved from FRED, Federal Reserve Bank of St. Louis; https://fred.stlouisfed.org/series/UMCSENT

³Board of Governors of the Federal Reserve System (US), Consumer Loans, All Commercial Banks [CONSUMER], retrieved from FRED, Federal Reserve Bank of St. Louis; https://fred.stlouisfed.org/series/CONSUMER, October 11, 2022.

MassMutual Funds Annual Report – Economic and Market Overview (Unaudited) (Continued)

⁴The NASDAQ Composite Index measures the performance of all domestic and international based common type stocks listed on the NASDAQ Stock Market. It includes common stocks, ordinary shares, ADRs, shares of beneficial interest or limited partnership interests and tracking stocks. The index is market capitalization-weighted. The Index does not reflect any deduction for fees, expenses, or taxes and cannot be purchased directly by investors.

⁵The Dow Jones Industrial Average Index measures the performance of stocks of 30 U.S. blue-chip companies covering all industries with the exception of transportation and utilities. It is price-weighted. The Index does not reflect any deduction for fees or expenses and cannot be purchased directly by investors.

MassMutual Funds Annual Report – Economic and Market Overview (Unaudited) (Continued)

Review and maintain your strategy

MassMutual Target Allocation Funds – Portfolio Manager Report (Unaudited)

What are the investment approaches of the Funds that constitute the MassMutual Target Allocation Series, and who is the Series’ investment adviser?

The MassMutual (“MM”) Target Allocation Series (the “Series”) comprises four Funds – each of which has a “fund of funds” structure. The four Funds are MM 20/80 Allocation Fund, MM 40/60 Allocation Fund, MM 60/40 Allocation Fund, and MM 80/20 Allocation Fund. All Funds in the Series seek to achieve as high a total return over time as is considered consistent with prudent investment risk, preservation of capital, and recognition of the Funds’ stated asset allocation.

Each Fund seeks to achieve its investment objective by investing in a combination of U.S. domestic and international mutual funds (“Underlying Funds”) using an asset allocation strategy. Underlying Funds will include a combination of MassMutual Funds (advised by MML Investment Advisers, LLC (MML Advisers), a wholly-owned subsidiary of Massachusetts Mutual Life Insurance Company (MassMutual)), and may also include other, non-affiliated mutual funds. The Underlying Funds may invest in various asset classes, including equity securities, fixed income securities, and money market instruments. Underlying Funds may also invest some or all of their assets in commodities or commodities-related investments. The Series’ investment adviser is MML Advisers.

Each Fund’s assets are allocated among its Underlying Funds according to an asset allocation strategy, as follows:

●	MM 20/80 Allocation Fund: The Fund typically invests approximately 20% of its assets in equity and similar funds and approximately 80% in fixed income funds, including money market funds.

●	MM 40/60 Allocation Fund: The Fund typically invests approximately 40% of its assets in equity and similar funds and approximately 60% in fixed income funds, including money market funds.

●	MM 60/40 Allocation Fund: The Fund typically invests approximately 60% of its assets in equity and similar funds and approximately 40% in fixed income funds, including money market funds.

●	MM 80/20 Allocation Fund: The Fund typically invests approximately 80% of its assets in equity and similar funds and approximately 20% in fixed income funds, including money market funds.

How did each Fund perform during the 12 months ended September 30, 2022?

The return of each Fund’s Class R5 shares is shown below in comparison to the Lipper Balanced Fund Index, an unmanaged, equally weighted index of the 30 largest mutual funds within the Lipper Balanced Category; the Bloomberg U.S. Aggregate Bond Index, which measures the performance of investment grade, U.S. dollar-denominated, fixed-rate taxable bond market securities, including Treasuries, government-related and corporate securities, mortgage-backed securities (MBS) (agency fixed-rate and hybrid ARM pass-throughs), asset-backed securities (ABS), and commercial mortgage-backed securities (CMBS); and the S&P 500^® Index, which measures the performance of 500 widely held stocks in the U.S. equity market.

	Fund’s Class R5 Shares Return	Lipper Balanced Fund Index Return	Bloomberg U.S. Aggregate Bond Index Return	S&P 500 Index Return
MM 20/80 Allocation Fund	-15.64%	-15.90 %	-14.60%*	-15.47%
MM 40/60 Allocation Fund	-16.37%	-15.90 %	-14.60%	-15.47%*
MM 60/40 Allocation Fund	-16.53%	-15.90 %	-14.60%	-15.47%*
MM 80/20 Allocation Fund	-17.91%	-15.90 %	-14.60%	-15.47%*

*	Benchmark return

For the year ended September 30, 2022, all of the MM Target Allocation Series Funds underperformed the Bloomberg U.S. Aggregate Bond Index. The MM 20/80 Allocation Fund outperformed the Lipper Balanced Fund Index, whereas the other three Funds underperformed. Finally, all of the Funds underperformed the S&P 500 Index.

For a discussion on the economic and market environment during the 12-month period ended September 30, 2022, please see the Economic and Market Overview, beginning on page 3.

MassMutual Target Allocation Funds – Portfolio Manager Report (Unaudited) (Continued)

Investment adviser discussion of factors that contributed to the Funds’ performance

For the fiscal year ending September 30, 2022, global stock investors experienced significant losses. U.S. equities fell sharply in response, with the S&P 500 Index entering bear market territory after declining more than 20% from its previous highs. U.S. fixed income was also down sharply, as monetary tightening by the U.S. Federal Reserve to fight inflation drove interest rates significantly higher, increasing the possibility of a recession. As a result, the Series’ allocation to equities versus fixed income was only a small performance driver. Allocations within markets made more of a difference to the Series’ performance, as U.S. equities outperformed international developed- and emerging-market equities by a wide margin, and U.S. large-cap equities outperformed U.S. small-cap stocks. U.S. value equities outperformed their U.S. growth counterparts, and shorter-duration bonds outperformed their longer-duration counterparts. Duration is a measure of a fixed income investment’s sensitivity to interest rates. The longer the duration, the greater the price impact on the bond or portfolio when interest rates rise or fall.

Throughout the fiscal year, the Funds maintained a neutral position relative to overall risk, which had little impact on performance. The Funds’ positions in international bonds and U.S. small- and mid-cap equities detracted from performance, while their positions in commodities and shorter-duration bonds contributed. An underweight position in international developed- and emerging-market equities contributed to performance. Those Series Funds with higher equity allocations – the MM 80/20 Allocation, MM 60/40 Allocation, and MM 40/60 Allocation Funds – underperformed their counterpart with a higher fixed income allocation, the MM 20/80 Allocation Fund.

Manager selection of Underlying Funds contributed to overall performance in the 12-month period ending September 30, 2022. Strong performance by the MassMutual Equity Opportunities, MassMutual Fundamental Value, MassMutual Diversified Value, and MassMutual International Equity Funds was a significant driver of outperformance. Weak performance by the MassMutual Blue Chip Growth, MassMutual Strategic Emerging Markets, MassMutual Strategic Bond, and MassMutual Core Bonds Funds detracted from performance. There were no changes to the Underlying Funds during the year.

Investment adviser outlook

Despite the stock market sell-off in 2022, MML Advisers views the stock markets as extended and valuations high relative to market history. While, in MML Advisers’ observation, the prospect of positive economic and corporate earnings growth supports a bull case, MML Advisers believes that more clarity on the persistency of inflation, labor costs, China’s COVID-19 policy, and the impact of monetary policy tightening is needed for the allocation to stocks to increase. Against this backdrop, MML Advisers believes that diversification across global assets could be a sensible approach for what Fund management believes could be a bumpy ride. Looking ahead to 2023, Fund management expects to closely monitor how trends unfold as they manage the positioning of each Fund within the Series.

MassMutual Target Allocation Funds – Portfolio Manager Report (Unaudited) (Continued)

MassMutual 20/80 Allocation Fund Asset Allocation (% of Net Assets) on 9/30/22
Fixed Income Funds	79.9%
Equity Funds	20.1%
Total Long-Term Investments	100.0%
Other Assets & Liabilities	(0.0)%
Net Assets	100.0%

MassMutual 40/60 Allocation Fund Asset Allocation (% of Net Assets) on 9/30/22
Fixed Income Funds	60.8%
Equity Funds	39.3%
Total Long-Term Investments	100.1%
Other Assets & Liabilities	(0.1)%
Net Assets	100.0%

MassMutual 60/40 Allocation Fund Asset Allocation (% of Net Assets) on 9/30/22
Equity Funds	60.4%
Fixed Income Funds	39.7%
Total Long-Term Investments	100.1%
Other Assets & Liabilities	(0.1)%
Net Assets	100.0%

MassMutual 80/20 Allocation Fund Asset Allocation (% of Net Assets) on 9/30/22
Equity Funds	75.8%
Fixed Income Funds	24.3%
Total Long-Term Investments	100.1%
Other Assets & Liabilities	(0.1)%
Net Assets	100.0%

MassMutual RetireSMART^SM by JPMorgan (target-date) Funds – Portfolio Manager Report (Unaudited)

What are the investment approaches of the Funds that constitute the MassMutual RetireSMART^SM by JPMorgan (target date) Series, and who are the Series’ investment adviser and subadviser?

The MassMutual (“MM”) RetireSMART by JPMorgan (target date) Series (the “Series”) comprises 10 Funds – each of which has a “fund of funds” structure.

The 10 Funds are MM RetireSMART by JPMorgan In Retirement Fund, MM RetireSMART by JPMorgan 2020 Fund, MM RetireSMART by JPMorgan 2025 Fund, MM RetireSMART by JPMorgan 2030 Fund, MM RetireSMART by JPMorgan 2035 Fund, MM RetireSMART by JPMorgan 2040 Fund, MM RetireSMART by JPMorgan 2045 Fund, MM RetireSMART by JPMorgan 2050 Fund, MM RetireSMART by JPMorgan 2055 Fund, and MM RetireSMART by JPMorgan 2060 Fund.

●	MM RetireSMART by JPMorgan In Retirement Fund seeks current income and some capital appreciation.

●

MM RetireSMART by JPMorgan 2020/2025/2030/2035/2040/2045/2050/2055/2060 Funds each seeks total return through the Fund’s asset allocation, which is designed to become more conservative over time. As each Fund approaches and passes the target retirement date, the Fund’s objective will shift to seeking current income and some capital appreciation.

Each Fund seeks to achieve its investment objective by investing in a combination of U.S. domestic and international mutual funds (“Underlying Funds”) using an asset allocation strategy designed for investors who plan to retire around the year specified in the Fund’s name (the target retirement year) and then withdraw their investment in the Fund over time throughout retirement (or designed for investors who are retired or expect to retire soon for the MM RetireSMART by JPMorgan In Retirement Fund). Each Fund is advised by MML Investment Advisers, LLC (MML Advisers) and subadvised by J.P. Morgan Investment Management Inc. (J.P. Morgan). J.P. Morgan has responsibility for determining each Fund’s strategic asset allocation (its “glide path” for each Fund with a target retirement year in its name) and tactical asset allocation (adjusting the Fund’s specific exposures in response to changes in market conditions). MML Advisers has overall responsibility for each Fund and for implementing those allocations through the selection of, and allocations to, Underlying Funds.

Each Fund with a specified target retirement year in its name seeks to help investors save for retirement and then, after reaching the target retirement year, withdraw a portion of their investment in the Fund each year until 35 years after the target retirement year, the target maturity year. Each Fund assumes a person will be at or around age 65 at the target retirement year.

Underlying Funds will include a combination of MassMutual Funds advised by MML Advisers and J.P. Morgan Funds advised by J.P. Morgan or its affiliates, and may also include other, non-affiliated mutual funds. Underlying Funds may invest in various asset classes, including equity securities, fixed income securities, and money market instruments. Underlying Funds may also invest some or all of their assets in commodities or commodities-related investments.

The Funds will typically invest 80% or more of their assets in mutual funds advised by MML Advisers, J.P. Morgan, or affiliates of J.P. Morgan, including typically a 15% to 35% allocation to mutual funds advised or subadvised by J.P. Morgan or its affiliates. Non-affiliated Underlying Funds in which the Funds may invest are typically passively managed funds that seek to track the performance of a particular market index, which may be broad-based or relate to a particular sector, market, region, or industry.

Each Fund’s assets are allocated to the Underlying Funds according to an asset allocation strategy, as follows:

●	MM RetireSMART by JPMorgan In Retirement Fund: The Fund’s assets are allocated among Underlying Funds according to an asset allocation strategy that emphasizes fixed income and money market funds, but also includes smaller allocations to equity and certain other funds.

●

MM RetireSMART by JPMorgan 2020/2025/2030/2035/2040/2045/2050/2055/2060 Funds: Each Fund’s asset allocation strategy is designed with two main goals in mind: promoting asset accumulation prior to retirement, during the Fund’s “Savings Phase,” and supporting investors withdrawing their investments in the Fund throughout retirement, during the Fund’s “Spending Phase.” As a result, the Fund’s asset allocation strategy will change over time, generally becoming more conservative as it approaches the target retirement year and then remaining relatively stable afterwards. The asset allocation strategy during the Savings Phase will generally start with a greater emphasis on equity investments and gradually shift to more emphasis on fixed income investments. During the Spending Phase, a Fund will generally have a greater emphasis on fixed income investments.

MassMutual RetireSMART^SM by JPMorgan (target-date) Funds – Portfolio Manager Report (Unaudited) (Continued)

How did each Fund perform during the 12 months ended September 30, 2022?

The return of a representative class of each Fund is shown below in comparison to the return of each Fund’s respective S&P Target Date Index. For the year ended September 30, 2022, each of the Funds underperformed its respective S&P Target Date Index.

	Fund’s Service Class Shares Return	S&P Target Date Index* Return
MM RetireSMART by JPMorgan In Retirement Fund	-16.26%	-13.31%
MM RetireSMART by JPMorgan 2020 Fund	-16.29%	-14.75%
MM RetireSMART by JPMorgan 2025 Fund	-17.48%	-15.16%
MM RetireSMART by JPMorgan 2030 Fund	-18.23%	-16.23%
MM RetireSMART by JPMorgan 2035 Fund	-19.06%	-17.42%
MM RetireSMART by JPMorgan 2040 Fund	-19.49%	-18.21%
MM RetireSMART by JPMorgan 2045 Fund	-19.74%	-18.70%
MM RetireSMART by JPMorgan 2050 Fund	-19.78%	-18.88%
MM RetireSMART by JPMorgan 2055 Fund	-19.85%	-18.94%

	Fund’s Class I Shares Return	S&P Target Date Index* Return
MM RetireSMART by JPMorgan 2060 Fund	-19.60%	-18.99%

The S&P Target Date Index for each Fund in the Series is as follows: MM RetireSMART by JPMorgan In Retirement Fund: S&P Target Date Retirement Income Index; MM RetireSMART by JPMorgan 2020 Fund: S&P Target Date 2020 Index; MM RetireSMART by JPMorgan 2025 Fund: S&P Target Date 2025 Index; MM RetireSMART by JPMorgan 2030 Fund: S&P Target Date 2030 Index; MM RetireSMART by JPMorgan 2035 Fund: S&P Target Date 2035 Index; MM RetireSMART by JPMorgan 2040 Fund: S&P Target Date 2040 Index; MM RetireSMART by JPMorgan 2045 Fund: S&P Target Date 2045 Index; MM RetireSMART by JPMorgan 2050 Fund: S&P Target Date 2050 Index; MM RetireSMART by JPMorgan 2055 Fund: S&P Target Date 2055 Index; and MM RetireSMART by JPMorgan 2060 Fund: S&P Target Date 2060 Index.

S&P Target Date^® Index Series:

The S&P Target Date Index Series consists of 13 multi-asset class indexes: the S&P Target Date Retirement Income Index and 12 date-specific indexes, corresponding to a specific target retirement date. Each index provides varying levels of exposure to equities and fixed income. Each target date allocation is created and retired according to a pre-determined schedule related to the respective target date.

For a discussion on the economic and market environment during the 12-month period ended September 30, 2022, please see the Economic and Market Overview, beginning on page 3.

Discussion of factors that contributed to the Funds’ performance

At the end of 2021, the Funds held a pro-risk tilt, with an overweight allocation to stocks. Within equities, Fund management preferred U.S. large-cap and developed international stocks. In MML Advisers’ view, this position was supported at the time by a broad market anticipation for strong growth across regions, driven by earnings expectations and reasonable valuations, concurrent with the pandemic’s fading impact on the global economy. Inflation levels were elevated at that time, but considered to be transitory by the U.S. Federal Reserve Board (the “Fed”) and the market.

Entering 2022, Fund management’s positive macro-outlook shifted, as concerns over the Russian invasion of Ukraine increased and the Fed signaled interest rate hikes to combat inflation, which was no longer viewed as temporary. Tensions in Europe pushed energy and commodity prices to historically high levels, exacerbating inflation and dampening global growth. Throughout the first quarter, the Funds eliminated their overweight allocation to international equity, initiated an underweight allocation to emerging-markets equity, and maintained their slight overweight allocation to U.S. large-cap equities. As expected, the Fed raised the federal funds rate – the Fed’s overnight bank lending rate – by 0.25%. At quarter-end, the S&P 500^® Index (the “S&P 500”) was down 4.6% and the Bloomberg U.S. Aggregate Bond Index had fallen 5.9%.

MassMutual RetireSMART^SMby JPMorgan (target-date) Funds – Portfolio Manager Report (Unaudited) (Continued)

The second quarter of 2022 remained challenging for markets. Inflation continued to dominate headlines as the escalation of war in Europe contributed to a further squeeze in food and energy prices. China’s zero-tolerance policy toward COVID-19 resulted in rolling lockdowns, which disrupted their domestic economic activity, with spill-over effects on the global economy. In the U.S., the Fed increased the federal funds rate in June by 0.75% – the largest single move since 1994 – in an effort to control inflation. During the second quarter, the S&P 500 fell 15.4% and the Bloomberg U.S. Aggregate Bond Index was down 5.4%. By quarter-end, the Funds had added underweight positions to all risk assets, including U.S. large-cap, real estate investment trusts (REITs), U.S. high-yield, and emerging-markets debt.

Through the third quarter of 2022, Fed policy, slowing global growth, and elevated geopolitical risk led markets to post broad negative returns. A strong U.S. dollar, coupled with slowing global growth, weighed on emerging markets over the quarter. Inflation and a tight labor market continued to dominate headlines, as both remained resilient, despite global central bank efforts to tighten financial conditions. On the international front, Europe’s reliance on outside energy production came into acute focus, given Russia’s indefinite halt of natural gas supply, which continued to raise the odds of a recession in Europe. The Funds continued to hold a diversified underweight allocation across risk assets throughout the third quarter.

The strategic asset allocation (glide path) detracted over the past year. Relative to the S&P Target Date Indexes, having more total stocks versus bonds, particularly in the vintages further from retirement, detracted from performance. Within stocks, holding a lower allocation to U.S. mid-cap equities detracted from performance. Diversification in fixed income, relative to the S&P Target Date Indexes, contributed to performance, as U.S. core fixed income underperformed U.S. high-yield.

Active asset allocation over the one-year period added value, primarily driven by the Funds’ diversified underweight allocations across risk assets. As market volatility continued, the Funds were positioned to protect participant capital. Specifically, underweight allocations to emerging-markets equity and U.S. REITs were particularly additive, as both asset classes declined by more than 10%.

Outlook

As we head into 2023, Fund management expects sub-trend global growth to continue, with recession in Europe and the U.K. seeming highly probable. In Fund management’s view, the U.S. may narrowly avoid recession; however, Fund management expects continued volatility across capital markets as goods, inventories, and earnings decrease. Fund management also expects continued tightening in monetary policy, in spite of slower global growth, as inflation endures across regions. Fund management’s opinion is that geopolitical risk continues to be elevated, with no signs of abatement in the near term, and they expect meaningful downgrades to earnings globally.

MassMutual RetireSMART^SM by JPMorgan (target-date) Funds – Portfolio Manager Report (Unaudited) (Continued)

MassMutual RetireSMART by JPMorgan In Retirement Fund Asset Allocation (% of Net Assets) on 9/30/22
Fixed Income Funds	65.6%
Equity Funds	34.6%
Total Long-Term Investments	100.2%
Other Assets & Liabilities	(0.2)%
Net Assets	100.0%

MassMutual RetireSMART by JPMorgan 2020 Fund Asset Allocation (% of Net Assets) on 9/30/22
Fixed Income Funds	65.5%
Equity Funds	34.6%
Total Long-Term Investments	100.1%
Other Assets & Liabilities	(0.1)%
Net Assets	100.0%

MassMutual RetireSMART by JPMorgan 2025 Fund Asset Allocation (% of Net Assets) on 9/30/22
Fixed Income Funds	54.1%
Equity Funds	46.0%
Total Long-Term Investments	100.1%
Other Assets & Liabilities	(0.1)%
Net Assets	100.0%

MassMutual RetireSMART by JPMorgan 2030 Fund Asset Allocation (% of Net Assets) on 9/30/22
Equity Funds	59.0%
Fixed Income Funds	41.1%
Total Long-Term Investments	100.1%
Other Assets & Liabilities	(0.1)%
Net Assets	100.0%

MassMutual RetireSMART by JPMorgan 2035 Fund Asset Allocation (% of Net Assets) on 9/30/22
Equity Funds	71.2%
Fixed Income Funds	28.9%
Total Long-Term Investments	100.1%
Other Assets & Liabilities	(0.1)%
Net Assets	100.0%

MassMutual RetireSMART by JPMorgan 2040 Fund Asset Allocation (% of Net Assets) on 9/30/22
Equity Funds	81.1%
Fixed Income Funds	19.0%
Total Long-Term Investments	100.1%
Other Assets & Liabilities	(0.1)%
Net Assets	100.0%

MassMutual RetireSMART by JPMorgan 2045 Fund Asset Allocation (% of Net Assets) on 9/30/22
Equity Funds	88.6%
Fixed Income Funds	11.5%
Total Long-Term Investments	100.1%
Other Assets & Liabilities	(0.1)%
Net Assets	100.0%

MassMutual RetireSMART by JPMorgan 2050 Fund Asset Allocation (% of Net Assets) on 9/30/22
Equity Funds	90.0%
Fixed Income Funds	10.1%
Total Long-Term Investments	100.1%
Other Assets & Liabilities	(0.1)%
Net Assets	100.0%

MassMutual RetireSMART^SM by JPMorgan (target-date) Funds – Portfolio Manager Report (Unaudited) (Continued)

MassMutual RetireSMART by JPMorgan 2055 Fund Asset Allocation (% of Net Assets) on 9/30/22
Equity Funds	90.0%
Fixed Income Funds	10.1%
Total Long-Term Investments	100.1%
Other Assets & Liabilities	(0.1)%
Net Assets	100.0%

MassMutual RetireSMART by JPMorgan 2060 Fund Asset Allocation (% of Net Assets) on 9/30/22
Equity Funds	90.2%
Fixed Income Funds	10.1%
Total Long-Term Investments	100.3%
Other Assets & Liabilities	(0.3)%
Net Assets	100.0%

MassMutual Select T. Rowe Price Retirement Balanced Fund – Portfolio Manager Report (Unaudited)

What is the investment approach of the MassMutual Select T. Rowe Price Retirement Balanced Fund, and who is the Fund’s subadviser?

The Fund seeks the highest total return over time consistent with an emphasis on both capital growth and income. The Fund is a “fund of funds” and pursues its objective by investing in a diversified portfolio of other stock and bond series of both the MassMutual Funds and T. Rowe Price Funds that represent various asset classes and sectors (“Underlying Funds”). The Fund is subadvised by T. Rowe Price Associates, Inc. (T. Rowe Price). The Underlying Funds in which the Fund invests are predominantly either advised or subadvised by T. Rowe Price. The Fund is intended for retired investors who seek income and relative stability from bonds along with some capital appreciation potential from stocks. The Fund’s “neutral allocations,” which are what T. Rowe Price considers broadly appropriate for investors during their retirement years, are 40% stock funds and 60% bond funds. The allocations are referred to as “neutral allocations” because they do not reflect any tactical decisions made by T. Rowe Price to overweight or underweight a particular asset class or sector based on its market outlook.

How did the Fund perform during the 12 months ended September 30, 2022?

The Fund’s Class I shares returned -14.93%, underperforming the -13.31% return of the S&P Target Date Retirement Income Index (the “benchmark”), which provides varying levels of exposure to equities and fixed income.

For a discussion on the economic and market environment during the 12-month period ended September 30, 2022, please see the Economic and Market Overview, beginning on page 3.

Subadviser discussion of factors that contributed to the Fund’s performance

For the fiscal year ended September 30, 2022, the Fund’s total allocation to equities, bonds, and cash detracted from performance. The Fund held less fixed income exposure relative to the benchmark and underperformed in a market environment where equities underperformed bonds and both asset classes lagged cash.

Conversely, the Fund’s structural composition contributed to performance, due in part to a larger allocation to domestic equities relative to the benchmark. The Fund’s dedicated allocation to real assets equities and diversified international developed equities also was beneficial.

Security selection within the underlying allocation to U.S. large-cap growth stocks weighed on the Fund’s relative performance. Conversely, the allocation to U.S. mid-cap growth and value stocks added value.

Subadviser outlook

T. Rowe Price observes that, as of the end of the fiscal year, valuations have improved as risk assets have pulled back from their recent highs, but uncertainty around corporate fundamentals suggests limited near-term upside, particularly as earnings estimates have not seen significant downward revision to reflect rising recession risks. Fund management continues to assess when to add to equities and other risk assets as they evaluate long-term valuations and possible early indications of stabilization or improvement in macroeconomic conditions. Given the range of potential paths for growth and inflation, Fund management expects their positioning to remain cautious, as they expect that a firm commitment from major central banks to bring down inflation could result in a low ceiling for stocks in the near term, and possibly exacerbate economic contraction through overtightening. In T. Rowe Price’s opinion, other key risks to global markets include the Russia-Ukraine conflict and the associated impact of energy supply shortages, which could weigh on European manufacturing, broader geopolitical instability, and unexpected supply chain disruptions. In T. Rowe Price’s view, these conditions could contribute to a less compelling risk/reward trade-off between stocks and bonds or cash in the near term, and they believe that a more modest allocation to equities may be prudent.

MassMutual Select T. Rowe Price Retirement Balanced Fund – Portfolio Manager Report (Unaudited) (Continued)

MassMutual Select T. Rowe Price Retirement Balanced Fund Asset Allocation (% of Net Assets) on 9/30/22
Fixed Income Funds	62.8%
Equity Funds	37.2%
Total Long-Term Investments	100.0%
Other Assets & Liabilities	(0.0)%
Net Assets	100.0%

MassMutual Select T. Rowe Price Retirement (target-date) Funds – Portfolio Manager Report (Unaudited)

What are the investment approaches of the Funds that constitute the MassMutual Select T. Rowe Price Retirement (target date) Series, and who is the Series’ subadviser?

The MassMutual (“MM”) Select T. Rowe Price (target date) Series (the “Series”) comprises 12 Funds – each of which has a “fund of funds” structure. The 12 Funds are MM Select T. Rowe Price Retirement 2005 Fund, MM Select T. Rowe Price Retirement 2010 Fund, MM Select T. Rowe Price Retirement 2015 Fund, MM Select T. Rowe Price Retirement 2020 Fund, MM Select T. Rowe Price Retirement 2025 Fund, MM Select T. Rowe Price Retirement 2030 Fund, MM Select T. Rowe Price Retirement 2035 Fund, MM Select T. Rowe Price Retirement 2040 Fund, MM Select T. Rowe Price Retirement 2045 Fund, MM Select T. Rowe Price Retirement 2050 Fund, MM Select T. Rowe Price Retirement 2055 Fund, and MM Select T. Rowe Price Retirement 2060 Fund. All Funds in the Series seek the highest total return over time consistent with an emphasis on both capital growth and income. Each Fund pursues its investment objective by investing in a diversified portfolio of other stock and bond series of both the MassMutual Funds and T. Rowe Price Funds that represent various asset classes and sectors (“Underlying Funds”). Each Fund’s allocation among Underlying Funds will change over time in relation to its target retirement date. Each Fund is subadvised by T. Rowe Price Associates, Inc. (T. Rowe Price). The Underlying Funds in which each Fund invests are predominantly either advised or subadvised by T. Rowe Price.

Each Fund is managed based on the specific retirement year (e.g., target date 2005) included in its name and assumes a retirement age of 65. The target date refers to the approximate year an investor in the Fund would have retired or would plan to retire and likely stopped or would stop making new investments in the Fund. Each Fund is primarily designed for an investor who retired or anticipates retiring at or about the target date and who plans to withdraw the value of the account in the Fund gradually after retirement.

Each Fund’s assets are allocated to the Underlying Funds according to an asset allocation strategy that becomes increasingly conservative over time, reaching approximately 55% allocation to stocks at the target date and continuing to decline until approximately 30 years after its target date, when its allocation to stocks and bonds will remain unchanged.

During the second quarter of 2020, each Fund began to shift its asset allocation strategy so that the overall allocation to stocks at 30 years past retirement will increase from 20% to 30%. The transition may take up to two years from the start of the transition to fully implement.

How did each Fund perform during the 12 months ended September 30, 2022?

The return of each Fund’s Class I shares is shown below in comparison to the return of each Fund’s respective S&P Target Date Index.

	Fund’s Class I Shares Return	S&P Target Date Index* Return
MM Select T. Rowe Price Retirement 2005 Fund	-15.62%	-13.31%
MM Select T. Rowe Price Retirement 2010 Fund	-16.02%	-13.60%
MM Select T. Rowe Price Retirement 2015 Fund	-16.38%	-13.95%
MM Select T. Rowe Price Retirement 2020 Fund	-16.84%	-14.75%
MM Select T. Rowe Price Retirement 2025 Fund	-17.83%	-15.16%
MM Select T. Rowe Price Retirement 2030 Fund	-19.32%	-16.23%
MM Select T. Rowe Price Retirement 2035 Fund	-20.63%	-17.42%
MM Select T. Rowe Price Retirement 2040 Fund	-21.66%	-18.21%
MM Select T. Rowe Price Retirement 2045 Fund	-21.99%	-18.70%
MM Select T. Rowe Price Retirement 2050 Fund	-22.18%	-18.88%
MM Select T. Rowe Price Retirement 2055 Fund	-22.22%	-18.94%
MM Select T. Rowe Price Retirement 2060 Fund	-22.19%	-18.99%

The S&P Target Date Index for each Fund in the Series is as follows: MM Select T. Rowe Price Retirement 2005 Fund: S&P Target Date Retirement Income Index; MM Select T. Rowe Price Retirement 2010 Fund: S&P Target Date 2010 Index; MM Select T. Rowe Price Retirement 2015 Fund: S&P Target Date 2015 Index; MM Select T. Rowe Price Retirement 2020 Fund: S&P Target Date 2020 Index; MM Select T. Rowe Price Retirement 2025 Fund: S&P Target Date 2025 Index; MM Select T. Rowe Price Retirement 2030 Fund: S&P Target Date 2030 Index; MM Select T. Rowe Price Retirement 2035 Fund: S&P Target Date 2035 Index; MM Select T.

MassMutual Select T. Rowe Price Retirement (target-date) Funds – Portfolio Manager Report (Unaudited) (Continued)

Rowe Price Retirement 2040 Fund: S&P Target Date 2040 Index; MM Select T. Rowe Price Retirement 2045 Fund: S&P Target Date 2045 Index; MM Select T. Rowe Price Retirement 2050 Fund: S&P Target Date 2050 Index; MM Select T. Rowe Price Retirement 2055 Fund: S&P Target Date 2055 Index; and MM Select T. Rowe Price Retirement 2060 Fund: S&P Target Date 2060 Index.

For the year ended September 30, 2022, each of the MM Select T. Rowe Price Retirement (target-date) Funds underperformed its respective S&P Target Date Index. (S&P Target Date Indexes are defined in the following section.)

S&P Target Date^® Index Series:

For a discussion on the economic and market environment during the 12-month period ended September 30, 2022, please see the Economic and Market Overview, beginning on page 3.

Subadviser discussion of factors that contributed to the Funds’ performance

For the fiscal year ended September 30, 2022, the Funds’ total allocation to equities, bonds, and cash detracted from performance across the Series. The Funds held less fixed income exposure relative to the S&P Target Date Indexes – and underperformed in a market environment where equities underperformed bonds and both asset classes lagged cash. This impact was most pronounced in vintages in or near retirement, where the S&P Target Date Indexes typically had more than double the cash allocation exposure.

Conversely, the Funds’ structural composition contributed to performance, due in part to a larger allocation to domestic equities relative to the benchmarks. The Funds’ dedicated allocation to real assets equities and diversified international developed equities also was beneficial.

Security selection within the underlying allocation to U.S. large-cap growth stocks weighed on the Funds’ relative performance. Conversely, the allocations to U.S. mid-cap growth and value stocks added value.

Subadviser outlook

MassMutual Select T. Rowe Price Retirement (target-date) Funds – Portfolio Manager Report (Unaudited) (Continued)

MassMutual Select T. Rowe Price Retirement 2005 Fund Asset Allocation (% of Net Assets) on 9/30/22
Fixed Income Funds	59.6%
Equity Funds	40.4%
Total Long-Term Investments	100.0%
Other Assets & Liabilities	(0.0)%
Net Assets	100.0%

MassMutual Select T. Rowe Price Retirement 2010 Fund Asset Allocation (% of Net Assets) on 9/30/22
Fixed Income Funds	56.1%
Equity Funds	43.9%
Total Long-Term Investments	100.0%
Other Assets & Liabilities	(0.0)%
Net Assets	100.0%

MassMutual Select T. Rowe Price Retirement 2015 Fund Asset Allocation (% of Net Assets) on 9/30/22
Fixed Income Funds	53.1%
Equity Funds	46.9%
Total Long-Term Investments	100.0%
Other Assets & Liabilities	(0.0)%
Net Assets	100.0%

MassMutual Select T. Rowe Price Retirement 2020 Fund Asset Allocation (% of Net Assets) on 9/30/22
Equity Funds	50.5%
Fixed Income Funds	49.5%
Total Long-Term Investments	100.0%
Other Assets & Liabilities	(0.0)%
Net Assets	100.0%

MassMutual Select T. Rowe Price Retirement 2025 Fund Asset Allocation (% of Net Assets) on 9/30/22
Equity Funds	57.8%
Fixed Income Funds	42.2%
Total Long-Term Investments	100.0%
Other Assets & Liabilities	(0.0)%
Net Assets	100.0%

MassMutual Select T. Rowe Price Retirement 2030 Fund Asset Allocation (% of Net Assets) on 9/30/22
Equity Funds	69.1%
Fixed Income Funds	31.0%
Total Long-Term Investments	100.1%
Other Assets & Liabilities	(0.1)%
Net Assets	100.0%

MassMutual Select T. Rowe Price Retirement 2035 Fund Asset Allocation (% of Net Assets) on 9/30/22
Equity Funds	80.2%
Fixed Income Funds	19.9%
Total Long-Term Investments	100.1%
Other Assets & Liabilities	(0.1)%
Net Assets	100.0%

MassMutual Select T. Rowe Price Retirement 2040 Fund Asset Allocation (% of Net Assets) on 9/30/22
Equity Funds	89.4%
Fixed Income Funds	10.7%
Total Long-Term Investments	100.1%
Other Assets & Liabilities	(0.1)%
Net Assets	100.0%

MassMutual Select T. Rowe Price Retirement (target-date) Funds – Portfolio Manager Report (Unaudited) (Continued)

MassMutual Select T. Rowe Price Retirement 2045 Fund Asset Allocation (% of Net Assets) on 9/30/22
Equity Funds	94.2%
Fixed Income Funds	5.9%
Total Long-Term Investments	100.1%
Other Assets & Liabilities	(0.1)%
Net Assets	100.0%

MassMutual Select T. Rowe Price Retirement 2050 Fund Asset Allocation (% of Net Assets) on 9/30/22
Equity Funds	95.7%
Fixed Income Funds	4.4%
Total Long-Term Investments	100.1%
Other Assets & Liabilities	(0.1)%
Net Assets	100.0%

MassMutual Select T. Rowe Price Retirement 2055 Fund Asset Allocation (% of Net Assets) on 9/30/22
Equity Funds	96.2%
Fixed Income Funds	3.9%
Total Long-Term Investments	100.1%
Other Assets & Liabilities	(0.1)%
Net Assets	100.0%

MassMutual Select T. Rowe Price Retirement 2060 Fund Asset Allocation (% of Net Assets) on 9/30/22
Equity Funds	96.2%
Fixed Income Funds	3.9%
Total Long-Term Investments	100.1%
Other Assets & Liabilities	(0.1)%
Net Assets	100.0%

MassMutual 20/80 Allocation Fund – Portfolio Manager Report (Unaudited)

GROWTH OF $10,000 INVESTMENT - CLASS R5

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	5 Years	10 Years	Since Inception 04/01/2014
Class I	04/01/2014	-15.46%	1.50%		2.40%
Class R5	06/20/2011	-15.64%	1.41%	2.86%
Service Class	06/20/2011	-15.66%	1.31%	2.77%
Administrative Class	06/20/2011	-15.72%	1.21%	2.67%
Class R4	04/01/2014	-15.92%	1.04%		1.94%
Class A	06/20/2011	-15.90%	0.97%	2.41%
Class A (sales load deducted)*	06/20/2011	-20.53%	-0.17%	1.83%
Class R3	04/01/2014	-16.05%	0.81%		1.69%
Bloomberg U.S. Aggregate Bond Index#		-14.60%	-0.27%	0.89%	1.05%
S&P 500 Index		-15.47%	9.24%	11.70%	10.12%
Lipper Balanced Fund Index		-15.90%	4.06%	6.12%	5.00%

* Class A (sales load deducted) returns include the 5.50% maximum sales charge.

# Benchmark

MassMutual 40/60 Allocation Fund – Portfolio Manager Report (Unaudited)

GROWTH OF $10,000 INVESTMENT - CLASS R5

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	5 Years	10 Years	Since Inception 04/01/2014
Class I	04/01/2014	-16.39%	2.96%		3.75%
Class R5	06/20/2011	-16.37%	2.87%	4.87%
Service Class	06/20/2011	-16.40%	2.77%	4.78%
Administrative Class	06/20/2011	-16.55%	2.67%	4.66%
Class R4	04/01/2014	-16.65%	2.53%		3.30%
Class A	06/20/2011	-16.82%	2.39%	4.40%
Class A (sales load deducted)*	06/20/2011	-21.39%	1.24%	3.81%
Class R3	04/01/2014	-17.01%	2.23%		3.04%
S&P 500 Index#		-15.47%	9.24%	11.70%	10.12%
Bloomberg U.S. Aggregate Bond Index		-14.60%	-0.27%	0.89%	1.05%
Lipper Balanced Fund Index		-15.90%	4.06%	6.12%	5.00%

* Class A (sales load deducted) returns include the 5.50% maximum sales charge.

# Benchmark

MassMutual 60/40 Allocation Fund – Portfolio Manager Report (Unaudited)

GROWTH OF $10,000 INVESTMENT - CLASS R5

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	5 Years	10 Years	Since Inception 04/01/2014
Class I	04/01/2014	-16.45%	4.30%		4.94%
Class R5	06/20/2011	-16.53%	4.19%	6.59%
Service Class	06/20/2011	-16.66%	4.08%	6.49%
Administrative Class	06/20/2011	-16.62%	3.99%	6.40%
Class R4	04/01/2014	-16.78%	3.84%		4.49%
Class A	06/20/2011	-16.84%	3.74%	6.13%
Class A (sales load deducted)*	06/20/2011	-21.41%	2.57%	5.53%
Class R3	04/01/2014	-17.00%	3.56%		4.22%
S&P 500 Index#		-15.47%	9.24%	11.70%	10.12%
Bloomberg U.S. Aggregate Bond Index		-14.60%	-0.27%	0.89%	1.05%
Lipper Balanced Fund Index		-15.90%	4.06%	6.12%	5.00%

* Class A (sales load deducted) returns include the 5.50% maximum sales charge.

# Benchmark

MassMutual 80/20 Allocation Fund – Portfolio Manager Report (Unaudited)

GROWTH OF $10,000 INVESTMENT - CLASS R5

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	5 Years	10 Years	Since Inception 04/01/2014
Class I	04/01/2014	-17.85%	4.79%		5.42%
Class R5	06/20/2011	-17.91%	4.70%	7.34%
Service Class	06/20/2011	-18.04%	4.58%	7.24%
Administrative Class	06/20/2011	-18.10%	4.47%	7.13%
Class R4	04/01/2014	-18.17%	4.31%		4.94%
Class A	06/20/2011	-18.30%	4.22%	6.87%
Class A (sales load deducted)*	06/20/2011	-22.79%	3.04%	6.27%
Class R3	04/01/2014	-18.47%	4.06%		4.68%
S&P 500 Index#		-15.47%	9.24%	11.70%	10.12%
Bloomberg U.S. Aggregate Bond Index		-14.60%	-0.27%	0.89%	1.05%
Lipper Balanced Fund Index		-15.90%	4.06%	6.12%	5.00%

* Class A (sales load deducted) returns include the 5.50% maximum sales charge.

# Benchmark

MassMutual RetireSMART^SM by JPMorgan In Retirement Fund – Portfolio Manager Report (Unaudited)

GROWTH OF $10,000 INVESTMENT - SERVICE CLASS

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	5 Years	10 Years	Since Inception 04/01/2014
Class I	04/01/2014	-16.12%	1.75%		2.55%
Class R5	04/01/2014	-16.20%	1.66%		2.45%
Service Class	12/31/2003	-16.26%	1.57%	2.97%
Administrative Class	12/31/2003	-16.45%	1.46%	2.87%
Class R4	04/01/2014	-16.47%	1.31%		2.10%
Class A	12/31/2003	-16.64%	1.19%	2.59%
Class A (sales load deducted)*	12/31/2003	-21.22%	0.05%	2.01%
Class R3	12/31/2003	-16.67%	1.05%	2.43%
S&P Target Date Retirement Income Index		-13.31%	1.88%	3.23%	2.82%

* Class A (sales load deducted) returns include the 5.50% maximum sales charge.

MassMutual RetireSMART^SM by JPMorgan 2020 Fund – Portfolio Manager Report (Unaudited)

GROWTH OF $10,000 INVESTMENT - Service Class

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	5 Years	10 Years	Since Inception 04/01/2014
Class I	04/01/2014	-16.09%	2.35%		3.38%
Class R5	04/01/2014	-16.24%	2.24%		3.27%
Service Class	12/31/2003	-16.29%	2.13%	4.73%
Administrative Class	12/31/2003	-16.43%	2.02%	4.63%
Class R4	04/01/2014	-16.51%	1.88%		2.91%
Class A	12/31/2003	-16.60%	1.76%	4.34%
Class A (sales load deducted)*	12/31/2003	-21.19%	0.61%	3.75%
Class R3	12/31/2003	-16.70%	1.63%	4.17%
S&P Target Date 2020 Index		-14.75%	2.64%	5.11%	3.98%

* Class A (sales load deducted) returns include the 5.50% maximum sales charge.

MassMutual RetireSMART^SM by JPMorgan 2025 Fund – Portfolio Manager Report (Unaudited)

GROWTH OF $10,000 INVESTMENT - Service Class

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	5 Years	10 Years	Since Inception 04/01/2014
Class I	04/01/2014	-17.29%	3.01%		3.99%
Class R5	04/01/2014	-17.42%	2.93%		3.90%
Service Class	04/01/2010	-17.48%	2.80%	5.52%
Administrative Class	04/01/2010	-17.50%	2.71%	5.44%
Class R4	04/01/2014	-17.65%	2.54%		3.52%
Class A	04/01/2010	-17.74%	2.44%	5.15%
Class A (sales load deducted)*	04/01/2010	-22.27%	1.29%	4.56%
Class R3	04/01/2014	-17.85%	2.30%		3.27%
S&P Target Date 2025 Index		-15.16%	3.24%	5.80%	4.51%

* Class A (sales load deducted) returns include the 5.50% maximum sales charge.

MassMutual RetireSMART^SM by JPMorgan 2030 Fund – Portfolio Manager Report (Unaudited)

GROWTH OF $10,000 INVESTMENT - Service Class

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	5 Years	10 Years	Since Inception 04/01/2014
Class I	04/01/2014	-18.08%	3.40%		4.35%
Class R5	04/01/2014	-18.18%	3.27%		4.23%
Service Class	12/31/2003	-18.23%	3.19%	5.97%
Administrative Class	12/31/2003	-18.33%	3.08%	5.86%
Class R4	04/01/2014	-18.47%	2.91%		3.86%
Class A	12/31/2003	-18.55%	2.83%	5.58%
Class A (sales load deducted)*	12/31/2003	-23.03%	1.67%	4.99%
Class R3	12/31/2003	-18.67%	2.66%	5.40%
S&P Target Date 2030 Index		-16.23%	3.58%	6.34%	4.90%

* Class A (sales load deducted) returns include the 5.50% maximum sales charge.

MassMutual RetireSMART^SM by JPMorgan 2035 Fund – Portfolio Manager Report (Unaudited)

GROWTH OF $10,000 INVESTMENT - Service Class

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	5 Years	10 Years	Since Inception 04/01/2014
Class I	04/01/2014	-18.91%	3.67%		4.59%
Class R5	04/01/2014	-19.03%	3.56%		4.48%
Service Class	04/01/2010	-19.06%	3.46%	6.27%
Administrative Class	04/01/2010	-19.17%	3.36%	6.16%
Class R4	04/01/2014	-19.29%	3.20%		4.13%
Class A	04/01/2010	-19.34%	3.11%	5.89%
Class A (sales load deducted)*	04/01/2010	-23.78%	1.95%	5.29%
Class R3	04/01/2014	-19.50%	2.95%		3.86%
S&P Target Date 2035 Index		-17.42%	3.92%	6.83%	5.28%

* Class A (sales load deducted) returns include the 5.50% maximum sales charge.

MassMutual RetireSMART^SM by JPMorgan 2040 Fund – Portfolio Manager Report (Unaudited)

GROWTH OF $10,000 INVESTMENT - Service Class

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	5 Years	10 Years	Since Inception 04/01/2014
Class I	04/01/2014	-19.31%	3.93%		4.77%
Class R5	04/01/2014	-19.36%	3.83%		4.68%
Service Class	12/31/2003	-19.49%	3.72%	6.44%
Administrative Class	12/31/2003	-19.56%	3.61%	6.34%
Class R4	04/01/2014	-19.70%	3.44%		4.29%
Class A	12/31/2003	-19.73%	3.36%	6.06%
Class A (sales load deducted)*	12/31/2003	-24.15%	2.20%	5.46%
Class R3	12/31/2003	-19.88%	3.21%	5.87%
S&P Target Date 2040 Index		-18.21%	4.16%	7.18%	5.54%

* Class A (sales load deducted) returns include the 5.50% maximum sales charge.

MassMutual RetireSMART^SM by JPMorgan 2045 Fund – Portfolio Manager Report (Unaudited)

GROWTH OF $10,000 INVESTMENT - Service Class

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	5 Years	10 Years	Since Inception 04/01/2014
Class I	04/01/2014	-19.49%	4.23%		5.00%
Class R5	04/01/2014	-19.57%	4.12%		4.90%
Service Class	04/01/2010	-19.74%	4.00%	6.83%
Administrative Class	04/01/2010	-19.76%	3.91%	6.73%
Class R4	04/01/2014	-19.92%	3.74%		4.51%
Class A	04/01/2010	-19.94%	3.65%	6.46%
Class A (sales load deducted)*	04/01/2010	-24.34%	2.49%	5.86%
Class R3	04/01/2014	-20.09%	3.48%		4.26%
S&P Target Date 2045 Index		-18.70%	4.27%	7.40%	5.69%

* Class A (sales load deducted) returns include the 5.50% maximum sales charge.

MassMutual RetireSMART^SM by JPMorgan 2050 Fund – Portfolio Manager Report (Unaudited)

GROWTH OF $10,000 INVESTMENT - Service Class

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	5 Years	10 Years	Since Inception 04/01/2014
Class I	04/01/2014	-19.60%	4.30%		5.11%
Class R5	04/01/2014	-19.73%	4.19%		5.02%
Service Class	12/17/2007	-19.78%	4.11%	6.95%
Administrative Class	12/17/2007	-19.88%	4.00%	6.84%
Class R4	04/01/2014	-19.97%	3.83%		4.65%
Class A	12/17/2007	-20.08%	3.73%	6.57%
Class A (sales load deducted)*	12/17/2007	-24.47%	2.56%	5.97%
Class R3	12/17/2007	-20.23%	3.59%	6.38%
S&P Target Date 2050 Index		-18.88%	4.35%	7.61%	5.82%

* Class A (sales load deducted) returns include the 5.50% maximum sales charge.

MassMutual RetireSMART^SM by JPMorgan 2055 Fund – Portfolio Manager Report (Unaudited)

GROWTH OF $10,000 INVESTMENT - Service Class

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	5 Years	Since Inception 09/17/2013	Since Inception 04/01/2014
Class I	04/01/2014	-19.58%	4.32%		5.16%
Class R5	04/01/2014	-19.69%	4.21%		5.04%
Service Class	09/17/2013	-19.85%	4.11%	5.62%
Administrative Class	09/17/2013	-19.92%	4.00%	5.52%
Class R4	04/01/2014	-19.98%	3.86%		4.69%
Class A	09/17/2013	-19.98%	3.76%	5.27%
Class A (sales load deducted)*	09/17/2013	-24.38%	2.59%	4.61%
Class R3	04/01/2014	-20.23%	3.58%		4.42%
S&P Target Date 2055 Index		-18.94%	4.39%	6.46%	5.88%

* Class A (sales load deducted) returns include the 5.50% maximum sales charge.

MassMutual RetireSMART^SM by JPMorgan 2060 Fund – Portfolio Manager Report (Unaudited)

GROWTH OF $10,000 INVESTMENT - Class I

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	5 Year	Since Inception 11/23/2015
Class I	11/23/2015	-19.60%	4.31%	6.02%
Class R5	11/23/2015	-19.72%	4.19%	5.90%
Service Class	11/23/2015	-19.75%	4.10%	5.80%
Administrative Class	11/23/2015	-19.96%	3.97%	5.68%
Class R4	11/23/2015	-20.02%	3.84%	5.54%
Class A	11/23/2015	-20.10%	3.71%	5.42%
Class A (sales load deducted)*	11/23/2015	-24.50%	2.54%	4.55%
Class R3	11/23/2015	-20.18%	3.58%	5.29%
S&P Target Date 2060 Index		-18.99%	4.44%	6.38%

* Class A (sales load deducted) returns include the 5.50% maximum sales charge.

MassMutual Select T. Rowe Price Retirement Balanced Fund – Portfolio Manager Report (Unaudited)

GROWTH OF $10,000 INVESTMENT - Class I

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	Since Inception 02/16/2018
Class I	02/16/2018	-14.93%	2.49%
Class M5	02/16/2018	-15.09%	2.34%
Class M4	02/16/2018	-15.28%	2.08%
Class M3	02/16/2018	-15.55%	1.82%
S&P Target Date Retirement Income Index		-13.31%	1.66%

MassMutual Select T. Rowe Price Retirement 2005 Fund – Portfolio Manager Report (Unaudited)

GROWTH OF $10,000 INVESTMENT - Class I

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	Since Inception 02/16/2018
Class I	02/16/2018	-15.62%	2.22%
Class M5	02/16/2018	-15.73%	2.06%
Class M4	02/16/2018	-15.93%	1.82%
Class M3	02/16/2018	-16.17%	1.55%
S&P Target Date Retirement Income Index		-13.31%	1.66%

MassMutual Select T. Rowe Price Retirement 2010 Fund – Portfolio Manager Report (Unaudited)

GROWTH OF $10,000 INVESTMENT - Class I

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	Since Inception 02/16/2018
Class I	02/16/2018	-16.02%	2.41%
Class M5	02/16/2018	-16.10%	2.27%
Class M4	02/16/2018	-16.40%	2.00%
Class M3	02/16/2018	-16.57%	1.74%
S&P Target Date 2010 Index		-13.60%	2.06%

MassMutual Select T. Rowe Price Retirement 2015 Fund – Portfolio Manager Report (Unaudited)

GROWTH OF $10,000 INVESTMENT - Class I

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	Since Inception 02/16/2018
Class I	02/16/2018	-16.38%	2.62%
Class M5	02/16/2018	-16.50%	2.47%
Class M4	02/16/2018	-16.68%	2.21%
Class M3	02/16/2018	-16.89%	1.96%
S&P Target Date 2015 Index		-13.95%	2.26%

MassMutual Select T. Rowe Price Retirement 2020 Fund – Portfolio Manager Report (Unaudited)

GROWTH OF $10,000 INVESTMENT - Class I

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	Since Inception 02/16/2018
Class I	02/16/2018	-16.84%	2.82%
Class M5	02/16/2018	-16.98%	2.67%
Class M4	02/16/2018	-17.15%	2.42%
Class M3	02/16/2018	-17.37%	2.16%
S&P Target Date 2020 Index		-14.75%	2.19%

MassMutual Select T. Rowe Price Retirement 2025 Fund – Portfolio Manager Report (Unaudited)

GROWTH OF $10,000 INVESTMENT - Class I

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	Since Inception 02/16/2018
Class I	02/16/2018	-17.83%	3.08%
Class M5	02/16/2018	-17.99%	2.92%
Class M4	02/16/2018	-18.16%	2.66%
Class M3	02/16/2018	-18.37%	2.40%
S&P Target Date 2025 Index		-15.16%	2.66%

MassMutual Select T. Rowe Price Retirement 2030 Fund – Portfolio Manager Report (Unaudited)

GROWTH OF $10,000 INVESTMENT - Class I

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	Since Inception 02/16/2018
Class I	02/16/2018	-19.32%	3.17%
Class M5	02/16/2018	-19.51%	3.01%
Class M4	02/16/2018	-19.66%	2.76%
Class M3	02/16/2018	-19.91%	2.49%
S&P Target Date 2030 Index		-16.23%	2.86%

MassMutual Select T. Rowe Price Retirement 2035 Fund – Portfolio Manager Report (Unaudited)

GROWTH OF $10,000 INVESTMENT - Class I

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	Since Inception 02/16/2018
Class I	02/16/2018	-20.63%	3.26%
Class M5	02/16/2018	-20.78%	3.09%
Class M4	02/16/2018	-20.92%	2.85%
Class M3	02/16/2018	-21.16%	2.58%
S&P Target Date 2035 Index		-17.42%	3.07%

MassMutual Select T. Rowe Price Retirement 2040 Fund – Portfolio Manager Report (Unaudited)

GROWTH OF $10,000 INVESTMENT - Class I

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	Since Inception 02/16/2018
Class I	02/16/2018	-21.66%	3.36%
Class M5	02/16/2018	-21.80%	3.20%
Class M4	02/16/2018	-22.03%	2.94%
Class M3	02/16/2018	-22.18%	2.69%
S&P Target Date 2040 Index		-18.21%	3.23%

MassMutual Select T. Rowe Price Retirement 2045 Fund – Portfolio Manager Report (Unaudited)

GROWTH OF $10,000 INVESTMENT - Class I

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	Since Inception 02/16/2018
Class I	02/16/2018	-21.99%	3.52%
Class M5	02/16/2018	-22.11%	3.34%
Class M4	02/16/2018	-22.35%	3.08%
Class M3	02/16/2018	-22.50%	2.83%
S&P Target Date 2045 Index		-18.70%	3.29%

MassMutual Select T. Rowe Price Retirement 2050 Fund – Portfolio Manager Report (Unaudited)

GROWTH OF $10,000 INVESTMENT - Class I

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	Since Inception 02/16/2018
Class I	02/16/2018	-22.18%	3.48%
Class M5	02/16/2018	-22.30%	3.31%
Class M4	02/16/2018	-22.51%	3.05%
Class M3	02/16/2018	-22.64%	2.80%
S&P Target Date 2050 Index		-18.88%	3.33%

MassMutual Select T. Rowe Price Retirement 2055 Fund – Portfolio Manager Report (Unaudited)

GROWTH OF $10,000 INVESTMENT - Class I

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	Since Inception 02/16/2018
Class I	02/16/2018	-22.22%	3.46%
Class M5	02/16/2018	-22.33%	3.29%
Class M4	02/16/2018	-22.52%	3.03%
Class M3	02/16/2018	-22.72%	2.77%
S&P Target Date 2055 Index		-18.94%	3.35%

MassMutual Select T. Rowe Price Retirement 2060 Fund – Portfolio Manager Report (Unaudited)

GROWTH OF $10,000 INVESTMENT - Class I

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	Since Inception 02/16/2018
Class I	02/16/2018	-22.19%	3.46%
Class M5	02/16/2018	-22.34%	3.29%
Class M4	02/16/2018	-22.54%	3.03%
Class M3	02/16/2018	-22.76%	2.77%
S&P Target Date 2060 Index		-18.99%	3.38%

MassMutual 20/80 Allocation Fund – Portfolio of Investments

September 30, 2022

	Number of Shares		Value
MUTUAL FUNDS — 100.0%
Equity Funds — 20.1%
DFA Commodity Strategy Portfolio		143,356	$	739,715
Invesco Real Estate Fund, Class R6		21,983		382,731
MassMutual Blue Chip Growth Fund, Class I (a)		165,770		3,106,536
MassMutual Diversified Value Fund, Class I (a)		216,232		2,350,436
MassMutual Equity Opportunities Fund, Class I (a)		263,528		4,390,370
MassMutual Fundamental Value Fund, Class I (a)		321,660		2,746,981
MassMutual Growth Opportunities Fund, Class I (a)		157,290		717,241
MassMutual International Equity Fund, Class I (a)		70,427		502,848
MassMutual Mid Cap Growth Fund, Class I (a)		55,205		1,024,044
MassMutual Mid Cap Value Fund, Class I (a)		103,164		1,089,407
MassMutual Overseas Fund, Class I (a)		413,574		2,870,205
MassMutual Small Cap Growth Equity Fund, Class I (a)		14,732		176,193
MassMutual Small Cap Value Equity Fund, Class I (a)		82,566		717,500
MassMutual Strategic Emerging Markets Fund, Class I (a)		89,468		734,534
MM Equity Asset Fund, Class I (a)		900,264		6,301,846
Vanguard Developed Markets Index Fund, Admiral Shares		156,596		1,829,042
Vanguard Emerging Markets Stock Index Fund, Admiral Shares		11,966		364,259
Vanguard Mid-Cap Index Fund, Admiral Shares		4,764		1,109,193
Vanguard Small-Cap Index Fund, Admiral Shares		7,901		647,046
				31,800,127
Fixed Income Funds — 79.9%
Invesco International Bond Fund, Class R6		1,561,526		6,121,181
MassMutual Core Bond Fund, Class I (a)		2,842,951		25,870,850
MassMutual Global Floating Rate Fund, Class I (a)		59,408		502,000
MassMutual High Yield Fund, Class I (a)		197,181		1,433,505
MassMutual Inflation-Protected and Income Fund, Class I (a)		175,750		1,643,259
MassMutual Short-Duration Bond Fund, Class I (a)		3,236,147		28,057,391

	Number of Shares		Value
MassMutual Strategic Bond Fund, Class I (a)		2,502,209	$	21,293,795
MassMutual Total Return Bond Fund, Class I (a)		4,132,178		34,792,943
Vanguard Long-Term Treasury Index Fund, Admiral Shares		10,989		231,978
Vanguard Total Bond Market Index Fund, Institutional Shares		702,834		6,599,613
				126,546,515

TOTAL MUTUAL FUNDS (Cost $187,882,833)				158,346,642

TOTAL LONG-TERM INVESTMENTS (Cost $187,882,833)				158,346,642

TOTAL INVESTMENTS — 100.0% (Cost $187,882,833) (b)				158,346,642

Other Assets/(Liabilities) — (0.0)%				(70,401	)

NET ASSETS — 100.0%			$	158,276,241

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Affiliated issuer. See Note 7 for a summary of transactions in the investments of affiliated issuers.

(b)	See Note 6 for aggregate cost for federal tax purposes.

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

MassMutual 40/60 Allocation Fund – Portfolio of Investments

September 30, 2022

	Number of Shares		Value
MUTUAL FUNDS — 100.1%
Equity Funds — 39.3%
DFA Commodity Strategy Portfolio		135,261	$	697,949
Invesco Real Estate Fund, Class R6		33,270		579,232
MassMutual Blue Chip Growth Fund, Class I (a)		319,654		5,990,319
MassMutual Diversified Value Fund, Class I (a)		425,847		4,628,956
MassMutual Equity Opportunities Fund, Class I (a)		446,900		7,445,347
MassMutual Fundamental Value Fund, Class I (a)		685,645		5,855,407
MassMutual Growth Opportunities Fund, Class I (a)		305,827		1,394,572
MassMutual International Equity Fund, Class I (a)		273,129		1,950,143
MassMutual Mid Cap Growth Fund, Class I (a)		87,503		1,623,178
MassMutual Mid Cap Value Fund, Class I (a)		245,377		2,591,176
MassMutual Overseas Fund, Class I (a)		634,679		4,404,672
MassMutual Small Cap Growth Equity Fund, Class I (a)		32,298		386,287
MassMutual Small Cap Value Equity Fund, Class I (a)		212,284		1,844,744
MassMutual Strategic Emerging Markets Fund, Class I (a)		133,679		1,097,501
MM Equity Asset Fund, Class I (a)		2,412,323		16,886,259
Vanguard Developed Markets Index Fund, Institutional Shares		393,235		4,596,917
Vanguard Emerging Markets Stock Index Fund, Admiral Shares		24,804		755,045
Vanguard Mid-Cap Index Fund, Admiral Shares		10,578		2,463,100
Vanguard Small-Cap Index Fund, Admiral Shares		18,228		1,492,707
				66,683,511
Fixed Income Funds — 60.8%
Invesco International Bond Fund, Class R6		1,246,162		4,884,954
MassMutual Core Bond Fund, Class I (a)		2,195,950		19,983,148
MassMutual Global Floating Rate Fund, Class I (a)		99,844		843,680
MassMutual High Yield Fund, Class I (a)		281,654		2,047,623
MassMutual Inflation-Protected and Income Fund, Class I (a)		96,866		905,701
MassMutual Short-Duration Bond Fund, Class I (a)		2,231,419		19,346,403

	Number of Shares		Value
MassMutual Strategic Bond Fund, Class I (a)		2,039,373	$	17,355,061
MassMutual Total Return Bond Fund, Class I (a)		3,633,416		30,593,366
Vanguard Long-Term Treasury Index Fund, Admiral Shares		11,768		248,419
Vanguard Total Bond Market Index Fund, Institutional Shares		740,078		6,949,337
				103,157,692

TOTAL MUTUAL FUNDS (Cost $202,662,688)				169,841,203

TOTAL LONG-TERM INVESTMENTS (Cost $202,662,688)				169,841,203

TOTAL INVESTMENTS — 100.1% (Cost $202,662,688) (b)				169,841,203

Other Assets/(Liabilities) — (0.1)%				(183,923	)

NET ASSETS — 100.0%			$	169,657,280

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Affiliated issuer. See Note 7 for a summary of transactions in the investments of affiliated issuers.

(b)	See Note 6 for aggregate cost for federal tax purposes.

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

MassMutual 60/40 Allocation Fund – Portfolio of Investments

September 30, 2022

	Number of Shares		Value
MUTUAL FUNDS — 100.1%
Equity Funds — 60.4%
DFA Commodity Strategy Portfolio		102,979	$	531,373
Invesco Real Estate Fund, Class R6		39,379		685,597
MassMutual Blue Chip Growth Fund, Class I (a)		438,117		8,210,320
MassMutual Diversified Value Fund, Class I (a)		611,779		6,650,039
MassMutual Equity Opportunities Fund, Class I (a)		643,458		10,720,004
MassMutual Fundamental Value Fund, Class I (a)		934,241		7,978,415
MassMutual Growth Opportunities Fund, Class I (a)		390,709		1,781,631
MassMutual International Equity Fund, Class I (a)		272,993		1,949,169
MassMutual Mid Cap Growth Fund, Class I (a)		138,039		2,560,631
MassMutual Mid Cap Value Fund, Class I (a)		379,585		4,008,413
MassMutual Overseas Fund, Class I (a)		637,553		4,424,617
MassMutual Small Cap Growth Equity Fund, Class I (a)		69,786		834,643
MassMutual Small Cap Value Equity Fund, Class I (a)		259,782		2,257,501
MassMutual Strategic Emerging Markets Fund, Class I (a)		32,846		269,666
MM Equity Asset Fund, Class I (a)		4,308,684		30,160,787
Vanguard Developed Markets Index Fund, Institutional Shares		491,818		5,749,357
Vanguard Emerging Markets Stock Index Fund, Admiral Shares		42,222		1,285,235
Vanguard Mid-Cap Index Fund, Admiral Shares		15,992		3,723,833
Vanguard Small-Cap Index Fund, Admiral Shares		12,868		1,053,720
				94,834,951
Fixed Income Funds — 39.7%
Invesco International Bond Fund, Class R6		922,500		3,616,199
MassMutual Core Bond Fund, Class I (a)		1,340,171		12,195,555
MassMutual Global Floating Rate Fund, Class I (a)		266,507		2,251,981
MassMutual High Yield Fund, Class I (a)		543,376		3,950,346
MassMutual Inflation-Protected and Income Fund, Class I (a)		45,311		423,661
MassMutual Short-Duration Bond Fund, Class I (a)		1,235,402		10,710,938

	Number of Shares		Value
MassMutual Strategic Bond Fund, Class I (a)		960,683	$	8,175,411
MassMutual Total Return Bond Fund, Class I (a)		1,933,960		16,283,943
Vanguard Long-Term Treasury Index Fund, Admiral Shares		12,912		272,565
Vanguard Total Bond Market Index Fund, Institutional Shares		478,114		4,489,487
				62,370,086

TOTAL MUTUAL FUNDS (Cost $187,041,018)				157,205,037

TOTAL LONG-TERM INVESTMENTS (Cost $187,041,018)				157,205,037

TOTAL INVESTMENTS — 100.1% (Cost $187,041,018) (b)				157,205,037

Other Assets/(Liabilities) — (0.1)%				(150,011	)

NET ASSETS — 100.0%			$	157,055,026

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Affiliated issuer. See Note 7 for a summary of transactions in the investments of affiliated issuers.

(b)	See Note 6 for aggregate cost for federal tax purposes.

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

MassMutual 80/20 Allocation Fund – Portfolio of Investments

September 30, 2022

	Number of Shares		Value
MUTUAL FUNDS — 100.1%
Equity Funds — 75.8%
DFA Commodity Strategy Portfolio		57,861	$	298,565
Invesco Real Estate Fund, Class R6		50,093		872,127
MassMutual Blue Chip Growth Fund, Class I (a)		394,000		7,383,551
MassMutual Diversified Value Fund, Class I (a)		456,696		4,964,284
MassMutual Equity Opportunities Fund, Class I (a)		471,375		7,853,104
MassMutual Fundamental Value Fund, Class I (a)		748,295		6,390,439
MassMutual Growth Opportunities Fund, Class I (a)		339,469		1,547,978
MassMutual International Equity Fund, Class I (a)		192,310		1,373,095
MassMutual Mid Cap Growth Fund, Class I (a)		157,222		2,916,472
MassMutual Mid Cap Value Fund, Class I (a)		337,024		3,558,971
MassMutual Overseas Fund, Class I (a)		874,726		6,070,597
MassMutual Small Cap Growth Equity Fund, Class I (a)		77,447		926,270
MassMutual Small Cap Value Equity Fund, Class I (a)		299,738		2,604,724
MassMutual Strategic Emerging Markets Fund, Class I (a)		244,147		2,004,445
MM Equity Asset Fund, Class I (a)		3,446,162		24,123,131
Vanguard Developed Markets Index Fund, Institutional Shares		495,498		5,792,367
Vanguard Emerging Markets Stock Index Fund, Admiral Shares		46,876		1,426,904
Vanguard Mid-Cap Index Fund, Admiral Shares		17,460		4,065,460
Vanguard Small-Cap Index Fund, Admiral Shares		25,421		2,081,736
				86,254,220
Fixed Income Funds — 24.3%
Invesco International Bond Fund, Class R6		655,653		2,570,158
MassMutual Core Bond Fund, Class I (a)		431,890		3,930,195
MassMutual Global Floating Rate Fund, Class I (a)		209,815		1,772,935
MassMutual High Yield Fund, Class I (a)		538,176		3,912,539
MassMutual Inflation-Protected and Income Fund, Class I (a)		14,650		136,977
MassMutual Short-Duration Bond Fund, Class I (a)		621,984		5,392,597

	Number of Shares		Value
MassMutual Strategic Bond Fund, Class I (a)		327,873	$	2,790,199
MassMutual Total Return Bond Fund, Class I (a)		717,003		6,037,165
Vanguard Long-Term Treasury Index Fund, Admiral Shares		6,180		130,452
Vanguard Total Bond Market Index Fund, Admiral Shares		99,127		930,800
				27,604,017

TOTAL MUTUAL FUNDS (Cost $135,839,192)				113,858,237

TOTAL LONG-TERM INVESTMENTS (Cost $135,839,192)				113,858,237

TOTAL INVESTMENTS — 100.1% (Cost $135,839,192) (b)				113,858,237

Other Assets/(Liabilities) — (0.1)%				(103,383	)

NET ASSETS — 100.0%			$	113,754,854

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Affiliated issuer. See Note 7 for a summary of transactions in the investments of affiliated issuers.

(b)	See Note 6 for aggregate cost for federal tax purposes.

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

MassMutual RetireSMART^SM by JPMorgan In Retirement Fund – Portfolio of Investments

September 30, 2022

	Number of Shares		Value
MUTUAL FUNDS — 100.2%
Equity Funds — 34.6%
JPMorgan Emerging Markets Research Enhanced Equity Fund, Class R6		59,784	$	814,857
JPMorgan Large Cap Value Fund, Class R6		62,804		1,048,819
MassMutual Blue Chip Growth Fund, Class I (a)		79,243		1,485,007
MassMutual Diversified Value Fund, Class I (a)		82,457		896,307
MassMutual Equity Opportunities Fund, Class I (a)		142,862		2,380,089
MassMutual Fundamental Value Fund, Class I (a)		140,653		1,201,178
MassMutual Growth Opportunities Fund, Class I (a)		97,947		446,639
MassMutual International Equity Fund, Class I (a)		208,259		1,486,972
MassMutual Mid Cap Growth Fund, Class I (a)		37,683		699,012
MassMutual Mid Cap Value Fund, Class I (a)		66,028		697,253
MassMutual Overseas Fund, Class I (a)		372,909		2,587,988
MassMutual Small Cap Growth Equity Fund, Class I (a)		42,197		504,671
MassMutual Small Cap Value Equity Fund, Class I (a)		76,416		664,053
MassMutual Strategic Emerging Markets Fund, Class I (a)		184,405		1,513,967
MM Equity Asset Fund, Class I (a)		1,060,367		7,422,572
Vanguard Developed Markets Index Fund, Admiral Shares		283,515		3,311,452
Vanguard Mid-Cap Index Fund, Admiral Shares		2,563		596,735
Vanguard Real Estate Index Fund, Admiral Shares		4,400		499,949
Vanguard Small-Cap Index Fund, Admiral Shares		6,101		499,571
				28,757,091
Fixed Income Funds — 65.6%
JPMorgan Emerging Markets Debt Fund, Class R6		120,160		656,076
JPMorgan U.S. Government Money Market Fund, Class IM		11,674,820		11,674,820
MassMutual Core Bond Fund, Class I (a)		1,786,003		16,252,626
MassMutual Global Floating Rate Fund, Class I (a)		21,078		178,107
MassMutual High Yield Fund, Class I (a)		599,909		4,361,340

	Number of Shares		Value
MassMutual Inflation-Protected and Income Fund, Class I (a)		665,043	$	6,218,155
MassMutual Strategic Bond Fund, Class I (a)		645,508		5,493,275
MassMutual Total Return Bond Fund, Class I (a)		651,675		5,487,106
Vanguard Total Bond Market Index Fund, Institutional Shares		436,121		4,095,179
				54,416,684

TOTAL MUTUAL FUNDS (Cost $97,846,315)				83,173,775

TOTAL LONG-TERM INVESTMENTS (Cost $97,846,315)				83,173,775

TOTAL INVESTMENTS — 100.2% (Cost $97,846,315) (b)				83,173,775

Other Assets/(Liabilities) — (0.2)%				(137,969	)

NET ASSETS — 100.0%			$	83,035,806

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Affiliated issuer. See Note 7 for a summary of transactions in the investments of affiliated issuers.

(b)	See Note 6 for aggregate cost for federal tax purposes.

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

MassMutual RetireSMART^SM by JPMorgan 2020 Fund – Portfolio of Investments

September 30, 2022

	Number of Shares		Value
MUTUAL FUNDS — 100.1%
Equity Funds — 34.6%
JPMorgan Emerging Markets Research Enhanced Equity Fund, Class R6		117,180	$	1,597,162
JPMorgan Large Cap Value Fund, Class R6		122,418		2,044,386
MassMutual Blue Chip Growth Fund, Class I (a)		154,052		2,886,943
MassMutual Diversified Value Fund, Class I (a)		160,730		1,747,134
MassMutual Equity Opportunities Fund, Class I (a)		278,489		4,639,628
MassMutual Fundamental Value Fund, Class I (a)		273,458		2,335,332
MassMutual Growth Opportunities Fund, Class I (a)		190,931		870,646
MassMutual International Equity Fund, Class I (a)		407,159		2,907,114
MassMutual Mid Cap Growth Fund, Class I (a)		73,454		1,362,569
MassMutual Mid Cap Value Fund, Class I (a)		128,708		1,359,160
MassMutual Overseas Fund, Class I (a)		724,643		5,029,025
MassMutual Small Cap Growth Equity Fund, Class I (a)		82,254		983,753
MassMutual Small Cap Value Equity Fund, Class I (a)		148,957		1,294,436
MassMutual Strategic Emerging Markets Fund, Class I (a)		360,607		2,960,581
MM Equity Asset Fund, Class I (a)		2,061,511		14,430,574
Vanguard Developed Markets Index Fund, Institutional Shares		547,535		6,400,687
Vanguard Mid-Cap Index Fund, Admiral Shares		4,958		1,154,451
Vanguard Real Estate Index Fund, Admiral Shares		8,512		967,178
Vanguard Small-Cap Index Fund, Admiral Shares		11,802		966,503
				55,937,262
Fixed Income Funds — 65.5%
JPMorgan Emerging Markets Debt Fund, Class R6		233,920		1,277,201
JPMorgan U.S. Government Money Market Fund, Class IM		22,726,427		22,726,427
MassMutual Core Bond Fund, Class I (a)		3,476,364		31,634,913
MassMutual Global Floating Rate Fund, Class I (a)		40,771		344,517
MassMutual High Yield Fund, Class I (a)		1,167,790		8,489,836

	Number of Shares		Value
MassMutual Inflation-Protected and Income Fund, Class I (a)		1,294,400	$	12,102,642
MassMutual Strategic Bond Fund, Class I (a)		1,256,423		10,692,160
MassMutual Total Return Bond Fund, Class I (a)		1,268,424		10,680,131
Vanguard Total Bond Market Index Fund, Institutional Shares		843,690		7,922,245
				105,870,072

TOTAL MUTUAL FUNDS (Cost $190,821,773)				161,807,334

TOTAL LONG-TERM INVESTMENTS (Cost $190,821,773)				161,807,334

TOTAL INVESTMENTS — 100.1% (Cost $190,821,773) (b)				161,807,334

Other Assets/(Liabilities) — (0.1)%				(215,857	)

NET ASSETS — 100.0%			$	161,591,477

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Affiliated issuer. See Note 7 for a summary of transactions in the investments of affiliated issuers.

(b)	See Note 6 for aggregate cost for federal tax purposes.

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

MassMutual RetireSMART^SM by JPMorgan 2025 Fund – Portfolio of Investments

September 30, 2022

	Number of Shares		Value
MUTUAL FUNDS — 100.1%
Equity Funds — 46.0%
JPMorgan Emerging Markets Research Enhanced Equity Fund, Class R6		171,915	$	2,343,205
JPMorgan Large Cap Value Fund, Class R6		139,706		2,333,093
MassMutual Blue Chip Growth Fund, Class I (a)		174,905		3,277,716
MassMutual Diversified Value Fund, Class I (a)		183,370		1,993,229
MassMutual Equity Opportunities Fund, Class I (a)		317,389		5,287,700
MassMutual Fundamental Value Fund, Class I (a)		310,639		2,652,861
MassMutual Growth Opportunities Fund, Class I (a)		217,436		991,507
MassMutual International Equity Fund, Class I (a)		459,422		3,280,272
MassMutual Mid Cap Growth Fund, Class I (a)		81,922		1,519,645
MassMutual Mid Cap Value Fund, Class I (a)		143,541		1,515,798
MassMutual Overseas Fund, Class I (a)		819,827		5,689,596
MassMutual Small Cap Growth Equity Fund, Class I (a)		91,153		1,090,195
MassMutual Small Cap Value Equity Fund, Class I (a)		165,412		1,437,432
MassMutual Strategic Emerging Markets Fund, Class I (a)		533,290		4,378,314
MM Equity Asset Fund, Class I (a)		2,343,868		16,407,076
Vanguard Developed Markets Index Fund, Institutional Shares		627,229		7,332,311
Vanguard Mid-Cap Index Fund, Admiral Shares		5,568		1,296,456
Vanguard Real Estate Index Fund, Admiral Shares		12,566		1,427,693
Vanguard Small-Cap Index Fund, Admiral Shares		13,184		1,079,671
				65,333,770
Fixed Income Funds — 54.1%
JPMorgan Emerging Markets Debt Fund, Class R6		422,877		2,308,909
JPMorgan U.S. Government Money Market Fund, Class IM		9,984,624		9,984,624
MassMutual Core Bond Fund, Class I (a)		2,933,751		26,697,133
MassMutual Global Floating Rate Fund, Class I (a)		34,386		290,558
MassMutual High Yield Fund, Class I (a)		1,002,136		7,285,532

	Number of Shares		Value
MassMutual Inflation-Protected and Income Fund, Class I (a)		591,707	$	5,532,456
MassMutual Strategic Bond Fund, Class I (a)		1,059,146		9,013,330
MassMutual Total Return Bond Fund, Class I (a)		1,069,262		9,003,189
Vanguard Total Bond Market Index Fund, Institutional Shares		718,965		6,751,079
				76,866,810

TOTAL MUTUAL FUNDS (Cost $171,438,920)				142,200,580

TOTAL LONG-TERM INVESTMENTS (Cost $171,438,920)				142,200,580

TOTAL INVESTMENTS — 100.1% (Cost $171,438,920) (b)				142,200,580

Other Assets/(Liabilities) — (0.1)%				(144,847	)

NET ASSETS — 100.0%			$	142,055,733

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Affiliated issuer. See Note 7 for a summary of transactions in the investments of affiliated issuers.

(b)	See Note 6 for aggregate cost for federal tax purposes.

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

MassMutual RetireSMART^SM by JPMorgan 2030 Fund – Portfolio of Investments

September 30, 2022

	Number of Shares		Value
MUTUAL FUNDS — 100.1%
Equity Funds — 59.0%
JPMorgan Emerging Markets Research Enhanced Equity Fund, Class R6		493,153	$	6,721,680
JPMorgan Large Cap Value Fund, Class R6		385,711		6,441,379
MassMutual Blue Chip Growth Fund, Class I (a)		487,014		9,126,647
MassMutual Diversified Value Fund, Class I (a)		505,973		5,499,928
MassMutual Equity Opportunities Fund, Class I (a)		875,961		14,593,512
MassMutual Fundamental Value Fund, Class I (a)		864,079		7,379,233
MassMutual Growth Opportunities Fund, Class I (a)		599,986		2,735,934
MassMutual International Equity Fund, Class I (a)		1,278,625		9,129,380
MassMutual Mid Cap Growth Fund, Class I (a)		221,940		4,116,982
MassMutual Mid Cap Value Fund, Class I (a)		388,877		4,106,542
MassMutual Overseas Fund, Class I (a)		2,301,178		15,970,176
MassMutual Small Cap Growth Equity Fund, Class I (a)		248,659		2,973,963
MassMutual Small Cap Value Equity Fund, Class I (a)		451,552		3,923,985
MassMutual Strategic Emerging Markets Fund, Class I (a)		1,517,550		12,459,089
MM Equity Asset Fund, Class I (a)		6,522,952		45,660,666
Vanguard Developed Markets Index Fund, Institutional Shares		1,737,668		20,313,341
Vanguard Mid-Cap Index Fund, Admiral Shares		15,072		3,509,582
Vanguard Real Estate Index Fund, Institutional Shares		271,594		4,774,623
Vanguard Small-Cap Index Fund, Admiral Shares		35,952		2,944,088
				182,380,730
Fixed Income Funds — 41.1%
JPMorgan Emerging Markets Debt Fund, Class R6		531,505		2,902,018
JPMorgan U.S. Government Money Market Fund, Class IM		16,314,743		16,314,743
MassMutual Core Bond Fund, Class I (a)		5,272,277		47,977,718
MassMutual High Yield Fund, Class I (a)		1,865,812		13,564,456
MassMutual Inflation-Protected and Income Fund, Class I (a)		198,617		1,857,071

	Number of Shares		Value
MassMutual Strategic Bond Fund, Class I (a)		1,903,460	$	16,198,443
MassMutual Total Return Bond Fund, Class I (a)		1,921,645		16,180,252
Vanguard Total Bond Market Index Fund, Institutional Shares		1,285,683		12,072,561
				127,067,262

TOTAL MUTUAL FUNDS (Cost $374,525,840)				309,447,992

TOTAL LONG-TERM INVESTMENTS (Cost $374,525,840)				309,447,992

TOTAL INVESTMENTS — 100.1% (Cost $374,525,840) (b)				309,447,992

Other Assets/(Liabilities) — (0.1)%				(305,860	)

NET ASSETS — 100.0%			$	309,142,132

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Affiliated issuer. See Note 7 for a summary of transactions in the investments of affiliated issuers.

(b)	See Note 6 for aggregate cost for federal tax purposes.

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

MassMutual RetireSMART^SM by JPMorgan 2035 Fund – Portfolio of Investments

September 30, 2022

	Number of Shares		Value
MUTUAL FUNDS — 100.1%
Equity Funds — 71.2%
JPMorgan Emerging Markets Research Enhanced Equity Fund, Class R6		500,571	$	6,822,777
JPMorgan Large Cap Value Fund, Class R6		207,442		3,464,280
MassMutual Blue Chip Growth Fund, Class I (a)		392,444		7,354,394
MassMutual Diversified Value Fund, Class I (a)		272,534		2,962,450
MassMutual Equity Opportunities Fund, Class I (a)		294,705		4,909,785
MassMutual Fundamental Value Fund, Class I (a)		406,281		3,469,640
MassMutual Growth Opportunities Fund, Class I (a)		539,287		2,459,150
MassMutual International Equity Fund, Class I (a)		863,972		6,168,761
MassMutual Mid Cap Growth Fund, Class I (a)		119,106		2,209,417
MassMutual Mid Cap Value Fund, Class I (a)		208,695		2,203,818
MassMutual Overseas Fund, Class I (a)		1,414,156		9,814,244
MassMutual Small Cap Growth Equity Fund, Class I (a)		133,162		1,592,613
MassMutual Small Cap Value Equity Fund, Class I (a)		241,534		2,098,930
MassMutual Strategic Emerging Markets Fund, Class I (a)		446,463		3,665,464
MM Equity Asset Fund, Class I (a)		3,503,296		24,523,070
Vanguard Developed Markets Index Fund, Admiral Shares		731,797		8,547,391
Vanguard Mid-Cap Index Fund, Admiral Shares		8,108		1,887,889
Vanguard Real Estate Index Fund, Admiral Shares		24,550		2,789,353
Vanguard Small-Cap Index Fund, Admiral Shares		19,247		1,576,165
				98,519,591
Fixed Income Funds — 28.9%
JPMorgan Emerging Markets Debt Fund, Class R6		49,481		270,168
JPMorgan U.S. Government Money Market Fund, Class IM		7,302,162		7,302,162
MassMutual Core Bond Fund, Class I (a)		675,853		6,150,261
MassMutual High Yield Fund, Class I (a)		511,843		3,721,095
MassMutual Strategic Bond Fund, Class I (a)		1,230,679		10,473,078

	Number of Shares		Value
MassMutual Total Return Bond Fund, Class I (a)		1,241,958	$	10,457,290
Vanguard Total Bond Market Index Fund, Admiral Shares		164,698		1,546,515
				39,920,569

TOTAL MUTUAL FUNDS (Cost $168,853,818)				138,440,160

TOTAL LONG-TERM INVESTMENTS (Cost $168,853,818)				138,440,160

TOTAL INVESTMENTS — 100.1% (Cost $168,853,818) (b)				138,440,160

Other Assets/(Liabilities) — (0.1)%				(147,323	)

NET ASSETS — 100.0%			$	138,292,837

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Affiliated issuer. See Note 7 for a summary of transactions in the investments of affiliated issuers.

(b)	See Note 6 for aggregate cost for federal tax purposes.

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

MassMutual RetireSMART^SM by JPMorgan 2040 Fund – Portfolio of Investments

September 30, 2022

	Number of Shares		Value
MUTUAL FUNDS — 100.1%
Equity Funds — 81.1%
JPMorgan Emerging Markets Research Enhanced Equity Fund, Class R6		901,798	$	12,291,508
JPMorgan Large Cap Value Fund, Class R6		379,760		6,341,987
MassMutual Blue Chip Growth Fund, Class I (a)		720,090		13,494,495
MassMutual Diversified Value Fund, Class I (a)		498,791		5,421,859
MassMutual Equity Opportunities Fund, Class I (a)		539,889		8,994,559
MassMutual Fundamental Value Fund, Class I (a)		745,430		6,365,970
MassMutual Growth Opportunities Fund, Class I (a)		986,500		4,498,440
MassMutual International Equity Fund, Class I (a)		1,626,120		11,610,500
MassMutual Mid Cap Growth Fund, Class I (a)		215,987		4,006,555
MassMutual Mid Cap Value Fund, Class I (a)		378,444		3,996,370
MassMutual Overseas Fund, Class I (a)		2,671,514		18,540,308
MassMutual Small Cap Growth Equity Fund, Class I (a)		242,314		2,898,074
MassMutual Small Cap Value Equity Fund, Class I (a)		440,458		3,827,579
MassMutual Strategic Emerging Markets Fund, Class I (a)		807,023		6,625,655
MM Equity Asset Fund, Class I (a)		6,433,007		45,031,049
Vanguard Developed Markets Index Fund, Institutional Shares		1,370,561		16,021,854
Vanguard Mid-Cap Index Fund, Admiral Shares		14,680		3,418,195
Vanguard Real Estate Index Fund, Admiral Shares		47,790		5,429,910
Vanguard Small-Cap Index Fund, Admiral Shares		34,922		2,859,800
				181,674,667
Fixed Income Funds — 19.0%
JPMorgan Emerging Markets Debt Fund, Class R6		366,122		1,999,027
JPMorgan U.S. Government Money Market Fund, Class IM		9,023,525		9,023,525
MassMutual Core Bond Fund, Class I (a)		587,412		5,345,450
MassMutual High Yield Fund, Class I (a)		638,198		4,639,696
MassMutual Strategic Bond Fund, Class I (a)		1,181,868		10,057,701

	Number of Shares		Value
MassMutual Total Return Bond Fund, Class I (a)		1,192,159	$	10,037,981
Vanguard Total Bond Market Index Fund, Admiral Shares		142,636		1,339,354
				42,442,734

TOTAL MUTUAL FUNDS (Cost $274,997,968)				224,117,401

TOTAL LONG-TERM INVESTMENTS (Cost $274,997,968)				224,117,401

TOTAL INVESTMENTS — 100.1% (Cost $274,997,968) (b)				224,117,401

Other Assets/(Liabilities) — (0.1)%				(205,553	)

NET ASSETS — 100.0%			$	223,911,848

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Affiliated issuer. See Note 7 for a summary of transactions in the investments of affiliated issuers.

(b)	See Note 6 for aggregate cost for federal tax purposes.

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

MassMutual RetireSMART^SM by JPMorgan 2045 Fund – Portfolio of Investments

September 30, 2022

	Number of Shares		Value
MUTUAL FUNDS — 100.1%
Equity Funds — 88.6%
JPMorgan Emerging Markets Research Enhanced Equity Fund, Class R6		448,065	$	6,107,130
JPMorgan Large Cap Value Fund, Class R6		187,227		3,126,690
MassMutual Blue Chip Growth Fund, Class I (a)		353,854		6,631,222
MassMutual Diversified Value Fund, Class I (a)		245,385		2,667,336
MassMutual Equity Opportunities Fund, Class I (a)		265,825		4,428,636
MassMutual Fundamental Value Fund, Class I (a)		366,614		3,130,881
MassMutual Growth Opportunities Fund, Class I (a)		486,392		2,217,950
MassMutual International Equity Fund, Class I (a)		801,624		5,723,596
MassMutual Mid Cap Growth Fund, Class I (a)		106,489		1,975,366
MassMutual Mid Cap Value Fund, Class I (a)		186,583		1,970,321
MassMutual Overseas Fund, Class I (a)		1,312,110		9,106,041
MassMutual Small Cap Growth Equity Fund, Class I (a)		119,472		1,428,886
MassMutual Small Cap Value Equity Fund, Class I (a)		216,488		1,881,282
MassMutual Strategic Emerging Markets Fund, Class I (a)		399,600		3,280,714
MM Equity Asset Fund, Class I (a)		3,158,146		22,107,022
Vanguard Developed Markets Index Fund, Admiral Shares		679,205		7,933,120
Vanguard Mid-Cap Index Fund, Admiral Shares		7,260		1,690,518
Vanguard Real Estate Index Fund, Admiral Shares		24,197		2,749,220
Vanguard Small-Cap Index Fund, Admiral Shares		17,271		1,414,357
				89,570,288
Fixed Income Funds — 11.5%
JPMorgan Emerging Markets Debt Fund, Class R6		80,803		441,186
JPMorgan U.S. Government Money Market Fund, Class IM		4,075,772		4,075,772
MassMutual Core Bond Fund, Class I (a)		132,690		1,207,475
MassMutual High Yield Fund, Class I (a)		145,466		1,057,534
MassMutual Strategic Bond Fund, Class I (a)		266,871		2,271,070

	Number of Shares		Value
MassMutual Total Return Bond Fund, Class I (a)		269,422	$	2,268,531
Vanguard Total Bond Market Index Fund, Admiral Shares		32,389		304,137
				11,625,705

TOTAL MUTUAL FUNDS (Cost $124,884,882)				101,195,993

TOTAL LONG-TERM INVESTMENTS (Cost $124,884,882)				101,195,993

TOTAL INVESTMENTS — 100.1% (Cost $124,884,882) (b)				101,195,993

Other Assets/(Liabilities) — (0.1)%				(121,650	)

NET ASSETS — 100.0%			$	101,074,343

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Affiliated issuer. See Note 7 for a summary of transactions in the investments of affiliated issuers.

(b)	See Note 6 for aggregate cost for federal tax purposes.

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

MassMutual RetireSMART^SM by JPMorgan 2050 Fund – Portfolio of Investments

September 30, 2022

	Number of Shares		Value
MUTUAL FUNDS — 100.1%
Equity Funds — 90.0%
JPMorgan Emerging Markets Research Enhanced Equity Fund, Class R6		706,929	$	9,635,446
JPMorgan Large Cap Value Fund, Class R6		294,670		4,920,996
MassMutual Blue Chip Growth Fund, Class I (a)		558,365		10,463,758
MassMutual Diversified Value Fund, Class I (a)		386,251		4,198,553
MassMutual Equity Opportunities Fund, Class I (a)		418,434		6,971,114
MassMutual Fundamental Value Fund, Class I (a)		578,488		4,940,290
MassMutual Growth Opportunities Fund, Class I (a)		765,583		3,491,057
MassMutual International Equity Fund, Class I (a)		1,262,496		9,014,221
MassMutual Mid Cap Growth Fund, Class I (a)		168,112		3,118,475
MassMutual Mid Cap Value Fund, Class I (a)		294,562		3,110,575
MassMutual Overseas Fund, Class I (a)		2,074,487		14,396,937
MassMutual Small Cap Growth Equity Fund, Class I (a)		188,055		2,249,143
MassMutual Small Cap Value Equity Fund, Class I (a)		340,776		2,961,344
MassMutual Strategic Emerging Markets Fund, Class I (a)		632,391		5,191,926
MM Equity Asset Fund, Class I (a)		4,979,512		34,856,582
Vanguard Developed Markets Index Fund, Admiral Shares		1,065,684		12,447,193
Vanguard Mid-Cap Index Fund, Admiral Shares		11,390		2,652,135
Vanguard Real Estate Index Fund, Admiral Shares		38,041		4,322,192
Vanguard Small-Cap Index Fund, Admiral Shares		27,097		2,218,957
				141,160,894
Fixed Income Funds — 10.1%
JPMorgan Emerging Markets Debt Fund, Class R6		99,737		544,566
JPMorgan U.S. Government Money Market Fund, Class IM		6,323,586		6,323,586
MassMutual Core Bond Fund, Class I (a)		166,861		1,518,434
MassMutual High Yield Fund, Class I (a)		184,527		1,341,512
MassMutual Strategic Bond Fund, Class I (a)		335,796		2,857,625

	Number of Shares		Value
MassMutual Total Return Bond Fund, Class I (a)		339,006	$	2,854,432
Vanguard Total Bond Market Index Fund, Admiral Shares		40,513		380,413
				15,820,568

TOTAL MUTUAL FUNDS (Cost $193,502,717)				156,981,462

TOTAL LONG-TERM INVESTMENTS (Cost $193,502,717)				156,981,462

TOTAL INVESTMENTS — 100.1% (Cost $193,502,717) (b)				156,981,462

Other Assets/(Liabilities) — (0.1)%				(139,888	)

NET ASSETS — 100.0%			$	156,841,574

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Affiliated issuer. See Note 7 for a summary of transactions in the investments of affiliated issuers.

(b)	See Note 6 for aggregate cost for federal tax purposes.

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

MassMutual RetireSMART^SM by JPMorgan 2055 Fund – Portfolio of Investments

September 30, 2022

	Number of Shares		Value
MUTUAL FUNDS — 100.1%
Equity Funds — 90.0%
JPMorgan Emerging Markets Research Enhanced Equity Fund, Class R6		236,915	$	3,229,149
JPMorgan Large Cap Value Fund, Class R6		98,825		1,650,376
MassMutual Blue Chip Growth Fund, Class I (a)		187,390		3,511,680
MassMutual Diversified Value Fund, Class I (a)		129,537		1,408,068
MassMutual Equity Opportunities Fund, Class I (a)		140,330		2,337,900
MassMutual Fundamental Value Fund, Class I (a)		194,145		1,657,994
MassMutual Growth Opportunities Fund, Class I (a)		256,766		1,170,851
MassMutual International Equity Fund, Class I (a)		423,196		3,021,617
MassMutual Mid Cap Growth Fund, Class I (a)		56,383		1,045,907
MassMutual Mid-Cap Value Fund, Class I (a)		98,792		1,043,240
MassMutual Overseas Fund, Class I (a)		695,876		4,829,382
MassMutual Small Cap Growth Equity Fund, Class I (a)		63,077		754,402
MassMutual Small Cap Value Equity Fund, Class I (a)		114,296		993,233
MassMutual Strategic Emerging Markets Fund, Class I (a)		212,249		1,742,565
MM Equity Asset Fund, Class I (a)		1,671,138		11,697,963
Vanguard Developed Markets Index Fund, Admiral Shares		358,575		4,188,154
Vanguard Mid-Cap Index Fund, Admiral Shares		3,832		892,369
Vanguard Real Estate Index Fund, Admiral Shares		12,800		1,454,319
Vanguard Small-Cap Index Fund, Admiral Shares		9,117		746,607
				47,375,776
Fixed Income Funds — 10.1%
JPMorgan Emerging Markets Debt Fund, Class R6		33,470		182,744
JPMorgan U.S. Government Money Market Fund, Class IM		2,122,120		2,122,120
MassMutual Core Bond Fund, Class I (a)		55,998		509,578
MassMutual High Yield Fund, Class I (a)		61,924		450,188
MassMutual Strategic Bond Fund, Class I (a)		112,692		959,010

	Number of Shares		Value
MassMutual Total Return Bond Fund, Class I (a)		113,769	$	957,939
Vanguard Total Bond Market Index Fund, Admiral Shares		13,632		128,001
				5,309,580

TOTAL MUTUAL FUNDS (Cost $65,220,986)				52,685,356

TOTAL LONG-TERM INVESTMENTS (Cost $65,220,986)				52,685,356

TOTAL INVESTMENTS — 100.1% (Cost $65,220,986) (b)				52,685,356

Other Assets/(Liabilities) — (0.1)%				(64,784	)

NET ASSETS — 100.0%			$	52,620,572

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Affiliated issuer. See Note 7 for a summary of transactions in the investments of affiliated issuers.

(b)	See Note 6 for aggregate cost for federal tax purposes.

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

MassMutual RetireSMART^SM by JPMorgan 2060 Fund – Portfolio of Investments

September 30, 2022

	Number of Shares		Value
MUTUAL FUNDS — 100.3%
Equity Funds — 90.2%
JPMorgan Emerging Markets Research Enhanced Equity Fund, Class R6		78,042	$	1,063,709
JPMorgan Large Cap Value Fund, Class R6		32,555		543,663
MassMutual Blue Chip Growth Fund, Class I (a)		61,685		1,155,979
MassMutual Diversified Value Fund, Class I (a)		42,672		463,844
MassMutual Equity Opportunities Fund, Class I (a)		46,227		770,138
MassMutual Fundamental Value Fund, Class I (a)		63,908		545,772
MassMutual Growth Opportunities Fund, Class I (a)		84,580		385,683
MassMutual International Equity Fund, Class I (a)		139,407		995,368
MassMutual Mid Cap Growth Fund, Class I (a)		18,573		344,527
MassMutual Mid Cap Value Fund, Class I (a)		32,542		343,647
MassMutual Overseas Fund, Class I (a)		229,073		1,589,770
MassMutual Small Cap Growth Equity Fund, Class I (a)		20,779		248,512
MassMutual Small Cap Value Equity Fund, Class I (a)		37,649		327,174
MassMutual Strategic Emerging Markets Fund, Class I (a)		69,767		572,787
MM Equity Asset Fund, Class I (a)		550,104		3,850,731
Vanguard Developed Markets Index Fund, Admiral Shares		118,107		1,379,492
Vanguard Mid-Cap Index Fund, Admiral Shares		1,262		293,925
Vanguard Real Estate Index Fund, Admiral Shares		4,216		479,027
Vanguard Small-Cap Index Fund, Admiral Shares		3,003		245,911
				15,599,659
Fixed Income Funds — 10.1%
JPMorgan Emerging Markets Debt Fund, Class R6		11,021		60,175
JPMorgan U.S. Government Money Market Fund, Class IM		698,687		698,687
MassMutual Core Bond Fund, Class I (a)		18,439		167,798
MassMutual High Yield Fund, Class I (a)		20,391		148,240
MassMutual Strategic Bond Fund, Class I (a)		37,108		315,792

	Number of Shares		Value
MassMutual Total Return Bond Fund, Class I (a)		37,463	$	315,439
Vanguard Total Bond Market Index Fund, Admiral Shares		4,490		42,162
				1,748,293

TOTAL MUTUAL FUNDS (Cost $21,405,228)				17,347,952

TOTAL LONG-TERM INVESTMENTS (Cost $21,405,228)				17,347,952

TOTAL INVESTMENTS — 100.3% (Cost $21,405,228) (b)				17,347,952

Other Assets/(Liabilities) — (0.3)%				(49,260	)

NET ASSETS — 100.0%			$	17,298,692

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Affiliated issuer. See Note 7 for a summary of transactions in the investments of affiliated issuers.

(b)	See Note 6 for aggregate cost for federal tax purposes.

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

MassMutual Select T. Rowe Price Retirement Balanced Fund – Portfolio of Investments

September 30, 2022

	Number of Shares		Value
MUTUAL FUNDS — 100.0%
Equity Funds — 37.2%
MassMutual Select T. Rowe Price International Equity Fund, Class I (a)		2,004,251	$	16,815,662
MassMutual Select T. Rowe Price Large Cap Blend Fund, Class I (a)		2,168,614		24,353,536
MassMutual Select T. Rowe Price Real Assets Fund, Class I (a)		262,556		2,714,833
MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund, Class I (a)		773,426		8,515,421
MM S&P 500 Index Fund, Class I (a)		409,753		6,527,362
				58,926,814
Fixed Income Funds — 62.8%
MassMutual Select T. Rowe Price Bond Asset Fund, Class I (a)		3,925,924		33,880,728
MassMutual Select T. Rowe Price Emerging Markets Bond Fund, Class I (a)		926,416		6,308,894
MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund, Class I (a)		3,299,041		32,495,550
MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund, Class I (a)		879,580		4,811,303
State Street Institutional U.S. Government Money Market Fund		4,893,152		4,893,152
T. Rowe Price Dynamic Global Bond Fund, Class I		759,099		7,583,401

	Number of Shares		Value
T. Rowe Price Institutional Floating Rate Fund		386,673	$	3,510,992
T. Rowe Price Institutional High Yield Fund		805,426		5,774,901
				99,258,921

TOTAL MUTUAL FUNDS (Cost $185,289,644)				158,185,735

TOTAL LONG-TERM INVESTMENTS (Cost $185,289,644)				158,185,735

TOTAL INVESTMENTS — 100.0% (Cost $185,289,644) (b)				158,185,735

Other Assets/(Liabilities) — (0.0)%				(54,665	)

NET ASSETS — 100.0%			$	158,131,070

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Affiliated issuer. See Note 7 for a summary of transactions in the investments of affiliated issuers.

(b)	See Note 6 for aggregate cost for federal tax purposes.

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

MassMutual Select T. Rowe Price Retirement 2005 Fund – Portfolio of Investments

September 30, 2022

	Number of Shares		Value
MUTUAL FUNDS — 100.0%
Equity Funds — 40.4%
MassMutual Select T. Rowe Price International Equity Fund, Class I (a)		331,747	$	2,783,353
MassMutual Select T. Rowe Price Large Cap Blend Fund, Class I (a)		363,376		4,080,715
MassMutual Select T. Rowe Price Real Assets Fund, Class I (a)		44,245		457,498
MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund, Class I (a)		131,895		1,452,168
MM S&P 500 Index Fund, Class I (a)		68,297		1,087,971
				9,861,705
Fixed Income Funds — 59.6%
MassMutual Select T. Rowe Price Bond Asset Fund, Class I (a)		602,760		5,201,816
MassMutual Select T. Rowe Price Emerging Markets Bond Fund, Class I (a)		139,057		946,977
MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund, Class I (a)		429,844		4,233,959
MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund, Class I (a)		141,284		772,825
State Street Institutional U.S. Government Money Market Fund		800,107		800,107
T. Rowe Price Dynamic Global Bond Fund, Class I		115,947		1,158,315

	Number of Shares		Value
T. Rowe Price Institutional Floating Rate Fund		58,570	$	531,814
T. Rowe Price Institutional High Yield Fund		121,838		873,582
				14,519,395

TOTAL MUTUAL FUNDS (Cost $29,043,176)				24,381,100

TOTAL LONG-TERM INVESTMENTS (Cost $29,043,176)				24,381,100

TOTAL INVESTMENTS — 100.0% (Cost $29,043,176) (b)				24,381,100

Other Assets/(Liabilities) — (0.0)%				(1,860	)

NET ASSETS — 100.0%			$	24,379,240

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Affiliated issuer. See Note 7 for a summary of transactions in the investments of affiliated issuers.

(b)	See Note 6 for aggregate cost for federal tax purposes.

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

MassMutual Select T. Rowe Price Retirement 2010 Fund – Portfolio of Investments

September 30, 2022

	Number of Shares		Value
MUTUAL FUNDS — 100.0%
Equity Funds — 43.9%
MassMutual Select T. Rowe Price International Equity Fund, Class I (a)		1,523,963	$	12,786,049
MassMutual Select T. Rowe Price Large Cap Blend Fund, Class I (a)		1,676,648		18,828,760
MassMutual Select T. Rowe Price Real Assets Fund, Class I (a)		202,832		2,097,283
MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund, Class I (a)		601,372		6,621,101
MM S&P 500 Index Fund, Class I (a)		312,847		4,983,657
				45,316,850
Fixed Income Funds — 56.1%
MassMutual Select T. Rowe Price Bond Asset Fund, Class I (a)		2,470,066		21,316,665
MassMutual Select T. Rowe Price Emerging Markets Bond Fund, Class I (a)		561,875		3,826,371
MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund, Class I (a)		1,598,390		15,744,144
MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund, Class I (a)		605,537		3,312,288
State Street Institutional U.S. Government Money Market Fund		3,294,316		3,294,317
T. Rowe Price Dynamic Global Bond Fund, Class I		476,984		4,765,075
T. Rowe Price Institutional Floating Rate Fund		240,056		2,179,710

	Number of Shares		Value
T. Rowe Price Institutional High Yield Fund		494,652	$	3,546,651
				57,985,221

TOTAL MUTUAL FUNDS (Cost $122,372,166)				103,302,071

TOTAL LONG-TERM INVESTMENTS (Cost $122,372,166)				103,302,071

TOTAL INVESTMENTS — 100.0% (Cost $122,372,166) (b)				103,302,071

Other Assets/(Liabilities) — (0.0)%				(39,129	)

NET ASSETS — 100.0%			$	103,262,942

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Affiliated issuer. See Note 7 for a summary of transactions in the investments of affiliated issuers.

(b)	See Note 6 for aggregate cost for federal tax purposes.

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

MassMutual Select T. Rowe Price Retirement 2015 Fund – Portfolio of Investments

September 30, 2022

	Number of Shares		Value
MUTUAL FUNDS — 100.0%
Equity Funds — 46.9%
MassMutual Select T. Rowe Price International Equity Fund, Class I (a)		1,810,764	$	15,192,313
MassMutual Select T. Rowe Price Large Cap Blend Fund, Class I (a)		1,980,010		22,235,508
MassMutual Select T. Rowe Price Real Assets Fund, Class I (a)		239,712		2,478,619
MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund, Class I (a)		722,564		7,955,434
MM S&P 500 Index Fund, Class I (a)		358,409		5,709,460
				53,571,334
Fixed Income Funds — 53.1%
MassMutual Select T. Rowe Price Bond Asset Fund, Class I (a)		2,638,510		22,770,341
MassMutual Select T. Rowe Price Emerging Markets Bond Fund, Class I (a)		591,427		4,027,616
MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund, Class I (a)		1,533,748		15,107,415
MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund, Class I (a)		671,445		3,672,806
State Street Institutional U.S. Government Money Market Fund		3,860,173		3,860,173
T. Rowe Price Dynamic Global Bond Fund, Class I		514,446		5,139,320
T. Rowe Price Institutional Floating Rate Fund		258,927		2,351,056

	Number of Shares		Value
T. Rowe Price Institutional High Yield Fund		525,469	$	3,767,609
				60,696,336

TOTAL MUTUAL FUNDS (Cost $134,502,281)				114,267,670

TOTAL LONG-TERM INVESTMENTS (Cost $134,502,281)				114,267,670

TOTAL INVESTMENTS — 100.0% (Cost $134,502,281) (b)				114,267,670

Other Assets/(Liabilities) — (0.0)%				(36,236	)

NET ASSETS — 100.0%			$	114,231,434

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Affiliated issuer. See Note 7 for a summary of transactions in the investments of affiliated issuers.

(b)	See Note 6 for aggregate cost for federal tax purposes.

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

MassMutual Select T. Rowe Price Retirement 2020 Fund – Portfolio of Investments

September 30, 2022

	Number of Shares		Value
MUTUAL FUNDS — 100.0%
Equity Funds — 50.5%
MassMutual Select T. Rowe Price International Equity Fund, Class I (a)		8,858,855	$	74,325,793
MassMutual Select T. Rowe Price Large Cap Blend Fund, Class I (a)		9,440,751		106,019,636
MassMutual Select T. Rowe Price Real Assets Fund, Class I (a)		1,161,833		12,013,357
MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund, Class I (a)		3,472,421		38,231,353
MM S&P 500 Index Fund, Class I (a)		1,762,055		28,069,532
				258,659,671
Fixed Income Funds — 49.5%
MassMutual Select T. Rowe Price Bond Asset Fund, Class I (a)		11,548,304		99,661,860
MassMutual Select T. Rowe Price Emerging Markets Bond Fund, Class I (a)		2,504,178		17,053,450
MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund, Class I (a)		5,820,223		57,329,199
MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund, Class I (a)		3,025,247		16,548,103
State Street Institutional U.S. Government Money Market Fund		15,064,448		15,064,448
T. Rowe Price Dynamic Global Bond Fund, Class I		2,206,497		22,042,910
T. Rowe Price Institutional Floating Rate Fund		1,090,120		9,898,286

	Number of Shares		Value
T. Rowe Price Institutional High Yield Fund		2,211,119	$	15,853,722
				253,451,978

TOTAL MUTUAL FUNDS (Cost $598,638,492)				512,111,649

TOTAL LONG-TERM INVESTMENTS (Cost $598,638,492)				512,111,649

TOTAL INVESTMENTS — 100.0% (Cost $598,638,492) (b)				512,111,649

Other Assets/(Liabilities) — (0.0)%				(253,598	)

NET ASSETS — 100.0%			$	511,858,051

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Affiliated issuer. See Note 7 for a summary of transactions in the investments of affiliated issuers.

(b)	See Note 6 for aggregate cost for federal tax purposes.

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

MassMutual Select T. Rowe Price Retirement 2025 Fund – Portfolio of Investments

September 30, 2022

	Number of Shares		Value
MUTUAL FUNDS — 100.0%
Equity Funds — 57.8%
MassMutual Select T. Rowe Price International Equity Fund, Class I (a)		10,258,571	$	86,069,408
MassMutual Select T. Rowe Price Large Cap Blend Fund, Class I (a)		11,215,659		125,951,849
MassMutual Select T. Rowe Price Real Assets Fund, Class I (a)		1,377,795		14,246,400
MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund, Class I (a)		4,129,756		45,468,612
MM S&P 500 Index Fund, Class I (a)		2,086,592		33,239,405
				304,975,674
Fixed Income Funds — 42.2%
MassMutual Select T. Rowe Price Bond Asset Fund, Class I (a)		10,585,261		91,350,803
MassMutual Select T. Rowe Price Emerging Markets Bond Fund, Class I (a)		2,107,509		14,352,134
MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund, Class I (a)		3,920,675		38,618,648
MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund, Class I (a)		3,304,491		18,075,564
State Street Institutional U.S. Government Money Market Fund		18,039,995		18,039,995
T. Rowe Price Dynamic Global Bond Fund, Class I		2,026,835		20,248,082
T. Rowe Price Institutional Floating Rate Fund		978,652		8,886,162

	Number of Shares		Value
T. Rowe Price Institutional High Yield Fund		1,851,126	$	13,272,570
				222,843,958

TOTAL MUTUAL FUNDS (Cost $623,607,680)				527,819,632

TOTAL LONG-TERM INVESTMENTS (Cost $623,607,680)				527,819,632

TOTAL INVESTMENTS — 100.0% (Cost $623,607,680) (b)				527,819,632

Other Assets/(Liabilities) — (0.0)%				(247,854	)

NET ASSETS — 100.0%			$	527,571,778

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Affiliated issuer. See Note 7 for a summary of transactions in the investments of affiliated issuers.

(b)	See Note 6 for aggregate cost for federal tax purposes.

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

MassMutual Select T. Rowe Price Retirement 2030 Fund – Portfolio of Investments

September 30, 2022

	Number of Shares		Value
MUTUAL FUNDS — 100.1%
Equity Funds — 69.1%
MassMutual Select T. Rowe Price International Equity Fund, Class I (a)		27,285,577	$	228,925,991
MassMutual Select T. Rowe Price Large Cap Blend Fund, Class I (a)		29,922,920		336,034,396
MassMutual Select T. Rowe Price Real Assets Fund, Class I (a)		3,683,865		38,091,163
MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund, Class I (a)		10,821,690		119,146,811
MM S&P 500 Index Fund, Class I (a)		5,523,928		87,996,174
				810,194,535
Fixed Income Funds — 31.0%
MassMutual Select T. Rowe Price Bond Asset Fund, Class I (a)		19,343,894		166,937,807
MassMutual Select T. Rowe Price Emerging Markets Bond Fund, Class I (a)		3,118,868		21,239,488
MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund, Class I (a)		2,504,069		24,665,077
MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund, Class I (a)		7,567,574		41,394,630
State Street Institutional U.S. Government Money Market Fund		38,935,707		38,935,707
T. Rowe Price Dynamic Global Bond Fund, Class I		3,599,810		35,962,097
T. Rowe Price Institutional Floating Rate Fund		1,637,847		14,871,647

	Number of Shares		Value
T. Rowe Price Institutional High Yield Fund		2,728,339	$	19,562,191
				363,568,644

TOTAL MUTUAL FUNDS (Cost $1,355,298,450)				1,173,763,179

TOTAL LONG-TERM INVESTMENTS (Cost $1,355,298,450)				1,173,763,179

TOTAL INVESTMENTS — 100.1% (Cost $1,355,298,450) (b)				1,173,763,179

Other Assets/(Liabilities) — (0.1)%				(636,439	)

NET ASSETS — 100.0%			$	1,173,126,740

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Affiliated issuer. See Note 7 for a summary of transactions in the investments of affiliated issuers.

(b)	See Note 6 for aggregate cost for federal tax purposes.

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

MassMutual Select T. Rowe Price Retirement 2035 Fund – Portfolio of Investments

September 30, 2022

	Number of Shares		Value
MUTUAL FUNDS — 100.1%
Equity Funds — 80.2%
MassMutual Select T. Rowe Price International Equity Fund, Class I (a)		16,806,438	$	141,006,016
MassMutual Select T. Rowe Price Large Cap Blend Fund, Class I (a)		18,183,534		204,201,090
MassMutual Select T. Rowe Price Real Assets Fund, Class I (a)		2,235,119		23,111,135
MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund, Class I (a)		6,596,448		72,626,897
MM S&P 500 Index Fund, Class I (a)		3,196,031		50,912,772
				491,857,910
Fixed Income Funds — 19.9%
MassMutual Select T. Rowe Price Bond Asset Fund, Class I (a)		6,572,102		56,717,237
MassMutual Select T. Rowe Price Emerging Markets Bond Fund, Class I (a)		851,100		5,795,993
MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund, Class I (a)		33,130		326,326
MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund, Class I (a)		3,044,208		16,651,820
State Street Institutional U.S. Government Money Market Fund		20,611,783		20,611,783
T. Rowe Price Dynamic Global Bond Fund, Class I		1,196,095		11,948,987
T. Rowe Price Institutional Floating Rate Fund		521,696		4,737,001

	Number of Shares		Value
T. Rowe Price Institutional High Yield Fund		760,861	$	5,455,371
				122,244,518

TOTAL MUTUAL FUNDS (Cost $720,002,967)				614,102,428

TOTAL LONG-TERM INVESTMENTS (Cost $720,002,967)				614,102,428

TOTAL INVESTMENTS — 100.1% (Cost $720,002,967) (b)				614,102,428

Other Assets/(Liabilities) — (0.1)%				(317,059	)

NET ASSETS — 100.0%			$	613,785,369

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Affiliated issuer. See Note 7 for a summary of transactions in the investments of affiliated issuers.

(b)	See Note 6 for aggregate cost for federal tax purposes.

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

MassMutual Select T. Rowe Price Retirement 2040 Fund – Portfolio of Investments

September 30, 2022

	Number of Shares		Value
MUTUAL FUNDS — 100.1%
Equity Funds — 89.4%
MassMutual Select T. Rowe Price International Equity Fund, Class I (a)		31,104,501	$	260,966,760
MassMutual Select T. Rowe Price Large Cap Blend Fund, Class I (a)		34,012,438		381,959,678
MassMutual Select T. Rowe Price Real Assets Fund, Class I (a)		4,183,309		43,255,420
MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund, Class I (a)		12,380,163		136,305,591
MM S&P 500 Index Fund, Class I (a)		6,036,269		96,157,761
				918,645,210
Fixed Income Funds — 10.7%
MassMutual Select T. Rowe Price Bond Asset Fund, Class I (a)		5,155,975		44,496,064
MassMutual Select T. Rowe Price Emerging Markets Bond Fund, Class I (a)		346,102		2,356,952
MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund, Class I (a)		54,388		535,724
MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund, Class I (a)		2,814,978		15,397,932
State Street Institutional U.S. Government Money Market Fund		31,349,451		31,349,451

	Number of Shares		Value
T. Rowe Price Dynamic Global Bond Fund, Class I		903,384	$	9,024,805
T. Rowe Price Institutional High Yield Fund		842,681		6,042,021
				109,202,949

TOTAL MUTUAL FUNDS (Cost $1,191,433,428)				1,027,848,159

TOTAL LONG-TERM INVESTMENTS (Cost $1,191,433,428)				1,027,848,159

TOTAL INVESTMENTS — 100.1% (Cost $1,191,433,428) (b)				1,027,848,159

Other Assets/(Liabilities) — (0.1)%				(593,438	)

NET ASSETS — 100.0%			$	1,027,254,721

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Affiliated issuer. See Note 7 for a summary of transactions in the investments of affiliated issuers.

(b)	See Note 6 for aggregate cost for federal tax purposes.

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

MassMutual Select T. Rowe Price Retirement 2045 Fund – Portfolio of Investments

September 30, 2022

	Number of Shares		Value
MUTUAL FUNDS — 100.1%
Equity Funds — 94.2%
MassMutual Select T. Rowe Price International Equity Fund, Class I (a)		15,164,567	$	127,230,715
MassMutual Select T. Rowe Price Large Cap Blend Fund, Class I (a)		16,430,222		184,511,397
MassMutual Select T. Rowe Price Real Assets Fund, Class I (a)		2,036,053		21,052,785
MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund, Class I (a)		6,127,429		67,462,988
MM S&P 500 Index Fund, Class I (a)		2,979,229		47,459,123
				447,717,008
Fixed Income Funds — 5.9%
MassMutual Select T. Rowe Price Bond Asset Fund, Class I (a)		931,788		8,041,326
MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund, Class I (a)		24,427		240,606
MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund, Class I (a)		567,878		3,106,295
State Street Institutional U.S. Government Money Market Fund		15,124,853		15,124,853

	Number of Shares		Value
T. Rowe Price Dynamic Global Bond Fund, Class I		146,515	$	1,463,685
				27,976,765

TOTAL MUTUAL FUNDS (Cost $560,331,673)				475,693,773

TOTAL LONG-TERM INVESTMENTS (Cost $560,331,673)				475,693,773

TOTAL INVESTMENTS — 100.1% (Cost $560,331,673) (b)				475,693,773

Other Assets/(Liabilities) — (0.1)%				(258,820	)

NET ASSETS — 100.0%			$	475,434,953

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Affiliated issuer. See Note 7 for a summary of transactions in the investments of affiliated issuers.

(b)	See Note 6 for aggregate cost for federal tax purposes.

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

MassMutual Select T. Rowe Price Retirement 2050 Fund – Portfolio of Investments

September 30, 2022

	Number of Shares		Value
MUTUAL FUNDS — 100.1%
Equity Funds — 95.7%
MassMutual Select T. Rowe Price International Equity Fund, Class I (a)		22,788,378	$	191,194,494
MassMutual Select T. Rowe Price Large Cap Blend Fund, Class I (a)		24,600,211		276,260,366
MassMutual Select T. Rowe Price Real Assets Fund, Class I (a)		3,045,122		31,486,565
MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund, Class I (a)		9,123,299		100,447,523
MM S&P 500 Index Fund, Class I (a)		4,504,562		71,757,681
				671,146,629
Fixed Income Funds — 4.4%
MassMutual Select T. Rowe Price Bond Asset Fund, Class I (a)		597,665		5,157,848
MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund, Class I (a)		38,322		377,475
MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund, Class I (a)		343,016		1,876,296
State Street Institutional U.S. Government Money Market Fund		22,016,715		22,016,715

	Number of Shares		Value
T. Rowe Price Dynamic Global Bond Fund, Class I		93,869	$	937,754
				30,366,088

TOTAL MUTUAL FUNDS (Cost $818,940,116)				701,512,717

TOTAL LONG-TERM INVESTMENTS (Cost $818,940,116)				701,512,717

TOTAL INVESTMENTS — 100.1% (Cost $818,940,116) (b)				701,512,717

Other Assets/(Liabilities) — (0.1)%				(413,435	)

NET ASSETS — 100.0%			$	701,099,282

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Affiliated issuer. See Note 7 for a summary of transactions in the investments of affiliated issuers.

(b)	See Note 6 for aggregate cost for federal tax purposes.

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

MassMutual Select T. Rowe Price Retirement 2055 Fund – Portfolio of Investments

September 30, 2022

	Number of Shares		Value
MUTUAL FUNDS — 100.1%
Equity Funds — 96.2%
MassMutual Select T. Rowe Price International Equity Fund, Class I (a)		9,579,697	$	80,373,659
MassMutual Select T. Rowe Price Large Cap Blend Fund, Class I (a)		10,405,983		116,859,191
MassMutual Select T. Rowe Price Real Assets Fund, Class I (a)		1,288,939		13,327,629
MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund, Class I (a)		3,872,211		42,633,047
MM S&P 500 Index Fund, Class I (a)		1,903,690		30,325,790
				283,519,316
Fixed Income Funds — 3.9%
MassMutual Select T. Rowe Price Bond Asset Fund, Class I (a)		246,694		2,128,967
MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund, Class I (a)		14,886		146,626
MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund, Class I (a)		145,834		797,710
State Street Institutional U.S. Government Money Market Fund		7,958,488		7,958,488

	Number of Shares		Value
T. Rowe Price Dynamic Global Bond Fund, Class I		40,963	$	409,222
				11,441,013

TOTAL MUTUAL FUNDS (Cost $350,485,595)				294,960,329

TOTAL LONG-TERM INVESTMENTS (Cost $350,485,595)				294,960,329

TOTAL INVESTMENTS — 100.1% (Cost $350,485,595) (b)				294,960,329

Other Assets/(Liabilities) — (0.1)%				(160,959	)

NET ASSETS — 100.0%			$	294,799,370

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Affiliated issuer. See Note 7 for a summary of transactions in the investments of affiliated issuers.

(b)	See Note 6 for aggregate cost for federal tax purposes.

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

MassMutual Select T. Rowe Price Retirement 2060 Fund – Portfolio of Investments

September 30, 2022

	Number of Shares		Value
MUTUAL FUNDS — 100.1%
Equity Funds — 96.2%
MassMutual Select T. Rowe Price International Equity Fund, Class I (a)		4,223,121	$	35,431,987
MassMutual Select T. Rowe Price Large Cap Blend Fund, Class I (a)		4,615,511		51,832,191
MassMutual Select T. Rowe Price Real Assets Fund, Class I (a)		571,278		5,907,018
MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund, Class I (a)		1,709,998		18,827,080
MM S&P 500 Index Fund, Class I (a)		842,405		13,419,519
				125,417,795
Fixed Income Funds — 3.9%
MassMutual Select T. Rowe Price Bond Asset Fund, Class I (a)		106,354		917,837
MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund, Class I (a)		6,139		60,468
MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund, Class I (a)		65,366		357,552
State Street Institutional U.S. Government Money Market Fund		3,536,896		3,536,896

	Number of Shares		Value
T. Rowe Price Dynamic Global Bond Fund, Class I		20,173	$	201,531
				5,074,284

TOTAL MUTUAL FUNDS (Cost $160,209,946)				130,492,079

TOTAL LONG-TERM INVESTMENTS (Cost $160,209,946)				130,492,079

TOTAL INVESTMENTS — 100.1% (Cost $160,209,946) (b)				130,492,079

Other Assets/(Liabilities) — (0.1)%				(69,342	)

NET ASSETS — 100.0%			$	130,422,737

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Affiliated issuer. See Note 7 for a summary of transactions in the investments of affiliated issuers.

(b)	See Note 6 for aggregate cost for federal tax purposes.

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

MassMutual Funds – Financial Statements

Statements of Assets and Liabilities

September 30, 2022

	MassMutual 20/80 Allocation Fund			MassMutual 40/60 Allocation Fund
Assets:
Investments, at value - unaffiliated issuers (Note 2) ^(a)	$	18,024,758		$	22,667,660
Investments, at value - affiliated issuers (Note 2 & 7) ^(b)		140,321,884			147,173,543
Total investments		158,346,642			169,841,203
Receivables from:
Investments sold
Regular delivery		—			—
Fund shares sold		78,384			123,273
Investment adviser (Note 3)		13,676			10,830
Dividends		139,369			113,757
Prepaid expenses		34,954			35,618
Total assets		158,613,025			170,124,681
Liabilities:
Payables for:
Investments purchased
Regular delivery		179,536			227,655
Fund shares repurchased		91			7,252
Trustees’ fees and expenses (Note 3)		21,897			36,115
Affiliates (Note 3):
Administration fees		54,626			57,205
Service fees		14,711			62,281
Distribution fees		2,936			10,286
Accrued expense and other liabilities		62,987			66,607
Total liabilities		336,784			467,401
Net assets	$	158,276,241		$	169,657,280
Net assets consist of:
Paid-in capital	$	188,088,915		$	201,312,422
Accumulated earnings (loss)		(29,812,674	)		(31,655,142	)
Net assets	$	158,276,241		$	169,657,280

^(a)	Cost of investments - unaffiliated issuers:		$	21,164,226			$	26,058,079
^(b)	Cost of investments - affiliated issuers:		$	166,718,607			$	176,604,609

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

MassMutual 60/40 Allocation Fund			MassMutual 80/20 Allocation Fund			MassMutual RetireSMART by JPMorgan In Retirement Fund			MassMutual RetireSMART by JPMorgan 2020 Fund			MassMutual RetireSMART by JPMorgan 2025 Fund

$	21,407,366		$	18,168,569		$	23,197,458		$	45,056,240		$	34,857,041
	135,797,671			95,689,668			59,976,317			116,751,094			107,343,539
	157,205,037			113,858,237			83,173,775			161,807,334			142,200,580


	—			—			—			—			203,812
	75,249			56,680			46,650			60,076			52,946
	10,794			10,625			15,251			14,209			15,483
	94,676			62,002			57,639			112,216			78,752
	34,953			34,953			32,011			32,385			33,750
	157,420,709			114,022,497			83,325,326			162,026,220			142,585,323



	167,874			95,849			83,839			112,278			78,752
	86			21,408			19,419			57,948			238,782
	29,447			11,006			33,731			58,518			15,718

	55,982			44,252			41,628			49,908			47,032
	42,172			31,811			24,365			47,383			46,793
	6,474			9,727			11,005			23,069			26,366
	63,648			53,590			75,533			85,639			76,147
	365,683			267,643			289,520			434,743			529,590
$	157,055,026		$	113,754,854		$	83,035,806		$	161,591,477		$	142,055,733

$	182,545,212		$	132,821,763		$	95,393,977		$	190,575,159		$	168,101,145
	(25,490,186	)		(19,066,909	)		(12,358,171	)		(28,983,682	)		(26,045,412	)
$	157,055,026		$	113,754,854		$	83,035,806		$	161,591,477		$	142,055,733

	$	24,740,808			$	19,873,598			$	24,983,847			$	48,561,560			$	38,694,850
	$	162,300,210			$	115,965,594			$	72,862,468			$	142,260,213			$	132,744,070

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

MassMutual Funds – Financial Statements (Continued)

Statements of Assets and Liabilities
September 30, 2022

	MassMutual 20/80 Allocation Fund		MassMutual 40/60 Allocation Fund
Class I shares:
Net assets	$	13,143,070	$	30,477,364
Shares outstanding ^(a)		1,570,580		3,755,892
Net asset value, offering price and redemption price per share	$	8.37	$	8.11
Class R5 shares:
Net assets	$	2,488,417	$	5,503,150
Shares outstanding ^(a)		297,957		677,574
Net asset value, offering price and redemption price per share	$	8.35	$	8.12
Service Class shares:
Net assets	$	103,035,241	$	12,833,857
Shares outstanding ^(a)		12,340,819		1,571,690
Net asset value, offering price and redemption price per share	$	8.35	$	8.17
Administrative Class shares:
Net assets	$	18,214,540	$	28,220,282
Shares outstanding ^(a)		2,174,558		3,458,200
Net asset value, offering price and redemption price per share	$	8.38	$	8.16
Class R4 shares:
Net assets	$	3,066,307	$	32,057,569
Shares outstanding ^(a)		360,292		3,973,970
Net asset value, offering price and redemption price per share	$	8.51	$	8.07
Class A shares:
Net assets	$	14,202,381	$	45,255,831
Shares outstanding ^(a)		1,687,472		5,529,162
Net asset value, and redemption price per share		8.42		8.18
Offering price per share (100/[100-maximum sales charge] of net asset value)	$	8.91	$	8.66
Class R3 shares:
Net assets	$	4,126,285	$	15,309,227
Shares outstanding ^(a)		500,418		1,907,610
Net asset value, offering price and redemption price per share	$	8.25	$	8.03

(a)	Authorized unlimited number of shares with no par value.

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

MassMutual 60/40 Allocation Fund		MassMutual 80/20 Allocation Fund		MassMutual RetireSMART by JPMorgan In Retirement Fund		MassMutual RetireSMART by JPMorgan 2020 Fund		MassMutual RetireSMART by JPMorgan 2025 Fund

$	28,472,785	$	33,246,165	$	14,100,038	$	37,477,934	$	44,023,145
	3,548,238		3,751,466		1,498,635		3,741,005		4,492,789
$	8.02	$	8.86	$	9.41	$	10.02	$	9.80

$	8,300,085	$	3,300,521	$	3,825,825	$	23,949,940	$	1,186,260
	1,034,248		371,926		405,404		2,396,591		119,688
$	8.03	$	8.87	$	9.44	$	9.99	$	9.91

$	20,361,358	$	12,945,343	$	5,973,488	$	9,053,151	$	3,810,763
	2,524,529		1,457,182		632,312		899,081		388,055
$	8.07	$	8.88	$	9.45	$	10.07	$	9.82

$	37,870,533	$	17,295,981	$	22,751,126	$	19,965,507	$	24,363,396
	4,693,759		1,947,172		2,409,216		1,990,184		2,494,771
$	8.07	$	8.88	$	9.44	$	10.03	$	9.77

$	8,037,485	$	12,041,197	$	9,503,731	$	15,666,183	$	21,217,878
	1,005,936		1,379,318		1,025,388		1,603,593		2,212,420
$	7.99	$	8.73	$	9.27	$	9.77	$	9.59

$	44,420,495	$	20,773,090	$	10,306,987	$	20,469,755	$	8,654,945
	5,483,613		2,341,656		1,093,962		2,052,505		886,263
	8.10		8.87		9.42		9.97		9.77
$	8.57	$	9.39	$	9.97	$	10.55	$	10.34

$	9,592,285	$	14,152,557	$	16,574,611	$	35,009,007	$	38,799,346
	1,207,488		1,633,253		1,806,214		3,662,788		4,060,046
$	7.94	$	8.67	$	9.18	$	9.56	$	9.56

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

MassMutual Funds – Financial Statements (Continued)

Statements of Assets and Liabilities
September 30, 2022

	MassMutual RetireSMART by JPMorgan 2030 Fund			MassMutual RetireSMART by JPMorgan 2035 Fund
Assets:
Investments, at value - unaffiliated issuers (Note 2) ^(a)	$	75,994,015		$	34,206,700
Investments, at value - affiliated issuers (Note 2 & 7) ^(b)		233,453,977			104,233,460
Total investments		309,447,992			138,440,160
Receivables from:
Investments sold
Regular delivery		—			48,994
Fund shares sold		152,331			86,952
Investment adviser (Note 3)		11,516			11,100
Dividends		133,938			37,773
Prepaid expenses		31,921			33,751
Total assets		309,777,698			138,658,730
Liabilities:
Payables for:
Investments purchased
Regular delivery		204,280			37,773
Fund shares repurchased		78,062			121,643
Trustees’ fees and expenses (Note 3)		57,863			16,845
Affiliates (Note 3):
Administration fees		71,630			46,357
Service fees		81,177			45,648
Distribution fees		47,616			27,947
Accrued expense and other liabilities		94,938			69,680
Total liabilities		635,566			365,893
Net assets	$	309,142,132		$	138,292,837
Net assets consist of:
Paid-in capital	$	366,756,607		$	163,189,382
Accumulated earnings (loss)		(57,614,475	)		(24,896,545	)
Net assets	$	309,142,132		$	138,292,837

^(a)	Cost of investments - unaffiliated issuers:		$	84,911,465			$	37,673,836
^(b)	Cost of investments - affiliated issuers:		$	289,614,375			$	131,179,982

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

MassMutual RetireSMART by JPMorgan 2040 Fund			MassMutual RetireSMART by JPMorgan 2045 Fund			MassMutual RetireSMART by JPMorgan 2050 Fund			MassMutual RetireSMART by JPMorgan 2055 Fund			MassMutual RetireSMART by JPMorgan 2060 Fund

$	58,725,160		$	27,842,130		$	43,445,484		$	14,593,839		$	4,806,751
	165,392,241			73,353,863			113,535,978			38,091,517			12,541,201
	224,117,401			101,195,993			156,981,462			52,685,356			17,347,952


	5,022			50,962			—			4,451			—
	149,951			56,401			138,796			58,410			18,753
	13,375			15,034			14,946			17,662			16,278
	47,906			15,040			21,283			7,140			2,349
	32,212			33,750			30,384			39,045			17,126
	224,365,867			101,367,180			157,186,871			52,812,064			17,402,458



	47,906			15,040			36,780			7,140			18,462
	152,105			106,086			121,295			62,203			2,161
	35,942			10,277			18,515			2,841			874

	59,285			42,376			50,219			35,046			28,464
	50,975			36,223			33,701			18,644			1,732
	29,613			20,978			19,409			13,716			898
	78,193			61,857			65,378			51,902			51,175
	454,019			292,837			345,297			191,492			103,766
$	223,911,848		$	101,074,343		$	156,841,574		$	52,620,572		$	17,298,692

$	262,332,325		$	118,015,772		$	184,824,449		$	62,142,309		$	20,480,977
	(38,420,477	)		(16,941,429	)		(27,982,875	)		(9,521,737	)		(3,182,285	)
$	223,911,848		$	101,074,343		$	156,841,574		$	52,620,572		$	17,298,692

	$	65,563,244			$	30,806,194			$	48,160,739			$	16,206,145			$	5,352,992
	$	209,434,724			$	94,078,688			$	145,341,978			$	49,014,841			$	16,052,236

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

MassMutual Funds – Financial Statements (Continued)

Statements of Assets and Liabilities
September 30, 2022

	MassMutual RetireSMART by JPMorgan 2030 Fund		MassMutual RetireSMART by JPMorgan 2035 Fund
Class I shares:
Net assets	$	56,716,674	$	41,191,145
Shares outstanding ^(a)		5,661,462		4,122,991
Net asset value, offering price and redemption price per share	$	10.02	$	9.99
Class R5 shares:
Net assets	$	68,660,859	$	2,624,094
Shares outstanding ^(a)		6,893,888		262,322
Net asset value, offering price and redemption price per share	$	9.96	$	10.00
Service Class shares:
Net assets	$	15,661,402	$	6,293,191
Shares outstanding ^(a)		1,560,289		620,056
Net asset value, offering price and redemption price per share	$	10.04	$	10.15
Administrative Class shares:
Net assets	$	48,874,028	$	20,431,896
Shares outstanding ^(a)		4,887,246		2,026,251
Net asset value, offering price and redemption price per share	$	10.00	$	10.08
Class R4 shares:
Net assets	$	22,702,059	$	18,897,162
Shares outstanding ^(a)		2,313,892		1,908,697
Net asset value, offering price and redemption price per share	$	9.81	$	9.90
Class A shares:
Net assets	$	26,416,674	$	7,392,000
Shares outstanding ^(a)		2,658,275		737,018
Net asset value, and redemption price per share		9.94		10.03
Offering price per share (100/[100-maximum sales charge] of net asset value)	$	10.52	$	10.61
Class R3 shares:
Net assets	$	70,110,436	$	41,463,349
Shares outstanding ^(a)		7,300,921		4,208,396
Net asset value, offering price and redemption price per share	$	9.60	$	9.85

(a)	Authorized unlimited number of shares with no par value.

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

MassMutual RetireSMART by JPMorgan 2040 Fund		MassMutual RetireSMART by JPMorgan 2045 Fund		MassMutual RetireSMART by JPMorgan 2050 Fund		MassMutual RetireSMART by JPMorgan 2055 Fund		MassMutual RetireSMART by JPMorgan 2060 Fund

$	46,252,489	$	26,481,230	$	26,438,601	$	12,870,592	$	11,504,559
	4,636,380		2,657,414		3,633,807		1,498,910		1,347,342
$	9.98	$	9.97	$	7.28	$	8.59	$	8.54

$	47,871,339	$	1,198,683	$	41,661,861	$	876,892	$	194,306
	4,802,893		120,283		5,739,283		102,100		22,759
$	9.97	$	9.97	$	7.26	$	8.59	$	8.54

$	11,683,022	$	3,250,613	$	4,477,649	$	2,665,679	$	1,215,462
	1,166,002		325,914		612,406		309,105		143,166
$	10.02	$	9.97	$	7.31	$	8.62	$	8.49

$	43,753,637	$	17,419,020	$	34,706,078	$	8,852,150	$	1,788,337
	4,397,047		1,758,857		4,775,914		1,036,007		211,268
$	9.95	$	9.90	$	7.27	$	8.54	$	8.46

$	15,650,361	$	15,863,671	$	12,419,078	$	5,975,899	$	923,375
	1,606,123		1,634,831		1,736,818		704,132		109,168
$	9.74	$	9.70	$	7.15	$	8.49	$	8.46

$	15,261,594	$	6,266,837	$	8,581,787	$	1,265,166	$	329,228
	1,543,655		635,753		1,187,030		145,933		38,821
	9.89		9.86		7.23		8.67		8.48
$	10.47	$	10.43	$	7.65	$	9.17	$	8.97

$	43,439,406	$	30,594,289	$	28,556,520	$	20,114,194	$	1,343,425
	4,564,648		3,166,128		4,039,428		2,387,908		159,589
$	9.52	$	9.66	$	7.07	$	8.42	$	8.42

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

MassMutual Funds – Financial Statements (Continued)

Statements of Assets and Liabilities
September 30, 2022

	MassMutual Select T. Rowe Price Retirement Balanced Fund			MassMutual Select T. Rowe Price Retirement 2005 Fund
Assets:
Investments, at value - unaffiliated issuers (Note 2) ^(a)	$	21,762,446		$	3,363,818
Investments, at value - affiliated issuers (Note 2 & 7) ^(b)		136,423,289			21,017,282
Total investments		158,185,735			24,381,100
Receivables from:
Investments sold
Regular delivery		44,809			—
Fund shares sold		19,337			61,082
Investment adviser (Note 3)		16,304			3,015
Dividends		72,450			10,994
Total assets		158,338,635			24,456,191
Liabilities:
Payables for:
Investments purchased
Regular delivery		72,450			71,967
Fund shares repurchased		62,531			—
Affiliates (Note 3):
Investment advisory fees		61,772			1,611
Service fees		7,899			2,402
Distribution fees		2,913			971
Total liabilities		207,565			76,951
Net assets	$	158,131,070		$	24,379,240
Net assets consist of:
Paid-in capital	$	179,243,282		$	28,379,614
Accumulated earnings (loss)		(21,112,212	)		(4,000,374	)
Net assets	$	158,131,070		$	24,379,240

^(a)	Cost of investments - unaffiliated issuers:		$	23,003,306			$	3,558,168
^(b)	Cost of investments - affiliated issuers:		$	162,286,338			$	25,485,008

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

MassMutual Select T. Rowe Price Retirement 2010 Fund			MassMutual Select T. Rowe Price Retirement 2015 Fund			MassMutual Select T. Rowe Price Retirement 2020 Fund			MassMutual Select T. Rowe Price Retirement 2025 Fund			MassMutual Select T. Rowe Price Retirement 2030 Fund

$	13,785,753		$	15,118,158		$	62,859,366		$	60,446,809		$	109,331,642
	89,516,318			99,149,512			449,252,283			467,372,823			1,064,431,537
	103,302,071			114,267,670			512,111,649			527,819,632			1,173,763,179


	152,129			—			655,193			39,330			636,065
	17,244			38,705			259,952			192,107			724,737
	12,783			13,277			64,942			70,608			158,114
	45,472			49,665			207,598			187,139			314,064
	103,529,699			114,369,317			513,299,334			528,308,816			1,175,596,159



	45,472			77,501			207,598			187,139			314,064
	168,270			9,619			909,647			225,774			1,348,237

	33,511			39,986			223,374			235,110			592,676
	13,465			7,450			75,621			64,183			159,346
	6,039			3,327			25,043			24,832			55,096
	266,757			137,883			1,441,283			737,038			2,469,419
$	103,262,942		$	114,231,434		$	511,858,051		$	527,571,778		$	1,173,126,740

$	117,354,729		$	127,964,862		$	561,727,839		$	579,822,679		$	1,244,866,205
	(14,091,787	)		(13,733,428	)		(49,869,788	)		(52,250,901	)		(71,739,465	)
$	103,262,942		$	114,231,434		$	511,858,051		$	527,571,778		$	1,173,126,740

	$	14,457,111			$	15,850,975			$	66,120,260			$	63,261,810			$	113,183,767
	$	107,915,055			$	118,651,306			$	532,518,232			$	560,345,870			$	1,242,114,683

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

MassMutual Funds – Financial Statements (Continued)

Statements of Assets and Liabilities
September 30, 2022

	MassMutual Select T. Rowe Price Retirement Balanced Fund		MassMutual Select T. Rowe Price Retirement 2005 Fund
Class I shares:
Net assets	$	20,187,224	$	15,172,768
Shares outstanding ^(a)		1,482,489		1,218,370
Net asset value, offering price and redemption price per share	$	13.62	$	12.45
Class M5 shares:
Net assets	$	126,516,586	$	5,680,762
Shares outstanding ^(a)		9,279,899		457,289
Net asset value, offering price and redemption price per share	$	13.63	$	12.42
Class M4 shares:
Net assets	$	7,314,092	$	2,072,962
Shares outstanding ^(a)		535,904		166,957
Net asset value, offering price and redemption price per share	$	13.65	$	12.42
Class M3 shares:
Net assets	$	4,113,168	$	1,452,748
Shares outstanding ^(a)		303,072		117,694
Net asset value, offering price and redemption price per share	$	13.57	$	12.34

(a)	Authorized unlimited number of shares with no par value.

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

MassMutual Select T. Rowe Price Retirement 2010 Fund		MassMutual Select T. Rowe Price Retirement 2015 Fund		MassMutual Select T. Rowe Price Retirement 2020 Fund		MassMutual Select T. Rowe Price Retirement 2025 Fund		MassMutual Select T. Rowe Price Retirement 2030 Fund

$	63,307,726	$	65,437,964	$	267,728,472	$	356,557,480	$	627,370,203
	4,785,746		4,823,394		19,854,259		25,435,211		43,670,085
$	13.23	$	13.57	$	13.48	$	14.02	$	14.37

$	20,741,428	$	39,275,015	$	137,210,611	$	83,947,015	$	322,959,100
	1,570,672		2,901,405		10,191,480		6,000,800		22,522,655
$	13.21	$	13.54	$	13.46	$	13.99	$	14.34

$	10,566,728	$	5,065,964	$	70,875,716	$	51,635,280	$	143,393,004
	800,253		373,672		5,266,879		3,696,028		10,014,914
$	13.20	$	13.56	$	13.46	$	13.97	$	14.32

$	8,647,060	$	4,452,491	$	36,043,252	$	35,432,003	$	79,404,433
	655,974		330,170		2,679,216		2,545,201		5,548,207
$	13.18	$	13.49	$	13.45	$	13.92	$	14.31

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

MassMutual Funds – Financial Statements (Continued)

Statements of Assets and Liabilities
September 30, 2022

	MassMutual Select T. Rowe Price Retirement 2035 Fund			MassMutual Select T. Rowe Price Retirement 2040 Fund
Assets:
Investments, at value - unaffiliated issuers (Note 2) ^(a)	$	42,753,142		$	46,416,277
Investments, at value - affiliated issuers (Note 2 & 7) ^(b)		571,349,286			981,431,882
Total investments		614,102,428			1,027,848,159
Receivables from:
Investments sold
Regular delivery		—			690,317
Fund shares sold		480,632			560,287
Investment adviser (Note 3)		89,377			151,699
Dividends		111,676			106,849
Total assets		614,784,113			1,029,357,311
Liabilities:
Payables for:
Investments purchased
Regular delivery		574,753			106,849
Fund shares repurchased		11,001			1,239,525
Affiliates (Note 3):
Investment advisory fees		311,521			572,241
Service fees		76,997			138,332
Distribution fees		24,472			45,643
Total liabilities		998,744			2,102,590
Net assets	$	613,785,369		$	1,027,254,721
Net assets consist of:
Paid-in capital	$	661,984,177		$	1,069,497,407
Accumulated earnings (loss)		(48,198,808	)		(42,242,686	)
Net assets	$	613,785,369		$	1,027,254,721

^(a)	Cost of investments - unaffiliated issuers:		$	43,745,622			$	47,192,980
^(b)	Cost of investments - affiliated issuers:		$	676,257,345			$	1,144,240,448

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

MassMutual Select T. Rowe Price Retirement 2045 Fund			MassMutual Select T. Rowe Price Retirement 2050 Fund			MassMutual Select T. Rowe Price Retirement 2055 Fund			MassMutual Select T. Rowe Price Retirement 2060 Fund

$	16,588,538		$	22,954,469		$	8,367,710		$	3,738,427
	459,105,235			678,558,248			286,592,619			126,753,652
	475,693,773			701,512,717			294,960,329			130,492,079


	—			—			—			—
	583,100			722,900			697,320			440,173
	72,160			101,632			41,750			17,497
	33,092			47,260			17,442			7,570
	476,382,125			702,384,509			295,716,841			130,957,319



	584,912			169,582			709,081			439,567
	26,174			593,053			2,552			6,885

	256,847			404,626			156,606			66,850
	60,277			86,875			36,229			16,908
	18,962			31,091			13,003			4,372
	947,172			1,285,227			917,471			534,582
$	475,434,953		$	701,099,282		$	294,799,370		$	130,422,737

$	509,955,379		$	736,924,881		$	321,920,665		$	149,822,527
	(34,520,426	)		(35,825,599	)		(27,121,295	)		(19,399,790	)
$	475,434,953		$	701,099,282		$	294,799,370		$	130,422,737

	$	16,565,415			$	22,940,059			$	8,362,648			$	3,735,596
	$	543,766,258			$	796,000,057			$	342,122,947			$	156,474,350

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

MassMutual Funds – Financial Statements (Continued)

Statements of Assets and Liabilities
September 30, 2022

	MassMutual Select T. Rowe Price Retirement 2035 Fund		MassMutual Select T. Rowe Price Retirement 2040 Fund
Class I shares:
Net assets	$	412,007,542	$	542,665,826
Shares outstanding ^(a)		27,990,604		36,316,256
Net asset value, offering price and redemption price per share	$	14.72	$	14.94
Class M5 shares:
Net assets	$	98,488,110	$	295,086,838
Shares outstanding ^(a)		6,708,285		19,789,368
Net asset value, offering price and redemption price per share	$	14.68	$	14.91
Class M4 shares:
Net assets	$	67,260,110	$	123,660,536
Shares outstanding ^(a)		4,592,168		8,313,391
Net asset value, offering price and redemption price per share	$	14.65	$	14.87
Class M3 shares:
Net assets	$	36,029,607	$	65,841,521
Shares outstanding ^(a)		2,458,979		4,424,794
Net asset value, offering price and redemption price per share	$	14.65	$	14.88

(a)	Authorized unlimited number of shares with no par value.

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

MassMutual Select T. Rowe Price Retirement 2045 Fund		MassMutual Select T. Rowe Price Retirement 2050 Fund		MassMutual Select T. Rowe Price Retirement 2055 Fund		MassMutual Select T. Rowe Price Retirement 2060 Fund

$	333,390,181	$	364,456,826	$	215,507,286	$	70,208,313
	22,065,169		23,970,644		14,241,875		4,653,653
$	15.11	$	15.20	$	15.13	$	15.09

$	65,767,959	$	221,154,582	$	32,886,588	$	36,563,564
	4,363,488		14,576,073		2,178,683		2,431,675
$	15.07	$	15.17	$	15.09	$	15.04

$	48,714,663	$	70,887,402	$	27,141,570	$	17,032,085
	3,244,769		4,686,878		1,804,862		1,137,823
$	15.01	$	15.12	$	15.04	$	14.97

$	27,562,150	$	44,600,472	$	19,263,926	$	6,618,775
	1,831,842		2,950,192		1,281,874		442,594
$	15.05	$	15.12	$	15.03	$	14.95

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

MassMutual Funds – Financial Statements (Continued)

Statements of Operations
For the Year Ended September 30, 2022

	MassMutual 20/80 Allocation Fund			MassMutual 40/60 Allocation Fund
Investment income (Note 2):
Dividends - unaffiliated issuers	$	1,240,569		$	1,292,374
Dividends - affiliated issuers (Note 7)		4,836,638			4,535,254
Total investment income		6,077,207			5,827,628
Expenses (Note 3):
Custody fees		7,906			8,003
Audit fees		43,224			43,234
Legal fees		6,553			7,388
Proxy fees		1,337			1,337
Accounting & Administration fees		33,942			33,948
Shareholder reporting fees		17,036			18,111
Trustees’ fees		9,556			10,988
Registration and filing fees		99,181			99,373
Transfer agent fees		2,968			2,968
		221,703			225,350
Administration fees:
Class R5		5,458			8,155
Service Class		232,980			30,905
Administrative Class		64,685			108,814
Class R4		7,354			70,188
Class A		51,699			162,342
Class R3		10,842			33,652
Distribution and Service fees:
Class R4		9,192			87,735
Class A		43,083			135,284
Class R3		27,106			84,130
Total expenses		674,102			946,555
Expenses waived (Note 3):
Class I fees reimbursed by adviser		(12,781	)		(20,147	)
Class R5 fees reimbursed by adviser		(4,153	)		(3,844	)
Service Class fees reimbursed by adviser		(92,468	)		(7,443	)
Administrative Class fees reimbursed by adviser		(17,059	)		(17,389	)
Class R4 fees reimbursed by adviser		(2,911	)		(17,031	)
Class A fees reimbursed by adviser		(13,627	)		(26,078	)
Class R3 fees reimbursed by adviser		(4,285	)		(8,211	)
Net expenses:		526,818			846,412
Net investment income (loss)		5,550,389			4,981,216
Realized and unrealized gain (loss):
Net realized gain (loss) on:
Investment transactions - unaffiliated issuers		136,761			46,095
Investment transactions - affiliated issuers (Note 7)		(1,792,190	)		(2,876,477	)
Realized gain distributions - affiliated issuers (Note 7)		7,082,985			14,010,369
Net realized gain (loss)		5,427,556			11,179,987
Net change in unrealized appreciation (depreciation) on:
Investment transactions - unaffiliated issuers		(5,068,736	)		(6,546,835	)
Investment transactions - affiliated issuers (Note 7)		(36,166,443	)		(45,072,500	)
Net change in unrealized appreciation (depreciation)		(41,235,179	)		(51,619,335	)
Net realized gain (loss) and change in unrealized appreciation (depreciation)		(35,807,623	)		(40,439,348	)
Net increase (decrease) in net assets resulting from operations	$	(30,257,234	)	$	(35,458,132	)

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

MassMutual 60/40 Allocation Fund			MassMutual 80/20 Allocation Fund			MassMutual RetireSMART by JPMorgan In Retirement Fund			MassMutual RetireSMART by JPMorgan 2020 Fund			MassMutual RetireSMART by JPMorgan 2025 Fund

$	1,166,623		$	872,002		$	790,580		$	1,674,402		$	1,629,664
	3,405,998			2,072,223			2,383,039			5,163,906			3,821,964
	4,572,621			2,944,225			3,173,619			6,838,308			5,451,628

	7,877			8,194			10,027			9,645			9,878
	41,803			41,758			43,177			43,949			41,806
	7,329			5,240			1,884			5,019			4,666
	1,337			1,337			1,337			1,337			1,337
	33,951			33,945			31,227			34,195			34,182
	17,330			14,038			21,729			23,547			19,721
	10,171			6,968			5,504			11,875			9,043
	99,182			99,172			100,454			102,285			100,490
	2,968			2,968			2,968			2,968			2,968
	221,948			213,620			218,307			234,820			224,091

	15,971			5,801			4,492			30,698			1,351
	48,593			30,023			17,213			36,973			13,067
	144,765			63,820			83,333			86,796			92,895
	19,233			26,746			22,930			38,042			50,298
	158,336			79,503			37,874			78,567			34,294
	23,531			34,393			39,654			85,423			100,578

	24,041			33,434			28,663			47,553			62,874
	131,947			66,252			31,562			65,473			28,578
	58,826			85,982			99,134			213,558			251,442
	847,191			639,574			583,162			917,903			859,468

	(17,251	)		(25,355	)		(25,628	)		(33,020	)		(61,059	)
	(8,242	)		(3,719	)		(6,986	)		(21,684	)		(1,568	)
	(13,370	)		(9,742	)		(13,369	)		(12,698	)		(7,505	)
	(26,202	)		(13,754	)		(43,323	)		(20,198	)		(35,790	)
	(5,273	)		(8,661	)		(17,785	)		(13,461	)		(29,113	)
	(28,992	)		(16,918	)		(19,604	)		(18,511	)		(13,188	)
	(6,414	)		(11,127	)		(30,897	)		(30,248	)		(58,031	)
	741,447			550,298			425,570			768,083			653,214
	3,831,174			2,393,927			2,748,049			6,070,225			4,798,414


	731,408			87,180			(699,559	)		(242,711	)		181,045
	197,863			324,973			(1,100,530	)		(1,120,306	)		(43,249	)
	19,085,809			15,710,895			5,162,041			11,267,199			12,035,174
	20,015,080			16,123,048			3,361,952			9,904,182			12,172,970

	(7,110,272	)		(5,786,542	)		(3,510,282	)		(8,304,626	)		(8,782,803	)
	(48,184,805	)		(37,640,045	)		(19,418,121	)		(41,246,354	)		(39,821,736	)
	(55,295,077	)		(43,426,587	)		(22,928,403	)		(49,550,980	)		(48,604,539	)
	(35,279,997	)		(27,303,539	)		(19,566,451	)		(39,646,798	)		(36,431,569	)
$	(31,448,823	)	$	(24,909,612	)	$	(16,818,402	)	$	(33,576,573	)	$	(31,633,155	)

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

MassMutual Funds – Financial Statements (Continued)

Statements of Operations
For the Year Ended September 30, 2022

	MassMutual RetireSMART by JPMorgan 2030 Fund			MassMutual RetireSMART by JPMorgan 2035 Fund
Investment income (Note 2):
Dividends - unaffiliated issuers	$	3,763,583		$	1,614,471
Dividends - affiliated issuers (Note 7)		7,278,361			2,806,906
Total investment income		11,041,944			4,421,377
Expenses (Note 3):
Custody fees		9,478			9,502
Audit fees		43,375			43,215
Legal fees		10,706			4,964
Proxy fees		1,337			1,337
Accounting & Administration fees		34,460			34,294
Shareholder reporting fees		27,612			17,465
Trustees’ fees		20,000			8,323
Registration and filing fees		100,058			100,157
Transfer agent fees		2,968			2,968
		249,994			222,225
Administration fees:
Class R5		79,593			3,322
Service Class		60,482			14,746
Administrative Class		194,101			83,424
Class R4		55,354			43,495
Class A		100,144			32,029
Class R3		165,153			97,786
Distribution and Service fees:
Class R4		69,192			54,369
Class A		83,453			26,691
Class R3		412,884			244,464
Total expenses		1,470,350			822,551
Expenses waived (Note 3):
Class I fees reimbursed by adviser		(16,307	)		(40,066	)
Class R5 fees reimbursed by adviser		(20,320	)		(2,720	)
Service Class fees reimbursed by adviser		(7,584	)		(6,051	)
Administrative Class fees reimbursed by adviser		(16,436	)		(22,570	)
Class R4 fees reimbursed by adviser		(7,053	)		(17,840	)
Class A fees reimbursed by adviser		(8,417	)		(8,608	)
Class R3 fees reimbursed by adviser		(21,097	)		(40,022	)
Net expenses:		1,373,136			684,674
Net investment income (loss)		9,668,808			3,736,703
Realized and unrealized gain (loss):
Net realized gain (loss) on:
Investment transactions - unaffiliated issuers		993,846			772,104
Investment transactions - affiliated issuers (Note 7)		3,911,269			2,408,395
Realized gain distributions - affiliated issuers (Note 7)		30,983,017			16,236,548
Net realized gain (loss)		35,888,132			19,417,047
Net change in unrealized appreciation (depreciation) on:
Investment transactions - unaffiliated issuers		(21,016,356	)		(9,616,013	)
Investment transactions - affiliated issuers (Note 7)		(94,958,959	)		(45,897,568	)
Net change in unrealized appreciation (depreciation)		(115,975,315	)		(55,513,581	)
Net realized gain (loss) and change in unrealized appreciation (depreciation)		(80,087,183	)		(36,096,534	)
Net increase (decrease) in net assets resulting from operations	$	(70,418,375	)	$	(32,359,831	)

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

MassMutual RetireSMART by JPMorgan 2040 Fund			MassMutual RetireSMART by JPMorgan 2045 Fund			MassMutual RetireSMART by JPMorgan 2050 Fund			MassMutual RetireSMART by JPMorgan 2055 Fund			MassMutual RetireSMART by JPMorgan 2060 Fund

$	2,817,426		$	1,267,116		$	1,985,401		$	638,785		$	223,448
	3,974,980			1,433,805			2,218,870			701,479			253,669
	6,792,406			2,700,921			4,204,271			1,340,264			477,117

	9,283			9,517			10,532			10,784			11,521
	43,289			43,176			43,217			41,704			41,675
	8,319			3,613			5,749			1,879			660
	1,337			1,337			1,337			1,337			1,337
	34,482			34,294			34,406			34,289			34,289
	21,406			14,776			16,682			12,667			13,101
	14,378			5,972			9,233			3,068			1,045
	101,227			100,127			99,426			100,794			94,651
	2,968			2,968			2,968			2,968			2,968
	236,689			215,780			223,550			209,490			201,247

	55,384			1,344			48,123			1,051			240
	43,742			7,806			21,071			6,058			4,691
	173,502			68,334			129,191			31,960			6,576
	38,309			36,634			29,453			13,858			2,046
	61,966			25,978			34,879			8,230			1,396
	101,811			72,454			65,448			46,743			2,922

	47,886			45,794			36,815			17,322			2,558
	51,639			21,648			29,066			6,859			1,163
	254,529			181,134			163,622			116,858			7,304
	1,065,457			676,906			781,218			458,429			230,143

	(23,424	)		(48,216	)		(28,644	)		(48,503	)		(128,034	)
	(25,160	)		(2,121	)		(47,071	)		(3,523	)		(2,285	)
	(9,896	)		(6,120	)		(10,175	)		(10,158	)		(22,193	)
	(26,094	)		(35,681	)		(42,002	)		(35,726	)		(20,724	)
	(8,680	)		(28,850	)		(14,388	)		(23,385	)		(9,684	)
	(9,327	)		(13,493	)		(11,285	)		(9,240	)		(4,407	)
	(23,020	)		(56,937	)		(31,989	)		(78,955	)		(13,908	)
	939,856			485,488			595,664			248,939			28,908
	5,852,550			2,215,433			3,608,607			1,091,325			448,209


	1,582,550			953,671			1,003,846			357,727			105,904
	4,131,357			3,264,292			2,755,179			1,512,334			224,382
	29,337,864			13,832,891			21,529,485			6,789,416			2,468,796
	35,051,771			18,050,854			25,288,510			8,659,477			2,799,082

	(17,061,338	)		(8,027,345	)		(12,185,454	)		(4,024,002	)		(1,327,976	)
	(77,959,787	)		(36,464,981	)		(55,139,907	)		(18,526,791	)		(6,032,053	)
	(95,021,125	)		(44,492,326	)		(67,325,361	)		(22,550,793	)		(7,360,029	)
	(59,969,354	)		(26,441,472	)		(42,036,851	)		(13,891,316	)		(4,560,947	)
$	(54,116,804	)	$	(24,226,039	)	$	(38,428,244	)	$	(12,799,991	)	$	(4,112,738	)

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

MassMutual Funds – Financial Statements (Continued)

Statements of Operations
For the Year Ended September 30, 2022

	MassMutual Select T. Rowe Price Retirement Balanced Fund			MassMutual Select T. Rowe Price Retirement 2005 Fund
Investment income (Note 2):
Dividends - unaffiliated issuers	$	807,985		$	123,064
Dividends - affiliated issuers (Note 7)		4,944,424			724,361
Total investment income		5,752,409			847,425
Expenses (Note 3):
Investment advisory fees:
Class I		96,835			71,530
Class M5		793,676			39,711
Class M4		55,573			14,478
Class M3		30,959			9,005
Distribution and Service fees:
Class M4		25,446			6,339
Class M3		28,350			7,886
Total expenses		1,030,839			148,949
Expenses waived (Note 3):
Class I fees reimbursed by adviser		(30,184	)		(24,648	)
Class M5 fees reimbursed by adviser		(179,317	)		(10,091	)
Class M4 fees reimbursed by adviser		(12,602	)		(3,679	)
Class M3 fees reimbursed by adviser		(6,974	)		(2,289	)
Net expenses:		801,762			108,242
Net investment income (loss)		4,950,647			739,183
Realized and unrealized gain (loss):
Net realized gain (loss) on:
Investment transactions - unaffiliated issuers		(51,142	)		5,175
Investment transactions - affiliated issuers (Note 7)		886,336			60,874
Realized gain distributions - unaffiliated issuers		99,750			15,419
Realized gain distributions - affiliated issuers (Note 7)		8,243,405			1,309,628
Net realized gain (loss)		9,178,349			1,391,096
Net change in unrealized appreciation (depreciation) on:
Investment transactions - unaffiliated issuers		(1,539,707	)		(244,603	)
Investment transactions - affiliated issuers (Note 7)		(41,526,722	)		(6,460,013	)
Net change in unrealized appreciation (depreciation)		(43,066,429	)		(6,704,616	)
Net realized gain (loss) and change in unrealized appreciation (depreciation)		(33,888,080	)		(5,313,520	)
Net increase (decrease) in net assets resulting from operations	$	(28,937,433	)	$	(4,574,337	)

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

MassMutual Select T. Rowe Price Retirement 2010 Fund			MassMutual Select T. Rowe Price Retirement 2015 Fund			MassMutual Select T. Rowe Price Retirement 2020 Fund			MassMutual Select T. Rowe Price Retirement 2025 Fund			MassMutual Select T. Rowe Price Retirement 2030 Fund

$	543,886		$	580,740		$	2,488,911		$	2,087,199		$	3,349,889
	3,430,272			3,512,147			16,564,117			14,335,873			28,971,191
	3,974,158			4,092,887			19,053,028			16,423,072			32,321,080


	307,537			331,798			1,421,931			1,953,942			3,493,681
	173,791			319,333			1,352,227			934,446			3,487,189
	96,671			53,189			630,827			530,723			1,535,833
	66,351			37,434			291,824			302,450			680,778

	42,326			22,609			255,451			204,092			560,167
	58,100			31,830			236,368			232,653			496,748
	744,776			796,193			4,188,628			4,158,306			10,254,396

	(104,625	)		(105,470	)		(476,406	)		(639,013	)		(1,105,400	)
	(43,593	)		(75,748	)		(321,762	)		(221,546	)		(762,870	)
	(24,241	)		(12,622	)		(149,959	)		(125,635	)		(335,751	)
	(16,642	)		(8,877	)		(69,347	)		(71,534	)		(148,607	)
	555,675			593,476			3,171,154			3,100,578			7,901,768
	3,418,483			3,499,411			15,881,874			13,322,494			24,419,312


	(57,190	)		(48,558	)		(256,951	)		(140,591	)		(430,732	)
	1,412,720			2,825,792			19,006,786			17,986,615			36,874,127
	70,467			73,795			338,540			278,036			491,796
	7,072,923			7,923,395			41,651,434			44,829,260			121,946,435
	8,498,920			10,774,424			60,739,809			62,953,320			158,881,626

	(997,949	)		(1,081,264	)		(4,530,411	)		(3,742,081	)		(5,210,292	)
	(32,383,778	)		(37,508,805	)		(184,274,756	)		(195,358,520	)		(474,931,008	)
	(33,381,727	)		(38,590,069	)		(188,805,167	)		(199,100,601	)		(480,141,300	)
	(24,882,807	)		(27,815,645	)		(128,065,358	)		(136,147,281	)		(321,259,674	)
$	(21,464,324	)	$	(24,316,234	)	$	(112,183,484	)	$	(122,824,787	)	$	(296,840,362	)

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

MassMutual Funds – Financial Statements (Continued)

Statements of Operations
For the Year Ended September 30, 2022

	MassMutual Select T. Rowe Price Retirement 2035 Fund			MassMutual Select T. Rowe Price Retirement 2040 Fund
Investment income (Note 2):
Dividends - unaffiliated issuers	$	1,048,785		$	844,756
Dividends - affiliated issuers (Note 7)		12,852,218			21,959,484
Total investment income		13,901,003			22,804,240
Expenses (Note 3):
Investment advisory fees:						��
Class I		2,358,795			3,099,569
Class M5		1,217,349			3,485,556
Class M4		752,318			1,434,750
Class M3		304,329			597,868
Distribution and Service fees:
Class M4		262,829			484,936
Class M3		212,676			404,234
Total expenses		5,108,296			9,506,913
Expenses waived (Note 3):
Class I fees reimbursed by adviser		(742,403	)		(948,552	)
Class M5 fees reimbursed by adviser		(269,732	)		(757,435	)
Class M4 fees reimbursed by adviser		(166,414	)		(311,625	)
Class M3 fees reimbursed by adviser		(67,266	)		(129,800	)
Net expenses:		3,862,481			7,359,501
Net investment income (loss)		10,038,522			15,444,739
Realized and unrealized gain (loss):
Net realized gain (loss) on:
Investment transactions - unaffiliated issuers		(16,504	)		52,580
Investment transactions - affiliated issuers (Note 7)		16,597,736			38,735,322
Realized gain distributions - unaffiliated issuers		153,313			150,491
Realized gain distributions - affiliated issuers (Note 7)		66,499,665			130,697,880
Net realized gain (loss)		83,234,210			169,636,273
Net change in unrealized appreciation (depreciation) on:
Investment transactions - unaffiliated issuers		(1,521,025	)		(1,339,287	)
Investment transactions - affiliated issuers (Note 7)		(254,377,000	)		(475,470,481	)
Net change in unrealized appreciation (depreciation)		(255,898,025	)		(476,809,768	)
Net realized gain (loss) and change in unrealized appreciation (depreciation)		(172,663,815	)		(307,173,495	)
Net increase (decrease) in net assets resulting from operations	$	(162,625,293	)	$	(291,728,756	)

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

MassMutual Select T. Rowe Price Retirement 2045 Fund			MassMutual Select T. Rowe Price Retirement 2050 Fund			MassMutual Select T. Rowe Price Retirement 2055 Fund			MassMutual Select T. Rowe Price Retirement 2060 Fund

$	147,379		$	195,835		$	70,367		$	29,476
	9,196,666			14,343,717			5,297,035			1,940,475
	9,344,045			14,539,552			5,367,402			1,969,951


	1,894,741			2,078,037			1,098,718			391,369
	990,650			2,518,757			635,226			286,114
	667,651			1,019,569			374,810			160,831
	248,264			423,107			162,903			51,988

	220,438			334,065			122,647			52,627
	163,962			277,266			106,612			34,024
	4,185,706			6,650,801			2,500,916			976,953

	(572,431	)		(605,925	)		(303,293	)		(108,032	)
	(200,822	)		(489,975	)		(115,572	)		(52,219	)
	(135,321	)		(198,405	)		(68,307	)		(29,347	)
	(50,309	)		(82,385	)		(29,706	)		(9,488	)
	3,226,823			5,274,111			1,984,038			777,867
	6,117,222			9,265,441			3,383,364			1,192,084


	99,012			122,663			37,315			6,440
	12,894,570			21,699,959			6,556,373			2,293,087
	25,808			36,644			13,185			5,003
	58,970,118			92,611,083			34,125,956			12,509,152
	71,989,508			114,470,349			40,732,829			14,813,682

	(88,200	)		(157,317	)		(47,548	)		(9,538	)
	(213,851,849	)		(328,740,267	)		(126,668,426	)		(49,823,733	)
	(213,940,049	)		(328,897,584	)		(126,715,974	)		(49,833,271	)
	(141,950,541	)		(214,427,235	)		(85,983,145	)		(35,019,589	)
$	(135,833,319	)	$	(205,161,794	)	$	(82,599,781	)	$	(33,827,505	)

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

MassMutual Funds – Financial Statements (Continued)

Statements of Changes in Net Assets

	MassMutual 20/80 Allocation Fund
	Year Ended September 30, 2022			Year Ended September 30, 2021
Increase (Decrease) in Net Assets:
Operations:
Net investment income (loss)	$	5,550,389		$	4,853,510
Net realized gain (loss)		5,427,556			12,231,136
Net change in unrealized appreciation (depreciation)		(41,235,179	)		(568,220	)
Net increase (decrease) in net assets resulting from operations		(30,257,234	)		16,516,426
Distributions to shareholders (Note 2):
Class I		(1,238,827	)		(1,021,241	)
Class R5		(600,769	)		(374,459	)
Service Class		(8,033,664	)		(6,084,666	)
Administrative Class		(1,380,292	)		(1,730,543	)
Class R4		(245,146	)		(166,392	)
Class A		(1,138,922	)		(1,019,820	)
Class R3		(352,697	)		(350,793	)
Total distributions		(12,990,317	)		(10,747,914	)
Net fund share transactions (Note 5):
Class I		(2,103,974	)		640,552
Class R5		(2,305,651	)		10,857
Service Class		6,779,177			5,939,309
Administrative Class		(3,903,293	)		(8,031,556	)
Class R4		(345,473	)		(2,723,094	)
Class A		(1,622,237	)		(2,836,256	)
Class R3		(318,660	)		(1,397,985	)
Increase (decrease) in net assets from fund share transactions		(3,820,111	)		(8,398,173	)
Total increase (decrease) in net assets		(47,067,662	)		(2,629,661	)
Net assets
Beginning of year		205,343,903			207,973,564
End of year	$	158,276,241		$	205,343,903

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

MassMutual 40/60 Allocation Fund						MassMutual 60/40 Allocation Fund
Year Ended September 30, 2022			Year Ended September 30, 2021			Year Ended September 30, 2022			Year Ended September 30, 2021


$	4,981,216		$	4,354,969		$	3,831,174		$	3,278,539
	11,179,987			17,886,148			20,015,080			22,260,237
	(51,619,335	)		6,944,147			(55,295,077	)		14,518,027
	(35,458,132	)		29,185,264			(31,448,823	)		40,056,803

	(4,148,911	)		(2,350,248	)		(3,794,867	)		(1,097,223	)
	(1,032,740	)		(542,748	)		(3,219,903	)		(691,355	)
	(1,343,448	)		(932,924	)		(3,146,970	)		(1,000,979	)
	(3,071,255	)		(2,544,613	)		(6,382,082	)		(2,459,971	)
	(2,964,646	)		(1,469,659	)		(1,207,371	)		(353,565	)
	(4,443,631	)		(3,312,929	)		(6,723,767	)		(2,120,316	)
	(1,638,358	)		(432,892	)		(1,497,170	)		(540,657	)
	(18,642,989	)		(11,586,013	)		(25,972,130	)		(8,264,066	)

	(6,098,250	)		7,292,276			8,957,790			3,482,192
	(936,236	)		(1,499,097	)		(7,481,634	)		2,615,974
	(155,878	)		(2,067,919	)		3,069,423			(4,198,629	)
	(7,212,434	)		(12,663,811	)		(9,391,568	)		(8,045,715	)
	8,541,664			798,555			128,550			(1,056,129	)
	(2,901,611	)		(12,990,498	)		2,953,733			(10,730,727	)
	13,071,702			(1,984,417	)		(1,229,515	)		(3,691,482	)
	4,308,957			(23,114,911	)		(2,993,221	)		(21,624,516	)
	(49,792,164	)		(5,515,660	)		(60,414,174	)		10,168,221

	219,449,444			224,965,104			217,469,200			207,300,979
$	169,657,280		$	219,449,444		$	157,055,026		$	217,469,200

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

MassMutual Funds – Financial Statements (Continued)

Statements of Changes in Net Assets

	MassMutual 80/20 Allocation Fund
	Year Ended September 30, 2022			Year Ended September 30, 2021
Increase (Decrease) in Net Assets:
Operations:
Net investment income (loss)	$	2,393,927		$	1,722,728
Net realized gain (loss)		16,123,048			13,817,211
Net change in unrealized appreciation (depreciation)		(43,426,587	)		15,323,675
Net increase (decrease) in net assets resulting from operations		(24,909,612	)		30,863,614
Distributions to shareholders (Note 2):
Class I		(4,471,193	)		(1,893,092	)
Class R5		(1,041,225	)		(336,870	)
Service Class		(1,807,424	)		(567,307	)
Administrative Class		(2,483,791	)		(1,097,631	)
Class R4		(1,513,090	)		(587,085	)
Class A		(3,033,006	)		(1,301,110	)
Class R3		(1,933,462	)		(913,691	)
Total distributions		(16,283,191	)		(6,696,786	)
Net fund share transactions (Note 5):
Class I		6,133,707			1,992,320
Class R5		(2,472,773	)		249,411
Service Class		1,534,430			2,812,159
Administrative Class		75,659			(3,618,048	)
Class R4		1,838,245			(1,578,998	)
Class A		(4,488,481	)		(3,601,539	)
Class R3		169,252			(2,021,783	)
Increase (decrease) in net assets from fund share transactions		2,790,039			(5,766,478	)
Total increase (decrease) in net assets		(38,402,764	)		18,400,350
Net assets
Beginning of year		152,157,618			133,757,268
End of year	$	113,754,854		$	152,157,618

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

100

MassMutual RetireSMART by JPMorgan In Retirement Fund						MassMutual RetireSMART by JPMorgan 2020 Fund
Year Ended September 30, 2022			Year Ended September 30, 2021			Year Ended September 30, 2022			Year Ended September 30, 2021


$	2,748,049		$	3,910,486		$	6,070,225		$	7,231,280
	3,361,952			19,360,760			9,904,182			32,904,933
	(22,928,403	)		(985,861	)		(49,550,980	)		2,530,103
	(16,818,402	)		22,285,385			(33,576,573	)		42,666,316

	(2,168,614	)		(1,281,353	)		(5,427,736	)		(2,564,369	)
	(583,890	)		(337,121	)		(3,589,231	)		(2,435,234	)
	(1,226,005	)		(998,395	)		(2,853,464	)		(1,803,008	)
	(3,703,959	)		(1,758,950	)		(3,361,305	)		(2,359,066	)
	(1,429,001	)		(776,122	)		(2,185,392	)		(1,462,041	)
	(1,511,593	)		(4,185,695	)		(2,911,317	)		(4,612,594	)
	(2,558,247	)		(1,581,636	)		(5,025,570	)		(2,920,677	)
	(13,181,309	)		(10,919,272	)		(25,354,015	)		(18,156,989	)

	1,483,711			(3,324,278	)		(594,904	)		3,910,094
	(1,426,083	)		435,730			(6,616,765	)		(7,984,930	)
	(1,786,063	)		(7,121,702	)		(15,164,374	)		(8,369,506	)
	(1,422,162	)		(595,186	)		(15,337,082	)		(7,158,402	)
	965,450			(3,246,708	)		(2,784,252	)		(7,645,267	)
	(783,912	)		(64,029,196	)		(4,218,129	)		(62,556,049	)
	(743,759	)		(7,370,747	)		(2,272,463	)		(11,559,220	)
	(3,712,818	)		(85,252,087	)		(46,987,969	)		(101,363,280	)
	(33,712,529	)		(73,885,974	)		(105,918,557	)		(76,853,953	)

	116,748,335			190,634,309			267,510,034			344,363,987
$	83,035,806		$	116,748,335		$	161,591,477		$	267,510,034

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

101

MassMutual Funds – Financial Statements (Continued)

Statements of Changes in Net Assets

	MassMutual RetireSMART by JPMorgan 2025 Fund
	Year Ended September 30, 2022			Year Ended September 30, 2021
Increase (Decrease) in Net Assets:
Operations:
Net investment income (loss)	$	4,798,414		$	5,264,263
Net realized gain (loss)		12,172,970			32,017,363
Net change in unrealized appreciation (depreciation)		(48,604,539	)		6,087,986
Net increase (decrease) in net assets resulting from operations		(31,633,155	)		43,369,612
Distributions to shareholders (Note 2):
Class I		(6,727,045	)		(3,213,506	)
Class R5		(170,263	)		(33,951	)
Service Class		(1,005,276	)		(561,635	)
Administrative Class		(4,048,008	)		(2,465,327	)
Class R4		(3,159,331	)		(1,910,226	)
Class A		(1,319,721	)		(4,502,094	)
Class R3		(6,859,146	)		(3,819,675	)
Total distributions		(23,288,790	)		(16,506,414	)
Net fund share transactions (Note 5):
Class I		3,796,983			1,684,826
Class R5		229,396			819,887
Service Class		(3,127,399	)		(2,100,359	)
Administrative Class		(872,659	)		(8,795,084	)
Class R4		(452,825	)		(3,749,374	)
Class A		(1,813,979	)		(62,530,974	)
Class R3		(5,089,454	)		(12,799,337	)
Increase (decrease) in net assets from fund share transactions		(7,329,937	)		(87,470,415	)
Total increase (decrease) in net assets		(62,251,882	)		(60,607,217	)
Net assets
Beginning of year		204,307,615			264,914,832
End of year	$	142,055,733		$	204,307,615

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

102

MassMutual RetireSMART by JPMorgan 2030 Fund						MassMutual RetireSMART by JPMorgan 2035 Fund
Year Ended September 30, 2022			Year Ended September 30, 2021			Year Ended September 30, 2022			Year Ended September 30, 2021


$	9,668,808		$	8,231,055		$	3,736,703		$	2,788,974
	35,888,132			50,277,386			19,417,047			26,891,204
	(115,975,315	)		29,694,014			(55,513,581	)		16,592,101
	(70,418,375	)		88,202,455			(32,359,831	)		46,272,279

	(7,590,627	)		(2,771,252	)		(7,493,815	)		(2,098,478	)
	(9,879,698	)		(3,683,540	)		(507,462	)		(115,358	)
	(4,887,084	)		(2,484,660	)		(1,116,572	)		(375,163	)
	(8,294,775	)		(3,495,256	)		(4,300,099	)		(1,243,039	)
	(3,261,072	)		(1,617,889	)		(3,138,533	)		(1,043,751	)
	(3,907,101	)		(4,508,898	)		(1,587,976	)		(1,894,666	)
	(9,912,512	)		(4,084,867	)		(7,197,154	)		(2,182,956	)
	(47,732,869	)		(22,646,362	)		(25,341,611	)		(8,953,411	)

	11,540,005			6,664,481			4,176,558			3,346,152
	14,286,906			(2,990,481	)		251,733			787,383
	(21,407,161	)		(11,081,271	)		689,935			(1,656,107	)
	(8,251,960	)		(3,876,626	)		(3,135,451	)		(1,214,423	)
	(2,558,212	)		(6,053,147	)		2,298,212			(4,455,903	)
	(962,124	)		(68,752,181	)		(3,140,448	)		(36,356,681	)
	8,851,699			(13,903,673	)		4,710,453			(10,743,198	)
	1,499,153			(99,992,898	)		5,850,992			(50,292,777	)
	(116,652,091	)		(34,436,805	)		(51,850,450	)		(12,973,909	)

	425,794,223			460,231,028			190,143,287			203,117,196
$	309,142,132		$	425,794,223		$	138,292,837		$	190,143,287

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

103

MassMutual Funds – Financial Statements (Continued)

Statements of Changes in Net Assets

	MassMutual RetireSMART by JPMorgan 2040 Fund
	Year Ended September 30, 2022			Year Ended September 30, 2021
Increase (Decrease) in Net Assets:
Operations:
Net investment income (loss)	$	5,852,550		$	3,764,293
Net realized gain (loss)		35,051,771			37,862,229
Net change in unrealized appreciation (depreciation)		(95,021,125	)		32,747,288
Net increase (decrease) in net assets resulting from operations		(54,116,804	)		74,373,810
Distributions to shareholders (Note 2):
Class I		(7,184,429	)		(883,182	)
Class R5		(7,743,505	)		(1,113,580	)
Service Class		(3,883,802	)		(525,453	)
Administrative Class		(8,831,913	)		(1,007,829	)
Class R4		(2,703,434	)		(398,076	)
Class A		(3,004,403	)		(900,085	)
Class R3		(7,294,397	)		(875,634	)
Total distributions		(40,645,883	)		(5,703,839	)
Net fund share transactions (Note 5):
Class I		12,439,829			3,870,335
Class R5		4,018,713			86,549
Service Class		(9,323,196	)		(3,077,408	)
Administrative Class		(1,620,308	)		295,247
Class R4		710,885			(8,693,510	)
Class A		(3,716,959	)		(36,179,265	)
Class R3		8,645,354			(13,335,325	)
Increase (decrease) in net assets from fund share transactions		11,154,318			(57,033,377	)
Total increase (decrease) in net assets		(83,608,369	)		11,636,594
Net assets
Beginning of year		307,520,217			295,883,623
End of year	$	223,911,848		$	307,520,217

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

104

MassMutual RetireSMART by JPMorgan 2045 Fund						MassMutual RetireSMART by JPMorgan 2050 Fund
Year Ended September 30, 2022			Year Ended September 30, 2021			Year Ended September 30, 2022			Year Ended September 30, 2021


$	2,215,433		$	1,421,719		$	3,608,607		$	2,105,122
	18,050,854			20,969,325			25,288,510			23,782,150
	(44,492,326	)		15,567,728			(67,325,361	)		23,878,457
	(24,226,039	)		37,958,772			(38,428,244	)		49,765,729

	(5,197,007	)		(1,026,207	)		(4,001,187	)		(439,469	)
	(233,390	)		(43,936	)		(6,771,126	)		(1,003,491	)
	(750,930	)		(167,829	)		(1,792,181	)		(233,370	)
	(4,119,090	)		(832,689	)		(6,326,202	)		(693,031	)
	(3,070,820	)		(795,600	)		(2,086,826	)		(279,871	)
	(1,394,259	)		(1,232,845	)		(1,613,009	)		(519,288	)
	(6,234,573	)		(1,619,261	)		(4,577,472	)		(546,001	)
	(21,000,069	)		(5,718,367	)		(27,168,003	)		(3,714,521	)

	7,715,151			3,379,864			10,073,048			3,190,555
	387,622			168,831			7,904,319			(2,908,732	)
	35,405			(723,264	)		(5,029,138	)		(137,559	)
	(1,062,181	)		2,121,410			3,181,675			3,017,064
	3,364,801			(3,160,347	)		1,281,405			(2,853,407	)
	(2,516,569	)		(23,562,563	)		(2,365,207	)		(19,246,407	)
	4,216,865			(11,948,690	)		5,682,779			(6,081,271	)
	12,141,094			(33,724,759	)		20,728,881			(25,019,757	)
	(33,085,014	)		(1,484,354	)		(44,867,366	)		21,031,451

	134,159,357			135,643,711			201,708,940			180,677,489
$	101,074,343		$	134,159,357		$	156,841,574		$	201,708,940

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

105

MassMutual Funds – Financial Statements (Continued)

Statements of Changes in Net Assets

	MassMutual RetireSMART by JPMorgan 2055 Fund
	Year Ended September 30, 2022			Year Ended September 30, 2021
Increase (Decrease) in Net Assets:
Operations:
Net investment income (loss)	$	1,091,325		$	643,885
Net realized gain (loss)		8,659,477			8,513,792
Net change in unrealized appreciation (depreciation)		(22,550,793	)		7,891,642
Net increase (decrease) in net assets resulting from operations		(12,799,991	)		17,049,319
Distributions to shareholders (Note 2):
Class I		(2,006,510	)		(578,530	)
Class R5		(140,902	)		(41,165	)
Service Class		(427,079	)		(143,426	)
Administrative Class		(1,486,503	)		(443,948	)
Class R4		(978,197	)		(417,683	)
Class A		(278,324	)		(613,895	)
Class R3		(3,173,283	)		(1,317,852	)
Class M5		—			—
Class M4		—			—
Class M3		—			—
Total distributions		(8,490,798	)		(3,556,499	)
Net fund share transactions (Note 5):
Class I		3,926,497			2,423,753
Class R5		(330,743	)		682,992
Service Class		439,012			209,875
Administrative Class		1,567,180			1,697,156
Class R4		588,767			(608,359	)
Class A		(4,415,857	)		(6,251,387	)
Class R3		4,398,521			(5,132,943	)
Class M5		—			—
Class M4		—			—
Class M3		—			—
Increase (decrease) in net assets from fund share transactions		6,173,377			(6,978,913	)
Total increase (decrease) in net assets		(15,117,412	)		6,513,907
Net assets
Beginning of year		67,737,984			61,224,077
End of year	$	52,620,572		$	67,737,984

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

106

MassMutual RetireSMART by JPMorgan 2060 Fund						MassMutual Select T. Rowe Price Retirement Balanced Fund
Year Ended September 30, 2022			Year Ended September 30, 2021			Year Ended September 30, 2022			Year Ended September 30, 2021


$	448,209		$	253,947		$	4,950,647		$	2,493,205
	2,799,082			2,246,314			9,178,349			13,616,655
	(7,360,029	)		2,564,704			(43,066,429	)		8,169,359
	(4,112,738	)		5,064,965			(28,937,433	)		24,279,219

	(1,805,036	)		(679,980	)		(2,585,460	)		(825,060	)
	(29,013	)		(55,034	)		—			—
	(294,339	)		(79,066	)		—			—
	(264,001	)		(70,351	)		—			—
	(126,810	)		(49,037	)		—			—
	(59,676	)		(85,769	)		—			—
	(163,129	)		(109,042	)		—			—
	—			—			(14,662,986	)		(5,404,774	)
	—			—			(981,001	)		(780,868	)
	—			—			(532,352	)		(202,562	)
	(2,742,004	)		(1,128,279	)		(18,761,799	)		(7,213,264	)

	1,165,849			1,688,197			1,445,857			4,724,907
	(1,094,424	)		397,580			—			—
	(175,190	)		312,652			—			—
	300,268			643,251			—			—
	243,735			84,937			—			—
	(150,516	)		(885,058	)		—			—
	304,892			(741,244	)		—			—
	—			—			11,700,499			13,444,076
	—			—			(4,323,266	)		(7,425,851	)
	—			—			(776,293	)		(354,901	)
	594,614			1,500,315			8,046,797			10,388,231
	(6,260,128	)		5,437,001			(39,652,435	)		27,454,186

	23,558,820			18,121,819			197,783,505			170,329,319
$	17,298,692		$	23,558,820		$	158,131,070		$	197,783,505

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

107

MassMutual Funds – Financial Statements (Continued)

Statements of Changes in Net Assets

	MassMutual Select T. Rowe Price Retirement 2005 Fund
	Year Ended September 30, 2022			Year Ended September 30, 2021
Increase (Decrease) in Net Assets:
Operations:
Net investment income (loss)	$	739,183		$	523,707
Net realized gain (loss)		1,391,096			3,810,753
Net change in unrealized appreciation (depreciation)		(6,704,616	)		19,058
Net increase (decrease) in net assets resulting from operations		(4,574,337	)		4,353,518
Distributions to shareholders (Note 2):
Class I		(2,750,646	)		(1,057,591	)
Class M5		(1,254,316	)		(390,897	)
Class M4		(435,381	)		(141,796	)
Class M3		(252,072	)		(55,596	)
Total distributions		(4,692,415	)		(1,645,880	)
Net fund share transactions (Note 5):
Class I		3,300,787			(3,940,725	)
Class M5		249,065			(1,350,703	)
Class M4		(176,218	)		(643,232	)
Class M3		372,464			268,454
Increase (decrease) in net assets from fund share transactions		3,746,098			(5,666,206	)
Total increase (decrease) in net assets		(5,520,654	)		(2,958,568	)
Net assets
Beginning of year		29,899,894			32,858,462
End of year	$	24,379,240		$	29,899,894

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

108

MassMutual Select T. Rowe Price Retirement 2010 Fund						MassMutual Select T. Rowe Price Retirement 2015 Fund
Year Ended September 30, 2022			Year Ended September 30, 2021			Year Ended September 30, 2022			Year Ended September 30, 2021


$	3,418,483		$	2,149,729		$	3,499,411		$	1,994,474
	8,498,920			12,144,895			10,774,424			11,252,183
	(33,381,727	)		6,664,737			(38,590,069	)		9,859,173
	(21,464,324	)		20,959,361			(24,316,234	)		23,105,830

	(8,034,238	)		(3,326,410	)		(7,318,355	)		(3,224,766	)
	(4,122,512	)		(1,167,166	)		(6,292,593	)		(2,462,179	)
	(2,002,161	)		(1,260,759	)		(911,386	)		(510,957	)
	(1,406,657	)		(526,947	)		(672,724	)		(285,443	)
	(15,565,568	)		(6,281,282	)		(15,195,058	)		(6,483,345	)

	7,923,247			(3,974,695	)		7,283,459			5,060,245
	(3,276,299	)		687,672			(9,817,010	)		3,921,071
	(11,183,029	)		(6,556,405	)		(4,509,670	)		(2,387,102	)
	(1,981,825	)		(2,013,476	)		(784,711	)		(985,897	)
	(8,517,906	)		(11,856,904	)		(7,827,932	)		5,608,317
	(45,547,798	)		2,821,175			(47,339,224	)		22,230,802

	148,810,740			145,989,565			161,570,658			139,339,856
$	103,262,942		$	148,810,740		$	114,231,434		$	161,570,658

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

109

MassMutual Funds – Financial Statements (Continued)

Statements of Changes in Net Assets

	MassMutual Select T. Rowe Price Retirement 2020 Fund
	Year Ended September 30, 2022			Year Ended September 30, 2021
Increase (Decrease) in Net Assets:
Operations:
Net investment income (loss)	$	15,881,874		$	8,885,449
Net realized gain (loss)		60,739,809			68,350,257
Net change in unrealized appreciation (depreciation)		(188,805,167	)		51,903,112
Net increase (decrease) in net assets resulting from operations		(112,183,484	)		129,138,818
Distributions to shareholders (Note 2):
Class I		(34,844,854	)		(12,360,165	)
Class M5		(34,353,981	)		(10,865,930	)
Class M4		(12,573,464	)		(6,678,707	)
Class M3		(5,847,991	)		(2,294,268	)
Total distributions		(87,620,290	)		(32,199,070	)
Net fund share transactions (Note 5):
Class I		53,228,140			2,723,752
Class M5		(78,657,276	)		(8,789,345	)
Class M4		(39,379,155	)		(37,955,502	)
Class M3		(5,415,025	)		(18,352,574	)
Increase (decrease) in net assets from fund share transactions		(70,223,316	)		(62,373,669	)
Total increase (decrease) in net assets		(270,027,090	)		34,566,079
Net assets
Beginning of year		781,885,141			747,319,062
End of year	$	511,858,051		$	781,885,141

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

110

MassMutual Select T. Rowe Price Retirement 2025 Fund						MassMutual Select T. Rowe Price Retirement 2030 Fund
Year Ended September 30, 2022			Year Ended September 30, 2021			Year Ended September 30, 2022			Year Ended September 30, 2021


$	13,322,494		$	6,612,046		$	24,419,312		$	11,531,579
	62,953,320			56,088,076			158,881,626			112,428,148
	(199,100,601	)		59,024,566			(480,141,300	)		181,743,340
	(122,824,787	)		121,724,688			(296,840,362	)		305,703,067

	(39,896,413	)		(12,461,008	)		(57,773,560	)		(15,761,035	)
	(20,726,297	)		(6,426,451	)		(64,993,323	)		(16,203,011	)
	(9,222,674	)		(3,433,898	)		(22,804,375	)		(9,523,116	)
	(5,178,774	)		(1,990,274	)		(10,071,168	)		(3,085,222	)
	(75,024,158	)		(24,311,631	)		(155,642,426	)		(44,572,384	)

	95,751,574			43,287,653			245,256,169			62,113,425
	(67,154,610	)		11,256,355			(169,919,501	)		57,784,752
	(23,823,246	)		(5,003,142	)		(79,993,542	)		(58,359,309	)
	(1,689,685	)		(12,633,520	)		(3,403,119	)		(33,002,711	)
	3,084,033			36,907,346			(8,059,993	)		28,536,157
	(194,764,912	)		134,320,403			(460,542,781	)		289,666,840

	722,336,690			588,016,287			1,633,669,521			1,344,002,681
$	527,571,778		$	722,336,690		$	1,173,126,740		$	1,633,669,521

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

111

MassMutual Funds – Financial Statements (Continued)

Statements of Changes in Net Assets

	MassMutual Select T. Rowe Price Retirement 2035 Fund
	Year Ended September 30, 2022			Year Ended September 30, 2021
Increase (Decrease) in Net Assets:
Operations:
Net investment income (loss)	$	10,038,522		$	4,148,036
Net realized gain (loss)		83,234,210			42,634,045
Net change in unrealized appreciation (depreciation)		(255,898,025	)		99,978,517
Net increase (decrease) in net assets resulting from operations		(162,625,293	)		146,760,598
Distributions to shareholders (Note 2):
Class I		(32,763,576	)		(8,473,120	)
Class M5		(20,742,335	)		(5,490,596	)
Class M4		(9,244,410	)		(2,391,669	)
Class M3		(3,608,202	)		(1,372,936	)
Total distributions		(66,358,523	)		(17,728,321	)
Net fund share transactions (Note 5):
Class I		171,342,119			61,811,417
Class M5		(81,585,427	)		17,600,348
Class M4		(21,868,048	)		27,195,717
Class M3		4,198,299			(26,034,441	)
Increase (decrease) in net assets from fund share transactions		72,086,943			80,573,041
Total increase (decrease) in net assets		(156,896,873	)		209,605,318
Net assets
Beginning of year		770,682,242			561,076,924
End of year	$	613,785,369		$	770,682,242

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

112

MassMutual Select T. Rowe Price Retirement 2040 Fund						MassMutual Select T. Rowe Price Retirement 2045 Fund
Year Ended September 30, 2022			Year Ended September 30, 2021			Year Ended September 30, 2022			Year Ended September 30, 2021


$	15,444,739		$	5,637,091		$	6,117,222		$	1,893,224
	169,636,273			69,096,997			71,989,508			28,073,508
	(476,809,768	)		213,921,745			(213,940,049	)		89,318,652
	(291,728,756	)		288,655,833			(135,833,319	)		119,285,384

	(36,056,081	)		(9,279,529	)		(21,166,192	)		(4,711,717	)
	(53,396,718	)		(11,348,863	)		(16,777,545	)		(3,915,508	)
	(16,502,684	)		(6,713,026	)		(7,420,678	)		(1,690,198	)
	(6,931,706	)		(1,914,156	)		(2,571,996	)		(814,412	)
	(112,887,189	)		(29,255,574	)		(47,936,411	)		(11,131,835	)

	296,917,672			38,354,894			190,273,471			48,406,423
	(159,456,975	)		89,308,820			(90,582,508	)		19,957,383
	(64,617,604	)		(53,092,819	)		(14,537,787	)		14,363,561
	117,669			(29,142,186	)		2,860,943			(22,159,855	)
	72,960,762			45,428,709			88,014,119			60,567,512
	(331,655,183	)		304,828,968			(95,755,611	)		168,721,061

	1,358,909,904			1,054,080,936			571,190,564			402,469,503
$	1,027,254,721		$	1,358,909,904		$	475,434,953		$	571,190,564

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

113

MassMutual Funds – Financial Statements (Continued)

Statements of Changes in Net Assets

	MassMutual Select T. Rowe Price Retirement 2050 Fund
	Year Ended September 30, 2022			Year Ended September 30, 2021
Increase (Decrease) in Net Assets:
Operations:
Net investment income (loss)	$	9,265,441		$	2,600,288
Net realized gain (loss)		114,470,349			37,523,451
Net change in unrealized appreciation (depreciation)		(328,897,584	)		149,233,866
Net increase (decrease) in net assets resulting from operations		(205,161,794	)		189,357,605
Distributions to shareholders (Note 2):
Class I		(20,743,294	)		(5,153,642	)
Class M5		(31,856,014	)		(7,799,608	)
Class M4		(10,328,244	)		(4,085,747	)
Class M3		(4,275,899	)		(1,220,747	)
Total distributions		(67,203,451	)		(18,259,744	)
Net fund share transactions (Note 5):
Class I		217,391,343			50,555,390
Class M5		(93,244,315	)		59,353,995
Class M4		(47,277,199	)		(21,630,882	)
Class M3		885,289			(11,460,628	)
Increase (decrease) in net assets from fund share transactions		77,755,118			76,817,875
Total increase (decrease) in net assets		(194,610,127	)		247,915,736
Net assets
Beginning of year		895,709,409			647,793,673
End of year	$	701,099,282		$	895,709,409

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

114

MassMutual Select T. Rowe Price Retirement 2055 Fund						MassMutual Select T. Rowe Price Retirement 2060 Fund
Year Ended September 30, 2022			Year Ended September 30, 2021			Year Ended September 30, 2022				Year Ended September 30, 2021

									��
$	3,383,364		$	930,049		$	1,192,084			$	240,505
	40,732,829			14,304,856			14,813,682				5,236,544
	(126,715,974	)		50,214,000			(49,833,271	)			14,212,964
	(82,599,781	)		65,448,905			(33,827,505	)			19,690,013

	(9,025,508	)		(2,253,961	)		(4,688,197	)			(924,535	)
	(11,205,031	)		(2,902,228	)		(2,856,276	)			(471,099	)
	(3,746,457	)		(931,634	)		(1,576,504	)			(386,399	)
	(1,509,059	)		(521,858	)		(472,782	)			(168,503	)
	(25,486,055	)		(6,609,681	)		(9,593,759	)			(1,950,536	)

	163,059,428			25,438,797			36,639,255				19,809,591
	(81,677,025	)		20,833,986			15,997,233				13,312,034
	(7,108,746	)		8,304,445			4,230,614				1,889,455
	4,716,926			(6,861,974	)		2,524,638				(1,095,127	)
	78,990,583			47,715,254			59,391,740				33,915,953
	(29,095,253	)		106,554,478			15,970,476				51,655,430

	323,894,623			217,340,145			114,452,261				62,796,831
$	294,799,370		$	323,894,623		$	130,422,737			$	114,452,261

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

115

MassMutual 20/80 Allocation Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers^w	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 10.60	$ 0.32	$ (1.84)	$ (1.52)	$ (0.33)	$ (0.38)	$ (0.71)	$ 8.37	(15.46%)	$ 13,143	0.12%	0.04%	3.35%
9/30/21	10.34	0.28	0.56	0.84	(0.38)	(0.20)	(0.58)	10.60	8.35%	18,990	0.12%	0.03%	2.67%
9/30/20	10.15	0.25	0.45	0.70	(0.31)	(0.20)	(0.51)	10.34	7.09%	17,848	0.11%	0.02%	2.49%
9/30/19	10.02	0.27	0.37	0.64	(0.32)	(0.19)	(0.51)	10.15	6.95%	12,197	0.12%	0.02%	2.78%
9/30/18	10.04	0.23	0.04	0.27	(0.29)	—	(0.29)	10.02	2.71%	8,431	0.12%	0.02%	2.27%
Class R5
9/30/22	$ 10.59	$ 0.45	$ (1.99)	$ (1.54)	$ (0.32)	$ (0.38)	$ (0.70)	$ 8.35	(15.64%)	$ 2,488	0.22%	0.14%	4.59%
9/30/21	10.32	0.27	0.57	0.84	(0.37)	(0.20)	(0.57)	10.59	8.37%	6,108	0.22%	0.13%	2.62%
9/30/20	10.14	0.28	0.40	0.68	(0.30)	(0.20)	(0.50)	10.32	6.89%	5,946	0.21%	0.12%	2.85%
9/30/19	10.01	0.29	0.34	0.63	(0.31)	(0.19)	(0.50)	10.14	6.83%	6,919	0.22%	0.12%	2.96%
9/30/18	10.02	0.34	(0.07)	0.27	(0.28)	—	(0.28)	10.01	2.72%	7,023	0.22%	0.13%	3.45%
Service Class
9/30/22	$ 10.58	$ 0.28	$ (1.82)	$ (1.54)	$ (0.31)	$ (0.38)	$ (0.69)	$ 8.35	(15.66%)	$ 103,035	0.32%	0.24%	2.95%
9/30/21	10.32	0.24	0.59	0.83	(0.37)	(0.20)	(0.57)	10.58	8.21%	123,549	0.32%	0.23%	2.27%
9/30/20	10.13	0.05	0.63	0.68	(0.29)	(0.20)	(0.49)	10.32	6.90%	114,464	0.31%	0.22%	0.51%
9/30/19	10.01	0.27	0.34	0.61	(0.30)	(0.19)	(0.49)	10.13	6.62%	9,225	0.32%	0.22%	2.74%
9/30/18	10.02	0.23	0.03	0.26	(0.27)	—	(0.27)	10.01	2.61%	7,882	0.32%	0.22%	2.27%

	Year ended September 30
	2022	2021	2020	2019	2018
Portfolio turnover rate	27%	26%	33%	39%	62%

c	Per share amount calculated on the average shares method.

d	Amount is less than $0.005 per share.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

w	Expenses of the underlying funds are not included in the Fund’s expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying fund.

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

116

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers^w	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Administrative Class
9/30/22	$ 10.60	$ 0.28	$ (1.84)	$ (1.56)	$ (0.28)	$ (0.38)	$ (0.66)	$ 8.38	(15.72%)	$ 18,215	0.42%	0.34%	2.88%
9/30/21	10.33	0.25	0.57	0.82	(0.35)	(0.20)	(0.55)	10.60	8.11%	26,944	0.42%	0.33%	2.40%
9/30/20	10.14	0.22	0.44	0.66	(0.27)	(0.20)	(0.47)	10.33	6.72%	34,036	0.41%	0.32%	2.17%
9/30/19	10.01	0.28	0.33	0.61	(0.29)	(0.19)	(0.48)	10.14	6.57%	32,206	0.42%	0.32%	2.87%
9/30/18	10.02	0.27	(0.02)	0.25	(0.26)	—	(0.26)	10.01	2.50%	39,271	0.42%	0.33%	2.72%
Class R4
9/30/22	$ 10.76	$ 0.27	$ (1.87)	$ (1.60)	$ (0.27)	$ (0.38)	$ (0.65)	$ 8.51	(15.92%)	$ 3,066	0.57%	0.49%	2.80%
9/30/21	10.21	0.26	0.55	0.81	(0.06)	(0.20)	(0.26)	10.76	8.00%	4,254	0.57%	0.48%	2.46%
9/30/20	10.04	0.39	0.25	0.64	(0.27)	(0.20)	(0.47)	10.21	6.51%	6,643	0.56%	0.47%	3.94%
9/30/19	9.92	0.24	0.35	0.59	(0.28)	(0.19)	(0.47)	10.04	6.42%	124,050	0.57%	0.47%	2.47%
9/30/18	9.94	0.22	0.01	0.23	(0.25)	—	(0.25)	9.92	2.31%	106,763	0.57%	0.48%	2.24%
Class A
9/30/22	$ 10.65	$ 0.26	$ (1.84)	$ (1.58)	$ (0.27)	$ (0.38)	$ (0.65)	$ 8.42	(15.90%)	$ 14,202	0.67%	0.59%	2.69%
9/30/21	10.38	0.22	0.57	0.79	(0.32)	(0.20)	(0.52)	10.65	7.76%	19,773	0.67%	0.58%	2.08%
9/30/20	10.19	0.23	0.41	0.64	(0.25)	(0.20)	(0.45)	10.38	6.45%	22,073	0.66%	0.57%	2.30%
9/30/19	10.05	0.25	0.34	0.59	(0.26)	(0.19)	(0.45)	10.19	6.34%	25,898	0.67%	0.57%	2.59%
9/30/18	10.05	0.23	0.00^d	0.23	(0.23)	—	(0.23)	10.05	2.30%	27,681	0.67%	0.58%	2.25%
Class R3
9/30/22	$ 10.45	$ 0.24	$ (1.81)	$ (1.57)	$ (0.25)	$ (0.38)	$ (0.63)	$ 8.25	(16.05%)	$ 4,126	0.82%	0.74%	2.49%
9/30/21	10.20	0.21	0.56	0.77	(0.32)	(0.20)	(0.52)	10.45	7.64%	5,725	0.82%	0.73%	2.06%
9/30/20	10.01	0.21	0.41	0.62	(0.23)	(0.20)	(0.43)	10.20	6.32%	6,964	0.81%	0.72%	2.11%
9/30/19	9.89	0.22	0.34	0.56	(0.25)	(0.19)	(0.44)	10.01	6.15%	7,102	0.82%	0.72%	2.30%
9/30/18	9.91	0.20	0.01	0.21	(0.23)	—	(0.23)	9.89	2.10%	7,635	0.82%	0.73%	2.03%

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

117

MassMutual 40/60 Allocation Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers^w	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 10.57	$ 0.27	$ (1.85)	$ (1.58)	$ (0.33)	$ (0.55)	$ (0.88)	$ 8.11	(16.39%)	$ 30,477	0.11%	0.06%	2.83%
9/30/21	9.80	0.22	1.11	1.33	(0.33)	(0.23)	(0.56)	10.57	13.89%	47,449	0.11%	0.05%	2.09%
9/30/20	9.93	0.18	0.71	0.89	(0.24)	(0.78)	(1.02)	9.80	9.29%	36,725	0.10%	0.04%	1.94%
9/30/19	10.58	0.21	0.13	0.34	(0.31)	(0.68)	(0.99)	9.93	4.69%	28,843	0.10%	0.04%	2.13%
9/30/18	10.31	0.16	0.47	0.63	(0.34)	(0.02)	(0.36)	10.58	6.21%	12,666	0.09%	0.05%	1.50%
Class R5
9/30/22	$ 10.57	$ 0.34	$ (1.92)	$ (1.58)	$ (0.32)	$ (0.55)	$ (0.87)	$ 8.12	(16.37%)	$ 5,503	0.21%	0.16%	3.59%
9/30/21	9.81	0.23	1.08	1.31	(0.32)	(0.23)	(0.55)	10.57	13.66%	8,580	0.21%	0.15%	2.23%
9/30/20	9.94	0.22	0.65	0.87	(0.22)	(0.78)	(1.00)	9.81	9.12%	9,331	0.20%	0.14%	2.34%
9/30/19	10.57	0.28	0.06	0.34	(0.29)	(0.68)	(0.97)	9.94	4.76%	9,972	0.20%	0.14%	2.88%
9/30/18	10.31	0.29	0.32	0.61	(0.33)	(0.02)	(0.35)	10.57	6.01%	25,611	0.19%	0.15%	2.78%
Service Class
9/30/22	$ 10.62	$ 0.23	$ (1.82)	$ (1.59)	$ (0.31)	$ (0.55)	$ (0.86)	$ 8.17	(16.40%)	$ 12,834	0.31%	0.26%	2.43%
9/30/21	9.85	0.21	1.10	1.31	(0.31)	(0.23)	(0.54)	10.62	13.62%	16,971	0.31%	0.25%	2.06%
9/30/20	9.98	0.13	0.73	0.86	(0.21)	(0.78)	(0.99)	9.85	8.98%	17,683	0.30%	0.24%	1.37%
9/30/19	10.62	0.23	0.10	0.33	(0.29)	(0.68)	(0.97)	9.98	4.53%	11,427	0.30%	0.24%	2.35%
9/30/18	10.35	0.10	0.51	0.61	(0.32)	(0.02)	(0.34)	10.62	5.97%	11,330	0.29%	0.25%	0.96%

	Year ended September 30
	2022	2021	2020	2019	2018
Portfolio turnover rate	32%	24%	52%	43%	52%

c	Per share amount calculated on the average shares method.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

w	Expenses of the underlying funds are not included in the Fund’s expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying fund.

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

118

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers^w	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Administrative Class
9/30/22	$ 10.61	$ 0.22	$ (1.83)	$ (1.61)	$ (0.29)	$ (0.55)	$ (0.84)	$ 8.16	(16.55%)	$ 28,220	0.41%	0.36%	2.30%
9/30/21	9.84	0.21	1.09	1.30	(0.30)	(0.23)	(0.53)	10.61	13.46%	44,399	0.41%	0.35%	2.02%
9/30/20	9.96	0.19	0.67	0.86	(0.20)	(0.78)	(0.98)	9.84	8.94%	53,133	0.40%	0.34%	1.98%
9/30/19	10.59	0.23	0.09	0.32	(0.27)	(0.68)	(0.95)	9.96	4.50%	70,893	0.40%	0.34%	2.40%
9/30/18	10.32	0.23	0.37	0.60	(0.31)	(0.02)	(0.33)	10.59	5.86%	87,160	0.39%	0.35%	2.18%
Class R4
9/30/22	$ 10.51	$ 0.20	$ (1.80)	$ (1.60)	$ (0.29)	$ (0.55)	$ (0.84)	$ 8.07	(16.65%)	$ 32,058	0.56%	0.51%	2.14%
9/30/21	9.75	0.17	1.10	1.27	(0.28)	(0.23)	(0.51)	10.51	13.27%	32,786	0.56%	0.50%	1.65%
9/30/20	9.88	0.18	0.67	0.85	(0.20)	(0.78)	(0.98)	9.75	8.87%	29,626	0.55%	0.49%	1.96%
9/30/19	10.53	0.19	0.10	0.29	(0.26)	(0.68)	(0.94)	9.88	4.19%	40,232	0.55%	0.49%	2.02%
9/30/18	10.26	0.18	0.41	0.59	(0.30)	(0.02)	(0.32)	10.53	5.80%	34,455	0.54%	0.50%	1.69%
Class A
9/30/22	$ 10.64	$ 0.20	$ (1.84)	$ (1.64)	$ (0.27)	$ (0.55)	$ (0.82)	8.18	(16.82%)	$ 45,256	0.66%	0.61%	2.10%
9/30/21	9.86	0.18	1.10	1.28	(0.27)	(0.23)	(0.50)	10.64	13.26%	61,814	0.66%	0.60%	1.73%
9/30/20	9.99	0.16	0.67	0.83	(0.18)	(0.78)	(0.96)	9.86	8.56%	69,682	0.65%	0.59%	1.67%
9/30/19	10.61	0.21	0.09	0.30	(0.24)	(0.68)	(0.92)	9.99	4.24%	81,959	0.65%	0.59%	2.13%
9/30/18	10.34	0.20	0.37	0.57	(0.28)	(0.02)	(0.30)	10.61	5.56%	91,459	0.64%	0.60%	1.90%
Class R3
9/30/22	$ 10.50	$ 0.21	$ (1.83)	$ (1.62)	$ (0.30)	$ (0.55)	$ (0.85)	$ 8.03	(16.91%)	$ 15,309	0.81%	0.76%	2.25%
9/30/21	9.74	0.17	1.08	1.25	(0.26)	(0.23)	(0.49)	10.50	13.07%	7,450	0.81%	0.75%	1.69%
9/30/20	9.86	0.14	0.68	0.82	(0.16)	(0.78)	(0.94)	9.74	8.56%	8,785	0.80%	0.74%	1.46%
9/30/19	10.50	0.18	0.09	0.27	(0.23)	(0.68)	(0.91)	9.86	3.95%	9,050	0.80%	0.74%	1.90%
9/30/18	10.24	0.18	0.37	0.55	(0.27)	(0.02)	(0.29)	10.50	5.46%	11,230	0.79%	0.75%	1.73%

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

119

MassMutual 60/40 Allocation Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers^w	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 10.96	$ 0.19	$ (1.73)	$ (1.54)	$ (0.38)	$ (1.02)	$ (1.40)	$ 8.02	(16.45%)	$ 28,473	0.12%	0.06%	2.05%
9/30/21	9.50	0.19	1.70	1.89	(0.28)	(0.15)	(0.43)	10.96	20.32%	28,917	0.11%	0.05%	1.81%
9/30/20	9.90	0.16	0.71	0.87	(0.21)	(1.06)	(1.27)	9.50	9.14%	21,696	0.11%	0.04%	1.73%
9/30/19	11.21	0.21	(0.12)^aa	0.09	(0.32)	(1.08)	(1.40)	9.90	3.17%	15,679	0.11%	0.04%	2.19%
9/30/18	10.77	0.20	0.75	0.95	(0.40)	(0.11)	(0.51)	11.21	9.07%	8,011	0.10%	0.06%	1.84%
Class R5
9/30/22	$ 10.96	$ 0.32	$ (1.86)	$ (1.54)	$ (0.37)	$ (1.02)	$ (1.39)	$ 8.03	(16.42%)	$ 8,300	0.21%	0.16%	3.24%
9/30/21	9.50	0.16	1.72	1.88	(0.27)	(0.15)	(0.42)	10.96	20.21%	20,602	0.21%	0.15%	1.56%
9/30/20	9.91	0.18	0.67	0.85	(0.20)	(1.06)	(1.26)	9.50	8.93%	15,435	0.21%	0.14%	1.92%
9/30/19	11.21	0.22	(0.14)^aa	0.08	(0.30)	(1.08)	(1.38)	9.91	3.12%	12,028	0.21%	0.14%	2.21%
9/30/18	10.77	0.29	0.65	0.94	(0.39)	(0.11)	(0.50)	11.21	8.96%	13,583	0.20%	0.16%	2.60%
Service Class
9/30/22	$ 11.01	$ 0.19	$ (1.75)	$ (1.56)	$ (0.36)	$ (1.02)	$ (1.38)	$ 8.07	(16.55%)	$ 20,361	0.32%	0.26%	2.00%
9/30/21	9.54	0.17	1.71	1.88	(0.26)	(0.15)	(0.41)	11.01	20.15%	24,617	0.31%	0.25%	1.60%
9/30/20	9.93	0.07	0.79	0.86	(0.19)	(1.06)	(1.25)	9.54	8.94%	25,087	0.31%	0.24%	0.76%
9/30/19	11.24	0.20	(0.14)^aa	0.06	(0.29)	(1.08)	(1.37)	9.93	2.90%	9,014	0.31%	0.24%	2.03%
9/30/18	10.80	0.11	0.82	0.93	(0.38)	(0.11)	(0.49)	11.24	8.81%	8,522	0.30%	0.25%	1.01%

	Year ended September 30
	2022	2021	2020	2019	2018
Portfolio turnover rate	26%	28%	58%	44%	55%

c	Per share amount calculated on the average shares method.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return does not reflect expenses that apply at the separate account level or to related insurance products. Inclusion of these charges would reduce the total return figures for all periods shown.

w	Expenses of the underlying funds are not included in the Fund’s expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying fund.

aa	The amount shown for a share outstanding does not correspond with the aggregate net realized and unrealized gain (loss) for the period due to the timing of purchases and redemptions of Fund shares in relation to the fluctuating market values of the Fund.

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

120

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers^w	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Administrative Class
9/30/22	$ 11.00	$ 0.19	$ (1.76)	$ (1.57)	$ (0.34)	$ (1.02)	$ (1.36)	$ 8.07	(16.62%)	$ 37,871	0.41%	0.36%	1.98%
9/30/21	9.53	0.16	1.71	1.87	(0.25)	(0.15)	(0.40)	11.00	20.00%	61,143	0.41%	0.35%	1.53%
9/30/20	9.92	0.16	0.68	0.84	(0.17)	(1.06)	(1.23)	9.53	8.78%	59,725	0.41%	0.34%	1.71%
9/30/19	11.22	0.21	(0.15)^aa	0.06	(0.28)	(1.08)	(1.36)	9.92	2.88%	81,829	0.41%	0.34%	2.11%
9/30/18	10.79	0.19	0.72	0.91	(0.37)	(0.11)	(0.48)	11.22	8.62%	93,858	0.40%	0.36%	1.75%
Class R4
9/30/22	$ 10.91	$ 0.16	$ (1.74)	$ (1.58)	$ (0.32)	$ (1.02)	$ (1.34)	$ 7.99	(16.78%)	$ 8,037	0.56%	0.51%	1.72%
9/30/21	9.43	0.13	1.71	1.84	(0.21)	(0.15)	(0.36)	10.91	19.83%	10,735	0.56%	0.50%	1.26%
9/30/20	9.84	0.20	0.62	0.82	(0.17)	(1.06)	(1.23)	9.43	8.59%	10,218	0.56%	0.49%	2.13%
9/30/19	11.14	0.18	(0.13)^aa	0.05	(0.27)	(1.08)	(1.35)	9.84	2.75%	27,212	0.56%	0.49%	1.87%
9/30/18	10.72	0.16	0.73	0.89	(0.36)	(0.11)	(0.47)	11.14	8.47%	24,118	0.55%	0.51%	1.46%
Class A
9/30/22	$ 11.04	$ 0.16	$ (1.76)	$ (1.60)	$ (0.32)	$ (1.02)	$ (1.34)	$ 8.10	(16.84%)	$ 44,420	0.66%	0.61%	1.69%
9/30/21	9.57	0.14	1.70	1.84	(0.22)	(0.15)	(0.37)	11.04	19.60%	57,203	0.66%	0.60%	1.31%
9/30/20	9.96	0.13	0.69	0.82	(0.15)	(1.06)	(1.21)	9.57	8.51%	59,454	0.66%	0.59%	1.43%
9/30/19	11.24	0.19	(0.14)^aa	0.05	(0.25)	(1.08)	(1.33)	9.96	2.67%	65,910	0.66%	0.59%	1.90%
9/30/18	10.80	0.17	0.72	0.89	(0.34)	(0.11)	(0.45)	11.24	8.42%	77,780	0.65%	0.61%	1.54%
Class R3
9/30/22	$ 10.84	$ 0.15	$ (1.74)	$ (1.59)	$ (0.29)	$ (1.02)	$ (1.31)	$ 7.94	(17.00%)	$ 9,592	0.81%	0.76%	1.53%
9/30/21	9.40	0.12	1.68	1.80	(0.21)	(0.15)	(0.36)	10.84	19.50%	14,252	0.81%	0.75%	1.13%
9/30/20	9.80	0.11	0.68	0.79	(0.13)	(1.06)	(1.19)	9.40	8.33%	15,686	0.81%	0.74%	1.16%
9/30/19	11.10	0.16	(0.13)^aa	0.03	(0.25)	(1.08)	(1.33)	9.80	2.45%	16,144	0.81%	0.74%	1.66%
9/30/18	10.69	0.13	0.73	0.86	(0.34)	(0.11)	(0.45)	11.10	8.21%	16,492	0.80%	0.76%	1.16%

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

121

MassMutual 80/20 Allocation Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers^w	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 12.13	$ 0.20	$ (2.08)	$ (1.88)	$ (0.41)	$ (0.98)	$ (1.39)	$ 8.86	(17.85%)	$ 33,246	0.16%	0.09%	1.91%
9/30/21	10.28	0.18	2.24	2.42	(0.23)	(0.34)	(0.57)	12.13	24.09%	38,991	0.16%	0.08%	1.51%
9/30/20	10.59	0.16	0.86	1.02	(0.19)	(1.14)	(1.33)	10.28	9.81%	30,942	0.18%	0.07%	1.58%
9/30/19	12.25	0.21	(0.27)	(0.06)	(0.34)	(1.26)	(1.60)	10.59	2.28%	23,314	0.20%	0.07%	2.06%
9/30/18	11.62	0.16	1.01	1.17	(0.43)	(0.11)	(0.54)	12.25	10.36%	17,151	0.21%	0.08%	1.34%
Class R5
9/30/22	$ 12.14	$ 0.32	$ (2.21)	$ (1.89)	$ (0.40)	$ (0.98)	$ (1.38)	$ 8.87	(17.91%)	$ 3,301	0.25%	0.19%	2.90%
9/30/21	10.29	0.15	2.26	2.41	(0.22)	(0.34)	(0.56)	12.14	23.96%	7,435	0.26%	0.18%	1.32%
9/30/20	10.60	0.15	0.86	1.01	(0.18)	(1.14)	(1.32)	10.29	9.71%	6,025	0.28%	0.17%	1.54%
9/30/19	12.25	0.19	(0.25)	(0.06)	(0.33)	(1.26)	(1.59)	10.60	2.21%	5,024	0.30%	0.17%	1.83%
9/30/18	11.62	0.23	0.93	1.16	(0.42)	(0.11)	(0.53)	12.25	10.26%	5,780	0.31%	0.19%	1.96%
Service Class
9/30/22	$ 12.16	$ 0.20	$ (2.11)	$ (1.91)	$ (0.39)	$ (0.98)	$ (1.37)	$ 8.88	(18.04%)	$ 12,945	0.35%	0.29%	1.85%
9/30/21	10.31	0.13	2.27	2.40	(0.21)	(0.34)	(0.55)	12.16	23.83%	15,973	0.36%	0.28%	1.13%
9/30/20	10.61	0.05	0.95	1.00	(0.16)	(1.14)	(1.30)	10.31	9.64%	11,041	0.38%	0.27%	0.51%
9/30/19	12.27	0.19	(0.27)	(0.08)	(0.32)	(1.26)	(1.58)	10.61	2.01%	3,115	0.40%	0.27%	1.84%
9/30/18	11.63	0.11	1.05	1.16	(0.41)	(0.11)	(0.52)	12.27	10.22%	2,834	0.41%	0.28%	0.94%

	Year ended September 30
	2022	2021	2020	2019	2018
Portfolio turnover rate	28%	29%	62%	38%	64%

c	Per share amount calculated on the average shares method.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

w	Expenses of the underlying funds are not included in the Fund’s expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying fund.

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

122

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers^w	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Administrative Class
9/30/22	$ 12.15	$ 0.18	$ (2.10)	$ (1.92)	$ (0.37)	$ (0.98)	$ (1.35)	$ 8.88	(18.10%)	$ 17,296	0.45%	0.39%	1.69%
9/30/21	10.29	0.14	2.25	2.39	(0.19)	(0.34)	(0.53)	12.15	23.77%	23,648	0.46%	0.38%	1.23%
9/30/20	10.59	0.14	0.84	0.98	(0.14)	(1.14)	(1.28)	10.29	9.49%	23,105	0.48%	0.37%	1.38%
9/30/19	12.25	0.20	(0.30)	(0.10)	(0.30)	(1.26)	(1.56)	10.59	1.88%	31,091	0.50%	0.37%	1.91%
9/30/18	11.62	0.18	0.96	1.14	(0.40)	(0.11)	(0.51)	12.25	10.05%	36,154	0.51%	0.39%	1.50%
Class R4
9/30/22	$ 11.96	$ 0.16	$ (2.05)	$ (1.89)	$ (0.36)	$ (0.98)	$ (1.34)	$ 8.73	(18.17%)	$ 12,041	0.60%	0.54%	1.48%
9/30/21	10.14	0.11	2.22	2.33	(0.17)	(0.34)	(0.51)	11.96	23.47%	14,161	0.61%	0.53%	0.98%
9/30/20	10.46	0.15	0.81	0.96	(0.14)	(1.14)	(1.28)	10.14	9.37%	13,465	0.63%	0.52%	1.51%
9/30/19	12.12	0.18	(0.29)	(0.11)	(0.29)	(1.26)	(1.55)	10.46	1.73%	17,701	0.65%	0.52%	1.71%
9/30/18	11.51	0.15	0.96	1.11	(0.39)	(0.11)	(0.50)	12.12	9.86%	16,469	0.66%	0.54%	1.26%
Class A
9/30/22	$ 12.13	$ 0.17	$ (2.11)	$ (1.94)	$ (0.34)	$ (0.98)	$ (1.32)	$ 8.87	(18.30%)	$ 20,773	0.70%	0.64%	1.61%
9/30/21	10.27	0.10	2.26	2.36	(0.16)	(0.34)	(0.50)	12.13	23.49%	32,829	0.71%	0.63%	0.88%
9/30/20	10.58	0.11	0.85	0.96	(0.13)	(1.14)	(1.27)	10.27	9.19%	31,252	0.73%	0.62%	1.11%
9/30/19	12.22	0.18	(0.29)	(0.11)	(0.27)	(1.26)	(1.53)	10.58	1.66%	30,795	0.75%	0.62%	1.69%
9/30/18	11.59	0.17	0.94	1.11	(0.37)	(0.11)	(0.48)	12.22	9.77%	34,466	0.75%	0.64%	1.46%
Class R3
9/30/22	$ 11.88	$ 0.13	$ (2.04)	$ (1.91)	$ (0.32)	$ (0.98)	$ (1.30)	$ 8.67	(18.38%)	$ 14,153	0.85%	0.79%	1.27%
9/30/21	10.08	0.10	2.20	2.30	(0.16)	(0.34)	(0.50)	11.88	23.30%	19,120	0.86%	0.78%	0.86%
9/30/20	10.44	0.10	0.82	0.92	(0.14)	(1.14)	(1.28)	10.08	8.98%	17,928	0.88%	0.77%	1.08%
9/30/19	12.08	0.14	(0.26)	(0.12)	(0.26)	(1.26)	(1.52)	10.44	1.58%	9,013	0.90%	0.77%	1.36%
9/30/18	11.47	0.12	0.96	1.08	(0.36)	(0.11)	(0.47)	12.08	9.63%	8,381	0.91%	0.79%	1.04%

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

123

MassMutual RetireSMART^SM by JPMorgan In Retirement Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers^w	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 12.78	$ 0.33	$ (2.12)	$ (1.79)	$ (0.42)	$ (1.16)	$ (1.58)	$ 9.41	(16.12%)	$ 14,100	0.22%	0.06%	2.97%
9/30/21	12.02	0.34	1.16	1.50	(0.44)	(0.30)	(0.74)	12.78	12.84%	17,522	0.14%	0.06%	2.69%
9/30/20	11.78	0.29	0.33	0.62	(0.28)	(0.10)	(0.38)	12.02	5.27%	19,693	0.12%	0.06%	2.52%
9/30/19	11.69	0.12	0.52	0.64	(0.40)	(0.15)	(0.55)	11.78	6.08%	16,125	0.22%	0.06%	1.08%
9/30/18	11.55	0.32	0.05	0.37	(0.23)	—	(0.23)	11.69	3.22%	2,436	0.30%	0.07%	2.77%
Class R5
9/30/22	$ 12.81	$ 0.32	$ (2.12)	$ (1.80)	$ (0.41)	$ (1.16)	$ (1.57)	$ 9.44	(16.20%)	$ 3,826	0.32%	0.16%	2.91%
9/30/21	12.05	0.27	1.22	1.49	(0.43)	(0.30)	(0.73)	12.81	12.68%	6,568	0.24%	0.16%	2.14%
9/30/20	11.80	0.37	0.25	0.62	(0.27)	(0.10)	(0.37)	12.05	5.26%	5,758	0.22%	0.16%	3.16%
9/30/19	11.69	0.12	0.51	0.63	(0.37)	(0.15)	(0.52)	11.80	6.02%	8,776	0.32%	0.16%	1.01%
9/30/18	11.56	0.31	0.04	0.35	(0.22)	—	(0.22)	11.69	3.02%	1,270	0.39%	0.17%	2.66%
Service Class
9/30/22	$ 12.82	$ 0.35	$ (2.16)	$ (1.81)	$ (0.40)	$ (1.16)	$ (1.56)	$ 9.45	(16.26%)	$ 5,973	0.42%	0.26%	3.10%
9/30/21	12.06	0.40	1.08	1.48	(0.42)	(0.30)	(0.72)	12.82	12.58%	10,332	0.34%	0.26%	3.18%
9/30/20	11.81	0.28	0.32	0.60	(0.25)	(0.10)	(0.35)	12.06	5.13%	16,755	0.32%	0.26%	2.39%
9/30/19	11.71	0.28	0.34	0.62	(0.37)	(0.15)	(0.52)	11.81	5.89%	15,324	0.42%	0.26%	2.44%
9/30/18	11.57	0.28	0.06	0.34	(0.20)	—	(0.20)	11.71	3.00%	12,630	0.50%	0.27%	2.40%

	Year ended September 30
	2022	2021	2020	2019	2018
Portfolio turnover rate	58%	28%	74%	39%	80%

c	Per share amount calculated on the average shares method.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

w	Expenses of the underlying funds are not included in the Fund’s expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying fund.

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

124

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers^w	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Administrative Class
9/30/22	$ 12.82	$ 0.31	$ (2.15)	$ (1.84)	$ (0.38)	$ (1.16)	$ (1.54)	$ 9.44	(16.45%)	$ 22,751	0.52%	0.36%	2.82%
9/30/21	12.05	0.25	1.22	1.47	(0.40)	(0.30)	(0.70)	12.82	12.54%	32,436	0.44%	0.36%	1.99%
9/30/20	11.81	0.31	0.27	0.58	(0.24)	(0.10)	(0.34)	12.05	4.95%	30,972	0.42%	0.36%	2.69%
9/30/19	11.71	0.23	0.38	0.61	(0.36)	(0.15)	(0.51)	11.81	5.79%	39,483	0.52%	0.36%	1.97%
9/30/18	11.56	0.27	0.07	0.34	(0.19)	—	(0.19)	11.71	2.97%	22,101	0.60%	0.37%	2.35%
Class R4
9/30/22	$ 12.60	$ 0.27	$ (2.08)	$ (1.81)	$ (0.36)	$ (1.16)	$ (1.52)	$ 9.27	(16.47%)	$ 9,504	0.67%	0.51%	2.48%
9/30/21	11.86	0.26	1.16	1.42	(0.38)	(0.30)	(0.68)	12.60	12.27%	11,952	0.59%	0.51%	2.08%
9/30/20	11.62	0.34	0.23	0.57	(0.23)	(0.10)	(0.33)	11.86	4.90%	14,384	0.57%	0.51%	2.93%
9/30/19	11.53	0.06	0.52	0.58	(0.34)	(0.15)	(0.49)	11.62	5.55%	24,032	0.67%	0.51%	0.52%
9/30/18	11.39	0.25	0.06	0.31	(0.17)	—	(0.17)	11.53	2.75%	4,368	0.75%	0.52%	2.22%
Class A
9/30/22	$ 12.65	$ 0.29	$ (2.15)	$ (1.86)	$ (0.21)	$ (1.16)	$ (1.37)	$ 9.42	(16.64%)	$ 10,307	0.77%	0.61%	2.59%
9/30/21	11.91	0.30	1.12	1.42	(0.38)	(0.30)	(0.68)	12.65	12.20%	14,697	0.69%	0.61%	2.45%
9/30/20	11.68	0.23	0.32	0.55	(0.22)	(0.10)	(0.32)	11.91	4.74%	74,154	0.67%	0.61%	2.02%
9/30/19	11.61	0.17	0.40	0.57	(0.35)	(0.15)	(0.50)	11.68	5.47%	63,336	0.77%	0.61%	1.53%
9/30/18	11.47	0.26	0.04	0.30	(0.16)	—	(0.16)	11.61	2.67%	20,199	0.84%	0.62%	2.29%
Class R3
9/30/22	$ 12.48	$ 0.26	$ (2.08)	$ (1.82)	$ (0.32)	$ (1.16)	$ (1.48)	$ 9.18	(16.67%)	$ 16,575	0.92%	0.76%	2.36%
9/30/21	11.76	0.24	1.13	1.37	(0.35)	(0.30)	(0.65)	12.48	11.95%	23,241	0.84%	0.76%	1.94%
9/30/20	11.52	0.25	0.28	0.53	(0.19)	(0.10)	(0.29)	11.76	4.62%	28,918	0.82%	0.76%	2.23%
9/30/19	11.43	0.10	0.45	0.55	(0.31)	(0.15)	(0.46)	11.52	5.35%	37,510	0.92%	0.76%	0.88%
9/30/18	11.30	0.22	0.06	0.28	(0.15)	—	(0.15)	11.43	2.45%	13,161	1.00%	0.77%	1.92%

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

125

MassMutual RetireSMART^SM by JPMorgan 2020 Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers^w	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 13.37	$ 0.35	$ (2.25)	$ (1.90)	$ (0.44)	$ (1.01)	$ (1.45)	$ 10.02	(16.09%)	$ 37,478	0.11%	0.04%	3.03%
9/30/21	12.46	0.30	1.31	1.61	(0.45)	(0.25)	(0.70)	13.37	13.31%	51,145	0.09%	0.04%	2.25%
9/30/20	12.53	0.31	0.39	0.70	(0.36)	(0.41)	(0.77)	12.46	5.74%	43,646	0.07%	0.04%	2.58%
9/30/19	13.32	0.36	0.20	0.56	(0.39)	(0.96)	(1.35)	12.53	5.63%	35,602	0.08%	0.04%	2.95%
9/30/18	13.01	0.32	0.42	0.74	(0.42)	(0.01)	(0.43)	13.32	5.77%	19,424	0.06%	0.05%	2.41%
Class R5
9/30/22	$ 13.34	$ 0.35	$ (2.26)	$ (1.91)	$ (0.43)	$ (1.01)	$ (1.44)	$ 9.99	(16.24%)	$ 23,950	0.21%	0.14%	2.98%
9/30/21	12.43	0.32	1.28	1.60	(0.44)	(0.25)	(0.69)	13.34	13.22%	39,112	0.19%	0.14%	2.47%
9/30/20	12.51	0.35	0.33	0.68	(0.35)	(0.41)	(0.76)	12.43	5.57%	44,058	0.17%	0.14%	2.91%
9/30/19	13.30	0.30	0.25	0.55	(0.38)	(0.96)	(1.34)	12.51	5.56%	60,303	0.18%	0.14%	2.45%
9/30/18	12.99	0.32	0.41	0.73	(0.41)	(0.01)	(0.42)	13.30	5.69%	13,848	0.16%	0.15%	2.48%
Service Class
9/30/22	$ 13.43	$ 0.46	$ (2.40)	$ (1.94)	$ (0.41)	$ (1.01)	$ (1.42)	$ 10.07	(16.29%)	$ 9,053	0.31%	0.24%	3.81%
9/30/21	12.51	0.32	1.28	1.60	(0.43)	(0.25)	(0.68)	13.43	13.11%	29,244	0.29%	0.24%	2.40%
9/30/20	12.58	0.28	0.40	0.68	(0.34)	(0.41)	(0.75)	12.51	5.49%	35,285	0.27%	0.24%	2.33%
9/30/19	13.34	0.40	0.14	0.54	(0.34)	(0.96)	(1.30)	12.58	5.42%	31,848	0.28%	0.24%	3.22%
9/30/18	13.03	0.28	0.43	0.71	(0.39)	(0.01)	(0.40)	13.34	5.50%	83,925	0.26%	0.25%	2.14%

	Year ended September 30
	2022	2021	2020	2019	2018
Portfolio turnover rate	52%	30%	69%	46%	62%

c	Per share amount calculated on the average shares method.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

w	Expenses of the underlying funds are not included in the Fund’s expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying fund.

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

126

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers^w	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Administrative Class
9/30/22	$ 13.38	$ 0.33	$ (2.28)	$ (1.95)	$ (0.39)	$ (1.01)	$ (1.40)	$ 10.03	(16.43%)	$ 19,966	0.41%	0.34%	2.82%
9/30/21	12.46	0.28	1.30	1.58	(0.41)	(0.25)	(0.66)	13.38	13.02%	42,876	0.39%	0.34%	2.17%
9/30/20	12.53	0.35	0.31	0.66	(0.32)	(0.41)	(0.73)	12.46	5.40%	46,758	0.37%	0.34%	2.84%
9/30/19	13.30	0.34	0.19	0.53	(0.34)	(0.96)	(1.30)	12.53	5.38%	74,837	0.38%	0.34%	2.79%
9/30/18	12.99	0.29	0.40	0.69	(0.37)	(0.01)	(0.38)	13.30	5.43%	86,230	0.36%	0.35%	2.24%
Class R4
9/30/22	$ 13.06	$ 0.30	$ (2.21)	$ (1.91)	$ (0.37)	$ (1.01)	$ (1.38)	$ 9.77	(16.51%)	$ 15,666	0.56%	0.49%	2.63%
9/30/21	12.17	0.26	1.27	1.53	(0.39)	(0.25)	(0.64)	13.06	12.89%	23,718	0.54%	0.49%	2.05%
9/30/20	12.26	0.36	0.27	0.63	(0.31)	(0.41)	(0.72)	12.17	5.23%	29,367	0.52%	0.49%	2.98%
9/30/19	13.04	0.31	0.19	0.50	(0.32)	(0.96)	(1.28)	12.26	5.21%	50,600	0.53%	0.49%	2.60%
9/30/18	12.76	0.24	0.41	0.65	(0.36)	(0.01)	(0.37)	13.04	5.18%	57,866	0.51%	0.50%	1.90%
Class A
9/30/22	$ 13.24	$ 0.31	$ (2.27)	$ (1.96)	$ (0.30)	$ (1.01)	$ (1.31)	$ 9.97	(16.60%)	$ 20,470	0.66%	0.59%	2.62%
9/30/21	12.35	0.30	1.23	1.53	(0.39)	(0.25)	(0.64)	13.24	12.69%	31,861	0.64%	0.59%	2.35%
9/30/20	12.44	0.24	0.38	0.62	(0.30)	(0.41)	(0.71)	12.35	5.10%	88,011	0.62%	0.59%	2.04%
9/30/19	13.22	0.27	0.22	0.49	(0.31)	(0.96)	(1.27)	12.44	5.05%	73,800	0.63%	0.59%	2.19%
9/30/18	12.91	0.23	0.43	0.66	(0.34)	(0.01)	(0.35)	13.22	5.15%	76,268	0.61%	0.60%	1.72%
Class R3
9/30/22	$ 12.81	$ 0.27	$ (2.16)	$ (1.89)	$ (0.35)	$ (1.01)	$ (1.36)	$ 9.56	(16.70%)	$ 35,009	0.81%	0.74%	2.43%
9/30/21	11.96	0.23	1.24	1.47	(0.37)	(0.25)	(0.62)	12.81	12.57%	49,554	0.79%	0.74%	1.85%
9/30/20	12.05	0.25	0.34	0.59	(0.27)	(0.41)	(0.68)	11.96	4.97%	57,238	0.77%	0.74%	2.14%
9/30/19	12.84	0.28	0.18	0.46	(0.29)	(0.96)	(1.25)	12.05	4.93%	66,638	0.78%	0.74%	2.37%
9/30/18	12.56	0.22	0.40	0.62	(0.33)	(0.01)	(0.34)	12.84	4.98%	77,690	0.76%	0.75%	1.71%

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

127

MassMutual RetireSMART^SM by JPMorgan 2025 Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers^w	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 13.47	$ 0.34	$ (2.35)	$ (2.01)	$ (0.46)	$ (1.20)	$ (1.66)	$ 9.80	(17.29%)	$ 44,023	0.13%	0.01%	2.91%
9/30/21	12.23	0.28	1.77	2.05	(0.43)	(0.38)	(0.81)	13.47	17.23%	56,362	0.10%	0.01%	2.16%
9/30/20	12.50	0.31	0.42	0.73	(0.32)	(0.68)	(1.00)	12.23	6.02%	49,478	0.09%	0.01%	2.59%
9/30/19	13.49	0.33	0.15	0.48	(0.40)	(1.07)	(1.47)	12.50	5.30%	40,806	0.10%	0.01%	2.74%
9/30/18	13.29	0.30	0.63	0.93	(0.49)	(0.24)	(0.73)	13.49	7.15%	21,942	0.09%	0.03%	2.28%
Class R5
9/30/22	$ 13.61	$ 0.33	$ (2.39)	$ (2.06)	$ (0.44)	$ (1.20)	$ (1.64)	$ 9.91	(17.42%)	$ 1,186	0.23%	0.11%	2.81%
9/30/21	12.35	0.16	1.90	2.06	(0.42)	(0.38)	(0.80)	13.61	17.13%	1,376	0.20%	0.11%	1.21%
9/30/20	12.62	0.28	0.44	0.72	(0.31)	(0.68)	(0.99)	12.35	5.87%	468	0.19%	0.11%	2.32%
9/30/19	13.51	0.07	0.42	0.49	(0.31)	(1.07)	(1.38)	12.62	5.26%	527	0.20%	0.11%	0.61%
9/30/18	13.29	0.23	0.70	0.93	(0.47)	(0.24)	(0.71)	13.51	7.16%	44	0.19%	0.12%	1.72%
Service Class
9/30/22	$ 13.49	$ 0.42	$ (2.46)	$ (2.04)	$ (0.43)	$ (1.20)	$ (1.63)	$ 9.82	(17.48%)	$ 3,811	0.32%	0.21%	3.50%
9/30/21	12.25	0.27	1.76	2.03	(0.41)	(0.38)	(0.79)	13.49	16.97%	8,867	0.30%	0.21%	2.04%
9/30/20	12.52	0.28	0.42	0.70	(0.29)	(0.68)	(0.97)	12.25	5.76%	9,970	0.29%	0.21%	2.37%
9/30/19	13.49	0.39	0.08	0.47	(0.37)	(1.07)	(1.44)	12.52	5.14%	9,278	0.30%	0.21%	3.23%
9/30/18	13.29	0.27	0.63	0.90	(0.46)	(0.24)	(0.70)	13.49	6.94%	19,582	0.29%	0.23%	2.00%

	Year ended September 30
	2022	2021	2020	2019	2018
Portfolio turnover rate	54%	35%	73%	47%	67%

c	Per share amount calculated on the average shares method.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

w	Expenses of the underlying funds are not included in the Fund’s expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying fund.

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

128

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers^w	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Administrative Class
9/30/22	$ 13.42	$ 0.32	$ (2.36)	$ (2.04)	$ (0.41)	$ (1.20)	$ (1.61)	$ 9.77	(17.50%)	$ 24,363	0.43%	0.31%	2.73%
9/30/21	12.19	0.28	1.72	2.00	(0.39)	(0.38)	(0.77)	13.42	16.86%	34,778	0.40%	0.31%	2.12%
9/30/20	12.47	0.27	0.42	0.69	(0.29)	(0.68)	(0.97)	12.19	5.64%	39,673	0.39%	0.31%	2.30%
9/30/19	13.44	0.32	0.14	0.46	(0.36)	(1.07)	(1.43)	12.47	5.07%	43,407	0.40%	0.31%	2.61%
9/30/18	13.25	0.26	0.62	0.88	(0.45)	(0.24)	(0.69)	13.44	6.79%	47,433	0.39%	0.33%	1.94%
Class R4
9/30/22	$ 13.20	$ 0.28	$ (2.30)	$ (2.02)	$ (0.39)	$ (1.20)	$ (1.59)	$ 9.59	(17.65%)	$ 21,218	0.58%	0.46%	2.47%
9/30/21	12.00	0.25	1.70	1.95	(0.37)	(0.38)	(0.75)	13.20	16.65%	29,432	0.55%	0.46%	1.90%
9/30/20	12.29	0.36	0.30	0.66	(0.27)	(0.68)	(0.95)	12.00	5.49%	30,218	0.54%	0.46%	3.02%
9/30/19	13.27	0.30	0.13	0.43	(0.34)	(1.07)	(1.41)	12.29	4.88%	58,761	0.55%	0.46%	2.50%
9/30/18	13.09	0.22	0.63	0.85	(0.43)	(0.24)	(0.67)	13.27	6.66%	66,329	0.54%	0.48%	1.70%
Class A
9/30/22	$ 13.25	$ 0.29	$ (2.37)	$ (2.08)	$ (0.20)	$ (1.20)	$ (1.40)	$ 9.77	(17.74%)	$ 8,655	0.68%	0.56%	2.48%
9/30/21	12.05	0.30	1.65	1.95	(0.37)	(0.38)	(0.75)	13.25	16.60%	13,796	0.65%	0.56%	2.33%
9/30/20	12.34	0.22	0.44	0.66	(0.27)	(0.68)	(0.95)	12.05	5.46%	69,042	0.64%	0.56%	1.89%
9/30/19	13.32	0.21	0.21	0.42	(0.33)	(1.07)	(1.40)	12.34	4.74%	53,785	0.65%	0.56%	1.71%
9/30/18	13.13	0.20	0.63	0.83	(0.40)	(0.24)	(0.64)	13.32	6.50%	40,219	0.64%	0.58%	1.54%
Class R3
9/30/22	$ 13.16	$ 0.29	$ (2.33)	$ (2.04)	$ (0.36)	$ (1.20)	$ (1.56)	$ 9.56	(17.85%)	$ 38,799	0.83%	0.71%	2.49%
9/30/21	11.97	0.21	1.70	1.91	(0.34)	(0.38)	(0.72)	13.16	16.35%	59,696	0.80%	0.71%	1.63%
9/30/20	12.25	0.24	0.39	0.63	(0.23)	(0.68)	(0.91)	11.97	5.27%	66,066	0.79%	0.71%	2.02%
9/30/19	13.23	0.26	0.14	0.40	(0.31)	(1.07)	(1.38)	12.25	4.59%	78,974	0.80%	0.71%	2.18%
9/30/18	13.04	0.20	0.63	0.83	(0.40)	(0.24)	(0.64)	13.23	6.47%	87,865	0.79%	0.73%	1.52%

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

129

MassMutual RetireSMART^SM by JPMorgan 2030 Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers^w	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 13.80	$ 0.32	$ (2.49)	$ (2.17)	$ (0.45)	$ (1.16)	$ (1.61)	$ 10.02	(18.08%)	$ 56,717	0.07%	0.04%	2.68%
9/30/21	12.05	0.25	2.14	2.39	(0.36)	(0.28)	(0.64)	13.80	20.27%	65,036	0.06%	0.04%	1.88%
9/30/20	12.51	0.28	0.45	0.73	(0.30)	(0.89)	(1.19)	12.05	5.91%	50,325	0.06%	0.04%	2.41%
9/30/19	13.91	0.32	0.03	0.35	(0.40)	(1.35)	(1.75)	12.51	4.77%	42,529	0.06%	0.04%	2.64%
9/30/18	13.38	0.29	0.78	1.07	(0.49)	(0.05)	(0.54)	13.91	8.11%	20,448	0.05%	0.04%	2.09%
Class R5
9/30/22	$ 13.73	$ 0.32	$ (2.50)	$ (2.18)	$ (0.43)	$ (1.16)	$ (1.59)	$ 9.96	(18.18%)	$ 68,661	0.17%	0.14%	2.69%
9/30/21	11.99	0.25	2.11	2.36	(0.34)	(0.28)	(0.62)	13.73	20.17%	79,905	0.16%	0.14%	1.90%
9/30/20	12.45	0.29	0.43	0.72	(0.29)	(0.89)	(1.18)	11.99	5.84%	72,808	0.16%	0.14%	2.50%
9/30/19	13.87	0.25	0.08	0.33	(0.40)	(1.35)	(1.75)	12.45	4.56%	88,078	0.16%	0.14%	2.03%
9/30/18	13.35	0.31	0.74	1.05	(0.48)	(0.05)	(0.53)	13.87	7.96%	11,359	0.15%	0.14%	2.26%
Service Class
9/30/22	$ 13.82	$ 0.43	$ (2.63)	$ (2.20)	$ (0.42)	$ (1.16)	$ (1.58)	$ 10.04	(18.23%)	$ 15,661	0.27%	0.24%	3.46%
9/30/21	12.06	0.27	2.10	2.37	(0.33)	(0.28)	(0.61)	13.82	20.11%	45,510	0.26%	0.24%	2.03%
9/30/20	12.52	0.24	0.47	0.71	(0.28)	(0.89)	(1.17)	12.06	5.67%	50,072	0.26%	0.24%	2.00%
9/30/19	13.90	0.36	(0.03)^aa	0.33	(0.36)	(1.35)	(1.71)	12.52	4.48%	44,334	0.26%	0.24%	2.88%
9/30/18	13.37	0.25	0.79	1.04	(0.46)	(0.05)	(0.51)	13.90	7.88%	115,828	0.25%	0.24%	1.87%

	Year ended September 30
	2022	2021	2020	2019	2018
Portfolio turnover rate	58%	32%	70%	39%	63%

c	Per share amount calculated on the average shares method.

d	Amount is less than $0.005 per share.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

w	Expenses of the underlying funds are not included in the Fund’s expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying fund.

aa	The amount shown for a share outstanding does not correspond with the aggregate net realized and unrealized gain (loss) for the period due to the timing of purchases and redemptions of Fund shares in relation to the fluctuating market values of the Fund.

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

130

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers^w	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Administrative Class
9/30/22	$ 13.77	$ 0.32	$ (2.53)	$ (2.21)	$ (0.40)	$ (1.16)	$ (1.56)	$ 10.00	(18.33%)	$ 48,874	0.37%	0.34%	2.63%
9/30/21	12.03	0.22	2.12	2.34	(0.32)	(0.28)	(0.60)	13.77	19.86%	76,955	0.36%	0.34%	1.68%
9/30/20	12.48	0.28	0.42	0.70	(0.26)	(0.89)	(1.15)	12.03	5.66%	70,563	0.36%	0.34%	2.33%
9/30/19	13.88	0.28	0.03	0.31	(0.36)	(1.35)	(1.71)	12.48	4.38%	106,439	0.36%	0.34%	2.33%
9/30/18	13.35	0.24	0.78	1.02	(0.44)	(0.05)	(0.49)	13.88	7.78%	104,308	0.35%	0.34%	1.79%
Class R4
9/30/22	$ 13.53	$ 0.27	$ (2.46)	$ (2.19)	$ (0.37)	$ (1.16)	$ (1.53)	$ 9.81	(18.47%)	$ 22,702	0.52%	0.49%	2.27%
9/30/21	11.82	0.20	2.08	2.28	(0.29)	(0.28)	(0.57)	13.53	19.74%	33,601	0.51%	0.49%	1.55%
9/30/20	12.29	0.29	0.38	0.67	(0.25)	(0.89)	(1.14)	11.82	5.42%	34,745	0.51%	0.49%	2.50%
9/30/19	13.69	0.27	0.02	0.29	(0.34)	(1.35)	(1.69)	12.29	4.23%	57,900	0.51%	0.49%	2.22%
9/30/18	13.18	0.21	0.78	0.99	(0.43)	(0.05)	(0.48)	13.69	7.62%	68,964	0.50%	0.49%	1.57%
Class A
9/30/22	$ 13.64	$ 0.27	$ (2.50)	$ (2.23)	$ (0.31)	$ (1.16)	$ (1.47)	$ 9.94	(18.55%)	$ 26,417	0.62%	0.59%	2.27%
9/30/21	11.92	0.25	2.05	2.30	(0.30)	(0.28)	(0.58)	13.64	19.67%	37,483	0.61%	0.59%	1.88%
9/30/20	12.39	0.19	0.47	0.66	(0.24)	(0.89)	(1.13)	11.92	5.34%	92,603	0.61%	0.59%	1.66%
9/30/19	13.78	0.23	0.05	0.28	(0.32)	(1.35)	(1.67)	12.39	4.13%	73,893	0.61%	0.59%	1.92%
9/30/18	13.25	0.20	0.78	0.98	(0.40)	(0.05)	(0.45)	13.78	7.52%	75,440	0.60%	0.59%	1.44%
Class R3
9/30/22	$ 13.28	$ 0.24	$ (2.41)	$ (2.17)	$ (0.35)	$ (1.16)	$ (1.51)	$ 9.60	(18.67%)	$ 70,110	0.77%	0.74%	2.05%
9/30/21	11.62	0.18	2.03	2.21	(0.27)	(0.28)	(0.55)	13.28	19.41%	87,304	0.76%	0.74%	1.38%
9/30/20	12.09	0.20	0.43	0.63	(0.21)	(0.89)	(1.10)	11.62	5.21%	89,115	0.76%	0.74%	1.78%
9/30/19	13.50	0.25	0.00^d	0.25	(0.31)	(1.35)	(1.66)	12.09	3.92%	103,094	0.76%	0.74%	2.08%
9/30/18	13.00	0.18	0.77	0.95	(0.40)	(0.05)	(0.45)	13.50	7.38%	118,905	0.75%	0.74%	1.35%

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

131

MassMutual RetireSMART^SM by JPMorgan 2035 Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers^w	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 14.28	$ 0.31	$ (2.58)	$ (2.27)	$ (0.50)	$ (1.52)	$ (2.02)	$ 9.99	(18.91%)	$ 41,191	0.13%	0.05%	2.56%
9/30/21	12.07	0.21	2.59	2.80	(0.31)	(0.28)	(0.59)	14.28	23.66%	53,885	0.12%	0.05%	1.54%
9/30/20	12.73	0.26	0.48	0.74	(0.30)	(1.10)	(1.40)	12.07	5.75%	42,470	0.12%	0.05%	2.23%
9/30/19	14.18	0.32	(0.09)^aa	0.23	(0.41)	(1.27)	(1.68)	12.73	3.77%	33,309	0.12%	0.05%	2.56%
9/30/18	13.77	0.25	0.93	1.18	(0.51)	(0.26)	(0.77)	14.18	8.81%	21,586	0.11%	0.07%	1.83%
Class R5
9/30/22	$ 14.30	$ 0.30	$ (2.59)	$ (2.29)	$ (0.49)	$ (1.52)	$ (2.01)	$ 10.00	(19.03%)	$ 2,624	0.23%	0.15%	2.46%
9/30/21	12.09	0.18	2.61	2.79	(0.30)	(0.28)	(0.58)	14.30	23.52%	3,537	0.22%	0.15%	1.30%
9/30/20	12.75	0.23	0.50	0.73	(0.29)	(1.10)	(1.39)	12.09	5.67%	2,270	0.22%	0.15%	1.91%
9/30/19	14.16	0.05	0.17	0.22	(0.36)	(1.27)	(1.63)	12.75	3.68%	1,801	0.22%	0.15%	0.41%
9/30/18	13.75	0.43	0.73	1.16	(0.49)	(0.26)	(0.75)	14.16	8.68%	132	0.21%	0.18%	3.09%
Service Class
9/30/22	$ 14.47	$ 0.30	$ (2.63)	$ (2.33)	$ (0.47)	$ (1.52)	$ (1.99)	$ 10.15	(19.06%)	$ 6,293	0.33%	0.25%	2.42%
9/30/21	12.23	0.20	2.60	2.80	(0.28)	(0.28)	(0.56)	14.47	23.36%	8,127	0.32%	0.25%	1.43%
9/30/20	12.87	0.23	0.50	0.73	(0.27)	(1.10)	(1.37)	12.23	5.60%	8,234	0.32%	0.25%	1.89%
9/30/19	14.30	0.33	(0.12)^aa	0.21	(0.37)	(1.27)	(1.64)	12.87	3.55%	8,093	0.32%	0.25%	2.62%
9/30/18	13.88	0.25	0.91	1.16	(0.48)	(0.26)	(0.74)	14.30	8.59%	12,908	0.31%	0.27%	1.78%

	Year ended September 30
	2022	2021	2020	2019	2018
Portfolio turnover rate	63%	34%	92%	50%	62%

c	Per share amount calculated on the average shares method.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

w	Expenses of the underlying funds are not included in the Fund’s expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying fund.

The amount shown for a share outstanding does not correspond with the aggregate net realized (loss) and net change in unrealized appreciation (depreciation) on investments due to the timing of the commencement of operations of the share class in relation to fluctuating market values of the investments of the Fund.

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

132

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers^w	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Administrative Class
9/30/22	$ 14.39	$ 0.29	$ (2.62)	$ (2.33)	$ (0.46)	$ (1.52)	$ (1.98)	$ 10.08	(19.17%)	$ 20,432	0.43%	0.35%	2.35%
9/30/21	12.16	0.17	2.61	2.78	(0.27)	(0.28)	(0.55)	14.39	23.29%	32,891	0.42%	0.35%	1.24%
9/30/20	12.81	0.22	0.49	0.71	(0.26)	(1.10)	(1.36)	12.16	5.46%	28,848	0.42%	0.35%	1.83%
9/30/19	14.25	0.29	(0.09)^aa	0.20	(0.37)	(1.27)	(1.64)	12.81	3.44%	32,361	0.42%	0.35%	2.31%
9/30/18	13.83	0.23	0.92	1.15	(0.47)	(0.26)	(0.73)	14.25	8.53%	33,416	0.41%	0.37%	1.63%
Class R4
9/30/22	$ 14.16	$ 0.25	$ (2.56)	$ (2.31)	$ (0.43)	$ (1.52)	$ (1.95)	$ 9.90	(19.29%)	$ 18,897	0.58%	0.50%	2.02%
9/30/21	11.97	0.17	2.54	2.71	(0.24)	(0.28)	(0.52)	14.16	23.08%	24,087	0.57%	0.50%	1.22%
9/30/20	12.63	0.30	0.38	0.68	(0.24)	(1.10)	(1.34)	11.97	5.30%	24,244	0.57%	0.50%	2.47%
9/30/19	14.06	0.27	(0.09)^aa	0.18	(0.34)	(1.27)	(1.61)	12.63	3.37%	49,044	0.57%	0.50%	2.17%
9/30/18	13.67	0.19	0.91	1.10	(0.45)	(0.26)	(0.71)	14.06	8.28%	56,342	0.56%	0.52%	1.40%
Class A
9/30/22	$ 14.21	$ 0.27	$ (2.62)	$ (2.35)	$ (0.31)	$ (1.52)	$ (1.83)	$ 10.03	(19.34%)	$ 7,392	0.68%	0.60%	2.16%
9/30/21	12.03	0.19	2.52	2.71	(0.25)	(0.28)	(0.53)	14.21	22.92%	13,939	0.67%	0.60%	1.42%
9/30/20	12.69	0.17	0.51	0.68	(0.24)	(1.10)	(1.34)	12.03	5.26%	42,080	0.67%	0.60%	1.48%
9/30/19	14.12	0.22	(0.05)^aa	0.17	(0.33)	(1.27)	(1.60)	12.69	3.21%	34,479	0.67%	0.60%	1.74%
9/30/18	13.70	0.17	0.93	1.10	(0.42)	(0.26)	(0.68)	14.12	8.23%	33,548	0.66%	0.62%	1.25%
Class R3
9/30/22	$ 14.10	$ 0.22	$ (2.55)	$ (2.33)	$ (0.40)	$ (1.52)	$ (1.92)	$ 9.85	(19.50%)	$ 41,463	0.83%	0.75%	1.85%
9/30/21	11.93	0.14	2.53	2.67	(0.22)	(0.28)	(0.50)	14.10	22.76%	53,677	0.82%	0.75%	1.02%
9/30/20	12.58	0.18	0.48	0.66	(0.21)	(1.10)	(1.31)	11.93	5.12%	54,970	0.82%	0.75%	1.51%
9/30/19	14.02	0.24	(0.10)^aa	0.14	(0.31)	(1.27)	(1.58)	12.58	2.99%	61,925	0.82%	0.75%	1.95%
9/30/18	13.62	0.17	0.90	1.07	(0.41)	(0.26)	(0.67)	14.02	8.08%	69,914	0.81%	0.77%	1.26%

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

133

MassMutual RetireSMART^SM by JPMorgan 2040 Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers^w	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 14.28	$ 0.27	$ (2.60)	$ (2.33)	$ (0.49)	$ (1.48)	$ (1.97)	$ 9.98	(19.31%)	$ 46,252	0.09%	0.04%	2.25%
9/30/21	11.54	0.19	2.81	3.00	(0.26)	—	(0.26)	14.28	26.26%	51,708	0.08%	0.04%	1.36%
9/30/20	12.19	0.23	0.47	0.70	(0.27)	(1.08)	(1.35)	11.54	5.59%	38,583	0.09%	0.04%	2.06%
9/30/19	13.81	0.28	(0.16)^aa	0.12	(0.39)	(1.35)	(1.74)	12.19	3.22%	28,872	0.09%	0.04%	2.32%
9/30/18	13.23	0.27	0.92	1.19	(0.49)	(0.12)	(0.61)	13.81	9.19%	12,676	0.08%	0.05%	2.00%
Class R5
9/30/22	$ 14.26	$ 0.27	$ (2.60)	$ (2.33)	$ (0.48)	$ (1.48)	$ (1.96)	$ 9.97	(19.36%)	$ 47,871	0.19%	0.14%	2.19%
9/30/21	11.53	0.18	2.80	2.98	(0.25)	—	(0.25)	14.26	26.08%	62,894	0.18%	0.14%	1.35%
9/30/20	12.18	0.24	0.45	0.69	(0.26)	(1.08)	(1.34)	11.53	5.51%	51,048	0.19%	0.14%	2.15%
9/30/19	13.80	0.22	(0.11)^aa	0.11	(0.38)	(1.35)	(1.73)	12.18	3.14%	63,062	0.19%	0.14%	1.84%
9/30/18	13.22	0.26	0.92	1.18	(0.48)	(0.12)	(0.60)	13.80	9.10%	10,301	0.18%	0.15%	1.94%
Service Class
9/30/22	$ 14.33	$ 0.34	$ (2.71)	$ (2.37)	$ (0.46)	$ (1.48)	$ (1.94)	$ 10.02	(19.49%)	$ 11,683	0.29%	0.24%	2.72%
9/30/21	11.58	0.18	2.81	2.99	(0.24)	—	(0.24)	14.33	26.04%	27,788	0.28%	0.24%	1.31%
9/30/20	12.23	0.19	0.48	0.67	(0.24)	(1.08)	(1.32)	11.58	5.32%	25,091	0.29%	0.24%	1.67%
9/30/19	13.81	0.34	(0.23)^aa	0.11	(0.34)	(1.35)	(1.69)	12.23	3.08%	22,042	0.29%	0.24%	2.77%
9/30/18	13.23	0.23	0.93	1.16	(0.46)	(0.12)	(0.58)	13.81	8.95%	68,297	0.28%	0.25%	1.71%

	Year ended September 30
	2022	2021	2020	2019	2018
Portfolio turnover rate	61%	33%	89%	40%	59%

c	Per share amount calculated on the average shares method.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

w	Expenses of the underlying funds are not included in the Fund’s expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying fund.

aa	The amount shown for a share outstanding does not correspond with the aggregate net realized and unrealized gain (loss) for the period due to the timing of purchases and redemptions of Fund shares in relation to the fluctuating market values of the Fund.

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

134

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers^w	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Administrative Class
9/30/22	$ 14.24	$ 0.27	$ (2.63)	$ (2.36)	$ (0.45)	$ (1.48)	$ (1.93)	$ 9.95	(19.56%)	$ 43,754	0.39%	0.34%	2.22%
9/30/21	11.51	0.15	2.81	2.96	(0.23)	—	(0.23)	14.24	25.89%	65,351	0.38%	0.34%	1.08%
9/30/20	12.17	0.23	0.42	0.65	(0.23)	(1.08)	(1.31)	11.51	5.18%	52,611	0.39%	0.34%	1.99%
9/30/19	13.77	0.26	(0.16)^aa	0.10	(0.35)	(1.35)	(1.70)	12.17	2.99%	75,729	0.39%	0.34%	2.20%
9/30/18	13.19	0.22	0.92	1.14	(0.44)	(0.12)	(0.56)	13.77	8.86%	73,290	0.38%	0.35%	1.66%
Class R4
9/30/22	$ 13.97	$ 0.23	$ (2.56)	$ (2.33)	$ (0.42)	$ (1.48)	$ (1.90)	$ 9.74	(19.70%)	$ 15,650	0.54%	0.49%	1.87%
9/30/21	11.29	0.14	2.74	2.88	(0.20)	—	(0.20)	13.97	25.69%	21,449	0.53%	0.49%	1.07%
9/30/20	11.96	0.24	0.38	0.62	(0.21)	(1.08)	(1.29)	11.29	5.04%	24,740	0.54%	0.49%	2.15%
9/30/19	13.56	0.24	(0.16)^aa	0.08	(0.33)	(1.35)	(1.68)	11.96	2.84%	43,641	0.54%	0.49%	2.05%
9/30/18	13.01	0.19	0.91	1.10	(0.43)	(0.12)	(0.55)	13.56	8.63%	46,980	0.53%	0.50%	1.40%
Class A
9/30/22	$ 14.10	$ 0.24	$ (2.62)	$ (2.38)	$ (0.35)	$ (1.48)	$ (1.83)	$ 9.89	(19.73%)	$ 15,262	0.64%	0.59%	1.93%
9/30/21	11.41	0.15	2.74	2.89	(0.20)	—	(0.20)	14.10	25.54%	25,723	0.63%	0.59%	1.13%
9/30/20	12.07	0.15	0.48	0.63	(0.21)	(1.08)	(1.29)	11.41	5.03%	49,795	0.64%	0.59%	1.34%
9/30/19	13.66	0.20	(0.14)^aa	0.06	(0.30)	(1.35)	(1.65)	12.07	2.68%	42,006	0.64%	0.59%	1.71%
9/30/18	13.09	0.18	0.92	1.10	(0.41)	(0.12)	(0.53)	13.66	8.54%	44,233	0.63%	0.60%	1.34%
Class R3
9/30/22	$ 13.70	$ 0.19	$ (2.50)	$ (2.31)	$ (0.39)	$ (1.48)	$ (1.87)	$ 9.52	(19.88%)	$ 43,439	0.79%	0.74%	1.64%
9/30/21	11.09	0.11	2.68	2.79	(0.18)	—	(0.18)	13.70	25.36%	52,607	0.78%	0.74%	0.85%
9/30/20	11.75	0.15	0.45	0.60	(0.18)	(1.08)	(1.26)	11.09	4.92%	54,015	0.79%	0.74%	1.34%
9/30/19	13.36	0.21	(0.18)^aa	0.03	(0.29)	(1.35)	(1.64)	11.75	2.48%	59,312	0.79%	0.74%	1.85%
9/30/18	12.82	0.16	0.90	1.06	(0.40)	(0.12)	(0.52)	13.36	8.44%	64,385	0.78%	0.75%	1.19%

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

135

MassMutual RetireSMART^SM by JPMorgan 2045 Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers^w	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 14.76	$ 0.27	$ (2.59)	$ (2.32)	$ (0.53)	$ (1.94)	$ (2.47)	$ 9.97	(19.49%)	$ 26,481	0.18%	0.02%	2.15%
9/30/21	11.96	0.17	3.18	3.35	(0.24)	(0.31)	(0.55)	14.76	28.57%	30,290	0.16%	0.02%	1.24%
9/30/20	12.75	0.24	0.48	0.72	(0.29)	(1.22)	(1.51)	11.96	5.41%	21,522	0.18%	0.02%	2.04%
9/30/19	14.41	0.29	(0.18)^aa	0.11	(0.39)	(1.38)	(1.77)	12.75	3.08%	19,099	0.18%	0.02%	2.32%
9/30/18	13.88	0.21	1.06	1.27	(0.51)	(0.23)	(0.74)	14.41	9.38%	9,650	0.18%	0.03%	1.51%
Class R5
9/30/22	$ 14.76	$ 0.25	$ (2.59)	$ (2.34)	$ (0.51)	$ (1.94)	$ (2.45)	$ 9.97	(19.57%)	$ 1,199	0.28%	0.12%	2.01%
9/30/21	11.96	0.17	3.17	3.34	(0.23)	(0.31)	(0.54)	14.76	28.46%	1,327	0.26%	0.12%	1.17%
9/30/20	12.76	0.20	0.50	0.70	(0.28)	(1.22)	(1.50)	11.96	5.25%	935	0.28%	0.12%	1.70%
9/30/19	14.41	0.12	(0.02)^aa	0.10	(0.37)	(1.38)	(1.75)	12.76	3.02%	750	0.28%	0.12%	0.92%
9/30/18	13.88	0.33	0.92	1.25	(0.49)	(0.23)	(0.72)	14.41	9.24%	147	0.28%	0.14%	2.33%
Service Class
9/30/22	$ 14.77	$ 0.29	$ (2.66)	$ (2.37)	$ (0.49)	$ (1.94)	$ (2.43)	$ 9.97	(19.74%)	$ 3,251	0.38%	0.22%	2.32%
9/30/21	11.97	0.16	3.17	3.33	(0.22)	(0.31)	(0.53)	14.77	28.30%	4,642	0.36%	0.22%	1.14%
9/30/20	12.75	0.20	0.48	0.68	(0.24)	(1.22)	(1.46)	11.97	5.15%	4,391	0.38%	0.22%	1.69%
9/30/19	14.39	0.32	(0.23)^aa	0.09	(0.35)	(1.38)	(1.73)	12.75	2.92%	3,874	0.38%	0.22%	2.58%
9/30/18	13.86	0.23	1.01	1.24	(0.48)	(0.23)	(0.71)	14.39	9.19%	9,964	0.38%	0.24%	1.66%

	Year ended September 30
	2022	2021	2020	2019	2018
Portfolio turnover rate	63%	34%	95%	46%	58%

c	Per share amount calculated on the average shares method.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

w	Expenses of the underlying funds are not included in the Fund’s expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying fund.

aa	The amount shown for a share outstanding does not correspond with the aggregate net realized and unrealized gain (loss) for the period due to the timing of purchases and redemptions of Fund shares in relation to the fluctuating market values of the Fund.

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

136

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers^w	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Administrative Class
9/30/22	$ 14.67	$ 0.25	$ (2.60)	$ (2.35)	$ (0.48)	$ (1.94)	$ (2.42)	$ 9.90	(19.76%)	$ 17,419	0.48%	0.32%	1.99%
9/30/21	11.90	0.12	3.17	3.29	(0.21)	(0.31)	(0.52)	14.67	28.11%	26,780	0.46%	0.32%	0.87%
9/30/20	12.69	0.19	0.49	0.68	(0.25)	(1.22)	(1.47)	11.90	5.12%	19,671	0.48%	0.32%	1.59%
9/30/19	14.35	0.26	(0.19)^aa	0.07	(0.35)	(1.38)	(1.73)	12.69	2.72%	21,597	0.48%	0.32%	2.12%
9/30/18	13.82	0.22	1.01	1.23	(0.47)	(0.23)	(0.70)	14.35	9.12%	18,549	0.48%	0.34%	1.54%
Class R4
9/30/22	$ 14.42	$ 0.20	$ (2.53)	$ (2.33)	$ (0.45)	$ (1.94)	$ (2.39)	$ 9.70	(19.92%)	$ 15,864	0.63%	0.47%	1.67%
9/30/21	11.70	0.12	3.10	3.22	(0.19)	(0.31)	(0.50)	14.42	27.98%	19,388	0.61%	0.47%	0.90%
9/30/20	12.51	0.24	0.40	0.64	(0.23)	(1.22)	(1.45)	11.70	4.89%	18,225	0.63%	0.47%	2.04%
9/30/19	14.15	0.24	(0.18)^aa	0.06	(0.32)	(1.38)	(1.70)	12.51	2.68%	29,963	0.63%	0.47%	1.93%
9/30/18	13.65	0.20	0.98	1.18	(0.45)	(0.23)	(0.68)	14.15	8.86%	30,899	0.63%	0.49%	1.42%
Class A
9/30/22	$ 14.50	$ 0.20	$ (2.58)	$ (2.38)	$ (0.32)	$ (1.94)	$ (2.26)	$ 9.86	(19.94%)	$ 6,267	0.73%	0.57%	1.60%
9/30/21	11.77	0.14	3.09	3.23	(0.19)	(0.31)	(0.50)	14.50	27.88%	11,723	0.71%	0.57%	1.04%
9/30/20	12.58	0.14	0.49	0.63	(0.22)	(1.22)	(1.44)	11.77	4.79%	28,190	0.73%	0.57%	1.18%
9/30/19	14.22	0.20	(0.15)^aa	0.05	(0.31)	(1.38)	(1.69)	12.58	2.54%	19,901	0.73%	0.57%	1.61%
9/30/18	13.70	0.18	0.99	1.17	(0.42)	(0.23)	(0.65)	14.22	8.77%	19,675	0.74%	0.59%	1.25%
Class R3
9/30/22	$ 14.36	0.18	$ (2.53)	$ (2.35)	$ (0.41)	$ (1.94)	$ (2.35)	$ 9.66	(20.09%)	$ 30,594	0.88%	0.72%	1.50%
9/30/21	11.66	0.10	3.06	3.16	(0.15)	(0.31)	(0.46)	14.36	27.59%	40,009	0.86%	0.72%	0.72%
9/30/20	12.47	0.14	0.47	0.61	(0.20)	(1.22)	(1.42)	11.66	4.62%	42,710	0.88%	0.72%	1.25%
9/30/19	14.11	0.22	(0.19)^aa	0.03	(0.29)	(1.38)	(1.67)	12.47	2.41%	46,767	0.88%	0.72%	1.82%
9/30/18	13.61	0.16	0.99	1.15	(0.42)	(0.23)	(0.65)	14.11	8.62%	49,481	0.88%	0.74%	1.19%

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

137

MassMutual RetireSMART^SM by JPMorgan 2050 Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers^w	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 10.46	$ 0.19	$ (1.91)	$ (1.72)	$ (0.36)	$ (1.10)	$ (1.46)	$ 7.28	(19.60%)	$ 26,439	0.12%	0.02%	2.08%
9/30/21	8.31	0.12	2.23	2.35	(0.17)	(0.03)	(0.20)	10.46	28.53%	26,674	0.12%	0.02%	1.21%
9/30/20	8.80	0.16	0.33	0.49	(0.19)	(0.79)	(0.98)	8.31	5.29%	18,528	0.13%	0.02%	2.02%
9/30/19	10.18	0.20	(0.15)^aa	0.05	(0.28)	(1.15)	(1.43)	8.80	3.10%	15,050	0.14%	0.02%	2.27%
9/30/18	9.77	0.18	0.77	0.95	(0.36)	(0.18)	(0.54)	10.18	10.02%	5,973	0.14%	0.04%	1.82%
Class R5
9/30/22	$ 10.44	$ 0.18	$ (1.91)	$ (1.73)	$ (0.35)	$ (1.10)	$ (1.45)	$ 7.26	(19.73%)	$ 41,662	0.22%	0.12%	2.04%
9/30/21	8.29	0.13	2.21	2.34	(0.16)	(0.03)	(0.19)	10.44	28.49%	50,534	0.22%	0.12%	1.31%
9/30/20	8.78	0.16	0.32	0.48	(0.18)	(0.79)	(0.97)	8.29	5.20%	42,985	0.23%	0.12%	1.93%
9/30/19	10.16	0.17	(0.13)^aa	0.04	(0.27)	(1.15)	(1.42)	8.78	3.03%	45,022	0.24%	0.12%	1.94%
9/30/18	9.76	0.18	0.75	0.93	(0.35)	(0.18)	(0.53)	10.16	9.83%	5,701	0.24%	0.14%	1.78%
Service Class
9/30/22	$ 10.50	$ 0.22	$ (1.97)	$ (1.75)	$ (0.34)	$ (1.10)	$ (1.44)	$ 7.31	(19.78%)	$ 4,478	0.32%	0.22%	2.39%
9/30/21	8.34	0.12	2.23	2.35	(0.16)	(0.03)	(0.19)	10.50	28.34%	12,565	0.32%	0.22%	1.19%
9/30/20	8.82	0.13	0.34	0.47	(0.16)	(0.79)	(0.95)	8.34	5.13%	10,119	0.33%	0.22%	1.59%
9/30/19	10.17	0.24	(0.20)^aa	0.04	(0.24)	(1.15)	(1.39)	8.82	2.92%	8,399	0.34%	0.22%	2.73%
9/30/18	9.76	0.15	0.78	0.93	(0.34)	(0.18)	(0.52)	10.17	9.81%	41,405	0.34%	0.24%	1.55%

	Year ended September 30
	2022	2021	2020	2019	2018
Portfolio turnover rate	60%	36%	92%	40%	65%

c	Per share amount calculated on the average shares method.

d	Amount is less than $0.005 per share.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

w	Expenses of the underlying funds are not included in the Fund’s expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying fund.

aa	The amount shown for a share outstanding does not correspond with the aggregate net realized and unrealized gain (loss) for the period due to the timing of purchases and redemptions of Fund shares in relation to the fluctuating market values of the Fund.

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

138

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers^w	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Administrative Class
9/30/22	$ 10.45	$ 0.18	$ (1.93)	$ (1.75)	$ (0.33)	$ (1.10)	$ (1.43)	$ 7.27	(19.88%)	$ 34,706	0.42%	0.32%	1.95%
9/30/21	8.30	0.09	2.23	2.32	(0.14)	(0.03)	(0.17)	10.45	28.20%	46,558	0.42%	0.32%	0.91%
9/30/20	8.79	0.16	0.30	0.46	(0.16)	(0.79)	(0.95)	8.30	4.98%	34,367	0.43%	0.32%	1.97%
9/30/19	10.16	0.18	(0.15)^aa	0.03	(0.25)	(1.15)	(1.40)	8.79	2.84%	52,850	0.44%	0.32%	2.06%
9/30/18	9.75	0.15	0.77	0.92	(0.33)	(0.18)	(0.51)	10.16	9.72%	44,569	0.44%	0.34%	1.47%
Class R4
9/30/22	$ 10.29	$ 0.15	$ (1.88)	$ (1.73)	$ (0.31)	$ (1.10)	$ (1.41)	$ 7.15	(19.97%)	$ 12,419	0.57%	0.47%	1.72%
9/30/21	8.18	0.08	2.19	2.27	(0.13)	(0.03)	(0.16)	10.29	27.93%	16,268	0.57%	0.47%	0.86%
9/30/20	8.68	0.16	0.28	0.44	(0.15)	(0.79)	(0.94)	8.18	4.78%	15,258	0.58%	0.47%	1.93%
9/30/19	10.05	0.16	(0.15)^aa	0.01	(0.23)	(1.15)	(1.38)	8.68	2.66%	23,206	0.59%	0.47%	1.91%
9/30/18	9.65	0.13	0.77	0.90	(0.32)	(0.18)	(0.50)	10.05	9.56%	22,706	0.59%	0.49%	1.37%
Class A
9/30/22	$ 10.35	$ 0.15	$ (1.91)	$ (1.76)	$ (0.26)	$ (1.10)	$ (1.36)	$ 7.23	(20.08%)	$ 8,582	0.67%	0.57%	1.67%
9/30/21	8.23	0.10	2.18	2.28	(0.13)	(0.03)	(0.16)	10.35	27.87%	14,761	0.67%	0.57%	1.00%
9/30/20	8.72	0.10	0.34	0.44	(0.14)	(0.79)	(0.93)	8.23	4.81%	26,813	0.68%	0.57%	1.22%
9/30/19	10.08	0.15	(0.14)^aa	0.01	(0.22)	(1.15)	(1.37)	8.72	2.54%	21,195	0.69%	0.57%	1.70%
9/30/18	9.68	0.12	0.76	0.88	(0.30)	(0.18)	(0.48)	10.08	9.34%	20,721	0.69%	0.59%	1.25%
Class R3
9/30/22	$ 10.20	$ 0.13	$ (1.87)	$ (1.74)	$ (0.29)	$ (1.10)	$ (1.39)	$ 7.07	(20.23%)	$ 28,557	0.82%	0.72%	1.47%
9/30/21	8.11	0.07	2.16	2.23	(0.11)	(0.03)	(0.14)	10.20	27.70%	34,349	0.82%	0.72%	0.71%
9/30/20	8.60	0.10	0.32	0.42	(0.12)	(0.79)	(0.91)	8.11	4.59%	32,608	0.83%	0.72%	1.23%
9/30/19	9.96	0.16	(0.16)^aa	0.00^d	(0.21)	(1.15)	(1.36)	8.60	2.44%	34,061	0.84%	0.72%	1.86%
9/30/18	9.57	0.11	0.76	0.87	(0.30)	(0.18)	(0.48)	9.96	9.28%	39,324	0.84%	0.74%	1.13%

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

139

MassMutual RetireSMART^SM by JPMorgan 2055 Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers^w	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 12.33	$ 0.23	$ (2.26)	$ (2.03)	$ (0.44)	$ (1.27)	$ (1.71)	$ 8.59	(19.58%)	$ 12,871	0.34%	0.00%	2.15%
9/30/21	10.15	0.14	2.67	2.81	(0.21)	(0.42)	(0.63)	12.33	28.46%	13,996	0.33%	0.00%	1.20%
9/30/20	10.73	0.21	0.40	0.61	(0.23)	(0.96)	(1.19)	10.15	5.43%	9,429	0.39%	0.00%	2.09%
9/30/19	12.04	0.24	(0.13)^aa	0.11	(0.33)	(1.09)	(1.42)	10.73	3.15%	7,761	0.41%	0.00%	2.31%
9/30/18	11.71	0.19	0.94	1.13	(0.44)	(0.36)	(0.80)	12.04	9.97%	3,804	0.49%	0.02%	1.61%
Class R5
9/30/22	$ 12.33	$ 0.21	$ (2.26)	$ (2.05)	$ (0.42)	$ (1.27)	$ (1.69)	$ 8.59	(19.69%)	$ 877	0.44%	0.10%	1.97%
9/30/21	10.15	0.10	2.70	2.80	(0.20)	(0.42)	(0.62)	12.33	28.35%	1,523	0.43%	0.10%	0.79%
9/30/20	10.73	0.17	0.43	0.60	(0.22)	(0.96)	(1.18)	10.15	5.34%	643	0.49%	0.10%	1.72%
9/30/19	12.04	0.17	(0.08)^aa	0.09	(0.31)	(1.09)	(1.40)	10.73	3.02%	534	0.51%	0.10%	1.61%
9/30/18	11.71	0.15	0.96	1.11	(0.42)	(0.36)	(0.78)	12.04	9.84%	231	0.59%	0.11%	1.24%
Service Class
9/30/22	$ 12.38	$ 0.23	$ (2.31)	$ (2.08)	$ (0.41)	$ (1.27)	$ (1.68)	$ 8.62	(19.85%)	$ 2,666	0.54%	0.20%	2.12%
9/30/21	10.18	0.13	2.68	2.81	(0.19)	(0.42)	(0.61)	12.38	28.34%	3,260	0.53%	0.20%	1.11%
9/30/20	10.75	0.18	0.40	0.58	(0.19)	(0.96)	(1.15)	10.18	5.15%	2,498	0.59%	0.20%	1.77%
9/30/19	12.05	0.28	(0.19)^aa	0.09	(0.30)	(1.09)	(1.39)	10.75	2.99%	2,291	0.61%	0.20%	2.63%
9/30/18	11.72	0.18	0.93	1.11	(0.42)	(0.36)	(0.78)	12.05	9.78%	5,512	0.69%	0.22%	1.55%

	Year ended September 30
	2022	2021	2020	2019	2018
Portfolio turnover rate	64%	38%	89%	50%	62%

c	Per share amount calculated on the average shares method.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

w	Expenses of the underlying funds are not included in the Fund’s expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying fund.

aa	The amount shown for a share outstanding does not correspond with the aggregate net realized and unrealized gain (loss) for the period due to the timing of purchases and redemptions of Fund shares in relation to the fluctuating market values of the Fund.

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

140

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers^w	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Administrative Class
9/30/22	$ 12.28	$ 0.20	$ (2.27)	$ (2.07)	$ (0.40)	$ (1.27)	$ (1.67)	$ 8.54	(19.92%)	$ 8,852	0.64%	0.30%	1.87%
9/30/21	10.11	0.10	2.67	2.77	(0.18)	(0.42)	(0.60)	12.28	28.13%	10,954	0.63%	0.30%	0.85%
9/30/20	10.69	0.16	0.42	0.58	(0.20)	(0.96)	(1.16)	10.11	5.13%	7,482	0.69%	0.30%	1.61%
9/30/19	12.00	0.21	(0.14)^aa	0.07	(0.29)	(1.09)	(1.38)	10.69	2.79%	8,364	0.71%	0.30%	1.98%
9/30/18	11.67	0.18	0.92	1.10	(0.41)	(0.36)	(0.77)	12.00	9.73%	6,286	0.79%	0.32%	1.52%
Class R4
9/30/22	$ 12.20	$ 0.19	$ (2.25)	$ (2.06)	$ (0.38)	$ (1.27)	$ (1.65)	$ 8.49	(19.98%)	$ 5,976	0.79%	0.45%	1.76%
9/30/21	10.04	0.11	2.63	2.74	(0.16)	(0.42)	(0.58)	12.20	28.02%	7,822	0.78%	0.45%	0.92%
9/30/20	10.64	0.22	0.33	0.55	(0.19)	(0.96)	(1.15)	10.04	4.85%	6,887	0.84%	0.45%	2.20%
9/30/19	11.94	0.21	(0.14)^aa	0.07	(0.28)	(1.09)	(1.37)	10.64	2.75%	12,251	0.86%	0.45%	2.02%
9/30/18	11.62	0.14	0.93	1.07	(0.39)	(0.36)	(0.75)	11.94	9.50%	11,111	0.94%	0.47%	1.19%
Class A
9/30/22	$ 12.23	$ 0.14	$ (2.26)	$ (2.12)	$ (0.17)	$ (1.27)	$ (1.44)	$ 8.67	(19.98%)	$ 1,265	0.89%	0.55%	1.27%
9/30/21	10.08	0.11	2.62	2.73	(0.16)	(0.42)	(0.58)	12.23	27.80%	6,298	0.88%	0.55%	0.96%
9/30/20	10.67	0.13	0.42	0.55	(0.18)	(0.96)	(1.14)	10.08	4.83%	10,137	0.94%	0.55%	1.29%
9/30/19	11.97	0.16	(0.11)^aa	0.05	(0.26)	(1.09)	(1.35)	10.67	2.55%	7,587	0.96%	0.55%	1.57%
9/30/18	11.64	0.12	0.94	1.06	(0.37)	(0.36)	(0.73)	11.97	9.41%	7,070	1.04%	0.57%	1.02%
Class R3
9/30/22	$ 12.12	$ 0.15	$ (2.23)	$ (2.08)	$ (0.35)	$ (1.27)	$ (1.62)	$ 8.42	(20.23%)	$ 20,114	1.04%	0.70%	1.46%
9/30/21	9.99	0.09	2.60	2.69	(0.14)	(0.42)	(0.56)	12.12	27.60%	23,885	1.03%	0.70%	0.76%
9/30/20	10.58	0.11	0.42	0.53	(0.16)	(0.96)	(1.12)	9.99	4.69%	24,149	1.09%	0.70%	1.17%
9/30/19	11.88	0.19	(0.15)^aa	0.04	(0.25)	(1.09)	(1.34)	10.58	2.44%	22,185	1.11%	0.70%	1.79%
9/30/18	11.57	0.13	0.90	1.03	(0.36)	(0.36)	(0.72)	11.88	9.22%	21,236	1.19%	0.72%	1.10%

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

141

MassMutual RetireSMART^SM by JPMorgan 2060 Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers^w	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 12.03	$ 0.24	$ (2.27)	$ (2.03)	$ (0.41)	$ (1.05)	$ (1.46)	$ 8.54	(19.60%)	$ 11,505	0.95%	0.00%	2.31%
9/30/21	9.91	0.15	2.59	2.74	(0.20)	(0.42)	(0.62)	12.03	28.43%	14,808	1.07%	0.00%	1.29%
9/30/20	10.53	0.20	0.39	0.59	(0.23)	(0.98)	(1.21)	9.91	5.39%	10,758	1.32%	0.00%	2.06%
9/30/19	11.92	0.28	(0.19)	0.09	(0.32)	(1.16)	(1.48)	10.53	3.15%	10,904	1.57%	0.00%	2.70%
9/30/18	11.40	0.22	0.89	1.11	(0.39)	(0.20)	(0.59)	11.92	10.03%	11,994	1.68%	0.02%	1.90%
Class R5
9/30/22	$ 12.00	$ 0.22	$ (2.26)	$ (2.04)	$ (0.37)	$ (1.05)	$ (1.42)	$ 8.54	(19.72%)	$ 194	1.05%	0.10%	2.05%
9/30/21	9.89	0.13	2.59	2.72	(0.19)	(0.42)	(0.61)	12.00	28.27%	1,352	1.17%	0.10%	1.12%
9/30/20	10.51	0.25	0.33	0.58	(0.22)	(0.98)	(1.20)	9.89	5.33%	764	1.42%	0.10%	2.51%
9/30/19	11.91	0.10	(0.03)	0.07	(0.31)	(1.16)	(1.47)	10.51	2.96%	1,257	1.67%	0.10%	1.01%
9/30/18	11.39	0.13	0.97	1.10	(0.38)	(0.20)	(0.58)	11.91	9.94%	319	1.78%	0.11%	1.09%
Service Class
9/30/22	$ 11.97	$ 0.21	$ (2.24)	$ (2.03)	$ (0.40)	$ (1.05)	$ (1.45)	$ 8.49	(19.75%)	$ 1,215	1.15%	0.20%	1.97%
9/30/21	9.87	0.12	2.58	2.70	(0.18)	(0.42)	(0.60)	11.97	28.15%	2,047	1.27%	0.21%	1.03%
9/30/20	10.49	0.12	0.45	0.57	(0.21)	(0.98)	(1.19)	9.87	5.23%	1,453	1.52%	0.20%	1.20%
9/30/19	11.90	0.32	(0.27)	0.05	(0.30)	(1.16)	(1.46)	10.49	2.79%	529	1.77%	0.20%	3.10%
9/30/18	11.38	0.12	0.98	1.10	(0.38)	(0.20)	(0.58)	11.90	9.88%	668	1.88%	0.21%	1.01%

	Year ended September 30
	2022	2021	2020	2019	2018
Portfolio turnover rate	78%	38%	77%	51%	58%

c	Per share amount calculated on the average shares method.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

w	Expenses of the underlying funds are not included in the Fund’s expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying fund.

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

142

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers^w	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Administrative Class
9/30/22	$ 11.95	$ 0.19	$ (2.25)	$ (2.06)	$ (0.38)	$ (1.05)	$ (1.43)	$ 8.46	(19.96%)	$ 1,788	1.25%	0.30%	1.81%
9/30/21	9.85	0.09	2.60	2.69	(0.17)	(0.42)	(0.59)	11.95	28.08%	2,210	1.37%	0.33%	0.79%
9/30/20	10.48	0.12	0.43	0.55	(0.20)	(0.98)	(1.18)	9.85	5.07%	1,304	1.62%	0.30%	1.29%
9/30/19	11.87	0.20	(0.15)	0.05	(0.28)	(1.16)	(1.44)	10.48	2.81%	665	1.87%	0.30%	1.97%
9/30/18	11.36	0.17	0.91	1.08	(0.37)	(0.20)	(0.57)	11.87	9.71%	448	1.98%	0.32%	1.47%
Class R4
9/30/22	$ 11.94	$ 0.18	$ (2.25)	$ (2.07)	$ (0.36)	$ (1.05)	$ (1.41)	$ 8.46	(20.02%)	$ 923	1.40%	0.45%	1.74%
9/30/21	9.85	0.11	2.57	2.68	(0.17)	(0.42)	(0.59)	11.94	27.90%	1,019	1.52%	0.45%	0.92%
9/30/20	10.47	0.12	0.42	0.54	(0.18)	(0.98)	(1.16)	9.85	4.97%	769	1.77%	0.45%	1.26%
9/30/19	11.87	0.14	(0.11)	0.03	(0.27)	(1.16)	(1.43)	10.47	2.60%	374	2.02%	0.45%	1.36%
9/30/18	11.36	0.14	0.92	1.06	(0.35)	(0.20)	(0.55)	11.87	9.58%	255	2.13%	0.47%	1.24%
Class A
9/30/22	$ 11.89	$ 0.20	$ (2.28)	$ (2.08)	$ (0.28)	$ (1.05)	$ (1.33)	$ 8.48	(20.10%)	$ 329	1.50%	0.55%	1.86%
9/30/21	9.83	0.12	2.52	2.64	(0.16)	(0.42)	(0.58)	11.89	27.59%	613	1.62%	0.59%	1.04%
9/30/20	10.46	0.07	0.46	0.53	(0.18)	(0.98)	(1.16)	9.83	4.89%	1,190	1.87%	0.55%	0.74%
9/30/19	11.86	0.19	(0.17)	0.02	(0.26)	(1.16)	(1.42)	10.46	2.50%	437	2.12%	0.55%	1.84%
9/30/18	11.35	0.10	0.95	1.05	(0.34)	(0.20)	(0.54)	11.86	9.47%	304	2.23%	0.56%	0.89%
Class R3
9/30/22	$ 11.87	$ 0.14	$ (2.22)	$ (2.08)	$ (0.32)	$ (1.05)	$ (1.37)	$ 8.42	(20.18%)	$ 1,343	1.65%	0.70%	1.34%
9/30/21	9.80	0.12	2.51	2.63	(0.14)	(0.42)	(0.56)	11.87	27.53%	1,510	1.77%	0.70%	1.03%
9/30/20	10.41	0.08	0.43	0.51	(0.14)	(0.98)	(1.12)	9.80	4.66%	1,885	2.02%	0.70%	0.89%
9/30/19	11.80	0.14	(0.12)	0.02	(0.25)	(1.16)	(1.41)	10.41	2.49%	1,096	2.27%	0.70%	1.38%
9/30/18	11.32	0.08	0.94	1.02	(0.34)	(0.20)	(0.54)	11.80	9.20%	800	2.38%	0.72%	0.73%

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

143

MassMutual Select T. Rowe Price Retirement Balanced Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers^w	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 17.72	$ 0.46	$ (2.83)	$ (2.37)	$ (0.65)	$ (1.08)	$ (1.73)	$ 13.62	(14.93%)	$ 20,187	0.40%	0.27%	2.90%
9/30/21	16.19	0.25	2.00	2.25	(0.36)	(0.36)	(0.72)	17.72	14.19%	25,173	0.40%	0.27%	1.42%
9/30/20	15.46	0.31	0.91	1.22	(0.38)	(0.11)	(0.49)	16.19	8.01%	18,598	0.19%	0.06%	2.03%
9/30/19	15.22	0.29	0.44	0.73	(0.36)	(0.13)	(0.49)	15.46	5.24%	14,363	0.27%	0.01%	1.94%
9/30/18^g	15.00	0.02	0.20	0.22	—	—	—	15.22	1.47%^b	5,429	0.41%^a	0.00%^a	0.25%^a
Class M5
9/30/22	$ 17.73	$ 0.42	$ (2.83)	$ (2.41)	$ (0.61)	$ (1.08)	$ (1.69)	$ 13.63	(15.09%)	$ 126,517	0.55%	0.42%	2.66%
9/30/21	16.20	0.23	2.00	2.23	(0.34)	(0.36)	(0.70)	17.73	14.02%	152,253	0.55%	0.42%	1.30%
9/30/20	15.48	0.34	0.85	1.19	(0.36)	(0.11)	(0.47)	16.20	7.85%	126,059	0.33%	0.20%	2.17%
9/30/19	15.21	0.08	0.64	0.72	(0.32)	(0.13)	(0.45)	15.48	5.11%	118,872	0.42%	0.16%	0.53%
9/30/18^g	15.00	0.01	0.20	0.21	—	—	—	15.21	1.40%^b	9,189	0.56%^a	0.15%^a	0.09%^a
Class M4
9/30/22	$ 17.66	$ 0.40	$ (2.85)	$ (2.45)	$ (0.48)	$ (1.08)	$ (1.56)	$ 13.65	(15.28%)	$ 7,314	0.80%	0.67%	2.50%
9/30/21	16.13	0.22	1.97	2.19	(0.30)	(0.36)	(0.66)	17.66	13.80%	14,092	0.80%	0.67%	1.27%
9/30/20	15.42	0.30	0.84	1.14	(0.32)	(0.11)	(0.43)	16.13	7.52%	19,598	0.58%	0.45%	1.94%
9/30/19	15.18	0.27	0.41	0.68	(0.31)	(0.13)	(0.44)	15.42	4.85%	17,961	0.67%	0.40%	1.79%
9/30/18^g	15.00	(0.02)	0.20	0.18	—	—	—	15.18	1.20%^b	14,251	0.81%^a	0.40%^a	(0.16%)^a
Class M3
9/30/22	$ 17.65	$ 0.33	$ (2.81)	$ (2.48)	$ (0.52)	$ (1.08)	$ (1.60)	$ 13.57	(15.55%)	$ 4,113	1.05%	0.92%	2.11%
9/30/21	16.11	0.13	2.01	2.14	(0.24)	(0.36)	(0.60)	17.65	13.47%	6,265	1.05%	0.92%	0.74%
9/30/20	15.39	0.28	0.82	1.10	(0.27)	(0.11)	(0.38)	16.11	7.27%	6,073	0.83%	0.70%	1.79%
9/30/19	15.16	0.25	0.39	0.64	(0.28)	(0.13)	(0.41)	15.39	4.61%	7,417	0.92%	0.66%	1.68%
9/30/18^g	15.00	(0.04)	0.20	0.16	—	—	—	15.16	1.07%^b	6,340	1.06%^a	0.65%^a	(0.41%)^a

	Year ended September 30
	2022	2021	2020	2019	Period ended September 30, 2018^b
Portfolio turnover rate	34%	38%	50%	19%	60%

a	Annualized.

b	Percentage represents the results for the period and is not annualized.

c	Per share amount calculated on the average shares method.

g	For the period February 16, 2018 (commencement of operations) through September 30, 2018.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

w	Expenses of the underlying funds are not included in the Fund’s expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying fund.

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

144

MassMutual Select T. Rowe Price Retirement 2005 Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers^w	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 17.52	$ 0.39	$ (2.66)	$ (2.27)	$ (0.62)	$ (2.18)	$ (2.80)	$ 12.45	(15.62%)	$ 15,173	0.42%	0.28%	2.65%
9/30/21	16.24	0.30	1.84	2.14	(0.38)	(0.48)	(0.86)	17.52	13.48%	17,418	0.42%	0.28%	1.74%
9/30/20	15.74	0.34	0.85	1.19	(0.43)	(0.26)	(0.69)	16.24	7.74%	19,736	0.62%	0.06%	2.21%
9/30/19	15.19	0.21	0.66	0.87	(0.29)	(0.03)	(0.32)	15.74	5.96%	13,386	0.87%	0.02%	1.40%
9/30/18^g	15.00	0.04	0.15	0.19	—	—	—	15.19	1.27%^b	4,932	2.26%^a	0.00%^a	0.38%^a
Class M5
9/30/22	$ 17.48	$ 0.41	$ (2.69)	$ (2.28)	$ (0.60)	$ (2.18)	$ (2.78)	$ 12.42	(15.73%)	$ 5,681	0.57%	0.43%	2.79%
9/30/21	16.20	0.24	1.87	2.11	(0.35)	(0.48)	(0.83)	17.48	13.33%	7,783	0.57%	0.43%	1.39%
9/30/20	15.71	0.41	0.75	1.16	(0.41)	(0.26)	(0.67)	16.20	7.55%	8,440	0.77%	0.20%	2.63%
9/30/19	15.17	0.34	0.50	0.84	(0.27)	(0.03)	(0.30)	15.71	5.80%	8,422	1.03%	0.16%	2.26%
9/30/18^g	15.00	0.02	0.15	0.17	—	—	—	15.17	1.13%^b	7,754	2.41%^a	0.15%^a	0.21%^a
Class M4
9/30/22	$ 17.46	$ 0.36	$ (2.68)	$ (2.32)	$ (0.54)	$ (2.18)	$ (2.72)	$ 12.42	(15.93%)	$ 2,073	0.82%	0.68%	2.46%
9/30/21	16.17	0.21	1.86	2.07	(0.30)	(0.48)	(0.78)	17.46	13.07%	3,096	0.82%	0.68%	1.22%
9/30/20	15.69	0.36	0.76	1.12	(0.38)	(0.26)	(0.64)	16.17	7.29%	3,455	1.02%	0.45%	2.30%
9/30/19	15.15	0.25	0.56	0.81	(0.24)	(0.03)	(0.27)	15.69	5.53%	3,138	1.28%	0.41%	1.64%
9/30/18^g	15.00	(0.00)^d	0.15	0.15	—	—	—	15.15	1.00%^b	2,059	2.66%^a	0.40%^a	(0.05%)^a
Class M3
9/30/22	$ 17.39	$ 0.29	$ (2.64)	$ (2.35)	$ (0.52)	$ (2.18)	$ (2.70)	$ 12.34	(16.17%)	$ 1,453	1.07%	0.93%	2.01%
9/30/21	16.11	0.12	1.90	2.02	(0.26)	(0.48)	(0.74)	17.39	12.77%	1,603	1.07%	0.93%	0.72%
9/30/20	15.64	0.32	0.76	1.08	(0.35)	(0.26)	(0.61)	16.11	7.01%	1,227	1.27%	0.69%	2.07%
9/30/19	15.12	0.22	0.55	0.77	(0.22)	(0.03)	(0.25)	15.64	5.28%	1,539	1.53%	0.66%	1.45%
9/30/18^g	15.00	(0.03)	0.15	0.12	—	—	—	15.12	0.80%^b	895	2.91%^a	0.65%^a	(0.30%)^a

	Year ended September 30
	2022	2021	2020	2019	Period ended September 30, 2018^b
Portfolio turnover rate	37%	54%	59%	41%	39%

a	Annualized.

b	Percentage represents the results for the period and is not annualized.

c	Per share amount calculated on the average shares method.

d	Amount is less than $0.005 per share.

g	For the period February 16, 2018 (commencement of operations) through September 30, 2018.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

w	Expenses of the underlying funds are not included in the Fund’s expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying fund.

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

145

MassMutual Select T. Rowe Price Retirement 2010 Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers^w	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 17.63	$ 0.39	$ (2.90)	$ (2.51)	$ (0.62)	$ (1.27)	$ (1.89)	$ 13.23	(16.02%)	$ 63,308	0.42%	0.28%	2.51%
9/30/21	16.05	0.27	2.05	2.32	(0.37)	(0.37)	(0.74)	17.63	14.74%	75,734	0.42%	0.28%	1.55%
9/30/20	15.66	0.37	0.85	1.22	(0.43)	(0.40)	(0.83)	16.05	8.02%	72,187	0.20%	0.05%	2.40%
9/30/19	15.20	0.34	0.50	0.84	(0.37)	(0.01)	(0.38)	15.66	5.84%	65,842	0.16%	0.01%	2.26%
9/30/18^g	15.00	0.02	0.18	0.20	—	—	—	15.20	1.33%^b	19,842	0.26%^a	0.00%^a	0.33%^a
Class M5
9/30/22	$ 17.61	$ 0.47	$ (2.99)	$ (2.52)	$ (0.61)	$ (1.27)	$ (1.88)	$ 13.21	(16.10%)	$ 20,741	0.57%	0.43%	2.98%
9/30/21	16.03	0.21	2.08	2.29	(0.34)	(0.37)	(0.71)	17.61	14.57%	32,649	0.57%	0.43%	1.20%
9/30/20	15.65	0.39	0.80	1.19	(0.41)	(0.40)	(0.81)	16.03	7.81%	28,892	0.34%	0.20%	2.53%
9/30/19	15.19	0.36	0.46	0.82	(0.35)	(0.01)	(0.36)	15.65	5.70%	30,690	0.31%	0.16%	2.43%
9/30/18^g	15.00	0.01	0.18	0.19	—	—	—	15.19	1.27%^b	32,952	0.41%^a	0.15%^a	0.16%^a
Class M4
9/30/22	$ 17.56	$ 0.38	$ (2.96)	$ (2.58)	$ (0.51)	$ (1.27)	$ (1.78)	$ 13.20	(16.40%)	$ 10,567	0.82%	0.68%	2.45%
9/30/21	15.99	0.23	2.02	2.25	(0.31)	(0.37)	(0.68)	17.56	14.35%	26,545	0.82%	0.68%	1.37%
9/30/20	15.61	0.33	0.82	1.15	(0.37)	(0.40)	(0.77)	15.99	7.56%	30,398	0.60%	0.45%	2.16%
9/30/19	15.17	0.31	0.46	0.77	(0.32)	(0.01)	(0.33)	15.61	5.37%	23,473	0.56%	0.41%	2.06%
9/30/18^g	15.00	(0.01)	0.18	0.17	—	—	—	15.17	1.13%^b	20,459	0.66%^a	0.40%^a	(0.08%)^a
Class M3
9/30/22	$ 17.56	$ 0.35	$ (2.95)	$ (2.60)	$ (0.51)	$ (1.27)	$ (1.78)	$ 13.18	(16.57%)	$ 8,647	1.07%	0.93%	2.28%
9/30/21	15.99	0.15	2.04	2.19	(0.25)	(0.37)	(0.62)	17.56	13.97%	13,883	1.07%	0.93%	0.90%
9/30/20	15.59	0.25	0.87	1.12	(0.32)	(0.40)	(0.72)	15.99	7.34%	14,512	0.85%	0.70%	1.62%
9/30/19	15.14	0.26	0.48	0.74	(0.28)	(0.01)	(0.29)	15.59	5.15%	13,737	0.81%	0.66%	1.74%
9/30/18^g	15.00	(0.04)	0.18	0.14	—	—	—	15.14	0.93%^b	15,085	0.91%^a	0.65%^a	(0.33%)^a

	Year ended September 30
	2022	2021	2020	2019	Period ended September 30, 2018^b
Portfolio turnover rate	34%	33%	53%	27%	14%

a	Annualized.

b	Percentage represents the results for the period and is not annualized.

c	Per share amount calculated on the average shares method.

g	For the period February 16, 2018 (commencement of operations) through September 30, 2018.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

w	Expenses of the underlying funds are not included in the Fund’s expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying fund.

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

146

MassMutual Select T. Rowe Price Retirement 2015 Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers^w	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 17.97	$ 0.36	$ (2.99)	$ (2.63)	$ (0.62)	$ (1.15)	$ (1.77)	$ 13.57	(16.38%)	$ 65,438	0.44%	0.30%	2.29%
9/30/21	16.17	0.24	2.32	2.56	(0.35)	(0.41)	(0.76)	17.97	16.19%	78,555	0.44%	0.32%	1.35%
9/30/20	15.64	0.35	0.93	1.28	(0.41)	(0.34)	(0.75)	16.17	8.40%	65,346	0.20%	0.06%	2.29%
9/30/19	15.21	0.30	0.49	0.79	(0.34)	(0.02)	(0.36)	15.64	5.52%	56,389	0.17%	0.01%	1.99%
9/30/18^g	15.00	0.02	0.19	0.21	—	—	—	15.21	1.40%^b	27,304	0.34%^a	0.00%^a	0.29%^a
Class M5
9/30/22	$ 17.94	$ 0.42	$ (3.07)	$ (2.65)	$ (0.60)	$ (1.15)	$ (1.75)	$ 13.54	(16.50%)	$ 39,275	0.59%	0.45%	2.64%
9/30/21	16.14	0.21	2.32	2.53	(0.32)	(0.41)	(0.73)	17.94	16.05%	64,169	0.59%	0.47%	1.21%
9/30/20	15.62	0.36	0.89	1.25	(0.39)	(0.34)	(0.73)	16.14	8.19%	53,926	0.35%	0.21%	2.30%
9/30/19	15.19	0.32	0.46	0.78	(0.33)	(0.02)	(0.35)	15.62	5.44%	52,284	0.32%	0.16%	2.14%
9/30/18^g	15.00	0.01	0.18	0.19	—	—	—	15.19	1.27%^b	53,386	0.49%^a	0.15%^a	0.14%^a
Class M4
9/30/22	$ 17.92	$ 0.35	$ (3.04)	$ (2.69)	$ (0.52)	$ (1.15)	$ (1.67)	$ 13.56	(16.68%)	$ 5,066	0.84%	0.70%	2.21%
9/30/21	16.12	0.19	2.30	2.49	(0.28)	(0.41)	(0.69)	17.92	15.74%	11,856	0.84%	0.72%	1.07%
9/30/20	15.60	0.31	0.89	1.20	(0.34)	(0.34)	(0.68)	16.12	7.89%	12,857	0.60%	0.46%	2.03%
9/30/19	15.17	0.23	0.51	0.74	(0.29)	(0.02)	(0.31)	15.60	5.15%	13,738	0.57%	0.41%	1.52%
9/30/18^g	15.00	(0.01)	0.18	0.17	—	—	—	15.17	1.13%^b	11,781	0.74%^a	0.40%^a	(0.12%)^a
Class M3
9/30/22	$ 17.87	$ 0.32	$ (3.04)	$ (2.72)	$ (0.51)	$ (1.15)	$ (1.66)	$ 13.49	(16.89%)	$ 4,452	1.09%	0.95%	2.01%
9/30/21	16.08	0.13	2.31	2.44	(0.24)	(0.41)	(0.65)	17.87	15.46%	6,990	1.09%	0.97%	0.76%
9/30/20	15.56	0.30	0.87	1.17	(0.31)	(0.34)	(0.65)	16.08	7.65%	7,211	0.85%	0.70%	1.96%
9/30/19	15.15	0.28	0.41	0.69	(0.26)	(0.02)	(0.28)	15.56	4.84%	8,621	0.82%	0.66%	1.89%
9/30/18^g	15.00	(0.04)	0.19	0.15	—	—	—	15.15	1.00%^b	7,694	0.99%^a	0.65%^a	(0.37%)^a

	Year ended September 30
	2022	2021	2020	2019	Period ended September 30, 2018^b
Portfolio turnover rate	35%	35%	57%	32%	19%

a	Annualized.

b	Percentage represents the results for the period and is not annualized.

c	Per share amount calculated on the average shares method.

g	For the period February 16, 2018 (commencement of operations) through September 30, 2018.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

w	Expenses of the underlying funds are not included in the Fund’s expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying fund.

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

147

MassMutual Select T. Rowe Price Retirement 2020 Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers^w	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 18.31	$ 0.34	$ (3.04)	$ (2.70)	$ (0.64)	$ (1.49)	$ (2.13)	$ 13.48	(16.84%)	$ 267,728	0.47%	0.31%	2.16%
9/30/21	16.22	0.22	2.62	2.84	(0.34)	(0.41)	(0.75)	18.31	17.87%	303,954	0.47%	0.35%	1.25%
9/30/20	15.63	0.33	0.99	1.32	(0.39)	(0.34)	(0.73)	16.22	8.63%	265,328	0.12%	0.07%	2.11%
9/30/19	15.23	0.27	0.47	0.74	(0.33)	(0.01)	(0.34)	15.63	5.20%	219,375	0.05%	0.02%	1.81%
9/30/18^g	15.00	0.02	0.21	0.23	—	—	—	15.23	1.53%^b	110,027	0.05%^a	0.00%^a	0.25%^a
Class M5
9/30/22	$ 18.29	$ 0.47	$ (3.19)	$ (2.72)	$ (0.62)	$ (1.49)	$ (2.11)	$ 13.46	(16.98%)	$ 137,211	0.62%	0.47%	2.89%
9/30/21	16.20	0.19	2.62	2.81	(0.31)	(0.41)	(0.72)	18.29	17.71%	282,667	0.62%	0.50%	1.05%
9/30/20	15.61	0.34	0.96	1.30	(0.37)	(0.34)	(0.71)	16.20	8.49%	257,134	0.26%	0.21%	2.17%
9/30/19	15.21	0.29	0.43	0.72	(0.31)	(0.01)	(0.32)	15.61	5.07%	251,317	0.20%	0.17%	1.93%
9/30/18^g	15.00	0.01	0.20	0.21	—	—	—	15.21	1.40%^b	243,194	0.20%^a	0.15%^a	0.09%^a
Class M4
9/30/22	$ 18.24	$ 0.33	$ (3.09)	$ (2.76)	$ (0.53)	$ (1.49)	$ (2.02)	$ 13.46	(17.15%)	$ 70,876	0.87%	0.72%	2.07%
9/30/21	16.17	0.19	2.57	2.76	(0.28)	(0.41)	(0.69)	18.24	17.38%	139,862	0.87%	0.75%	1.08%
9/30/20	15.58	0.30	0.96	1.26	(0.33)	(0.34)	(0.67)	16.17	8.24%	159,246	0.51%	0.46%	1.92%
9/30/19	15.19	0.26	0.42	0.68	(0.28)	(0.01)	(0.29)	15.58	4.79%	147,162	0.45%	0.42%	1.77%
9/30/18^g	15.00	(0.01)	0.20	0.19	—	—	—	15.19	1.27%^b	136,540	0.45%^a	0.40%^a	(0.16%)^a
Class M3
9/30/22	$ 18.24	$ 0.30	$ (3.10)	$ (2.80)	$ (0.50)	$ (1.49)	$ (1.99)	$ 13.45	(17.37%)	$ 36,043	1.12%	0.97%	1.86%
9/30/21	16.16	0.12	2.58	2.70	(0.21)	(0.41)	(0.62)	18.24	17.02%	55,402	1.12%	1.00%	0.66%
9/30/20	15.56	0.25	0.97	1.22	(0.28)	(0.34)	(0.62)	16.16	8.01%	65,611	0.76%	0.71%	1.65%
9/30/19	15.17	0.21	0.43	0.64	(0.24)	(0.01)	(0.25)	15.56	4.49%	74,882	0.70%	0.67%	1.39%
9/30/18^g	15.00	(0.04)	0.21	0.17	—	—	—	15.17	1.13%^b	76,167	0.70%^a	0.65%^a	(0.41%)^a

	Year ended September 30
	2022	2021	2020	2019	Period ended September 30, 2018^b
Portfolio turnover rate	35%	35%	53%	19%	11%

a	Annualized.

b	Percentage represents the results for the period and is not annualized.

c	Per share amount calculated on the average shares method.

g	For the period February 16, 2018 (commencement of operations) through September 30, 2018.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

w	Expenses of the underlying funds are not included in the Fund’s expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying fund.

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

148

MassMutual Select T. Rowe Price Retirement 2025 Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers^w	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 19.04	$ 0.31	$ (3.31)	$ (3.00)	$ (0.66)	$ (1.36)	$ (2.02)	$ 14.02	(17.83%)	$ 356,557	0.50%	0.34%	1.88%
9/30/21	16.46	0.20	3.07	3.27	(0.33)	(0.36)	(0.69)	19.04	20.22%	377,165	0.51%	0.39%	1.06%
9/30/20	15.62	0.29	1.15	1.44	(0.36)	(0.24)	(0.60)	16.46	9.35%	284,762	0.14%	0.08%	1.89%
9/30/19	15.23	0.22	0.47	0.69	(0.29)	(0.01)	(0.30)	15.62	4.91%	202,728	0.06%	0.02%	1.43%
9/30/18^g	15.00	0.02	0.21	0.23	—	—	—	15.23	1.53%^b	81,689	0.09%^a	0.00%^a	0.20%^a
Class M5
9/30/22	$ 19.01	$ 0.45	$ (3.48)	$ (3.03)	$ (0.63)	$ (1.36)	$ (1.99)	$ 13.99	(17.99%)	$ 83,947	0.65%	0.50%	2.63%
9/30/21	16.43	0.17	3.07	3.24	(0.30)	(0.36)	(0.66)	19.01	20.08%	195,342	0.66%	0.54%	0.93%
9/30/20	15.60	0.32	1.09	1.41	(0.34)	(0.24)	(0.58)	16.43	9.15%	158,255	0.27%	0.22%	2.07%
9/30/19	15.22	0.26	0.41	0.67	(0.28)	(0.01)	(0.29)	15.60	4.72%	154,071	0.21%	0.16%	1.73%
9/30/18^g	15.00	0.00^d	0.22	0.22	—	—	—	15.22	1.47%^b	147,045	0.24%^a	0.15%^a	0.05%^a
Class M4
9/30/22	$ 18.96	$ 0.30	$ (3.36)	$ (3.06)	$ (0.57)	$ (1.36)	$ (1.93)	$ 13.97	(18.16%)	$ 51,635	0.90%	0.75%	1.81%
9/30/21	16.40	0.14	3.04	3.18	(0.26)	(0.36)	(0.62)	18.96	19.73%	98,755	0.91%	0.79%	0.76%
9/30/20	15.58	0.26	1.11	1.37	(0.31)	(0.24)	(0.55)	16.40	8.85%	89,755	0.53%	0.48%	1.69%
9/30/19	15.20	0.20	0.44	0.64	(0.25)	(0.01)	(0.26)	15.58	4.48%	81,705	0.46%	0.41%	1.33%
9/30/18^g	15.00	(0.02)	0.22	0.20	—	—	—	15.20	1.33%^b	61,589	0.49%^a	0.40%^a	(0.20%)^a
Class M3
9/30/22	$ 18.90	$ 0.26	$ (3.36)	$ (3.10)	$ (0.52)	$ (1.36)	$ (1.88)	$ 13.92	(18.37%)	$ 35,432	1.15%	1.00%	1.57%
9/30/21	16.35	0.10	3.02	3.12	(0.21)	(0.36)	(0.57)	18.90	19.41%	51,074	1.16%	1.04%	0.57%
9/30/20	15.53	0.25	1.08	1.33	(0.27)	(0.24)	(0.51)	16.35	8.62%	55,244	0.77%	0.72%	1.59%
9/30/19	15.17	0.16	0.44	0.60	(0.23)	(0.01)	(0.24)	15.53	4.23%	64,120	0.71%	0.66%	1.10%
9/30/18^g	15.00	(0.04)	0.21	0.17	—	—	—	15.17	1.13%^b	44,333	0.74%^a	0.65%^a	(0.45%)^a

	Year ended September 30
	2022	2021	2020	2019	Period ended September 30, 2018^b
Portfolio turnover rate	38%	40%	42%	14%	10%

a	Annualized.

b	Percentage represents the results for the period and is not annualized.

c	Per share amount calculated on the average shares method.

d	Amount is less than $0.005 per share.

g	For the period February 16, 2018 (commencement of operations) through September 30, 2018.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

w	Expenses of the underlying funds are not included in the Fund’s expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying fund.

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

149

MassMutual Select T. Rowe Price Retirement 2030 Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers^w	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 19.67	$ 0.25	$ (3.65)	$ (3.40)	$ (0.69)	$ (1.21)	$ (1.90)	$ 14.37	(19.32%)	$ 627,370	0.53%	0.37%	1.44%
9/30/21	16.54	0.17	3.54	3.71	(0.31)	(0.27)	(0.58)	19.67	22.79%	582,489	0.54%	0.43%	0.88%
9/30/20	15.60	0.27	1.23	1.50	(0.34)	(0.22)	(0.56)	16.54	9.78%	432,292	0.13%	0.09%	1.74%
9/30/19	15.23	0.20	0.45	0.65	(0.28)	(0.00)^d	(0.28)	15.60	4.61%	329,602	0.04%	0.01%	1.37%
9/30/18^g	15.00	0.01	0.22	0.23	—	—	—	15.23	1.53%^b	148,473	0.04%^a	0.00%^a	0.16%^a
Class M5
9/30/22	$ 19.65	$ 0.37	$ (3.81)	$ (3.44)	$ (0.66)	$ (1.21)	$ (1.87)	$ 14.34	(19.51%)	$ 322,959	0.69%	0.54%	2.09%
9/30/21	16.52	0.13	3.55	3.68	(0.28)	(0.27)	(0.55)	19.65	22.65%	646,934	0.69%	0.58%	0.67%
9/30/20	15.58	0.28	1.20	1.48	(0.32)	(0.22)	(0.54)	16.52	9.65%	489,123	0.27%	0.23%	1.77%
9/30/19	15.22	0.23	0.39	0.62	(0.26)	(0.00)^d	(0.26)	15.58	4.41%	434,061	0.19%	0.16%	1.53%
9/30/18^g	15.00	0.00^d	0.22	0.22	—	—	—	15.22	1.47%^b	409,120	0.19%^a	0.15%^a	0.00%^a
Class M4
9/30/22	$ 19.58	$ 0.24	$ (3.71)	$ (3.47)	$ (0.58)	$ (1.21)	$ (1.79)	$ 14.32	(19.66%)	$ 143,393	0.94%	0.79%	1.41%
9/30/21	16.48	0.14	3.48	3.62	(0.25)	(0.27)	(0.52)	19.58	22.29%	291,355	0.94%	0.83%	0.73%
9/30/20	15.55	0.23	1.20	1.43	(0.28)	(0.22)	(0.50)	16.48	9.34%	298,652	0.52%	0.48%	1.51%
9/30/19	15.20	0.20	0.39	0.59	(0.24)	(0.00)^d	(0.24)	15.55	4.16%	247,113	0.44%	0.41%	1.34%
9/30/18^g	15.00	(0.02)	0.22	0.20	—	—	—	15.20	1.33%^b	193,313	0.44%^a	0.40%^a	(0.25%)^a
Class M3
9/30/22	$ 19.59	$ 0.21	$ (3.73)	$ (3.52)	$ (0.55)	$ (1.21)	$ (1.76)	$ 14.31	(19.91%)	$ 79,404	1.19%	1.04%	1.19%
9/30/21	16.46	0.06	3.52	3.58	(0.18)	(0.27)	(0.45)	19.59	22.06%	112,891	1.19%	1.08%	0.34%
9/30/20	15.53	0.20	1.19	1.39	(0.24)	(0.22)	(0.46)	16.46	9.06%	123,936	0.77%	0.73%	1.30%
9/30/19	15.17	0.15	0.41	0.56	(0.20)	(0.00)^d	(0.20)	15.53	3.93%	131,017	0.69%	0.66%	1.01%
9/30/18^g	15.00	(0.05)	0.22	0.17	—	—	—	15.17	1.13%^b	123,963	0.69%^a	0.65%^a	(0.50%)^a

	Year ended September 30
	2022	2021	2020	2019	Period ended September 30, 2018^b
Portfolio turnover rate	34%	27%	34%	12%	7%

a	Annualized.

b	Percentage represents the results for the period and is not annualized.

c	Per share amount calculated on the average shares method.

d	Amount is less than $0.005 per share.

g	For the period February 16, 2018 (commencement of operations) through September 30, 2018.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

w	Expenses of the underlying funds are not included in the Fund’s expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying fund.

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

150

MassMutual Select T. Rowe Price Retirement 2035 Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers^w	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 20.26	$ 0.22	$ (4.01)	$ (3.79)	$ (0.75)	$ (1.00)	$ (1.75)	$ 14.72	(20.63%)	$ 412,008	0.57%	0.39%	1.24%
9/30/21	16.64	0.14	4.02	4.16	(0.28)	(0.26)	(0.54)	20.26	25.35%	372,474	0.57%	0.44%	0.71%
9/30/20	15.58	0.25	1.30	1.55	(0.32)	(0.17)	(0.49)	16.64	10.08%	250,301	0.15%	0.09%	1.59%
9/30/19	15.24	0.17	0.42	0.59	(0.25)	(0.00)^d	(0.25)	15.58	4.23%	172,985	0.07%	0.02%	1.15%
9/30/18^g	15.00	0.01	0.23	0.24	—	—	—	15.24	1.60%^b	70,756	0.10%^a	0.00%^a	0.12%^a
Class M5
9/30/22	$ 20.22	$ 0.36	$ (4.17)	$ (3.81)	$ (0.73)	$ (1.00)	$ (1.73)	$ 14.68	(20.78%)	$ 98,488	0.72%	0.56%	1.98%
9/30/21	16.62	0.12	3.99	4.11	(0.25)	(0.26)	(0.51)	20.22	25.09%	233,159	0.72%	0.61%	0.62%
9/30/20	15.56	0.26	1.27	1.53	(0.30)	(0.17)	(0.47)	16.62	9.95%	176,646	0.29%	0.23%	1.68%
9/30/19	15.23	0.20	0.37	0.57	(0.24)	(0.00)^d	(0.24)	15.56	4.05%	155,562	0.22%	0.16%	1.31%
9/30/18^g	15.00	(0.00)^d	0.23	0.23	—	—	—	15.23	1.53%^b	136,793	0.25%^a	0.15%^a	(0.03%)^a
Class M4
9/30/22	$ 20.16	$ 0.20	$ (4.04)	$ (3.84)	$ (0.67)	$ (1.00)	$ (1.67)	$ 14.65	(20.92%)	$ 67,260	0.97%	0.81%	1.10%
9/30/21	16.58	0.06	4.00	4.06	(0.22)	(0.26)	(0.48)	20.16	24.81%	120,031	0.97%	0.86%	0.30%
9/30/20	15.53	0.22	1.27	1.49	(0.27)	(0.17)	(0.44)	16.58	9.66%	75,337	0.55%	0.49%	1.38%
9/30/19	15.20	0.16	0.38	0.54	(0.21)	(0.00)^d	(0.21)	15.53	3.81%	65,583	0.47%	0.41%	1.05%
9/30/18^g	15.00	(0.03)	0.23	0.20	—	—	—	15.20	1.33%^b	54,036	0.50%^a	0.40%^a	(0.28%)^a
Class M3
9/30/22	$ 20.13	$ 0.15	$ (4.05)	$ (3.90)	$ (0.58)	$ (1.00)	$ (1.58)	$ 14.65	(21.16%)	$ 36,030	1.22%	1.06%	0.86%
9/30/21	16.55	0.05	3.95	4.00	(0.16)	(0.26)	(0.42)	20.13	24.44%	45,019	1.22%	1.12%	0.25%
9/30/20	15.50	0.19	1.25	1.44	(0.22)	(0.17)	(0.39)	16.55	9.39%	58,793	0.79%	0.73%	1.19%
9/30/19	15.18	0.12	0.39	0.51	(0.19)	(0.00)^d	(0.19)	15.50	3.57%	57,490	0.72%	0.66%	0.80%
9/30/18^g	15.00	(0.05)	0.23	0.18	—	—	—	15.18	1.20%^b	50,119	0.75%^a	0.65%^a	(0.53%)^a

	Year ended September 30
	2022	2021	2020	2019	Period ended September 30, 2018^b
Portfolio turnover rate	27%	21%	27%	12%	9%

a	Annualized.

b	Percentage represents the results for the period and is not annualized.

c	Per share amount calculated on the average shares method.

d	Amount is less than $0.005 per share.

g	For the period February 16, 2018 (commencement of operations) through September 30, 2018.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

w	Expenses of the underlying funds are not included in the Fund’s expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying fund.

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

151

MassMutual Select T. Rowe Price Retirement 2040 Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers^w	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 20.77	$ 0.17	$ (4.26)	$ (4.09)	$ (0.83)	$ (0.91)	$ (1.74)	$ 14.94	(21.66%)	$ 542,666	0.59%	0.41%	0.95%
9/30/21	16.73	0.12	4.41	4.53	(0.25)	(0.24)	(0.49)	20.77	27.48%	416,707	0.59%	0.47%	0.63%
9/30/20	15.56	0.23	1.38	1.61	(0.31)	(0.13)	(0.44)	16.73	10.45%	300,976	0.14%	0.09%	1.49%
9/30/19	15.24	0.16	0.40	0.56	(0.24)	(0.00)^d	(0.24)	15.56	3.97%	223,242	0.04%	0.02%	1.05%
9/30/18^g	15.00	0.01	0.23	0.24	—	—	—	15.24	1.60%^b	99,534	0.05%^a	0.00%^a	0.08%^a
Class M5
9/30/22	$ 20.74	$ 0.32	$ (4.44)	$ (4.12)	$ (0.80)	$ (0.91)	$ (1.71)	$ 14.91	(21.80%)	$ 295,087	0.74%	0.58%	1.69%
9/30/21	16.71	0.07	4.43	4.50	(0.23)	(0.24)	(0.47)	20.74	27.28%	602,095	0.74%	0.64%	0.36%
9/30/20	15.54	0.23	1.36	1.59	(0.29)	(0.13)	(0.42)	16.71	10.32%	405,437	0.29%	0.25%	1.47%
9/30/19	15.23	0.18	0.35	0.53	(0.22)	(0.00)^d	(0.22)	15.54	3.77%	337,741	0.19%	0.16%	1.20%
9/30/18^g	15.00	(0.01)	0.24	0.23	—	—	—	15.23	1.53%^b	316,521	0.20%^a	0.15%^a	(0.07%)^a
Class M4
9/30/22	$ 20.66	$ 0.18	$ (4.35)	$ (4.17)	$ (0.71)	$ (0.91)	$ (1.62)	$ 14.87	(22.03%)	$ 123,661	0.99%	0.83%	0.96%
9/30/21	16.66	0.09	4.35	4.44	(0.20)	(0.24)	(0.44)	20.66	26.97%	249,137	0.99%	0.89%	0.48%
9/30/20	15.50	0.19	1.35	1.54	(0.25)	(0.13)	(0.38)	16.66	10.03%	249,598	0.54%	0.50%	1.22%
9/30/19	15.21	0.15	0.34	0.49	(0.20)	(0.00)^d	(0.20)	15.50	3.48%	189,684	0.44%	0.42%	1.00%
9/30/18^g	15.00	(0.03)	0.24	0.21	—	—	—	15.21	1.40%^b	132,361	0.45%^a	0.40%^a	(0.32%)^a
Class M3
9/30/22	$ 20.67	$ 0.14	$ (4.35)	$ (4.21)	$ (0.67)	$ (0.91)	$ (1.58)	$ 14.88	(22.18%)	$ 65,842	1.24%	1.08%	0.78%
9/30/21	16.65	0.01	4.38	4.39	(0.13)	(0.24)	(0.37)	20.67	26.62%	90,972	1.24%	1.15%	0.04%
9/30/20	15.49	0.15	1.35	1.50	(0.21)	(0.13)	(0.34)	16.65	9.76%	98,070	0.78%	0.74%	0.96%
9/30/19	15.18	0.09	0.38	0.47	(0.16)	(0.00)^d	(0.16)	15.49	3.30%	94,948	0.69%	0.66%	0.64%
9/30/18^g	15.00	(0.05)	0.23	0.18	—	—	—	15.18	1.20%^b	86,806	0.70%^a	0.65%^a	(0.57%)^a

	Year ended September 30
	2022	2021	2020	2019	Period ended September 30, 2018^b
Portfolio turnover rate	29%	18%	22%	10%	6%

a	Annualized.

b	Percentage represents the results for the period and is not annualized.

c	Per share amount calculated on the average shares method.

d	Amount is less than $0.005 per share.

g	For the period February 16, 2018 (commencement of operations) through September 30, 2018.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

w	Expenses of the underlying funds are not included in the Fund’s expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying fund.

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

152

MassMutual Select T. Rowe Price Retirement 2045 Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers^w	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 21.07	$ 0.16	$ (4.37)	$ (4.21)	$ (0.85)	$ (0.90)	$ (1.75)	$ 15.11	(21.99%)	$ 333,390	0.61%	0.42%	0.88%
9/30/21	16.76	0.10	4.69	4.79	(0.24)	(0.24)	(0.48)	21.07	28.97%	247,138	0.61%	0.47%	0.50%
9/30/20	15.54	0.22	1.41	1.63	(0.29)	(0.12)	(0.41)	16.76	10.60%	154,476	0.18%	0.10%	1.39%
9/30/19	15.25	0.14	0.38	0.52	(0.23)	(0.00)^d	(0.23)	15.54	3.71%	111,981	0.08%	0.01%	0.91%
9/30/18^g	15.00	0.01	0.24	0.25	—	—	—	15.25	1.67%^b	41,249	0.12%^a	0.00%^a	0.06%^a
Class M5
9/30/22	$ 21.02	$ 0.36	$ (4.59)	$ (4.23)	$ (0.82)	$ (0.90)	$ (1.72)	$ 15.07	(22.11%)	$ 65,768	0.76%	0.60%	1.88%
9/30/21	16.74	0.07	4.66	4.73	(0.21)	(0.24)	(0.45)	21.02	28.65%	198,343	0.76%	0.67%	0.37%
9/30/20	15.53	0.22	1.38	1.60	(0.27)	(0.12)	(0.39)	16.74	10.40%	141,319	0.31%	0.25%	1.40%
9/30/19	15.23	0.16	0.35	0.51	(0.21)	(0.00)^d	(0.21)	15.53	3.64%	119,760	0.23%	0.15%	1.08%
9/30/18^g	15.00	(0.01)	0.24	0.23	—	—	—	15.23	1.53%^b	106,428	0.27%^a	0.15%^a	(0.09%)^a
Class M4
9/30/22	$ 20.96	$ 0.15	$ (4.42)	$ (4.27)	$ (0.78)	$ (0.90)	$ (1.68)	$ 15.01	(22.35%)	$ 48,715	1.01%	0.85%	0.82%
9/30/21	16.70	0.03	4.65	4.68	(0.18)	(0.24)	(0.42)	20.96	28.38%	90,570	1.01%	0.92%	0.16%
9/30/20	15.50	0.18	1.38	1.56	(0.24)	(0.12)	(0.36)	16.70	10.12%	60,056	0.56%	0.50%	1.15%
9/30/19	15.21	0.12	0.35	0.47	(0.18)	(0.00)^d	(0.18)	15.50	3.35%	53,040	0.48%	0.40%	0.78%
9/30/18^g	15.00	(0.03)	0.24	0.21	—	—	—	15.21	1.40%^b	39,913	0.52%^a	0.40%^a	(0.34%)^a
Class M3
9/30/22	$ 20.95	$ 0.11	$ (4.44)	$ (4.33)	$ (0.67)	$ (0.90)	$ (1.57)	$ 15.05	(22.50%)	$ 27,562	1.26%	1.10%	0.57%
9/30/21	16.67	0.01	4.61	4.62	(0.10)	(0.24)	(0.34)	20.95	28.02%	35,140	1.26%	1.17%	0.03%
9/30/20	15.47	0.14	1.38	1.52	(0.20)	(0.12)	(0.32)	16.67	9.86%	46,619	0.81%	0.74%	0.92%
9/30/19	15.19	0.08	0.36	0.44	(0.16)	(0.00)^d	(0.16)	15.47	3.08%	44,515	0.73%	0.65%	0.55%
9/30/18^g	15.00	(0.05)	0.24	0.19	—	—	—	15.19	1.27%^b	35,501	0.77%^a	0.65%^a	(0.59%)^a

	Year ended September 30
	2022	2021	2020	2019	Period ended September 30, 2018^b
Portfolio turnover rate	23%	18%	22%	10%	8%

a	Annualized.

b	Percentage represents the results for the period and is not annualized.

c	Per share amount calculated on the average shares method.

d	Amount is less than $0.005 per share.

g	For the period February 16, 2018 (commencement of operations) through September 30, 2018.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

w	Expenses of the underlying funds are not included in the Fund’s expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying fund.

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

153

MassMutual Select T. Rowe Price Retirement 2050 Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers^w	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 21.08	$ 0.16	$ (4.46)	$ (4.30)	$ (0.86)	$ (0.72)	$ (1.58)	$ 15.20	(22.18%)	$ 364,457	0.61%	0.43%	0.86%
9/30/21	16.78	0.10	4.70	4.80	(0.24)	(0.26)	(0.50)	21.08	29.03%	258,313	0.61%	0.48%	0.49%
9/30/20	15.55	0.22	1.41	1.63	(0.29)	(0.11)	(0.40)	16.78	10.57%	161,863	0.16%	0.10%	1.39%
9/30/19	15.25	0.13	0.40	0.53	(0.23)	(0.00)^d	(0.23)	15.55	3.75%	121,897	0.06%	0.01%	0.90%
9/30/18^g	15.00	0.00^d	0.25	0.25	—	—	—	15.25	1.67%^b	46,555	0.08%^a	0.00%^a	0.06%^a
Class M5
9/30/22	$ 21.04	$ 0.28	$ (4.60)	$ (4.32)	$ (0.83)	$ (0.72)	$ (1.55)	$ 15.17	(22.30%)	$ 221,155	0.76%	0.61%	1.46%
9/30/21	16.76	0.05	4.71	4.76	(0.22)	(0.26)	(0.48)	21.04	28.76%	415,859	0.76%	0.67%	0.27%
9/30/20	15.53	0.21	1.40	1.61	(0.27)	(0.11)	(0.38)	16.76	10.44%	280,003	0.30%	0.25%	1.34%
9/30/19	15.23	0.16	0.35	0.51	(0.21)	(0.00)^d	(0.21)	15.53	3.62%	223,250	0.21%	0.15%	1.11%
9/30/18^g	15.00	(0.01)	0.24	0.23	—	—	—	15.23	1.53%^b	199,760	0.23%^a	0.15%^a	(0.09%)^a
Class M4
9/30/22	$ 20.96	$ 0.16	$ (4.52)	$ (4.36)	$ (0.76)	$ (0.72)	$ (1.48)	$ 15.12	(22.51%)	$ 70,887	1.01%	0.86%	0.87%
9/30/21	16.71	0.06	4.64	4.70	(0.19)	(0.26)	(0.45)	20.96	28.47%	160,626	1.01%	0.92%	0.32%
9/30/20	15.49	0.17	1.39	1.56	(0.23)	(0.11)	(0.34)	16.71	10.16%	147,994	0.55%	0.50%	1.09%
9/30/19	15.21	0.14	0.33	0.47	(0.19)	(0.00)^d	(0.19)	15.49	3.33%	106,909	0.46%	0.41%	0.93%
9/30/18^g	15.00	(0.03)	0.24	0.21	—	—	—	15.21	1.40%^b	76,013	0.48%^a	0.40%^a	(0.34%)^a
Class M3
9/30/22	$ 20.95	$ 0.13	$ (4.52)	$ (4.39)	$ (0.72)	$ (0.72)	$ (1.44)	$ 15.12	(22.64%)	$ 44,600	1.26%	1.11%	0.67%
9/30/21	16.69	(0.01)	4.65	4.64	(0.12)	(0.26)	(0.38)	20.95	28.09%	60,911	1.26%	1.17%	(0.07%)
9/30/20	15.47	0.13	1.39	1.52	(0.19)	(0.11)	(0.30)	16.69	9.91%	57,934	0.80%	0.74%	0.84%
9/30/19	15.19	0.08	0.35	0.43	(0.15)	(0.00)^d	(0.15)	15.47	3.03%	53,218	0.71%	0.65%	0.54%
9/30/18^g	15.00	(0.05)	0.24	0.19	—	—	—	15.19	1.27%^b	44,079	0.73%^a	0.65%^a	(0.59%)^a

	Year ended September 30
	2022	2021	2020	2019	Period ended September 30, 2018^b
Portfolio turnover rate	27%	15%	22%	10%	5%

a	Annualized.

b	Percentage represents the results for the period and is not annualized.

c	Per share amount calculated on the average shares method.

d	Amount is less than $0.005 per share.

g	For the period February 16, 2018 (commencement of operations) through September 30, 2018.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

w	Expenses of the underlying funds are not included in the Fund’s expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying fund.

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

154

MassMutual Select T. Rowe Price Retirement 2055 Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers^w	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 21.03	$ 0.11	$ (4.39)	$ (4.28)	$ (0.85)	$ (0.77)	$ (1.62)	$ 15.13	(22.22%)	$ 215,507	0.61%	0.44%	0.60%
9/30/21	16.75	0.10	4.70	4.80	(0.24)	(0.28)	(0.52)	21.03	29.06%	112,730	0.61%	0.48%	0.48%
9/30/20	15.54	0.21	1.41	1.62	(0.29)	(0.12)	(0.41)	16.75	10.55%	67,777	0.22%	0.10%	1.32%
9/30/19	15.25	0.13	0.39	0.52	(0.23)	(0.00)^d	(0.23)	15.54	3.70%	46,245	0.15%	0.01%	0.85%
9/30/18^g	15.00	0.00^d	0.25	0.25	—	—	—	15.25	1.67%^b	16,170	0.24%^a	0.00%^a	0.06%^a
Class M5
9/30/22	$ 20.98	$ 0.43	$ (4.72)	$ (4.29)	$ (0.83)	$ (0.77)	$ (1.60)	$ 15.09	(22.33%)	$ 32,887	0.76%	0.62%	2.19%
9/30/21	16.73	0.07	4.67	4.74	(0.21)	(0.28)	(0.49)	20.98	28.76%	140,685	0.76%	0.67%	0.34%
9/30/20	15.52	0.21	1.39	1.60	(0.27)	(0.12)	(0.39)	16.73	10.43%	94,767	0.36%	0.24%	1.34%
9/30/19	15.23	0.16	0.34	0.50	(0.21)	(0.00)^d	(0.21)	15.52	3.57%	75,163	0.30%	0.15%	1.06%
9/30/18^g	15.00	(0.01)	0.24	0.23	—	—	—	15.23	1.53%^b	59,887	0.39%^a	0.15%^a	(0.09%)^a
Class M4
9/30/22	$ 20.92	$ 0.14	$ (4.47)	$ (4.33)	$ (0.78)	$ (0.77)	$ (1.55)	$ 15.04	(22.52%)	$ 27,142	1.01%	0.87%	0.77%
9/30/21	16.69	0.02	4.67	4.69	(0.18)	(0.28)	(0.46)	20.92	28.46%	49,056	1.01%	0.92%	0.11%
9/30/20	15.50	0.17	1.38	1.55	(0.24)	(0.12)	(0.36)	16.69	10.07%	32,270	0.61%	0.50%	1.07%
9/30/19	15.21	0.11	0.36	0.47	(0.18)	(0.00)^d	(0.18)	15.50	3.34%	25,459	0.55%	0.40%	0.71%
9/30/18^g	15.00	(0.03)	0.24	0.21	—	—	—	15.21	1.40%^b	18,047	0.64%^a	0.40%^a	(0.34%)^a
Class M3
9/30/22	$ 20.87	$ 0.09	$ (4.47)	$ (4.38)	$ (0.69)	$ (0.77)	$ (1.46)	$ 15.03	(22.72%)	$ 19,264	1.26%	1.12%	0.49%
9/30/21	16.64	(0.01)	4.64	4.63	(0.12)	(0.28)	(0.40)	20.87	28.16%	21,424	1.26%	1.18%	(0.03%)
9/30/20	15.46	0.13	1.37	1.50	(0.20)	(0.12)	(0.32)	16.64	9.79%	22,526	0.86%	0.74%	0.86%
9/30/19	15.19	0.08	0.35	0.43	(0.16)	(0.00)^d	(0.16)	15.46	3.05%	19,819	0.80%	0.65%	0.51%
9/30/18^g	15.00	(0.05)	0.24	0.19	—	—	—	15.19	1.27%^b	13,616	0.89%^a	0.65%^a	(0.59%)^a

	Year ended September 30
	2022	2021	2020	2019	Period ended September 30, 2018^b
Portfolio turnover rate	22%	17%	24%	9%	9%

a	Annualized.

b	Percentage represents the results for the period and is not annualized.

c	Per share amount calculated on the average shares method.

d	Amount is less than $0.005 per share.

g	For the period February 16, 2018 (commencement of operations) through September 30, 2018.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

w	Expenses of the underlying funds are not included in the Fund’s expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying fund.

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

155

MassMutual Select T. Rowe Price Retirement 2060 Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000’s)	Ratio of expenses to average daily net assets before expense waivers^w	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 21.00	$ 0.19	$ (4.45)	$ (4.26)	$ (0.85)	$ (0.80)	$ (1.65)	$ 15.09	(22.19%)	$ 70,208	0.61%	0.44%	1.05%
9/30/21	16.73	0.08	4.71	4.79	(0.24)	(0.28)	(0.52)	21.00	29.03%	55,382	0.61%	0.48%	0.41%
9/30/20	15.51	0.17	1.46	1.63	(0.29)	(0.12)	(0.41)	16.73	10.58%	27,484	0.49%	0.12%	1.10%
9/30/19	15.25	0.12	0.39	0.51	(0.23)	(0.02)	(0.25)	15.51	3.67%	14,159	0.85%	0.01%	0.79%
9/30/18^g	15.00	0.00^d	0.25	0.25	—	—	—	15.25	1.67%^b	3,616	2.35%^a	0.00%^a	0.06%^a
Class M5
9/30/22	$ 20.95	$ 0.17	$ (4.46)	$ (4.29)	$ (0.82)	$ (0.80)	$ (1.62)	$ 15.04	(22.34%)	$ 36,564	0.76%	0.62%	0.94%
9/30/21	16.70	0.03	4.72	4.75	(0.22)	(0.28)	(0.50)	20.95	28.82%	33,062	0.76%	0.67%	0.13%
9/30/20	15.49	0.17	1.43	1.60	(0.27)	(0.12)	(0.39)	16.70	10.41%	15,067	0.64%	0.27%	1.07%
9/30/19	15.24	0.12	0.36	0.48	(0.21)	(0.02)	(0.23)	15.49	3.50%	7,791	1.00%	0.15%	0.78%
9/30/18^g	15.00	(0.01)	0.25	0.24	—	—	—	15.24	1.60%^b	3,032	2.50%^a	0.15%^a	(0.09%)^a
Class M4
9/30/22	$ 20.87	$ 0.13	$ (4.45)	$ (4.32)	$ (0.78)	$ (0.80)	$ (1.58)	$ 14.97	(22.54%)	$ 17,032	1.01%	0.87%	0.69%
9/30/21	16.65	0.04	4.64	4.68	(0.18)	(0.28)	(0.46)	20.87	28.44%	19,688	1.01%	0.92%	0.19%
9/30/20	15.46	0.15	1.40	1.55	(0.24)	(0.12)	(0.36)	16.65	10.10%	14,447	0.88%	0.52%	0.96%
9/30/19	15.21	0.10	0.36	0.46	(0.19)	(0.02)	(0.21)	15.46	3.34%	8,489	1.25%	0.40%	0.68%
9/30/18^g	15.00	(0.02)	0.23	0.21	—	—	—	15.21	1.40%^b	3,919	2.75%^a	0.40%^a	(0.34%)^a
Class M3
9/30/22	$ 20.80	$ 0.08	$ (4.45)	$ (4.37)	$ (0.68)	$ (0.80)	$ (1.48)	$ 14.95	(22.76%)	$ 6,619	1.26%	1.12%	0.44%
9/30/21	16.61	0.00^d	4.62	4.62	(0.15)	(0.28)	(0.43)	20.80	28.14%	6,320	1.26%	1.18%	0.03%
9/30/20	15.42	0.09	1.42	1.51	(0.20)	(0.12)	(0.32)	16.61	9.87%	5,798	1.13%	0.77%	0.61%
9/30/19	15.19	0.07	0.35	0.42	(0.17)	(0.02)	(0.19)	15.42	3.03%	3,420	1.50%	0.65%	0.49%
9/30/18^g	15.00	(0.04)	0.23	0.19	—	—	—	15.19	1.27%^b	2,126	3.00%^a	0.65%^a	(0.59%)^a

	Year ended September 30
	2022	2021	2020	2019	Period ended September 30, 2018^b
Portfolio turnover rate	23%	19%	31%	16%	36%

a	Annualized.

b	Percentage represents the results for the period and is not annualized.

c	Per share amount calculated on the average shares method.

d	Amount is less than $0.005 per share.

g	For the period February 16, 2018 (commencement of operations) through September 30, 2018.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

w	Expenses of the underlying funds are not included in the Fund’s expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying fund.

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

156

Notes to Financial Statements

1. The Funds

MassMutual Select Funds (the “Trust”) is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust is organized under the laws of the Commonwealth of Massachusetts as a Massachusetts business trust pursuant to an Agreement and Declaration of Trust dated May 28, 1993, as amended and restated as of November 21, 2011, as it may be further amended from time to time. The Trust consists of 51 series, including the following 27 series listed below (each individually referred to as a “Fund” or collectively as the “Funds”):

MassMutual 20/80 Allocation Fund (“20/80 Allocation Fund”)

MassMutual 40/60 Allocation Fund (“40/60 Allocation Fund”)

MassMutual 60/40 Allocation Fund (“60/40 Allocation Fund”)

MassMutual 80/20 Allocation Fund (“80/20 Allocation Fund”)

MassMutual RetireSMART^SM by JPMorgan In Retirement Fund (“MM RetireSMART by JPMorgan In Retirement Fund”)

MassMutual RetireSMART^SM by JPMorgan 2020 Fund (“MM RetireSMART by JPMorgan 2020 Fund”)

MassMutual RetireSMART^SM by JPMorgan 2025 Fund (“MM RetireSMART by JPMorgan 2025 Fund”)

MassMutual RetireSMART^SM by JPMorgan 2030 Fund (“MM RetireSMART by JPMorgan 2030 Fund”)

MassMutual RetireSMART^SM by JPMorgan 2035 Fund (“MM RetireSMART by JPMorgan 2035 Fund”)

MassMutual RetireSMART^SM by JPMorgan 2040 Fund (“MM RetireSMART by JPMorgan 2040 Fund”)

MassMutual RetireSMART^SM by JPMorgan 2045 Fund (“MM RetireSMART by JPMorgan 2045 Fund”)

MassMutual RetireSMART^SM by JPMorgan 2050 Fund (“MM RetireSMART by JPMorgan 2050 Fund”)

MassMutual RetireSMART^SM by JPMorgan 2055 Fund (“MM RetireSMART by JPMorgan 2055 Fund”)

MassMutual RetireSMART^SM by JPMorgan 2060 Fund (“MM RetireSMART by JPMorgan 2060 Fund”)

MassMutual Select T. Rowe Price Retirement Balanced Fund (“MM Select T. Rowe Price Retirement Balanced Fund”)

MassMutual Select T. Rowe Price Retirement 2005 Fund (“MM Select T. Rowe Price Retirement 2005 Fund”)

MassMutual Select T. Rowe Price Retirement 2010 Fund (“MM Select T. Rowe Price Retirement 2010 Fund”)

MassMutual Select T. Rowe Price Retirement 2015 Fund (“MM Select T. Rowe Price Retirement 2015 Fund”)

MassMutual Select T. Rowe Price Retirement 2020 Fund (“MM Select T. Rowe Price Retirement 2020 Fund”)

MassMutual Select T. Rowe Price Retirement 2025 Fund (“MM Select T. Rowe Price Retirement 2025 Fund”)

MassMutual Select T. Rowe Price Retirement 2030 Fund (“MM Select T. Rowe Price Retirement 2030 Fund”)

MassMutual Select T. Rowe Price Retirement 2035 Fund (“MM Select T. Rowe Price Retirement 2035 Fund”)

MassMutual Select T. Rowe Price Retirement 2040 Fund (“MM Select T. Rowe Price Retirement 2040 Fund”)

MassMutual Select T. Rowe Price Retirement 2045 Fund (“MM Select T. Rowe Price Retirement 2045 Fund”)

MassMutual Select T. Rowe Price Retirement 2050 Fund (“MM Select T. Rowe Price Retirement 2050 Fund”)

MassMutual Select T. Rowe Price Retirement 2055 Fund (“MM Select T. Rowe Price Retirement 2055 Fund”)

MassMutual Select T. Rowe Price Retirement 2060 Fund (“MM Select T. Rowe Price Retirement 2060 Fund”)

The 20/80 Allocation Fund, 40/60 Allocation Fund, 60/40 Allocation Fund, and 80/20 Allocation Fund (the “MM Target Allocation Funds”) invest their investable assets in shares of MassMutual Funds advised by MML Investment Advisers, LLC (“MML Advisers”) and non-affiliated mutual funds (together, the “MM Target Allocation Underlying Funds”).

The MM RetireSMART by JPMorgan In Retirement Fund, MM RetireSMART by JPMorgan 2020 Fund, MM RetireSMART by JPMorgan 2025 Fund, MM RetireSMART by JPMorgan 2030 Fund, MM RetireSMART by JPMorgan 2035 Fund, MM RetireSMART by JPMorgan 2040 Fund, MM RetireSMART by JPMorgan 2045 Fund, MM RetireSMART by JPMorgan 2050 Fund, MM RetireSMART by JPMorgan 2055 Fund, and MM RetireSMART by JPMorgan 2060 Fund (the “MM RetireSMART by JPMorgan Funds”) invest their investable assets in shares of MassMutual Funds, J.P. Morgan Funds advised by J.P. Morgan Investment Management Inc. (“J.P. Morgan”) or its affiliates, and non-affiliated mutual funds (together, the “MM RetireSMART by JPMorgan Underlying Funds”).

157

Notes to Financial Statements (Continued)

The MM Select T. Rowe Price Retirement Balanced Fund, MM Select T. Rowe Price Retirement 2005 Fund, MM Select T. Rowe Price Retirement 2010 Fund, MM Select T. Rowe Price Retirement 2015 Fund, MM Select T. Rowe Price Retirement 2020 Fund, MM Select T. Rowe Price Retirement 2025 Fund, MM Select T. Rowe Price Retirement 2030 Fund, MM Select T. Rowe Price Retirement 2035 Fund, MM Select T. Rowe Price Retirement 2040 Fund, MM Select T. Rowe Price Retirement 2045 Fund, MM Select T. Rowe Price Retirement 2050 Fund, MM Select T. Rowe Price Retirement 2055 Fund, and MM Select T. Rowe Price Retirement 2060 Fund (the “MM Select T. Rowe Price Retirement Funds”) invest their investable assets primarily in shares of MassMutual Funds and T. Rowe Price Funds (together, the “MM Select T. Rowe Price Underlying Funds”). The MM Target Allocation Underlying Funds, MM RetireSMART by JPMorgan Underlying Funds, and MM Select T. Rowe Price Underlying Funds are hereinafter collectively referred to as the “Underlying Funds.”

The financial statements included herein are those of the MM Target Allocation Funds, MM RetireSMART by JPMorgan Funds, and MM Select T. Rowe Price Retirement Funds. The financial statements of the applicable Underlying Funds are presented separately and can be obtained from the Securities and Exchange Commission’s (“SEC”) EDGAR database on its website at http://www.sec.gov or by calling MML Advisers at 1-888-309-3539.

2. Significant Accounting Policies

Each Fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board Accounting Standards Codification Topic 946, Financial Services – Investment Companies.

Investment Valuation

The net asset value of each Fund’s shares is determined once daily as of the close of regular trading on the New York Stock Exchange (“NYSE”), on each day the NYSE is open for trading (a “business day”). The NYSE normally closes at 4:00 p.m. Eastern Time, but may close earlier on some days. If the NYSE is scheduled to close early, the business day will be considered to end as of the time of the NYSE’s scheduled close. A Fund will not treat an intraday disruption in NYSE trading or other event that causes an unscheduled closing of the NYSE as a close of business of the NYSE for these purposes; instead, MML Advisers will determine the fair value of a Fund’s securities in accordance with MML Advisers’ fair valuation policy and procedures. On holidays and other days when the NYSE is closed, each Fund’s net asset value generally is not calculated and the Funds do not anticipate accepting buy or sell orders. However, the value of each Fund’s assets may still be affected on such days to the extent that an Underlying Fund holds foreign securities that trade on days that foreign securities markets are open.

The net asset value of each Fund is based upon the net asset value(s) of its corresponding Underlying Funds. Shares of the Underlying Funds are valued at their closing net asset values as reported on each business day.

Certain Underlying Funds may invest in securities that are traded principally in foreign markets and that trade on weekends and other days when the Funds do not price their shares. As a result, the values of the Funds’ portfolio securities may change on days when the prices of the Funds’ shares are not calculated. The prices of the Funds’ shares will reflect any such changes when the prices of the Funds’ shares are next calculated, which is the next business day.

The Prospectuses and Statements of Additional Information (“SAIs”) for the Underlying Funds explain the valuation methods for the Underlying Funds, including the circumstances under which the Underlying Funds may use fair value pricing and the effects of doing so. Such Prospectuses and SAIs are available on the SEC’s EDGAR database on its website at http://www.sec.gov.

158

Notes to Financial Statements (Continued)

Various inputs may be used to determine the value of the Funds’ investments. The Funds categorize the inputs to valuation techniques used to value their investments into a disclosure hierarchy consisting of three levels as summarized below. The inputs or methodology used for valuing investments are not necessarily an indication of the risk associated with investing in those investments.

Level 1 – quoted prices (unadjusted) in active markets for identical investments that the Funds can access at the measurement date

Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

Level 3 – significant unobservable inputs, to the extent observable inputs are not available (including the Funds’ own assumptions in determining the fair value of investments)

Each Fund characterized all investments at Level 1, as of September 30, 2022. For each Fund, the level classification by major category of investments is the same as the category presentation in the Portfolio of Investments.

The Funds had no Level 3 transfers during the year ended September 30, 2022.

Accounting for Investment Transactions

Investment transactions are accounted for on the trade date. Realized gains and losses on sales of investments and unrealized appreciation and depreciation of investments are computed by the specific identification cost method. Proceeds received from litigation, if any, are included in realized gains on investment transactions for any investments that are no longer held in the portfolio and as a reduction in cost for investments that continue to be held in the portfolio. Interest income, adjusted for amortization of discounts and premiums on debt securities, is earned from the settlement date and is recorded on the accrual basis. Dividend income and distributions including realized gain distributions are recorded on the ex-dividend date. Withholding taxes on foreign interest, dividends, and capital gains have been provided for in accordance with the applicable country’s tax rules and rates. Foreign dividend income is recorded on the ex-dividend date or as soon as practicable after the Fund determines the existence of a dividend declaration after exercising reasonable due diligence. Distributions received on securities that represent a return of capital or capital gains are recorded as a reduction of cost of investments and/or as a realized gain.

Allocation of Operating Activity

In addition, each Fund will also incur certain fees and expenses indirectly as a shareholder in the Underlying Funds. Because the Underlying Funds have varied expense and fee levels and each Fund may own different proportions of Underlying Funds at different times, the amount of fees and expenses indirectly incurred by each Fund will vary.

Foreign Securities

Certain Underlying Funds may invest in foreign securities. Foreign securities, including American Depositary Receipts, are subject to additional risks compared to securities of U.S. issuers, including international trade, currency, political, regulatory, public health, and diplomatic risks. In addition, fluctuations in currency exchange rates may favorably or unfavorably affect the values of foreign securities and the price of a Fund’s shares. Emerging markets securities are subject to greater risks than securities issued in developed foreign markets, including less liquidity, less stringent investor protection and disclosure standards,

159

Notes to Financial Statements (Continued)

less reliable settlement practices, greater price volatility, higher relative rates of inflation, greater political, economic, and social instability, greater custody and operational risks, greater risk of new or inconsistent government treatment of or restrictions on issuers and instruments, and greater volatility in currency exchange rates, and are more susceptible to environmental problems.

Federal Income Tax

Dividends and Distributions to Shareholders

3.	Advisory Fees and Other Transactions

Investment Advisory Fees and Investment Subadviser

MML Advisers, a wholly-owned subsidiary of Massachusetts Mutual Life Insurance Company (“MassMutual”), serves as investment adviser to each Fund. Under the investment advisory agreements between MML Advisers and the Trust on behalf of each Fund, MML Advisers is responsible for providing investment management services for each Fund.

With respect to the MM Target Allocation Funds and MM RetireSMART by JPMorgan Funds, MML Advisers does not receive advisory fees in return for these services.

With respect to the MM Select T. Rowe Price Retirement Funds, in return for these services, MML Advisers receives all-inclusive advisory fees based on each share class of each Fund’s average daily net assets. The all-inclusive advisory fees are computed and accrued daily and payable monthly, and include investment management services and ordinary, recurring operating expenses, but do not cover interest; expenses related to borrowings, securities lending, leverage, taxes, and brokerage; short sale dividend and loan expense; acquired fund fees and expenses; payments pursuant to a Rule 12b-1 plan or similar plan; non-recurring or unusual expenses; and extraordinary legal and other expenses.

The applicable all-inclusive fee rate for each class of an MM Select T. Rowe Price Retirement Fund with a specified target retirement year in its name (“Annual Fee Rate”) shall be determined on each June 1 by calculating the “Years to Target Date” by subtracting the calendar year in which such June 1 falls (e.g., 2030) from the target year in the name of the Fund (e.g., 2060); and (ii) identifying the Annual Fee Rate shown in the table below next to the Years to Target Date so determined. The applicable Annual Fee Rate determined as of any June 1 shall be in effect from, and including, that June 1 through, and including, the following May 31.

	Annual Fee Rate (%)
Years to Target Date	Class I	Class M5	Class M4	Class M3
All Prior Years	0.614%	0.764%	0.764%	0.764%
31	0.613%	0.763%	0.763%	0.763%
30	0.613%	0.763%	0.763%	0.763%
29	0.613%	0.763%	0.763%	0.763%
28	0.613%	0.763%	0.763%	0.763%

160

Notes to Financial Statements (Continued)

	Annual Fee Rate (%)
Years to Target Date	Class I	Class M5	Class M4	Class M3
27	0.613%	0.763%	0.763%	0.763%
26	0.613%	0.763%	0.763%	0.763%
25	0.610%	0.760%	0.760%	0.760%
24	0.608%	0.758%	0.758%	0.758%
23	0.605%	0.755%	0.755%	0.755%
22	0.603%	0.753%	0.753%	0.753%
21	0.599%	0.749%	0.749%	0.749%
20	0.595%	0.745%	0.745%	0.745%
19	0.591%	0.741%	0.741%	0.741%
18	0.586%	0.736%	0.736%	0.736%
17	0.582%	0.732%	0.732%	0.732%
16	0.578%	0.728%	0.728%	0.728%
15	0.573%	0.723%	0.723%	0.723%
14	0.567%	0.717%	0.717%	0.717%
13	0.562%	0.712%	0.712%	0.712%
12	0.556%	0.706%	0.706%	0.706%
11	0.551%	0.701%	0.701%	0.701%
10	0.544%	0.694%	0.694%	0.694%
9	0.537%	0.687%	0.687%	0.687%
8	0.531%	0.681%	0.681%	0.681%
7	0.524%	0.674%	0.674%	0.674%
6	0.517%	0.667%	0.667%	0.667%
5	0.510%	0.660%	0.660%	0.660%
4	0.502%	0.652%	0.652%	0.652%
3	0.495%	0.645%	0.645%	0.645%
2	0.487%	0.637%	0.637%	0.637%
1	0.480%	0.630%	0.630%	0.630%
0	0.474%	0.624%	0.624%	0.624%
(1)	0.469%	0.619%	0.619%	0.619%
(2)	0.463%	0.613%	0.613%	0.613%
(3)	0.458%	0.608%	0.608%	0.608%
(4)	0.452%	0.602%	0.602%	0.602%
(5)	0.446%	0.596%	0.596%	0.596%
(6)	0.440%	0.590%	0.590%	0.590%
(7)	0.433%	0.583%	0.583%	0.583%
(8)	0.427%	0.577%	0.577%	0.577%
Thereafter	0.421%	0.571%	0.571%	0.571%

The all-inclusive fee rate for each class of the MM Select T. Rowe Price Retirement Balanced Fund is as shown below.

	Annual Fee Rate (%)
	Class I			Class M5			Class M4			Class M3
MM Select T. Rowe Price Retirement Balanced Fund		0.396	%		0.546	%		0.546	%		0.546	%

MML Advisers has also entered into an investment subadvisory agreement with the unaffiliated investment subadviser, J.P. Morgan, for each of the MM RetireSMART by JPMorgan Funds, and with the unaffiliated investment subadviser, T. Rowe Price Associates, Inc. (“T. Rowe Price”), for each of the MM Select T. Rowe Price Retirement Funds.

161

Notes to Financial Statements (Continued)

MML Advisers pays a subadvisory fee to T. Rowe Price based upon the aggregate net assets under management which includes the average daily net assets of the specified Fund which it manages. The Funds’ subadvisory fees are paid monthly by MML Advisers out of the advisory fees.

Administration Fees

	Class I	Class R5	Service Class	Administrative Class	Class R4	Class A	Class R3	Class M5	Class M4	Class M3
20/80 Allocation Fund	None	0.10%	0.20%	0.30%	0.20%	0.30%	0.20%	N/A	N/A	N/A
40/60 Allocation Fund	None	0.10%	0.20%	0.30%	0.20%	0.30%	0.20%	N/A	N/A	N/A
60/40 Allocation Fund	None	0.10%	0.20%	0.30%	0.20%	0.30%	0.20%	N/A	N/A	N/A
80/20 Allocation Fund	None	0.10%	0.20%	0.30%	0.20%	0.30%	0.20%	N/A	N/A	N/A
MM RetireSMART by JPMorgan In Retirement Fund	None	0.10%	0.20%	0.30%	0.20%	0.30%	0.20%	N/A	N/A	N/A
MM RetireSMART by JPMorgan 2020 Fund	None	0.10%	0.20%	0.30%	0.20%	0.30%	0.20%	N/A	N/A	N/A
MM RetireSMART by JPMorgan 2025 Fund	None	0.10%	0.20%	0.30%	0.20%	0.30%	0.20%	N/A	N/A	N/A
MM RetireSMART by JPMorgan 2030 Fund	None	0.10%	0.20%	0.30%	0.20%	0.30%	0.20%	N/A	N/A	N/A
MM RetireSMART by JPMorgan 2035 Fund	None	0.10%	0.20%	0.30%	0.20%	0.30%	0.20%	N/A	N/A	N/A
MM RetireSMART by JPMorgan 2040 Fund	None	0.10%	0.20%	0.30%	0.20%	0.30%	0.20%	N/A	N/A	N/A
MM RetireSMART by JPMorgan 2045 Fund	None	0.10%	0.20%	0.30%	0.20%	0.30%	0.20%	N/A	N/A	N/A
MM RetireSMART by JPMorgan 2050 Fund	None	0.10%	0.20%	0.30%	0.20%	0.30%	0.20%	N/A	N/A	N/A
MM RetireSMART by JPMorgan 2055 Fund	None	0.10%	0.20%	0.30%	0.20%	0.30%	0.20%	N/A	N/A	N/A
MM RetireSMART by JPMorgan 2060 Fund	None	0.10%	0.20%	0.30%	0.20%	0.30%	0.20%	N/A	N/A	N/A
MM Select T. Rowe Price Retirement Balanced Fund*	None	N/A	N/A	N/A	N/A	N/A	N/A	0.15%	0.15%	0.15%
MM Select T. Rowe Price Retirement 2005 Fund*	None	N/A	N/A	N/A	N/A	N/A	N/A	0.15%	0.15%	0.15%
MM Select T. Rowe Price Retirement 2010 Fund*	None	N/A	N/A	N/A	N/A	N/A	N/A	0.15%	0.15%	0.15%
MM Select T. Rowe Price Retirement 2015 Fund*	None	N/A	N/A	N/A	N/A	N/A	N/A	0.15%	0.15%	0.15%
MM Select T. Rowe Price Retirement 2020 Fund*	None	N/A	N/A	N/A	N/A	N/A	N/A	0.15%	0.15%	0.15%
MM Select T. Rowe Price Retirement 2025 Fund*	None	N/A	N/A	N/A	N/A	N/A	N/A	0.15%	0.15%	0.15%
MM Select T. Rowe Price Retirement 2030 Fund*	None	N/A	N/A	N/A	N/A	N/A	N/A	0.15%	0.15%	0.15%
MM Select T. Rowe Price Retirement 2035 Fund*	None	N/A	N/A	N/A	N/A	N/A	N/A	0.15%	0.15%	0.15%
MM Select T. Rowe Price Retirement 2040 Fund*	None	N/A	N/A	N/A	N/A	N/A	N/A	0.15%	0.15%	0.15%

162

Notes to Financial Statements (Continued)

	Class I	Class R5	Service Class	Administrative Class	Class R4	Class A	Class R3	Class M5	Class M4	Class M3
MM Select T. Rowe Price Retirement 2045 Fund*	None	N/A	N/A	N/A	N/A	N/A	N/A	0.15%	0.15%	0.15%
MM Select T. Rowe Price Retirement 2050 Fund*	None	N/A	N/A	N/A	N/A	N/A	N/A	0.15%	0.15%	0.15%
MM Select T. Rowe Price Retirement 2055 Fund*	None	N/A	N/A	N/A	N/A	N/A	N/A	0.15%	0.15%	0.15%
MM Select T. Rowe Price Retirement 2060 Fund*	None	N/A	N/A	N/A	N/A	N/A	N/A	0.15%	0.15%	0.15%

Pursuant to the Fund’s investment advisory agreement, MML Advisers has agreed to pay all of the fees payable by the Fund under the Administrative and Shareholder Services Agreement. As a component of the all-inclusive advisory fees that it receives, MML Advisers receives administrative services fees from the Fund, which are equal to the fees payable under the Administrative and Shareholder Services Agreement.

Distribution and Service Fees

MML Distributors, LLC (the “Distributor”) acts as a distributor to each Fund. Pursuant to a 12b-1 Plan adopted by the Trust, Class R4 shares, Class A shares, and Class M4 shares of each applicable Fund pay an annual fee of 0.25% of the average daily net assets of the class; and Class R3 shares and Class M3 shares of each applicable Fund pay an annual fee of 0.50% of the average daily net assets of the class, to the Distributor. Such payments compensate the Distributor for services provided and expenses incurred by it for purposes of promoting the sale of the relevant class of shares, reducing redemptions of shares, or maintaining or improving services provided to each Fund’s shareholders. The Distributor is a wholly-owned subsidiary of MassMutual.

Expense Caps and Waivers

	Class I	Class R5	Service Class	Administrative Class	Class R4	Class A	Class R3
20/80 Allocation Fund*	0.04%	0.14%	0.24%	0.34%	0.49%	0.59%	0.74%
40/60 Allocation Fund*	0.06%	0.16%	0.26%	0.36%	0.51%	0.61%	0.76%
60/40 Allocation Fund*	0.06%	0.16%	0.26%	0.36%	0.51%	0.61%	0.76%
80/20 Allocation Fund*	0.09%	0.19%	0.29%	0.39%	0.54%	0.64%	0.79%
MM RetireSMART by JPMorgan In Retirement Fund*	0.06%	0.16%	0.26%	0.36%	0.51%	0.61%	0.76%
MM RetireSMART by JPMorgan 2020 Fund*	0.04%	0.14%	0.24%	0.34%	0.49%	0.59%	0.74%
MM RetireSMART by JPMorgan 2025 Fund*	0.01%	0.11%	0.21%	0.31%	0.46%	0.56%	0.71%
MM RetireSMART by JPMorgan 2030 Fund*	0.04%	0.14%	0.24%	0.34%	0.49%	0.59%	0.74%
MM RetireSMART by JPMorgan 2035 Fund*	0.05%	0.15%	0.25%	0.35%	0.50%	0.60%	0.75%
MM RetireSMART by JPMorgan 2040 Fund*	0.04%	0.14%	0.24%	0.34%	0.49%	0.59%	0.74%
MM RetireSMART by JPMorgan 2045 Fund*	0.02%	0.12%	0.22%	0.32%	0.47%	0.57%	0.72%
MM RetireSMART by JPMorgan 2050 Fund*	0.02%	0.12%	0.22%	0.32%	0.47%	0.57%	0.72%
MM RetireSMART by JPMorgan 2055 Fund*	0.00%	0.10%	0.20%	0.30%	0.45%	0.55%	0.70%
MM RetireSMART by JPMorgan 2060 Fund*	0.00%	0.10%	0.20%	0.30%	0.45%	0.55%	0.70%

#	Acquired Fund Fees and Expenses are borne indirectly by a Fund through investments in other pooled investment vehicles.

*	Expense caps in effect through January 31, 2023.

163

Notes to Financial Statements (Continued)

Effective February 1, 2022, MML Advisers has agreed to cap the fees and expenses of the Fund noted below (other than extraordinary legal and other expenses, interest expense, expenses related to borrowings, securities lending, leverage, taxes, and brokerage, short sale dividend and loan expense, or other non-recurring or unusual expenses such as organizational expenses and shareholder meeting expenses, as applicable), based upon the average daily net assets of the applicable class of shares of the Fund, as follows:

	Class I	Class M5	Class M4	Class M3
MM Select T. Rowe Price Retirement Balanced Fund*	0.34%	0.49%	0.74%	0.99%

*	Expense caps in effect through January 31, 2023.

Prior to February 1, 2022, MML Advisers had agreed to cap the fees and expenses of the Fund noted below (other than extraordinary legal and other expenses, interest expense, expenses related to borrowings, securities lending, leverage, taxes, and brokerage, short sale dividend and loan expense, or other non-recurring or unusual expenses such as organizational expenses and shareholder meeting expenses, as applicable), based upon the average daily net assets of the applicable class of shares of the Fund, as follows:

	Class I	Class M5	Class M4	Class M3
MM Select T. Rowe Price Retirement Balanced Fund	0.33%	0.48%	0.73%	0.98%

MML Advisers has agreed to cap the fees and expenses of the Funds noted below (other than extraordinary legal and other expenses, interest expense, expenses related to borrowings, securities lending, leverage, taxes, and brokerage, short sale dividend and loan expense, or other non-recurring or unusual expenses such as organizational expenses and shareholder meeting expenses, as applicable), based upon the average daily net assets of the applicable class of shares of the Funds, as follows:

	Class I	Class M5	Class M4	Class M3
MM Select T. Rowe Price Retirement 2005 Fund*	0.34%	0.49%	0.74%	0.99%
MM Select T. Rowe Price Retirement 2010 Fund*	0.34%	0.49%	0.74%	0.99%
MM Select T. Rowe Price Retirement 2015 Fund*	0.36%	0.51%	0.76%	1.01%
MM Select T. Rowe Price Retirement 2020 Fund*	0.37%	0.53%	0.78%	1.03%
MM Select T. Rowe Price Retirement 2025 Fund*	0.39%	0.55%	0.80%	1.05%
MM Select T. Rowe Price Retirement 2030 Fund*	0.41%	0.58%	0.83%	1.08%
MM Select T. Rowe Price Retirement 2035 Fund*	0.42%	0.59%	0.84%	1.09%
MM Select T. Rowe Price Retirement 2040 Fund*	0.43%	0.60%	0.85%	1.10%
MM Select T. Rowe Price Retirement 2045 Fund*	0.44%	0.62%	0.87%	1.12%
MM Select T. Rowe Price Retirement 2050 Fund*	0.45%	0.63%	0.88%	1.13%
MM Select T. Rowe Price Retirement 2055 Fund*	0.46%	0.64%	0.89%	1.14%
MM Select T. Rowe Price Retirement 2060 Fund*	0.46%	0.64%	0.89%	1.14%

*	Expense caps in effect through January 31, 2023.

Expense caps and waiver amounts are reflected as a reduction of expenses on the Statements of Operations.

Deferred Compensation

164

Notes to Financial Statements (Continued)

Other

Certain officers and trustees of the Funds may also be employees of MassMutual. The compensation of a trustee who is not an employee of MassMutual is borne by the Funds.

The following table shows beneficial ownership of Funds’ shares by related parties at September 30, 2022:

	Total % Ownership by Related Party
20/80 Allocation Fund	92.9%
40/60 Allocation Fund	93.4%
60/40 Allocation Fund	94.3%
80/20 Allocation Fund	91.0%
MM RetireSMART by JPMorgan In Retirement Fund	90.6%
MM RetireSMART by JPMorgan 2020 Fund	98.3%
MM RetireSMART by JPMorgan 2025 Fund	99.3%
MM RetireSMART by JPMorgan 2030 Fund	95.1%
MM RetireSMART by JPMorgan 2035 Fund	99.9%
MM RetireSMART by JPMorgan 2040 Fund	98.7%
MM RetireSMART by JPMorgan 2045 Fund	100.0%
MM RetireSMART by JPMorgan 2050 Fund	99.9%
MM RetireSMART by JPMorgan 2055 Fund	100.0%
MM RetireSMART by JPMorgan 2060 Fund	95.0%
MM Select T. Rowe Price Retirement Balanced Fund	95.8%
MM Select T. Rowe Price Retirement 2005 Fund	94.6%
MM Select T. Rowe Price Retirement 2010 Fund	96.8%
MM Select T. Rowe Price Retirement 2015 Fund	89.9%
MM Select T. Rowe Price Retirement 2020 Fund	94.5%
MM Select T. Rowe Price Retirement 2025 Fund	95.3%
MM Select T. Rowe Price Retirement 2030 Fund	92.5%
MM Select T. Rowe Price Retirement 2035 Fund	90.6%
MM Select T. Rowe Price Retirement 2040 Fund	92.1%
MM Select T. Rowe Price Retirement 2045 Fund	90.1%
MM Select T. Rowe Price Retirement 2050 Fund	92.8%
MM Select T. Rowe Price Retirement 2055 Fund	93.1%
MM Select T. Rowe Price Retirement 2060 Fund	92.1%

165

Notes to Financial Statements (Continued)

4. Purchases and Sales of Investments

Cost of purchases and proceeds from sales of investments in Underlying Funds for the year ended September 30, 2022, were as follows:

	Purchases				Sales
	Long-Term U.S. Government Securities		Other Long- Term Securities		Long-Term U.S. Government Securities		Other Long- Term Securities
20/80 Allocation Fund	$	—	$	49,531,260	$	—	$	53,706,250
40/60 Allocation Fund		—		71,259,751		—		66,595,271
60/40 Allocation Fund		—		50,860,240		—		56,920,805
80/20 Allocation Fund		—		43,437,500		—		38,831,035
MM RetireSMART by JPMorgan In Retirement Fund		—		59,261,219		—		68,274,182
MM RetireSMART by JPMorgan 2020 Fund		—		110,872,198		—		165,915,139
MM RetireSMART by JPMorgan 2025 Fund		—		96,885,348		—		110,692,699
MM RetireSMART by JPMorgan 2030 Fund		—		221,146,058		—		226,771,559
MM RetireSMART by JPMorgan 2035 Fund		—		106,599,975		—		106,125,098
MM RetireSMART by JPMorgan 2040 Fund		—		175,548,042		—		169,870,939
MM RetireSMART by JPMorgan 2045 Fund		—		83,181,272		—		75,992,167
MM RetireSMART by JPMorgan 2050 Fund		—		131,651,824		—		112,949,591
MM RetireSMART by JPMorgan 2055 Fund		—		45,537,236		—		39,966,716
MM RetireSMART by JPMorgan 2060 Fund		—		17,248,728		—		16,457,238
MM Select T. Rowe Price Retirement Balanced Fund		—		66,161,313		—		63,605,499
MM Select T. Rowe Price Retirement 2005 Fund		—		11,442,375		—		10,329,539
MM Select T. Rowe Price Retirement 2010 Fund		—		44,436,811		—		57,991,708
MM Select T. Rowe Price Retirement 2015 Fund		—		50,946,852		—		62,497,121
MM Select T. Rowe Price Retirement 2020 Fund		—		236,918,895		—		337,063,850
MM Select T. Rowe Price Retirement 2025 Fund		—		250,129,267		—		263,762,588
MM Select T. Rowe Price Retirement 2030 Fund		—		500,593,838		—		517,779,292
MM Select T. Rowe Price Retirement 2035 Fund		—		279,453,300		—		197,148,778
MM Select T. Rowe Price Retirement 2040 Fund		—		470,084,838		—		363,995,885
MM Select T. Rowe Price Retirement 2045 Fund		—		233,723,359		—		128,618,639
MM Select T. Rowe Price Retirement 2050 Fund		—		345,944,034		—		233,663,623
MM Select T. Rowe Price Retirement 2055 Fund		—		163,181,776		—		72,197,116
MM Select T. Rowe Price Retirement 2060 Fund		—		93,072,794		—		29,564,292

5. Capital Share Transactions

Changes in shares outstanding for each Fund were as follows:

	Year Ended September 30, 2022						Year Ended September 30, 2021
	Shares			Amount			Shares			Amount
20/80 Allocation Fund Class I
Sold		423,951		$	4,033,587			615,986		$	6,449,363
Issued as reinvestment of dividends		124,256			1,238,827			99,828			1,021,241
Redeemed		(768,339	)		(7,376,388	)		(651,575	)		(6,830,052	)
Net increase (decrease)		(220,132	)	$	(2,103,974	)		64,239		$	640,552
20/80 Allocation Fund Class R5
Sold		322,000		$	3,418,809			126,991		$	1,317,054
Issued as reinvestment of dividends		60,379			600,769			36,640			374,459
Redeemed		(661,324	)		(6,325,229	)		(162,700	)		(1,680,656	)
Net increase (decrease)		(278,945	)	$	(2,305,651	)		931		$	10,857

166

Notes to Financial Statements (Continued)

	Year Ended September 30, 2022						Year Ended September 30, 2021
	Shares			Amount			Shares			Amount
20/80 Allocation Fund Service Class
Sold		1,337,448		$	12,737,043			1,559,590		$	16,274,460
Issued as reinvestment of dividends		806,593			8,033,664			595,369			6,084,666
Redeemed		(1,480,152	)		(13,991,530	)		(1,568,488	)		(16,419,817	)
Net increase (decrease)		663,889		$	6,779,177			586,471		$	5,939,309
20/80 Allocation Fund Administrative Class
Sold		256,571		$	2,459,877			439,757		$	4,609,186
Issued as reinvestment of dividends		138,029			1,380,292			168,833			1,730,543
Redeemed		(761,541	)		(7,743,462	)		(1,360,972	)		(14,371,285	)
Net increase (decrease)		(366,941	)	$	(3,903,293	)		(752,382	)	$	(8,031,556	)
20/80 Allocation Fund Class R4
Sold		66,574		$	642,276			57,700		$	611,704
Issued as reinvestment of dividends		24,105			245,146			15,984			166,392
Redeemed		(125,883	)		(1,232,895	)		(328,611	)		(3,501,190	)
Net increase (decrease)		(35,204	)	$	(345,473	)		(254,927	)	$	(2,723,094	)
20/80 Allocation Fund Class A
Sold		177,692		$	1,720,692			417,925		$	4,408,912
Issued as reinvestment of dividends		113,100			1,138,922			98,820			1,019,820
Redeemed		(459,164	)		(4,481,851	)		(787,909	)		(8,264,988	)
Net increase (decrease)		(168,372	)	$	(1,622,237	)		(271,164	)	$	(2,836,256	)
20/80 Allocation Fund Class R3
Sold		344,254		$	3,277,658			78,669		$	817,184
Issued as reinvestment of dividends		35,734			352,697			34,595			350,793
Redeemed		(427,407	)		(3,949,015	)		(248,227	)		(2,565,962	)
Net increase (decrease)		(47,419	)	$	(318,660	)		(134,963	)	$	(1,397,985	)
40/60 Allocation Fund Class I
Sold		1,388,047		$	13,549,712			1,774,313		$	17,979,487
Issued as reinvestment of dividends		420,782			4,148,911			236,206			2,350,248
Redeemed		(2,543,747	)		(23,796,873	)		(1,267,232	)		(13,037,459	)
Net increase (decrease)		(734,918	)	$	(6,098,250	)		743,287		$	7,292,276
40/60 Allocation Fund Class R5
Sold		538,833		$	5,647,066			151,980		$	1,552,334
Issued as reinvestment of dividends		104,528			1,032,740			54,493			542,748
Redeemed		(777,160	)		(7,616,042	)		(346,473	)		(3,594,179	)
Net increase (decrease)		(133,799	)	$	(936,236	)		(140,000	)	$	(1,499,097	)
40/60 Allocation Fund Service Class
Sold		193,014		$	1,845,937			220,392		$	2,281,990
Issued as reinvestment of dividends		135,156			1,343,448			93,106			932,924
Redeemed		(353,931	)		(3,345,263	)		(510,566	)		(5,282,833	)
Net increase (decrease)		(25,761	)	$	(155,878	)		(197,068	)	$	(2,067,919	)
40/60 Allocation Fund Administrative Class
Sold		193,470		$	1,843,868			346,012		$	3,577,044
Issued as reinvestment of dividends		308,979			3,071,255			254,207			2,544,613
Redeemed		(1,227,855	)		(12,127,557	)		(1,817,227	)		(18,785,468	)
Net increase (decrease)		(725,406	)	$	(7,212,434	)		(1,217,008	)	$	(12,663,811	)
40/60 Allocation Fund Class R4
Sold		1,655,895		$	15,864,204			564,138		$	5,824,766
Issued as reinvestment of dividends		301,285			2,964,646			148,002			1,469,659
Redeemed		(1,102,485	)		(10,287,186	)		(632,927	)		(6,495,870	)
Net increase (decrease)		854,695		$	8,541,664			79,213		$	798,555

167

Notes to Financial Statements (Continued)

	Year Ended September 30, 2022						Year Ended September 30, 2021
	Shares			Amount			Shares			Amount
40/60 Allocation Fund Class A
Sold		380,461		$	3,580,805			489,022		$	5,085,574
Issued as reinvestment of dividends		444,808			4,443,631			329,317			3,312,929
Redeemed		(1,105,489	)		(10,926,047	)		(2,073,497	)		(21,389,001	)
Net increase (decrease)		(280,220	)	$	(2,901,611	)		(1,255,158	)	$	(12,990,498	)
40/60 Allocation Fund Class R3
Sold		1,872,290		$	19,355,867			112,053		$	1,145,520
Issued as reinvestment of dividends		167,009			1,638,358			43,594			432,892
Redeemed		(841,536	)		(7,922,523	)		(347,982	)		(3,562,829	)
Net increase (decrease)		1,197,763		$	13,071,702			(192,335	)	$	(1,984,417	)
60/40 Allocation Fund Class I
Sold		1,234,145		$	12,093,525			1,324,400		$	13,802,997
Issued as reinvestment of dividends		383,320			3,794,867			109,832			1,097,223
Redeemed		(707,895	)		(6,930,602	)		(1,079,496	)		(11,418,028	)
Net increase (decrease)		909,570		$	8,957,790			354,736		$	3,482,192
60/40 Allocation Fund Class R5
Sold		644,350		$	7,118,216			375,184		$	3,957,691
Issued as reinvestment of dividends		324,915			3,219,903			69,135			691,355
Redeemed		(1,814,154	)		(17,819,753	)		(189,198	)		(2,033,072	)
Net increase (decrease)		(844,889	)	$	(7,481,634	)		255,121		$	2,615,974
60/40 Allocation Fund Service Class
Sold		305,096		$	2,990,863			304,693		$	3,166,826
Issued as reinvestment of dividends		315,644			3,146,970			99,600			1,000,979
Redeemed		(333,038	)		(3,068,410	)		(796,540	)		(8,366,434	)
Net increase (decrease)		287,702		$	3,069,423			(392,247	)	$	(4,198,629	)
60/40 Allocation Fund Administrative Class
Sold		404,343		$	3,819,249			800,325		$	8,316,287
Issued as reinvestment of dividends		639,487			6,382,082			244,773			2,459,971
Redeemed		(1,907,803	)		(19,592,899	)		(1,751,607	)		(18,821,973	)
Net increase (decrease)		(863,973	)	$	(9,391,568	)		(706,509	)	$	(8,045,715	)
60/40 Allocation Fund Class R4
Sold		205,498		$	1,953,469			200,230		$	2,104,590
Issued as reinvestment of dividends		122,080			1,207,371			35,427			353,565
Redeemed		(305,696	)		(3,032,290	)		(334,841	)		(3,514,284	)
Net increase (decrease)		21,882		$	128,550			(99,184	)	$	(1,056,129	)
60/40 Allocation Fund Class A
Sold		332,144		$	3,196,807			389,012		$	4,151,546
Issued as reinvestment of dividends		669,698			6,723,767			209,725			2,120,316
Redeemed		(698,211	)		(6,966,841	)		(1,632,730	)		(17,002,589	)
Net increase (decrease)		303,631		$	2,953,733			(1,033,993	)	$	(10,730,727	)
60/40 Allocation Fund Class R3
Sold		148,165		$	1,379,297			204,509		$	2,113,598
Issued as reinvestment of dividends		151,843			1,497,170			54,392			540,657
Redeemed		(406,930	)		(4,105,982	)		(612,561	)		(6,345,737	)
Net increase (decrease)		(106,922	)	$	(1,229,515	)		(353,660	)	$	(3,691,482	)

168

Notes to Financial Statements (Continued)

	Year Ended September 30, 2022						Year Ended September 30, 2021
	Shares			Amount			Shares			Amount
80/20 Allocation Fund Class I
Sold		876,254		$	9,538,289			1,133,608		$	12,697,745
Issued as reinvestment of dividends		400,286			4,471,193			173,201			1,893,092
Redeemed		(739,056	)		(7,875,775	)		(1,102,794	)		(12,598,517	)
Net increase (decrease)		537,484		$	6,133,707			204,015		$	1,992,320
80/20 Allocation Fund Class R5
Sold		308,793		$	3,597,966			187,092		$	2,161,751
Issued as reinvestment of dividends		93,050			1,041,225			30,792			336,870
Redeemed		(642,285	)		(7,111,964	)		(191,092	)		(2,249,210	)
Net increase (decrease)		(240,442	)	$	(2,472,773	)		26,792		$	249,411
80/20 Allocation Fund Service Class
Sold		443,848		$	4,823,322			543,749		$	6,294,363
Issued as reinvestment of dividends		161,233			1,807,424			51,714			567,307
Redeemed		(461,582	)		(5,096,316	)		(353,074	)		(4,049,511	)
Net increase (decrease)		143,499		$	1,534,430			242,389		$	2,812,159
80/20 Allocation Fund Administrative Class
Sold		368,149		$	4,124,673			381,941		$	4,543,880
Issued as reinvestment of dividends		221,372			2,483,791			100,058			1,097,631
Redeemed		(588,613	)		(6,532,805	)		(780,438	)		(9,259,559	)
Net increase (decrease)		908		$	75,659			(298,439	)	$	(3,618,048	)
80/20 Allocation Fund Class R4
Sold		424,491		$	4,200,012			175,865		$	2,032,505
Issued as reinvestment of dividends		137,055			1,513,090			54,309			587,085
Redeemed		(365,828	)		(3,874,857	)		(374,989	)		(4,198,588	)
Net increase (decrease)		195,718		$	1,838,245			(144,815	)	$	(1,578,998	)
80/20 Allocation Fund Class A
Sold		276,585		$	2,783,968			307,327		$	3,623,235
Issued as reinvestment of dividends		270,081			3,033,006			118,606			1,301,110
Redeemed		(911,845	)		(10,305,455	)		(761,299	)		(8,525,884	)
Net increase (decrease)		(365,179	)	$	(4,488,481	)		(335,366	)	$	(3,601,539	)
80/20 Allocation Fund Class R3
Sold		145,996		$	1,522,676			199,256		$	2,264,624
Issued as reinvestment of dividends		176,089			1,933,462			84,916			913,691
Redeemed		(298,674	)		(3,286,886	)		(452,535	)		(5,200,098	)
Net increase (decrease)		23,411		$	169,252			(168,363	)	$	(2,021,783	)
MM RetireSMART by JPMorgan In Retirement Fund Class I
Sold		326,376		$	3,627,768			285,890		$	3,556,472
Issued as reinvestment of dividends		190,731			2,168,614			105,722			1,281,353
Redeemed		(389,315	)		(4,312,671	)		(658,698	)		(8,162,103	)
Net increase (decrease)		127,792		$	1,483,711			(267,086	)	$	(3,324,278	)
MM RetireSMART by JPMorgan In Retirement Fund Class R5
Sold		25,753		$	275,531			99,622		$	1,242,945
Issued as reinvestment of dividends		49,925			570,147			27,747			337,121
Redeemed		(183,020	)		(2,271,761	)		(92,620	)		(1,144,336	)
Net increase (decrease)		(107,342	)	$	(1,426,083	)		34,749		$	435,730

169

Notes to Financial Statements (Continued)

	Year Ended September 30, 2022						Year Ended September 30, 2021
	Shares			Amount			Shares			Amount
MM RetireSMART by JPMorgan In Retirement Fund Service Class
Sold		104,816		$	1,133,320			89,204		$	1,120,546
Issued as reinvestment of dividends		107,168			1,226,005			82,037			998,395
Redeemed		(385,402	)		(4,145,388	)		(755,069	)		(9,240,643	)
Net increase (decrease)		(173,418	)	$	(1,786,063	)		(583,828	)	$	(7,121,702	)
MM RetireSMART by JPMorgan In Retirement Fund Administrative Class
Sold		183,237		$	1,970,479			297,386		$	3,672,887
Issued as reinvestment of dividends		323,773			3,703,959			144,413			1,758,950
Redeemed		(628,407	)		(7,096,600	)		(480,666	)		(6,027,023	)
Net increase (decrease)		(121,397	)	$	(1,422,162	)		(38,867	)	$	(595,186	)
MM RetireSMART by JPMorgan In Retirement Fund Class R4
Sold		751,231		$	8,053,513			71,878		$	888,601
Issued as reinvestment of dividends		127,135			1,429,001			64,731			776,122
Redeemed		(801,273	)		(8,517,064	)		(401,228	)		(4,911,431	)
Net increase (decrease)		77,093		$	965,450			(264,619	)	$	(3,246,708	)
MM RetireSMART by JPMorgan In Retirement Fund Class A
Sold		52,812		$	569,104			509,268		$	6,265,641
Issued as reinvestment of dividends		131,835			1,508,190			346,594			4,176,453
Redeemed		(252,796	)		(2,861,206	)		(5,917,774	)		(74,471,290	)
Net increase (decrease)		(68,149	)	$	(783,912	)		(5,061,912	)	$	(64,029,196	)
MM RetireSMART by JPMorgan In Retirement Fund Class R3
Sold		364,136		$	3,762,568			261,713		$	3,207,151
Issued as reinvestment of dividends		229,439			2,558,247			132,911			1,581,636
Redeemed		(649,003	)		(7,064,574	)		(992,850	)		(12,159,534	)
Net increase (decrease)		(55,428	)	$	(743,759	)		(598,226	)	$	(7,370,747	)
MM RetireSMART by JPMorgan 2020 Fund Class I
Sold		666,104		$	7,748,692			1,144,273		$	14,769,325
Issued as reinvestment of dividends		448,203			5,427,736			202,557			2,564,369
Redeemed		(1,197,840	)		(13,771,332	)		(1,026,214	)		(13,423,600	)
Net increase (decrease)		(83,533	)	$	(594,904	)		320,616		$	3,910,094
MM RetireSMART by JPMorgan 2020 Fund Class R5
Sold		276,373		$	3,239,613			494,973		$	6,414,846
Issued as reinvestment of dividends		296,876			3,589,231			192,661			2,435,234
Redeemed		(1,108,675	)		(13,445,609	)		(1,301,102	)		(16,835,010	)
Net increase (decrease)		(535,426	)	$	(6,616,765	)		(613,468	)	$	(7,984,930	)
MM RetireSMART by JPMorgan 2020 Fund Service Class
Sold		135,551		$	1,604,963			242,063		$	3,190,490
Issued as reinvestment of dividends		234,082			2,853,464			141,523			1,803,008
Redeemed		(1,647,808	)		(19,622,801	)		(1,027,042	)		(13,363,004	)
Net increase (decrease)		(1,278,175	)	$	(15,164,374	)		(643,456	)	$	(8,369,506	)
MM RetireSMART by JPMorgan 2020 Fund Administrative Class
Sold		230,012		$	2,678,038			415,118		$	5,407,164
Issued as reinvestment of dividends		276,651			3,361,305			185,753			2,359,066
Redeemed		(1,722,111	)		(21,376,425	)		(1,149,396	)		(14,924,632	)
Net increase (decrease)		(1,215,448	)	$	(15,337,082	)		(548,525	)	$	(7,158,402	)

170

Notes to Financial Statements (Continued)

	Year Ended September 30, 2022						Year Ended September 30, 2021
	Shares			Amount			Shares			Amount
MM RetireSMART by JPMorgan 2020 Fund Class R4
Sold		223,131		$	2,570,365			229,725		$	2,904,104
Issued as reinvestment of dividends		184,421			2,185,392			117,812			1,462,041
Redeemed		(620,282	)		(7,540,009	)		(943,885	)		(12,011,412	)
Net increase (decrease)		(212,730	)	$	(2,784,252	)		(596,348	)	$	(7,645,267	)
MM RetireSMART by JPMorgan 2020 Fund Class A
Sold		85,568		$	989,774			537,618		$	6,869,712
Issued as reinvestment of dividends		240,406			2,911,317			366,079			4,612,594
Redeemed		(679,637	)		(8,119,220	)		(5,621,623	)		(74,038,355	)
Net increase (decrease)		(353,663	)	$	(4,218,129	)		(4,717,926	)	$	(62,556,049	)
MM RetireSMART by JPMorgan 2020 Fund Class R3
Sold		644,883		$	7,055,806			343,043		$	4,321,845
Issued as reinvestment of dividends		432,493			5,025,570			239,400			2,920,677
Redeemed		(1,282,920	)		(14,353,839	)		(1,499,699	)		(18,801,742	)
Net increase (decrease)		(205,544	)	$	(2,272,463	)		(917,256	)	$	(11,559,220	)
MM RetireSMART by JPMorgan 2025 Fund Class I
Sold		680,009		$	7,840,753			863,739		$	11,356,222
Issued as reinvestment of dividends		556,875			6,727,045			255,852			3,213,506
Redeemed		(928,540	)		(10,770,815	)		(979,583	)		(12,884,902	)
Net increase (decrease)		308,344		$	3,796,983			140,008		$	1,684,826
MM RetireSMART by JPMorgan 2025 Fund Class R5
Sold		22,491		$	256,692			63,844		$	829,287
Issued as reinvestment of dividends		13,922			170,263			2,673			33,951
Redeemed		(17,844	)		(197,559	)		(3,263	)		(43,351	)
Net increase (decrease)		18,569		$	229,396			63,254		$	819,887
MM RetireSMART by JPMorgan 2025 Fund Service Class
Sold		121,698		$	1,423,126			61,564		$	807,346
Issued as reinvestment of dividends		82,875			1,005,276			44,574			561,635
Redeemed		(473,798	)		(5,555,801	)		(262,634	)		(3,469,340	)
Net increase (decrease)		(269,225	)	$	(3,127,399	)		(156,496	)	$	(2,100,359	)
MM RetireSMART by JPMorgan 2025 Fund Administrative Class
Sold		385,967		$	4,532,380			430,375		$	5,542,338
Issued as reinvestment of dividends		335,378			4,048,008			196,440			2,465,327
Redeemed		(817,664	)		(9,453,047	)		(1,289,318	)		(16,802,749	)
Net increase (decrease)		(96,319	)	$	(872,659	)		(662,503	)	$	(8,795,084	)
MM RetireSMART by JPMorgan 2025 Fund Class R4
Sold		286,564		$	3,239,691			446,282		$	5,747,965
Issued as reinvestment of dividends		266,161			3,159,331			154,549			1,910,226
Redeemed		(569,428	)		(6,851,847	)		(889,691	)		(11,407,565	)
Net increase (decrease)		(16,703	)	$	(452,825	)		(288,860	)	$	(3,749,374	)
MM RetireSMART by JPMorgan 2025 Fund Class A
Sold		193,654		$	2,221,071			766,755		$	9,748,190
Issued as reinvestment of dividends		109,158			1,319,721			362,780			4,502,094
Redeemed		(458,106	)		(5,354,771	)		(5,816,794	)		(76,781,258	)
Net increase (decrease)		(155,294	)	$	(1,813,979	)		(4,687,259	)	$	(62,530,974	)

171

Notes to Financial Statements (Continued)

	Year Ended September 30, 2022						Year Ended September 30, 2021
	Shares			Amount			Shares			Amount
MM RetireSMART by JPMorgan 2025 Fund Class R3
Sold		500,081		$	5,772,128			560,258		$	7,201,658
Issued as reinvestment of dividends		578,831			6,859,146			309,536			3,819,675
Redeemed		(1,554,963	)		(17,720,728	)		(1,854,093	)		(23,820,670	)
Net increase (decrease)		(476,051	)	$	(5,089,454	)		(984,299	)	$	(12,799,337	)
MM RetireSMART by JPMorgan 2030 Fund Class I
Sold		1,203,134		$	14,332,736			1,549,695		$	20,256,456
Issued as reinvestment of dividends		605,796			7,590,627			217,866			2,771,252
Redeemed		(859,968	)		(10,383,358	)		(1,231,880	)		(16,363,227	)
Net increase (decrease)		948,962		$	11,540,005			535,681		$	6,664,481
MM RetireSMART by JPMorgan 2030 Fund Class R5
Sold		1,281,379		$	16,763,225			809,595		$	10,828,705
Issued as reinvestment of dividends		792,277			9,879,698			290,959			3,683,540
Redeemed		(1,000,087	)		(12,356,017	)		(1,353,355	)		(17,502,726	)
Net increase (decrease)		1,073,569		$	14,286,906			(252,801	)	$	(2,990,481	)
MM RetireSMART by JPMorgan 2030 Fund Service Class
Sold		416,104		$	4,909,520			529,922		$	7,049,742
Issued as reinvestment of dividends		388,790			4,887,084			194,875			2,484,660
Redeemed		(2,538,103	)		(31,203,765	)		(1,581,653	)		(20,615,673	)
Net increase (decrease)		(1,733,209	)	$	(21,407,161	)		(856,856	)	$	(11,081,271	)
MM RetireSMART by JPMorgan 2030 Fund Administrative Class
Sold		593,909		$	7,077,979			837,105		$	11,009,820
Issued as reinvestment of dividends		661,465			8,294,775			274,784			3,495,256
Redeemed		(1,955,644	)		(23,624,714	)		(1,391,908	)		(18,381,702	)
Net increase (decrease)		(700,270	)	$	(8,251,960	)		(280,019	)	$	(3,876,626	)
MM RetireSMART by JPMorgan 2030 Fund Class R4
Sold		364,708		$	4,261,776			352,659		$	4,601,570
Issued as reinvestment of dividends		264,697			3,261,072			129,328			1,617,889
Redeemed		(799,032	)		(10,081,060	)		(938,033	)		(12,272,606	)
Net increase (decrease)		(169,627	)	$	(2,558,212	)		(456,046	)	$	(6,053,147	)
MM RetireSMART by JPMorgan 2030 Fund Class A
Sold		372,786		$	4,382,292			738,006		$	9,420,283
Issued as reinvestment of dividends		313,069			3,907,101			357,282			4,508,898
Redeemed		(776,370	)		(9,251,517	)		(6,114,598	)		(82,681,362	)
Net increase (decrease)		(90,515	)	$	(962,124	)		(5,019,310	)	$	(68,752,181	)
MM RetireSMART by JPMorgan 2030 Fund Class R3
Sold		1,065,678		$	12,199,652			653,877		$	8,513,868
Issued as reinvestment of dividends		820,572			9,912,512			331,833			4,084,867
Redeemed		(1,157,250	)		(13,260,465	)		(2,082,719	)		(26,502,408	)
Net increase (decrease)		729,000		$	8,851,699			(1,097,009	)	$	(13,903,673	)
MM RetireSMART by JPMorgan 2035 Fund Class I
Sold		706,972		$	8,595,786			703,560		$	9,562,168
Issued as reinvestment of dividends		590,064			7,493,815			161,546			2,098,478
Redeemed		(946,853	)		(11,913,043	)		(610,058	)		(8,314,494	)
Net increase (decrease)		350,183		$	4,176,558			255,048		$	3,346,152

172

Notes to Financial Statements (Continued)

	Year Ended September 30, 2022						Year Ended September 30, 2021
	Shares			Amount			Shares			Amount
MM RetireSMART by JPMorgan 2035 Fund Class R5
Sold		31,149		$	376,615			56,642		$	750,936
Issued as reinvestment of dividends		38,740			492,774			8,543			111,139
Redeemed		(54,922	)		(617,656	)		(5,612	)		(74,692	)
Net increase (decrease)		14,967		$	251,733			59,573		$	787,383
MM RetireSMART by JPMorgan 2035 Fund Service Class
Sold		96,635		$	1,182,111			70,952		$	976,059
Issued as reinvestment of dividends		86,422			1,116,572			28,465			375,163
Redeemed		(124,554	)		(1,608,748	)		(211,228	)		(3,007,329	)
Net increase (decrease)		58,503		$	689,935			(111,811	)	$	(1,656,107	)
MM RetireSMART by JPMorgan 2035 Fund Administrative Class
Sold		511,058		$	6,316,851			615,738		$	8,406,883
Issued as reinvestment of dividends		334,899			4,300,099			94,744			1,243,039
Redeemed		(1,105,064	)		(13,752,401	)		(796,934	)		(10,864,345	)
Net increase (decrease)		(259,107	)	$	(3,135,451	)		(86,452	)	$	(1,214,423	)
MM RetireSMART by JPMorgan 2035 Fund Class R4
Sold		295,268		$	3,449,835			293,320		$	3,998,036
Issued as reinvestment of dividends		248,498			3,138,533			80,786			1,043,751
Redeemed		(336,147	)		(4,290,156	)		(698,757	)		(9,497,690	)
Net increase (decrease)		207,619		$	2,298,212			(324,651	)	$	(4,455,903	)
MM RetireSMART by JPMorgan 2035 Fund Class A
Sold		98,528		$	1,191,771			576,840		$	7,489,927
Issued as reinvestment of dividends		124,061			1,587,976			145,968			1,894,666
Redeemed		(466,347	)		(5,920,195	)		(3,241,003	)		(45,741,274	)
Net increase (decrease)		(243,758	)	$	(3,140,448	)		(2,518,195	)	$	(36,356,681	)
MM RetireSMART by JPMorgan 2035 Fund Class R3
Sold		630,921		$	7,485,737			472,713		$	6,381,523
Issued as reinvestment of dividends		571,656			7,197,154			169,353			2,182,956
Redeemed		(800,783	)		(9,972,438	)		(1,444,042	)		(19,307,677	)
Net increase (decrease)		401,794		$	4,710,453			(801,976	)	$	(10,743,198	)
MM RetireSMART by JPMorgan 2040 Fund Class I
Sold		1,075,427		$	12,911,956			880,821		$	12,009,397
Issued as reinvestment of dividends		561,722			7,184,429			68,783			883,182
Redeemed		(622,851	)		(7,656,556	)		(671,888	)		(9,022,244	)
Net increase (decrease)		1,014,298		$	12,439,829			277,716		$	3,870,335
MM RetireSMART by JPMorgan 2040 Fund Class R5
Sold		558,573		$	6,714,498			744,446		$	10,190,324
Issued as reinvestment of dividends		605,434			7,743,505			86,727			1,113,580
Redeemed		(770,478	)		(10,439,290	)		(850,104	)		(11,217,355	)
Net increase (decrease)		393,529		$	4,018,713			(18,931	)	$	86,549
MM RetireSMART by JPMorgan 2040 Fund Service Class
Sold		521,544		$	6,514,305			390,578		$	5,328,872
Issued as reinvestment of dividends		302,006			3,883,802			40,701			525,453
Redeemed		(1,597,050	)		(19,721,303	)		(658,350	)		(8,931,733	)
Net increase (decrease)		(773,500	)	$	(9,323,196	)		(227,071	)	$	(3,077,408	)

173

Notes to Financial Statements (Continued)

	Year Ended September 30, 2022						Year Ended September 30, 2021
	Shares			Amount			Shares			Amount
MM RetireSMART by JPMorgan 2040 Fund Administrative Class
Sold		805,936		$	9,988,039			835,431		$	11,198,935
Issued as reinvestment of dividends		690,533			8,831,913			78,492			1,007,829
Redeemed		(1,687,925	)		(20,440,260	)		(895,395	)		(11,911,517	)
Net increase (decrease)		(191,456	)	$	(1,620,308	)		18,528		$	295,247
MM RetireSMART by JPMorgan 2040 Fund Class R4
Sold		227,577		$	2,706,756			215,837		$	2,861,206
Issued as reinvestment of dividends		215,585			2,703,434			31,543			398,076
Redeemed		(371,938	)		(4,699,305	)		(903,189	)		(11,952,792	)
Net increase (decrease)		71,224		$	710,885			(655,809	)	$	(8,693,510	)
MM RetireSMART by JPMorgan 2040 Fund Class A
Sold		225,774		$	2,727,256			597,044		$	7,565,347
Issued as reinvestment of dividends		236,010			3,004,403			70,650			900,085
Redeemed		(742,122	)		(9,448,618	)		(3,209,113	)		(44,644,697	)
Net increase (decrease)		(280,338	)	$	(3,716,959	)		(2,541,419	)	$	(36,179,265	)
MM RetireSMART by JPMorgan 2040 Fund Class R3
Sold		912,147		$	10,629,034			493,967		$	6,414,595
Issued as reinvestment of dividends		594,490			7,294,397			70,673			875,634
Redeemed		(783,064	)		(9,278,077	)		(1,596,340	)		(20,625,554	)
Net increase (decrease)		723,573		$	8,645,354			(1,031,700	)	$	(13,335,325	)
MM RetireSMART by JPMorgan 2045 Fund Class I
Sold		592,449		$	7,567,213			525,252		$	7,283,265
Issued as reinvestment of dividends		404,436			5,197,007			78,039			1,026,207
Redeemed		(392,045	)		(5,049,069	)		(350,179	)		(4,929,608	)
Net increase (decrease)		604,840		$	7,715,151			253,112		$	3,379,864
MM RetireSMART by JPMorgan 2045 Fund Class R5
Sold		21,658		$	276,808			28,352		$	390,936
Issued as reinvestment of dividends		16,774			215,718			3,044			40,056
Redeemed		(8,061	)		(104,904	)		(19,682	)		(262,161	)
Net increase (decrease)		30,371		$	387,622			11,714		$	168,831
MM RetireSMART by JPMorgan 2045 Fund Service Class
Sold		78,611		$	937,620			46,531		$	663,690
Issued as reinvestment of dividends		58,302			750,930			12,734			167,829
Redeemed		(125,387	)		(1,653,145	)		(111,768	)		(1,554,783	)
Net increase (decrease)		11,526		$	35,405			(52,503	)	$	(723,264	)
MM RetireSMART by JPMorgan 2045 Fund Administrative Class
Sold		436,888		$	5,335,791			651,275		$	8,846,530
Issued as reinvestment of dividends		321,804			4,119,090			63,564			832,689
Redeemed		(824,739	)		(10,517,062	)		(543,064	)		(7,557,809	)
Net increase (decrease)		(66,047	)	$	(1,062,181	)		171,775		$	2,121,410
MM RetireSMART by JPMorgan 2045 Fund Class R4
Sold		255,261		$	3,074,716			333,371		$	4,599,616
Issued as reinvestment of dividends		244,492			3,070,820			61,722			795,600
Redeemed		(209,554	)		(2,780,735	)		(607,999	)		(8,555,563	)
Net increase (decrease)		290,199		$	3,364,801			(212,906	)	$	(3,160,347	)

174

Notes to Financial Statements (Continued)

	Year Ended September 30, 2022						Year Ended September 30, 2021
	Shares			Amount			Shares			Amount
MM RetireSMART by JPMorgan 2045 Fund Class A
Sold		124,962		$	1,514,932			453,468		$	5,894,716
Issued as reinvestment of dividends		109,182			1,394,259			95,054			1,232,845
Redeemed		(406,878	)		(5,425,760	)		(2,135,096	)		(30,690,124	)
Net increase (decrease)		(172,734	)	$	(2,516,569	)		(1,586,574	)	$	(23,562,563	)
MM RetireSMART by JPMorgan 2045 Fund Class R3
Sold		533,627		$	6,223,059			357,666		$	4,891,336
Issued as reinvestment of dividends		497,572			6,234,573			125,817			1,619,261
Redeemed		(650,613	)		(8,240,767	)		(1,361,566	)		(18,459,287	)
Net increase (decrease)		380,586		$	4,216,865			(878,083	)	$	(11,948,690	)
MM RetireSMART by JPMorgan 2050 Fund Class I
Sold		1,231,698		$	11,292,625			727,345		$	7,255,731
Issued as reinvestment of dividends		425,658			4,001,187			47,153			439,469
Redeemed		(574,106	)		(5,220,764	)		(454,192	)		(4,504,645	)
Net increase (decrease)		1,083,250		$	10,073,048			320,306		$	3,190,555
MM RetireSMART by JPMorgan 2050 Fund Class R5
Sold		858,393		$	7,586,241			1,076,622		$	10,688,801
Issued as reinvestment of dividends		721,868			6,771,126			107,786			1,003,491
Redeemed		(682,322	)		(6,453,048	)		(1,525,906	)		(14,601,024	)
Net increase (decrease)		897,939		$	7,904,319			(341,498	)	$	(2,908,732	)
MM RetireSMART by JPMorgan 2050 Fund Service Class
Sold		455,042		$	4,161,020			404,635		$	3,962,019
Issued as reinvestment of dividends		189,649			1,792,181			24,906			233,370
Redeemed		(1,229,167	)		(10,982,339	)		(445,648	)		(4,332,948	)
Net increase (decrease)		(584,476	)	$	(5,029,138	)		(16,107	)	$	(137,559	)
MM RetireSMART by JPMorgan 2050 Fund Administrative Class
Sold		946,201		$	8,542,156			1,083,935		$	10,593,161
Issued as reinvestment of dividends		672,285			6,326,202			74,280			693,031
Redeemed		(1,299,460	)		(11,686,683	)		(842,002	)		(8,269,128	)
Net increase (decrease)		319,026		$	3,181,675			316,213		$	3,017,064
MM RetireSMART by JPMorgan 2050 Fund Class R4
Sold		303,105		$	2,667,840			344,634		$	3,369,310
Issued as reinvestment of dividends		225,116			2,086,826			30,421			279,871
Redeemed		(371,598	)		(3,473,261	)		(659,614	)		(6,502,588	)
Net increase (decrease)		156,623		$	1,281,405			(284,559	)	$	(2,853,407	)
MM RetireSMART by JPMorgan 2050 Fund Class A
Sold		225,995		$	2,031,725			502,567		$	4,703,972
Issued as reinvestment of dividends		171,963			1,613,009			56,079			519,288
Redeemed		(637,062	)		(6,009,941	)		(2,391,017	)		(24,469,667	)
Net increase (decrease)		(239,104	)	$	(2,365,207	)		(1,832,371	)	$	(19,246,407	)
MM RetireSMART by JPMorgan 2050 Fund Class R3
Sold		1,009,350		$	8,760,808			551,292		$	5,375,087
Issued as reinvestment of dividends		498,635			4,577,472			59,803			546,001
Redeemed		(837,554	)		(7,655,501	)		(1,262,865	)		(12,002,359	)
Net increase (decrease)		670,431		$	5,682,779			(651,770	)	$	(6,081,271	)

175

Notes to Financial Statements (Continued)

	Year Ended September 30, 2022						Year Ended September 30, 2021
	Shares			Amount			Shares			Amount
MM RetireSMART by JPMorgan 2055 Fund Class I
Sold		403,186		$	4,250,814			404,976		$	4,843,286
Issued as reinvestment of dividends		180,930			2,006,510			52,641			578,530
Redeemed		(220,175	)		(2,330,827	)		(251,863	)		(2,998,063	)
Net increase (decrease)		363,941		$	3,926,497			205,754		$	2,423,753
MM RetireSMART by JPMorgan 2055 Fund Class R5
Sold		20,162		$	215,789			64,369		$	736,277
Issued as reinvestment of dividends		9,869			109,550			2,696			29,652
Redeemed		(51,453	)		(656,082	)		(6,858	)		(82,937	)
Net increase (decrease)		(21,422	)	$	(330,743	)		60,207		$	682,992
MM RetireSMART by JPMorgan 2055 Fund Service Class
Sold		88,583		$	939,606			49,235		$	589,535
Issued as reinvestment of dividends		26,957			300,838			8,839			97,676
Redeemed		(69,870	)		(801,432	)		(39,916	)		(477,336	)
Net increase (decrease)		45,670		$	439,012			18,158		$	209,875
MM RetireSMART by JPMorgan 2055 Fund Administrative Class
Sold		322,959		$	3,346,192			449,762		$	5,104,756
Issued as reinvestment of dividends		134,404			1,486,503			40,469			443,948
Redeemed		(313,419	)		(3,265,515	)		(338,394	)		(3,851,548	)
Net increase (decrease)		143,944		$	1,567,180			151,837		$	1,697,156
MM RetireSMART by JPMorgan 2055 Fund Class R4
Sold		170,486		$	1,769,505			212,365		$	2,471,970
Issued as reinvestment of dividends		88,927			978,197			38,284			417,683
Redeemed		(196,555	)		(2,158,935	)		(295,071	)		(3,498,012	)
Net increase (decrease)		62,858		$	588,767			(44,422	)	$	(608,359	)
MM RetireSMART by JPMorgan 2055 Fund Class A
Sold		83,704		$	922,581			255,117		$	2,896,529
Issued as reinvestment of dividends		24,762			278,324			56,063			613,895
Redeemed		(477,313	)		(5,616,762	)		(801,732	)		(9,761,811	)
Net increase (decrease)		(368,847	)	$	(4,415,857	)		(490,552	)	$	(6,251,387	)
MM RetireSMART by JPMorgan 2055 Fund Class R3
Sold		548,413		$	5,661,983			323,607		$	3,767,844
Issued as reinvestment of dividends		290,062			3,173,283			121,349			1,317,852
Redeemed		(421,357	)		(4,436,745	)		(891,831	)		(10,218,639	)
Net increase (decrease)		417,118		$	4,398,521			(446,875	)	$	(5,132,943	)
MM RetireSMART by JPMorgan 2060 Fund Class I
Sold		180,852		$	1,860,657			179,662		$	2,088,609
Issued as reinvestment of dividends		37,118			409,416			8,069			86,576
Redeemed		(101,256	)		(1,104,224	)		(42,237	)		(486,988	)
Net increase (decrease)		116,714		$	1,165,849			145,494		$	1,688,197
MM RetireSMART by JPMorgan 2060 Fund Class R5
Sold		3,642		$	37,494			59,539		$	684,498
Issued as reinvestment of dividends		207			2,290			4,064			43,480
Redeemed		(93,773	)		(1,134,208	)		(28,218	)		(330,398	)
Net increase (decrease)		(89,924	)	$	(1,094,424	)		35,385		$	397,580

176

Notes to Financial Statements (Continued)

	Year Ended September 30, 2022						Year Ended September 30, 2021
	Shares			Amount			Shares			Amount
MM RetireSMART by JPMorgan 2060 Fund Service Class
Sold		181,904		$	1,899,588			66,564		$	768,465
Issued as reinvestment of dividends		24,323			267,065			6,326			67,620
Redeemed		(234,100	)		(2,341,843	)		(48,979	)		(523,433	)
Net increase (decrease)		(27,873	)	$	(175,190	)		23,911		$	312,652
MM RetireSMART by JPMorgan 2060 Fund Administrative Class
Sold		123,649		$	1,284,482			103,851		$	1,212,381
Issued as reinvestment of dividends		22,762			249,474			6,022			64,312
Redeemed		(120,113	)		(1,233,688	)		(57,188	)		(633,442	)
Net increase (decrease)		26,298		$	300,268			52,685		$	643,251
MM RetireSMART by JPMorgan 2060 Fund Class R4
Sold		39,226		$	398,864			33,390		$	379,265
Issued as reinvestment of dividends		10,262			112,476			4,032			43,062
Redeemed		(25,718	)		(267,605	)		(30,080	)		(337,390	)
Net increase (decrease)		23,770		$	243,735			7,342		$	84,937
MM RetireSMART by JPMorgan 2060 Fund Class A
Sold		13,231		$	138,834			51,334		$	555,115
Issued as reinvestment of dividends		3,152			34,668			7,016			74,723
Redeemed		(29,102	)		(324,018	)		(127,851	)		(1,514,896	)
Net increase (decrease)		(12,719	)	$	(150,516	)		(69,501	)	$	(885,058	)
MM RetireSMART by JPMorgan 2060 Fund Class R3
Sold		53,991		$	551,892			30,374		$	348,769
Issued as reinvestment of dividends		13,655			149,244			9,711			103,328
Redeemed		(35,288	)		(396,244	)		(105,113	)		(1,193,341	)
Net increase (decrease)		32,358		$	304,892			(65,028	)	$	(741,244	)
MM Select T. Rowe Price Retirement Balanced Fund Class I
Sold		305,970		$	5,129,030			464,519		$	8,092,154
Issued as reinvestment of dividends		159,695			2,585,460			49,672			825,060
Redeemed		(403,719	)		(6,268,633	)		(242,666	)		(4,192,307	)
Net increase (decrease)		61,946		$	1,445,857			271,525		$	4,724,907
MM Select T. Rowe Price Retirement Balanced Fund Class M5
Sold		939,621		$	15,021,860			1,365,518		$	23,265,930
Issued as reinvestment of dividends		903,450			14,662,986			324,806			5,404,774
Redeemed		(1,149,916	)		(17,984,347	)		(887,330	)		(15,226,628	)
Net increase (decrease)		693,155		$	11,700,499			802,994		$	13,444,076
MM Select T. Rowe Price Retirement Balanced Fund Class M4
Sold		65,162		$	1,048,778			119,741		$	2,040,070
Issued as reinvestment of dividends		60,258			981,001			47,012			780,868
Redeemed		(387,506	)		(6,353,045	)		(583,425	)		(10,246,789	)
Net increase (decrease)		(262,086	)	$	(4,323,266	)		(416,672	)	$	(7,425,851	)
MM Select T. Rowe Price Retirement Balanced Fund Class M3
Sold		441,659		$	6,880,981			90,024		$	1,551,047
Issued as reinvestment of dividends		32,800			532,352			12,181			202,562
Redeemed		(526,393	)		(8,189,626	)		(124,296	)		(2,108,510	)
Net increase (decrease)		(51,934	)	$	(776,293	)		(22,091	)	$	(354,901	)

177

Notes to Financial Statements (Continued)

	Year Ended September 30, 2022						Year Ended September 30, 2021
	Shares			Amount			Shares			Amount
MM Select T. Rowe Price Retirement 2005 Fund Class I
Sold		233,822		$	3,354,818			338,862		$	5,732,743
Issued as reinvestment of dividends		184,236			2,750,646			64,096			1,057,591
Redeemed		(193,687	)		(2,804,677	)		(624,550	)		(10,731,059	)
Net increase (decrease)		224,371		$	3,300,787			(221,592	)	$	(3,940,725	)
MM Select T. Rowe Price Retirement 2005 Fund Class M5
Sold		86,908		$	1,386,710			264,139		$	4,508,274
Issued as reinvestment of dividends		84,126			1,254,316			23,719			390,897
Redeemed		(158,881	)		(2,391,961	)		(363,714	)		(6,249,874	)
Net increase (decrease)		12,153		$	249,065			(75,856	)	$	(1,350,703	)
MM Select T. Rowe Price Retirement 2005 Fund Class M4
Sold		31,602		$	497,323			69,605		$	1,191,175
Issued as reinvestment of dividends		29,162			435,381			8,599			141,796
Redeemed		(71,163	)		(1,108,922	)		(114,533	)		(1,976,203	)
Net increase (decrease)		(10,399	)	$	(176,218	)		(36,329	)	$	(643,232	)
MM Select T. Rowe Price Retirement 2005 Fund Class M3
Sold		14,692		$	214,246			52,916		$	909,683
Issued as reinvestment of dividends		15,742			234,087			3,079			50,687
Redeemed		(4,908	)		(75,869	)		(40,002	)		(691,916	)
Net increase (decrease)		25,526		$	372,464			15,993		$	268,454
MM Select T. Rowe Price Retirement 2010 Fund Class I
Sold		1,143,144		$	17,306,645			790,104		$	13,509,877
Issued as reinvestment of dividends		503,398			8,034,238			201,357			3,326,410
Redeemed		(1,156,618	)		(17,417,636	)		(1,194,114	)		(20,810,982	)
Net increase (decrease)		489,924		$	7,923,247			(202,653	)	$	(3,974,695	)
MM Select T. Rowe Price Retirement 2010 Fund Class M5
Sold		534,947		$	9,126,725			605,052		$	10,129,993
Issued as reinvestment of dividends		258,465			4,122,512			70,652			1,167,166
Redeemed		(1,076,399	)		(16,525,536	)		(624,441	)		(10,609,487	)
Net increase (decrease)		(282,987	)	$	(3,276,299	)		51,263		$	687,672
MM Select T. Rowe Price Retirement 2010 Fund Class M4
Sold		116,771		$	1,933,606			139,338		$	2,385,404
Issued as reinvestment of dividends		125,292			2,002,161			76,410			1,260,759
Redeemed		(953,754	)		(15,118,796	)		(604,431	)		(10,202,568	)
Net increase (decrease)		(711,691	)	$	(11,183,029	)		(388,683	)	$	(6,556,405	)
MM Select T. Rowe Price Retirement 2010 Fund Class M3
Sold		46,966		$	730,513			86,201		$	1,468,587
Issued as reinvestment of dividends		87,971			1,406,657			31,859			526,947
Redeemed		(269,373	)		(4,118,995	)		(235,465	)		(4,009,010	)
Net increase (decrease)		(134,436	)	$	(1,981,825	)		(117,405	)	$	(2,013,476	)
MM Select T. Rowe Price Retirement 2015 Fund Class I
Sold		1,408,416		$	21,902,134			1,439,929		$	24,674,475
Issued as reinvestment of dividends		444,615			7,318,355			192,638			3,224,766
Redeemed		(1,401,511	)		(21,937,030	)		(1,303,125	)		(22,838,996	)
Net increase (decrease)		451,520		$	7,283,459			329,442		$	5,060,245

178

Notes to Financial Statements (Continued)

	Year Ended September 30, 2022						Year Ended September 30, 2021
	Shares			Amount			Shares			Amount
MM Select T. Rowe Price Retirement 2015 Fund Class M5
Sold		240,413		$	3,934,063			432,279		$	7,469,217
Issued as reinvestment of dividends		382,761			6,292,593			147,172			2,462,179
Redeemed		(1,298,852	)		(20,043,666	)		(343,439	)		(6,010,325	)
Net increase (decrease)		(675,678	)	$	(9,817,010	)		236,012		$	3,921,071
MM Select T. Rowe Price Retirement 2015 Fund Class M4
Sold		198,709		$	3,285,817			102,467		$	1,789,487
Issued as reinvestment of dividends		55,236			911,386			30,505			510,957
Redeemed		(541,783	)		(8,706,873	)		(268,944	)		(4,687,546	)
Net increase (decrease)		(287,838	)	$	(4,509,670	)		(135,972	)	$	(2,387,102	)
MM Select T. Rowe Price Retirement 2015 Fund Class M3
Sold		63,261		$	1,058,577			122,810		$	2,105,488
Issued as reinvestment of dividends		40,920			672,724			17,052			285,443
Redeemed		(165,128	)		(2,516,012	)		(197,141	)		(3,376,828	)
Net increase (decrease)		(60,947	)	$	(784,711	)		(57,279	)	$	(985,897	)
MM Select T. Rowe Price Retirement 2020 Fund Class I
Sold		7,537,641		$	118,800,632			4,104,039		$	71,590,126
Issued as reinvestment of dividends		2,115,656			34,844,854			728,783			12,360,165
Redeemed		(6,399,516	)		(100,417,346	)		(4,585,926	)		(81,226,539	)
Net increase (decrease)		3,253,781		$	53,228,140			246,896		$	2,723,752
MM Select T. Rowe Price Retirement 2020 Fund Class M5
Sold		2,073,917		$	36,474,873			3,066,608		$	52,991,805
Issued as reinvestment of dividends		2,087,119			34,353,981			640,680			10,865,930
Redeemed		(9,427,089	)		(149,486,130	)		(4,118,856	)		(72,647,080	)
Net increase (decrease)		(5,266,053	)	$	(78,657,276	)		(411,568	)	$	(8,789,345	)
MM Select T. Rowe Price Retirement 2020 Fund Class M4
Sold		1,015,694		$	16,572,201			1,201,362		$	21,180,014
Issued as reinvestment of dividends		762,490			12,573,464			394,024			6,678,707
Redeemed		(4,180,320	)		(68,524,820	)		(3,774,885	)		(65,814,223	)
Net increase (decrease)		(2,402,136	)	$	(39,379,155	)		(2,179,499	)	$	(37,955,502	)
MM Select T. Rowe Price Retirement 2020 Fund Class M3
Sold		385,892		$	6,387,993			802,491		$	13,839,761
Issued as reinvestment of dividends		354,209			5,847,991			135,036			2,294,268
Redeemed		(1,097,789	)		(17,651,009	)		(1,961,788	)		(34,486,603	)
Net increase (decrease)		(357,688	)	$	(5,415,025	)		(1,024,261	)	$	(18,352,574	)
MM Select T. Rowe Price Retirement 2025 Fund Class I
Sold		8,539,331		$	140,810,463			7,073,901		$	127,891,009
Issued as reinvestment of dividends		2,295,536			39,896,413			712,872			12,461,008
Redeemed		(5,208,866	)		(84,955,302	)		(5,281,785	)		(97,064,364	)
Net increase (decrease)		5,626,001		$	95,751,574			2,504,988		$	43,287,653
MM Select T. Rowe Price Retirement 2025 Fund Class M5
Sold		1,563,591		$	27,503,087			2,163,008		$	39,540,510
Issued as reinvestment of dividends		1,193,224			20,726,297			367,856			6,426,451
Redeemed		(7,032,570	)		(115,383,994	)		(1,885,963	)		(34,710,606	)
Net increase (decrease)		(4,275,755	)	$	(67,154,610	)		644,901		$	11,256,355
MM Select T. Rowe Price Retirement 2025 Fund Class M4
Sold		1,489,503		$	26,528,455			1,395,092		$	25,464,651
Issued as reinvestment of dividends		530,954			9,222,674			196,560			3,433,898
Redeemed		(3,531,937	)		(59,574,375	)		(1,857,569	)		(33,901,691	)
Net increase (decrease)		(1,511,480	)	$	(23,823,246	)		(265,917	)	$	(5,003,142	)

179

Notes to Financial Statements (Continued)

	Year Ended September 30, 2022						Year Ended September 30, 2021
	Shares			Amount			Shares			Amount
MM Select T. Rowe Price Retirement 2025 Fund Class M3
Sold		556,793		$	9,492,429			1,110,932		$	19,886,024
Issued as reinvestment of dividends		298,488			5,178,774			114,056			1,990,274
Redeemed		(1,011,720	)		(16,360,888	)		(1,902,958	)		(34,509,818	)
Net increase (decrease)		(156,439	)	$	(1,689,685	)		(677,970	)	$	(12,633,520	)
MM Select T. Rowe Price Retirement 2030 Fund Class I
Sold		17,006,579		$	292,539,511			7,281,570		$	135,233,928
Issued as reinvestment of dividends		3,174,371			57,773,560			881,983			15,761,035
Redeemed		(6,119,019	)		(105,056,902	)		(4,693,823	)		(88,881,538	)
Net increase (decrease)		14,061,931		$	245,256,169			3,469,730		$	62,113,425
MM Select T. Rowe Price Retirement 2030 Fund Class M5
Sold		4,535,657		$	84,779,466			6,781,304		$	123,964,061
Issued as reinvestment of dividends		3,573,025			64,993,323			906,716			16,203,011
Redeemed		(18,516,774	)		(319,692,290	)		(4,370,000	)		(82,382,320	)
Net increase (decrease)		(10,408,092	)	$	(169,919,501	)		3,318,020		$	57,784,752
MM Select T. Rowe Price Retirement 2030 Fund Class M4
Sold		2,073,734		$	37,649,230			2,608,926		$	49,133,927
Issued as reinvestment of dividends		1,252,988			22,804,376			533,508			9,523,116
Redeemed		(8,189,081	)		(140,447,148	)		(6,390,327	)		(117,016,352	)
Net increase (decrease)		(4,862,359	)	$	(79,993,542	)		(3,247,893	)	$	(58,359,309	)
MM Select T. Rowe Price Retirement 2030 Fund Class M3
Sold		966,388		$	17,088,642			1,077,433		$	19,661,188
Issued as reinvestment of dividends		552,753			10,071,168			172,455			3,085,222
Redeemed		(1,734,460	)		(30,562,929	)		(3,015,357	)		(55,749,121	)
Net increase (decrease)		(215,319	)	$	(3,403,119	)		(1,765,469	)	$	(33,002,711	)
MM Select T. Rowe Price Retirement 2035 Fund Class I
Sold		11,256,790		$	198,143,268			5,514,941		$	104,574,394
Issued as reinvestment of dividends		1,726,216			32,763,576			465,300			8,473,120
Redeemed		(3,378,692	)		(59,564,725	)		(2,634,738	)		(51,236,097	)
Net increase (decrease)		9,604,314		$	171,342,119			3,345,503		$	61,811,417
MM Select T. Rowe Price Retirement 2035 Fund Class M5
Sold		1,713,564		$	32,461,820			1,902,709		$	37,039,466
Issued as reinvestment of dividends		1,094,005			20,742,335			301,681			5,490,596
Redeemed		(7,630,090	)		(134,789,582	)		(1,303,922	)		(24,929,714	)
Net increase (decrease)		(4,822,521	)	$	(81,585,427	)		900,468		$	17,600,348
MM Select T. Rowe Price Retirement 2035 Fund Class M4
Sold		1,974,053		$	36,677,551			2,258,492		$	43,817,075
Issued as reinvestment of dividends		487,832			9,244,410			131,483			2,391,669
Redeemed		(3,822,459	)		(67,790,009	)		(980,018	)		(19,013,027	)
Net increase (decrease)		(1,360,574	)	$	(21,868,048	)		1,409,957		$	27,195,717
MM Select T. Rowe Price Retirement 2035 Fund Class M3
Sold		576,007		$	10,520,197			638,967		$	11,825,316
Issued as reinvestment of dividends		190,005			3,608,202			75,478			1,372,936
Redeemed		(543,110	)		(9,930,100	)		(2,031,739	)		(39,232,693	)
Net increase (decrease)		222,902		$	4,198,299			(1,317,294	)	$	(26,034,441	)
MM Select T. Rowe Price Retirement 2040 Fund Class I
Sold		17,842,756		$	323,377,353			4,927,804		$	95,246,646
Issued as reinvestment of dividends		1,844,301			36,056,081			501,325			9,279,529
Redeemed		(3,433,976	)		(62,515,762	)		(3,359,159	)		(66,171,281	)
Net increase (decrease)		16,253,081		$	296,917,672			2,069,970		$	38,354,894

180

Notes to Financial Statements (Continued)

	Year Ended September 30, 2022						Year Ended September 30, 2021
	Shares			Amount			Shares			Amount
MM Select T. Rowe Price Retirement 2040 Fund Class M5
Sold		4,171,443		$	82,602,986			6,572,217		$	124,438,168
Issued as reinvestment of dividends		2,732,688			53,396,718			613,121			11,348,863
Redeemed		(16,150,828	)		(295,456,679	)		(2,416,172	)		(46,478,211	)
Net increase (decrease)		(9,246,697	)	$	(159,456,975	)		4,769,166		$	89,308,820
MM Select T. Rowe Price Retirement 2040 Fund Class M4
Sold		2,395,284		$	45,742,603			2,075,384		$	40,928,370
Issued as reinvestment of dividends		844,992			16,502,684			363,456			6,713,026
Redeemed		(6,988,390	)		(126,862,891	)		(5,360,898	)		(100,734,215	)
Net increase (decrease)		(3,748,114	)	$	(64,617,604	)		(2,922,058	)	$	(53,092,819	)
MM Select T. Rowe Price Retirement 2040 Fund Class M3
Sold		855,996		$	15,886,397			908,834		$	17,290,393
Issued as reinvestment of dividends		354,201			6,931,706			103,356			1,914,156
Redeemed		(1,186,981	)		(22,700,434	)		(2,502,386	)		(48,346,735	)
Net increase (decrease)		23,216		$	117,669			(1,490,196	)	$	(29,142,186	)
MM Select T. Rowe Price Retirement 2045 Fund Class I
Sold		11,288,128		$	205,849,243			3,867,260		$	76,044,553
Issued as reinvestment of dividends		1,064,698			21,166,192			252,233			4,711,717
Redeemed		(2,017,855	)		(36,741,964	)		(1,604,391	)		(32,349,847	)
Net increase (decrease)		10,334,971		$	190,273,471			2,515,102		$	48,406,423
MM Select T. Rowe Price Retirement 2045 Fund Class M5
Sold		1,343,450		$	25,847,325			1,461,159		$	29,441,322
Issued as reinvestment of dividends		844,791			16,777,545			209,722			3,915,508
Redeemed		(7,258,926	)		(133,207,378	)		(679,177	)		(13,399,447	)
Net increase (decrease)		(5,070,685	)	$	(90,582,508	)		991,704		$	19,957,383
MM Select T. Rowe Price Retirement 2045 Fund Class M4
Sold		1,940,581		$	38,287,849			1,528,719		$	30,317,779
Issued as reinvestment of dividends		374,404			7,420,678			90,627			1,690,198
Redeemed		(3,391,168	)		(60,246,314	)		(893,982	)		(17,644,416	)
Net increase (decrease)		(1,076,183	)	$	(14,537,787	)		725,364		$	14,363,561
MM Select T. Rowe Price Retirement 2045 Fund Class M3
Sold		422,286		$	7,951,088			524,290		$	10,038,412
Issued as reinvestment of dividends		129,246			2,571,996			43,621			814,412
Redeemed		(397,067	)		(7,662,141	)		(1,687,466	)		(33,012,679	)
Net increase (decrease)		154,465		$	2,860,943			(1,119,555	)	$	(22,159,855	)
MM Select T. Rowe Price Retirement 2050 Fund Class I
Sold		12,533,874		$	231,236,518			3,708,242		$	72,939,736
Issued as reinvestment of dividends		1,034,578			20,743,294			276,039			5,153,642
Redeemed		(1,853,714	)		(34,588,469	)		(1,375,033	)		(27,537,988	)
Net increase (decrease)		11,714,738		$	217,391,343			2,609,248		$	50,555,390
MM Select T. Rowe Price Retirement 2050 Fund Class M5
Sold		3,013,172		$	59,185,787			4,626,361		$	89,309,701
Issued as reinvestment of dividends		1,590,415			31,856,014			417,762			7,799,608
Redeemed		(9,794,915	)		(184,286,116	)		(1,986,442	)		(37,755,314	)
Net increase (decrease)		(5,191,328	)	$	(93,244,315	)		3,057,681		$	59,353,995

181

Notes to Financial Statements (Continued)

	Year Ended September 30, 2022						Year Ended September 30, 2021
	Shares			Amount			Shares			Amount
MM Select T. Rowe Price Retirement 2050 Fund Class M4
Sold		2,415,289		$	47,389,056			1,783,070		$	35,187,896
Issued as reinvestment of dividends		516,154			10,328,244			219,310			4,085,747
Redeemed		(5,909,371	)		(104,994,499	)		(3,195,050	)		(60,904,525	)
Net increase (decrease)		(2,977,928	)	$	(47,277,199	)		(1,192,670	)	$	(21,630,882	)
MM Select T. Rowe Price Retirement 2050 Fund Class M3
Sold		579,263		$	11,001,966			820,918		$	15,631,320
Issued as reinvestment of dividends		213,368			4,275,899			65,421			1,220,747
Redeemed		(749,277	)		(14,392,576	)		(1,450,967	)		(28,312,695	)
Net increase (decrease)		43,354		$	885,289			(564,628	)	$	(11,460,628	)
MM Select T. Rowe Price Retirement 2055 Fund Class I
Sold		9,407,027		$	172,120,699			1,970,847		$	38,801,235
Issued as reinvestment of dividends		451,953			9,025,508			120,986			2,253,961
Redeemed		(978,561	)		(18,086,779	)		(776,180	)		(15,616,399	)
Net increase (decrease)		8,880,419		$	163,059,428			1,315,653		$	25,438,797
MM Select T. Rowe Price Retirement 2055 Fund Class M5
Sold		1,111,691		$	21,879,145			1,494,776		$	29,803,216
Issued as reinvestment of dividends		561,937			11,205,031			155,950			2,902,228
Redeemed		(6,200,220	)		(114,761,201	)		(610,625	)		(11,871,458	)
Net increase (decrease)		(4,526,592	)	$	(81,677,025	)		1,040,101		$	20,833,986
MM Select T. Rowe Price Retirement 2055 Fund Class M4
Sold		1,404,133		$	27,210,498			845,856		$	16,904,947
Issued as reinvestment of dividends		188,075			3,746,457			50,088			931,634
Redeemed		(2,131,753	)		(38,065,701	)		(484,615	)		(9,532,136	)
Net increase (decrease)		(539,545	)	$	(7,108,746	)		411,329		$	8,304,445
MM Select T. Rowe Price Retirement 2055 Fund Class M3
Sold		364,367		$	6,750,865			442,031		$	8,218,717
Issued as reinvestment of dividends		75,680			1,509,059			28,072			521,858
Redeemed		(184,672	)		(3,542,998	)		(797,050	)		(15,602,549	)
Net increase (decrease)		255,375		$	4,716,926			(326,947	)	$	(6,861,974	)
MM Select T. Rowe Price Retirement 2060 Fund Class I
Sold		2,425,971		$	43,805,340			1,493,589		$	29,764,354
Issued as reinvestment of dividends		235,469			4,688,197			49,706			924,535
Redeemed		(645,198	)		(11,854,282	)		(548,443	)		(10,879,298	)
Net increase (decrease)		2,016,242		$	36,639,255			994,852		$	19,809,591
MM Select T. Rowe Price Retirement 2060 Fund Class M5
Sold		1,076,260		$	20,001,196			898,238		$	17,720,639
Issued as reinvestment of dividends		143,748			2,856,276			25,355			471,099
Redeemed		(366,788	)		(6,860,239	)		(247,150	)		(4,879,704	)
Net increase (decrease)		853,220		$	15,997,233			676,443		$	13,312,034
MM Select T. Rowe Price Retirement 2060 Fund Class M4
Sold		1,055,966		$	19,445,369			575,616		$	11,433,668
Issued as reinvestment of dividends		79,541			1,576,504			20,830			386,399
Redeemed		(941,124	)		(16,791,259	)		(520,718	)		(9,930,612	)
Net increase (decrease)		194,383		$	4,230,614			75,728		$	1,889,455
MM Select T. Rowe Price Retirement 2060 Fund Class M3
Sold		209,526		$	3,852,887			198,040		$	3,731,566
Issued as reinvestment of dividends		23,830			472,782			9,098			168,503
Redeemed		(94,635	)		(1,801,031	)		(252,373	)		(4,995,196	)
Net increase (decrease)		138,721		$	2,524,638			(45,235	)	$	(1,095,127	)

182

Notes to Financial Statements (Continued)

Unless waived, purchases of Class A shares are subject to a front-end sales charge of up to 5.50% of the amount purchased. A portion of the front-end sales charge may be retained by the Distributor. The Distributor retained $26 for the MM RetireSMART by JPMorgan 2040 Fund during the year ended September 30, 2022.

With respect to Class A shares, the Distributor may pay an up-front concession to financial intermediaries through which sales are made as described in the Funds’ Prospectus.

6. Federal Income Tax Information

	Federal Income Tax Cost		Tax Basis Unrealized Appreciation		Tax Basis Unrealized (Depreciation)			Net Unrealized Appreciation (Depreciation)
20/80 Allocation Fund	$	192,745,226	$	399,813	$	(34,798,397	)	$	(34,398,584	)
40/60 Allocation Fund		210,048,867		599,792		(40,807,456	)		(40,207,664	)
60/40 Allocation Fund		197,081,767		221,421		(40,098,151	)		(39,876,730	)
80/20 Allocation Fund		146,320,698		808,484		(33,270,945	)		(32,462,461	)
MM RetireSMART by JPMorgan In Retirement Fund		101,499,310		37,930		(18,363,465	)		(18,325,535	)
MM RetireSMART by JPMorgan 2020 Fund		197,296,301		61,397		(35,550,364	)		(35,488,967	)
MM RetireSMART by JPMorgan 2025 Fund		178,022,353		139,341		(35,961,114	)		(35,821,773	)
MM RetireSMART by JPMorgan 2030 Fund		393,495,500		265,925		(84,313,433	)		(84,047,508	)
MM RetireSMART by JPMorgan 2035 Fund		177,501,424		183,000		(39,244,264	)		(39,061,264	)
MM RetireSMART by JPMorgan 2040 Fund		287,009,697		309,489		(63,201,785	)		(62,892,296	)
MM RetireSMART by JPMorgan 2045 Fund		131,444,523		170,134		(30,418,664	)		(30,248,530	)
MM RetireSMART by JPMorgan 2050 Fund		202,895,828		196,309		(46,110,675	)		(45,914,366	)
MM RetireSMART by JPMorgan 2055 Fund		68,978,829		75,050		(16,368,523	)		(16,293,473	)
MM RetireSMART by JPMorgan 2060 Fund		22,866,809		15,096		(5,533,953	)		(5,518,857	)
MM Select T. Rowe Price Retirement Balanced Fund		187,913,980		193,667		(29,921,912	)		(29,728,245	)
MM Select T. Rowe Price Retirement 2005 Fund		29,488,915		21,691		(5,129,506	)		(5,107,815	)
MM Select T. Rowe Price Retirement 2010 Fund		125,010,091		192,794		(21,900,814	)		(21,708,020	)
MM Select T. Rowe Price Retirement 2015 Fund		137,036,161		196,003		(22,964,494	)		(22,768,491	)
MM Select T. Rowe Price Retirement 2020 Fund		611,812,731		702,434		(100,403,516	)		(99,701,082	)
MM Select T. Rowe Price Retirement 2025 Fund		634,344,927		575,254		(107,100,549	)		(106,525,295	)
MM Select T. Rowe Price Retirement 2030 Fund		1,375,546,418		1,156,133		(202,939,372	)		(201,783,239	)
MM Select T. Rowe Price Retirement 2035 Fund		727,276,044		434,885		(113,608,501	)		(113,173,616	)
MM Select T. Rowe Price Retirement 2040 Fund		1,202,393,845		433,240		(174,978,926	)		(174,545,686	)
MM Select T. Rowe Price Retirement 2045 Fund		564,885,002		23,123		(89,214,352	)		(89,191,229	)
MM Select T. Rowe Price Retirement 2050 Fund		824,924,897		14,410		(123,426,590	)		(123,412,180	)
MM Select T. Rowe Price Retirement 2055 Fund		352,630,937		5,062		(57,675,670	)		(57,670,608	)
MM Select T. Rowe Price Retirement 2060 Fund		160,877,654		2,831		(30,388,406	)		(30,385,575	)

At September 30, 2022, for federal income tax purposes, there were no unused capital losses.

183

Notes to Financial Statements (Continued)

The following Fund(s) elected to defer to the fiscal year beginning October 1, 2022, late year ordinary losses:

	Amount
MM Select T. Rowe Price Retirement 2030 Fund	$	2,603,189
MM Select T. Rowe Price Retirement 2035 Fund		1,830,737
MM Select T. Rowe Price Retirement 2040 Fund		4,734,635
MM Select T. Rowe Price Retirement 2045 Fund		2,178,724
MM Select T. Rowe Price Retirement 2050 Fund		3,574,783
MM Select T. Rowe Price Retirement 2060 Fund		560,467

The tax character of distributions (including capital gain dividends, if any, designated pursuant to Section 852 of the Code) paid during the year ended September 30, 2022, was as follows:

	Ordinary Income		Long Term Capital Gain
20/80 Allocation Fund	$	5,773,608	$	7,216,709
40/60 Allocation Fund		6,696,300		11,946,689
60/40 Allocation Fund		8,155,101		17,817,029
80/20 Allocation Fund		4,486,636		11,796,555
MM RetireSMART by JPMorgan In Retirement Fund		3,851,393		9,329,916
MM RetireSMART by JPMorgan 2020 Fund		9,288,244		16,065,771
MM RetireSMART by JPMorgan 2025 Fund		7,124,617		16,164,173
MM RetireSMART by JPMorgan 2030 Fund		13,540,089		34,192,780
MM RetireSMART by JPMorgan 2035 Fund		6,080,813		19,260,798
MM RetireSMART by JPMorgan 2040 Fund		9,354,902		31,290,981
MM RetireSMART by JPMorgan 2045 Fund		4,166,318		16,833,751
MM RetireSMART by JPMorgan 2050 Fund		6,883,238		20,284,765
MM RetireSMART by JPMorgan 2055 Fund		2,039,207		6,451,591
MM RetireSMART by JPMorgan 2060 Fund		783,889		1,958,115
MM Select T. Rowe Price Retirement Balanced Fund		7,115,125		11,646,674
MM Select T. Rowe Price Retirement 2005 Fund		1,357,592		3,334,823
MM Select T. Rowe Price Retirement 2010 Fund		5,310,387		10,255,181
MM Select T. Rowe Price Retirement 2015 Fund		5,206,666		9,988,392
MM Select T. Rowe Price Retirement 2020 Fund		25,271,795		62,348,495
MM Select T. Rowe Price Retirement 2025 Fund		23,345,921		51,678,237
MM Select T. Rowe Price Retirement 2030 Fund		54,756,932		100,885,494
MM Select T. Rowe Price Retirement 2035 Fund		27,736,963		38,621,560
MM Select T. Rowe Price Retirement 2040 Fund		52,502,131		60,385,058
MM Select T. Rowe Price Retirement 2045 Fund		22,858,059		25,078,352
MM Select T. Rowe Price Retirement 2050 Fund		35,715,171		31,488,280
MM Select T. Rowe Price Retirement 2055 Fund		11,815,181		13,670,874
MM Select T. Rowe Price Retirement 2060 Fund		4,846,160		4,747,599

184

Notes to Financial Statements (Continued)

The tax character of distributions (including capital gain dividends, if any, designated pursuant to Section 852 of the Code) paid during the year ended September 30, 2021, was as follows:

	Ordinary Income			Long Term Capital Gain
20/80 Allocation Fund	$	6,912,673		$	3,835,241
40/60 Allocation Fund		6,528,736			5,057,277
60/40 Allocation Fund		5,152,629			3,111,437
80/20 Allocation Fund		2,329,878			4,366,908
MM RetireSMART by JPMorgan In Retirement Fund		6,142,449			4,776,823
MM RetireSMART by JPMorgan 2020 Fund		11,260,302			6,896,687
MM RetireSMART by JPMorgan 2025 Fund		8,314,627			8,191,787
MM RetireSMART by JPMorgan 2030 Fund		11,888,107			10,758,255
MM RetireSMART by JPMorgan 2035 Fund		4,345,039			4,608,372
MM RetireSMART by JPMorgan 2040 Fund		5,383,008			320,831
MM RetireSMART by JPMorgan 2045 Fund		2,178,218			3,540,149
MM RetireSMART by JPMorgan 2050 Fund		3,156,541	��		557,980
MM RetireSMART by JPMorgan 2055 Fund		985,575			2,570,924
MM RetireSMART by JPMorgan 2060 Fund		348,416			779,863
MM Select T. Rowe Price Retirement Balanced Fund		3,760,652			3,452,612
MM Select T. Rowe Price Retirement 2005 Fund		804,782			841,098
MM Select T. Rowe Price Retirement 2010 Fund		3,131,794			3,149,488
MM Select T. Rowe Price Retirement 2015 Fund		2,982,450			3,500,895
MM Select T. Rowe Price Retirement 2020 Fund		13,720,482			18,478,588
MM Select T. Rowe Price Retirement 2025 Fund		9,784,845			14,526,786
MM Select T. Rowe Price Retirement 2030 Fund		17,254,192			27,318,192
MM Select T. Rowe Price Retirement 2035 Fund		6,229,193			11,499,128
MM Select T. Rowe Price Retirement 2040 Fund		8,110,897			21,144,677
MM Select T. Rowe Price Retirement 2045 Fund		2,687,176			8,444,659
MM Select T. Rowe Price Retirement 2050 Fund		3,928,942			14,330,802
MM Select T. Rowe Price Retirement 2055 Fund		1,378,034			5,231,647
MM Select T. Rowe Price Retirement 2060 Fund		422,073			1,528,463

The following Fund(s) have elected to pass through the foreign tax credit for the year ended September 30, 2022:

	Amount
20/80 Allocation Fund	$	16,804
40/60 Allocation Fund		35,053
60/40 Allocation Fund		32,402
80/20 Allocation Fund		46,848
MM RetireSMART by JPMorgan In Retirement Fund		29,290
MM RetireSMART by JPMorgan 2020 Fund		64,002
MM RetireSMART by JPMorgan 2025 Fund		76,456
MM RetireSMART by JPMorgan 2030 Fund		313,670
MM RetireSMART by JPMorgan 2035 Fund		107,484
MM RetireSMART by JPMorgan 2045 Fund		96,217
MM RetireSMART by JPMorgan 2050 Fund		149,584
MM RetireSMART by JPMorgan 2055 Fund		47,108
MM RetireSMART by JPMorgan 2060 Fund		17,131
MM Select T. Rowe Price Retirement Balanced Fund		51,445
MM Select T. Rowe Price Retirement 2005 Fund		8,143
MM Select T. Rowe Price Retirement 2010 Fund		43,596

185

Notes to Financial Statements (Continued)

	Amount
MM Select T. Rowe Price Retirement 2015 Fund	$	49,759
MM Select T. Rowe Price Retirement 2020 Fund		264,456
MM Select T. Rowe Price Retirement 2025 Fund		285,652
MM Select T. Rowe Price Retirement 2030 Fund		759,038
MM Select T. Rowe Price Retirement 2035 Fund		401,922
MM Select T. Rowe Price Retirement 2040 Fund		768,558
MM Select T. Rowe Price Retirement 2045 Fund		342,200
MM Select T. Rowe Price Retirement 2050 Fund		536,247
MM Select T. Rowe Price Retirement 2055 Fund		198,600
MM Select T. Rowe Price Retirement 2060 Fund		72,764

At September 30, 2022, the components of distributable earnings on a tax basis were as follows:

	Undistributed Ordinary Income		Undistributed Long Term Capital Gain (Capital Loss Carryover)		Other Temporary Differences			Unrealized Appreciation (Depreciation)			Total
20/80 Allocation Fund	$	1,332,743	$	3,272,268	$	(19,101	)	$	(34,398,584	)	$	(29,812,674	)
40/60 Allocation Fund		932,404		7,653,087		(32,969	)		(40,207,664	)		(31,655,142	)
60/40 Allocation Fund		568,379		13,844,710		(26,545	)		(39,876,730	)		(25,490,186	)
80/20 Allocation Fund		492,395		12,912,102		(8,945	)		(32,462,461	)		(19,066,909	)
MM RetireSMART by JPMorgan In Retirement Fund		3,877,541		2,122,032		(32,209	)		(18,325,535	)		(12,358,171	)
MM RetireSMART by JPMorgan 2020 Fund		2,043,946		4,516,664		(55,325	)		(35,488,967	)		(28,983,682	)
MM RetireSMART by JPMorgan 2025 Fund		1,263,528		8,525,878		(13,045	)		(35,821,773	)		(26,045,412	)
MM RetireSMART by JPMorgan 2030 Fund		2,631,893		23,853,271		(52,131	)		(84,047,508	)		(57,614,475	)
MM RetireSMART by JPMorgan 2035 Fund		916,469		13,262,571		(14,321	)		(39,061,264	)		(24,896,545	)
MM RetireSMART by JPMorgan 2040 Fund		1,656,575		22,847,024		(31,780	)		(62,892,296	)		(38,420,477	)
MM RetireSMART by JPMorgan 2045 Fund		645,703		12,669,855		(8,457	)		(30,248,530	)		(16,941,429	)
MM RetireSMART by JPMorgan 2050 Fund		1,112,798		16,834,365		(15,672	)		(45,914,366	)		(27,982,875	)
MM RetireSMART by JPMorgan 2055 Fund		324,589		6,449,064		(1,917	)		(16,293,473	)		(9,521,737	)
MM RetireSMART by JPMorgan 2060 Fund		152,120		2,185,008		(556	)		(5,518,857	)		(3,182,285	)
MM Select T. Rowe Price Retirement Balanced Fund		115,374		8,500,659		—			(29,728,245	)		(21,112,212	)
MM Select T. Rowe Price Retirement 2005 Fund		26,986		1,080,455		—			(5,107,815	)		(4,000,374	)
MM Select T. Rowe Price Retirement 2010 Fund		73,182		7,543,051		—			(21,708,020	)		(14,091,787	)
MM Select T. Rowe Price Retirement 2015 Fund		78,570		8,956,493		—			(22,768,491	)		(13,733,428	)
MM Select T. Rowe Price Retirement 2020 Fund		—		49,831,294		—			(99,701,082	)		(49,869,788	)
MM Select T. Rowe Price Retirement 2025 Fund		—		54,274,394		—			(106,525,295	)		(52,250,901	)
MM Select T. Rowe Price Retirement 2030 Fund		17,739		132,629,224		(2,603,189	)		(201,783,239	)		(71,739,465	)
MM Select T. Rowe Price Retirement 2035 Fund		—		66,805,545		(1,830,737	)		(113,173,616	)		(48,198,808	)
MM Select T. Rowe Price Retirement 2040 Fund		—		137,037,635		(4,734,635	)		(174,545,686	)		(42,242,686	)
MM Select T. Rowe Price Retirement 2045 Fund		—		56,849,527		(2,178,724	)		(89,191,229	)		(34,520,426	)
MM Select T. Rowe Price Retirement 2050 Fund		—		91,161,364		(3,574,783	)		(123,412,180	)		(35,825,599	)
MM Select T. Rowe Price Retirement 2055 Fund		—		30,549,313		—			(57,670,608	)		(27,121,295	)
MM Select T. Rowe Price Retirement 2060 Fund		—		11,546,252		(560,467	)		(30,385,575	)		(19,399,790	)

186

Notes to Financial Statements (Continued)

During the year ended September 30, 2022, the following amounts were reclassified due to permanent differences between book and tax accounting:

	Paid-in Capital			Accumulated Net Realized Gain (Loss) on Investments			Undistributed Net Investment Income (Loss)
20/80 Allocation Fund	$	—		$	(1,403,778	)	$	1,403,778
40/60 Allocation Fund		—			(2,478,735	)		2,478,735
60/40 Allocation Fund		(1	)		(3,215,104	)		3,215,105
80/20 Allocation Fund		—			(2,586,959	)		2,586,959
MM RetireSMART by JPMorgan In Retirement Fund		—			(1,158,471	)		1,158,471
MM RetireSMART by JPMorgan 2020 Fund		—			(2,521,357	)		2,521,357
MM RetireSMART by JPMorgan 2025 Fund		—			(2,216,935	)		2,216,935
MM RetireSMART by JPMorgan 2030 Fund		—			(5,132,587	)		5,132,587
MM RetireSMART by JPMorgan 2035 Fund		—			(2,871,508	)		2,871,508
MM RetireSMART by JPMorgan 2040 Fund		—			(5,165,510	)		5,165,510
MM RetireSMART by JPMorgan 2045 Fund		—			(2,424,649	)		2,424,649
MM RetireSMART by JPMorgan 2050 Fund		—			(3,774,418	)		3,774,418
MM RetireSMART by JPMorgan 2055 Fund		—			(1,189,249	)		1,189,249
MM RetireSMART by JPMorgan 2060 Fund		—			(431,487	)		431,487
MM Select T. Rowe Price Retirement Balanced Fund		—			(1,911,067	)		1,911,067
MM Select T. Rowe Price Retirement 2005 Fund		—			(299,149	)		299,149
MM Select T. Rowe Price Retirement 2010 Fund		—			(1,600,296	)		1,600,296
MM Select T. Rowe Price Retirement 2015 Fund		—			(1,785,825	)		1,785,825
MM Select T. Rowe Price Retirement 2020 Fund		—			(9,457,020	)		9,457,020
MM Select T. Rowe Price Retirement 2025 Fund		—			(10,395,365	)		10,395,365
MM Select T. Rowe Price Retirement 2030 Fund		—			(27,724,225	)		27,724,225
MM Select T. Rowe Price Retirement 2035 Fund		—			(15,867,704	)		15,867,704
MM Select T. Rowe Price Retirement 2040 Fund		—			(32,018,199	)		32,018,199
MM Select T. Rowe Price Retirement 2045 Fund		—			(14,562,113	)		14,562,113
MM Select T. Rowe Price Retirement 2050 Fund		—			(22,874,947	)		22,874,947
MM Select T. Rowe Price Retirement 2055 Fund		—			(9,801,875	)		9,801,875
MM Select T. Rowe Price Retirement 2060 Fund		—			(3,093,308	)		3,093,308

7. Investment in Affiliated Issuers

A summary of the Funds’ transactions in the securities of affiliated issuers during the year ended September 30, 2022, was as follows:

	Beginning Value as of 9/30/21		Purchases		Sales			Change in Unrealized Appreciation/ (Depreciation)			Net Realized Gain (Loss)		Value as of 9/30/22		Number of Shares Held as of 9/30/22		Dividend Income		Realized Gains Distributions
20/80 Allocation Fund
Barings Global Floating Rate Fund, Class Y*	$	1,559,442	$	11,859	$	(1,545,740	)	$	(25,561	)	$	—	$	—	$	—	$	10,473	$	—

187

Notes to Financial Statements (Continued)

	Beginning Value as of 9/30/21		Purchases		Sales			Change in Unrealized Appreciation/ (Depreciation)			Net Realized Gain (Loss)			Value as of 9/30/22		Number of Shares Held as of 9/30/22		Dividend Income		Realized Gains Distributions
20/80 Allocation Fund (Continued)
MassMutual Blue Chip Growth Fund, Class I	$	3,483,144	$	2,568,355	$	(884,127	)	$	(2,054,245	)	$	(6,591	)	$	3,106,536		165,770	$	—	$	647,438
MassMutual Core Bond Fund, Class I		34,993,204		4,834,827		(7,291,606	)		(6,522,148	)		(143,427	)		25,870,850		2,842,951		809,728		526,742
MassMutual Diversified Value Fund, Class I		2,709,426		502,095		(310,703	)		(617,933	)		67,551			2,350,436		216,232		51,803		292,242
MassMutual Equity Opportunities Fund, Class I		3,997,912		1,773,282		(582,538	)		(832,078	)		33,792			4,390,370		263,528		50,516		439,769
MassMutual Fundamental Value Fund, Class I		3,237,834		653,317		(530,186	)		(631,697	)		17,713			2,746,981		321,660		23,736		377,169
MassMutual Global Floating Rate Fund, Class I		—		1,583,012		(999,999	)		(48,126	)		(32,887	)		502,000		59,408		27,666		—
MassMutual Global Floating Rate Fund, Class Y		—		12,700		(13,191	)		—			491			—		—		12,702		—
MassMutual Growth Opportunities Fund, Class I		1,450,735		386,028		(139,760	)		(932,202	)		(47,560	)		717,241		157,290		—		318,405
MassMutual High Yield Fund, Class I		1,290,445		2,686,780		(2,158,592	)		(186,392	)		(198,736	)		1,433,505		197,181		159,547		—
MassMutual Inflation-Protected and Income Fund, Class I		6,106,746		741,516		(4,404,405	)		(825,081	)		24,483			1,643,259		175,750		106,528		326,055
MassMutual International Equity Fund, Class I		767,125		231,275		(278,250	)		(98,422	)		(118,880	)		502,848		70,427		15,837		78,549
MassMutual Mid Cap Growth Fund, Class I		1,472,740		350,956		(140,866	)		(662,188	)		3,402			1,024,044		55,205		—		280,626
MassMutual Mid-Cap Value Fund, Class I		2,267,697		610,219		(1,140,865	)		(717,148	)		69,504			1,089,407		103,164		23,255		518,879
MassMutual Overseas Fund, Class I		2,736,115		2,175,382		(864,865	)		(1,220,125	)		43,698			2,870,205		413,574		38,658		224,021
MassMutual Short-Duration Bond Fund, Class I		40,778,792		3,341,740		(10,385,507	)		(4,273,188	)		(1,404,446	)		28,057,391		3,236,147		1,729,010		—
MassMutual Small Cap Growth Equity Fund, Class I		265,439		77,127		(42,935	)		(122,212	)		(1,226	)		176,193		14,732		—		56,937
MassMutual Small Cap Value Equity Fund, Class I		873,974		248,986		(85,870	)		(313,424	)		(6,166	)		717,500		82,566		—		208,607
MassMutual Strategic Bond Fund, Class I		25,626,277		7,416,217		(6,084,742	)		(5,418,451	)		(245,506	)		21,293,795		2,502,209		1,017,428		479,459
MassMutual Strategic Emerging Markets Fund, Class I		1,263,154		262,659		(190,779	)		(560,701	)		(39,799	)		734,534		89,468		16,964		154,657
MassMutual Total Return Bond Fund, Class I		37,143,911		13,073,019		(8,818,640	)		(6,406,961	)		(198,386	)		34,792,943		4,132,178		613,046		72,910
MM Equity Asset Fund, Class I		10,432,793		3,331,439		(4,155,012	)		(3,698,160	)		390,786			6,301,846		900,264		129,741		2,080,520
	$	182,456,905	$	46,872,790	$	(51,049,178	)	$	(36,166,443	)	$	(1,792,190	)	$	140,321,884			$	4,836,638	$	7,082,985
40/60 Allocation Fund
Barings Global Floating Rate Fund, Class Y*	$	2,129,513	$	16,194	$	(2,109,642	)	$	(36,065	)	$	—		$	—		—	$	14,303	$	—
MassMutual Blue Chip Growth Fund, Class I		8,376,584		4,753,977		(2,527,610	)		(4,607,999	)		(4,633	)		5,990,319		319,654		—		1,668,598
MassMutual Core Bond Fund, Class I		26,555,894		6,844,985		(8,041,550	)		(4,651,117	)		(725,064	)		19,983,148		2,195,950		662,371		430,884
MassMutual Diversified Value Fund, Class I		5,397,509		1,516,617		(1,158,716	)		(1,384,718	)		258,264			4,628,956		425,847		109,498		617,731
MassMutual Equity Opportunities Fund, Class I		8,630,146		2,801,982		(2,348,578	)		(2,008,620	)		370,417			7,445,347		446,900		118,122		1,028,315

188

Notes to Financial Statements (Continued)

	Beginning Value as of 9/30/21		Purchases		Sales			Change in Unrealized Appreciation/ (Depreciation)			Net Realized Gain (Loss)			Value as of 9/30/22		Number of Shares Held as of 9/30/22		Dividend Income		Realized Gains Distributions
40/60 Allocation Fund (Continued)
MassMutual Fundamental Value Fund, Class I	$	6,732,322	$	1,978,295	$	(1,515,736	)	$	(1,426,979	)	$	87,505		$	5,855,407		685,645	$	51,964	$	825,706
MassMutual Global Floating Rate Fund, Class I		—		2,162,806		(1,200,001	)		(81,156	)		(37,969	)		843,680		99,844		38,887		—
MassMutual Global Floating Rate Fund, Class Y		—		12,447		(14,277	)		—			1,830			—		—		17,329		—
MassMutual Growth Opportunities Fund, Class I		2,944,392		1,007,350		(508,193	)		(1,859,759	)		(189,218	)		1,394,572		305,827		—		676,784
MassMutual High Yield Fund, Class I		1,466,621		2,217,822		(1,217,292	)		(289,409	)		(130,119	)		2,047,623		281,654		184,377		—
MassMutual Inflation-Protected and Income Fund, Class I		3,832,941		862,604		(3,269,169	)		(426,493	)		(94,182	)		905,701		96,866		71,125		217,695
MassMutual International Equity Fund, Class I		1,683,708		1,931,383		(1,033,162	)		(327,439	)		(304,347	)		1,950,143		273,129		40,664		201,679
MassMutual Mid Cap Growth Fund, Class I		2,439,138		831,080		(513,583	)		(1,140,707	)		7,250			1,623,178		87,503		—		492,432
MassMutual Mid Cap Value Fund, Class I		4,019,697		1,334,654		(1,513,583	)		(1,336,625	)		87,033			2,591,176		245,377		42,723		953,282
MassMutual Overseas Fund, Class I		5,388,214		3,696,306		(2,579,532	)		(2,176,428	)		76,112			4,404,672		634,679		85,215		493,814
MassMutual Short-Duration Bond Fund, Class I		26,476,282		4,718,774		(8,015,169	)		(2,964,727	)		(868,757	)		19,346,403		2,231,419		1,183,510		—
MassMutual Small Cap Growth Equity Fund, Class I		597,449		237,753		(153,964	)		(290,924	)		(4,027	)		386,287		32,298		—		136,481
MassMutual Small Cap Value Equity Fund, Class I		2,242,617		753,702		(302,317	)		(823,959	)		(25,299	)		1,844,744		212,284		—		553,977
MassMutual Strategic Bond Fund, Class I		23,119,765		6,245,422		(6,700,039	)		(4,445,864	)		(864,223	)		17,355,061		2,039,373		987,740		465,469
MassMutual Strategic Emerging Markets Fund, Class I		1,944,067		694,984		(569,014	)		(849,439	)		(123,097	)		1,097,501		133,679		27,981		255,103
MassMutual Total Return Bond Fund, Class I		33,433,186		13,374,232		(9,983,061	)		(5,348,393	)		(882,598	)		30,593,366		3,633,416		592,515		70,468
MM Equity Asset Fund, Class I		23,108,280		10,117,702		(8,232,688	)		(8,595,680	)		488,645			16,886,259		2,412,323		306,930		4,921,951
	$	190,518,325	$	68,111,071	$	(63,506,876	)	$	(45,072,500	)	$	(2,876,477	)	$	147,173,543			$	4,535,254	$	14,010,369
60/40 Allocation Fund
Barings Global Floating Rate Fund, Class Y*	$	3,636,669	$	27,655	$	(3,607,223	)	$	(57,101	)	$	—		$	—		—	$	24,425	$	—
MassMutual Blue Chip Growth Fund, Class I		11,813,796		5,401,984		(3,269,130	)		(5,954,898	)		218,568			8,210,320		438,117		—		2,110,494
MassMutual Core Bond Fund, Class I		17,508,095		1,994,226		(4,116,705	)		(2,868,206	)		(321,855	)		12,195,555		1,340,171		388,855		252,957
MassMutual Diversified Value Fund, Class I		8,517,510		1,160,544		(1,470,756	)		(1,808,448	)		251,189			6,650,039		611,779		154,829		873,467
MassMutual Equity Opportunities Fund , Class I		14,092,888		1,912,011		(3,046,061	)		(2,725,321	)		486,487			10,720,004		643,458		167,054		1,454,297
MassMutual Fundamental Value Fund, Class I		9,805,210		1,893,415		(1,959,891	)		(1,852,022	)		91,703			7,978,415		934,241		69,812		1,109,288
MassMutual Global Floating Rate Fund, Class I		—		3,700,188		(1,200,000	)		(217,710	)		(30,497	)		2,251,981		266,507		73,072		—
MassMutual Global Floating Rate Fund, Class Y		—		21,257		(19,894	)		—			(1,363	)		—		—		29,593		—

189

Notes to Financial Statements (Continued)

	Beginning Value as of 9/30/21		Purchases		Sales			Change in Unrealized Appreciation/ (Depreciation)			Net Realized Gain (Loss)			Value as of 9/30/22		Number of Shares Held as of 9/30/22		Dividend Income		Realized Gains Distributions
60/40 Allocation Fund (Continued)
MassMutual Growth Opportunities Fund, Class I	$	3,995,702	$	911,498	$	(589,016	)	$	(2,386,733	)	$	(149,820	)	$	1,781,631		390,709	$	—	$	842,115
MassMutual High Yield Fund, Class I		3,883,987		2,170,232		(1,105,997	)		(824,498	)		(173,378	)		3,950,346		543,376		406,716		—
MassMutual Inflation-Protected and Income Fund, Class I		1,990,383		180,519		(1,512,996	)		(198,427	)		(35,818	)		423,661		45,311		32,646		99,924
MassMutual International Equity Fund, Class I		3,231,405		477,780		(920,704	)		(461,303	)		(378,009	)		1,949,169		272,993		61,387		304,457
MassMutual Mid Cap Growth Fund, Class I		4,047,813		815,797		(598,147	)		(1,753,325	)		48,493			2,560,631		138,039		—		741,268
MassMutual Mid-Cap Value Fund, Class I		4,894,347		1,206,861		(575,287	)		(1,639,823	)		122,315			4,008,413		379,585		48,571		1,083,761
MassMutual Overseas Fund, Class I		6,369,737		2,449,442		(2,377,570	)		(2,141,436	)		124,444			4,424,617		637,553		84,369		488,905
MassMutual Short-Duration Bond Fund, Class I		14,351,051		822,730		(2,589,755	)		(1,659,753	)		(213,335	)		10,710,938		1,235,402		575,613		—
MassMutual Small Cap Growth Equity Fund, Class I		1,299,312		299,640		(180,335	)		(599,154	)		15,180			834,643		69,786		—		270,294
MassMutual Small Cap Value Equity Fund, Class I		3,948,706		982,244		(1,358,644	)		(1,141,737	)		(173,068	)		2,257,501		259,782		—		923,880
MassMutual Strategic Bond Fund, Class I		11,149,866		2,744,475		(3,432,836	)		(1,897,642	)		(388,452	)		8,175,411		960,683		419,185		197,539
MassMutual Strategic Emerging Markets Fund, Class I		775,023		242,967		(457,806	)		(232,593	)		(57,925	)		269,666		32,846		9,244		84,271
MassMutual Total Return Bond Fund, Class I		21,917,982		3,767,381		(5,900,576	)		(3,053,176	)		(447,668	)		16,283,943		1,933,960		348,817		41,485
MM Equity Asset Fund, Class I		42,281,088		11,895,559		(10,515,033	)		(14,711,499	)		1,210,672			30,160,787		4,308,684		511,810		8,207,407
	$	189,510,570	$	45,078,405	$	(50,804,362	)	$	(48,184,805	)	$	197,863		$	135,797,671			$	3,405,998	$	19,085,809
80/20 Allocation Fund
Barings Global Floating Rate Fund, Class Y*	$	2,919,474	$	22,201	$	(2,895,513	)	$	(46,162	)	$	—		$	—		—	$	19,608	$	—
MassMutual Blue Chip Growth Fund, Class I		10,463,108		5,028,755		(2,809,018	)		(5,475,514	)		176,220			7,383,551		394,000		—		1,888,811
MassMutual Core Bond Fund, Class I		5,553,330		1,232,980		(1,852,377	)		(867,891	)		(135,847	)		3,930,195		431,890		122,946		79,978
MassMutual Diversified Value Fund, Class I		6,101,531		1,204,430		(1,184,740	)		(1,426,171	)		269,234			4,964,284		456,696		111,719		630,262
MassMutual Equity Opportunities Fund, Class I		9,751,065		2,029,867		(2,312,298	)		(1,924,839	)		309,309			7,853,104		471,375		116,455		1,013,808
MassMutual Fundamental Value Fund, Class I		7,582,006		1,899,626		(1,686,793	)		(1,523,068	)		118,668			6,390,439		748,295		54,166		860,687
MassMutual Global Floating Rate Fund, Class I		—		2,969,744		(1,000,000	)		(171,395	)		(25,414	)		1,772,935		209,815		57,939		—
MassMutual Global Floating Rate Fund, Class Y		—		17,064		(16,291	)		—			(773	)		—		—	��	23,757		—
MassMutual Growth Opportunities Fund, Class I		3,282,271		916,450		(512,522	)		(1,956,938	)		(181,283	)		1,547,978		339,469		—		699,260
MassMutual High Yield Fund, Class I		3,302,143		1,525,355		(46,471	)		(866,452	)		(2,036	)		3,912,539		538,176		350,989		—
MassMutual Inflation-Protected and Income Fund, Class I		625,407		114,891		(531,403	)		(52,353	)		(19,565	)		136,977		14,650		10,315		31,573

190

Notes to Financial Statements (Continued)

	Beginning Value as of 9/30/21		Purchases		Sales			Change in Unrealized Appreciation/ (Depreciation)			Net Realized Gain (Loss)			Value as of 9/30/22		Number of Shares Held as of 9/30/22		Dividend Income		Realized Gains Distributions
80/20 Allocation Fund (Continued)
MassMutual International Equity Fund, Class I	$	2,297,789	$	681,954	$	(1,022,180	)	$	(216,272	)	$	(368,196	)	$	1,373,095		192,310	$	43,353	$	215,015
MassMutual Mid Cap Growth Fund, Class I		4,294,852		1,017,689		(523,228	)		(1,948,969	)		76,128			2,916,472		157,222		—		799,735
MassMutual Mid-Cap Value Fund, Class I		4,208,767		1,189,437		(504,064	)		(1,439,491	)		104,322			3,558,971		337,024		42,220		942,062
MassMutual Overseas Fund, Class I		7,760,610		3,784,146		(2,832,659	)		(2,753,812	)		112,312			6,070,597		874,726		104,469		605,382
MassMutual Short-Duration Bond Fund, Class I		6,637,743		695,581		(1,042,238	)		(831,945	)		(66,544	)		5,392,597		621,984		275,135		—
MassMutual Small Cap Growth Equity Fund, Class I		1,356,496		351,196		(154,922	)		(636,029	)		9,529			926,270		77,447		—		284,996
MassMutual Small Cap Value Equity Fund, Class I		3,175,407		877,625		(302,685	)		(1,134,928	)		(10,695	)		2,604,724		299,738		—		745,223
MassMutual Strategic Bond Fund, Class I		4,073,596		1,086,449		(1,548,579	)		(648,082	)		(173,185	)		2,790,199		327,873		153,152		72,173
MassMutual Strategic Emerging Markets Fund, Class I		3,424,859		801,813		(624,485	)		(1,469,899	)		(127,843	)		2,004,445		244,147		44,949		409,797
MassMutual Total Return Bond Fund, Class I		8,822,195		3,162,073		(4,665,748	)		(869,011	)		(412,344	)		6,037,165		717,003		140,992		16,768
MM Equity Asset Fund, Class I		32,928,612		11,182,327		(9,279,960	)		(11,380,824	)		672,976			24,123,131		3,446,162		400,059		6,415,365
	$	128,561,261	$	41,791,653	$	(37,348,174	)	$	(37,640,045	)	$	324,973		$	95,689,668			$	2,072,223	$	15,710,895
MM RetireSMART by JPMorgan In Retirement Fund
Barings Global Floating Rate Fund, Class Y*	$	1,464,503	$	11,087	$	(1,420,762	)	$	(55,143	)	$	315		$	—		—	$	11,087	$	—
MassMutual Blue Chip Growth Fund, Class I		1,778,027		1,592,850		(939,725	)		(953,719	)		7,574			1,485,007		79,243		—		312,217
MassMutual Core Bond Fund, Class I		22,877,013		7,263,241		(9,683,302	)		(3,433,792	)		(770,534	)		16,252,626		1,786,003		492,849		320,607
MassMutual Diversified Value Fund, Class I		1,931,872		1,014,463		(1,677,309	)		(622,796	)		250,077			896,307		82,457		36,134		203,854
MassMutual Equity Opportunities Fund, Class I		2,816,597		1,538,884		(1,448,828	)		(840,704	)		314,140			2,380,089		142,862		34,532		300,622
MassMutual Fundamental Value Fund, Class I		1,761,881		1,185,471		(1,410,838	)		(610,006	)		274,670			1,201,178		140,653		12,550		199,424
MassMutual Global Floating Rate Fund, Class I		—		1,371,900		(1,134,850	)		(14,832	)		(44,111	)		178,107		21,078		22,265		—
MassMutual Global Floating Rate Fund, Class Y		—		8,331		(41,340	)		—			33,009			—		—		11,390		—
MassMutual Growth Opportunities Fund, Class I		538,449		614,017		(283,711	)		(272,349	)		(149,767	)		446,639		97,947		—		112,760
MassMutual High Yield Fund, Class I		12,606,632		2,058,381		(8,262,949	)		(1,897,395	)		(143,329	)		4,361,340		599,909		967,968		—
MassMutual Inflation-Protected and Income Fund, Class I		8,797,706		2,160,551		(3,262,098	)		(1,472,296	)		(5,708	)		6,218,155		665,043		144,241		441,485
MassMutual International Equity Fund, Class I		1,838,547		1,346,623		(1,146,617	)		(408,987	)		(142,594	)		1,486,972		208,259		37,633		186,650
MassMutual Mid Cap Growth Fund, Class I		806,815		587,720		(342,084	)		(422,527	)		69,088			699,012		37,683		—		137,299
MassMutual Mid-Cap Value Fund, Class I		798,961		440,380		(300,139	)		(304,950	)		63,001			697,253		66,028		7,544		168,335

191

Notes to Financial Statements (Continued)

	Beginning Value as of 9/30/21		Purchases		Sales			Change in Unrealized Appreciation/ (Depreciation)			Net Realized Gain (Loss)			Value as of 9/30/22		Number of Shares Held as of 9/30/22		Dividend Income		Realized Gains Distributions
MM RetireSMART by JPMorgan In Retirement Fund (Continued)
MassMutual Overseas Fund, Class I	$	4,911,840	$	2,447,280	$	(3,367,486	)	$	(1,606,054	)	$	202,408		$	2,587,988		372,909	$	67,656	$	392,058
MassMutual Small Cap Growth Equity Fund, Class I		459,540		650,055		(317,494	)		(177,931	)		(109,499	)		504,671		42,197		—		119,781
MassMutual Small Cap Value Equity Fund, Class I		611,330		772,235		(436,397	)		(290,249	)		7,134			664,053		76,416		—		178,892
MassMutual Strategic Bond Fund, Class I		7,695,134		2,674,565		(3,278,454	)		(1,233,795	)		(364,175	)		5,493,275		645,508		284,660		134,145
MassMutual Strategic Emerging Markets Fund, Class I		2,478,194		1,783,331		(1,635,359	)		(536,060	)		(576,139	)		1,513,967		184,405		30,363		276,810
MassMutual Total Return Bond Fund, Class I		7,695,134		2,310,390		(3,278,841	)		(889,481	)		(350,096	)		5,487,106		651,675		118,460		14,089
MM Equity Asset Fund, Class I		8,830,242		6,413,068		(4,779,689	)		(3,375,055	)		334,006			7,422,572		1,060,367		103,707		1,663,013
	$	90,698,417	$	38,244,823	$	(48,448,272	)	$	(19,418,121	)	$	(1,100,530	)	$	59,976,317			$	2,383,039	$	5,162,041
MM RetireSMART by JPMorgan 2020 Fund
Barings Global Floating Rate Fund, Class Y*	$	3,366,161	$	24,979	$	(3,311,648	)	$	(83,170	)	$	3,678		$	—		—	$	24,980	$	—
MassMutual Blue Chip Growth Fund, Class I		4,067,993		3,254,075		(2,469,415	)		(1,985,180	)		19,470			2,886,943		154,052		—		680,539
MassMutual Core Bond Fund, Class I		52,339,321		13,596,564		(25,627,624	)		(6,787,662	)		(1,885,686	)		31,634,913		3,476,364		1,072,994		698,001
MassMutual Diversified Value Fund, Class I		4,426,230		1,715,035		(3,632,022	)		(1,595,358	)		833,249			1,747,134		160,730		79,015		445,764
MassMutual Equity Opportunities Fund, Class I		6,453,314		2,581,969		(3,335,802	)		(1,643,088	)		583,235			4,639,628		278,489		75,675		658,791
MassMutual Fundamental Value Fund, Class I		4,030,871		2,150,815		(3,169,383	)		(1,431,988	)		755,017			2,335,332		273,458		27,347		434,533
MassMutual Global Floating Rate Fund, Class I		—		2,892,118		(2,427,588	)		(27,629	)		(92,384	)		344,517		40,771		45,594		—
MassMutual Global Floating Rate Fund, Class Y		—		17,991		(50,893	)		—			32,902			—		—		24,434		—
MassMutual Growth Opportunities Fund, Class I		1,233,777		1,171,217		(649,034	)		(662,362	)		(222,952	)		870,646		190,931		—		246,815
MassMutual High Yield Fund, Class I		28,885,751		3,007,363		(19,130,416	)		(3,690,298	)		(582,564	)		8,489,836		1,167,790		2,081,779		—
MassMutual Inflation-Protected and Income Fund, Class I		20,158,305		3,300,010		(8,336,591	)		(3,204,799	)		185,717			12,102,642		1,294,400		315,306		965,072
MassMutual International Equity Fund, Class I		4,210,086		2,588,182		(2,761,230	)		(688,062	)		(441,862	)		2,907,114		407,159		82,358		408,466
MassMutual Mid Cap Growth Fund, Class I		1,848,585		1,067,796		(820,404	)		(909,381	)		175,973			1,362,569		73,454		—		300,348
MassMutual Mid-Cap Value Fund, Class I		1,830,512		745,961		(717,759	)		(703,031	)		203,477			1,359,160		128,708		16,498		368,104
MassMutual Overseas Fund, Class I		11,230,700		5,319,795		(8,649,354	)		(3,382,154	)		510,038			5,029,025		724,643		147,507		854,787
MassMutual Small Cap Growth Equity Fund, Class I		1,052,879		1,267,244		(735,299	)		(418,615	)		(182,456	)		983,753		82,254		—		262,120
MassMutual Small Cap Value Equity Fund, Class I		1,400,643		1,472,173		(999,340	)		(688,141	)		109,101			1,294,436		148,957		—		391,289
MassMutual Strategic Bond Fund, Class I		17,605,362		4,974,962		(8,575,341	)		(2,426,059	)		(886,764	)		10,692,160		1,256,423		619,976		292,162

192

Notes to Financial Statements (Continued)

	Beginning Value as of 9/30/21		Purchases		Sales			Change in Unrealized Appreciation/ (Depreciation)			Net Realized Gain (Loss)			Value as of 9/30/22		Number of Shares Held as of 9/30/22		Dividend Income		Realized Gains Distributions
MM RetireSMART by JPMorgan 2020 Fund (Continued)
MassMutual Strategic Emerging Markets Fund, Class I	$	5,674,990	$	3,149,388	$	(3,503,244	)	$	(1,625,618	)	$	(734,935	)	$	2,960,581		360,607	$	66,479	$	606,086
MassMutual Total Return Bond Fund, Class I		17,605,362		4,338,077		(8,726,701	)		(1,738,915	)		(797,692	)		10,680,131		1,268,424		257,996		30,684
MM Equity Asset Fund, Class I		20,202,269		12,773,315		(12,285,298	)		(7,554,844	)		1,295,132			14,430,574		2,061,511		225,968		3,623,638
	$	207,623,111	$	71,409,029	$	(119,914,386	)	$	(41,246,354	)	$	(1,120,306	)	$	116,751,094			$	5,163,906	$	11,267,199
MM RetireSMART by JPMorgan 2025 Fund
Barings Global Floating Rate Fund, Class Y	$	2,057,828	$	28,022	$	(2,026,349	)	$	(59,501	)	$	—		$	—		—	$	15,687	$	—
MassMutual Blue Chip Growth Fund, Class I		4,554,999		3,191,152		(2,187,160	)		(2,306,197	)		24,922			3,277,716		174,905		—		801,532
MassMutual Core Bond Fund, Class I		36,738,296		12,051,643		(15,173,717	)		(5,510,674	)		(1,408,415	)		26,697,133		2,933,751		808,233		525,770
MassMutual Diversified Value Fund, Class I		4,944,685		1,398,914		(3,478,418	)		(1,696,242	)		824,290			1,993,229		183,370		93,050		524,944
MassMutual Equity Opportunities Fund, Class I		7,204,736		1,916,591		(2,599,624	)		(1,464,157	)		230,154			5,287,700		317,389		89,131		775,933
MassMutual Fundamental Value Fund, Class I		4,513,424		1,902,945		(2,984,607	)		(1,510,018	)		731,117			2,652,861		310,639		32,220		511,978
MassMutual Global Floating Rate Fund, Class I		—		1,981,455		(1,591,615	)		(23,391	)		(75,891	)		290,558		34,386		36,840		—
MassMutual Global Floating Rate Fund, Class Y		—		16,151		(44,990	)		—			28,839			—		—		16,153		—
MassMutual Growth Opportunities Fund, Class I		1,377,094		1,238,861		(591,474	)		(795,532	)		(237,442	)		991,507		217,436		—		290,017
MassMutual High Yield Fund, Class I		16,722,405		2,260,142		(8,830,041	)		(2,746,345	)		(120,629	)		7,285,532		1,002,136		1,327,115		—
MassMutual Inflation-Protected and Income Fund, Class I		6,155,961		2,545,851		(1,991,316	)		(1,131,918	)		(46,122	)		5,532,456		591,707		103,733		317,499
MassMutual International Equity Fund, Class I		4,686,905		2,511,864		(2,586,657	)		(898,766	)		(433,074	)		3,280,272		459,422		96,616		479,179
MassMutual Mid Cap Growth Fund, Class I		2,097,235		1,048,770		(734,439	)		(997,650	)		105,729			1,519,645		81,922		—		366,906
MassMutual Mid-Cap Value Fund, Class I		2,077,797		686,580		(648,999	)		(766,469	)		166,889			1,515,798		143,541		20,097		448,413
MassMutual Overseas Fund, Class I		12,525,152		4,427,759		(7,840,317	)		(3,988,913	)		565,915			5,689,596		819,827		173,614		1,006,069
MassMutual Small Cap Growth Equity Fund, Class I		1,192,746		1,198,489		(621,706	)		(536,243	)		(143,091	)		1,090,195		91,153		—		291,542
MassMutual Small Cap Value Equity Fund, Class I		1,582,634		1,370,522		(861,562	)		(797,993	)		143,831			1,437,432		165,412		—		433,635
MassMutual Strategic Bond Fund, Class I		12,365,444		4,340,513		(5,058,981	)		(1,991,732	)		(641,914	)		9,013,330		1,059,146		466,984		220,064
MassMutual Strategic Emerging Markets Fund, Class I		6,471,157		3,478,808		(2,497,016	)		(2,733,434	)		(341,201	)		4,378,314		533,290		81,586		743,818
MassMutual Total Return Bond Fund, Class I		12,365,444		3,846,601		(5,173,025	)		(1,417,367	)		(618,464	)		9,003,189		1,069,262		194,332		23,112
MM Equity Asset Fund, Class I		22,626,948		11,520,395		(10,492,381	)		(8,449,194	)		1,201,308			16,407,076		2,343,868		266,573		4,274,763
	$	162,260,890	$	62,962,028	$	(78,014,394	)	$	(39,821,736	)	$	(43,249	)	$	107,343,539			$	3,821,964	$	12,035,174

193

Notes to Financial Statements (Continued)

	Beginning Value as of 9/30/21		Purchases		Sales			Change in Unrealized Appreciation/ (Depreciation)			Net Realized Gain (Loss)			Value as of 9/30/22		Number of Shares Held as of 9/30/22		Dividend Income		Realized Gains Distributions
MM RetireSMART by JPMorgan 2030 Fund
MassMutual Blue Chip Growth Fund, Class I	$	11,833,758	$	8,705,870	$	(5,302,170	)	$	(6,297,383	)	$	186,572		$	9,126,647		487,014	$	—	$	2,152,778
MassMutual Core Bond Fund, Class I		61,141,813		25,008,462		(26,170,167	)		(9,546,784	)		(2,455,606	)		47,977,718		5,272,277		1,380,773		898,217
MassMutual Diversified Value Fund, Class I		12,861,927		3,867,274		(8,894,332	)		(3,950,357	)		1,615,416			5,499,928		505,973		248,812		1,403,668
MassMutual Equity Opportunities Fund, Class I		18,756,945		5,481,002		(6,329,980	)		(3,532,738	)		218,283			14,593,512		875,961		237,642		2,068,800
MassMutual Fundamental Value Fund, Class I		11,724,657		5,149,762		(7,400,819	)		(4,188,946	)		2,094,579			7,379,233		864,079		86,509		1,374,612
MassMutual Growth Opportunities Fund, Class I		3,591,139		3,378,738		(1,484,693	)		(2,197,172	)		(552,078	)		2,735,934		599,986		—		775,048
MassMutual High Yield Fund, Class I		29,983,563		5,013,483		(16,196,190	)		(4,874,115	)		(362,285	)		13,564,456		1,865,812		2,420,575		—
MassMutual International Equity Fund, Class I		12,179,451		6,447,732		(5,905,927	)		(2,615,257	)		(976,619	)		9,129,380		1,278,625		258,435		1,281,748
MassMutual Mid Cap Growth Fund, Class I		5,485,186		2,895,154		(1,871,263	)		(2,540,842	)		148,747			4,116,982		221,940		—		992,270
MassMutual Mid-Cap Value Fund, Class I		5,434,357		1,982,370		(1,687,180	)		(1,812,794	)		189,789			4,106,542		388,877		54,487		1,215,772
MassMutual Overseas Fund, Class I		35,777,659		12,434,421		(22,455,002	)		(13,119,848	)		3,332,946			15,970,176		2,301,178		521,867		3,024,157
MassMutual Premier Inflation-Protected and Income Fund, Class I		—		2,482,744		(418,497	)		(182,766	)		(24,410	)		1,857,071		198,617		—		—
MassMutual Small Cap Growth Equity Fund, Class I		3,126,114		3,124,749		(1,523,237	)		(1,585,695	)		(167,968	)		2,973,963		248,659		—		755,469
MassMutual Small Cap Value Equity Fund, Class I		4,158,561		3,570,101		(2,096,200	)		(2,060,200	)		351,723			3,923,985		451,552		—		1,128,220
MassMutual Strategic Bond Fund, Class I		20,588,259		9,180,301		(8,990,752	)		(3,381,516	)		(1,197,849	)		16,198,443		1,903,460		798,882		376,470
MassMutual Strategic Emerging Markets Fund, Class I		16,990,386		9,216,754		(5,273,435	)		(8,087,385	)		(387,231	)		12,459,089		1,517,550		223,253		2,035,382
MassMutual Total Return Bond Fund, Class I		20,588,259		8,335,918		(9,192,676	)		(2,494,297	)		(1,056,952	)		16,180,252		1,921,645		332,431		39,536
MM Equity Asset Fund, Class I		58,860,073		30,980,828		(24,643,583	)		(22,490,864	)		2,954,212			45,660,666		6,522,952		714,695		11,460,870
	$	333,082,107	$	147,255,663	$	(155,836,103	)	$	(94,958,959	)	$	3,911,269		$	233,453,977			$	7,278,361	$	30,983,017
MM RetireSMART by JPMorgan 2035 Fund
MassMutual Blue Chip Growth Fund, Class I	$	9,659,995	$	6,496,484	$	(3,998,139	)	$	(4,941,074	)	$	137,128		$	7,354,394		392,444	$	—	$	1,691,458
MassMutual Core Bond Fund, Class I		6,254,943		4,093,444		(2,856,127	)		(1,047,472	)		(294,527	)		6,150,261		675,853		148,560		96,640
MassMutual Diversified Value Fund, Class I		6,369,167		1,786,358		(4,088,476	)		(1,783,018	)		678,419			2,962,450		272,534		118,198		666,814
MassMutual Equity Opportunities Fund, Class I		6,383,644		1,836,252		(2,232,835	)		(1,174,758	)		97,482			4,909,785		294,705		77,586		675,425
MassMutual Fundamental Value Fund, Class I		6,377,513		2,308,791		(4,147,801	)		(2,080,045	)		1,011,182			3,469,640		406,281		45,349		720,588
MassMutual Growth Opportunities Fund, Class I		3,261,242		2,815,061		(1,219,096	)		(2,012,943	)		(385,114	)		2,459,150		539,287		—		675,169
MassMutual High Yield Fund, Class I		10,349,549		1,561,576		(6,553,440	)		(1,490,955	)		(145,635	)		3,721,095		511,843		774,668		—

194

Notes to Financial Statements (Continued)

	Beginning Value as of 9/30/21		Purchases		Sales			Change in Unrealized Appreciation/ (Depreciation)			Net Realized Gain (Loss)			Value as of 9/30/22		Number of Shares Held as of 9/30/22		Dividend Income		Realized Gains Distributions
MM RetireSMART by JPMorgan 2035 Fund (Continued)
MassMutual International Equity Fund, Class I	$	8,922,230	$	3,728,599	$	(4,041,007	)	$	(1,708,183	)	$	(732,878	)	$	6,168,761		863,972	$	179,010	$	887,828
MassMutual Mid Cap Growth Fund, Class I		2,937,680		1,412,090		(872,572	)		(1,354,355	)		86,574			2,209,417		119,106		—		524,093
MassMutual Mid-Cap Value Fund, Class I		2,910,387		1,008,257		(854,799	)		(933,704	)		73,677			2,203,818		208,695		28,785		642,292
MassMutual Overseas Fund, Class I		23,599,269		6,622,258		(14,414,685	)		(8,294,313	)		2,301,715			9,814,244		1,414,156		320,844		1,859,252
MassMutual Small Cap Growth Equity Fund, Class I		1,676,740		1,543,368		(716,159	)		(838,807	)		(72,529	)		1,592,613		133,162		—		387,240
MassMutual Small Cap Value Equity Fund, Class I		2,219,180		1,759,234		(991,500	)		(1,053,971	)		165,987			2,098,930		241,534		—		578,777
MassMutual Strategic Bond Fund, Class I		11,737,204		7,417,732		(5,837,037	)		(1,982,408	)		(862,413	)		10,473,078		1,230,679		477,482		225,011
MassMutual Strategic Emerging Markets Fund, Class I		4,894,612		2,792,374		(1,606,102	)		(2,286,720	)		(128,700	)		3,665,464		446,463		63,028		574,623
MassMutual Total Return Bond Fund, Class I		11,737,204		6,942,498		(5,995,927	)		(1,406,405	)		(820,080	)		10,457,290		1,241,958		198,759		23,639
MM Equity Asset Fund, Class I		31,981,431		16,100,245		(13,348,276	)		(11,508,437	)		1,298,107			24,523,070		3,503,296		374,637		6,007,699
	$	151,271,990	$	70,224,621	$	(73,773,978	)	$	(45,897,568	)	$	2,408,395		$	104,233,460			$	2,806,906	$	16,236,548
MM RetireSMART by JPMorgan 2040 Fund
MassMutual Blue Chip Growth Fund, Class I	$	17,425,443	$	11,521,217	$	(6,623,551	)	$	(9,020,970	)	$	192,356		$	13,494,495		720,090	$	—	$	3,076,706
MassMutual Core Bond Fund, Class I		5,249,146		4,465,701		(3,112,608	)		(855,756	)		(401,033	)		5,345,450		587,412		125,474		81,623
MassMutual Diversified Value Fund, Class I		11,469,626		3,316,097		(7,315,356	)		(3,096,166	)		1,047,658			5,421,859		498,791		214,149		1,208,120
MassMutual Equity Opportunities Fund, Class I		11,495,330		3,470,759		(3,980,851	)		(2,176,883	)		186,204			8,994,559		539,889		140,565		1,223,687
MassMutual Fundamental Value Fund, Class I		11,509,078		4,241,960		(7,420,524	)		(3,564,806	)		1,600,262			6,365,970		745,430		82,437		1,309,921
MassMutual Growth Opportunities Fund, Class I		5,865,429		5,063,855		(2,020,050	)		(3,711,415	)		(699,379	)		4,498,440		986,500		—		1,224,927
MassMutual High Yield Fund, Class I		14,868,449		1,738,724		(9,894,577	)		(2,014,519	)		(58,381	)		4,639,696		638,198		1,060,481		—
MassMutual International Equity Fund, Class I		16,092,842		6,843,146		(6,812,921	)		(2,760,219	)		(1,752,348	)		11,610,500		1,626,120		326,239		1,618,029
MassMutual Mid Cap Growth Fund , Class I		5,358,896		2,414,363		(1,420,849	)		(2,569,083	)		223,228			4,006,555		215,987		—		964,810
MassMutual Mid-Cap Value Fund, Class I		5,308,874		1,789,303		(1,518,075	)		(1,701,479	)		117,747			3,996,370		378,444		52,992		1,182,414
MassMutual Overseas Fund, Class I		44,061,217		12,036,261		(26,050,741	)		(15,198,105	)		3,691,676			18,540,308		2,671,514		604,264		3,501,646
MassMutual Small Cap Growth Equity Fund, Class I		3,046,551		2,695,222		(1,178,508	)		(1,608,368	)		(56,823	)		2,898,074		242,314		—		701,472
MassMutual Small Cap Value Equity Fund, Class I		4,059,060		3,030,031		(1,642,038	)		(1,918,238	)		298,764			3,827,579		440,458		—		1,049,147
MassMutual Strategic Bond Fund, Class I		9,821,574		9,360,370		(6,463,357	)		(1,526,959	)		(1,133,927	)		10,057,701		1,181,868		403,250		190,030
MassMutual Strategic Emerging Markets Fund, Class I		8,893,437		4,723,455		(2,496,990	)		(4,251,114	)		(243,133	)		6,625,655		807,023		115,724		1,055,038

195

Notes to Financial Statements (Continued)

	Beginning Value as of 9/30/21		Purchases		Sales			Change in Unrealized Appreciation/ (Depreciation)			Net Realized Gain (Loss)			Value as of 9/30/22		Number of Shares Held as of 9/30/22		Dividend Income		Realized Gains Distributions
MM RetireSMART by JPMorgan 2040 Fund (Continued)
MassMutual Total Return Bond Fund, Class I	$	9,821,574	$	8,977,504	$	(6,639,375	)	$	(1,149,492	)	$	(972,230	)	$	10,037,981		1,192,159	$	167,795	$	19,956
MM Equity Asset Fund, Class I		57,699,866		28,585,898		(22,509,216	)		(20,836,215	)		2,090,716			45,031,049		6,433,007		681,610		10,930,338
	$	242,046,392	$	114,273,866	$	(117,099,587	)	$	(77,959,787	)	$	4,131,357		$	165,392,241			$	3,974,980	$	29,337,864
MM RetireSMART by JPMorgan 2045 Fund
MassMutual Blue Chip Growth Fund, Class I	$	8,413,227	$	5,454,023	$	(3,001,376	)	$	(4,377,360	)	$	142,708		$	6,631,222		353,854	$	—	$	1,460,038
MassMutual Core Bond Fund, Class I		230,403		1,788,669		(627,381	)		(132,134	)		(52,082	)		1,207,475		132,690		5,462		3,553
MassMutual Diversified Value Fund, Class I		5,541,471		1,679,917		(3,575,920	)		(1,497,613	)		519,481			2,667,336		245,385		101,724		573,874
MassMutual Equity Opportunities Fund, Class I		5,553,847		1,738,850		(1,902,485	)		(1,053,960	)		92,384			4,428,636		265,825		66,789		581,430
MassMutual Fundamental Value Fund, Class I		5,556,346		2,238,902		(3,718,639	)		(1,747,875	)		802,147			3,130,881		366,614		39,155		622,166
MassMutual Growth Opportunities Fund, Class I		2,833,639		2,457,141		(958,494	)		(1,787,767	)		(326,569	)		2,217,950		486,392		—		579,955
MassMutual High Yield Fund, Class I		5,345,441		545,532		(4,205,839	)		(570,662	)		(56,938	)		1,057,534		145,466		344,153		—
MassMutual International Equity Fund, Class I		7,757,333		3,507,486		(3,362,287	)		(1,554,858	)		(624,078	)		5,723,596		801,624		154,678		767,149
MassMutual Mid Cap Growth Fund, Class I		2,596,536		1,169,159		(660,847	)		(1,223,205	)		93,723			1,975,366		106,489		—		458,684
MassMutual Mid-Cap Value Fund, Class I		2,572,320		931,805		(769,304	)		(814,626	)		50,126			1,970,321		186,583		25,208		562,461
MassMutual Overseas Fund, Class I		21,784,728		6,588,503		(13,618,336	)		(7,312,878	)		1,664,024			9,106,041		1,312,110		292,927		1,697,478
MassMutual Small Cap Growth Equity Fund, Class I		1,479,761		1,279,962		(536,804	)		(766,024	)		(28,009	)		1,428,886		119,472		—		329,987
MassMutual Small Cap Value Equity Fund, Class I		1,960,909		1,454,882		(759,184	)		(919,463	)		144,138			1,881,282		216,488		—		492,231
MassMutual Strategic Bond Fund, Class I		431,294		3,586,914		(1,371,605	)		(254,911	)		(120,622	)		2,271,070		266,871		17,521		8,257
MassMutual Strategic Emerging Markets Fund, Class I		4,307,963		2,370,571		(1,227,515	)		(2,086,339	)		(83,966	)		3,280,714		399,600		55,102		502,373
MassMutual Total Return Bond Fund, Class I		431,294		3,583,015		(1,409,100	)		(231,140	)		(105,538	)		2,268,531		269,422		7,291		867
MM Equity Asset Fund, Class I		27,849,409		13,766,606		(10,528,190	)		(10,134,166	)		1,153,363			22,107,022		3,158,146		323,795		5,192,388
	$	104,645,921	$	54,141,937	$	(52,233,306	)	$	(36,464,981	)	$	3,264,292		$	73,353,863			$	1,433,805	$	13,832,891
MM RetireSMART by JPMorgan 2050 Fund
MassMutual Blue Chip Growth Fund, Class I	$	12,650,523	$	8,722,678	$	(4,209,069	)	$	(6,830,736	)	$	130,362		$	10,463,758		558,365	$	—	$	2,270,086
MassMutual Core Bond Fund, Class I		346,744		2,416,002		(989,921	)		(168,004	)		(86,387	)		1,518,434		166,861		8,385		5,454
MassMutual Diversified Value Fund, Class I		8,325,684		2,807,058		(5,366,837	)		(2,256,811	)		689,459			4,198,553		386,251		158,353		893,344
MassMutual Equity Opportunities Fund, Class I		8,344,378		2,971,306		(2,810,430	)		(1,650,644	)		116,504			6,971,114		418,434		104,125		906,463
MassMutual Fundamental Value Fund, Class I		8,355,026		3,390,584		(5,289,033	)		(2,558,106	)		1,041,819			4,940,290		578,488		60,849		966,878
MassMutual Growth Opportunities Fund, Class I		4,257,864		3,947,894		(1,380,327	)		(2,824,407	)		(509,967	)		3,491,057		765,583		—		906,332

196

Notes to Financial Statements (Continued)

	Beginning Value as of 9/30/21		Purchases		Sales			Change in Unrealized Appreciation/ (Depreciation)			Net Realized Gain (Loss)			Value as of 9/30/22		Number of Shares Held as of 9/30/22		Dividend Income		Realized Gains Distributions
MM RetireSMART by JPMorgan 2050 Fund (Continued)
MassMutual High Yield Fund, Class I	$	8,031,944	$	853,642	$	(6,609,582	)	$	(831,596	)	$	(102,896	)	$	1,341,512		184,527	$	523,255	$	—
MassMutual International Equity Fund, Class I		11,655,581		5,728,960		(4,941,255	)		(2,124,961	)		(1,304,104	)		9,014,221		1,262,496		240,575		1,193,166
MassMutual Mid Cap Growth Fund, Class I		3,901,346		1,912,473		(911,437	)		(1,911,988	)		128,081			3,118,475		168,112		—		716,008
MassMutual Mid-Cap Value Fund, Class I		3,864,766		1,542,189		(1,088,320	)		(1,264,727	)		56,667			3,110,575		294,562		39,318		877,320
MassMutual Overseas Fund, Class I		32,756,086		10,392,390		(19,763,271	)		(10,889,371	)		1,901,103			14,396,937		2,074,487		457,033		2,648,458
MassMutual Small Cap Growth Equity Fund, Class I		2,223,382		2,055,306		(779,709	)		(1,212,244	)		(37,592	)		2,249,143		188,055		—		515,403
MassMutual Small Cap Value Equity Fund, Class I		2,946,276		2,355,216		(1,121,799	)		(1,439,528	)		221,179			2,961,344		340,776		—		768,199
MassMutual Strategic Bond Fund, Class I		649,075		4,905,404		(2,177,111	)		(319,724	)		(200,019	)		2,857,625		335,796		26,975		12,711
MassMutual Strategic Emerging Markets Fund, Class I		6,473,052		3,855,078		(1,717,971	)		(3,202,200	)		(216,033	)		5,191,926		632,391		85,756		781,835
MassMutual Total Return Bond Fund, Class I		649,075		4,895,597		(2,225,352	)		(289,547	)		(175,341	)		2,854,432		339,006		11,224		1,335
MM Equity Asset Fund, Class I		41,876,518		21,931,026		(14,687,993	)		(15,365,313	)		1,102,344			34,856,582		4,979,512		503,022		8,066,493
	$	157,307,320	$	84,682,803	$	(76,069,417	)	$	(55,139,907	)	$	2,755,179		$	113,535,978			$	2,218,870	$	21,529,485
MM RetireSMART by JPMorgan 2055 Fund
MassMutual Blue Chip Growth Fund, Class I	$	4,249,517	$	3,027,688	$	(1,588,022	)	$	(2,252,561	)	$	75,058		$	3,511,680		187,390	$	—	$	718,705
MassMutual Core Bond Fund, Class I		116,441		810,185		(333,395	)		(55,638	)		(28,015	)		509,578		55,998		2,696		1,754
MassMutual Diversified Value Fund, Class I		2,796,332		999,830		(1,878,784	)		(775,332	)		266,022			1,408,068		129,537		49,842		281,180
MassMutual Equity Opportunities Fund, Class I		2,802,504		1,053,814		(1,018,113	)		(550,768	)		50,463			2,337,900		140,330		32,735		284,980
MassMutual Fundamental Value Fund, Class I		2,806,542		1,226,468		(1,879,897	)		(888,315	)		393,196			1,657,994		194,145		19,276		306,299
MassMutual Growth Opportunities Fund, Class I		1,429,901		1,348,173		(527,377	)		(894,087	)		(185,759	)		1,170,851		256,766		—		283,571
MassMutual High Yield Fund, Class I		2,697,370		309,239		(2,252,932	)		(267,595	)		(35,894	)		450,188		61,924		167,647		—
MassMutual International Equity Fund, Class I		3,914,425		2,078,549		(1,848,653	)		(778,668	)		(344,036	)		3,021,617		423,196		74,870		371,329
MassMutual Mid Cap Growth Fund, Class I		1,310,220		683,209		(371,597	)		(606,424	)		30,499			1,045,907		56,383		—		224,949
MassMutual Mid-Cap Value Fund, Class I		1,297,971		550,581		(416,472	)		(427,066	)		38,226			1,043,240		98,792		12,349		275,534
MassMutual Overseas Fund, Class I		11,003,866		3,880,352		(7,121,329	)		(3,676,718	)		743,211			4,829,382		695,876		143,491		831,513
MassMutual Small Cap Growth Equity Fund, Class I		746,702		714,663		(303,525	)		(381,072	)		(22,366	)		754,402		63,077		—		161,723
MassMutual Small Cap Value Equity Fund, Class I		989,492		822,768		(424,804	)		(475,244	)		81,021			993,233		114,296		—		241,379
MassMutual Strategic Bond Fund, Class I		217,968		1,640,190		(728,308	)		(106,317	)		(64,523	)		959,010		112,692		8,704		4,102

197

Notes to Financial Statements (Continued)

	Beginning Value as of 9/30/21		Purchases		Sales			Change in Unrealized Appreciation/ (Depreciation)			Net Realized Gain (Loss)			Value as of 9/30/22		Number of Shares Held as of 9/30/22		Dividend Income		Realized Gains Distributions
MM RetireSMART by JPMorgan 2055 Fund (Continued)
MassMutual Strategic Emerging Markets Fund, Class I	$	2,173,847	$	1,394,800	$	(719,794	)	$	(1,055,788	)	$	(50,500	)	$	1,742,565		212,249	$	26,691	$	243,335
MassMutual Total Return Bond Fund, Class I		217,968		1,637,238		(744,165	)		(96,381	)		(56,721	)		957,939		113,769		3,623		431
MM Select Equity Asset Fund, Class I		14,066,851		7,830,410		(5,582,933	)		(5,238,817	)		622,452			11,697,963		1,671,138		159,555		2,558,632
	$	52,837,917	$	30,008,157	$	(27,740,100	)	$	(18,526,791	)	$	1,512,334		$	38,091,517			$	701,479	$	6,789,416
MM RetireSMART by JPMorgan 2060 Fund
MassMutual Blue Chip Growth Fund, Class I	$	1,477,247	$	1,126,671	$	(709,819	)	$	(728,487	)	$	(9,633	)	$	1,155,979		61,685	$	—	$	261,113
MassMutual Core Bond Fund, Class I		40,456		283,725		(128,225	)		(17,776	)		(10,382	)		167,798		18,439		970		630
MassMutual Diversified Value Fund, Class I		973,075		410,538		(744,226	)		(271,618	)		96,075			463,844		42,672		18,084		102,025
MassMutual Equity Opportunities Fund, Class I		975,255		437,095		(474,833	)		(212,286	)		44,907			770,138		46,227		11,868		103,322
MassMutual Fundamental Value Fund, Class I		975,582		506,644		(768,071	)		(283,255	)		114,872			545,772		63,908		6,995		111,159
MassMutual High Yield Fund, Class I		938,982		128,899		(815,486	)		(88,383	)		(15,772	)		148,240		20,391		59,135		—
MassMutual Mid Cap Growth Fund , Class I		455,955		270,103		(185,301	)		(214,439	)		18,209			344,527		18,573		—		81,661
MassMutual Overseas Fund, Class I		3,822,904		1,572,245		(2,801,281	)		(1,172,441	)		168,343			1,589,770		229,073		52,640		305,042
MassMutual Small Cap Growth Equity Fund, Class I		259,843		271,529		(144,996	)		(110,257	)		(27,607	)		248,512		20,779		—		58,794
MassMutual Small Cap Value Equity Fund, Class I		344,327		313,491		(195,368	)		(160,339	)		25,063			327,174		37,649		—		87,598
MassMutual Strategic Bond Fund, Class I		75,731		573,752		(275,949	)		(33,943	)		(23,799	)		315,792		37,108		3,126		1,473
MassMutual Strategic Emerging Markets Fund, Class I		756,085		560,046		(362,724	)		(323,200	)		(57,420	)		572,787		69,767		9,794		89,288
MassMutual Growth Opportunities Fund, Class I		497,623		500,528		(244,541	)		(264,979	)		(102,948	)		385,683		84,580		—		103,301
MassMutual International Equity Fund, Class I		1,361,435		891,935		(871,499	)		(194,448	)		(192,055	)		995,368		139,407		27,467		136,227
MassMutual Mid-Cap Value Fund, Class I		451,678		224,677		(198,255	)		(159,663	)		25,210			343,647		32,542		4,483		100,019
MassMutual Total Return Bond Fund, Class I		75,731		572,641		(281,311	)		(30,647	)		(20,975	)		315,439		37,463		1,300		155
MM Equity Asset Fund, Class I		4,889,843		2,942,485		(2,407,999	)		(1,765,892	)		192,294			3,850,731		550,104		57,807		926,989
	$	18,371,752	$	11,587,004	$	(11,609,884	)	$	(6,032,053	)	$	224,382		$	12,541,201			$	253,669	$	2,468,796
MM Select T. Rowe Price Retirement Balanced Fund
MassMutual Select T. Rowe Price Bond Asset Fund, Class I	$	44,120,683	$	6,699,911	$	(9,285,816	)	$	(6,756,753	)	$	(897,297	)	$	33,880,728		3,925,924	$	1,330,497	$	113,380
MassMutual Select T. Rowe Price Emerging Markets Bond Fund, Class I		8,105,476		2,158,804		(1,373,453	)		(2,252,536	)		(329,397	)		6,308,894		926,416		449,071		—
MassMutual Select T. Rowe Price International Equity Fund, Class I		22,137,853		5,109,394		(3,979,637	)		(6,761,541	)		309,593			16,815,662		2,004,251		602,712		306,554

198

Notes to Financial Statements (Continued)

	Beginning Value as of 9/30/21		Purchases		Sales			Change in Unrealized Appreciation/ (Depreciation)			Net Realized Gain (Loss)			Value as of 9/30/22		Number of Shares Held as of 9/30/22		Dividend Income		Realized Gains Distributions
MM Select T. Rowe Price Retirement Balanced Fund (Continued)
MassMutual Select T. Rowe Price Large Cap Blend Fund, Class I	$	24,107,539	$	16,277,618	$	(5,045,868	)	$	(11,482,493	)	$	496,740		$	24,353,536		2,168,614	$	217,769	$	4,100,029
MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund, Class I		40,496,798		7,416,678		(11,249,390	)		(4,358,239	)		189,703			32,495,550		3,299,041		1,935,255		529,404
MassMutual Select T. Rowe Price Real Assets Fund, Class I		2,159,709		1,654,074		(456,675	)		(710,193	)		67,918			2,714,833		262,556		60,238		131,103
MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund, Class I		12,063,959		2,853,267		(2,392,778	)		(4,359,630	)		350,603			8,515,421		773,426		119,250		1,454,413
MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund, Class I		2,571,128		4,522,297		(798,521	)		(713,214	)		(770,387	)		4,811,303		879,580		48,324		—
MM S&P 500 Index Fund, Class I		14,579,963		4,270,709		(9,660,047	)		(4,132,123	)		1,468,860			6,527,362		409,753		181,308		1,608,522
	$	170,343,108	$	50,962,752	$	(44,242,185	)	$	(41,526,722	)	$	886,336		$	136,423,289			$	4,944,424	$	8,243,405
MM Select T. Rowe Price Retirement 2005 Fund
MassMutual Select T. Rowe Price Bond Asset Fund, Class I	$	7,051,411	$	1,198,218	$	(1,883,221	)	$	(1,015,969	)	$	(148,623	)	$	5,201,816		602,760	$	206,192	$	17,571
MassMutual Select T. Rowe Price Emerging Markets Bond Fund, Class I		1,329,741		259,538		(234,695	)		(365,276	)		(42,331	)		946,977		139,057		73,293		—
MassMutual Select T. Rowe Price International Equity Fund, Class I		3,441,794		1,092,591		(696,959	)		(1,114,171	)		60,098			2,783,353		331,747		95,613		48,631
MassMutual Select T. Rowe Price Large Cap Blend Fund, Class I		3,846,427		2,893,804		(866,941	)		(1,878,489	)		85,914			4,080,715		363,376		34,853		656,199
MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund, Class I		5,174,412		1,103,846		(1,509,678	)		(569,250	)		34,629			4,233,959		429,844		248,809		68,063
MassMutual Select T. Rowe Price Real Assets Fund, Class I		327,019		312,518		(74,273	)		(128,942	)		21,176			457,498		44,245		9,124		19,858
MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund, Class I		1,903,008		533,640		(330,580	)		(693,325	)		39,425			1,452,168		131,895		19,113		233,108
MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund, Class I		418,385		715,439		(128,551	)		(184,340	)		(48,108	)		772,825		141,284		7,359		—
MM S&P 500 Index Fund, Class I		2,317,988		778,142		(1,556,602	)		(510,251	)		58,694			1,087,971		68,297		30,005		266,198
	$	25,810,185	$	8,887,736	$	(7,281,500	)	$	(6,460,013	)	$	60,874		$	21,017,282			$	724,361	$	1,309,628
MM Select T. Rowe Price Retirement 2010 Fund
MassMutual Select T. Rowe Price Bond Asset Fund, Class I	$	32,524,950	$	3,350,581	$	(9,315,106	)	$	(4,781,915	)	$	(461,845	)	$	21,316,665		2,470,066	$	958,384	$	81,670
MassMutual Select T. Rowe Price Emerging Markets Bond Fund, Class I		5,982,738		977,678		(1,376,341	)		(1,491,363	)		(266,341	)		3,826,371		561,875		326,421		—
MassMutual Select T. Rowe Price International Equity Fund, Class I		19,239,674		3,739,685		(4,909,245	)		(5,901,667	)		617,602			12,786,049		1,523,963		518,906		263,929

199

Notes to Financial Statements (Continued)

	Beginning Value as of 9/30/21		Purchases		Sales			Change in Unrealized Appreciation/ (Depreciation)			Net Realized Gain (Loss)			Value as of 9/30/22		Number of Shares Held as of 9/30/22		Dividend Income		Realized Gains Distributions
MM Select T. Rowe Price Retirement 2010 Fund (Continued)
MassMutual Select T. Rowe Price Large Cap Blend Fund Class I	$	21,441,836	$	12,936,313	$	(6,341,569	)	$	(9,661,237	)	$	453,417		$	18,828,760		1,676,648	$	191,270	$	3,601,103
MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund, Class I		22,796,923		3,204,804		(8,064,883	)		(2,411,580	)		218,880			15,744,144		1,598,390		1,080,309		295,526
MassMutual Select T. Rowe Price Real Assets Fund, Class I		1,802,988		1,395,190		(590,785	)		(606,090	)		95,980			2,097,283		202,832		49,815		108,420
MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund, Class I		10,666,083		2,134,317		(2,751,676	)		(3,868,548	)		440,925			6,621,101		601,372		105,775		1,290,062
MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund, Class I		2,183,646		3,148,523		(932,779	)		(256,817	)		(830,285	)		3,312,288		605,537		37,958		—
MM S&P 500 Index Fund, Class I		12,858,398		3,294,472		(8,909,039	)		(3,404,561	)		1,144,387			4,983,657		312,847		161,434		1,432,213
	$	129,497,236	$	34,181,563	$	(43,191,423	)	$	(32,383,778	)	$	1,412,720		$	89,516,318			$	3,430,272	$	7,072,923
MM Select T. Rowe Price Retirement 2015 Fund
MassMutual Select T. Rowe Price Bond Asset Fund, Class I	$	33,500,301	$	4,333,795	$	(9,551,091	)	$	(4,888,370	)	$	(624,294	)	$	22,770,341		2,638,510	$	978,503	$	83,384
MassMutual Select T. Rowe Price Emerging Markets Bond Fund, Class I		5,975,617		1,187,421		(1,339,330	)		(1,561,287	)		(234,805	)		4,027,616		591,427		319,136		—
MassMutual Select T. Rowe Price International Equity Fund, Class I		22,585,742		4,327,092		(5,475,957	)		(7,013,208	)		768,644			15,192,313		1,810,764		596,111		303,197
MassMutual Select T. Rowe Price Large Cap Blend Fund, Class I		24,972,217		14,768,613		(6,804,303	)		(11,762,916	)		1,061,897			22,235,508		1,980,010		216,931		4,084,242
MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund, Class I		21,096,655		3,583,100		(7,508,963	)		(2,246,788	)		183,411			15,107,415		1,533,748		999,043		273,295
MassMutual Select T. Rowe Price Real Assets Fund, Class I		2,141,866		1,615,701		(672,145	)		(718,626	)		111,823			2,478,619		239,712		58,039		126,319
MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund, Class I		12,457,609		2,646,385		(3,220,717	)		(4,678,295	)		750,452			7,955,434		722,564		118,980		1,451,117
MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund, Class I		2,637,531		3,209,220		(971,268	)		(381,482	)		(821,195	)		3,672,806		671,445		44,848		—
MM S&P 500 Index Fund, Class I		14,947,394		3,662,489		(10,272,449	)		(4,257,833	)		1,629,859			5,709,460		358,409		180,556		1,601,841
	$	140,314,932	$	39,333,816	$	(45,816,223	)	$	(37,508,805	)	$	2,825,792		$	99,149,512			$	3,512,147	$	7,923,395
MM Select T. Rowe Price Retirement 2020 Fund
MassMutual Select T. Rowe Price Bond Asset Fund, Class I	$	157,176,305	$	15,258,813	$	(48,459,690	)	$	(21,873,997	)	$	(2,439,571	)	$	99,661,860		11,548,304	$	4,589,280	$	391,081
MassMutual Select T. Rowe Price Emerging Markets Bond Fund, Class I		26,347,495		5,283,381		(6,868,591	)		(6,585,436	)		(1,123,399	)		17,053,450		2,504,178		1,441,672		—
MassMutual Select T. Rowe Price International Equity Fund, Class I		118,204,237		19,927,500		(32,611,056	)		(35,676,131	)		4,481,243			74,325,793		8,858,855		3,199,238		1,627,211

200

Notes to Financial Statements (Continued)

	Beginning Value as of 9/30/21		Purchases		Sales			Change in Unrealized Appreciation/ (Depreciation)			Net Realized Gain (Loss)			Value as of 9/30/22		Number of Shares Held as of 9/30/22		Dividend Income		Realized Gains Distributions
MM Select T. Rowe Price Retirement 2020 Fund (Continued)
MassMutual Select T. Rowe Price Large Cap Blend Fund, Class I	$	135,946,305	$	64,472,310	$	(40,845,597	)	$	(63,141,662	)	$	9,588,280		$	106,019,636		9,440,751	$	1,177,139	$	22,162,427
MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund, Class I		83,562,636		14,826,104		(32,894,921	)		(8,891,379	)		726,759			57,329,199		5,820,223		4,085,396		1,117,590
MassMutual Select T. Rowe Price Real Assets Fund, Class I		11,830,221		6,524,925		(3,511,046	)		(3,446,145	)		615,402			12,013,357		1,161,833		324,495		706,244
MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund, Class I		61,545,915		16,013,143		(20,757,963	)		(22,843,637	)		4,273,895			38,231,353		3,472,421		588,465		7,177,089
MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund, Class I		11,874,604		15,273,356		(5,059,676	)		(1,371,001	)		(4,169,180	)		16,548,103		3,025,247		203,739		—
MM S&P 500 Index Fund, Class I		78,334,271		21,205,118		(58,077,846	)		(20,445,368	)		7,053,357			28,069,532		1,762,055		954,693		8,469,792
	$	684,821,989	$	178,784,650	$	(249,086,386	)	$	(184,274,756	)	$	19,006,786		$	449,252,283			$	16,564,117	$	41,651,434
MM Select T. Rowe Price Retirement 2025 Fund
MassMutual Select T. Rowe Price Bond Asset Fund, Class I	$	127,144,924	$	15,208,924	$	(29,676,663	)	$	(19,122,893	)	$	(2,203,489	)	$	91,350,803		10,585,261	$	3,776,030	$	321,779
MassMutual Select T. Rowe Price Emerging Markets Bond Fund, Class I		19,290,365		4,852,653		(3,675,838	)		(5,468,016	)		(647,030	)		14,352,134		2,107,509		1,074,128		—
MassMutual Select T. Rowe Price International Equity Fund, Class I		127,109,159		22,362,783		(27,062,437	)		(40,014,813	)		3,674,716			86,069,408		10,258,571		3,506,421		1,783,452
MassMutual Select T. Rowe Price Large Cap Blend Fund, Class I		146,926,049		72,447,159		(31,658,514	)		(69,529,840	)		7,766,995			125,951,849		11,215,659		1,289,150		24,271,290
MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund, Class I		46,133,605		15,623,185		(17,983,164	)		(5,193,212	)		38,234			38,618,648		3,920,675		2,444,375		668,677
MassMutual Select T. Rowe Price Real Assets Fund, Class I		12,596,497		8,052,356		(2,960,338	)		(3,899,844	)		457,729			14,246,400		1,377,795		350,826		763,553
MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund, Class I		67,883,784		18,177,410		(18,697,990	)		(25,871,607	)		3,977,015			45,468,612		4,129,756		661,862		8,072,265
MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund, Class I		12,790,157		15,184,748		(3,834,183	)		(2,441,551	)		(3,623,607	)		18,075,564		3,304,491		224,460		—
MM S&P 500 Index Fund, Class I		82,226,480		22,604,481		(56,320,864	)		(23,816,744	)		8,546,052			33,239,405		2,086,592		1,008,621		8,948,244
	$	642,101,020	$	194,513,699	$	(191,869,991	)	$	(195,358,520	)	$	17,986,615		$	467,372,823			$	14,335,873	$	44,829,260
MM Select T. Rowe Price Retirement 2030 Fund
MassMutual Select T. Rowe Price Bond Asset Fund, Class I	$	220,015,462	$	23,852,817	$	(39,294,601	)	$	(35,753,963	)	$	(1,881,908	)	$	166,937,807		19,343,894	$	6,587,420	$	561,355
MassMutual Select T. Rowe Price Emerging Markets Bond Fund, Class I		27,678,942		7,079,456		(4,778,885	)	��	(7,740,665	)		(999,360	)		21,239,488		3,118,868		1,552,176		—
MassMutual Select T. Rowe Price International Equity Fund, Class I		342,929,604		51,119,237		(68,798,454	)		(97,431,487	)		1,107,091			228,925,991		27,285,577		9,460,392		4,811,787

201

Notes to Financial Statements (Continued)

	Beginning Value as of 9/30/21		Purchases		Sales			Change in Unrealized Appreciation/ (Depreciation)			Net Realized Gain (Loss)			Value as of 9/30/22		Number of Shares Held as of 9/30/22		Dividend Income		Realized Gains Distributions
MM Select T. Rowe Price Retirement 2030 Fund (Continued)
MassMutual Select T. Rowe Price Large Cap Blend Fund, Class I	$	422,668,355	$	169,945,028	$	(86,279,029	)	$	(192,057,581	)	$	21,757,623		$	336,034,396		29,922,920	$	3,727,318	$	70,175,578
MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund, Class I		36,127,574		15,261,233		(23,038,314	)		(3,032,148	)		(653,268	)		24,665,077		2,504,069		1,858,850		508,502
MassMutual Select T. Rowe Price Real Assets Fund, Class I		32,691,410		20,813,783		(6,427,700	)		(10,102,737	)		1,116,407			38,091,163		3,683,865		917,084		1,995,983
MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund, Class I		177,144,249		40,750,105		(40,669,458	)		(64,693,429	)		6,615,344			119,146,811		10,821,690		1,777,034		21,673,211
MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund, Class I		33,075,470		30,462,845		(7,974,529	)		(7,301,416	)		(6,867,740	)		41,394,630		7,567,574		586,336		—
MM S&P 500 Index Fund, Class I		193,813,107		43,137,971		(108,817,260	)		(56,817,582	)		16,679,938			87,996,174		5,523,928		2,504,581		22,220,019
	$	1,486,144,173	$	402,422,475	$	(386,078,230	)	$	(474,931,008	)	$	36,874,127		$	1,064,431,537			$	28,971,191	$	121,946,435
MM Select T. Rowe Price Retirement 2035 Fund
MassMutual Select T. Rowe Price Bond Asset Fund, Class I	$	68,896,960	$	9,388,303	$	(9,318,515	)	$	(11,741,748	)	$	(507,763	)	$	56,717,237		6,572,102	$	2,078,288	$	177,104
MassMutual Select T. Rowe Price Emerging Markets Bond Fund, Class I		7,138,412		1,731,985		(746,460	)		(2,194,850	)		(133,094	)		5,795,993		851,100		398,569		—
MassMutual Select T. Rowe Price International Equity Fund, Class I		181,999,418		39,297,522		(24,626,546	)		(56,663,257	)		998,879			141,006,016		16,806,438		5,071,453		2,579,465
MassMutual Select T. Rowe Price Large Cap Blend Fund, Class I		248,230,801		96,867,293		(38,110,791	)		(112,403,831	)		9,617,618			204,201,090		18,183,534		2,199,719		41,414,921
MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund Class I		6,367,710		9,040,663		(14,557,991	)		(165,266	)		(358,790	)		326,326		33,130		352,751		96,498
MassMutual Select T. Rowe Price Real Assets Fund, Class I		17,268,800		13,728,062		(2,395,464	)		(5,849,386	)		359,123			23,111,135		2,235,119		487,809		1,061,688
MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund, Class I		95,573,546		26,937,528		(16,665,758	)		(35,461,766	)		2,243,347			72,626,897		6,596,448		966,633		11,789,327
MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund, Class I		13,274,357		11,098,217		(1,962,080	)		(4,140,413	)		(1,618,261	)		16,651,820		3,044,208		239,633		—
MM S&P 500 Index Fund, Class I		82,560,915		26,071,399		(37,959,736	)		(25,756,483	)		5,996,677			50,912,772		3,196,031		1,057,363		9,380,662
	$	721,310,919	$	234,160,972	$	(146,343,341	)	$	(254,377,000	)	$	16,597,736		$	571,349,286			$	12,852,218	$	66,499,665
MM Select T. Rowe Price Retirement 2040 Fund
MassMutual Select T. Rowe Price Bond Asset Fund, Class I	$	70,468,132	$	6,362,914	$	(21,888,506	)	$	(10,162,390	)	$	(284,086	)	$	44,496,064		5,155,975	$	2,024,048	$	172,482
MassMutual Select T. Rowe Price Emerging Markets Bond Fund, Class I		4,379,347		792,450		(1,608,248	)		(912,701	)		(293,896	)		2,356,952		346,102		243,837		—
MassMutual Select T. Rowe Price International Equity Fund, Class I		347,320,194		75,273,265		(55,873,544	)		(105,779,868	)		26,713			260,966,760		31,104,501		9,780,335		4,974,518

202

Notes to Financial Statements (Continued)

	Beginning Value as of 9/30/21		Purchases		Sales			Change in Unrealized Appreciation/ (Depreciation)			Net Realized Gain (Loss)			Value as of 9/30/22		Number of Shares Held as of 9/30/22		Dividend Income		Realized Gains Distributions
MM Select T. Rowe Price Retirement 2040 Fund (Continued)
MassMutual Select T. Rowe Price Large Cap Blend Fund, Class I	$	515,989,799	$	170,048,810	$	(98,919,330	)	$	(230,939,187	)	$	25,779,586		$	381,959,678		34,012,438	$	4,566,617	$	85,977,355
MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund, Class I		11,111,660		14,913,230		(24,552,148	)		(298,672	)		(638,346	)		535,724		54,388		624,538		170,847
MassMutual Select T. Rowe Price Real Assets Fund, Class I		32,833,279		25,517,525		(4,829,342	)		(11,110,745	)		844,703			43,255,420		4,183,309		927,528		2,018,714
MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund, Class I		185,600,886		45,706,110		(31,315,928	)		(70,254,327	)		6,568,850			136,305,591		12,380,163		1,871,076		22,820,173
MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund, Class I		14,751,557		8,372,471		(2,200,654	)		(3,925,515	)		(1,599,927	)		15,397,932		2,814,978		279,914		—
MM S&P 500 Index Fund, Class I		126,333,730		52,044,572		(48,465,190	)		(42,087,076	)		8,331,725			96,157,761		6,036,269		1,641,591		14,563,791
	$	1,308,788,584	$	399,031,347	$	(289,652,890	)	$	(475,470,481	)	$	38,735,322		$	981,431,882			$	21,959,484	$	130,697,880
MM Select T. Rowe Price Retirement 2045 Fund
MassMutual Select T. Rowe Price Bond Asset Fund, Class I	$	17,805,199	$	1,688,791	$	(9,532,734	)	$	(1,870,838	)	$	(49,092	)	$	8,041,326		931,788	$	400,489	$	34,128
MassMutual Select T. Rowe Price Emerging Markets Bond Fund, Class I		399,663		146		(398,477	)		(3,353	)		2,021			—		—		—		—
MassMutual Select T. Rowe Price International Equity Fund, Class I		153,325,766		41,213,885		(17,640,477	)		(49,500,722	)		(167,737	)		127,230,715		15,164,567		4,378,552		2,227,039
MassMutual Select T. Rowe Price Large Cap Blend Fund, Class I		227,377,125		90,318,431		(37,153,316	)		(105,178,798	)		9,147,955			184,511,397		16,430,222		2,055,859		38,706,422
MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund, Class I		—		6,392,873		(5,737,187	)		(13,072	)		(402,008	)		240,606		24,427		267,317		73,126
MassMutual Select T. Rowe Price Real Assets Fund, Class I		14,542,969		13,187,421		(1,678,848	)		(5,256,565	)		257,808			21,052,785		2,036,053		419,120		912,192
MassMutual Select T. Rowe Price Small And Mid Cap Blend Fund, Class I		85,010,543		23,772,007		(10,848,620	)		(32,675,560	)		2,204,618			67,462,988		6,127,429		873,319		10,651,252
MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund, Class I		4,926,821		1,061,947		(1,737,832	)		148,193			(1,292,834	)		3,106,295		567,878		84,456		—
MM S&P 500 Index Fund, Class I		54,852,004		26,996,041		(18,081,627	)		(19,501,134	)		3,193,839			47,459,123		2,979,229		717,554		6,365,959
	$	558,240,090	$	204,631,542	$	(102,809,118	)	$	(213,851,849	)	$	12,894,570		$	459,105,235			$	9,196,666	$	58,970,118
MM Select T. Rowe Price Retirement 2050 Fund
MassMutual Select T. Rowe Price Bond Asset Fund, Class I	$	23,875,712	$	1,618,013	$	(18,407,501	)	$	(1,353,926	)	$	(574,450	)	$	5,157,848		597,665	$	565,276	$	48,171
MassMutual Select T. Rowe Price Emerging Markets Bond Fund, Class I		411,281		56		(409,923	)		(2,797	)		1,383			—		—		��		—
MassMutual Select T. Rowe Price International Equity Fund, Class I		243,090,454		60,133,686		(35,996,424	)		(75,375,859	)		(657,363	)		191,194,494		22,788,378		6,863,647		3,491,019

203

Notes to Financial Statements (Continued)

	Beginning Value as of 9/30/21		Purchases		Sales			Change in Unrealized Appreciation/ (Depreciation)			Net Realized Gain (Loss)			Value as of 9/30/22		Number of Shares Held as of 9/30/22		Dividend Income		Realized Gains Distributions
MM Select T. Rowe Price Retirement 2050 Fund (Continued)
MassMutual Select T. Rowe Price Large Cap Blend Fund, Class I	$	360,982,294	$	132,721,107	$	(69,548,077	)	$	(164,501,432	)	$	16,606,474		$	276,260,366		24,600,211	$	3,230,363	$	60,819,238
MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund, Class I		—		9,877,239		(8,856,500	)		(20,632	)		(622,632	)		377,475		38,322		415,402		113,636
MassMutual Select T. Rowe Price Real Assets Fund, Class I		22,963,725		19,696,283		(3,672,132	)		(8,083,979	)		582,668			31,486,565		3,045,122		654,589		1,424,675
MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund, Class I		134,660,513		34,088,079		(21,181,285	)		(51,067,038	)		3,947,254			100,447,523		9,123,299		1,373,344		16,749,702
MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund, Class I		7,157,283		558,611		(4,994,633	)		1,827,392			(2,672,357	)		1,876,296		343,016		117,908		—
MM S&P 500 Index Fund, Class I		86,697,540		41,573,410		(31,440,255	)		(30,161,996	)		5,088,982			71,757,681		4,504,562		1,123,188		9,964,642
	$	879,838,802	$	300,266,484	$	(194,506,730	)	$	(328,740,267	)	$	21,699,959		$	678,558,248			$	14,343,717	$	92,611,083
MM Select T. Rowe Price Retirement 2055 Fund
MassMutual Select T. Rowe Price Bond Asset Fund, Class I	$	8,683,916	$	895,616	$	(6,720,161	)	$	(439,843	)	$	(290,561	)	$	2,128,967		246,694	$	206,980	$	17,638
MassMutual Select T. Rowe Price Emerging Markets Bond Fund, Class I		109,482		83		(109,164	)		(1,026	)		625			—		—		—		—
MassMutual Select T. Rowe Price International Equity Fund, Class I		87,891,211		31,696,462		(9,038,985	)		(30,220,158	)		45,129			80,373,659		9,579,697		2,542,187		1,293,019
MassMutual Select T. Rowe Price Large Cap Blend Fund, Class I		130,622,596		63,512,193		(19,896,251	)		(62,384,418	)		5,005,071			116,859,191		10,405,983		1,190,610		22,416,063
MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund, Class I		—		3,825,261		(3,438,601	)		(7,471	)		(232,563	)		146,626		14,886		153,642		42,030
MassMutual Select T. Rowe Price Real Assets Fund, Class I		8,312,395		8,877,453		(745,746	)		(3,239,559	)		123,086			13,327,629		1,288,939		241,817		526,299
MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund, Class I		48,999,792		17,363,524		(5,523,030	)		(19,365,681	)		1,158,442			42,633,047		3,872,211		505,727		6,167,993
MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund, Class I		2,690,482		337,220		(1,885,919	)		595,710			(939,783	)		797,710		145,834		43,197		—
MM S&P 500 Index Fund, Class I		31,297,328		19,015,708		(10,068,193	)		(11,605,980	)		1,686,927			30,325,790		1,903,690		412,875		3,662,914
	$	318,607,202	$	145,523,520	$	(57,426,050	)	$	(126,668,426	)	$	6,556,373		$	286,592,619			$	5,297,035	$	34,125,956

204

Notes to Financial Statements (Continued)

	Beginning Value as of 9/30/21		Purchases		Sales			Change in Unrealized Appreciation/ (Depreciation)			Net Realized Gain (Loss)			Value as of 9/30/22		Number of Shares Held as of 9/30/22		Dividend Income		Realized Gains Distributions
MM Select T. Rowe Price Retirement 2060 Fund
MassMutual Select T. Rowe Price Bond Asset Fund, Class I	$	2,822,848	$	584,129	$	(2,214,906	)	$	(155,350	)	$	(118,884	)	$	917,837		106,354	$	75,857	$	6,464
MassMutual Select T. Rowe Price Emerging Markets Bond Fund, Class I		68,372		63		(68,201	)		(509	)		275			—		—		—		—
MassMutual Select T. Rowe Price International Equity Fund, Class I		31,125,517		20,391,312		(3,972,310	)		(12,420,871	)		308,339			35,431,987		4,223,121		931,321		473,692
MassMutual Select T. Rowe Price Large Cap Blend Fund, Class I		46,239,600		36,620,821		(8,530,000	)		(24,103,900	)		1,605,670			51,832,191		4,615,511		437,439		8,235,818
MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund, Class I		—		1,549,677		(1,400,194	)		(2,939	)		(86,076	)		60,468		6,139		55,789		15,261
MassMutual Select T. Rowe Price Real Assets Fund, Class I		2,929,894		4,663,268		(372,180	)		(1,368,103	)		54,139			5,907,018		571,278		88,310		192,203
MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund, Class I		17,150,646		10,758,408		(1,990,616	)		(7,387,261	)		295,903			18,827,080		1,709,998		183,747		2,241,029
MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund, Class I		898,120		241,092		(640,046	)		142,633			(284,247	)		357,552		65,366		16,443		—
MM S&P 500 Index Fund, Class I		11,077,476		10,527,952		(4,176,442	)		(4,527,435	)		517,968			13,419,519		842,405		151,569		1,344,685
	$	112,312,473	$	85,336,722	$	(23,364,897	)	$	(49,823,733	)	$	2,293,087		$	126,753,652			$	1,940,475	$	12,509,152

*	Fund advised by Barings LLC.

8. Indemnifications

9. Coronavirus (COVID-19) Pandemic

205

Notes to Financial Statements (Continued)

10. Russia-Ukraine War

In February 2022, Russia commenced a large-scale military attack on Ukraine. The outbreak of hostilities between the two countries could result in more widespread conflict and could have a severe adverse effect on the regional and the global financial markets and economies. One or more of the Underlying Funds hold positions in securities or other instruments that are economically tied to Russia. Investments in Russia are subject to political, economic, legal, market, and currency risks, as well as the risks related to the economic sanctions on Russia, Russian individuals, and Russian corporate and banking entities imposed by the United States and/or other countries. Such sanctions — which affect companies in many sectors, including energy, financial services, and defense, among others — could adversely affect the global energy and financial markets and, thus, could affect the value of an Underlying Fund’s investments, even beyond any direct exposure the Underlying Fund may have to Russian issuers or the adjoining geographic regions. Such sanctions may also result in a decline in the value and liquidity of Russian securities and a weakening of the ruble, and will impair an Underlying Fund’s ability to buy, sell, receive, or deliver Russian securities. In addition, certain transactions have been or may be prohibited and/or existing investments have or may become illiquid (e.g., because transacting in certain existing investments is prohibited), which could cause an Underlying Fund to sell other portfolio holdings at a disadvantageous time or price in order to meet shareholder redemptions.

206

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of MassMutual Select Funds and Shareholders of MassMutual 20/80 Allocation Fund, MassMutual 40/60 Allocation Fund, MassMutual 60/40 Allocation Fund, MassMutual 80/20 Allocation Fund, MassMutual RetireSMART^SM by JPMorgan In Retirement Fund, MassMutual RetireSMART^SM by JPMorgan 2020 Fund, MassMutual RetireSMART^SM by JPMorgan 2025 Fund, MassMutual RetireSMART^SM by JPMorgan 2030 Fund, MassMutual RetireSMART^SM by JPMorgan 2035 Fund, MassMutual RetireSMART^SM by JPMorgan 2040 Fund, MassMutual RetireSMART^SM by JPMorgan 2045 Fund, MassMutual RetireSMART^SM by JPMorgan 2050 Fund, MassMutual RetireSMART^SM by JPMorgan 2055 Fund, MassMutual RetireSMART^SM by JPMorgan 2060 Fund, MassMutual Select T. Rowe Price Retirement Balanced Fund, MassMutual Select T. Rowe Price Retirement 2005 Fund, MassMutual Select T. Rowe Price Retirement 2010 Fund, MassMutual Select T. Rowe Price Retirement 2015 Fund, MassMutual Select T. Rowe Price Retirement 2020 Fund, MassMutual Select T. Rowe Price Retirement 2025 Fund, MassMutual Select T. Rowe Price Retirement 2030 Fund, MassMutual Select T. Rowe Price Retirement 2035 Fund, MassMutual Select T. Rowe Price Retirement 2040 Fund, MassMutual Select T. Rowe Price Retirement 2045 Fund, MassMutual Select T. Rowe Price Retirement 2050 Fund, MassMutual Select T. Rowe Price Retirement 2055 Fund, and MassMutual Select T. Rowe Price Retirement 2060 Fund (collectively, the “Funds”):

Opinion on the Financial Statements and Financial Highlights

We have audited the accompanying statements of assets and liabilities of the Funds, including the portfolios of investments, as of September 30, 2022, the related statements of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for the periods indicated in the table below, and the related notes. In our opinion, the financial statements and financial highlights present fairly, in all material respects, the financial position of each of the Funds as of September 30, 2022, and the results of their operations for the year then ended, the changes in their net assets for each of the two years in the period then ended, and the financial highlights for the periods listed in the table below, in conformity with accounting principles generally accepted in the United States of America.

Individual Fund Comprising the MassMutual Select Funds	Financial Highlights
MassMutual 20/80 Allocation Fund, MassMutual 40/60 Allocation Fund, MassMutual 60/40 Allocation Fund, MassMutual 80/20 Allocation Fund, MassMutual RetireSMART^SM by JPMorgan In Retirement Fund, MassMutual RetireSMART^SM by JPMorgan 2020 Fund, MassMutual RetireSMART^SM by JPMorgan 2025 Fund, MassMutual RetireSMART^SM by JPMorgan 2030 Fund, MassMutual RetireSMART^SM by JPMorgan 2035 Fund, MassMutual RetireSMART^SM by JPMorgan 2040 Fund, MassMutual RetireSMART^SM by JPMorgan 2045 Fund, MassMutual RetireSMART^SM by JPMorgan 2050 Fund, MassMutual RetireSMART^SM by JPMorgan 2055 Fund, and MassMutual RetireSMART^SM by JPMorgan 2060 Fund.	For each of the five years in the period ended September 30, 2022
MassMutual Select T. Rowe Price Retirement Balanced Fund, MassMutual Select T. Rowe Price Retirement 2005 Fund, MassMutual Select T. Rowe Price Retirement 2010 Fund, MassMutual Select T. Rowe Price Retirement 2015 Fund, MassMutual Select T. Rowe Price Retirement 2020 Fund, MassMutual Select T. Rowe Price Retirement 2025 Fund, MassMutual Select T. Rowe Price Retirement 2030 Fund, MassMutual Select T. Rowe Price Retirement 2035 Fund, MassMutual Select T. Rowe Price Retirement 2040 Fund, MassMutual Select T. Rowe Price Retirement 2045 Fund, MassMutual Select T. Rowe Price Retirement 2050 Fund, MassMutual Select T. Rowe Price Retirement 2055 Fund, and MassMutual Select T. Rowe Price Retirement 2060 Fund	For each of the four years in the period ended September 30, 2022, and for the period from February 16, 2018 (commencement of operations) through September 30, 2018

207

Report of Independent Registered Public Accounting Firm (Continued)

Basis for Opinion

Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. Our procedures included confirmation of securities owned as of September 30, 2022, by correspondence with transfer agents; when replies were not received from transfer agents, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

/s/ Deloitte & Touche LLP
Boston, Massachusetts
December 2, 2022

We have served as the auditor of one or more MassMutual investment companies since 1995.

208

Trustees and Principal Officers (Unaudited)

The following table lists the Trust’s Trustees and Principal Officers; their address and year of birth; their position with the Trust; the length of time holding that position with the Trust; their principal occupation(s) during at least the past five years; the number of portfolios in the fund complex they oversee; and other directorships they hold in companies subject to registration or reporting requirements of the Securities Exchange Act of 1934 (generally called “public companies”) or in registered investment companies. The Trust’s Statement of Additional Information includes additional information about the Trust’s Trustees and is available, without charge, upon request by calling 1-888-309-3539 or by writing MassMutual Select Funds, c/o Massachusetts Mutual Life Insurance Company, 1295 State Street, Springfield, Massachusetts 01111-0001, Attention: Investment Management Solutions.

Independent Trustees

Name, Address*, and Year of Birth	Position(s) Held with Trust	Term of Office** and Length of Time Served	Principal Occupation(s) During Past 5 Years	Number of Portfolios in Fund Complex Overseen by Trustee	Other Directorships Held by Trustee
Allan W. Blair Year of birth: 1948	Trustee	Since 2003	Retired.	108	Trustee (since 2012), MassMutual Premier Funds (open-end investment company); Trustee (since 2021), MassMutual Advantage Funds (open-end investment company); Trustee (since 2003), MML Series Investment Fund (open-end investment company); Trustee (since 2012), MML Series Investment Fund II (open-end investment company).
Nabil N. El-Hage Year of birth: 1958	Trustee	Since 2012	Founder and CEO (since 2018), AEE International LLC (a Puerto Rico LLC); Founder and sole member (2016-2018), PR Academy of Executive Education LLC (a Puerto Rico LLC).	108	Trustee (since 2003), Chairman (2006-2012), MassMutual Premier Funds (open-end investment company); Trustee (since 2021), MassMutual Advantage Funds (open-end investment company); Trustee (since 2012), MML Series Investment Fund (open-end investment company); Trustee (since 2005), Chairman (2006-2012), MML Series Investment Fund II (open-end investment company).
Maria D. Furman Year of birth: 1954	Trustee	Since 2012	Retired.	108	Trustee (since 2004), MassMutual Premier Funds (open-end investment company); Trustee (since 2021), MassMutual Advantage Funds (open-end investment company); Trustee (since 2012), MML Series Investment Fund (open-end investment company); Trustee (since 2005), MML Series Investment Fund II (open-end investment company).
R. Bradford Malt Year of birth: 1954	Trustee	Since 2022	Chairman (2004-2019), Management Committee (1993-2019), Partner (1987-2019), Associate (1979-1987), Ropes & Gray LLP (counsel to the Trust and MassMutual).	108	Trustee (since 2022), MassMutual Premier Funds (open-end investment company); Trustee (since 2022), MassMutual Advantage Funds (open-end investment company); Trustee (since 2022), MML Series Investment Fund (open-end investment company); Trustee (since 2022), MML Series Investment Fund II (open-end investment company).

209

Trustees and Principal Officers (Unaudited) (Continued)

Name, Address*, and Year of Birth	Position(s) Held with Trust	Term of Office** and Length of Time Served	Principal Occupation(s) During Past 5 Years	Number of Portfolios in Fund Complex Overseen by Trustee	Other Directorships Held by Trustee
C. Ann Merrifield Year of birth: 1951	Trustee	Since 2012	Retired.	108	Director (since 2020). Lead Director (2020 -2022), Chairperson (since 2020) of the Nominating and Governance Committee, Member (since 2020) and Chairperson (2020-2022) of the Compensation Committee, and Member (2020-2022) of the Audit Committee, Lyra Therapeutics (a clinical-stage specialty pharmaceutical company); Chairperson (since 2017), Director (since 2014), InVivo Therapeutics (research and clinical-stage biomaterials and biotechnology company); Trustee (since 2004), MassMutual Premier Funds (open-end investment company); Trustee (since 2021), MassMutual Advantage Funds (open-end investment company); Trustee (since 2012), MML Series Investment Fund (open-end investment company); Trustee (since 2005), MML Series Investment Fund II (open-end investment company).
Cynthia R. Plouché Year of birth: 1957	Trustee	Since 2022	Retired; Assessor (2014-2018), Moraine Township (property assessment).	108	Trustee (since 2014), Northern Trust Funds (open- end investment companies); Trustee (since 2022), MassMutual Premier Funds (open-end investment company); Trustee (since 2022), MassMutual Advantage Funds (open-end investment company); Trustee (since 2022), MML Series Investment Fund (open-end investment company); Trustee (since 2022), MML Series Investment Fund II (open-end investment company).
Jason J. Price Year of birth: 1973	Trustee	Since 2022	Co-Founder and Chairman of the Board (2017-2021), NXTHVN (arts organization); Principal (2012-2017), Exaltare Capital Partners, LLC (private equity firm).	108	Trustee (since 2022), MassMutual Premier Funds (open-end investment company); Trustee (since 2022), MassMutual Advantage Funds (open-end investment company); Trustee (since 2022), MML Series Investment Fund (open-end investment company); Trustee (since 2022), MML Series Investment Fund II (open-end investment company).
Susan B. Sweeney Year of birth: 1952	Chairperson Trustee	Since 2022 Since 2009	Retired.	110^	Trustee (since 2012), Barings Corporate Investors (closed-end investment company); Trustee (since 2012), Barings Participation Investors (closed-end investment company); Chairperson (since 2022), Trustee (since 2012), MassMutual Premier Funds (open-end investment company); Chairperson (since 2022), Trustee (since 2021), MassMutual Advantage Funds (open-end investment company); Chairperson (since 2022), Trustee (since 2009), MML Series Investment Fund (open-end investment company); Chairperson (since 2022), Trustee (since 2012), MML Series Investment Fund II (open-end investment company).

210

Trustees and Principal Officers (Unaudited) (Continued)

Interested Trustees

Name, Address*,
and Year of Birth

Position(s)
Held with
Trust

Term of
Office** and
Length of
Time Served

Principal Occupation(s)
During Past 5 Years

Number of
Portfolios in
Fund Complex
Overseen by
Trustee

Other Directorships
Held by Trustee

Michael R. Fanning^^ Year of birth: 1963

Trustee

Since

2021

Head of MassMutual U.S. (since 2016), Executive Vice President (2016-2018), Member of MassMutual’s Executive Leadership Team (since 2008), MassMutual.

108

Clifford M, Noreen^^^
Year of birth: 1957

Trustee

Since

2021

110^

Principal Officers

Name, Address*,
and Year of Birth

Position(s)
Held with
Trust

Term of
Office# and
Length of
Time Served

Principal Occupation(s)
During Past 5 Years

Number of
Portfolios in
Fund Complex
Overseen by
Officer

Andrea Anastasio

Year of birth: 1974

Vice President

Since 2021

108

211

Trustees and Principal Officers (Unaudited) (Continued)

Name, Address*, and Year of Birth	Position(s) Held with Trust	Term of Office# and Length of Time Served	Principal Occupation(s) During Past 5 Years	Number of Portfolios in Fund Complex Overseen by Officer
Andrew M. Goldberg Year of birth: 1966	Vice President, Secretary, and Chief Legal Officer Assistant Secretary	Since 2008 2001- 2008	Lead Counsel, Investment Adviser & Mutual Funds (since 2018), Assistant Vice President and Counsel (2004-2018), MassMutual; Secretary (since 2015), Assistant Secretary (2013-2015), MML Advisers; Vice President, Secretary (formerly known as “Clerk”), and Chief Legal Officer (since 2008), Assistant Clerk (2004-2008), MassMutual Premier Funds (open-end investment company); Vice President, Secretary, and Chief Legal Officer (since 2021), MassMutual Advantage Funds (open-end investment company); Vice President, Secretary, and Chief Legal Officer (since 2008), Assistant Secretary (2001-2008), MML Series Investment Fund (open-end investment company); Vice President, Secretary (formerly known as “Clerk”), and Chief Legal Officer (since 2008), Assistant Clerk (2005-2008), MML Series Investment Fund II (open-end investment company).	108
Renee Hitchcock Year of birth: 1970	Chief Financial Officer and Treasurer Assistant Treasurer	Since 2016 2007- 2016	Head of Mutual Fund Administration (since 2018), Assistant Vice President (2015-2018), MassMutual; Chief Financial Officer and Treasurer (since 2016), Assistant Treasurer (2007-2016), MassMutual Premier Funds (open-end investment company); Chief Financial Officer and Treasurer (since 2021), MassMutual Advantage Funds (open-end investment company); Chief Financial Officer and Treasurer (since 2016), Assistant Treasurer (2007-2016), MML Series Investment Fund (open-end investment company); Chief Financial Officer and Treasurer (since 2016), Assistant Treasurer (2007-2016), MML Series Investment Fund II (open-end investment company).	108
Paul LaPiana Year of birth: 1969	President	Since 2021	President (since 2021), MML Advisers; Head of MassMutual U.S. Product (since 2019), Head of Field Management (2016-2019), MassMutual; President (since 2021), MassMutual Premier Funds (open-end investment company); President (since 2021), MassMutual Advantage Funds (open-end investment company); President (since 2021), MML Series Investment Fund (open-end investment company); President (since 2021), MML Series Investment Fund II (open-end investment company).	108
Jill Nareau Robert Year of birth: 1972	Vice President and Assistant Secretary Assistant Secretary	Since 2017 2008- 2017	Lead Counsel, Investment Adviser & Mutual Funds (since 2018), Assistant Vice President and Counsel (2009-2018), MassMutual; Assistant Secretary (since 2015), MML Advisers; Vice President and Assistant Secretary (since 2017), Assistant Secretary (formerly known as “Assistant Clerk”) (2008-2017), MassMutual Premier Funds (open-end investment company); Vice President and Assistant Secretary (since 2021), MassMutual Advantage Funds (open-end investment company); Vice President and Assistant Secretary (since 2017), Assistant Secretary (2008-2017), MML Series Investment Fund (open-end investment company); Vice President and Assistant Secretary (since 2017), Assistant Secretary (formerly known as “Assistant Clerk”) (2008-2017), MML Series Investment Fund II (open-end investment company).	108
Douglas Steele Year of birth: 1975	Vice President	Since 2016	Head of Product Management (since 2021), Vice President (since 2017), Head of Investment Management (2017-2021), Head of Investment Due Diligence (2016-2017), MML Advisers; Head of Product Management (since 2021), Head of Manager Research (2021), Head of Investment Management (2017-2021), Assistant Vice President (2013-2017), MassMutual; Vice President (since 2016), MassMutual Premier Funds (open-end investment company); Vice President (since 2021), MassMutual Advantage Funds (open-end investment company); Vice President (since 2016), MML Series Investment Fund (open-end investment company); Vice President (since 2016), MML Series Investment Fund II (open-end investment company).	108

212

Trustees and Principal Officers (Unaudited) (Continued)

Name, Address*,
and Year of Birth

Position(s)
Held with
Trust

Term of
Office# and
Length of
Time Served

Principal Occupation(s)
During Past 5 Years

Number of
Portfolios in
Fund Complex
Overseen by
Officer

Philip S. Wellman

Year of birth: 1964

Vice President and Chief Compliance Officer

Since

2007

108

*	The address of each Trustee and Principal Officer is the same as that for the Trust; 1295 State Street, Springfield, Massachusetts 01111-0001.

^	Barings Participation Investors and Barings Corporate Investors are deemed to be a part of the Fund Complex, because they are managed by Barings LLC, an affiliate of MML Advisers.

^^	Mr. Fanning is an “Interested Person,” as that term is defined in the 1940 Act, as an employee of MassMutual.

^^^	Mr. Noreen is an “Interested Person,” as that term is defined in the 1940 Act, as an employee of MassMutual.

213

Federal Tax Information (Unaudited)

For corporate shareholders, a portion of the ordinary dividends paid during the Fund(s)’ year ended September 30, 2022, qualified for the dividends received deduction, as follows:

	Dividends Received Deductions
20/80 Allocation Fund		6.08	%
40/60 Allocation Fund		12.71	%
60/40 Allocation Fund		19.11	%
80/20 Allocation Fund		22.15	%
MM RetireSMART by JPMorgan In Retirement Fund		5.37	%
MM RetireSMART by JPMorgan 2020 Fund		6.73	%
MM RetireSMART by JPMorgan 2025 Fund		10.14	%
MM RetireSMART by JPMorgan 2030 Fund		13.18	%
MM RetireSMART by JPMorgan 2035 Fund		14.87	%
MM RetireSMART by JPMorgan 2040 Fund		16.31	%
MM RetireSMART by JPMorgan 2045 Fund		18.42	%
MM RetireSMART by JPMorgan 2050 Fund		18.28	%
MM RetireSMART by JPMorgan 2055 Fund		18.45	%
MM RetireSMART by JPMorgan 2060 Fund		17.49	%
MM Select T. Rowe Price Retirement Balanced Fund		8.74	%
MM Select T. Rowe Price Retirement 2005 Fund		9.47	%
MM Select T. Rowe Price Retirement 2010 Fund		10.54	%
MM Select T. Rowe Price Retirement 2015 Fund		10.78	%
MM Select T. Rowe Price Retirement 2020 Fund		11.94	%
MM Select T. Rowe Price Retirement 2025 Fund		14.01	%
MM Select T. Rowe Price Retirement 2030 Fund		16.17	%
MM Select T. Rowe Price Retirement 2035 Fund		16.88	%
MM Select T. Rowe Price Retirement 2040 Fund		17.10	%
MM Select T. Rowe Price Retirement 2045 Fund		17.68	%
MM Select T. Rowe Price Retirement 2050 Fund		17.77	%
MM Select T. Rowe Price Retirement 2055 Fund		19.75	%
MM Select T. Rowe Price Retirement 2060 Fund		17.69	%

For the year ended September 30, 2022, the following Fund(s) earned the following foreign sources of income:

	Amount
20/80 Allocation Fund	$	114,906
40/60 Allocation Fund		253,728
60/40 Allocation Fund		274,961
80/20 Allocation Fund		320,594
MM RetireSMART by JPMorgan In Retirement Fund		262,554
MM RetireSMART by JPMorgan 2020 Fund		583,121
MM RetireSMART by JPMorgan 2025 Fund		685,433
MM RetireSMART by JPMorgan 2030 Fund		1,873,926
MM RetireSMART by JPMorgan 2035 Fund		959,353
MM RetireSMART by JPMorgan 2040 Fund		1,767,666
MM RetireSMART by JPMorgan 2045 Fund		820,601
MM RetireSMART by JPMorgan 2050 Fund		1,300,752
MM RetireSMART by JPMorgan 2055 Fund		400,645
MM RetireSMART by JPMorgan 2060 Fund		156,191

214

Federal Tax Information (Unaudited) (Continued)

	Amount
MM Select T. Rowe Price Retirement Balanced Fund	$	518,419
MM Select T. Rowe Price Retirement 2005 Fund		82,956
MM Select T. Rowe Price Retirement 2010 Fund		440,378
MM Select T. Rowe Price Retirement 2015 Fund		501,281
MM Select T. Rowe Price Retirement 2020 Fund		2,627,767
MM Select T. Rowe Price Retirement 2025 Fund		2,811,634
MM Select T. Rowe Price Retirement 2030 Fund		7,326,871
MM Select T. Rowe Price Retirement 2035 Fund		3,911,053
MM Select T. Rowe Price Retirement 2040 Fund		7,459,153
MM Select T. Rowe Price Retirement 2045 Fund		3,314,381
MM Select T. Rowe Price Retirement 2050 Fund		5,164,037
MM Select T. Rowe Price Retirement 2055 Fund		1,879,313
MM Select T. Rowe Price Retirement 2060 Fund		692,966

The Fund(s) intend to pass through the maximum amount allowable as Section 163(j) Interest Dividends as defined in the Treasury Regulations §1.163(j)-1(b).

215

Other Information (Unaudited)

Proxy Voting

A description of the policies and procedures that each Fund’s investment adviser uses to vote proxies relating to the Fund’s portfolio securities is available, without charge, upon request, by calling 1-888-309-3539, and on the SEC’s EDGAR database on its website at http://www.sec.gov.

Quarterly Reporting

Trustees’ Approval of Investment Advisory Contracts

At their meetings in May and June 2022, the Contract Committee (the “Committee”) and the Trustees, including the Trustees who are not “interested persons” (as such term is defined in the 1940 Act) of the Trust, MML Advisers, J.P. Morgan, or T. Rowe Price (the “Independent Trustees”), re-approved the existing advisory and subadvisory agreements (collectively, the “Contracts”) for each of the 20/80 Allocation Fund, 40/60 Allocation Fund, 60/40 Allocation Fund, 80/20 Allocation Fund, MM RetireSMART by JPMorgan In Retirement Fund, MM RetireSMART by JPMorgan 2020 Fund, MM RetireSMART by JPMorgan 2025 Fund, MM RetireSMART by JPMorgan 2030 Fund, MM RetireSMART by JPMorgan 2035 Fund, MM RetireSMART by JPMorgan 2040 Fund, MM RetireSMART by JPMorgan 2045 Fund, MM RetireSMART by JPMorgan 2050 Fund, MM RetireSMART by JPMorgan 2055 Fund, MM RetireSMART by JPMorgan 2060 Fund, MM Select T. Rowe Price Retirement Balanced Fund, MM Select T. Rowe Price Retirement 2005 Fund, MM Select T. Rowe Price Retirement 2010 Fund, MM Select T. Rowe Price Retirement 2015 Fund, MM Select T. Rowe Price Retirement 2020 Fund, MM Select T. Rowe Price Retirement 2025 Fund, MM Select T. Rowe Price Retirement 2030 Fund, MM Select T. Rowe Price Retirement 2035 Fund, MM Select T. Rowe Price Retirement 2040 Fund, MM Select T. Rowe Price Retirement 2045 Fund, MM Select T. Rowe Price Retirement 2050 Fund, MM Select T. Rowe Price Retirement 2055 Fund, and MM Select T. Rowe Price Retirement 2060 Fund, as applicable. In preparation for the meetings, the Trustees requested, and MML Advisers, J.P. Morgan, and T. Rowe Price provided in advance, certain materials relevant to the consideration of the Contracts (the “Meeting Materials”). In all of their deliberations, the Trustees were advised by independent counsel.

The Committee considered the nature, scope, and quality of services MML Advisers provides to the Funds, including: (i) the financial condition, stability, and business strategy of MML Advisers; (ii) the capabilities of MML Advisers with respect to regulatory compliance and its ability to monitor compliance with the investment policies of the Funds; (iii) MML Advisers’ ability to provide investment oversight and provide for administrative and shareholder services to the Funds; and (iv) the experience and qualifications of the personnel of MML Advisers that perform, or oversee the performance of, the services provided to the Funds, and the needs of the Funds for administrative and shareholder services. The Committee noted that it had received in the Meeting Materials or during the course of the past year: (i) detailed information regarding MML Advisers’ ability to provide investment oversight and provide for administrative and shareholder services to the Funds; and (ii) a wide range of information about each of J.P. Morgan and T. Rowe Price and its personnel with responsibility for providing services to the Funds, as applicable, and

216

Other Information (Unaudited) (Continued)

the fees payable to J.P. Morgan and T. Rowe Price by MML Advisers. MML Advisers reviewed with the Committee in detail the work MML Advisers does in its oversight roles, the expertise it brings to these roles, the size of its teams, and the financial commitment it has made to provide those services.

The Committee then reviewed and considered, for each Fund separately, the detailed information presented in the Third-Party Report regarding (i) Fund expenses, including, among other things, both the Fund’s net advisory fee and total net expense ratio against peer funds; and (ii) the Fund’s relative performance (over various time periods against funds in its “category” and a benchmark index). In connection with the Committee’s review, MML Advisers provided commentary and analysis regarding each Fund’s expenses and performance and a recommendation as to the action to be taken by the Committee. Throughout the discussion, MML Advisers responded to Committee members’ questions and provided additional information concerning each Fund.

The Committee considered that the total net expense ratios for all of the Funds, except the MM RetireSMART by JPMorgan In Retirement Fund, were within the top sixty percent of their peer groups, and in the majority of cases in the top forty percent. All of the Funds had net advisory fees at or below the medians of their peer groups, or within the top three comparative quintiles of their peer groups, except the MM Select T. Rowe Price Retirement 2015 Fund, MM Select T. Rowe Price Retirement 2020 Fund, MM Select T. Rowe Price Retirement 2045 Fund, MM Select T. Rowe Price Retirement 2050 Fund, MM Select T. Rowe Price Retirement 2055 Fund, and MM Select T. Rowe Price Retirement 2060 Fund, the levels of whose net advisory fees the Committee did not consider to be inconsistent with the advisory agreements’ continuation, in light of the Funds’ generally acceptable total net expense ratios and/or general favorable investment performance over time. In their consideration of these Funds, the Committee took into account the expense caps currently in place for the Funds.

The MM RetireSMART by JPMorgan In Retirement Fund had a total net expense ratio higher than the 60th comparative percentile of its peer group. The Committee considered MML Advisers’ statement that the Fund’s total net expense ratio, at the 75th percentile of its peer group, was only three basis points above the peer group median. The Committee also considered that the Fund’s net advisory fee was in the 1st comparative percentile of its peer group.

The Committee considered that each of the MM Target Allocation Funds, MM RetireSMART by JPMorgan In Retirement Fund, and MM Select T. Rowe Price Retirement Funds achieved three-year investment performance above the medians of their performance categories.

As to the MM RetireSMART by JPMorgan 2020 Fund, MM RetireSMART by JPMorgan 2025 Fund, MM RetireSMART by JPMorgan 2030 Fund, MM RetireSMART by JPMorgan 2035 Fund, MM RetireSMART by JPMorgan 2040 Fund, MM RetireSMART by JPMorgan 2045 Fund, MM RetireSMART by JPMorgan 2050 Fund, MM RetireSMART by JPMorgan 2055 Fund, and MM RetireSMART by JPMorgan 2060 Fund, the Committee noted that although each Fund had experienced relatively unfavorable three-year performance compared to its performance category, all but one Fund, the MM RetireSMART by JPMorgan 2020 Fund, experienced improved performance above the median of the relevant performance category for the one-year period. The Committee considered MML Advisers’ statement that the Funds’ underperformance for the three-year period (and for the one-year period for the MM RetireSMART by JPMorgan 2020 Fund) was due in substantial part to a strategic asset allocation underweight to large capitalization U.S. equities (and overweight to non-U.S. equities) in 2020. The Committee also considered MML Advisers’ statements that J.P. Morgan had been serving as the Funds’ subadviser to determine the Funds’ strategic asset allocations and tactical asset allocations, and that MML Advisers considers J.P. Morgan to be a premier subadviser that brings significant resources in this regard.

217

Other Information (Unaudited) (Continued)

As to each of the Funds, the Committee concluded that: (i) overall, it was satisfied with the nature, extent, and quality of services provided, and expected to be provided in the future, under the Contracts, including the level of MML Advisers’ oversight of each Fund and the subadvisory process; (ii) MML Advisers’ levels of profitability from its relationship with the various Funds are not excessive and the advisory fees payable under the advisory agreements and each Fund’s total net expenses are fair and reasonable; (iii) the investment processes, research capabilities, and philosophies of J.P. Morgan and T. Rowe Price generally appear well suited to the Funds, as applicable, given their investment objectives and policies; (iv) either the relative or absolute performance of a Fund (in each case, taking into account the applicable investment strategy and risk profile of the Fund), or the steps MML Advisers has proposed in respect of the underperformance of a Fund, are sufficient to warrant continuation of the Contracts for each of the Funds; and (v) the terms of the Contracts are fair and reasonable with respect to each Fund and are in the best interests of each Fund’s shareholders.

Also at their meeting in June 2022, the Trustees, including the Independent Trustees, reviewed and approved a proposal to make changes to the existing subadvisory agreement between MML Advisers and J.P. Morgan for each of the MM RetireSMART by JPMorgan Funds, in order to require J.P. Morgan to furnish to MML Advisers a “sample withdrawal amount” each year, which would be made available to investors. In their deliberations, the Trustees were advised by independent counsel.

Prior to the vote being taken to approve the amendment to the subadvisory agreement discussed above, the Independent Trustees met separately in executive session to discuss the appropriateness of such contract. The Independent Trustees weighed the foregoing matters in light of the advice given to them by their independent legal counsel as to the law applicable to the review of investment advisory contracts. In arriving at a decision, the Trustees, including the Independent Trustees, did not identify any single matter as all-important or controlling. The foregoing summary does not detail all of the matters considered.

The amended subadvisory agreement became effective on June 22, 2022.

218

Other Information (Unaudited) (Continued)

Submission of Matters to a Vote of Security Holders

Proposal 1:

This matter was approved by the Trust’s shareholders on June 9, 2022. The results of the votes were as follows:

	Shares Voted		Shares For		% of Shares Outstanding			Withhold		% of Shares Outstanding
Allan W. Blair		1,062,272,572.058		1,055,134,595.262		42.213	%		7,137,976.796		0.285	%
Nabil N. El-Hage		1,062,272,572.058		1,055,187,057.064		42.215	%		7,085,514.994		0.283	%
Michael R. Fanning		1,062,272,572.058		1,054,435,784.031		42.185	%		7,836,788.027		0.313	%
Maria D. Furman		1,062,272,572.058		1,055,334,004.749		42.221	%		6,938,567.309		0.277	%
R. Bradford Malt		1,062,272,572.058		1,054,410,988.847		42.184	%		7,861,583.211		0.314	%
C. Ann Merrifield		1,062,272,572.058		1,054,614,232.611		42.192	%		7,658,339.447		0.306	%
Clifford M. Noreen		1,062,272,572.058		1,054,519,598.373		42.188	%		7,752,973.685		0.310	%
Cynthia R. Plouché		1,062,272,572.058		1,055,673,410.167		42.234	%		6,599,161.891		0.264	%
Jason J. Price		1,062,272,572.058		1,055,486,383.752		42.227	%		6,786,188.306		0.271	%
Susan B. Sweeney		1,062,272,572.058		1,055,272,106.456		42.218	%		7,000,465.602		0.280	%

*	Denotes Trust-wide proposal and voting results.

219

Other Information (Unaudited) (Continued)

Fund Expenses September 30, 2022

Expense Examples:

The following information is in regards to expenses for the six months ended September 30, 2022:

Actual Expenses:

Hypothetical Example for Comparison Purposes:

	Beginning Value	Annualized Expense Ratio	Ending Value (Based on Actual Returns and Expenses)	Operating Expenses Incurred*	Ending Value (Based on Hypothetical Returns and Expenses)	Operating Expenses Incurred*
20/80 Allocation Fund
Class I	$1,000	0.04%	$881.10	$0.19	$1,024.90	$0.20
Class R5	1,000	0.14%	879.90	0.66	1,024.40	0.71
Service Class	1,000	0.24%	879.90	1.13	1,023.90	1.22
Administrative Class	1,000	0.34%	880.30	1.60	1,023.40	1.72
Class R4	1,000	0.49%	879.10	2.31	1,022.60	2.48
Class A	1,000	0.59%	878.90	2.78	1,022.10	2.99
Class R3	1,000	0.74%	878.60	3.48	1,021.40	3.75
40/60 Allocation Fund
Class I	1,000	0.06%	858.20	0.28	1,024.80	0.30
Class R5	1,000	0.16%	858.40	0.75	1,024.30	0.81
Service Class	1,000	0.26%	858.20	1.21	1,023.80	1.32
Administrative Class	1,000	0.36%	857.10	1.68	1,023.30	1.83
Class R4	1,000	0.51%	857.60	2.37	1,022.50	2.59
Class A	1,000	0.61%	855.60	2.84	1,022.00	3.09
Class R3	1,000	0.76%	855.00	3.53	1,021.30	3.85

220

Other Information (Unaudited) (Continued)

	Beginning Value	Annualized Expense Ratio	Ending Value (Based on Actual Returns and Expenses)	Operating Expenses Incurred*	Ending Value (Based on Hypothetical Returns and Expenses)	Operating Expenses Incurred*
60/40 Allocation Fund
Class I	$1,000	0.06%	$837.20	$0.28	$1,024.80	$0.30
Class R5	1,000	0.16%	837.20	0.74	1,024.30	0.81
Service Class	1,000	0.26%	837.00	1.20	1,023.80	1.32
Administrative Class	1,000	0.36%	837.10	1.66	1,023.30	1.83
Class R4	1,000	0.51%	835.80	2.35	1,022.50	2.59
Class A	1,000	0.61%	835.90	2.81	1,022.00	3.09
Class R3	1,000	0.76%	834.90	3.50	1,021.30	3.85
80/20 Allocation Fund
Class I	1,000	0.09%	820.40	0.41	1,024.60	0.46
Class R5	1,000	0.19%	819.80	0.87	1,024.10	0.96
Service Class	1,000	0.29%	819.20	1.32	1,023.60	1.47
Administrative Class	1,000	0.39%	819.20	1.78	1,023.10	1.98
Class R4	1,000	0.54%	818.90	2.46	1,022.40	2.74
Class A	1,000	0.64%	818.30	2.92	1,021.90	3.24
Class R3	1,000	0.79%	817.00	3.60	1,021.10	4.00
MM RetireSMART by JPMorgan In Retirement Fund
Class I	1,000	0.06%	864.10	0.28	1,024.80	0.30
Class R5	1,000	0.16%	863.70	0.75	1,024.30	0.81
Service Class	1,000	0.26%	863.80	1.21	1,023.80	1.32
Administrative Class	1,000	0.36%	862.10	1.68	1,023.30	1.83
Class R4	1,000	0.51%	862.30	2.38	1,022.50	2.59
Class A	1,000	0.61%	861.80	2.85	1,022.00	3.09
Class R3	1,000	0.76%	861.20	3.55	1,021.30	3.85
MM RetireSMART by JPMorgan 2020 Fund
Class I	1,000	0.04%	864.50	0.19	1,024.90	0.20
Class R5	1,000	0.14%	863.40	0.65	1,024.40	0.71
Service Class	1,000	0.24%	863.60	1.12	1,023.90	1.22
Administrative Class	1,000	0.34%	862.40	1.59	1,023.40	1.72
Class R4	1,000	0.49%	862.30	2.29	1,022.60	2.48
Class A	1,000	0.59%	861.70	2.75	1,022.10	2.99
Class R3	1,000	0.74%	861.30	3.45	1,021.40	3.75
MM RetireSMART by JPMorgan 2025 Fund
Class I	1,000	0.01%	848.50	0.05	1,025.00	0.05
Class R5	1,000	0.11%	847.70	0.51	1,024.50	0.56
Service Class	1,000	0.21%	847.30	0.97	1,024.00	1.07
Administrative Class	1,000	0.31%	847.40	1.44	1,023.50	1.57
Class R4	1,000	0.46%	846.40	2.13	1,022.80	2.33
Class A	1,000	0.56%	846.60	2.59	1,022.30	2.84
Class R3	1,000	0.71%	845.30	3.28	1,021.50	3.60
MM RetireSMART by JPMorgan 2030 Fund
Class I	1,000	0.04%	835.00	0.18	1,024.90	0.20
Class R5	1,000	0.14%	834.20	0.64	1,024.40	0.71
Service Class	1,000	0.24%	833.90	1.10	1,023.90	1.22
Administrative Class	1,000	0.34%	833.30	1.56	1,023.40	1.72
Class R4	1,000	0.49%	832.80	2.25	1,022.60	2.48
Class A	1,000	0.59%	832.50	2.71	1,022.10	2.99
Class R3	1,000	0.74%	831.90	3.40	1,021.40	3.75

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Other Information (Unaudited) (Continued)

	Beginning Value	Annualized Expense Ratio	Ending Value (Based on Actual Returns and Expenses)	Operating Expenses Incurred*	Ending Value (Based on Hypothetical Returns and Expenses)	Operating Expenses Incurred*
MM RetireSMART by JPMorgan 2035 Fund
Class I	$1,000	0.05%	$820.20	$0.23	$1,024.80	$0.25
Class R5	1,000	0.15%	819.70	0.68	1,024.30	0.76
Service Class	1,000	0.25%	819.20	1.14	1,023.80	1.27
Administrative Class	1,000	0.35%	818.80	1.60	1,023.30	1.78
Class R4	1,000	0.50%	818.20	2.28	1,022.60	2.54
Class A	1,000	0.60%	818.10	2.73	1,022.10	3.04
Class R3	1,000	0.75%	816.70	3.42	1,021.30	3.80
MM RetireSMART by JPMorgan 2040 Fund
Class I	1,000	0.04%	811.40	0.18	1,024.90	0.20
Class R5	1,000	0.14%	810.60	0.64	1,024.40	0.71
Service Class	1,000	0.24%	810.00	1.09	1,023.90	1.22
Administrative Class	1,000	0.34%	809.60	1.54	1,023.40	1.72
Class R4	1,000	0.49%	809.00	2.22	1,022.60	2.48
Class A	1,000	0.59%	808.70	2.68	1,022.10	2.99
Class R3	1,000	0.74%	808.10	3.35	1,021.40	3.75
MM RetireSMART by JPMorgan 2045 Fund
Class I	1,000	0.02%	804.70	0.09	1,025.00	0.10
Class R5	1,000	0.12%	804.00	0.54	1,024.50	0.61
Service Class	1,000	0.22%	802.70	0.99	1,024.00	1.12
Administrative Class	1,000	0.32%	802.90	1.45	1,023.50	1.62
Class R4	1,000	0.47%	802.30	2.12	1,022.70	2.38
Class A	1,000	0.57%	802.30	2.58	1,022.20	2.89
Class R3	1,000	0.72%	801.00	3.25	1,021.50	3.65
MM RetireSMART by JPMorgan 2050 Fund
Class I	1,000	0.02%	803.50	0.09	1,025.00	0.10
Class R5	1,000	0.12%	802.20	0.54	1,024.50	0.61
Service Class	1,000	0.22%	802.40	0.99	1,024.00	1.12
Administrative Class	1,000	0.32%	802.40	1.45	1,023.50	1.62
Class R4	1,000	0.47%	800.70	2.12	1,022.70	2.38
Class A	1,000	0.57%	800.70	2.57	1,022.20	2.89
Class R3	1,000	0.72%	799.80	3.25	1,021.50	3.65
MM RetireSMART by JPMorgan 2055 Fund
Class I	1,000	0.00%	803.60	0.00	1,025.10
Class R5	1,000	0.10%	802.80	0.45	1,024.60	0.51
Service Class	1,000	0.20%	801.90	0.90	1,024.10	1.01
Administrative Class	1,000	0.30%	801.10	1.35	1,023.60	1.52
Class R4	1,000	0.45%	801.70	2.03	1,022.80	2.28
Class A	1,000	0.55%	801.30	2.48	1,022.30	2.79
Class R3	1,000	0.70%	799.60	3.16	1,021.60	3.55
MM RetireSMART by JPMorgan 2060 Fund
Class I	1,000	0.00%	803.40	0.00	1,025.10
Class R5	1,000	0.10%	802.60	0.45	1,024.60	0.51
Service Class	1,000	0.20%	802.50	0.90	1,024.10	1.01
Administrative Class	1,000	0.30%	801.10	1.35	1,023.60	1.52
Class R4	1,000	0.45%	801.10	2.03	1,022.80	2.28
Class A	1,000	0.55%	800.80	2.48	1,022.30	2.79
Class R3	1,000	0.70%	800.40	3.16	1,021.60	3.55

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Other Information (Unaudited) (Continued)

	Beginning Value	Annualized Expense Ratio	Ending Value (Based on Actual Returns and Expenses)	Operating Expenses Incurred*	Ending Value (Based on Hypothetical Returns and Expenses)	Operating Expenses Incurred*
MM Select T. Rowe Price Retirement Balanced Fund
Class I	$1,000	0.28%	$869.20	$1.31	$1,023.70	$1.42
Class M5	1,000	0.43%	868.20	2.01	1,022.90	2.18
Class M4	1,000	0.68%	867.80	3.18	1,021.70	3.45
Class M3	1,000	0.93%	866.00	4.35	1,020.40	4.71
MM Select T. Rowe Price Retirement 2005 Fund
Class I	1,000	0.28%	863.40	1.31	1,023.70	1.42
Class M5	1,000	0.43%	863.10	2.01	1,022.90	2.18
Class M4	1,000	0.68%	862.50	3.17	1,021.70	3.45
Class M3	1,000	0.93%	860.50	4.34	1,020.40	4.71
MM Select T. Rowe Price Retirement 2010 Fund
Class I	1,000	0.28%	859.10	1.30	1,023.70	1.42
Class M5	1,000	0.43%	858.90	2.00	1,022.90	2.18
Class M4	1,000	0.68%	857.10	3.17	1,021.70	3.45
Class M3	1,000	0.93%	856.40	4.33	1,020.40	4.71
MM Select T. Rowe Price Retirement 2015 Fund
Class I	1,000	0.30%	855.60	1.40	1,023.60	1.52
Class M5	1,000	0.45%	854.80	2.09	1,022.80	2.28
Class M4	1,000	0.70%	853.90	3.25	1,021.60	3.55
Class M3	1,000	0.95%	852.70	4.41	1,020.30	4.81
MM Select T. Rowe Price Retirement 2020 Fund
Class I	1,000	0.31%	850.50	1.44	1,023.50	1.57
Class M5	1,000	0.47%	849.70	2.18	1,022.70	2.38
Class M4	1,000	0.72%	849.20	3.34	1,021.50	3.65
Class M3	1,000	0.97%	847.50	4.49	1,020.20	4.91
MM Select T. Rowe Price Retirement 2025 Fund
Class I	1,000	0.34%	840.50	1.57	1,023.40	1.72
Class M5	1,000	0.50%	839.70	2.31	1,022.60	2.54
Class M4	1,000	0.75%	838.50	3.46	1,021.30	3.80
Class M3	1,000	1.00%	837.50	4.61	1,020.10	5.06
MM Select T. Rowe Price Retirement 2030 Fund
Class I	1,000	0.37%	825.40	1.69	1,023.20	1.88
Class M5	1,000	0.54%	824.60	2.47	1,022.40	2.74
Class M4	1,000	0.79%	823.50	3.61	1,021.10	4.00
Class M3	1,000	1.04%	822.40	4.75	1,019.90	5.27
MM Select T. Rowe Price Retirement 2035 Fund
Class I	1,000	0.39%	812.40	1.77	1,023.10	1.98
Class M5	1,000	0.56%	811.50	2.54	1,022.30	2.84
Class M4	1,000	0.81%	810.70	3.68	1,021.00	4.10
Class M3	1,000	1.06%	809.40	4.81	1,019.80	5.37
MM Select T. Rowe Price Retirement 2040 Fund
Class I	1,000	0.41%	801.90	1.85	1,023.00	2.08
Class M5	1,000	0.58%	801.60	2.62	1,022.20	2.94
Class M4	1,000	0.83%	800.30	3.75	1,020.90	4.20
Class M3	1,000	1.08%	799.60	4.87	1,019.70	5.47
MM Select T. Rowe Price Retirement 2045 Fund
Class I	1,000	0.42%	798.20	1.89	1,023.00	2.13
Class M5	1,000	0.60%	797.40	2.70	1,022.10	3.04
Class M4	1,000	0.85%	795.90	3.83	1,020.80	4.31
Class M3	1,000	1.10%	795.50	4.95	1,019.60	5.57

223

Other Information (Unaudited) (Continued)

	Beginning Value	Annualized Expense Ratio	Ending Value (Based on Actual Returns and Expenses)	Operating Expenses Incurred*	Ending Value (Based on Hypothetical Returns and Expenses)	Operating Expenses Incurred*
MM Select T. Rowe Price Retirement 2050 Fund
Class I	$1,000	0.43%	$796.20	$1.94	$1,022.90	$2.18
Class M5	1,000	0.61%	795.50	2.75	1,022.00	3.09
Class M4	1,000	0.86%	794.50	3.87	1,020.80	4.36
Class M3	1,000	1.11%	793.70	4.99	1,019.50	5.62
MM Select T. Rowe Price Retirement 2055 Fund
Class I	1,000	0.44%	795.50	1.98	1,022.90	2.23
Class M5	1,000	0.62%	794.60	2.79	1,022.00	3.14
Class M4	1,000	0.87%	794.10	3.91	1,020.70	4.41
Class M3	1,000	1.12%	793.10	5.03	1,019.50	5.67
MM Select T. Rowe Price Retirement 2060 Fund
Class I	1,000	0.44%	795.90	1.98	1,022.90	2.23
Class M5	1,000	0.62%	794.90	2.79	1,022.00	3.14
Class M4	1,000	0.87%	793.70	3.91	1,020.70	4.41
Class M3	1,000	1.12%	792.70	5.03	1,019.50	5.67

*	Expenses are calculated using the annualized expense ratio for the six months ended September 30, 2022, multiplied by the average account value over the period, multiplied by 183 days in the period, divided by 365 days in the year, unless stated otherwise.

224

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Underwriter:
MML Distributors, LLC
1295 State Street
Springfield, Massachusetts 01111-0001

MM202311-
303391

Table of Contents
President’s Letter to Shareholders (Unaudited)	1
Economic and Market Overview (Unaudited)	3
Portfolio Manager Report (Unaudited)	6
Portfolio of Investments
MM Equity Asset Fund	30
MassMutual Select T. Rowe Price Bond Asset Fund	35
MassMutual Select T. Rowe Price Emerging Markets Bond Fund	66
MassMutual Select T. Rowe Price Large Cap Blend Fund	74
MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund	81
MassMutual Select T. Rowe Price Real Assets Fund	88
MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund	94
MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund	108
Statements of Assets and Liabilities	112
Statements of Operations	116
Statements of Changes in Net Assets	118
Financial Highlights	122
Notes to Financial Statements	130
Report of Independent Registered Public Accounting Firm	162
Trustees and Principal Officers (Unaudited)	164
Federal Tax Information (Unaudited)	169
Other Information (Unaudited)
Proxy Voting	170
Quarterly Reporting	170
Trustees’ Approval of Investment Advisory Contracts	170
Submission of Matters to a Vote of Security Holders	173
Fund Expenses	174

[THIS PAGE INTENTIONALLY LEFT BLANK]

MassMutual Funds Annual Report – President’s Letter to Shareholders (Unaudited)

To Our Shareholders

Paul LaPiana

September 30, 2022

Continued market volatility challenges retirement investors

Suggestions for retirement investors under any market conditions

●

Is this a good time to track your progress?

If you work with a financial professional, you may wish to consider checking in with him or her to help you determine if:

●	you are saving enough for retirement – and, if in retirement, you are withdrawing an appropriate amount each year, based on your personal circumstances;

●	your retirement account is invested appropriately for all market conditions, based on your goals and objectives, as well as your investment time horizon; and

●	you are taking steps to help reduce your longevity risk, which is the chance that you could “run out” of retirement savings during your lifetime.

(Continued)

MassMutual Funds Annual Report – President’s Letter to Shareholders (Unaudited) (Continued)

Get to where you want to be

Sincerely,

Paul LaPiana
President
MassMutual Funds
MML Investment Advisers, LLC

MM202310-303203

MassMutual Funds Annual Report – Economic and Market Overview (Unaudited)

September 30, 2022

Continued market volatility challenges retirement investors

Market Highlights

●	For the reporting period from October 1, 2021 through September 30, 2022, U.S. stocks were down over 15%, in a market environment where the Fed aggressively raised interest rates in an effort to combat heightened inflation.

●

●	In the first quarter of 2022, investors in both stocks and bonds were challenged by a sharp rise in energy prices after Russia’s invasion of Ukraine, a stalled domestic economic stimulus plan, and the Fed raising interest rates for the first time since 2018.

●	The second quarter of 2022 was another difficult quarter, as Fed interest rate hikes, investor concerns over high inflation, and concern about the potential of an impending global recession dominated the narrative.

●	The third quarter of 2022 was an extension of the difficult second quarter, with continued inflationary pressures, weakening economic data, and aggressive Fed interest rate hikes.

●

●	U.S. bond investors experienced negative returns in the rising interest rate environment, fueled by an increase in short-term interest rates, heighted inflationary pressures, and the reversal of monetary and fiscal policy support.

Market Environment

For the fiscal year beginning on October 1, 2021, global stock investors experienced significant losses. U.S. stocks fell sharply in the period in response, with the S&P 500 Index^® (“S&P 500”)¹ entering bear market territory after declining more than 20% from its previous highs. Investors sought safety from high inflation, rising interest rates, and the increasing possibility of a recession. Consumer sentiment fell sharply, down 17.2% in the period² , as high inflation – driven by rising energy, food, and housing costs – overwhelmed low unemployment and strong wage growth. As of August 2022, more Americans are borrowing to make ends meet in these inflationary times, resulting in consumer loan levels at record highs, having increased by 12.4% year-over-year³.

² June 24, 2022, University of Michigan: Consumer Sentiment (UMCSENT), retrieved from FRED, Federal Reserve Bank of St. Louis; https://fred.stlouisfed.org/series/UMCSENT

MassMutual Funds Annual Report – Economic and Market Overview (Unaudited) (Continued)

Developed international markets, as measured by the MSCI EAFE^® Index⁶ , trailed their domestic peers, ending the fiscal year down 25.13%. Emerging-market stocks, as measured by the MSCI Emerging Markets Index⁷ , also fell sharply, ending down 28.11% for the period. Investors sold off developed international and emerging-market stocks on concerns that higher interest rates and commodity prices would impair consumer spending and corporate earnings growth.

Bond yields rose sharply during the fiscal year, with the 10-year U.S. Treasury bond yield rising from a low of 1.52% on October 1, 2021 to close the period at 3.83%. Rising yields generally produce falling bond prices; consequently, bond index returns suffered. The Bloomberg U.S. Aggregate Bond Index⁸ ended the period down 14.60%. Investment-grade corporate bonds fared even worse. The Bloomberg U.S. Corporate Bond Index⁹ , which tracks investment-grade corporate bonds, ended the period with an 18.53% loss. The Bloomberg U.S. Corporate High-Yield Bond Index¹⁰ also ended in negative territory, declining 14.14% for the period.

⁴The NASDAQ Composite Index measures the performance of all domestic and international based common type stocks listed on the NASDAQ Stock Market. It includes common stocks, ordinary shares, ADRs, shares of beneficial interest or limited partnership interests and tracking stocks. The index is market capitalization-weighted. The Index does not reflect any deduction for fees, expenses, or taxes and cannot be purchased directly by investors.

¹⁰The Bloomberg U.S. Corporate High-Yield Bond Index measures the performance of U.S. dollar-denominated, non-investment grade, fixed-rate, taxable corporate bonds, including corporate bonds, fixed-rate bullet, putable, and callable bonds, SEC Rule 144A securities, original issue zeros, pay-in-kind bonds, fixed-rate and fixed-to-floating capital securities. The Index does not reflect any deduction for fees, expenses, or taxes and cannot be purchased directly by investors.

MassMutual Funds Annual Report – Economic and Market Overview (Unaudited) (Continued)

Review and maintain your strategy

MM Equity Asset Fund – Portfolio Manager Report (Unaudited)

What is the investment approach of MM Equity Asset Fund, and who is the Fund’s subadviser?

The Fund seeks to provide a consistently high total return from a broadly diversified portfolio of equity securities with risk characteristics similar to the Standard and Poor’s 500 Composite Stock Price Index (S&P 500^® Index*). Under normal circumstances, the Fund invests at least 80% of its net assets (plus the amount of any borrowings for investment purposes) in equity securities. The Fund’s subadviser is J.P. Morgan Investment Management Inc. (J.P. Morgan).

* The “S&P 500 Index” is a product of S&P Dow Jones Indices LLC or its affiliates (“SPDJI”), and has been licensed for use by MassMutual. Standard & Poor’s^®, S&P^®, and S&P 500^® are registered trademarks of Standard & Poor��s Financial Services LLC (“S&P”); and Dow Jones^® is a registered trademark of Dow Jones Trademark Holdings LLC (“Dow Jones”); and these trademarks have been licensed for use by SPDJI and sublicensed for certain purposes by MassMutual. The Fund is not sponsored, endorsed, sold or promoted by SPDJI, Dow Jones, S&P, or their respective affiliates, and none of such parties make any representation regarding the advisability of investing in such product(s) nor do they have any liability for any errors, omissions, or interruptions of the S&P 500 Index.

How did the Fund perform during the 12 months ended September 30, 2022?

The Fund’s Class I shares returned -14.16%, outperforming the -15.47% return of the S&P 500 Index (the “benchmark”), which measures the performance of 500 widely held stocks in the U.S. equity market.

For a discussion on the economic and market environment during the 12-month period ended September 30, 2022, please see the Economic and Market Overview, beginning on page 3.

Subadviser discussion of factors that contributed to the Fund’s performance

For the one-year period ended September 30, 2022, stock selection in the pharma/medical technology, industrial cyclical, and health services & systems sectors contributed the most to the Fund’s performance – while stock choices in the basic materials, telecommunications, and real estate investment trust (REIT) sectors detracted the most from the Fund’s performance.

On the positive side, the Fund’s underweight allocations to PayPal (PYPL), a company that engages in the development of technology platforms for digital payments; Intel (INTC), a company that designs, manufactures, and sells computer products and technologies; and Adobe (ADBE), a company that develops, markets and supports computer software products and technologies were the top individual contributors to the Fund’s performance. In particular, the Fund’s underweight allocation to PayPal was additive, as the company underperformed during the fiscal year, given the competitive pressures it faced from its more innovative competitors.

On the negative side, the Fund’s overweight allocations to Stanley Black & Decker (SWK), a manufacturer of industrial tools and household hardware; Charter Communications (CHTR), a cable telecommunications company; and Shopify (SHOP), a provider of a cloud-based commerce platform were the top individual detractors. The Fund’s overweight position in Stanley Black & Decker was the largest detractor over the period. As multiples for earlier-cycle names have compressed, the company underperformed; additionally, Stanley Black & Decker did not execute as well as peers with regard to supply chain issues, leading to a lack of volume growth.

Derivatives may generally be used as substitutes for securities in which the Fund can invest. Derivatives are securities that derive their value from the performance of one or more other investments and take the form of a contract between two or more parties. Derivatives can be used for hedging, speculation, or both. During the reporting period, the Fund used futures to hedge cash positions, which were less than 5% of the Fund’s market value. The positions had a negligible impact on performance over the period.

MM Equity Asset Fund – Portfolio Manager Report (Unaudited) (Continued)

Subadviser outlook

Looking ahead, Fund management expects to continue to focus on fundamentals of the economy and company earnings. As of the end of the fiscal year, J.P. Morgan analysts’ estimates for benchmark earnings projected the potential for +10% for 2022 and +6% for 2023. While subject to revision, this forecast reflects J.P. Morgan’s expectations for a recovery in the underlying economy – and includes its best analysis of earnings expectations. J.P. Morgan believes that inflation and other uncertainties – such as the tightening liquidity, lingering supply chain constraints, and economic impacts of the war in Ukraine – will be integral to investor sentiment moving forward.

MM Equity Asset Fund Largest Holdings (% of Net Assets) on 9/30/22
Apple, Inc.	6.8%
Microsoft Corp.	6.5%
Amazon.com, Inc.	3.6%
Alphabet, Inc. Class A	2.4%
Tesla, Inc.	2.3%
UnitedHealth Group, Inc.	1.9%
Alphabet, Inc. Class C	1.7%
Visa, Inc. Class A	1.4%
Berkshire Hathaway, Inc. Class B	1.4%
Exxon Mobil Corp.	1.4%
	29.4%

MM Equity Asset Fund Sector Table (% of Net Assets) on 9/30/22
Technology	22.5%
Consumer, Non-cyclical	21.1%
Financial	15.5%
Communications	12.2%
Consumer, Cyclical	9.6%
Industrial	7.8%
Energy	4.5%
Utilities	3.0%
Basic Materials	2.1%
Mutual Funds	0.1%
Total Long-Term Investments	98.4%
Short-Term Investments and Other Assets and Liabilities	1.6%
Net Assets	100.0%

MM Equity Asset Fund – Portfolio Manager Report (Unaudited) (Continued)

GROWTH OF $10,000 INVESTMENT - Class I

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	5 Years	Since Inception 09/15/2016
Class I	09/15/2016	-14.16%	8.63%	10.24%
S&P 500 Index		-15.47%	9.24%	11.03%

MassMutual Select T. Rowe Price Bond Asset Fund – Portfolio Manager Report (Unaudited)

What is the investment approach of MassMutual Select T. Rowe Price Bond Asset Fund, and who is the Fund’s subadviser?

The Fund seeks a regular level of income consistent with the preservation of capital over time. Under normal circumstances, the Fund invests at least 80% of its net assets (plus the amount of any borrowings for investment purposes) in bonds. The Fund’s investments may include, but are not limited to, obligations issued by U.S. and foreign governments and their agencies, bonds issued by U.S. and foreign corporations, U.S. and non-U.S. dollar denominated foreign securities (including securities of emerging market issuers), mortgage- and asset-backed securities, Treasury inflation protected securities, and bank loans (which represent interests in amounts loaned to companies by banks and other lenders). The Fund is subadvised by T. Rowe Price Associates, Inc. (T. Rowe Price). In addition, T. Rowe Price International Ltd serves as a sub-subadviser for the Fund.

How did the Fund perform during the 12 months ended September 30, 2022?

The Fund’s Class I shares returned -14.50%, outperforming the -14.60% return of the Bloomberg U.S. Aggregate Bond Index (the “benchmark”), which measures the performance of investment grade, U.S. dollar-denominated, fixed-rate taxable bond market securities, including Treasuries, government-related and corporate securities, mortgage-backed securities (MBS) (agency fixed-rate and hybrid ARM pass-throughs), asset-backed securities (ABS), and commercial mortgage-backed securities (CMBS). (“Agency” refers to debt issued by U.S. federal government agencies or government-sponsored entities for financing purposes.)

For a discussion on the economic and market environment during the 12-month period ended September 30, 2022, please see the Economic and Market Overview, beginning on page 3.

Subadviser discussion of factors that contributed to the Fund’s performance

For the one-year period ended September 30, 2022, the U.S. dollar-hedged international bond allocation fell to a lesser extent than the U.S. core bond allocation.

The core bond allocation underperformed the benchmark. Sector allocation detracted in aggregate from relative results due to the Fund’s underweight position in Treasuries and government-related agency bonds, which outperformed the benchmark amid increasing risk-off sentiment. The Fund’s allocations to MBS and investment-grade (IG) and high-yield corporate bonds also hurt performance, as credit spreads widened amid increasing recession concerns. Interest rate management was an overall negative, as Fund management made tactical adjustments during a period of elevated rate volatility. Conversely, security selection was a modest contributor, led by the Fund’s agency MBS and IG corporate holdings.

The U.S. dollar-hedged international bond allocation underperformed the Bloomberg Aggregate ex-USD Hedged Index. In country and duration positioning, a long duration exposure in Hungary, where the central bank raised rates to fight inflation, was a significant detractor for the period. (Duration is a measure of a bond fund’s sensitivity to interest rates. The longer the duration, the greater the price impact on the bond or portfolio when interest rates rise or fall.) Conversely, a short position in Poland was beneficial, as the central bank was also raising rates. Overall, inflation-linked exposures in Europe and Japan contributed.

Within sector allocation and security selection, exposure to U.S. corporate credit held back relative performance as the sector underperformed due to volatility and waning risk appetite. In currencies, overweights in the euro and the yen had a negative impact on relative results. However, the Fund’s overweight allocation to the Mexican peso was beneficial.

Derivatives are securities that derive their value from the performance of one or more other investments and take the form of a contract between two or more parties. Derivatives can be used for hedging, speculation, or both. As of September 30, 2022, the Fund held interest rate futures, interest rate swaps, credit default swaps, currency forwards, and inflation swaps generating gross exposure of approximately 76.6%. The use of futures, swaps, and options detracted from the Fund’s performance. The use of currency forwards added to returns.

Subadviser outlook

T. Rowe Price observes that valuations have improved as risk assets have pulled back from their recent highs, but uncertainty around corporate fundamentals suggests limited near-term upside, particularly as earnings estimates did not see significant downward revision to reflect rising recession risks. Fund management expects to continue to assess when to add to equities and other risk assets as they evaluate long-term valuations and possible early indications of stabilization or improvement

MassMutual Select T. Rowe Price Bond Asset Fund – Portfolio Manager Report (Unaudited) (Continued)

in macroeconomic conditions. Given the range of potential paths for growth and inflation, Fund management expects their positioning to remain cautious, as they expect that a firm commitment from major central banks to bring down inflation could result in a low ceiling for stocks in the near term, and possibly exacerbate economic contraction through overtightening. In T. Rowe Price’s opinion, other key risks to global markets include the Russia-Ukraine conflict and the associated impact of energy supply shortages, which could weigh on European manufacturing, broader geopolitical instability, and unexpected supply chain disruptions. In T. Rowe Price’s view, these conditions could contribute to a less compelling risk/reward trade-off between stocks and bonds or cash in the near term, and they believe that a more modest allocation to equities may be prudent.

MassMutual Select T. Rowe Price Bond Asset Fund Portfolio Characteristics (% of Net Assets) on 9/30/22
Corporate Debt	27.8%
U.S. Government Agency Obligations and Instrumentalities*	20.8%
Sovereign Debt Obligations	18.1%
U.S. Treasury Obligations	17.2%
Non-U.S. Government Agency Obligations	9.5%
Mutual Funds	2.6%
Bank Loans	1.7%
Municipal Obligations	0.1%
Total Long-Term Investments	97.8%
Short-Term Investments and Other Assets and Liabilities	2.2%
Net Assets	100.0%

* May contain securities that are issued by a U.S. Government Agency, but are unsecured and are not guaranteed by a U.S. Government Agency.

MassMutual Select T. Rowe Price Bond Asset Fund – Portfolio Manager Report (Unaudited) (Continued)

GROWTH OF $10,000 INVESTMENT - Class I

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	Since Inception 02/09/2018
Class I	02/09/2018	-14.50%	-0.26%
Bloomberg U.S. Aggregate Bond Index		-14.60%	0.02%

MassMutual Select T. Rowe Price Emerging Markets Bond Fund – Portfolio Manager Report (Unaudited)

What is the investment approach of MassMutual Select T. Rowe Price Emerging Markets Bond Fund, and who is the Fund’s subadviser?

The Fund seeks to provide high income and capital appreciation. Under normal circumstances, the Fund invests at least 80% of its net assets (plus the amount of any borrowings for investment purposes) in debt securities of emerging market governments or companies located in emerging market countries (including so-called “frontier markets”). The Fund relies on a classification by either J.P. Morgan or the International Monetary Fund to determine which countries are considered emerging markets. The Fund normally will invest in at least three countries. The Fund is subadvised by T. Rowe Price Associates, Inc. (T. Rowe Price).

How did the Fund perform during the 12 months ended September 30, 2022?

The Fund’s Class I shares returned -25.84%, underperforming the -24.28% return of the J.P. Morgan Emerging Markets Bond Index Global Diversified (the “benchmark”), which measures the performance of fixed rate, U.S. dollar-denominated debt instruments issued by emerging market sovereign and quasi-sovereign entities, including Brady bonds, loans, and Eurobonds. The Index limits the weights of those index countries with larger debt stocks by only including a specified portion of a country’s eligible amounts of debt outstanding.

For a discussion on the economic and market environment during the 12-month period ended September 30, 2022, please see the Economic and Market Overview, beginning on page 3.

Subadviser discussion of factors that contributed to the Fund’s performance

For the one-year period ended September 30, 2022, security selection within China was a source of weakness for the Fund, as its holdings of higher-yielding property developers, such as Times China and Shimao, hindered results – as they were dragged lower by tightening domestic financial conditions, liquidity concerns, and recent defaults in the most heavily indebted areas of the Chinese property sector. Consequently, during the period, the Fund eliminated its positions in the Chinese property sector. An underweight allocation to high-quality Chinese sovereign bonds also detracted from the Fund’s relative results amid weaker investor risk appetite and resilient growth in China.

The Fund’s selection of longer-maturity and euro-denominated issues in Romania detracted from relative performance, as did its overweight allocation. High inflation and concerns about a European energy crisis weighed on the country. Euro-denominated issues underperformed amid U.S. dollar strength.

Turning to the positive, the Fund’s significant underweight allocation to Russia and lack of exposure to Belarus aided the Fund’s relative performance, as Russia’s invasion of Ukraine (and Belarus’s support of the former) was met with heavy economic sanctions. The two countries’ assets were removed from major indexes at a price of zero. Fund management eliminated the Fund’s small Russian holdings early in the reporting period. Additionally, the Fund’s underweight allocations to lower-rated Nigeria, Ghana, and Kenya proved beneficial, as investor sentiment was weak and concerns increased about rising food and fuel prices adding pressure to countries with stretched fundamentals. Finally, the Fund’s overweight allocation to higher-yielding Oman was positive, supported by increased oil prices and fiscal reform efforts. These efforts were recognized by a one-notch credit rating upgrade from S&P and Fitch.

Derivatives are securities that derive their value from the performance of one or more other investments and take the form of a contract between two or more parties. Derivatives can be used for hedging, speculation, or both. As of September 30, 2022, the Fund held interest rate futures, currency forwards, and credit default swaps generating gross exposure of approximately 12.0%. The estimated return impact from employing currency forwards and interest rate futures was positive; credit default swaps had a somewhat negative effect on the Fund’s performance during the reporting period.

Subadviser outlook

T. Rowe Price believes that exogenous risks remain a cause for caution. Nevertheless, in Fund management’s observation, recent volatility has moved absolute valuations to below historical averages and increased value dispersion across major markets in the asset class, which created some potential opportunities. In terms of fundamentals, T. Rowe Price observes that, as of the end of the fiscal year, stressed fiscal conditions persisted in some markets due to the lingering effects of the coronavirus pandemic, though strong export demand supported fiscal consolidation in 2022 in many markets. In T. Rowe Price’s view, growth recoveries

MassMutual Select T. Rowe Price Emerging Markets Bond Fund – Portfolio Manager Report (Unaudited) (Continued)

were slowing in some markets as inflation pressures built and the monetary policy trajectory became less accommodative for growth. T. Rowe Price believes that emerging-market debt continues to offer a substantial yield premium and broadly sound fundamentals, making the asset class potentially compelling on a risk-adjusted basis relative to other credit sectors.

MassMutual Select T. Rowe Price Emerging Markets Bond Fund Portfolio Characteristics (% of Net Assets) on 9/30/22
Sovereign Debt Obligations	62.5%
Corporate Debt	31.9%
Mutual Funds	0.9%
Total Long-Term Investments	95.3%
Short-Term Investments and Other Assets and Liabilities	4.7%
Net Assets	100.0%

MassMutual Select T. Rowe Price Emerging Markets Bond Fund – Portfolio Manager Report (Unaudited) (Continued)

GROWTH OF $10,000 INVESTMENT - Class I

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	Since Inception 02/09/2018
Class I	02/09/2018	-25.84%	-3.84%
J.P. Morgan Emerging Markets Bond Index Global Diversified		-24.28%	-2.70%

MassMutual Select T. Rowe Price Large Cap Blend Fund – Portfolio Manager Report (Unaudited)

What is the investment approach of MassMutual Select T. Rowe Price Large Cap Blend Fund, and who is the Fund’s subadviser?

The Fund seeks long-term capital appreciation through investments in common stock. Under normal circumstances, the Fund invests at least 80% of its net assets (plus the amount of any borrowings for investment purposes) in equity securities of large cap companies. The Fund is subadvised by T. Rowe Price Associates, Inc. (T. Rowe Price).

How did the Fund perform during the 12 months ended September 30, 2022?

The Fund’s Class I shares returned -22.96%, significantly underperforming the -17.22% return of the Russell 1000^® Index (the “benchmark”), which measures the performance of the large-cap segment of U.S. equity securities. It is a subset of the Russell 3000^® Index and includes approximately 1000 of the largest securities based on a combination of their market cap and current index membership.

For a discussion on the economic and market environment during the 12-month period ended September 30, 2022, please see the Economic and Market Overview, beginning on page 3.

Subadviser discussion of factors that contributed to the Fund’s performance

For the one-year period ended September 30, 2022, within the Fund’s large-cap growth allocation, unfavorable stock selection and an overweight allocation to the communications services sector were notable detractors from the Fund’s relative returns, driven by Fund holdings in the interactive media and services industry. Security selection in the consumer discretionary and information technology sectors also weighed on the Fund’s relative performance. Conversely, favorable stock selection in the health care sector, led by Fund holdings in the health care providers and services industry, contributed to relative returns.

Within the Fund’s large-cap value allocation, an underweight allocation to the energy sector was a notable detractor from relative performance. Stock selection within the health care sector also weighed on the Fund’s relative returns, driven by the pharmaceuticals industry; however, an overweight allocation to the sector moderated the negative impact. Unfavorable stock selection within the materials sector further hurt the Fund’s relative returns, although this was partially offset by an overweight allocation. Additionally, a lack of exposure to the energy sector was a notable detractor from relative results. Security selection in the information technology sector also had a negative impact on the Fund’s relative performance, driven by Fund holdings in the technology hardware, storage, and peripherals industry.

Conversely, the financial sector contributed to relative performance due to strong stock selection, led by Fund holdings in the banking industry. The consumer discretionary sector also had a positive impact on relative returns due to favorable security selection. Within the large-cap core allocation, security selection in the industrials and business services sector contributed to relative performance, led by holdings within the machinery industry. Relative returns were also lifted by an underweight allocation to and favorable stock selection within the communication services sector. Stock selection within the financial sector further aided the Fund’s relative performance.

Subadviser outlook

T. Rowe Price notes that the volatility that gripped global equity and bond markets in the first two quarters of 2022 persisted throughout the third quarter, with most major indexes trending lower over the period. Over the course of the Fund’s fiscal year, central banks raised policy rates, tightening financial conditions, in an effort to combat persistently high inflation. These hawkish moves contributed to elevated equity market volatility and were a catalyst for a sell-off late in the third quarter of 2022. On the other hand, in Fund management’s view, signs suggesting easing inflationary pressures have emerged in recent months, as key input costs – such as oil, lumber, and copper – have declined sharply, while labor participation and employment data suggest a resilient labor in the U.S. in the face of an uncertain growth outlook. Despite conflicting signals, Fund management believes that markets have begun to price in higher recession probabilities, as hopes for a soft landing have diminished. In Fund management’s opinion, it now appears more likely that inflation will take longer to fade and that it will probably settle at high levels, likely above the Fed’s 2% long-term inflation target.

MassMutual Select T. Rowe Price Large Cap Blend Fund – Portfolio Manager Report (Unaudited) (Continued)

MassMutual Select T. Rowe Price Large Cap Blend Fund Largest Holdings (% of Net Assets) on 9/30/22
Microsoft Corp.	6.3%
Amazon.com, Inc.	4.7%
Apple, Inc.	4.5%
Alphabet, Inc. Class C	3.5%
UnitedHealth Group, Inc.	2.4%
Elevance Health, Inc.	2.0%
Becton Dickinson and Co.	1.9%
Alphabet, Inc. Class A	1.8%
The Southern Co.	1.7%
Tesla, Inc.	1.6%
	30.4%

MassMutual Select T. Rowe Price Large Cap Blend Fund Sector Table (% of Net Assets) on 9/30/22
Consumer, Non-cyclical	24.2%
Technology	21.0%
Communications	13.2%
Financial	11.1%
Consumer, Cyclical	10.1%
Industrial	7.2%
Utilities	5.8%
Energy	2.5%
Basic Materials	0.8%
Corporate Debt	0.0%
Total Long-Term Investments	95.9%
Short-Term Investments and Other Assets and Liabilities	4.1%
Net Assets	100.0%

MassMutual Select T. Rowe Price Large Cap Blend Fund – Portfolio Manager Report (Unaudited) (Continued)

GROWTH OF $10,000 INVESTMENT - Class I

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	Since Inception 02/09/2018
Class I	02/09/2018	-22.96%	7.17%
Russell 1000 Index		-17.22%	9.04%

MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund – Portfolio Manager Report (Unaudited)

What is the investment approach of MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund, and who is the Fund’s subadviser?

The Fund seeks a level of income that is consistent with the current rate of inflation. Under normal circumstances, the Fund invests at least 80% of its net assets (plus the amount of any borrowings for investment purposes) in bonds. The Fund invests in a diversified portfolio of short- and intermediate-term investment-grade bonds. The Fund’s investments may include inflation-linked securities, including Treasury Inflation Protected Securities, as well as corporate, government, mortgage-backed, and asset-backed securities. The Fund may also invest in money market securities, bank obligations, collateralized mortgage obligations, and foreign securities. The Fund is subadvised by T. Rowe Price Associates, Inc. (T. Rowe Price).

How did the Fund perform during the 12 months ended September 30, 2022?

The Fund’s Class I shares returned -4.82%, underperforming the -4.09% return of the Bloomberg U.S. 1-5 Year Treasury TIPS Index (the “benchmark”), which measures the performance of inflation-protected securities with maturities of 1-5 years issued by the U.S. Treasury.

For a discussion on the economic and market environment during the 12-month period ended September 30, 2022, please see the Economic and Market Overview, beginning on page 3.

Subadviser discussion of factors that contributed to the Fund’s performance

For the one-year period ended September 30, 2022, interest rate management was the largest detractor from the Fund’s relative results. The Fund’s tactical duration moves were ill-timed, as inflation continued to surprise to the upside, and the significant repricing of Federal Reserve (the “Fed”) rate expectations drove daily interest rate volatility to its highest level since March 2020. (Duration is a measure of a bond fund’s sensitivity to interest rates. The longer the duration, the greater the price impact on the bond or portfolio when interest rates rise or fall.) The Fund’s positioning on the yield curve was beneficial, however, which partially offset the negative impact of duration positioning. (The yield curve is a graph showing the term structure of interest rates by plotting the yields of all bonds of comparable quality with maturities ranging from the shortest – typically one month – to the longest – typically 30 years – available. The resulting curve shows whether short-term interest rates are higher or lower than long-term rates.) The Fund’s out-of-benchmark positions in mortgage-backed securities (MBS), investment-grade corporates, and asset-backed securities (ABS) also weighed on relative performance, as short-dated Treasury inflation-protected securities (TIPS) outperformed most short-duration credit sectors, and the Fund’s position in nominal Treasuries also lagged.

On the positive side, the Fund’s exposure to breakeven spreads via inflation swaps – which are generally used to ensure that the Fund remains inflation hedged when investing outside of the benchmark – contributed to relative results, as inflation expectations increased during the first half of the reporting period. (Breakeven spreads represent the yield differential between nominal Treasuries and TIPS.) Five-year breakeven spreads started the 12-month period at 2.51%, but rose to 3.73% by late March – the highest level since the data series began in 2003. However, breakeven spreads pulled back as the Fed became increasingly hawkish, and finished the period at 2.14%.

Derivatives are securities that derive their value from the performance of one or more other investments and take the form of a contract between two or more parties. Derivatives can be used for hedging, speculation, or both. As of September 30, 2022, the Fund held currency forwards, inflation swaps, interest rate future options, and credit default swaps generating gross exposure of approximately 82.4%. The estimated return impact from employing swaps benefited the Fund’s performance; the use of currency forwards, futures, and options detracted.

Subadviser outlook

In T. Rowe Price’s view, inflation has potentially peaked, and Fund management expects it to slowly move lower before decelerating more quickly in the first half of 2023, assuming that U.S. markets see the lagged effect of declining shelter prices in tandem with goods price deflation due to the strong dollar. Improving data on inventories and supply chain backlogs as of the end of the fiscal year also potentially point to an eventual easing of inflationary pressures, in Fund management’s opinion.

MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund – Portfolio Manager Report (Unaudited) (Continued)

Assuming that inflation has peaked, Fund management believes that TIPS appear fairly valued across the breakeven curve. As a result, they expect to trim the Fund’s TIPS allocation and add exposure to out-of-benchmark sectors where they see opportunities such as agency MBS. (“Agency” refers to debt issued by U.S. federal government agencies or government-sponsored entities for financing purposes.) This is consistent with Fund management’s general investment process of using short-term, high-quality spread sectors to add yield to the Fund’s portfolio in periods when they expect inflation to moderate.

MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund Portfolio Characteristics (% of Net Assets) on 9/30/22
U.S. Treasury Obligations	79.4%
Mutual Funds	6.2%
Non-U.S. Government Agency Obligations	5.9%
Corporate Debt	5.3%
U.S. Government Agency Obligations and Instrumentalities*	2.9%
Municipal Obligations	0.4%
Purchased Options	0.0%
Total Long-Term Investments	100.1%
Short-Term Investments and Other Assets and Liabilities	(0.1)%
Net Assets	100.0%

* May contain securities that are issued by a U.S. Government Agency, but are unsecured and are not guaranteed by a U.S. Government Agency.

MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund – Portfolio Manager Report (Unaudited) (Continued)

GROWTH OF $10,000 INVESTMENT - Class I

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	Since Inception 02/09/2018
Class I	02/09/2018	-4.82%	2.62%
Bloomberg U.S. 1-5 Year Treasury TIPS Index		-4.09%	2.49%

MassMutual Select T. Rowe Price Real Assets Fund – Portfolio Manager Report (Unaudited)

What is the investment approach of MassMutual Select T. Rowe Price Real Assets Fund, and who is the Fund’s subadviser?

The Fund seeks to provide long-term growth of capital. Under normal circumstances, the Fund invests at least 80% of its net assets (plus the amount of any borrowings for investment purposes) in “real assets” and securities of companies that derive at least 50% of their profits or revenues from, or commit at least 50% of assets to, real assets and activities related to real assets. The Fund’s subadviser currently defines real assets broadly and considers them to include any assets that have physical properties, such as energy and natural resources, real estate, basic materials, equipment, utilities and infrastructure, and commodities. The Fund is subadvised by T. Rowe Price Associates, Inc. (T. Rowe Price). In addition, T. Rowe Price Japan, Inc. serves as a sub-subadviser for the Fund.

How did the Fund perform during the 12 months ended September 30, 2022?

The Fund’s Class I shares returned -12.24%, significantly outperforming the -20.66% return of the MSCI All Country World Index (ACWI) (the “benchmark”), which measures the performance of the large- and mid-cap segments of all country markets. It is free float-adjusted market-capitalization weighted.

For a discussion on the economic and market environment during the 12-month period ended September 30, 2022, please see the Economic and Market Overview, beginning on page 3.

Subadviser discussion of factors that contributed to the Fund’s performance

For the one-year period ended September 30, 2022, multi-asset overlays, which the Fund typically employs in an effort to efficiently implement desired positions, had a positive impact on the Fund’s performance, relative to the benchmark.

Despite the Fund’s significant outperformance, its return for the fiscal year was negative on an absolute basis. Security selection within the Fund’s allocation to commodities – which includes exposure to natural resources, precious metals, and global metals and mining – negatively contributed to the Fund’s performance. The Fund’s underlying natural resources portfolio was the largest driver of underperformance, as the portfolio trailed its style-specific benchmark. The Fund’s performance was also held back by selection within its allocation to real estate, which includes exposure to global and U.S. real estate investment trusts (REITs).

Derivatives are securities that derive their value from the performance of one or more other investments and take the form of a contract between two or more parties. Derivatives can be used for hedging, speculation, or both. As of September 30, 2022, the Fund held currency forwards, equity total return swaps, index futures, and interest rate futures generating gross exposure of approximately 16.8%. Employing currency forwards, options, and swaps was a drag on the Fund’s performance; the use of futures enhanced the Fund’s performance during the reporting period.

Subadviser outlook

T. Rowe Price notes that the volatility that gripped global equity and bond markets in the first two quarters of 2022 persisted throughout the third quarter, with most major indexes trending lower over the period. Over the course of the Fund’s fiscal year, central banks raised policy rates, tightening financial conditions, in an effort to combat persistently high inflation. These hawkish moves contributed to elevated equity market volatility and were a catalyst for a sell-off late in the third quarter of 2022. On the other hand, in Fund management’s view, signs suggesting easing inflationary pressures have emerged in recent months, as key input costs – such as oil, lumber, and copper – have declined sharply, while labor participation and employment data suggest a resilient labor market in the U.S. in the face of an uncertain growth outlook. Despite conflicting signals, Fund management believes that markets have begun to price in higher recession probabilities, as hopes for a soft landing have diminished. In Fund management’s opinion, it now appears more likely that inflation will take longer to fade and that it will probably settle at high levels, likely above the Fed’s 2% long-term inflation target.

MassMutual Select T. Rowe Price Real Assets Fund – Portfolio Manager Report (Unaudited) (Continued)

MassMutual Select T. Rowe Price Real Assets Fund Largest Holdings (% of Net Assets) on 9/30/22
BHP Group Ltd.	3.9%
Prologis, Inc.	2.3%
Equinix, Inc.	2.0%
Public Storage	2.0%
ConocoPhillips	1.7%
Rio Tinto PLC	1.6%
Reliance Steel & Aluminum Co.	1.5%
Nutrien Ltd.	1.5%
Boliden AB	1.4%
Equity LifeStyle Properties, Inc.	1.4%
	19.3%

MassMutual Select T. Rowe Price Real Assets Fund Sector Table (% of Net Assets) on 9/30/22
Financial	33.3%
Basic Materials	28.0%
Energy	11.6%
Industrial	11.0%
Mutual Funds	5.2%
Consumer, Cyclical	4.0%
Utilities	1.8%
Consumer, Non-cyclical	1.1%
Technology	0.4%
Total Long-Term Investments	96.4%
Short-Term Investments and Other Assets and Liabilities	3.6%
Net Assets	100.0%

MassMutual Select T. Rowe Price Real Assets Fund – Portfolio Manager Report (Unaudited) (Continued)

GROWTH OF $10,000 INVESTMENT - Class I

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	Since Inception 02/09/2018
Class I	02/09/2018	-12.24%	4.14%
MSCI ACWI		-20.66%	4.07%

MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund – Portfolio Manager Report (Unaudited)

What is the investment approach of MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund, and who is the Fund’s subadviser?

The Fund seeks long-term capital appreciation by investing primarily in common stocks of small and mid cap companies. Under normal circumstances, the Fund invests at least 80% of its net assets (plus the amount of any borrowings for investment purposes) in equity securities of small and mid cap companies. The Fund’s subadviser and sub-subadviser currently consider small and mid cap companies to include companies with market capitalizations at the time of purchase that are within the market capitalization range of companies included in either the Russell 2000^® Index or the Russell Midcap^® Index. The Fund is subadvised by T. Rowe Price Associates, Inc. (T. Rowe Price). In addition, T. Rowe Price Investment Management, Inc. serves as a sub-subadviser for the Fund.

How did the Fund perform during the 12 months ended September 30, 2022?

The Fund’s Class I shares returned -21.64%, underperforming the -21.11% return of the Russell 2500 Index (the “benchmark”), which measures the performance of the small- to mid-cap segment of the U.S. equity universe. It is a subset of the Russell 3000 Index and includes approximately 2500 of the smallest securities based on the combination of their market cap and current index membership.

For a discussion on the economic and market environment during the 12-month period ended September 30, 2022, please see the Economic and Market Overview, beginning on page 3.

Subadviser discussion of factors that contributed to the Fund’s performance

For the one-year period ended September 30, 2022, the Fund’s allocations to small-cap growth and value stocks underperformed their benchmarks, while mid-cap stocks outperformed their benchmarks.

Within the small-cap growth allocation, security selection in the information technology (IT) sector was a significant detractor from relative performance, driven by holdings in the IT services industry. An underweight allocation to the energy sector also weighed on the Fund’s relative returns. Stock selection in the health care sector had a further negative impact on relative performance, but the impact was moderated by a favorable overweight allocation to the sector. Conversely, an underweight exposure to the communication services sector contributed to the Fund’s relative results. The real estate sector also aided relative returns due to the Fund’s underweight allocation to the sector, although the impact was partially offset by weak stock selection within the sector.

In the small-cap value allocation, security selection in the financial sector was a notable detractor from relative performance, driven by holdings in the banking industry. Stock selection, coupled with an underweight allocation to the top-performing energy sector, also had a negative impact on the Fund’s relative performance. The utilities sector further weighed on relative results, due to weak security selection. Conversely, an underweight allocation to the communication services sector contributed to relative performance. An underweight allocation to the health care sector, coupled with positive stock selection in that market segment (led by holdings within the biotechnology industry), also aided the Fund’s relative performance.

Within the small-cap core stock allocation, favorable stock selection, coupled with an underweight to the health care sector, contributed to relative returns, driven by holdings in biotechnology. The real estate sector also lifted relative returns due to security selection and an underweight allocation. The communication services sector further bolstered relative performance, owing to an underweight allocation. Conversely, unfavorable stock selection in the industrial and business services sector detracted from relative performance, driven by holdings in the professional services industry. The consumer discretionary sector also weighed on relative results due to less-than-favorable stock picks.

In the mid-cap value allocation, a favorable overweight to the energy sector contributed to relative returns, although the impact was partially offset by weak stock choices. An underweight allocation to the consumer discretionary sector also aided relative results. Positive security selection in the utilities sector further contributed, led by holdings within the electric utilities industry. Conversely, an unfavorable stock selection and an overweight allocation to the health care sector was a notable detractor from relative returns, driven by holdings within the health care equipment and supplies industry. An overweight allocation to the communication services sector also had a negative impact.

MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund – Portfolio Manager Report (Unaudited) (Continued)

Within the mid-cap growth allocation, favorable stock selection in the consumer discretionary sector contributed to relative returns, led by holdings within the multiline retail industry. Strong stock selection in the health care sector was also beneficial; however, an unfavorable overweight to the sector moderated the impact. Security selection, coupled with an underweight allocation in the communication services sector, lifted relative performance. Conversely, an underweight allocation to the energy sector was a notable detractor from relative returns. Stock choices in the materials sector further weighed on relative results, driven by holdings within the chemicals industry; however, an overweight allocation mostly offset the negative impact.

Derivatives are securities that derive their value from the performance of one or more other investments and take the form of a contract between two or more parties. Derivatives can be used for hedging, speculation, or both. The use of warrants had a negligible impact on the Fund’s performance during the reporting period.

Subadviser outlook

MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund Largest Holdings (% of Net Assets) on 9/30/22
Textron, Inc.	1.1%
Ingersoll Rand, Inc.	1.0%
Hologic, Inc.	0.9%
Paylocity Holding Corp.	0.9%
Veeva Systems, Inc. Class A	0.9%
J.B. Hunt Transport Services, Inc.	0.8%
Atlassian Corp. PLC Class A	0.7%
Select Medical Holdings Corp.	0.7%
Marvell Technology, Inc.	0.7%
PG&E Corp.	0.7%
	8.4%

MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund Sector Table (% of Net Assets) on 9/30/22
Consumer, Non-cyclical	26.2%
Financial	17.3%
Industrial	15.6%
Technology	12.7%
Consumer, Cyclical	9.8%
Energy	4.1%
Communications	3.5%
Basic Materials	2.8%
Utilities	2.7%
Mutual Funds	0.9%
Diversified	0.2%
Total Long-Term Investments	95.8%
Short-Term Investments and Other Assets and Liabilities	4.2%
Net Assets	100.0%

MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund – Portfolio Manager Report (Unaudited) (Continued)

GROWTH OF $10,000 INVESTMENT - Class I

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	Since Inception 02/09/2018
Class I	02/09/2018	-21.64%	7.52%
Russell 2500 Index		-21.11%	5.83%

MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund – Portfolio Manager Report (Unaudited)

What is the investment approach of MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund, and who is the Fund’s subadviser?

The Fund seeks a high level of income consistent with capital preservation. Under normal circumstances, the Fund invests at least 80% of its net assets (plus the amount of any borrowings for investment purposes) in securities that are held in its benchmark index, the Bloomberg U.S. Long Treasury Bond Index*, and at least 80% of its net assets (plus the amount of any borrowings for investment purposes) in U.S. Treasury securities, which are backed by the full faith and credit of the U.S. Government. The Fund is subadvised by T. Rowe Price Associates, Inc. (T. Rowe Price).

* Bloomberg^® and Bloomberg U.S. Long Treasury Bond Index are service marks of Bloomberg Finance L.P. and its affiliates, including Bloomberg Index Services Limited (“BISL”), the administrator of the index (collectively, “Bloomberg”) and have been licensed for use for certain purposes by MassMutual. Bloomberg is not affiliated with MassMutual, and Bloomberg does not approve, endorse, review, or recommend the Fund. Bloomberg does not guarantee the timeliness, accurateness, or completeness of any data or information relating to the Fund.

How did the Fund perform during the 12 months ended September 30, 2022?

The Fund’s Class I shares returned -26.97%, underperforming the -26.65% return of the Bloomberg U.S. Long Treasury Bond Index (the “benchmark”), which measures the performance of public obligations of the U.S. Treasury with maturities of 10 years and greater, including securities that roll up to the U.S. Aggregate, U.S. Universal, and Global Aggregate Indexes.

For a discussion on the economic and market environment during the 12-month period ended September 30, 2022, please see the Economic and Market Overview, beginning on page 3.

Subadviser discussion of factors that contributed to the Fund’s performance

For the one-year period ended September 30, 2022, the Fund generated deep losses on an absolute basis, as yields across the Treasury curve increased in response to 40-year highs in inflation, strong job growth, and, consequently, rapid monetary tightening by the Federal Reserve (the “Fed”).

In this environment, Fund management’s tactical adjustments to the Fund’s duration during the fiscal year dampened relative performance. (Duration is a measure of a bond fund’s sensitivity to interest rates. The longer the duration, the greater the price impact on the bond or portfolio when interest rates rise or fall.) In March and April of 2022, Fund management generally favored a neutral to modestly long duration posture versus the benchmark, reflecting Fund management’s expectation that heightened macroeconomic and geopolitical uncertainty would exert downward pressure on yields. This positioning detracted from results, however, as long-term U.S. interest rates actually climbed amid thin liquidity and elevated volatility in the Treasury market. The Fund’s neutral to slightly long duration bias through part of September 2022 also impeded performance, as long-term yields increased due in part to strong inflation, and turmoil in the U.K. gilt market rippled across sovereign bonds.

The Fund’s allocation to Ginnie Mae mortgage-backed securities (MBS) detracted slightly, as the Fed’s quantitative tightening pressured MBS performance. This was largely offset, however, by the Fund’s use of higher-coupon Ginnie Mae MBS and collateralized mortgage obligations that outperformed in the rising rate environment. Tactical use of Treasury inflation-protected securities (TIPS) had a net neutral impact on relative performance.

Derivatives are securities that derive their value from the performance of one or more other investments and take the form of a contract between two or more parties. Derivatives can be used for hedging, speculation, or both. As of September 30, 2022, the Fund held interest rate futures and interest rate future options generating gross exposure of approximately 26.5%. Employing futures had a negative impact on the Fund’s performance; the use of options had a negligible return impact on the Fund’s returns during the reporting period.

Subadviser outlook

T. Rowe Price notes that, as of the end of the fiscal year, the Fed signaled rapid increases to its policy interest rate through 2022, consequently hampering risk assets and lessening the odds of a soft landing for the U.S. economy. In T. Rowe Price’s view, as the Fed pursues its longer-run inflation goal of 2%, considerable headwinds to the global economy could test the central bank’s tightening bias beyond 2022. Still, Fund management believes that the bar for a dovish pivot is high, as Fund management observed Fed officials’ pledge to keep the policy rate in restrictive territory until inflation and the labor market cool meaningfully.

MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund – Portfolio Manager Report (Unaudited) (Continued)

Against this backdrop, Fund management believes that there are increased recession risks in the U.S. over the next 12 months, particularly in light of slowed consumer spending and the rate-sensitive housing sector already in contraction as of the end of the fiscal year. In the near term, however, they expect positive economic growth – albeit below potential – thanks to a strong labor market, easing supply bottlenecks, and leftover household savings from previous years’ stimulus.

MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund Portfolio Characteristics (% of Net Assets) on 9/30/22
U.S. Treasury Obligations	96.3%
U.S. Government Agency Obligations and Instrumentalities*	3.0%
Mutual Funds	0.3%
Purchased Options	0.0%
Total Long-Term Investments	99.6%
Short-Term Investments and Other Assets and Liabilities	0.4%
Net Assets	100.0%

* May contain securities that are issued by a U.S. Government Agency, but are unsecured and are not guaranteed by a U.S. Government Agency.

MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund – Portfolio Manager Report (Unaudited) (Continued)

GROWTH OF $10,000 INVESTMENT - Class I

Average Annual Total Returns (for the periods ended 09/30/2022)
	Inception Date of Class	1 Year	Since Inception 02/09/2018
Class I	02/09/2018	-26.97%	-1.31%
Bloomberg U.S. Long Treasury Bond Index		-26.65%	-0.92%

MM Equity Asset Fund – Portfolio of Investments

September 30, 2022

	Number of Shares		Value
EQUITIES — 98.3%
COMMON STOCK — 98.3%
Basic Materials — 2.1%
Chemicals — 1.8%
Air Products & Chemicals, Inc.		2,230	$	518,988
Celanese Corp.		2,206		199,290
DuPont de Nemours, Inc.		11,115		560,196
Eastman Chemical Co.		11,868		843,221
Linde PLC		8,283		2,233,014
PPG Industries, Inc.		10,605		1,173,868
				5,528,577
Iron & Steel — 0.2%
Nucor Corp.		3,694		395,221
Mining — 0.1%
Freeport-McMoRan, Inc.		11,921		325,801
				6,249,599
Communications — 12.2%
Advertising — 0.0%
The Interpublic Group of Cos., Inc.		3,916		100,250
Internet — 10.0%
Alphabet, Inc. Class A ^(a)		74,566		7,132,238
Alphabet, Inc. Class C ^(a)		54,600		5,249,790
Amazon.com, Inc. ^(a)		95,738		10,818,394
Booking Holdings, Inc. ^(a)		838		1,377,010
Expedia Group, Inc. ^(a)		5,719		535,813
Meta Platforms, Inc. Class A ^(a)		26,335		3,573,133
Netflix, Inc. ^(a)		5,991		1,410,521
Uber Technologies, Inc. ^(a)		10,713		283,894
				30,380,793
Media — 1.3%
Charter Communications, Inc. Class A ^(a)		4,393		1,332,617
Comcast Corp. Class A		66,566		1,952,381
Fox Corp. Class A		3,233		99,188
The Walt Disney Co. ^(a)		5,774		544,661
				3,928,847
Telecommunications — 0.9%
Corning, Inc.		8,919		258,829
Motorola Solutions, Inc.		2,451		548,951
T-Mobile US, Inc. ^(a)		11,705		1,570,460
Verizon Communications, Inc.		9,035		343,059
				2,721,299
				37,131,189
Consumer, Cyclical — 9.6%
Airlines — 0.1%
Southwest Airlines Co. ^(a)		7,318		225,687

	Number of Shares		Value
Apparel — 0.4%
NIKE, Inc. Class B		16,042	$	1,333,411
Auto Manufacturers — 2.5%
General Motors Co.		10,860		348,497
Rivian Automotive, Inc. Class A ^(a)		3,089		101,659
Tesla, Inc. ^(a)		26,318		6,980,850
				7,431,006
Auto Parts & Equipment — 0.1%
Magna International, Inc.		8,689		412,032
Home Builders — 0.5%
Lennar Corp. Class A		15,826		1,179,828
PulteGroup, Inc.		2,409		90,338
Toll Brothers, Inc.		7,725		324,450
				1,594,616
Leisure Time — 0.0%
Royal Caribbean Cruises Ltd. ^(a)		2,103		79,704
Lodging — 0.3%
Marriott International, Inc. Class A		6,589		923,382
Retail — 5.7%
AutoNation, Inc. ^(a)		4,423		450,571
AutoZone, Inc. ^(a)		354		758,243
Best Buy Co., Inc.		14,613		925,587
Burlington Stores, Inc. ^(a)		1,712		191,556
Chipotle Mexican Grill, Inc. ^(a)		1,028		1,544,837
Costco Wholesale Corp.		5,624		2,656,047
The Home Depot, Inc.		5,448		1,503,321
Lowe’s Cos., Inc.		16,916		3,176,994
McDonald’s Corp.		9,985		2,303,939
O’Reilly Automotive, Inc. ^(a)		2,103		1,479,145
Target Corp.		5,686		843,746
The TJX Cos., Inc.		13,173		818,307
Yum! Brands, Inc.		4,468		475,127
				17,127,420
				29,127,258
Consumer, Non-cyclical — 21.1%
Agriculture — 0.8%
Altria Group, Inc.		27,037		1,091,754
Philip Morris International, Inc.		15,151		1,257,685
				2,349,439
Beverages — 2.0%
The Coca-Cola Co.		65,719		3,681,578
Constellation Brands, Inc. Class A		5,224		1,199,848
PepsiCo, Inc.		8,060		1,315,876
				6,197,302
Biotechnology — 1.6%
Biogen, Inc. ^(a)		3,400		907,800
BioMarin Pharmaceutical, Inc. ^(a)		2,295		194,547

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

MM Equity Asset Fund – Portfolio of Investments (Continued)

	Number of Shares		Value
Regeneron Pharmaceuticals, Inc. ^(a)		2,802	$	1,930,214
Vertex Pharmaceuticals, Inc. ^(a)		5,932		1,717,551
				4,750,112
Commercial Services — 1.1%
Affirm Holdings, Inc. ^(a) ^(b)		8,018		150,418
Booz Allen Hamilton Holding Corp.		3,576		330,243
Cintas Corp.		1,021		396,342
FleetCor Technologies, Inc. ^(a)		6,025		1,061,424
S&P Global, Inc.		4,771		1,456,825
				3,395,252
Cosmetics & Personal Care — 1.4%
Colgate-Palmolive Co.		16,834		1,182,588
The Procter & Gamble Co.		23,532		2,970,915
				4,153,503
Food — 0.5%
The Hershey Co.		1,928		425,066
Mondelez International, Inc. Class A		17,768		974,220
				1,399,286
Health Care – Products — 4.2%
Abbott Laboratories		15,760		1,524,937
Baxter International, Inc.		21,559		1,161,168
Boston Scientific Corp. ^(a)		33,794		1,308,842
Danaher Corp.		7,358		1,900,498
Intuitive Surgical, Inc. ^(a)		7,139		1,338,134
Medtronic PLC		14,361		1,159,651
Thermo Fisher Scientific, Inc.		7,045		3,573,153
Zimmer Biomet Holdings, Inc.		6,825		713,554
				12,679,937
Health Care – Services — 3.3%
Centene Corp. ^(a)		23,963		1,864,561
Elevance Health, Inc.		4,052		1,840,580
Humana, Inc.		1,257		609,884
Town Health International Medical Group Ltd.		62,000		3,351
UnitedHealth Group, Inc.		11,596		5,856,444
				10,174,820
Household Products & Wares — 0.4%
Avery Dennison Corp.		2,369		385,436
Kimberly-Clark Corp.		8,646		973,021
				1,358,457
Pharmaceuticals — 5.8%
AbbVie, Inc.		29,802		3,999,726
Bristol-Myers Squibb Co.		46,141		3,280,164
DexCom, Inc. ^(a)		1,630		131,280
Eli Lilly & Co.		10,411		3,366,397
Johnson & Johnson		18,065		2,951,098
McKesson Corp.		2,486		844,917

	Number of Shares		Value
Merck & Co., Inc.		22,149	$	1,907,472
Neurocrine Biosciences, Inc. ^(a)		2,355		250,125
Pfizer, Inc.		22,325		976,942
				17,708,121
				64,166,229
Energy — 4.5%
Oil & Gas — 4.4%
Chevron Corp.		3,529		507,012
ConocoPhillips		33,463		3,424,603
Coterra Energy, Inc.		23,564		615,492
Diamondback Energy, Inc.		14,468		1,742,815
EOG Resources, Inc.		15,886		1,774,943
Exxon Mobil Corp.		47,201		4,121,119
Phillips 66		9,776		789,119
Pioneer Natural Resources Co.		2,563		554,966
Untrade Brightoil ^(a) ^(d)		52,000		9,937
				13,540,006
Oil & Gas Services — 0.1%
Baker Hughes Co.		11,350		237,896
				13,777,902
Financial — 15.5%
Banks — 4.5%
Bank of America Corp.		92,499		2,793,470
Citigroup, Inc.		15,012		625,550
Fifth Third Bancorp		37,368		1,194,281
Morgan Stanley		17,602		1,390,734
State Street Corp.		8,520		518,101
SVB Financial Group ^(a)		969		325,371
Truist Financial Corp.		23,028		1,002,639
US Bancorp		58,134		2,343,963
Wells Fargo & Co.		81,998		3,297,960
				13,492,069
Diversified Financial Services — 5.0%
American Express Co.		19,160		2,584,876
Ameriprise Financial, Inc.		2,117		533,378
Capital One Financial Corp.		2,805		258,537
CME Group, Inc.		2,396		424,403
Intercontinental Exchange, Inc.		14,943		1,350,100
Mastercard, Inc. Class A		13,923		3,958,866
Raymond James Financial, Inc.		6,144		607,150
T. Rowe Price Group, Inc.		10,267		1,078,138
Visa, Inc. Class A		24,644		4,378,006
				15,173,454
Insurance — 3.4%
Aon PLC Class A		3,604		965,403
Berkshire Hathaway, Inc. Class B ^(a)		16,247		4,338,274
Globe Life, Inc.		1,484		147,955
The Progressive Corp.		19,374		2,251,453

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

MM Equity Asset Fund – Portfolio of Investments (Continued)

	Number of Shares		Value
Prudential Financial, Inc.		3,749	$	321,589
The Travelers Cos., Inc.		14,905		2,283,446
				10,308,120
Real Estate Investment Trusts (REITS) — 2.6%
Camden Property Trust		8,652		1,033,481
Duke Realty Corp.		5,307		255,797
Equinix, Inc.		1,478		840,745
Equity LifeStyle Properties, Inc.		9,123		573,289
Host Hotels & Resorts, Inc.		27,601		438,304
Kimco Realty Corp.		17,697		325,802
Prologis, Inc.		17,771		1,805,534
SBA Communications Corp.		2,764		786,773
Sun Communities, Inc.		5,287		715,490
UDR, Inc.		4,193		174,890
Ventas, Inc.		25,041		1,005,897
				7,956,002
				46,929,645
Industrial — 7.8%
Aerospace & Defense — 1.0%
Northrop Grumman Corp.		1,686		792,959
Raytheon Technologies Corp.		26,358		2,157,666
				2,950,625
Building Materials — 0.4%
Martin Marietta Materials, Inc.		1,767		569,133
Masco Corp.		15,628		729,671
				1,298,804
Electronics — 0.9%
Honeywell International, Inc.		15,689		2,619,592
Machinery – Diversified — 1.4%
Deere & Co.		7,624		2,545,578
Dover Corp.		5,336		622,071
Ingersoll Rand, Inc.		3,932		170,098
Otis Worldwide Corp.		16,760		1,069,288
				4,407,035
Miscellaneous - Manufacturing — 2.0%
Eaton Corp. PLC		13,956		1,861,172
Parker-Hannifin Corp.		5,643		1,367,356
Textron, Inc.		16,076		936,588
Trane Technologies PLC		12,746		1,845,748
				6,010,864
Transportation — 2.1%
FedEx Corp.		4,757		706,272
Norfolk Southern Corp.		7,855		1,646,801
Union Pacific Corp.		5,241		1,021,052
United Parcel Service, Inc. Class B		17,810		2,877,027
				6,251,152
				23,538,072

	Number of Shares		Value
Technology — 22.5%
Computers — 8.5%
Accenture PLC Class A		11,131	$	2,864,006
Apple, Inc.		150,073		20,740,089
Fortinet, Inc. ^(a)		6,849		336,491
Leidos Holdings, Inc.		10,391		908,901
Seagate Technology Holdings PLC		19,133		1,018,450
				25,867,937
Semiconductors — 5.5%
Advanced Micro Devices, Inc. ^(a)		26,099		1,653,633
Analog Devices, Inc.		16,823		2,344,117
Applied Materials, Inc.		3,639		298,143
Lam Research Corp.		5,944		2,175,504
Microchip Technology, Inc.		12,681		773,921
Micron Technology, Inc.		8,121		406,862
NVIDIA Corp.		22,098		2,682,476
NXP Semiconductor NV		14,274		2,105,558
QUALCOMM, Inc.		6,348		717,197
Teradyne, Inc.		5,139		386,196
Texas Instruments, Inc.		20,437		3,163,239
				16,706,846
Software — 8.5%
Adobe, Inc. ^(a)		5,003		1,376,826
Intuit, Inc.		5,426		2,101,598
Microsoft Corp.		85,265		19,858,218
Oracle Corp.		10,985		670,854
Salesforce, Inc. ^(a)		4,939		710,426
Workday, Inc. Class A ^(a)		3,905		594,419
ZoomInfo Technologies, Inc. ^(a)		8,043		335,071
				25,647,412
				68,222,195
Utilities — 3.0%
Electric — 3.0%
Ameren Corp.		11,955		962,975
CenterPoint Energy, Inc.		33,000		929,940
Evergy, Inc.		6,376		378,734
Exelon Corp.		52,517		1,967,287
FirstEnergy Corp.		23,273		861,101
NextEra Energy, Inc.		30,803		2,415,263
Sempra Energy		10,692		1,603,159
				9,118,459
				9,118,459

TOTAL COMMON STOCK (Cost $281,848,922)				298,260,548

TOTAL EQUITIES (Cost $281,848,922)				298,260,548

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

MM Equity Asset Fund – Portfolio of Investments (Continued)

	Number of Shares		Value
RIGHTS — 0.0%
Consumer, Non-cyclical — 0.0%
Biotechnology — 0.0%
Tobira Therapeutics Inc.,CVR ^(a) ^(c) ^(d)		505	$	—

TOTAL RIGHTS (Cost $30)				—

MUTUAL FUNDS — 0.1%
Diversified Financial Services — 0.1%
State Street Navigator Securities Lending Government Money Market Portfolio ^(e)		146,204		146,204

TOTAL MUTUAL FUNDS (Cost $146,204)				146,204

TOTAL LONG-TERM INVESTMENTS (Cost $281,995,156)				298,406,752

	Principal Amount
SHORT-TERM INVESTMENTS — 1.4%
Repurchase Agreement — 1.4%
Fixed Income Clearing Corp., Repurchase Agreement, dated 9/30/22, 0.830%, due 10/03/22 ^(f)	$	4,174,155		4,174,155

TOTAL SHORT-TERM INVESTMENTS (Cost $4,174,155)				4,174,155

TOTAL INVESTMENTS — 99.8% (Cost $286,169,311) ^(g)				302,580,907

Other Assets/(Liabilities) — 0.2%				693,402

NET ASSETS — 100.0%			$	303,274,309

Abbreviation Legend

CVR	Contingent Value Rights

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Non-income producing security.

(b)

Denotes all or a portion of security on loan. The total value of securities on loan as of September 30, 2022, was $149,001 or 0.05% of net assets. The Fund received $6,654 of non-cash collateral (U.S. Treasury and/or Agency obligations) related to securities lending activity. This amount is not reflected on either the Portfolio of Investments or the Statement of Assets and Liabilities. (Note 2).

(c)	Investment is valued using significant unobservable inputs.

(d)	This security is fair valued in good faith in accordance with procedures approved by the Board of Trustees. At September 30, 2022, these securities amounted to a value of $9,937 or 0.00% of net assets.

(e)	Represents investment of security lending cash collateral. (Note 2).

(f)	Maturity value of $4,174,444. Collateralized by U.S. Government Agency obligations with a rate of 0.000%, maturity date of 3/30/23, and an aggregate market value, including accrued interest, of $4,257,705.

(g)	See Note 6 for aggregate cost for federal tax purposes.

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

MM Equity Asset Fund – Portfolio of Investments (Continued)

Futures contracts

	Expiration Date		Number of Contracts		Notional Amount		Value/ Net Unrealized Appreciation/ (Depreciation)
Long
S&P 500 E Mini Index		12/16/22		24	$	4,745,766	$	(423,966	)

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

MassMutual Select T. Rowe Price Bond Asset Fund – Portfolio of Investments

September 30, 2022

	Principal Amount		Value
BONDS & NOTES — 95.2%
BANK LOANS — 1.7%
Advertising — 0.1%
Clear Channel Outdoor Holdings, Inc., Term Loan B, 3 mo. USD LIBOR + 3.500%
6.306% VRN 8/21/26	$	145,370	$	129,425
Lamar Media Corp., 2020 Term Loan B, 3 mo. USD LIBOR + 1.500%
5.102% VRN 2/05/27		305,000		294,801
				424,226
Aerospace & Defense — 0.0%
TransDigm, Inc., 2020 Term Loan G, 3 mo. USD LIBOR + 2.250%
5.924% VRN 8/22/24		134,191		130,604
Airlines — 0.1%
American Airlines, Inc., 2021 Term Loan, 3 mo. USD LIBOR + 4.750%
7.460% VRN 4/20/28		200,000		193,400
Mileage Plus Holdings LLC, 2020 Term Loan B, 3 mo. USD LIBOR + 5.250%
8.777% VRN 6/21/27		228,000		228,529
				421,929
Auto Parts & Equipment — 0.0%
Clarios Global LP, 2021 USD Term Loan B, 1 mo. USD LIBOR + 3.250%
6.365% VRN 4/30/26		128,229		121,016
Computers — 0.0%
Peraton Corp., Term Loan B, 1 mo. USD LIBOR + 3.750%
6.865% VRN 2/01/28		140,905		133,296
Cosmetics & Personal Care — 0.0%
Sunshine Luxembourg VII SARL, 2021 Term Loan B3, 3 mo. USD LIBOR + 3.750%
7.424% VRN 10/01/26		234,410		217,547
Entertainment — 0.2%
Churchill Downs, Inc., 2021 Incremental Term Loan B1, 1 mo. USD LIBOR + 2.000%
5.120% VRN 3/17/28		296,809		286,917
Delta 2 (LUX) S.A.R.L., 2018 USD Term Loan, 1 mo. USD LIBOR + 2.500%
5.615% VRN 2/01/24		315,000		310,669

	Principal Amount		Value
SeaWorld Parks & Entertainment, Inc., 2021 Term Loan B, 1 mo. USD LIBOR + 3.000%
6.125% VRN 8/25/28	$	128,451	$	123,046
UFC Holdings, LLC, 2021 Term Loan B, 3 mo. USD LIBOR + 2.750%
5.520% VRN 4/29/26		354,895		340,404
				1,061,036
Environmental Controls — 0.1%
Filtration Group Corp., 2018 1st Lien Term Loan, 1 mo. USD LIBOR + 3.000%
6.115% VRN 3/29/25		468,730		449,249
GFL Environmental, Inc., 2020 Term Loan, 3 mo. USD LIBOR + 3.000%
5.806% VRN 5/30/25		130,906		129,319
Madison IAQ LLC, Term Loan, 3 mo. USD LIBOR + 3.250%
6.815% VRN 6/21/28		128,363		118,346
				696,914
Health Care – Products — 0.1%
Avantor Funding, Inc., 2021 Term Loan B5, 1 mo. USD LIBOR + 2.250%
5.365% VRN 11/08/27		113,518		110,272
Maravai Intermediate Holdings, LLC, 2022 Term Loan B, 3 mo. USD SOFR + 3.000%
5.553% VRN 10/19/27		240,448		232,485
Medline Borrower LP, USD Term Loan B, 1 mo. USD LIBOR + 3.250%
6.365% VRN 10/23/28		229,425		210,568
				553,325
Health Care – Services — 0.1%
ICON Luxembourg SARL, LUX Term Loan, 3 mo. USD LIBOR + 2.250%
5.938% VRN 7/03/28		91,713		89,512
PRA Health Sciences, Inc., US Term Loan, 3 mo. USD LIBOR + 2.250%
5.938% VRN 7/03/28		23,889		23,315
RegionalCare Hospital Partners Holdings, Inc., 2018 Term Loan B, 1 mo. USD LIBOR + 3.750%
6.871% VRN 11/16/25		84,589		78,471

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

MassMutual Select T. Rowe Price Bond Asset Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
Surgery Center Holdings, Inc., 2021 Term Loan, 1 mo. USD LIBOR + 3.750%
6.510% VRN 8/31/26	$	145,494	$	137,856
				329,154
Insurance — 0.2%
Alliant Holdings Intermediate LLC
2018 Term Loan B, 1 mo. USD LIBOR + 3.250%
6.365% VRN 5/09/25		75,359		72,098
2021 Term Loan B4, 1 mo. USD LIBOR + 3.500%
6.493% VRN 11/06/27		68,752		65,056
Asurion LLC
2018 Term Loan B7, 1 mo. USD LIBOR + 3.000%
6.115% VRN 11/03/24		171,504		160,099
2021 Second Lien Term Loan B4, 1 mo. USD LIBOR + 5.250%
8.365% VRN 1/20/29		335,000		254,600
Hub International Ltd., 2021 Term Loan B, 3 mo. USD LIBOR + 3.250%
5.982% VRN 4/25/25		484,398		465,933
				1,017,786
Lodging — 0.0%
Caesars Resort Collection, LLC
2017 1st Lien Term Loan B, 1 mo. USD LIBOR + 2.750%
5.865% VRN 12/23/24		138,219		134,778
2020 Term Loan B1, 1 mo. USD LIBOR + 3.500%
6.615% VRN 7/21/25		15,508		15,257
				150,035
Machinery – Construction & Mining — 0.0%
Brookfield WEC Holdings, Inc., 2021 Term Loan, 1 mo. USD LIBOR + 2.750%
5.865% VRN 8/01/25		136,306		130,063
Machinery – Diversified — 0.1%
Vertical U.S. Newco, Inc., Term Loan B, 6 mo. USD LIBOR + 3.500%
6.871% VRN 7/30/27		286,617		274,198
Packaging & Containers — 0.1%
Charter NEX US, Inc., 2021 Term Loan, 3 mo. USD LIBOR + 3.750%
6.556% VRN 12/01/27		312,149		295,567

	Principal Amount		Value
Pharmaceuticals — 0.1%
Gainwell Acquisition Corp., Term Loan B, 3 mo. USD LIBOR + 4.000%
7.674% VRN 10/01/27	$	285,639	$	271,571
PetVet Care Centers, LLC, 2021 Term Loan B3, 1 mo. USD LIBOR + 3.500%
6.615% VRN 2/14/25		289,810		266,987
				538,558
Retail — 0.1%
IRB Holding Corp, 2022 Term Loan B, 1 mo. USD SOFR + 3.000%
5.695% VRN 12/15/27		170,116		159,058
KFC Holding Co., 2021 Term Loan B, 1 mo. USD LIBOR + 1.750%
4.743% VRN 3/15/28		402,284		397,424
WOOF Holdings, Inc., 1st Lien Term Loan, 3 mo. USD LIBOR + 3.750%
7.315% VRN 12/21/27		126,558		119,281
				675,763
Software — 0.4%
Applied Systems, Inc., 2017 1st Lien Term Loan, 3 mo. USD LIBOR + 3.000%
6.674% VRN 9/19/24		482,227		469,631
Ascend Learning LLC, 2021 Term Loan, 1 mo. USD LIBOR + 3.500%
6.615% VRN 12/11/28		218,114		200,883
Athenahealth, Inc.
2022 Delayed Draw Term Loan, 3 mo. SOFR + 3.500%
3.500% VRN 2/15/29 ^(a)		34,058		30,448
2022 Term Loan B, 1 mo. SOFR CME + 3.500%,
6.576% VRN 2/15/29		200,440		179,193
CDK Global, Inc., 2022 USD Term Loan B, 3 mo. SOFR CME + 4.500%,
6.610% VRN 7/06/29		130,000		124,992
Epicor Software Corp., 2020 Term Loan, 1 mo. USD LIBOR + 3.250%
6.365% VRN 7/30/27		295,157		275,880
RealPage, Inc., 1st Lien Term Loan, 1 mo. USD LIBOR
6.115% VRN 4/24/28		207,203		193,793

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

MassMutual Select T. Rowe Price Bond Asset Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
The Ultimate Software Group, Inc.
2021 Term Loan, 3 mo. USD LIBOR + 3.250%
5.535% VRN 5/04/26	$	864,703	$	820,750
2021 2nd Lien Term Loan, 3 mo. USD LIBOR + 5.250%
7.535% VRN 5/03/27		95,000		89,300
				2,384,870
Telecommunications — 0.0%
Intelsat Jackson Holdings S.A., 2021 Exit Term Loan B, 6 mo. SOFR + 4.500%
7.445% VRN 2/01/29		542		508
Iridium Satellite LLC, 2021 Term Loan B2, 1 mo. USD LIBOR + 2.500%
5.615% VRN 11/04/26		150,707		146,249
				146,757

TOTAL BANK LOANS (Cost $10,234,224)				9,702,644

CORPORATE DEBT — 27.8%
Agriculture — 0.5%
BAT Capital Corp.
3.557% 8/15/27		770,000		676,026
4.742% 3/16/32		145,000		121,244
4.906% 4/02/30		470,000		414,831
BAT International Finance PLC
1.668% 3/25/26		205,000		177,269
3.950% 6/15/25 ^(b)		786,000		749,436
Bunge Finance Europe BV
1.850% 6/16/23 EUR ^(c)		220,000		212,956
Darling Ingredients, Inc.
6.000% 6/15/30 ^(b)		90,000		85,652
Reynolds American, Inc.
4.450% 6/12/25		395,000		381,671
				2,819,085
Airlines — 0.2%
American Airlines, Inc. /AAdvantage Loyalty IP Ltd.
5.500% 4/20/26 ^(b)		115,000		108,005
5.750% 4/20/29 ^(b)		105,000		91,612
Mileage Plus Holdings LLC / Mileage Plus Intellectual Property Assets Ltd.
6.500% 6/20/27 ^(b)		498,750		486,488
United Airlines Pass Through Trust
2.900% 11/01/29		144,717		116,500
2.700% 11/01/33		91,005		72,664
				875,269

	Principal Amount		Value
Apparel — 0.0%
Wolverine World Wide, Inc.
4.000% 8/15/29 ^(b) ^(d)	$	160,000	$	122,058
Auto Manufacturers — 1.4%
American Honda Finance Corp.
0.750% 11/25/26 GBP ^(c)		130,000		115,740
1.950% 10/18/24 EUR ^(c)		200,000		191,492
BMW Finance NV
0.000% 3/24/23 EUR ^(b) ^(c)		117,000		113,370
0.000% 4/14/23 EUR ^(b) ^(c)		84,000		81,381
0.500% 11/22/22 EUR ^(b) ^(c)		105,000		102,688
Ford Motor Co.
6.100% 8/19/32		195,000		171,912
9.625% 4/22/30		145,000		161,085
Ford Motor Credit Co. LLC
4.950% 5/28/27		265,000		235,482
General Motors Co.
4.200% 10/01/27 ^(d)		400,000		366,403
5.600% 10/15/32		135,000		120,468
General Motors Financial Co., Inc.
0.850% 2/26/26 EUR ^(b) ^(c)		150,000		129,716
0.955% 9/07/23 EUR ^(b) ^(c)		110,000		104,937
4.000% 10/06/26		620,000		573,650
4.350% 4/09/25		750,000		724,434
5.100% 1/17/24		435,000		433,494
Hyundai Capital America
1.800% 10/15/25 ^(b)		300,000		266,852
2.100% 9/15/28 ^(b)		470,000		369,331
Mercedes-Benz International Finance BV
0.625% 2/27/23 EUR ^(b) ^(c)		112,000		109,106
0.750% 5/11/23 EUR ^(b) ^(c)		80,000		77,700
RCI Banque SA
0.250% 3/08/23 EUR ^(b) ^(c)		55,000		53,384
0.750% 4/10/23 EUR ^(b) ^(c)		68,000		65,756
Stellantis NV
2.375% 4/14/23 EUR ^(b) ^(c)		53,000		51,802
Toyota Motor Credit Corp.
2.375% 2/01/23 EUR ^(b) ^(c)		81,000		79,447
Volkswagen Bank GmbH
0.750% 6/15/23 EUR ^(b) ^(c)		80,000		76,956
2.500% 7/31/26 EUR ^(b) ^(c)		700,000		644,077
Volkswagen Financial Services AG
0.875% 4/12/23 EUR ^(b) ^(c)		72,000		69,755
2.500% 4/06/23 EUR ^(b) ^(c)		67,000		65,550

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

MassMutual Select T. Rowe Price Bond Asset Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
Volkswagen Group of America Finance LLC
3.200% 9/26/26 ^(b)	$	1,320,000	$	1,210,401
3.350% 5/13/25 ^(b)		500,000		474,349
4.600% 6/08/29 ^(b)		215,000		197,490
Volkswagen International Finance NV
0.875% 1/16/23 EUR ^(b) ^(c)		120,000		116,695
Volkswagen Leasing GmbH
1.500% 6/19/26 EUR ^(b) ^(c)		145,000		130,423
1.625% 8/15/25 EUR ^(b) ^(c)		150,000		138,598
				7,823,924
Auto Parts & Equipment — 0.1%
Aptiv PLC
3.100% 12/01/51		105,000		58,808
Clarios Global LP / Clarios US Finance Co.
6.250% 5/15/26 ^(b)		125,000		119,375
Continental AG
0.000% 9/12/23 EUR ^(b) ^(c)		45,000		42,704
The Goodyear Tire & Rubber Co.
5.000% 7/15/29 ^(d)		260,000		213,200
Tenneco, Inc.
7.875% 1/15/29 ^(b)		170,000		165,481
5.125% 4/15/29 ^(b)		79,000		78,014
				677,582
Banks — 8.8%
ABN AMRO Bank NV
2.500% 11/29/23 EUR ^(b) ^(c)		114,000		111,446
Arion Banki HF
1.000% 3/20/23 EUR ^(b) ^(c)		150,000		145,712
Banco Bilbao Vizcaya Argentaria SA 1 year CMT + 2.300%
5.862% VRN 9/14/26		400,000		390,260
Banco de Bogota SA
6.250% 5/12/26 ^(b)		250,000		233,750
Banco de Credito del Peru SA 5 year CMT + 3.000%
3.125% VRN 7/01/30 ^(b)		200,000		174,851
Banco de Sabadell SA
0.875% 3/05/23 EUR ^(b) ^(c)		300,000		292,301
1 mo. EURIBOR ICE Swap + 1.150% 0.875% VRN 6/16/28 EUR ^(b) ^(c)		200,000		153,368
Banco Santander SA
1.125% 1/17/25 EUR ^(b) ^(c)		200,000		184,983
1.375% 12/14/22 EUR ^(b) ^(c)		100,000		98,001
2.746% 5/28/25		1,200,000		1,097,378
3.490% 5/28/30		200,000		160,370
1 year CMT + 2.000% 4.175% VRN 3/24/28		200,000		180,302

	Principal Amount		Value
Bangkok Bank PCL 5 year CMT + 1.900%
3.733% VRN 9/25/34 ^(b)	$	250,000	$	204,902
Bank Hapoalim BM 5 year CMT + 2.155%
3.255% VRN 1/21/32 ^(b)		200,000		165,992
Bank of America Corp.
0.750% 7/26/23 EUR ^(b) ^(c)		110,000		106,100
SOFR + .960% 1.734% VRN 7/22/27		585,000		501,619
SOFR + 1.530% 1.898% VRN 7/23/31		1,240,000		922,827
SOFR + 1.220% 2.299% VRN 7/21/32		935,000		697,784
2.375% 6/19/24 EUR ^(b) ^(c)		150,000		144,884
2.375% 6/19/24 EUR ^(b) ^(c)		150,000		144,884
3 mo. USD LIBOR + .990% 2.496% VRN 2/13/31		1,735,000		1,368,488
SOFR + 2.150% 2.592% VRN 4/29/31		585,000		463,755
3 mo. USD LIBOR + 1.040% 3.419% VRN 12/20/28		55,000		48,807
3 mo. USD LIBOR + 1.060% 3.559% VRN 4/23/27		495,000		457,134
3.950% 4/21/25		1,365,000		1,316,275
4.250% 10/22/26		700,000		665,356
Bank of Ireland Group PLC 1 year CMT + 2.650%
6.253% VRN 9/16/26 ^(b)		355,000		347,394
Banque Federative du Credit Mutuel SA
0.750% 6/15/23 EUR ^(b) ^(c)		100,000		96,692
Barclays PLC
1 year CMT + 1.050% 2.279% VRN 11/24/27		295,000		247,171
SOFR + 2.714% 2.852% VRN 5/07/26		670,000		608,284
3 mo. USD LIBOR + 1.610% 3.932% VRN 5/07/25		475,000		456,929
1 year CMT + 2.650% 5.501% VRN 8/09/28		225,000		211,019
BBVA Bancomer SA 5 year CMT + 2.650%
5.125% VRN 1/18/33 ^(b)		300,000		248,150
BNP Paribas SA
SOFR + 1.004% 1.323% VRN 1/13/27 ^(b)		890,000		758,781
3 mo. EURIBOR + 1.800% 2.125% VRN 1/23/27 EUR ^(b) ^(c)		200,000		182,186
SOFR + 1.228% 2.591% VRN 1/20/28 ^(b)		680,000		580,953
2.875% 10/24/22 EUR ^(b) ^(c)		96,000		94,164
2.875% 9/26/23 EUR ^(b) ^(c)		153,000		150,164
4.500% 3/21/23 EUR ^(b) ^(c)		157,000		155,620

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

MassMutual Select T. Rowe Price Bond Asset Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
BPCE SA
0.375% 10/05/23 EUR ^(b) ^(c)	$	100,000	$	95,600
4.625% 7/18/23 EUR ^(b) ^(c)		100,000		98,722
CaixaBank SA
1.125% 1/12/23 EUR ^(b) ^(c)		100,000		97,743
1.125% 5/17/24 EUR ^(b) ^(c)		100,000		94,555
1.750% 10/24/23 EUR ^(b) ^(c)		100,000		96,304
5 year EUR Swap + 2.350% 2.750% VRN 7/14/28 EUR ^(b) ^(c)		200,000		190,941
Citigroup, Inc.
0.750% 10/26/23 EUR ^(b) ^(c)		110,000		105,252
SOFR + 1.167% 2.561% VRN 5/01/32		300,000		230,196
SOFR + 1.280% 3.070% VRN 2/24/28		570,000		507,618
SOFR + 2.842% 3.106% VRN 4/08/26		475,000		445,263
5.610% 9/29/26		630,000		626,664
Commerzbank AG
0.500% 8/28/23 EUR ^(b) ^(c)		142,000		136,241
Cooperatieve Rabobank UA
0.750% 8/29/23 EUR ^(b) ^(c)		100,000		96,143
2.375% 5/22/23 EUR ^(b) ^(c)		130,000		127,558
3.875% 7/25/23 EUR ^(b) ^(c)		118,000		116,245
4.625% 5/23/29 GBP ^(b) ^(c)		150,000		139,752
Credit Agricole SA
1.000% 9/16/24 EUR ^(b) ^(c)		200,000		189,655
Credit Suisse AG
1.000% 6/07/23 EUR ^(b) ^(c)		111,000		107,446
Credit Suisse Group AG 1 mo. BPSW + 1.230%
2.125% VRN 9/12/25 GBP ^(b) ^(c)		250,000		249,393
Danske Bank A/S
0.250% 11/28/22 EUR ^(b) ^(c)		109,000		106,609
0.875% 5/22/23 EUR ^(b) ^(c)		110,000		106,306
5 year EUR Swap + 1.700% 1.375% VRN 2/12/30 EUR ^(b) ^(c)		200,000		175,801
3 mo. USD LIBOR + 1.591% 3.244% VRN 12/20/25 ^(b)		1,040,000		967,128
1 year CMT + 1.450% 3.773% VRN 3/28/25 ^(b)		355,000		341,422
3.875% 9/12/23 ^(b)		5,000		4,920
5.375% 1/12/24 ^(b)		200,000		198,913
Deutsche Bank AG
1.125% 8/30/23 EUR ^(b) ^(c)		114,000		109,971
2.375% 1/11/23 EUR ^(b) ^(c)		100,000		98,133
Discover Bank
4.650% 9/13/28		405,000		367,534
DNB Bank ASA
0.050% 11/14/23 EUR ^(b) ^(c)		109,000		103,345

	Principal Amount		Value
DNB Boligkreditt AS
1.875% 11/21/22 EUR ^(b) ^(c)	$	100,000	$	98,119
Fifth Third Bancorp SOFR + 2.127%
4.772% VRN 7/28/30		140,000		130,810
The Goldman Sachs Group, Inc.
1.375% 5/15/24 EUR ^(b) ^(c)		40,000		38,149
SOFR + .818% 1.542% VRN 9/10/27		605,000		511,336
1.625% 7/27/26 EUR ^(b) ^(c)		140,000		125,598
2.000% 7/27/23 EUR ^(b) ^(c)		130,000		126,375
SOFR + 1.248% 2.383% VRN 7/21/32		510,000		384,356
SOFR + 1.281% 2.615% VRN 4/22/32		250,000		194,026
SOFR + 1.264% 2.650% VRN 10/21/32		520,000		398,217
3.250% 2/01/23 EUR ^(b) ^(c)		134,000		131,896
3.500% 11/16/26		745,000		687,621
SOFR + 1.846% 3.615% VRN 3/15/28		550,000		500,746
SOFR + 1.725% 4.482% VRN 8/23/28		335,000		314,689
Heta Asset Resolution AG
2.375% 12/13/22 EUR ^(b) ^(c)		1,100,000		1,080,323
HSBC Continental Europe SA
0.600% 3/20/23 EUR ^(b) ^(c)		100,000		97,394
HSBC Holdings PLC
SOFR + 1.538% 1.645% VRN 4/18/26		940,000		836,059
SOFR + 1.929% 2.099% VRN 6/04/26		610,000		546,316
SOFR + 1.430% 2.999% VRN 3/10/26		560,000		517,849
SOFR + 2.110% 4.755% VRN 6/09/28		970,000		891,713
SOFR + 2.610% 5.210% VRN 8/11/28		440,000		411,531
ING Groep NV
1.000% 9/20/23 EUR ^(b) ^(c)		100,000		96,088
SOFR + 1.005% 1.726% VRN 4/01/27		260,000		222,979
Intesa Sanpaolo SpA
1.000% 7/04/24 EUR ^(b) ^(c)		300,000		280,347
2.125% 8/30/23 EUR ^(b) ^(c)		114,000		110,642
JP Morgan Chase & Co.
1.500% 10/26/22 EUR ^(b) ^(c)		111,000		108,785
SOFR + .885% 1.578% VRN 4/22/27		630,000		544,346
3 mo. TSFR + 1.105% 1.764% VRN 11/19/31		955,000		697,725
SOFR + 1.890% 2.182% VRN 6/01/28		675,000		574,204

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

MassMutual Select T. Rowe Price Bond Asset Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
SOFR + 1.510% 2.739% VRN 10/15/30	$	445,000	$	361,690
2.750% 2/01/23 EUR ^(b) ^(c)		114,000		112,054
SOFR + 1.170% 2.947% VRN 2/24/28		570,000		504,225
SOFR + 2.515% 2.956% VRN 5/13/31		2,320,000		1,836,751
SOFR + 2.580% 5.717% VRN 9/14/33		340,000		321,298
KBC Group NV
0.750% 10/18/23 EUR ^(b) ^(c)		100,000		95,601
Kreditanstalt fuer Wiederaufbau
4.700% 6/02/37 CAD ^(c)		65,000		49,342
4.700% 6/02/37 CAD ^(c)		75,000		56,933
Landsbankinn HF
0.375% 5/23/25 EUR ^(b) ^(c)		265,000		228,268
1.000% 5/30/23 EUR ^(b) ^(c)		100,000		96,272
Lloyds Bank Corporate Markets PLC
0.250% 10/04/22 EUR ^(b) ^(c)		100,000		98,005
Mitsubishi UFJ Financial Group, Inc. 1 year CMT + 1.900%
5.354% VRN 9/13/28		430,000		419,213
Morgan Stanley
3 mo. EURIBOR + .698% 0.406% VRN 10/29/27 EUR ^(c)		100,000		84,226
3 mo. EURIBOR + .753% 0.637% VRN 7/26/24 EUR ^(c)		100,000		95,767
1.000% 12/02/22 EUR ^(c)		110,000		107,733
SOFR + .858% 1.512% VRN 7/20/27		730,000		621,974
SOFR + .879% 1.593% VRN 5/04/27		670,000		577,685
1.875% 3/30/23 EUR ^(c)		113,000		110,587
SOFR + 1.178% 2.239% VRN 7/21/32		460,000		345,546
SOFR + 1.485% 3.217% VRN 4/22/42		165,000		115,011
SOFR + 1.669% 4.679% VRN 7/17/26		215,000		209,441
National Australia Bank Ltd.
0.625% 11/10/23 EUR ^(b) ^(c)		56,000		53,533
The Nationale-Nederlanden Bank NV
0.375% 2/26/25 EUR ^(b) ^(c)		100,000		90,884
Natwest Group PLC
2.500% 3/22/23 EUR ^(b) ^(c)		114,000		111,792
Nordea Bank Abp
1.000% 2/22/23 EUR ^(b) ^(c)		111,000		108,385
5.375% 9/22/27 ^(b)		320,000		312,028
The PNC Financial Services Group, Inc.
2.550% 1/22/30		145,000		119,342
SOFR + 1.850% 4.626% VRN 6/06/33		320,000		285,333

	Principal Amount		Value
QNB Finance Ltd.
2.750% 2/12/27 ^(b)	$	200,000	$	180,750
Santander Holdings SOFR + 1.249%
2.490% VRN 1/06/28		365,000		304,510
Santander UK Group Holdings PLC
1.125% 9/08/23 EUR ^(b) ^(c)		111,000		106,815
1 year CMT + 1.250% 1.532% VRN 8/21/26		1,465,000		1,270,377
Shinhan Bank Co. Ltd.
3.875% 3/24/26 ^(b)		200,000		187,192
4.000% 4/23/29 ^(b)		500,000		451,542
Standard Chartered PLC
1 year CMT + 1.000% 1.456% VRN 1/14/27 ^(b)		295,000		249,684
5 year EUR Swap + 2.800% 2.500% VRN 9/09/30 EUR ^(b) ^(c)		300,000		267,612
3 mo. USD LIBOR + 1.209% 2.819% VRN 1/30/26 ^(b)		200,000		183,896
1 year CMT + 1.650% 3.971% VRN 3/30/26 ^(b)		285,000		268,003
1 year CMT + 3.850% 4.644% VRN 4/01/31 ^(b)		1,030,000		899,798
The Toronto-Dominion Bank
0.625% 7/20/23 EUR ^(b) ^(c)		110,000		106,012
4.456% 6/08/32		120,000		109,396
Truist Financial Corp. SOFR + 1.368%
4.123% VRN 6/06/28		525,000		493,728
UBS Group AG
1 year CMT + 1.080% 1.364% VRN 1/30/27 ^(b)		235,000		200,972
1 year CMT + 1.750% 4.751% VRN 5/12/28 ^(b)		200,000		187,826
UniCredit SpA
2.000% 3/04/23 EUR ^(b) ^(c)		313,000		306,500
5 mo. EURIBOR ICE Swap5 + 4.739% 4.875% VRN 2/20/29 EUR ^(b) ^(c)		200,000		190,375
Wells Fargo & Co.
2.250% 5/02/23 EUR ^(b) ^(c)		114,000		111,640
SOFR + 2.100% 2.393% VRN 6/02/28		1,105,000		948,088
SOFR + 1.262% 2.572% VRN 2/11/31		1,225,000		980,162
3 mo. TSFR + 1.432% 2.879% VRN 10/30/30		2,145,000		1,761,754
SOFR + 2.530% 3.068% VRN 4/30/41		335,000		229,683
4.300% 7/22/27		290,000		271,604
				49,355,486

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

MassMutual Select T. Rowe Price Bond Asset Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
Beverages — 0.1%
Anheuser-Busch InBev Worldwide, Inc.
4.500% 6/01/50	$	380,000	$	312,291
Biotechnology — 0.1%
CSL Finance PLC
4.050% 4/27/29 ^(b)		260,000		239,588
4.250% 4/27/32 ^(b)		230,000		209,875
				449,463
Building Materials — 0.2%
Boral Finance Pty Ltd.
3.000% 11/01/22 ^(b)		170,000		170,000
3.750% 5/01/28 ^(b)		135,000		119,711
Cie de Saint-Gobain
1.750% 4/03/23 EUR ^(b) ^(c)		100,000		97,681
CRH Finance UK PLC
4.125% 12/02/29 GBP ^(b) ^(c)		150,000		142,095
Holcim Finance Luxembourg SA
1.375% 5/26/23 EUR ^(b) ^(c)		111,000		107,944
Johnson Controls International PLC
1.000% 9/15/23 EUR ^(c)		111,000		106,602
Martin Marietta Materials, Inc.
2.400% 7/15/31		155,000		119,600
				863,633
Chemicals — 0.4%
Avient Corp.
7.125% 8/01/30 ^(b) ^(d)		65,000		59,991
BASF SE
0.101% 6/05/23 EUR ^(b) ^(c)		100,000		96,274
Braskem Netherlands Finance BV
4.500% 1/31/30 ^(b)		300,000		242,460
Celanese US Holdings LLC
6.050% 3/15/25		265,000		258,974
6.165% 7/15/27		285,000		268,885
Eastman Chemical Co.
1.500% 5/26/23 EUR ^(c)		111,000		107,317
Equate Petrochemical BV
2.625% 4/28/28 ^(b)		200,000		169,250
Evonik Industries AG
1.000% 1/23/23 EUR ^(b) ^(c)		84,000		82,222
LANXESS AG
2.625% 11/21/22 EUR ^(b) ^(c)		60,000		58,801
Methanex Corp.
5.125% 10/15/27 ^(d)		100,000		84,000
The Sherwin-Williams Co.
2.950% 8/15/29		145,000		123,988
Westlake Corp.
1.625% 7/17/29 EUR ^(c)		575,000		422,731
				1,974,893

	Principal Amount		Value
Commercial Services — 0.4%
Abertis Infraestructuras SA
3.000% 3/27/31 EUR ^(b) ^(c)	$	100,000	$	84,843
Adani Ports & Special Economic Zone Ltd.
4.200% 8/04/27 ^(b)		250,000		218,850
Equifax, Inc.
5.100% 12/15/27		305,000		295,230
Holding d’Infrastructures de Transport SASU
0.625% 3/27/23 EUR ^(b) ^(c)		100,000		96,783
Transurban Finance Co.
2.450% 3/16/31 ^(b) ^(d)		920,000		711,298
3.375% 3/22/27 ^(b)		560,000		508,079
Verisure Holding AB
3.875% 7/15/26 EUR ^(b) ^(c)		100,000		84,118
				1,999,201
Computers — 0.0%
Capgemini SE
2.500% 7/01/23 EUR ^(b) ^(c)		100,000		97,808
International Business Machines Corp.
0.375% 1/31/23 EUR ^(c)		109,000		106,354
				204,162
Diversified Financial Services — 1.5%
AerCap Ireland Capital DAC / AerCap Global Aviation Trust
2.450% 10/29/26		525,000		443,069
3.000% 10/29/28		265,000		213,082
3.300% 1/30/32		180,000		135,186
3.500% 1/15/25		150,000		140,979
4.450% 4/03/26		270,000		251,969
4.875% 1/16/24		540,000		531,336
6.500% 7/15/25		150,000		149,751
Ally Financial, Inc.
4.750% 6/09/27		1,065,000		982,983
Capital One Financial Corp.
1.650% 6/12/29 EUR ^(c)		300,000		231,188
SOFR + 1.790% 3.273% VRN 3/01/30		265,000		221,675
3.650% 5/11/27		510,000		468,201
3.750% 3/09/27		115,000		105,915
SOFR + 2.160% 4.985% VRN 7/24/26		525,000		513,342
SOFR + 2.600% 5.247% VRN 7/26/30		140,000		130,427
Discover Financial Services
4.100% 2/09/27		510,000		469,104
Encore Capital Group, Inc.
5.375% 2/15/26 GBP ^(b) ^(c)		140,000		138,067

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

MassMutual Select T. Rowe Price Bond Asset Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
FCA Bank SpA
0.500% 9/18/23 EUR ^(b) ^(c)	$	109,000	$	103,997
0.500% 9/13/24 EUR ^(b) ^(c)		160,000		147,809
0.625% 11/24/22 EUR ^(b) ^(c)		109,000		106,614
Intercontinental Exchange, Inc.
2.650% 9/15/40		130,000		87,502
4.350% 6/15/29		175,000		165,513
Iqera Group SAS
4.250% 9/30/24 EUR ^(b) ^(c)		100,000		88,628
LeasePlan Corp. NV
0.125% 9/13/23 EUR ^(c)		108,000		102,639
0.750% 10/03/22 EUR ^(b) ^(c)		109,000		106,825
5 mo. EURIBOR ICE Swap + 7.556% 7.375% VRN EUR ^(b) ^(c) ^(e)		200,000		175,429
LSEGA Financing PLC
2.000% 4/06/28 ^(b)		1,520,000		1,277,825
2.500% 4/06/31 ^(b) ^(d)		435,000		353,139
3.200% 4/06/41 ^(b)		200,000		142,331
Navient Corp.
6.750% 6/15/26		155,000		140,693
				8,125,218
Electric — 1.5%
Ausgrid Finance Pty Ltd.
3.850% 5/01/23 ^(b)		585,000		580,525
4.350% 8/01/28 ^(b)		260,000		238,877
Duke Energy Corp.
4.500% 8/15/32		940,000		849,664
E.ON International Finance BV
0.750% 11/30/22 EUR ^(b) ^(c)		79,000		77,302
E.ON SE
0.000% 10/24/22 EUR ^(b) ^(c)		85,000		83,238
0.375% 4/20/23 EUR ^(b) ^(c)		104,000		100,726
Edison International
4.950% 4/15/25		30,000		29,395
EDP - Energias de Portugal SA
2.875% 6/01/26 EUR ^(b) ^(c)		200,000		189,687
Enel Finance International NV
4.875% 4/17/23 EUR ^(b) ^(c)		120,000		119,254
5.250% 9/29/23 EUR ^(c)		26,000		26,108
5.625% 8/14/24 GBP ^(b) ^(c)		150,000		164,317
Engie SA
0.375% 2/28/23 EUR ^(b) ^(c)		100,000		97,251
3.000% 2/01/23 EUR ^(b) ^(c)		84,000		82,586
Interchile SA
4.500% 6/30/56 ^(b)		280,000		205,450
Minejesa Capital BV
5.625% 8/10/37 ^(b)		300,000		214,500

	Principal Amount		Value
NextEra Energy Capital Holdings, Inc.
2.440% 1/15/32	$	595,000	$	462,435
3.000% 1/15/52		425,000		271,213
5.000% 7/15/32		125,000		119,292
NRG Energy, Inc.
4.450% 6/15/29 ^(b)		230,000		199,482
Pacific Gas and Electric Co.
2.100% 8/01/27		540,000		436,730
2.500% 2/01/31		465,000		338,212
4.550% 7/01/30		510,000		436,872
Sempra Energy
3.700% 4/01/29		145,000		129,512
Southern California Edison Co.
4.700% 6/01/27		340,000		330,145
State Grid Overseas Investment BVI Ltd.
1.375% 5/02/25 EUR ^(b) ^(c)		100,000		92,422
Vistra Corp. 5 year CMT + 6.930%
8.000% VRN ^(b) ^(e)		265,000		243,421
Vistra Operations Co. LLC
3.550% 7/15/24 ^(b)		1,285,000		1,224,702
4.375% 5/01/29 ^(b)		195,000		162,337
5.125% 5/13/25 ^(b)		485,000		469,553
Xcel Energy, Inc.
4.600% 6/01/32		205,000		190,207
				8,165,415
Electrical Components & Equipment — 0.0%
Schneider Electric SE
1.500% 9/08/23 EUR ^(b) ^(c)		100,000		97,099
Electronics — 0.1%
Arrow Electronics, Inc.
4.000% 4/01/25		375,000		360,749
Sensata Technologies BV
5.875% 9/01/30 ^(b) ^(d)		345,000		322,803
				683,552
Engineering & Construction — 0.0%
Cellnex Telecom SA
1.750% 10/23/30 EUR ^(b) ^(c)		200,000		137,892
Infrastrutture Wireless Italiane SpA
1.625% 10/21/28 EUR ^(b) ^(c)		155,000		121,976
				259,868
Entertainment — 0.2%
Cirsa Finance International Sarl
6.250% 12/20/23 EUR ^(b) ^(c)		84,917		80,934
International Game Technology PLC
3.500% 6/15/26 EUR ^(b) ^(c)		100,000		86,980
3.500% 6/15/26 EUR ^(b) ^(c)		100,000		86,980

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

MassMutual Select T. Rowe Price Bond Asset Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
Warnermedia Holdings, Inc.
3.755% 3/15/27 ^(b)	$	705,000	$	631,040
4.279% 3/15/32 ^(b)		145,000		119,266
				1,005,200
Environmental Controls — 0.0%
Madison IAQ LLC
4.125% 6/30/28 ^(b) ^(d)		155,000		124,495
Food — 0.1%
Bellis Acquisition Co. PLC
3.250% 2/16/26 GBP ^(b) ^(c)		100,000		84,023
Chobani LLC / Chobani Finance Corp., Inc.
4.625% 11/15/28 ^(b)		185,000		157,350
Mondelez International Holdings Netherlands BV
0.250% 9/09/29 EUR ^(b) ^(c)		198,000		151,410
Nestle Finance International Ltd.
0.750% 5/16/23 EUR ^(b) ^(c)		39,000		37,871
Tesco Corporate Treasury Services PLC
0.875% 5/29/26 EUR ^(b) ^(c)		150,000		129,923
1.875% 11/02/28 GBP ^(b) ^(c)		150,000		124,308
				684,885
Forest Products & Paper — 0.1%
Celulosa Arauco y Constitucion SA
4.200% 1/29/30 ^(b)		200,000		164,000
Suzano Austria GmbH
5.000% 1/15/30		200,000		173,342
				337,342
Gas — 0.1%
APA Infrastructure Ltd.
4.250% 7/15/27 ^(b)		885,000		820,002
Health Care – Products — 0.3%
Abbott Ireland Financing DAC
0.875% 9/27/23 EUR ^(b) ^(c)		111,000		106,956
Avantor Funding, Inc.
4.625% 7/15/28 ^(b) ^(d)		90,000		79,681
Becton Dickinson Euro Finance SARL
0.632% 6/04/23 EUR ^(c)		109,000		105,342
1.213% 2/12/36 EUR ^(c)		100,000		66,127
Medline Borrower LP
3.875% 4/01/29 ^(b)		230,000		184,575
Medtronic Global Holdings SCA
0.375% 3/07/23 EUR ^(c)		160,000		155,763
0.375% 10/15/28 EUR ^(c)		100,000		81,450
PerkinElmer, Inc.
1.900% 9/15/28		410,000		329,575
2.250% 9/15/31		220,000		165,352
3.300% 9/15/29		195,000		164,037

	Principal Amount		Value
Thermo Fisher Scientific, Inc.
0.875% 10/01/31 EUR ^(c)	$	140,000	$	107,848
2.375% 4/15/32 EUR ^(c)		100,000		87,331
				1,634,037
Health Care – Services — 0.8%
Centene Corp.
2.450% 7/15/28		230,000		187,271
2.625% 8/01/31		315,000		237,860
3.375% 2/15/30		515,000		421,012
4.625% 12/15/29		875,000		786,275
Charles River Laboratories International, Inc.
4.000% 3/15/31 ^(b) ^(d)		110,000		88,704
Fresenius Medical Care AG & Co. KGaA
0.250% 11/29/23 EUR ^(b) ^(c)		72,000		68,265
Hca, Inc.
3.125% 3/15/27 ^(b)		235,000		208,134
3.375% 3/15/29 ^(b)		90,000		76,305	��
HCA, Inc.
3.500% 9/01/30		499,000		412,034
5.375% 9/01/26		170,000		164,759
5.875% 2/15/26		625,000		618,569
Humana, Inc.
3.700% 3/23/29		170,000		152,484
4.875% 4/01/30		645,000		618,433
Tenet Healthcare Corp.
6.125% 6/15/30 ^(b)		100,000		91,845
UnitedHealth Group, Inc.
2.000% 5/15/30		190,000		152,778
				4,284,728
Holding Company – Diversified — 0.0%
CK Hutchison Finance 16 Ltd.
1.250% 4/06/23 EUR ^(b) ^(c)		111,000		108,192
Insurance — 0.8%
AIA Group Ltd.
3.900% 4/06/28 ^(b)		640,000		604,333
Allianz SE 10 mo. EURIBOR ICE Swap + 3.200%
3.375% VRN EUR ^(b) ^(c) ^(e)		400,000		371,179
Aon Corp.
2.800% 5/15/30		145,000		119,919
Berkshire Hathaway Finance Corp.
1.500% 3/18/30 EUR ^(c)		167,000		137,020
2.500% 1/15/51		375,000		222,538
Berkshire Hathaway, Inc.
0.750% 3/16/23 EUR ^(c)		160,000		156,072
CNO Financial Group, Inc.
5.250% 5/30/25		217,000		214,221

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

MassMutual Select T. Rowe Price Bond Asset Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
CNP Assurances
1.875% 10/20/22 EUR ^(b) ^(c)	$	100,000	$	97,965
Corebridge Financial, Inc.
3.900% 4/05/32 ^(b)		145,000		121,985
Equitable Holdings, Inc.
4.350% 4/20/28		1,150,000		1,077,810
Hannover Rueck SE 3 mo. EURIBOR + 3.000%
1.750% VRN 10/08/40 EUR ^(b) ^(c)		300,000		223,228
Jackson Financial, Inc.
5.170% 6/08/27		430,000		412,581
Legal & General Group PLC 5 Year UK Gilt + 4.580%
5.375% VRN 10/27/45 GBP ^(b) ^(c)		185,000		190,223
Marsh & McLennan Cos., Inc.
2.250% 11/15/30		185,000		147,210
Trinity Acquisition PLC
4.400% 3/15/26		545,000		523,347
				4,619,631
Internet — 0.2%
Booking Holdings, Inc.
2.150% 11/25/22 EUR ^(c)		100,000		97,961
Go Daddy Operating Co. LLC/GD Finance Co., Inc.
5.250% 12/01/27 ^(b)		50,000		46,055
Match Group Holdings II LLC
5.000% 12/15/27 ^(b) ^(d)		148,000		132,090
MercadoLibre, Inc.
3.125% 1/14/31 ^(d)		200,000		145,000
Netflix, Inc.
4.625% 5/15/29 EUR ^(c)		100,000		91,416
NortonLifeLock, Inc.
6.750% 9/30/27 ^(b)		30,000		28,891
7.125% 9/30/30 ^(b)		22,000		21,279
Tencent Holdings Ltd.
3.240% 6/03/50 ^(b)		350,000		212,588
3.840% 4/22/51 ^(b)		200,000		130,620
United Group BV
4.625% 8/15/28 EUR ^(b) ^(c)		100,000		69,069
				974,969
Investment Companies — 0.1%
Criteria Caixa SA
1.500% 5/10/23 EUR ^(b) ^(c)		100,000		97,226
JAB Holdings BV
2.000% 5/18/28 EUR ^(b) ^(c)		300,000		250,744
				347,970
Iron & Steel — 0.1%
ABJA Investment Co. Pte Ltd.
5.450% 1/24/28 ^(b)		200,000		185,752

	Principal Amount		Value
Nucor Corp.
3.125% 4/01/32	$	150,000	$	122,387
				308,139
Leisure Time — 0.1%
Deuce Finco Plc
5.500% 6/15/27 GBP ^(b) ^(c)		100,000		83,183
Royal Caribbean Cruises Ltd.
8.250% 1/15/29 ^(b) ^(f)		205,000		199,619
				282,802
Lodging — 0.1%
Las Vegas Sands Corp.
3.500% 8/18/26		210,000		183,658
Marriott International, Inc.
2.850% 4/15/31		155,000		121,647
5.000% 10/15/27		335,000		323,675
				628,980
Machinery – Diversified — 0.1%
Highland Holdings Sarl
0.318% 12/15/26 EUR ^(c)		122,000		102,979
TK Elevator Midco GmbH
4.375% 7/15/27 EUR ^(b) ^(c)		100,000		82,079
TK Elevator US Newco, Inc.
5.250% 7/15/27 ^(b)		285,000		242,310
				427,368
Media — 0.3%
Altice Financing SA
4.250% 8/15/29 EUR ^(b) ^(c)		100,000		75,717
CCO Holdings LLC/CCO Holdings Capital Corp.
4.250% 2/01/31 ^(b)		235,000		179,856
5.375% 6/01/29 ^(b)		80,000		70,026
6.375% 9/01/29 ^(b)		130,000		119,353
Charter Communications Operating LLC/Charter Communications Operating Capital
2.250% 1/15/29		355,000		277,028
2.800% 4/01/31		89,000		67,250
4.200% 3/15/28		485,000		435,650
6.484% 10/23/45		105,000		92,287
Comcast Corp.
3.250% 11/01/39		295,000		216,680
DISH DBS Corp.
5.750% 12/01/28 ^(b)		105,000		79,124
Sirius XM Radio, Inc.
4.000% 7/15/28 ^(b)		155,000		131,840
Univision Communications, Inc.
7.375% 6/30/30 ^(b)		65,000		62,029

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

MassMutual Select T. Rowe Price Bond Asset Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
Ziggo BV
2.875% 1/15/30 EUR ^(b) ^(c)	$	100,000	$	71,789
				1,878,629
Mining — 0.0%
Arconic Corp.
6.125% 2/15/28 ^(b) ^(d)		165,000		145,749
Hudbay Minerals, Inc.
6.125% 4/01/29 ^(b) ^(d)		100,000		80,573
				226,322
Miscellaneous - Manufacturing — 0.1%
Parker Hannifin Corp.
4.250% 9/15/27		260,000		247,756
Parker-Hannifin Corp.
4.500% 9/15/29		175,000		164,892
Siemens Financieringsmaatschappij NV
0.000% 2/20/23 EUR ^(b) ^(c)		100,000		97,218
0.375% 9/06/23 EUR ^(b) ^(c)		107,000		102,652
				612,518
Oil & Gas — 1.0%
Aker BP ASA
2.875% 1/15/26 ^(b)		180,000		163,523
BP Capital Markets PLC
1.109% 2/16/23 EUR ^(b) ^(c)		150,000		146,666
2.213% 9/25/26 EUR ^(b) ^(c)		160,000		149,283
Chesapeake Energy Corp.
6.750% 4/15/29 ^(b)		60,000		57,315
Continental Resources, Inc.
5.750% 1/15/31 ^(b)		160,000		144,617
Ecopetrol SA
4.625% 11/02/31		225,000		157,050
Eni SpA
3.250% 7/10/23 EUR ^(b) ^(c)		117,000		115,013
4.750% 9/12/28 ^(b)		875,000		824,540
Leviathan Bond Ltd.
6.500% 6/30/27 ^(b)		300,000		275,250
Occidental Petroleum Corp.
6.200% 3/15/40		55,000		53,213
8.500% 7/15/27		225,000		240,795
8.875% 7/15/30		160,000		178,128
OMV AG
0.000% 6/16/23 EUR ^(b) ^(c)		71,000		68,307
Petroleos Mexicanos
5.125% 3/15/23 EUR ^(b) ^(c)		850,000		830,534
Saudi Arabian Oil Co.
4.250% 4/16/39 ^(b)		200,000		171,250
TotalEnergies Capital International SA
2.125% 3/15/23 EUR ^(b) ^(c)		100,000		98,003

	Principal Amount		Value
Wintershall Dea Finance BV
0.452% 9/25/23 EUR ^(b) ^(c)	$	100,000	$	94,722
Woodside Finance Ltd.
3.700% 9/15/26 ^(b)		2,000,000		1,851,828
				5,620,037
Packaging & Containers — 0.1%
Ardagh Metal Packaging Finance USA LLC / Ardagh Metal Packaging Finance PLC
3.000% 9/01/29 EUR ^(b) ^(c)		180,000		125,641
6.000% 6/15/27 ^(b)		240,000		226,009
Graphic Packaging International LLC
2.625% 2/01/29 EUR ^(b) ^(c)		100,000		74,801
Sealed Air Corp.
5.000% 4/15/29 ^(b) ^(d)		85,000		75,862
Trivium Packaging Finance BV
3.750% 8/15/26 EUR ^(b) ^(c)		100,000		88,082
				590,395
Pharmaceuticals — 1.2%
AbbVie, Inc.
2.950% 11/21/26		410,000		375,781
3.200% 11/21/29		475,000		416,481
4.050% 11/21/39		270,000		217,794
4.250% 11/21/49		325,000		260,937
4.700% 5/14/45		530,000		448,355
4.875% 11/14/48		980,000		861,800
Astrazeneca Finance LLC
1.750% 5/28/28		445,000		374,211
Bayer Capital Corp. BV
0.625% 12/15/22 EUR ^(b) ^(c)		100,000		97,766
1.250% 11/13/23 EUR ^(b) ^(c)		56,000		53,768
Becton Dickinson and Co.
1.957% 2/11/31		800,000		617,342
2.823% 5/20/30		510,000		426,672
3.020% 5/24/25 GBP ^(c)		150,000		151,789
4.669% 6/06/47		246,000		211,231
Cardinal Health, Inc.
4.500% 11/15/44		95,000		73,464
4.900% 9/15/45		105,000		86,024
Cigna Corp.
3.400% 3/01/27		135,000		124,143
CVS Health Corp.
3.250% 8/15/29		135,000		118,094
5.050% 3/25/48		728,000		638,689
GlaxoSmithKline Capital PLC
0.125% 5/12/23 EUR ^(b) ^(c)		100,000		96,658
Roche Finance Europe BV
0.500% 2/27/23 EUR ^(b) ^(c)		92,000		89,753

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

MassMutual Select T. Rowe Price Bond Asset Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
Sanofi
0.500% 3/21/23 EUR ^(b) ^(c)	$	100,000	$	97,505
2.500% 11/14/23 EUR ^(b) ^(c)		100,000		97,892
Teva Pharmaceutical Finance Netherlands BV
6.000% 1/31/25 EUR ^(c)		100,000		95,563
7.125% 1/31/25		200,000		194,681
Utah Acquisition Sub, Inc.
3.950% 6/15/26		685,000		624,731
				6,851,124
Pipelines — 2.1%
Boardwalk Pipelines LP
3.400% 2/15/31		990,000		796,051
4.950% 12/15/24		1,415,000		1,400,597
Cheniere Corpus Christi Holdings LLC
3.700% 11/15/29		465,000		403,107
5.125% 6/30/27		140,000		135,611
5.875% 3/31/25		760,000		763,412
7.000% 6/30/24		290,000		294,699
Cheniere Energy Partners LP
3.250% 1/31/32		95,000		73,794
Cheniere Energy, Inc.
4.625% 10/15/28		255,000		233,159
Energy Transfer LP
2.900% 5/15/25		185,000		172,103
4.500% 4/15/24		105,000		103,369
5.875% 1/15/24		600,000		601,315
6.000% 6/15/48		568,000		490,806
6.250% 4/15/49		105,000		94,030
Enterprise Products Operating LLC
2.800% 1/31/30		145,000		121,041
Gray Oak Pipeline LLC
2.000% 9/15/23 ^(b)		55,000		53,158
2.600% 10/15/25 ^(b)		170,000		152,481
3.450% 10/15/27 ^(b)		70,000		61,970
Kinetik Holdings LP
5.875% 6/15/30 ^(b)		145,000		132,771
MPLX LP
4.950% 9/01/32		520,000		472,193
NuStar Logistics LP
5.750% 10/01/25		150,000		139,016
Sabine Pass Liquefaction LLC
4.500% 5/15/30		95,000		86,509
5.000% 3/15/27		290,000		278,137
5.875% 6/30/26		1,715,000		1,716,876
Tallgrass Energy Partners LP / Tallgrass Energy Finance Corp
7.500% 10/01/25 ^(b)		195,000		191,588

	Principal Amount		Value
Targa Resources Partners LP/Targa Resources Partners Finance Corp.
4.000% 1/15/32	$	125,000	$	103,088
4.875% 2/01/31		25,000		21,500
5.500% 3/01/30		150,000		135,360
6.875% 1/15/29		345,000		340,518
Transcanada Trust 3 mo. CDOR + 3.080%
4.650% VRN 5/18/77 CAD ^(c)		650,000		423,354
Transcontinental Gas Pipe Line Co. LLC
4.000% 3/15/28		125,000		114,742
4.600% 3/15/48		110,000		90,264
Venture Global Calcasieu Pass LLC
3.875% 8/15/29 ^(b)		55,000		47,183
3.875% 11/01/33 ^(b)		180,000		139,950
4.125% 8/15/31 ^(b)		65,000		53,916
The Williams Cos., Inc.
3.750% 6/15/27		1,170,000		1,076,758
				11,514,426
Real Estate — 0.2%
Akelius Residential Property AB
1.750% 2/07/25 EUR ^(b) ^(c)		170,000		157,067
Blackstone Property Partners Europe Holdings SARL
0.500% 9/12/23 EUR ^(b) ^(c)		100,000		94,328
1.750% 3/12/29 EUR ^(b) ^(c)		280,000		209,925
Country Garden Holdings Co. Ltd.
5.125% 1/17/25 ^(b)		250,000		81,847
Cushman & Wakefield US Borrower LLC
6.750% 5/15/28 ^(b)		85,000		78,842
Dar Al-Arkan Sukuk Co. Ltd.
6.750% 2/15/25 ^(b)		300,000		289,610
EMG SUKUK Ltd.
4.564% 6/18/24 ^(b)		200,000		194,974
Howard Hughes Corp.
4.125% 2/01/29 ^(b)		195,000		150,638
5.375% 8/01/28 ^(b)		10,000		8,300
Vonovia Finance BV
2.250% 12/15/23 EUR ^(b) ^(c)		100,000		96,360
				1,361,891
Real Estate Investment Trusts (REITS) — 1.9%
Brixmor Operating Partnership LP
4.050% 7/01/30		585,000		492,661
4.125% 6/15/26		2,000,000		1,871,722
4.125% 5/15/29		160,000		139,021
Crown Castle, Inc.
2.100% 4/01/31		155,000		116,112
2.250% 1/15/31		715,000		545,565

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

MassMutual Select T. Rowe Price Bond Asset Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
2.900% 3/15/27	$	135,000	$	119,883
3.800% 2/15/28		665,000		602,014
Digital Dutch Finco BV
0.125% 10/15/22 EUR ^(b) ^(c)		108,000		105,768
Essex Portfolio LP
4.000% 3/01/29		760,000		688,536
Extra Space Storage LP
2.350% 3/15/32		775,000		570,731
GLP Capital LP/GLP Financing II, Inc.
3.350% 9/01/24		125,000		118,388
Healthcare Realty Holdings LP
2.050% 3/15/31		230,000		167,363
3.625% 1/15/28		850,000		748,721
Highwoods Realty LP
3.050% 2/15/30		675,000		546,845
4.125% 3/15/28		405,000		365,416
Inmobiliaria Colonial Socimi SA
1.625% 11/28/25 EUR ^(b) ^(c)		200,000		181,664
Klepierre SA
1.000% 4/17/23 EUR ^(b) ^(c)		100,000		97,129
MGM Growth Properties Operating Partnership LP / MGP Finance Co-Issuer, Inc.
5.750% 2/01/27		55,000		51,425
Prologis LP
2.250% 6/30/29 GBP ^(c)		150,000		131,090
Realty Income Corp.
3.950% 8/15/27		650,000		610,701
Regency Centers LP
3.600% 2/01/27		305,000		283,440
4.125% 3/15/28		815,000		748,465
SBA Tower Trust
1.840% 4/15/27 ^(b)		635,000		536,073
2.593% 10/15/56 ^(b)		515,000		401,835
Scentre Group Trust 1 / Scentre Group Trust 2
1.375% 3/22/23 EUR ^(b) ^(c)		111,000		108,083
				10,348,651
Retail — 0.3%
AutoZone, Inc.
4.750% 8/01/32		135,000		126,555
Bath & Body Works, Inc.
6.625% 10/01/30 ^(b)		145,000		126,150
Lowe S Cos., Inc.
3.350% 4/01/27		45,000		41,695
3.750% 4/01/32		340,000		293,939
Next Group PLC
3.625% 5/18/28 GBP ^(b) ^(c)		250,000		223,642

	Principal Amount		Value
O’Reilly Automotive, Inc.
4.700% 6/15/32	$	135,000	$	126,347
PetSmart, Inc. / PetSmart Finance Corp.
4.750% 2/15/28 ^(b)		255,000		218,342
Ross Stores, Inc.
1.875% 4/15/31		535,000		398,622
Yum! Brands, Inc.
5.375% 4/01/32		250,000		221,660
				1,776,952
Savings & Loans — 0.0%
Nationwide Building Society
3 mo. EURIBOR + .930% 1.500% VRN 3/08/26 EUR ^(b) ^(c)		140,000		127,814
5 year EUR Swap + 1.500% 2.000% VRN 7/25/29 EUR ^(b) ^(c)		150,000		137,574
				265,388
Semiconductors — 0.4%
Broadcom, Inc.
4.110% 9/15/28		135,000		121,684
Entegris Escrow Corp.
5.950% 6/15/30 ^(b)		185,000		168,851
Micron Technology, Inc.
4.185% 2/15/27		262,000		244,699
4.975% 2/06/26		435,000		425,130
NXP BV / NXP Funding LLC
5.350% 3/01/26		1,115,000		1,101,486
NXP BV / NXP Funding LLC / NXP USA, Inc.
2.700% 5/01/25		45,000		41,735
3.150% 5/01/27		95,000		84,658
				2,188,243
Software — 0.2%
Central Parent, Inc. / CDK Global, Inc.
7.250% 6/15/29 ^(b) ^(d)		129,000		122,640
Fidelity National Information Services, Inc.
0.125% 12/03/22 EUR ^(c)		109,000		106,602
0.750% 5/21/23 EUR ^(c)		110,000		106,409
Fiserv, Inc.
3.000% 7/01/31 GBP ^(c)		250,000		212,029
3.500% 7/01/29		150,000		130,465
Oracle Corp.
2.300% 3/25/28		355,000		296,645
SAP SE
1.125% 2/20/23 EUR ^(b) ^(c)		106,000		103,674
Workday, Inc.
3.500% 4/01/27		140,000		129,394
3.700% 4/01/29		110,000		99,005
				1,306,863

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

MassMutual Select T. Rowe Price Bond Asset Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
Telecommunications — 1.6%
Altice France SA					��
3.375% 1/15/28 EUR ^(b) ^(c)	$	135,000	$	100,230
5.500% 1/15/28 ^(b)		290,000		229,648
America Movil SAB de CV
5.750% 6/28/30 GBP ^(c)		140,000		148,954
AT&T, Inc.
1.650% 2/01/28 ^(d)		415,000		341,232
2.300% 6/01/27		450,000		393,498
2.500% 3/15/23 EUR ^(c)		113,000		110,820
Axiata SPV2 Bhd
2.163% 8/19/30 ^(b)		250,000		202,851
CK Hutchison Group Telecom Finance SA
0.375% 10/17/23 EUR ^(b) ^(c)		109,000		103,589
Deutsche Telekom International Finance BV
0.625% 4/03/23 EUR ^(b) ^(c)		112,000		108,877
NBN Co., Ltd.
2.625% 5/05/31 ^(b)		480,000		381,789
NTT Finance Corp.
1.591% 4/03/28 ^(b)		765,000		631,608
Orange SA
0.750% 9/11/23 EUR ^(b) ^(c)		100,000		96,114
PLT VII Finance Sarl
4.625% 1/05/26 EUR ^(b) ^(c)		100,000		87,592
Rogers Communications, Inc.
3.200% 3/15/27 ^(b)		185,000		169,047
3.800% 3/15/32 ^(b)		295,000		253,927
4.550% 3/15/52 ^(b)		145,000		115,605
Sprint Capital Corp.
6.875% 11/15/28		110,000		113,025
T-Mobile USA, Inc.
2.050% 2/15/28		270,000		223,842
3.750% 4/15/27		2,765,000		2,552,930
Tele2 AB
0.750% 3/23/31 EUR ^(b) ^(c)		130,000		97,717
Telefonica Emisiones SA
3.987% 1/23/23 EUR ^(b) ^(c)		100,000		98,525
Verizon Communications, Inc.
2.100% 3/22/28		365,000		308,115
2.355% 3/15/32		718,000		550,310
2.550% 3/21/31		370,000		295,738
2.650% 11/20/40		530,000		345,486
Vmed O2 UK Financing I PLC
4.500% 7/15/31 GBP ^(b) ^(c)		155,000		122,444
4.500% 7/15/31 GBP ^(b) ^(c)		150,000		118,494

	Principal Amount		Value
Vodafone Group PLC
1.750% 8/25/23 EUR ^(b) ^(c)	$	113,000	$	109,648
4.875% 6/19/49		38,000		29,872
5.250% 5/30/48		408,000		337,880
				8,779,407
Toys, Games & Hobbies — 0.0%
Hasbro, Inc.
3.550% 11/19/26		245,000		227,430
Transportation — 0.0%
Deutsche Post AG
2.750% 10/09/23 EUR ^(b) ^(c)		62,000		60,777
InPost SA
2.250% 7/15/27 EUR ^(b) ^(c)		100,000		73,406
				134,183
Water — 0.0%
Veolia Environnement SA
0.314% 10/04/23 EUR ^(b) ^(c)		100,000		95,598

TOTAL CORPORATE DEBT (Cost $182,208,672)				155,174,996

MUNICIPAL OBLIGATIONS — 0.1%
Commonwealth of Puerto Rico, General Obligation,
0.000% 11/01/43		736,326		368,163

TOTAL MUNICIPAL OBLIGATIONS (Cost $392,294)				368,163

NON-U.S. GOVERNMENT AGENCY OBLIGATIONS — 9.5%
Automobile Asset-Backed Securities — 0.9%
AmeriCredit Automobile Receivables Trust, Series 2020-3, Class D
1.490% 9/18/26		275,000		257,374
CarMax Auto Owner Trust, Series 2022-1, Class D
2.470% 7/17/28		280,000		262,232
Exeter Automobile Receivables Trust
Series 2021-2A, Class D, 1.400% 4/15/27		235,000		216,694
Series 2022-1A, Class D, 3.020% 6/15/28		995,000		918,375
Series 2022-2A, Class C, 3.850% 7/17/28		820,000		787,968
Series 2022-3A, Class C, 5.300% 9/15/27		520,000		509,253

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

MassMutual Select T. Rowe Price Bond Asset Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
GMF Floorplan Owner Revolving Trust, Series 2020-2, Class C
1.310% 10/15/25 ^(b)	$	290,000	$	278,012
Santander Bank NA - SBCLN, Series 2021-1A, Class B
1.833% 12/15/31 ^(b)		155,022		150,242
Santander Consumer Auto Receivables Trust, Series 2021-AA, Class D
1.570% 1/15/27 ^(b)		735,000		667,341
Santander Drive Auto Receivables Trust, Series 2021-4, Class D
1.670% 10/15/27		310,000		287,772
Santander Retail Auto Lease Trust, Series 2021-A, Class D
1.380% 3/22/27 ^(b)		715,000		671,081
				5,006,344
Commercial Mortgage-Backed Securities — 2.8%
Austin Fairmont Hotel Trust, Series 2019-FAIR, Class B, 1 mo. USD LIBOR + 1.250%
4.068% FRN 9/15/32 ^(b)		235,000		226,239
Aventura Mall Trust, Series 2018-AVM, Class A,
4.249% VRN 7/05/40 ^(b) ^(g)		380,000		343,652
Barclays Commercial Mortgage Trust, Series 2019-BWAY, Class D, 1 mo. USD LIBOR + 2.160%
4.978% FRN 11/15/34 ^(b)		245,000		237,295
Benchmark Mortgage Trust, Series 2018-B1, Class AM,
3.878% VRN 1/15/51 ^(g)		290,000		264,407
BX Commercial Mortgage Trust
Series 2021-LGCY, Class C, 1 mo. USD LIBOR + 1.004% 3.822% FRN 10/15/23 ^(b)		385,000		355,296
Series 2021-21M, Class C, 1 mo. USD LIBOR + 1.177% 3.995% FRN 10/15/36 ^(b)		340,000		315,892
Series 2021-ARIA, Class B, 1 mo. USD LIBOR + 1.297% 4.115% FRN 10/15/36 ^(b)		475,000		444,203
Series 2022-CSMO, Class B, 1 mo. TSFR + 3.141% 5.986% FRN 6/15/27 ^(b)		675,000		668,265
Bxsc Commercial Mortgage Trust
Series 2018, Class B, 1 mo. TSFR + 2.092% 4.938% FRN 3/15/35 ^(b)		920,000		878,621
Series 2022, Class C, 1 mo. TSFR + 2.391% 5.237% FRN 3/15/35 ^(b)		170,000		164,085

	Principal Amount		Value
Cantor Commercial Real Estate Lending, Series 2019-CF2, Class B
3.267% 11/15/52	$	295,000	$	242,761
Citigroup Commercial Mortgage Trust
Series 2013-375P, Class D, 3.635% VRN 5/10/35 ^(b) ^(g)		315,000		303,645
Series 2013-375P, Class C, 3.635% VRN 5/10/35 ^(b) ^(g)		390,000		375,929
Cold Storage Trust, Series 2020-ICE5, Class C, 1 mo. USD LIBOR + 1.650%
4.468% FRN 11/15/37 ^(b)		285,067		276,575
Commercial Mortgage Trust
Series 2015-LC23, Class AM, 4.158% VRN 10/10/48 ^(g)		1,650,000		1,546,259
Series 2015-CR26, Class B, 4.619% VRN 10/10/48 ^(g)		627,000		588,893
Credit Suisse Mortgage Trust
Series 2020-NET, Class A, 2.257% 8/15/37 ^(b)		298,544		269,698
Series 2020-NET, Class C, 3.526% 8/15/37 ^(b)		480,000		436,594
DC Office Trust, Series 2019-MTC, Class D,
3.174% VRN 9/15/45 ^(b) ^(g)		520,000		405,540
Great Wolf Trust
Series 2019-WOLF, Class A, 1 mo. USD LIBOR + 1.034% 3.852% FRN 12/15/36 ^(b)		710,000		692,376
Series 2019-WOLF, Class C, 1 mo. USD LIBOR + 1.633% 4.451% FRN 12/15/36 ^(b)		435,000		416,637
Series 2019-WOLF, Class D, 1 mo. USD LIBOR + 1.933% 4.751% FRN 12/15/36 ^(b)		820,000		783,348
GS Mortgage Securities Trust, Series 2019-GSA1, Class B
3.511% 11/10/52		870,000		727,516
JP Morgan Chase Commercial Mortgage Securities Trust, Series 2018-WPT, Class AFX
4.248% 7/05/33 ^(b)		115,000		112,125
Manhattan West Mortgage Trust, Series 2020-1MW, Class D,
2.413% VRN 9/10/39 ^(b) ^(g)		290,000		227,538
SMRT, Series 2022-MINI, Class C, 1 mo. TSFR + 1.550%
4.396% FRN 1/15/39 ^(b)		580,000		546,674
VNDO Trust, Series 2016,Class D,
4.033% VRN 1/10/35 ^(b) ^(g)		750,000		636,770

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

MassMutual Select T. Rowe Price Bond Asset Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
Wells Fargo Commercial Mortgage Trust
Series 2014-LC18, Class AS, 3.808% 12/15/47	$	1,695,000	$	1,593,477
Series 2017-C39, Class B, 4.025% 9/15/50		1,010,000		913,098
Series 2021-SAVE, Class C, 1 mo. USD LIBOR + 1.800% 4.618% FRN 2/15/40 ^(b)		368,154		353,216
				15,346,624
Other Asset-Backed Securities — 3.2%
522 Funding CLO Ltd.
Series 2019-5A, Class AR, 3 mo. TSFR + 1.330% 3.658% FRN 4/15/35 ^(b)		825,000		789,926
Series 2019-5A, Class BR, 3 mo. TSFR + 1.850% 4.178% FRN 4/15/35 ^(b)		465,000		430,559
AGL CLO 17 Ltd., Series 2022-17A, Class A, 3 mo. TSFR + 1.330%
3.804% FRN 1/21/35 ^(b)		630,000		602,608
Amur Equipment Finance Receivables X LLC, Series 2022-1A, Class C
2.370% 4/20/28 ^(b)		175,000		160,106
Applebee’s Funding LLC/IHOP Funding LLC, Series 2019-1A, Class A2I
4.194% 6/05/49 ^(b)		1,386,000		1,336,756
Benefit Street Partners CLO Ltd., Series 2020-20A, Class AR, 3 mo. USD LIBOR + 1.170%
3.682% FRN 7/15/34 ^(b)		470,000		449,503
Carlyle U.S. CLO Ltd., Series 2019-4A, Class A11R, 3 mo. TSFR + 1.320%
3.648% FRN 4/15/35 ^(b)		865,000		827,796
CBAM Ltd., Series 2019-9A, Class A, 3 mo. USD LIBOR + 1.280%
3.792% FRN 2/12/30 ^(b)		1,159,279		1,140,780
Cedar Funding VIII Clo Ltd., Series 2017-8A, Class A1R, 3 mo. USD LIBOR + 1.150%
3.890% FRN 10/17/34 ^(b)		490,000		467,869
CIFC Funding Ltd.
Series 2021-3A, Class A, 3 mo. USD LIBOR + 1.140% 3.652% FRN 7/15/36 ^(b)		585,000		560,279
Series 2020-1A, Class A1R, 3 mo. USD LIBOR + 1.150% 3.662% FRN 7/15/36 ^(b)		925,000		886,439
Series 2020-3A, Class A1R, 3 mo. USD LIBOR + 1.130% 3.840% FRN 10/20/34 ^(b)		610,000		584,340

	Principal Amount		Value
Cologix Canadian Issuer LP, Series 2022-1CAN, Class A2
4.940% 1/25/52 CAD ^(b) ^(c)	$	275,000	$	184,122
Driven Brands Funding LLC
Series 2020-2A, Class A2, 3.237% 1/20/51 ^(b)		556,525		477,102
Series 2020-1A, Class A2, 3.786% 7/20/50 ^(b)		269,500		236,597
Dryden 86 CLO Ltd., Series 2020-86A, Class A1R, 3 mo. USD LIBOR + 1.100%
3.840% FRN 7/17/34 ^(b)		600,000		573,495
Hardee’s Funding LLC
Series 2021-1A, Class A2, 2.865% 6/20/51 ^(b)		296,250		240,747
Series 2018-1A, Class AII, 4.959% 6/20/48 ^(b)		312,000		292,948
HPEFS Equipment Trust
Series 2022-1A, Class C, 1.960% 5/21/29 ^(b)		330,000		306,585
Series 2022-1A, Class D, 2.400% 11/20/29 ^(b)		350,000		324,200
HPS Loan Management Ltd.
Series 2021-16A, Class A1, 3 mo. USD LIBOR + 1.140% 3.923% FRN 1/23/35 ^(b)		290,000		276,039
Series 11A-17, Class BR, 3 mo. USD LIBOR + 1.550% 4.413% FRN 5/06/30 ^(b)		265,000		251,404
Jack in the Box Funding LLC, Series 2022-1A, Class A2I
3.445% 2/26/52 ^(b)		964,260		839,580
Madison Park Funding XXXIII Ltd., Series 2019-33A, Class AR, 3 mo. TSFR + 1.290%
3.618% FRN 10/15/32 ^(b)		465,000		452,125
Morgan Stanley Eaton Vance CLO, Series 2021-1A, Class B, 3 mo. USD LIBOR + 1.650%
4.433% FRN 10/20/34 ^(b)		440,000		408,006
Neuberger Berman Loan Advisers CLO Ltd.
Series 2019-32A, Class AR, 3 mo. USD LIBOR + .990% 3.728% FRN 1/20/32 ^(b)		1,445,000		1,405,382
Series 2021-43A, Class A, 3 mo. USD LIBOR + 1.130% 3.870% FRN 7/17/35 ^(b)		685,000		656,360
OZLM Ltd., Series 2014-7RA, Class A1R, 3 mo. USD LIBOR + 1.010%
3.750% FRN 7/17/29 ^(b)		279,936		274,090

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

MassMutual Select T. Rowe Price Bond Asset Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
Palmer Square CLO Ltd., Series 2022-1A, Class A, 3 mo. TSFR + 1.320%
1.786% FRN 4/20/35 ^(b)	$	480,000	$	462,865
Planet Fitness Master Issuer LLC, Series 2022-1A, Class A2I
3.251% 12/05/51 ^(b)		631,825		547,657
Regatta XIX Funding Ltd., Series 2022-1A, Class B, 3 mo. TSFR + 1.850%
2.929% FRN 4/20/35 ^(b)		420,000		385,730
Symphony CLO Ltd.
Series 2022-31A, Class B, 3 mo. TSFR + 1.850% 2.155% FRN 4/22/35 ^(b)		410,000		386,938
Series 2021-26A, Class AR, 3 mo. USD LIBOR + 1.080% 3.790% FRN 4/20/33 ^(b)		425,000		405,674
Wellfleet CLO Ltd., Series 2017-2A, Class A1R, 3 mo. USD LIBOR + 1.060%
3.770% FRN 10/20/29 ^(b)		517,190		508,527
				18,133,134
Student Loans Asset-Backed Securities — 0.8%
Navient Private Education Refi Loan Trust
Series 2020-HA, Class A, 1.310% 1/15/69 ^(b)		175,015		157,170
Series 2020-DA, Class A, 1.690% 5/15/69 ^(b)		162,287		147,070
Series 2022-A, Class A, 2.230% 7/15/70 ^(b)		978,347		868,176
Series 2019-FA, Class A2, 2.600% 8/15/68 ^(b)		337,462		311,524
Series 2020-CA, Class B, 2.830% 11/15/68 ^(b)		470,000		379,278
SMB Private Education Loan Trust
Series 2021-A, Class APT1, 1.070% 1/15/53 ^(b)		463,764		396,021
Series 2020-BA, Class A1A, 1.290% 7/15/53 ^(b)		202,880		182,050
Series 2021-A, Class B, 2.310% 1/15/53 ^(b)		570,000		508,846
Series 2016-B, Class A2A, 2.430% 2/17/32 ^(b)		344,401		333,037
Series 2018-A, Class A2A, 3.500% 2/15/36 ^(b)		716,405		692,387
Series 2018-C, Class A2A, 3.630% 11/15/35 ^(b)		520,999		494,467
				4,470,026

	Principal Amount		Value
Whole Loan Collateral Collateralized Mortgage Obligations — 1.8%
Angel Oak Mortgage Trust
Series 2021-4, Class A3, 1.446% VRN 1/20/65 ^(b) ^(g)	$	299,152	$	242,660
Series 2020-5, Class A3, 2.041% VRN 5/25/65 ^(b) ^(g)		73,768		66,258
Series 2022-1, Class A1, 2.881% STEP 12/25/66 ^(b)		315,334		274,494
Series 2020-5, Class M1, 2.970% VRN 5/25/65 ^(b) ^(g)		275,000		223,030
Series 2019-1, Class A2, 4.022% VRN 11/25/48 ^(b) ^(g)		6,458		6,431
Bayview MSR Opportunity Master Fund Trust
Series 2021-2, Class A20, 2.500% VRN 6/25/51 ^(b) ^(g)		963,527		744,776
Series 2021-4, Class A20, 2.500% VRN 10/25/51 ^(b) ^(g)		437,385		338,085
BINOM Securitization Trust, Series 2021-INV1, Class A1,
2.034% VRN 6/25/56 ^(b) ^(g)		304,486		269,876
CIM Trust, Series 2021-INV1, Class A29,
2.500% VRN 7/01/51 ^(b) ^(g)		611,255		475,537
Citigroup Mortgage Loan Trust, Series 2022-INV1, Class A4B,
3.000% VRN 11/27/51 ^(b) ^(g)		227,180		188,630
COLT Mortgage Loan Trust, Series 2020-3, Class A1,
1.506% VRN 4/27/65 ^(b) ^(g)		50,802		48,650
Ellington Financial Mortgage Trust
Series 2021-3, Class A1, 1.241% VRN 9/25/66 ^(b) ^(g)		343,595		279,727
Series 2020-1, Class A3, 3.999% VRN 5/25/65 ^(b) ^(g)		430,000		394,732
Flagstar Mortgage Trust
Series 2020-1INV, Class A11, 1 mo. USD LIBOR + .850% 3.934% FRN 3/25/50 ^(b)		93,072		86,631
Series 2018-6RR, Class 2A4, 4.000% VRN 9/25/48 ^(b) ^(g)		16,251		15,817
Galton Funding Mortgage Trust
Series 2019-H1, Class A3, 2.964% VRN 10/25/59 ^(b) ^(g)		353,866		343,633
Series 2018-1, Class A23, 3.500% VRN 11/25/57 ^(b) ^(g)		25,106		23,760
Series 2019-1, Class A22, 4.000% VRN 2/25/59 ^(b) ^(g)		11,818		11,483
GCAT Trust, Series 2021-NQM4, Class A3,
1.556% VRN 8/25/66 ^(b) ^(g)		197,102		159,563

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

MassMutual Select T. Rowe Price Bond Asset Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
GS Mortgage-Backed Securities Trust
Series 2021-GR1, Class A4, 2.500% VRN 11/25/51 ^(b) ^(g)	$	462,573	$	357,555
Series 2021-GR2, Class A4, 2.500% VRN 2/25/52 ^(b) ^(g)		474,455		369,407
Series 2020-INV1, Class A14, 2.940% VRN 10/25/50 ^(b) ^(g)		254,458		217,857
Hundred Acre Wood Trust
Series 2021,Class A, 2.500% VRN 7/25/51 ^(b) ^(g)		867,740		674,532
Series 2021-INV2, Class A27, 2.500% VRN 10/25/51 ^(b) ^(g)		277,524		216,079
Imperial Fund Mortgage Trust, Series 2021-NQM2, Class A1,
1.073% VRN 9/25/56 ^(b) ^(g)		218,475		180,843
JP Morgan Mortgage Trust
Series 2020-LTV1, Class B1, 3.253% VRN 6/25/50 ^(b) ^(g)		358,493		314,858
Series 2020-INV1, Class A11, 1 mo. USD LIBOR + .830% 3.274% FRN 8/25/50 ^(b)		65,161		62,378
Series 2019-INV3, Class A15, 3.500% VRN 5/25/50 ^(b) ^(g)		104,577		95,718
Series 2019-INV3, Class A3, 3.500% VRN 5/25/50 ^(b) ^(g)		121,478		111,923
Series 2020-LTV1, Class A15, 3.500% VRN 6/25/50 ^(b) ^(g)		13,118		12,656
Series 2020-LTV1, Class A3, 3.500% VRN 6/25/50 ^(b) ^(g)		30,688		29,606
Series 2020-INV1, Class A3, 3.500% VRN 8/25/50 ^(b) ^(g)		102,886		91,564
Series 2020-5, Class B2, 3.598% VRN 12/25/50 ^(b) ^(g)		338,381		275,034
New Residential Mortgage Loan Trust, Series 2019-NQM5, Class A1,
2.710% VRN 11/25/59 ^(b) ^(g)		241,272		223,807
Onslow Bay Financial LLC
Series 2021-NQM3, Class A1, 1.054% VRN 7/25/61 ^(b) ^(g)		329,432		252,181
Series 2019-EXP3, Class 1A8, 3.500% VRN 10/25/59 ^(b) ^(g)		58,084		55,229
Series 2020-EXP1, Class 1A8, 3.500% VRN 2/25/60 ^(b) ^(g)		277,550		247,342
Series 2019-INV2, Class A25, 4.000% VRN 5/27/49 ^(b) ^(g)		114,904		108,457
Series 2019-EXP2, Class 1A3, 4.000% VRN 6/25/59 ^(b) ^(g)		89,414		85,501
Sequoia Mortgage Trust
Series 2017-CH1, Class A2, 3.500% VRN 8/25/47 ^(b) ^(g)		60,776		58,627
Series 2017-CH1, Class A13, 4.000% VRN 8/25/47 ^(b) ^(g)		75,551		73,401

	Principal Amount		Value
Series 2018-CH1, Class A19, 4.000% VRN 3/25/48 ^(b) ^(g)	$	88,597	$	84,315
Series 2018-CH2, Class A21, 4.000% VRN 6/25/48 ^(b) ^(g)		23,732		22,674
Series 2018-CH3, Class A2, 4.000% VRN 8/25/48 ^(b) ^(g)		12,557		12,431
Series 2018-CH4, Class A2, 4.000% VRN 10/25/48 ^(b) ^(g)		10,631		10,523
SG Residential Mortgage Trust, Series 2019-3, Class A1,
2.703% VRN 9/25/59 ^(b) ^(g)		19,517		19,146
TRK Trust, Series 2021-INV1, Class A1,
1.153% VRN 7/25/56 ^(b) ^(g)		314,421		271,981
Verus Securitization Trust
Series 2021-5, Class A2, 1.218% VRN 9/25/66 ^(b) ^(g)		303,441		235,514
Series 2019-4, Class A1, 2.642% STEP 11/25/59 ^(b)		131,590		128,035
Series 2022-1, Class A1, 2.724% STEP 1/25/67 ^(b)		770,331		664,922
Series 2019-INV2, Class A2, 3.117% VRN 7/25/59 ^(b) ^(g)		225,291		219,780
Series 2020-INV1, Class A3, 3.889% VRN 3/25/60 ^(b) ^(g)		100,000		95,662
				10,073,311

TOTAL NON-U.S. GOVERNMENT AGENCY OBLIGATIONS (Cost $58,250,898)				53,029,439

SOVEREIGN DEBT OBLIGATIONS — 18.1%
1Malaysia Development Berhad Global Investments Ltd.
4.400% 3/09/23 ^(b)		1,000,000		957,817
Albania Government International Bond
3.500% 10/09/25 EUR ^(b) ^(c)		160,000		141,612
3.500% 6/16/27 EUR ^(b) ^(c)		105,000		89,039
3.500% 11/23/31 EUR ^(b) ^(c)		490,000		350,410
Australia Government International Bond
1.250% 5/21/32 AUD ^(c)		1,464,000		739,195
3.000% 3/21/47 AUD ^(b) ^(c)		808,000		427,224
Bonos de la Tesoreria de la Republica en pesos
4.500% 3/01/26 CLP ^(c)		445,000,000		420,596
4.700% 9/01/30 CLP ^(b) ^(c)		535,000,000		483,631
5.000% 10/01/28 CLP ^(b) ^(c)		385,000,000		365,834
Brazil Notas do Tesouro Nacional Serie B
6.000% 5/15/25 BRL ^(c)		950,000		713,299

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

MassMutual Select T. Rowe Price Bond Asset Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
Bundesobligation Bonds
0.000% 4/16/27 EUR ^(b) ^(c)	$	3,888,000	$	3,493,513
Bundesrepublik Deutschland Bundesanleihe
0.000% 2/15/32 EUR ^(b) ^(c)		8,730,000		7,052,166
Canadian Government International Bond
1.250% 3/01/27 CAD ^(c)		8,569,000		5,666,210
Canadian Government Real Return Bond
4.000% 12/01/31 CAD ^(c)		4,122,913		3,676,244
Croatia Government International Bond
1.125% 3/04/33 EUR ^(b) ^(c)		184,000		129,454
Cyprus Government International Bond
0.000% 2/09/26 EUR ^(b) ^(c)		245,000		218,610
0.950% 1/20/32 EUR ^(b) ^(c)		610,000		452,895
2.375% 9/25/28 EUR ^(b) ^(c)		1,177,000		1,071,236
2.750% 2/26/34 EUR ^(b) ^(c)		93,000		80,772
2.750% 5/03/49 EUR ^(b) ^(c)		99,000		76,640
3.750% 7/26/23 EUR ^(b) ^(c)		120,000		118,998
3.750% 7/26/23 EUR ^(b) ^(c)		100,000		99,165
4.250% 11/04/25 EUR ^(b) ^(c)		460,000		467,734
4.250% 11/04/25 EUR ^(b) ^(c)		10,000		10,168
Czech Republic Government International Bond
2.400% 9/17/25 CZK ^(b) ^(c)		22,450,000		814,165
2.750% 7/23/29 CZK ^(c)		51,630,000		1,748,154
French Republic Government Bond OAT
0.000% 5/25/32 EUR ^(b) ^(c)		2,943,000		2,237,198
0.750% 5/25/52 EUR ^(b) ^(c)		3,224,000		1,790,863
1.250% 5/25/36 EUR ^(b) ^(c)		1,802,000		1,432,200
Hellenic Republic Government Bond
0.750% 6/18/31 EUR ^(b) ^(c)		585,000		410,505
Hungary Government International Bond
2.250% 4/20/33 HUF ^(c)		1,351,620,000		1,640,124
4.750% 11/24/32 HUF ^(c)		53,110,000		83,997
Iceland Government International Bond
0.000% 4/15/28 EUR ^(b) ^(c)		346,000		279,976
Indonesia Government International Bond
3.750% 6/14/28 EUR ^(b) ^(c)		1,280,000		1,193,334
Ireland Government International Bond
0.200% 10/18/30 EUR ^(b) ^(c)		897,000		733,268
1.350% 3/18/31 EUR ^(b) ^(c)		1,176,000		1,056,728
1.500% 5/15/50 EUR ^(b) ^(c)		73,000		51,220
2.000% 2/18/45 EUR ^(b) ^(c)		191,000		156,395
Israel Government International Bond
1.500% 1/18/27 EUR ^(b) ^(c)		530,000		476,038
1.750% 8/31/25 ILS ^(c)		4,274,000		1,150,833
5.500% 1/31/42 ILS ^(c)		3,274,000		1,159,117

	Principal Amount		Value
Italy Buoni Poliennali Del Tesoro
2.800% 3/01/67 EUR ^(b) ^(c)	$	1,064,000	$	737,504
Ivory Coast Government International Bond
4.875% 1/30/32 EUR ^(b) ^(c)		105,000		68,716
4.875% 1/30/32 EUR ^(b) ^(c)		270,000		176,698
Japan Government CPI Linked Bond
0.005% 3/10/31 JPY ^(c)		337,210,426		2,472,053
0.100% 3/10/24 JPY ^(c)		109,247,000		775,969
0.100% 9/10/24 JPY ^(c)		287,524,200		2,049,203
0.100% 3/10/25 JPY ^(c)		304,451,700		2,177,209
0.200% 3/10/30 JPY ^(c)		85,104,696		642,416
Japan Government Ten Year Bond
0.400% 3/20/25 JPY ^(c)		364,500,000		2,545,985
Japan Government Thirty Year Bond
0.700% 12/20/51 JPY ^(c)		20,300,000		118,222
1.000% 3/20/52 JPY ^(c)		329,400,000		2,073,242
1.300% 6/20/52 JPY ^(c)		30,400,000		205,696
1.700% 9/20/44 JPY ^(c)		280,250,000		2,161,099
2.200% 9/20/39 JPY ^(c)		240,750,000		2,013,148
2.500% 9/20/37 JPY ^(c)		273,300,000		2,361,261
Japan Government Twenty Year Bond
0.600% 6/20/37 JPY ^(c)		252,900,000		1,722,544
Latvia Government International Bond
0.375% 10/07/26 EUR ^(b) ^(c)		2,114,000		1,857,351
Malaysia Government International Bond
3.844% 4/15/33 MYR ^(c)		590,000		119,177
4.065% 6/15/50 MYR ^(c)		2,885,000		532,502
4.642% 11/07/33 MYR ^(c)		3,255,000		699,169
4.736% 3/15/46 MYR ^(c)		5,640,000		1,173,784
4.921% 7/06/48 MYR ^(c)		6,150,000		1,298,252
4.935% 9/30/43 MYR ^(c)		325,000		69,320
Mexican Bonos
8.500% 5/31/29 MXN ^(c)		4,567,000		213,595
Morocco Government International Bond
1.375% 3/30/26 EUR ^(b) ^(c)		160,000		138,055
New South Wales Treasury Corp.
4.000% 5/20/26 AUD ^(b) ^(c)		860,000		549,563
4.000% 5/20/26 AUD ^(b) ^(c)		680,000		434,538
North Macedonia Government International Bond
1.625% 3/10/28 EUR ^(b) ^(c)		400,000		290,997
Norway Government International Bond
3.000% 3/14/24 NOK ^(b) ^(c)		2,700,000		247,850
Philippine Government International Bond
0.250% 4/28/25 EUR ^(c)		125,000		111,885

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

MassMutual Select T. Rowe Price Bond Asset Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
Portugal Obrigacoes do Tesouro OT
4.100% 2/15/45 EUR ^(b) ^(c)	$	217,000	$	232,169
Province of Ontario Canada
3.500% 6/02/43 CAD ^(c)		140,000		91,265
3.500% 6/02/43 CAD ^(c)		62,000		40,418
Republic of Poland Government Bond
3.750% 5/25/27 PLN ^(c)		7,848,000		1,351,903
Romanian Government International Bond
1.375% 12/02/29 EUR ^(b) ^(c)		110,000		71,073
2.000% 1/28/32 EUR ^(b) ^(c)		110,000		66,128
2.000% 1/28/32 EUR ^(b) ^(c)		380,000		228,442
2.124% 7/16/31 EUR ^(b) ^(c)		642,000		399,006
2.125% 3/07/28 EUR ^(b) ^(c)		430,000		326,728
2.875% 10/28/24 EUR ^(b) ^(c)		100,000		94,758
2.875% 5/26/28 EUR ^(b) ^(c)		560,000		432,166
3.624% 5/26/30 EUR ^(b) ^(c)		622,000		457,664
Serbia Government International Bond
1.000% 9/23/28 EUR ^(b) ^(c)		850,000		554,390
1.500% 6/26/29 EUR ^(b) ^(c)		450,000		290,694
1.650% 3/03/33 EUR ^(b) ^(c)		435,000		235,244
2.050% 9/23/36 EUR ^(b) ^(c)		280,000		143,381
2.050% 9/23/36 EUR ^(b) ^(c)		375,000		192,029
Serbia Treasury Bonds
4.500% 8/20/32 RSD ^(c)		75,180,000		486,601
Singapore Government International Bond
0.500% 11/01/25 SGD ^(c)		955,000		607,210
1.625% 7/01/31 SGD ^(c)		2,512,000		1,501,516
2.375% 6/01/25 SGD ^(c)		480,000		325,013
2.875% 7/01/29 SGD ^(c)		990,000		662,068
Slovenia Government International Bond
0.000% 2/12/31 EUR ^(b) ^(c)		155,000		116,030
1.500% 3/25/35 EUR ^(b) ^(c)		342,000		265,538
1.750% 11/03/40 EUR ^(b) ^(c)		450,000		326,148
3.125% 8/07/45 EUR ^(b) ^(c)		1,035,000		934,705
Spain Government International Bond
0.800% 7/30/29 EUR ^(c)		1,954,000		1,662,890
Sweden Government International Bond
2.250% 6/01/32 SEK ^(b) ^(c)		32,145,000		2,926,712
Thailand Government International Bond
2.000% 12/17/31 THB ^(c)		91,434,000		2,216,268
3.650% 6/20/31 THB ^(c)		19,528,000		536,837
United Kingdom Gilt
0.625% 6/07/25 GBP ^(b) ^(c)		1,393,000		1,409,462
0.625% 10/22/50 GBP ^(b) ^(c)		732,000		375,973
4.250% 6/07/32 GBP ^(b) ^(c)		4,456,000		5,040,325
4.250% 12/07/46 GBP ^(b) ^(c)		976,000		1,144,333

	Principal Amount		Value
4.750% 12/07/30 GBP ^(b) ^(c)	$	1,326,000	$	1,546,474
				101,045,141

TOTAL SOVEREIGN DEBT OBLIGATIONS (Cost $134,883,553)				101,045,141

U.S. GOVERNMENT AGENCY OBLIGATIONS AND INSTRUMENTALITIES ^(h) — 20.8%
Collateralized Mortgage Obligations — 0.1%
Federal Home Loan Mortgage Corp. REMICS Series 4977, Class IO 4.500% 5/25/50		265,602		52,453
Government National Mortgage Association Series 2022-63, Class LM 3.500% 10/20/50		260,000		223,050
				275,503
Pass-Through Securities — 19.7%
Federal Home Loan Mortgage Corp.
Pool #SB8147 1.500% 4/01/37		342,362		293,668
Pool #RB5148 2.000% 3/01/42		889,149		746,351
Pool #RA5258 2.000% 5/01/51		868,522		705,424
Pool #SD8146 2.000% 5/01/51		536,617		436,685
Pool #RA6505 2.000% 12/01/51		1,500,393		1,217,231
Pool #SD8199 2.000% 3/01/52		4,691,519		3,804,644
Pool #SD8204 2.000% 4/01/52		225,493		182,866
Pool #RA7324 2.000% 5/01/52		149,480		121,550
Pool #RB5149 2.500% 3/01/42		692,376		597,736
Pool #QC1292 2.500% 5/01/51		19,807		16,705
Pool #QC2902 2.500% 6/01/51		40,104		34,096
Pool #QC3425 2.500% 6/01/51		251,904		212,276
Pool #QC3551 2.500% 7/01/51		22,523		18,980
Pool #QC5137 2.500% 8/01/51		63,675		53,658
Pool #QC5575 2.500% 8/01/51		79,256		66,738
Pool #RA6623 2.500% 1/01/52		1,124,011		949,207
Pool #SD0854 2.500% 1/01/52		92,945		78,171
Pool #SD8200 2.500% 3/01/52		697,298		586,895
Pool #SD7554 2.500% 4/01/52		364,783		308,395
Pool #SD8212 2.500% 5/01/52		2,824,436		2,375,919
Pool #ZS4693 3.000% 12/01/46		73,493		65,083
Pool #G08756 3.000% 4/01/47		31,359		27,768
Pool #SD0080 3.000% 9/01/49		142,425		126,094
Pool #SD7531 3.000% 12/01/50		166,901		147,190
Pool #SB0015 3.500% 6/01/33		155,050		147,113
Pool #U90690 3.500% 6/01/42		50,695		47,734
Pool #U99051 3.500% 6/01/43		51,495		47,211
Pool #ZT0179 3.500% 11/01/47		310,760		286,095
Pool #RA1202 3.500% 8/01/49		117,827		107,343

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

MassMutual Select T. Rowe Price Bond Asset Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
Pool #SD0212 3.500% 12/01/49	$	163,872	$	149,189
Pool #SD0617 3.500% 11/01/50		112,550		102,394
Pool #SB8171 4.000% 6/01/37		71,879		69,378
Pool #RA1906 4.000% 12/01/49		202,537		190,416
Pool #SD8039 4.000% 1/01/50		252,590		236,447
Pool #SD1035 4.000% 5/01/52		229,592		213,466
Pool #SD8244 4.000% 9/01/52		349,966		324,921
Pool #SD0422 4.500% 7/01/45		125,501		123,697
Pool #RA2607 4.500% 5/01/50		53,978		51,848
Pool #ZS3941 5.000% 12/01/41		37,844		38,033
Pool #SD8246 5.000% 9/01/52		2,060,002		2,007,415
Federal National Mortgage Association
Pool #MA4581 1.500% 4/01/37		705,512		605,167
Pool #MA4601 1.500% 5/01/37		586,448		503,037
Pool #MA4519 1.500% 1/01/42		608,905		490,261
Pool #MA4586 2.000% 4/01/42		1,037,372		870,769
Pool #MA4158 2.000% 10/01/50		281,016		229,211
Pool #MA4325 2.000% 5/01/51		2,419,234		1,968,711
Pool #CB2357 2.000% 12/01/51		1,219,945		989,710
Pool #CB2766 2.000% 2/01/52		374,037		303,330
Pool #CB2848 2.000% 2/01/52		605,458		491,004
Pool #FS0733 2.000% 2/01/52		543,673		442,088
Pool #MA4547 2.000% 2/01/52		602,051		488,240
Pool #FS1618 2.000% 3/01/52		282,012		229,318
Pool #MA4562 2.000% 3/01/52		4,466,466		3,622,135
Pool #MA4577 2.000% 4/01/52		2,102,966		1,704,768
Pool #BM3859 2.500% 8/01/31		97,921		89,849
Pool #BC9043 2.500% 11/01/31		306,869		281,188
Pool #BM1890 2.500% 1/01/32		72,443		66,539
Pool #CB3210 2.500% 3/01/37		1,676,119		1,519,091
Pool #MA4628 2.500% 6/01/37		216,327		195,993
Pool #BT0163 2.500% 6/01/51		55,195		46,926
Pool #BT1265 2.500% 6/01/51		343,250		289,252
Pool #CB1331 2.500% 8/01/51		757,333		638,667
Pool #FM8320 2.500% 8/01/51		83,471		70,339
Pool #CB1783 2.500% 10/01/51		1,546,493		1,301,758
Pool #CB1866 2.500% 10/01/51		1,169,165		984,142
Pool #CB2635 2.500% 1/01/52		1,248,211		1,050,972
Pool #CB2538 2.500% 1/01/52		1,121,818		947,355
Pool #CB2804 2.500% 2/01/52		765,079		646,096
Pool #FS2573 2.500% 3/01/52		89,221		75,694
Pool #MA4578 2.500% 4/01/52		386,015		324,716
Pool #FS1629 2.500% 4/01/52		82,992		69,800
Pool #CB3665 2.500% 5/01/52		999,900		840,805
Pool #BV7868 2.500% 7/01/52		906,956		762,294
Pool #AS7056 3.000% 4/01/31		233,698		221,851
Pool #BM5111 3.000% 11/01/33		109,134		102,783
Pool #CA4885 3.000% 12/01/34		401,379		375,638
Pool #BO7256 3.000% 1/01/35		199,827		187,011

	Principal Amount		Value
Pool #FM2547 3.000% 2/01/35	$	124,509	$	116,524
Pool #FM8540 3.000% 11/01/35		228,379		215,945
Pool #AL9412 3.000% 11/01/36		226,711		207,782
Pool #CA5597 3.000% 4/01/40		865,915		781,171
Pool #BM4221 3.000% 1/01/43		125,814		112,558
Pool #BM5468 3.000% 2/01/43		197,229		176,448
Pool #AB9248 3.000% 5/01/43		50,280		44,982
Pool #AU1629 3.000% 7/01/43		14,089		12,604
Pool #AS0406 3.000% 9/01/43		79,208		70,837
Pool #BM5469 3.000% 3/01/44		359,564		321,678
Pool #BM3380 3.000% 6/01/46		320,973		286,551
Pool #MA2670 3.000% 7/01/46		114,251		101,284
Pool #BD8462 3.000% 11/01/46		1,259,264		1,117,135
Pool #MA2806 3.000% 11/01/46		214,572		190,018
Pool #AS8295 3.000% 11/01/46		284,967		253,427
Pool #BM1418 3.000% 4/01/47		1,425,334		1,264,461
Pool #FM1000 3.000% 4/01/47		178,907		158,435
Pool #MA2956 3.000% 4/01/47		140,614		124,392
Pool #BM4744 3.000% 6/01/47		124,795		110,983
Pool #FM1572 3.000% 9/01/48		255,628		226,377
Pool #FM5499 3.000% 2/01/49		166,763		147,681
Pool #FM1445 3.000% 8/01/49		123,941		109,729
Pool #CA4108 3.000% 9/01/49		791,500		699,259
Pool #FM2870 3.000% 3/01/50		219,427		193,650
Pool #CA5540 3.000% 4/01/50		14,335		12,620
Pool #CA6314 3.000% 7/01/50		199,692		174,860
Pool #BQ1348 3.000% 8/01/50		132,831		116,397
Pool #CA6738 3.000% 8/01/50		248,168		217,463
Pool #BQ5052 3.000% 9/01/50		6,914		6,069
Pool #FM7072 3.000% 4/01/51		696,842		613,455
Pool #FM3462 3.500% 12/01/33		336,435		319,550
Pool #AS4449 3.500% 2/01/35		111,516		104,861
Pool #FM3340 3.500% 5/01/35		10,667		10,098
Pool #FM8137 3.500% 9/01/35		113,634		108,037
Pool #MA1283 3.500% 12/01/42		42,150		38,607
Pool #MA1373 3.500% 3/01/43		64,956		59,496
Pool #MA1437 3.500% 5/01/43		61,363		56,205
Pool #MA1546 3.500% 8/01/43		147,562		135,020
Pool #AL6167 3.500% 1/01/44		585,084		535,902
Pool #AS5182 3.500% 6/01/45		366,136		337,419
Pool #BC1747 3.500% 1/01/46		959,254		883,117
Pool #BM5785 3.500% 9/01/46		97,315		89,683
Pool #BM4582 3.500% 8/01/47		110,302		101,892
Pool #BM3122 3.500% 10/01/47		1,103,733		1,016,819
Pool #CA0858 3.500% 12/01/47		50,715		46,388
Pool #MA3210 3.500% 12/01/47		35,179		32,189
Pool #MA3238 3.500% 1/01/48		214,370		196,083
Pool #BH9277 3.500% 2/01/48		385,220		352,237
Pool #FM1001 3.500% 11/01/48		45,663		41,782

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

MassMutual Select T. Rowe Price Bond Asset Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
Pool #FM8196 3.500% 12/01/48	$	760,995	$	697,264
Pool #FM3972 3.500% 7/01/50		256,489		233,346
Pool #FM8086 3.500% 7/01/51		121,146		109,562
Pool #MA4514 3.500% 1/01/52		533,041		480,574
Pool #FS1883 4.000% 6/01/37		144,664		139,631
Pool #BF0198 4.000% 11/01/40		105,512		102,013
Pool #MA0639 4.000% 2/01/41		337,085		325,347
Pool #BM3385 4.000% 6/01/45		560,773		529,973
Pool #FM2673 4.000% 10/01/45		831,864		802,618
Pool #AL8387 4.000% 3/01/46		599,143		566,236
Pool #MA3088 4.000% 8/01/47		31,884		30,033
Pool #MA3121 4.000% 9/01/47		291,928		274,982
Pool #MA3467 4.000% 9/01/48		4,106		3,821
Pool #BM5527 4.000% 10/01/48		109,826		103,622
Pool #BM5147 4.000% 10/01/48		25,176		23,809
Pool #FM3664 4.000% 3/01/49		390,240		366,368
Pool #CA3503 4.000% 5/01/49		54,923		51,478
Pool #CA4571 4.000% 11/01/49		87,971		82,397
Pool #CA4823 4.000% 12/01/49		113,851		106,610
Pool #FS1792 4.000% 5/01/52		228,618		212,489
Pool #AL0065 4.500% 4/01/41		192,571		189,845
Pool #AI1888 4.500% 5/01/41		213,028		210,017
Pool #AL0160 4.500% 5/01/41		280,410		276,436
Pool #AL6536 4.500% 3/01/45		288,031		281,594
Pool #BM4185 4.500% 9/01/46		161,883		158,165
Pool #FM2899 4.500% 11/01/46		360,159		355,037
Pool #FM5708 4.500% 5/01/47		179,493		176,956
Pool #BM3148 4.500% 11/01/47		143,359		139,394
Pool #BM4343 4.500% 5/01/48		151,073		146,847
Pool #CA2207 4.500% 8/01/48		32,771		31,691
Pool #CA5186 4.500% 1/01/50		28,833		27,720
Pool #CA5696 4.500% 5/01/50		95,275		90,926
Pool #MA4656 4.500% 7/01/52		895,000		852,905
Pool #MA4701 4.500% 8/01/52		221,130		210,730
Pool #AD6438 5.000% 6/01/40		49,911		50,159
Pool #AL9893 5.000% 2/01/45		270,209		272,093
Pool #FM4212 5.000% 12/01/47		439,908		441,639
Pool #FS2620 5.000% 8/01/52		47,943		46,779
Pool #MA4761 5.000% 9/01/52		425,001		414,151
Pool #BM3279 5.500% 5/01/44		666,166		682,159
Pool #BM4971 6.000% 7/01/41		191,759		199,936
Government National Mortgage Association Pool #AA5821 3.000% 11/15/42		42,254		38,140
Government National Mortgage Association II
Pool #MA7254 2.000% 3/20/51		543,958		455,929
Pool #MA7471 2.000% 7/20/51 ^(f)		530,004		443,902
Pool #MA7533 2.000% 8/20/51		2,625,279		2,198,380

	Principal Amount		Value
Pool #MA7826 2.000% 1/20/52	$	821,498	$	686,694
Pool #MA7935 2.000% 3/20/52		481,195		401,594
Pool #MA8041 2.000% 5/20/52		811,340		676,745
Pool #MA6819 2.500% 8/20/50		335,401		290,908
Pool #MA7649 2.500% 10/20/51		2,550,551		2,199,647
Pool #MA7705 2.500% 11/20/51		643,379		554,662
Pool #MA7767 2.500% 12/20/51		1,362,732		1,174,396
Pool #MA7936 2.500% 3/20/52		454,859		391,391
Pool #MA2600 3.000% 2/20/45		82,285		74,137
Pool #MA2891 3.000% 6/20/45		668,898		602,245
Pool #MA3662 3.000% 5/20/46		106,859		96,077
Pool #MA3802 3.000% 7/20/46		50,884		45,734
Pool #MA3873 3.000% 8/20/46		294,259		264,477
Pool #MA4195 3.000% 1/20/47		358,327		321,837
Pool #MA6144 3.000% 9/20/49		14,016		12,160
Pool #MA6209 3.000% 10/20/49		84,826		73,590
Pool #MA6399 3.000% 1/20/50		42,634		36,987
Pool #MA6531 3.000% 3/20/50		136,743		118,246
Pool #MA6589 3.000% 4/20/50		65,049		56,250
Pool #MA6757 3.000% 7/20/50		110,289		95,370
Pool #MA7473 3.000% 7/20/51		877,800		780,798
Pool #MA7650 3.000% 10/20/51		308,239		273,984
Pool #MA8098 3.000% 6/20/52		1,052,372		930,817
Pool #MA0318 3.500% 8/20/42		165,668		156,066
Pool #MA1012 3.500% 5/20/43		352,067		324,940
Pool #MA1090 3.500% 6/20/43		139,721		128,955
Pool #AL1773 3.500% 1/20/45		173,080		159,581
Pool #MA3310 3.500% 12/20/45		75,587		69,692
Pool #MA3597 3.500% 4/20/46		111,608		102,869
Pool #MA3663 3.500% 5/20/46		86,955		80,146
Pool #MA3736 3.500% 6/20/46		234,181		215,844
Pool #MA3803 3.500% 7/20/46		16,782		15,462
Pool #MA3937 3.500% 9/20/46		111,883		103,087
Pool #786092 3.500% 1/20/47		156,732		144,509
Pool #MA4382 3.500% 4/20/47		20,279		18,685
Pool #MA4586 3.500% 7/20/47		38,470		35,421
Pool #MA4719 3.500% 9/20/47		13,495		12,426
Pool #BC1919 3.500% 9/20/47		52,202		47,951
Pool #MA4900 3.500% 12/20/47		185,171		170,441
Pool #785087 3.500% 2/20/48		612,176		564,050
Pool #MA784472 3.500% 2/20/48		301,405		276,863
Pool #784504 3.500% 2/20/48		126,332		116,045
Pool #784474 3.500% 2/20/48		165,051		151,612
Pool #784891 3.500% 4/20/48		475,508		437,829
Pool #MA3245 4.000% 11/20/45		162,871		154,337
Pool #MA4511 4.000% 6/20/47		101,699		96,180
Pool #MA4720 4.000% 9/20/47		357,556		338,038
Pool #MA4838 4.000% 11/20/47		88,787		83,940
Pool #MA6934 4.000% 10/20/50		851,749		797,870

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

MassMutual Select T. Rowe Price Bond Asset Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
Pool #MA2894 4.500% 6/20/45	$	153,102	$	150,228
Pool #MA2963 4.500% 7/20/45		57,500		56,420
Pool #MA3312 4.500% 12/20/45		2,744		2,692
Pool #MA4588 4.500% 7/20/47		271,746		264,691
Pool #MA4654 4.500% 8/20/47		41,752		40,668
Pool #MA5079 4.500% 3/20/48		64,238		62,430
Pool #MA5265 4.500% 6/20/48		223		216
Pool #MA5399 4.500% 8/20/48		54,043		52,353
Pool #MA5711 4.500% 1/20/49		87,199		84,424
Pool #MA4781 5.000% 10/20/47		292,128		293,354
Pool #MA5194 5.000% 5/20/48		60,832		60,555
Pool #BF2644 5.000% 5/20/48		4,670		4,618
Pool #MA5266 5.000% 6/20/48		424,699		422,500
Pool #BF2878 5.000% 6/20/48		15,798		15,622
Pool #MA5988 5.000% 6/20/49		147,127		146,112
Pool #MA5081 5.500% 3/20/48		47,034		48,639
Pool #MA5140 5.500% 4/20/48		36,630		37,880
Pool #MA5195 5.500% 5/20/48		109,663		112,207
Pool #MA5469 5.500% 9/20/48		403		410
Pool #MA5531 5.500% 10/20/48		10,190		10,395
Pool #MA5598 5.500% 11/20/48		49,208		50,180
Pool #MA5654 5.500% 12/20/48		137,783		140,462
Pool #MA5713 5.500% 1/20/49		33,725		34,370
Pool #MA5820 5.500% 3/20/49		35,814		36,477
Government National Mortgage Association II TBA
2.000% 10/20/52 ^(f)		1,370,000		1,141,167
2.500% 10/20/52 ^(f)		950,000		816,332
3.000% 10/20/52 ^(f)		1,150,000		1,015,773
3.500% 10/20/52 ^(f)		895,000		813,471
4.000% 10/20/52 ^(f)		270,000		251,986
4.500% 10/20/52 ^(f)		1,825,000		1,745,299
5.000% 10/20/52 ^(f)		1,225,000		1,197,437
5.500% 10/20/52 ^(f)		3,975,000		3,968,789
Uniform Mortgage Backed Securities TBA
1.500% 10/18/37 ^(f)		475,000		407,090
2.000% 10/13/52 ^(f)		4,225,000		3,420,930
2.500% 10/18/37 ^(f)		580,000		524,900
2.500% 10/13/52 ^(f)		3,730,000		3,132,326
3.000% 10/18/37 ^(f)		435,000		403,802
3.000% 10/13/52 ^(f)		3,115,000		2,710,050
3.500% 10/13/52 ^(f)		1,125,000		1,012,148
4.000% 10/18/37 ^(f)		380,000		366,403
4.000% 10/13/52 ^(f)		875,000		811,426
4.500% 10/13/52 ^(f)		215,000		204,653
5.000% 10/13/52 ^(f)		1,665,000		1,620,773
				110,280,644

	Principal Amount		Value
Whole Loans — 1.0%
Federal Home Loan Mortgage Corp. Structured Agency Credit Risk Debt Notes
Series 2021-HQA1, Class M1, 30 day SOFR + .700% 2.981% FRN 8/25/33 ^(b)	$	36,798	$	36,701
Series 2022-DNA1, Class M1B, 30 day SOFR + 1.850% 4.131% FRN 1/25/42 ^(b)		535,000		486,227
Series 2021-DNA2, Class M2, 30 day SOFR + 2.300% 4.581% FRN 8/25/33 ^(b)		260,000		250,537
Series 2022-DNA2, Class M1B, 30 day SOFR + 2.400% 4.681% FRN 2/25/42 ^(b)		1,325,000		1,243,360
Series 2022-DNA5, Class M1A, 30 day SOFR + 2.950% 5.231% FRN 6/25/42 ^(b)		785,789		785,585
Federal National Mortgage Association Connecticut Avenue Securities Trust
Series 2022-R01, Class 1M1, 30 day SOFR + 1.000% 3.281% FRN 12/25/41 ^(b)		88,783		86,785
Series 2022-R02, Class 2M1, 30 day SOFR + 1.200% 3.481% FRN 1/25/42 ^(b)		1,038,171		1,022,072
Series 2021-R03, Class 1M2, 30 day SOFR + 1.650% 3.931% FRN 12/25/41 ^(b)		345,000		313,486
Series 2017-C04, Class 2ED2, 1 mo. USD LIBOR + 1.100% 4.184% FRN 11/25/29		500,582		496,250
Series 2022-R03, Class 1M1, 30 day SOFR + 2.100% 4.381% FRN 3/25/42 ^(b)		264,682		261,873
Series 2017-C02, Class 2ED3, 1 mo. USD LIBOR + 1.350% 4.434% FRN 9/25/29		29,081		29,065
Series 2017-C06, Class 1M2B, 1 mo. USD LIBOR + 2.650% 5.734% FRN 2/25/30		401,496		403,744
				5,415,685

TOTAL U.S. GOVERNMENT AGENCY OBLIGATIONS AND INSTRUMENTALITIES (Cost $126,633,023)				115,971,832

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

MassMutual Select T. Rowe Price Bond Asset Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
U.S. TREASURY OBLIGATIONS — 17.2%
U.S. Treasury Bonds & Notes — 17.2%
U.S. Treasury Bond
2.250% 2/15/52	$	10,545,000	$	7,659,955
2.875% 5/15/52 ⁽ⁱ⁾		9,080,000		7,617,269
3.000% 8/15/52		8,900,000		7,685,985
3.250% 5/15/42		6,685,000		5,933,982
3.375% 8/15/42 ^(d)		6,545,000		5,931,406
U.S. Treasury Note
0.625% 10/15/24		1,205,000		1,120,085
1.000% 12/15/24		8,465,000		7,888,983
1.125% 1/15/25		11,130,000		10,368,291
1.750% 3/15/25		2,110,000		1,986,697
2.750% 7/31/27		6,325,000		5,959,830
3.000% 7/15/25 ⁽ⁱ⁾		12,600,000		12,180,657
3.125% 8/31/27 ^(d)		10,465,000		10,043,947
3.250% 6/30/27		12,240,000		11,804,906
				96,181,993

TOTAL U.S. TREASURY OBLIGATIONS (Cost $103,470,196)				96,181,993

TOTAL BONDS & NOTES (Cost $616,072,860)				531,474,208

	Number of Shares
MUTUAL FUNDS — 2.6%
Diversified Financial Services— 2.6%
State Street Navigator Securities Lending Government Money Market Portfolio ^(j)		14,276,024		14,276,024

TOTAL MUTUAL FUNDS (Cost $14,276,024)				14,276,024

TOTAL LONG-TERM INVESTMENTS (Cost $630,348,884)				545,750,232

	Principal Amount
SHORT-TERM INVESTMENTS — 7.5%
Commercial Paper — 0.2%
Rogers Communications, Inc. ^(b)	$	1,200,000		1,195,330

	Number of Shares		Value
Mutual Fund — 6.6%
T. Rowe Price Government Reserve Investment Fund		37,014,156	$	37,014,156
	Principal Amount
Repurchase Agreement — 0.5%
Fixed Income Clearing Corp., Repurchase Agreement, dated 9/30/22, 0.830%, due 10/03/22 ^(k)	$	3,082,003		3,082,003
U.S. Treasury Bill — 0.2%
U.S. Treasury Bill
1.465% 1/26/23 ^(l)		900,000		890,296

TOTAL SHORT-TERM INVESTMENTS (Cost $42,186,871)				42,181,785

TOTAL INVESTMENTS — 105.3% (Cost $672,535,755) ^(m)				587,932,017

Less Unfunded Loan Commitments — (0.0)%				(34,001	)

NET INVESTMENTS — 105.3% (Cost $672,501,754)				587,898,016

Other Assets/(Liabilities) — (5.3)%				(29,407,268	)

NET ASSETS — 100.0%			$	558,490,748

Abbreviation Legend

CLO	Collateralized Loan Obligation

FRN	Floating Rate Note

REMICS

Real Estate Mortgage Investment Conduits

STEP	Step Up Bond

TBA	To Be Announced

VRN	Variable Rate Note

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Unfunded or partially unfunded loan commitments.

(b)

(c)	The principal amount of the security is in foreign currency. The market value is in U.S. dollars.

(d)	Denotes all or a portion of security on loan. The total value of securities on loan as of September 30, 2022, was $14,463,396 or 2.59% of net assets. The Fund received $496,881 of non-cash collateral (U.S. Treasury and/or Agency

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

MassMutual Select T. Rowe Price Bond Asset Fund – Portfolio of Investments (Continued)

Notes to Portfolio of Investments (continued)

obligations) related to securities lending activity. This amount is not reflected on either the Portfolio of Investments or the Statement of Assets and Liabilities. (Note 2).

(e)	Security is perpetual and has no stated maturity date.

(f)	A portion of this security is purchased on a when-issued, delayed-delivery or forward commitment basis. (Note 2).

(g)

(h)	May contain securities that are issued by a U.S. Government Agency, but are unsecured and are not guaranteed by a U.S. Government Agency.

(i)	All or a portion of this security is pledged/held as collateral for open derivatives. (Note 2).

(j)	Represents investment of security lending cash collateral. (Note 2).

(k)	Maturity value of $3,082,216. Collateralized by U.S. Government Agency obligations with a rate of 0.000%, maturity date of 3/30/23, and an aggregate market value, including accrued interest, of $3,143,736.

(l)	The rate shown represents yield-to-maturity.

(m)	See Note 6 for aggregate cost for federal tax purposes.

Forward contracts

Counterparty	Settlement Date		Currency Purchased			Currency Sold			Unrealized Appreciation (Depreciation)
Bank of America N.A.*		10/21/22		JPY	11,305,037		USD	80,165	$	(1,931	)
Barclays Bank PLC*		10/07/22		USD	617,271		CLP	573,012,760		25,477
Barclays Bank PLC*		10/07/22		USD	446,039		TWD	13,041,742		35,204
Barclays Bank PLC*		11/25/22		USD	1,176,515		SEK	11,723,503		117,384
Barclays Bank PLC*		12/02/22		USD	243,935		BRL	1,275,880		10,510
Barclays Bank PLC*		12/16/22		USD	213,319		SGD	305,473		432
BNP Paribas SA*		10/07/22		USD	1,220,072		CLP	1,146,025,520		36,484
BNP Paribas SA*		10/07/22		CLP	970,734,082		USD	1,023,722		(21,170	)
BNP Paribas SA*		10/21/22		JPY	204,697,459		USD	1,475,373		(58,814	)
BNP Paribas SA*		10/21/22		USD	5,691,074		JPY	784,081,474		265,029
BNP Paribas SA*		10/21/22		USD	4,464,584		AUD	6,508,598		300,640
BNP Paribas SA*		10/21/22		USD	3,251,818		CAD	4,196,226		214,184
BNP Paribas SA*		11/18/22		USD	1,747,257		PLN	8,142,918		116,181
BNP Paribas SA*		11/25/22		USD	7,836,546		GBP	6,456,436		622,246
BNP Paribas SA*		12/09/22		MYR	890,000		USD	192,378		25
BNP Paribas SA*		12/09/22		USD	2,482,532		MYR	11,075,026		88,294
BNP Paribas SA*		12/16/22		SGD	200,000		USD	139,667		(285	)
BNP Paribas SA*		1/19/23		USD	643,812		CLP	640,463,728		(4,484	)
Citibank N.A.*		10/07/22		USD	870,467		INR	68,719,850		26,004
Citibank N.A.*		10/07/22		INR	4,687,005		USD	57,180		416
Citibank N.A.*		10/07/22		CLP	166,243,623		USD	181,323		(9,631	)
Citibank N.A.*		10/14/22		ZAR	5,874,836		USD	338,371		(14,089	)
Citibank N.A.*		10/14/22		USD	1,656,970		CNH	11,107,000		101,203
Citibank N.A.*		10/14/22		CNH	12,651,203		USD	1,749,673		22,392
Citibank N.A.*		10/14/22		USD	1,870,879		HUF	796,017,425		32,062
Citibank N.A.*		10/20/22		USD	4,063,105		ILS	14,266,780		57,420
Citibank N.A.*		10/20/22		ILS	14,019,167		USD	4,052,952		(116,788	)
Citibank N.A.*		10/21/22		CAD	238,000		USD	173,231		(944	)
Citibank N.A.*		10/21/22		USD	383,605		AUD	557,534		26,916
Citibank N.A.*		10/21/22		USD	101,733		CHF	100,000		234
Citibank N.A.*		11/18/22		USD	397,524		RSD	46,140,575		11,637
Citibank N.A.*		11/25/22		EUR	1,583,000		USD	1,556,627		380
Citibank N.A.*		11/25/22		USD	3,519,552		GBP	3,109,000		45,615
Citibank N.A.*		12/09/22		USD	1,418,491		THB	53,896,000		(16,209	)

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

MassMutual Select T. Rowe Price Bond Asset Fund – Portfolio of Investments (Continued)

Counterparty	Settlement Date		Currency Purchased			Currency Sold			Unrealized Appreciation (Depreciation)
Citibank N.A.*		12/16/22		USD	187,778		RSD	22,154,963	$	2,600
Citibank N.A.*		12/16/22		USD	594,493		SGD	854,394		(944	)
Citibank N.A.*		1/13/23		CNH	1,564,000		USD	219,898		(378	)
Citibank N.A.*		1/13/23		USD	1,754,243		CNH	12,651,203		(21,454	)
Citibank N.A.*		1/19/23		USD	4,075,339		ILS	14,019,167		107,933
Citibank N.A.*		1/19/23		USD	807,718		INR	66,322,450		208
Deutsche Bank AG*		10/07/22		INR	106,125,875		USD	1,328,215		(24,088	)
Deutsche Bank AG*		11/25/22		USD	1,640,539		EUR	1,642,000		25,501
Deutsche Bank AG*		11/25/22		EUR	642,000		USD	656,246		(24,788	)
Deutsche Bank AG*		1/19/23		CLP	144,073,997		USD	146,399		(563	)
Deutsche Bank AG*		1/19/23		USD	47,474		INR	3,905,835		(82	)
Goldman Sachs International*		10/07/22		TWD	25,522,000		USD	801,052		2,933
Goldman Sachs International*		10/07/22		INR	98,379,966		USD	1,230,965		(22,023	)
Goldman Sachs International*		10/07/22		USD	426,967		TWD	12,480,258		33,818
Goldman Sachs International*		10/07/22		USD	961,210		INR	76,276,837		23,883
Goldman Sachs International*		10/07/22		CLP	427,750,646		USD	475,959		(34,188	)
Goldman Sachs International*		10/14/22		USD	24,893		CNH	166,903		1,515
Goldman Sachs International*		10/14/22		USD	715,889		MXN	14,476,000		(1,582	)
Goldman Sachs International*		11/25/22		GBP	2,844,000		USD	3,296,614		(118,782	)
Goldman Sachs International*		12/09/22		USD	885,410		THB	32,120,852		30,359
Goldman Sachs International*		12/16/22		USD	2,519,050		SGD	3,516,947		68,047
Goldman Sachs International*		1/19/23		CLP	135,065,414		USD	135,447		1,270
Goldman Sachs International*		1/19/23		USD	805,217		TWD	25,522,000		(6,011	)
Goldman Sachs International*		1/19/23		USD	48,608		INR	4,023,006		(374	)
HSBC Bank USA*		10/14/22		HUF	22,790,730		USD	56,694		(4,047	)
HSBC Bank USA*		10/14/22		USD	52,871		CNH	354,097		3,273
HSBC Bank USA*		10/14/22		CNH	8,694,538		USD	1,208,330		9,522
HSBC Bank USA*		11/25/22		EUR	494,000		USD	505,812		(19,924	)
HSBC Bank USA*		11/25/22		USD	17,922,269		EUR	17,343,180		863,870
HSBC Bank USA*		11/25/22		USD	7,837,048		GBP	6,456,436		622,748
HSBC Bank USA*		12/09/22		USD	430,286		THB	15,640,883		13,929
HSBC Bank USA*		12/09/22		USD	3,456,827		MYR	15,500,944		105,779
HSBC Bank USA*		1/13/23		USD	1,211,538		CNH	8,694,538		(8,810	)
JP Morgan Chase Bank N.A.*		10/14/22		CNH	3,928,258		USD	543,463		6,772
JP Morgan Chase Bank N.A.*		10/21/22		JPY	23,756,000		USD	164,400		(2	)
JP Morgan Chase Bank N.A.*		10/21/22		USD	296,327		NOK	2,939,186		26,374
JP Morgan Chase Bank N.A.*		12/09/22		MYR	133,555		USD	29,388		(516	)
JP Morgan Chase Bank N.A.*		1/13/23		USD	544,850		CNH	3,928,258		(6,512	)
Morgan Stanley & Co. LLC*		10/21/22		USD	7,155,674		JPY	986,662,772		327,714
Morgan Stanley & Co. LLC*		11/25/22		USD	268,195		EUR	259,631		12,828
Morgan Stanley & Co. LLC*		11/25/22		GBP	71,000		USD	81,314		(1,980	)
Morgan Stanley & Co. LLC*		12/02/22		USD	238,815		BRL	1,256,837		8,873
Royal Bank of Canada*		11/25/22		USD	31,335		EUR	31,127		719
State Street Bank and Trust*		10/14/22		ZAR	21,608,618		USD	1,256,737		(63,972	)
State Street Bank and Trust*		10/14/22		CNY	11,838,000		USD	1,714,365		(44,844	)
State Street Bank and Trust*		10/14/22		CZK	3,305,000		USD	134,986		(3,434	)
State Street Bank and Trust*		10/14/22		USD	122,044		MXN	2,589,874		(6,317	)
State Street Bank and Trust*		10/14/22		USD	2,874,249		CZK	71,276,340		37,163
State Street Bank and Trust*		10/14/22		USD	2,072,537		CNY	14,074,000		87,671

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

MassMutual Select T. Rowe Price Bond Asset Fund – Portfolio of Investments (Continued)

Counterparty	Settlement Date		Currency Purchased			Currency Sold			Unrealized Appreciation (Depreciation)
State Street Bank and Trust*		10/20/22		ILS	517,000		USD	155,840	$	(10,682	)
State Street Bank and Trust*		10/20/22		USD	101,370		ILS	344,000		4,785
State Street Bank and Trust*		10/21/22		CAD	1,456,000		USD	1,077,779		(23,786	)
State Street Bank and Trust*		10/21/22		JPY	269,431,909		USD	1,982,952		(118,414	)
State Street Bank and Trust*		10/21/22		AUD	154,000		USD	105,674		(7,151	)
State Street Bank and Trust*		10/21/22		USD	120,820		AUD	173,000		10,141
State Street Bank and Trust*		10/21/22		USD	4,003,263		CAD	5,245,697		205,920
State Street Bank and Trust*		10/21/22		USD	7,696,677		JPY	1,055,300,013		393,731
State Street Bank and Trust*		11/25/22		EUR	3,471,477		USD	3,466,033		(51,558	)
State Street Bank and Trust*		11/25/22		SEK	1,987,000		USD	187,694		(8,183	)
State Street Bank and Trust*		11/25/22		GBP	893,000		USD	1,040,907		(43,086	)
State Street Bank and Trust*		11/25/22		USD	17,380,079		EUR	16,824,696		831,651
UBS AG*		10/07/22		CLP	650,167,724		USD	682,770		(11,291	)
UBS AG*		10/07/22		USD	1,250,123		CLP	1,146,025,520		66,534
UBS AG*		10/07/22		USD	806,732		INR	64,196,159		17,858
UBS AG*		10/14/22		ZAR	5,491,971		USD	317,646		(14,497	)
UBS AG*		10/14/22		USD	1,098,665		ZAR	18,758,493		63,223
UBS AG*		10/14/22		USD	1,691,998		CNH	11,410,000		93,789
UBS AG*		10/14/22		USD	823,765		MXN	17,213,000		(29,359	)
UBS AG*		10/20/22		ILS	74,613		USD	22,135		(1,186	)
UBS AG*		10/21/22		JPY	30,161,652		USD	218,720		(9,994	)
UBS AG*		10/21/22		CHF	4,488,000		USD	4,630,302		(75,022	)
UBS AG*		10/21/22		USD	6,586,766		CAD	8,598,612		362,259
UBS AG*		10/21/22		USD	856,809		JPY	115,411,725		58,130
UBS AG*		10/21/22		CAD	55,820		USD	42,956		(2,548	)
UBS AG*		11/25/22		USD	2,331,176		SEK	23,272,029		228,720
UBS AG*		11/25/22		USD	35,770,143		EUR	34,600,076		1,738,213
UBS AG*		11/25/22		EUR	2,658,000		USD	2,633,871		(19,517	)
UBS AG*		12/02/22		USD	245,409		BRL	1,275,880		11,983
UBS AG*		12/09/22		USD	1,716,050		THB	61,084,517		89,993
UBS AG*		12/09/22		THB	58,756,000		USD	1,628,718		(64,646	)
UBS AG*		1/19/23		USD	840,148		INR	68,837,555		2,016
UBS AG*		1/19/23		USD	668,670		CLP	650,167,724		10,552
									$	7,620,289

Futures contracts

	Expiration Date		Number of Contracts		Notional Amount		Value/ Net Unrealized Appreciation/ (Depreciation)
Long
Euro-BOBL		12/08/22		71	$	8,547,583	$	(214,952	)
Euro-BTP		12/08/22		40		4,587,354		(197,514	)
Euro-Bund		12/08/22		28		3,977,915		(177,555	)
Australia 3 Year Bond		12/15/22		106		7,275,748		(50,525	)
Canada 10 Year Bond		12/19/22		43		3,894,854		(47,625	)
Korea 3 Year Bond		12/20/22		161		11,603,826		(139,033	)
U.S. Treasury Long Bond		12/20/22		237		30,997,505		(1,039,224	)

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

MassMutual Select T. Rowe Price Bond Asset Fund – Portfolio of Investments (Continued)

	Expiration Date		Number of Contracts		Notional Amount			Value/ Net Unrealized Appreciation/ (Depreciation)
U.S. Treasury Ultra 10 Year		12/20/22		93	$	11,665,523		$	(646,476	)
UK Long Gilt		12/28/22		4		477,783			(47,241	)
								$	(2,560,145	)
Short
Euro-Schatz		12/08/22		78	$	(8,268,730	)	$	76,619
U.S. Treasury Note 10 Year		12/20/22		20		(2,276,143	)		34,893
U.S. Treasury Note 2 Year		12/30/22		229		(47,055,872	)		21,419
								$	132,931

Centrally Cleared Credit Default Swaps - Buy Protection

Reference Obligation/Index	Rate Paid by Fund		Payment Frequency		Termination Date		Notional Amount			Value		Upfront Premium Paid/ (Received)		Unrealized Appreciation (Depreciation)
BASF Chemicals Co.		1.000%		Quarterly		6/20/2027		EUR	139,000	$	2,439	$	2,621	$	(182	)
iTraxx Europe Crossover Series 38†		1.000%		Quarterly		12/20/2027		EUR	8,025,000		176,432		123,033		53,399
iTraxx Europe Crossover Series 38†		5.000%		Quarterly		12/20/2027		EUR	3,735,000		197,425		142,275		55,150
Lanxess Chemicals Co.		1.000%		Quarterly		12/20/2027		EUR	400,000		32,724		33,676		(952	)
										$	409,020	$	301,605	$	107,415

Centrally Cleared Credit Default Swaps - Sell Protection††

Reference Obligation/ Index	Rate Received by Fund		Payment Frequency		Termination Date		Credit Rating		Notional Amount			Value			Upfront Premium Paid/ (Received)			Unrealized Appreciation (Depreciation)
Republic of Indonesia		1.000%		Quarterly		12/20/27		NR**		USD	2,070,000	$	(87,970	)	$	(28,281	)	$	(59,689	)
Republic of Mexico		1.000%		Quarterly		12/20/27		NR**		USD	5,176,000	��	(219,968	)		(181,872	)		(38,096	)
CDX.NA.IG Series 39†		1.000%		Quarterly		12/20/27		BBB+**		USD	5,015,000		(17,485	)		(13,233	)		(4,252	)
												$	(325,423	)	$	(223,386	)	$	(102,037	)

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

MassMutual Select T. Rowe Price Bond Asset Fund – Portfolio of Investments (Continued)

OTC Credit Default Swaps-Sell Protection††

Reference Obligation/ Index	Rate Received by Fund		Payment Frequency		Counterparty	Credit Rating		Termination Date		Notional Amount			Value			Upfront Premium Paid/ (Received)			Unrealized Appreciation (Depreciation)
Republic of Greece		1.000%		Quarterly	Bank of America N.A.*		BB**		12/20/24		USD	151,000	$	(473	)	$	(4,578	)	$	4,105
Republic of Greece		1.000%		Quarterly	Bank of America N.A.*		BB**		12/20/24		USD	303,000		(950	)		(9,187	)		8,237
Republic of Greece		1.000%		Quarterly	Bank of America N.A.*		BB**		12/20/24		USD	152,000		(476	)		(10,490	)		10,014
Republic of Greece		1.000%		Quarterly	Bank of America N.A.*		BB**		12/20/29		USD	225,000		(17,305	)		(11,045	)		(6,260	)
Republic of Greece		1.000%		Quarterly	Bank of America N.A.*		BB**		12/20/29		USD	225,000		(17,305	)		(11,239	)		(6,066	)
Republic of Greece		1.000%		Quarterly	Barclays Bank PLC*		BB**		6/20/24		USD	135,000		(91	)		(8,192	)		8,101
Republic of Greece		1.000%		Quarterly	Barclays Bank PLC*		BB**		6/20/24		USD	67,500		(46	)		(3,879	)		3,833
Republic of Greece		1.000%		Quarterly	Barclays Bank PLC*		BB**		6/20/24		USD	67,500		(46	)		(3,879	)		3,833
Republic of Greece		1.000%		Quarterly	Barclays Bank PLC*		BB**		12/20/24		USD	450,000		(1,410	)		(2,504	)		1,094
Republic of Greece		1.000%		Quarterly	Citibank N.A.*		BB**		6/20/25		USD	150,000		(1,187	)		(9,034	)		7,847
Republic of Greece		1.000%		Quarterly	Citibank N.A.*		BB**		6/20/25		USD	75,000		(594	)		(4,350	)		3,756
Republic of Greece		1.000%		Quarterly	Citibank N.A.*		BB**		12/20/25		USD	300,000		(3,768	)		(281	)		(3,487	)
Barclays Bank PLC		1.000%		Quarterly	JP Morgan Chase Bank N.A.*		A+**		6/20/24		EUR	100,000		80			1,278			(1,198	)
Republic of Greece		1.000%		Quarterly	Morgan Stanley & Co. LLC*		BB**		12/20/24		USD	134,000		(420	)		(993	)		573
Republic of Greece		1.000%		Quarterly	Morgan Stanley & Co. LLC*		BB**		6/20/25		USD	94,000		(744	)		(4,498	)		3,754
													$	(44,735	)	$	(82,871	)	$	38,136

Centrally Cleared Interest Rate Swaps

Paid by the Fund

Received by the Fund

Rate/ Reference

Frequency

Rate/
Reference

Frequency

Termination
Date

Notional
Amount

Value

Upfront
Premium
Paid/
(Received)

Unrealized
Appreciation
(Depreciation)

3-Month CNREPOFIX=CFXS-Reuters

Quarterly

Fixed 2.558%

Quarterly

7/17/25

CNY

30,000,000

30,245

—

30,245

3-Month CNREPOFIX=CFXS-Reuters

Quarterly

Fixed 2.600%

Quarterly

8/06/25

CNY

7,500,000

8,775

—

8,775

3-Month CNREPOFIX=CFXS-Reuters

Quarterly

Fixed 2.855%

Quarterly

11/24/25

CNY

26,575,000

57,122

—

57,122

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

MassMutual Select T. Rowe Price Bond Asset Fund – Portfolio of Investments (Continued)

Paid by the Fund			Received by the Fund
Rate/ Reference	Frequency		Rate/ Reference	Frequency		Termination Date		Notional Amount			Value			Upfront Premium Paid/ (Received)		Unrealized Appreciation (Depreciation)
3-Month CNREPOFIX=CFXS-Reuters		Quarterly	Fixed 2.605%		Quarterly		1/15/26		CNY	58,525,000	$	61,853		$	—	$	61,853
3-Month CNREPOFIX=CFXS-Reuters		Quarterly	Fixed 2.780%		Quarterly		6/28/26		CNY	9,775,000		17,509			—		17,509
3-Month CNREPOFIX=CFXS-Reuters		Quarterly	Fixed 2.560%		Quarterly		7/28/26		CNY	2,800,000		1,899			—		1,899
3-Month CNREPOFIX=CFXS-Reuters		Quarterly	Fixed 2.255%		Quarterly		1/26/27		CNY	24,350,000		(25,407	)		—		(25,407	)
3-Month CNREPOFIX=CFXS-Reuters		Quarterly	Fixed 2.355%		Quarterly		4/15/27		CNY	37,000,000		(19,687	)		—		(19,687	)
3-Month CNREPOFIX=CFXS-Reuters		Quarterly	Fixed 2.440%		Quarterly		7/27/27		CNY	5,400,000		(1,452	)		—		(1,452	)
6-Month PRIBOR		Semi-Annually	Fixed 6.180%		Annually		6/21/27		CZK	6,266,000		6,420			—		6,420
6-Month PRIBOR		Semi-Annually	Fixed 6.180%		Annually		6/21/27		CZK	6,266,000		6,420			—		6,420
6-Month PRIBOR		Semi-Annually	Fixed 6.333%		Annually		6/22/27		CZK	12,494,000		15,869			—		15,869
6-Month PRIBOR		Semi-Annually	Fixed 6.285%		Annually		6/22/27		CZK	6,304,000		7,523			—		7,523
6-Month EURIBOR		Semi-Annually	Fixed -0.001%		Annually		10/20/25		EUR	690,000		(59,537	)		—		(59,537	)
6-Month EURIBOR		Semi-Annually	Fixed -0.001%		Annually		11/04/25		EUR	1,030,000		(88,106	)		—		(88,106	)
6-Month EURIBOR		Semi-Annually	Fixed -0.057%		Annually		5/19/28		EUR	1,060,000		(163,846	)		—		(163,846	)
6-Month EURIBOR		Semi-Annually	Fixed -0.101%		Annually		6/01/28		EUR	500,000		(78,796	)		—		(78,796	)
6-Month EURIBOR		Semi-Annually	Fixed -0.100%		Annually		6/03/28		EUR	365,000		(57,524	)		—		(57,524	)
6-Month EURIBOR		Semi-Annually	Fixed 0.830%		Annually		3/02/32		EUR	4,300,000		(778,373	)		—		(778,373	)
6-Month EURIBOR		Semi-Annually	Fixed 1.222%		Annually		4/04/32		EUR	1,350,000		(205,465	)		—		(205,465	)
6-Month EURIBOR		Semi-Annually	Fixed 1.626%		Annually		4/21/32		EUR	946,000		(113,076	)		—		(113,076	)
6-Month EURIBOR		Semi-Annually	Fixed 1.640%		Annually		5/02/32		EUR	950,000		(112,615	)		—		(112,615	)
28 Day-MXN-TIIE-Banxico		Monthly	Fixed 5.499%		Monthly		5/04/27		MXN	15,000,000		(106,130	)		—		(106,130	)
Fixed 3.090%		Annually	6-Month WIBOR		Semi-Annually		2/20/28		PLN	1,070,000		37,001			—		37,001
Fixed 2.850%		Annually	6-Month WIBOR		Semi-Annually		4/06/28		PLN	100,000		3,733			—		3,733

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

MassMutual Select T. Rowe Price Bond Asset Fund – Portfolio of Investments (Continued)

Paid by the Fund			Received by the Fund
Rate/ Reference	Frequency		Rate/ Reference	Frequency		Termination Date		Notional Amount			Value			Upfront Premium Paid/ (Received)		Unrealized Appreciation (Depreciation)
Fixed 2.920%		Annually	6-Month WIBOR		Semi-Annually		5/07/28		PLN	200,000	$	7,408		$	—	$	7,408
Fixed 3.030%		Annually	6-Month WIBOR		Semi-Annually		5/18/28		PLN	300,000		10,853			—		10,853
Fixed 1.715%		Annually	6-Month WIBOR		Semi-Annually		9/24/29		PLN	1,700,000		96,419			—		96,419
Fixed 1.780%		Annually	6-Month WIBOR		Semi-Annually		10/22/29		PLN	823,529		46,416			—		46,416
Fixed 1.775%		Annually	6-Month WIBOR		Semi-Annually		10/22/29		PLN	1,176,471		66,373			—		66,373
											$	(1,328,176	)	$	—	$	(1,328,176	)

*	Contracts are subject to a master netting agreement or similar agreement.

Rating represents a weighted average of the ratings of all securities included in the underlying index for the credit default swap. Ratings used in the weighted average are from Moody’s Investors Service, Inc., S&P Global Ratings, or Fitch Ratings, whichever is the highest for each constituent. All ratings are as of the report date and do not reflect subsequent changes.

†	Payment is based on a percentage of the index. Reference entities are a number of individual issuers comprising the index.

††

For each credit derivative with sold protection, the credit ratings of the entities referenced, as rated by any rating organization, are included in the equivalent S&P Global Ratings. The reference entity rating represents the likelihood of a potential payment by the Fund if the referenced entity experiences a credit event as of period end. Notional amounts represent the maximum potential amount of future payments (undiscounted) the Fund could be required to make under the credit derivatives with sold protection.

Currency Legend

AUD	Australian Dollar

BRL	Brazilian Real

CAD	Canadian Dollar

CHF	Swiss Franc

CLP	Chilean Peso

CNH	Offshore Chinese Yuan

CNY	Chinese Yuan Renminbi

CZK	Czech Koruna

EUR

Euro

GBP	British Pound

HUF	Hungarian Forint

ILS	Israeli Shekel

INR	Indian Rupee

JPY	Japanese Yen

KRW	South Korean Won

MXN	Mexican Peso

MYR	Malaysian Ringgit

NOK	Norwegian Krone

PLN	Polish Zloty

RSD	Serbian dinar

SEK	Swedish Krona

SGD	Singapore Dollar

THB

Thai Baht

TWD	Taiwan Dollar

USD	U.S. Dollar

ZAR	South African Rand

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

MassMutual Select T. Rowe Price Emerging Markets Bond Fund – Portfolio of Investments

September 30, 2022

	Principal Amount		Value
BONDS & NOTES — 94.4%
CORPORATE DEBT — 31.9%
Bermuda — 0.3%
Ooredoo International Finance Ltd.
2.625% 4/08/31 ^(a)	$	260,000	$	214,760
Brazil — 0.8%
Globo Comunicacao e Participacoes SA
4.875% 1/22/30 ^(a)		850,000		639,625
British Virgin Islands — 0.3%
State Grid Overseas Investment BVI Ltd.
3.500% 5/04/27 ^(a)		200,000		190,770
Canada — 0.3%
MEGlobal Canada ULC
5.875% 5/18/30 ^(a)		200,000		198,000
Cayman Islands — 2.3%
Cosan Overseas Ltd.
8.250% ^(a) ^(b)		100,000		98,250
DP World Crescent Ltd.
3.875% 7/18/29 ^(a)		300,000		271,154
H World Group Ltd., Convertible,
3.000% 5/01/26		129,000		140,392
Health & Happiness H&H International Holdings Ltd.
5.625% 10/24/24 ^(a)		200,000		159,000
Lamar Funding Ltd.
3.958% 5/07/25 ^(a)		500,000		464,343
Lima Metro Line 2 Finance Ltd.
5.875% 7/05/34 ^(a)		96,012		90,911
Sea Ltd., Convertible,
0.250% 9/15/26 ^(c)		305,000		211,213
Tencent Holdings Ltd.
3.290% 6/03/60 ^(a)		200,000		113,940
3.840% 4/22/51 ^(a)		275,000		179,603
				1,728,806
Chile — 3.1%
AES Andes SA 5 year USD Swap + 4.644%
7.125% VRN 3/26/79 ^(a)		650,000		570,001
Agrosuper SA
4.600% 1/20/32 ^(a)		200,000		161,964
Banco Santander Chile
3.177% 10/26/31 ^(a)		375,000		297,566
Celulosa Arauco y Constitucion SA
4.200% 1/29/30 ^(a)		200,000		164,000
5.150% 1/29/50 ^(a)		250,000		176,375
Corp. Nacional del Cobre de Chile
3.150% 1/14/30 ^(a)		200,000		166,716

	Principal Amount		Value
Empresa De Los Ferrocarr
3.068% 8/18/50 ^(a)	$	450,000	$	252,931
Empresa de Transporte de Pasajeros Metro SA
3.693% 9/13/61 ^(a)		200,000		117,026
4.700% 5/07/50 ^(a)		200,000		150,720
VTR Comunicaciones SpA
4.375% 4/15/29 ^(a)		250,000		155,000
5.125% 1/15/28 ^(a)		200,000		135,000
				2,347,299
Colombia — 1.8%
Banco Davivienda SA 10 year CMT + 5.097%
6.650% VRN ^(a) ^(b)		400,000		292,493
Banco de Bogota SA
6.250% 5/12/26 ^(a)		250,000		233,750
Bancolombia SA 5 year CMT + 2.944%
4.625% VRN 12/18/29 ^(c)		200,000		168,000
Ecopetrol SA
4.625% 11/02/31		355,000		247,790
5.875% 5/28/45		745,000		452,513
				1,394,546
Hong Kong — 0.2%
Lenovo Group Ltd.
3.421% 11/02/30 ^(a)		200,000		151,642
India — 1.4%
Adani International Container Terminal Pvt Ltd.
3.000% 2/16/31 ^(a)		515,625		395,957
Adani Ports & Special Economic Zone Ltd.
4.200% 8/04/27 ^(a)		200,000		175,080
4.375% 7/03/29 ^(a)		200,000		166,396
Bharti Airtel Ltd.
3.250% 6/03/31 ^(a)		400,000		320,492
				1,057,925
Indonesia — 0.9%
Bank Negara Indonesia Persero Tbk PT
3.750% 3/30/26 ^(a)		213,000		188,545
Pertamina Persero PT
5.625% 5/20/43 ^(a)		200,000		169,226
Perusahaan Perseroan Persero PT Perusahaan Listrik Negara
4.000% 6/30/50 ^(a)		200,000		120,300
6.150% 5/21/48 ^(a)		200,000		165,440
				643,511
Ireland — 0.4%
LCPR Senior Secured Financing DAC
5.125% 7/15/29 ^(a) ^(c)		400,000		301,227

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

MassMutual Select T. Rowe Price Emerging Markets Bond Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
Israel — 0.8%
ICL Group Ltd.
6.375% 5/31/38 ^(a)	$	150,000	$	142,722
ICL Group Ltd.
6.375% 5/31/38 ^(a)		200,000		190,296
Leviathan Bond Ltd.
6.125% 6/30/25 ^(a)		300,000		282,000
				615,018
Jamaica — 0.2%
TransJamaican Highway Ltd.
5.750% 10/10/36 ^(a)		144,155		115,950
Kazakhstan — 1.0%
KazMunayGas National Co. JSC
3.500% 4/14/33 ^(a)		400,000		262,744
5.750% 4/19/47 ^(a)		500,000		332,682
6.375% 10/24/48 ^(a)		230,000		159,879
				755,305
Mauritius — 0.5%
Greenko Power II Ltd.
4.300% 12/13/28 ^(a)		254,150		199,508
HTA Group Ltd/Mauritius
7.000% 12/18/25 ^(a)		200,000		173,500
				373,008
Mexico — 9.0%
Axtel SAB de CV
6.375% 11/14/24 ^(a)		200,000		139,915
Banco Mercantil Del Norte SA
5 year CMT + 4.967% 6.750% VRN ^(a) ^(b)		200,000		186,038
10 year CMT + 7.760% 8.375% VRN ^(a) ^(b)		200,000		183,000
BBVA Bancomer SA
5 year CMT + 2.650% 5.125% VRN 1/18/33 ^(a)		600,000		496,299
5 year CMT + 4.308% 5.875% VRN 9/13/34 ^(a)		200,000		171,147
Cemex SAB de CV
5.450% 11/19/29 ^(a)		200,000		178,750
Cometa Energia SA de CV
6.375% 4/24/35 ^(a)		350,400		316,041
Industrias Penoles SAB de CV
4.750% 8/06/50 ^(a)		200,000		142,400
Infraestructura Energetica Nova SAPI de CV
4.875% 1/14/48 ^(a)		300,000		206,178
Mexico City Airport Trust
5.500% 7/31/47 ^(a)		1,742,000		1,088,227

	Principal Amount		Value
Petroleos Mexicanos
4.500% 1/23/26	$	500,000	$	430,750
6.500% 3/13/27		1,200,000		1,005,000
6.500% 6/02/41		3,585,000		2,078,583
6.750% 9/21/47		400,000		223,208
				6,845,536
Netherlands — 0.7%
Minejesa Capital BV
5.625% 8/10/37 ^(a)		500,000		357,500
Petrobras Global Finance BV
5.500% 6/10/51 ^(c)		185,000		131,500
				489,000
Panama — 0.7%
Aeropuerto Internacional de Tocumen SA
4.000% 8/11/41 ^(a)		200,000		147,642
Banco General SA 10 year CMT + 3.665%
5.250% VRN ^(a) ^(b)		200,000		170,827
Banco Nacional de Panama
2.500% 8/11/30 ^(a)		310,000		227,479
				545,948
Paraguay — 0.2%
Telfon Celuar Del Paragu SA
5.875% 4/15/27 ^(a)		200,000		177,576
Peru — 0.2%
Consorcio Transmantaro SA
4.700% 4/16/34 ^(a)		200,000		172,613
Philippines — 1.2%
Globe Telecom, Inc.
3.000% 7/23/35 ^(a)		400,000		285,000
International Container Terminal Services, Inc.
4.750% 6/17/30 ^(a)		400,000		359,000
Manila Water Co., Inc.
4.375% 7/30/30 ^(a)		300,000		261,750
				905,750
Qatar — 0.4%
Qatar Energy
3.125% 7/12/41 ^(a)		450,000		328,179
Saudi Arabia — 1.1%
Saudi Arabian Oil Co.
3.500% 4/16/29 ^(a)		200,000		180,471
4.250% 4/16/39 ^(a)		800,000		685,000
				865,471
Sri Lanka — 0.2%
SriLankan Airlines Ltd.
7.000% 6/25/24 ^(a)		300,000		174,000

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

MassMutual Select T. Rowe Price Emerging Markets Bond Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
Thailand — 1.2%
Bangkok Bank PCL 5 year CMT + 1.900%
3.733% VRN 9/25/34 ^(a)	$	375,000	$	307,354
Bangkok Bank PCL/Hong Kong 5 year CMT + 2.150%
3.466% VRN 9/23/36 ^(a)		200,000		154,405
Thaioil Treasury Center Co. Ltd.
3.500% 10/17/49 ^(a)		600,000		345,156
3.500% 10/17/49 ^(a)		200,000		115,052
				921,967
United Arab Emirates — 1.4%
Acwa Power Management And Investments One Ltd.
5.950% 12/15/39 ^(a)		299,400		267,647
Emirates NBD Bank PJSC 6 year CMT + 3.656
6.125% ^(a) ^(b)		200,000		192,904
Oztel Holdings SPC Ltd.
6.625% 4/24/28 ^(a)		200,000		193,396
Ruwais Power Co. PJSC
6.000% 8/31/36 ^(a)		400,000		429,800
				1,083,747
United States — 0.9%
Citgo Holding, Inc.
9.250% 8/01/24 ^(a) ^(c)		165,000		163,795
Kosmos Energy Ltd.
7.125% 4/04/26 ^(a)		200,000		164,000
MercadoLibre, Inc., Convertible,
2.000% 8/15/28		90,000		177,165
Periama Holdings LLC
5.950% 4/19/26 ^(a)		200,000		172,500
				677,460
Venezuela — 0.4%
Petroleos de Venezuela SA
5.375% 4/12/27 ^(a) ^(d)		900,000		18,000
6.000% 5/16/24 ^(a) ^(d)		2,400,000		48,000
6.000% 11/15/26 ^(a) ^(d)		1,750,000		35,000
8.500% 10/27/20 ^(a) ^(d)		250,000		42,500
9.000% 11/17/21 ^(a) ^(d)		4,990,000		99,800
9.750% 5/17/35 ^(a) ^(d)		150,000		3,000
12.750% 2/17/22 ^(a) ^(d)		1,500,000		30,000
				276,300

TOTAL CORPORATE DEBT (Cost $33,759,610)				24,190,939

	Principal Amount		Value
SOVEREIGN DEBT OBLIGATIONS — 62.5%
Albania — 1.1%
Albania Government International Bond
3.500% 6/16/27 EUR ^(a) ^(e)	$	190,000	$	161,118
3.500% 11/23/31 EUR ^(a) ^(e)		600,000		429,074
3.500% 11/23/31 EUR ^(a) ^(e)		390,000		278,898
				869,090
Angola — 2.4%
Angolan Government International Bond
8.000% 11/26/29 ^(a)		200,000		150,044
8.250% 5/09/28 ^(a)		925,000		727,328
8.750% 4/14/32 ^(a)		200,000		147,900
9.125% 11/26/49 ^(a)		300,000		201,606
9.500% 11/12/25 ^(a)		600,000		559,620
				1,786,498
Argentina — 0.8%
Argentine Republic Government International Bond
0.000% 12/15/35		845,000		2,788
0.500% STEP 7/09/30		396,224		79,577
1.500% STEP 7/09/35		649,923		118,244
3.875% STEP 1/09/38		1,677,891		393,901
				594,510
Austria — 0.2%
Republic of Austria Government Bond
0.850% 6/30/20 EUR ^(a) ^(e)		400,000		166,742
Bahamas — 1.1%
Bahamas Government International Bond
6.000% 11/21/28 ^(a)		1,075,000		645,017
9.000% 6/16/29 ^(a)		300,000		208,113
				853,130
Bahrain — 2.9%
Bahrain Government International Bond
5.625% 5/18/34 ^(a)		900,000		703,436
6.750% 9/20/29 ^(a)		350,000		326,291
7.000% 10/12/28 ^(a)		1,075,000		1,030,119
7.500% 9/20/47 ^(a)		200,000		158,430
				2,218,276
Barbados — 0.1%
Barbados Government International Bond
6.500% 10/01/29 ^(a)		75,000		65,986
Benin — 0.3%
Benin Government International Bond
4.875% 1/19/32 EUR ^(a) ^(e)		340,000		226,678

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

MassMutual Select T. Rowe Price Emerging Markets Bond Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
Brazil — 0.2%
Brazilian Government International Bond
5.000% 1/27/45	$	240,000	$	174,292
Chile — 0.6%
Bonos de la Tesoreria de la Republica en pesos
4.700% 9/01/30 CLP ^(a) ^(e)		165,000,000		56,025
5.800% 6/01/24 CLP ^(a) ^(e)		100,000,000		99,984
Chile Government International Bond
3.500% 1/31/34		200,000		163,435
4.000% 1/31/52		200,000		146,129
				465,573
Colombia — 2.6%
Colombia Government International Bond
3.000% 1/30/30		800,000		572,969
3.125% 4/15/31		400,000		277,300
4.125% 5/15/51		925,000		496,648
4.500% 1/28/26		200,000		183,050
5.000% 6/15/45		350,000		211,924
5.625% 2/26/44		400,000		264,326
				2,006,217
Costa Rica — 0.2%
Costa Rica Government International Bond
5.625% 4/30/43 ^(a)		200,000		142,376
Dominican Republic — 5.6%
Dominican Republic International Bond
4.500% 1/30/30 ^(a)		655,000		514,965
4.875% 9/23/32 ^(a)		1,225,000		921,021
4.875% 9/23/32 ^(a)		950,000		714,261
5.500% 2/22/29 ^(a)		165,000		142,083
5.875% 1/30/60 ^(a)		1,175,000		774,387
6.500% 2/15/48 ^(a)		300,000		220,944
6.850% 1/27/45 ^(a)		1,250,000		971,416
				4,259,077
Ecuador — 1.5%
Ecuador Government International Bond
0.000% 7/31/30 ^(a)		165,446		47,456
1.500% STEP 7/31/40 ^(a)		408,900		119,603
2.500% STEP 7/31/35 ^(a)		1,358,550		447,102
2.500% STEP 7/31/35 ^(a)		50,000		16,455
5.500% STEP 7/31/30 ^(a)		1,002,100		471,805
				1,102,421

	Principal Amount		Value
Egypt — 1.7%
Egypt Government International Bond
5.875% 2/16/31 ^(a)	$	200,000	$	115,949
5.875% 2/16/31 ^(a)		200,000		115,950
6.588% 2/21/28 ^(a)		250,000		174,962
7.600% 3/01/29 ^(a)		275,000		192,026
8.500% 1/31/47 ^(a)		550,000		304,963
8.500% 1/31/47 ^(a)		640,000		354,866
				1,258,716
El Salvador — 0.8%
El Salvador Government International Bond
5.875% 1/30/25 ^(a)		715,000		386,100
6.375% 1/18/27 ^(a)		125,000		46,225
7.650% 6/15/35 ^(a)		100,000		33,132
7.650% 6/15/35 ^(a)		360,000		119,273
				584,730
Ghana — 0.2%
Ghana Government International Bond
8.125% 1/18/26 ^(a)		100,000		50,000
8.125% 1/18/26 ^(a)		200,000		100,000
				150,000
Guatemala — 0.9%
Guatemala Government Bond
4.875% 2/13/28 ^(a)		400,000		361,142
5.250% 8/10/29 ^(a)		200,000		179,173
5.375% 4/24/32 ^(a)		200,000		173,634
				713,949
Hungary — 0.3%
Hungary Government International Bond
2.125% 9/22/31 ^(a)		355,000		242,339
India — 2.1%
Export Import Bank of India
2.250% 1/13/31 ^(a)		205,000		153,717
3.250% 1/15/30 ^(a)		1,500,000		1,251,537
Export-Import Bank of India
2.250% 1/13/31 ^(a)		200,000		149,968
				1,555,222
Indonesia — 5.2%
Indonesia Government International Bond
4.625% 4/15/43 ^(a)		1,400,000		1,187,208
Perusahaan Penerbit SBSN Indonesia
3.800% 6/23/50 ^(a)		200,000		145,065
4.450% 2/20/29 ^(a)		775,000		742,062
4.550% 3/29/26 ^(a)		1,350,000		1,321,347

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

MassMutual Select T. Rowe Price Emerging Markets Bond Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
Perusahaan Penerbit SBSN Indonesia III
2.800% 6/23/30 ^(a)	$	650,000	$	548,438
				3,944,120
Ivory Coast — 2.6%
Ivory Coast Government International Bond
6.125% 6/15/33 ^(a)		2,200,000		1,672,000
6.625% 3/22/48 EUR ^(a) ^(e)		525,000		302,284
				1,974,284
Jamaica — 1.2%
Jamaica Government International Bond
6.750% 4/28/28		200,000		207,172
8.000% 3/15/39		500,000		546,721
8.000% 3/15/39		175,000		191,352
				945,245
Jordan — 1.6%
Jordan Government International Bond
5.850% 7/07/30 ^(a)		1,200,000		975,000
7.750% 1/15/28 ^(a)		240,000		226,548
				1,201,548
Lebanon — 0.1%
Lebanon Government International Bond
6.000% 1/27/23 ^(a) ^(d)		1,000,000		56,700
Mongolia — 0.7%
Mongolia Government International Bond
4.450% 7/07/31 ^(a)		750,000		519,451
Morocco — 2.2%
Morocco Government International Bond
3.000% 12/15/32 ^(a)		600,000		420,000
3.000% 12/15/32 ^(a)		625,000		437,500
4.000% 12/15/50 ^(a)		1,425,000		811,652
				1,669,152
Nigeria — 0.6%
Nigeria Government International Bond
7.875% 2/16/32 ^(a)		750,000		480,195
Oman — 3.6%
Oman Government International Bond
4.750% 6/15/26 ^(a)		600,000		558,750
4.750% 6/15/26 ^(a)		550,000		512,188
5.375% 3/08/27 ^(a)		200,000		187,819
5.625% 1/17/28 ^(a)		200,000		185,814
6.500% 3/08/47 ^(a)		390,000		304,919
6.750% 10/28/27 ^(a)		200,000		197,250
6.750% 10/28/27 ^(a)		400,000		394,500
6.750% 1/17/48 ^(a)		300,000		240,178
7.000% 1/25/51 ^(a)		200,000		164,797
				2,746,215

	Principal Amount		Value
Pakistan — 0.3%
Pakistan Government International Bond
7.875% 3/31/36 ^(a)	$	562,000	$	202,567
Panama — 0.9%
Panama Government International Bond
2.252% 9/29/32		650,000		458,939
4.500% 1/19/63		360,000		237,418
				696,357
Paraguay — 1.3%
Paraguay Government International Bond
4.950% 4/28/31 ^(a)		400,000		356,637
5.400% 3/30/50 ^(a)		600,000		443,830
5.400% 3/30/50 ^(a)		200,000		147,943
				948,410
Peru — 0.9%
Peruvian Government International Bond
2.780% 12/01/60		670,000		363,538
3.300% 3/11/41		300,000		206,875
3.550% 3/10/51		130,000		87,201
				657,614
Philippines — 0.7%
Philippine Government International Bond
2.650% 12/10/45		900,000		556,177
Qatar — 1.4%
Qatar Government International Bond
4.400% 4/16/50 ^(a)		200,000		175,752
4.400% 4/16/50 ^(a)		200,000		175,752
4.817% 3/14/49 ^(a)		800,000		740,000
				1,091,504
Romania — 1.9%
Romanian Government International Bond
2.625% 12/02/40 EUR ^(a) ^(e)		50,000		24,995
2.875% 4/13/42 EUR ^(a) ^(e)		125,000		62,784
3.000% 2/14/31 ^(a)		174,000		123,328
3.000% 2/14/31 ^(a)		500,000		354,391
3.375% 1/28/50 EUR ^(a) ^(e)		700,000		352,385
4.000% 2/14/51 ^(a)		160,000		88,806
4.000% 2/14/51 ^(a)		722,000		400,736
				1,407,425
Saudi Arabia — 1.1%
Saudi Government International Bond
2.750% 2/03/32 ^(a)		200,000		169,011
3.750% 1/21/55 ^(a)		400,000		295,319
5.000% 4/17/49 ^(a)		400,000		360,000
				824,330

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

MassMutual Select T. Rowe Price Emerging Markets Bond Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
Senegal — 1.8%
Senegal Government International Bond
4.750% 3/13/28 EUR ^(a) ^(e)	$	300,000	$	236,947
6.250% 5/23/33 ^(a)		200,000		149,988
6.250% 5/23/33 ^(a)		1,350,000		1,012,416
				1,399,351
Serbia — 1.5%
Serbia Government Bond
2.125% 12/01/30 ^(a)		200,000		130,400
2.125% 12/01/30 ^(a)		1,500,000		978,000
				1,108,400
South Africa — 1.8%
Republic of South Africa Government International Bond
5.650% 9/27/47		210,000		134,723
5.875% 4/20/32		425,000		350,673
6.250% 3/08/41		400,000		298,360
7.300% 4/20/52		760,000		579,500
				1,363,256
Sri Lanka — 0.8%
Sri Lanka Government International Bond
6.125% 6/03/25 ^(a)		200,000		53,686
6.125% 6/03/25 ^(a)		500,000		134,215
6.825% 7/18/26 ^(a)		200,000		50,163
6.850% 11/03/25 ^(a)		1,400,000		359,827
				597,891
Suriname — 0.6%
Suriname Government International Bond
9.250% 10/26/26 ^(a)		631,000		490,918
Turkey — 1.6%
Republic of Turkey
8.600% 9/24/27		275,000		256,768
Turkey Government International Bond
4.250% 4/14/26		200,000		164,375
4.875% 10/09/26		400,000		327,403
4.875% 4/16/43		450,000		253,350
6.000% 1/14/41		350,000		215,390
				1,217,286
Ukraine — 0.3%
Ukraine Government International Bond
0.000% FRN 8/01/41 ^(a) ^(f)		115,000		32,056
7.750% 9/01/27 ^(a)		800,000		157,200
8.994% 2/01/26 ^(a)		300,000		62,250
				251,506

	Principal Amount		Value
Uzbekistan — 1.4%
Republic of Uzbekistan International Bond
3.900% 10/19/31 ^(a)	$	298,000	$	208,600
3.900% 10/19/31 ^(a)		450,000		315,000
5.375% 2/20/29 ^(a)		200,000		167,200
5.375% 2/20/29 ^(a)		400,000		334,400
				1,025,200
Venezuela — 0.2%
Venezuela Government International Bond
7.750% 10/13/19 ^(a) ^(d)		1,000,000		65,000
9.250% 9/15/27 ^(d)		300,000		22,650
11.750% 10/21/26 ^(a) ^(d)		300,000		21,750
12.750% 8/23/22 ^(a) ^(d)		255,000		17,850
				127,250
Zambia — 0.6%
Zambia Government International Bond
5.375% 9/20/22 ^(a) ^(d)		1,025,000		481,750

TOTAL SOVEREIGN DEBT OBLIGATIONS (Cost $65,457,035)				47,419,924

TOTAL BONDS & NOTES (Cost $99,216,645)				71,610,863

	Number of Shares
MUTUAL FUNDS — 0.9%
Diversified Financial Services — 0.9%
United States — 0.9%
State Street Navigator Securities Lending Government Money Market Portfolio ^(g)		693,325		693,325

TOTAL MUTUAL FUNDS (Cost $693,325)				693,325

TOTAL LONG-TERM INVESTMENTS (Cost $99,909,970)				72,304,188

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

MassMutual Select T. Rowe Price Emerging Markets Bond Fund – Portfolio of Investments (Continued)

	Number of Shares		Value
SHORT-TERM INVESTMENTS — 3.4%
Mutual Fund — 1.7%
T. Rowe Price Government Reserve Investment Fund		1,319,119	$	1,319,119

	Principal Amount
Repurchase Agreement — 1.4%
Fixed Income Clearing Corp., Repurchase Agreement, dated 9/30/22, 0.830% due 10/03/22 ^(h)	$	1,038,451		1,038,451
U.S. Treasury Bill — 0.3%
U.S. Treasury Bill
1.962% 3/23/23 ⁽ⁱ⁾ ^(j)		30,000		29,478
2.491% 3/23/23 ⁽ⁱ⁾ ^(j)		20,000		19,652
2.698% 3/23/23 ⁽ⁱ⁾ ^(j)		210,000		206,348
				255,478

TOTAL SHORT-TERM INVESTMENTS (Cost $2,614,433)				2,613,048

TOTAL INVESTMENTS — 98.7% (Cost $102,524,403) ^(k)				74,917,236

Other Assets/(Liabilities) — 1.3%				975,588

NET ASSETS — 100.0%			$	75,892,824

Abbreviation Legend

FRN	Floating Rate Note

STEP	Step Up Bond

VRN	Variable Rate Note

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)

(b)	Security is perpetual and has no stated maturity date.

(c)

Denotes all or a portion of security on loan. The total value of securities on loan as of September 30, 2022, was $887,271 or 1.17% of net assets. The Fund received $214,377 of non-cash collateral (U.S. Treasury and/or Agency obligations) related to securities lending activity. This amount is not reflected on either the Portfolio of Investments or the Statement of Assets and Liabilities. (Note 2).

(d)	Security is currently in default due to bankruptcy or failure to make payment of principal or interest of the issuer. Income is not being accrued. At September 30, 2022, these securities amounted to a value of $942,000 or 1.24% of net assets.

(e)	The principal amount of the security is in foreign currency. The market value is in U.S. dollars.

(f)

(g)	Represents investment of security lending cash collateral. (Note 2).

(h)	Maturity value of $1,038,523. Collateralized by U.S. Government Agency obligations with a rate of 0.000%, maturity date of 3/30/23, and an aggregate market value, including accrued interest, of $1,059,227.

(i)	The rate shown represents yield-to-maturity.

(j)	All or a portion of this security is pledged/held as collateral for open derivatives. (Note 2).

(k)	See Note 6 for aggregate cost for federal tax purposes.

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

MassMutual Select T. Rowe Price Emerging Markets Bond Fund – Portfolio of Investments (Continued)

Forward contracts

Counterparty	Settlement Date		Currency Purchased			Currency Sold			Unrealized Appreciation (Depreciation)
Barclays Bank PLC*		11/25/22		EUR	88,242		USD	88,583	$	(1,791	)
BNP Paribas SA*		11/25/22		EUR	75,424		USD	75,501		(1,315	)
BNP Paribas SA*		12/09/22		USD	66,821		CLP	61,271,200		4,269
Citibank N.A.*		11/25/22		EUR	112,000		USD	108,172		1,989
Deutsche Bank AG*		11/25/22		EUR	75,908		USD	77,269		(2,608	)
Goldman Sachs International*		12/09/22		CLP	8,922,832		USD	9,167		(57	)
HSBC Bank USA*		11/25/22		USD	834,708		EUR	807,737		40,234
HSBC Bank USA*		11/25/22		EUR	113,000		USD	113,537		(2,392	)
Morgan Stanley & Co. LLC*		11/25/22		USD	821,929		EUR	795,681		39,313
Morgan Stanley & Co. LLC*		11/25/22		EUR	280,082		USD	283,352		(7,869	)
Morgan Stanley & Co. LLC*		12/09/22		USD	74,513		CLP	67,720,800		5,377
UBS AG*		11/25/22		USD	1,665,950		EUR	1,611,456		80,955
									$	156,105

Futures contracts

	Expiration Date		Number of Contracts		Notional Amount			Value/ Net Unrealized Appreciation/ (Depreciation)
Long
U.S. Treasury Ultra Bond		12/20/22		7	$	1,031,080		$	(72,080	)

Short
U.S. Treasury Note 10 Year		12/20/22		35	$	(4,068,732	)	$	146,544

Centrally Cleared Credit Default Swaps - Sell Protection††

Reference Obligation/ Index		Rate Received by Fund				Payment Frequency				Termination Date				Credit Rating				Notional Amount								Value				Upfront Premium Paid/ (Received)				Unrealized Appreciation (Depreciation)
CDX.NA.EM Series 38†			1.000%		Quarterly						12/20/27				Not Rated				USD				225,000			$	(22,175	)		$	(18,113	)		$	(4,062	)

*	Contracts are subject to a master netting agreement or similar agreement.

†	Payment is based on a percentage of the index. Reference entities are a number of individual issuers comprising the index.

††

For each credit derivative with sold protection, the credit ratings of the entities referenced, as rated by any rating organization, are included in the equivalent S&P Global Ratings. The reference entity rating represents the creditworthiness of the underlying issuer. As the credit rating declines, the likelihood of payment by the fund increases. Notional amounts represent the maximum potential amount of future payments (undiscounted) the Fund could be required to make under the credit derivatives with sold protection.

Currency Legend

CLP	Chilean Peso

EUR

Euro

USD	U.S. Dollar

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

MassMutual Select T. Rowe Price Large Cap Blend Fund – Portfolio of Investments

September 30, 2022

	Number of Shares		Value
EQUITIES — 95.9%
COMMON STOCK — 95.1%
Basic Materials — 0.8%
Chemicals — 0.8%
Air Products & Chemicals, Inc.		1,679	$	390,754
CF Industries Holdings, Inc.		2,172		209,055
FMC Corp.		1,499		158,444
Linde PLC		9,091		2,450,843
Nutrien Ltd.		121,689		10,146,429
PPG Industries, Inc.		600		66,414
RPM International, Inc.		3,107		258,844
The Sherwin-Williams Co.		8,423		1,724,609
				15,405,392
Forest Products & Paper — 0.0%
International Paper Co.		3,468		109,936
West Fraser Timber Co. Ltd.		786		56,977
				166,913
				15,572,305
Communications — 13.2%
Advertising — 0.2%
The Trade Desk, Inc. Class A ^(a)		68,243		4,077,520
Internet — 12.2%
Alphabet, Inc. Class A ^(a)		348,089		33,294,713
Alphabet, Inc. Class C ^(a)		667,889		64,217,527
Amazon.com, Inc. ^(a)		778,219		87,938,747
Booking Holdings, Inc. ^(a)		3,302		5,425,879
Coupang, Inc. ^(a)		202,820		3,381,009
DoorDash, Inc., Class A ^(a)		34,226		1,692,476
Expedia Group, Inc. ^(a)		42,683		3,998,970
Match Group, Inc. ^(a)		61,342		2,929,081
Meta Platforms, Inc. Class A ^(a)		66,242		8,987,715
Netflix, Inc. ^(a)		30,716		7,231,775
NortonLifeLock, Inc.		7,000		140,980
Sea Ltd. ADR ^(a)		54,758		3,069,186
Spotify Technology SA ^(a)		47,254		4,078,020
				226,386,078
Media — 0.3%
Charter Communications, Inc. Class A (a)		382		115,880
Comcast Corp. Class A		9,105		267,049
The Walt Disney Co. ^(a)		47,754		4,504,635
				4,887,564
Telecommunications — 0.5%
Arista Networks, Inc. ^(a)		2,400		270,936
Cisco Systems, Inc.		9,361		374,440
Corning, Inc.		11,843		343,684
Motorola Solutions, Inc.		28,477		6,377,994

	Number of Shares		Value
T-Mobile US, Inc. ^(a)		11,629	$	1,560,263
Verizon Communications, Inc.		16,114		611,848
				9,539,165
				244,890,327
Consumer, Cyclical — 9.6%
Airlines — 0.0%
Southwest Airlines Co. ^(a)		9,219		284,314
United Airlines Holdings, Inc. ^(a)		3,699		120,328
				404,642
Apparel — 0.0%
NIKE, Inc. Class B		8,579		713,087
Auto Manufacturers — 3.5%
Cummins, Inc.		15,295		3,112,686
Ferrari NV		42,788		7,915,780
PACCAR, Inc.		5,428		454,269
Rivian Automotive, Inc. Class A (a) (b)		766,190		25,215,313
Tesla, Inc. ^(a)		109,081		28,933,735
				65,631,783
Auto Parts & Equipment — 0.0%
Aptiv PLC ^(a)		546		42,703
Magna International, Inc.		3,080		146,053
				188,756
Home Builders — 0.0%
NVR, Inc. ^(a)		57		227,264
Leisure Time — 0.1%
Peloton Interactive, Inc. Class A ^(a) ^(b)		147,210		1,020,165
Lodging — 0.7%
Hilton Worldwide Holdings, Inc.		4,790		577,770
Las Vegas Sands Corp. ^(a)		147,539		5,535,663
Marriott International, Inc. Class A		10,790		1,512,110
MGM Resorts International		6,657		197,846
Wynn Resorts Ltd. ^(a)		70,391		4,436,745
				12,260,134
Retail — 5.3%
AutoZone, Inc. ^(a)		184		394,115
Burlington Stores, Inc. ^(a)		1,455		162,800
Carvana Co. ^(a)		43,162		876,189
Chipotle Mexican Grill, Inc. ^(a)		6,811		10,235,298
Costco Wholesale Corp.		7,103		3,354,534
Dollar General Corp.		45,377		10,884,127
Dollar Tree, Inc. ^(a)		1,631		221,979
Floor & Decor Holdings, Inc. Class A (a)		33,000		2,318,580
The Home Depot, Inc.		12,886		3,555,763
Lowe’s Cos., Inc.		2,888		542,395
Lululemon Athletica, Inc. ^(a)		6,105		1,706,714
McDonald’s Corp.		62,230		14,358,950

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

MassMutual Select T. Rowe Price Large Cap Blend Fund – Portfolio of Investments (Continued)

	Number of Shares		Value
O’Reilly Automotive, Inc. ^(a)		4,841	$	3,404,917
Ross Stores, Inc.		197,602		16,651,921
Starbucks Corp.		6,374		537,073
The TJX Cos., Inc.		68,133		4,232,422
Ulta Beauty, Inc. ^(a)		4,065		1,630,837
Walmart, Inc.		132,801		17,224,290
Yum! Brands, Inc.		55,402		5,891,449
				98,184,353
				178,630,184
Consumer, Non-cyclical — 24.1%
Agriculture — 1.2%
Altria Group, Inc.		8,055		325,261
Darling Ingredients, Inc. ^(a)		2,254		149,102
Philip Morris International, Inc.		261,175		21,680,137
				22,154,500
Beverages — 1.6%
The Coca-Cola Co.		109,351		6,125,843
Constellation Brands, Inc. Class A		9,566		2,197,119
Keurig Dr Pepper, Inc.		412,374		14,771,237
Monster Beverage Corp. ^(a)		55,887		4,859,933
PepsiCo, Inc.		6,623		1,081,271
				29,035,403
Biotechnology — 0.7%
Amgen, Inc.		1,118		251,997
Argenx SE ADR ^(a)		11,880		4,194,234
Biogen, Inc. ^(a)		1,521		406,107
Corteva, Inc.		2,680		153,162
Illumina, Inc. ^(a)		422		80,513
Moderna, Inc. ^(a)		21,506		2,543,085
Regeneron Pharmaceuticals, Inc. ^(a)		6,008		4,138,731
Vertex Pharmaceuticals, Inc. ^(a)		6,564		1,900,541
				13,668,370
Commercial Services — 1.1%
Ant International Co. Ltd., Class C (Acquired 6/07/18, Cost $1,171,890) ^(a) ^(c) ^(d) ^(e)		307,471		605,718
Block, Inc. ^(a)		35,571		1,842,096
Booz Allen Hamilton Holding Corp.		16,209		1,496,901
Bright Horizons Family Solutions, Inc. ^(a)		2,800		161,420
Cintas Corp.		5,537		2,149,408
CoStar Group, Inc. ^(a)		3,400		236,810
FleetCor Technologies, Inc. ^(a)		4,100		722,297
Global Payments, Inc.		37,105		4,009,195
S&P Global, Inc.		2,100		641,235
TransUnion		66,307		3,944,603
United Rentals, Inc. ^(a)		1,283		346,564
Verisk Analytics, Inc.		24,437		4,167,242

	Number of Shares		Value
WillScot Mobile Mini Holdings Corp. ^(a)		4,756	$	191,809
				20,515,298
Cosmetics & Personal Care — 0.8%
Colgate-Palmolive Co.		1,300		91,325
The Estee Lauder Cos., Inc. Class A		1,891		408,267
The Procter & Gamble Co.		112,328		14,181,410
				14,681,002
Food — 0.8%
Conagra Brands, Inc.		5,696		185,860
The Hershey Co.		7,672		1,691,446
Mondelez International, Inc. Class A		217,396		11,919,823
Sysco Corp.		18,872		1,334,439
				15,131,568
Health Care – Products — 4.5%
Abbott Laboratories		87,823		8,497,753
Align Technology, Inc. ^(a)		9,103		1,885,322
Avantor, Inc. ^(a)		134,375		2,633,750
The Cooper Cos., Inc.		468		123,505
Danaher Corp.		76,826		19,843,388
Insulet Corp. ^(a)		9,319		2,137,779
Intuitive Surgical, Inc. ^(a)		53,820		10,088,021
Medtronic PLC		4,499		363,294
PerkinElmer, Inc.		29,170		3,510,026
ResMed, Inc.		4,135		902,670
Steris PLC		15,032		2,499,521
Stryker Corp.		60,101		12,172,857
Thermo Fisher Scientific, Inc.		34,272		17,382,416
Waters Corp. ^(a)		4,666		1,257,627
West Pharmaceutical Services, Inc.		3,349		824,122
Zimmer Biomet Holdings, Inc.		3,600		376,380
				84,498,431
Health Care – Services — 6.4%
Centene Corp. ^(a)		230,790		17,957,770
Charles River Laboratories International, Inc. ^(a)		400		78,720
Elevance Health, Inc.		80,003		36,340,563
HCA Healthcare, Inc.		45,958		8,446,621
Humana, Inc.		17,724		8,599,508
Molina Healthcare, Inc. ^(a)		1,067		351,939
Quest Diagnostics, Inc.		16,961		2,080,945
UnitedHealth Group, Inc.		87,160		44,019,286
				117,875,352
Household Products & Wares — 0.0%
Avery Dennison Corp.		1,794		291,884
Kimberly-Clark Corp.		1,732		194,919
				486,803

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

MassMutual Select T. Rowe Price Large Cap Blend Fund – Portfolio of Investments (Continued)

	Number of Shares		Value
Pharmaceuticals — 7.0%
AbbVie, Inc.		118,028	$	15,840,538
AstraZeneca PLC Sponsored ADR		294,990		16,177,252
Becton Dickinson and Co.		156,123		34,788,888
Bristol-Myers Squibb Co.		2,161		153,625
Cigna Corp.		37,197		10,321,052
CVS Health Corp.		4,299		409,996
DexCom, Inc. ^(a)		4,324		348,255
Elanco Animal Health, Inc. ^(a)		27,840		345,494
Eli Lilly & Co.		56,457		18,255,371
Johnson & Johnson		150,225		24,540,756
McKesson Corp.		292		99,242
Merck & Co., Inc.		6,430		553,752
Pfizer, Inc.		17,078		747,333
Sanofi ADR		111,875		4,253,487
Viatris, Inc.		33,200		282,864
Zoetis, Inc.		14,350		2,127,961
				129,245,866
				447,292,593
Energy — 2.5%
Oil & Gas — 2.0%
Chevron Corp.		8,654		1,243,320
ConocoPhillips		11,775		1,205,054
EOG Resources, Inc.		4,702		525,354
Exxon Mobil Corp.		273,111		23,845,321
Hess Corp.		3,100		337,869
Marathon Petroleum Corp.		4,468		443,806
Pioneer Natural Resources Co.		1,173		253,990
TotalEnergies SE		193,738		9,119,232
TotalEnergies SE Sponsored ADR		11,088		515,814
				37,489,760
Oil & Gas Services — 0.1%
Halliburton Co.		18,851		464,112
Pipelines — 0.4%
TC Energy Corp.		132,449		5,336,370
The Williams Cos., Inc.		83,218		2,382,531
				7,718,901
				45,672,773
Financial — 11.1%
Banks — 3.3%
Bank of America Corp.		864,057		26,094,521
The Bank of New York Mellon Corp.		4,522		174,187
Citigroup, Inc.		4,300		179,181
Citizens Financial Group, Inc.		2,275		78,169
Fifth Third Bancorp		13,986		446,993
First Republic Bank		2,400		313,320
The Goldman Sachs Group, Inc.		7,545		2,211,062

	Number of Shares		Value
Huntington Bancshares, Inc.		46,327	$	610,590
JP Morgan Chase & Co.		54,445		5,689,503
Morgan Stanley		3,489		275,666
Signature Bank		1,620		244,620
State Street Corp.		4,199		255,341
SVB Financial Group ^(a)		642		215,571
US Bancorp		1,900		76,608
Wells Fargo & Co.		577,736		23,236,542
				60,101,874
Diversified Financial Services — 2.4%
American Express Co.		3,600		485,676
Apollo Global Management, Inc.		3,116		144,894
Blue Owl Capital, Inc. ^(b)		7,112		65,644
The Charles Schwab Corp.		57,238		4,113,695
CME Group, Inc.		1,827		323,617
Intercontinental Exchange, Inc.		4,775		431,421
Maplebear, Inc. (Non-Voting) (Acquired 8/07/20, Cost $14,781) ^(a) ^(c) ^(d) ^(e)		319		15,465
Maplebear, Inc. (Voting) (Acquired 8/07/20, Cost $282,637) ^(a) ^(c) ^(d) ^(e)		6,100		295,728
Mastercard, Inc. Class A		56,773		16,142,835
Visa, Inc. Class A		128,299		22,792,317
				44,811,292
Insurance — 4.3%
The Allstate Corp.		26,003		3,238,154
American International Group, Inc.		123,465		5,862,118
Assurant, Inc.		2,321		337,172
Berkshire Hathaway, Inc. Class B ^(a)		7,327		1,956,455
Chubb Ltd.		127,518		23,192,974
Corebridge Financial, Inc. ^(a)		59,473		1,171,023
Equitable Holdings, Inc.		14,525		382,734
The Hartford Financial Services Group, Inc.		90,051		5,577,759
Marsh & McLennan Cos., Inc.		1,821		271,857
MetLife, Inc.		133,349		8,104,952
The Progressive Corp.		133,662		15,532,861
RenaissanceRe Holdings Ltd.		3,463		486,170
The Travelers Cos., Inc.		89,748		13,749,394
Voya Financial, Inc.		3,464		209,572
				80,073,195
Private Equity — 0.0%
Ares Management Corp. Class A		1,294		80,163
Real Estate Investment Trusts (REITS) — 1.1%
Alexandria Real Estate Equities, Inc.		947		132,760
American Homes 4 Rent Class A		1,700		55,777
American Tower Corp.		1,641		352,323
AvalonBay Communities, Inc.		15,270		2,812,581

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

MassMutual Select T. Rowe Price Large Cap Blend Fund – Portfolio of Investments (Continued)

	Number of Shares		Value
Camden Property Trust		491	$	58,650
Equinix, Inc.		846		481,239
Equity LifeStyle Properties, Inc.		1,601		100,607
Equity Residential		32,146		2,160,854
Essex Property Trust, Inc.		697		168,834
Extra Space Storage, Inc.		1,237		213,642
Prologis, Inc.		98,071		9,964,013
Public Storage		854		250,060
Rexford Industrial Realty, Inc.		3,032		157,664
SBA Communications Corp.		3,344		951,869
Simon Property Group, Inc.		2,665		239,184
Sun Communities, Inc.		196		26,525
Welltower, Inc.		4,199		270,080
Weyerhaeuser Co.		83,825		2,394,042
				20,790,704
				205,857,228
Industrial — 7.2%
Aerospace & Defense — 2.1%
Airbus SE		55,833		4,823,540
The Boeing Co. ^(a)		4,283		518,586
L3 Harris Technologies, Inc.		75,680		15,728,575
Northrop Grumman Corp.		20,238		9,518,336
Raytheon Technologies Corp.		626		51,244
Teledyne Technologies, Inc. ^(a)		23,611		7,968,004
TransDigm Group, Inc.		183		96,042
				38,704,327
Building Materials — 0.0%
Vulcan Materials Co.		1,328		209,439
Electrical Components & Equipment — 0.3%
AMETEK, Inc.		498		56,478
Emerson Electric Co.		16,454		1,204,762
Generac Holdings, Inc. ^(a)		22,835		4,067,827
				5,329,067
Electronics — 1.1%
Agilent Technologies, Inc.		2,664		323,809
Amphenol Corp. Class A		97		6,495
Fortive Corp.		3,170		184,811
Honeywell International, Inc.		50,577		8,444,842
Hubbell, Inc.		38,758		8,643,034
Mettler-Toledo International, Inc. ^(a)		1,490		1,615,339
TE Connectivity Ltd.		16,990		1,875,016
				21,093,346
Environmental Controls — 0.5%
Republic Services, Inc.		65,027		8,846,273
Waste Connections, Inc.		3,828		517,278
				9,363,551

	Number of Shares		Value
Hand & Machine Tools — 0.0%
Stanley Black & Decker, Inc.		3,300	$	248,193
Machinery – Diversified — 0.3%
Dover Corp.		7,909		922,031
IDEX Corp.		6,245		1,248,063
Ingersoll Rand, Inc.		56,188		2,430,693
Otis Worldwide Corp.		3,630		231,594
Rockwell Automation, Inc.		1,200		258,132
				5,090,513
Miscellaneous - Manufacturing — 1.6%
Eaton Corp. PLC		85,704		11,429,485
General Electric Co.		202,746		12,552,005
Siemens AG Registered		38,652		3,825,523
Textron, Inc.		3,948		230,011
Trane Technologies PLC		3,898		564,469
				28,601,493
Packaging & Containers — 0.1%
Ball Corp.		3,180		153,658
Packaging Corp. of America		11,446		1,285,271
Sealed Air Corp.		5,691		253,306
WestRock Co.		2,187		67,557
				1,759,792
Transportation — 1.2%
Canadian Pacific Railway Ltd.		5,180		345,610
CSX Corp.		379,339		10,105,591
FedEx Corp.		26,430		3,924,062
J.B. Hunt Transport Services, Inc.		1,258		196,776
Norfolk Southern Corp.		8,714		1,826,890
Old Dominion Freight Line, Inc.		18,538		4,611,698
Saia, Inc. ^(a)		906		172,140
Union Pacific Corp.		4,028		784,735
United Parcel Service, Inc. Class B		1,969		318,072
				22,285,574
				132,685,295
Technology — 20.8%
Computers — 4.7%
Accenture PLC Class A		19,633		5,051,571
Apple, Inc.		599,040		82,787,328
Cognizant Technology Solutions Corp. Class A		2,257		129,642
Fortinet, Inc. ^(a)		6,725		330,399
Pure Storage, Inc. Class A ^(a)		5,105		139,724
				88,438,664
Semiconductors — 4.1%
Advanced Micro Devices, Inc. ^(a)		134,653		8,531,614
Analog Devices, Inc.		16,229		2,261,349
Applied Materials, Inc.		26,358		2,159,511
ASML Holding NV		31,836		13,223,082

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

MassMutual Select T. Rowe Price Large Cap Blend Fund – Portfolio of Investments (Continued)

	Number of Shares		Value
Broadcom, Inc.		18,267	$	8,110,731
KLA Corp.		50,728		15,351,815
Lam Research Corp.		400		146,400
Marvell Technology, Inc.		5,708		244,930
Monolithic Power Systems, Inc.		500		181,700
NVIDIA Corp.		127,300		15,452,947
ON Semiconductor Corp. ^(a)		6,500		405,145
QUALCOMM, Inc.		55,970		6,323,491
Texas Instruments, Inc.		20,545		3,179,955
				75,572,670
Software — 12.0%
Activision Blizzard, Inc.		4,010		298,103
Adobe, Inc. ^(a)		2,000		550,400
Atlassian Corp. PLC Class A ^(a)		27,839		5,862,615
Bill.com Holdings, Inc. ^(a)		8,378		1,108,996
Black Knight, Inc. ^(a)		92,927		6,015,165
Broadridge Financial Solutions, Inc.		16,296		2,351,839
Cadence Design Systems, Inc. ^(a)		13,117		2,143,711
Canva, Inc. (Acquired 12/17/21-12/22/21, Cost $872,531) ^(a) ^(c) ^(d) ^(e)		512		488,934
Celonis SE, Escrow Shares (Acquired 8/12/22, Cost $479) ^(a) ^(c) ^(d) ^(e)		479		479
Celonis SE (Acquired 6/17/21, Cost $435,243) ^(a) ^(c) ^(d) ^(e)		1,177		435,243
Ceridian HCM Holding, Inc. ^(a)		45,433		2,538,796
The Descartes Systems Group, Inc. ^(a)		1,800		114,354
Electronic Arts, Inc.		12,713		1,471,021
Epic Games, Inc. (Acquired 6/18/20-3/29/21, Cost $2,419,150) ^(a) ^(c) ^(d) ^(e)		3,660		3,037,727
Fiserv, Inc. ^(a)		223,517		20,914,486
HashiCorp, Inc. Class A ^(a)		8,525		274,420
Intuit, Inc.		51,738		20,039,162
Microsoft Corp.		505,254		117,673,657
MongoDB, Inc. ^(a)		8,964		1,779,892
MSCI, Inc.		639		269,524
Roper Technologies, Inc.		18,182		6,538,974
Salesforce, Inc. ^(a)		92,650		13,326,776
SentinelOne Inc. Class A ^(a)		114,058		2,915,322
ServiceNow, Inc. ^(a)		27,765		10,484,342
Stripe, Inc., Class B (Acquired 12/17/19, Cost $295,694) ^(a) ^(c) ^(d) ^(e)		18,846		434,212
Synopsys, Inc. ^(a)		1,950		595,745
Veeva Systems, Inc. Class A ^(a)		681		112,283
Workday, Inc. Class A ^(a)		919		139,890
Zoom Video Communications, Inc. Class A ^(a)		1,670		122,895
				222,038,963
				386,050,297

	Number of Shares		Value
Utilities — 5.8%
Electric — 5.7%
Ameren Corp.		95,798	$	7,716,529
American Electric Power Co., Inc.		112,862		9,756,920
CMS Energy Corp.		2,389		139,135
Dominion Energy, Inc.		276,744		19,125,778
DTE Energy Co.		53,077		6,106,509
Duke Energy Corp.		21,011		1,954,443
Exelon Corp.		113,347		4,245,979
FirstEnergy Corp.		36,310		1,343,470
NextEra Energy, Inc.		15,092		1,183,364
PG&E Corp. ^(a)		37,247		465,588
Sempra Energy		86,442		12,961,113
The Southern Co.		468,519		31,859,292
WEC Energy Group, Inc.		29,863		2,670,648
Xcel Energy, Inc.		77,355		4,950,720
				104,479,488
Gas — 0.1%
NiSource, Inc.		87,006		2,191,681
				106,671,169

TOTAL COMMON STOCK (Cost $1,961,198,750)				1,763,322,171

PREFERRED STOCK — 0.8%
Consumer, Cyclical — 0.5%
Auto Manufacturers — 0.4%
Dr Ing hc F Porsche AG		44,875		3,628,329
Nuro, Inc., Series C (Acquired 10/30/20-3/21/21, Cost $1,236,023) ^(a) ^(c) ^(d) ^(e)		94,681		1,973,694
Nuro, Inc., Series D (Acquired 10/29/21, Cost $487,977) ^(a) ^(c) ^(d) ^(e)		23,409		487,977
Waymo LLC, Series A-2 (Acquired 5/08/20, Cost $748,934) ^(a) ^(c) ^(d) ^(e)		8,722		799,999
				6,889,999
Auto Parts & Equipment — 0.1%
GM Cruise Holdings, LLC, Class F (Acquired 5/07/19, Cost $921,625) ^(a) ^(c) ^(d) ^(e)		50,500		1,464,500
GM Cruise Holdings, LLC, Class G (Acquired 1/21/21, Cost $979,851) ^(a) ^(c) ^(d) ^(e)		37,186		1,078,394
				2,542,894

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

MassMutual Select T. Rowe Price Large Cap Blend Fund – Portfolio of Investments (Continued)

	Number of Shares		Value
Consumer, Non-cyclical — 0.1%
Commercial Services — 0.1%
Redwood Materials, Inc., Series C, (Acquired 5/28/21, Cost $1,059,705) ^(a) ^(c) ^(d) ^(e)		22,355	$	1,743,690
Financial — 0.0%
Investment Companies — 0.0%
Maplebear, Inc., Series A (Acquired 11/18/20, Cost $53,081) ^(a) ^(c) ^(d) ^(e)		870		42,178
Maplebear, Inc., Series G (Acquired 7/02/20, Cost $599,129) ^(a) ^(c) ^(d) ^(e)		12,458		603,964
Maplebear, Inc., Series I, (Acquired 2/26/21, Cost $240,750) ^(a) ^(c) ^(d) ^(e)		1,926		93,372
				739,514
				739,514
Industrial — 0.0%
Electrical Components & Equipment — 0.0%
Sila Nanotechnologies, Inc., Series F (Acquired 1/07/21, Cost $760,988) ^(a) ^(c) ^(d) ^(e)		18,438		574,712
Technology — 0.2%
Software — 0.2%
Canva, Inc., Series A (Acquired 12/17/21, Cost $49,421) ^(a) ^(c) ^(d) ^(e)		29		27,694
Canva, Inc., Series A-3 (Acquired 12/17/21, Cost $13,633) ^(a) ^(c) ^(d) ^(e)		8		7,640
Celonis SE, Series D (Acquired 6/17/21, Cost $1,135,255) ^(a) ^(c) ^(d) ^(e)		3,070		1,135,255
Formagrid, Inc., Series F (Acquired 12/08/21, Cost $1,130,824) ^(a) ^(c) ^(d) ^(e)		6,038		635,258
Rappi, Inc., Series E (Acquired 9/08/20-9/24/20, Cost $1,092,516) ^(a) ^(c) ^(d) ^(e)		18,286		942,278
				2,748,125
				2,748,125

TOTAL PREFERRED STOCK (Cost $14,139,138)				15,238,934

TOTAL EQUITIES (Cost $1,975,337,888)				1,778,561,105

	Principal Amount		Value
BONDS & NOTES — 0.0%
CORPORATE DEBT — 0.0%
Commercial Services — 0.0%
Redwood Materials, Inc., Promissory Note (Acquired 6/17/22, Cost $50,373), 0.010% 9/24/23 ^(a) ^(c) ^(d) ^(e)	$	50,373	$	50,373
Software — 0.0%
Celonis SE, Series D Unfunded Commitment (Acquired 8/31/22, Cost $0), 3.000% 1/01/24 ^(a) ^(c) ^(d) ^(e)		170,734		—

TOTAL CORPORATE DEBT (Cost $50,373)				50,373

TOTAL BONDS & NOTES (Cost $50,373)				50,373

TOTAL LONG-TERM INVESTMENTS (Cost $1,975,388,261)				1,778,611,478

	Number of Shares
SHORT-TERM INVESTMENTS — 4.1%
Mutual Fund — 4.0%
T. Rowe Price Government Reserve Investment Fund		74,827,930		74,827,930

	Principal Amount
Repurchase Agreement — 0.1%
Fixed Income Clearing Corp., Repurchase Agreement, dated 9/30/22, 0.830%, due 10/03/22 ^(f)	$	997,435		997,435

TOTAL SHORT-TERM INVESTMENTS (Cost $75,825,365)				75,825,365

TOTAL INVESTMENTS — 100.0% (Cost $2,051,213,626) ^(g)				1,854,436,843

Other Assets/(Liabilities) — (0.0)%				(576,372	)

NET ASSETS — 100.0%			$	1,853,860,471

Abbreviation Legend

ADR	American Depositary Receipt

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

MassMutual Select T. Rowe Price Large Cap Blend Fund – Portfolio of Investments (Continued)

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Non-income producing security.

(b)

Denotes all or a portion of security on loan. The total value of securities on loan as of September 30, 2022, was $25,197,620 or 1.36% of net assets. The Fund received $25,836,077 of non-cash collateral (U.S. Treasury and/or Agency obligations) related to securities lending activity. This amount is not reflected on either the Portfolio of Investments or the Statement of Assets and Liabilities. (Note 2).

(c)	Investment is valued using significant unobservable inputs.

(d)	Restricted security. Certain securities are restricted as to resale. At September 30, 2022, these securities amounted to a value of $16,974,484 or 0.92% of net assets. The Fund generally bears the costs, if any, associated with the disposition of restricted securities.

(e)	This security is fair valued in good faith in accordance with procedures approved by the Board of Trustees. At September 30, 2022, these securities amounted to a value of $16,974,484 or 0.92% of net assets.

(f)	Maturity value of $997,504. Collateralized by U.S. Government Agency obligations with a rate of 0.000%, maturity date of 3/30/23, and an aggregate market value, including accrued interest, of $1,017,435.

(g)	See Note 6 for aggregate cost for federal tax purposes.

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

MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund – Portfolio of Investments

September 30, 2022

	Principal Amount		Value
BONDS & NOTES — 93.9%
CORPORATE DEBT — 5.3%
Agriculture — 0.1%
Imperial Brands Finance PLC
3.125% 7/26/24 ^(a)	$	200,000	$	191,350
Auto Manufacturers — 0.3%
Nissan Motor Acceptance Co. LLC
1.125% 9/16/24 ^(a)		120,000		109,087
Toyota Motor Credit Corp.
4.400% 9/20/24		395,000		392,613
				501,700
Banks — 1.3%
Bank of Montreal
4.250% 9/14/24 ^(b)		495,000		487,209
Citigroup, Inc.
5.610% 9/29/26		485,000		482,432
Credit Suisse AG
4.750% 8/09/24		500,000		487,265
Mitsubishi UFJ Financial Group, Inc. 1 year CMT + 1.550%
5.063% VRN 9/12/25		400,000		395,808
Nordea Bank Abp
4.750% 9/22/25 ^(a)		490,000		482,127
Santander Holdings SOFR + 2.328%
5.807% VRN 9/09/26		230,000		224,833
				2,559,674
Chemicals — 0.2%
Celanese US Holdings LLC
5.900% 7/05/24		480,000		473,465
Diversified Financial Services — 0.2%
AerCap Ireland Capital DAC/AerCap Global Aviation Trust
1.750% 10/29/24		440,000		400,389
Electric — 0.8%
Edison International
4.700% 8/15/25		500,000		484,662
Enel Finance International NV
1.375% 7/12/26 ^(a)		340,000		287,352
4.250% 6/15/25 ^(a)		200,000		191,980
NextEra Energy Capital Holdings, Inc.
4.255% 9/01/24		495,000		488,018
				1,452,012
Entertainment — 0.3%
Warnermedia Holdings, Inc.
3.428% 3/15/24 ^(a)		100,000		96,641
3.528% 3/15/24 ^(a)		110,000		106,258
3.638% 3/15/25 ^(a)		293,000		277,514
				480,413

	Principal Amount		Value
Food — 0.3%
Mondelez International Holdings BV
4.250% 9/15/25 ^(a)	$	200,000	$	195,798
Nestle Holdings, Inc.
4.000% 9/12/25 ^(a)		320,000		315,131
				510,929
Health Care – Services — 0.5%
HCA, Inc.
5.375% 2/01/25		495,000		488,956
Health Care Service Corp. A Mutual Legal Reserve Co.
1.500% 6/01/25 ^(a)		545,000		495,723
				984,679
Machinery – Diversified — 0.1%
John Deere Capital Corp.
4.050% 9/08/25		260,000		255,666
Media — 0.2%
Charter Communications Operating LLC/Charter Communications Operating Capital
4.908% 7/23/25		488,000		475,948
Pharmaceuticals — 0.1%
Viatris, Inc.
1.650% 6/22/25		235,000		208,944
Pipelines — 0.2%
Energy Transfer LP
2.900% 5/15/25		505,000		469,793
Retail — 0.3%
Dollar General Corp.
4.250% 9/20/24		285,000		281,658
The Home Depot, Inc.
4.000% 9/15/25		75,000		73,819
Lowe’s Cos, Inc.
4.400% 9/08/25		145,000		142,923
				498,400
Telecommunications — 0.3%
Sprint Corp.
7.125% 6/15/24		475,000		482,234
Trucking & Leasing — 0.1%
DAE Funding LLC
1.550% 8/01/24 ^(a)		200,000		182,774

TOTAL CORPORATE DEBT (Cost $10,302,245)				10,128,370

MUNICIPAL OBLIGATIONS — 0.4%
California State University, Revenue Bond
0.563% 11/01/24		125,000		115,228

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

MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
City & County of Denver Co. Airport System Revenue
Revenue Bond, 0.877% 11/15/23	$	20,000	$	19,294
Revenue Bond, 1.115% 11/15/24		30,000		27,968
City of Atlanta GA Water & Wastewater Revenue
Revenue Bond, 0.271% 11/01/22		15,000		14,965
Revenue Bond, 0.407% 11/01/23		15,000		14,420
Revenue Bond, 0.616% 11/01/24		15,000		13,851
Dallas Area Rapid Transit
Revenue Bond, 0.397% 12/01/22		15,000		14,928
Revenue Bond, 0.541% 12/01/23		10,000		9,592
Revenue Bond, 0.761% 12/01/24		10,000		9,242
New York Transportation Development Corp., Revenue Bond
1.610% 12/01/22		15,000		14,922
State of Illinois, General Obligation
2.840% 10/01/23		485,000		473,646
Tobacco Settlement Finance Authority
Revenue Bond, 1.193% 6/01/23		50,000		48,961
Revenue Bond, 1.497% 6/01/24		65,000		61,641

TOTAL MUNICIPAL OBLIGATIONS (Cost $870,000)				838,658

NON-U.S. GOVERNMENT AGENCY OBLIGATIONS — 5.9%
Automobile Asset-Backed Securities — 0.2%
AmeriCredit Automobile Receivables Trust, Series 2020-3, Class C
1.060% 8/18/26		120,000		113,540
Santander Drive Auto Receivables Trust, Series 2020-4, Class C
1.010% 1/15/26		180,878		179,239
Santander Retail Auto Lease Trust, Series 2022-A, Class B
1.610% 1/20/26 ^(a)		180,000		166,773
				459,552
Commercial Mortgage-Backed Securities — 0.6%
BX Commercial Mortgage Trust, Series 2019-IMC, Class C, 1 mo. USD LIBOR + 1.600%
4.418% FRN 4/15/34 ^(a)		210,000		201,203
Commercial Mortgage Pass-Through Certificates
Series 2014-UBS4, Class AM, 3.968% 8/10/47		250,000		238,196
Series 2014-UBS2, Class AM, 4.199% 3/10/47		100,000		96,565

	Principal Amount		Value
Extended Stay America Trust, Series 2021-ESH, Class B, 1 mo. USD LIBOR + 1.380%
4.198% FRN 7/15/38 ^(a)	$	258,410	$	250,035
Fontainebleau Miami Beach Trust, Series 2019-FBLU, Class C
3.750% 12/10/36 ^(a)		295,000		273,406
New Orleans Hotel Trust, Series 2019-HNLA, Class C, 1 mo. USD LIBOR + 1.589%
4.407% FRN 4/15/32 ^(a)		100,000		96,077
				1,155,482
Other Asset-Backed Securities — 1.1%
BRE Grand Islander Timeshare Issuer LLC, Series 2019-A, Class A
3.280% 9/26/33 ^(a)		41,547		39,421
Elara HGV Timeshare Issuer LLC, Series 2016-A, Class A
2.730% 4/25/28 ^(a)		197,646		190,367
HPEFS Equipment Trust, Series 2021-2A, Class C
0.880% 9/20/28 ^(a)		360,000		340,302
Madison Park Funding XXXVII Ltd., Series 2019-37A, Class AR, 3 mo. USD LIBOR + 1.070%
3.582% FRN 7/15/33 ^(a)		475,000		460,483
Magnetite XXV Ltd., Series 2020-25A, Class A, 3 mo. USD LIBOR + 1.200%
3.983% FRN 1/25/32 ^(a)		250,000		243,894
MVW Owner Trust, Series 2018-1A, Class A
3.450% 1/21/36 ^(a)		60,281		59,350
OZLM VIII Ltd., Series 2014-8A, Class A1R3, 3 mo. USD LIBOR + .980%
3.720% FRN 10/17/29 ^(a)		722,470		704,560
Sierra Receivables Funding LLC, Series 2019-3A, Class A
2.340% 8/20/36 ^(a)		41,001		39,760
				2,078,137
Student Loans Asset-Backed Securities — 0.6%
Navient Private Education Refi Loan Trust
Series 2021-EA, Class A, 0.970% 12/16/69 ^(a)		173,789		145,852
Series 2019-GA, Class A, 2.400% 10/15/68 ^(a)		118,185		108,287
Nelnet Student Loan Trust, Series 2021-CA, Class AFX
1.320% 4/20/62 ^(a)		529,841		474,431

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

MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
SMB Private Education Loan Trust
Series 2016-B, Class A2A, 2.430% 2/17/32 ^(a)	$	96,678	$	93,488
Series 2017-B, Class A2A, 2.820% 10/15/35 ^(a)		189,921		182,087
Series 2017-A, Class A2A, 2.880% 9/15/34 ^(a)		61,809		59,910
				1,064,055
Whole Loan Collateral Collateralized Mortgage Obligations — 3.4%
Angel Oak Mortgage Trust, Series 2019-2, Class A1,
3.628% VRN 3/25/49 ^(a) ^(c)		432		430
Bayview MSR Opportunity Master Fund Trust, Series 2021-2, Class A5,
2.500% VRN 6/25/51 ^(a) ^(c)		353,969		303,736
COLT Mortgage Loan Trust, Series 2021-6, Class A1,
1.907% VRN 12/25/66 ^(a) ^(c)		560,681		485,181
Credit Suisse Mortgage Trust, Series 2021-RPL6, Class A1,
2.000% VRN 10/25/60 ^(a) ^(c)		301,922		268,320
Flagstar Mortgage Trust, Series 2021-5INV, Class A5,
2.500% VRN 7/25/51 ^(a) ^(c)		372,331		319,492
FWD Securitization Trust, Series 2020-INV1, Class A3,
2.440% VRN 1/25/50 ^(a) ^(c)		62,001		56,902
Galton Funding Mortgage Trust
Series 2020-H1, Class A3, 2.617% VRN 1/25/60 ^(a) ^(c)		154,702		142,544
Series 2018-1, Class A33, 3.500% VRN 11/25/57 ^(a) ^(c)		58,322		55,097
Series 2018-2, Class A31, 4.500% VRN 10/25/58 ^(a) ^(c)		21,750		21,125
GS Mortgage-Backed Securities Trust
Series 2021-PJ6, Class A8, 2.500% VRN 11/25/51 ^(a) ^(c)		649,177		556,644
Series 2022-GR1, Class A5, 2.500% VRN 6/25/52 ^(a) ^(c)		714,660		614,579
JP Morgan Mortgage Trust, Series 2019-INV2, Class A3,
3.500% VRN 2/25/50 ^(a) ^(c)		19,764		18,503
Metlife Securitization Trust, Series 2018-1A, Class A,
3.750% VRN 3/25/57 ^(a) ^(c)		90,113		85,109
New Residential Mortgage Loan Trust, Series 2019-NQM5, Class A3,
3.065% VRN 11/25/59 ^(a) ^(c)		44,949		41,708
NYMT Loan Trust, Series 2022-CP1, Class A1
2.042% 7/25/61 ^(a)		310,732		284,814

	Principal Amount		Value
Oceanview Mortgage Trust, Series 2022-1, Class A5,
2.500% VRN 12/25/51 ^(a) ^(c)	$	338,412	$	290,386
Onslow Bay Financial LLC
Series 2022-NQM1, Class A1, 2.305% VRN 11/25/61 ^(a) ^(c)		273,522		228,102
Series 2020-INV1, Class A21, 3.500% VRN 12/25/49 ^(a) ^(c)		31,917		28,459
Series 2020-EXP1, Class 1A9, 3.500% VRN 2/25/60 ^(a) ^(c)		63,930		56,316
Series 2020-EXP1, Class 2A1, 1 mo. USD LIBOR + .750% 3.834% FRN 2/25/60 ^(a)		20,135		19,139
Series 2019-EXP3, Class 2A1, 1 mo. USD LIBOR + .900% 3.984% FRN 10/25/59 ^(a)		35,093		34,047
Series 2019-EXP1, Class 1A3, 4.000% VRN 1/25/59 ^(a) ^(c)		41,239		40,178
Series 2019-EXP2, Class 1A3, 4.000% VRN 6/25/59 ^(a) ^(c)		77,715		74,314
Series 2019-EXP3, Class 2A2, 1 mo. USD LIBOR + 1.100% 4.184% FRN 10/25/59 ^(a)		19,706		19,183
Sequoia Mortgage Trust
Series 2017-CH1, Class A2, 3.500% VRN 8/25/47 ^(a) ^(c)		16,621		16,033
Series 2017-CH1, Class A13, 4.000% VRN 8/25/47 ^(a) ^(c)		45,191		43,905
Series 2018-CH2, Class A3, 4.000% VRN 6/25/48 ^(a) ^(c)		8,543		8,170
Series 2018-CH3, Class A2, 4.000% VRN 8/25/48 ^(a) ^(c)		3,982		3,941
Series 2018-CH4, Class A2, 4.000% VRN 10/25/48 ^(a) ^(c)		2,037		2,016
SG Residential Mortgage Trust
Series 2021-1, Class A1, 1.160% VRN 7/25/61 ^(a) ^(c)		400,351		330,298
Series 2019-3, Class A3, 3.082% VRN 9/25/59 ^(a) ^(c)		44,130		43,225
Starwood Mortgage Residential Trust
Series 2021-3, Class A1, 1.127% VRN 6/25/56 ^(a) ^(c)		362,913		307,060
Series 2020-1, Class A3, 2.562% VRN 2/25/50 ^(a) ^(c)		115,819		109,875
Towd Point Mortgage Trust
Series 2017-6, Class A1, 2.750% VRN 10/25/57 ^(a) ^(c)		73,558		70,939
Series 2018-2, Class A1, 3.250% VRN 3/25/58 ^(a) ^(c)		84,800		82,011
Series 2018-5, Class A1A, 3.250% VRN 7/25/58 ^(a) ^(c)		56,379		55,029
Series 2018-3, Class A1, 3.750% VRN 5/25/58 ^(a) ^(c)		47,262		45,283

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

MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
Verus Securitization Trust
Series 2021-3, Class A1, 1.046% VRN 6/25/66 ^(a) ^(c)	$	353,250	$	290,505
Series 2021-8, Class A2, 2.286% VRN 11/25/66 ^(a) ^(c)		146,839		123,214
Series 2020-1, Class A1, 2.417% STEP 1/25/60 ^(a)		55,645		52,465
Series 2020-1, Class A3, 2.724% STEP 1/25/60 ^(a)		129,880		123,121
Series 2019-4, Class A3, 3.000% STEP 11/25/59 ^(a)		190,459		183,028
Series 2019-INV3, Class A3, 3.100% VRN 11/25/59 ^(a) ^(c)		222,191		213,246
Wells Fargo Mortgage Backed Securities Trust, Series 2021-RR1, Class A3,
2.500% VRN 12/25/50 ^(a) ^(c)		291,544		250,534
				6,398,206

TOTAL NON-U.S. GOVERNMENT AGENCY OBLIGATIONS (Cost $12,349,559)				11,155,432

U.S. GOVERNMENT AGENCY OBLIGATIONS AND INSTRUMENTALITIES ^(d) — 2.9%
Collateralized Mortgage Obligations — 0.0%
Government National Mortgage Association Series 2019-65, Class B 3.500% 5/20/49		54,983		51,125
Pass-Through Securities — 2.0%
Government National Mortgage Association II TBA
2.000% 10/20/52 ^(e)		2,290,000		1,907,498
5.500% 10/20/52 ^(e)		1,910,000		1,907,016
				3,814,514
Whole Loans — 0.9%
Federal Home Loan Mortgage Corp. Structured Agency Credit Risk Debt Notes, Series 2022-DNA1, Class M1A, 30 day SOFR + 1.000%
3.281% FRN 1/25/42 ^(a)		602,203		583,929
Federal National Mortgage Association Connecticut Avenue Securities Trust
Series 2022-R01, Class 1M1, 30 day SOFR + 1.000% 3.281% FRN 12/25/41 ^(a)		337,376		329,782
Series 2018-C03, Class 1EB2, 1 mo. USD LIBOR + .850% 3.934% FRN 10/25/30		282,056		279,930

	Principal Amount		Value
Series 2018-C03, Class 1ED2, 1 mo. USD LIBOR + .850% 3.934% FRN 10/25/30	$	15,909	$	15,748
Series 2017-C04, Class 2ED2, 1 mo. USD LIBOR + 1.100% 4.184% FRN 11/25/29		247,684		245,540
Series 2017-C05, Class 1ED3, 1 mo. USD LIBOR + 1.200% 4.284% FRN 1/25/30		12,999		12,924
Series 2017-C02, Class 2ED3, 1 mo. USD LIBOR + 1.350% 4.434% FRN 9/25/29		16,533		16,525
Series 2017-C06, Class 1M2B, 1 mo. USD LIBOR + 2.650% 5.734% FRN 2/25/30		158,282		159,168
				1,643,546

TOTAL U.S. GOVERNMENT AGENCY OBLIGATIONS AND INSTRUMENTALITIES (Cost $5,523,161)				5,509,185

U.S. TREASURY OBLIGATIONS — 79.4%
U.S. Treasury Bonds & Notes — 79.4%
U.S. Treasury Inflation Index
0.125% 4/15/25		20,232,806		19,199,036
0.125% 10/15/25		13,755,416		13,002,898
0.125% 4/15/26		2,685,868		2,508,349
0.125% 7/15/26		1,625,627		1,520,046
0.125% 10/15/26		12,225,240		11,388,575
0.125% 4/15/27 ^(b)		40,614,390		37,463,073
0.250% 1/15/25		8,464,397		8,100,858
0.375% 7/15/25		12,750,968		12,190,374
0.375% 1/15/27		11,237,376		10,511,556
0.375% 7/15/27		5,069,152		4,729,690
0.500% 4/15/24		8,712,737		8,471,265
0.625% 1/15/24 ^(f)		6,070,897		5,931,694
0.625% 1/15/26		14,286,980		13,636,997
0.625% 7/15/32		2,251,542		2,040,767
				150,695,178

TOTAL U.S. TREASURY OBLIGATIONS (Cost $163,419,499)				150,695,178

TOTAL BONDS & NOTES (Cost $192,464,464)				178,326,823

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

MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund – Portfolio of Investments (Continued)

	Number of Shares		Value
MUTUAL FUNDS — 6.2%
Diversified Financial Services — 6.2%
State Street Navigator Securities Lending Government Money Market Portfolio ^(g)		11,737,424	$	11,737,424

TOTAL MUTUAL FUNDS (Cost $11,737,424)				11,737,424

TOTAL PURCHASED OPTIONS (#) — 0.0% (Cost $16,865)				6,047

TOTAL LONG-TERM INVESTMENTS (Cost $204,218,753)				190,070,294

SHORT-TERM INVESTMENTS — 7.7%
Mutual Fund — 7.3%
T. Rowe Price Government Reserve Investment Fund		13,894,851		13,894,851

	Principal Amount
Repurchase Agreement — 0.4%
Fixed Income Clearing Corp., Repurchase Agreement, dated 9/30/22, 0.830%, due 10/03/22 ^(h)	$	666,805		666,805

TOTAL SHORT-TERM INVESTMENTS (Cost $14,561,656)				14,561,656

TOTAL INVESTMENTS — 107.8% (Cost $218,780,409) ⁽ⁱ⁾				204,631,950

Other Assets/(Liabilities) — (7.8)%				(14,734,912	)

NET ASSETS — 100.0%			$	189,897,038

Abbreviation Legend

FRN	Floating Rate Note

STEP	Step Up Bond

TBA	To Be Announced

VRN	Variable Rate Note

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)

(b)	Denotes all or a portion of security on loan. The total value of securities on loan as of September 30, 2022, was $11,502,544 or 6.06% of net assets. (Note 2).

(c)

(d)	May contain securities that are issued by a U.S. Government Agency, but are unsecured and are not guaranteed by a U.S. Government Agency.

(e)	A portion of this security is purchased on a when-issued, delayed-delivery or forward commitment basis. (Note 2).

(f)	All or a portion of this security is pledged/held as collateral for open derivatives. (Note 2).

(g)	Represents investment of security lending cash collateral. (Note 2).

(h)	Maturity value of $666,851. Collateralized by U.S. Government Agency obligations with a rate of 0.000%, maturity date of 3/30/23, and an aggregate market value, including accrued interest, of $680,154.

(i)	See Note 6 for aggregate cost for federal tax purposes.

(#) Exchange-Traded Options Purchased

Description	Expiration Date		Exercise Price		No. of Contracts		Notional Amount			Value		Premiums Paid (Received)		Unrealized Appreciation/ (Depreciation)
Call
U.S. Treasury Note 10 Year Future		10/21/22		116.00		43		USD	4,818,688	$	6,047	$	16,865	$	(10,818	)

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

MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund – Portfolio of Investments (Continued)

Forward contracts

Counterparty	Settlement Date		Currency Purchased			Currency Sold			Unrealized Appreciation (Depreciation)
Bank of America N.A.*		10/21/22		USD	504,123		AUD	725,000	$	40,297
Goldman Sachs International*		10/21/22		NZD	325,000		USD	206,090		(24,193	)
Goldman Sachs International*		10/21/22		USD	203,460		NZD	325,000		21,563
HSBC Bank USA*		10/21/22		NZD	810,000		USD	508,150		(54,808	)
HSBC Bank USA*		10/21/22		AUD	725,000		USD	510,132		(46,306	)
HSBC Bank USA*		10/21/22		USD	503,857		NZD	810,000		50,515
									$	(12,932	)

Futures contracts

	Expiration Date		Number of Contracts		Notional Amount			Value/ Net Unrealized Appreciation/ (Depreciation)
Long
U.S. Treasury Ultra 10 Year		12/20/22		23	$	2,739,471		$	(14,330	)
U.S. Treasury Note 2 Year		12/30/22		51		10,545,620			(70,698	)
U.S. Treasury Note 5 Year		12/30/22		42		4,591,660			(76,332	)
3 Month SOFR		6/20/23		77		18,405,364			(6,214	)
								$	(167,574	)
Short
U.S. Treasury Note 10 Year		12/20/22		132	$	(15,337,499	)	$	545,249

Centrally Cleared Interest Rate Swaps

Paid by the Fund			Received by the Fund
Rate/ Reference	Frequency		Rate/ Reference	Frequency		Termination Date		Notional Amount			Value			Upfront Premium Paid/ (Received)		Unrealized Appreciation (Depreciation)
Fixed 3.135%		Maturity	U.S. Consumer Price Index		Maturity		8/03/23		USD	4,650,000	$	251,334		$	—	$	251,334
Fixed 2.960%		Maturity	U.S. Consumer Price Index		Maturity		8/02/24		USD	1,376,000		78,050			—		78,050
Fixed 2.952%		Maturity	U.S. Consumer Price Index		Maturity		8/03/24		USD	3,133,000		177,588			—		177,588
Fixed 3.112%		Maturity	U.S. Consumer Price Index		Maturity		8/22/24		USD	1,370,000		(12,128	)		—		(12,128	)
Fixed 3.129%		Maturity	U.S. Consumer Price Index		Maturity		8/22/24		USD	1,370,000		(12,559	)		—		(12,559	)
Fixed 3.320%		Maturity	U.S. Consumer Price Index		Maturity		8/30/24		USD	1,370,000		(21,439	)		—		(21,439	)
Fixed 2.962%		Maturity	U.S. Consumer Price Index		Maturity		9/15/25		USD	4,046,000		(50,998	)		—		(50,998	)
Fixed 2.715%		Maturity	U.S. Consumer Price Index		Maturity		10/03/25		USD	1,383,000		(6,674	)		—		(6,674	)
Fixed 2.739%		Maturity	U.S. Consumer Price Index		Maturity		10/03/25		USD	891,000		(4,903	)		—		(4,903	)
											$	398,271		$	—	$	398,271

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

MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund – Portfolio of Investments (Continued)

OTC Interest Rate Swaps

Paid by the Fund

Received by the Fund

Rate/
Reference

Frequency

Rate/
Reference

Frequency

Counterparty

Termination
Date

Notional
Amount

Value

Upfront
Premium
Paid/
(Received)

Unrealized
Appreciation
(Depreciation)

Fixed 1.600%

Maturity

U.S. Consumer Price Index

Maturity

Bank of America N.A.*

2/21/23

USD

3,638,000

372,697

—

372,697

Fixed 1.740%

Maturity

U.S. Consumer Price Index

Maturity

Barclays Bank PLC*

12/16/22

USD

2,800,000

280,806

—

280,806

Fixed 1.422%

Maturity

U.S. Consumer Price Index

Maturity

Citibank N.A.*

10/07/22

USD

3,420,000

380,864

—

380,864

Fixed 1.434%

Maturity

U.S. Consumer Price Index

Maturity

Citibank N.A.*

10/08/22

USD

1,710,000

189,688

—

189,688

Fixed 1.435%

Maturity

U.S. Consumer Price Index

Maturity

Citibank N.A.*

10/08/22

USD

1,710,000

189,636

—

189,636

Fixed 1.593%

Maturity

U.S. Consumer Price Index

Maturity

Citibank N.A.*

2/18/23

USD

1,311,000

134,221

—

134,221

Fixed 1.596%

Maturity

U.S. Consumer Price Index

Maturity

Citibank N.A.*

2/18/23

USD

1,789,000

182,968

—

182,968

Fixed 1.592%

Maturity

U.S. Consumer Price Index

Maturity

Citibank N.A.*

2/20/23

USD

2,867,000

294,300

—

294,300

Fixed 1.487%

Maturity

U.S. Consumer Price Index

Maturity

Citibank N.A.*

2/26/23

USD

2,061,000

218,499

—

218,499

Fixed 1.605%

Maturity

U.S. Consumer Price Index

Maturity

Goldman Sachs International*

2/21/23

USD

2,993,000

306,162

—

306,162

Fixed 1.565%

Maturity

U.S. Consumer Price Index

Maturity

HSBC Bank USA*

2/25/23

USD

2,241,000

232,142

—

232,142

Fixed 2.290%

Maturity

U.S. Consumer Price Index

Maturity

UBS AG*

6/05/23

USD

1,700,000

132,920

—

132,920

2,914,903

—

2,914,903

*	Contracts are subject to a master netting agreement or similar agreement.

Currency Legend

AUD	Australian Dollar

NZD	New Zealand Dollar

USD	U.S. Dollar

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

MassMutual Select T. Rowe Price Real Assets Fund – Portfolio of Investments

September 30, 2022

	Number of Shares		Value
EQUITIES — 91.2%
COMMON STOCK — 90.1%
Australia — 8.6%
ALS Ltd.		175,484	$	1,129,790
BHP Group Ltd.		330,686		8,235,703
BlueScope Steel Ltd.		93,462		904,188
Goodman Group		63,133		630,789
IGO Ltd.		138,188		1,204,556
Northern Star Resources Ltd.		339,276		1,710,452
OZ Minerals Ltd.		23,473		385,315
Perseus Mining Ltd.		1,156,865		1,139,523
Rio Tinto Ltd.		20,282		1,207,039
Scentre Group		281,941		453,828
South32 Ltd.		225,315		520,790
Tietto Minerals Ltd. ^(a)		1,875,595		523,781
				18,045,754
Austria — 0.0%
Mayr Melnhof Karton AG		183		23,488
Belgium — 0.2%
Warehouses De Pauw CVA		17,574		426,905
Bermuda — 0.4%
Hongkong Land Holdings Ltd.		170,100		746,193
Brazil — 0.5%
Vale SA		81,541		1,088,957
Canada — 7.9%
Canadian Apartment Properties		9,555		291,212
Canadian National Railway Co.		6,270		677,134
Canadian Natural Resources Ltd. ^(b)		11,123		517,761
Canadian Pacific Railway Ltd.		9,333		622,698
ERO Copper Corp. ^(a) ^(b)		21,559		238,322
Franco-Nevada Corp.		9,191		1,097,850
K92 Mining, Inc. ^(a)		464,336		2,655,557
Karora Resources, Inc. ^(a)		291,722		601,880
Nutrien Ltd.		37,340		3,113,409
Orla Mining Ltd. ^(a)		119,037		388,646
Rhyolite Resources Ltd. ^(a)		214,075		33,320
Summit Industrial Income REIT		74,237		919,532
TC Energy Corp.		18,415		741,940
Toromont Industries Ltd.		18,291		1,273,292
Victoria Gold Corp. ^(a)		95,922		568,720
Wesdome Gold Mines Ltd. ^(a)		321,351		2,172,815
West Fraser Timber Co. Ltd.		2,903		210,010
Wheaton Precious Metals Corp.		14,778		478,532
				16,602,630
Cayman Islands — 0.5%
China Resources Mixc Lifestyle Services Ltd. ^(c)		51,600		197,692

	Number of Shares		Value
H World Group Ltd.		50,700	$	172,644
Wharf Real Estate Investment Co. Ltd.		132,000		596,117
				966,453
Denmark — 0.3%
Bakkafrost P/F		10,041		397,666
ROCKWOOL International A/S Class B		1,394		218,534
				616,200
Finland — 1.1%
Kojamo OYJ		39,531		502,390
Metso Outotec OYJ		182,791		1,211,298
UPM-Kymmene OYJ		20,751		659,412
				2,373,100
France — 2.0%
Air Liquide SA		2,811		320,079
Gecina SA		2,033		158,017
Legrand SA		4,183		270,259
Schneider Electric SE		3,720		417,350
TotalEnergies SE		56,062		2,638,834
Verallia SA ^(c)		17,005		381,239
				4,185,778
Hong Kong — 0.3%
Sun Hung Kai Properties Ltd.		51,000		560,754
Ireland — 0.8%
Linde PLC		5,960		1,606,756
Japan — 2.5%
Daiwa Office Investment Corp.		100		464,942
Hoshino Resorts REIT, Inc.		44		204,309
Industrial & Infrastructure Fund Investment Corp. ^(b)		494		558,755
Katitas Co. Ltd. ^(b)		11,700		260,642
Kyoritsu Maintenance Co. Ltd. ^(b)		10,800		446,990
Mitsui Fudosan Co. Ltd.		62,000		1,181,854
Mitsui Fudosan Logistics Park, Inc.		92		314,816
Nippon Steel Corp.		78,500		1,092,639
Shin-Etsu Chemical Co. Ltd.		2,100		208,538
Tokyo Tatemono Co. Ltd.		30,900		440,121
				5,173,606
Kazakhstan — 0.3%
NAC Kazatomprom JSC		27,627		692,584
Luxembourg — 0.5%
Ardagh Metal Packaging SA ^(b)		45,374		219,610
Shurgard Self Storage SA		9,386		382,421
Tenaris SA ADR		14,119		364,835
				966,866
Mexico — 0.5%
Grupo Mexico SAB de CV Series B		336,409		1,136,202

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

MassMutual Select T. Rowe Price Real Assets Fund – Portfolio of Investments (Continued)

	Number of Shares		Value
Netherlands — 0.3%
Akzo Nobel NV		8,068	$	455,004
Koninklijke DSM NV		1,482		168,088
				623,092
Norway — 1.7%
Aker BP ASA		20,985		601,721
Equinor ASA		62,186		2,051,117
Norsk Hydro ASA		137,882		741,733
TGS ASA		17,174		209,209
				3,603,780
Portugal — 0.3%
Galp Energia SGPS SA		77,286		740,705
Republic of Korea — 0.3%
POSCO Holdings, Inc.		5,021		739,310
Russia — 0.0%
Alrosa PJSC ^(d) ^(e)		688,100		—
MMC Norlisk Nickel PJSC ^(d) ^(e)		2,654		—
Polyus PJSC ^(d) ^(e)		2,282		—
				—
Singapore — 0.6%
CapitaLand Mall Trust		273,900		364,152
Digital Core REIT Management Pte Ltd. ^(b)		685,900		478,830
Lendlease Global Commercial REIT		671,000		354,105
				1,197,087
South Africa — 0.2%
Impala Platinum Holdings Ltd. ^(b)		11,401		105,790
Sibanye Stillwater Ltd.		98,905		228,913
				334,703
Spain — 0.3%
Cellnex Telecom SA ^(c)		13,541		417,488
Iberdrola SA		20,448		190,092
				607,580
Sweden — 3.3%
Alfa Laval AB		14,096		348,244
Boliden AB		98,282		3,039,566
Epiroc AB Class A		78,234		1,119,035
Epiroc AB Class B		34,720		436,692
Fabege AB		35,791		241,479
Sandvik AB		103,496		1,409,356
Svenska Cellulosa AB Class B		28,847		365,827
				6,960,199
Switzerland — 0.1%
Sika AG Registered		1,420		284,352
United Kingdom — 4.3%
Big Yellow Group PLC		17,870		210,431
Central Asia Metals PLC		250,514		604,882

	Number of Shares		Value
Derwent London PLC		18,654	$	417,021
Great Portland Estates PLC		75,276		368,383
InterContinental Hotels Group PLC		11,111		533,057
Mondi PLC		14,626		225,922
Persimmon PLC		12,977		178,654
Rio Tinto PLC		60,773		3,291,679
Shell PLC		38,008		945,650
TechnipFMC PLC ^(a)		44,367		375,345
The UNITE Group PLC		45,783		434,144
The Weir Group PLC		101,904		1,569,652
				9,154,820
United States — 52.3%
Acadia Realty Trust		69,502		877,115
AGCO Corp.		2,941		282,836
Air Products & Chemicals, Inc.		3,626		843,879
Alaska Air Group, Inc. ^(a)		7,499		293,586
Albemarle Corp.		1,609		425,484
Alexandria Real Estate Equities, Inc.		15,765		2,210,095
Allegiant Travel Co. ^(a)		4,480		326,950
Ameren Corp.		4,000		322,200
American Homes 4 Rent Class A		59,488		1,951,801
American Tower Corp.		13,950		2,995,065
Apartment Income REIT Corp.		12,552		484,758
Apple Hospitality REIT, Inc.		96,611		1,358,351
AvalonBay Communities, Inc.		14,930		2,749,957
Avery Dennison Corp.		2,505		407,564
Baker Hughes Co.		13,450		281,912
Ball Corp.		21,806		1,053,666
Cactus, Inc. Class A		11,505		442,137
Camden Property Trust		14,069		1,680,542
Caterpillar, Inc.		12,837		2,106,295
CF Industries Holdings, Inc.		8,395		808,019
ChampionX Corp.		18,500		362,045
Chevron Corp.		13,837		1,987,962
CMS Energy Corp.		4,340		252,762
ConocoPhillips		34,959		3,577,704
Crown Castle, Inc.		10,007		1,446,512
Crown Holdings, Inc.		5,366		434,807
CSX Corp.		20,517		546,573
CubeSmart		54,519		2,184,031
Cummins, Inc.		3,364		684,608
Darling Ingredients, Inc. ^(a)		14,256		943,034
Deere & Co.		3,179		1,061,436
Delta Air Lines, Inc. ^(a)		18,083		507,409
Devon Energy Corp.		28,734		1,727,775
Dominion Energy, Inc.		4,582		316,662
Douglas Emmett, Inc.		42,298		758,403
EastGroup Properties, Inc.		7,347		1,060,466
Element Solutions, Inc.		22,581		367,393

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

MassMutual Select T. Rowe Price Real Assets Fund – Portfolio of Investments (Continued)

	Number of Shares		Value
Entegris, Inc.		2,488	$	206,554
EOG Resources, Inc.		19,547		2,183,986
Equinix, Inc.		7,337		4,173,579
Equitrans Midstream Corp.		53,160		397,637
Equity LifeStyle Properties, Inc.		47,815		3,004,695
Equity Residential		37,442		2,516,851
Essex Property Trust, Inc.		8,138		1,971,268
Extra Space Storage, Inc.		2,400		414,504
Federal Realty Investment Trust		2,065		186,098
FMC Corp.		8,497		898,133
Frontier Group Holdings, Inc. ^(a)		57,385		556,635
Halliburton Co.		14,206		349,752
Hess Corp.		14,039		1,530,111
Hilton Worldwide Holdings, Inc.		10,248		1,236,114
Host Hotels & Resorts, Inc.		29,355		466,157
The Howard Hughes Corp. ^(a)		3,614		200,180
Hubbell, Inc.		3,184		710,032
International Paper Co.		16,333		517,756
JetBlue Airways Corp. ^(a)		30,447		201,864
Kilroy Realty Corp.		17,539		738,567
Kimco Realty Corp.		13,891		255,733
Liberty Energy, Inc. ^(a)		17,855		226,401
Magnolia Oil & Gas Corp. Class A		29,573		585,841
Marriott International, Inc. Class A		3,111		435,976
Martin Marietta Materials, Inc.		2,750		885,748
Newmont Corp.		275		11,558
NextEra Energy, Inc.		5,623		440,900
Norfolk Southern Corp.		4,471		937,345
Nucor Corp.		18,462		1,975,249
Packaging Corp. of America		7,932		890,684
Pebblebrook Hotel Trust		48,732		707,101
Pioneer Natural Resources Co.		8,314		1,800,231
Prologis, Inc.		46,688		4,743,501
Public Storage		14,148		4,142,676
Quanta Services, Inc.		3,793		483,190
Rayonier, Inc.		26,457		792,916
Regency Centers Corp.		31,581		1,700,637
Reliance Steel & Aluminum Co.		17,931		3,127,346
Rexford Industrial Realty, Inc.		37,703		1,960,556
Royal Gold, Inc.		1,988		186,514
RPM International, Inc.		10,239		853,011
SBA Communications Corp.		8,640		2,459,376
Sempra Energy		4,180		626,749
The Sherwin-Williams Co.		6,148		1,258,803
Shoals Technologies Group, Inc. Class A ^(a)		22,116		476,600
Simon Property Group, Inc.		25,480		2,286,830
SL Green Realty Corp. ^(b)		12,339		495,534
The Southern Co.		8,652		588,336

	Number of Shares		Value
Southern Copper Corp.		19,073	$	855,233
Southwest Airlines Co. ^(a)		16,219		500,194
Steel Dynamics, Inc.		27,357		1,940,979
Sun Country Airlines Holdings, Inc. ^(a)		36,393		495,309
Terreno Realty Corp.		30,495		1,615,930
Union Pacific Corp.		5,170		1,007,219
United Airlines Holdings, Inc. ^(a)		14,314		465,634
Ventas, Inc.		29,270		1,175,776
Vulcan Materials Co.		7,816		1,232,661
Welltower, Inc.		33,247		2,138,447
WestRock Co.		8,442		260,773
Weyerhaeuser Co.		7,632		217,970
Xcel Energy, Inc.		4,001		256,063
				110,079,797

TOTAL COMMON STOCK (Cost $220,843,423)				189,537,651

PREFERRED STOCK — 1.1%
United States — 1.1%
Jetti Holdings, Inc., Series C, (Acquired 5/24/21-6/30/21, Cost $130,426)
^(d) ^(e) ^(f)		2,253		299,406
KoBold Metals, Inc., Series B-1, (Acquired 1/10/22,Cost $670,800) ^(d) ^(e) ^(f)		24,472		670,800
Lilac Solutions, Inc., Series B, (Acquired 9/08/21,Cost $329,342)
^(d) ^(e) ^(f)		25,087		342,438
NextEra Energy, Inc. Convertible 5.279%		18,013		896,687
				2,209,331

TOTAL PREFERRED STOCK (Cost $1,992,987)				2,209,331

TOTAL EQUITIES (Cost $222,836,410)				191,746,982

MUTUAL FUNDS — 5.2%
United States — 5.2%
Industrial Select Sector SPDR Fund ^(b)		29,594		2,451,567
iShares MSCI Global Metals & Mining Producers ETF		34,821		1,184,959
SPDR S&P Homebuilders ETF ^(b)		18,861		1,031,508
SPDR S&P Oil & Gas Exploration & Production ETF		6,166		769,023

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

MassMutual Select T. Rowe Price Real Assets Fund – Portfolio of Investments (Continued)

	Number of Shares		Value
State Street Navigator Securities Lending Government Money Market Portfolio ^(g)		5,007,776	$	5,007,776
VanEck Oil Services ETF ^(b)		2,574		543,655
				10,988,488

TOTAL MUTUAL FUNDS (Cost $12,080,514)				10,988,488

TOTAL LONG-TERM INVESTMENTS (Cost $234,916,924)				202,735,470

SHORT-TERM INVESTMENTS — 4.9%
Mutual Fund — 3.9%
T. Rowe Price Government Reserve Investment Fund		8,257,913		8,257,913
	Principal Amount
Repurchase Agreement — 0.2%
Fixed Income Clearing Corp., Repurchase Agreement, dated 9/30/22, 0.830%, due 10/03/22 ^(h)	$	508,779		508,779
U.S. Treasury Bill — 0.8%
U.S. Treasury Bill
3.324% 2/16/23 ⁽ⁱ⁾		1,490,000		1,469,968
3.607% 2/16/23 ⁽ⁱ⁾ ^(j)		100,000		98,654
				1,568,622

TOTAL SHORT-TERM INVESTMENTS (Cost $10,336,893)				10,335,314

TOTAL INVESTMENTS — 101.3% (Cost $245,253,817) ^(k)				213,070,784

Other Assets/(Liabilities) — (1.3)%				(2,731,384	)

NET ASSETS — 100.0%			$	210,339,400

Abbreviation Legend

ADR	American Depositary Receipt

ETF	Exchange-Traded Fund

REIT	Real Estate Investment Trust

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Non-income producing security.

(b)

Denotes all or a portion of security on loan. The total value of securities on loan as of September 30, 2022, was $7,316,254 or 3.48% of net assets. The Fund received $2,537,338 of non-cash collateral (U.S. Treasury and/or Agency obligations) related to securities lending activity. This amount is not reflected on either the Portfolio of Investments or the Statement of Assets and Liabilities. (Note 2).

(c)

(d)	Investment is valued using significant unobservable inputs.

(e)	This security is fair valued in good faith in accordance with procedures approved by the Board of Trustees. At September 30, 2022, these securities amounted to a value of $1,312,644 or 0.62% of net assets.

(f)	Restricted security. Certain securities are restricted as to resale. At September 30, 2022, these securities amounted to a value of $1,312,644 or 0.62% of net assets. The Fund generally bears the costs, if any, associated with the disposition of restricted securities.

(g)	Represents investment of security lending cash collateral. (Note 2).

(h)	Maturity value of $508,814. Collateralized by U.S. Government Agency obligations with a rate of 0.000%, maturity date of 3/30/23, and an aggregate market value, including accrued interest, of $518,969.

(i)	The rate shown represents yield-to-maturity.

(j)	All or a portion of this security is pledged/held as collateral for open derivatives. (Note 2).

(k)	See Note 6 for aggregate cost for federal tax purposes.

Sector weightings, as a percentage of net assets, is as follows:

Financial	33.3	%
Basic Materials	28.0	%
Energy	11.6	%
Industrial	11.0	%
Mutual Funds	5.2	%
Consumer, Cyclical	4.0	%
Utilities	1.8	%
Consumer, Non-cyclical	1.1	%
Technology	0.4	%
Total Long-Term Investments	96.4	%
Short-Term Investments and Other Assets and Liabilities	3.6	%
Net Assets	100.0	%

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

MassMutual Select T. Rowe Price Real Assets Fund – Portfolio of Investments (Continued)

Forward contracts

Counterparty	Settlement Date		Currency Purchased			Currency Sold			Unrealized Appreciation (Depreciation)
Bank of America N.A.*		10/14/22		NOK	11,199,430		USD	1,118,794	$	(90,243	)
Bank of America N.A.*		10/14/22		CAD	1,159,170		USD	889,147		(50,008	)
BNP Paribas SA*		10/04/22		USD	1,145,313		BRL	6,139,450		7,187
BNP Paribas SA*		10/04/22		BRL	6,139,450		USD	1,135,547		2,579
BNP Paribas SA*		11/03/22		BRL	6,139,450		USD	1,137,504		(7,597	)
Deutsche Bank AG*		10/14/22		USD	1,076,361		SEK	11,506,470		39,072
JP Morgan Chase Bank N.A.*		10/04/22		BRL	6,139,450		USD	1,195,248		(57,122	)
JP Morgan Chase Bank N.A.*		10/04/22		USD	1,135,547		BRL	6,139,450		(2,579	)
Morgan Stanley & Co. LLC*		10/14/22		NOK	11,191,470		EUR	1,114,977		(65,659	)
Wells Fargo Bank N.A.*		10/14/22		USD	869,637		CAD	1,159,170		30,498
									$	(193,872	)

Futures contracts

	Expiration Date		Number of Contracts		Notional Amount			Value/ Net Unrealized Appreciation/ (Depreciation)
Long
Hang Seng Index		10/28/22		8	$	906,619		$	(29,637	)
S&P TSX 60 Index		12/15/22		6		1,033,633			(64,147	)
Xae Energy		12/16/22		122		10,125,312			(932,612	)
								$	(1,026,396	)
Short
Nasdaq 100 E Mini Index		12/16/22		17	$	(4,256,923	)	$	504,853
S&P 500 E Mini Index		12/16/22		23		(4,654,444	)		512,719
U.S. Treasury Note 10 Year		12/20/22		14		(1,642,793	)		73,918
U.S. Treasury Ultra Long Bond		12/20/22		5		(738,588	)		53,587
								$	1,145,077

OTC Total Return Swaps

Paid by the Fund						Received by the Fund
Rate/ Reference	No. of Contracts/ Notional			Frequency		Rate/ Reference		No. of Contracts/ Notional		Frequency		Counterparty		Termination Date		Value			Upfront Premium Received (Paid)/ Received		Unrealized Appreciation (Depreciation)
1Day-SOFR+42 bp		USD	549,162		Monthly		Xtrackers Harvest CSI 300 China A-Shares ETF		18,509		Monthly		Citibank N.A.*		1/16/24	$	(47,754	)	$	—	$	(47,754	)
1Day-SOFR+42 bp		USD	271,774		Monthly		iShares MSCI China ETF		5,730		Monthly		Citibank N.A.*		1/16/24		(27,905	)		—		(27,905	)
1Day-SOFR+42 bp		USD	651,892		Monthly		KraneShares CSI China Internet ETF		23,534		Monthly		Citibank N.A.*		1/18/24		(72,014	)		—		(72,014	)

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

MassMutual Select T. Rowe Price Real Assets Fund – Portfolio of Investments (Continued)

OTC Total Return Swaps (Continued)

Paid by the Fund						Received by the Fund
Rate/ Reference	No. of Contracts/ Notional			Frequency		Rate/ Reference		No. of Contracts/ Notional		Frequency		Counterparty		Termination Date		Value			Upfront Premium Received (Paid)/ Received		Unrealized Appreciation (Depreciation)
1Day-SOFR+42 bp		USD	681,223		Monthly		Xtrackers Harvest CSI 300 China A-Shares ETF		22,960		Monthly		Citibank N.A.*		1/18/24	$	(59,237	)	$	—	$	(59,237	)
1Day-SOFR+42 bp		USD	660,605		Monthly		iShares MSCI China ETF		13,928		Monthly		Citibank N.A.*		1/18/24		(67,829	)		—		(67,829	)
																$	(274,739	)	$	—	$	(274,739	)

* Contracts are subject to a master netting agreement or similar agreement.

Currency Legend

BRL	Brazilian Real

CAD	Canadian Dollar

EUR

Euro

NOK	Norwegian Krone

SEK	Swedish Krona

USD	United States Dollar

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

MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund – Portfolio of Investments

September 30, 2022

	Number of Shares		Value
EQUITIES — 94.9%
COMMON STOCK — 92.5%
Basic Materials — 2.8%
Chemicals — 0.9%
AgroFresh Solutions, Inc. ^(a)		60,688	$	91,032
Element Solutions, Inc.		104,768		1,704,575
Hawkins, Inc.		7,626		297,338
Orion Engineered Carbons SA		30,529		407,562
PPG Industries, Inc.		5,230		578,909
Quaker Chemical Corp. ^(b)		8,488		1,225,497
RPM International, Inc.		16,600		1,382,946
				5,687,859
Forest Products & Paper — 0.1%
Clearwater Paper Corp. ^(a)		12,119		455,675
West Fraser Timber Co. Ltd.		4,079		295,084
				750,759
Iron & Steel — 0.2%
Carpenter Technology Corp.		15,525		483,448
Reliance Steel & Aluminum Co.		3,543		617,935
				1,101,383
Mining — 1.6%
AngloGold Ashanti Ltd. Sponsored ADR		92,915		1,284,085
Cameco Corp.		109,756		2,909,632
Constellium SE ^(a)		98,584		999,642
ERO Copper Corp. ^(a) ^(b)		13,723		151,700
Franco-Nevada Corp.		20,493		2,447,855
Freeport-McMoRan, Inc.		22,586		617,275
Fresnillo PLC		217,635		1,859,644
Gold Fields Ltd. Sponsored ADR ^(b)		87,788		710,205
				10,980,038
				18,520,039
Communications — 3.4%
Advertising — 0.5%
Advantage Solutions, Inc. ^(a)		67,419		143,603
Boston Omaha Corp. Class A ^(a)		19,960		459,878
The Trade Desk, Inc. Class A ^(a)		39,900		2,384,025
				2,987,506
Internet — 0.6%
Bumble, Inc. Class A ^(a)		14,599		313,733
Deliveroo PLC ^(a) ^(c)		146,067		136,979
Farfetch Ltd. Class A ^(a)		59,019		439,692
Figs, Inc. Class A ^(a) ^(b)		28,884		238,293
Match Group, Inc. ^(a)		9,900		472,725
Open Lending Corp. Class A ^(a)		100,599		808,816
Opendoor Technologies, Inc. ^(a)		41,650		129,531
Poshmark, Inc. Class A ^(a)		12,732		199,510

	Number of Shares		Value
Rover Group, Inc., Earnout Shares 16.00 (Acquired 8/02/21, Cost $0) ^(a) ^(d) ^(e) ^(f)		15,883	$	331
Spotify Technology SA ^(a)		8,900		768,070
Upwork, Inc. ^(a)		16,133		219,731
				3,727,411
Media — 1.6%
Cable One, Inc.		1,947		1,660,888
DISH Network Corp. Class A ^(a)		44,484		615,214
Fox Corp. Class A		9,710		297,903
Liberty Media Corp-Liberty Formula One Class C ^(a)		28,800		1,684,800
News Corp. Class A		237,060		3,581,977
Paramount Global Class B ^(b)		79,776		1,518,935
Saga Communications, Inc. Class A		4,594		120,133
Scholastic Corp.		45,652		1,404,255
				10,884,105
Telecommunications — 0.7%
Arista Networks, Inc. ^(a)		8,377		945,680
Corning, Inc.		62,724		1,820,250
DigitalBridge Group, Inc. ^(b)		33,452		418,485
Harmonic, Inc. ^(a)		73,709		963,377
Infinera Corp. ^(a) ^(b)		6,488		31,402
Motorola Solutions, Inc.		3,587		803,380
				4,982,574
				22,581,596
Consumer, Cyclical — 9.7%
Airlines — 0.5%
Allegiant Travel Co. ^(a)		8,061		588,292
Southwest Airlines Co. ^(a)		85,972		2,651,376
Sun Country Airlines Holdings, Inc. ^(a)		10,891		148,227
				3,387,895
Apparel — 0.7%
adidas AG		2,881		334,342
Deckers Outdoor Corp. ^(a)		1,700		531,437
On Holding AG, Class A ^(a)		10,472		168,076
Ralph Lauren Corp.		30,181		2,563,272
Skechers U.S.A., Inc. Class A ^(a)		17,306		548,946
Steven Madden Ltd.		15,878		423,466
				4,569,539
Auto Manufacturers — 1.0%
Blue Bird Corp. ^(a)		13,328		111,289
General Motors Co.		51,862		1,664,252
PACCAR, Inc.		33,495		2,803,196
Rivian Automotive, Inc. Class A ^(a)		56,788		1,868,893
				6,447,630

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

MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund – Portfolio of Investments (Continued)

	Number of Shares		Value
Auto Parts & Equipment — 0.1%
Dorman Products, Inc. ^(a)		6,010	$	493,541
Visteon Corp. ^(a)		3,371		357,529
				851,070
Distribution & Wholesale — 0.5%
IAA, Inc. ^(a)		12,177		387,837
Pool Corp.		328		104,373
SiteOne Landscape Supply, Inc. ^(a)		20,584		2,143,618
ThredUp, Inc. Class A ^(a)		25,521		46,959
Univar Solutions, Inc. ^(a)		24,942		567,181
				3,249,968
Entertainment — 0.6%
Cinemark Holdings, Inc. ^(a)		16,212		196,327
DraftKings, Inc. Class A ^(a)		27,300		413,322
Genius Sports Ltd. ^(a)		15,822		58,067
Madison Square Garden Entertainment Corp. ^(a)		14,049		619,421
Madison Square Garden Sports Corp. ^(a)		4,604		629,183
Marriott Vacations Worldwide Corp.		6,456		786,728
Red Rock Resorts, Inc. Class A		4,601		157,630
Vail Resorts, Inc.		5,000		1,078,200
				3,938,878
Food Services — 0.2%
Compass Group PLC		67,998		1,359,226
Home Builders — 0.4%
Cavco Industries, Inc. ^(a)		5,028		1,034,561
Horizon Global Corp. ^(a)		39,691		48,820
LCI Industries		3,585		363,734
Meritage Home Corp. ^(a)		9,457		664,543
Skyline Champion Corp. ^(a)		12,796		676,525
				2,788,183
Housewares — 0.1%
The Scotts Miracle-Gro Co.		17,639		754,067
Leisure Time — 0.0%
Rad Power Bikes, Inc., Class A (Acquired 1/22/21, Cost $69,082) ^(a) ^(d) ^(e) ^(f)		14,321		87,072
Lodging — 0.7%
Hilton Worldwide Holdings, Inc.		22,200		2,677,764
MGM Resorts International		59,800		1,777,256
Wyndham Hotels & Resorts, Inc.		5,900		361,965
				4,816,985
Retail — 4.9%
Bath & Body Works, Inc.		44,428		1,448,353
Beacon Roofing Supply, Inc. ^(a)		25,958		1,420,422
Best Buy Co., Inc.		19,236		1,218,408
BJ’s Restaurants, Inc. ^(a)		25,908		617,906

	Number of Shares		Value
Burlington Stores, Inc. ^(a)		37,955	$	4,246,785
Casey’s General Stores, Inc.		9,900		2,004,948
Chipotle Mexican Grill, Inc. ^(a)		1,520		2,284,195
Chuy’s Holdings, Inc. ^(a)		16,292		377,649
Dollar General Corp.		9,900		2,374,614
Dollar Tree, Inc. ^(a)		13,200		1,796,520
Domino’s Pizza, Inc.		3,950		1,225,290
Dutch Bros, Inc., Class A ^(a) ^(b)		4,763		148,367
Fiesta Restaurant Group, Inc. ^(a)		31,292		198,391
Five Below, Inc. ^(a)		8,839		1,216,865
Floor & Decor Holdings, Inc. Class A ^(a)		19,500		1,370,070
Framebridge Future Contingency Payments (Acquired 5/19/20-11/10/20, Cost $10,553) ^(a) ^(d) ^(e) ^(f)		10,553		3,170
Hibbett, Inc.		3,006		149,729
LL Flooring Holdings, Inc. ^(a)		26,112		180,956
Lululemon Athletica, Inc. ^(a)		1,300		363,428
O’Reilly Automotive, Inc. ^(a)		2,300		1,617,705
Ollie’s Bargain Outlet Holdings, Inc. ^(a)		26,296		1,356,874
Papa John’s International, Inc.		22,992		1,609,670
Petco Health & Wellness Co., Inc. ^(a)		19,082		212,955
Red Robin Gourmet Burgers, Inc. ^(a)		8,196		55,159
RH ^(a)		1,026		252,468
Ross Stores, Inc.		8,700		733,149
Rush Enterprises, Inc. Class A		12,573		551,452
Ruth’s Hospitality Group, Inc.		14,708		247,977
Sweetgreen, Inc. Class A ^(a) ^(b)		38,118		705,183
Warby Parker, Inc. Class A ^(a)		61,400		819,076
Wingstop, Inc.		8,415		1,055,409
Winmark Corp.		2,566		555,128
Yum! Brands, Inc.		800		85,072
				32,503,343
Textiles — 0.0%
Bombas LLC. (Acquired 2/12/21, Cost $183,470) ^(a) ^(d) ^(e) ^(f)		41,514		203,419
				64,957,275
Consumer, Non-cyclical — 25.1%
Agriculture — 0.3%
Bunge Ltd.		19,961		1,648,180
Pax Labs, Inc., Class A (Acquired 4/18/19, Cost $218,578) ^(a) ^(d) ^(e) ^(f)		58,048		38,312
				1,686,492
Beverages — 1.0%
The Boston Beer Co., Inc. Class A ^(a)		6,441		2,084,630
Carlsberg A/S Class B		13,881		1,619,628
Coca-Cola Consolidated, Inc.		2,004		825,107
Constellation Brands, Inc. Class A		2,952		678,015

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

MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund – Portfolio of Investments (Continued)

	Number of Shares		Value
Monster Beverage Corp. ^(a)		14,621	$	1,271,442
				6,478,822
Biotechnology — 4.8%
Abcam PLC ^(a)		28,992		432,491
Abcam PLC Sponsored ADR ^(a) ^(b)		27,805		416,797
ACADIA Pharmaceuticals, Inc. ^(a)		5,227		85,514
Akero Therapeutics, Inc. ^(a) ^(b)		3,405		115,940
Allogene Therapeutics, Inc. ^(a) ^(b)		10,030		108,324
Alnylam Pharmaceuticals, Inc. ^(a)		15,497		3,101,880
Apellis Pharmaceuticals, Inc. ^(a)		34,534		2,358,672
Argenx SE ADR ^(a)		12,559		4,433,955
Avid Bioservices, Inc. ^(a)		10,600		202,672
Avidity Biosciences, Inc. ^(a) ^(b)		31,121		508,206
BeiGene Ltd. ADR ^(a)		759		102,328
Bicycle Therapeutics PLC ADR ^(a) ^(b)		831		19,329
Blueprint Medicines Corp. ^(a)		19,944		1,314,110
C4 Therapeutics, Inc. ^(a)		10,842		95,084
Cerevel Therapeutics Holdings, Inc. ^(a)		20,056		566,783
Certara, Inc. ^(a)		10,621		141,047
CinCor Pharma, Inc. ^(a)		1,598		52,446
Corteva, Inc.		28,662		1,638,033
CRISPR Therapeutics AG ^(a) ^(b)		11,753		768,059
Day One Biopharmaceuticals, Inc. ^(a)		4,153		83,185
Denali Therapeutics, Inc. ^(a)		8,819		270,655
DICE Therapeutics, Inc. ^(a)		5,194		105,334
Entrada Therapeutics, Inc. ^(a) ^(b)		6,271		98,831
Exelixis, Inc. ^(a)		27,657		433,662
Exscientia PLC ^(a) ^(b)		1,673		13,735
Fate Therapeutics, Inc. ^(a) ^(b)		6,240		139,838
Generation Bio Co., ^(a)		34,221		181,714
HilleVax, Inc. ^(a)		7,986		136,481
Icosavax, Inc. ^(a) ^(b)		22,585		71,369
Ideaya Biosciences, Inc. ^(a)		4,901		73,123
IGM Biosciences, Inc. ^(a) ^(b)		9,048		205,752
Imago Biosciences, Inc. ^(a) ^(b)		3,324		50,026
Incyte Corp. ^(a)		1,863		124,150
Insmed, Inc. ^(a)		66,182		1,425,560
Intellia Therapeutics, Inc. ^(a)		5,830		326,247
Ionis Pharmaceuticals, Inc. ^(a)		49,558		2,191,950
Iovance Biotherapeutics, Inc. ^(a)		4,659		44,633
IVERIC bio, Inc. ^(a)		3,670		65,840
Karuna Therapeutics, Inc. ^(a)		7,565		1,701,595
Kymera Therapeutics, Inc. ^(a)		22,224		483,817
MacroGenics, Inc. ^(a)		20,074		69,456
MeiraGTx Holdings PLC ^(a)		5,622		47,281
Mirati Therapeutics, Inc. ^(a)		1,414		98,754
Monte Rosa Therapeutics, Inc. ^(a)		18,919		154,568
NeoGenomics, Inc. ^(a)		17,674		152,173

	Number of Shares		Value
Nkarta, Inc. ^(a)		25,929	$	341,226
Nurix Therapeutics, Inc. ^(a)		15,020		195,711
Olink Holding AB ADR ^(a) ^(b)		17,080		207,351
Pardes Biosciences, Inc. ^(a)		882		1,632
Pliant Therapeutics, Inc. ^(a)		1,800		37,602
Prothena Corp. PLC ^(a)		13,401		812,503
PTC Therapeutics, Inc. ^(a)		2,845		142,819
RAPT Therapeutics, Inc. ^(a)		13,234		318,410
Relay Therapeutics, Inc. ^(a)		20,964		468,965
Replimune Group, Inc. ^(a)		16,190		279,601
Revolution Medicines, Inc. ^(a)		4,846		95,563
Rocket Pharmaceuticals, Inc. ^(a)		1,734		27,675
Sage Therapeutics, Inc. ^(a)		2,521		98,722
Sana Biotechnology, Inc. ^(a) ^(b)		4,453		26,718
Scholar Rock Holding Corp. ^(a)		27,439		190,152
Seagen, Inc. ^(a)		5,300		725,199
Seer, Inc. ^(a)		15,259		118,105
Senti Biosciences, Inc. ^(a)		5,462		11,853
Syndax Pharmaceuticals, Inc. ^(a)		6,228		149,659
Tenaya Therapeutics, Inc. ^(a)		15,277		44,303
Twist Bioscience Corp. ^(a)		3,772		132,925
Ultragenyx Pharmaceutical, Inc. ^(a)		18,563		768,694
Ventyx Biosciences, Inc. ^(a)		1,275		44,510
Verve Therapeutics, Inc. ^(a)		8,509		292,284
Xencor, Inc. ^(a)		28,938		751,809
Zai Lab Ltd. ADR ^(a)		2,756		94,255
Zentalis Pharmaceuticals, Inc. ^(a)		17,253		373,700
				31,963,345
Commercial Services — 5.5%
ABM Industries, Inc.		5,382		205,754
Altus Group Ltd. ^(b)		3,533		114,531
American Public Education, Inc. ^(a)		14,556		133,042
Ashtead Group PLC		21,484		959,172
Booz Allen Hamilton Holding Corp.		31,689		2,926,479
Bright Horizons Family Solutions, Inc. ^(a)		34,507		1,989,329
Clarivate PLC ^(a)		114,480		1,074,967
CoStar Group, Inc. ^(a)		47,048		3,276,893
Equifax, Inc.		11,300		1,937,159
FleetCor Technologies, Inc. ^(a)		11,700		2,061,189
FTI Consulting, Inc. ^(a)		1,765		292,478
Global Payments, Inc.		10,404		1,124,152
Green Dot Corp. Class A ^(a)		14,521		275,609
Herc Holdings, Inc.		1,211		125,799
Huron Consulting Group, Inc. ^(a)		4,914		325,553
Legalzoom.com Inc. ^(a) ^(b)		14,353		123,005
MarketAxess Holdings, Inc.		6,575		1,462,872
Monro, Inc.		24,527		1,065,943
Multiplan Corp. ^(a) ^(b)		150,201		429,575

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

MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund – Portfolio of Investments (Continued)

	Number of Shares		Value
Paylocity Holding Corp. ^(a)		24,364	$	5,885,855
Payoneer Global, Inc. ^(a)		137,986		834,815
PROG Holdings, Inc. ^(a)		11,025		165,155
Rent the Runway, Inc. Class A ^(a)		14,550		32,010
Rentokil Initial PLC		251,406		1,327,523
SEACOR Marine Holdings Inc. ^(a)		50,253		282,422
Strategic Education, Inc.		29,766		1,827,930
Toast, Inc., Class A ^(a)		150,164		2,510,742
TransUnion		23,400		1,392,066
United Rentals, Inc. ^(a)		2,600		702,312
Verisk Analytics, Inc.		9,200		1,568,876
WillScot Mobile Mini Holdings Corp. ^(a)		5,865		236,535
				36,669,742
Cosmetics & Personal Care — 0.0%
Olaplex Holdings, Inc. ^(a)		5,448		52,028
Food — 1.9%
Cal-Maine Foods, Inc.		6,797		377,845
Campbell Soup Co.		31,486		1,483,621
Flowers Foods, Inc.		150,541		3,716,857
Grocery Outlet Holding Corp. ^(a)		904		30,094
Nomad Foods Ltd. ^(a)		62,204		883,297
Post Holdings, Inc. ^(a)		13,821		1,132,078
The Simply Good Foods Co. ^(a)		16,404		524,764
Sysco Corp.		37,690		2,665,060
TreeHouse Foods, Inc. ^(a)		25,430		1,078,741
Utz Brands, Inc.		48,242		728,454
				12,620,811
Health Care – Products — 5.6%
Adaptive Biotechnologies Corp. ^(a)		3,894		27,725
Alcon, Inc.		21,000		1,221,780
AtriCure, Inc. ^(a)		7,996		312,644
Atrion Corp.		940		531,100
Avantor, Inc. ^(a)		109,800		2,152,080
Bruker Corp.		62,613		3,322,246
The Cooper Cos., Inc.		7,800		2,058,420
Cvrx, Inc. ^(a) ^(b)		4,148		38,701
Dentsply Sirona, Inc.		69,615		1,973,585
Exact Sciences Corp. ^(a)		10,000		324,900
Hologic, Inc. ^(a)		92,455		5,965,197
ICU Medical, Inc. ^(a)		10,524		1,584,914
Koninklijke Philips NV		112,001		1,730,029
Lantheus Holdings, Inc. ^(a)		7,562		531,836
Nevro Corp. ^(a)		3,797		176,940
Novocure Ltd. ^(a)		1,539		116,933
Pacific Biosciences of California, Inc. ^(a) ^(b)		53,549		310,852
Penumbra, Inc. ^(a)		2,476		469,450

	Number of Shares		Value
PROCEPT BioRobotics Corp. ^(a)		17,229	$	714,314
Quidelortho Corp. ^(a)		25,756		1,841,039
Rapid Micro Biosystems, Inc., Class A ^(a) ^(b)		16,139		52,129
Repligen Corp. ^(a)		8,616		1,612,140
Sartorius Stedim Biotech		933		285,211
Shockwave Medical, Inc. ^(a)		1,363		379,010
Teleflex, Inc.		16,740		3,372,440
Utah Medical Products, Inc.		3,032		258,660
West Pharmaceutical Services, Inc.		11,579		2,849,360
Zimmer Biomet Holdings, Inc.		27,268		2,850,869
				37,064,504
Health Care – Services — 3.2%
Acadia Healthcare Co., Inc. ^(a)		31,900		2,493,942
Agiliti, Inc. ^(a) ^(b)		23,415		335,069
agilon health, Inc. ^(a)		9,461		221,577
Catalent, Inc. ^(a)		47,612		3,445,204
Centene Corp. ^(a)		23,839		1,854,912
Charles River Laboratories International, Inc. ^(a)		7,676		1,510,637
dentalcorp Holdings Ltd. ^(a)		18,724		107,761
The Ensign Group, Inc.		8,148		647,766
Eurofins Scientific SE		8,516		504,988
Flame Biosciences, Inc. (Acquired 9/28/20, Cost $60,083) ^(a) ^(d) ^(e) ^(f)		9,173		42,104
Fresenius SE & Co. KGaA		36,702		786,129
Innovage Holding Corp. ^(a) ^(b)		41,040		241,315
ModivCare, Inc. ^(a)		5,707		568,874
Molina Healthcare, Inc. ^(a)		9,312		3,071,470
The Pennant Group, Inc. ^(a)		29,722		309,406
Select Medical Holdings Corp.		222,692		4,921,493
Surgery Partners, Inc. ^(a)		6,977		163,262
U.S. Physical Therapy, Inc.		5,200		395,304
				21,621,213
Household Products & Wares — 0.6%
Avery Dennison Corp.		12,500		2,033,750
Kimberly-Clark Corp.		7,540		848,552
Reynolds Consumer Products, Inc.		42,400		1,102,824
				3,985,126
Pharmaceuticals — 2.2%
Agios Pharmaceuticals, Inc. ^(a)		7,849		221,970
Alector, Inc. ^(a)		2,225		21,049
Alkermes PLC ^(a)		45,730		1,021,151
Arvinas, Inc. ^(a)		10,884		484,229
Ascendis Pharma A/S ADR ^(a)		15,973		1,649,372
BellRing Brands, Inc. ^(a)		41,015		845,319
Cardinal Health, Inc.		47,994		3,200,240
Centessa Pharmaceuticals PLC ADR ^(a) ^(b)		3,637		14,621

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

MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund – Portfolio of Investments (Continued)

	Number of Shares		Value
Elanco Animal Health, Inc. ^(a)		58,871	$	730,589
Embecta Corp.		22,903		659,377
Enanta Pharmaceuticals, Inc. ^(a)		228		11,826
Galapagos NV ^(a)		12,860		550,278
Gyroscope Therapeutics, Milesone Payment 1 (Acquired 2/18/22, Cost $31,900) ^(a) ^(d) ^(e) ^(f)		31,900		11,076
Gyroscope Therapeutics, Milesone Payment 2 (Acquired 2/18/22, Cost $21,260) ^(a) ^(d) ^(e) ^(f)		21,260		3,076
Gyroscope Therapeutics, Milesone Payment 3 (Acquired 2/18/22, Cost $21,260) ^(a) ^(d) ^(e) ^(f)		21,260		2,564
Immuneering Corp. Class A ^(a)		8,525		122,078
Kura Oncology, Inc. ^(a)		18,875		257,832
Longboard Pharmaceuticals, Inc. ^(a)		3,060		11,383
Lyell Immunopharma, Inc. ^(a)		7,678		56,280
Morphic Holding, Inc. ^(a)		6,791		192,185
Neurocrine Biosciences, Inc. ^(a)		4,757		505,241
Option Care Health, Inc. ^(a)		52,921		1,665,424
Patterson Cos., Inc.		60,882		1,462,386
Perrigo Co. PLC		5,800		206,828
Prometheus Biosciences, Inc. ^(a)		2,850		168,179
Reata Pharmaceuticals, Inc. Class A ^(a) ^(b)		3,018		75,842
Repare Therapeutics, Inc. ^(a) ^(b)		12,511		151,758
Viatris, Inc.		64,758		551,738
				14,853,891
				166,995,974
Diversified — 0.2%
Holding Companies-Diversified — 0.0%
Dynamics Special Purpose Corp., Founders Shares (Acquired 12/22/21, Cost $0) ^(a) ^(d) ^(e)		607		1,251
Holding Company – Diversified — 0.2%
Big Sky Growth Partners, Inc. ^(a)		32,563		318,140
Conyers Park III Acquisition Corp. ^(a)		31,244		305,254
KKR Acquisition Holdings I Corp. ^(a)		24,852		245,041
Post Holdings Partnering Corp. ^(a)		21,493		208,912
Professional Holding Corp. Class A ^(a)		4,276		110,919
Revolution Healthcare Acquisition Corp. ^(a)		8,585		84,305
				1,272,571
				1,273,822
Energy — 4.1%
Energy – Alternate Sources — 0.4%
Array Technologies, Inc. ^(a)		16,428		272,376
NextEra Energy Partners LP		13,475		974,377
REX American Resources Corp. ^(a)		4,659		130,079

	Number of Shares		Value
Shoals Technologies Group, Inc. Class A ^(a)		47,563	$	1,024,983
				2,401,815
Oil & Gas — 1.4%
Advantage Energy Ltd. ^(a)		68,447		492,040
Canadian Natural Resources Ltd.		17,648		821,867
Coterra Energy, Inc.		29,700		775,764
Devon Energy Corp.		15,412		926,724
Diamondback Energy, Inc.		7,811		940,913
Imperial Oil Ltd.		22,829		987,811
Kimbell Royalty Partners LP		13,195		224,051
Magnolia Oil & Gas Corp. Class A		101,824		2,017,133
Matador Resources Co.		23,391		1,144,288
Pioneer Natural Resources Co.		4,900		1,060,997
Venture Global LNG, Inc., Series B (Acquired 3/08/18, Cost $33,220) ^(a) ^(d) ^(e) ^(f)		11		162,748
Venture Global LNG, Inc., Series C (Acquired 3/08/18, Cost $27,180) ^(a) ^(d) ^(e) ^(f)		9		133,157
				9,687,493
Oil & Gas Services — 1.7%
Aris Water Solution, Inc. Class A		20,801		265,421
ChampionX Corp.		25,115		491,500
Enerflex Ltd. ^(b)		59,604		255,874
Expro Group Holdings NV ^(a)		126,425		1,610,654
Liberty Energy, Inc. ^(a)		72,364		917,575
NexTier Oilfield Solutions, Inc. ^(a)		68,274		505,228
Nov, Inc.		73,942		1,196,382
Ranger Energy Services, Inc. ^(a)		32,296		315,855
TechnipFMC PLC ^(a)		500,636		4,235,381
Tidewater, Inc. ^(a)		73,306		1,590,740
				11,384,610
Pipelines — 0.6%
Cheniere Energy, Inc.		9,900		1,642,509
Equitrans Midstream Corp.		317,421		2,374,309
				4,016,818
				27,490,736
Financial — 17.1%
Banks — 6.6%
BankUnited, Inc.		45,328		1,548,858
Blue Foundry Bancorp ^(a)		20,556		229,199
Burke & Herbert Bank & Trust Co.		98		220,500
Cadence Bank		22,038		559,986
Coastal Financial Corp. ^(a)		5,001		198,740
Columbia Banking System, Inc.		25,983		750,649
CRB Group, Inc. (Acquired 4/14/22, Cost $73,283) ^(a) ^(d) ^(e) ^(f)		697		73,283

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

MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund – Portfolio of Investments (Continued)

	Number of Shares		Value
CrossFirst Bankshares, Inc. ^(a)		31,022	$	404,837
Dime Community Bancshares, Inc.		15,759		461,424
Dogwood State Bank, (Non-Voting) (Acquired 5/06/19, Cost $53,690) ^(a) ^(d) ^(e) ^(f)		5,369		96,642
Dogwood State Bank, (Voting) (Acquired 5/06/19, Cost $26,370) ^(a) ^(d) ^(e) ^(f)		2,637		47,466
East West Bancorp, Inc.		16,539		1,110,428
Eastern Bankshares, Inc.		18,882		370,842
Equity Bancshares, Inc. Class A		9,517		281,989
Farmers & Merchants Bank of Long Beach/Long Beach CA ^(b)		31		241,800
FB Financial Corp.		31,018		1,185,198
Fifth Third Bancorp		108,199		3,458,040
The First Bancshares, Inc.		19,085		570,069
Five Star Bancorp		9,617		272,738
Glacier Bancorp, Inc.		11,500		564,995
HarborOne Bancorp, Inc.		35,190		472,250
Heritage Commerce Corp.		37,932		430,149
Home BancShares, Inc.		62,295		1,402,260
Independent Bank Corp.		11,472		855,008
Independent Bank Group, Inc.		10,746		659,697
John Marshall Bancorp, Inc. ^(b)		11,333		278,338
Kearny Financial Corp.		48,462		514,666
Live Oak Bancshares, Inc.		43,115		1,319,319
Metropolitan Bank Holding Corp. ^(a)		2,773		178,470
National Bank Holdings Corp. Class A		19,200		710,208
Origin Bancorp, Inc.		21,334		820,719
P10, Inc.		26,284		276,508
PCSB Financial Corp.		6,520		116,904
Pinnacle Financial Partners, Inc.		23,901		1,938,371
Ponce Financial Group, Inc. ^(a) ^(b)		21,067		192,974
Popular, Inc.		41,103		2,961,882
Preferred Bank		8,200		534,886
Provident Bancorp, Inc.		13,162		188,348
Sandy Spring Bancorp, Inc.		16,551		583,588
Signature Bank		15,310		2,311,810
Southern First Bancshares, Inc. ^(a)		4,406		183,554
SouthState Corp.		21,250		1,681,300
State Street Corp.		58,417		3,552,338
SVB Financial Group ^(a)		892		299,516
Texas Capital Bancshares, Inc. ^(a)		18,696		1,103,625
Towne Bank		26,103		700,343
Veritex Holdings, Inc.		22,550		599,605
Walker & Dunlop, Inc.		5,312		444,774
Webster Financial Corp.		55,883		2,525,912
Westamerica Bancorp.		19,125		1,000,046
Western Alliance Bancorp		36,684		2,411,606
				43,896,657

	Number of Shares		Value
Diversified Financial Services — 2.0%
Air Lease Corp.		18,647	$	578,243
Apiture, Inc. (Acquired 7/01/20-6/30/22, Cost $97,636) ^(a) ^(d) ^(e) ^(f)		6,130		101,865
Assetmark Financial Holdings, Inc. ^(a)		18,299		334,689
Cboe Global Markets, Inc.		14,094		1,654,213
Columbia Financial, Inc. ^(a)		8,780		185,521
Encore Capital Group, Inc. ^(a)		6,936		315,449
Grasshopper Bancorp, Inc. (Acquired 5/02/19, Cost $83,390) ^(a) ^(d) ^(e) ^(f)		8,339		33,356
Hannon Armstrong Sustainable Infrastructure Capital, Inc.		24,261		726,132
Houlihan Lokey, Inc.		9,567		721,160
Intercontinental Exchange, Inc.		800		72,280
Lazard Ltd. Class A		29,058		924,916
NerdWallet, Inc. Class A ^(a)		13,527		119,984
OneMain Holdings, Inc.		24,825		732,834
OTC Markets Group, Inc. Class A		4,941		272,002
PennyMac Financial Services, Inc.		32,262		1,384,040
PRA Group, Inc. ^(a)		19,501		640,803
Radian Group, Inc.		39,075		753,757
Raymond James Financial, Inc.		6,750		667,035
Stash Financial, Inc. (Acquired 1/06/21-1/26/21, Cost $15,690) ^(a) ^(d) ^(e) ^(f)		487		17,050
StepStone Group, Inc. Class A		36,870		903,684
TMX Group Ltd.		4,110		378,048
Tradeweb Markets, Inc. Class A		24,100		1,359,722
Virtus Investment Partners, Inc.		3,026		482,708
				13,359,491
Insurance — 3.7%
Assurant, Inc.		21,395		3,108,052
Axis Capital Holdings Ltd.		41,973		2,062,973
Brown & Brown, Inc.		40,229		2,433,050
BRP Group, Inc. Class A ^(a)		37,896		998,560
CNA Financial Corp.		47,099		1,737,953
Essent Group Ltd.		10,036		349,955
The Hanover Insurance Group, Inc.		5,690		729,117
Jackson Financial, Inc., Class A		36,895		1,023,836
James River Group Holdings Ltd.		23,853		544,087
Kemper Corp.		58,457		2,411,936
Loews Corp.		48,032		2,393,915
Marsh & McLennan Cos., Inc.		6,460		964,413
Palomar Holdings, Inc. ^(a)		7,618		637,779
ProAssurance Corp.		15,438		301,195
RenaissanceRe Holdings Ltd.		20,613		2,893,859
Ryan Specialty Holdings, Inc. ^(a)		11,082		450,151
Selective Insurance Group, Inc.		18,555		1,510,377
				24,551,208

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

MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund – Portfolio of Investments (Continued)

	Number of Shares		Value
Investment Companies — 0.2%
Groupe Bruxelles Lambert NV		16,707	$	1,160,983
Private Equity — 0.3%
KKR & Co., Inc.		43,400		1,866,200
Real Estate — 0.6%
eXp World Holdings, Inc. ^(b)		7,225		80,992
FirstService Corp.		21,524		2,561,571
McGrath RentCorp		5,738		481,189
The St. Joe Co.		16,326		522,922
Tricon Residential, Inc.		78,293		677,234
				4,323,908
Real Estate Investment Trusts (REITS) — 3.4%
Apartment Investment and Management Co. Class A		169,450		1,236,985
Apple Hospitality REIT, Inc.		37,771		531,060
Community Healthcare Trust, Inc.		7,072		231,608
CubeSmart		30,394		1,217,584
EastGroup Properties, Inc.		14,971		2,160,914
Equity Commonwealth		82,713		2,014,889
Equity Residential		13,587		913,318
Essential Properties Realty Trust, Inc.		26,009		505,875
First Industrial Realty Trust, Inc.		7,828		350,773
Flagship Communities		5,389		80,781
Independence Realty Trust, Inc.		3,600		60,228
JBG SMITH Properties		44,175		820,771
NexPoint Diversified Real Estate Trust		4,387		55,057
NexPoint Residential Trust, Inc.		2,076		95,932
Omega Healthcare Investors, Inc.		9,421		277,825
Pebblebrook Hotel Trust		28,341		411,228
PennyMac Mortgage Investment Trust ^(b)		31,955		376,430
PotlatchDeltic Corp.		12,807		525,599
Rayonier, Inc.		55,780		1,671,727
Regency Centers Corp.		27,555		1,483,837
Rexford Industrial Realty, Inc.		29,822		1,550,744
Safehold, Inc. ^(b)		12,797		338,609
Saul Centers, Inc.		15,030		563,625
SBA Communications Corp.		762		216,903
Simon Property Group, Inc.		1,846		165,678
Terreno Realty Corp.		26,874		1,424,053
UMH Properties, Inc.		5,163		83,382
Vornado Realty Trust		34,098		789,710
Washington Real Estate Investment Trust		34,829		611,597
Weyerhaeuser Co.		58,751		1,677,929
				22,444,651

	Number of Shares		Value
Savings & Loans — 0.3%
Capitol Federal Financial, Inc.		24,111	$	200,121
FS Bancorp, Inc.		6,123		166,913
Pacific Premier Bancorp, Inc.		29,909		925,983
WSFS Financial Corp.		20,974		974,452
				2,267,469
				113,870,567
Industrial — 15.3%
Aerospace & Defense — 0.8%
Rolls-Royce Holdings PLC ^(a)		1,658,880		1,274,842
Spirit AeroSystems Holdings, Inc. Class A		59,645		1,307,418
Teledyne Technologies, Inc. ^(a)		6,691		2,258,012
Triumph Group, Inc. ^(a)		62,533		537,159
				5,377,431
Building Materials — 1.5%
Gibraltar Industries, Inc. ^(a)		9,742		398,740
JELD-WEN Holding, Inc. ^(a)		16,793		146,939
Martin Marietta Materials, Inc.		5,831		1,878,107
Mohawk Industries, Inc. ^(a)		15,049		1,372,318
SPX Technologies, Inc. ^(a)		24,424		1,348,693
Summit Materials, Inc. Class A ^(a)		80,689		1,933,308
Trex Co., Inc. ^(a)		12,897		566,694
UFP Industries, Inc.		12,972		936,060
Vulcan Materials Co.		7,301		1,151,441
				9,732,300
Electrical Components & Equipment — 0.5%
Belden, Inc.		18,047		1,083,181
Insteel Industries, Inc.		5,411		143,554
Littelfuse, Inc.		8,811		1,750,658
Novanta, Inc. ^(a)		4,599		531,874
				3,509,267
Electronics — 2.4%
Agilent Technologies, Inc.		31,000		3,768,050
Amphenol Corp. Class A		18,200		1,218,672
Brady Corp. Class A		14,070		587,141
CTS Corp.		18,843		784,811
Fortive Corp.		39,900		2,326,170
Hubbell, Inc.		4,137		922,551
Keysight Technologies, Inc. ^(a)		17,100		2,690,856
Knowles Corp. ^(a)		14,591		177,572
National Instruments Corp.		86,189		3,252,773
				15,728,596
Environmental Controls — 0.5%
Stericycle, Inc. ^(a)		18,372		773,645
Tetra Tech, Inc.		4,525		581,598
Waste Connections, Inc.		12,379		1,672,774
				3,028,017

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

100

MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund – Portfolio of Investments (Continued)

	Number of Shares		Value
Hand & Machine Tools — 0.6%
Cadre Holdings, Inc.		7,823	$	188,221
Enerpac Tool Group Corp.		42,488		757,561
MSA Safety, Inc.		5,893		643,987
Regal Rexnord Corp.		7,824		1,098,177
Stanley Black & Decker, Inc.		17,505		1,316,551
				4,004,497
Machinery – Construction & Mining — 0.1%
BWX Technologies, Inc.		13,500		679,995
Machinery – Diversified — 2.9%
Alamo Group, Inc.		3,162		386,618
Cactus, Inc. Class A		20,572		790,582
CIRCOR International, Inc. ^(a)		21,597		356,134
Cognex Corp.		16,800		696,360
CSW Industrials, Inc.		8,700		1,042,260
Enovis Corp. ^(a)		19,833		913,706
Esab Corp.		24,146		805,511
Graco, Inc.		10,625		636,969
Hydrofarm Holdings Group, Inc. ^(a)		1,646		3,193
IDEX Corp.		13,133		2,624,630
Ingersoll Rand, Inc.		149,062		6,448,422
Marel HF		27,870		86,424
The Middleby Corp. ^(a)		6,834		875,914
Mueller Water Products, Inc. Class A		38,781		398,281
Rockwell Automation, Inc.		5,767		1,240,539
Thermon Group Holdings, Inc. ^(a)		24,000		369,840
The Toro Co.		15,591		1,348,310
Zurn Elkay Water Solutions Corp.		16,325		399,962
				19,423,655
Metal Fabricate & Hardware — 1.0%
AZZ, Inc.		15,949		582,298
Helios Technologies, Inc.		17,979		909,737
RBC Bearings, Inc. ^(a)		12,740		2,647,499
Strattec Security Corp. ^(a)		3,912		81,370
Valmont Industries, Inc.		2,333		626,691
Xometry, Inc. Class A ^(a)		31,977		1,815,974
				6,663,569
Miscellaneous - Manufacturing — 2.0%
Alstom SA		46,366		745,575
ESCO Technologies, Inc.		16,654		1,223,070
Federal Signal Corp.		16,027		598,128
Haynes International, Inc.		10,135		355,941
John Bean Technologies Corp.		8,402		722,572
Myers Industries, Inc.		27,235		448,560
Textron, Inc.		128,628		7,493,867
Trane Technologies PLC		11,463		1,659,957
				13,247,670

	Number of Shares		Value
Packaging & Containers — 0.9%
Ball Corp.		71,902	$	3,474,305
Ranpak Holdings Corp. ^(a)		8,272		28,290
Sealed Air Corp.		35,400		1,575,654
WestRock Co.		35,637		1,100,827
				6,179,076
Transportation — 2.1%
C.H. Robinson Worldwide, Inc.		17,473		1,682,825
International Seaways, Inc.		9,303		326,814
J.B. Hunt Transport Services, Inc.		36,108		5,648,013
Landstar System, Inc.		8,353		1,205,923
Matson, Inc.		167		10,274
Old Dominion Freight Line, Inc.		12,317		3,064,100
Saia, Inc. ^(a)		11,044		2,098,360
US Xpress Enterprises, Inc. Class A ^(a) ^(b)		23,308		57,338
				14,093,647
				101,667,720
Technology — 12.1%
Computers — 1.8%
Coalition, Inc. (Acquired 9/13/21, Cost $4,230) ^(a) ^(d) ^(e) ^(f)		256		5,513
Conduent, Inc. ^(a)		49,081		163,930
Crowdstrike Holdings, Inc. Class A ^(a)		7,600		1,252,556
Endava PLC Sponsored ADR ^(a)		21,036		1,696,133
Fortinet, Inc. ^(a)		53,200		2,613,716
Globant SA ^(a)		7,624		1,426,298
Leidos Holdings, Inc.		7,200		629,784
PAR Technology Corp. ^(a) ^(b)		19,994		590,423
Parsons Corp. ^(a)		27,949		1,095,601
Thoughtworks Holding, Inc. ^(a)		3,392		35,582
Western Digital Corp. ^(a)		69,331		2,256,724
				11,766,260
Semiconductors — 3.0%
Entegris, Inc.		43,053		3,574,260
KLA Corp.		8,400		2,542,092
Lattice Semiconductor Corp. ^(a)		55,818		2,746,804
MACOM Technology Solutions Holdings, Inc. ^(a)		5,815		301,159
Marvell Technology, Inc.		111,196		4,771,420
MaxLinear, Inc. ^(a)		9,875		322,123
Microchip Technology, Inc.		74,100		4,522,323
Monolithic Power Systems, Inc.		232		84,309
Onto Innovation, Inc. ^(a)		11,049		707,688
Wolfspeed, Inc. ^(a)		4,000		413,440
				19,985,618

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

101

MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund – Portfolio of Investments (Continued)

	Number of Shares		Value
Software — 7.3%
Agilysys, Inc. ^(a)		3,617	$	200,201
Alignment Healthcare, Inc. ^(a)		54,053		639,987
Amplitude, Inc. ^(a) ^(b)		12,844		198,697
Atlassian Corp. PLC Class A ^(a)		23,377		4,922,962
Bill.com Holdings, Inc. ^(a)		13,631		1,804,335
Black Knight, Inc. ^(a)		26,700		1,728,291
Blackline, Inc. ^(a)		6,272		375,693
Braze, Inc. ^(a)		3,450		120,163
Broadridge Financial Solutions, Inc.		4,000		577,280
CCC Intelligent Solutions Holdings, Inc. ^(a)		97,484		887,104
Ceridian HCM Holding, Inc. ^(a)		35,194		1,966,641
Checkr, Inc. (Acquired 6/29/18-12/02/19, Cost $116,452) ^(a) ^(d) ^(e) ^(f)		15,444		118,919
Clear Secure Inc. Class A ^(a) ^(b)		53,952		1,233,343
Clearwater Analytics Holdings, Inc. Class A ^(a)		14,030		235,564
Coupa Software, Inc. ^(a)		8,670		509,796
Databricks, Inc. (Acquired 7/24/20-8/28/20, Cost $24,732) ^(a) ^(d) ^(e) ^(f)		1,545		85,428
Datadog, Inc. Class A ^(a)		10,618		942,666
Definitive Healthcare Corp. ^(a)		8,670		134,732
The Descartes Systems Group, Inc. ^(a)		37,567		2,386,631
DocuSign, Inc. ^(a)		8,200		438,454
DoubleVerify Holdings, Inc. ^(a)		37,466		1,024,695
Doximity, Inc. Class A ^(a) ^(b)		21,851		660,337
Duolingo, Inc. ^(a)		7,033		669,753
Fair Isaac Corp. ^(a)		3,000		1,236,030
Five9, Inc. ^(a)		2,371		177,778
Ginkgo Bioworks, Inc., Earnout Shares 15.00 (Acquired 9/17/21, Cost $0) ^(a) ^(d) ^(e) ^(f)		874		1,045
Ginkgo Bioworks, Inc., Earnout Shares 17.50 (Acquired 9/17/21, Cost $0) ^(a) ^(d) ^(e) ^(f)		874		954
Ginkgo Bioworks, Inc., Earnout Shares 20.00 (Acquired 9/17/21, Cost $0) ^(a) ^(d) ^(e) ^(f)		874		877
Gusto, Inc. (Acquired 8/18/20-11/09/20, Cost $204,799) ^(a) ^(d) ^(e) ^(f)		15,332		288,702
HashiCorp, Inc. Class A ^(a)		8,042		258,872
HubSpot, Inc. ^(a)		9,539		2,576,675
Manhattan Associates, Inc. ^(a)		4,889		650,384
Megaport Ltd. ^(a) ^(b)		48,400		234,711
Monday.com Ltd. ^(a)		3,371		382,069
MongoDB, Inc. ^(a)		800		158,848
MSCI, Inc.		2,407		1,015,248
nCino, Inc. ^(a) ^(b)		21,829		744,587

	Number of Shares		Value
Outset Medical, Inc. ^(a)		19,330	$	307,927
Paycom Software, Inc. ^(a)		873		288,081
Paycor HCM, Inc. ^(a)		31,931		943,880
Phreesia, Inc. ^(a)		18,422		469,393
Privia Health Group, Inc. ^(a)		18,578		632,767
Procore Technologies, Inc. ^(a)		16,946		838,488
PTC, Inc. ^(a)		11,500		1,202,900
Roper Technologies, Inc.		10,146		3,648,907
Schrodinger, Inc. ^(a)		782		19,534
SentinelOne Inc. Class A ^(a)		15,567		397,892
ServiceTitan, Inc. (Acquired 11/09/18-5/04/21, Cost $29,280) ^(a) ^(d) ^(e) ^(f)		637		43,896
Socure, Inc. (Acquired 12/22/21, Cost $62,185) ^(a) ^(d) ^(e) ^(f)		3,870		47,291
SS&C Technologies Holdings, Inc		15,665		748,004
Synopsys, Inc. ^(a)		6,600		2,016,366
Tanium, Inc., Class B (Acquired 9/24/20, Cost $30,277) ^(a) ^(d) ^(e) ^(f)		2,657		20,432
Themis Solutions, Inc. (Acquired 4/14/21, Cost $108,219) ^(a) ^(d) ^(e) ^(f)		4,820		97,846
Veeva Systems, Inc. Class A ^(a)		34,661		5,714,906
Vimeo, Inc. ^(a)		47,482		189,928
Workiva, Inc. ^(a)		10,091		785,080
Xero Ltd. ^(a)		17,878		821,625
				48,823,595
				80,575,473
Utilities — 2.7%
Electric — 1.9%
CenterPoint Energy, Inc.		32,720		922,050
FirstEnergy Corp.		96,774		3,580,638
IDACORP, Inc.		20,229		2,002,873
MGE Energy, Inc.		16,698		1,095,890
NorthWestern Corp.		5,254		258,917
PG&E Corp. ^(a)		372,340		4,654,250
PNM Resources, Inc.		10,057		459,907
				12,974,525
Gas — 0.6%
Chesapeake Utilities Corp.		12,906		1,489,223
ONE Gas, Inc.		13,960		982,644
RGC Resources, Inc.		7,280		153,317
Southwest Gas Holdings, Inc.		18,674		1,302,512
				3,927,696
Water — 0.2%
Artesian Resources Corp. Class A		1,393		67,032
California Water Service Group		14,731		776,177

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

102

MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund – Portfolio of Investments (Continued)

	Number of Shares		Value
SJW Group		11,443	$	659,118
				1,502,327
				18,404,548

TOTAL COMMON STOCK (Cost $639,383,864)				616,337,750

PREFERRED STOCK — 2.4%
Communications — 0.1%
Internet — 0.1%
1661, Inc., Series F (Acquired 5/28/21, Cost $288,836) ^(a) ^(d) ^(e) ^(f)		49,629		91,317
Evolve Vacation Rental Network, Inc., Series 8 (Acquired 3/29/18, Cost $44,816) ^(a) ^(d) ^(e) ^(f)		5,266		101,986
Evolve Vacation Rental Network, Inc., Series 9 (Acquired 5/29/20, Cost $20,111) ^(a) ^(d) ^(e) ^(f)		3,470		67,203
Minted, Inc., Series E (Acquired 10/30/18, Cost $113,257) ^(a) ^(d) ^(e) ^(f)		8,410		113,956
SecurityScorecard, Inc., Series E (Acquired 3/05/21, Cost $262,495) ^(a) ^(d) ^(e) ^(f)		51,969		253,609
				628,071
Consumer, Cyclical — 0.1%
Auto Manufacturers — 0.1%
Nuro, Inc., Series C, (Acquired 10/30/20-3/02/21, Cost $282,254)
^(a) ^(d) ^(e) ^(f)		21,621		450,705
Nuro, Inc., Series D, (Acquired 10/29/21, Cost $252,025)
^(a) ^(d) ^(e) ^(f)		12,090		252,025
				702,730
Leisure Time — 0.0%
Rad Power Bikes, Inc., Series C, (Acquired 1/22/21, Cost $69,082)
^(a) ^(d) ^(e) ^(f)		14,321		87,072
Rad Power Bikes, Inc., Series D, (Acquired 9/16/21, Cost $107,722)
^(a) ^(d) ^(e) ^(f)		11,240		68,339
				155,411
Retail — 0.0%
OfferUp, Inc., Series F, (Acquired 7/01/20, Cost $9,217)
^(a) ^(d) ^(e) ^(f)		4,025		2,737
				860,878

	Number of Shares		Value
Consumer, Non-cyclical — 1.1%
Agriculture — 0.1%
Farmer’s Business Network, Inc., Series E, (Acquired 2/11/19, Cost $191,081) ^(a) ^(d) ^(e) ^(f)		8,198	$	509,570
Farmer’s Business Network, Inc., Series F, (Acquired 7/31/20, Cost $172,258) ^(a) ^(d) ^(e) ^(f)		5,211		323,904
				833,474
Biotechnology — 0.3%
Genesis Therapeutics, Inc., Series A, (Acquired 11/24/20, Cost $25,262) ^(a) ^(d) ^(e) ^(f)		4,946		25,262
Inscripta, Inc., Series E, (Acquired 3/30/21, Cost $148,812) ^(a) ^(d) ^(e) ^(f)		16,853		94,040
Insitro, Inc., Series B, (Acquired 5/21/20, Cost $34,456) ^(a) ^(d) ^(e) ^(f)		5,530		101,150
Insitro, Inc., Series C, (Acquired 4/07/21, Cost $62,208) ^(a) ^(d) ^(e) ^(f)		3,401		62,208
Kardium, Inc., Series D-5, (Acquired 11/29/18, Cost $29,906) ^(a) ^(d) ^(e) ^(f)		30,866		31,355
Kardium, Inc., Series D-6, (Acquired 1/08/21, Cost $145,349) ^(a) ^(d) ^(e) ^(f)		143,083		145,349
Laronde, Inc., Series B, (Acquired 7/28/21, Cost $109,340) ^(a) ^(d) ^(e) ^(f)		3,905		21,868
National Resilience, Inc., Series B, (Acquired 10/23/20, Cost $263,720) ^(a) ^(d) ^(e) ^(f)		19,306		1,172,453
National Resilience, Inc., Series C, (Acquired 6/09/21, Cost $315,045) ^(a) ^(d) ^(e) ^(f)		7,094		430,819
Tessera Therapeutics, Inc., Series C, (Acquired 2/25/22, Cost $34,499) ^(a) ^(d) ^(e) ^(f)		1,687		34,499
Treeline Biosciences, Inc., Series A, (Acquired 4/09/21, Cost $40,640) ^(a) ^(d) ^(e) ^(f)		5,192		40,640
				2,159,643
Commercial Services — 0.1%
Honor Technology, Inc., Series D, (Acquired 10/16/20, Cost $225,290) ^(a) ^(d) ^(e) ^(f)		93,556		270,377
Honor Technology, Inc., Series E, (Acquired 9/29/21, Cost $116,646) ^(a) ^(d) ^(e) ^(f)		36,897		106,632

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

103

MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund – Portfolio of Investments (Continued)

	Number of Shares		Value
Redwood Materials, Inc., Series C, (Acquired 5/28/21, Cost $214,074) ^(a) ^(d) ^(e) ^(f)		4,516	$	352,248
				729,257
Food — 0.3%
Cava Group, Inc., Series E, (Acquired 6/23/20-3/26/21, Cost $475,884) ^(a) ^(d) ^(e) ^(f)		18,159		1,061,575
Cava Group, Inc., Series F, (Acquired 3/26/21, Cost $512,596) ^(a) ^(d) ^(e) ^(f)		13,622		796,342
				1,857,917
Health Care – Products — 0.1%
Cleerly, Inc. Series C, (Acquired 7/08/22, Cost $200,211) ^(a) ^(d) ^(e) ^(f)		16,995		200,211
Prime Medicine, Inc., Series B, (Acquired 4/19/21, Cost $40,943) ^(a) ^(d) ^(e) ^(f)		9,347		40,943
Ring Therapeutics, Inc., Series B, (Acquired 4/12/21, Cost $50,885) ^(a) ^(d) ^(e) ^(f)		5,531		50,885
Tempus Labs, Inc., Series D, (Acquired 3/16/18, Cost $21,326) ^(a) ^(d) ^(e) ^(f)		2,275		133,952
Tempus Labs, Inc., Series E, (Acquired 8/23/18, Cost $29,149) ^(a) ^(d) ^(e) ^(f)		1,741		105,226
Tempus Labs, Inc., Series F, (Acquired 4/30/19, Cost $17,059) ^(a) ^(d) ^(e) ^(f)		689		42,194
Tempus Labs, Inc., Series G, (Acquired 2/06/20, Cost $19,176) ^(a) ^(d) ^(e) ^(f)		500		30,990
Tempus Labs, Inc., Series G-2, (Acquired 11/19/20, Cost $26,075) ^(a) ^(d) ^(e) ^(f)		455		25,576
				629,977
Health Care – Services — 0.1%
Caris Life Sciences, Inc., Series C, (Acquired 8/14/20, Cost $125,312) ^(a) ^(d) ^(e) ^(f)		45,403		298,752
Caris Life Sciences, Inc., Series D, (Acquired 5/11/21, Cost $378,132) ^(a) ^(d) ^(e) ^(f)		46,683		307,174
				605,926
Pharmaceuticals — 0.1%
Capsule Corporation, Series D, (Acquired 4/07/21, Cost $144,670) ^(a) ^(d) ^(e) ^(f)		9,983		123,190
Haul Hub, Inc., Series B, (Acquired 2/14/20-3/03/21, Cost $108,854) ^(a) ^(d) ^(e) ^(f)		7,466		140,883

	Number of Shares		Value
Haul Hub, Inc., Series C, (Acquired 4/14/22, Cost $43,061) ^(a) ^(d) ^(e) ^(f)		2,282	$	43,061
				307,134
				7,123,328
Financial — 0.2%
Banks — 0.0%
CRB Group, Inc., Series D, (Acquired 1/28/22, Cost $255,280) ^(a) ^(d) ^(e) ^(f)		2,428		255,280
Diversified Financial Services — 0.2%
Color Health Inc., Series E, (Acquired 10/26/21, Cost $15,095) ^(a) ^(d) ^(e) ^(f)		151		15,095
Color Health, Inc., Series D, (Acquired 12/17/20, Cost $43,490) ^(a) ^(d) ^(e) ^(f)		1,155		115,464
Color Health, Inc., Series D-1, (Acquired 1/13/20, Cost $56,632) ^(a) ^(d) ^(e) ^(f)		2,655		265,418
Convoy, Inc., Series C, (Acquired 9/14/18, Cost $127,740) ^(a) ^(d) ^(e) ^(f)		17,990		93,188
Convoy, Inc., Series D, (Acquired 10/30/19, Cost $417,858) ^(a) ^(d) ^(e) ^(f)		30,861		159,860
Convoy, Inc., Series E, (Acquired 9/30/21, Cost $72,706) ^(a) ^(d) ^(e) ^(f)		4,407		22,828
Stash Financial, Inc., Series F, (Acquired 4/24/20, Cost $126,801) ^(a) ^(d) ^(e) ^(f)		5,060		177,151
Stash Financial, Inc., Series G, (Acquired 1/26/21, Cost $174,908) ^(a) ^(d) ^(e) ^(f)		4,667		163,392
				1,012,396
Insurance — 0.0%
Go Maps, Inc., Series B-1, (Acquired 5/15/19-7/29/20, Cost $9,665) ^(a) ^(d) ^(e) ^(f)		755		763
Investment Companies — 0.0%
Maplebear, Inc., Series E, (Acquired 11/19/21-12/01/21, Cost $348,680) ^(a) ^(d) ^(e) ^(f)		2,900		140,592
Maplebear, Inc., Series I, (Acquired 2/26/21, Cost $58,500) ^(a) ^(d) ^(e) ^(f)		468		22,689
				163,281
				1,431,720
Industrial — 0.3%
Aerospace & Defense — 0.1%
ABL Space Systems Company, Series B (Acquired 3/24/21, Cost $328,985) ^(a) ^(d) ^(e) ^(f)		7,305		496,712

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

104

MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund – Portfolio of Investments (Continued)

	Number of Shares		Value
Electrical Components & Equipment — 0.1%
CelLink, Inc., Series D (Acquired 1/20/22, Cost $223,836) ^(a) ^(d) ^(e) ^(f)		10,749	$	223,836
Sila Nanotechnologies, Inc., Series F (Acquired 1/07/21, Cost $505,509) ^(a) ^(d) ^(e) ^(f)		12,248		381,770
				605,606
Electronics — 0.1%
Sartorius AG 0.130%		1,505		525,649
				1,627,967
Technology — 0.6%
Computers — 0.1%
Coalition, Inc., Series E (Acquired 9/07/21, Cost $253,711) ^(a) ^(d) ^(e) ^(f)		15,355		330,667
Mesosphere, Inc., Series D (Acquired 5/04/18, Cost $72,584) ^(a) ^(d) ^(e) ^(f)		6,566		4,399
				335,066
Software — 0.5%
Checkr, Inc., Series C (Acquired 4/10/18, Cost $106,628) ^(a) ^(d) ^(e) ^(f)		23,433		180,434
Checkr, Inc., Series D (Acquired 9/06/19, Cost $308,786) ^(a) ^(d) ^(e) ^(f)		30,627		235,828
Databricks, Inc., Series F (Acquired 10/22/19, Cost $104,923) ^(a) ^(d) ^(e) ^(f)		7,329		405,245
Databricks, Inc., Series G (Acquired 2/01/21, Cost $128,414) ^(a) ^(d) ^(e) ^(f)		2,172		120,097
Databricks, Inc., Series H (Acquired 8/31/21, Cost $121,028) ^(a) ^(d) ^(e) ^(f)		1,647		91,068
DTX Company, Series A-1 (Acquired 4/02/22, Cost $31,212) ^(a) ^(d) ^(e) ^(f)		17,154		31,212
Eikon Therapeutics, Inc., Series B (Acquired 3/12/21, Cost $89,186) ^(a) ^(d) ^(e) ^(f)		5,042		89,186
Epirus, Inc., Series C-2 (Acquired 1/28/21, Cost $324,592) ^(a) ^(d) ^(e) ^(f)		58,131		324,592
Flexe, Inc., Series C (Acquired 11/18/20, Cost $134,849) ^(a) ^(d) ^(e) ^(f)		11,083		226,033
Flexe, Inc., Series D (Acquired 7/04/22, Cost $73,849) ^(a) ^(d) ^(e) ^(f)		3,621		73,849
Gusto, Inc., Series B (Acquired 8/18/20, Cost $49,238) ^(a) ^(d) ^(e) ^(f)		3,644		68,617

	Number of Shares		Value
Gusto, Inc., Series B-2 (Acquired 8/18/20, Cost $91,936) ^(a) ^(d) ^(e) ^(f)		6,804	$	128,119
Gusto, Inc., Series C (Acquired 7/16/18, Cost $84,209) ^(a) ^(d) ^(e) ^(f)		11,076		208,561
Gusto, Inc., Series D (Acquired 7/16/19, Cost $187,638) ^(a) ^(d) ^(e) ^(f)		14,095		265,409
JetClosing, Inc., Series A (Acquired 5/25/18, Cost $22,781) ^(a) ^(d) ^(e) ^(f)		11,678		—
JetClosing, Inc., Series B-1 (Acquired 7/13/20-2/25/21, Cost $36,276) ^(a) ^(d) ^(e) ^(f)		27,130		—
JetClosing, Inc., Series B-2 (Acquired 2/06/20, Cost $5,769) ^(a) ^(d) ^(e) ^(f)		5,185		—
KoBold Metals, Inc., Series B-1 (Acquired 1/10/22, Cost $244,807) ^(a) ^(d) ^(e) ^(f)		8,931		244,807
Seismic Software, Inc., Series E (Acquired 12/13/18, Cost $117,981) ^(a) ^(d) ^(e) ^(f)		18,715		193,700
Seismic Software, Inc., Series F (Acquired 9/25/20-3/24/21, Cost $18,592) ^(a) ^(d) ^(e) ^(f)		2,115		21,890
ServiceTitan, Inc., Series A-1 (Acquired 11/09/18, Cost $263) ^(a) ^(d) ^(e) ^(f)		10		689
ServiceTitan, Inc., Series D (Acquired 11/09/18, Cost $124,743) ^(a) ^(d) ^(e) ^(f)		4,744		326,909
ServiceTitan, Inc., Series E (Acquired 4/23/20, Cost $7,435) ^(a) ^(d) ^(e) ^(f)		220		15,160
ServiceTitan, Inc., Series F (Acquired 3/25/21, Cost $25,650) ^(a) ^(d) ^(e) ^(f)		239		16,469
Socure, Inc., Series A (Acquired 12/22/21, Cost $75,555) ^(a) ^(d) ^(e) ^(f)		4,702		57,458
Socure, Inc., Series A-1 (Acquired 12/22/21, Cost $62,025) ^(a) ^(d) ^(e) ^(f)		3,860		47,169
Socure, Inc., Series B (Acquired 12/22/21, Cost $1,109) ^(a) ^(d) ^(e) ^(f)		69		843
Socure, Inc., Series E (Acquired 10/27/21, Cost $143,750) ^(a) ^(d) ^(e) ^(f)		8,946		109,320
Themis Solutions, Inc., Series AA (Acquired 4/14/21, Cost $24,473) ^(a) ^(d) ^(e) ^(f)		1,090		22,127
Themis Solutions, Inc., Series AB (Acquired 4/14/21, Cost $2,694) ^(a) ^(d) ^(e) ^(f)		120		2,436

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

105

MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund – Portfolio of Investments (Continued)

	Number of Shares		Value
Themis Solutions, Inc., Series B (Acquired 4/14/21, Cost $2,694) ^(a) ^(d) ^(e) ^(f)		120	$	2,436
Themis Solutions, Inc., Series E (Acquired 4/14/21, Cost $309,164) ^(a) ^(d) ^(e) ^(f)		13,770		279,531
				3,789,194
				4,124,260

TOTAL PREFERRED STOCK (Cost $12,179,977)				15,796,224

TOTAL EQUITIES (Cost $651,563,841)				632,133,974

RIGHTS — 0.0%
Consumer, Non-cyclical — 0.0%
Pharmaceuticals — 0.0%
Progenic Pharmaceuticals, Inc., CVR ^(a) ^(d) ^(f)		25,104		28,892

TOTAL RIGHTS (Cost $0)				28,892

WARRANTS — 0.0%
Communications — 0.0%
Advertising — 0.0%
Advantage Solutions, Inc., Expires 10/28/25 ^(a)		3,668		367
Consumer, Non-cyclical — 0.0%
Pharmaceuticals — 0.0%
EQRx, Inc. ^(a)		1,166		956
Diversified — 0.0%
Holding Company – Diversified — 0.0%
Bluescape Opportunities Acquisition Corp. ^(a)		15,355		2,157
Financial — 0.0%
Banks — 0.0%
Dogwood State Bank (Acquired 5/06/19, Cost $0) ^(a) ^(d) ^(e) ^(f)		800		6,456
Diversified Financial Services — 0.0%
Grasshopper Bancorp, Inc. (Acquired 10/15/18, Cost $0) ^(a) ^(d) ^(e) ^(f)		1,432		1,031
Insurance — 0.0%
Hagerty Group, LLC. (Acquired 8/18/21, Cost $4,451) ^(a) ^(d) ^(e)		3,040		6,870
				14,357

TOTAL WARRANTS (Cost $12,309)				17,837

	Number of Shares		Value
MUTUAL FUNDS — 0.9%
Diversified Financial Services — 0.9%
State Street Navigator Securities Lending Government Money Market Portfolio ^(g)		5,671,215	$	5,671,215

TOTAL MUTUAL FUNDS (Cost $5,671,215)				5,671,215

TOTAL LONG-TERM INVESTMENTS (Cost $657,247,365)				637,851,918

SHORT-TERM INVESTMENTS — 5.2%
Mutual Fund — 5.1%
T. Rowe Price Government Reserve Investment Fund		33,845,374		33,845,374

	Principal Amount
Repurchase Agreement — 0.1%
Fixed Income Clearing Corp., Repurchase Agreement, dated 9/30/22, 0.830%, due 10/03/22 ^(h)	$	999,387		999,387

TOTAL SHORT-TERM INVESTMENTS (Cost $34,844,761)				34,844,761

TOTAL INVESTMENTS — 101.0% (Cost $692,092,126) ⁽ⁱ⁾				672,696,679

Other Assets/(Liabilities) — (1.0)%				(6,757,274	)

NET ASSETS — 100.0%			$	665,939,405

Abbreviation Legend

ADR	American Depositary Receipt

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	Non-income producing security.

(b)

Denotes all or a portion of security on loan. The total value of securities on loan as of September 30, 2022, was $13,117,678 or 1.97% of net assets. The Fund received $7,817,077 of non-cash collateral (U.S. Treasury and/or Agency obligations) related to securities lending activity. This amount is not reflected on either the Portfolio of Investments or the Statement of Assets and Liabilities. (Note 2).

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

106

MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund – Portfolio of Investments (Continued)

Notes to Portfolio of Investments (continued)

(c)

(d)	This security is fair valued in good faith in accordance with procedures approved by the Board of Trustees. At September 30, 2022, these securities amounted to a value of $17,082,669 or 2.57% of net assets.

(e)	Restricted security. Certain securities are restricted as to resale. At September 30, 2022, these securities amounted to a value of $17,053,779 or 2.56% of net assets. The Fund generally bears the costs, if any, associated with the disposition of restricted securities.

(f)	Investment is valued using significant unobservable inputs.

(g)	Represents investment of security lending cash collateral. (Note 2).

(h)	Maturity value of $999,456. Collateralized by U.S. Government Agency obligations with a rate of 0.000%, maturity date of 3/30/23, and an aggregate market value, including accrued interest, of $1,019,397.

(i)	See Note 6 for aggregate cost for federal tax purposes.

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

107

MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund – Portfolio of Investments

September 30, 2022

	Principal Amount		Value
BONDS & NOTES — 99.3%
U.S. GOVERNMENT AGENCY OBLIGATIONS AND INSTRUMENTALITIES ^(a) — 3.0%
Collateralized Mortgage Obligations — 0.7%
Government National Mortgage Association
Series 2020-7, Class KE, 2.500% 1/20/50	$	191,876	$	168,582
Series 2016-121, Class JF, 1 mo. USD LIBOR + 0.400% 3.414% FRN 9/20/46		184,719		181,707
Series 2019-78, Class FB, 1 mo. USD LIBOR + 0.400% 3.414% FRN 6/20/49		101,959		100,205
Series 2019-112, Class GF, 1 mo. USD LIBOR + 0.430% 3.444% FRN 9/20/49		95,751		94,159
Series 2019-103, Class CF, 1 mo. USD LIBOR + 0.450% 3.464% FRN 8/20/49		192,334		189,418
Series 2019-111, Class FB, 1 mo. USD LIBOR + 0.450% 3.464% FRN 9/20/49		72,700		71,853
Series 2019-125, Class DF, 1 mo. USD LIBOR + 0.450% 3.464% FRN 10/20/49		153,587		151,390
				957,314
Pass-Through Securities — 2.3%
Government National Mortgage Association II
Pool #MA7534 2.500% 8/20/51		93,501		80,732
Pool #MA7705 2.500% 11/20/51		178,190		153,619
Pool #MA7767 2.500% 12/20/51		537,548		463,257
Pool #MA4484 3.000% 6/20/32		139,143		129,611
Pool #MA6381 3.000% 1/20/35		72,261		67,220
Pool #MA6630 3.000% 5/20/35		32,924		30,606
Pool #MA6209 3.000% 10/20/49		18,016		15,630
Pool #MA6399 3.000% 1/20/50		40,829		35,421
Pool #MA6464 3.000% 2/20/50		92,631		80,361
Pool #MA6531 3.000% 3/20/50		56,562		48,911
Pool #MA7650 3.000% 10/20/51		205,493		182,656
Pool #BQ0937 3.500% 9/20/49		66,648		61,055
Pool #BQ7205 3.500% 10/20/49		38,726		35,428
Pool #BS3713 3.500% 1/20/50		131,190		120,180
Pool #BS3771 3.500% 2/20/50		91,506		83,672
Pool #MA4588 4.500% 7/20/47		111,319		108,429
Pool #MA4781 5.000% 10/20/47		51,368		51,583
Pool #MA4840 5.000% 11/20/47		39,838		40,005
Pool #MA5653 5.000% 12/20/48		123,790		123,013
Pool #MA5820 5.500% 3/20/49		16,577		16,884

	Principal Amount		Value
Government National Mortgage Association II TBA
2.000% 10/20/52 ^(b)	$	580,000	$	483,122
5.500% 10/20/52 ^(b)		490,000		489,234
				2,900,629

TOTAL U.S. GOVERNMENT AGENCY OBLIGATIONS AND INSTRUMENTALITIES (Cost $4,173,509)				3,857,943

U.S. TREASURY OBLIGATIONS — 96.3%
U.S. Treasury Bonds & Notes — 96.3%
U.S. Treasury Bond
1.125% 5/15/40		3,490,000		2,179,614
1.125% 8/15/40		6,270,000		3,881,522
1.250% 5/15/50		3,770,000		2,108,844
1.375% 11/15/40		6,110,000		3,948,587
1.375% 8/15/50		7,400,000		4,286,219
1.625% 11/15/50		3,580,000		2,221,837
1.750% 8/15/41		6,940,000		4,746,310
1.875% 2/15/41		7,480,000		5,296,775
1.875% 2/15/51		6,875,000		4,550,391
1.875% 11/15/51		6,760,000		4,470,050
2.000% 11/15/41		7,760,000		5,554,463
2.000% 2/15/50		4,050,000		2,783,109
2.000% 8/15/51		3,700,000		2,526,985
2.250% 5/15/41		7,690,000		5,813,159
2.250% 8/15/46		2,505,000		1,805,557
2.250% 8/15/49		2,550,000		1,865,883
2.250% 2/15/52		13,760,000		9,995,351
2.375% 2/15/42		24,150,000		18,512,484
2.375% 11/15/49		2,220,000		1,671,938
2.375% 5/15/51		2,440,000		1,825,425
2.500% 2/15/46		1,700,000		1,291,734
2.500% 5/15/46		3,925,000		2,977,481
2.875% 11/15/46		1,700,000		1,389,484
2.875% 5/15/49		2,480,000		2,068,475
2.875% 5/15/52		3,985,000		3,343,042
3.000% 11/15/45		850,000		709,883
3.000% 2/15/47		1,560,000		1,305,525
3.000% 5/15/47		1,200,000		1,005,563
3.000% 8/15/48		2,330,000		1,972,491
3.000% 2/15/49		2,480,000		2,118,075
3.000% 8/15/52		2,030,000		1,753,095
3.125% 5/15/48 ^(c)		4,125,000		3,571,348
3.250% 5/15/42		1,945,000		1,726,492
3.375% 8/15/42 ^(d)		1,700,000		1,540,625
3.375% 11/15/48		2,330,000		2,123,212

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

108

MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund – Portfolio of Investments (Continued)

	Principal Amount		Value
U.S. Treasury Note
2.750% 8/15/32	$	3,325,000	$	3,039,258
				121,980,286

TOTAL U.S. TREASURY OBLIGATIONS (Cost $166,052,411)				121,980,286

TOTAL BONDS & NOTES (Cost $170,225,920)				125,838,229

	Number of Shares
MUTUAL FUNDS — 0.3%
Diversified Financial Services — 0.3%
State Street Navigator Securities Lending Government Money Market Portfolio ^(e)		375,215		375,215

TOTAL MUTUAL FUNDS (Cost $375,215)				375,215

TOTAL PURCHASED OPTIONS (#) — 0.0% (Cost $11,374)				4,078

TOTAL LONG-TERM INVESTMENTS (Cost $170,612,509)				126,217,522

SHORT-TERM INVESTMENTS — 1.3%
Mutual Fund — 0.5%
T. Rowe Price Government Reserve Investment Fund		605,545		605,545

	Principal Amount		Value
Repurchase Agreement — 0.8%
Fixed Income Clearing Corp., Repurchase Agreement, dated 9/30/22, 0.830%, due 10/03/22 ^(f)	$	1,003,737	$	1,003,737

TOTAL SHORT-TERM INVESTMENTS (Cost $1,609,282)				1,609,282

TOTAL INVESTMENTS — 100.9% (Cost $172,221,791) ^(g)				127,826,804

Other Assets/(Liabilities) — (0.9)%				(1,118,055	)

NET ASSETS — 100.0%			$	126,708,749

Abbreviation Legend

FRN	Floating Rate Note

TBA	To Be Announced

Notes to Portfolio of Investments

Percentages are stated as a percent of net assets.

(a)	May contain securities that are issued by a U.S. Government Agency, but are unsecured and are not guaranteed by a U.S. Government Agency.

(b)	A portion of this security is purchased on a when-issued, delayed-delivery or forward commitment basis. (Note 2).

(c)	All or a portion of this security is pledged/held as collateral for open derivatives. (Note 2).

(d)	Denotes all or a portion of security on loan. The total value of securities on loan as of September 30, 2022, was $367,765 or 0.29% of net assets. (Note 2).

(e)	Represents investment of security lending cash collateral. (Note 2).

(f)	Maturity value of $1,003,806. Collateralized by U.S. Government Agency obligations with a rate of 0.000%, maturity date of 3/30/23, and an aggregate market value, including accrued interest, of $1,023,909.

(g)	See Note 6 for aggregate cost for federal tax purposes.

(#) Exchange-Traded Options Purchased

Description	Expiration Date		Exercise Price		No. of Contracts		Notional Amount			Value		Premiums Paid (Received)		Unrealized Appreciation/ (Depreciation)
Call
U.S. Treasury Note 10 Year Future		10/21/22		116.00		29		USD	3,249,813	$	4,078	$	11,374	$	(7,296	)

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

109

MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund – Portfolio of Investments (Continued)

Futures contracts

	Expiration Date		Number of Contracts		Notional Amount			Value/ Net Unrealized Appreciation/ (Depreciation)
Long
U.S. Treasury Note 10 Year		12/20/22		133	$	15,460,175		$	(555,862	)

Short
U.S. Treasury Ultra 10 Year		12/20/22		13	$	(1,553,381	)	$	13,084
U.S. Treasury Note 2 Year		12/30/22		10		(2,055,596	)		1,690
U.S. Treasury Note 5 Year		12/30/22		138		(15,204,763	)		368,685
								$	383,459

Currency Legend

USD	U.S. Dollar

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

110

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MassMutual Funds – Financial Statements

Statements of Assets and Liabilities
September 30, 2022

	MM Equity Asset Fund		MassMutual Select T. Rowe Price Bond Asset Fund
Assets:
Investments, at value (Note 2) ^(a)	$	298,406,752	$	584,816,013
Repurchase agreements, at value (Note 2) ^(b)		4,174,155		3,082,003
Total investments ^(c)		302,580,907		587,898,016
Cash		8,385		—
Foreign currency, at value ^(d)		—		526,196
Receivables from:
Investments sold
Regular delivery		539,886		4,178,690
Delayed delivery		—		2,396,642
Open forward contracts (Note 2)		—		8,771,169
Fund shares sold		100,351		74,318
Investment adviser (Note 3)		—		49,069
Cash collateral pledged for open derivatives (Note 2)		410,000		125,000
Variation margin on open derivative instruments (Note 2)		—		1,010,963
Interest and dividends		349,275		2,061,153
Foreign tax reclaims		279,073		55,515
Open swap agreements, at value (Note 2)		—		80
Total assets		304,267,877		607,146,811
Liabilities:
Payables for:
Investments purchased
Regular delivery		565,759		989,077
Delayed delivery		—		28,192,761
Cash collateral held for open derivatives (Note 2)		—		2,466,000
Open forward contracts (Note 2)		—		1,150,880
Interest and dividends		—		—
Fund shares repurchased		84,438		284,120
Cash collateral held for securities on loan (Note 2)		146,204		14,276,024
Open swap agreements, at value (Note 2)		—		44,815
Trustees’ fees and expenses (Note 3)		36,082		24,028
Variation margin on open derivative instruments (Note 2)		64,607		11,636
Affiliates (Note 3):
Administration fees		14,415		90,548
Investment advisory fees		48,178		—
Due to custodian		—		885,975
Accrued expense and other liabilities		33,885		240,199
Total liabilities		993,568		48,656,063
Net assets	$	303,274,309	$	558,490,748
Net assets consist of:
Paid-in capital	$	246,308,004	$	665,882,453
Accumulated earnings (loss)		56,966,305		(107,391,705	)
Net assets	$	303,274,309	$	558,490,748

^(a)	Cost of investments:	$	281,995,156	$	669,419,751
^(b)	Cost of repurchase agreements:	$	4,174,155	$	3,082,003
^(c)	Securities on loan with market value of:	$	149,001	$	14,463,396
^(d)	Cost of foreign currency:	$	—	$	533,727

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

112

MassMutual Select T. Rowe Price Emerging Markets Bond Fund			MassMutual Select T. Rowe Price Large Cap Blend Fund			MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund			MassMutual Select T. Rowe Price Real Assets Fund			MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund		MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund

$	73,878,785		$	1,853,439,408		$	203,965,145		$	212,562,005		$	671,697,292	$	126,823,067
	1,038,451			997,435			666,805			508,779			999,387		1,003,737
	74,917,236			1,854,436,843			204,631,950			213,070,784			672,696,679		127,826,804
	132,667			2,612			270,000			577,218			14,157		—
	2,662			295			490			425,811			41,895		—


	159,755			7,923,203			—			1,466,474			2,616,067		1,983,515
	—			—			—			—			—		—
	172,137			—			112,375			79,336			—		—
	8,549			881,132			13,895			106,590			306,149		23,945
	17,019			74,683			22,548			19,262			50,345		15,625
	—			—			—			—			—		—
	2,493			—			175,522			70,054			—		—
	1,474,993			1,467,932			239,570			679,014			540,386		838,275
	—			47,722			—			24,534			51,591		—
	—			—			2,914,903			—			—		—
	76,887,511			1,864,834,422			208,381,253			216,519,077			676,317,269		130,688,164



	114,892			10,038,943			—			438,261			4,296,015		2,466,974
	—			—			3,798,526			—			—		968,301
	—			—			2,190,000			—			—		—
	16,032			—			125,307			273,208			—		—
	—			—			398,271			—			—		—
	47,993			623,557			120,208			75,383			216,721		64,175
	693,325			—			11,737,424			5,007,776			5,671,215		375,215
	—			—			—			274,739			—		—
	3,445			59,529			7,384			4,630			25,167		4,701
	—			—			—			—			—		7,273

	21,062			35,116			16,805			13,650			16,809		9,499
	—			—			—			—			—		—
	—			—			—			—			—		—
	97,938			216,806			90,290			92,030			151,937		83,277
	994,687			10,973,951			18,484,215			6,179,677			10,377,864		3,979,415
$	75,892,824		$	1,853,860,471		$	189,897,038		$	210,339,400		$	665,939,405	$	126,708,749

$	108,407,030		$	1,880,361,526		$	199,840,826		$	229,107,675		$	641,049,497	$	179,316,786
	(32,514,206	)		(26,501,055	)		(9,943,788	)		(18,768,275	)		24,889,908		(52,608,037	)
$	75,892,824		$	1,853,860,471		$	189,897,038		$	210,339,400		$	665,939,405	$	126,708,749

$	101,485,952	$	2,050,216,191	$	218,113,604	$	244,745,038	$	691,092,739	$	171,218,054
$	1,038,451	$	997,435	$	666,805	$	508,779	$	999,387	$	1,003,737
$	887,271	$	25,197,620	$	11,502,544	$	7,316,254	$	13,117,678	$	367,765
$	2,640	$	289	$	502	$	434,638	$	42,301	$	—

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

113

MassMutual Funds – Financial Statements (Continued)

Statements of Assets and Liabilities
September 30, 2022

	MM Equity Asset Fund		MassMutual Select T. Rowe Price Bond Asset Fund
Class I shares:
Net assets	$	303,274,309	$	558,490,748
Shares outstanding ^(a)		43,351,333		64,725,295
Net asset value, offering price and redemption price per share	$	7.00	$	8.63

(a)	Authorized unlimited number of shares with no par value.

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

114

MassMutual Select T. Rowe Price Emerging Markets Bond Fund		MassMutual Select T. Rowe Price Large Cap Blend Fund		MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund		MassMutual Select T. Rowe Price Real Assets Fund		MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund		MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund

$	75,892,824	$	1,853,860,471	$	189,897,038	$	210,339,400	$	665,939,405	$	126,708,749
	11,146,531		165,015,878		19,277,281		20,332,660		60,462,673		23,176,440
$	6.81	$	11.23	$	9.85	$	10.34	$	11.01	$	5.47

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

115

MassMutual Funds – Financial Statements (Continued)

Statements of Operations
For the Year Ended September 30, 2022

	MM Equity Asset Fund			MassMutual Select T. Rowe Price Bond Asset Fund
Investment income (Note 2):
Dividends ^(a)	$	5,455,044		$	26,832
Interest ^(b)		6,154			15,190,431
Securities lending net income		483			28,490
Non cash income		—			—
Total investment income		5,461,681			15,245,753
Expenses (Note 3):
Investment advisory fees		686,915			—
Custody fees		52,181			261,002
Audit fees		51,651			68,796
Legal fees		9,504			18,102
Proxy fees		1,337			1,337
Accounting & Administration fees		18,971			123,319
Shareholder reporting fees		32,364			22,289
Trustees’ fees		19,187			34,794
Registration and filing fees		17			33
Transfer agent fees		2,968			2,966
Total expenses		875,095			532,638
Expenses waived (Note 3):
Class I fees reimbursed by adviser		—			(532,638	)
Net expenses:		875,095			—
Net investment income (loss)		4,586,586			15,245,753
Realized and unrealized gain (loss):
Net realized gain (loss) on:
Investment transactions		44,722,405			(36,739,693	)
Futures contracts		(1,435,975	)		(15,126,292	)
Written options		—			(41,897	)
Swap agreements		—			(194,223	)
Foreign currency transactions		157			(337,566	)
Forward contracts		—			22,620,409
Net realized gain (loss)		43,286,587			(29,819,262	)
Net change in unrealized appreciation (depreciation) on:
Investment transactions		(96,988,132	)		(90,849,276	)*
Futures contracts		(219,418	)		(1,789,849	)
Written options		—			(16,420	)
Swap agreements		—			(2,156,174	)
Translation of assets and liabilities in foreign currencies		(34,192	)		(144,705	)
Forward contracts		—			4,821,100
Net change in unrealized appreciation (depreciation)		(97,241,742	)		(90,135,324	)
Net realized gain (loss) and change in unrealized appreciation (depreciation)		(53,955,155	)		(119,954,586	)
Net increase (decrease) in net assets resulting from operations	$	(49,368,569	)	$	(104,708,833	)

^(a)	Net of foreign withholding tax of:	$	8,217	$	(8,104	)
^(b)	Net of foreign withholding tax of:	$	—	$	9,469
*	Net of net increase (decrease) in accrued foreign capital gains tax of:	$	—	$	15,492

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

116

MassMutual Select T. Rowe Price Emerging Markets Bond Fund			MassMutual Select T. Rowe Price Large Cap Blend Fund			MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund			MassMutual Select T. Rowe Price Real Assets Fund			MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund			MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund

$	—		$	24,706,105		$	—		$	6,375,378		$	8,140,270		$	—
	4,889,787			379,953			15,831,307			57,813			266,045			2,915,331
	5,069			49,603			5,684			57,192			191,579			4,242
	—			—			—			1,327,572			—			—
	4,894,856			25,135,661			15,836,991			7,817,955			8,597,894			2,919,573

	—			—			—			—			—			—
	54,122			202,610			65,592			70,013			115,718			45,211
	65,383			48,909			53,013			53,162			47,480			52,099
	2,159			59,988			7,559			7,529			21,803			2,926
	1,337			1,337			1,337			1,337			1,337			1,337
	29,486			44,868			24,161			19,586			22,508			14,077
	17,386			33,034			14,745			16,562			20,360			13,522
	4,590			107,891			13,202			8,957			40,701			5,914
	—			—			—			—			—			6
	2,968			2,968			2,968			2,968			2,968			2,968
	177,431			501,605			182,577			180,114			272,875			138,060

	(177,431	)		(501,605	)		(182,577	)		(180,114	)		(272,875	)		(138,060	)
	—			—			—			—			—			—
	4,894,856			25,135,661			15,836,991			7,817,955			8,597,894			2,919,573


	(6,819,804	)		187,703,748			(9,409,388	)		6,991,811			52,162,823			(1,760,998	)
	155,665			—			(1,410,806	)		2,268,375			—			(961,343	)
	—			—			(151,844	)		—			—			(58,049	)
	(71,487	)		—			1,512,297			(456,653	)		—			—
	(8,579	)		(8,293	)		(85	)		(68,738	)		(14,077	)		—
	379,507			—			(226,913	)		(525,519	)		—			—
	(6,364,698	)		187,695,455			(9,686,739	)		8,209,276			52,148,746			(2,780,390	)

	(25,569,773	)		(755,290,216	)		(17,976,406	)		(50,684,334	)		(250,125,324	)		(41,626,092	)
	162,099			—			393,090			61,466			—			(185,724	)
	—			—			—			—			—			(238	)
	9,720			—			1,131,978			(274,739	)		—			—
	(5,197	)		19,474			1,650			(38,802	)		(7,947	)		—
	130,872			—			4,390			(193,872	)		—			—
	(25,272,279	)		(755,270,742	)		(16,445,298	)		(51,130,281	)		(250,133,271	)		(41,812,054	)
	(31,636,977	)		(567,575,287	)		(26,132,037	)		(42,921,005	)		(197,984,525	)		(44,592,444	)
$	(26,742,121	)	$	(542,439,626	)	$	(10,295,046	)	$	(35,103,050	)	$	(189,386,631	)	$	(41,672,871	)

$	—	$	217,993	$	—	$	250,361	$	127,925	$	—
$	—	$	—	$	—	$	—	$	—	$	—
$	—	$	—	$	—	$	—	$	—	$	—

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

117

MassMutual Funds – Financial Statements (Continued)

Statements of Changes in Net Assets

	MM Equity Asset Fund
	Year Ended September 30, 2022			Year Ended September 30, 2021
Increase (Decrease) in Net Assets:
Operations:
Net investment income (loss)	$	4,586,586		$	5,254,652
Net realized gain (loss)		43,286,587			77,516,537
Net change in unrealized appreciation (depreciation)		(97,241,742	)		37,925,439
Net increase (decrease) in net assets resulting from operations		(49,368,569	)		120,696,628
Distributions to shareholders (Note 2):
Class I		(81,089,970	)		(54,878,368	)
Total distributions		(81,089,970	)		(54,878,368	)
Net fund share transactions (Note 5):
Class I		35,923,057			(91,092,057	)
Increase (decrease) in net assets from fund share transactions		35,923,057			(91,092,057	)
Total increase (decrease) in net assets		(94,535,482	)		(25,273,797	)
Net assets
Beginning of year		397,809,791			423,083,588
End of year	$	303,274,309		$	397,809,791

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

118

MassMutual Select T. Rowe Price Bond Asset Fund						MassMutual Select T. Rowe Price Emerging Markets Bond Fund						MassMutual Select T. Rowe Price Large Cap Blend Fund
Year Ended September 30, 2022			Year Ended September 30, 2021			Year Ended September 30, 2022			Year Ended September 30, 2021			Year Ended September 30, 2022			Year Ended September 30, 2021


$	15,245,753		$	14,975,352		$	4,894,856		$	5,802,001		$	25,135,661		$	21,242,490
	(29,819,262	)		8,477,749			(6,364,698	)		2,344,031			187,695,455			373,384,641
	(90,135,324	)		(14,093,209	)		(25,272,279	)		792,592			(755,270,742	)		229,911,478
	(104,708,833	)		9,359,892			(26,742,121	)		8,938,624			(542,439,626	)		624,538,609

	(25,803,449	)		(25,814,917	)		(5,878,302	)		(6,332,004	)		(407,155,724	)		(15,903,325	)
	(25,803,449	)		(25,814,917	)		(5,878,302	)		(6,332,004	)		(407,155,724	)		(15,903,325	)

	(125,107,682	)		79,650,846			1,336,110			(5,408,000	)		493,829,914			(71,726,009	)
	(125,107,682	)		79,650,846			1,336,110			(5,408,000	)		493,829,914			(71,726,009	)
	(255,619,964	)		63,195,821			(31,284,313	)		(2,801,380	)		(455,765,436	)		536,909,275

	814,110,712			750,914,891			107,177,137			109,978,517			2,309,625,907			1,772,716,632
$	558,490,748		$	814,110,712		$	75,892,824		$	107,177,137		$	1,853,860,471		$	2,309,625,907

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

119

MassMutual Funds – Financial Statements (Continued)

Statements of Changes in Net Assets

	MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund
	Year Ended September 30, 2022			Year Ended September 30, 2021
Increase (Decrease) in Net Assets:
Operations:
Net investment income (loss)	$	15,836,991		$	9,637,353
Net realized gain (loss)		(9,686,739	)		4,801,312
Net change in unrealized appreciation (depreciation)		(16,445,298	)		1,851,147
Net increase (decrease) in net assets resulting from operations		(10,295,046	)		16,289,812
Distributions to shareholders (Note 2):
Class I		(18,493,933	)		(6,011,297	)
Total distributions		(18,493,933	)		(6,011,297	)
Net fund share transactions (Note 5):
Class I		(54,174,044	)		76,140,858
Increase (decrease) in net assets from fund share transactions		(54,174,044	)		76,140,858
Total increase (decrease) in net assets		(82,963,023	)		86,419,373
Net assets
Beginning of year		272,860,061			186,440,688
End of year	$	189,897,038		$	272,860,061

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

120

MassMutual Select T. Rowe Price Real Assets Fund						MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund						MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund
Year Ended September 30, 2022			Year Ended September 30, 2021			Year Ended September 30, 2022			Year Ended September 30, 2021			Year Ended September 30, 2022			Year Ended September 30, 2021


$	7,817,955		$	4,380,467		$	8,597,894		$	8,851,693		$	2,919,573		$	1,650,103
	8,209,276			13,887,744			52,148,746			111,677,372			(2,780,390	)		(1,861,894	)
	(51,130,281	)		17,574,384			(250,133,271	)		159,208,298			(41,812,054	)		(9,138,987	)
	(35,103,050	)		35,842,595			(189,386,631	)		279,737,363			(41,672,871	)		(9,350,778	)

	(14,576,042	)		(2,480,008	)		(120,935,066	)		(46,818,583	)		(1,934,574	)		(33,769,639	)
	(14,576,042	)		(2,480,008	)		(120,935,066	)		(46,818,583	)		(1,934,574	)		(33,769,639	)

	97,651,890			29,418,630			65,387,523			(69,363,053	)		61,065,313			84,963,305
	97,651,890			29,418,630			65,387,523			(69,363,053	)		61,065,313			84,963,305
	47,972,798			62,781,217			(244,934,174	)		163,555,727			17,457,868			41,842,888

	162,366,602			99,585,385			910,873,579			747,317,852			109,250,881			67,407,993
$	210,339,400		$	162,366,602		$	665,939,405		$	910,873,579		$	126,708,749		$	109,250,881

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

121

MM Equity Asset Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000)’s	Ratio of expenses to average daily net assets before expense waivers	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 10.12	$ 0.10	$ (1.05)	$ (0.95)	$ (0.13)	$ (2.04)	$ (2.17)	$ 7.00	(14.16%)	$ 303,274	0.23%	N/A	1.20%
9/30/21	8.79	0.11	2.38	2.49	(0.14)	(1.02)	(1.16)	10.12	30.90%	397,810	0.22%	N/A	1.20%
9/30/20	7.90	0.12	1.25	1.37	(0.11)	(0.37)	(0.48)	8.79	17.91%	423,084	0.24%	N/A	1.48%
9/30/19	12.36	0.12	(0.49)^aa	(0.37)	(0.50)	(3.59)	(4.09)	7.90	3.10%	489,569	0.24%	0.21%	1.48%
9/30/18	11.85	0.24	0.99	1.23	(0.26)	(0.46)	(0.72)	12.36	10.73%	497,747	0.26%	0.25%	1.99%

	Year ended September 30
	2022	2021	2020	2019	2018
Portfolio turnover rate	39%	29%	60%	49%	37%

c	Per share amount calculated on the average shares method.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

aa	The amount shown for a share outstanding does not correspond with the aggregate net realized and unrealized gain (loss) for the period due to the timing of purchases and redemptions of Fund shares in relation to the fluctuating market values of the Fund.

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

122

MassMutual Select T. Rowe Price Bond Asset Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000)’s	Ratio of expenses to average daily net assets before expense waivers	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 10.43	$ 0.21	$ (1.67)	$ (1.46)	$ (0.31)	$ (0.03)	$ (0.34)	$ 8.63	(14.50%)	$ 558,491	0.08%	0.00%	2.19%
9/30/21	10.65	0.20	(0.07)	0.13	(0.16)	(0.19)	(0.35)	10.43	1.26%	814,111	0.07%	0.00%	1.89%
9/30/20	10.59	0.24	0.18	0.42	(0.31)	(0.05)	(0.36)	10.65	4.15%	750,915	0.45%	0.33%	2.32%
9/30/19	9.94	0.29	0.69	0.98	(0.33)	—	(0.33)	10.59	10.21%	670,362	0.56%	0.40%	2.90%
9/30/18^g	10.00	0.18	(0.24)	(0.06)	—	—	—	9.94	(0.60%)^b	512,086	0.51%^a	0.43%^a	2.78%^a

	Year ended September 30
	2022	2021	2020	2019	Period ended September 30, 2018^b
Portfolio turnover rate	290%	255%	157%	287%	170%

a	Annualized.

b	Percentage represents the results for the period and is not annualized.

c	Per share amount calculated on the average shares method.

g	For the period February 9, 2018 (commencement of operations) through September 30, 2018.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

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

123

MassMutual Select T. Rowe Price Emerging Markets Bond Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000)’s	Ratio of expenses to average daily net assets before expense waivers	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 9.73	$ 0.44	$ (2.82)	$ (2.38)	$ (0.54)	$ —	$ (0.54)	$ 6.81	(25.84%)	$ 75,893	0.19%	0.00%	5.29%
9/30/21	9.50	0.51	0.31	0.82	(0.59)	—	(0.59)	9.73	8.74%	107,177	0.17%	0.00%	5.29%
9/30/20	9.91	0.50	(0.41)	0.09	(0.50)	—	(0.50)	9.50	0.88%	109,979	0.76%	0.58%	5.29%
9/30/19	9.64	0.53	0.06	0.59	(0.32)	—	(0.32)	9.91	6.35%	110,630	0.92%	0.70%	5.45%
9/30/18^g	10.00	0.33	(0.69)	(0.36)	—	—	—	9.64	(3.60%)^b	75,004	1.01%^a	0.70%^a	5.30%^a

	Year ended September 30
	2022	2021	2020	2019	Period ended September 30, 2018^b
Portfolio turnover rate	37%	49%	56%	39%	37%

a	Annualized.

b	Percentage represents the results for the period and is not annualized.

c	Per share amount calculated on the average shares method.

g	For the period February 9, 2018 (commencement of operations) through September 30, 2018.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

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

124

MassMutual Select T. Rowe Price Large Cap Blend Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000)’s	Ratio of expenses to average daily net assets before expense waivers	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 17.43	$ 0.16	$ (3.36)	$ (3.20)	$ (0.15)	$ (2.85)	$ (3.00)	$ 11.23	(22.96%)	$ 1,853,860	0.02%	0.00%	1.13%
9/30/21	13.00	0.16	4.39	4.55	(0.12)	—	(0.12)	17.43	35.17%	2,309,626	0.02%	0.00%	0.97%
9/30/20	11.36	0.11	1.65	1.76	(0.12)	—	(0.12)	13.00	15.60%	1,772,717	0.51%	0.44%	0.91%
9/30/19	10.87	0.12	0.45	0.57	(0.08)	—	(0.08)	11.36	5.39%	1,280,663	0.65%	0.56%	1.09%
9/30/18^g	10.00	0.07	0.80	0.87	—	—	—	10.87	8.70%^b	923,050	0.64%^a	0.58%^a	1.11%^a

	Year ended September 30
	2022	2021	2020	2019	Period ended September 30, 2018^b
Portfolio turnover rate	121%	65%	90%	67%	64%^q

a	Annualized.

b	Percentage represents the results for the period and is not annualized.

c	Per share amount calculated on the average shares method.

g	For the period February 9, 2018 (commencement of operations) through September 30, 2018.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

q	Portfolio turnover excludes securities received from subscriptions in-kind. Securities received from subscriptions in-kind had no impact on portfolio turnover

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

125

MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000)’s	Ratio of expenses to average daily net assets before expense waivers	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 11.02	$ 0.63	$ (1.13)	$ (0.50)	$ (0.53)	$ (0.14)	$ (0.67)	$ 9.85	(4.82%)	$ 189,897	0.07%	0.00%	5.97%
9/30/21	10.64	0.42	0.30	0.72	(0.19)	(0.15)	(0.34)	11.02	6.96%	272,860	0.07%	0.00%	3.93%
9/30/20	10.27	0.15	0.41	0.56	(0.19)	(0.00)^d	(0.19)	10.64	5.58%	186,441	0.37%	0.13%	1.48%
9/30/19	10.09	0.25	0.14	0.39	(0.21)	—	(0.21)	10.27	3.95%	199,074	0.44%	0.16%	2.50%
9/30/18^g	10.00	0.22	(0.13)	0.09	—	—	—	10.09	0.90%^b	116,512	0.46%^a	0.30%^a	3.36%^a

	Year ended September 30
	2022	2021	2020	2019	Period ended September 30, 2018^b
Portfolio turnover rate	176%	193%	156%	135%	66%

a	Annualized.

b	Percentage represents the results for the period and is not annualized.

c	Per share amount calculated on the average shares method.

d	Amount is less than $0.005 per share.

g	For the period February 9, 2018 (commencement of operations) through September 30, 2018.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

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

126

MassMutual Select T. Rowe Price Real Assets Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000)’s	Ratio of expenses to average daily net assets before expense waivers	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 12.85	$ 0.49	$ (1.86)	$ (1.37)	$ (0.36)	$ (0.78)	$ (1.14)	$ 10.34	(12.24%)	$ 210,339	0.09%	0.00%	3.93%
9/30/21	9.83	0.37	2.89	3.26	(0.24)	—	(0.24)	12.85	33.66%	162,367	0.13%	0.00%	3.04%
9/30/20	10.49	0.23	(0.60)	(0.37)	(0.29)	—	(0.29)	9.83	(3.77%)	99,585	0.69%	0.50%	2.33%
9/30/19	10.56	0.27	(0.16)	0.11	(0.18)	—	(0.18)	10.49	1.26%	82,224	0.86%	0.61%	2.60%
9/30/18^g	10.00	0.19	0.37	0.56	—	—	—	10.56	5.60%^b	61,160	1.00%^a	0.61%^a	2.86%^a

	Year ended September 30
	2022	2021	2020	2019	Period ended September 30, 2018^b
Portfolio turnover rate	43%	57%	32%	40%	13%^q

a	Annualized.

b	Percentage represents the results for the period and is not annualized.

c	Per share amount calculated on the average shares method.

g	For the period February 9, 2018 (commencement of operations) through September 30, 2018.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

q	Portfolio turnover excludes securities received from subscriptions in-kind. Securities received from subscriptions in-kind had no impact on portfolio turnover.

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

127

MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000)’s	Ratio of expenses to average daily net assets before expense waivers	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 16.20	$ 0.14	$ (3.18)	$ (3.04)	$ (0.16)	$ (1.99)	$ (2.15)	$ 11.01	(21.64%)	$ 665,939	0.03%	0.00%	1.04%
9/30/21	12.41	0.15	4.43	4.58	(0.10)	(0.69)	(0.79)	16.20	37.99%	910,874	0.04%	0.00%	0.97%
9/30/20	11.44	0.07	1.18	1.25	(0.07)	(0.21)	(0.28)	12.41	10.97%	747,318	0.61%	0.53%	0.58%
9/30/19	11.47	0.07	0.09	0.16	(0.04)	(0.15)	(0.19)	11.44	1.72%	632,662	0.76%	0.65%	0.59%
9/30/18^g	10.00	0.03	1.44	1.47	—	—	—	11.47	14.70%^b	473,030	0.75%^a	0.65%^a	0.40%^a

	Year ended September 30
	2022	2021	2020	2019	Period ended September 30, 2018^b
Portfolio turnover rate	34%	28%	41%	33%	22%^q

a	Annualized.

b	Percentage represents the results for the period and is not annualized.

c	Per share amount calculated on the average shares method.

g	For the period February 9, 2018 (commencement of operations) through September 30, 2018.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

q	Portfolio turnover excludes securities received from subscriptions in-kind. Securities received from subscriptions in-kind had no impact on portfolio turnover.

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

128

MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund – Financial Statements (Continued)

Financial Highlights (For a share outstanding throughout each period)

		Income (loss) from investment operations			Less distributions to shareholders					Ratios / Supplemental Data
	Net asset value, beginning of the period	Net investment income (loss)^c,j	Net realized and unrealized gain (loss) on investments	Total income (loss) from investment operations	From net investment income	From net realized gains	Total distributions	Net asset value, end of the period	Total return^l,m	Net assets, end of the period (000)’s	Ratio of expenses to average daily net assets before expense waivers	Ratio of expenses to average daily net assets after expense waivers^j	Net investment income (loss) to average daily net assets
Class I
9/30/22	$ 7.62	$ 0.15	$ (2.17)	$ (2.02)	$ (0.13)	$ —	$ (0.13)	$ 5.47	(26.97%)	$ 126,709	0.11%	0.00%	2.29%
9/30/21	13.07	0.14	(1.17)	(1.03)	(0.16)	(4.26)	(4.42)	7.62	(10.55%)	109,251	0.15%	0.00%	1.69%
9/30/20	12.25	0.25	1.45	1.70	(0.31)	(0.57)	(0.88)	13.07	15.26%	67,408	0.42%	0.13%	2.07%
9/30/19	10.03	0.30	2.12	2.42	(0.20)	—	(0.20)	12.25	24.53%	153,801	0.43%	0.16%	2.74%
9/30/18^g	10.00	0.18	(0.15)	0.03	—	—	—	10.03	0.30%^b	113,795	0.46%^a	0.30%^a	2.72%^a

	Year ended September 30
	2022	2021	2020	2019	Period ended September 30, 2018^b
Portfolio turnover rate	102%	116%	206%	155%	37%

a	Annualized.

b	Percentage represents the results for the period and is not annualized.

c	Per share amount calculated on the average shares method.

g	For the period February 9, 2018 (commencement of operations) through September 30, 2018.

j	Computed after giving effect to an agreement by MML Advisers to waive certain fees and expenses of the Fund.

l	Employee retirement benefit plans that invest plan assets in the Separate Investment Accounts (SIAs) may be subject to certain charges as set forth in their respective Plan Documents. Total return figures would be lower for the periods presented if they reflected these charges.

m	Total return excludes sales charges, if any, and would be lower for the period presented if it reflected these charges.

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

129

Notes to Financial Statements

1.	The Funds

MassMutual Select Funds (the “Trust”) is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust is organized under the laws of the Commonwealth of Massachusetts as a Massachusetts business trust pursuant to an Agreement and Declaration of Trust dated May 28, 1993, as amended and restated as of November 21, 2011, as it may be further amended from time to time. The Trust consists of 51 series, including the following eight series listed below (each individually referred to as a “Fund” or collectively as the “Funds”):

MM Equity Asset Fund (“Equity Asset Fund”)
MassMutual Select T. Rowe Price Bond Asset Fund (“MM Select T. Rowe Price Bond Asset Fund”)
MassMutual Select T. Rowe Price Emerging Markets Bond Fund (“MM Select T. Rowe Price Emerging Markets Bond Fund”)
MassMutual Select T. Rowe Price Large Cap Blend Fund (“MM Select T. Rowe Price Large Cap Blend Fund”)
MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund (“MM Select T. Rowe Price Limited Duration Inflation Focused Bond Fund”)
MassMutual Select T. Rowe Price Real Assets Fund (“MM Select T. Rowe Price Real Assets Fund”)
MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund (“MM Select T. Rowe Price Small and Mid Cap Blend Fund”)
MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund (“MM Select T. Rowe Price U.S. Treasury Long-Term Index Fund”)

2.	Significant Accounting Policies

Investment Valuation

130

Notes to Financial Statements (Continued)

131

Notes to Financial Statements (Continued)

Level 1 – quoted prices (unadjusted) in active markets for identical investments that the Funds can access at the measurement date

Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

Level 3 – significant unobservable inputs, to the extent observable inputs are not available (including the Funds’ own assumptions in determining the fair value of investments)

132

Notes to Financial Statements (Continued)

The following is the aggregate value by input level, as of September 30, 2022, for the Funds’ investments:

	Level 1			Level 2			Level 3			Total
Equity Asset Fund
Asset Investments
Common Stock	$	298,247,260		$	13,288	*	$	—		$	298,260,548
Rights		—			—			—	^+,**		—
Mutual Funds		146,204			—			—			146,204
Short-Term Investments		—			4,174,155			—			4,174,155
Total Investments	$	298,393,464		$	4,187,443		$	—		$	302,580,907
Liability Derivatives
Futures Contracts	$	(423,966	)		—		$	—		$	(423,966	)

MM Select T. Rowe Price Bond Asset Fund
Asset Investments
Bank Loans (Less Unfunded Loan Commitments)	$	—		$	9,672,196		$	—		$	9,672,196
Corporate Debt		—			155,174,996			—			155,174,996
Municipal Obligations		—			368,163			—			368,163
Non-U.S. Government Agency Obligations		—			53,029,439			—			53,029,439
Sovereign Debt Obligations		—			101,045,141			—			101,045,141
U.S. Government Agency Obligations and Instrumentalities		—			115,971,832			—			115,971,832
U.S. Treasury Obligations		—			96,181,993			—			96,181,993
Mutual Funds		14,276,024			—			—			14,276,024
Short-Term Investments		37,014,156			5,167,629			—			42,181,785
Unfunded Loan Commitments***		—			(3,553	)		—			(3,553	)
Total Investments	$	51,290,180		$	536,607,836		$	—		$	587,898,016
Asset Derivatives
Forward Contracts	$	—		$	8,771,169		$	—		$	8,771,169
Futures Contracts		132,931			—			—			132,931
Swap Agreements		—			890,938			—			890,938
Total	$	132,931		$	9,662,107		$	—		$	9,795,038
Liability Derivatives
Forward Contracts	$	—		$	(1,150,880	)	$	—		$	(1,150,880	)
Futures Contracts		(2,560,145	)		—			—			(2,560,145	)
Swap Agreements		—			(2,180,252	)		—			(2,180,252	)
Total	$	(2,560,145	)	$	(3,331,132	)	$	—		$	(5,891,277	)

MM Select T. Rowe Price Emerging Markets Bond Fund
Asset Investments
Corporate Debt	$	—		$	24,190,939		$	—		$	24,190,939
Sovereign Debt Obligations		—			47,419,924			—			47,419,924
Mutual Funds		693,325			—			—			693,325
Short-Term Investments		1,319,119			1,293,929			—			2,613,048
Total Investments	$	2,012,444		$	72,904,792		$	—		$	74,917,236
Asset Derivatives
Forward Contract	$	—		$	172,137		$	—		$	172,137
Futures Contracts		146,544			—			—			146,544
Total	$	146,544		$	172,137		$	—		$	318,681
Liability Derivatives
Forward Contract	$	—		$	(16,032	)	$	—		$	(16,032	)
Futures Contracts		(72,080	)		—			—			(72,080	)
Swap Agreements		—			(22,175	)		—			(22,175	)
Total	$	(72,080	)	$	(38,207	)	$	—		$	(110,287	)

133

Notes to Financial Statements (Continued)

	Level 1			Level 2			Level 3			Total
MM Select T. Rowe Price Large Cap Blend Fund
Asset Investments
Common Stock	$	1,738,398,274		$	19,610,391	*	$	5,313,506	**	$	1,763,322,171
Preferred Stock		3,628,329			—			11,610,605	**		15,238,934
Corporate Debt		—			—			50,373	**		50,373
Short-Term Investments		74,827,930			997,435			—			75,825,365
Total Investments	$	1,816,854,533		$	20,607,826		$	16,974,484		$	1,854,436,843

MM Select T. Rowe Price Limited Duration Inflation Focused Bond Fund
Asset Investments
Corporate Debt	$	—		$	10,128,370		$	—		$	10,128,370
Municipal Obligations		—			838,658			—			838,658
Non-U.S. Government Agency Obligations		—			11,155,432			—			11,155,432
U.S. Government Agency Obligations and Instrumentalities		—			5,509,185			—			5,509,185
U.S. Treasury Obligations		—			150,695,178			—			150,695,178
Mutual Funds		11,737,424			—			—			11,737,424
Purchased Options		6,047			—			—			6,047
Short-Term Investments		13,894,851			666,805			—			14,561,656
Total Investments	$	25,638,322		$	178,993,628		$	—		$	204,631,950
Asset Derivatives
Forward Contracts	$	—		$	112,375		$	—		$	112,375
Futures Contracts		545,249			—			—			545,249
Swap Agreements		—			3,421,875			—			3,421,875
Total	$	545,249		$	3,534,250		$	—		$	4,079,499
Liability Derivatives
Forward Contracts	$	—		$	(125,307	)	$	—		$	(125,307	)
Futures Contracts		(167,574	)		—			—			(167,574	)
Swap Agreements		—			(108,701	)		—			(108,701	)
Total	$	(167,574	)	$	(234,008	)	$	—		$	(401,582	)

MM Select T. Rowe Price Real Assets Fund
Asset Investments
Common Stock*
Australia	$	—		$	18,045,754		$	—		$	18,045,754
Austria		—			23,488			—			23,488
Belgium		—			426,905			—			426,905
Bermuda		—			746,193			—			746,193
Brazil		1,088,957			—			—			1,088,957
Canada		16,602,630			—			—			16,602,630
Cayman Islands		—			966,453			—			966,453
Denmark		—			616,200			—			616,200
Finland		—			2,373,100			—			2,373,100
France		—			4,185,778			—			4,185,778
Hong Kong		—			560,754			—			560,754
Ireland		1,606,756			—			—			1,606,756
Japan		—			5,173,606			—			5,173,606
Kazakhstan		—			692,584			—			692,584
Luxembourg		584,445			382,421			—			966,866
Mexico		1,136,202			—			—			1,136,202
Netherlands		—			623,092			—			623,092
Norway		—			3,603,780			—			3,603,780
Portugal		—			740,705			—			740,705
Republic of Korea		—			739,310			—			739,310
Russia		—			—			—	^+,**		—

134

Notes to Financial Statements (Continued)

	Level 1			Level 2			Level 3			Total
MM Select T. Rowe Price Real Assets Fund (Continued)
Asset Investments (Continued)
Common Stock* (Continued)
Singapore	$	—		$	1,197,087		$	—		$	1,197,087
South Africa		—			334,703			—			334,703
Spain		—			607,580			—			607,580
Sweden		—			6,960,199			—			6,960,199
Switzerland		—			284,352			—			284,352
United Kingdom		375,345			8,779,475			—			9,154,820
United States		110,079,797			—			—			110,079,797
Preferred Stock
United States		896,687			—			1,312,644	**		2,209,331
Mutual Funds		10,988,488			—			—			10,988,488
Short-Term Investments		8,257,913			2,077,401			—			10,335,314
Total Investments	$	151,617,220		$	60,140,920		$	1,312,644		$	213,070,784
Asset Derivatives
Forward Contracts	$	—		$	79,336		$	—		$	79,336
Futures Contracts		1,145,077			—			—			1,145,077
Total	$	1,145,077		$	79,336		$	—		$	1,224,413
Liability Derivatives
Forward Contracts	$	—		$	(273,208	)	$	—		$	(273,208	)
Futures Contracts		(1,026,396	)		—			—			(1,026,396	)
Swap Agreements		—			(274,739	)		—			(274,739	)
Total	$	(1,026,396	)	$	(547,947	)	$	—		$	(1,574,343	)

MM Select T. Rowe Price Small and Mid Cap Blend Fund
Asset Investments
Common Stock	$	598,087,103		$	16,483,053	*	$	1,767,594		$	616,337,750
Preferred Stock		—			525,649	*		15,270,575			15,796,224
Rights		—			—			28,892			28,892
Warrants		3,480			6,870			7,487			17,837
Mutual Funds		5,671,215			—			—			5,671,215
Short-Term Investments		33,845,374			999,387			—			34,844,761
Total Investments	$	637,607,172		$	18,014,959		$	17,074,548		$	672,696,679

MM Select T. Rowe Price U.S. Treasury Long-Term Index Fund
Asset Investments
U.S. Government Agency Obligations and Instrumentalities	$	—		$	3,857,943		$	—		$	3,857,943
U.S. Treasury Obligations		—			121,980,286			—			121,980,286
Mutual Funds		375,215			—			—			375,215
Purchased Options		4,078			—			—			4,078
Short-Term Investments		605,545			1,003,737			—			1,609,282
Total Investments	$	984,838		$	126,841,966		$	—		$	127,826,804
Asset Derivatives
Futures Contracts	$	383,459		$	—		$	—		$	383,459
Liability Derivatives
Futures Contracts	$	(555,862	)	$	—		$	—		$	(555,862	)

*	Includes foreign equity securities whose values were adjusted to reflect market trading of comparable securities or other correlated instruments after the close of trading in their respective foreign markets, as applicable.

**	Level 3 investments at September 30, 2022 in relation to net assets were not significant.

***	Unfunded loan commitments are valued at the unrealized appreciation (depreciation) on the commitment.

+	Represents a security at $0 value as of September 30, 2022.

135

Notes to Financial Statements (Continued)

For certain Fund(s) the Statement of Assets and Liabilities shows receivables from investments sold on a delayed delivery basis, cash collateral pledged for open derivatives, as well as, any applicable liabilities for investments purchased on a delayed delivery basis, amounts due to custodian, cash collateral held for open derivatives, and cash collateral held for securities on loan. These amounts approximate fair value and would be categorized at Level 2 for each applicable Fund as of September 30, 2022.

The Funds, with the exception of the MM Select T. Rowe Price Real Assets Fund and MM Select T. Rowe Price Small and Mid Cap Blend Fund, had no Level 3 transfers during the year ended September 30, 2022. The MM Select T. Rowe Price Small and Mid Cap Blend Fund had Level 3 transfers during the year ended September 30, 2022; however, none of the transfers individually or collectively had a material impact on the MM Select T. Rowe Price Small and Mid Cap Blend Fund.

The following table shows the Level 3 transfers for the MM Select T. Rowe Price Real Assets Fund for the year ended September 30, 2022:

	Transfers In *		Transfers Out *
	Level 3 - Significant Unobservable Inputs		Level 2 - Other Significant Observable Inputs
MM Select T. Rowe Price Real Assets Fund	$	2,457,770	$	(2,457,770	)

*	Transfers into Level 3 were attributable to a lack of observable market data.

Following is a reconciliation of investments for which significant unobservable inputs (Level 3) were used in determining value:

Asset Valuation Inputs
	Investments in Securities
	Balance as of 9/30/21		Accrued Discounts (Premiums)		Realized Gain (Loss)		Change in Unrealized Appreciation (Depreciation)			Purchases		(Sales)			Transfers into Level 3		Transfers (out) of Level 3		Balance as of 9/30/22		Net Change in Unrealized Appreciation (Depreciation) from Investments Still held as of 9/30/22
MM Select T. Rowe Price Small and Mid Cap Blend Fund
Common Stock	$	2,687,443	$	—	$	126,357	$	(651,946	)	$	220,357	$	(637,029	)	$	22,412	$	—	$	1,767,594	$	(525,571	)
Preferred Stock		20,626,567		—		126,696		(5,975,879	)		2,418,768		(1,925,577	)		—		—		15,270,575		(1,472,745	)
Warrants		3,176		—		—		4,311			—		—			—		—		7,487		4,311
Rights		1,218		—		—		27,674			—		—			—		—		28,892		27,674
	$	23,318,404	$	—	$	253,053	$	(6,595,840	)	$	2,639,125	$	(2,562,606	)	$	22,412	$	—	$	17,074,548	$	(1,966,331	)

The MM Select T. Rowe Price Small and Mid Cap Blend Fund may fair value certain of its Level 3 investments using acquisition cost, although the transaction may not have occurred during the current reporting period. These investments are generally privately held investments, but may include defaulted securities and new debt issuances. There may not be a secondary market for such investments, and/or there are a limited number of investors. The determination to fair value such investments at cost is based upon factors consistent with the principles of fair value measurement that are reasonably available to the Valuation Committee. Valuations are reviewed by members of the Valuation Committee utilizing available market information to determine if the carrying value of these investments should be adjusted. Such market data may include, but is not limited to, observations of the trading multiples of public companies considered comparable to the private companies being valued, financial or operational

136

Notes to Financial Statements (Continued)

information released by the company, and/or news or corporate events that affect the investment, also referred to as enterprise value (EV) to earnings before interest, taxes, depreciation, and amortization (EBITDA) ratios. Valuations may be adjusted to account for company-specific issues, the lack of liquidity inherent in a nonpublic investment, and the fact that comparable public companies are not identical to the investments being fair valued by the MM Select T. Rowe Price Small and Mid Cap Blend Fund. All market variables are assessed on a regular frequency and calibrated as necessary.

The table excludes securities which were classified as level 3 based upon a broker quote.

Security Description

Fair Value

Valuation
Technique^(s)

Unobservable Input
Description

Range of
Unobservable Inputs
Utilized ^(a)

Weighted
Average of
Unobservable
Inputs Based
on Fair Value

MM Select T. Rowe Price Small and Mid Cap Blend Fund

Common Stock

1,767,594

Market approach

Transaction price

$3.77 - $105.14

$32.40

EV / Sales

1.4x - 16.8x

7.1x

EV / GP

4.5x - 23.2x

11.3x

EV/ EBITDA

2.4x - 26.9x

11.9x

Discount factor

0.006244 - 0.3833

0.3175

PV of remaining future contingent payments less discount for timing and probability

$0.12 - $0.35

$0.28

Preferred Stock

15,270,575

Market approach

Transaction price

$0.00 - $125.00

$42.03

Transaction price +/- capital structure adjustment

$56.21 - $61.98

$59.74

EV/ Sales

0.8x - 16.8x

5.98x

EV Sales LTM

2.4x

—

EV/ GMV

0.29x - 0.6x

0.36x

EV/ GP

2.3x - 23.2x

11.0x

EV/GP LTM

3.4x

—

EV/ EBITDA

4.3x - 26.9x

17.6x

Probability of zero outcome

50% - 80%

79.4%

Implied Discount

30%

—

Warrants

7,487

Black-Scholes option pricing model

Risk-free rate

2.5% - 3.0%

2.9%

Volatility

37.7% - 41.1%

38.2%

Time to Expiration

1.6 - 6

2.2

Rights

28,892

Market approach

PV of future payments

$1.15

$—

Total

17,074,548

(a)

A significant change in unobservable input would have resulted in a correlated (inverse) significant change to value.

Abbreviation Legend

EV/ GP - financial ratio of comparable public companies’ enterprise value to gross profit; measures the value of a comparable company in terms of its gross profit for a given year

EV/ GMV - financial ratio of comparable public companies’ enterprise value to gross market value; measures the value of a comparable company in terms of its gross profit for a given year

137

Notes to Financial Statements (Continued)

EV/ Sales - financial ratio of comparable public companies’ enterprise value to sales; measures the value of a comparable company in terms of its sales for a given year

EV/ EBITDA - financial ratio of comparable public companies’ enterprise value to earnings; measures the value of a comparable company in terms of its expected earnings for a given year

EV/ Sales LTM- financial ratio of comparable public companies’ enterprise value to sales last twelve months; measures the value of a comparable company in terms of its sales for the last twelve months

EV/ GP LTM- financial ratio of comparable public companies’ enterprise value to gross profit last twelve months; measures the value of a comparable company in terms of its gross profit for the last twelve months

PV - present value; current value of a future stream of cash flows assuming a specified rate of return

Derivative Instruments

At September 30, 2022, and during the year then ended, the Fund(s) had the following derivatives and transactions in derivatives, grouped into the indicated risk categories:

	Credit Risk			Equity Risk			Foreign Exchange Risk			Interest/ Inflation Rate Risk			Total
Equity Asset Fund
Liability Derivatives
Futures Contracts^^	$	—		$	(423,966	)	$	—		$	—		$	(423,966	)
Realized Gain (Loss)#
Futures Contracts	$	—		$	(1,435,975	)	$	—		$	—		$	(1,435,975	)
Change in Appreciation (Depreciation)##
Futures Contracts	$	—		$	(219,418	)	$	—		$	—		$	(219,418	)

MM Select T. Rowe Price Bond Asset Fund
Asset Derivatives
Forward Contracts*	$	—		$	—		$	8,771,169		$	—		$	8,771,169
Futures Contracts^^		—			—			—			132,931			132,931
Swap Agreements*		80			—			—			—			80
Swap Agreements^^^,^^^		409,020			—			—			481,838			890,858
Total Value	$	409,100		$	—		$	8,771,169		$	614,769		$	9,795,038
Liability Derivatives
Forward Contracts^	$	—		$	—		$	(1,150,880	)	$	—		$	(1,150,880	)
Futures Contracts^^		—			—			—			(2,560,145	)		(2,560,145	)
Swap Agreements^		(44,815	)		—			—			—			(44,815	)
Swap Agreements^^^,^^^		(325,423	)		—			—			(1,810,014	)		(2,135,437	)
Total Value	$	(370,238	)	$	—		$	(1,150,880	)	$	(4,370,159	)	$	(5,891,277	)
Realized Gain (Loss)#
Purchased Options	$	—		$	(85,314	)	$	1,484		$	—		$	(83,830	)
Forward Contracts		—			—			22,620,409			—			22,620,409
Futures Contracts		—			—			—			(15,126,292	)		(15,126,292	)
Swap Agreements		(696,072	)		—			—			501,849			(194,223	)
Written Options		—			—			(41,897	)		—			(41,897	)
Total Realized Gain (Loss)	$	(696,072	)	$	(85,314	)	$	22,579,996		$	(14,624,443	)	$	7,174,167

138

Notes to Financial Statements (Continued)

	Credit Risk			Equity Risk		Foreign Exchange Risk			Interest/ Inflation Rate Risk			Total
MM Select T. Rowe Price Bond Asset Fund (Continued)
Change in Appreciation (Depreciation)##
Purchased Options	$	—		$	—	$	31,326		$	—		$	31,326
Forward Contracts		—			—		4,821,100			—			4,821,100
Futures Contracts		—			—		—			(1,789,849	)		(1,789,849	)
Swap Agreements		(16,791	)		—		—			(2,139,383	)		(2,156,174	)
Written Options		—			—		(16,420	)		—			(16,420	)
Total Change in Appreciation (Depreciation)	$	(16,791	)	$	—	$	4,836,006		$	(3,929,232	)	$	889,983

MM Select T. Rowe Price Emerging Markets Bond Fund
Asset Derivatives
Forward Contracts*	$	—		$	—	$	172,137		$	—		$	172,137
Futures Contracts^^		—			—		—			146,544			146,544
Total Value	$	—		$	—	$	172,137		$	146,544		$	318,681
Liability Derivatives
Forward Contracts^	$	—		$	—	$	(16,032	)	$	—		$	(16,032	)
Futures Contracts^^		—			—		—			(72,080	)		(72,080	)
Swap Agreements^^^,^^^		(22,175	)		—		—			—			(22,175	)
Total Value	$	(22,175	)	$	—	$	(16,032	)	$	(72,080	)	$	(110,287	)
Realized Gain (Loss)#
Forward Contracts	$	—		$	—	$	379,507		$	—		$	379,507
Futures Contracts		—			—		—			155,665			155,665
Swap Agreements		(71,487	)		—		—			—			(71,487	)
Total Realized Gain (Loss)	$	(71,487	)	$	—	$	379,507		$	155,665		$	463,685
Change in Appreciation (Depreciation)##
Forward Contracts	$	—		$	—	$	130,872		$	—		$	130,872
Futures Contracts		—			—		—			162,099			162,099
Swap Agreements		9,720			—		—			—			9,720
Total Change in Appreciation (Depreciation)	$	9,720		$	—	$	130,872		$	162,099		$	302,691

MM Select T. Rowe Price Limited Duration Inflation Focused Bond Fund
Asset Derivatives
Purchased Options*^,^^^	$	—		$	—	$	—		$	6,047		$	6,047
Forward Contracts*		—			—		112,375			—			112,375
Futures Contracts^^		—			—		—			545,249			545,249
Swap Agreements*		—			—		—			2,914,903			2,914,903
Swap Agreements^^^,^^^		—			—		—			506,972			506,972
Total Value	$	—		$	—	$	112,375		$	3,973,171		$	4,085,546
Liability Derivatives
Forward Contracts^	$	—		$	—	$	(125,307	)	$	—		$	(125,307	)
Futures Contracts^^		—			—		—			(167,574	)		(167,574	)
Swap Agreements^^^,^^^		—			—		—			(108,701	)		(108,701	)
Total Value	$	—		$	—	$	(125,307	)	$	(276,275	)	$	(401,582	)
Realized Gain (Loss)#
Purchased Options	$	—		$	—	$	—		$	75,989		$	75,989
Forward Contracts		—			—		(226,913	)		—			(226,913	)
Futures Contracts		—			—		—			(1,410,806	)		(1,410,806	)
Swap Agreements		(617	)		—		—			1,512,914			1,512,297
Written Options		—			—		—			(151,844	)		(151,844	)
Total Realized Gain (Loss)	$	(617	)	$	—	$	(226,913	)	$	26,253		$	(201,277	)

139

Notes to Financial Statements (Continued)

	Credit Risk		Equity Risk			Foreign Exchange Risk			Interest/ Inflation Rate Risk			Total
MM Select T. Rowe Price Limited Duration Inflation Focused Bond Fund (Continued)
Change in Appreciation (Depreciation)##
Purchased Options	$	—	$	—		$	—		$	(10,818	)	$	(10,818	)
Forward Contracts		—		—			4,390			—			4,390
Futures Contracts		—		—			—			393,090			393,090
Swap Agreements		385		—			—			1,131,593			1,131,978
Total Change in Appreciation (Depreciation)	$	385	$	—		$	4,390		$	1,513,865		$	1,518,640

MM Select T. Rowe Price Real Assets Fund
Asset Derivatives
Forward Contracts*	$	—	$	—		$	79,336		$	—		$	79,336
Futures Contracts^^		—		1,017,572			—			127,505			1,145,077
Total Value	$	—	$	1,017,572		$	79,336		$	127,505		$	1,224,413
Liability Derivatives
Forward Contracts^	$	—	$	—		$	(273,208	)	$	—		$	(273,208	)
Futures Contracts^^		—		(1,026,396	)		—			—			(1,026,396	)
Swap Agreements^		—		(274,739	)		—			—			(274,739	)
Total Value	$	—	$	(1,301,135	)	$	(273,208	)	$	—		$	(1,574,343	)
Realized Gain (Loss)#
Purchased Options	$	—	$	(379,126	)	$	—		$	—		$	(379,126	)
Forward Contracts		—		—			(525,519	)		—			(525,519	)
Futures Contracts		—		1,438,017			—			830,358			2,268,375
Swap Agreements		—		(441,907	)		—			(14,746	)		(456,653	)
Total Realized Gain (Loss)	$	—	$	616,984		$	(525,519	)	$	815,612		$	907,077
Change in Appreciation (Depreciation)##
Forward Contracts	$	—	$	—		$	(193,872	)	$	—		$	(193,872	)
Futures Contracts		—		(15,464	)		—			76,930			61,466
Swap Agreements		—		(274,739	)		—			—			(274,739	)
Total Change in Appreciation (Depreciation)	$	—	$	(290,203	)	$	(193,872	)	$	76,930		$	(407,145	)

MM Select T. Rowe Price U.S. Treasury Long-Term Index Fund
Asset Derivatives
Purchased Options*^,^^^	$	—	$	—		$	—		$	4,078		$	4,078
Futures Contracts^^		—		—			—			383,459			383,459
Total Value	$	—	$	—		$	—		$	387,537		$	387,537
Liability Derivatives
Futures Contracts^^	$	—	$	—		$	—		$	(555,862	)	$	(555,862	)
Realized Gain (Loss)#
Purchased Options	$	—	$	—		$	—		$	79,262		$	79,262
Futures Contracts		—		—			—			(961,343	)		(961,343	)
Written Options		—		—			—			(58,049	)		(58,049	)
Total Realized Gain (Loss)	$	—	$	—		$	—		$	(940,130	)	$	(940,130	)
Change in Appreciation (Depreciation)##
Purchased Options	$	—	$	—		$	—		$	(7,296	)	$	(7,296	)
Futures Contracts		—		—			—			(185,724	)		(185,724	)
Written Options		—		—			—			(238	)		(238	)
Total Change in Appreciation (Depreciation)	$	—	$	—		$	—		$	(193,258	)	$	(193,258	)

*	Statements of Assets and Liabilities location: Investments, at value, or Receivables from: open forward contracts or open swap agreements, at value, as applicable.

140

Notes to Financial Statements (Continued)

^	Statements of Assets and Liabilities location: Payables for: open forward contracts and open swap agreements, at value, as applicable.

^^^

Represents centrally cleared swaps or exchange-traded purchased options which are not subject to a master netting agreement or similar agreement.

#	Statements of Operations location: Amounts are included in net realized gain (loss) on: investment transactions, forward contracts, futures contracts, swap agreements, or written options, as applicable.

##	Statements of Operations location: Amounts are included in net change in unrealized appreciation (depreciation) on: investment transactions, forward contracts, futures contracts, swap agreements, or written options, as applicable.

For the year ended September 30, 2022, the average number of contracts, notional amounts, or shares/units for each derivative type was as follows:

	Average Number of Contracts, Notional Amounts, or Shares/Units †
Fund Name	Futures Contracts		Forward Contracts		Swap Agreements		Purchased Options		Written Options
Equity Asset Fund		21	$	—	$	—		—		—
MM Select T. Rowe Price Bond Asset Fund		1,648		230,490,547		340,477,236		10,548,148		3,815,750
MM Select T. Rowe Price Emerging Markets Bond Fund		69		3,190,520		718,750		—		—
MM Select T. Rowe Price Limited Duration Inflation Focused Bond Fund		527		13,395,845		47,457,000		91		106
MM Select T. Rowe Price Real Assets Fund		149		11,829,414		84,661		113		—
MM Select T. Rowe Price U.S. Treasury Long-Term Index Fund		291		—		—		48		45

†

Amount(s) disclosed represent average number of contracts for futures contracts, notional amounts for forward contracts and swap agreements, or shares/units outstanding for purchased options and written options, based on absolute values, which is indicative of volume of this derivative type, for the months that the Fund held such derivatives during the year ended September 30, 2022.

141

Notes to Financial Statements (Continued)

Counterparty	Derivative Assets Subject to an MNA by Counterparty†		Financial Instruments Available for Offset			Collateral Received***			Net Amount*
MM Select T. Rowe Price Bond Asset Fund
Barclays Bank PLC	$	189,007	$	(1,593	)	$	(100,000	)	$	87,414
BNP Paribas SA		1,643,083		(84,753	)		(1,558,330	)		—
Citibank N.A.		435,020		(185,986	)		(249,034	)		—
Deutsche Bank AG		25,501		(25,501	)		—			—
Goldman Sachs International		161,825		(161,825	)		—			—
HSBC Bank USA		1,619,121		(32,781	)		(1,586,340	)		—
JP Morgan Chase Bank N.A.		33,226		(7,030	)		—			26,196
Morgan Stanley & Co. LLC		349,415		(3,144	)		(206,000	)		140,271
Royal Bank of Canada		719		—			—			719
State Street Bank and Trust		1,571,062		(381,427	)		—			1,189,635
UBS AG		2,743,270		(228,060	)		(2,515,210	)		—
	$	8,771,249	$	(1,112,100	)	$	(6,214,914	)	$	1,444,235

MM Select T. Rowe Price Emerging Markets Bond Fund
BNP Paribas SA	$	4,269	$	(1,315	)	$	—		$	2,954
Citibank N.A.		1,989		—			—			1,989
HSBC Bank USA		40,234		(2,392	)		—			37,842
Morgan Stanley & Co. LLC		44,690		(7,869	)		—			36,821
UBS AG		80,955		—			—			80,955
	$	172,137	$	(11,576	)	$	—		$	160,561

MM Select T. Rowe Price Limited Duration Inflation Focused Bond Fund
Bank of America N.A.	$	412,994	$	—		$	(260,000	)	$	152,994
Barclays Bank PLC		280,806		—			(206,442	)		74,364
Citibank N.A.		1,590,176		—			(1,590,176	)		—
Goldman Sachs International		327,725		(24,193	)		(300,000	)		3,532
HSBC Bank USA		282,657		(101,114	)		—			181,543
UBS AG		132,920		—			—			132,920
	$	3,027,278	$	(125,307	)	$	(2,356,618	)	$	545,353

MM Select T. Rowe Price Real Assets Fund
BNP Paribas SA	$	9,766	$	(7,597	)	$	—		$	2,169
Deutsche Bank AG		39,072		—			—			39,072
Wells Fargo Bank N.A.		30,498		—			—			30,498
	$	79,336	$	(7,597	)	$	—		$	71,739

142

Notes to Financial Statements (Continued)

Counterparty	Derivative Liabilities Subject to an MNA by Counterparty†			Financial Instruments Available for Offset		Collateral Pledged***		Net Amount**
MM Select T. Rowe Price Bond Asset Fund
Bank of America N.A.	$	(38,440	)	$	—	$	—	$	(38,440	)
Barclays Bank		(1,593	)		1,593		—		—
BNP Paribas SA		(84,753	)		84,753		—		—
Citibank N.A.		(185,986	)		185,986		—		—
Deutsche Bank AG		(49,521	)		25,501		—		(24,020	)
Goldman Sachs International		(182,960	)		161,825		—		(21,135	)
HSBC Bank USA		(32,781	)		32,781		—		—
JP Morgan Chase Bank N.A.		(7,030	)		7,030		—		—
Morgan Stanley & Co. LLC		(3,144	)		3,144		—		—
State Street Bank and Trust		(381,427	)		381,427		—		—
UBS AG		(228,060	)		228,060		—		—
	$	(1,195,695	)	$	1,112,100	$	—	$	(83,595	)

T. Rowe Price Emerging Markets Bond Fund
Barclays Bank PLC	$	(1,791	)	$	—	$	—	$	(1,791	)
BNP Paribas SA		(1,315	)		1,315		—		—
Deutsche Bank AG		(2,608	)		—		—		(2,608	)
Goldman Sachs International		(57	)		—		—		(57	)
HSBC Bank USA		(2,392	)		2,392		—		—
Morgan Stanley & Co. LLC		(7,869	)		7,869		—		—
	$	(16,032	)	$	11,576	$	—	$	(4,456	)


MM Select T. Rowe Price Limited Duration Inflation Focused Bond Fund
Goldman Sachs International	$	(24,193	)	$	24,193	$	—	$	—
HSBC Bank USA		(101,114	)		101,114		—		—
	$	(125,307	)	$	125,307	$	—	$	—


MM Select T. Rowe Price Real Assets Fund
Bank of America N.A.	$	(140,251	)	$	—	$	—	$	(140,251	)
BNP Paribas SA		(7,597	)		7,597		—		—
Citibank N.A.		(274,739	)		—		—		(274,739	)
JP Morgan Chase Bank N.A.		(59,701	)		—		—		(59,701	)
Morgan Stanley & Co. LLC		(65,659	)		—		—		(65,659	)
	$	(547,947	)	$	7,597	$	—	$	(540,350	)

*	Represents the net amount receivable from the counterparty in the event of default.

**	Represents the net amount payable to the counterparty in the event of default.

***	The amount presented here may be less than the total amount of collateral received/pledged as the net amount of derivative assets and liabilities for a counterparty cannot be less than $0.

†	The amount presented here may be less than the total amount shown in the Statements of Assets and Liabilities as some derivatives held by the counterparty are not covered within an MNA or similar agreement.

143

Notes to Financial Statements (Continued)

Further details regarding the derivatives and other investments held by the Fund(s) during the year ended September 30, 2022, are discussed below.

Foreign Currency Exchange Transactions

A Fund’s current exposure to a counterparty is the unrealized appreciation/(depreciation) on the contract.

Futures Contracts

A Fund may seek to manage a variety of different risks, such as interest rate risk, equity price risk, and currency risk, through the use of futures contracts and related options.

144

Notes to Financial Statements (Continued)

a specified price. A Fund may use index futures contracts to hedge against broad market risks to its portfolio or to gain broad market exposure when it holds uninvested cash or as an inexpensive substitute for cash investments directly in securities or other assets, including commodities and precious metals. Securities index futures contracts are contracts to buy or sell units of a securities index at a specified future date at a price agreed upon when the contract is made and are settled in cash. Positions in futures contracts may be closed out only on an exchange or board of trade which provides a market for such futures. Because futures contracts are exchange-traded, they typically have minimal exposure to counterparty risk.

Swap Agreements

Total Return Swaps. A Fund also may enter into total return swaps. In a total return swap, one party typically agrees to pay to the other a short-term interest rate in return for a payment at one or more times in the future based on the increase in the value of an underlying security or other asset, or index of securities or assets; if the underlying security, asset, or index declines in value, the party that pays the short-term interest rate must also pay to its counterparty a payment based on the amount of the decline. A Fund

145

Notes to Financial Statements (Continued)

may take either side of such a swap, and so may take a long or short position in the underlying security, asset, or index. A Fund may enter into a total return swap to hedge against an exposure in its portfolio — such as interest rate risk (including to adjust the duration or credit quality of a Fund’s bond portfolio), equity risk, or credit risk — or generally to put cash to work efficiently in the markets in anticipation of, or as a replacement for, cash investments. A Fund may also enter into a total return swap to gain exposure to securities or markets in which it might not be able to invest directly (in so-called market access transactions).

Credit Default Swaps. A Fund also may enter into credit default swap transactions, as a “buyer” or “seller” of credit protection. In a credit default swap, one party provides what is in effect insurance against a default or other adverse credit event affecting an issuer of debt securities (typically referred to as a “reference entity”). In general, the buyer of credit protection is obligated to pay the protection seller an upfront amount or a periodic stream of payments over the term of the swap. If a “credit event” occurs, the buyer has the right to deliver to the seller bonds or other obligations of the reference entity (with a value up to the full notional value of the swap), and to receive a payment equal to the par value of the bonds or other obligations. Credit events that would trigger a request that the seller make payment are specific to each credit default swap agreement, but generally include bankruptcy, failure to pay, restructuring, acceleration, default, or repudiation/moratorium. When a Fund buys protection, it may or may not own securities of the reference entity. If it does own securities of the reference entity, the swap serves as a hedge against a decline in the value of the securities due to the occurrence of a credit event involving the issuer of the securities. If the Fund does not own securities of the reference entity, the credit default swap may be seen to create a short position in the reference entity. If a Fund is a buyer and no credit event occurs, the Fund will typically recover nothing under the swap, but will have had to pay the required upfront payment and stream of continuing payments under the swap. When a Fund sells protection under a credit default swap, the position may have the effect of creating leverage in the Fund’s portfolio through the Fund’s indirect long exposure to the issuer or securities on which the swap is written. When a Fund sells protection, it may do so either to earn additional income or to create a “synthetic” long position.

Whenever a Fund enters into a swap agreement, it takes on counterparty risk — the risk that its counterparty will be unable or unwilling to meet its obligations under the swap agreement. The Fund also takes the risk that the market will move against its position in the swap agreement. In the case of an interest rate swap, the value of the swap may increase or decrease depending on changes in interest rates. In the case of a total return swap, the swap will change in value depending on the change in value of the asset or index on which the swap is written. In the case of a credit default swap, the swap will become more or less valuable depending on the credit of the issuer of the underlying security, and, if a credit event occurs under a swap where the Fund is the seller of credit protection, the Fund could be required to purchase the security at par value, resulting in a significant loss to the Fund. When the Fund enters into any type of swap for hedging purposes, it is likely that the Fund will have an asset or liability that will offset any loss (or gain) on the swap, at least in part. Swap agreements may be non-transferable or otherwise highly illiquid, and a Fund may not be able to terminate or transfer a swap agreement at any particular time or at an acceptable price.

146

Notes to Financial Statements (Continued)

to compensate for differences between stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, and other relevant factors). These upfront payments are recorded as realized gain or loss on the Fund’s Statement of Operations upon termination or maturity of the swap agreement.

A Fund’s current exposure to a counterparty is the fair value of the transaction.

Options, Rights, and Warrants

Put Options. A put option gives the holder the right to sell, and obligates the writer to buy, a security at the exercise price.

Writing put and call options. A Fund may write call options on a security it owns, in a “directional” strategy hoping to realize a greater current return through the receipt of premiums. In return for the option premium, the Fund takes the risk that it will have to forego any increase in the value of the security over the strike price. When a Fund has written a call option on a security it does not own, its exposure on such an option is theoretically unlimited. A Fund may enter into closing purchase transactions in order to realize a profit or limit a loss on a previously written call option or, in the case of a call option on a security it owns, to free itself to sell the underlying security or to write another call on the security, or protect a security from being called in an unexpected market rise. Any profits from a closing purchase transaction in the case of a call option on a security a Fund owns may be offset by a decline in the value of the underlying security. Conversely, because increases in the market price of a call option will generally reflect increases in the market price of the underlying security, any loss resulting from a closing purchase transaction relating to a call option on a security a Fund owns is likely to be offset in whole or in part by unrealized appreciation of the underlying security owned by the Fund. A Fund may not be able to close out a call option that it has previously written. A Fund may write put options in order to enhance its current return by taking a long directional position as to a security or index of securities. By writing a put option, the Fund assumes the risk that it may be required to purchase the underlying security for an exercise price higher than its then current market value, resulting in a potential capital loss unless the security later appreciates in value. A Fund may terminate a put option that it has written before it expires by entering into a closing purchase transaction. Any loss from this transaction may be partially or entirely offset by the premium received on the terminated option. A Fund may not be able to close out a put option that it has previously written.

Purchasing put and call options. A Fund may purchase put options to protect portfolio holdings against a decline in market value of a security or securities held by it. A Fund may also purchase a put option hoping to profit from an anticipated decline in the value of the underlying security. If the Fund holds the security underlying the option, the option premium and any transaction costs will reduce any profit the Fund might have realized had it sold the underlying security instead of buying the put option. A Fund may purchase call options to hedge against an increase in the price of securities that the Fund wants ultimately to buy. A Fund may also purchase a call option as a long directional investment hoping to profit from an anticipated increase in the

147

Notes to Financial Statements (Continued)

value of the underlying security. In order for a call option to be profitable, the market price of the underlying security must rise sufficiently above the exercise price to cover the premium and transaction costs. These costs will reduce any profit the Fund might have realized had it bought the underlying security at the time it purchased the call option.

When a Fund purchases or otherwise acquires warrants or other rights, it runs the risk that it will lose its entire investment in the warrants or rights, unless the Fund exercises the warrant or right, acquires the underlying securities, or enters into a closing transaction before expiration. If the price of the underlying security does not rise to an extent sufficient to cover any premium and transaction costs, the Fund will lose part or all of its investment. Any premiums or purchase price paid for warrants or other rights that expire are treated as realized losses. Warrants and similar rights differ from options in that they are typically written by the issuer of the security underlying the warrant or right. Although some warrants and rights may be non-transferable, others may be traded over-the-counter or on an exchange.

Hybrid Instruments

148

Notes to Financial Statements (Continued)

redemption terms determined by reference to the value of an index, security, or other measure at a future time, preferred stock with dividend rates determined by reference to the value of a currency, or convertible securities where the conversion terms relate to a particular commodity. The risks of investing in a hybrid instrument may, depending on the nature of the instrument, reflect a combination of the risks of investing in securities, options, futures, currencies or other types of investments, and will depend upon the terms of the instrument. Such risks generally depend upon factors unrelated to the operations or credit quality of the issuer of the hybrid instrument, and may not be foreseen by the purchaser, such as financial or market developments, economic and political events, the supply and demand of the underlying assets, and interest rate movements. Hybrid instruments may be highly volatile and their use by a Fund may not be successful. The terms of a hybrid instrument may create investment leverage. Hybrid instruments are typically privately issued, presenting credit risk of the issuer, and may be highly illiquid and difficult to value.

Inflation-Linked Securities

Bank Loans

A Fund may invest in bank loans including, for example, corporate loans, loan participations, direct debt, bank debt, and bridge debt. A Fund may invest in a loan by lending money to a borrower directly as part of a syndicate of lenders. In a syndicated loan, the agent that originated and structured the loan typically administers and enforces the loan on behalf of the syndicate. Failure by the agent to fulfill its obligations may delay or adversely affect receipt of payment by a Fund. A Fund may also invest in loans through novations, assignments, and participation interests. In a novation, a Fund typically assumes all of the rights of a lending institution in a loan, including the right to receive payments of principal and interest and other amounts directly from the borrower and to enforce its rights as a lender directly against the borrower. When a Fund takes an assignment of a loan, the Fund acquires some or all of the interest of another lender (or assignee) in the loan. In such cases, the Fund may be required generally to rely upon the assignor to demand payment and enforce rights under the loan. If a Fund acquires a participation in the loan, the Fund purchases an indirect interest in a loan held by a third party and the Fund typically will have a contractual relationship only with the third party loan investor, not with the borrower. As a result, a Fund may have the right to receive payments of principal, interest, and any fees to which it is entitled only from the loan investor selling the participation and only upon receipt by such loan investor of such payments from the borrower. In such cases, a Fund assumes the credit risk of both the borrower and the loan investor selling the participation, and the Fund may be unable to realize some or all of the value of its interest in the loan in the event of the insolvency of the third party.

149

Notes to Financial Statements (Continued)

The MM Select T. Rowe Price Bond Asset Fund entered into certain loan agreements which are unfunded. The MM Select T. Rowe Price Bond Asset Fund is obligated to fund these commitments at the borrower’s discretion. These commitments are disclosed in the MM Select T. Rowe Price Bond Asset Fund’s Portfolio of Investments. At September 30, 2022, the MM Select T. Rowe Price Bond Asset Fund had sufficient cash and/or securities to cover these commitments.

Repurchase Agreements

When-Issued, Delayed-Delivery, Forward Commitment, and To-Be-Announced Transactions

Dollar Roll Transactions

150

Notes to Financial Statements (Continued)

repurchase the securities. A Fund can incur a loss on a dollar roll transaction (either because its counterparty fails to perform or because the value of the mortgages subject to the transaction declines) and on the investments made by the Fund with the proceeds of the dollar roll transaction.

Securities Lending

Accounting for Investment Transactions

151

Notes to Financial Statements (Continued)

Foreign Currency Translation

Foreign Securities

The MM Select T. Rowe Price Real Assets Fund invests a significant amount of its assets in foreign securities and the MM Select T. Rowe Price Emerging Markets Bond Fund invests substantially all of its assets in foreign securities. The other Funds may also invest in foreign securities. Foreign securities, including American Depositary Receipts, are subject to additional risks compared to securities of U.S. issuers, including international trade, currency, political, regulatory, public health, and diplomatic risks. In addition, fluctuations in currency exchange rates may favorably or unfavorably affect the values of foreign securities and the price of a Fund’s shares. Emerging markets securities are subject to greater risks than securities issued in developed foreign markets, including less liquidity, less stringent investor protection and disclosure standards, less reliable settlement practices, greater price volatility, higher relative rates of inflation, greater political, economic, and social instability, greater custody and operational risks, greater risk of new or inconsistent government treatment of or restrictions on issuers and instruments, and greater volatility in currency exchange rates, and are more susceptible to environmental problems.

Federal Income Tax

Dividends and Distributions to Shareholders

3.	Advisory Fees and Other Transactions

Investment Advisory Fees and Investment Subadvisers

152

Notes to Financial Statements (Continued)

MML Advisers has also entered into investment subadvisory agreements for each Fund with the unaffiliated investment subadviser shown in the following table.

Fund	Investment Advisory Fee	Investment Subadviser(s)
Equity Asset Fund	0.18%	J.P. Morgan Investment Management Inc.
MM Select T. Rowe Price Bond Asset Fund*	0.00%	T. Rowe Price Associates, Inc.
MM Select T. Rowe Price Emerging Markets Bond Fund	0.00%	T. Rowe Price Associates, Inc.
MM Select T. Rowe Price Large Cap Blend Fund	0.00%	T. Rowe Price Associates, Inc.
MM Select T. Rowe Price Limited Duration Inflation Focused Bond Fund	0.00%	T. Rowe Price Associates, Inc.
MM Select T. Rowe Price Real Assets Fund**	0.00%	T. Rowe Price Associates, Inc.
MM Select T. Rowe Price Small and Mid Cap Blend Fund***	0.00%	T. Rowe Price Associates, Inc.
MM Select T. Rowe Price U.S. Treasury Long-Term Index Fund	0.00%	T. Rowe Price Associates, Inc.

*	T. Rowe Price International Ltd serves as a sub-subadviser of the Fund.

**	T. Rowe Price Japan, Inc. serves as a sub-subadviser of the Fund.

***	T. Rowe Price Investment Management, Inc. serves as a sub-subadviser of the Fund.

MML Advisers pays any subadvisory fees to the subadvisers based upon the average daily net assets of the Fund. The Funds’ subadvisory fees, if applicable, are paid monthly by MML Advisers out of the advisory fees.

Expense Caps and Waivers

MML Advisers agreed to cap the fees and expenses of the Funds noted below (other than extraordinary legal and other expenses, Acquired Fund Fees and Expenses^#, interest expense, expenses related to borrowings, securities lending, leverage, taxes, and brokerage, short sale dividend and loan expense, or other non-recurring or unusual expenses such as organizational expenses and shareholder meeting expenses, as applicable) through January 31, 2023, based upon the average daily net assets of the Funds, as follows:

	Class I
MM Select T. Rowe Price Bond Asset Fund	0.00%
MM Select T. Rowe Price Emerging Markets Bond Fund	0.00%
MM Select T. Rowe Price Large Cap Blend Fund	0.00%
MM Select T. Rowe Price Limited Duration Inflation Focused Bond Fund	0.00%
MM Select T. Rowe Price Real Assets Fund	0.00%
MM Select T. Rowe Price Small and Mid Cap Blend Fund	0.00%
MM Select T. Rowe Price U.S. Treasury Long-Term Index Fund	0.00%

#	Acquired Fund Fees and Expenses are borne indirectly by a Fund through investments in other pooled investment vehicles.

Expense caps and waiver amounts are reflected as a reduction of expenses on the Statements of Operations.

153

Notes to Financial Statements (Continued)

Rebated Brokerage Commissions

		Rebated Commissions
Equity Asset Fund		$	2,557

Deferred Compensation

Other

Certain officers and trustees of the Funds may also be employees of MassMutual. The compensation of a trustee who is not an employee of MassMutual is borne by the Funds.

The following table shows beneficial ownership of Funds’ shares by related parties at September 30, 2022:

	Total % Ownership by Related Party
Equity Asset Fund	100.0%
MM Select T. Rowe Price Bond Asset Fund	100.0%
MM Select T. Rowe Price Emerging Markets Bond Fund	100.0%
MM Select T. Rowe Price Large Cap Blend Fund	100.0%
MM Select T. Rowe Price Limited Duration Inflation Focused Bond Fund	100.0%
MM Select T. Rowe Price Real Assets Fund	100.0%
MM Select T. Rowe Price Small And Mid Cap Blend Fund	100.0%
MM Select T. Rowe Price U.S. Treasury Long-Term Index Fund	100.0%

154

Notes to Financial Statements (Continued)

4.	Purchases and Sales of Investments

Cost of purchases and proceeds from sales of investment securities (excluding short-term investments) for the year ended September 30, 2022, were as follows:

	Purchases				Sales
	Long- Term U.S. Government Securities		Other Long-Term Securities		Long- Term U.S. Government Securities		Other Long-Term Securities
Equity Asset Fund	$	—	$	145,009,544	$	—	$	184,152,230
MM Select T. Rowe Price Bond Asset Fund		1,755,003,355		171,902,736		1,792,042,348		244,978,108
MM Select T. Rowe Price Emerging Markets Bond Fund		—		33,553,865		—		32,837,840
MM Select T. Rowe Price Large Cap Blend Fund		—		2,691,783,020		—		2,632,923,628
MM Select T. Rowe Price Limited Duration Inflation Focused Bond Fund		430,698,057		15,391,164		496,990,195		22,817,831
MM Select T. Rowe Price Real Assets Fund		—		167,941,507		—		81,419,593
MM Select T. Rowe Price Small and Mid Cap Blend Fund		—		272,613,596		—		323,168,470
MM Select T. Rowe Price U.S. Treasury Long-Term Index Fund		191,203,136		—		130,574,115		—

	Purchases		Sales		Realized Gains/(Losses)
MM Select T. Rowe Price Bond Asset Fund	$	—	$	2,097,564	$	(213,837	)
MM Select T. Rowe Price Small and Mid Cap Blend Fund		839,208		577,619		111,230

5.	Capital Share Transactions

Changes in shares outstanding for each Fund were as follows:

	Year Ended September 30, 2022						Year Ended September 30, 2021
	Shares			Amount			Shares			Amount
Equity Asset Fund Class I
Sold		12,826,056		$	108,281,336			8,481,878		$	81,273,129
Issued as reinvestment of dividends		9,040,131			81,089,970			6,517,621			54,878,368
Redeemed		(17,806,773	)		(153,448,249	)		(23,818,829	)		(227,243,554	)
Net increase (decrease)		4,059,414		$	35,923,057			(8,819,330	)	$	(91,092,057	)
MM Select T. Rowe Price Bond Asset Fund Class I
Sold		6,595,443		$	64,637,377			18,070,859		$	189,555,100
Issued as reinvestment of dividends		2,547,231			25,803,449			2,470,327			25,814,917
Redeemed		(22,469,805	)		(215,548,508	)		(12,964,512	)		(135,719,171	)
Net increase (decrease)		(13,327,131	)	$	(125,107,682	)		7,576,674		$	79,650,846

155

Notes to Financial Statements (Continued)

	Year Ended September 30, 2022						Year Ended September 30, 2021
	Shares			Amount			Shares			Amount
MM Select T. Rowe Price Emerging Markets Bond Fund Class I
Sold		2,286,899		$	18,445,413			2,059,531		$	19,927,162
Issued as reinvestment of dividends		650,255			5,878,302			658,213			6,332,004
Redeemed		(2,809,835	)		(22,987,605	)		(3,276,208	)		(31,667,166	)
Net increase (decrease)		127,319		$	1,336,110			(558,464	)	$	(5,408,000	)
MM Select T. Rowe Price Large Cap Blend Fund Class I
Sold		38,140,999		$	536,673,778			20,764,352		$	325,534,587
Issued as reinvestment of dividends		26,559,408			407,155,724			1,103,631			15,903,325
Redeemed		(32,177,412	)		(449,999,588	)		(25,710,532	)		(413,163,921	)
Net increase (decrease)		32,522,995		$	493,829,914			(3,842,549	)	$	(71,726,009	)
MM Select T. Rowe Price Limited Duration Inflation Focused Bond Fund Class I
Sold		8,152,291		$	88,123,958			13,823,027		$	147,572,333
Issued as reinvestment of dividends		1,778,263			18,493,933			575,795			6,011,297
Redeemed		(15,414,432	)		(160,791,935	)		(7,155,431	)		(77,442,772	)
Net increase (decrease)		(5,483,878	)	$	(54,174,044	)		7,243,391		$	76,140,858
MM Select T. Rowe Price Real Assets Fund Class I
Sold		8,825,504		$	111,462,520			3,625,804		$	43,104,715
Issued as reinvestment of dividends		1,155,912			14,576,042			227,733			2,480,008
Redeemed		(2,286,948	)		(28,386,672	)		(1,346,757	)		(16,166,093	)
Net increase (decrease)		7,694,468		$	97,651,890			2,506,780		$	29,418,630
MM Select T. Rowe Price Small and Mid Cap Blend Fund Class I
Sold		8,963,149		$	120,798,855			7,958,789		$	117,789,409
Issued as reinvestment of dividends		8,589,138			120,935,066			3,395,111			46,818,583
Redeemed		(13,303,227	)		(176,346,398	)		(15,343,600	)		(233,971,045	)
Net increase (decrease)		4,249,060		$	65,387,523			(3,989,700	)	$	(69,363,053	)
MM Select T. Rowe Price U.S. Treasury Long-Term Index Fund Class I
Sold		13,442,628		$	92,251,410			7,053,603		$	67,462,524
Issued as reinvestment of dividends		248,980			1,934,574			4,083,390			33,769,639
Redeemed		(4,852,378	)		(33,120,671	)		(1,957,953	)		(16,268,858	)
Net increase (decrease)		8,839,230		$	61,065,313			9,179,040		$	84,963,305

156

Notes to Financial Statements (Continued)

6.	Federal Income Tax Information

	Federal Income Tax Cost		Tax Basis Unrealized Appreciation		Tax Basis Unrealized (Depreciation)			Net Unrealized Appreciation (Depreciation)
Equity Asset Fund	$	289,402,191	$	36,927,965	$	(24,173,215	)	$	12,754,750
MM Select T. Rowe Price Bond Asset Fund		680,595,809		2,316,389		(91,105,769	)		(88,789,380	)
MM Select T. Rowe Price Emerging Markets Bond Fund		103,696,177		209,731		(28,762,165	)		(28,552,434	)
MM Select T. Rowe Price Large Cap Blend Fund		2,090,452,609		59,429,006		(295,444,772	)		(236,015,766	)
MM Select T. Rowe Price Limited Duration Inflation Focused Bond Fund		221,463,383		526,794		(13,691,128	)		(13,164,334	)
MM Select T. Rowe Price Real Assets Fund		246,720,858		6,920,845		(40,920,849	)		(34,000,004	)
MM Select T. Rowe Price Small and Mid Cap Blend Fund		700,508,564		74,366,965		(102,178,850	)		(27,811,885	)
MM Select T. Rowe Price U.S. Treasury Long-Term Index Fund		173,465,012		6,089		(45,816,700	)		(45,810,611	)

At September 30, 2022, the following Fund(s) had accumulated capital loss carryforwards:

	Short Term Capital Loss Carryforward		Long Term Capital Loss Carryforward
MM Select T. Rowe Price Emerging Markets Bond Fund	$	2,679,272	$	5,082,079
MM Select T. Rowe Price U.S. Treasury Long-Term Index Fund		2,492,591		7,337,675

The following Fund(s) elected to defer to the fiscal year beginning October 1, 2022, post-October capital losses:

	Post-October Loss
MM Select T. Rowe Price Bond Asset Fund	$	50,762,880
MM Select T. Rowe Price Limited Duration Inflation Focused Bond Fund		13,093,061

157

Notes to Financial Statements (Continued)

The tax character of distributions (including capital gain dividends, if any, designated pursuant to Section 852 of the Code) paid during the year ended September 30, 2022, was as follows:

	Ordinary Income		Long Term Capital Gain
Equity Asset Fund	$	15,272,413	$	65,817,557
MM Select T. Rowe Price Bond Asset Fund		24,045,723		1,757,726
MM Select T. Rowe Price Emerging Markets Bond Fund		5,878,302		—
MM Select T. Rowe Price Large Cap Blend Fund		140,955,247		266,200,477
MM Select T. Rowe Price Limited Duration Inflation Focused Bond Fund		15,969,168		2,524,765
MM Select T. Rowe Price Real Assets Fund		6,076,480		8,499,562
MM Select T. Rowe Price Small and Mid Cap Blend Fund		25,974,162		94,960,904
MM Select T. Rowe Price U.S. Treasury Long-Term Index Fund		1,934,574		—

The tax character of distributions (including capital gain dividends, if any, designated pursuant to Section 852 of the Code) paid during the year ended September 30, 2021, was as follows:

	Ordinary Income		Long Term Capital Gain
Equity Asset Fund	$	6,441,250	$	48,437,118
MM Select T. Rowe Price Bond Asset Fund		15,115,881		10,699,036
MM Select T. Rowe Price Emerging Markets Bond Fund		6,332,004		—
MM Select T. Rowe Price Large Cap Blend Fund		15,903,325		—
MM Select T. Rowe Price Limited Duration Inflation Focused Bond Fund		4,626,676		1,384,621
MM Select T. Rowe Price Real Assets Fund		2,480,008		—
MM Select T. Rowe Price Small and Mid Cap Blend Fund		15,289,172		31,529,411
MM Select T. Rowe Price U.S. Treasury Long-Term Index Fund		13,043,146		20,726,493

158

Notes to Financial Statements (Continued)

At September 30, 2022, the components of distributable earnings on a tax basis were as follows:

	Undistributed Ordinary Income		Undistributed Long Term Capital Gain (Capital Loss Carryover)			Other Temporary Differences			Unrealized Appreciation (Depreciation)			Total
Equity Asset Fund	$	3,239,827	$	41,023,653		$	(30,365	)	$	12,733,190		$	56,966,305
MM Select T. Rowe Price Bond Asset Fund		32,364,349		—			(50,776,451	)		(88,979,603	)		(107,391,705	)
MM Select T. Rowe Price Emerging Markets Bond Fund		3,805,330		(7,761,351	)		(2,057	)		(28,556,128	)		(32,514,206	)
MM Select T. Rowe Price Large Cap Blend Fund		16,054,011		193,468,487			(26,119	)		(235,997,434	)		(26,501,055	)
MM Select T. Rowe Price Limited Duration Inflation Focused Bond Fund		16,304,561		—			(13,096,478	)		(13,151,871	)		(9,943,788	)
MM Select T. Rowe Price Real Assets Fund		5,138,964		10,148,604			(1,695	)		(34,054,148	)		(18,768,275	)
MM Select T. Rowe Price Small and Mid Cap Blend Fund		5,077,220		47,644,453			(12,816	)		(27,818,949	)		24,889,908
MM Select T. Rowe Price U.S. Treasury Long-Term Index Fund		3,035,612		(9,830,266	)		(2,772	)		(45,810,611	)		(52,608,037	)

During the year ended September 30, 2022, the following amounts were reclassified due to permanent differences between book and tax accounting:

	Paid-in Capital			Accumulated Net Realized Gain (Loss) on Investments			Undistributed Net Investment Income (Loss)
Equity Asset Fund	$	—		$	235,435		$	(235,435	)
MM Select T. Rowe Price Bond Asset Fund		13,983			(17,914,038	)		17,900,055
MM Select T. Rowe Price Emerging Markets Bond Fund		—			(61,854	)		61,854
MM Select T. Rowe Price Large Cap Blend Fund		—			3,912,681			(3,912,681	)
MM Select T. Rowe Price Limited Duration Inflation Focused Bond Fund		—			(3,544,309	)		3,544,309
MM Select T. Rowe Price Real Assets Fund		(4,573	)		1,082,166			(1,077,593	)
MM Select T. Rowe Price Small and Mid Cap Blend Fund		(47,980	)		672,019			(624,039	)
MM Select T. Rowe Price U.S. Treasury Long-Term Index Fund		—			(116,615	)		116,615

159

Notes to Financial Statements (Continued)

7.	Indemnifications

8.	New Accounting Pronouncements

9.	Coronavirus (COVID-19) Pandemic

10.

Russia-Ukraine War

160

Notes to Financial Statements (Continued)

been or may be prohibited and/or existing investments have or may become illiquid (e.g., because transacting in certain existing investments is prohibited), which could cause a Fund to sell other portfolio holdings at a disadvantageous time or price in order to meet shareholder redemptions.

11.

Subsequent Events

In preparation of these financial statements, management has evaluated the events and transactions subsequent to September 30, 2022, through the date when the financial statements were issued, and determined that there are no subsequent events or transactions that would require adjustments to or disclosures in the Funds’ financial statements other than those disclosed below.

Effective November 1, 2022, T. Rowe Price Hong Kong Limited was added as a sub-subadviser of the MM Select T. Rowe Price Bond Asset Fund and the MM Select T. Rowe Price Limited Duration Inflation Focused Bond Fund.

Effective November 1, 2022, T. Rowe Price International Ltd was added as a sub-subadviser of the MM Select T. Rowe Price Limited Duration Inflation Focused Bond Fund.

161

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of MassMutual Select Funds and Shareholders of MM Equity Asset Fund, MassMutual Select T. Rowe Price Bond Asset Fund, MassMutual Select T. Rowe Price Emerging Markets Bond Fund, MassMutual Select T. Rowe Price Large Cap Blend Fund, MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund, MassMutual Select T. Rowe Price Real Assets Fund, MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund, and MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund (collectively, the “Funds”):

Opinion on the Financial Statements and Financial Highlights

Individual Fund Comprising the MassMutual Select Funds

Financial Highlights

MM Equity Asset Fund

For each of the five years in the period ended September 30, 2022

MassMutual Select T. Rowe Price Bond Asset Fund,

MassMutual Select T. Rowe Price Emerging Markets Bond Fund,

MassMutual Select T. Rowe Price Large Cap Blend Fund,

MassMutual Select T. Rowe Price Limited Duration Inflation Focused Bond Fund,

MassMutual Select T. Rowe Price Real Assets Fund,

MassMutual Select T. Rowe Price Small and Mid Cap Blend Fund, and

MassMutual Select T. Rowe Price U.S. Treasury Long-Term Index Fund

For each of the four years in the period ended September 30, 2022, and for the period February 9, 2018 (commencement of operations) through September 30, 2018

Basis for Opinion

162

Report of Independent Registered Public Accounting Firm (Continued)

Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. Our procedures included confirmation of securities owned as of September 30, 2022, by correspondence with the custodian, brokers and agent banks; when replies were not received from brokers and agent banks, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

/s/ Deloitte & Touche LLP

Boston, Massachusetts
November 28, 2022

We have served as the auditor of one or more MassMutual investment companies since 1995.

163

Trustees and Principal Officers (Unaudited)

The following table lists the Trust’s Trustees and Principal Officers; their address and year of birth; their position with the Trust; the length of time holding that position with the Trust; their principal occupation(s) during at least the past five years; the number of portfolios in the fund complex they oversee; and other directorships they hold in companies subject to registration or reporting requirements of the Securities Exchange Act of 1934 (generally called “public companies”) or in registered investment companies. The Trust’s Statement of Additional Information includes additional information about the Trust’s Trustees and is available, without charge, upon request by calling 1-888-309-3539 or by writing MassMutual Select Funds, c/o Massachusetts Mutual Life Insurance Company, 1295 State Street, Springfield, Massachusetts 01111-0001, Attention: Investment Management Solutions.

Independent Trustees

Name, Address*, and Year of Birth	Position(s) Held with Trust	Term of Office** and Length of Time Served	Principal Occupation(s) During Past 5 Years	Number of Portfolios in Fund Complex Overseen by Trustee	Other Directorships Held by Trustee
Allan W. Blair Year of birth: 1948	Trustee	Since 2003	Retired.	108	Trustee (since 2012), MassMutual Premier Funds (open-end investment company); Trustee (since 2021), MassMutual Advantage Funds (open-end investment company); Trustee (since 2003), MML Series Investment Fund (open-end investment company); Trustee (since 2012), MML Series Investment Fund II (open-end investment company).
Nabil N. El-Hage Year of birth: 1958	Trustee	Since 2012	Founder and CEO (since 2018), AEE International LLC (a Puerto Rico LLC); Founder and sole member (2016-2018), PR Academy of Executive Education LLC (a Puerto Rico LLC).	108	Trustee (since 2003), Chairman (2006-2012), MassMutual Premier Funds (open-end investment company); Trustee (since 2021), MassMutual Advantage Funds (open-end investment company); Trustee (since 2012), MML Series Investment Fund (open-end investment company); Trustee (since 2005), Chairman (2006-2012), MML Series Investment Fund II (open-end investment company).
Maria D. Furman Year of birth: 1954	Trustee	Since 2012	Retired.	108	Trustee (since 2004), MassMutual Premier Funds (open-end investment company); Trustee (since 2021), MassMutual Advantage Funds (open-end investment company); Trustee (since 2012), MML Series Investment Fund (open-end investment company); Trustee (since 2005), MML Series Investment Fund II (open-end investment company).
R. Bradford Malt Year of birth: 1954	Trustee	Since 2022	Chairman (2004-2019), Management Committee (1993-2019), Partner (1987-2019), Associate (1979-1987), Ropes & Gray LLP (counsel to the Trust and MassMutual).	108	Trustee (since 2022), MassMutual Premier Funds (open-end investment company); Trustee (since 2022), MassMutual Advantage Funds (open-end investment company); Trustee (since 2022), MML Series Investment Fund (open-end investment company); Trustee (since 2022), MML Series Investment Fund II (open-end investment company).

164

Trustees and Principal Officers (Unaudited) (Continued)

*Name, Address, and Year of Birth**	Position(s) Held with Trust	Term of Office** and Length of Time Served	Principal Occupation(s) During Past 5 Years	Number of Portfolios in Fund Complex Overseen by Trustee	Other Directorships Held by Trustee
C. Ann Merrifield Year of birth: 1951	Trustee	Since 2012	Retired.	108	Director (since 2020), Lead Director (2020-2022), Chairperson (since 2020) of the Nominating and Governance Committee, Member (since 2020) and Chairperson (2020-2022) of the Compensation Committee, and Member (2020-2022) of the Audit Committee, Lyra Therapeutics (a clinical-stage specialty pharmaceutical company); Chairperson (since 2017), Director (since 2014), InVivo Therapeutics (research and clinical-stage biomaterials and biotechnology company); Trustee (since 2004), MassMutual Premier Funds (open-end investment company); Trustee (since 2021), MassMutual Advantage Funds (open-end investment company); Trustee (since 2012), MML Series Investment Fund (open-end investment company); Trustee (since 2005), MML Series Investment Fund II (open-end investment company).
Cynthia R. Plouché Year of birth: 1957	Trustee	Since 2022	Retired; Assessor (2014-2018), Moraine Township (property assessment).	108	Trustee (since 2014), Northern Trust Funds (open-end investment companies); Trustee (since 2022), MassMutual Premier Funds (open-end investment company); Trustee (since 2022), MassMutual Advantage Funds (open-end investment company); Trustee (since 2022), MML Series Investment Fund (open-end investment company); Trustee (since 2022), MML Series Investment Fund II (open-end investment company).
Jason J. Price Year of birth: 1973	Trustee	Since 2022	Co-Founder and Chairman of the Board (2017-2021), NXTHVN (arts organization); Principal (2012-2017), Exaltare Capital Partners, LLC (private equity firm).	108	Trustee (since 2022), MassMutual Premier Funds (open-end investment company); Trustee (since 2022), MassMutual Advantage Funds (open-end investment company); Trustee (since 2022), MML Series Investment Fund (open-end investment company); Trustee (since 2022), MML Series Investment Fund II (open-end investment company).

165

Trustees and Principal Officers (Unaudited) (Continued)

Name, Address*, and Year of Birth

Position(s)
Held with
Trust

Term of
Office** and
Length of
Time Served

Principal Occupation(s)
During Past 5 Years

Number of
Portfolios in
Fund Complex
Overseen by Trustee

Other Directorships
Held by Trustee

Susan B. Sweeney

Year of birth: 1952

Chairperson

Trustee

Since

2022

Since
2009

Retired.

110^

Trustee (since 2012), Barings Corporate Investors (closed-end investment company); Trustee (since 2012), Barings Participation Investors (closed-end investment company); Chairperson (since 2022), Trustee (since 2012), MassMutual Premier Funds (open-end investment company); Chairperson (since 2022), Trustee (since 2021), MassMutual Advantage Funds (open-end investment company); Chairperson (since 2022), Trustee (since 2009), MML Series Investment Fund (open-end investment company); Chairperson (since 2022), Trustee (since 2012), MML Series Investment Fund II (open-end investment company).

Interested Trustees

Name, Address*,
and Year of Birth

Position(s)
Held with
Trust

Term of
Office** and
Length of
Time Served

Principal Occupation(s)
During Past 5 Years

Number of
Portfolios in
Fund Complex
Overseen by
Trustee

Other Directorships
Held by Trustee

Michael R. Fanning^^

Year of birth: 1963

Trustee

Since

2021

Head of MassMutual U.S. (since 2016), Executive Vice President (2016-2018), Member of MassMutual’s Executive Leadership Team (since 2008), MassMutual.

108

Clifford M, Noreen^^^

Year of birth: 1957

Trustee

Since

2021

110^

166

Trustees and Principal Officers (Unaudited) (Continued)

Principal Officers

Name, Address*, and Year of Birth	Position(s) Held with Trust	Term of Office# and Length of Time Served	Principal Occupation(s) During Past 5 Years	Number of Portfolios in Fund Complex Overseen by Officer
Andrea Anastasio Year of birth: 1974	Vice President	Since 2021	Vice President (since 2021), MML Advisers; Head of Investment Management Solutions (since 2021), MassMutual; Head of Investment Strategy and Research, North America (2019-2021), Head of Investment Product Management (2016- 2019), State Street Global Advisors; Vice President (since 2021), MassMutual Premier Funds (open-end investment company); Vice President (since 2021), MassMutual Advantage Funds (open-end investment company); Vice President (since 2021), MML Series Investment Fund (open-end investment company); Vice President (since 2021), MML Series Investment Fund II (open-end investment company).	108
Andrew M. Goldberg Year of birth: 1966	Vice President, Secretary, and Chief Legal Officer Assistant Secretary	Since 2008 2001- 2008	Lead Counsel, Investment Adviser & Mutual Funds (since 2018), Assistant Vice President and Counsel (2004-2018), MassMutual; Secretary (since 2015), Assistant Secretary (2013-2015), MML Advisers; Vice President, Secretary (formerly known as “Clerk”), and Chief Legal Officer (since 2008), Assistant Clerk (2004-2008), MassMutual Premier Funds (open-end investment company); Vice President, Secretary, and Chief Legal Officer (since 2021), MassMutual Advantage Funds (open-end investment company); Vice President, Secretary, and Chief Legal Officer (since 2008), Assistant Secretary (2001-2008), MML Series Investment Fund (open-end investment company); Vice President, Secretary (formerly known as “Clerk”), and Chief Legal Officer (since 2008), Assistant Clerk (2005-2008), MML Series Investment Fund II (open-end investment company).	108
Renee Hitchcock Year of birth: 1970	Chief Financial Officer and Treasurer Assistant Treasurer	Since 2016 2007- 2016	Head of Mutual Fund Administration (since 2018), Assistant Vice President (2015-2018), MassMutual; Chief Financial Officer and Treasurer (since 2016), Assistant Treasurer (2007-2016), MassMutual Premier Funds (open-end investment company); Chief Financial Officer and Treasurer (since 2021), MassMutual Advantage Funds (open-end investment company); Chief Financial Officer and Treasurer (since 2016), Assistant Treasurer (2007-2016), MML Series Investment Fund (open-end investment company); Chief Financial Officer and Treasurer (since 2016), Assistant Treasurer (2007-2016), MML Series Investment Fund II (open-end investment company).	108
Paul LaPiana Year of birth: 1969	President	Since 2021	President (since 2021), MML Advisers; Head of MassMutual U.S. Product (since 2019), Head of Field Management (2016-2019), MassMutual; President (since 2021), MassMutual Premier Funds (open-end investment company); President (since 2021), MassMutual Advantage Funds (open-end investment company); President (since 2021), MML Series Investment Fund (open-end investment company); President (since 2021), MML Series Investment Fund II (open-end investment company).	108
Jill Nareau Robert Year of birth: 1972	Vice President and Assistant Secretary Assistant Secretary	Since 2017 2008- 2017	Lead Counsel, Investment Adviser & Mutual Funds (since 2018), Assistant Vice President and Counsel (2009-2018), MassMutual; Assistant Secretary (since 2015), MML Advisers; Vice President and Assistant Secretary (since 2017), Assistant Secretary (formerly known as “Assistant Clerk”) (2008-2017), MassMutual Premier Funds (open-end investment company); Vice President and Assistant Secretary (since 2021), MassMutual Advantage Funds (open-end investment company); Vice President and Assistant Secretary (since 2017), Assistant Secretary (2008-2017), MML Series Investment Fund (open-end investment company); Vice President and Assistant Secretary (since 2017), Assistant Secretary (formerly known as “Assistant Clerk”) (2008-2017), MML Series Investment Fund II (open-end investment company).	108

167

Trustees and Principal Officers (Unaudited) (Continued)

Name, Address*, and Year of Birth

Position(s)
Held with
Trust

Term of
Office# and
Length of
Time Served

Principal Occupation(s)
During Past 5 Years

Number of
Portfolios in
Fund Complex
Overseen by Officer

Douglas Steele

Year of birth: 1975

Vice President

Since

2016

Head of Product Management (since 2021), Vice President (since 2017), Head of Investment Management (2017-2021), Head of Investment Due Diligence (2016-2017), MML Advisers; Head of Product Management (since 2021), Head of Manager Research (2021), Head of Investment Management (2017-2021), Assistant Vice President (2013-2017), MassMutual; Vice President (since 2016), MassMutual Premier Funds (open-end investment company); Vice President (since 2021), MassMutual Advantage Funds (open-end investment company); Vice President (since 2016), MML Series Investment Fund (open-end investment company); Vice President (since 2016), MML Series Investment Fund II (open-end investment company).

108

Philip S. Wellman

Year of birth: 1964

Vice President and Chief Compliance Officer

Since

2007

108

*	The address of each Trustee and Principal Officer is the same as that for the Trust; 1295 State Street, Springfield, Massachusetts 01111-0001.

^	Barings Participation Investors and Barings Corporate Investors are deemed to be a part of the Fund Complex, because they are managed by Barings LLC, an affiliate of MML Advisers.

^^	Mr. Fanning is an “Interested Person,” as that term is defined in the 1940 Act, as an employee of MassMutual.

^^^	Mr. Noreen is an “Interested Person,” as that term is defined in the 1940 Act, as an employee of MassMutual.

168

Federal Tax Information (Unaudited)

For corporate shareholders, a portion of the ordinary dividends paid during the Fund(s)’ year ended September 30, 2022, qualified for the dividends received deduction, as follows:

	Dividends Received Deductions
Equity Asset Fund		41.28	%
MM Select T. Rowe Price Bond Asset Fund		0.04	%
MM Select T. Rowe Price Large Cap Blend Fund		17.63	%
MM Select T. Rowe Price Real Assets Fund		12.61	%
MM Select T. Rowe Price Small and Mid Cap Blend Fund		28.60	%

The Fund(s) intend to pass through the maximum amount allowable as Section 163(j) Interest Dividends as defined in the Treasury Regulations §1.163(j)-1(b).

169

Other Information (Unaudited)

Proxy Voting

A description of the policies and procedures that each Fund’s investment adviser and subadviser use to vote proxies relating to the Fund’s portfolio securities is available, without charge, upon request, by calling 1-888-309-3539, and on the Securities and Exchange Commission’s (“SEC”) EDGAR database on its website at http://www.sec.gov.

Quarterly Reporting

Trustees’ Approval of Investment Advisory Contracts

170

Other Information (Unaudited) (Continued)

each Fund’s expenses and performance and a recommendation as to the action to be taken by the Committee. Throughout the discussion, MML Advisers responded to Committee members’ questions and provided additional information concerning each Fund.

The Committee considered that the total net expense ratios for all of the Funds were in the 1st comparative percentile of their peer groups, and that each Fund had net advisory fees in the first comparative percentile of their peer groups, except for the Equity Asset Fund which had a net advisory fee in the top comparative decile of its peer group. The Committee determined on the basis of these factors that the levels of the Funds’ net advisory fees, and the total net expenses of the Funds generally, were consistent with the continuation of their advisory agreements.

The Committee considered that the Equity Asset Fund had achieved three-year investment performance in the 9th comparative percentile of its performance category.

As to the MM Select T. Rowe Price Bond Asset Fund, MM Select T. Rowe Price Emerging Markets Bond Fund, MM Select T. Rowe Price Large Cap Blend Fund, and MM Select T. Rowe Price Real Assets Fund, the Committee considered that each of the Funds had achieved three-year investment performance at or above the medians of their performance categories, or within the top sixty percent of their performance categories.

As to the MM Select T. Rowe Price Limited Duration Inflation Focused Bond Fund, MM Select T. Rowe Price Small and Mid Cap Blend Fund, and MM Select T. Rowe Price U.S. Treasury Long-Term Index Fund, the Committee considered that although each Fund experienced three-year investment performance outside the top sixty percent of its performance category, each Fund also experienced improved performance for the one-year period to the 31st, 26th, and 50th comparative percentiles of its performance category, respectively. The Committee also considered MML Advisers’ statement that the three-year underperformance of each of the MM Select T. Rowe Price Limited Duration Inflation Focused Bond Fund and MM Select T. Rowe Price U.S. Treasury Long-Term Index Fund was due in substantial part to differences in duration positioning relative to its respective performance category.

171

Other Information (Unaudited) (Continued)

each case, taking into account the applicable investment strategy and risk profile of the Fund), or the steps MML Advisers has proposed in respect of the underperformance of a Fund, are sufficient to warrant continuation of the Contracts for each of the Funds; and (v) the terms of the Contracts are fair and reasonable with respect to each Fund and are in the best interests of each Fund’s shareholders.

At their meeting in September 2022, the Trustees, including the Independent Trustees, reviewed and approved a proposal to make a change to the existing subadvisory agreement with T. Rowe Price Associates, Inc. (“T. Rowe Price”) for the MM Select Limited Duration Inflation Focused Bond Fund (the “Fund” and the “Amended Subadvisory Agreement”) intended to permit T. Rowe Price to delegate to its advisory affiliates. The Trustees considered, among other things, that any such delegation by T. Rowe Price would be subject to the consent of MML Advisers and the Board. At the same time, the Trustees, including the Independent Trustees, approved (i) a subadvisory agreement between T. Rowe Price and T. Rowe Price Hong Kong Limited (the “New Hong Kong Sub-Subadvisory Agreement”) for the Fund and the MM Select T. Rowe Price Bond Asset Fund and (ii) a subadvisory agreement between T. Rowe Price and T. Rowe Price International Ltd (the “New International Sub-Subadvisory Agreement”) for the Fund. The Trustees considered, among other things, that the New Hong Kong Sub-Subadvisory Agreement and New International Sub-Subadvisory Agreement would each not result in any changes in the fees payable by the respective Funds or MML Advisers and that the services provided would continue to be subject to the supervision of T. Rowe Price. The Trustees concluded that the Amended Subadvisory Agreement, New Hong Kong Sub-Subadvisory Agreement, and New International Sub-Subadvisory Agreement are in the best interests of each Fund and its respective shareholders. In their deliberations, the Trustees were advised by independent counsel.

Prior to the votes being taken to approve the Amended Subadvisory Agreement, New Hong Kong Sub-Subadvisory Agreement, and New International Sub-Subadvisory Agreement discussed above, the Independent Trustees met separately in executive session to discuss the appropriateness of such contracts. The Independent Trustees weighed the foregoing matters in light of the advice given to them by their independent legal counsel as to the law applicable to the review of investment advisory contracts. In arriving at a decision, the Trustees, including the Independent Trustees, did not identify any single matter as all-important or controlling. The foregoing summary does not detail all of the matters considered.

The Amended Subadvisory Agreement, New Hong Kong Sub-Subadvisory Agreement, and New International Sub-Subadvisory Agreement each became effective on November 1, 2022.

172

Other Information (Unaudited) (Continued)

Submission of Matters to a Vote of Security Holders

Proposal 1:

This matter was approved by the Trust’s shareholders on June 9, 2022. The results of the votes were as follows:

	Shares Voted	Shares For	% of Shares Outstanding	Withhold	% of Shares Outstanding
Allan W. Blair	1,062,272,572.058	1,055,134,595.262	42.213%	7,137,976.796	0.285%
Nabil N. El-Hage	1,062,272,572.058	1,055,187,057.064	42.215%	7,085,514.994	0.283%
Michael R. Fanning	1,062,272,572.058	1,054,435,784.031	42.185%	7,836,788.027	0.313%
Maria D. Furman	1,062,272,572.058	1,055,334,004.749	42.221%	6,938,567.309	0.277%
R. Bradford Malt	1,062,272,572.058	1,054,410,988.847	42.184%	7,861,583.211	0.314%
C. Ann Merrifield	1,062,272,572.058	1,054,614,232.611	42.192%	7,658,339.447	0.306%
Clifford M. Noreen	1,062,272,572.058	1,054,519,598.373	42.188%	7,752,973.685	0.310%
Cynthia R. Plouché	1,062,272,572.058	1,055,673,410.167	42.234%	6,599,161.891	0.264%
Jason J. Price	1,062,272,572.058	1,055,486,383.752	42.227%	6,786,188.306	0.271%
Susan B. Sweeney	1,062,272,572.058	1,055,272,106.456	42.218%	7,000,465.602	0.280%

*	Denotes Trust-wide proposal and voting results.

173

Other Information (Unaudited) (Continued)

Fund Expenses September 30, 2022

Expense Examples:

The following information is in regards to expenses for the six months ended September 30, 2022:

As a shareholder of the Funds, you incur ongoing costs, including advisory fees and other Fund expenses. These 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. These examples are based on an investment of $1,000 invested for the six months ended September 30, 2022.

Actual Expenses:

Hypothetical Example for Comparison Purposes:

	Beginning Value	Annualized Expense Ratio	Ending Value (Based on Actual Returns and Expenses)	Operating Expenses Incurred*	Ending Value (Based on Hypothetical Returns and Expenses)	Operating Expenses Incurred*
Equity Asset Fund
Class I	$1,000	0.23%	$800.90	$1.04	$1,023.90	$1.17
MM Select T. Rowe Price Bond Asset Fund
Class I	1,000	0.00%	899.00	0.00	1,025.10	0.00
MM Select T. Rowe Price Emerging Markets Bond Fund
Class I	1,000	0.00%	822.50	0.00	1,025.10	0.00
MM Select T. Rowe Price Large Cap Blend Fund
Class I	1,000	0.00%	783.10	0.00	1,025.10	0.00
MM Select T. Rowe Price Limited Duration Inflation Focused Bond Fund
Class I	1,000	0.00%	944.40	0.00	1,025.10	0.00
MM Select T. Rowe Price Real Assets Fund
Class I	1,000	0.00%	766.50	0.00	1,025.10	0.00

174

Other Information (Unaudited) (Continued)

	Beginning Value	Annualized Expense Ratio	Ending Value (Based on Actual Returns and Expenses)	Operating Expenses Incurred*	Ending Value (Based on Hypothetical Returns and Expenses)	Operating Expenses Incurred*
MM Select T. Rowe Price Small and Mid Cap Blend Fund
Class I	$1,000	0.00%	$813.10	$0.00	$1,025.10	$0.00
MM Select T. Rowe Price U.S. Treasury Long-Term Index Fund
Class I	1,000	0.00%	789.30	0.00	1,025.10	0.00

*	Expenses are calculated using the annualized expense ratio for the six months ended September 30, 2022, multiplied by the average account value over the period, multiplied by 183 days in the period, divided by 365 days in the year, unless stated otherwise.

175

Underwriter:
MML Distributors, LLC
1295 State Street
Springfield, Massachusetts 01111-0001

MM202311-303392

(b)

Not applicable to this filing.

Item 2. Code of Ethics.

As of September 30, 2022, the Registrant adopted a Code of Ethics that applies to the Principal Executive Officer, Principal Financial Officer, and other senior financial officers pursuant to the Sarbanes-Oxley Act of 2002. For the year ended September 30, 2022, the Code of Ethics was amended to i) cover new registrants and ii) remove a registrant no longer subject to the Code of Ethics, and the Registrant did not grant any waivers, including implicit waivers, from any provisions of the Code of Ethics. A copy of its Code of Ethics is filed with this Form N-CSR under Item 13(a)(1).

Item 3. Audit Committee Financial Expert.

The Registrant’s Board of Trustees has determined that Nabil N. El-Hage, a member of the Audit Committee, is an audit committee financial expert as defined by the Securities and Exchange Commission (the “SEC”). Mr. El-Hage is “independent” as defined by the SEC for purposes of audit committee financial expert determinations.

Item 4. Principal Accountant Fees and Services.

References below to Deloitte & Touche LLP include its affiliates where applicable.

(a)

AUDIT FEES: The aggregate fees billed to the Registrant for professional services rendered by its independent auditors, Deloitte & Touche LLP, for the audit of the Registrant’s annual financial statements for the fiscal years ended 2022 and 2021 were $1,801,058 and $1,800,382, respectively.

(b)

AUDIT-RELATED FEES: No such fees were billed to the Registrant by Deloitte & Touche LLP for the fiscal years ended 2022 and 2021. No such fees were billed to the Registrant’s adviser and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the Registrant by Deloitte & Touche LLP* for the fiscal years ended 2022 and 2021.

(c)

TAX FEES: The aggregate fees billed to the Registrant for professional services rendered by Deloitte & Touche LLP for the review of Form 1120-RIC, Form 8613, excise distribution projections, distribution calculation and reasonable out of pocket expenses for the fiscal years ended 2022 and 2021 were $104,206 and $68,184, respectively. No such fees were billed to the Registrant’s adviser and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the Registrant by Deloitte & Touche LLP* for the fiscal years ended 2022 and 2021.

(d)

ALL OTHER FEES: No such fees were billed to the Registrant by Deloitte & Touche LLP for the fiscal years ended 2022 and 2021. No such fees were billed to the Registrant’s adviser and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the Registrant by Deloitte & Touche LLP* for the fiscal years ended 2022 and 2021.

(e)

(1) AUDIT COMMITTEE PRE-APPROVAL POLICY: All services to be performed for the Registrant by Deloitte & Touche LLP must be pre-approved by the audit committee. All services performed during the fiscal years ended 2022 and 2021 were pre-approved by the committee.

(2) Not applicable.

(f)

Not applicable.

(g)

The aggregate non-audit fees billed by Deloitte & Touche LLP for services rendered to the Registrant, the Registrant’s adviser and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the Registrant, for the fiscal years ended 2022 and 2021 were $1,321,868 and $2,420,119, respectively.

Refers to fees that were required to be approved by the audit committee for services that relate directly to the operations and financial reporting of the Registrant.

(h)

The audit committee considers whether the provision of non-audit services by Deloitte & Touche LLP to the Registrant's adviser and any entity controlling, controlled by, or under common control with the 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 Deloitte & Touche LLP's independence.

(i)

Not applicable.

(j)

Not applicable.

Item 5. Audit Committee of Listed Registrants.

Not applicable to this filing.

Item 6. Investments.

(a) Please see portfolio of investments contained in the Reports to Stockholders included under Item 1 of this formN-CSR.

(b) Not applicable to this filing.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable to this filing.

Item 8. Portfolio Managers of Closed-End Management Investment Companies.

Not applicable to this filing.

Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

Not applicable to this filing.

Item 10. Submission of Matters to a Vote of Security Holders.

Not applicable to this filing.

Item 11. Controls and Procedures.

(a) The Registrant’s Principal Executive Officer and Principal Financial Officer have concluded that the Registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”) (17 CFR 270.30a-3(c))) are effective, as of a date within 90 days of the filing date of this Form N-CSR, to provide reasonable assurance that the information required to be disclosed by the Registrant on Form N-CSR is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms, based on their evaluation of these disclosure controls and procedures required by Rule 30a-3(b) under the 1940 Act (17 CFR 270.30a-3(b)) and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934 (17 CFR 240.13a-15(b) or 240.15d-15(b)).

(b) There were no changes in the Registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act (17 CFR 270.30a-3(d))) that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Registrant’s internal control over financial reporting.

Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies

Not applicable to this filing.

Item 13. Exhibits.

(a)(1) Code of Ethics (Item 2) is attached.

(a)(2) Certifications of the Principal Executive Officer and Principal Financial Officer of the Registrant as required by Rule 30a-2(a) under the 1940 Act (17 CFR 270.30a-2(a)) are attached hereto as Exhibit 99CERT.

(a)(3) Not applicable to this filing.

(a)(4) Not applicable to this filing.

(b) Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 as required by Rule 30a-2(b), under the 1940 Act (17 CFR 270.30a-2(b)), Rule 15d-14(b) under the Securities Exchange Act of 1934 (17 CFR 240.15d-14(b)) and Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. 1350) are attached hereto as Exhibit 99.906CERT.

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.

(Registrant)	MassMutual Select Funds

By (Signature and Title)	/s/ Paul LaPiana
	Paul LaPiana, President and Principal Executive Officer

Date	12/2/2022

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 (Signature and Title)	/s/ Paul LaPiana
	Paul LaPiana, President and Principal Executive Officer

Date	12/2/2022

By (Signature and Title)	/s/ Renee Hitchcock
	Renée Hitchcock, Treasurer and Principal Financial Officer

Date	12/2/2022

MassMutual Equity Opports I (MFVZX) N-CSRCertified annual shareholder report (management investment company)