As filed with the Securities and Exchange Commission on August 28, 2026
1933 Act File No. 033‑20673
1940 Act File No. 811‑05514
 
 
 
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
 
Form N-1A
REGISTRATION STATEMENT
UNDER
   THE SECURITIES ACT OF 1933   ☒
   Pre‑Effective Amendment No.   ☐
   Post-Effective Amendment No. 168   ☒
and/or
REGISTRATION STATEMENT
UNDER
   THE INVESTMENT COMPANY ACT OF 1940   ☒
   Amendment No. 169   ☒
 
 
WILMINGTON FUNDS
(Exact Name of Registrant as Specified in Charter)
 
 
1100 North Market Street, 9th floor
Wilmington, Delaware 19890
(Address of Principal Executive Offices)
1‑800‑836‑2211
(Registrant’s Telephone Number)
at
John McDonnell
Wilmington Funds Management Corporation
1100 North Market Street, 9th Floor
Wilmington, Delaware 19890
(Name and Address of Agent for Service)
Notices should be sent to the Agent for Service
 
 
With a copy to:
Alison Fuller, Esq.
Stradley Ronon Stevens & Young, LLP
2000 K Street, N.W., Suite 700
Washington, DC 20006
 
 
It is proposed that this filing will become effective:
 
☐
immediately upon filing pursuant to paragraph (b)
☒
on (August 31, 2026) pursuant to paragraph (b)
☐
60 days after filing pursuant to paragraph (a) (i)
☐
on (date) pursuant to paragraph (a) (i)
☐
75 days after filing pursuant to paragraph (a)(ii)
☐
on (date) pursuant to paragraph (a)(ii) of Rule 485.
If appropriate, check the following box:
 
☐
This post-effective amendment designates a new effective date for a previously filed post-effective amendment.
 
 
 
LOGO
 
 
August 31, 2026
 
 
 
Prospectus
 
WILMINGTON FUNDS
 
Equity Funds
 
Wilmington Large-Cap Strategy Fund
Class I (WMLIX)
 
Wilmington International Fund
Class A (WINAX) / Class I (WINIX)
 
Wilmington Enhanced Dividend Income Strategy Fund
Class A (WDIAX) / Class I (WDIIX)
 
Alternatives Fund
 
Wilmington Global Alpha Equities Fund
Class A (WRAAX) / Class I (WRAIX)
 
Asset Allocation Fund
 
Wilmington Real Asset Fund
Class A (WMMRX) / Class I (WMRIX)
  
Fixed Income Funds
 
Wilmington Broad Market Bond Fund
Class A (WABMX) / Class I (WIBMX)
 
Wilmington Municipal Bond Fund
Class A (WTABX) / Class I (WTAIX)
 
Wilmington New York Municipal Bond Fund
Class A (WNYAX) / Class I (WNYIX)
 
Money Market Funds
 
Wilmington U.S. Government Money Market Fund
Preferred Institutional Class (WGQXX)
Institutional Class (WGOXX) / Select Class (WGEXX)
Administrative Class (WAGXX) / Service Class (WGSXX)
 
Wilmington U.S. Treasury Money Market Fund
Preferred Institutional Class (WTQXX)
Institutional Class (WTIXX) / Select Class (WTEXX)
Administrative Class (WTAXX) / Service Class (WTSXX)
 
 
Managed by Wilmington Funds Management Corporation (“WFMC” or the “Advisor”). These securities have not been approved or disapproved by the Securities and Exchange Commission, nor has the Securities and Exchange Commission determined whether this prospectus is accurate and complete. Any representation to the contrary is a criminal offense.
Table of Contents
 
Wilmington Large-Cap Strategy Fund Summary      1  
     1  
     1  
     1  
     2  
     2  
     3  
     3  
     3  
     3  
Wilmington International Fund Summary      4  
     4  
     4  
     5  
     5  
     7  
     8  
     8  
     8  
     8  
Wilmington Enhanced Dividend Income Strategy Fund Summary      9  
     9  
     9  
     9  
     10  
     10  
     11  
     11  
     11  
     12  
Wilmington Global Alpha Equities Fund Summary      13  
     13  
     13  
     14  
     14  
     17  
     18  
     18  
     18  
     18  
Wilmington Real Asset Fund Summary      19  
     19  
     19  
     20  
     20  
     24  
     25  
     25  
     25  
     25  
Wilmington Broad Market Bond Fund Summary      26  
     26  
     26  
     26  
     27  
     28  
     28  
     28  
     29  
     29  
Wilmington Municipal Bond Fund Summary      30  
     30  
     30  
     31  
     31  
     32  
     33  
     33  
     33  
     33  
Wilmington New York Municipal Bond Fund Summary      34  
     34  
     34  
     34  
     35  
     36  
     36  
     36  
     37  
     37  
Wilmington U.S. Government Money Market Fund Summary      38  
     38  
     38  
     39  
     39  
     40  
     41  
     41  
     41  
     41  
Wilmington U.S. Treasury Money Market Fund Summary      42  
     42  
     42  
     43  
     43  
     44  
     45  
     45  
     45  
     45  
Additional Information About Investment Goals, Strategies and Risks of the Funds and the Underlying Funds      46  
Who Manages the Funds?      72  
How are Shares Priced?      76  
How to Purchase, Redeem and Exchange Shares      78  
Frequent Trading Policies      83  
Account and Share Information      84  
Dividends, Distributions, and Taxes      85  
Financial Highlights      89  
For More Information About Wilmington Funds      back cover  
WILMINGTON LARGE-CAP STRATEGY FUND SUMMARY
Investment Goal
The Fund seeks to achieve long-term capital appreciation.
Fees and Expenses
This table describes the fees and expenses that you may pay if you buy and hold the Fund’s Class I Shares. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below. You may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $50,000 in the Wilmington Funds. More information about these and other discounts is available from your financial professional and in the Fund’s prospectus in the section entitled “How are shares priced?” on page 76 of this prospectus.
Shareholder Fees
(Fees paid directly from your investment)
 
     Class I  
Maximum Sales Charge (Load) Imposed on Purchases
(as a percentage of offering price)
      None  
Maximum Deferred Sales Charge (Load)      None  
Maximum Sales Charge (Load) Imposed on Reinvested Dividends (and other Distributions)      None  
Redemption Fee      None  
Exchange Fee      None  
Annual Fund Operating Expenses
(Expenses that you pay each year as a percentage of the value of your investment)
 
     Class I  
Management Fee      0.25%  
Distribution and/or Service (12b-1) Fees      None  
Other Expenses      0.11%  
Total Annual Fund Operating Expenses      0.36%  
Fee Waivers and/or Expense Reimbursements(1)      (0.11)%  
Total Annual Fund Operating Expenses After Fee Waiver/Expense Reimbursement      0.25%  
 
(1)   The Fund’s Advisor, distributor and shareholder services provider have agreed to waive their fees and/or reimburse expenses so that the total annual fund operating expenses paid by the Fund’s Class I Shares will not exceed 0.25%, not including the effects of acquired fund fees and expenses, taxes, extraordinary expenses, brokerage commissions and interest. This waiver may be amended or withdrawn after August 31, 2027, or with the agreement of the Fund’s Board of Trustees.
Example
This Example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds.
The Example assumes that you invest $10,000 in the Fund’s Class I Shares for the time periods indicated and then redeem all of your Shares at the end of those periods. The Example also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same and that the fee waivers/expense reimbursements remain in place for the contractual period. Although your actual costs and returns may be higher or lower, based on these assumptions your costs would be:
 
    1 Year     3 Years     5 Years     10 Years  
Class I
        
Expenses assuming redemption
   $ 26     $ 105     $ 191     $ 445  
Portfolio Turnover
The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 7% of the average value of the portfolio.
Principal Investment Strategies of the Fund
Under normal circumstances, the Fund invests at least 80% of the value of its net assets in a diversified portfolio of U.S. equity (or equity-related) securities of large-cap companies (primarily common stocks). Large-cap companies are companies that have a market capitalization at least equal to that of the smallest company in the Russell 1000® Index ($2.8 billion as of June 30, 2026), or at least equal to that of the smallest company expected to be included in the Russell 1000® Index after its next scheduled reconstitution.
The Fund’s investment advisor determines the tactical allocation of the Fund’s assets based on forecasts of asset risk and return profiles derived from a combination of fundamental, quantitative and macroeconomic inputs. The tactical allocations may be based on one or more factors, such as economic sector, industry, investment style (e.g., growth or value), market capitalization (e.g., mega-cap or large/midcap), or security valuation measure (e.g., price/earnings ratio). Currently, the investment advisor’s tactical allocation is based primarily on the economic sectors of the Fund’s benchmark index (Russell 1000® Index).
Once the investment advisor determines the tactical allocations, the sub-advisor uses quantitative models to construct a portfolio by investing in a representative sample of securities having the factor characteristic, or belonging to the
 
 
PROSPECTUS / August 31, 2026     1  
WILMINGTON LARGE-CAP STRATEGY FUND
 
sector/industry of the benchmark index (or another index of large-capitalization companies) to which the investment advisor has made an allocation, weighted in accordance with that allocation. The return for each component of the portfolio is intended to correlate closely with the return for the corresponding component of the applicable benchmark index. The sub-advisor will use quantitative analytical tools to rebalance the portfolio and to make buy and sell decisions on individual securities. There is no assurance that the sub-advisor’s investment performance will equal or exceed that of the benchmark index.
From time to time the Fund may have a focused investment (i.e., investment exposure comprising more than 25% of its total assets) in one or more particular sectors. As of April 30, 2026, the Fund had a focused investment in the information technology sector.
Principal Risks of Investing in the Fund
All mutual funds take investment risks. Therefore, it is possible to lose money by investing in the Fund. The primary factors that may reduce the Fund’s returns include:
 
  •   Asset Allocation Risk. The Advisor’s allocation decisions among various categories of investments may not anticipate market trends successfully. The Advisor may make investment allocations among various market segments that do not perform as expected. The Advisor attempts to identify investment allocations that will provide consistent, quality performance for the Fund, but there is no guarantee that the allocations will produce the desired results. The Fund could underperform in comparison to other funds with a similar benchmark or similar objectives and investment strategies and you could lose money on your investment in the Fund as a result of these allocation decisions.
 
  •   Concentration Risk. The risk that the Fund’s concentration in a particular industry will cause the Fund to be more exposed to developments affecting that single industry or industry group than a more broadly diversified fund would be. The Fund could experience greater volatility or may perform poorly during a downturn in the industry or industry group because it is more susceptible to the economic, regulatory, political, legal and other risks associated with those industries than a fund that invests more broadly.
 
  •   Information Technology Sector Risk. Securities of information technology companies may be subject to greater price volatility than securities of companies in other sectors. These securities may fall in and out of favor with investors rapidly, which may cause sudden selling and dramatically lower market prices. Information technology companies also may be affected adversely by changes in technology, consumer and business purchasing patterns, government regulation and/or obsolete products or services.
  •   Large Cap Stock Risk. During certain market periods, large capitalization stocks may trail returns from the overall stock market. Large-cap stocks tend to go through cycles, which can last years, of doing better – or worse – than other segments of the stock market or the stock market in general.
 
  •   Market Risk. There is a risk that the value of the Fund’s investments may decrease in response to expected, real or perceived economic, political or financial events in the U.S. or global markets. The frequency and magnitude of such changes in value cannot be predicted. Certain securities and other investments held by the Fund may experience increased volatility, illiquidity, or other potentially adverse effects in response to changing market conditions, inflation, changes in interest rates, trade disputes and changes in trade regulation, elevated levels of government debt, internal unrest and discord, lack of liquidity in the bond or equity markets, volatility in the equity markets, market disruptions caused by local or regional events such as war, acts of terrorism, the spread of infectious illness (including epidemics and pandemics) or other public health issues, recessions, the threat or occurrence of a government shutdown, or other events or adverse investor sentiment or other political, regulatory, economic and social developments, and developments that impact specific economic sectors, industries or segments of the market. These risks may be magnified if certain events or developments adversely interrupt the global supply chain; in these and other circumstances, such risks might affect companies worldwide due to increasingly interconnected global economies and financial markets. Market risk includes the risk that a particular style of investing, such as growth or value, may underperform the market generally.
 
  •   Stock Market Risk. The value of equity securities in the Fund’s portfolio will fluctuate and, as a result, the Fund’s share price may decline suddenly or over a sustained period of time.
 
  •   Style/Sector/Factor Risk. Different investment styles and factors tend to shift in and out of favor depending on market conditions and investor sentiment. The Fund’s approach to investing on the basis of sector and/or industry selection, factor selection, or style could cause it to underperform other stock funds that employ a different basis for investing.
As with any mutual fund investment, loss of money is a risk of investing. An investment in the Fund is not a deposit in a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Performance Information
The bar chart and table immediately following show the variability of the Fund’s returns and are meant to provide some indication of the risks of investing in the Fund by showing changes in the Fund’s performance from year to
 
 
2   August 31, 2026 / PROSPECTUS
WILMINGTON LARGE-CAP STRATEGY FUND
 
year, with respect to its Class I Shares, and by showing how the Fund’s average annual total returns for 1, 5 and 10 years compare with those of a broad measure of market performance. The Fund’s past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future. Updated performance information is available at www.wilmingtonfunds.com.
Annual Total Returns – Class I Shares
 
LOGO
 
Best Quarter
21.67%
6/30/2020
 
Worst Quarter
(19.91)%
3/31/2020
  
The Fund’s Class I Shares total return for the six-month period from January 1, 2026 to June 30, 2026 was 10.17%.
Average Annual Total Returns
(For the periods ended December 31, 2025)
 
    1 Year     5 Years     10 Years  
       
Class I Shares
                        
       
Return Before Taxes
     17.00%       13.39%       14.31%  
       
Return After Taxes on Distributions*
     13.95%       11.18%       12.52%  
       
Return After Taxes on Distributions and Sale of Fund Shares*
     12.25%       10.31%       11.52%  
       
Russell 1000® Index (reflects no deduction for fees, expenses or taxes)
     17.37%       13.59%       14.59%  
 
*   After-tax returns depend on your tax situation and may differ from those shown in the preceding table. When after-tax returns are calculated, it is assumed that the shareholder was in the highest individual federal marginal income tax bracket at the time of each distribution of income or capital gains or upon redemption. State and local income taxes are not reflected in the calculations. Please note that after-tax returns are not relevant for a shareholder who holds Fund shares in a tax-advantaged account, such as an individual retirement account or a 401(k) plan.
Management of the Fund
Investment Advisor
Wilmington Funds Management Corporation (“WFMC”)
Investment Sub-Advisor
Wilmington Trust Investment Advisors, Inc. (“WTIA”)
 
Portfolio Managers   Title  
Service Date
(with the Fund)
Matthew D. Glaser   Executive Vice President and Head of Equity and Non-Traditional Investments at WTIA   2016
Andrew H. Hopkins, CFA, CPA   Senior Vice President and Head of Equity Research at WTIA   2011
Purchase and Sale of Fund Shares
Requests to purchase or redeem Fund Shares are processed on each day that the New York Stock Exchange (“NYSE”) is open for business. You may purchase or redeem Shares by contacting the Fund at 1-800-836-2211. If you invest through a financial intermediary, please contact that intermediary regarding purchase and redemption procedures.
 
Minimum Initial Investment Amount (Class I):*    $ 100,000  
Minimum Subsequent Investment Amount:    $ 25  
 
*   Other restrictions may apply. See “Purchasing Shares” in the Prospectus for further information.
The minimum initial and subsequent investment amounts may be waived or lowered from time to time.
Tax Information
The distributions you receive from the Fund are taxable and generally will be taxed as ordinary income, capital gains, or some combination of both, unless you are investing through a tax-advantaged arrangement, such as a 401(k) plan or an individual retirement account, in which case your distributions may be taxed as ordinary income when withdrawn from the tax-advantaged account.
Additional Payments to Other Financial Intermediaries
If you purchase the Fund through a broker-dealer or other financial intermediary (such as a bank), the Fund and its related companies (such as the Advisor) may pay the intermediary for the sale of Fund shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson to recommend the Fund over another investment. Ask your sales person or visit your financial intermediary’s website for more information.
 
 
PROSPECTUS / August 31, 2026     3  
WILMINGTON INTERNATIONAL FUND SUMMARY
Investment Goal
The Fund seeks to provide long-term capital appreciation, primarily through a diversified portfolio of non-U.S. equity securities.
Fees and Expenses
This table describes the fees and expenses that you may pay if you buy and hold the Fund’s Class A Shares and Class I Shares. “Acquired Fund Fees and Expenses” are expenses incurred indirectly by the Fund through its ownership of shares in other investment companies. They are not direct costs paid by Fund shareholders and are not used to calculate the Fund’s net asset value. They have no impact on the costs associated with fund operations. Acquired Fund Fees and Expenses are not included in the Fund’s financial statements, which provide a clearer picture of a fund’s actual operating costs. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below. You may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $50,000 in the Wilmington Funds. More information about these and other discounts is available from your financial professional and in the Fund’s prospectus in the section entitled “How are shares priced?” on page 76 of this prospectus.
Shareholder Fees
(Fees paid directly from your investment)
 
     Class A      Class I  
Maximum Sales Charge (Load) Imposed on Purchases
(as a percentage of offering price)
      5.50%        None  
Maximum Deferred Sales Charge (Load)      None        None  
Maximum Sales Charge (Load) Imposed on Reinvested Dividends (and other Distributions)      None        None  
Redemption Fee      None        None  
Exchange Fee      None        None  
Annual Fund Operating Expenses
(Expenses that you pay each year as a percentage of the value of your investment)
 
     Class A      Class I  
Management Fee      0.78%        0.78%  
Distribution and/or Service (12b-1) Fees      0.25%        None  
Other Expenses      0.44%        0.19%  
Acquired Fund Fees and Expenses      0.03%        0.03%  
Total Annual Fund Operating Expenses      1.50%        1.00%  
Fee Waivers and/or Expense Reimbursements(1)      (0.39)%        (0.14)%  
Total Annual Fund Operating Expenses After Fee Waiver/Expense Reimbursement      1.11%        0.86%  
 
(1)   The Fund’s Advisor, distributor and shareholder services provider have agreed to waive their fees and/or reimburse expenses so that the total annual fund operating expenses paid by the Fund’s Class A Shares and Class I Shares will not exceed 1.08% and 0.83%, respectively, not including the effects of acquired fund fees and expenses, taxes, extraordinary expenses, brokerage commissions and interest. This waiver may be amended or withdrawn after August 31, 2027, or with the agreement of the Fund’s Board of Trustees.
Example
This Example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds.
The Example assumes that you invest $10,000 in the Fund’s Class A Shares and Class I Shares for the time periods indicated and then redeem all of your Shares at the end of those periods. The Example also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same and that the fee waivers/expense reimbursements remain in place for the contractual period. Although your actual costs and returns may be higher or lower, based on these assumptions your costs would be:
 
    1 Year     3 Years     5 Years     10 Years  
Class A
        
Expenses assuming redemption
   $ 657     $ 962     $ 1,289     $ 2,211  
Class I
        
Expenses assuming redemption
   $ 88     $ 304     $ 539     $ 1,212  
Portfolio Turnover
The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the Fund’s performance. During the
 
 
4   August 31, 2026 / PROSPECTUS
WILMINGTON INTERNATIONAL FUND
 
most recent fiscal year, the Fund’s portfolio turnover rate was 34% of the average value of the portfolio.
Principal Investment Strategies of the Fund
The Fund seeks to achieve its investment goal by investing, under normal circumstances, at least 80% of the value of its net assets in a diversified portfolio of foreign securities including those domiciled in emerging markets. The Fund may invest in common stocks, preferred shares, depositary receipts, equity-linked instruments of all capitalizations, and exchange-traded funds (“ETFs”). The Fund invests primarily in the equity markets listed in the Morgan Stanley Capital International All Country World Index ex US (“MSCI ACWI ex-US Net”) Index, the benchmark against which the Fund measures the performance of its portfolio.
Subject to the oversight of the Board, Wilmington Funds Management Corporation (“WFMC” or the “Advisor”) seeks to achieve the Fund’s investment goal by retaining Wellington Management Company LLP (“Wellington”) to manage the Fund’s assets. The Advisor also engages Wilmington Trust Investment Advisors, Inc. (“WTIA”) to oversee Wellington, to monitor portfolio risk and, on a discretionary basis, to develop strategic exposure objectives and risk parameters for the Fund based on considerations such as macroeconomic outlook, relative valuation levels and volatility in the markets, market flows and market liquidity, and information relating to business cycles, as well as input from Wellington.
Based on the strategic exposure objectives and risk parameters established by WTIA, Wellington constructs an actively managed, diversified portfolio of foreign equity securities. Based on the objectives and parameters developed by WTIA, Wellington will allocate and reallocate the portfolio among a selection of independent equity management teams within Wellington. Each team pursues its own investment strategy or style, such as geography/region, growth/value, market capitalization, event-driven, economic sector, industry, or valuation measure.
In combining equity management teams and strategies, Wellington uses a number of proprietary analytical tools, including market environments analysis, extreme events analysis, stress testing, and simulation analysis. Through the strategy selection process, Wellington seeks to construct a portfolio comprised of a diversified group of long-only equity strategies with differing investment approaches that provides an overall exposure, consistent with WTIA’s exposure objectives and risk parameters, comparable to the broader equity market and that reduces exposure to the risks typically associated with any single investment approach. The underlying Wellington equity management teams have complete discretion and responsibility for security selection and portfolio construction decisions within their respective portions of the Fund’s portfolio within the constraints of the
Fund’s investment goal, strategies and restrictions. The Fund may engage in active and frequent trading as part of its investment strategy.
Principal Risks of Investing in the Fund
All mutual funds take investment risks. Therefore, it is possible to lose money by investing in the Fund. The primary factors that may reduce the Fund’s returns include:
 
  •   Active Trading Risk. The Fund may trade securities actively, which could increase its transaction costs (thereby lowering its performance and increasing the amount of taxes that you pay).
 
  •   Asset Allocation Risk. The sub-advisor’s asset allocation decisions among various component strategies of the Fund may not anticipate market trends successfully. The sub-advisor may make investment allocations among various market segments that do not perform as expected. The sub-advisor attempts to identify investment allocations that will provide consistent, quality performance for the Fund, but there is no guarantee that the allocation techniques will produce the desired results. You could lose money on your investment in the Fund as a result of these allocation decisions.
 
  •   Company Size Risk. The Fund can invest in stocks of companies of all capitalizations. The smaller companies in which the Fund may invest may have unproven track records, a limited product or service base, limited access to capital, and other attributes that can cause their share prices to fluctuate, and they may be more likely to fail than larger companies. Therefore, smaller companies may entail greater risks for investors than larger companies.
 
  •   Country or Sector Risk. Investments in particular sectors or countries may be more volatile than the overall equity or fixed-income markets. Therefore, if the Fund emphasizes one or more industries, economic sectors or countries, it may be more susceptible to financial, market, political or economic events affecting the particular issuers, industries and countries participating in such sectors than funds that do not emphasize particular industries, sectors or countries.
 
  •   Currency Risk. Securities denominated in foreign currencies may be adversely affected by changes in currency rates and by substantial currency conversion costs.
 
  •  
Depositary Receipts Risk. Foreign securities may trade in the form of depositary receipts. Depositary receipts represent an ownership in an underlying security that is held by the depositary. In addition to investment risks associated with the underlying issuer, depositary receipts may expose the Fund to additional risks associated with non-uniform terms that apply to depositary receipt programs, including credit exposure to the depository bank and to the sponsors and other parties with whom the depository bank establishes the programs, currency, political, economic, market risks and the risks of an illi-
 
 
PROSPECTUS / August 31, 2026     5  
WILMINGTON INTERNATIONAL FUND
 
    quid market for depositary receipts. Depositary receipts are generally subject to the same risks as the foreign securities that they evidence or into which they may be converted. Depositary receipts may not track the price of the underlying foreign securities on which they are based, may have limited voting rights, and may have a distribution subject to a fee charged by the depository. As a result, equity shares of the underlying issuer may trade at a discount or premium to the market price of the depositary receipts.
 
  •   Emerging Market Countries Risk. Emerging market securities typically present even greater exposure to the risks described under “Foreign Investing Risk” and may be particularly sensitive to certain economic changes. Emerging market securities are exposed to a number of risks that may make these investments volatile in price or difficult to trade. Companies in emerging market countries generally may be subject to less stringent financial reporting, accounting and auditing standards than companies in more developed countries. In addition, securities law and the enforcement of systems of taxation in many emerging market countries may change quickly and unpredictably, and the ability to bring and enforce actions may be limited.
 
  •   Exchange-Traded Funds (“ETFs”) Risk. An investment in an ETF generally presents the same primary risks as an investment in a conventional fund (i.e., one that is not exchange-traded) that has the same investment objectives, strategies, and policies. The price of an ETF can fluctuate up or down, and the Fund could lose money investing in an ETF if the prices of the securities owned by the ETF go down. In addition, ETFs may be subject to the following risks that do not apply to conventional funds: (i) the market price of an ETF’s shares may trade above or below their net asset value; (ii) an active trading market for an ETF’s shares may not develop or be maintained; or (iii) trading of an ETF’s shares may be halted if the listing exchange’s officials deem such action appropriate, the shares are delisted from the exchange, or the activation of market-wide “circuit breakers” (which are tied to large decreases in stock prices) halts stock trading generally.
 
  •   Foreign Investing Risk. Certain types of risk may be more prevalent in foreign equity markets than in the U.S. equity market. Economic, political or regulatory conditions may be less favorable, and markets may be less liquid, less transparent and more volatile, in foreign countries, and in particular in emerging markets, than in the United States. Currency fluctuations may reduce investment gains or add to investment losses. Additionally, management treatment of shareholders, accounting standards and regulatory practice can vary across markets.
 
  •   Forward Currency Exchange Contract Risk. A forward foreign currency exchange contract is an agreement to buy or sell a specific currency at a future date and at a price set at the time of the contract. When used for
   
hedging purposes, forward foreign currency exchange contracts may reduce the risk of a loss from a change in value of a currency, but they also limit any potential gains, do not protect against fluctuations in the value of the underlying position and are subject to counterparty risk.
 
  •   Growth Investing Risk. Due to their relatively high valuations, growth stocks are typically more volatile than value stocks.
 
  •   Information Risk. When the quantitative analytical tools (“Tools”) and information and data (“Data”) used in managing the Fund prove to be incorrect or incomplete, any investment decisions made in reliance on the Tools and Data may not produce the desired results and the Fund may realize losses.
 
  •   Market Risk. There is a risk that the value of the Fund’s investments may decrease in response to expected, real or perceived economic, political or financial events in the U.S. or global markets. The frequency and magnitude of such changes in value cannot be predicted. Certain securities and other investments held by the Fund may experience increased volatility, illiquidity, or other potentially adverse effects in response to changing market conditions, inflation, changes in interest rates, trade disputes, changes in trade regulation or economic sanctions, elevated levels of government debt, internal unrest and discord, lack of liquidity in the bond or equity markets, volatility in the equity markets, market disruptions caused by local or regional events such as war, acts of terrorism, the spread of infectious illness (including epidemics and pandemics) or other public health issues, recessions, the threat or occurrence of a government shutdown, or other events or adverse investor sentiment or other political, regulatory, economic and social developments, and developments that impact specific economic sectors, industries or segments of the market. These risks may be magnified if certain events or developments adversely interrupt the global supply chain; in these and other circumstances, such risks might affect companies worldwide due to increasingly interconnected global economies and financial markets. Market risk includes the risk that a particular style of investing, such as growth or value, may underperform the market generally.
 
  •   Preferred Stocks Risk. Unlike interest payments on debt securities, dividend payments on a preferred stock typically must be declared by the issuer’s board of directors. In addition, in the event an issuer of preferred stock experiences economic difficulties, the issuer’s preferred stock may lose substantial value due to the reduced likelihood that the issuer’s board of directors will declare a dividend and the fact that the preferred stock may be subordinated to other securities of the same issuer.
 
  •  
Style/Multi-Manager Risk. The Fund maintains a style blend. However, it may underperform when markets favor one style over a prolonged time period. The
 
 
6   August 31, 2026 / PROSPECTUS
WILMINGTON INTERNATIONAL FUND
 
    investment styles employed by sub-advisors may not be complementary. The multi- manager approach could result in a high level of portfolio turnover, resulting in higher brokerage expenses and increased tax liability from the Fund’s realization of capital gains.
 
  •   Stock Market Risk. The value of equity securities in the Fund’s portfolio will fluctuate and, as a result, the Fund’s share price may decline suddenly or over a sustained period of time.
 
  •   Value Investing Risk. Due to their relatively low valuations, value stocks are typically less volatile than growth stocks and therefore may lag behind growth stocks in an up market.
As with any mutual fund investment, loss of money is a risk of investing. An investment in the Fund is not a deposit in a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Performance Information
The bar chart and table immediately following show the variability of the Fund’s returns and are meant to provide some indication of the risks of investing in the Fund by showing changes in the Fund’s performance from year to year, with respect to its Class I Shares, and by showing how the Fund’s average annual total returns for 1, 5 and 10 years compare with those of a broad measure of market performance. The Fund’s past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future. Updated performance information is available at www.wilmingtonfunds.com.
Annual Total Returns – Class I Shares
 
LOGO
 
Best Quarter
16.76%
6/30/2020
 
Worst Quarter
(22.62)%
3/31/2020
 
  
The Fund’s Class I Shares total return for the six-month period from January 1, 2026 to June 30, 2026 was 13.90%. The average annual total returns in the table below include the maximum Class A sales charge of 5.50%, which is normally deducted when you purchase shares.
Average Annual Total Returns
(For the periods ended December 31, 2025)
 
    1 Year     5 Years     10 Years  
       
Class I Shares
                        
       
Return Before Taxes
     33.57%       6.72%       7.96%  
       
Return After Taxes on Distributions*
     30.66%       5.64%       7.13%  
       
Return After Taxes on Distributions and Sale of Fund Shares*
     21.71%       5.13%       6.28%  
       
Class A Shares
                        
       
Return Before Taxes
     25.89%       5.27%       7.16%  
       
MSCI ACWI ex-US Net Index (reflects no deductions for fees, expenses or taxes)
     32.39%       7.91%       8.41%  
 
*   After-tax returns depend on your tax situation and may differ from those shown in the preceding table. When after-tax returns are calculated, it is assumed that the shareholder was in the highest individual federal marginal income tax bracket at the time of each distribution of income or capital gains or upon redemption. State and local income taxes are not reflected in the calculations. Please note that after-tax returns are not relevant for a shareholder who holds Fund shares in a tax-advantaged account, such as an individual retirement account or a 401(k) plan.
 
 
PROSPECTUS / August 31, 2026     7  
WILMINGTON INTERNATIONAL FUND
 
Management of the Fund
Investment Advisor
Wilmington Funds Management Corporation
Investment Sub-Advisors
Principal Sub-Advisor – Wilmington Trust Investment Advisors, Inc. (“WTIA”)
Other Sub-Advisor – Wellington Management Company LLP (“Wellington”)
 
Portfolio Managers   Title  
Service Date
(with the Fund)
Matthew D. Glaser   Executive Vice President and Head of Equity and Non-Traditional Investments at WTIA   2016
Allen E. Choinski, CFA   Senior Vice President and Portfolio Manager at WTIA   2022
Sean Jenkins   Senior Vice President and Portfolio Manager at WTIA   2023
Veenu Ramchandani, CFA   Managing Director, Portfolio Manager at Wellington   2023
Simon Henry, CFA   Multi-Manager Portfolio Manager at Wellington   2026
Purchase and Sale of Fund Shares
Requests to purchase or redeem Fund Shares are processed on each day that the New York Stock Exchange (“NYSE”) is open for business. You may purchase or redeem Shares by contacting the Fund at 1-800-836-2211. If you invest through a financial intermediary, please contact that intermediary regarding purchase and redemption procedures.
 
Minimum Initial Investment Amount (Class A):*    $ 1,000  
Minimum Initial Investment Amount (Class I):*    $ 100,000  
Minimum Subsequent Investment Amount (all share classes):    $ 25  
 
*   Other restrictions may apply. See “Purchasing Shares” in the Prospectus for further information.
The minimum initial and subsequent investment amounts may be waived or lowered from time to time.
Tax Information
The distributions you receive from the Fund are taxable and generally will be taxed as ordinary income, capital gains, or some combination of both, unless you are investing through a tax-advantaged arrangement, such as a 401(k) plan or an individual retirement account, in which case your distributions may be taxed as ordinary income when withdrawn from the tax-advantaged account.
Additional Payments to Other Financial Intermediaries
If you purchase the Fund through a broker-dealer or other financial intermediary (such as a bank), the Fund and its related companies (such as the Advisor) may pay the intermediary for the sale of Fund shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson to recommend the Fund over another investment. Ask your sales person or visit your financial intermediary’s website for more information.
 
 
8   August 31, 2026 / PROSPECTUS
WILMINGTON ENHANCED DIVIDEND INCOME STRATEGY FUND SUMMARY
Investment Goal
The Fund seeks a high level of total return consistent with a moderate level of risk.
Fees and Expenses
This table describes the fees and expenses that you may pay if you buy, hold and sell the Fund’s Class A Shares and Class I Shares. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below. You may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $50,000 in the Wilmington Funds. More information about these and other discounts is available from your financial professional and in the Fund’s prospectus in the section entitled “How are shares priced?” on page 76 of this prospectus.
Shareholder Fees
(Fees paid directly from your investment)
 
     Class A      Class I  
Maximum Sales Charge (Load) Imposed on Purchases
(as a percentage of offering price)
      5.50%        None  
Maximum Deferred Sales Charge (Load)      None        None  
Maximum Sales Charge (Load) Imposed on Reinvested Dividends (and other Distributions)      None        None  
Redemption Fee      None        None  
Exchange Fee      None        None  
Annual Fund Operating Expenses
(Expenses that you pay each year as a percentage of the value of your investment)
 
     Class A      Class I  
Management Fee      0.40%        0.40%  
Distribution and/or Service (12b-1) Fees      0.25%        None  
Other Expenses      0.70%        0.45%  
Total Annual Fund Operating Expenses      1.35%        0.85%  
Fee Waiver and/or Expense Reimbursement(1)      (0.60)%        (0.35)%  
Total Annual Fund Operating Expenses After Fee Waiver/Expense Reimbursement      0.75%        0.50%  
 
(1)   The Fund’s Advisor, distributor and shareholder service provider have agreed to waive their fees and/or reimburse expenses so that the total annual fund operating expenses paid by the Fund’s Class A Shares and Class I Shares will not exceed 0.75% and 0.50%, respectively, not including the effects of acquired fund fees and expenses, taxes, extraordinary expenses, brokerage commissions and interest. This waiver may be amended or withdrawn after August 31, 2027 or with the agreement of the Fund’s Board of Trustees.
Example
This Example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds.
The Example assumes that you invest $10,000 in the Fund’s Class A Shares and Class I Shares for the time periods indicated and then redeem all of your Shares at the end of those periods. The Example also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same and that the fee waivers/expense reimbursements remain in place for the contractual period. Although your actual costs and returns may be higher or lower, based on these assumptions your costs would be:
 
    1 Year     3 Years     5 Years     10 Years  
Class A Shares
        
Expenses assuming redemption
   $ 622     $ 898     $ 1,194     $ 2,035  
Class I Shares
        
Expenses assuming redemption
   $ 51     $ 236     $ 437     $ 1,018  
Portfolio Turnover
The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the Example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 12% of the average value of its portfolio.
Principal Investment Strategies of the Fund
Under normal circumstances, the Fund invests at least 80% of the value of its net assets in securities that produce dividend income. The Fund’s strategy targets a portfolio level dividend yield of two times the S&P 500 dividend yield and seeks capital appreciation over a multi-year investment horizon principally through investments in U.S. large cap stocks, while maintaining low volatility versus the broader U.S. large-cap equity market. Volatility for purposes of the Fund’s investment objective is measured by beta, standard deviation, and/or down-market capture as compared to the U.S. large-cap equity market as measured by the Russell 1000® Value Index. Although the Fund’s strategy is focused principally on U.S. large cap stocks, the Fund may have holdings of non-U.S. and non-large cap stocks. The strategy also strives to minimize drawdowns during significant negative market environments.
 
 
PROSPECTUS / August 31, 2026     9  
WILMINGTON ENHANCED DIVIDEND INCOME STRATEGY FUND
 
Quantitative and qualitative elements are interwoven throughout the Sub-Advisor’s (Wilmington Trust Investment Advisors, Inc., or “WTIA”) process to identify high-quality, high-dividend paying purchase candidates for the portfolio. Quantitative screening and proprietary modeling defines, narrows, and prioritizes investment candidates for fundamental analysis. Quantitative screening criteria include, but are not limited to: minimum yield screening criteria versus the S&P 500 and dividend safety screening measures such as free cash flow and dividend reduction history. Fundamental analysis is employed to further test the strength of investment candidates’ competitive positioning, financial condition, and alignment of management incentives. The portfolio is constructed based on a bottom-up methodology with a top-down overlay, using a team-based approach to select high-conviction portfolios with limited sector exposures and position sizing consisting of generally 35-55 positions. All positions are continually monitored, with performance measured both on an absolute and relative basis.
Principal Risks of Investing in the Fund
All mutual funds take investment risks. Therefore, it is possible to lose money by investing in the Fund. The primary factors that may reduce the Fund’s returns include:
 
  •   Dividend Risk. The strategy targets companies that the manager believes have potential for attractive dividends. Performance of the strategy would be impacted to the extent such companies reduce or stop paying dividends. Similarly, the strategy could also be impacted by changes in tax laws which reduce incentives for companies to pay dividends.
 
  •   Information Risk. When the quantitative analytical tools (“Tools”) and information and data (“Data”) used in managing the Fund prove to be incorrect or incomplete, any investment decisions made in reliance on the Tools and Data may not produce the desired results and the Fund may realize losses.
 
  •   Investment Style/Factor Risk. The strategy’s approach to investing on the basis of sector and/or industry selection, factor selection, or style could cause it to underperform other equity strategies that employ a different basis for investing.
 
  •   Large Cap Stock Risk. During certain market periods, large capitalization dividend-paying value stocks will trail returns from the overall stock market. Large-cap stocks tend to go through cycles, which can last years, of doing better – or worse – than other segments of the stock market or the stock market in general.
 
  •   Market Risk. There is a risk that the value of the Fund’s investments may decrease in response to expected, real or perceived economic, political or financial events in the U.S. or global markets. The frequency and magnitude of such changes in value cannot be predicted. Certain secu-
   
rities and other investments held by the Fund may experience increased volatility, illiquidity, or other potentially adverse effects in response to changing market conditions, inflation, changes in interest rates, trade disputes, changes in trade regulation or economic sanctions, elevated levels of government debt, internal unrest and discord, lack of liquidity in the bond or equity markets, volatility in the equity markets, market disruptions caused by local or regional events such as war, acts of terrorism, the spread of infectious illness (including epidemics and pandemics) or other public health issues, recessions, the threat or occurrence of a government shutdown, or other events or adverse investor sentiment or other political, regulatory, economic and social developments, and developments that impact specific economic sectors, industries or segments of the market. These risks may be magnified if certain events or developments adversely interrupt the global supply chain; in these and other circumstances, such risks might affect companies worldwide due to increasingly interconnected global economies and financial markets. Market risk includes the risk that a particular style of investing, such as growth or value, may underperform the market generally.
 
  •   Sector Risk. Investments in particular sectors may be more volatile than the overall equity or fixed-income markets. Therefore, if the Fund emphasizes one or more industries or economic sectors, it may be more susceptible to financial, market, political or economic events affecting the particular issuers and industries participating in such sectors than funds that do not emphasize particular industries or sectors.
 
  •   Stock Market Risk. The value of equity securities in the Fund’s portfolio will fluctuate and, as a result, the Fund’s share price may decline suddenly or over a sustained period of time.
As with any mutual fund investment, loss of money is a risk of investing. An investment in the Fund is not a deposit in a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Performance Information
The bar chart and table immediately following show the variability of the Fund’s returns and are meant to provide some indication of the risks of investing in the Fund by showing changes in the Fund’s performance from year to year, with respect to its Class I Shares, and by showing how the Fund’s average annual total returns for 1, 5 and 10 years compare with those of a broad measure of market performance. The table also shows the Russell 1000® Value Index, which is an additional index with characteristics relevant to the Fund. The Fund’s past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future. The Fund changed its investment strategy on August 31, 2017 and on November 17, 2021.
 
 
10   August 31, 2026 / PROSPECTUS
WILMINGTON ENHANCED DIVIDEND INCOME STRATEGY FUND
 
Performance for the periods shown prior to November 17, 2021 is based on prior investment strategies. Updated performance information for the Fund can be obtained by visiting www.wilmingtonfunds.com.
Annual Total Returns – Class I Shares
 
LOGO
 
Best Quarter
14.39%
12/31/2022
 
Worst Quarter
(17.43)%
3/31/2020
  
The Fund’s Class I Shares total return for the six-month period from January 1, 2026 to June 30, 2026 was 13.64%. The average annual total returns in the table below include the maximum Class A sales charge of 5.50%, which is normally deducted when you purchase shares.
Average Annual Total Returns
(For the periods ended December 31, 2025)
 
    1 Year     5 Years     10 Years  
       
Class I Shares
                        
       
Return Before Taxes
     15.81%       10.15%       8.22%  
       
Return After Taxes on Distributions*
     14.82%       9.18%       6.90%  
       
Return After Taxes on Distributions and Sale of Fund Shares*
     10.03%       7.79%       6.15%  
       
Class A Shares
                        
       
Return Before Taxes
     9.12%       8.65%       7.35%  
       
Russell 1000® Index (reflects no deduction for fees, expenses or taxes)
     17.37%       13.59%       14.59%  
       
Russell 1000® Value Index (reflects no deductions for fees, expenses or taxes)
     15.91%       11.33%       10.53%  
 
*   After-tax returns depend on your tax situation and may differ from those shown in the preceding table. When after-tax returns are calculated, it is assumed that the shareholder was in the highest individual federal marginal income tax bracket at the time of each 
  distribution of income or capital gains or upon redemption. State and local income taxes are not reflected in the calculations. Please note that after-tax returns are not relevant for a shareholder who holds Fund shares in a tax-advantaged account, such as an individual retirement account or a 401(k) plan.
Management of the Fund
Investment Advisor
Wilmington Funds Management Corporation
Investment Sub-Advisor
Wilmington Trust Investment Advisors, Inc. (“WTIA”)
 
Portfolio Managers   Title  
Service Date
(with the Fund)
Matthew D. Glaser   Executive Vice President and Head of Equity and Non-Traditional Investments at WTIA   2017
Andrew H. Hopkins, CFA, CPA   Senior Vice President and Head of Equity Research at WTIA   2017
Mark D. Horst, CFA   Senior Vice President and Portfolio Manager/ Research Analyst at WTIA   2017
Purchase and Sale of Fund Shares
Requests to purchase or redeem Fund Shares are processed on each day that the New York Stock Exchange (“NYSE”) is open for business. You may purchase or redeem Shares by contacting the Fund at 1-800-836-2211. If you invest through a financial intermediary, please contact that intermediary regarding purchase and redemption procedures.
 
Minimum Initial Investment Amount (Class A Shares):*    $ 1,000  
Minimum Initial Investment Amount (Class I Shares):*    $ 100,000  
Minimum Subsequent Investment Amount (all share classes):    $ 25  
 
*   Other restrictions may apply. See “Purchasing Shares” in the Prospectus for further information.
The minimum initial and subsequent investment amounts may be waived or lowered from time to time.
Tax Information
The distributions you receive from the Fund are taxable and generally will be taxed as ordinary income, capital gains, or some combination of both, unless you are investing through a tax-advantaged arrangement, such as a 401(k) plan or an individual retirement account, in which case your distributions may be taxed as ordinary income when withdrawn from the tax-advantaged account.
 
 
PROSPECTUS / August 31, 2026     11  
WILMINGTON ENHANCED DIVIDEND INCOME STRATEGY FUND
 
Additional Payments to Other Financial Intermediaries
If you purchase the Fund through a broker-dealer or other financial intermediary (such as a bank), the Fund and its related companies (such as the Advisor) may pay the intermediary for the sale of Fund shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson to recommend the Fund over another investment. Ask your sales person or visit your financial intermediary’s website for more information.
 
 
12   August 31, 2026 / PROSPECTUS
WILMINGTON GLOBAL ALPHA EQUITIES FUND SUMMARY
Investment Goal
The Fund seeks to achieve long-term growth of capital with lower volatility than broader equity markets.
Fees and Expenses
This table describes the fees and expenses that you may pay if you buy and hold the Fund’s Class A Shares and Class I Shares. “Acquired Fund Fees and Expenses” are expenses incurred indirectly by the Fund through its ownership of shares in other investment companies. They are not direct costs paid by Fund shareholders and are not used to calculate the Fund’s net asset value. They have no impact on the costs associated with fund operations. Acquired Fund Fees and Expenses are not included in the Fund’s financial statements, which provide a clearer picture of a fund’s actual operating costs. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below. You may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $50,000 in the Wilmington Funds. More information about these and other discounts is available from your financial professional and in the Fund’s prospectus in the section entitled “How are shares priced?” on page 76 of this prospectus.
Shareholder Fees
(Fees paid directly from your investment)
 
     Class A      Class I  
Maximum Sales Charge (Load) Imposed on Purchases
(as a percentage of offering price)
      5.50%        None  
Maximum Deferred Sales Charge (Load)      None        None  
Maximum Sales Charge (Load) Imposed on Reinvested Dividends (and other Distributions)      None        None  
Redemption Fee      None        None  
Exchange Fee      None        None  
Annual Fund Operating Expenses
(Expenses that you pay each year as a percentage of the value of your investment)
 
     Class A      Class I  
Management Fee      1.15%        1.15%  
Distribution and/or Service (12b-1) Fees      0.25%        None  
Other Expenses      0.55%        0.30%  
Acquired Fund Fees and Expenses      0.01%        0.01%  
Total Annual Fund Operating Expenses      1.96%        1.46%  
Fee Waivers and/or Expense Reimbursements(1)      (0.46)%        (0.21)%  
Total Annual Fund Operating Expenses After Fee Waiver/Expense Reimbursement      1.50%        1.25%  
 
(1)   The Fund’s Advisor, distributor and shareholder services provider have agreed to waive their fees and/or reimburse expenses so that total annual fund operating expenses paid by the Fund’s Class A and Class I Shares will not exceed 1.49% and 1.24%, respectively, not including the effects of dividends or interest on short positions, acquired fund fees and expenses, taxes, extraordinary expenses, brokerage commissions and interest. This waiver may be withdrawn after August 31, 2027, or with the agreement of the Fund’s Board of Trustees.
Example
This Example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds.
The Example assumes that you invest $10,000 in the Fund’s Class A Shares and Class I Shares for the time periods indicated and then redeem all of your Shares at the end of those periods. The Example also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same and that the fee waivers/expense reimbursements remain in place for the contractual period. Although your actual costs and returns may be higher or lower, based on these assumptions your costs would be:
 
    1 Year     3 Years     5 Years     10 Years  
Class A
        
Expenses assuming redemption
   $ 694     $ 1,089     $ 1,509     $ 2,675  
Class I
        
Expenses assuming redemption
   $ 127     $ 441     $ 777     $ 1,728  
Portfolio Turnover
The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the Fund’s performance. During the
 
 
PROSPECTUS / August 31, 2026     13  
WILMINGTON GLOBAL ALPHA EQUITIES FUND
 
most recent fiscal year, the Fund’s portfolio turnover rate was 66% of the average value of its portfolio.
Principal Investment Strategies of the Fund
The Fund invests at least 80%, under normal circumstances, of the value of its net assets in equity securities. The Fund will invest in publicly-traded equity securities, including common stock, preferred stock and depositary receipts, of companies of all market capitalizations. The Fund may invest up to 70% of its assets in the equity securities of non-U.S. issuers, including companies that conduct their principal business activities in emerging markets or whose securities are traded principally on exchanges in emerging markets. The Fund may also invest in exchange-traded funds, futures contracts on broad-based equity indexes and other derivatives.
“Alpha” refers to the potential for returns that are attributable to active investment judgment, including investment research, manager selection, security selection, asset allocation, portfolio construction, risk management, or other investment techniques, as distinct from returns attributable solely to broad market movements. The term is intended to describe the Fund’s investment concept and does not imply that the Fund will achieve positive returns, outperform any benchmark, or avoid losses.
Wilmington Funds Management Corporation (“WFMC” or the “Advisor”) seeks to achieve the Fund’s investment goal by retaining Wellington Management Company LLP (“Wellington”), to manage the Fund’s assets. The Advisor also engages Wilmington Trust Investment Advisors, Inc. (“WTIA”) to oversee Wellington, to monitor portfolio risk and, on a discretionary basis, to develop strategic exposure objectives and risk parameters for the Fund based on considerations such as macroeconomic outlook, relative valuation levels and volatility in the markets, market flows and market liquidity, and information relating to business cycles, as well as input from Wellington.
Based on the strategic exposure objectives and risk parameters established by WTIA, Wellington constructs an actively managed, global and diversified portfolio of equity securities, and implements an index-based hedging strategy in an effort to reduce market exposure, moderate portfolio volatility and limit the severity of portfolio losses in times of market downturns.
Based on the objectives and parameters developed by WTIA, Wellington will allocate and reallocate the portfolio among a selection of independent equity management teams within Wellington. Each team pursues its own investment strategy or style, such as geography/region, growth/value, market capitalization, event-driven, economic sector, industry, or valuation measure.
In combining equity management teams and strategies, Wellington uses a number of proprietary analytical tools,
including market environments analysis, extreme events analysis, stress testing, and simulation analysis. Through the strategy selection process, Wellington seeks to construct a portfolio comprised of a diversified group of long-only equity strategies with differing investment approaches that provides an overall exposure, consistent with WTIA’s exposure objectives and risk parameters, comparable to the broader equity market and that reduces exposure to the risks typically associated with any single investment approach. The underlying Wellington equity management teams have complete discretion and responsibility for security selection and portfolio construction decisions within their respective portions of the Fund’s portfolio within the constraints of the Fund’s investment goal, strategies and restrictions. The Fund may engage in active and frequent trading as part of its principal investment strategy.
Wellington will implement the hedging strategy by investing a portion of the Fund’s net assets in futures contracts on broad-based equity indexes, the constituents of which include the types of securities in which the Fund invests directly, and in cash, cash equivalents and short-term debt instruments to satisfy applicable margin requirements for the Fund’s derivatives positions. The net market exposure (sum of long and synthetic short positions including cash) of the Fund is expected to range generally between 35% to 55% of the net asset value of the Fund, depending on WTIA’s analysis of prevailing market conditions, although the exposure may fall outside of this range. The Fund’s short exposure will be achieved through the use of equity index futures or other derivative exposures. Wellington may also invest in a variety of other derivative instruments, such as swaps, forwards, other futures contracts and options, in order to implement the hedging strategy, to hedge foreign currency risk, and to gain equity-like exposure in certain markets.
Principal Risks of Investing in the Fund
All mutual funds take investment risks. Therefore, it is possible to lose money by investing in the Fund. The primary factors that may reduce the Fund’s returns include:
 
  •   Active Trading Risk. The Fund may trade securities actively, which could increase its transaction costs (thereby lowering its performance and increasing the amount of taxes that you pay).
 
  •   Asset Allocation Risk. The sub-advisor’s asset allocation decisions among various equity investment strategies may not anticipate market trends successfully. The sub-advisor may make investment allocations among various market segments that do not perform as expected. The sub-advisor attempts to identify investment allocations that will provide consistent, quality performance for the Fund, but there is no guarantee that the allocation techniques will produce the desired results. You could lose money on your investment in the Fund as a result of these allocation decisions.
 
  •  
Company Size Risk. The smaller companies in which the Fund may invest may have unproven track records, a
 
 
14   August 31, 2026 / PROSPECTUS
WILMINGTON GLOBAL ALPHA EQUITIES FUND
 
    limited product or service base, limited access to capital, and other attributes that can cause their share prices to fluctuate, and they may be more likely to fail than larger companies. Therefore, smaller companies may entail greater risks for investors than larger companies.
 
  •   Correlation Risk. The effectiveness of the Fund’s futures hedging program may be reduced if the Fund’s equity positions do not sufficiently correlate to the indices underlying its futures positions.
 
  •   Counterparty Risk. When the Fund invests in financial instruments that involve counterparties, the Fund is exposed to risks associated with the credit quality of the counterparty or the ability of the counterparty to pay the Fund. Such instruments can provide exposure to a particular group of securities, index or asset class without the Fund actually purchasing those securities or investments. The Fund’s use of such financial instruments, including swap agreements and structured notes, involves risks that are different from those associated with ordinary portfolio securities transactions. For example, if a swap agreement counterparty defaults on its payment obligations to the Fund, this default will cause the value of your investment in the Fund to decrease.
 
  •   Country or Sector Risk. Investments in particular sectors or countries may be more volatile than the overall equity or fixed-income markets. Therefore, if the Fund emphasizes one or more industries, economic sectors or countries, it may be more susceptible to financial, market, political or economic events affecting the particular issuers, industries and countries participating in such sectors than funds that do not emphasize particular industries, sectors or countries.
 
  •   Currency Risk. Securities denominated in foreign currencies may be adversely affected by changes in currency rates and by substantial currency conversion costs.
 
  •   Depositary Receipts Risk. Foreign securities may trade in the form of depositary receipts. Depositary receipts represent an ownership in an underlying security that is held by the depositary. In addition to investment risks associated with the underlying issuer, depositary receipts may expose the Fund to additional risks associated with non-uniform terms that apply to depositary receipt programs, including credit exposure to the depository bank and to the sponsors and other parties with whom the depository bank establishes the programs, currency, political, economic, market risks and the risks of an illiquid market for depositary receipts. Depositary receipts are generally subject to the same risks as the foreign securities that they evidence or into which they may be converted. Depositary receipts may not track the price of the underlying foreign securities on which they are based, may have limited voting rights, and may have a distribution subject to a fee charged by the depository. As a result, equity shares of the underlying issuer may trade at a discount or premium to the market price of the depositary receipts.
  •   Derivative Securities Risk. The risk that the Fund’s use of derivatives will cause losses (1) due to the unexpected effect of market movements on a derivative’s price; (2) because the derivatives do not perform as anticipated; (3) because the derivatives are not correlated with the performance of other investments which they are used to hedge; (4) if the Fund is unable to liquidate a position because of an illiquid secondary market or (5) because the other party to the derivative fails to make required payments (counterparty risk).
 
  •   Derivatives Tax Risk. Compared to other types of investments, derivatives may be harder to value and may also be less tax efficient. In addition, changes in government regulation of derivative instruments could affect the character, timing and amount of the Fund’s taxable income or gains, and may limit or prevent the Fund from using certain types of derivative instruments as a part of its investment strategy, which could make the investment strategy more costly to implement or require the Fund to change its investment strategy. To the extent that the Fund uses derivatives for hedging or to gain or limit exposure to a particular market or market segment, there may be imperfect correlation between the value of the derivative instrument and the value of the instrument being hedged or the relevant market or market segment, in which case the Fund may not realize the intended benefits. There is also the risk that during adverse market conditions, an instrument which would usually operate as a hedge provides no hedging benefits at all. The Fund’s use of derivatives may be limited by the requirements for taxation of the Fund as a regulated investment company.
 
  •   Emerging Market Countries Risk. Emerging market securities typically present even greater exposure to the risks described under “Foreign Investing Risk” and may be particularly sensitive to certain economic changes. Emerging market securities are exposed to a number of risks that may make these investments volatile in price or difficult to trade. Companies in emerging market countries generally may be subject to less stringent financial reporting, accounting and auditing standards than companies in more developed countries. In addition, securities law and the enforcement of systems of taxation in many emerging market countries may change quickly and unpredictably, and the ability to bring and enforce actions may be limited.
 
  •   Event-Driven Trading Risk. Event-driven trading involves the risk that the special situation may not occur as anticipated, in which case the Fund may realize losses.
 
  •  
Exchange-Traded Funds (“ETFs”) Risk. An investment in an ETF generally presents the same primary risks as an investment in a conventional fund (i.e., one that is not exchange-traded) that has the same investment objectives, strategies, and policies. The price of an ETF can fluctuate up or down, and the Fund could lose money investing in an ETF if the prices of the securities owned by the ETF go down. In addition, ETFs may be subject to
 
 
PROSPECTUS / August 31, 2026     15  
WILMINGTON GLOBAL ALPHA EQUITIES FUND
 
    the following risks that do not apply to conventional funds: (i) the market price of an ETF’s shares may trade above or below their net asset value; (ii) an active trading market for an ETF’s shares may not develop or be maintained; or (iii) trading of an ETF’s shares may be halted if the listing exchange’s officials deem such action appropriate, the shares are delisted from the exchange, or the activation of market-wide “circuit breakers” (which are tied to large decreases in stock prices) halts stock trading generally.
 
  •   Foreign Investing Risk. Economic, political or regulatory conditions may be less favorable, and markets may be less liquid, less transparent and more volatile, in foreign countries, and in particular emerging markets, than in the United States. Currency fluctuations may reduce investment gains or add to investment losses.
 
  •   Forward Currency Exchange Contract Risk. A forward foreign currency exchange contract is an agreement to buy or sell a specific currency at a future date and at a price set at the time of the contract. When used for hedging purposes, forward foreign currency exchange contracts may reduce the risk of loss from a change in value of a currency, but they also limit any potential gains, do not protect against fluctuations in the value of the underlying position and are subject to counterparty risk.
 
  •   Growth Investing Risk. Due to their relatively high valuations, growth stocks are typically more volatile than value stocks.
 
  •   Information Risk. When the quantitative analytical tools (“Tools”) and information and data (“Data”) used in managing the Fund prove to be incorrect or incomplete, any investment decisions made in reliance on the Tools and Data may not produce the desired results and the Fund may realize losses.
 
  •   Leverage Risk. The risk associated with securities transactions or practices that multiply small market movements into larger changes in value. The Fund derives substantially all of its short exposure from its investment in derivatives and other financial instruments that provide leveraged exposure, such as futures contracts. The Fund’s investment in these instruments generally requires a small investment relative to the amount of investment exposure assumed. As a result, such investments may give rise to losses that exceed the amount invested in those instruments. Because such instruments are an integral part of the Fund’s investment strategy, the use of such instruments may expose the Fund to potentially dramatic losses or gains in the value of its portfolio. The cost of investing in such instruments generally increases as interest rates increase, which will lower the Fund’s return.
 
  •   Liquidity Risk. The risk that certain securities or other instruments, such as derivatives, may be difficult or impossible for the Fund to sell or dispose of at the price at which the Fund has valued the security.
  •   Market Risk. There is a risk that the value of the Fund’s investments may decrease in response to expected, real or perceived economic, political or financial events in the U.S. or global markets. The frequency and magnitude of such changes in value cannot be predicted. Certain securities and other investments held by the Fund may experience increased volatility, illiquidity, or other potentially adverse effects in response to changing market conditions, inflation, changes in interest rates, trade disputes, changes in trade regulation or economic sanctions, elevated levels of government debt, internal unrest and discord, lack of liquidity in the bond or equity markets, volatility in the equity markets, market disruptions caused by local or regional events such as war, acts of terrorism, the spread of infectious illness (including epidemics and pandemics) or other public health issues, recessions, the threat or occurrence of a government shutdown, or other events or adverse investor sentiment or other political, regulatory, economic and social developments, and developments that impact specific economic sectors, industries or segments of the market. These risks may be magnified if certain events or developments adversely interrupt the global supply chain; in these and other circumstances, such risks might affect companies worldwide due to increasingly interconnected global economies and financial markets. Market risk includes the risk that a particular style of investing, such as growth or value, may underperform the market generally.
 
  •   Multi-Manager Risk. The investment styles employed by sub-advisors may not be complementary. The multi-manager approach could result in a high level of portfolio turnover, resulting in higher brokerage expenses and increased tax liability from the Fund’s realization of capital gains.
 
  •   Natural Resources Risk. Investments in companies that own or develop natural resources (e.g., exploring, mining, refining), or supply goods and services to such companies (e.g., drilling, processing, transporting, fabricating), expose the Fund to the greater volatility of the markets for these companies’ products, and to international economic, political and regulatory influences that frequently affect the operation of these companies.
 
  •   Options and Futures Risk. When options are purchased over the counter, the Fund bears the risk that the counterparty that wrote the option will be unable or unwilling to perform its obligations under the option contract. Such options may also be illiquid, and in such cases, the Fund may have difficulty closing out its position. The risks associated with futures include: the potential inability to terminate or sell a position, the lack of a liquid secondary market for the Fund’s position and the risk that the counterparty to the transaction will not meet its obligations.
 
  •  
Over-the-Counter (“OTC”) Trading Risk. Certain of the derivatives in which the Fund may invest, including
 
 
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WILMINGTON GLOBAL ALPHA EQUITIES FUND
 
    swap agreements, may be traded (and privately negotiated) in the OTC market. While the OTC derivatives market is the primary trading venue for many derivatives, it is largely unregulated. As a result and similar to other privately negotiated contracts, the Fund is subject to counterparty risk with respect to such derivatives contracts.
 
  •   Preferred Stocks Risk. Unlike interest payments on debt securities, dividend payments on a preferred stock typically must be declared by the issuer’s board of directors. In addition, in the event an issuer of preferred stock experiences economic difficulties, the issuer’s preferred stock may lose substantial value due to the reduced likelihood that the issuer’s board of directors will declare a dividend and the fact that the preferred stock may be subordinated to other securities of the same issuer.
 
  •   Stock Market Risk. The value of equity securities in the Fund’s portfolio will fluctuate and, as a result, the Fund’s share price may decline suddenly or over a sustained period of time.
 
  •   Swap Agreement Risk. With respect to an uncleared swap (i.e., negotiated bilaterally and traded OTC between the two parties), the Fund bears the risk of loss of the amount expected to be received under a swap agreement in the event of the default or bankruptcy of a swap agreement counterparty. Under certain market conditions, swap agreements also may be considered to be illiquid. In addition, the Fund may enter into swap agreements that involve a limited number of counterparties, which may increase the Fund’s exposure to counterparty credit risk. Further, there is a risk that no suitable counterparties are willing to enter into, or continue to enter into, transactions with the Fund and, as a result, the Fund may not be able to achieve its investment goal. In the case of a cleared swap (i.e., transacted through a futures commission merchant (an “FCM”) and cleared through a clearinghouse that serves as a central counterparty (e.g., certain credit default swaps)), there is also a risk of loss by the Fund of the margin deposits posted with the FCM in the event of the FCM’s bankruptcy.
 
  •   Valuation Risk. The risk that the Fund has valued certain of its securities at a higher price than it can sell them.
 
  •   Value Investing Risk. Due to their relatively low valuations, value stocks are typically less volatile than growth stocks and therefore may lag behind growth stocks in an up market.
As with any mutual fund investment, loss of money is a risk of investing. An investment in the Fund is not a deposit in a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation (“FDIC”) or any other government agency.
Performance Information
The returns presented for the Fund for periods prior to January 31, 2017 were achieved when the Fund had a different investment goal and different, though similar, investment strategy.
The bar chart and table immediately following show the variability of the Fund’s returns and are meant to provide some indication of the risks of investing in the Fund by showing changes in the Fund’s performance from year to year, with respect to its Class I Shares, and by showing how the Fund’s average annual total returns for 1, 5 and 10 years compare with those of a broad measure of market performance. The table also shows the HFRX Equity Hedge Fund Index, which is an additional index with characteristics relevant to the Fund. The Fund’s past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future. Updated performance information is available at www.wilmingtonfunds.com.
Annual Total Returns – Class I Shares
 
LOGO
 
Best Quarter
6.25%
12/31/2022
 
    
Worst Quarter
(9.71)%
3/31/2020
The Fund’s Class I Shares total return for the six-month period from January 1, 2026 to June 30, 2026 was 3.48%. For Class A Shares, the average annual total returns in the table below include the maximum Class A sales charge of 5.50%, which is normally deducted when you purchase shares.
 
 
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WILMINGTON GLOBAL ALPHA EQUITIES FUND
 
Average Annual Total Returns
(For the periods ended December 31, 2025)
 
    1 Year     5 Years     10 Years  
       
Class I Shares
                        
       
Return Before Taxes
     9.13%       5.44%       4.77%  
       
Return After Taxes on Distributions*
     9.09%       5.12%       4.44%  
       
Return After Taxes on Distributions and Sale of Fund Shares*
     5.44%       4.19%       3.72%  
       
Class A Shares
                        
       
Return Before Taxes
     2.90%       4.01%       3.91%  
       
MSCI All Country World Index (Net) (reflects no deduction for fees, expenses or taxes)
     22.34%       11.19%       11.71%  
       
HFRX Equity Hedge Fund Index (reflects no deduction for taxes)
     10.06%       6.61%       4.75%  
 
*   After-tax returns depend on your tax situation and may differ from those shown in the preceding table. When after-tax returns are calculated, it is assumed that the shareholder was in the highest individual federal marginal income tax bracket at the time of each distribution of income or capital gains or upon redemption. State and local income taxes are not reflected in the calculations. Please note that after-tax returns are not relevant for a shareholder who holds Fund shares in a tax-advantaged account, such as an individual retirement account or a 401(k) plan.
Management of the Fund
Investment Advisor
Wilmington Funds Management Corporation
Investment Sub-Advisors
Principal Sub-Advisor – Wilmington Trust Investment Advisors, Inc. (“WTIA”)
Other Sub-Advisor – Wellington Management Company LLP (“Wellington”)
 
Portfolio Managers   Title  
Service Date
(with the Fund)
Matthew D. Glaser   Executive Vice President and Head of Equity and Non-Traditional Investments at WTIA   2017
Jordan Strauss, CFA   Senior Vice President and Portfolio Manager at WTIA   2015
Gregg R. Thomas, CFA   Senior Managing Director and Co-Head of Investment Strategy at Wellington   2017
Tom S. Simon, CFA, FRM   Senior Managing Director, Portfolio Manager at Wellington   2018
Purchase and Sale of Fund Shares
Requests to purchase or redeem Fund Shares are processed on each day that the New York Stock Exchange (“NYSE”) is open for business. You may purchase or redeem shares by contacting the Fund at 1-800-836-2211. If you invest through a financial intermediary, please contact that intermediary regarding purchase and redemption procedures.
 
Minimum Initial Investment Amount (Class A):*    $ 1,000  
Minimum Initial Investment Amount (Class I):*    $ 100,000  
Minimum Subsequent Investment Amount (all classes):    $ 25  
 
*   Other restrictions may apply. See “Purchasing Shares” in the Prospectus for further information
The minimum initial and subsequent investment amounts may be waived or lowered from time to time.
Tax Information
The distributions you receive from the Fund are taxable and generally will be taxed as ordinary income, capital gains, or some combination of both, unless you are investing through a tax-advantaged arrangement, such as a 401(k) plan or an individual retirement account, in which case your distributions may be taxed as ordinary income when withdrawn from the tax-advantaged account.
Additional Payments to Other Financial Intermediaries
If you purchase the Fund through a broker-dealer or other financial intermediary (such as a bank), the Fund and its related companies (such as the Advisor) may pay the intermediary for the sale of Fund shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson to recommend the Fund over another investment. Ask your sales person or visit your financial intermediary’s website for more information.
 
 
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WILMINGTON REAL ASSET FUND SUMMARY
Investment Goal
The Fund seeks to achieve long-term preservation of capital with current income.
Fees and Expenses
This table describes the fees and expenses that you may pay if you buy and hold the Fund’s Class A Shares and Class I Shares. “Acquired Fund Fees and Expenses” are expenses incurred indirectly by the Fund through its ownership of shares in other investment companies. They are not direct costs paid by Fund shareholders and are not used to calculate the Fund’s net asset value. They have no impact on the costs associated with fund operations. Acquired Fund Fees and Expenses are not included in the Fund’s financial statements, which provide a clearer picture of a fund’s actual operating costs. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below. You may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $50,000 in the Wilmington Funds. More information about these and other discounts is available from your financial professional and in the Fund’s prospectus in the section entitled “How are shares priced?” on page 76 of this prospectus.
Shareholder Fees
(Fees paid directly from your investment)
 
     Class A      Class I  
Maximum Sales Charge (Load) Imposed on Purchases
(as a percentage of offering price)
      5.50%        None  
Maximum Deferred Sales Charge (Load)      None        None  
Maximum Sales Charge (Load) Imposed on Reinvested Dividends (and other Distributions)      None        None  
Redemption Fee      None        None  
Exchange Fee      None        None  
Annual Fund Operating Expenses
(Expenses that you pay each year as a percentage of the value of your investment)
 
     Class A      Class I  
Management Fee      0.51%        0.51%  
Distribution and/or Service (12b-1) Fees      0.25%        None  
Other Expenses      0.42%        0.17%  
Acquired Fund Fees and Expenses      0.17%        0.17%  
Total Annual Fund Operating Expenses      1.35%        0.85%  
Fee Waivers and/or Expense Reimbursements(1)      (0.36)%        (0.11)%  
Total Annual Fund Operating Expenses After Fee Waiver/Expense Reimbursement      0.99%        0.74%  
 
(1)   The Fund’s Advisor, distributor and shareholder services provider have agreed to waive their fees and/or reimburse expenses so that the total annual fund operating expenses paid by the Fund’s Class A Shares and Class I Shares will not exceed 0.82% and 0.57%, respectively, not including the effects of acquired fund fees and expenses, taxes, extraordinary expenses, brokerage commissions and interest. This waiver may be amended or withdrawn after August 31, 2027, or with the agreement of the Fund’s Board of Trustees.
Example
This Example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds.
The Example assumes that you invest $10,000 in the Fund’s Class A Shares and Class I Shares for the time periods indicated and then redeem all of your Shares at the end of those periods. The Example also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same and that the fee waivers/expense reimbursements remain in place for the contractual period. Although your actual costs and returns may be higher or lower, based on these assumptions your costs would be:
 
    1 Year     3 Years     5 Years     10 Years  
Class A
        
Expenses assuming redemption
   $ 645     $ 921     $ 1,216     $ 2,055  
Class I
        
Expenses assuming redemption
   $ 76     $ 260     $ 461     $ 1,039  
Portfolio Turnover
The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or
 
 
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WILMINGTON REAL ASSET FUND
 
in the example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 7% of the average value of the portfolio.
Principal Investment Strategies of the Fund
The Fund, under normal circumstances, invests at least 80% of the value of its net assets in “real return” assets consisting of (i) global inflation-protected debt securities, (ii) global real-estate related securities, and (iii) commodity/natural resource-related securities. Global inflation-protected debt securities may include foreign government securities.
The Fund considers a company to be a real estate company if at least 50% of its assets, gross income or net profits is derived from (i) development, ownership, leasing, financing, construction, management or sale of real estate or (ii) products and services that are related to the real estate industry, such as manufacturers and distributors of building supplies and financial institutions which issue or service mortgages.
The Fund will invest in real estate companies, such as real estate investment trusts (“REITs”) that own property and mortgage REITs that make construction and development loans or invest in mortgage pools, or companies whose products and services relate to the real estate industry. The Fund may invest its assets in equity, debt or convertible securities of companies whose products and services are related to the real estate industry or in securities whose products and services are related to the real estate industry.
In order to gain exposure to the commodities markets without investing directly in physical commodities, the Fund can invest in investment companies, exchange-traded funds (“ETFs”), futures contracts, forward currency exchange contracts, currency futures and swap agreements. The Fund’s anticipated use of futures contracts, forward currency exchange contracts, currency futures and swap agreements may at times be substantial.
Wilmington Funds Management Corporation (“WFMC” or the “Advisor”) seeks to achieve the Fund’s investment goal by retaining sub-advisors to manage the Fund’s assets. The Advisor determines the overall tactical allocation for the Fund, and engages Wilmington Trust Investment Advisors, Inc. (“WTIA”) as the Fund’s principal Sub-Advisor, to allocate and reallocate assets of the Fund among the Fund’s sub-advisors. WTIA may invest directly in cash or cash equivalents and repurchase agreements secured by U.S. Government securities. The Fund may also invest in common stocks, preferred stocks and convertible securities of issuers in commodity-related industries to gain exposure to the commodities markets. The Fund may also invest in master limited partnerships (“MLPs”) indirectly through other investment vehicles, such as open-end investment companies.
The Fund’s principal Sub-Advisor, WTIA, determines the Fund’s asset allocation among the “real return” assets. WTIA anticipates allocating approximately up to 80% of the Fund’s assets in inflation-protected debt securities, up to 80% of the Fund’s assets in real estate-related securities and up to 60% of the Fund’s assets in commodity/natural resource-related securities. The allocations and/or actual holdings will vary from time to time.
The Fund utilizes a multi-manager strategy in which the principal Sub-Advisor, WTIA, allocates and reallocates varying portions of the Fund’s assets among sub-advisors, or invests directly (up to 80% of the Fund’s net assets) in ETFs or other instruments in pursuit of the Fund’s investment strategies. Subject to the supervision of the Advisor, each sub-advisor acts independently from the others and utilizes its own distinct investment style in buying and selling securities within the constraints of the Fund’s investment goal, strategies and restrictions. The Fund may invest in securities of small-cap companies and may invest up to 55% of its assets in foreign securities. The Fund may engage in active and frequent trading as part of its principal investment strategy.
Principal Risks of Investing in the Fund
All mutual funds take investment risks. Therefore, it is possible to lose money by investing in the Fund. The primary factors that may reduce the Fund’s returns include:
 
  •   Active Trading Risk. The Fund may trade securities actively, which could increase its transaction costs (thereby lowering its performance and increasing the amount of taxes that you pay).
 
  •   Asset Allocation Risk. WTIA’s asset allocation decisions among various component strategies of the Fund may not anticipate market trends successfully. WTIA may make investment allocations among various market segments that do not perform as expected. WTIA attempts to identify investment allocations that will provide consistent, quality performance for the Fund, but there is no guarantee that the allocation techniques will produce the desired results. It is also possible that WTIA or another sub-advisor will focus on an investment that performs poorly or underperforms other investments under various market conditions. You could lose money on your investment in the Fund as a result of these allocation decisions.
 
  •   Call Risk. Issuers of callable securities may redeem the securities prior to maturity at a price below their current market value.
 
  •   Commodity-Related Risk. Investments in commodities expose the Fund to the greater volatility of the commodity markets, to commodity-specific risks (weather, disease, supply/demand imbalances), and to international economic, political and regulatory influences that frequently affect the commodities markets.
 
 
20   August 31, 2026 / PROSPECTUS
WILMINGTON REAL ASSET FUND
 
  •   Commodity Tax Risk. The Fund’s ability to invest in certain instruments such as commodity-linked derivatives may be adversely affected by changes in legislation, regulations or other legally binding authority. Pursuant to the Internal Revenue Code of 1986, as amended, the Fund must derive at least 90% of its gross income from qualifying sources to qualify as a regulated investment company. Gains from the disposition of commodities are not considered qualifying income for this purpose. Additionally, the Internal Revenue Service has issued a revenue ruling which holds that income derived from commodity-linked swaps is not qualifying income. As a result, the Fund’s ability to directly invest in commodity-linked swaps as part of its investment strategy is limited to a maximum of 10% of its gross income. Failure to comply with the restrictions in the Internal Revenue Code of 1986, as amended, and any future legislation or guidance may cause the Fund to fail to qualify as a regulated investment company which may adversely impact a shareholder’s return. Alternatively, the Fund may forego those investments which could adversely affect the ability of the Fund to achieve its investment goal.
 
  •   Company Size Risk. The smaller companies in which the Fund may invest may have unproven track records, a limited product or service base, limited access to capital, and other attributes that can cause their share prices to fluctuate, and they may be more likely to fail than larger companies. Therefore, smaller companies may entail greater risks for investors than larger companies.
 
  •   Credit Risk. There is a possibility that issuers of securities in which the Fund (and any Underlying Fund) invests may default in the payment of interest or principal on the securities when due, which would cause the Fund to lose money. Underlying Funds that invest in floating rate bank loans (through loan participations or assignments) expose the Fund to both lender and borrower risk, as well as to the potential of a lack of liquidity in the market for floating rate loans.
 
  •   Derivative Securities Risk. The risk that the Fund’s use of derivatives will cause losses (1) due to the unexpected effect of market movements on a derivative’s price; (2) because the derivatives do not perform as anticipated; (3) because the derivatives are not correlated with the performance of other investments which they are used to hedge; or (4) if the Fund is unable to liquidate a position because of an illiquid secondary market.
 
  •   Derivatives Tax Risk. Compared to other types of investments, derivatives may be harder to value and may also be less tax efficient. In addition, changes in government regulation of derivative instruments could affect the character, timing and amount of the Fund’s taxable income or gains, and may limit or prevent the Fund from using certain types of derivative instruments as a part of its investment strategy, which could make the investment strategy more costly to implement or require
   
the Fund to change its investment strategy. To the extent that the Fund uses derivatives for hedging or to gain or limit exposure to a particular market or market segment, there may be imperfect correlation between the value of the derivative instrument and the value of the instrument being hedged or the relevant market or market segment, in which case the Fund may not realize the intended benefits. There is also the risk that during adverse market conditions, an instrument which would usually operate as a hedge provides no hedging benefits at all. The Fund’s use of derivatives may be limited by the requirements for taxation of the Fund as a regulated investment company.
 
  •   Exchange-Traded Funds (“ETFs”) Risk. An investment in an ETF generally presents the same primary risks as an investment in a conventional fund (i.e., one that is not exchange-traded) that has the same investment goals, strategies, and policies. The price of an ETF can fluctuate up or down, and a Fund could lose money investing in an ETF if the prices of the securities owned by the ETF go down. In addition, ETFs may be subject to the following risks that do not apply to conventional funds: (i) the market price of an ETF’s shares may trade above or below their net asset value; (ii) an active trading market for an ETF’s shares may not develop or be maintained; or (iii) trading of an ETF’s shares may be halted if the listing exchange’s officials deem such action appropriate, the shares are delisted from the exchange, or the activation of market-wide “circuit breakers” (which are tied to large decreases in stock prices) halts stock trading generally.
 
  •   Foreign Investing Risk. Economic, political or regulatory conditions may be less favorable, and markets may be less liquid, less transparent and more volatile, in foreign countries, and in particular emerging markets, than in the United States. Currency fluctuations may reduce investment gains or add to investment losses. In addition, the Fund will be subject to the risk that the issuer of foreign government securities or the governmental authorities that control the repayment of the debt may be unwilling to repay the principal or interest when due.
 
  •   Forward Currency Exchange Contract Risk. A forward foreign currency exchange contract is an agreement to buy or sell a specific currency at a future date and at a price set at the time of the contract. When used for hedging purposes, forward foreign currency exchange contracts may reduce the risk of loss from a change in value of a currency, but they also limit any potential gains, do not protect against fluctuations in the value of the underlying position and are subject to counterparty risk.
 
  •  
Futures Contracts Risk. The successful use of futures contracts will depend upon the investment manager’s skill and experience with respect to such instruments and is subject to special risk considerations. The primary risks associated with the use of futures contracts are
 
 
PROSPECTUS / August 31, 2026     21  
WILMINGTON REAL ASSET FUND
 
    (i) the imperfect correlation between the change in market value of the instruments held by the Fund and the price of the futures contract; (ii) possible lack of a liquid secondary market for a futures contract and the resulting inability to close a futures contract when desired; (iii) losses caused by unanticipated market movements, which are potentially unlimited; (iv) the inability to predict correctly the direction of securities prices, interest rates, currency exchange rates and other economic factors; and (v) if the Fund has insufficient cash, it may have to sell portfolio investments to meet daily variation margin requirements, and the Fund may have to sell such investments at a time when it may be disadvantageous to do so.
 
  •   Inflation-Indexed Securities Risk. Because of the inflation-adjustment feature, inflation-indexed securities typically have lower yields than conventional fixed-rate bonds. The value of inflation-indexed, fixed income securities generally fluctuates in response to changes in real interest rates, which are in turn 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 might rise, leading to a decrease in value of an inflation-indexed security. Interest payments on inflation-indexed securities will fluctuate as the principal and/or interest is adjusted for inflation and can be unpredictable. The amounts of the income distributions from an inflation-indexed security are likely to fluctuate considerably more than the income distribution amounts of a conventional bond. The Fund may also experience a loss on an inflation-indexed security if there is deflation. If inflation is lower than expected during the period the Fund holds an inflation-indexed security, the Fund may earn less on the security than on a conventional bond. There can be no assurance that the inflation index used will accurately measure the real rate of inflation in the prices of goods and services. The Fund’s investment in inflation-indexed securities may lose value in the event that the actual rate of inflation is different than the rate of the inflation index.
 
  •   Inflation-Indexed Securities Tax Risk. Any increase in the principal amount of an inflation-indexed security may be included for tax purposes in the Fund’s gross income, even though no cash attributable to such gross income has been received by the Fund. In such event, the Fund may be required to make annual distributions to shareholders that exceed the cash it has otherwise received. In order to pay such distributions, the Fund may be required to raise cash by selling portfolio investments. The sale of such investments could result in capital gains to the Fund. In addition, adjustments during the taxable year for deflation to an inflation-indexed bond held by the Fund may cause amounts previously distributed by the Fund in the taxable year as income to be recharacterized as a return of capital.
  •   Interest Rate Risk. The risk posed by the fact that prices of fixed income securities rise and fall inversely in response to interest rate changes. For instance, a rise in interest rate causes a fall in the value of a fixed income security. In addition, this risk increases with the length of the maturity of the fixed income security. Accordingly, the yield earned by a Fund will vary with changes in interest rates. Also, when interest rates fall, the price of mortgage-backed securities may not rise to as great an extent as that of other fixed income securities. Duration is a measure of the expected life of a debt security that is used to determine the sensitivity of the security’s price to changes in interest rates. Generally, the longer the Fund’s duration, the more sensitive the Fund will be to changes in interest rates.
 
  •   Leverage Risk. The risk associated with securities transactions or practices that multiply small market movements into larger changes in value. The Fund derives substantially all of its commodities exposure from its investment in derivatives and other financial instruments that provide leveraged exposure. The Fund’s investment in these instruments generally requires a small investment relative to the amount of investment exposure assumed. As a result, such investments may give rise to losses that exceed the amount invested in those instruments. Because such instruments are an integral part of the Fund’s investment strategy, the use of such instruments may expose the Fund to potentially dramatic losses or gains in the value of its portfolio. The cost of investing in such instruments generally increases as interest rates increase, which will lower the Fund’s return.
 
  •   Liquidity Risk. The risk that certain securities or other instruments, such as derivatives, may be difficult or impossible for a Fund to sell or dispose of at the price at which the Fund has valued the security.
 
  •  
Market Risk. There is a risk that the value of the Fund’s investments may decrease in response to expected, real or perceived economic, political or financial events in the U.S. or global markets. The frequency and magnitude of such changes in value cannot be predicted. Certain securities and other investments held by the Fund may experience increased volatility, illiquidity, or other potentially adverse effects in response to changing market conditions, inflation, changes in interest rates, trade disputes, changes in trade regulation or economic sanctions, elevated levels of government debt, internal unrest and discord, lack of liquidity in the bond or equity markets, volatility in the equity markets, market disruptions caused by local or regional events such as war, acts of terrorism, the spread of infectious illness (including epidemics and pandemics) or other public health issues, recessions, the threat or occurrence of a government shutdown, or other events or adverse investor sentiment or other political, regulatory, economic and social developments, and developments that impact specific economic sectors, industries or
 
 
22   August 31, 2026 / PROSPECTUS
WILMINGTON REAL ASSET FUND
 
    segments of the market. These risks may be magnified if certain events or developments adversely interrupt the global supply chain; in these and other circumstances, such risks might affect companies worldwide due to increasingly interconnected global economies and financial markets. Market risk includes the risk that a particular style of investing, such as growth or value, may underperform the market generally.
 
  •   Master Limited Partnerships (“MLPs”) Risk. Investing in MLPs entails risks related to fluctuations in energy prices, decreases in the supply of, or demand for, energy commodities, decreases in demand for MLPs in rising interest rate environments, unique tax consequences due to the partnership structure and potentially limited liquidity.
 
  •   Mortgage-Backed and Asset-Backed Securities Risk. Through its investments in mortgage-backed securities, the Fund may have some exposure to subprime loans, as well as to the mortgage and credit markets generally. Subprime loans, which are loans made to borrowers with weakened credit histories, have had in many cases higher default rates than loans that meet government underwriting requirements. The credit quality of most asset-backed securities depends primarily on the credit quality of the assets underlying such securities, how well the entity issuing the security is insulated from the credit risk of the originator or any other affiliated entities, and the amount and quality of any credit enhancement of the securities.
 
  •   Multi-Manager Risk. The investment styles employed by sub-advisors may not be complementary. The multi-manager approach could result in a high level of portfolio turnover, resulting in higher brokerage expenses and increased tax liability from the Fund’s realization of capital gains.
 
  •   Natural Resources Risk. Investments in companies that own or develop natural resources (e.g., exploring, mining, refining), or supply goods and services to such companies (e.g., drilling, processing, transporting, fabricating) expose the Fund to the greater volatility of the markets for these companies’ products, and to international economic, political and regulatory influences that frequently affect the operation of these companies.
 
  •   Prepayment Risk. The risk that a mortgage-backed or other asset-backed security may be paid off and proceeds delivered to a Fund earlier than anticipated. Prepayment risk is more prevalent during periods of falling interest rates.
 
  •   Real Estate-Related Risk. Investments in real estate (generally REITs) expose the Fund to the risks of owning real estate directly, such as market-specific conditions (economic, supply/demand imbalances), creditworthiness of the issuer, quality of property management, and changing interest rates. Investing in REITs and REIT-
   
like entities involves certain unique risks in addition to those risks associated with investing in the real estate industry in general. REITs and REIT-like entities are dependent upon management skill, may not be diversified, and are subject to heavy cash flow dependency and self-liquidation. REITs and REIT-like entities also are subject to the possibility of failing to qualify for tax free pass-through of income. Also, because REITs and REIT-like entities typically are invested in a limited number of projects or in a particular market segment, these entities are more susceptible to adverse developments affecting a single project or market segment than more broadly diversified investments.
 
  •   Stock Market Risk. The value of equity securities in the Fund’s portfolio will fluctuate and, as a result, the Fund’s Share price may decline suddenly or over a sustained period of time.
 
  •   Structured Note Risk. The value of these notes will rise or fall in response to changes in the underlying commodity or related index. These notes expose the Fund to movements in commodity prices. These notes also are subject to risks, such as credit, market and interest rate risks, that in general affect the values of debt securities. These notes are often leveraged, increasing the volatility of each note’s market value relative to changes in the underlying commodity, commodity futures contract or commodity index. Therefore, at the maturity of the note, the Fund may receive more or less principal than it originally invested. The Fund might receive interest payments on the note that are more or less than the stated coupon interest payments.
 
  •   Swap Agreement Risk. With respect to an uncleared swap (i.e., negotiated bilaterally and traded OTC between the two parties), the Fund bears the risk of loss of the amount expected to be received under a swap agreement in the event of the default or bankruptcy of a swap agreement counterparty. Under certain market conditions, swap agreements also may be considered to be illiquid. In addition, the Fund may enter into swap agreements that involve a limited number of counterparties, which may increase the Fund’s exposure to counterparty credit risk. Further, there is a risk that no suitable counterparties are willing to enter into, or continue to enter into, transactions with the Fund and, as a result, the Fund may not be able to achieve its investment goal. In the case of a cleared swap (i.e., transacted through a futures commission merchant (an “FCM”) and cleared through a clearinghouse that serves as a central counterparty (e.g., certain credit default swaps)), there is also a risk of loss by the fund of the margin deposits posted with the FCM in the event of the FCM’s bankruptcy.
 
  •  
Underlying Funds’ Risk. The investment performance of the Fund is affected by the investment performance of the Underlying Funds in which it invests. The ability of the Fund to achieve its investment goal depends on the
 
 
PROSPECTUS / August 31, 2026     23  
WILMINGTON REAL ASSET FUND
 
    ability of the Underlying Funds to meet their investment goals and on the decisions of WTIA, as the Fund’s principal Sub-Advisor, regarding the allocation of the Fund’s assets among the Underlying Funds. There can be no assurance that the investment goal of the Fund or any Underlying Fund will be achieved. Through its investments in Underlying Funds, the Fund is subject to the risks of the Underlying Funds’ investments. Certain of the risks of the Underlying Funds’ investments are described above. In addition, both the Fund and the Underlying Funds in which it invests bear fees and expenses, so investment in the Fund may be subject to certain duplicate expenses. WTIA is subject to certain conflicts of interest in choosing the Underlying Funds in which the Fund may invest.
As with any mutual fund investment, loss of money is a risk of investing. An investment in the Fund is not a deposit in a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Performance Information
The bar chart and table immediately following show the variability of the Fund’s returns and are meant to provide some indication of the risks of investing in the Fund by showing changes in the Fund’s performance from year to year, with respect to its Class I Shares, and by showing how the Fund’s average annual total returns for 1, 5 and 10 years compare with those of broad measures of market performance. The table also shows the Real Asset Blended Index and the Bloomberg Commodity Index, which are additional indices with characteristics relevant to the Fund. The Fund’s past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future. Updated performance information is available at www.wilmingtonfunds.com.
Annual Total Returns – Class I Shares
 
LOGO
 
Best Quarter
10.69%
3/31/2019
 
Worst Quarter
(21.48)%
3/31/2020
  
The Fund’s Class I Shares total return for the six-month period from January 1, 2026 to June 30, 2026 was 11.48%. For Class A Shares, the average annual total returns in the table below include the maximum Class A sales charge of 5.50%, which is normally deducted when you purchase shares.
Average Annual Total Returns
(For the periods ended December 31, 2025)
 
    1 Year     5 Years     10 Years  
       
Class I Shares
                        
       
Return Before Taxes
     12.84%       5.88%       5.00%  
       
Return After Taxes on Distributions*
     9.82%       3.59%       3.44%  
       
Return After Taxes on Distributions and Sale of Fund Shares*
     7.67%       3.58%       3.25%  
       
Class A Shares
                        
       
Return Before Taxes
     6.38%       4.43%       4.14%  
       
MSCI ACWI Index (Net) (reflects no deductions for fees, expenses or taxes)
     22.34%       11.19%       11.71%  
       
Bloomberg U.S. Aggregate Bond Index (reflects no deductions for fees, expenses or taxes)
     7.30%       (0.36)%       2.01%  
       
Real Asset Blended Index (reflects no deductions for fees, expenses or taxes)**
     15.77%       10.63%       5.72%  
       
Bloomberg Commodity Index (reflects no deductions for fees, expenses or taxes)
     13.25%       6.05%       5.28%  
 
*   After-tax returns depend on your tax situation and may differ from those shown in the preceding table. When after-tax returns are calculated, it is assumed that the shareholder was in the highest individual federal marginal income tax bracket at the time of each distribution of income or capital gains or upon redemption. State and local income taxes are not reflected in the calculations. Please note that after-tax returns are not relevant for a shareholder who holds Fund shares in a tax-advantaged account, such as an individual retirement account or a 401(k) plan.
 
 
24   August 31, 2026 / PROSPECTUS
WILMINGTON REAL ASSET FUND
 
**   The Real Asset Blended Index is calculated by the investment advisor and is currently based on a weighting of the following indices: 50.0% S&P Developed Property Index, 50.0% Bloomberg Commodity Index (Total Return) and 0% Bloomberg Barclays U.S. Tips Index.
Management of the Fund
Investment Advisor
Wilmington Funds Management Corporation
Investment Sub-Advisors
Principal Sub-Advisor – Wilmington Trust Investment Advisors, Inc. (“WTIA”)
Other Sub-Advisor – Parametric Portfolio Associates LLC (“Parametric”)
 
Portfolio Managers   Title  
Service Date
(with the Fund)
Matthew D. Glaser   Executive Vice President and Head of Equity and Non-Traditional Investments at WTIA   2017
Jordan Strauss, CFA   Senior Vice President and Portfolio Manager at WTIA   2015
Jennifer Mihara   Managing Director, Head of Equity Fund Management at Parametric   2024
Xiaozhen Li   Executive Director, Large Case Custom Core Portfolio Management at Parametric   2024
Ben Davis   Managing Director, Global Head of Research at Parametric   2025
Purchase and Sale of Fund Shares
Requests to purchase or redeem Fund Shares are processed on each day that the New York Stock Exchange (“NYSE”) is open for business. You may purchase or redeem Shares by contacting the Fund at 1-800-836-2211. If you invest through a financial intermediary, please contact that intermediary regarding purchase and redemption procedures.
 
Minimum Initial Investment Amount (Class A):*    $ 1,000  
Minimum Initial Investment Amount (Class I):*    $ 100,000  
Minimum Subsequent Investment Amount (all classes):    $ 25  
 
*   Other restrictions may apply. See “Purchasing Shares” in the Prospectus for further information.
The minimum initial and subsequent investment amounts may be waived or lowered from time to time.
Tax Information
The distributions you receive from the Fund are taxable and generally will be taxed as ordinary income, capital gains, or some combination of both, unless you are investing through a tax-advantaged arrangement, such as a 401(k) plan or an individual retirement account, in which case your distributions may be taxed as ordinary income when withdrawn from the tax-advantaged account.
Additional Payments to Other Financial Intermediaries
If you purchase the Fund through a broker-dealer or other financial intermediary (such as a bank), the Fund and its related companies (such as the Advisor) may pay the intermediary for the sale of Fund shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson to recommend the Fund over another investment. Ask your sales person or visit your financial intermediary’s website for more information.
 
 
PROSPECTUS / August 31, 2026     25  
WILMINGTON BROAD MARKET BOND FUND SUMMARY
Investment Goal
The Fund seeks to provide current income and secondarily, capital growth.
Fees and Expenses
This table describes the fees and expenses that you may pay if you buy and hold the Fund’s Class A Shares and Class I Shares. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below. You may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $100,000 in the Wilmington Funds. More information about these and other discounts is available from your financial professional and in the Fund’s prospectus in the section entitled “How are shares priced?” on page 76 of this prospectus.
Shareholder Fees
(Fees paid directly from your investment)
 
     Class A      Class I  
Maximum Sales Charge (Load) Imposed on Purchases
(as a percentage of offering price)
      4.50%        None  
Maximum Deferred Sales Charge (Load)      None        None  
Maximum Sales Charge (Load) Imposed on Reinvested Dividends (and other Distributions)      None        None  
Redemption Fee      None        None  
Exchange Fee      None        None  
Annual Fund Operating Expenses
(Expenses that you pay each year as a percentage of the value of your investment)
 
     Class A      Class I  
Management Fee      0.45%        0.45%  
Distribution and/or Service (12b-1) Fees      0.25%        None  
Other Expenses      0.36%        0.11%  
Total Annual Fund Operating Expenses      1.06%        0.56%  
Fee Waivers and/or Expense Reimbursements(1)      (0.38)%        (0.13)%  
Total Annual Fund Operating Expenses After Fee Waiver/Expense Reimbursement      0.68%        0.43%  
 
(1)   The Fund’s Advisor, distributor and shareholder services provider have agreed to waive their fees and/or reimburse expenses so that the total annual fund operating expenses paid by the Fund’s Class A Shares and Class I Shares will not exceed 0.68% and 0.43%, respectively, not including the effects of acquired fund fees and expenses, taxes, extraordinary expenses, brokerage commissions and interest. This waiver may be amended or withdrawn after August 31, 2027, or with the agreement of the Fund’s Board of Trustees.
Example
This Example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds.
The Example assumes that you invest $10,000 in the Fund’s Class A Shares and Class I Shares for the time periods indicated and then redeem all of your Shares at the end of those periods. The Example also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same and that the fee waivers/expense reimbursements remain in place for the contractual period. Although your actual costs and returns may be higher or lower, based on these assumptions your costs would be:
 
    1 Year     3 Years     5 Years     10 Years  
Class A
        
Expenses assuming redemption
   $ 516     $ 736     $ 973     $ 1,653  
Class I
        
Expenses assuming redemption
   $ 44     $ 166     $ 300     $ 689  
Portfolio Turnover
The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 26% of the average value of its portfolio.
Principal Investment Strategies of the Fund
The Fund seeks to achieve its investment goal by investing primarily in U.S. investment grade corporate and government fixed income securities, including mortgage and asset backed securities. Under normal circumstances, the Fund invests at least 80% of the value of its net assets in fixed income securities. The Fund’s investment advisor will generally select investment grade fixed income securities and unrated securities determined to be of comparable quality, but also may invest up to 5% of the Fund’s total assets in lower-rated debt securities (“junk bonds”). The Fund seeks to maintain a dollar-weighted average maturity of four to ten years. However, the dollar-weighted average maturity of the Fund’s investments will vary depending on market conditions.
 
 
26   August 31, 2026 / PROSPECTUS
WILMINGTON BROAD MARKET BOND FUND
 
“Broad Market” refers to the broad fixed income universe from which the Fund may select investments, rather than to any single fixed income sector, issuer type, maturity range, duration profile, credit quality, or investment style. The broad fixed income universe may include, among others, U.S. Government obligations, corporate debt securities, mortgage-backed securities, asset-backed securities, municipal securities, and other debt obligations. The term is intended to describe the breadth of the Fund’s eligible fixed income opportunity set and does not require exposure to all segments of that universe at any given time.
In selecting securities for the Fund, the investment advisor considers a security’s credit quality, capital appreciation potential, maturity and yield to maturity. The investment advisor will monitor changing economic conditions and trends, including interest rates, and may sell securities in anticipation of an increase in interest rates or purchase securities in anticipation of a decrease in interest rates.
Principal Risks of Investing in the Fund
All mutual funds take investment risks. Therefore, it is possible to lose money by investing in the Fund. The primary factors that may reduce the Fund’s returns include:
 
  •   Active Trading Risk. The Fund may trade securities actively, which could increase its transaction costs (thereby lowering its performance) and increase the amount of taxes that you pay.
 
  •   Call Risk. Issuers of securities may redeem the securities prior to maturity at a price below their current market value.
 
  •   Changing Fixed Income Market Conditions Risk. Interest rates have changed due to changes in Federal Reserve Bank (FRB) monetary policy actions, as well as the monetary policy responses of other central banks around the world. In addition, decreases in fixed income dealer market-making capacity may also potentially lead to heightened volatility and reduced liquidity in the fixed income markets. As a result, the value of the Fund’s investments and share price may decline. Changes in central bank policies could also result in higher than normal shareholder redemptions, which could potentially increase portfolio turnover and the Fund’s transaction costs.
 
  •   Credit Risk. There is a possibility that issuers of securities in which the Fund invests may default in the payment of interest or principal on the securities when due, which would cause the Fund to lose money.
 
  •   Interest Rate Risk. The risk posed by the fact that prices of fixed income securities rise and fall inversely in response to interest rate changes. For instance, a rise in interest rate causes a fall in the value of a fixed income security. In addition, this risk increases with the length of the maturity of the fixed income security. Accordingly, the yield earned by a Fund will vary with changes in interest rates. Also, when interest rates fall, the price of
 
mortgage-backed securities may not rise to as great an extent as that of other fixed income securities. Duration is a measure of the expected life of a debt security that is used to determine the sensitivity of the security’s price to changes in interest rates. Generally, the longer the Fund’s duration, the more sensitive the Fund will be to changes in interest rates.
 
  •   Liquidity Risk. The risk that certain securities may be difficult or impossible for a Fund to sell or dispose of at the price at which the Fund has valued the security.
 
  •   Market Risk. There is a risk that the value of the Fund’s investments may decrease in response to expected, real or perceived economic, political or financial events in the U.S. or global markets. The frequency and magnitude of such changes in value cannot be predicted. Certain securities and other investments held by the Fund may experience increased volatility, illiquidity, or other potentially adverse effects in response to changing market conditions, inflation, changes in interest rates, trade disputes, changes in trade regulation or economic sanctions, elevated levels of government debt, internal unrest and discord, lack of liquidity in the bond markets, market disruptions caused by local or regional events such as war, acts of terrorism, the spread of infectious illness (including epidemics and pandemics) or other public health issues, recessions, the threat or occurrence of a government shutdown, or other events or adverse investor sentiment or other political, regulatory, economic and social developments, and developments that impact specific economic sectors, industries or segments of the market. These risks may be magnified if certain events or developments adversely interrupt the global supply chain; in these and other circumstances, such risks might affect companies worldwide due to increasingly interconnected global economies and financial markets.
 
  •   Mortgage-Backed and Asset-Backed Securities Risk. Through its investments in mortgage-backed securities, the Fund may have some exposure to subprime loans, as well as to the mortgage and credit markets generally. Subprime loans, which are loans made to borrowers with weakened credit histories, have had in many cases higher default rates than loans that meet government underwriting requirements. The credit quality of most asset-backed securities depends primarily on the credit quality of the assets underlying such securities, how well the entity issuing the security is insulated from the credit risk of the originator or any other affiliated entities, and the amount and quality of any credit enhancement of the securities.
 
  •  
Non-Investment Grade Securities (Junk Bonds) Risk. High-yield bonds, which are rated below investment grade and are typically referred to as junk bonds, are generally more exposed to credit risk than investment grade securities. These securities are generally higher-yielding and higher-risk than investment grade, fixed
 
 
PROSPECTUS / August 31, 2026     27  
WILMINGTON BROAD MARKET BOND FUND
 
    income securities and are issued by entities whose ability to pay interest and principal on the debt in a timely manner is considered questionable.
 
  •   Prepayment Risk. The risk that a mortgage-backed or other asset-backed security may be paid off and proceeds delivered to a Fund earlier than anticipated. Prepayment risk is more prevalent during periods of falling interest rates.
As with any mutual fund investment, loss of money is a risk of investing. An investment in the Fund is not a deposit in a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Performance Information
The bar chart and table immediately following show the variability of the Fund’s returns and are meant to provide some indication of the risks of investing in the Fund by showing changes in the Fund’s performance from year to year, with respect to its Class I Shares, and by showing how the Fund’s average annual total returns for 1, 5 and 10 years compare with those of a broad measure of market performance. The Fund’s past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future. Updated performance information is available at www.wilmingtonfunds.com.
Annual Total Returns – Class I Shares
 
LOGO
 
Best Quarter
6.49%
12/31/2023
 
Worst Quarter
(5.49)%
3/31/2022
  
The Fund’s Class I Shares total return for the six-month period from January 1, 2026 to June 30, 2026 was 0.41%. For Class A Shares the average annual total returns in the table below include the maximum Class A sales charge of 4.50%, which is normally deducted when you purchase shares.
Average Annual Total Returns
(For the periods ended December 31, 2025)
 
    1 Year     5 Years     10 Years  
       
Class I Shares
                        
       
Return Before Taxes
     6.81%       (0.26)%       1.97%  
       
Return After Taxes on Distributions*
     5.20%       (1.44)%       0.86%  
       
Return After Taxes on Distributions and Sale of Fund Shares*
     4.01%       (0.71)%       1.03%  
       
Class A Shares
                        
       
Return Before Taxes
     1.79%       (1.48)%       1.16%  
       
Bloomberg Barclays U.S. Aggregate Bond Index (reflects no deduction for fees, expenses or taxes)
     7.30%       (0.36)%       2.01%  
 
*   After-tax returns depend on your tax situation and may differ from those shown in the preceding table. When after-tax returns are calculated, it is assumed that the shareholder was in the highest individual federal marginal income tax bracket at the time of each distribution of income or capital gains or upon redemption. State and local income taxes are not reflected in the calculations. Please note that after-tax returns are not relevant for a shareholder who holds Fund shares in a tax-advantaged account, such as an individual retirement account or a 401(k) plan.
Management of the Fund
Investment Advisor
Wilmington Funds Management Corporation
Investment Sub-Advisor
Wilmington Trust Investment Advisors, Inc. (“WTIA”)
 
Portfolio Managers   Title  
Service Date
(with the Fund)
Wilmer C. Stith, III, CFA   Senior Vice President and Portfolio Manager at WTIA   1996
John W. Cranford, CFA, CIPM   Senior Vice President and Portfolio Manager at WTIA   2024
Purchase and Sale of Fund Shares
Requests to purchase or redeem Fund Shares are processed on each day that the New York Stock Exchange (“NYSE”) is open for business. You may purchase or redeem Shares by contacting the Fund at 1-800-836-2211. If you invest through a financial intermediary, please contact that intermediary regarding purchase and redemption procedures.
 
Minimum Initial Investment Amount (Class A):*    $ 1,000  
Minimum Initial Investment Amount (Class I):*    $ 100,000  
Minimum Subsequent Investment Amount (all share classes):    $ 25  
 
*   Other restrictions may apply. See “Purchasing Shares” in the Prospectus for further information.
The minimum initial and subsequent investment amounts may be waived or lowered from time to time.
 
 
28   August 31, 2026 / PROSPECTUS
WILMINGTON BROAD MARKET BOND FUND
 
Tax Information
The distributions you receive from the Fund are taxable and generally will be taxed as ordinary income, capital gains, or some combination of both, unless you are investing through a tax-advantaged arrangement, such as a 401(k) plan or an individual retirement account, in which case your distributions may be taxed as ordinary income when withdrawn from the tax-advantaged account.
Additional Payments to Other Financial Intermediaries
If you purchase the Fund through a broker-dealer or other financial intermediary (such as a bank), the Fund and its related companies (such as the Advisor) may pay the intermediary for the sale of Fund shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson to recommend the Fund over another investment. Ask your sales person or visit your financial intermediary’s website for more information.
 
 
PROSPECTUS / August 31, 2026     29  
WILMINGTON MUNICIPAL BOND FUND SUMMARY
Investment Goal
The Fund seeks a high level of income exempt from federal income tax, consistent with the preservation of capital.
Fees and Expenses
This table describes the fees and expenses that you may pay if you buy and hold the Fund’s Class A Shares and Class I Shares. “Acquired Fund Fees and Expenses” are expenses incurred indirectly by the Fund through its ownership of shares in other investment companies. They are not direct costs paid by Fund shareholders and are not used to calculate the Fund’s net asset value. They have no impact on the costs associated with fund operations. Acquired Fund Fees and Expenses are not included in the Fund’s financial statements, which provide a clearer picture of a fund’s actual operating costs. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below. You may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $100,000 in the Wilmington Funds. More information about these and other discounts is available from your financial professional and in the Fund’s prospectus in the section entitled “How are shares priced?” on page 76 of this prospectus.
Shareholder Fees
(Fees paid directly from your investment)
 
     Class A      Class I  
Maximum Sales Charge (Load) Imposed on Purchases
(as a percentage of offering price)
      4.50%        None  
Maximum Deferred Sales Charge (Load)      None        None  
Maximum Sales Charge (Load) Imposed on Reinvested Dividends (and other Distributions)      None        None  
Redemption Fee      None        None  
Exchange Fee      None        None  
Annual Fund Operating Expenses
(Expenses that you pay each year as a percentage of the value of your investment)
 
     Class A      Class I  
Management Fee      0.45%        0.45%  
Distribution and/or Service (12b-1) Fees      0.25%        None  
Other Expenses      0.40%        0.15%  
Total Annual Fund Operating Expenses      1.10%        0.60%  
Fee Waivers and/or Expense Reimbursements(1)      (0.38)%        (0.13)%  
Total Annual Fund Operating Expenses After Fee Waiver/Expense Reimbursement      0.72%        0.47%  
 
(1)   The Fund’s Advisor, distributor and shareholder services provider have agreed to waive their fees and/or reimburse expenses so that the total annual fund operating expenses paid by the Fund’s Class A Shares and Class I Shares will not exceed 0.72% and 0.47%, respectively (not including the effects of acquired fund fees and expenses, taxes, extraordinary expenses, brokerage commissions and interest). This waiver may be amended or withdrawn after August 31, 2027, or with the agreement of the Fund’s Board of Trustees.
Example
This Example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds.
The Example assumes that you invest $10,000 in the Fund’s Class A Shares and Class I Shares for the time periods indicated and then redeem all of your Shares at the end of those periods. The Example also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same and that the fee waivers/expense reimbursements remain in place for the contractual period. Although your actual costs and returns may be higher or lower, based on these assumptions your costs would be:
 
    1 Year     3 Years     5 Years     10 Years  
Class A
        
Expenses assuming redemption
   $ 520     $ 748     $ 994     $ 1,697  
Class I
        
Expenses assuming redemption
   $ 48     $ 179     $ 322     $ 738  
Portfolio Turnover
The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or
 
 
30   August 31, 2026 / PROSPECTUS
WILMINGTON MUNICIPAL BOND FUND
 
in the example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 12% of the average value of the portfolio.
Principal Investment Strategies of the Fund
Under normal circumstances, the Fund invests at least 80% of the value of its net assets in municipal securities that provide interest exempt from federal income tax. However, the income on these securities may be subject to the federal alternative minimum tax (“AMT”). The Fund may invest up to 20% of its assets in other types of fixed income securities that provide income that is subject to federal income tax. Additionally, the Fund may invest in exchange-traded funds (“ETFs”). The Fund generally invests in securities rated in the top four categories by a rating agency such as Moody’s Investors Service, Inc. (“Moody’s”) or Standard & Poor’s Corporation (“S&P”) or if unrated, determined by the investment advisor to be of comparable quality, but also may invest up to 10% of the Fund’s total assets in lower-rated debt securities (“junk bonds”). The Fund seeks to maintain a weighted average maturity of three to ten years. However, the Fund has no maturity restrictions on individual issues, and the weighted average maturity of the Fund’s portfolio will vary depending on market conditions.
The Fund may invest more than 25% of its assets in securities relating to one political subdivision, such as any state or U.S. territory. The Fund may focus its investments in sectors of the municipal securities market, such as healthcare or housing. There are no limitations on the Fund’s investment in any one of the three general categories of municipal obligations: general obligation bonds, special revenue bonds and private activity bonds.
In selecting securities, the Fund’s investment advisor focuses on credit analysis, the relative values of different sectors of the market, geographic diversity and securities with different and potentially advantageous structures. The investment advisor seeks to construct a portfolio with substantially the same interest rate exposure as the Standard & Poor’s Investment Grade Intermediate Municipal Bond Index, and does not select securities based on forecasts of interest rates.
Principal Risks of Investing in the Fund
All mutual funds take investment risks. Therefore, it is possible to lose money by investing in the Fund. The primary factors that may reduce the Fund’s returns include:
 
  •   Alternative Minimum Tax Risk. Although the interest received from municipal securities generally is exempt from federal income tax, the Fund may invest a portion of its total assets in municipal securities subject to the federal alternative minimum tax. Accordingly, investment in the Fund could cause noncorporate shareholders to be subject to (or result in an increased liability under) the federal alternative minimum tax.
  •   Call Risk. Issuers of callable securities may redeem the securities prior to maturity at a price below their current market value.
 
  •   Changing Fixed Income Market Conditions Risk. Interest rates have changed due to changes in Federal Reserve Bank (FRB) monetary policy actions, as well as the monetary policy responses of other central banks around the world. In addition, decreases in fixed income dealer market-making capacity may also potentially lead to heightened volatility and reduced liquidity in the fixed income markets. As a result, the value of the Fund’s investments and share price may decline. Changes in central bank policies could also result in higher than normal shareholder redemptions, which could potentially increase portfolio turnover and the Fund’s transaction costs.
 
  •   Credit Risk. There is a possibility that issuers of securities in which the Fund invests may default in the payment of interest or principal on the securities when due, which would cause the Fund to lose money.
 
  •   Exchange-Traded Funds (“ETFs”) Risk. An investment in an ETF generally presents the same primary risks as an investment in a conventional fund (i.e., one that is not exchange-traded) that has the same investment objectives, strategies, and policies. The price of an ETF can fluctuate up or down, and a Fund could lose money investing in an ETF if the prices of the securities owned by the ETF go down. In addition, ETFs may be subject to the following risks that do not apply to conventional funds: (i) the market price of an ETF’s shares may trade above or below their net asset value; (ii) an active trading market for an ETF’s shares may not develop or be maintained; or (iii) trading of an ETF’s shares may be halted if the listing exchange’s officials deem such action appropriate, the shares are delisted from the exchange, or the activation of market-wide “circuit breakers” (which are tied to large decreases in stock prices) halts stock trading generally.
 
  •   Interest Rate Risk. The risk posed by the fact that prices of fixed income securities rise and fall inversely in response to interest rate changes. For instance, a rise in interest rate causes a fall in the value of a fixed income security. In addition, this risk increases with the length of the maturity of the fixed income security. Accordingly, the yield earned by a Fund will vary with changes in interest rates. Also, when interest rates fall, the price of mortgage-backed securities may not rise to as great an extent as that of other fixed income securities. Duration is a measure of the expected life of a debt security that is used to determine the sensitivity of the security’s price to changes in interest rates. Generally, the longer the Fund’s duration, the more sensitive the Fund will be to changes in interest rates.
 
  •   Liquidity Risk. The risk that certain securities may be difficult or impossible for a Fund to sell or dispose of at the price at which the Fund has valued the security.
 
 
PROSPECTUS / August 31, 2026     31  
WILMINGTON MUNICIPAL BOND FUND
 
  •   Market Risk. There is a risk that the value of the Fund’s investments may decrease in response to expected, real or perceived economic, political or financial events in the U.S. or global markets. The frequency and magnitude of such changes in value cannot be predicted. Certain securities and other investments held by the Fund may experience increased volatility, illiquidity, or other potentially adverse effects in response to changing market conditions, inflation, changes in interest rates, trade disputes, changes in trade regulation or economic sanctions, elevated levels of government debt, internal unrest and discord, lack of liquidity in the bond markets, market disruptions caused by local or regional events such as war, acts of terrorism, the spread of infectious illness (including epidemics and pandemics) or other public health issues, recessions, the threat or occurrence of a government shutdown, or other events or adverse investor sentiment or other political, regulatory, economic and social developments, and developments that impact specific economic sectors, industries or segments of the market.
 
  •   Municipal Securities Risk. The Fund will likely be impacted by events tied to the overall municipal securities markets. Those markets can be volatile and significantly affected by unfavorable legislative or political developments and adverse changes in the financial conditions of municipal securities issuers and the economy. Further, a fund that invests in the securities of a particular bond market sector (e.g., healthcare, housing or one political subdivision) is subject to the risk that adverse circumstances will have a greater impact on the fund than a fund that does not make such sector investments. It is possible that economic, business or political developments or other changes affecting one security in the sector will affect other securities in that sector in the same manner, thereby increasing the risk of such investments.
 
  •   Non-Investment Grade Securities (Junk Bonds) Risk. High-yield bonds, which are rated below investment grade and are typically referred to as junk bonds, are generally more exposed to credit risk than investment grade securities. These securities are generally higher-yielding and higher-risk than investment grade, fixed income securities and are issued by entities whose ability to pay interest and principal on the debt in a timely manner is considered questionable.
 
  •   Prepayment Risk. The risk that certain municipal securities may be paid off and proceeds delivered to a Fund earlier than anticipated. Prepayment risk is more prevalent during periods of falling interest rates.
 
  •   Tax Risk. Failure of a municipal security to meet certain legal requirements may cause the interest received and distributed by the Fund to shareholders to be taxable, which could result in a decline in the security’s, and therefore the Fund’s, value.
As with any mutual fund investment, loss of money is a risk of investing. An investment in the Fund is not a deposit in a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Performance Information
The bar chart and table immediately following show the variability of the Fund’s returns and are meant to provide some indication of the risks of investing in the Fund by showing changes in the Fund’s performance from year to year, with respect to its Class I Shares, and by showing how the Fund’s average annual total returns for 1, 5 and 10 years compare with those of a broad measure of market performance. The table also shows the Standard & Poor’s Intermediate Municipal Bond Index and the Standard & Poor’s Municipal Bond Investment Grade Intermediate Index, which are additional indices with characteristics relevant to the Fund. The Fund’s past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future. Updated performance information is available at www.wilmingtonfunds.com.
Annual Total Returns – Class I Shares
 
LOGO
 
Best Quarter
6.53%
12/31/2023
 
  
Worst Quarter
(6.07)%
3/31/2022
  
The Fund’s Class I Shares total return for the six-month period from January 1, 2026 to June 30, 2026 was 1.20%. For Class A Shares the average annual total returns in the table below include the maximum Class A sales charge of 4.50%, which is normally deducted when you purchase shares.
 
 
32   August 31, 2026 / PROSPECTUS
WILMINGTON MUNICIPAL BOND FUND
 
Average Annual Total Returns
(For the periods ended December 31, 2025)
 
    1 Year     5 Years     10 Years  
       
Class I Shares
                        
       
Return Before Taxes
     4.82%       0.82%       1.83%  
       
Return After Taxes on Distributions*
     4.79%       0.80%       1.74%  
       
Return After Taxes on Distributions and Sale of Fund Shares*
     3.94%       1.12%       1.87%  
       
Class A Shares
                        
       
Return Before Taxes
     (0.09)%       (0.36)%       1.10%  
       
Standard & Poor’s Municipal Bond Index (reflects no deductions for fees, expenses or taxes)
     3.77%       0.84%       2.27%  
       
Standard & Poor’s Intermediate Municipal Index (reflects no deduction for fees, expenses or taxes)
     5.50%       1.20%       2.42%  
       
Standard & Poor’s Municipal Bond Investment Grade Intermediate Index (reflects no deductions for fees, expenses or taxes)
     5.55%       1.13%       2.34%  
 
*   After-tax returns depend on your tax situation and may differ from those shown in the preceding table. When after-tax returns are calculated, it is assumed that the shareholder was in the highest individual federal marginal income tax bracket at the time of each distribution of income or capital gains or upon redemption. State and local income taxes are not reflected in the calculations. Please note that after-tax returns are not relevant for a shareholder who holds Fund shares in a tax-advantaged account, such as an individual retirement account or a 401(k) plan.
Management of the Fund
Investment Advisor
Wilmington Funds Management Corporation (“WFMC”)
Investment Sub-Advisor
Wilmington Trust Investment Advisors, Inc.
 
Portfolio Managers   Title  
Service Date
(with the Fund)
Jason Hannon, CFA   Senior Vice President, Head of Municipal Fixed Income at WTIA   2019
John J. Malloy, Jr.   Senior Vice President and Senior Municipal Portfolio Manager at WTIA   2011
Purchase and Sale of Fund Shares
Requests to purchase or redeem Fund Shares are processed on each day that the New York Stock Exchange (“NYSE”) is open for business. You may purchase or redeem Shares by contacting the Fund at 1-800-836-2211. If you invest through a financial intermediary, please contact that intermediary regarding purchase and redemption procedures.
 
Minimum Initial Investment Amount (Class A):*    $ 1,000  
Minimum Initial Investment Amount (Class I):*    $ 100,000  
Minimum Subsequent Investment Amount (all share classes):    $ 25  
 
*   Other restrictions may apply. See “Purchasing Shares” in the Prospectus for further information.
The minimum initial and subsequent investment amounts may be waived or lowered from time to time.
Tax Information
The distributions you receive from the Fund primarily are exempt from regular federal income tax. A portion of these distributions, however, may be subject to federal AMT and state and local taxes. The Fund may also make distributions that are taxable to you as ordinary income or capital gains.
Additional Payments to Other Financial Intermediaries
If you purchase the Fund through a broker-dealer or other financial intermediary (such as a bank), the Fund and its related companies (such as the Advisor) may pay the intermediary for the sale of Fund shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson to recommend the Fund over another investment. Ask your sales person or visit your financial intermediary’s website for more information.
 
 
PROSPECTUS / August 31, 2026     33  
WILMINGTON NEW YORK MUNICIPAL BOND FUND SUMMARY
Investment Goal
The Fund seeks to provide current income that is exempt from both federal and New York personal income taxes.
Fees and Expenses
This table describes the fees and expenses that you may pay if you buy and hold the Fund’s Class A Shares and Class I Shares. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below. You may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $100,000 in the Wilmington Funds. More information about these and other discounts is available from your financial professional and in the Fund’s prospectus in the section entitled “How are shares priced?” on page 76 of this prospectus.
Shareholder Fees
(Fees paid directly from your investment)
 
     Class A      Class I  
Maximum Sales Charge (Load) Imposed on Purchases
(as a percentage of offering price)
      4.50%        None  
Maximum Deferred Sales Charge (Load)      None        None  
Maximum Sales Charge (Load) Imposed on Reinvested Dividends (and other Distributions)      None        None  
Redemption Fee      None        None  
Exchange Fee      None        None  
Annual Fund Operating Expenses
(Expenses that you pay each year as a percentage of the value of your investment)
 
     Class A      Class I  
Management Fee      0.45%        0.45%  
Distribution and/or Service (12b-1) Fees      0.25%        None  
Other Expenses      1.04%        0.79%  
Total Annual Fund Operating Expenses      1.74%        1.24%  
Fee Waivers and/or Expense Reimbursements(1)      (0.93)%        (0.68)%  
Total Annual Fund Operating Expenses After Fee Waiver/Expense Reimbursement      0.81%        0.56%  
 
(1)   The Fund’s Advisor, distributor and shareholder services provider have agreed to waive their fees and/or reimburse expenses so that the total annual fund operating expenses paid by the Fund’s Class A Shares and Class I Shares will not exceed 0.81% and 0.56%, respectively, not including the effects of acquired fund fees and expenses, taxes, extraordinary expenses, commissions and interest. This waiver may be amended or withdrawn after August 31, 2027, or with the agreement of the Fund’s Board of Trustees.
Example
This Example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds.
The Example assumes that you invest $10,000 in the Fund’s Class A Shares, and Class I Shares for the time periods indicated and then redeem all of your Shares at the end of those periods. The Example also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same and that the fee waivers/expense reimbursements remain in place for the contractual period. Although your actual costs and returns may be higher or lower, based on these assumptions your costs would be:
 
    1 Year     3 Years     5 Years     10 Years  
Class A
        
Expenses assuming redemption
   $ 529     $ 887     $ 1,268     $ 2,336  
Class I
        
Expenses assuming redemption
   $ 57     $ 326     $ 616     $ 1,440  
Portfolio Turnover
The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 8% of the average value of its portfolio.
Principal Investment Strategies of the Fund
The Fund seeks to achieve its investment goal, under normal circumstances, by investing its net assets so that at least 80% of the income it distributes will be exempt from federal regular income tax and personal income tax imposed by the State of New York and New York municipalities. However, the income on these securities may be subject to the federal alternative minimum tax (“AMT”). The Fund generally invests in investment grade municipal securities. The Fund seeks to maintain a weighted average maturity of three to ten years. However, the Fund has no maturity restrictions on individual issues, and the weighted average maturity of the Fund’s portfolio will vary depending on market conditions.
In selecting securities, the Fund’s investment advisor focuses on credit analysis, the relative values of different sectors of the market, geographic diversity and securities with different and potentially advantageous structures. The
 
 
34   August 31, 2026 / PROSPECTUS
WILMINGTON NEW YORK MUNICIPAL BOND FUND
 
investment advisor seeks to construct a portfolio with substantially the same interest rate exposure as the Standard & Poor’s Investment Grade Intermediate Municipal Bond Index, and does not select securities based on forecasts of interest rates.
Principal Risks of Investing in the Fund
All mutual funds take investment risks. Therefore, it is possible to lose money by investing in the Fund. The primary factors that may reduce the Fund’s returns include:
 
  •   Alternative Minimum Tax Risk. Although the interest received from municipal securities generally is exempt from federal income tax, the Fund may invest a portion of its total assets in municipal securities subject to the federal alternative minimum tax. Accordingly, investment in the Fund could cause noncorporate shareholders to be subject to (or result in an increased liability under) the federal alternative minimum tax.
 
  •   Call Risk. Issuers of callable securities may redeem the securities prior to maturity at a price below their current market value.
 
  •   Changing Fixed Income Market Conditions Risk. Interest rates have changed due to changes in Federal Reserve Bank (FRB) monetary policy actions, as well as the monetary policy responses of other central banks around the world. In addition, decreases in fixed income dealer market-making capacity may also potentially lead to heightened volatility and reduced liquidity in the fixed income markets. As a result, the value of the Fund’s investments and share price may decline. Changes in central bank policies could also result in higher than normal shareholder redemptions, which could potentially increase portfolio turnover and the Fund’s transaction costs.
 
  •   Credit Risk. There is a possibility that issuers of securities in which the Fund invests may default in the payment of interest or principal on the securities when due, which would cause the Fund to lose money.
 
  •   Interest Rate Risk. The risk posed by the fact that prices of fixed income securities rise and fall inversely in response to interest rates changes. For instance, a rise in interest rate causes a fall in the value of a fixed income security. In addition, this risk increases with the length of the maturity of the fixed income security. Accordingly, the yield earned by a Fund will vary with changes in interest rates. Also, when interest rates fall, the price of mortgage-backed securities may not rise to as great an extent as that of other fixed income securities. Duration is a measure of the expected life of a debt security that is used to determine the sensitivity of the security’s price to changes in interest rates. Generally, the longer the Fund’s duration, the more sensitive the Fund will be to changes in interest rates.
  •   Liquidity Risk. The risk that certain securities may be difficult or impossible for a Fund to sell or dispose of at the price at which the Fund has valued the security.
 
  •   Market Risk. There is a risk that the value of the Fund’s investments may decrease in response to expected, real or perceived economic, political or financial events in the U.S. or global markets. The frequency and magnitude of such changes in value cannot be predicted. Certain securities and other investments held by the Fund may experience increased volatility, illiquidity, or other potentially adverse effects in response to changing market conditions, inflation, changes in interest rates, trade disputes, changes in trade regulation or economic sanctions, elevated levels of government debt, internal unrest and discord, lack of liquidity in the bond markets, market disruptions caused by local or regional events such as war, acts of terrorism, the spread of infectious illness (including epidemics and pandemics) or other public health issues, recessions, the threat or occurrence of a government shutdown, or other events or adverse investor sentiment or other political, regulatory, economic and social developments, and developments that impact specific economic sectors, industries or segments of the market.
 
  •   Municipal Securities Risk. The Fund will likely be impacted by events tied to the overall municipal securities markets. Those markets can be volatile and significantly affected by unfavorable legislative or political developments and adverse changes in the financial conditions of municipal securities issuers and the economy. Further, a fund that invests in the securities of a particular bond market sector (e.g., healthcare, housing or one political subdivision) is subject to the risk that adverse circumstances will have a greater impact on the fund than a fund that does not make such sector investments. It is possible that economic, business or political developments or other changes affecting one security in the sector will affect other securities in that sector in the same manner.
 
  •   New York Investment Risk. The Fund will be more susceptible to any economic, business, political or other developments which generally affect securities issued by New York issuers. The economy of New York state is large and diverse, from agriculture, manufacturing and high technology in upstate counties to advertising, finance and banking in New York City. Any major changes to the financial conditions of New York City, however, would ultimately have an effect on the state.
 
  •   Tax Risk. Failure of a municipal security to meet certain legal requirements may cause the interest received and distributed by the Fund to shareholders to be taxable, which could result in a decline in the security’s, and therefore the Fund’s, value.
 
 
PROSPECTUS / August 31, 2026     35  
WILMINGTON NEW YORK MUNICIPAL BOND FUND
 
As with any mutual fund investment, loss of money is a risk of investing. An investment in the Fund is not a deposit in a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.
Performance Information
The bar chart and table immediately following show the variability of the Fund’s returns and are meant to provide some indication of the risks of investing in the Fund by showing changes in the Fund’s performance from year to year, with respect to its Class I Shares, and by showing how the Fund’s average annual total returns for 1, 5 and 10 years compare with those of a broad measure of market performance. The table also shows the Standard & Poor’s Intermediate Municipal Bond Index and the Standard & Poor’s Intermediate Term New York AMT-Free Municipal Bond Index, which are additional indices with characteristics relevant to the Fund. The Fund’s past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future. Updated performance information is available at www.wilmingtonfunds.com.
Annual Total Returns – Class I Shares
 
LOGO
 
Best Quarter
6.30%
12/31/2023
 
Worst Quarter
(5.76)%
3/31/2022
  
The Fund’s Class I Shares total return for the six-month period from January 1, 2026 to June 30, 2026 was 0.89%. For Class A Shares, the average annual total returns in the table below include the maximum Class A sales charge of 4.50%, which is normally deducted when you purchase shares.
Average Annual Total Returns
(For the periods ended December 31, 2025)
 
    1 Year     5 Years     10 Years  
       
Class I Shares
                        
       
Return Before Taxes
     4.46%       0.67%       1.59%  
       
Return After Taxes on Distributions*
     4.44%       0.65%       1.47%  
       
Return After Taxes on Distributions and Sale of Fund Shares*
     3.59%       0.95%       1.62%  
       
Class A Shares
                        
       
Return Before Taxes
     (0.48)%       (0.50)%       0.86%  
       
Standard & Poor’s Municipal Bond Index (reflects no deductions for fees, expenses or taxes)
     3.77%       0.84%       2.27%  
       
Standard & Poor’s Intermediate Municipal Index (reflects no deduction for fees, expenses or taxes)
     5.50%       1.20%       2.42%  
       
Standard & Poor’s Intermediate Term New York AMT-Free Municipal Bond Index (reflects no deductions for fees, expenses or taxes)
     4.50%       1.35%       2.12%  
 
*   After-tax returns depend on your tax situation and may differ from those shown in the preceding table. When after-tax returns are calculated, it is assumed that the shareholder was in the highest individual federal marginal income tax bracket at the time of each distribution of income or capital gains or upon redemption. State and local income taxes are not reflected in the calculations. Please note that after-tax returns are not relevant for a shareholder who holds Fund shares in a tax-advantaged account, such as an individual retirement account or a 401(k) plan.
Management of the Fund
Investment Advisor
Wilmington Funds Management Corporation (“WFMC’’)
Investment Sub-Advisor
Wilmington Trust Investment Advisors, Inc.
 
Portfolio Managers   Title  
Service Date
(with the Fund)
Jason Hannon, CFA   Senior Vice President, Head of Municipal Fixed Income at WTIA   2019
John J. Malloy, Jr.   Senior Vice President and Senior Municipal Portfolio Manager at WTIA   2012
Purchase and Sale of Fund Shares
Requests to purchase or redeem Fund Shares are processed on each day that the New York Stock Exchange (“NYSE”) is open for business. You may purchase or redeem Shares by contacting the Fund at 1-800-836-2211. If you invest
 
 
36   August 31, 2026 / PROSPECTUS
WILMINGTON NEW YORK MUNICIPAL BOND FUND
 
through a financial intermediary, please contact that intermediary regarding purchase and redemption procedures.
 
Minimum Initial Investment Amount (Class A):*    $ 1,000  
Minimum Initial Investment Amount (Class I):*    $ 100,000  
Minimum Subsequent Investment Amount (all share classes):    $ 25  
 
*   Other restrictions may apply. See “Purchasing Shares” in the Prospectus for further information.
The minimum initial and subsequent investment amounts may be waived or lowered from time to time.
Tax Information
The distributions you receive from the Fund primarily are exempt from regular federal income tax and, for residents of New York, state income tax. A portion of these distributions, however, may be subject to federal AMT. The Fund may also make distributions that are taxable to you as ordinary income or capital gains.
Additional Payments to Other Financial Intermediaries
If you purchase the Fund through a broker-dealer or other financial intermediary (such as a bank), the Fund and its related companies (such as the Advisor) may pay the intermediary for the sale of Fund shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson to recommend the Fund over another investment. Ask your sales person or visit your financial intermediary’s website for more information.
 
 
PROSPECTUS / August 31, 2026     37  
WILMINGTON U.S. GOVERNMENT MONEY MARKET FUND SUMMARY
Investment Goal
The Fund seeks to provide current income while maintaining liquidity and stability of principal.
Fees and Expenses
This table describes the fees and expenses that you may pay if you buy and hold the Fund’s Preferred Institutional Class Shares, Institutional Class Shares, Select Class Shares, Administrative Class Shares and Service Class Shares. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below.
Shareholder Fees
(Fees paid directly from your investment)
 
   
Preferred
Institutional
Class
    
Institutional
Class
    
Select
Class
    
Administrative
Class
    
Service
Class
  
Maximum Sales Charge (Load) Imposed on Purchases
(as a percentage of offering price)
     None       None       None       None       None  
Maximum Deferred Sales Charge (Load)     None       None       None       None       None  
Maximum Sales Charge (Load) Imposed on Reinvested Dividends (and other Distributions)     None       None       None       None       None  
Redemption Fee     None       None       None       None       None  
Exchange Fee     None       None       None       None       None  
Annual Fund Operating Expenses
(Expenses that you pay each year as a percentage of the value of your investment)
 
   
Preferred
Institutional
Class
    
Institutional
Class
    
Select
Class
    
Administrative
Class
    
Service
Class
  
Management Fee     0.15%       0.15%       0.15%       0.15%       0.15%  
Distribution and/or Service (12b-1) Fees     None       None       None       0.25%       0.25%  
Other Expenses     0.06%       0.16%       0.31%       0.31%       0.31%  
Total Annual Fund Operating Expenses     0.21%       0.31%       0.46%       0.71%       0.71%  
Fee Waivers and/or Expense
Reimbursements(1)
     (0.05)%       (0.06)%       (0.14)%       (0.11)%       (0.05)%  
Total Annual Fund Operating Expenses After Fee Waiver/Expense Reimbursement     0.16%       0.25%       0.32%       0.60%       0.66%  
 
(1)   The Fund’s Advisor, distributor and shareholder services provider have agreed to waive their fees and/or reimburse expenses so that the total annual fund operating expenses paid by the Fund’s Preferred Institutional, Institutional, Select, Administrative and Service Class Shares will not exceed 0.16%, 0.25%, 0.32%, 0.60% and 0.66%, respectively, not including acquired fund fees and expenses, taxes, extraordinary expenses, brokerage commissions and interest. This waiver may be amended or withdrawn after August 31, 2027, or with the agreement of the Fund’s Board of Trustees.
Example
This Example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds.
The Example assumes that you invest $10,000 in the Fund’s Preferred Institutional Class Shares, Institutional Class Shares, Select Class Shares, Administrative Class Shares, and Service Class Shares for the time periods indicated and then redeem all of your Shares at the end of those periods. The Example also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same and that the fee waivers/expense reimbursements remain in place for the contractual period. Although your actual costs and returns may be higher or lower, based on these assumptions your costs would be:
 
    1 Year     3 Years     5 Years     10 Years  
Preferred Institutional Class
   $ 16     $ 63     $ 113     $ 263  
Institutional Class
   $ 26     $ 94     $ 168     $ 387  
Select Class
   $ 33     $ 133     $ 244     $ 566  
Administrative Class
   $ 61     $ 216     $ 384     $ 872  
Service Class
   $ 67     $ 222     $ 390     $ 878  
 
 
38   August 31, 2026 / PROSPECTUS
WILMINGTON U.S. GOVERNMENT MONEY MARKET FUND
 
Principal Investment Strategies of the Fund
The Fund operates as a “Government Money Market Fund,” as defined in Rule 2a-7 under the Investment Company Act of 1940, as amended. This means that the Fund invests at least 99.5% of its total assets in (1) U.S. government securities, (2) repurchase agreements that are collateralized fully by U.S. government securities or cash, (3) cash, and/or (4) other money market mutual funds that operate as Government Money Market Funds. Under normal circumstances, the Fund invests at least 80% of its net assets in U.S. government securities and repurchase agreements that are fully collateralized by U.S. government securities. A U.S. government security generally means any security issued or guaranteed as to principal or interest by the United States, or by a person controlled or supervised by and acting as an instrumentality of the government of the United States. In contrast to the Fund’s 99.5% policy, the Fund’s 80% policy does not include cash or repurchase agreements collateralized by cash. While the Board of Trustees may elect to impose a fee upon the sale of your shares, the Board has not elected to do so at this time. Should the Board elect to do so, such change would only become effective after shareholders were provided with specific advance notice of the change in the Fund’s policy and provided with the opportunity to redeem their shares in accordance with Rule 2a-7 before the policy change became effective.
In selecting securities for the Fund, the investment advisor considers factors such as current yield, the anticipated level of interest rates, and the maturity of the instrument relative to the maturity of the entire Fund. In addition, the Fund may purchase only securities that meet certain SEC requirements relating to maturity, diversification and credit quality, and must meet certain SEC requirements relating to portfolio liquidity. Under these requirements, the Fund’s securities must have remaining maturities of 397 calendar days or less, and the Fund must have a dollar-weighted average maturity of 60 calendar days or less and a dollar-weighted average life of 120 calendar days or less.
Principal Risks of Investing in the Fund
You could lose money by investing in the Fund. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. An investment in the Fund is not a bank account, is not a deposit of M&T Bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The investment advisor is not required to reimburse the Fund for losses, and you should not expect that the investment advisor will provide financial support to the Fund at any time, including during periods of market stress.
The primary factors that may reduce the Fund’s returns include:
 
  •   Changing Fixed Income Market Conditions Risk. Interest rates have changed due to changes in Federal
   
Reserve Bank (FRB) monetary policy actions, as well as the monetary policy responses of other central banks around the world. In addition, decreases in fixed income dealer market-making capacity may also potentially lead to heightened volatility and reduced liquidity in the fixed income markets. As a result, the value of the Fund’s investments may decline. Changes in central bank policies could also result in higher than normal shareholder redemptions, which could potentially increase portfolio turnover and the Fund’s transaction costs.
 
  •   Credit Risk. There is a possibility that issuers of securities in which the Fund invests may default in the payment of interest or principal on the securities when due, which would cause the Fund to lose money.
 
  •   Interest Rate Risk. The risk posed by the fact that prices of fixed income securities rise and fall inversely in response to interest rate changes. For instance, a rise in interest rate causes a fall in the value of a fixed income security. In addition, this risk increases with the length of the maturity of the fixed income security. Accordingly, the yield earned by a Fund will vary with changes in interest rates. A decline in interest rates may cause issuers to prepay higher-yielding securities held by the Fund, resulting in the Fund reinvesting in securities with lower or negative yields, which may cause a decline in its income. A low interest rate environment may prevent the Fund from providing a positive yield or paying Fund expenses out of current income and could impair the Fund’s ability to maintain a stable NAV. Recent and potential future changes in government policy may affect interest rates, which may have unpredictable effects on markets, may result in heightened market volatility and may detract from the Fund’s ability to achieve its investment objective. Duration is a measure of the expected life of a debt security that is used to determine the sensitivity of the security’s price to changes in interest rates. Generally, the longer the Fund’s duration, the more sensitive the Fund will be to changes in interest rates.
 
  •   Investments in Other Money Market Mutual Funds Risk. To the extent that the Fund invests in shares of other money market mutual funds, its performance is directly tied to the performance of such other funds. If one of these other money market mutual funds fails to meet its objective, the Fund’s performance could be negatively affected. In addition, Fund shareholders will pay a proportionate share of the fees and expenses of such other money market mutual funds (including applicable management, administration and custodian fees) as well as the Fund’s direct expenses. Any such other money market mutual fund will not charge any front-end sales loads, contingent deferred sales charges or Rule 12b-1 fees.
 
  •  
Market Risk. There is a risk that the value of the Fund’s investments may decrease in response to expected, real or perceived economic, political or financial events in the
 
 
PROSPECTUS / August 31, 2026     39  
WILMINGTON U.S. GOVERNMENT MONEY MARKET FUND
 
    U.S. or global markets. The frequency and magnitude of such changes in value cannot be predicted. Certain securities and other investments held by the Fund may experience increased volatility, illiquidity, or other potentially adverse effects in response to changing market conditions, inflation, changes in interest rates, trade disputes, changes in trade regulation or economic sanctions, elevated levels of government debt, internal unrest and discord, lack of liquidity in the bond markets, market disruptions caused by local or regional events such as war, acts of terrorism, the spread of infectious illness (including epidemics and pandemics) or other public health issues, recessions, the threat or occurrence of a government shutdown, or other events or adverse investor sentiment or other political, regulatory, economic and social developments, and developments that impact specific economic sectors, industries or segments of the market.
 
  •   Repurchase Agreements Risk. A repurchase agreement exposes the Fund to the risk that the party that sells the security may default on its obligation to repurchase it. The Fund may lose money if it cannot sell the security at the agreed-upon time and price or the security loses value before it can be sold.
 
  •   U.S. Government Securities Risk. Not all obligations of the U.S. government, its agencies and instrumentalities are backed by the full faith and credit of the United States. Some obligations are backed only by the credit of the issuing agency or instrumentality, and in some cases there may be some risk of default by the issuer. Even if a security is backed by the U.S. Treasury or the full faith and credit of the United States, such guarantee applies only to the timely payment of interest and principal. Neither the U.S. government nor its agencies guarantees the market value of their securities, and interest rate changes, prepayments and other factors may affect the value of U.S. government securities.
Performance Information
The bar chart and table immediately following show the variability of the Fund’s returns and are meant to provide some indication of the risks of investing in the Fund by showing changes in the Fund’s performance from year to year, with respect to its Service Class, and by showing the Fund’s average annual total returns for 1, 5 and 10 years. The table shows returns for the Fund’s indexes, the iMoneyNet, Inc. Government and Agency Retail Average and the iMoneyNet, Inc. Government and Agency Institutional Average, which have characteristics relevant to the Fund. The Fund’s past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future. Updated performance information is available at www.wilmingtonfunds.com.
Annual Total Returns – Service Class Shares
 
LOGO
 
Best Quarter
1.18%
3/31/2024
 
Worst Quarter
0.00%
3/31/2022
  
The Fund’s Service Class Shares total return for the six-month period from January 1, 2026 to June 30, 2026 was 1.53%.
Average Annual Total Returns
(For the periods ended December 31, 2025)
 
    1 Year     5 Years    
10 Years
or Life of
Shares
  
       
Preferred Institutional Class Shares
                        
       
Return Before Taxes
     4.20%      
 N/A
  
    
 4.70%
 * 
       
Institutional Class Shares
                        
       
Return Before Taxes
     4.10%       3.10%       2.00%  
       
Select Class Shares
                        
       
Return Before Taxes
     4.03%       3.04%       1.94%  
       
Administrative Class Shares
                        
       
Return Before Taxes
     3.73%       2.84%       1.76%  
       
Service Class Shares
                        
       
Return Before Taxes
     3.70%       2.77%       1.67%  
       
iMoneyNet, Inc. Government and Agency Retail Average (reflects no deduction for taxes)
     4.52%       1.54%       0.93%  
       
iMoneyNet, Inc. Government and Agency
Institutional Average (reflects no deduction for taxes)
     4.75%       1.66%       1.06%  
 
*   The total return shown for the Preferred Institutional Class Shares is for the period beginning December 29, 2023 (commencement of operations). The total returns for same corresponding period for the iMoneyNet Inc. Government and Agency Retail Average and iMoneyNet Inc. Government and Agency Institutional Average were 4.20% and 4.43%, respectively.
 
 
40   August 31, 2026 / PROSPECTUS
WILMINGTON U.S. GOVERNMENT MONEY MARKET FUND
 
You may go to www.wilmingtonfunds.com or call the Fund at 1-800-836-2211 for the current 7-Day Net Yield.
Management of the Fund
Investment Advisor
Wilmington Funds Management Corporation
Investment Sub-Advisor
Wilmington Trust Investment Advisors, Inc.
Purchase and Sale of Fund Shares
Requests to purchase or redeem Fund Shares are processed on each day that the New York Stock Exchange (“NYSE”) is open for business. You may purchase or redeem Shares by contacting the Fund at 1-800-836-2211. If you invest through a financial intermediary, please contact that intermediary regarding purchase and redemption procedures.
On any day that the bond markets close early, such as days in advance of holidays or in the event of any emergency, the Fund reserves the right to advance the time NAV is determined and by which purchase, redemption, and exchange orders must be received on that day, to the time of such closing.
 
Minimum Initial Investment Amount (Service Class):*    $ 0  
Minimum Initial Investment Amount (Administrative Class):*    $ 1,000  
Minimum Initial Investment Amount (Select Class):*    $ 100,000  
Minimum Initial Investment Amount (Institutional Class):*    $ 2,500,000  
Minimum Initial Investment Amount (Preferred Institutional Class):*    $ 5,000,000  
Minimum Subsequent Investment Amount (all share classes except Service Class):†    $ 25  
 
*   Other restrictions may apply. See “Purchasing Shares’’ in the Prospectus for further information.
 
†   The minimum subsequent investment amount for Service Class shares is $0.
The minimum initial and subsequent investment amounts may be waived or lowered from time to time.
Tax Information
The distributions you receive from the Fund are taxable and generally will be taxed as ordinary income, unless you are investing through a tax-advantaged arrangement, such as a 401(k) plan or an individual retirement account, in which case your distributions may be taxed when withdrawn from the tax-advantaged account.
Additional Payments to Other Financial Intermediaries
If you purchase the Fund through a broker-dealer or other financial intermediary (such as a bank), the Fund and its related companies (such as the Advisor) may pay the intermediary for the sale of Fund shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson to recommend the Fund over another investment. Ask your sales person or visit your financial intermediary’s website for more information.
 
 
PROSPECTUS / August 31, 2026     41  
WILMINGTON U.S. TREASURY MONEY MARKET FUND SUMMARY
Investment Goal
The Fund seeks to provide current income while maintaining liquidity and stability of principal.
Fees and Expenses
This table describes the fees and expenses that you may pay if you buy and hold the Fund’s Preferred Institutional Class Shares, Institutional Class Shares, Select Class Shares, Administrative Class Shares and Service Class Shares. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below.
Shareholder Fees
(Fees paid directly from your investment)
 
   
Preferred
Institutional
Class
    
Institutional
Class
    
Select
Class
    
Administrative
Class
    
Service
Class
  
Maximum Sales Charge (Load) Imposed on Purchases
(as a percentage of offering price)
     None       None       None       None       None  
Maximum Deferred Sales Charge (Load)     None       None       None       None       None  
Maximum Sales Charge (Load) Imposed on Reinvested Dividends (and other Distributions)     None       None       None       None       None  
Redemption Fee     None       None       None       None       None  
Exchange Fee     None       None       None       None       None  
Annual Fund Operating Expenses
(Expenses that you pay each year as a percentage of the value of your investment)
 
   
Preferred
Institutional
Class
    
Institutional
Class
    
Select
Class
    
Administrative
Class
    
Service
Class
  
Management Fee     0.15%       0.15%       0.15%       0.15%       0.15%  
Distribution and/or Service (12b-1) Fees     None       None       None       0.25%       0.25%  
Other Expenses     0.07%       0.17%       0.32%       0.32%       0.32%  
Total Annual Fund Operating Expenses     0.22%       0.32%       0.47%       0.72%       0.72%  
Fee Waivers and/or Expense Reimbursements(1)     (0.06)%       (0.07)%       (0.15)%       (0.12)%       (0.06)%  
Total Annual Fund Operating Expenses After Fee Waiver/Expense Reimbursement     0.16%       0.25%       0.32%       0.60%       0.66%  
 
(1)   The Fund’s Advisor, distributor and shareholder services provider have agreed to waive their fees and/or reimburse expenses so that the total annual fund operating expenses paid by the Fund’s Preferred Institutional, Institutional, Select, Administrative, and Service Class Shares will not exceed 0.16%, 0.25%, 0.32%, 0.60% and 0.66%, respectively, not including acquired fund fees and expenses, taxes, extraordinary expenses, brokerage commissions and interest. This waiver may be amended or withdrawn after August 31, 2027 or with the agreement of the Fund’s Board of Trustees.
Example
This Example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds.
The Example assumes that you invest $10,000 in the Fund’s Preferred Institutional Class Shares, Institutional Class Shares, Select Class Shares, Administrative Class Shares and Service Class Shares for the time periods indicated and then redeem all of your Shares at the end of those periods. The Example also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same and that the fee waivers/expense reimbursements remain in place for the contractual period. Although your actual costs and returns may be higher or lower, based on these assumptions your costs would be:
 
    1 Year     3 Years     5 Years     10 Years  
Preferred Institutional Class
   $ 16     $ 65     $ 118     $ 274  
Institutional Class
   $ 26     $ 96     $ 173     $ 399  
Select Class
   $ 33     $ 136     $ 248     $ 577  
Administrative Class
   $ 61     $ 218     $ 389     $ 883  
Service Class
   $ 67     $ 224     $ 395     $ 889  
 
 
42   August 31, 2026 / PROSPECTUS
WILMINGTON U.S. TREASURY MONEY MARKET FUND
 
Principal Investment Strategies of the Fund
The Fund operates as a “Government Money Market Fund,” as defined in Rule 2a-7 under the Investment Company Act of 1940, as amended. This means that the Fund invests at least 99.5% of its total assets in (1) U.S. government securities, (2) repurchase agreements that are collateralized fully by U.S. government securities or cash, (3) cash, and/or (4) other money market mutual funds that operate as Government Money Market Funds. Under normal circumstances, the Fund invests at least 80% of its net assets in U.S. treasury securities and repurchase agreements that are fully collateralized by U.S. treasury securities. A U.S. treasury security generally means any security issued or guaranteed as to principal or interest by the U.S. Treasury and are supported by the full faith and credit of the United States. In contrast to the Fund’s 99.5% policy, the Fund’s 80% policy does not include cash or repurchase agreements collateralized by cash. While the Board of Trustees may elect to impose a fee upon the sale of your shares, the Board has not elected to do so at this time. Should the Board elect to do so, such change would only become effective after shareholders were provided with specific advance notice of the change in the Fund’s policy and provided with the opportunity to redeem their shares in accordance with Rule 2a-7 before the policy change became effective.
In selecting securities for the Fund, the investment advisor considers factors such as current yield, the anticipated level of interest rates, and the maturity of the instrument relative to the maturity of the entire Fund. In addition, the Fund may purchase only securities that meet certain SEC requirements relating to maturity, diversification and credit quality, and must meet certain SEC requirements relating to portfolio liquidity. Under these requirements, the Fund’s securities must have remaining maturities of 397 calendar days or less, and the Fund must have a dollar-weighted average maturity of 60 calendar days or less and a dollar-weighted average life of 120 calendar days or less.
Principal Risks of Investing in the Fund
You could lose money by investing in the Fund. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. An investment in the Fund is not a bank account, is not a deposit of M&T Bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The investment advisor is not required to reimburse the Fund for losses, and you should not expect that the investment advisor will provide financial support to the Fund at any time, including during periods of market stress.
The primary factors that may reduce the Fund’s returns include:
 
  •   Changing Fixed Income Market Conditions Risk. Interest rates have changed due to changes in Federal
   
Reserve Bank (FRB) monetary policy actions, as well as the monetary policy responses of other central banks around the world. In addition, decreases in fixed income dealer market-making capacity may also potentially lead to heightened volatility and reduced liquidity in the fixed income markets. As a result, the value of the Fund’s investments may decline. Changes in central bank policies could also result in higher than normal shareholder redemptions, which could potentially increase portfolio turnover and the Fund’s transaction costs.
 
  •   Credit Risk. There is a possibility that issuers of securities in which the Fund invests may default in the payment of interest or principal on the securities when due, which would cause the Fund to lose money.
 
  •   Interest Rate Risk. The risk posed by the fact that prices of fixed income securities rise and fall inversely in response to interest rate changes. For instance, a rise in interest rate causes a fall in the value of a fixed income security. In addition, this risk increases with the length of the maturity of the fixed income security. Accordingly, the yield earned by a Fund will vary with changes in interest rates. A decline in interest rates may cause issuers to prepay higher-yielding securities held by the Fund, resulting in the Fund reinvesting in securities with lower or negative yields, which may cause a decline in its income. A low interest rate environment may prevent the Fund from providing a positive yield or paying Fund expenses out of current income and could impair the Fund’s ability to maintain a stable NAV. Recent and potential future changes in government policy may affect interest rates, which may have unpredictable effects on markets, may result in heightened market volatility and may detract from the Fund’s ability to achieve its investment objective. Duration is a measure of the expected life of a debt security that is used to determine the sensitivity of the security’s price to changes in interest rates. Generally, the longer the Fund’s duration, the more sensitive the Fund will be to changes in interest rates.
 
  •   Investments in Other Money Market Mutual Funds Risk. To the extent that the Fund invests in shares of other money market mutual funds, its performance is directly tied to the performance of such other funds. If one of these other money market mutual funds fails to meet its objective, the Fund’s performance could be negatively affected. In addition, Fund shareholders will pay a proportionate share of the fees and expenses of such other money market mutual funds (including applicable management, administration and custodian fees) as well as the Fund’s direct expenses. Any such other money market mutual fund will not charge any front-end sales loads, contingent deferred sales charges or Rule 12b-1 fees.
 
  •  
Market Risk. There is a risk that the value of the Fund’s investments may decrease in response to expected, real or perceived economic, political or financial events in the
 
 
PROSPECTUS / August 31, 2026     43  
WILMINGTON U.S. TREASURY MONEY MARKET FUND
 
    U.S. or global markets. The frequency and magnitude of such changes in value cannot be predicted. Certain securities and other investments held by the Fund may experience increased volatility, illiquidity, or other potentially adverse effects in response to changing market conditions, inflation, changes in interest rates, trade disputes, changes in trade regulation or economic sanctions, elevated levels of government debt, internal unrest and discord, lack of liquidity in the bond markets, market disruptions caused by local or regional events such as war, acts of terrorism, the spread of infectious illness (including epidemics and pandemics) or other public health issues, recessions, the threat or occurrence of a government shutdown, or other events or adverse investor sentiment or other political, regulatory, economic and social developments, and developments that impact specific economic sectors, industries or segments of the market.
 
  •   Repurchase Agreements Risk. A repurchase agreement exposes the Fund to the risk that the party that sells the security may default on its obligation to repurchase it. The Fund may lose money if it cannot sell the security at the agreed-upon time and price or the security loses value before it can be sold.
 
  •   U.S. Government Securities Risk. Not all obligations of the U.S. government, its agencies and instrumentalities are backed by the full faith and credit of the United States. Some obligations are backed only by the credit of the issuing agency or instrumentality, and in some cases there may be some risk of default by the issuer. Even if a security is backed by the U.S. Treasury or the full faith and credit of the United States, such guarantee applies only to the timely payment of interest and principal. Neither the U.S. government nor its agencies guarantees the market value of their securities, and interest rate changes, prepayments and other factors may affect the value of U.S. government securities.
Performance Information
The bar chart and table immediately following show the variability of the Fund’s returns and are meant to provide some indication of the risks of investing in the Fund by showing changes in the Fund’s performance from year to year, with respect to its Service Class Shares, and by showing the Fund’s average annual total returns for 1, 5 and 10 years or life of the Fund. The table shows returns for the Fund’s indexes, the iMoneyNet, Inc. Treasury and Repo Retail Average and the iMoneyNet, Inc. Treasury and Repo Institutional Average, which have characteristics relevant to the Fund. The Fund’s past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future. Updated performance information is available at www.wilmingtonfunds.com.
Annual Total Returns – Service Class Shares
 
LOGO
 
Best Quarter
1.18%
3/31/2024
 
Worst Quarter
0.00%
12/31/2015
  
The Fund’s Service Class Shares total return for the six-month period from January 1, 2026 to June 30, 2026 was 1.63%.
Average Annual Total Returns
(For the periods ended December 31, 2025)
 
    1 Year     5 Years    
10 Years
or Life of
Shares
  
       
Preferred Institutional Class Shares
                        
       
Return Before Taxes
     4.18%       N/A       4.69% * 
       
Institutional Class Shares
                        
       
Return Before Taxes
     4.09%       3.09%       2.59% ** 
       
Select Class Shares
                        
       
Return Before Taxes
     4.01%       3.03%       1.93%  
       
Administrative Class Shares
                        
       
Return Before Taxes
     3.71%       2.84%       1.75%  
       
Service Class Shares
                        
       
Return Before Taxes
     3.93%       2.82%       1.70%  
       
iMoneyNet, Inc. Treasury and Repo Retail Average (reflects no deduction for taxes)
     4.43%       1.46%       0.90%  
       
iMoneyNet, Inc. Treasury and Repo Institutional Average (reflects no deduction for taxes)
     4.74%       1.66%       1.05%  
 
*   The total return shown for the Preferred Institutional Class Shares is for the period beginning December 29, 2023 (commencement of operations). The total returns for same corresponding period for the iMoneyNet Inc. Treasury and Repo Retail Average and iMoneyNet Inc. Treasury and Repo Institutional Average were 4.11% and 4.40%, respectively.
 
 
44   August 31, 2026 / PROSPECTUS
WILMINGTON U.S. TREASURY MONEY MARKET FUND
 
**   The total return shown for the Institutional Class Shares is for the period beginning October 16, 2019 (commencement of operations). The total returns for same corresponding period for the iMoneyNet Inc. Treasury and Repo Retail Average and iMoneyNet Inc. Treasury and Repo Institutional Average were 2.28% and 2.49%, respectively.
You may go to www.wilmingtonfunds.com or call the Fund at 1-800-836-2211 for the current 7-Day Net Yield.
Management of the Fund
Investment Advisor
Wilmington Funds Management Corporation
Investment Sub-Advisor
Wilmington Trust Investment Advisors, Inc.
Purchase and Sale of Fund Shares
Requests to purchase or redeem Fund Shares are processed on each day that the New York Stock Exchange (“NYSE”) is open for business. You may purchase or redeem Shares by contacting the Fund at 1-800-836-2211. If you invest through a financial intermediary, please contact that intermediary regarding purchase and redemption procedures.
On any day that the bond markets close early, such as days in advance of holidays or in the event of any emergency, the Fund reserves the right to advance the time NAV is determined and by which purchase, redemption, and exchange orders must be received on that day, to the time of such closing.
 
Minimum Initial Investment Amount (Service Class):*    $ 0  
Minimum Initial Investment Amount (Administrative Class):*    $ 1,000  
Minimum Initial Investment Amount (Select Class):*    $ 100,000  
Minimum Initial Investment Amount (Institutional Class):*    $ 500,000  
Minimum Initial Investment Amount (Preferred Institutional Class):*    $ 1,000,000  
Minimum Subsequent Investment Amount (all share classes except Service Class):†    $ 25  
 
*   Other restrictions may apply. See “Purchasing Shares” in the Prospectus for further information.
 
†   The minimum subsequent investment amount for Service Class shares is $0.
The minimum initial and subsequent investment amounts may be waived or lowered from time to time.
Tax Information
The distributions you receive from the Fund are taxable and generally will be taxed as ordinary income, unless you are investing through a tax-advantaged arrangement, such as a 401(k) plan or an individual retirement account, in which case your distributions may be taxed when withdrawn from the tax-advantaged account.
Additional Payments to Other Financial Intermediaries
If you purchase the Fund through a broker-dealer or other financial intermediary (such as a bank), the Fund and its related companies (such as the Advisor) may pay the intermediary for the sale of Fund shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson to recommend the Fund over another investment. Ask your sales person or visit your financial intermediary’s website for more information.
 
 
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ADDITIONAL INFORMATION ABOUT INVESTMENT GOALS, STRATEGIES AND RISKS OF THE FUNDS AND THE UNDERLYING FUNDS
 
The following pages describe the investment goal, strategies and risks of the Funds and the underlying funds. There can be no assurance that a Fund will achieve its goal. However, each Fund endeavors to do so by following the strategies and policies described in this prospectus. The investment goal of a Fund may only be changed upon the approval of a majority of the outstanding shares of the Fund. Certain investment strategies may be changed without shareholder approval, although a Fund will provide shareholders with at least 60 days prior written notice of a change in its 80% investment policy.
This prospectus of the Trust offers Shares of 10 Funds, including Class A Shares, Class I Shares, Preferred Institutional Class Shares, Institutional Class Shares, Select Class Shares, Administrative Class Shares and Service Class Shares.
WILMINGTON LARGE-CAP STRATEGY FUND
Investment Goal
The Fund seeks to achieve long-term capital appreciation.
Principal Investment Strategies of the Fund
Under normal circumstances, the Fund invests at least 80% of the value of its net assets in a diversified portfolio of U.S. equity (or equity-related) securities of large-cap companies (primarily common stocks). Large-cap companies are companies that have a market capitalization at least equal to that of the smallest company in the Russell 1000® Index $2.8 billion as of June 30, 2026), or at least equal to that of the smallest company expected to be included in the Russell 1000® Index after its next scheduled reconstitution.
The Fund’s investment advisor determines the tactical allocation of the Fund’s assets based on forecasts of asset risk and return profiles derived from a combination of fundamental quantitative and macroeconomic inputs. The tactical allocations may be based on one or more factors, such as economic sector, industry, investment style (e.g., growth or value), market capitalization (e.g., mega-cap or large/midcap), or security valuation measure (e.g., price/earnings ratio). Currently, the investment advisor’s tactical allocation will be based primarily on the industry sectors of the Fund’s benchmark index (Russell 1000® Index).
Once the investment advisor determines the tactical allocations, the sub-advisor builds a portfolio in accordance with the investment advisor’s allocation instructions. The sub-advisor uses quantitative models to construct a portfolio for the Fund. The sub-advisor invests in a representative sample of securities which are included in the Fund’s benchmark index (Russell 1000® Index) or another index of large-capitalization companies, weighted to reflect the investment
advisor’s tactical allocations. The return for each component of the portfolio is intended to correlate closely with the return for the corresponding component of the applicable benchmark index. The sub-advisor will use quantitative analytical tools to rebalance the portfolio and to make buy and sell decisions on individual securities. There is no assurance that the sub-advisor’s investment performance will equal or exceed that of the benchmark index.
From time to time the Fund may have a focused investment (i.e., investment exposure comprising more than 25% of its total assets) in one or more particular sectors. As of April 30, 2026, the Fund had a focused investment in the information technology sector.
Principal Risks of Investing in the Fund
All mutual funds take investment risks. Therefore, it is possible to lose money by investing in the Fund. The primary factors that may reduce the Fund’s returns include:
 
  •   Asset Allocation Risk
  •   Concentration Risk
  •   Information Technology Sector Risk
  •   Large Cap Stock Risk
  •   Market Risk
  •   Stock Market Risk
  •   Style/Sector/Factor Risk
WILMINGTON INTERNATIONAL FUND
Investment Goal
The Fund seeks to provide long-term capital appreciation, primarily through a diversified portfolio of non-U.S. equity securities.
Principal Investment Strategies of the Fund
The Fund seeks to achieve its investment goal by investing, under normal circumstances, at least 80% of the value of its net assets in a diversified portfolio of foreign securities including those domiciled in emerging markets. The Fund may invest in common stocks, preferred shares, depositary receipts, equity-linked instruments of all capitalizations, and exchange-traded funds (“ETFs”). The Fund invests primarily in the equity markets listed in the Morgan Stanley Capital International All Country World Index ex US (“MSCI ACWI ex-US Net”) Index, the benchmark against which the Fund measures the performance of its portfolio.
Subject to the oversight of the Board, Wilmington Funds Management Corporation (“WFMC” or the “Advisor”) seeks to achieve the Fund’s investment goal by retaining Wellington Management Company LLP (“Wellington”) to manage the Fund’s assets. The Advisor also engages Wilmington Trust Investment Advisors, Inc. (“WTIA”) to oversee Wellington, to monitor portfolio risk and, on a discretionary basis, to develop strategic exposure objectives and risk parameters for the Fund based on considerations such as macroeconomic outlook, relative valuation levels
 
 
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and volatility in the markets, market flows and market liquidity, and information relating to business cycles, as well as input from Wellington.
Based on the strategic exposure objectives and risk parameters established by WTIA, Wellington constructs an actively managed, diversified portfolio of foreign equity securities.
Based on the objectives and parameters developed by WTIA, Wellington will allocate and reallocate the portfolio among a selection of independent equity management teams within Wellington. Each team pursues its own investment strategy or style, such as geography/region, growth/value, market capitalization, event-driven, economic sector, industry, or valuation measure.
In combining equity management teams and strategies, Wellington uses a number of proprietary analytical tools, including market environments analysis, extreme events analysis, stress testing, and simulation analysis. Through the strategy selection process, Wellington seeks to construct a portfolio comprised of a diversified group of long-only equity strategies with differing investment approaches that provides an overall exposure, consistent with WTIA’s exposure objectives and risk parameters, comparable to the broader equity market and that reduces exposure to the risks typically associated with any single investment approach. The underlying Wellington equity management teams have complete discretion and responsibility for security selection and portfolio construction decisions within their respective portions of the Fund’s portfolio within the constraints of the Fund’s investment goal, strategies and restrictions. The Fund may engage in active and frequent trading as part of its principal investment strategy.
Principal Risks of Investing in the Fund
All mutual funds take investment risks. Therefore, it is possible to lose money by investing in the Fund. The primary factors that may reduce the Fund’s returns, include:
 
  •   Active Trading Risk
  •   Asset Allocation Risk
  •   Company Size Risk
  •   Country or Sector Risk
  •   Currency Risk
  •   Depositary Receipts Risk
  •   Emerging Market Countries Risk
  •   Exchange-Traded Funds (“ETFs”) Risk
  •   Foreign Investing Risk
  •   Forward Currency Exchange Contract Risk
  •   Growth Investing Risk
  •   Information Risk
  •   Market Risk
  •   Preferred Stocks Risk
  •   Stock Market Risk
  •   Style/Multi-Manager Risk
  •   Value Investing Risk
WILMINGTON ENHANCED DIVIDEND INCOME STRATEGY FUND
Investment Goal
The Fund seeks a high level of total return consistent with a moderate level of risk.
Principal Investment Strategies of the Fund
Under normal circumstances, the Fund invests at least 80% of the value of its net assets in securities that produce dividend income. The Fund’s strategy targets a portfolio level dividend yield of two times the S&P 500 dividend yield and seeks capital appreciation over a multi-year investment horizon principally through investments in U.S. large cap stocks, while maintaining low volatility versus the broader U.S. large-cap equity market. Volatility for purposes of the Fund’s investment objective is measured by beta, standard deviation, and/or down-market capture as compared to the U.S. large-cap equity market as measured by the Russell 1000® Value Index. Although the Fund’s strategy is focused principally on U.S. large cap stocks, the Fund may have holdings of non-U.S. and non-large cap stocks. The strategy also strives to minimize drawdowns during significant negative market environments.
Quantitative and qualitative elements are interwoven throughout the Sub-Advisor’s (Wilmington Trust Investment Advisors, Inc., or “WTIA”) process to identify high-quality, high-dividend paying purchase candidates for the portfolio. Quantitative screening and proprietary modeling defines, narrows, and prioritizes investment candidates for fundamental analysis. Quantitative screening criteria include, but are not limited to: minimum yield screening criteria versus the S&P 500 and dividend safety screening measures such as free cash flow and dividend reduction history.
Fundamental analysis is employed to further test the strength of investment candidates’ competitive positioning, financial condition, and alignment of management incentives. The portfolio is constructed based on a bottom-up methodology with a top-down overlay, using a team-based approach to select high-conviction portfolios with limited sector exposures and position sizing consisting of generally 35-55 positions. All positions are continually monitored, with performance measured both on an absolute and relative basis.
Principal Risks of Investing in the Fund
All mutual funds take investment risks. Therefore, it is possible to lose money by investing in the Fund. The primary factors that may reduce the Fund’s returns, include:
 
  •   Dividend Risk
  •   Information Risk
  •   Investment Style/Factor Risk
 
 
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ADDITIONAL INFORMATION ABOUT INVESTMENT GOALS, STRATEGIES AND RISKS OF THE FUNDS AND THE UNDERLYING FUNDS
 
  •   Large Cap Stock Risk
  •   Market Risk
  •   Sector Risk
  •   Stock Market Risk
WILMINGTON GLOBAL ALPHA EQUITIES FUND
Investment Goal
The Fund seeks to achieve long-term growth of capital with lower volatility than broader equity markets.
Principal Investment Strategies of the Fund
The Fund invests at least 80%, under normal circumstances, of the value of its net assets in equity securities. The Fund will invest in publicly-traded equity securities, including common stock, preferred stock and depositary receipts, of companies of all market capitalizations. The Fund may invest up to 70% of its assets in the equity securities of non-U.S. issuers, including companies that conduct their principal business activities in emerging markets or whose securities are traded principally on exchanges in emerging markets. The Fund may also invest in exchange-traded funds, futures contracts on broad-based equity indexes and other derivatives.
“Alpha” refers to the potential for returns that are attributable to active investment judgment, including investment research, manager selection, security selection, asset allocation, portfolio construction, risk management, or other investment techniques, as distinct from returns attributable solely to broad market movements. The term is intended to describe the Fund’s investment concept and does not imply that the Fund will achieve positive returns, outperform any benchmark, or avoid losses.
Wilmington Funds Management Corporation (“WFMC” or the “Advisor”) seeks to achieve the Fund’s investment goal by retaining Wellington Management Company LLP (“Wellington”), to manage the Fund’s assets. The Advisor also engages Wilmington Trust Investment Advisors, Inc. (“WTIA”) to oversee Wellington, to monitor portfolio risk and, on a discretionary basis, to develop strategic exposure objectives and risk parameters for the Fund based on considerations such as macroeconomic outlook, relative valuation levels and volatility in the markets, market flows and market liquidity, and information relating to business cycles, as well as input from Wellington.
Based on the strategic exposure objectives and risk parameters established by WTIA, Wellington constructs an actively managed, global and diversified portfolio of equity securities, and implements an index-based hedging strategy in an effort to reduce market exposure, moderate portfolio volatility and limit the severity of portfolio losses in times of market downturns.
Based on the objectives and parameters developed by WTIA, Wellington will allocate and reallocate the portfolio
among a selection of independent equity management teams within Wellington. Each team pursues its own investment strategy or style, such as geography/region, growth/value, market capitalization, event-driven, economic sector, industry, or valuation measure.
In combining equity management teams and strategies, Wellington uses a number of proprietary analytical tools, including market environments analysis, extreme events analysis, stress testing, and simulation analysis. Through the strategy selection process, Wellington seeks to construct a portfolio comprised of a diversified group of long-only equity strategies with differing investment approaches that provides an overall exposure, consistent with WTIA’s exposure objectives and risk parameters, comparable to the broader equity market and that reduces exposure to the risks typically associated with any single investment approach. The underlying Wellington equity management teams have complete discretion and responsibility for security selection and portfolio construction decisions within their respective portions of the Fund’s portfolio within the constraints of the Fund’s investment goal, strategies and restrictions. The Fund may engage in active and frequent trading as part of its principal investment strategy.
Wellington will implement the hedging strategy by investing a portion of the Fund’s net assets in futures contracts on broad-based equity indexes, the constituents of which include the types of securities in which the Fund invests directly, and in cash, cash equivalents and short-term debt instruments to satisfy applicable margin requirements for the Fund’s derivatives positions. The net market exposure (sum of long and synthetic short positions including cash) of the Fund is expected to range generally between 35% to 55% of the net asset value of the Fund, depending on WTIA’s analysis of prevailing market conditions, although the exposure may fall outside of this range. The Fund’s short exposure will be achieved through the use of equity index futures or other derivative exposures. Wellington may also invest in a variety of other derivative instruments, such as swaps, forwards, other futures contracts and options, in order to implement the hedging strategy, to hedge foreign currency risk, and to gain equity-like exposure in certain markets.
The strategies employed for the Fund by Wellington’s investment teams, as of the date of this Prospectus, are described below. One or all of the listed strategies can be replaced in the future, and certain strategies may not always be allocated a material portion of the Fund’s assets.
 
  •   Quality. The strategy focuses on issuers which the underlying portfolio management team views as having high quality characteristics such as sustainable dividend growth, alignment of management and shareholder interests, and/or without undue financial leverage or cyclicality. The portfolio team also considers whether a company has a positive approach to environmental, social and governance factors that it believes may have an economic impact on valuation.
 
 
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  •   Growth. Seeks to identify securities at attractive valuations of issuers with sustainable revenue growth, superior market position and/or which are market disruptors.
 
  •   Consistent Free Cash Flow. Seeks to invest in issuers that the team believes will be more stable than the market perceives, with a focus on areas where stability may be undervalued, such as small-cap securities, volatile sectors, disfavored geographies, and companies that do not meet the specific criteria of growth, quality, or value investors.
 
  •   Disciplined Management. Seeks to outperform by investing in equity securities of companies where good industry structure lowers the risk of profit disruption, excellence in capital allocation can create superior long-term returns, and market cycles create opportunities to buy companies at attractive prices.
 
  •   Income. The strategy seeks to capture return and above market dividend yield by buying securities which are undervalued with an emphasis on free cash-flow generation, earnings stability, and low financial leverage.
 
  •   Contrarian. The strategy reflects the belief that, due to misunderstood negative events, underappreciated industry structural changes or undervalued/badly managed corporate assets, the market can discount the prices of securities of issuers based on near term fundamentals. The strategy also reflects the view that the valuations of such securities for companies with strong balance sheets can normalize over the longer-term and have potential upside.
 
  •   Risk Management Overlay. Proprietary factor portfolio intended to outperform in environments where the fundamental managers in the portfolio may underperform, allowing the portfolio management team to further refine and manage the aggregate style factor exposures in the Fund.
 
  •   Quality Growth. Seeks to identify high quality companies, primarily which are located and/or conduct substantial business activities in China, with strong fundamentals, strong governance records, and a supportive macro environment. The team uses local expertise, knowledge of China’s distinctive economic cycle and policy framework, and proprietary fundamental research, including environmental, social, and governance analysis. This strategy typically represents less than 10% of the Fund’s holdings.
 
  •   Quality Value. Valuation-driven investment process seeking to identify Japanese companies with strong balance sheets and improving capital management and/or that the portfolio management team expects to benefit from corporate reforms in Japan. The team also considers environmental, social and governance factors that it believes may have an economic impact on valuation. This strategy typically represents less than 10% of the Fund’s holdings.
Principal Risks of Investing in the Fund
All mutual funds take investment risks. Therefore, it is possible to lose money by investing in the Fund. The primary factors that may reduce the Fund’s returns include:
 
  •   Active Trading Risk
  •   Asset Allocation Risk
  •   Company Size Risk
  •   Correlation Risk
  •   Counterparty Risk
  •   Country or Sector Risk
  •   Currency Risk
  •   Depositary Receipts Risk
  •   Derivatives Securities Risk
  •   Derivatives Tax Risk
  •   Emerging Market Countries Risk
  •   Event-Driven Trading Risk
  •   Exchange-Traded Funds (“ETFs”) Risk
  •   Foreign Investing Risk
  •   Forward Currency Exchange Contract Risk
  •   Growth Investing Risk
  •   Information Risk
  •   Leverage Risk
  •   Liquidity Risk
  •   Market Risk
  •   Multi-Manager Risk
  •   Natural Resources Risk
  •   Options and Futures Risk
  •   Over-the-Counter (“OTC”) Trading Risk
  •   Preferred Stocks Risk
  •   Stock Market Risk
  •   Swap Agreement Risk
  •   Valuation Risk
  •   Value Investing Risk
WILMINGTON REAL ASSET FUND
Investment Goal
The Fund seeks to achieve long-term preservation of capital with current income.
Principal Investment Strategies of the Fund
The Fund, under normal circumstances, invests at least 80% of the value of its net assets in “real return” assets consisting of (i) global inflation-protected debt securities, (ii) global real-estate related securities, and (iii) commodity/natural resource-related securities. Global inflation-protected debt securities may include foreign government securities.
The Fund considers a company to be a real estate company if at least 50% of its assets, gross income or net profits is derived from (i) development, ownership, leasing, financing, construction, management or sale of real estate or (ii) products and services that are related to the real estate industry, such as manufacturers and distributors of building supplies and financial institutions which issue or service mortgages.
 
 
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ADDITIONAL INFORMATION ABOUT INVESTMENT GOALS, STRATEGIES AND RISKS OF THE FUNDS AND THE UNDERLYING FUNDS
 
The Fund will invest in real estate companies, such as real estate investment trusts (“REITs”) that own property and mortgage REITs that make construction and development loans or invest in mortgage pools, or companies whose products and services relate to the real estate industry. The Fund may invest its assets in equity, debt or convertible securities of companies whose products and services are related to the real estate industry or in securities whose products and services are related to the real estate industry.
In order to gain exposure to the commodities markets without investing directly in physical commodities, the Fund invests in investment companies, exchange-traded funds (“ETFs”), structured notes, futures contracts, forward currency exchange contracts, currency futures and swap agreements. The Fund’s anticipated use of structured notes, futures contracts, forward currency exchange contracts, currency futures and swap agreements is expected to be frequent and may at times be substantial.
Wilmington Funds Management Corporation (“WFMC” or the “Advisor”) seeks to achieve the Fund’s investment goal by retaining sub-advisors to manage the Fund’s assets. The Advisor determines the overall tactical allocation for the Fund, and engages Wilmington Trust Investment Advisors, Inc. (“WTIA”) as the Fund’s principal Sub-Advisor, to allocate and reallocate assets of the Fund among the Fund’s sub-advisors. WTIA may invest directly in cash or cash equivalents and repurchase agreements secured by U.S. Government securities. The Fund may also invest in common stocks, preferred stocks and convertible securities of issuers in commodity-related industries to gain exposure to the commodities markets. The Fund may also invest in master limited partnerships (“MLPs”) indirectly through other investment vehicles, such as open-end investment companies.
The Fund’s principal Sub-Advisor, WTIA, determines the Fund’s asset allocation among the “real return” assets. WTIA anticipates allocating approximately up to 80% of the Fund’s assets in inflation-protected debt securities, up to 80% of the Fund’s assets in real estate-related securities and up to 60% of the Fund’s assets in commodity/natural resource-related securities. The allocations and/or actual holdings will vary from time to time.
The Fund utilizes a multi-manager strategy in which the principal Sub-Advisor, WTIA, allocates and reallocates varying portions of the Fund’s assets among a number of sub-advisors, or invests directly (up to 80% of the Fund’s net assets) in ETFs or other instruments in pursuit of the Fund’s investment strategies. Subject to the supervision of the Advisor, each sub-advisor acts independently from the others and utilizes its own distinct investment style in buying and selling securities within the constraints of the Fund’s investment goal, strategies and restrictions. The Fund may invest in securities of small-cap companies and may invest up to 55% of its assets in foreign securities. The Fund may engage in active and frequent trading as part of its principal investment strategy.
Principal Risks of Investing in the Fund
All mutual funds take investment risks. Therefore, it is possible to lose money by investing in the Fund. The primary factors that may reduce the Fund’s returns include:
 
  •   Active Trading Risk
  •   Asset Allocation Risk
  •   Call Risk
  •   Commodity-Related Risk
  •   Commodity Tax Risk
  •   Company Size Risk
  •   Credit Risk
  •   Derivatives Securities Risk
  •   Derivatives Tax Risk
  •   Exchange-Traded Funds (“ETFs”) Risk
  •   Foreign Investing Risk
  •   Forward Currency Exchange Contract Risk
  •   Futures Contracts Risk
  •   Inflation-Indexed Securities Risk
  •   Inflation-Indexed Securities Tax Risk
  •   Interest Rate Risk
  •   Leverage Risk
  •   Liquidity Risk
  •   Market Risk
  •   Master Limited Partnerships (“MLPs”) Risk
  •   Mortgage-Backed and Asset-Backed Securities Risk
  •   Multi-Manager Risk
  •   Natural Resources Risk
  •   Prepayment Risk
  •   Real Estate-Related Risk
  •   Stock Market Risk
  •   Structured Note Risk
  •   Swap Agreement Risk
  •   Underlying Funds Risk
WILMINGTON BROAD MARKET BOND FUND
Investment Goal
The Fund seeks to provide current income and secondarily, capital growth.
Principal Investment Strategies of the Fund
The Fund seeks to achieve its investment goal by investing primarily in U.S. investment grade corporate and government fixed income securities, including mortgage and asset backed securities. Under normal circumstances, the Fund invests at least 80% of the value of its net assets in fixed income securities. The Fund’s investment advisor will generally select investment grade fixed income securities and unrated securities determined to be of comparable quality, but also may invest up to 5% of the Fund’s total assets in lower-rated debt securities (“junk bonds”). The Fund seeks to maintain a dollar-weighted average maturity of four to ten years. However, the dollar-weighted average
 
 
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maturity of the Fund’s investments will vary depending on market conditions.
“Broad Market” refers to the broad fixed income universe from which the Fund may select investments, rather than to any single fixed income sector, issuer type, maturity range, duration profile, credit quality, or investment style. The broad fixed income universe may include, among others, U.S. Government obligations, corporate debt securities, mortgage-backed securities, asset-backed securities, municipal securities, and other debt obligations. The term is intended to describe the breadth of the Fund’s eligible fixed income opportunity set and does not require exposure to all segments of that universe at any given time.
In selecting securities for the Fund, the investment advisor considers a security’s credit quality, capital appreciation potential, maturity and yield to maturity. The investment advisor will monitor changing economic conditions and trends, including interest rates, and may sell securities in anticipation of an increase in interest rates or purchase securities in anticipation of a decrease in interest rates.
Principal Risks of Investing in the Fund
All mutual funds take investment risks. Therefore, it is possible to lose money by investing in the Fund. The primary factors that may reduce the Fund’s returns, include:
 
  •   Active Trading Risk
  •   Call Risk
  •   Changing Fixed Income Market Conditions Risk
  •   Credit Risk
  •   Interest Rate Risk
  •   Liquidity Risk
  •   Market Risk
  •   Mortgage-Backed and Asset-Backed Securities Risk
  •   Non-Investment Grade Securities (Junk Bonds) Risk
  •   Prepayment Risk
WILMINGTON MUNICIPAL BOND FUND
Investment Goal
The Fund seeks a high level of income exempt from federal income tax, consistent with the preservation of capital.
Principal Investment Strategies of the Fund
Under normal circumstances, the Fund invests at least 80% of the value of its net assets in municipal securities that provide interest exempt from federal income tax. However, the income on these securities may be subject to the federal alternative minimum tax (“AMT”). The Fund may also invest up to 20% of its assets in other types of fixed income securities that provide income that is subject to federal income tax. The Fund generally invests in securities rated in the top four categories by a rating agency such as Moody’s
Investors Service, Inc. (“Moody’s”) or Standard & Poor’s Corporation (“S&P”) or if unrated, determined by the investment advisor to be of comparable quality. The Fund seeks to maintain a weighted average maturity of three to ten years. However, the Fund has no maturity restrictions on individual issues, and the weighted average maturity of the Fund’s portfolio will vary depending on market conditions.
The Fund may invest more than 25% of its assets in securities relating to one political subdivision, such as any state or U.S. territory. The Fund may focus its investments in sectors of the municipal securities market, such as healthcare or housing. There are no limitations on the Fund’s investment in any one of the three general categories of municipal obligations: general obligation bonds, special revenue bonds and private activity bonds.
In selecting securities, the Fund’s investment advisor focuses on credit analysis, the relative values of different sectors of the market, geographic diversity and securities with different and potentially advantageous structures. The investment advisor seeks to construct a portfolio with substantially the same interest rate exposure as the Standard & Poor’s Investment Grade Intermediate Municipal Bond Index, and does not select securities based on forecasts of interest rates.
Principal Risks of Investing in the Fund
All mutual funds take investment risks. Therefore, it is possible to lose money by investing in the Fund. The primary factors that may reduce the Fund’s returns include:
 
  •   Alternative Minimum Tax Risk
  •   Call Risk
  •   Changing Fixed Income Market Conditions Risk
  •   Credit Risk
  •   Exchange-Traded Funds (“ETFs”) Risk
  •   Interest Rate Risk
  •   Liquidity Risk
  •   Market Risk
  •   Municipal Securities Risk
  •   Non-Investment Grade Securities (Junk Bonds) Risk
  •   Prepayment Risk
  •   Tax Risk
WILMINGTON NEW YORK MUNICIPAL BOND FUND
Investment Goal
The Fund seeks to provide current income that is exempt from both federal and New York personal income taxes.
Principal Investment Strategies of the Fund
The Fund seeks to achieve its investment goal, under normal circumstances, by investing its net assets so that at least 80% of the income it distributes will be exempt from federal
 
 
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regular income tax and personal income tax imposed by the State of New York and New York municipalities. However, the income on these securities may be subject to the federal alternative minimum tax (“AMT”). The Fund seeks to maintain a weighted average maturity of three to ten years. However, the Fund has no maturity restrictions on individual issues, and the weighted average maturity of the Fund’s portfolio will vary depending on market conditions.
In selecting securities, the Fund’s investment advisor focuses on credit analysis, the relative values of different sectors of the market, geographic diversity and securities with different and potentially advantageous structures. The investment advisor seeks to construct a portfolio with substantially the same interest rate exposure as the Standard & Poor’s Investment Grade Intermediate Municipal Bond Index, and does not select securities based on forecasts of interest rates.
Principal Risks of Investing in the Fund
All mutual funds take investment risks. Therefore, it is possible to lose money by investing in the Fund. The primary factors that may reduce the Fund’s returns, include:
 
  •   Alternative Minimum Tax Risk
  •   Call Risk
  •   Changing Fixed Income Market Conditions Risk
  •   Credit Risk
  •   Interest Rate Risk
  •   Liquidity Risk
  •   Market Risk
  •   Municipal Securities Risk
  •   New York Investment Risk
  •   Tax Risk
WILMINGTON U.S. GOVERNMENT MONEY MARKET FUND
Investment Goal
The Fund seeks to provide current income while maintaining liquidity and stability of principal.
Principal Investment Strategies of the Fund
The Fund operates as a “Government Money Market Fund,” as defined in Rule 2a-7 under the Investment Company Act of 1940, as amended. This means that the Fund invests at least 99.5% of its total assets in (1) U.S. government securities, (2) repurchase agreements that are collateralized fully by U.S. government securities or cash, (3) cash, and/or (4) other money market mutual funds that operate as Government Money Market Funds. Under normal circumstances, the Fund invests at least 80% of its net assets in U.S. government securities and repurchase agreements that are fully collateralized by U.S. government securities. A U.S. government security generally means any security
issued or guaranteed as to principal or interest by the United States, or by a person controlled or supervised by and acting as an instrumentality of the government of the United States. In contrast to the Fund’s 99.5% policy, the Fund’s 80% policy does not include cash. While the Board of Trustees may elect to impose a fee upon the sale of your shares, the Board has not elected to do so at this time. Should the Board elect to do so, such change would only become effective after shareholders were provided with specific advance notice of the change in the Fund’s policy and provided with the opportunity to redeem their shares in accordance with Rule 2a-7 before the policy change became effective.
In selecting securities for the Fund, the investment advisor considers factors such as current yield, the anticipated level of interest rates, and the maturity of the instrument relative to the maturity of the entire Fund. In addition, the Fund may purchase only securities that meet certain SEC requirements relating to maturity, diversification and credit quality, and must meet certain SEC requirements relating to portfolio liquidity. Under these requirements, the Fund’s securities must have remaining maturities of 397 days or less, and the Fund must have a dollar-weighted average maturity of 60 days or less and a dollar-weighted average life of 120 days or less.
Principal Risks of Investing in the Fund
You could lose money by investing in the Fund. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. An investment in the Fund is not a bank account, is not a deposit of M&T Bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The investment advisor is not required to reimburse the Fund for losses, and you should not expect that the investment advisor will provide financial support to the Fund at any time, including during periods of market stress.
The primary factors that may reduce the Fund’s returns include:
 
  •   Changing Fixed Income Market Conditions Risk
  •   Credit Risk
  •   Interest Rate Risk
  •   Investments in Other Money Market Mutual Funds Risk
  •   Market Risk
  •   Repurchase Agreements Risk
  •   U.S. Government Securities Risk
WILMINGTON U.S. TREASURY MONEY MARKET FUND
Investment Goal
The Fund seeks to provide current income while maintaining liquidity and stability of principal.
 
 
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ADDITIONAL INFORMATION ABOUT INVESTMENT GOALS, STRATEGIES AND RISKS OF THE FUNDS AND THE UNDERLYING FUNDS
 
Principal Investment Strategies of the Fund
The Fund operates as a “Government Money Market Fund,” as defined in Rule 2a-7 under the Investment Company Act of 1940, as amended. This means that the Fund invests at least 99.5% of its total assets in (1) U.S. government securities, (2) repurchase agreements that are collateralized fully by U.S. government securities or cash, (3) cash, and/or (4) other money market mutual funds that operate as Government Money Market Funds. Under normal circumstances, the Fund invests at least 80% of its net assets in U.S. treasury securities and repurchase agreements that are fully collateralized by U.S. treasury securities. A U.S. treasury security generally means any security issued or guaranteed as to principal or interest by the U.S. Treasury and are supported by the full faith and credit of the United States. In contrast to the Fund’s 99.5% policy, the Fund’s 80% policy does not include cash. While the Board of Trustees may elect to impose a fee upon the sale of your shares, the Board has not elected to do so at this time. Should the Board elect to do so, such change would only become effective after shareholders were provided with specific advance notice of the change in the Fund’s policy and provided with the opportunity to redeem their shares in accordance with Rule 2a-7 before the policy change became effective.
In selecting securities for the Fund, the investment advisor considers factors such as current yield, the anticipated level of interest rates, and the maturity of the instrument relative to the maturity of the entire Fund. In addition, the Fund may purchase only securities that meet certain SEC requirements relating to maturity, diversification and credit quality, and must meet certain SEC requirements relating to portfolio liquidity. Under these requirements, the Fund’s securities must have remaining maturities of 397 days or less, and the Fund must have a dollar-weighted average maturity of 60 days or less and a dollar-weighted average life of 120 days or less.
Principal Risks of Investing in the Fund
You could lose money by investing in the Fund. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. An investment in the Fund is not a bank account, is not a deposit of M&T Bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The investment advisor is not required to reimburse the Fund for losses, and you should not expect that the investment advisor will provide financial support to the Fund at any time, including during periods of market stress.
The primary factors that may reduce the Fund’s returns include:
 
  •   Changing Fixed Income Market Conditions Risk
  •   Credit Risk
  •   Interest Rate Risk
  •   Investments in Other Money Market Mutual Funds Risk
  •   Market Risk
  •   Repurchase Agreements Risk
  •   U.S. Government Securities Risk
 
 
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PRINCIPAL SECURITIES OF THE FUNDS
 
Principal Securities of the Funds
Equity Funds:
 
  •   Equity Securities
  •   Common Stocks
  •   Preferred Stocks
  •   Depositary Receipts
  •   Convertible Securities
  •   Foreign Securities
  •   Investing in Securities of Other Investment Companies (such as ETFs)
  •   Forward Currency Exchange Contracts
Enhanced Dividend Income Strategy Fund
 
  •   Equity Securities
  •   Common Stocks
  •   Preferred Stocks
  •   Foreign Securities
Fixed Income Funds:
 
  •   Fixed Income Securities
  •   U.S. Government Securities
  •   Mortgage Backed Securities
  •   Asset Backed Securities
  •   Municipal Securities
  •   Tax-Exempt Securities
  •   Collateralized Mortgage Obligations (CMOs)
  •   Non-Investment Grade Securities (Junk Bonds)
  •   Zero Coupon Securities
Real Asset Fund
 
  •   Equity Securities
  •   Common Stocks
  •   Preferred Stocks
  •   Convertible Securities
  •   Fixed Income Securities
  •   Structured Notes
  •   Treasury Securities
  •   Agency Securities
  •   Corporate Debt Securities
  •   Inflation-Indexed Debt Securities
  •   Commodities
  •   Real Estate-Related Securities (including REITs)
  •   Mortgage Backed Securities
  •   Foreign Securities
  •   Foreign Government Securities
  •   Master Limited Partnerships
  •   Natural Resources Securities
  •   Derivative Contracts
  •   Forward Currency Exchange Contracts
  •   Natural Resources Securities
  •   Short Sales
  •   Swap Agreements
  •   Investing in Securities of Other Investment Companies (such as ETFs)
Global Alpha Equities Fund
 
  •   Equity Securities
  •   Common Stocks
  •   Preferred Stocks
  •   Convertible Securities
  •   Foreign Securities
  •   Derivative Contracts
  •   Forward Currency Exchange Contracts
  •   Natural Resources Securities
  •   Swap Agreements
Money Market Funds
 
  •   U.S. Government Securities, including:
  •   Treasury Securities
  •   Agency Securities
  •   Repurchase Agreements
  •   Investing in Securities of Other Investment Companies (Government Money Market Funds)
 
 
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PRINCIPAL SECURITIES OF THE FUNDS
 
Principal Securities of the Funds
The following list is a description of the principal securities in which the Funds may invest. More information on the principal and acceptable investments of the Funds is contained in the Funds’ Statement of Additional Information (“SAI”). With respect to the Wilmington U.S. Government Money Market Fund and Wilmington U.S. Treasury Money Market Fund, the discussion of investments in this section is qualified by Rule 2a-7 limitations.
Equity Securities
Equity securities (“stocks”) represent a share of an issuer’s earnings and assets, after the issuer pays its liabilities. A Fund cannot predict the income it will receive from equity securities because issuers generally have discretion as to the payment of any dividends or distributions. However, equity securities offer greater potential for appreciation than many other types of securities, because their value increases directly with the value of the issuer’s business. The following describes the principal types of equity securities in which certain Funds may invest.
Common Stocks
Common stocks are the most prevalent type of equity security. Common stocks receive the issuer’s earnings after the issuer pays its creditors and any preferred stockholders. As a result, changes in an issuer’s earnings directly influence the value of its common stock.
Preferred Stocks
Preferred stocks have the right to receive specified dividends or distributions before the issuer makes payments on its common stock. Some preferred stocks also participate in dividends and distributions paid on common stock. Preferred stocks may also permit the issuer to redeem the stock. A Fund may also treat such redeemable preferred stock as a fixed income security.
Depositary Receipts
Depositary receipts represent an ownership interest in an underlying security that is held by the depositary. Sponsored depositary receipts are issued jointly by the issuer of the underlying security and the depositary, and unsponsored depositary receipts are issued by the depositary without the participation of the issuer of the underlying security. Generally, the holder of the depositary receipt is entitled to all payments of interest, dividends, or capital gains that are made on the underlying security.
Foreign Securities
Foreign securities are securities of issuers based outside the United States. An issuer is considered to be based outside the United States if:
 
  •   it is organized under the laws of, or has a principal office located in, another country;
 
  •   the principal trading market for its securities is in another country; or
  •   it (or its subsidiaries) derived in its most current fiscal year at least 50% of its total assets, capitalization, gross revenue or profit from goods produced, services performed, or sales made in another country.
Foreign securities are primarily denominated in foreign currencies. Along with the risks normally associated with domestic securities of the same type, foreign securities are subject to currency risks and risks of foreign investing. Trading in certain foreign markets is also subject to liquidity risks.
Fixed Income Securities
Fixed income securities (“bonds”) pay interest, dividends or distributions at a specified rate. The rate may be a fixed percentage of the principal or adjusted periodically. In addition, the issuer of a fixed income security must repay the principal amount of the security, normally within a specified time. Fixed income securities provide more regular income than equity securities. However, the returns on fixed income securities are limited and normally do not increase with the issuer’s earnings. This limits the potential appreciation of fixed income securities as compared to equity securities. A security’s yield measures the annual income earned on a security as a percentage of its price.
A security’s yield will increase or decrease depending upon whether it costs less (a discount) or more (a premium) than the principal amount. If the issuer may redeem the security before its scheduled maturity, the price and yield on a discount or premium security may change based upon the probability of an early redemption. Securities with higher risks generally have higher yields. The following describes the principal types of fixed income securities in which certain Funds may invest.
U.S. Government Securities
A U.S. Government security generally means any security issued or guaranteed as to principal or interest by the U.S. Government or certain of its agencies or instrumentalities; or any certificate of deposit for any of the foregoing. U.S. Government securities generally consist of Treasury securities and agency securities. The Funds considers repurchase agreements with the Federal Reserve Bank of New York to be U.S. Government securities for purposes of the Funds’ investment policies. Treasury securities are direct obligations of the federal government of the United States. Treasury securities are generally regarded as having the lowest credit risks.
Treasury Securities
Treasury securities are direct obligations of the federal government of the United States. Treasury securities are generally regarded as having the lowest credit risks.
Agency Securities
Agency securities are issued or guaranteed by a federal agency or other government sponsored entity (“GSE”) acting under federal authority. Some GSE securities are supported by the full faith and credit of the United States.
 
 
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These include the Government National Mortgage Association, Small Business Administration, Farm Credit System Financial Assistance Corporation, Farmer’s Home Administration, Federal Financing Bank, General Services Administration, Department of Housing and Urban Development, Export-Import Bank, Overseas Private Investment Corporation, and Washington Metropolitan Area Transit Authority Bonds.
Other GSE securities receive support through federal subsidies, loans or other benefits. For example, the U.S. Treasury is authorized to purchase specified amounts of securities issued by (or otherwise make funds available to) the Federal Home Loan Bank System, Federal Home Loan Mortgage Corporation, Federal National Mortgage Association, Student Loan Marketing Association, and Tennessee Valley Authority in support of such obligations.
A few GSE securities have no explicit financial support, but are regarded as having implied support because the federal government sponsors their activities. These include the Farm Credit System, Financing Corporation, and Resolution Funding Corporation.
Investors regard agency securities as having low credit risks, but not as low as Treasury securities.
A Fund treats mortgage-backed securities guaranteed by a GSE as if issued or guaranteed by a federal agency. Although such a guarantee protects against credit risks, it does not reduce market and prepayment risks.
Corporate Debt Securities
Corporate debt securities are fixed income securities issued by businesses. Notes, bonds, debentures and commercial paper are the most prevalent types of corporate debt securities. A Fund may also purchase interests in bank loans to companies. The credit risks of corporate debt securities vary widely among issuers.
In addition, the credit risk of an issuer’s debt security may vary based on its priority for repayment. For example, higher ranking (senior) debt securities have a higher priority than lower ranking (subordinated) securities. This means that the issuer might not make payments on subordinated securities while continuing to make payments on senior securities. In addition, in the event of bankruptcy, holders of senior securities may receive amounts otherwise payable to the holders of subordinated securities. Some subordinated securities, such as trust preferred and capital securities notes, also permit the issuer to defer payments under certain circumstances. For example, insurance companies issue securities known as surplus notes that permit the insurance company to defer any payment that would reduce its capital below regulatory requirements.
Mortgage Backed Securities
Mortgage backed securities represent interests in pools of mortgages. The mortgages that comprise a pool normally have similar interest rates, maturities and other terms. Mortgages may have fixed or adjustable interest rates.
Interests in pools of adjustable rate mortgages are known as ARMs.
Mortgage backed securities come in a variety of forms. Many have extremely complicated terms. The simplest form of mortgage backed securities are pass-through certificates. An issuer of pass-through certificates gathers monthly payments from an underlying pool of mortgages. Then, the issuer deducts its fees and expenses and passes the balance of the payments on to the certificate holders once a month. Holders of pass-through certificates receive a pro rata share of all payments and prepayments from the underlying mortgages. As a result, the holders assume all the prepayment risks of the underlying mortgages.
Collateralized Mortgage Obligations (CMOs)
CMOs, including interests in real estate mortgage investment conduits (“REMICs”), allocate payments and prepayments from an underlying pass-through certificate among holders of different classes of mortgage-backed securities. This creates different prepayment and interest rate risks for each CMO class.
Asset Backed Securities
Asset backed securities are payable from pools of obligations other than mortgages. Most asset backed securities involve consumer or commercial debts with maturities of less than ten years. However, almost any type of fixed income assets (including other fixed income securities) may be used to create an asset backed security. Asset backed securities may take the form of commercial paper, notes, or pass-through certificates. Asset backed securities have prepayment risks.
Zero Coupon Securities
Zero coupon securities do not pay interest or principal until final maturity unlike debt securities that provide periodic payments of interest (referred to as a coupon payment). Investors buy zero coupon securities at a price below the amount payable at maturity. The difference between the purchase price and the amount paid at maturity represents interest on the zero coupon security. Investors must wait until maturity to receive interest and principal, which increases the interest rate and credit risks of a zero coupon security.
Commercial Paper
Commercial paper is an issuer’s obligation with a maturity of less than nine months. Companies typically issue commercial paper to pay for current expenditures. Most issuers constantly reissue their commercial paper and use the proceeds (or bank loans) to repay maturing paper. If the issuer cannot continue to obtain liquidity in this fashion, its commercial paper may default. The short maturity of commercial paper reduces both the market and credit risks as compared to other debt securities of the same issuer
Convertible Securities
Convertible securities are fixed income securities that a Fund has the option to exchange for equity securities at a
 
 
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specified conversion price. The option allows a Fund to realize additional returns if the market price of the equity securities exceeds the conversion price. For example, a Fund may hold fixed income securities that are convertible into Shares of common stock at a conversion price of $10 per share. If the market value of the Shares of common stock reached $12, a Fund could realize an additional $2 per share by converting its fixed income securities.
Convertible securities have lower yields than comparable fixed income securities. In addition, at the time a convertible security is issued the conversion price exceeds the market value of the underlying equity securities. Thus, convertible securities may provide lower returns than non-convertible fixed income securities or equity securities depending upon changes in the price of the underlying equity securities. However, convertible securities permit a Fund to realize some of the potential appreciation of the underlying equity securities with less risk of losing its initial investment. A Fund may invest in convertible securities rated below investment grade. See “Risks Associated with Non-Investment Grade Securities” herein.
Municipal Securities
Municipal securities are fixed income securities that pay interest that is not subject to regular federal income taxes. Typically, states, counties, cities and other political subdivisions and authorities issue tax exempt securities. The market categorizes tax-exempt securities by their source of repayment.
Tax-Exempt Securities
Tax-exempt securities are fixed income securities that pay interest that is not subject to regular federal income taxes. Typically, states, counties, cities and other political subdivisions and authorities issue tax-exempt securities. The market categorizes tax-exempt securities by their source of repayment. Interest income on such securities may be subject to the federal alternative minimum tax (“AMT”) for noncorporate taxpayers.
Municipal Notes
Municipal notes are short-term tax-exempt securities. Many municipalities issue such notes to fund their current operations before collecting taxes or other municipal revenues. Municipalities may also issue notes to fund capital projects prior to issuing long-term bonds. The issuers typically repay the notes at the end of their fiscal year, either with taxes, other revenues or proceeds from newly issued notes or bonds.
Variable Rate Demand Instruments
Variable rate demand instruments are tax-exempt securities that require the issuer or a third party, such as a dealer or bank, to repurchase the security for its face value upon demand. The securities also pay interest at a variable rate intended to cause the securities to trade at their face value. A Fund treats variable rate demand instruments as short-term securities even though their maturity may extend
beyond 397 days because, within 397 days, their variable interest rate adjusts in response to changes in market rates and the repayment of their principal amount can be demanded.
Non-Investment Grade Securities (Junk Bonds)
Securities rated BB+ or lower by Standard & Poor’s or Ba or lower by Moody’s are considered to be non-investment grade securities (junk bonds). These securities are generally higher-yielding and higher-risk than investment grade, fixed income securities and are issued by entities whose ability to pay interest and principal on the debt in a timely manner is considered questionable.
Inflation-Indexed Debt
Inflation-indexed debt securities are fixed-income securities designed to protect investors from a loss of value due to inflation by periodically adjusting their principal and/or coupon according to the rate of inflation. With respect to this portion of its portfolio, the Real Asset Fund will invest in Treasury Inflation Protected Securities (“TIPS”), foreign currency-denominated inflation-protected securities and other fixed-income securities not adjusted for inflation. Such other fixed-income securities may include: U.S. Government bonds and notes, corporate bonds, mortgage-related securities and asset-backed securities. Certain floating rate bonds can potentially proxy for inflation-specific instruments, or non-adjusted bonds could be combined with swaps to create a synthetic inflation-linked bond. The Real Asset Fund may invest in securities with effective or final maturities of any length. The Real Asset Fund may adjust its holdings or its average duration based on actual or anticipated changes in interest rates or credit quality. TIPS are notes and bonds issued by the U.S. Treasury whose principal amounts are adjusted monthly to reflect the effects of inflation. The principal value is adjusted for changes in inflation as measured by the Consumer Price Index for Urban Consumers and interest is paid on the inflation-adjusted principal. TIPS are backed by the full faith and credit of the U.S. Government.
Exchange-Traded Notes (“ETNs”)
A Fund may invest in ETNs. ETNs are a type of unsecured, unsubordinated debt security that have characteristics and risks similar to those of fixed-income securities and trade on a major exchange similar to shares of ETFs. However, this type of debt security differs from other types of bonds and notes because ETN returns are based upon the performance of a market index minus applicable fees, no period coupon payments are distributed, and no principal protections exist. The purpose of ETNs is to create a type of security that combines the aspects of both bonds and ETFs. The Fund’s decision to sell its ETN holdings may be limited by the availability of a secondary market. If the Fund must sell some or all of its ETN holdings and the secondary market is weak, it may have to sell such holdings at a discount. If the Fund holds its investment in an ETN until maturity, the issuer will give the Fund a cash amount that would be equal to principal amount (subject to the day’s index factor). The
 
 
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value of an ETN also may be influenced by time to maturity, level of supply and demand for the ETN, volatility and lack of liquidity in underlying commodities or securities markets, changes in the applicable interest rates, changes in the issuer’s credit rating and economic, legal, political or geographic events that affect the referenced commodity or security. ETNs are also subject to counterparty risk and fixed income risk.
Foreign Government Securities
Foreign government securities generally consist of fixed income securities supported by national, state or provincial governments or similar political subdivisions. Foreign government securities also include debt obligations of supranational entities, such as international organizations designed or supported by governmental entities to promote economic reconstruction or development, international banking institutions and related government agencies. Examples of these include, but are not limited to, the International Bank for Reconstruction and Development (the World Bank), the Asian Development Bank, the European Investment Bank and the Inter-American Development Bank.
Foreign government securities also include fixed income securities of quasi-governmental agencies that are either issued by entities owned by a national, state or equivalent government or are obligations of a political unit that are not backed by the national government’s full faith and credit. Further, foreign government securities include mortgage-related securities issued or guaranteed by national, state or provincial governmental instrumentalities, including quasigovernmental agencies.
Other Principal Securities
Real Estate-Related Securities
WFMC considers real estate-related securities as those issued by companies that derive at least 50% of their assets, gross income or net profits from (i) development, ownership, leasing, financing, construction, management or sale of real estate or (ii) products and services that are related to the real estate industry, such as manufacturers and distributors of building supplies and financial institutions that issue or service mortgages. Many of the real estate-related securities are REITs, which are pooled investment vehicles that invest directly in income-producing real estate (an “equity REIT”), in loans secured by real estate (a “mortgage REIT”), or a combination thereof (a “hybrid REIT”). An equity REIT receives rental income and any profits on the sale of its properties. A mortgage REIT receives interest income from the loans made on underlying properties. Investments in real estate-related securities expose the Fund to the risks of owning real estate directly, such as market-specific conditions (economic, supply/demand imbalances), creditworthiness of the issuer, quality of property management, and changing interest rates.
Natural Resources Securities
Natural resources securities are those issued by companies that either own or develop natural resources or supply goods and services to such owners and developers. These companies may be involved in exploring, mining, refining, drilling, processing, transporting, fabricating, dealing in, or owning natural resources. Natural resources include precious metals (e.g., gold, platinum, and silver), ferrous and nonferrous metals (e.g., iron, aluminum, and copper), strategic metals (e.g., uranium and titanium), hydrocarbons (e.g., coal, oil, and natural gases), chemicals, paper and forest products, and other basic commodities. An investment in operating companies that have significant exposure to natural resources exposes the investor to the greater volatility of the commodity markets, to commodity-specific risks (drought, floods, weather, disease, supply/demand imbalances) and to international economic, political and regulatory influences that frequently affect those markets and the operations of companies engaged in natural resources industries. The natural resources industries can also be significantly affected by energy conservation, the success of exploration projects, commodity prices and tax and other government regulations.
Master Limited Partnerships
Master limited partnerships (“MLPs”) are limited partnerships in which the ownership units are publicly traded. MLP units are registered with the SEC and are freely traded on a securities exchange or in the OTC market. MLPs often own several properties or businesses (or own interests) that are related to real estate development and oil and gas industries, but they also may finance motion pictures, research and development and other projects. Generally, an MLP is operated under the supervision of one or more managing general partners. Limited partners are not involved in the day-to-day management of the partnership.
The risks of investing in an MLP are generally those involved in investing in a partnership as opposed to a corporation. For example, state law governing partnerships is often less restrictive than state law governing corporations. Accordingly, there may be fewer protections afforded investors in an MLP than investors in a corporation. Additional risks involved with investing in an MLP are risks associated with the specific industry or industries in which the partnership invests, such as the risks of investing in real estate, or oil and gas industries.
Structured Notes
Structured notes are derivative debt securities, the interest rate or principal of which is determined by an unrelated indicator, such as an underlying commodity or index related to that commodity. Structured notes may include a multiplier that multiplies the indexed element by a specified factor and, therefore, the value of such notes may be very volatile. The terms of the structured notes may provide that, in certain circumstances, no principal is due at maturity and, therefore, may result in a loss of invested capital. Structured notes may be positively or negatively indexed, so that
 
 
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appreciation of the reference index may produce an increase or a decrease in the interest rate or the value of the structured note at maturity may be calculated as a specified multiple of the change in the value of the reference; therefore, the value of such security may be very volatile. Structured notes may entail a greater degree of market risk than other types of debt securities because the investor bears the risk of the reference. Structured notes may also be more volatile, less liquid and more difficult to accurately price than less complex securities or more traditional debt securities.
Commodities
A Fund does not invest directly in commodities. Instead, to gain exposure to the commodities markets without investing directly in physical commodities, a Fund invests in investment companies, exchange-traded funds, structured notes, futures contracts, forward currency exchange contracts, currency futures and swap agreements. A Fund may also invest in common stocks, preferred stocks and convertible securities of issuers in commodity-related industries to gain exposure to the commodities markets.
Derivative Contracts
Derivative contracts are financial instruments that require payments based upon changes in the values of designated (or underlying) securities, currencies, commodities, financial indices or other assets. Some derivative contracts (such as forwards and options) require payments relating to a future trade involving the underlying asset. Other derivative contracts (such as swaps) require payments relating to the income or returns from the underlying asset. The other party to a derivative contract is referred to as a counterparty.
Many derivative contracts are traded on securities or commodities exchanges. In this case, the exchange sets all the terms of the contract except for the price. Investors make payments due under their contracts through the exchange. Most exchanges require investors to maintain margin accounts through their brokers to cover their potential obligations to the exchange. Parties to the contract make (or collect) daily payments to the margin accounts to reflect losses (or gains) in the value of their contracts. This protects investors against potential defaults by the counterparty. Trading contracts on an exchange also allows investors to close out their contracts by entering into offsetting contracts.
For example, a Fund could close out an open contract to buy an asset at a future date by entering into an offsetting contract to sell the same asset on the same date. If the offsetting sale price is more than the original purchase price, the Fund realizes a gain; if it is less, the Fund realizes a loss. Exchanges may limit the amount of open contracts permitted at any one time. Such limits may prevent the Fund from closing out a position. If this happens, the Fund will be required to keep the contract open (even if it is losing money on the contract), and to make any payments required under the contract (even if it has to sell portfolio securities at unfavorable prices to do so). Inability to close out a
contract could also harm the Fund by preventing it from disposing of or trading any assets it has been using to secure its obligations under the contract.
A Fund may also trade derivative contracts over-the-counter (“OTC”) in transactions negotiated directly between the Fund and the counterparty. OTC contracts do not necessarily have standard terms, so they cannot be directly offset with other OTC contracts. In addition, OTC contracts with more specialized terms may be more difficult to price than exchange-traded contracts.
Depending upon how a Fund uses derivative contracts and the relationships between the market value of a derivative contract and the underlying asset, derivative contracts may increase or decrease the Fund’s exposure to interest rate and currency risks, and may also expose the Fund to liquidity and leverage risks. OTC contracts also expose the Fund to credit risks in the event that a counterparty defaults on the contract.
Short Sales
Short sales are transactions in which a Fund sells a security it does not own. To complete the transaction, the Fund must borrow the security to make delivery to the buyer. The Fund is then obligated to replace the security borrowed by purchasing the security at the market price at the time of replacement. The price at such time may be higher or lower than the price at which the security was sold by the Fund. If the underlying security goes down in price between the time the Fund sells the security and buys it back, the Fund will realize a gain on the transaction. Conversely, if the underlying security goes up in price during the period, the Fund will realize a loss on the transaction. Any such loss is increased by the amount of premium or interest the Fund must pay to the lender of the security. Likewise, any gain will be decreased by the amount of premium or interest the Fund must pay to the lender of the security.
The Fund is also required to segregate other assets on its books to cover its obligation to return the security to the lender which means that those other assets may not be available to meet the Fund’s needs for immediate cash or other liquidity. The Fund’s investment performance may also suffer if the Fund is required to close out a short position earlier than it had intended. This would occur if the securities lender required the Fund to deliver the securities the Fund borrowed at the commencement of the short sale and the Fund is unable to borrow the securities from another securities lender or otherwise obtain the security by other means. In addition, the Fund may be subject to expenses related to short sales that are not typically associated with investing in securities directly, such as costs of borrowing and margin account maintenance costs associated with the Fund’s open short positions. These expenses negatively impact the performance of the Fund. For example, when the Fund short sells an interest-bearing security, such as a bond, it is obligated to pay the interest on the security it has sold. This cost is partially offset by the interest earned by the
 
 
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Fund on the investment of the cash generated by the short sale. When the Fund sells short an equity security that pays a dividend, the Fund must pay out the dividend rate of the equity security to the lender and records this as an expense of the Fund and reflects the expense in its financial statements. However, a dividend paid on a security sold short generally has the effect of reducing the market value of the shorted security and thus, increases the Fund’s unrealized gain or reduces the Fund’s unrealized loss on its short sale transaction. To the extent that the interest rate and/or dividend that the Fund is obligated to pay is greater than the interest earned by the Fund on investments, the performance of the Fund will be negatively impacted. These types of short sales expenses are sometimes referred to as the “negative cost of carry,” and will tend to cause the Fund to lose money on a short sale even in instances where the price of the underlying security sold short does not change over the duration of the short sale.
Swap Agreements
A Fund may enter into swap agreements, including, but not limited to, total return swaps, index swaps, interest rate swaps, credit default swaps, equity swaps and commodity swaps. A swap agreement may be negotiated bilaterally and traded OTC between the two parties (for an uncleared swap) or, in some instances, must be transacted through a futures commission merchant and cleared through a clearinghouse that serves as a central counterparty (for a cleared swap). The Fund may utilize swap agreements in an attempt to gain exposure to the securities in a market without actually purchasing those securities, or to hedge a position. Swap agreements may last for periods ranging from a day to more than one-year. 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. The gross returns to be exchanged or “swapped” between the parties are calculated with respect to a “notional amount,” i.e., the return on or increase in value of a particular dollar amount invested in a “basket” of securities representing a particular index.
Credit Default Swaps
A Fund may enter into credit default swap agreements. A credit default swap agreement is an agreement between two parties: a buyer of credit protection and a seller of credit protection. The Fund may be either the buyer of credit protection against a designated event of default, restructuring or other credit related event (each a “Credit Event”) or the seller of credit protection in a credit default swap. The buyer in a credit default swap agreement is obligated to pay the seller a periodic stream of payments over the term of the swap agreement. If no Credit Event occurs, the seller of credit protection will have received a fixed rate of income throughout the term of the swap agreement. If a Credit Event occurs, the seller of credit protection must pay the buyer of credit protection the full notional value of the reference obligation either through physical settlement or cash settlement. If no Credit Event occurs, the buyer of
credit protection will have made a series of periodic payments through the term of the swap agreement. However, if a Credit Event occurs, the buyer of credit protection will receive the full notional value of the reference obligation either through physical settlement or cash settlement from the seller of credit protection. A credit default swap may involve greater risks than if the Fund invested directly in the underlying reference obligations. For example, a credit default swap may increase the Fund’s credit risk because it has exposure to both the issuer of the underlying reference obligation and the counterparty to the credit default swap. In addition, credit default swap agreements may be difficult to value depending on whether an active market exists for the credit default swaps in which the Fund invests.
Forward Currency Exchange Contracts
A forward foreign currency exchange contract is an agreement to buy or sell a specific currency at a future date and at a price set at the time of the contract. Forward foreign currency exchange contracts may reduce the risk of a loss from a change in value of a currency, but they also limit any potential gains, do not protect against fluctuations in the value of the underlying position and are subject to counterparty risk.
Special Transactions
Repurchase Agreements
Repurchase agreements are transactions in which a Fund buys a security from a dealer or bank and agrees to sell the security back at a mutually agreed upon time and price. The repurchase price exceeds the sale price, reflecting a Fund’s return on the transaction. This return is unrelated to the interest rate on the underlying security. A Fund will enter into repurchase agreements only with banks and other recognized financial institutions, such as securities dealers, deemed creditworthy by the Advisor. A Fund’s custodian will take possession of the securities subject to repurchase agreements. The Advisor will monitor the value of the underlying security each day to ensure that the value of the security always equals or exceeds the repurchase price. Repurchase agreements are subject to credit risks.
Investing In Securities Of Other Investment Companies
A Fund may invest its assets in securities of other investment companies, including certain exchange-traded funds (“ETFs”), business development companies (“BDCs”) and the securities of money market funds, as an efficient means of carrying out their investment policies and managing their uninvested cash. SEC rules require that any expenses incurred by certain ETFs, BDCs and other investment companies be included in a fund’s expense ratio as “Acquired Fund Fees and Expenses.”
The shares of most ETFs are listed and traded on stock exchanges at market prices, although some shares may be redeemable at net asset value for cash or securities. A Fund may invest in ETFs in order to achieve exposure to a
 
 
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specific region, country or market sector, or for other reasons consistent with its investment strategy. As with traditional mutual funds, ETFs charge asset-based fees, although these fees tend to be relatively low. ETFs generally do not charge initial sales charges or redemption fees but investors pay customary brokerage commissions and fees to buy and sell ETF Shares.
A fund may invest in BDCs, a special type of closed-end investment company that tends to invest in small, developing, financially troubled, and often private companies. Like an automaker, retailer, or any other operating company, a BDC incurs expenses such as employee salaries. As noted above, these expenses are included in a fund’s expense ratio although they are not direct expenses paid by fund shareholders, are not used to calculate the fund’s net asset value, and are not included in a fund’s financial statements.
Pursuant to an SEC exemption, each of the Funds is permitted to invest in Shares of the Wilmington Money Market Funds as a means of managing their uninvested cash. These investments will cause a duplication of expenses. The Advisor may waive certain fees in connection with these investments.
Other Investment Strategies
Portfolio Turnover
Each Fund may actively trade its portfolio securities in an attempt to achieve its investment objective. Active trading will cause a Fund to have an increased portfolio turnover rate, which is likely to generate shorter-term gains (losses) for its shareholders, who are taxed at a higher rate than longer-term gains (losses). Actively trading portfolio securities increases a Fund’s trading costs and may have an adverse impact on a Fund’s performance. A Fund may experience an increase in its portfolio turnover rate if a Fund’s portfolio is modified in connection with a change in sub-advisors.
Temporary Defensive Investments
The Funds (except the Money Market Funds) may temporarily depart from their principal investment strategies by investing their assets in cash and shorter-term debt securities and similar obligations. They may do this to minimize potential losses and maintain liquidity to meet shareholder redemptions during adverse market conditions. This may cause a Fund to fail to meet its investment goal and to give up greater investment returns to maintain the safety of principal, that is, the original amount invested by shareholders. Interest income from temporary investments may be taxable to shareholders as ordinary income.
The Money Market Funds may, from time to time, take temporary defensive positions by holding cash, shortening the Fund’s dollar weighted average maturity or investing in other securities that are eligible securities for purchase by money market funds as described in the “Fund Summary”
section of this Prospectus and in accordance with federal laws concerning money market funds, in anticipation of, or in response to, adverse market, economic, political or other conditions.
Investment Ratings For Investment Grade Securities
The Advisor or sub-advisor will determine whether a security is investment grade based upon the credit ratings given by one or more nationally recognized rating services. For example, Standard and Poor’s, a rating service, assigns ratings to investment grade securities (AAA, AA, A, and BBB) based on their assessment of the likelihood of the issuer’s inability to pay interest or principal (default) when due on each security. Lower credit ratings correspond to higher credit risk. If a security has not received a rating, a Fund must rely entirely upon the Advisor’s or sub-advisor’s credit assessment that the security is comparable to investment grade. For the Wilmington Money Market Funds, the Funds limit investments to securities that are “Eligible Securities” as defined by applicable regulations at the time of purchase. Eligible Securities are (i) Government Securities, (ii) shares of other money market funds, and (iii) securities determined to present minimal credit risks by the Advisor pursuant to guidelines approved by the Fund’s Board of Trustees.
Investment Process Governance
The Wealth and Institutional Services Division (“WISD”) of M&T Bank Corporation consists of the investment management businesses of Wilmington Funds Management Corporation, Wilmington Trust Investment Advisors, Inc., and Wilmington Trust Investment Management, LLC (the “WISD Registered Investment Advisers”), and the investment management, personal trust, corporate trust, asset administration and related businesses of M&T Bank, Wilmington Trust, N.A., and Wilmington Trust Company (the “WISD Trust Entities”).
The WISD Investment Committee (the “Investment Committee”) exists to assist the Boards of Directors of the WISD Trust Entities (indirectly through other intermediate committees) in fulfilling their responsibilities to oversee the investment-related activities of WISD to ensure the proper exercise of fiduciary powers by the WISD Trust Entities, and to assist the Boards of Directors of the WISD Registered Investment Advisers in fulfilling their responsibilities.
The Investment Committee consists of two subcommittees: the Investment Committee-Investment Strategy Matters (the “IC-ISM”), and the Investment Committee-General Matters, and each of the subcommittees has voting and non-voting members. The IC-ISM’s voting members include the Chief Investment Officer, Head of Equity, Head of Fixed Income, Head of Investment Strategy, Head of Fixed Income Search and Strategy and Chief Economist of Wilmington Trust Investment Advisors, as well as several senior employees of the WISD Trust Entities. The non-voting members include other investment professionals from Wilmington Trust
 
 
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Investment Advisors, as well as investment professionals from the WISD Trust Entities.
The IC-ISM meets formally at least monthly, and is responsible for a variety of tasks and functions, such as:
 
  •   setting overall strategy for asset allocation, including risk objectives, types of strategic allocations needed (benchmark relative, absolute return, income oriented, etc. ) and types of tactical allocations to be considered;
 
  •   developing the methodology for longer-term strategic allocation advice and more intermediate-term tactical allocation advice, including: (i) research, evaluation of efficacy and execution of valuation and price momentum methodologies, as well as reviews of academic research and third-party solutions and support leading to process improvement; (ii) macro factor identification and analysis for use in allocation processes; and (iii) setting of diversified benchmarks for allocation advice, excess return expectations against benchmarks and the target and allowable tracking error of advice against benchmarks; and
 
  •   developing methodologies for addressing key characteristics of portfolio construction advice, including: (i) the methodology for assigning portfolio exposures within asset classes between active and passive exposures; (ii) determining the impact to construction and exposures to meet yield expectations; (iii) the positioning and use of trend-following trading strategies to address overall portfolio and asset class exposures; (iv) the use and guidelines of portfolio insurance; (v) the positioning and guidelines for private equity and private real estate solutions within portfolios; (vi) the impact of liquidity within products and the decision set around their use; (vii) the interaction of manager styles, correlations of excess returns and volatility in determining combinations and weights of active managers within portfolios; (viii) the rebalancing methodologies, frequencies and thresholds; and (ix) the consideration of income taxes in portfolio construction.
The Investment Committee-General Matters oversees a variety of other investment-related functions, policies and procedures of the WISD Trust Entities and the WISD Registered Investment Advisers.
Generally, the IC-ISM’s determinations are applied across all investment management products managed by the WISD Registered Investment Advisers and the WISD Trust Entities, including separately managed accounts, model portfolios and pooled investment vehicles. The IC-ISM’s determinations regarding strategic and tactical asset allocation and portfolio construction may affect the Wilmington International Fund, Wilmington Global Alpha Equities Fund, and Wilmington Real Asset Fund (collectively, the “Wilmington Multi-Manager Funds”) and the Wilmington Large-Cap Strategy Fund directly, as these funds pursue their investment goals by using multiple asset classes and/or investment styles, or, in the case of the Wilmington Large-
Cap Strategy Fund, by allocating its assets among industry sectors. Subject, at all times, to the requirements of each such Fund’s investment goal and principal investment strategies, WTIA portfolio managers for the Wilmington Multi-Manager Funds will allocate and reallocate assets among sub-advisors and asset classes, and WTIA portfolio managers for the Wilmington Large-Cap Strategy Fund will allocate and re-allocate its assets among industry sectors, in response to the determinations of the IC-ISM.
Specific Risks of Investing in the Funds
Active Trading Risk
Certain Funds may trade securities actively, which could increase their transaction costs (thereby lowering their performance) and increase the amount of taxes that you may pay.
Alternative Minimum Tax Risk
Although the interest received from municipal securities generally is exempt from federal income tax, a Fund may invest a portion of its total assets in municipal securities subject to the federal alternative minimum tax. Accordingly, investment in the Fund could cause noncorporate shareholders to be subject to (or result in an increased liability under) the federal alternative minimum tax.
Arbitrage Risk
The risk that securities purchased pursuant to an arbitrage strategy that intended to take advantage of the perceived relationship between the value of two securities may not perform as expected.
Asset Allocation Risk
Certain Funds are subject to the risk that the Advisor’s or sub-advisor’s asset allocation decisions will not anticipate market trends successfully. For example, investing too heavily in common stocks during a stock market decline may result in a failure to preserve capital. Conversely, investing too heavily in fixed income securities during a period of stock market appreciation may result in lower total returns.
Call Risk
Call risk is the possibility that an issuer may redeem a fixed income security before maturity (a “call”) at a price below its current market price. An increase in the likelihood of a call may reduce the security’s price.
If a fixed income security is called, a Fund may have to reinvest the proceeds in other fixed income securities with lower interest rates, higher credit risks, or other less favorable characteristics.
Changing Fixed Income Market Conditions Risk
Interest rates have changed due to changes in Federal Reserve Bank (FRB) monetary policy actions, as well as the monetary policy responses of other central banks around the
 
 
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world. In addition, decreases in fixed income dealer market-making capacity may also potentially lead to heightened volatility and reduced liquidity in the fixed income markets. As a result, the value of the Fund’s investments and share price may decline. Changes in central bank policies could also result in higher than normal shareholder redemptions, which could potentially increase portfolio turnover and the Fund’s transaction costs.
China Investment Risk
The Wilmington Global Alpha Equities Fund and the Wilmington International Fund may invest in securities in China, Hong Kong, and Taiwan. There are special risks associated with investments in China (including Chinese companies listed on US and Hong Kong exchanges), Hong Kong and Taiwan, including exposure to currency fluctuations, less liquidity, expropriation, confiscatory taxation, nationalization and exchange control regulations (including currency blockage). Inflation and rapid fluctuations in inflation and interest rates have had, and may continue to have, negative effects on the economy and securities markets of China, Hong Kong and Taiwan. In addition, investments in Taiwan and Hong Kong could be adversely affected by their respective political and economic relationship with China.
Investment exposure to China subjects a Fund to risks specific to China. China may be subject to considerable degrees of economic, political and social instability. China is a developing market and demonstrates significantly higher volatility from time to time in comparison to developed markets. The Chinese government has in the past undertaken reform of economic and market practices and expansion of the sphere for private ownership of property in China. However, Chinese markets generally continue to experience inefficiency, volatility and pricing anomalies resulting from governmental influence, a lack of publicly available information and/or political and social instability.
Internal social unrest or confrontations with other neighboring countries, including military conflicts in response to such events, may also disrupt economic development in China and result in a greater risk of currency fluctuations, currency convertibility, interest rate fluctuations and higher rates of inflation. Export growth continues to be a major driver of China’s rapid economic growth. Reduction in spending on Chinese products and services, institution of tariffs or other trade barriers, trade or political disputes with China’s major trading partners, or a downturn in any of the economies of China’s key trading partners may have an adverse impact on the Chinese economy. Certain securities issued by companies located or operating in China, such as China A-shares, are subject to trading restrictions and suspensions, quota limitations and sudden changes in those limitations, and operational, clearing and settlement risks.
In addition, China has experienced outbreaks of infectious illnesses, and the country may be subject to other public
health threats, infectious illnesses, diseases or similar issues in the future. These or similar outbreaks could reduce consumer demand or economic output, result in market closures, travel restrictions or quarantines, and generally have a significant impact on the Chinese economy, which in turn could adversely affect the Fund’s investments.
In addition, trade relations between the U.S. and China have recently been strained. Worsening trade relations between the two countries could adversely impact the Funds, particularly to the extent that the Chinese government restricts foreign investments in on-shore Chinese companies or the U.S. government restricts investments by U.S. investors in China. Worsening trade relations may also result in market volatility and volatility in the price of Fund shares. In addition, actions by the U.S. government, such as delisting of certain Chinese companies from U.S. securities exchanges or otherwise restricting their operations in the U.S., may negatively impact the value of such securities held by the Fund.
Commodity-Linked Derivative Investment Risk
The value of a commodity-linked derivative investment typically is based on the price movements of a physical commodity (such as heating oil, livestock, or agricultural products), a commodity futures contract or commodity index, or some other readily measurable economic variable that is dependent upon changes in the value of commodities or the commodities markets. The value of these securities will rise or fall in response to changes in the underlying commodity or related benchmark or investment. To the extent that a Fund invests in such derivative instruments, the Fund will be exposed economically to movements in commodity prices.
Commodity-Related Risk
Certain Funds are subject to Commodity-Related Risks. Underlying Funds that invest in commodities expose the Fund to the greater volatility of the commodity markets, to commodity-specific risks (weather, disease, supply/demand imbalances), and to international economic, political and regulatory influences that frequently affect the commodities markets.
Commodity Tax Risk
A Fund’s ability to invest in certain instruments such as commodity-linked derivatives may be adversely affected by changes in legislation, regulations or other legally binding authority. Pursuant to the Internal Revenue Code of 1986, as amended, a Fund must derive at least 90% of its gross income from qualifying sources to qualify as a regulated investment company. Gains from the disposition of commodities are not considered qualifying income for this purpose. Additionally, the Internal Revenue Service has issued a revenue ruling which holds that income derived from commodity-linked swaps is not qualifying income. As a result, a Fund’s ability to directly invest in commodity-linked swaps as part of its investment strategy is limited to a
 
 
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maximum of 10% of its gross income. Failure to comply with the restrictions in the Internal Revenue Code of 1986, as amended, and any future legislation or guidance may cause a Fund to fail to qualify as a regulated investment company which may adversely impact a shareholder’s return. Alternatively, a Fund may forego these investments which could adversely affect the ability of the Fund to achieve its investment goal.
Company Size Risk (Small and Mid Cap Risk)
Generally, the smaller the market capitalization of a company, the fewer the number of shares traded daily, the less liquid its stock and the more volatile its price. For example, small and medium capitalization stocks may be less liquid and more volatile than stocks of larger, well-known companies. Market capitalization is determined by multiplying the number of its outstanding shares by the current market price per share.
Companies with smaller market capitalizations also tend to have unproven track records, a limited product or service base, limited access to capital, and other attributes that can cause their share prices to fluctuate. Therefore, smaller companies may entail greater risks for investors than larger companies.
Concentration Risk
If a Fund invests more than 25% of its total assets in a particular industry, the portfolio’s performance may be more susceptible to a single economic, regulatory or technological occurrence than a fund that does not concentrate its investments in a single industry. Securities of companies within specific industries or sectors of the economy may periodically perform differently than the overall market. This may be due to changes in such things as the regulatory or competitive environment or to changes in investor perceptions regarding a sector or company.
Financials Sector Risk
Companies operating in the U.S. and non-U.S. financials sector of the economy, including those in the banking industry, are often subject to extensive governmental regulation and intervention, which limits their activities, the prices they can charge and the amount of capital they must maintain. Governmental regulation may change frequently and may have significant adverse consequences for companies in the financials sector, including effects not intended by such regulation. The impact of recent or future regulation on any individual financial company, the banking industry or on the sector as a whole cannot be predicted. The valuation of financial companies has been and continues to be subject to unprecedented volatility and may be influenced by unpredictable factors, including interest rate changes and sovereign debt default. Certain risks may impact the value of investments in the financials sector more severely than those of investments outside this sector, including the risks associated with companies that
operate with substantial financial leverage. In addition, certain financial companies
are subject to intense competitive pressures, including market share and price competition.
Information Technology Sector Risk
Companies operating in the information technology sector may produce or use products or services that prove commercially unsuccessful, become obsolete or become adversely impacted by increased government regulation. Competitive pressures in the technology industry, both domestically and internationally, may affect negatively the financial condition of technology companies, and a substantial investment in technology securities may subject a Fund to more volatile price movements than a more diversified securities portfolio. In certain instances, technology securities may experience significant price movements caused by disproportionate investor optimism or pessimism with little or no basis in fundamental economic conditions. As a result of these and other reasons, investments in the technology sector can experience sudden and rapid appreciation and depreciation. Factors that may also significantly affect the market value of securities of issuers in the information technology sector include the failure to obtain, or delays in obtaining, financing or regulatory approvals.
Convertible Securities Risk
Convertible securities are subject to the risks typically associated with debt securities, such as interest rate risk and credit risk. Convertible securities also react to changes in the value of the common stock into which they convert, and are thus subject to market risk. A Fund may be forced to convert a convertible security before it otherwise would choose to do so, which may decrease the Fund’s return.
Correlation Risk
The effectiveness of the Portfolio’s futures hedging program may be reduced if the Portfolio’s equity positions do not sufficiently correlate to the indices underlying its futures positions.
Counterparty Risk
A Fund may invest in financial instruments involving counterparties that attempt to gain exposure to a particular group of securities, index or asset class without actually purchasing those securities or investments, or to hedge a position. A Fund’s use of such financial instruments, including swap agreements and structured notes, involves risks that are different from those associated with ordinary portfolio securities transactions. For example, if a swap agreement counterparty defaults on its payment obligations to the Fund, this default will cause the value of your investment in the Fund to decrease. Swap agreements and structured notes also may be considered to be illiquid.
Country or Sector Risk
Investments in particular sectors or countries may be more volatile than the overall equity or fixed-income markets. Therefore, if a Fund emphasizes one or more industries,
 
 
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economic sectors or countries, it may be more susceptible to financial, market, political or economic events affecting the particular issuers, industries and countries participating in such sectors than funds that do not emphasize particular industries, sectors or countries.
Asia Pacific Region Focus
The level of development of the economies of countries in the Asia Pacific region varies greatly. Furthermore, since the economies of the countries in the region are largely intertwined, if an economic recession is experienced by any of these countries, it will likely adversely impact the economic performance of other countries in the region. Certain economies in the region may be adversely affected by increased competition, high inflation rates, undeveloped financial services sectors, currency fluctuations or restrictions, political and social instability and increased economic volatility. In addition, certain countries in the Asia Pacific region in which the Fund may invest are large debtors to commercial banks and foreign governments. The recent economic crisis has reduced the willingness of certain lenders to extend credit to these Asia Pacific countries and have made it more difficult for such borrowers to obtain financing on attractive terms or at all. These developments may also have a negative effect on the broader economy of such Asia Pacific countries, including issuers in which a Fund may invest. Due to heavy reliance on international trade, a decrease in demand (due to recession or otherwise in the United States, Europe or Asia) would adversely affect economic performance in the region.
Credit Default Swap Risk
The Wilmington Global Alpha Equities Fund may enter into credit default swap agreements. A credit default swap agreement is an agreement between two parties: a buyer of credit protection and a seller of credit protection. The Fund may be either the buyer of credit protection against a designated event of default, restructuring or other credit related event (each a “Credit Event”) or the seller of credit protection in a credit default swap. The buyer in a credit default swap agreement is obligated to pay the seller a periodic stream of payments over the term of the swap agreement. If no Credit Event occurs, the seller of credit protection will have received a fixed rate of income throughout the term of the swap agreement. If a Credit Event occurs, the seller of credit protection must pay the buyer of credit protection the full notional value of the reference obligation either through physical settlement or cash settlement. If no Credit Event occurs, the buyer of credit protection will have made a series of periodic payments through the term of the swap agreement. However, if a Credit Event occurs, the buyer of credit protection will receive the full notional value of the reference obligation either through physical settlement or cash settlement from the seller of credit protection. A credit default swap may involve greater risks than if the Fund invested directly in the underlying reference obligations. For example, a credit default swap may increase the Fund’s credit risk because it has exposure to both the issuer of the
underlying reference obligation and the counterparty to the credit default swap. In addition, credit default swap agreements may be difficult to value depending on whether an active market exists for the credit default swaps in which the Fund invests.
Credit Risk
Credit risk is the possibility that an issuer will default on a security by failing to pay interest or principal when due. If an issuer defaults, a Fund will lose money. Changes in an issuer’s financial strength, the market’s perception of an issuer’s creditworthiness, or in the credit rating of the issuer or the security may also affect the value of a Fund’s investment in that issuer.
Many fixed income securities receive credit ratings from services such as Standard & Poor’s and Moody’s. These services assign ratings to securities by assessing the likelihood of issuer default. Lower credit ratings correspond to higher credit risk. If a security has not received a rating, a Fund must rely entirely upon the Advisor’s credit assessment.
Fixed income securities generally compensate for greater credit risk by paying interest at a higher rate. The difference between the yield of a security and the yield of a U.S. Treasury security with a comparable maturity (the spread) measures the additional interest paid for risk. Spreads may increase generally in response to adverse economic or market conditions. A security’s spread may also increase if the security’s rating is lowered, or the security is perceived to have an increased credit risk. An increase in the spread will cause the price of the security to decline.
Credit risk includes the possibility that a party to a transaction involving a Fund will fail to meet its obligations. This could cause a Fund to lose the benefit of the transaction or prevent a Fund from selling or buying other securities to implement its investment strategy.
Currency Risk
Exchange rates for currencies fluctuate daily. The combination of currency risk and market risk tends to make securities traded in foreign markets more volatile than securities traded exclusively in the U.S.
Depositary Receipts Risk
Foreign securities may trade in the form of depositary receipts. In addition to investment risks associated with the underlying issuer, depositary receipts may expose the Fund to additional risks associated with non-uniform terms that apply to depositary receipt programs, including credit exposure to the depository bank and to the sponsors and other parties with whom the depository bank establishes the programs, currency, political, economic, market risks and the risk of an illiquid market for depositary receipts. Depositary receipts are generally subject to the same risks as the foreign securities that they evidence or into which they may be converted. Depositary receipts may not track the price of the underlying foreign securities on which they are based,
 
 
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may have limited voting rights, and may have a distribution subject to a fee charged by the depository. As a result, equity shares of the underlying issuer may trade at a discount or premium to the market price of the depositary receipts. Some institutions issuing depositary receipts may not be sponsored by the issuer. Unsponsored programs generally expose investors to greater risks than sponsored programs and do not provide holders with many of the shareholder benefits that come from investing in a sponsored depositary receipt.
Derivatives Securities Risk
The risk that a Fund’s use of derivatives will cause losses (1) due to the unexpected effect of market movements on a derivative’s price, (2) because the derivatives do not perform as anticipated, (3) because the derivatives are not correlated with the performance of other investments which they are used to hedge; or (4) if the Fund is unable to liquidate a position because of an illiquid secondary market.
Derivatives Tax Risk
Compared to other types of investments, derivatives may be harder to value and may also be less tax efficient. In addition, changes in government regulation of derivative instruments could affect the character, timing and amount of a Fund’s taxable income or gains, and may limit or prevent a Fund from using certain types of derivative instruments as a part of its investment strategy, which could make the investment strategy more costly to implement or require the Fund to change its investment strategy. To the extent that a Fund uses derivatives for hedging or to gain or limit exposure to a particular market or market segment, there may be imperfect correlation between the value of the derivative instrument and the value of the instrument being hedged or the relevant market or market segment, in which case the Fund may not realize the intended benefits. There is also the risk that during adverse market conditions, an instrument which would usually operate as a hedge provides no hedging benefits at all. A Fund’s use of derivatives may be limited by the requirements for taxation of the Fund as a regulated investment company.
Distressed Securities Risk
A Fund’s investment in distressed securities may involve a higher degree of credit risk, price volatility and liquidity risk. These instruments, which involve loans, loan participations, bonds, notes, and non-performing and sub-performing mortgage loans, typically are unrated, lower-rated, in default or close to default. Valuing such instruments may be difficult and the Fund may lose all of its investment.
Dividend Risk
The strategy targets companies that the manager believes have potential for attractive dividends. Performance of the strategy would be impacted to the extent such companies reduce or stop paying dividends. Similarly, the strategy could also be impacted by changes in tax laws which reduce incentives for companies to pay dividends.
Emerging Market Countries Risk
Emerging market securities typically present even greater exposure to the risks described under “Foreign Securities Risk” and may be particularly sensitive to certain economic changes. Emerging market securities are exposed to a number of risks that may make these investments volatile in price or difficult to trade. Political risks may include unstable governments, nationalization, restrictions on foreign ownership, laws that prevent investors from getting their money out of a country and legal systems that do not protect property rights as well as the laws of the U.S. In addition, the ability to bring and enforce actions in emerging market countries may be limited and shareholder claims may be difficult or impossible to pursue. These restrictions and/or controls may at times limit or prevent foreign investment in securities of issuers located or operating in emerging market countries. Market risks may include economies that concentrate in only a few industries, securities issued that are held by only a few investors, limited trading capacity in local exchanges and the possibility that markets or issues may be manipulated by foreign nationals who have inside information. Also, companies in emerging market countries generally may be subject to less stringent financial reporting, accounting and auditing standards than companies in more developed countries and, as a result, the nature and quality of such information may vary. These factors, among others, make investing in issuers located or operating in emerging market countries significantly riskier than investing in issuers located or operating in more developed countries, and any one of them could cause a decline in the value of the Fund’s shares.
Event-Driven Trading Risk
Event-driven trading involves the risk that the special situation may not occur as anticipated, in which case a Fund may realize losses.
Exchange-Traded Funds (“ETFs”) Risk
An investment in an ETF generally presents the same primary risks as an investment in a conventional fund (i.e., one that is not exchange-traded) that has the same investment objectives, strategies, and policies. The price of an ETF can fluctuate up or down, and a Fund could lose money investing in an ETF if the prices of the securities owned by the ETF go down. In addition, ETFs may be subject to the following risks that do not apply to conventional funds: (i) the market price of an ETF’s shares may trade above or below their net asset value; (ii) an active trading market for an ETF’s shares may not develop or be maintained; or (iii) trading of an ETF’s shares may be halted if the listing exchange’s officials deem such action appropriate, the shares are delisted from the exchange, or the activation of market-wide “circuit breakers” (which are tied to large decreases in stock prices) halts stock trading generally.
Exchange-Traded Notes (“ETNs”) Risk
The value of ETNs, which combine features of ETFs and bonds, depends on the performance of the index or other
 
 
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asset underlying the ETN and the creditworthiness of the ETN’s issuer. Unlike ETFs, ETNs are not structured as investment companies and, unlike bonds, they may have no periodic interest payments. ETNs are not secured by any collateral.
Foreign Investing Risk
Foreign securities pose additional risks because foreign economic or political conditions may be less favorable than those of the United States. Securities in foreign markets may also be subject to taxation policies that reduce returns for U.S. investors.
Foreign companies may not provide information (including financial statements) as frequently or to as great an extent as companies in the United States. Foreign companies may also receive less coverage than United States companies by market analysts and the financial press. In addition, foreign countries may lack uniform accounting, auditing and financial reporting standards or regulatory requirements comparable to those applicable to U.S. companies. These factors may prevent International Fund, Real Asset Fund, Global Alpha Equities and Enhanced Dividend Income Strategy Fund and their Advisor and sub-advisor from obtaining information concerning foreign companies that is as frequent, extensive and reliable as the information available concerning companies in the United States.
Foreign countries may have restrictions on foreign ownership of securities or may impose exchange controls, capital flow restrictions or repatriation restrictions which could adversely affect the liquidity of a Fund’s investments. Further, the issuer of foreign government securities or the governmental authorities that control the repayment of the debt may be unwilling to repay the principal or interest when due.
Forward Currency Exchange Contract Risk
A forward foreign currency exchange contract is an agreement to buy or sell a specific currency at a future date and at a price set at the time of the contract. Forward foreign currency exchange contracts may reduce the risk of loss from a change in value of a currency, but they also limit any potential gains, do not protect against fluctuations in the value of the underlying position and are subject to counterparty risk.
Futures Contracts Risk
The successful use of futures contracts will depend upon the investment manager’s skill and experience with respect to such instruments and is subject to special risk considerations. The primary risks associated with the use of futures contracts are (i) the imperfect correlation between the change in market value of the instruments held by the Fund and the price of the futures contract; (ii) possible lack of a liquid secondary market for a futures contract and the resulting inability to close a futures contract when desired; (iii) losses caused by unanticipated market movements, which are potentially unlimited; (iv) the inability to predict
correctly the direction of securities prices, interest rates, currency exchange rates and other economic factors; and (v) if the Fund has insufficient cash, it may have to sell portfolio investments to meet daily variation margin requirements, and the Fund may have to sell such investments at a time when it may be disadvantageous to do so.
Geopolitical Risk
Geopolitical risks, including terrorism, tensions or open conflict between nations, or political or economic dysfunction within some nations that are major players on the world stage or major producers of oil, natural gas, or other valuable resources, may lead to instability in world economies and markets, may lead to increased market volatility, and may have adverse long-term effects.
Growth Investing Risk
Due to their relatively high valuations, growth stocks are typically more volatile than value stocks. For instance, the price of a growth stock may experience a larger decline on a forecast of lower earnings, a negative fundamental development, or an adverse market development. Further, growth stocks may not pay dividends or may pay lower dividends than value stocks. This means they depend more on price changes for returns and may be more adversely affected in a down market compared to value stocks that pay higher dividends.
Hedge Fund Strategies’ Risk
Certain Funds are subject to Hedge Fund Strategies’ Risks. Underlying Funds that invest, directly or indirectly, in managers employing hedge fund-type investment strategies may have markedly higher investment management fees than other funds. Hedge fund strategies may be narrowly focused on a particular market, security type or activity, and would be exposed to greater risk of loss if the investment thesis underlying the focus does not occur as anticipated. Hedge fund strategies that are intended to reduce the Fund’s volatility may fail to do so effectively. The use of leverage by a hedge fund strategy (e.g., through options) will magnify any losses incurred by the strategy.
Inflation-Indexed Securities Risk
Certain Funds are subject to Inflation-Indexed Securities’ Risks. Because of the inflation-adjustment feature, inflation-indexed securities typically have lower yields than conventional fixed-rate bonds. The value of inflation-indexed, fixed income securities generally fluctuates in response to changes in real interest rates, which are in turn 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 might rise, leading to a decrease in value of an inflation-indexed security. Interest payments on inflation-indexed securities will fluctuate as the principal and/or interest is adjusted for inflation and can be unpredictable. The amounts of the income distributions from an inflation-indexed security are likely to fluctuate considerably more than the income distribution amounts of
 
 
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SPECIFIC RISKS OF INVESTING IN THE FUNDS
 
a conventional bond. If inflation is lower than expected during the period the Fund holds an inflation-indexed security, the Fund may earn less on the security than on a conventional bond. There can be no assurance that the inflation index used will accurately measure the real rate of inflation in the prices of goods and services. The Fund’s investment in inflation-indexed securities may lose value in the event that the actual rate of inflation is different than the rate of the inflation index. There also may be a delay between the time a change to the rate of inflation occurs and the time the adjustment for inflation is reflected in the value of the inflation-indexed securities.
Although inflation-indexed securities may provide investors with a hedge against inflation, in the event of deflation, in which prices decline over time, the principal and income of inflation-indexed securities would likely decline in price, resulting in losses to the Fund. If the Fund purchases inflation-indexed securities in the secondary market whose principal values have been adjusted upward due to inflation since issuance, the Fund may experience a loss if there is a subsequent period of deflation or a lower level of inflation. If inflation is lower than expected during the period the Fund holds an inflation-indexed security, the Fund may earn less on the security than on a conventional bond.
Inflation-Indexed Securities Tax Risk
Any increase in the principal amount of an inflation-indexed security may be included for tax purposes in a Fund’s gross income, even though no cash attributable to such gross income has been received by the Fund. In such event, the Fund may be required to make annual distributions to shareholders that exceed the cash it has otherwise received. In order to pay such distributions, the Fund may be required to raise cash by selling portfolio investments. The sale of such investments could result in capital gains to the Fund. In addition, adjustments during the taxable year for deflation to an inflation-indexed bond held by a Fund may cause amounts previously distributed by the Fund in the taxable year as income to be recharacterized as a return of capital.
Information Risk
The Fund may rely to a meaningful degree on quantitative analytical tools (both proprietary tools and those developed by third parties) (“Tools”) and information and data (“Data”) supplied by third parties. Tools and Data may be used to, among other things, construct sets of transactions and investments and illustrate the results, construct and test allocations within a portfolio, and provide risk management insights.
When Tools and Data used in managing the Fund prove to be incorrect or incomplete, any investment decisions made in reliance on the Tools and Data may not provide the desired results and the Fund may realize losses. For example, the Fund’s advisor and/or sub-advisor may in reliance on faulty Tools or Data buy certain investments at prices that are too high, sell certain investments at prices that are too low or miss favorable investment opportunities altogether.
Infrastructure Assets Risk
Certain Funds are subject to Infrastructure Assets Risk. Underlying Funds that invest, directly or indirectly, in infrastructure operators and projects (e.g., toll roads, port facilities, transmission lines, sewage treatment plants) expose the Fund to the risks associated with large, long-term construction projects, to financial, operating and competitive risks, and to the risks of changing economic and regulatory conditions and political instability in the country or region where the asset is located. These risks may be amplified for real assets located outside of the United States.
Interest Rate Risk
Prices of fixed income securities rise and fall in response to changes in the interest rate paid by similar securities. Generally, when interest rates rise, prices of fixed income securities fall. However, market factors, such as the demand for particular fixed income securities, may cause the price of certain fixed income securities to fall while the prices of other securities rise or remain unchanged.
Interest rate changes have a greater effect on the price of fixed income securities with longer durations. Duration measures the price sensitivity of a fixed income security to changes in interest rates.
Investment Style/Factor Risk
The strategy’s approach to investing on the basis of sector and/or industry selection, factor selection, or style could cause it to underperform other equity strategies that employ a different basis for investing.
Investments in Other Money Market Mutual Funds Risk
To the extent that a Fund invests in shares of other money market mutual funds, its performance is directly tied to the performance of such other funds. If one of these other money market mutual funds fails to meet its objective, the Fund’s performance could be negatively affected. In addition, Fund shareholders will pay a proportionate share of the fees and expenses of such other money market mutual funds (including applicable management, administration and custodian fees) as well as the Fund’s direct expenses. Any such other money market mutual fund will not charge any front-end sales loads, contingent deferred sales charges or Rule 12b-1 fees.
Large Cap Stock Risk
During certain market periods, large capitalization dividend-paying value stocks will trail returns from the overall stock market. Large-cap stocks tend to go through cycles, which can last years, of doing better – or worse – than other segments of the stock market or the stock market in general.
Leverage Risk
Leverage risk is created when an investment exposes the Fund to a level or risk that exceeds the amount invested. Changes in the value of such an investment magnify the Fund’s risk of loss and potential for gain.
 
 
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Liquidity Risk
Liquidity risk is the risk that the Fund will experience significant net redemptions of Fund shares at a time when it cannot find willing buyers for its portfolio securities or can only sell its portfolio securities at a material loss.
Market Risk in General
Market risk is the risk that one or more markets in which a Fund invests will go down in value, including the possibility that the markets will go down sharply and unpredictably. The value of a security or other asset may decline due to changes in general market conditions, economic trends or events that are not specifically related to the issuer of the security or other asset, or factors that affect a particular issuer or issuers, exchange, country, group of countries, region, market, industry, group of industries, sector or asset class. Local, regional or global events such as war, acts of terrorism, the spread of infectious illnesses or other public health issues, recessions, changes in interest rates, trade disputes, changes in trade regulation or economic sanctions, elevated levels of government debt, internal unrest and discord, the threat or occurrence of a government shutdown, natural disasters or other events could have a significant impact on a Fund and its investments.
In addition, any spread of an infectious illness, public health threat or similar issue could reduce consumer demand or economic output, result in market closures, travel restrictions or quarantines, and generally have a significant impact on the economies of the affected country and other countries with which it does business. This could, in turn, adversely affect a Fund’s investments in that country and other affected countries.
Master Limited Partnerships (“MLPs”) Risk
Investing in MLPs entails risks related to fluctuations in energy prices, decreases in the supply of, or demand for, energy commodities, decreases in demand for MLPs in rising interest rate environments, unique tax consequences due to the partnership structure and potentially limited liquidity.
Mortgage-Backed and Asset-Backed Securities Risk
Through its investments in mortgage-backed securities, the Fund may have some exposure to subprime loans, as well as to the mortgage and credit markets generally. Subprime loans, which are loans made to borrowers with weakened credit histories, have had in many cases higher default rates than loans that meet government underwriting requirements. The credit quality of most asset-backed securities depends primarily on the credit quality of the assets underlying such securities, how well the entity issuing the security is insulated from the credit risk of the originator or any other affiliated entities, and the amount and quality of any credit enhancement of the securities.
Municipal Securities Risk
The Fund will likely be impacted by events tied to the overall municipal securities markets. Those markets can be
volatile and significantly affected by unfavorable legislative or political developments and adverse changes in the financial conditions of municipal securities issuers and the economy. Further, a fund that invests in the securities of a particular bond market sector (e.g., healthcare, housing or one political subdivision) is subject to the risk that adverse circumstances will have a greater impact on the fund than a fund that does not make such sector investments. It is possible that economic, business or political developments or other changes affecting one security in the sector will affect other securities in that sector in the same manner, thereby increasing the risk of such investments.
Natural Resources Risk
Certain Funds are subject to Natural Resources Risks. Underlying Funds that invest in companies that own or develop natural resources (e.g., exploring, mining, refining), or supply goods and services to such companies (e.g., drilling, processing, transporting, fabricating) expose the Fund to the greater volatility of the markets for these companies’ products, and to international economic, political and regulatory influences that frequently affect the operations of these companies.
New York Investment Risk
The Wilmington New York Municipal Bond Fund emphasizes investments in New York and is subject to events that may adversely affect New York issuers compared to funds that invest in multiple states. New York’s economy is large and diverse. While several upstate counties benefit from agriculture, manufacturing and high technology industries, New York City nonetheless still dominates the State’s economy through its international importance in economic sectors such as advertising, finance, and banking. Any major changes to the financial conditions of New York City would ultimately have an effect on the State.
Yields on New York municipal securities depend on a variety of factors, including: the general conditions of the short-term municipal note market and the municipal bond market; the size of the particular offering; the maturity of the obligations; and the rating of the issue. Further, any adverse economic conditions or developments affecting the State, counties, municipalities or City of New York could impact Wilmington New York Municipal Bond Fund’s portfolio. The ability of the Fund to achieve its investment goals also depends on the continuing ability of the issuers of New York municipal securities and participation interests, or the guarantors of either, to meet their obligations for the payment of interest and principal when due.
Non-Investment Grade Securities (Junk Bonds) Risk
High-yield bonds, which are rated below investment grade and are typically referred to as junk bonds, are generally more exposed to credit risk than investment grade securities. These securities are generally higher yielding and higher-risk than investment grade, fixed income securities and are issued by entities whose ability to pay interest and principal on the debt in a timely manner is considered questionable.
 
 
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Options and Futures Risk
When options are purchased over the counter, the Fund bears the risk that the counter-party that wrote the option will be unable or unwilling to perform its obligations under the option contract. Such options may also be illiquid, and in such cases, the Fund may have difficulty closing out its position. The risks associated with futures include: the potential inability to terminate or sell a position, the lack of a liquid secondary market for the Fund’s position and the risk that the counterparty to the transaction will not meet its obligations.
Over-the-Counter (“OTC”) Trading Risk
Certain of the derivatives in which the Global Alpha Equities Fund may invest, including swap agreements, may be traded (and privately negotiated) in the OTC market. While the OTC derivatives market is the primary trading venue for many derivatives, it is largely unregulated. As a result and similar to other privately negotiated contracts, the Fund is subject to counterparty risk with respect to such derivatives contracts.
Preferred Stocks Risk
Unlike interest payments on debt securities, dividend payments on a preferred stock typically must be declared by the issuer’s board of directors. In addition, in the event an issuer of preferred stock experiences economic difficulties, the issuer’s preferred stock may lose substantial value due to the reduced likelihood that the issuer’s board of directors will declare a dividend and the fact that the preferred stock may be subordinated to other securities of the same issuer.
Prepayment Risk
Generally, homeowners have the option to prepay their mortgages at any time without penalty. Homeowners frequently refinance high interest rate mortgages when mortgage rates fall. This results in the prepayment of mortgage backed securities with higher interest rates.
Conversely, prepayments due to refinancings decrease when mortgage rates increase. This extends the life of mortgage backed securities with lower interest rates. Other economic factors can also lead to increases or decreases in prepayments. Increases in prepayments of high interest rate mortgage backed securities, or decreases in prepayments of lower interest rate mortgage backed securities, may reduce their yield and price. These factors, particularly the relationship between interest rates and mortgage prepayments makes the price of mortgage backed securities more volatile than many other types of fixed income securities with comparable credit risks.
Mortgage backed securities generally compensate for greater prepayment risk by paying a higher yield. The difference between the yield of a mortgage backed security and the yield of a U.S. Treasury security with a comparable maturity (the spread) measures the additional interest paid for risk. Spreads may increase generally in response to adverse economic or market conditions. A security’s spread
may also increase if the security is perceived to have an increased prepayment risk or perceived to have less market demand. An increase in the spread will cause the price of the security to decline. A Fund may have to reinvest the proceeds of mortgage prepayments in other fixed income securities with lower interest rates, higher prepayment risks, or other less favorable characteristics.
Real Estate-Related Risk
Certain Funds are subject to Real Estate-Related Risks. Underlying Funds that invest in real estate (generally real estate investment trusts) expose the Fund to the risks of owning real estate directly, such as market-specific conditions (economic supply/demand imbalances), creditworthiness of the issuer, quality of property management, and changing interest rates. Investing in REITs and REIT-like entities involves certain unique risks in addition to those risks associated with investing in the real estate industry in general. REITs and REIT-like entities are dependent upon management skill, may not be diversified, and are subject to heavy cash flow dependency and self-liquidation. REITs and REIT-like entities also are subject to the possibility of failing to qualify for tax free pass-through of income. Also, because REITs and REIT-like entities typically are invested in a limited number of projects or in a particular market segment, these entities are more susceptible to adverse developments affecting a single project or market segment than more broadly diversified investments.
Repurchase Agreements Risk
A repurchase agreement exposes the Fund to the risk that the party that sells the security may default on its obligation to repurchase it. The Fund may lose money if it cannot sell the security at the agreed-upon time and price or the security loses value before it can be sold.
Screening Criteria Risk
Strict application of the dividend-yield screening criterion for the U.S. equities portion of the Fund’s portfolio means that the Fund might have difficulty in finding suitable investments in certain markets, may be concentrated in a relatively small number of positions, and may not invest in companies experiencing, or expected to experience, meaningful capital appreciation.
Sector Risk
Investments in particular sectors may be more volatile than the overall equity or fixed-income markets. Therefore, if the Fund emphasizes one or more industries or economic sectors, it may be more susceptible to financial, market, political or economic events affecting the particular issuers and industries participating in such sectors than funds that do not emphasize particular industries or sectors.
Short Sale Risk
Short selling a security involves selling a borrowed security with the expectation that the value of the security will decline, so that the security may be purchased at a lower
 
 
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SPECIFIC RISKS OF INVESTING IN THE FUNDS
 
price when returning the borrowed security. The risk for loss on short selling is greater than the original value of the securities sold short because the price of the borrowed security may rise, thereby increasing the price at which the security must be purchased. Government actions also may affect the Fund’s ability to engage in short selling.
Stock Market Risk
The value of equity securities in a Fund’s portfolio will rise and fall. These fluctuations could be a sustained trend or a drastic movement. A Fund’s portfolio will reflect changes in prices of individual portfolio stocks or general changes in stock valuations. Consequently, a Fund’s share price may decline.
The Advisor or sub-advisor attempts to manage market risk by limiting the amount a Fund invests in each company’s equity securities. However, diversification will not protect a Fund against widespread or prolonged declines in the stock market.
Structured Note Risk
The value of these notes will rise or fall in response to changes in the underlying commodity or related index. These notes expose the Fund to movements in commodity prices. These notes also are subject to risks, such as credit, market and interest rate risks, that in general affect the values of debt securities. These notes are often leveraged, increasing the volatility of each note’s market value relative to changes in the underlying commodity, commodity futures contract or commodity index. Therefore, at the maturity of the note, the Fund may receive more or less principal than it originally invested. The Fund might receive interest payments on the note that are more or less than the stated coupon interest payments.
Style/Multi-Manager Risk
The investment styles employed by sub-advisors may not be complementary. The multi-manager approach could result in a high level of portfolio turnover, resulting in higher brokerage expenses and increased tax liability from the Fund’s realization of capital gains.
Style/Sector/Factor Risk
Different investment styles and factors tend to shift in and out of favor depending on market conditions and investor sentiment. The Fund’s approach to investing on the basis of sector and/or industry selection, factor selection, or style could cause it to underperform other stock funds that employ a different basis for investing.
Swap Agreement Risk
With respect to an uncleared swap (i.e., negotiated bilaterally and traded OTC between the two parties), the Fund bears the risk of loss of the amount expected to be received under a swap agreement in the event of the default or bankruptcy of a swap agreement counterparty. Swap agreements also may be considered to be illiquid. In addition, the Fund may enter into swap agreements that involve
a limited number of counterparties, which may increase the Fund’s exposure to counterparty risk. Further, there is a risk that no suitable counterparties are willing to enter into, or continue to enter into, transactions with the Fund and, as a result, the Fund may not be able to achieve its investment goal. In the case of a cleared swap (i.e., transacted through a futures commission merchant (an “FCM”) and cleared through a clearinghouse that serves as a central counterparty (e.g., certain credit default swaps)), there is also a risk of loss by the fund of the margin deposits posted with the FCM in the event of the FCM’s bankruptcy and whether the Fund has an open position in the swap contract.
Tax Risk
In order to be tax-exempt, municipal securities must meet certain legal requirements. Failure to meet such requirements may cause the interest received and distributed by the Wilmington New York Municipal Bond Fund and Wilmington Municipal Bond Fund to their shareholders to be taxable. Changes or proposed changes in federal tax laws may cause the prices of municipal securities to fall. Income from the Wilmington New York Municipal Bond Fund and Wilmington Municipal Bond Fund may be subject to the AMT.
Underlying Funds’ Risk
Certain Funds are subject to Underlying Funds’ Risk. The investment performance of the Fund is affected by the investment performance of the Underlying Funds in which it invests. The ability of the Fund to achieve its investment objective depends on the ability of the Underlying Funds to meet their investment objectives and on the decisions of WFMC or WTIA, as principal sub-advisor, regarding the allocation of the Fund’s assets among the Underlying Funds. There can be no assurance that the investment objective of the Fund or any Underlying Fund will be achieved. Through its investments in Underlying Funds, the Fund is subject to the risks of the Underlying Funds’ investments. Certain of the risks of the Underlying Funds’ investments are described above. In addition, both the Fund and the Underlying Funds in which it invests bear fees and expenses, so investment in the Fund may be subject to certain duplicate expenses. WFMC and WTIA are subject to certain conflicts of interest in choosing the Underlying Funds in which a Fund may invest.
U.S. Government Securities Risk
Not all obligations of the U.S. government, its agencies and instrumentalities are backed by the full faith and credit of the United States. Some obligations are backed only by the credit of the issuing agency or instrumentality, and in some cases there may be some risk of default by the issuer. Even if a security is backed by the U.S. Treasury or the full faith and credit of the United States, such guarantee applies only to the timely payment of interest and principal. Neither the U.S. government nor its agencies guarantees the market value of their securities, and interest rate changes, prepayments and other factors may affect the value of U.S. government securities.
 
 
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WHO MANAGES THE FUNDS?
 
Valuation Risk
The risk that the Fund has valued certain of its securities at a higher price than it can sell them.
Value Investing Risk
Due to their relatively low valuations, value stocks are typically less volatile than growth stocks. For instance, the price of a value stock may experience a smaller increase on a forecast of higher earnings, a positive fundamental development, or positive market development. Furthermore, value stocks tend to have higher dividends than growth stocks. This means they depend less on price changes for returns and may lag behind growth stocks in an up market.
Disclosure Of Portfolio Holdings Information
The Funds’ Form N-CSR filings contain complete listings of each Fund’s portfolio holdings as of the end of the Fund’s second and fourth fiscal quarters. Upon its effective date, each Fund with the exception of Wilmington U.S. Government Money Market Fund and Wilmington U.S. Treasury Money Market Fund prepares a report on Form N-PORT of its portfolio holdings as of the end of each month. The Funds’ Form N-CSR filings are filed with the SEC within 70 days of the end of the reporting period and the Funds’ monthly portfolio holdings are filed with the SEC within 60 days after the end of each fiscal quarter at the SEC’s website at www.sec.gov. Each Money Market Fund prepares a report on Form N-MFP of its portfolio holdings as of the last business day or any subsequent calendar day of the preceding month, which is filed with the SEC within five business days of month end.
Each quarter, each Fund provides the top 10 holdings to the insurance companies that offer the Fund in its insurance contracts. This information is provided to these entities under an agreement of confidentiality, before such information is made publicly available, so that these entities may produce fact sheets about the Fund as of the end of such quarter, which may include an analysis of the Funds’ holdings by sector, credit quality and/or country, as applicable.
The SAI describes the policies and procedures that relate to the disclosure of the Funds’ portfolio holdings.
Who Manages The Funds?
The Board of Trustees (the “Board”) governs the Funds. The Board selects and oversees the Advisor, WFMC, an affiliate of M&T Bank. The Advisor’s address is 1100 North Market Street, Wilmington, DE 19890.
The Advisor manages each Fund’s assets but may engage sub-advisors to provide investment management services for some or all of a Fund’s assets as more fully described in the Principal Investment Strategies for each Fund, If not delegated to a sub-advisor the Advisor’s services include buying and selling portfolio securities. The Funds’ principal sub-advisor is Wilmington Trust Investment Advisors, Inc.
(WTIA) for those assets of the Funds allocated to WTIA by WFMC. For some Funds, WFMC may allocate all or a significant percentage of such Fund’s assets to WTIA to provide investment management services. For other Funds, WFMC may allocate a small portion or no portion of the Fund’s assets to WTIA to provide investment management services.
M&T Bank was founded in 1856 and provides comprehensive banking and financial services to individuals, governmental entities and businesses in 13 states from Maine to Virginia and Washington D.C. As of June 30, 2026, M&T Bank Corporation had total assets of $219.3 billion. WFMC and entities affiliated with WFMC or its predecessors have served as investment advisor to certain of the Funds since 1988 and, as of June 30, 2026, it managed approximately $15.2 billion in assets. As part of its regular banking operations, M&T Bank may make loans to public companies. Thus, it may be possible, from time to time, for the Funds to hold or acquire the securities of issuers which are also lending clients of M&T Bank. The lending relationship will not be a factor in the selection of securities.
For the services under the advisory and sub-advisory contracts, the Advisor and sub-advisors are paid an annual advisory and sub-advisory fee from each Fund equal to a percentage of each Fund’s average daily net assets after taking into account any applicable fee waivers or reimbursements. For the fiscal year ended April 30, 2026, aggregate fees paid were as follows:
 
FUND    Advisory Fee Paid  
Wilmington Large-Cap Strategy Fund      0.14 % 
Wilmington International Fund      0.64 % 
Wilmington Global Alpha Equities Fund      0.93 % 
Wilmington Real Asset Fund      0.40 % 
Wilmington Enhanced Dividend Income Strategy Fund      0.05 % 
Wilmington Broad Market Bond Fund      0.32 % 
Wilmington Municipal Bond Fund      0.32 % 
Wilmington New York Municipal Bond Fund      0.00 % 
Wilmington U.S. Government Money Market Fund      0.10 % 
Wilmington U.S. Treasury Money Market Fund      0.09 % 
The Advisor may voluntarily waive a portion of its fee or reimburse a Fund for certain operating expenses.
The Advisor has determined to voluntarily waive and/or reimburse sufficient expenses of any class of the Money Market Funds to the extent necessary to maintain a yield of not less than zero. There is no guarantee that any class of the Money Market Funds will maintain such a yield. The Advisor may amend or terminate this voluntary waiver and/or reimbursement at any time without prior notice to shareholders.
 
 
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SUB-ADVISORS
 
A discussion of the Board’s review of the Funds’ investment advisory contracts will be available in the Funds’ Form N-CSR for the period ended October 31, 2026.
M&T Securities, Inc., an affiliate of WFMC, and its affiliates also may receive up to 0.25% of average daily net assets of the Funds’ Class A Shares, Select Shares, Service Shares and Administrative Shares for shareholder services under the Shareholder Services Plan described in “Shareholder Services Plans”. In addition, they may receive up to 0.25% of the Funds’ average daily net assets of the Class A Shares, Service Shares and Administrative Shares for the distribution services provided to the Funds under the Rule 12b-1 Plan described in “Rule 12b-1 Plans”.
In addition to the investment management services provided by WFMC, WFMC in its role as co-administrator, provides the Funds with certain administrative personnel and services necessary to operate the Funds and is entitled to receive a maximum fee of 0.040% of the Funds’ average daily net assets for such administrative personnel and services.
Sub-Advisors
Subject to oversight by the Board, the Advisor is responsible for overseeing the sub-advisors and recommending their hiring, termination and replacement. Pursuant to an exemptive order from the SEC, the Advisor (subject to the approval of the Board) may, with respect to any of the Funds, select and replace sub-advisors, which are unaffiliated with the Advisor, and amend Sub-Advisory agreements without obtaining shareholder approval, provided that certain conditions are met. The Advisor, and each applicable Fund, has entered into Sub-Advisory agreements with the sub-advisors listed below to manage the Fund indicated, subject to supervision of the Advisor and the Board, and in accordance with the investment goals and restrictions of the respective Funds. For their services, each sub-advisor (other than WTIA) is entitled to receive a fee based upon a percentage of their respective Fund’s average daily net assets, which will be paid by the Fund and not by the Advisor. WTIA is compensated from the advisory fee received by the Advisor.
The rate of the overall fee payable to the multiple sub-advisors of a sub-advised Fund may vary depending on the amount of assets that are allocated to the different sub-advisors of the sub-advised Fund due to the differences in their fees. The rate of the overall fee payable may also vary, from time to time, due to increases or decreases in the market value of the portions of the Fund’s portfolio managed by particular sub-advisors. These variations may occur even though there has been no change in the contractual arrangements between the Fund and any sub-advisor.
Parametric Portfolio Associates LLC (“Parametric”) sub-advises a portion of the Real Asset Fund. Parametric is a registered investment advisor with its principal executive office located at 800 Fifth Avenue, Suite 2800, Seattle, WA 98104. As of June 30, 2026, Parametric had assets under management of approximately $759 billion.
Wellington Management Company LLP (“Wellington”) sub-advises the Global Alpha Equities Fund and the International Fund. Wellington is a registered investment advisor under the Advisers Act, with its principal executive office located at 280 Congress Street, Boston, MA 02210. As of June 30, 2026, Wellington had global assets under management of approximately $1.37 trillion.
Wilmington Trust Investment Advisors, Inc. (“WTIA”) serves as the principal sub-advisor for the Funds and, for those assets of a Fund allocated by the Advisor, provides certain investment services, information, advice, assistance and facilities and performs research, statistical and investment services pursuant to a sub-advisory agreement among the Trust, WFMC and WTIA. WTIA is an affiliate of WFMC and is located at 1100 North Market Street, 9th Floor, Wilmington, DE 19890. As of June 30, 2026, WTIA had assets under management of approximately $18.7 billion.
Portfolio Manager Responsibilities
The following is information about how Funds with multiple Portfolio Managers allocate responsibilities for day-to-day management.
Wilmington Large-Cap Strategy Fund – Matthew D. Glaser and Andrew H. Hopkins, CFA, CPA manage the Large-Cap Strategy Fund. They make purchase and sale decisions based on sector weightings or other tilts within the Fund.
Wilmington International Fund – Matthew D. Glaser, Allen E. Choinski, CFA, and Sean Jenkins are responsible for the management of the International Fund. Veenu Ramchandani, CFA, and Simon Henry, CFA, are responsible for the day-to-day management of the strategies implemented by Wellington. Wellington decides on capitalization weightings, purchase and sales, and decides on sector and capitalization weightings for the strategies they manage.
Wilmington Global Alpha Equities Fund – Matthew D. Glaser and Jordan Strauss, CFA are responsible for the management of the Global Alpha Equities Fund. Gregg R. Thomas, CFA, and Tom S. Simon, CFA, FRM are responsible for the day-to-day management of the strategies implemented by Wellington. Wellington decides on capitalization weightings, purchase and sales, and decides on sector and capitalization weightings for the strategies they manage.
Wilmington Real Asset Fund – Matthew D. Glaser and Jordan Strauss, CFA are responsible for the day-to-day management of the Real Asset Fund, including the portion allocated to the enhanced cash strategy. Jennifer Mihara, Xiaozhen Li and Ben Davis oversee the day-to-day management of the portion of the Real Asset Fund allocated to Parametric.
Wilmington Enhanced Dividend Income Strategy Fund – Matthew D. Glaser, Andrew H. Hopkins, CFA, CPA and Mark D. Horst, CFA manage the Enhanced Dividend Income Strategy Fund.
 
 
PROSPECTUS / August 31, 2026     73  
SUB-ADVISORS
 
Wilmington Broad Market Bond Fund – Wilmer C. Stith, III, CFA, and John W. Cranford, CFA, CIPM jointly manage the Broad Market Bond Fund. They agree on purchases and sales, and jointly decide on sector and duration management strategies.
Wilmington Municipal Bond Fund – Jason Hannon, CFA and John J. Malloy, Jr. jointly manage the Municipal Bond Fund. They agree on purchases and sales, and jointly decide on sector and duration management strategies.
Wilmington New York Municipal Bond Fund – Jason Hannon, CFA and John J. Malloy, Jr. jointly manage the New York Municipal Bond Fund. They agree on purchases and sales, and jointly decide on sector and duration management strategies.
Portfolio Manager Biographies
Allen E. Choinski, CFA, is a Senior Vice President and Portfolio Manager/Research Analyst at Wilmington Trust Investment Advisors, Inc., the investment advisory arm of Wilmington Trust and M&T Bank. He is responsible for third-party domestic equity manager due diligence and also a co-manager of the Wilmington International Fund. Mr. Choinski previously was co-manager of Wilmington Trust’s quantitatively managed equity funds, and also contributed to Wilmington Trust’s strategic and tactical asset allocation efforts. Prior to joining Wilmington Trust in 2007, he researched and implemented quantitative equity investment strategies at Alpha Equity Management, LLC. Mr. Choinski began his investment management career as a financial advisor at Smith Barney, and later worked for five years at ING’s Aeltus Investment Management, where he was responsible for fundamental and quantitative research to support ING’s international equity funds. He holds an MBA from Villanova University and a bachelor’s degree in engineering from Pennsylvania State University. He is a CFA® charterholder and a member of the CFA Society of Philadelphia.
John W. Cranford, CFA, CIPM is a Senior Vice President and Portfolio Manager at WTIA. Mr. Cranford is responsible for managing several fixed income separately managed account strategies with short- and intermediate-term mandates. He is a member of the Total Return Fixed Income team that manages institutional portfolios. John joined Wilmington Trust in 2007 as a manager in the Trust & Custody Services department before moving to the Fixed Income Investment Management team in 2010 as a fixed income trader. His past experience includes working in various accounting positions with BNY Mellon (formerly PFPC) and Deutsche Asset Management. Mr. Cranford holds a master’s degree in finance from the University of Denver and a bachelor’s degree in business administration from Appalachian State University. He is a CFA® charterholder and CIPM, and a member of both the CFA Institute and CFA Society Philadelphia.
Ben Davis is Parametric’s Global Head of Research and associate editor of the Journal of Beta Investment Strategies. Prior to joining Parametric, he held positions at AQR
Capital Management and Citadel focusing on portfolio construction and risk, and at MSCI Barra focusing on factor model research. His research has been published in the Journal of Portfolio Management and the Journal of Risk. Ben earned a PhD in mathematics from the University of California, Berkeley, and a BA in mathematics from Reed College.
Matthew D. Glaser is Executive Vice President and Head of Equity and Non-Traditional Investments at WTIA. Mr. Glaser joined WTIA in 2016 and has more than thirty years of experience in the equity and institutional investments industry. Previously, Mr. Glaser served as Managing Director and Portfolio Manager at Lazard Asset Management from 2014 to 2016 and Chief of Investment Strategies and Executive Managing Director at Turner Investments from 2007 to 2013, where he was a member of the Executive Management Group, Enterprise Risk Committee and had oversight responsibility for the Turner Spectrum Fund. Mr. Glaser holds a Master’s degree in Finance from Columbia University and a Bachelor’s degree in History from Wesleyan University.
Jason Hannon, CFA, is Senior Vice President, Head of Municipal Fixed Income and Senior Portfolio Manager for WTIA and is responsible for setting the municipal bond portfolio strategy for the firm’s institutional and individual clients. He plays a critical role in assessing market structure and guiding the risk measurement and research process. Most recently, Jason was a vice president at New York Private Bank & Trust/Emigrant Bank where he oversaw the municipal, MBS and treasury portfolios for separately managed accounts and the Bank’s Capital Markets Group. Previous roles include senior trader at Arbor Research & Trading and Vanguard. He holds a B.S. in Finance from the Pennsylvania State University.
Simon Henry, CFA, is a portfolio manager in Wellington Solutions, a comprehensive investment solutions platform with a mission to deliver outcome-oriented strategies to help solve clients’ challenges. He manages multi-manager solutions and conducts original research on factor investing, risk management, manager evaluation, and portfolio construction. He also contributes to equity solutions by analyzing key investment trends across the firm’s equity strategies. Prior to joining Wellington Management in 2008, Simon worked at Russell Investment Group in London as a portfolio and currency research analyst. He holds a master’s in materials, economics, and management from St. Anne’s College, Oxford University.
Andrew H. Hopkins, CFA, CPA, is a Senior Vice President at WTIA. Mr. Hopkins is the Head of Equity Research and is responsible for Wilmington Trust’s equity investment management program, which includes both domestic and international equity strategies. Mr. Hopkins manages a team of professionals responsible for fundamental equity research, fundamental portfolio management, as well as more passively managed quantitative strategies.
 
 
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Mark D. Horst, CFA, is a Senior Vice President and Senior Portfolio Manager and is a member of the investment committee for Wilmington Trust Investment Advisors, Inc., the investment advisory arm of Wilmington Trust and M&T Bank. He is the lead portfolio manager of the Enhanced Dividend Income Strategy and International Enhanced Dividend Income Strategy. Mr. Horst is also a member of the portfolio management team for the Dividend Growth Strategy and the Disciplined Core Strategy. Mark has more than two decades of experience in fundamental equity research and institutional portfolio management. Prior to joining Wilmington Trust in 2013, he served as a senior equity analyst with Inverness Counsel in New York, where he focused on identifying undervalued companies utilizing a GARP investment approach. Mr. Horst holds a master’s degree from the University of Michigan Ross School of Business and a bachelor’s degree in international business from Lehigh University. He is a CFA® charterholder and member of the CFA Society Philadelphia.
Sean Jenkins, is a Senior Vice President and Portfolio Manager/Senior Research Analyst at Wilmington Trust Investment Advisors, Inc. He is responsible for third-party non-US equity manager due diligence and also a co-manager of the Wilmington International Fund. In addition, he collaborates with colleagues to strengthen their understanding of investment solutions. Prior to joining Wilmington Trust in 2022, Mr. Jenkins was a senior analyst on the Manager Research team at SEI Investments from 2012-2022, where he focused on equity research across both non-U.S. and domestic large-cap equity. Previously, he was an investment analyst at Cornerstone Advisors Asset Management from 2007-2012, where he focused on equity research and performance reporting. Mr. Jenkins holds an MBA with a focus on management from Rider University and a bachelor’s degree in business economics from Brown University.
Xiaozhen Li is an Executive Director of the Large Case Custom Core Portfolio Management group and leads a team of investment professionals responsible for the US, developed non-US, and global Custom Core portfolios, primarily serving Parametric’s wealth management, family office, and institutional client base. Ms. Li joined Parametric in 2000. She earned a PhD in economics and an MS in physics from the University of Washington.
John J. Malloy, Jr., Senior Vice President and Senior Municipal Bond Portfolio Manager, is responsible for managing tax exempt assets including a common trust fund, mutual funds, and separately managed accounts. He conducts continual yield curve and volatility analyses in order to maximize total return and minimize risk across his municipal fixed income portfolios. Mr. Malloy joined Wilmington Trust in 2006, specializing in municipal bond trading and portfolio management. Earlier in his career, he was a senior fixed income trader at The Vanguard Group. He holds an MBA in Finance from Saint Joseph’s University and a bachelor’s degree in Business Administration from Arcadia University.
Jennifer Mihara is responsible for providing oversight to the Centralized Portfolio Management (CPM), Global Equity, Institutional CPM, and Large Case Custom Core Portfolio Management teams. Prior to her current role, Ms. Mihara was responsible for leading the CPM Portfolio Management team. Before joining Parametric in 2005, Jennifer was an investment associate at Merrill Lynch for five years. She earned a BA in economics and a minor in mathematics from Colgate University.
Veenu Ramchandani, CFA, is a Managing Director and Portfolio Manager at Wellington. Ms. Ramchandani is a portfolio manager in Wellington Equity Solutions, a comprehensive investment solutions platform with a mission to deliver outcome-oriented strategies to help solve clients’ challenges. She manages multi-manager solutions and conducts original research in fundamental investing, strategy evaluation, portfolio construction, and risk management. She also contributes to Wellington’s manager research platform, analyzing key investment trends across the firm’s equity strategies. Prior to joining Wellington in 2022, Ms. Ramchandani worked as a senior investment manager at Abu Dhabi Investment Authority (2016 - 2021). Before that, she held a variety of roles at Goldman Sachs Asset Management (2006 - 2016). She earned her BSc in mathematics and economics from the London School of Economics and Political Science (2006). Ms. Ramchandani holds the Chartered Financial Analyst designation.
Tom S. Simon, CFA, FRM, is a Senior Managing Director, Partner, and Portfolio Manager at Wellington. Mr. Simon is a portfolio manager in Wellington Solutions, a comprehensive investment solutions platform with a mission to deliver outcome-oriented strategies to help solve clients’ challenges. He also leads the Equity Solutions Team, which focuses on original research in fundamental investing, strategy evaluation, portfolio construction, and risk management. Prior to joining Wellington in 2009, Mr. Simon spent nine years at FactSet Research Systems Inc. (2001-2009), where he served as vice president. He also worked at Quantitative Analytics (2007-2009) and served as a quantitative specialist (2003-2007) and a consultant (2001-2003). Mr. Simon received his BBA in Finance and Economics from the University of Wisconsin-Madison (2001). Additionally, he holds the Chartered Financial Analyst and Financial Risk Manager designations.
Wilmer C. Stith III, CFA, is a Senior Vice President and has been a Portfolio Manager of WTIA since 1996. In addition to his portfolio management duties, he manages fixed income separate accounts and is responsible for analyzing and trading various fixed income securities. Mr. Stith has more than 33 years of experience in the investment industry. He is a CFA Charterholder. Mr. Stith earned his B.A. from Kenyon College and his M.B.A. from Loyola College in Maryland.
Jordan Strauss, CFA, is a Senior Vice President at WTIA. Mr. Strauss conducts third-party manager due diligence of alternative investment strategies including hedge funds,
 
 
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HOW ARE SHARES PRICED?
 
private equity, and private real estate, and co-manages the Wilmington Global Alpha Equities Fund and Wilmington Real Asset Fund. Mr. Strauss has 21 years of investment industry experience, with an extensive background in researching hedge funds and conducting due diligence on alternative investment strategies. Mr. Strauss holds a Master’s degree in Engineering from Columbia University and a Bachelor’s degree in Mathematics from the University of Vermont.
Gregg R. Thomas, CFA, is a Senior Managing Director, Partner, and Portfolio Manager at Wellington. Mr. Thomas is a portfolio manager and investment platform lead for Wellington Solutions, a comprehensive investment solutions platform with a mission to deliver outcome-oriented strategies to help solve clients’ challenges. As a portfolio manager, Mr. Thomas focuses on custom solutions using robust manager selection, portfolio construction, and risk-management processes. He is also the lead portfolio manager of the group’s evolving client solutions that integrate public and private portfolios across asset classes. As platform lead, he spearheads investment process oversight, helps drive the technology and analytical strategy, and is a key resource in the coaching and development of investment talent. Previously, Mr. Thomas was an equity portfolio specialist and analyst at Wellington (2002-2006). Prior to rejoining the firm in 2002, he worked as a quantitative business analyst at Zurich Scudder Investments (2001), as a business analyst and data analyst in Wellington Management’s Information Services Group (1997-2001), and in various financial markets-related positions at IDD Information Services (1993-1997). Mr. Thomas received his BS in Finance, with high distinction, from the University of Rhode Island (1992). He holds the Charter Financial Analyst designation.
The Funds’ SAI provides additional information about the portfolio managers’ investments in the Funds, a description of the compensation structure and information regarding other accounts managed.
How Are Shares Priced?
The Trust offers seven classes of Shares: Class A Shares, Class I shares, Service Class Shares, Administrative Class Shares, Select Class Shares, Institutional Class Shares and Preferred Institutional Class Shares. All Share classes have different sales charges and other expenses, which affect their performance. Each Share class represents interests in a single portfolio of securities.
The net asset value (“NAV”) of Shares of the Funds (except for the Money Market Funds) fluctuates and is generally based upon the market value of portfolio securities and other assets of the Fund. The NAV is determined at the end of regular trading of the New York Stock Exchange (“NYSE”), which is generally 4:00 p.m. (Eastern time) but may vary due to market circumstances or other reasons (NYSE Close) on each day the NYSE is open. Equity securities are generally valued according to the last sale price in the market in
which they are primarily traded (either a national securities exchange or the over-the-counter (“OTC”) market). Fixed income securities are generally valued according to the mean between bid and asked prices as furnished by an independent pricing service, except that fixed income securities with remaining maturities of less than 60 days at time of purchase may be valued at amortized cost. Options are generally valued at market values established by the exchanges on which they are traded at the close of trading on such exchanges. Options traded in the OTC market are generally valued according to the mean between the last bid and the last asked price for the option as provided by an investment dealer or other financial institution that deals in the option. Investments in other open-end registered investment companies are valued at net asset value.
Each Money Market Fund attempts to stabilize the NAV of its Shares at $1.00 by valuing its portfolio securities using the amortized cost method. In all cases, the Funds’ Board may determine in good faith that another method of valuing investments is necessary to appraise their fair market value. The Money Market Funds cannot guarantee that their NAV will always remain at $1.00 per Share. The NAV is determined at the end of regular trading of the NYSE, which is generally 4:00 p.m. (Eastern time) but may vary due to market circumstances or other reasons (NYSE close) on each day the NYSE is open. In addition, the Money Market Funds reserve the right to allow the purchase, redemption, and exchange of Shares on any other day on which regular trading in money market instruments is taking place. On any day that the bond markets close early, such as days in advance of holidays or in the event of any emergency, the Money Market Funds reserve the right to advance the time NAV is determined and by which purchase, redemption, and exchange orders must be received on that day, to the time of such closing.
Trading in foreign securities may be completed at times which vary from the NYSE Close. In computing its NAV, a Fund values foreign securities at the latest closing price on the exchange on which they are traded immediately prior to the NYSE Close. Certain foreign currency exchange rates may also be determined at the latest rate prior to the NYSE Close. Foreign securities quoted in foreign currencies are translated into U.S. dollars at the foreign exchange rate in effect at 4:00 p.m., Eastern time, on the day the value of the foreign security is determined. Occasionally, events that affect these values and exchange rates may occur between the times at which they are determined and the NYSE Close. If such events materially affect the value of portfolio securities, these securities may be valued at their fair value determined in good faith by the Advisor, although the actual calculation may be done by others. If a Fund owns foreign securities that trade in foreign markets on days the NYSE is closed, or if the NYSE closes earlier than 4:00 p.m. Eastern time, the value of these securities, and therefore the Fund’s assets, may change on days or at times you cannot purchase, redeem or exchange Shares of such Fund. In all cases, the Advisor may determine in good faith that another method of
 
 
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valuing investments is necessary to appraise their fair market value.
A Fund may use the fair value of a security to calculate its NAV when, for example, (1) a portfolio security is not traded in a public market or the principal market in which the security trades is closed, (2) trading in a portfolio security is suspended and not resumed prior to the normal market close, (3) a portfolio security is not traded in significant volume for a substantial period, or (4) the Fund’s Advisor determines that the quotation or price for a portfolio security provided by a dealer or independent pricing service is inaccurate.
Fair valuation procedures are also used when a significant event affecting the value of a portfolio security is determined to have occurred between the time when the price of the portfolio security is determined and the close of trading on the NYSE, which is when the Fund’s NAV is computed. An event is considered significant if there is both an affirmative expectation that the security’s value will change in response to the event and a reasonable basis for quantifying the resulting change in value. Significant events include significant general securities market movements occurring between the time when the price of the portfolio security is determined and the close of trading on the NYSE. For domestic fixed income securities, such events may occur where the cut-off time for the market information used by the independent pricing service is earlier than the end of regular trading on the NYSE. For securities normally priced at their last sale price in a foreign market, such events can occur between the close of trading in the foreign market and the close of trading on the NYSE. In such cases, use of fair valuation can reduce an investor’s ability to seek to profit by estimating the Fund’s NAV in advance of the time when the NAV is calculated.
In some cases, events affecting the issuer of a portfolio security may be considered significant events. Examples of potentially significant events include announcements concerning earnings, acquisitions, new products, management changes, litigation developments, a strike or natural disaster affecting the company’s operations or regulatory changes or market developments affecting the issuer’s industry occurring between the time when the price of the portfolio security is determined and the close of trading on the NYSE. For securities of foreign issuers, such events could also include political or other developments affecting the economy or markets in which the issuer conducts its operations or its securities are traded.
The Funds’ Board has authorized the use of an independent fair valuation service to monitor changes in a designated U.S. market index after foreign markets close, and to implement a fair valuation methodology to adjust the closing prices of foreign securities if the movement in the index is significant.
There can be no assurance that a Fund could purchase or sell a portfolio security at the price used to calculate the Fund’s
NAV. In the case of fair valued portfolio securities, lack of information and uncertainty as to the significance of information may lead to a conclusion that a prior valuation is the best indication of a portfolio security’s present value. Fair valuations generally remain unchanged until new information becomes available. Consequently, changes in the fair valuation of portfolio securities may be less frequent and of greater magnitude than changes in the price of portfolio securities valued at their last sale price, by an independent pricing service, or based on market quotations. Fair valuation determinations often involve the consideration of a number of subjective factors, and the fair value price may be higher or lower than a readily available market quotation.
To the extent any Fund invests in other investment companies, the prospectuses for those companies explain the circumstances under which they will use fair value pricing and the effects of using fair value pricing.
Sales Charge When You Purchase Class A Shares
The Class A Shares of all the Funds except for the Money Market Funds bear front-end sales charges. The term “offering price” includes the “front-end sales load.” When the Funds receive your purchase request in proper form (as described in this prospectus), it is processed at the next calculated NAV plus any applicable front-end sales charge as is shown in the tables below. The front-end sales charge expressed as a percentage of the offering price may be higher or lower than the charge described below due to rounding.
Class A Shares of each Equity Fund, Asset Allocation Fund and Alternatives Fund are sold at their NAV next determined after an order is received, plus a sales charge as follows:
 
Purchase Amount   
Sales Charge as a
Percentage of Public
Offering Price
    
Dealer
Concession
    
Sales Charge as a
Percentage of
NAV
  
Less than $50,000      5.50 %      5.00 %      5.82 % 
$50,000 but less than $100,000      4.50 %      4.00 %      4.71 % 
Class A Shares of each Fixed Income Fund are sold at their NAV next determined after an order is received, plus a sales charge as follows:
 
Purchase Amount   
Sales Chare as a
Percentage of Public
Offering Price
    
Dealer
Concession
    
Sales Charge as a
Percentage of
NAV
  
Less than $100,000      4.50 %      4.00 %      4.71 % 
The following reductions and eliminations of sales charges apply only to Class A Shares. The sales charge at purchase may be reduced by:
 
  •   purchasing Shares in greater quantities to reduce the applicable sales charge (purchases made at one time by a trustee or fiduciary for a single trust estate or a single fiduciary account can be combined);
 
  •   combining concurrent purchases of Shares:
 
 
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  •   by you, your spouse, and your children under age 21; or
 
  •   of the same share class of two or more Wilmington Funds (other than money market funds);
 
  •   accumulating purchases (in calculating the sales charge on an additional purchase, include the current value of previous Share purchases still invested in a Fund); or
 
  •   signing a Letter of Intent (“LOI”) committing to purchase a certain dollar amount of the same class of Shares within a 13 month period to combine such purchases in calculating the sales charge. The Fund’s custodian will hold Shares in escrow equal to the maximum applicable sales charge. If you complete the LOI, the custodian will release the Shares in escrow to your account. If you do not fulfill the LOI, the custodian will redeem the appropriate amount from the Shares held in escrow to pay the sales charges that were not applied to your purchases.
The sales charge may be eliminated when you purchase Shares:
 
  •   by exchanging Shares from the same share class of another Wilmington Fund (other than a money market fund);
 
  •   through wrap accounts or other investment programs where you pay the investment professional directly for services, or through a health savings account offered by M&T Bank or one of its banking affiliates;
 
  •   through investment professionals that receive no portion of the sales charge;
 
  •   as a current or retired/former Trustee, Director or employee of the Fund, the Advisor, the Distributor, the Sub-advisor and their affiliates, M&T Bank Corporation and their subsidiaries and the immediate family members of these individuals. (Immediate family member is defined as any parent, spouse of a parent, child, spouse of a child, spouse, brother or sister, and includes step and adoptive relationships of these people) because there are nominal sales efforts associated with their purchases;
 
  •   as an employee of a dealer which has a selling group agreement with the Distributor and consents to such purchases; or
 
  •   as an investor referred by any sub-advisor to the Funds.
If your investment qualifies for a reduction or elimination of the sales charge, you or your financial intermediary must notify the Fund’s Distributor, ALPS Distributors, Inc. (“Distributor”), or Shareholder Services at time of purchase. If the Distributor or Shareholder Services is not notified at the time of purchase, you may receive the reduced sales charge only on additional purchases, and not retroactively on previous purchases.
How to Purchase, Redeem and Exchange Shares
To help the government fight the funding of terrorism and money laundering activities and to verify your identity, Federal law requires all financial institutions to obtain, verify, and record information that identifies each person who opens an account. If you do not provide this information, or if the Funds are unable to verify your identity or that of any other person(s) authorized to act on your account, the Funds reserve the right to close your account using the then-current net asset value.
The Funds will only accept purchases from investors residing in the United States (including Guam, Puerto Rico, and the US Virgin Islands) who have a U.S. mailing address. The Wilmington Funds is unable to accept an account for a non-resident alien (a person who is not a permanent resident or citizen of the U.S.) or for a foreign legal entity (any business or other entity that is organized under the laws of, or located in, a country other than the U.S.). The Funds do not issue share certificates and they reserve the right to reject any purchase request for any reason. The Funds also reserve the right to close an account for any reason.
When the NYSE is open for business, you may purchase, redeem, or exchange Shares by phone, mail, or wire through your financial intermediary or the Trust, subject to daily cutoff times. Your order will be processed at the next calculated NAV, plus any sales charges or less any CDSC as applicable, after your order request is received by the Fund or its designated agent in proper form. The NYSE is closed on weekends and on the following holidays: New Year’s Day, Martin Luther King, Jr. Day, President’s Day, Good Friday, Juneteenth National Independence Day, Memorial Day, Independence Day, Labor Day, Thanksgiving Day and Christmas Day. Purchases and redemptions by wire will not be available on days the Federal Reserve wire system is closed. In addition to the scheduled NYSE holidays noted above, the Federal Reserve wire system is scheduled to be closed on the following days: Columbus Day and Veterans’ Day.
Purchasing Shares
If you would like to purchase Shares of a Wilmington Fund for the first time, please consult a financial professional in your area. If you do not have a financial professional, please call Shareholders Services at 1-800-836-2211.
 
Class A Shares        
Minimum Initial Investment Amount:    $ 1,000  
Minimum Subsequent Investment Amount:    $ 25  
Class I Shares        
Minimum Initial Investment Amount:    $ 100,000  
Minimum Subsequent Investment Amount:    $ 25  
 
 
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Service Class Shares        
Minimum Initial Investment Amount:      None  
Minimum Subsequent Investment Amount:      None  
Administrative Class Shares        
Minimum Initial Investment Amount:    $ 1,000  
Minimum Subsequent Investment Amount:    $ 25  
Select Class Shares        
Minimum Initial Investment Amount:    $ 100,000  
Minimum Subsequent Investment Amount:    $ 25  
Institutional Class Shares        
Minimum Initial Investment Amount (U.S. Government Money Market Fund):    $ 2,500,000  
Minimum Initial Investment Amount (U.S. Treasury Money Market Fund):    $ 500,000  
Minimum Subsequent Investment Amount:    $ 25  
Preferred Institutional Class Shares        
Minimum Initial Investment Amount (U.S. Government Money Market Fund):    $ 5,000,000  
Minimum Initial Investment Amount (U.S. Treasury Money Market Fund):    $ 1,000,000  
Minimum Subsequent Investment Amount:    $ 25  
 
Share Class Minimums-Bond & Equity Funds     Initial Purchase   
     Class A      Class I1  
General    $ 1,000        N/A2  
Uniform Gifts or Transfers to Minor Accounts    $ 1,000        N/A  
IRAs    $ 250        N/A  
SIMPLE IRAs      None        N/A  
Systematic Investment Plans    $ 50        N/A  
Clients of Eligible Financial Intermediaries      None        None  
Benefit Plans with omnibus accounts held on the Books of the Funds      None        None  
Other Benefit Plans3      None        N/A  
Institutional Investors    $ 1,000      $ 100,000  
 
1.   Class I Shares are offered to institutional and other eligible investors, including:
  A.   Employee benefit plans with omnibus accounts held on the books of the Fund, including 401(k) plans, 457 plans, employer-sponsored 403(b) plans, profit sharing plans, non-qualified deferred compensation plans, and other similar employer-sponsored retirement plans, and health savings accounts or similar accounts for employees of M&T Bank Corporation and its subsidiaries;
  B.   Clients of eligible Financial Intermediaries, which are investors who invest in the Fund through financial intermediaries that (i) charge such investors an ongoing fee for advisory, investment, consulting or similar services, or (ii) have entered into an agreement with the distributor to offer Class I Shares through a no-load network or platform;
  C.   Institutional investors, including corporations, banks, trust companies, insurance companies, investment companies, foundations, endowments, defined benefit plans and other similar entities; and
  D.   Advisory or Trust clients of Wilmington Trust or its affiliates.
2.   The minimum investment amounts for Class I Shares may be waived for:
  A.   Retirement plans with omnibus accounts held on the books of the Fund, as defined in the above;
  B.   Clients of eligible Financial Intermediaries, as defined in 1B above;
  C.   Advisory or Trust clients of Wilmington Trust or its affiliates; and
  D.   Shareholders who acquired Class I in the share class conversion dated April 13, 2013 who also remain subject to the $250 account balance minimum.
3.   Other benefit plans include (i) retirement plans investing through brokerage accounts. Individual retirement vehicles include traditional and Roth IRAs, (ii) individual retirement vehicles and (iii) health savings accounts and Coverdell education savings accounts, individual 403(b)(7) custodial accounts, Keogh plans, SEPs, SARSEPs, SIMPLE IRAs or similar accounts. Other benefit plans are treated like individual investors for the purposes of determining sales charge reductions or waivers.
The minimum initial and subsequent investment amounts may be waived or lowered from time to time. The minimum initial investment amounts for Class I will be waived for a
current or retired/former Trustee, Director or employee of the Fund, the Advisor, the Distributor, the Sub-advisor and their affiliates, M&T Bank Corporation and their subsidiaries and the immediate family members of these individuals. (Immediate family member is defined as any parent, spouse of a parent, child, spouse of a child, spouse, brother or sister, and includes step and adoptive relationships of these people).
Accounts With Low Balances
Due to the high cost of maintaining accounts with low balances, non-retirement accounts may be closed if redemptions or exchanges cause the account balance to fall below $250 for Class A and Service Class Shares, and $10,000 for Class I Shares and Administrative Class Shares. Before an account is closed, you will be notified and allowed 30 days to purchase additional Shares to meet the minimum account balance required.
Through Your Financial Intermediary
Shareholders normally purchase Shares through investment professionals and different types of customer accounts at financial intermediaries. You should read this prospectus together with any agreements between you and your financial intermediary to learn about procedures to follow, the services provided, the fees charged for those services, required earlier cutoff times than shown in this prospectus, and any restrictions and limitations imposed.
Directly With Wilmington Funds
To purchase Shares directly with the Trust, please call Shareholder Services at 1-800-836-2211.
Transactions by Telephone
Once your account is established, you may purchase, redeem or exchange Shares by telephone unless you have declined this privilege on your account application. Please call Shareholder Services at 1-800-836-2211 to transact by telephone.
The Funds reserve the right to modify or terminate telephone redemption and exchange privileges at any time.
Shareholders will be notified prior to any modification or termination. Your telephone instructions may be electronically recorded for your protection. Shareholders who purchase Shares by telephone or accept the telephone redemption or exchange privilege authorize the Trust and its agents to act upon their telephonic instructions for any account for which they have authorized such services. Redeeming or exchanging Shares over the telephone is convenient, but not without risk. Although the Funds have created certain safeguards and procedures to confirm the identity of callers and the authenticity of instructions, the Funds are not responsible for any losses or costs incurred by following phone instructions we reasonably believe to be genuine. If you transact with the Fund over the telephone, you will generally bear the risk of any loss.
 
 
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HOW TO PURCHASE, REDEEM AND EXCHANGE SHARES
 
Payment Methods
Payment may be made by check, Federal Reserve System wire, or Automated Clearing House (“ACH”). Please see “Limitations on Redemption Proceeds” below for information on how your form of payment may impact the timing of redemption payments. Where a Fund offers more than one Share class and you do not specify the class choice on your form of payment, you generally will receive Class A Shares (Service Class Shares in the case of the Money Market Funds). Each payment must be accompanied by your name, the Fund’s name and Share class, and your account number (if established).
By Check
Current shareholders can purchase additional Shares by sending a check to the Trust accompanied by purchase instructions. Make your check payable to (Name of the Fund and Class of Shares) and mail it to Shareholder Services.
 
Regular mail    Express Mail
PO Box 534481
Pittsburgh, PA 15253‑4481
   
Attn: 534481
500 Ross Street
Pittsburgh, PA 15262
If you are not a current shareholder, please call Shareholder Services at 1-800-836-2211 for information on how to purchase Shares. Purchase orders by mail for non-Money Market Funds are considered received after payment by check has been converted into federal funds. This is normally the next business day after the check is received. However, payment may be delayed up to seven business days to allow your purchase payment to clear. Purchase orders by mail for Money Market Funds begin earning dividends on the day after the check is converted into federal funds.
The Funds do not accept cash, money orders, credit cards, travelers checks, or third party checks (for example, checks that are either not from the investor or made payable to a third party and endorsed over to the Trust).
By Federal Reserve System Wire
Once your account is established, ask your bank to wire money to the Fund’s custodian bank, accompanied by purchase instructions. For additional purchases, wire your investment along with your fund and account number. Wire orders will only be accepted on days on which the Funds, M&T Bank, and the Federal Reserve wire system are open for business. Some financial institutions may charge a fee for wire services. The Funds also reserve the right to charge a processing fee for wire transfers. Below is a chart that shows the different cutoff times for processing Fund purchases and what it means to you. The Funds are not responsible for delays in the receipt of wires.
 
FUND TYPE  
Your Purchase
Request in
Proper Order/
Federal Funds
Received Before:
(Eastern time)
   Results in:  
Your Purchase
Request In
Proper Order and
Federal Funds
Received After:
(Eastern time)
  
Results
in:
Fixed Income, Alternatives, Equity and Asset Allocation Funds   NYSE Close  
Receive
that day’s
closing
NAV
   NYSE Close  
Receive next calculated
NAV
Money Market Funds   4:30 p.m.  
Dividends
earned
that day
   4:30 p.m.   Dividends earned beginning next day
Send your wire to:
BNY Mellon Investment Servicing (US) Inc.
New York, NY
Dollar Amount of Wire
ABA Number 011001234
Account Number 000073-8506
Attn: (Wilmington Fund Name)
Wire Order Number, Dealer Number or Group Number
Nominee/Institution Name
Further Credit To:
(Wilmington Account name and number)
By ACH
Once your account is established, you may purchase Fund Shares by transferring money via ACH from your checking or savings account to your Fund account. You will not begin earning dividends on Fund Shares until the ACH transaction settles, which could be as soon as the next business day.
Systematic Investment Program
Once you have opened a Fund account, you can add to your investment on a regular basis in amounts of $25 or more through automatic deductions from your checking or savings account. To sign up for this program, please call Shareholder Services at 1-800-836-2211.
Redeeming Shares
To redeem Shares you must provide us with your name, the Fund’s name and Share class, your account number, the number of Shares or dollar amount you wish to redeem, and your choice of Payment Option. If you do not specify a Payment Option, a check will be mailed to you at your address of record. Redemption requests for Shares held through an IRA account must be made by mail unless you have previously elected to participate in the telephone redemption option.
By Telephone
To redeem Shares by telephone, please call Shareholder Services at 1-800-836-2211. You are automatically eligible to make telephone redemptions unless you decline the privilege at the time you open your account. It is recommended that you provide the necessary information for the telephone redemption option on your initial application. If you do not
 
 
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HOW TO PURCHASE, REDEEM AND EXCHANGE SHARES
 
do this and later wish to take advantage of the telephone redemption privilege, call Shareholder Services for authorization forms.
The Trust limits telephone redemptions to the address of record to $50,000 per day. Telephone redemption requests above $50,000 may be transferred to a linked bank account on record. Otherwise, you must submit a written request with a Medallion signature guarantee. Please contact Shareholder Services for further information.
By Mail
Send your written request to Wilmington Funds.
 
Regular mail    Express Mail
PO Box 534481
Pittsburgh, PA 15253-4481
   
Attn: 534481
1350 Penn Avenue, Suite 102
Pittsburgh, PA 15222
Payment Options
You may receive your redemption proceeds by check, Federal Reserve System wire, or ACH transfer to your designated bank account. See “Limitations on Redemption Proceeds” below for additional information about payment of redemption proceeds. The Funds reserve the right to charge a fee for outgoing wires and overnight check requests. The Funds may, in their discretion, waive this fee under special circumstances.
By Check
Normally, a check for redemption proceeds is mailed within one business day after your redemption order is received, but in no event more than seven business days after receipt of a proper redemption request.
By Federal Reserve System Wire
Wire transfers of redemption proceeds can only be made on days on which the Federal Reserve wire system and the Funds are open for business. Certain financial institutions may charge a fee for the receipt of wire transfers. The Funds also reserve the right to charge a processing fee for wire transfers. Below is a chart that shows the different cutoff times for processing Fund redemptions by wire and what it means to you.
 
FUND
TYPE/NAME
  
Your Redemption
Request in
Proper Order
Received Before:
(Eastern time)
   Results in:  
Your Redemption
Request in
Proper Order
Received After:
(Eastern time)
  
Results
in:
Fixed Income, Asset Allocation, Equity and Alternatives Funds   NYSE Close   Receive that day’s closing NAV Next day wire   NYSE Close  
Receive
next
calculated
NAV
Second
day wire
Money Market Funds   4:30 p.m.  
Same day wire
No dividends earned that day
   4:30 p.m.  
Next day
wire Dividends earned that day
By ACH
You may have redemption proceeds sent directly to your checking or savings account via ACH transfer from the Fund. If you place your order by 4:30 p.m. (Eastern time) for the Taxable Money Market Funds, or the NYSE Close for the Fixed Income, Global Alpha, Enhanced Dividend Income Strategy and Equity Funds, you will receive that day’s closing NAV. Since ACH transfers are processed overnight, you generally will not receive redemption proceeds until at least the second business day.
Systematic Withdrawal Program
You may automatically redeem Shares in a minimum amount of $50 ($1,000 for Select Class Shares, Institutional Class Shares, Preferred Institutional Class Shares and Class I Shares of the Funds) on a regular basis. Your account must be worth at least $10,000 at the time the program is established. This program may reduce, and eventually deplete, your account. Payments should not be considered yield or income. Generally, it is not advisable to continue to purchase Class A Shares subject to a sales charge while redeeming Shares using this program. For more information and an application form for this program call Shareholder Services at 1-800-836-2211.
Checkwriting
You may request checks to redeem shares of certain money market funds. Your account will continue to receive the daily dividend declared on the Shares being redeemed until the check is presented for payment. The ability to redeem Shares by check may not be available when establishing an account through a financial intermediary. You should read this prospectus together with any applicable agreement between you and your financial intermediary to learn about the services provided, the fees charged for those services, and any check minimum or maximum amounts, restrictions or other limitations that may be imposed. For more information, call Shareholder Services at 1-800-836-2211. See also “Limitations on Redemption Proceeds” below for additional restrictions.
Additional Conditions
Signature Guarantees
For your protection, the Trust requires the Medallion Guarantee (STAMP 2000 Medallion Guarantee) on written requests and instructions:
 
  •   when you are requesting a redemption by check of $50,000 or more;
 
  •   when you want a redemption to be sent to an address or bank account other than the one you have on record with the Fund;
 
  •   when you want the redemption payable to someone other than the shareholder of record; or
 
  •   when you request a bank account to be linked to your Wilmington Fund (all bank account owners must sign).
 
 
PROSPECTUS / August 31, 2026     81  
HOW TO PURCHASE, REDEEM AND EXCHANGE SHARES
 
Your signature can be guaranteed by any federally insured financial institution (such as a bank or credit union) or a broker-dealer that is a domestic stock exchange member, but not by a notary public.
Limitations on Redemption Proceeds
Redemption proceeds normally are wired or mailed within one business day after receiving a request in proper form. Payment may be delayed up to seven days:
 
  •   to allow your purchase to clear (as discussed below);
 
  •   during periods of market volatility;
 
  •   when a shareholder’s trade activity or amount adversely impacts the Fund’s ability to manage its assets;
 
  •   during any period when the Federal Reserve wire or applicable Federal Reserve banks are closed, other than customary weekend and holiday closings.
If you request a redemption of Shares recently purchased by check (including a cashier’s check or certified check) or ACH, your redemption proceeds may not be made available for up to seven calendar days to allow the Fund to collect payment on the instrument used to purchase such Shares. If the purchase instrument does not clear, your purchase order will be cancelled and you will be responsible for any losses incurred by the Fund as a result of your cancelled order. In addition, the right of redemption may be suspended, or the payment of proceeds may be delayed, during any period:
 
  •   when the NYSE is closed, other than customary weekend and holiday closings;
 
  •   when trading on the NYSE is restricted, as determined by the SEC; or
 
  •   in which an emergency exists as determined by the SEC, so that disposal of the Fund’s investments or determination of its NAV is not reasonably practicable.
You will not accrue interest or dividends on uncashed redemption checks from the Fund if those checks are undeliverable and returned to the Fund.
Board Authority to Suspend Redemptions to Liquidate Money Market Funds
In the unlikely event that at the end of a business day, a Money Market Fund’s price per share as computed for the purpose of distribution, redemption and repurchase, rounded to the nearest one percent, has deviated from the stable price established by the Board of Trustees or the Board of Trustees, including a majority of trustees who are not interested persons of the fund, determines that such a deviation is likely to occur and irrevocably has approved the liquidation of the Fund, the Fund’s Board of Trustees has the authority to suspend redemptions of the Fund’s shares.
Redemptions
Under normal circumstances, each Fund intends to pay Share redemptions in cash. On a less regular basis, a Fund may satisfy redemption requests in cash by borrowing money through drawing on a line of credit from a bank.
Each Fund further reserves the right to pay the redemption price in whole or in part by a distribution of the Fund’s portfolio securities. In the unlikely chance a Fund’s redemption is fulfilled by the distribution of a Fund’s portfolio securities the redemptions in kind will either be done through a distribution of a pro rata slice of the Funds’ portfolio of securities, selected individual portfolio securities, or a representative basket of portfolio securities. The redemption in kind methods will only be used on special circumstances and may need to be used in stressed market conditions.
Redemption from Retirement Accounts
In the absence of your specific instructions, 10% of the value of your redemption from a retirement account in a Fund may be withheld for taxes. This withholding only applies to certain types of retirement accounts.
Exchanging Shares
You may exchange Shares of a Wilmington Fund for the same Share class of another Wilmington Fund. All exchange requests must include your name and account number, the Fund’s name and Share class, the number of Shares or dollar amount you wish to exchange and the name of the Fund into which the exchange is to be made. In order to exchange Shares you must submit your request in proper form and:
 
  •   meet the minimum initial investment requirements (if the exchange results in the establishment of a new account);
 
  •   establish an account in the Fund you want to acquire if you do not have an account in that Fund;
 
  •   ensure that the account registrations are identical;
 
  •   receive a prospectus for the Fund into which you wish to exchange; and
 
  •   only exchange into a Fund that may be legally sold in your state of residence.
An exchange is treated as a redemption and subsequent purchase and is a taxable transaction. The Funds may modify or terminate the exchange privilege at any time, and shareholders will be notified prior to any modification or termination.
By Telephone
To request an exchange, and for additional information about the exchange privilege, call Shareholder Services at 1-800-836-2211. Below is a chart that shows the cutoff time for processing Fund exchanges and what it means to you.
 
FUND
TYPE/NAME
  
Your Exchange
Request in
Proper Order
Received Before:
(Eastern time)
   Results in:  
Your Exchange
Request in
Proper Order
Received After:
(Eastern time)
  
Results
in:
Fixed Income, Alternatives, Asset Allocation
and Equity Funds
   NYSE Close   Same day exchange   NYSE Close   Next day exchange
Money Market Funds   4:30 p.m.   Same day exchange   4:30 p.m.   Next day exchange
 
 
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FREQUENT TRADING POLICIES
 
You will not receive a dividend from the Fund into which you are exchanging on the date of the exchange.
You will automatically be eligible for telephone exchanges, unless you decline this privilege at the time you open your account. It is recommended that you provide the necessary information for the telephone exchange option on your initial application. If you do not do this and later wish to take advantage of the privilege, call Shareholder Services at 1-800-836-2211 for authorization forms.
By Mail
Send your written request to
Wilmington Funds
 
Regular Mail    Express Mail
PO Box 534481
Pittsburgh, PA 15253-4481
   
Attn: 534481
500 Ross Street
Pittsburgh, PA 15262
Systematic Exchange Program
You may exchange Shares from one Fund into the same share class of another Fund on a monthly, quarterly or annual basis. Exchanges must be at least $25 and are subject to limitations as described above. For more information and an application form for this Program, call Shareholder Services at 1-800-836-2211.
Class A Share and Service Class Exchanges
Exchanges at NAV
If you exchange between Funds with different sales charges, the exchange will be made at NAV. However, you would pay applicable sales charges when exchanging Shares from a Money Market Funds into a Fixed Income, Alternatives, Asset Allocation or Equity Fund. If you paid a sales charge once (including Shares acquired through reinvestment of dividends and capital gains), you will not have to pay the sales charge again upon exchange. This is true even if you exchange out of a Fund with a sales charge, then into a Fund without a sales charge and back into a Fund with a sales charge.
In addition, you may purchase Class A Shares of any Wilmington Fund without paying a sales charge. In order to exchange into or purchase Class A Shares of any Wilmington Fund without paying a sales charge (where a sales charge would otherwise be imposed), you or your financial intermediary must notify ALPS Distributors, Inc. or Wilmington Funds Shareholder Services at the time of the transaction.
Exchanges Subject to a Sales Charge
If you invested in a Fund without a sales charge, and exchange into a Fund with a sales charge, you will be assessed the applicable sales charge when you make the exchange. However, the sales charge will not be applied to any Shares that you acquired through reinvestment of dividends and capital gains. Dividends of the Class A Shares, Administrative Shares and Service Shares of the Money Market Funds can be reinvested into Class A Shares of any other Wilmington Fund at NAV at time of payment.
Frequent Trading Policies
Fixed Income Funds, Asset Allocation Fund, Equity Funds and Alternatives Fund
Frequent or short-term trading into and out of a Fund can have adverse consequences for the Fund and shareholders who use the Fund as a long-term investment vehicle. Such trading in significant amounts can disrupt the Fund’s investment strategies (e.g., by requiring it to sell investments at inopportune times or maintain excessive short-term or cash positions to support redemptions) and increase brokerage and administrative costs. Investors engaged in such trading may also seek to profit by anticipating changes in the Fund’s NAV in advance of the time as of which NAV is calculated or through an overall strategy to buy and sell Shares in response to incremental changes in the Fund’s NAV. This may be particularly likely where the Fund, directly or through an Underlying Fund, invests in high yield securities or securities priced in foreign markets.
The Funds’ Board has approved policies and procedures intended to discourage excessive trading of the Fund’s Shares. The Funds monitor trading in Shares in an effort to identify disruptive trading activity. Whether or not the specific testing criteria or monitoring limits proscribed by the policies and procedures are exceeded, the Funds’ management or Advisor may determine from the amount, frequency or pattern of purchases and redemptions or exchanges that a shareholder or broker is engaged in excessive trading that is or could be detrimental to the Funds and other shareholders and may preclude the shareholder or broker from making further purchases or exchanges of Shares. No matter how the Funds define their testing criteria for, or monitoring limits on, excessive trading of Shares, other purchases and sales of Shares may have adverse effects on the management of a Fund’s portfolio and its performance.
The Advisor will provide to the Funds’ Board a quarterly report of all occurrences deemed to be excessive trading during the preceding quarter, and a description of any action taken with respect thereto.
Money Market Funds
Given the short-term nature of the Money Market Funds’ investments and their use of the amortized cost method for calculating the NAV of Money Market Fund Shares, the Funds do not anticipate that in the normal case frequent or short-term trading into and out of the Money Market Funds will have significant adverse consequences for the Money Market Funds and their shareholders. For this reason, and because the Money Market Funds are intended to be used as liquid short-term investments, the Funds’ policies and procedures to discourage frequent or short-term trading do not apply to the Money Market Funds’ Shares. However, the Money Market Funds may limit or terminate the availability of purchases or exchanges to a shareholder and may bar the shareholder from purchasing or exchanging Shares of the Money Market Funds and other non-Money Market Funds if
 
 
PROSPECTUS / August 31, 2026     83  
ACCOUNT AND SHARE INFORMATION
 
the Funds’ management or Advisor determines from the amount, frequency or pattern of purchased and redemptions or exchanges that the shareholder is engaged in excessive trading that is or could be detrimental to the non-Money Market Funds and their shareholders.
Cybersecurity and Technology
The Funds and their service providers, such as WFMC, WTIA, the sub-advisors, and the custodian and administrator to the Trust, and other market participants increasingly depend on complex information technology and communications systems to conduct business functions. These systems are subject to a number of different threats or risks that could adversely affect the Funds and their shareholders, despite the efforts of the Funds and their service providers to adopt technologies, processes, and practices intended to mitigate these risks.
For example, unauthorized third parties may attempt to improperly access, modify, disrupt the operations of, or prevent access to these systems or data within them (a “cyber-attack”), whether systems of the Funds and their service providers, counterparties, or other market participants. Power or communications outages, acts of god, information technology equipment malfunctions, operational errors, and inaccuracies within software or data processing systems may also disrupt business operations or impact critical data. Market events also may occur at a pace that overloads current information technology and communication systems and processes of the Funds and their service providers or other market participants, impacting the ability to conduct the Funds’ operations.
Cyber-attacks, disruptions, or failures that affect the Funds’ service providers or counterparties may adversely affect the Funds and their shareholders, including by causing losses for the Funds or impairing the Funds’ operations. For example, the Funds’ or their service providers’ assets or sensitive or confidential information may be misappropriated, data may be corrupted, and operations may be disrupted (e.g., cyber-attacks or operational failures may cause the release of private shareholder information or confidential Fund information, interfere with the processing of shareholder transactions, impact the ability to calculate a Fund’s net asset value, and impede trading). In addition, cyber-attacks, disruptions, or failures may cause reputational damage and subject the Funds or their service providers to regulatory fines, litigation costs, penalties or financial losses, reimbursement or other compensation costs, and/or additional compliance costs. While the Funds and their service providers generally seek to establish business continuity and other plans and processes to address the possibility of cyber-attacks, disruptions, or failures, there are inherent limitations in such plans and systems, including that they do not apply to third parties, such as other market participants, as well as the possibility that certain risks have not been identified or that unknown threats may emerge in the future. The Funds and their service providers may also incur substantial costs for cybersecurity risk management in attempting to prevent or mitigate future cybersecurity incidents, and the
Funds and their shareholders could be negatively impacted as a result of such costs.
Similar types of operational and technology risks are also present for issuers of securities or other instruments in which the Funds invest, which could result in material adverse consequences for such issuers, and may cause the Funds’ investments to lose value. In addition, cyber-attacks involving a Fund’s counterparty could affect such counterparty’s ability to meet its obligations to the Fund, which may result in losses to such Fund and its shareholders. Furthermore, as a result of cyber-attacks, disruptions, or failures, an exchange or market may close or issue trading halts on specific securities or the entire market, which may result in the Funds being, among other things, unable to buy or sell certain securities or financial instruments or unable to accurately price its investments. The Funds cannot directly control any cybersecurity plans and systems put in place by their service providers, any other third parties whose operations may affect the Funds or securities markets and exchanges.
Account and Share Information
Corporate Resolutions
Corporations and certain other organizations are required to furnish evidence of the authority of persons designated on the account application to effect transactions on behalf of the organization.
Confirmations and Account Statements
Except with respect to the Money Market Funds, you will receive written confirmation of purchases, redemptions and exchanges (except systematic transactions). Money Market Funds send monthly statements in lieu of share activity confirmations. Shareholders of all other Funds also will receive quarterly statements reporting all account activity, including systematic transactions, dividends and capital gains paid.
Retirement Investments
Shares of the Funds can be purchased as an investment for retirement plans or IRA accounts. You may be subject to an annual IRA account fee. The Wilmington Municipal Bond Fund and the Wilmington New York Municipal Bond Fund are generally not appropriate for retirement plans or IRA accounts. For further details, contact Shareholder Services at 1-800-836-2211.
Distribution of Fund Shares
ALPS Distributors, Inc., whose address is 1290 Broadway, Suite 1100 Denver, CO 80203, serves as the Distributor of the Funds offered by this prospectus.
The Distributor markets the Shares described in this prospectus to institutions or individuals, directly or through a financial intermediary that has an agreement with the Distributor. When the Distributor receives marketing fees and sales charges, it may pay some or all of them to financial
 
 
84   August 31, 2026 / PROSPECTUS
DIVIDENDS, DISTRIBUTIONS, AND TAXES
 
intermediaries. The Distributor and its affiliates may pay out of their assets other amounts (including items of material value) to financial intermediaries for marketing and servicing Shares. Financial intermediaries include the Advisor and its affiliates. You should consult your financial intermediary to determine what types of compensation it may receive for selling Fund Shares.
Rule 12b-1 Plans (Class A Shares, Service Shares and Administrative Shares)
Certain Funds have adopted a Rule 12b-1 Plan (the “Plan”) on behalf of Class A Shares, Service Shares and Administrative Shares, offered by this prospectus, which allows them to pay distribution fees to financial intermediaries (which may be paid through the Distributor) at an annual rate of up to 0.25% of the average daily net assets of the Funds’ Class A Shares, Service Shares, and Administrative Shares, for the sale, distribution, administration, customer servicing and recordkeeping of these Shares. There is no plan for the Select Shares or the Institutional Shares of the Money Market Funds. These fees may be paid to the Distributor, the Advisor and their affiliates. The Funds may waive or reduce the maximum amount of Rule 12b-1 fees it pays from time to time in their sole discretion. In addition, a financial intermediary (including the Distributor, the Advisor or their affiliates) may voluntarily waive or reduce any fees to which they may be entitled. Because these Shares pay marketing fees on an ongoing basis, your investment cost may be higher over time than other Shares with different sales charges and marketing fees.
Shareholder Services Plans (Class A Shares, Service Shares, Administrative Shares, Select Class Shares and Institutional Class Shares)
The Funds have adopted a Shareholder Services Plan on behalf of Class A Shares, Service Shares, Administrative Shares, Select Class Shares, and Institutional Class Shares, which is administered by ALPS Distributors, Inc. to pay service fees to financial intermediaries (which may include the Distributor, the Advisor or their affiliates) for providing services to the Funds and their shareholders and maintaining shareholders accounts. M&T Securities, Inc. (“M&T Securities”) has entered into a shareholder services agreement with ALPS Distributors, Inc. under which it is entitled to receive a shareholder services fee for acting as shareholder servicing agent for the Funds, including providing shareholder assistance, and communicating or facilitating purchases and redemptions of Shares, and distributing prospectuses and other information.
Additional Payments to Financial Intermediaries
The Advisor and its affiliates may pay out of their own reasonable resources and legitimate profits amounts (including items of material value) to certain financial intermediaries (including the Distributor) to support the sale of Shares or provide services to the Fund shareholders. The amounts of these payments could be significant and may
create an incentive for the financial intermediaries or its employees or associated persons to recommend or sell Shares of the Fund to you. These payments are not reflected in the fees and expenses listed in the fee table section of the Funds’ prospectus because they are not paid by the Fund.
These payments are negotiated and may be based on such factors as the number or value of Shares that the financial intermediary sells or may sell; the value of client assets invested; or the type and nature of services or support furnished by the financial intermediary. These payments may be in addition to payments made by the Fund to the financial intermediary under a Rule 12b-1 Plan and/or shareholder service fee arrangement. Contact your financial intermediary for information about any payments it receives from the Distributor, the Advisor, their affiliates, or the Fund and any services the financial intermediary provides. The SAI contains additional information on the types of additional payments that may be paid.
Dividends, Distributions, and Taxes
Each of the Wilmington New York Municipal Bond Fund and Wilmington Municipal Bond Fund is also referred to as a “Tax-Free Fund.”
Dividends and Distributions
Each Fund intends to qualify each year as a regulated investment company under the Internal Revenue Code of 1986, as amended. As a regulated investment company, a Fund generally pays no federal income tax on the income and gains it distributes to you. Each Fund expects to declare and distribute all of its net investment income, if any, to shareholders as dividends as described in the table below.
 
FUND   
Dividends Declared/
Dividends Paid
Wilmington Global Alpha Equities Fund    Annually/Annually
Wilmington Large-Cap Strategy Fund, Wilmington International Fund, Wilmington Real Asset Fund, Wilmington Enhanced Dividend Income Strategy    Quarterly/Quarterly
Wilmington Broad Market Bond Fund, Wilmington U.S. Treasury Money Market Fund, Wilmington U.S. Government Money Market Fund, Wilmington New York Municipal Bond Fund, Wilmington Municipal Bond Fund    Daily/Monthly
Each Fund will distribute net realized capital gains, if any, at least annually, usually in December. A Fund may distribute such income dividends and capital gains more frequently, if necessary, in order to reduce or eliminate federal excise or income taxes on the Fund. The amount of any distribution will vary, and there is no guarantee a Fund will pay either an income dividend or a capital gains distribution.
Only shareholders of a Fund on the record date are entitled to receive payments of dividends and/or capital gains. Your dividends and capital gains distributions will be automatically reinvested in additional Shares without a sales charge, unless you elect cash payments. If the Funds receive
 
 
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DIVIDENDS, DISTRIBUTIONS, AND TAXES
 
returned mail from the address to which cash distributions are being mailed, a second attempt will be made to deliver the proceeds. After a second postal return, your account will be coded to reinvest all future distributions until such time that a correct address is provided.
Annual Statements and Tax Forms
Each year, the Funds will send you an annual statement (Form 1099) of your account activity to assist you in completing your federal, state and local tax returns. Your statement will show the exempt-interest dividends you received and the separately-identified portion that constitutes an item of tax preference for purposes of the AMT (tax-exempt AMT interest). Distributions declared in October, November or December to shareholders of record in such month, but paid in January, are taxable as if they were paid in December. Prior to issuing your statement, the Funds make every effort to reduce the number of corrected forms mailed to shareholders. However, if a Fund finds it necessary to reclassify its distributions or adjust the cost basis of any covered shares (defined below) sold or exchanged after you receive your tax statement, the Fund will send you a corrected Form 1099.
Avoid “Buying a Dividend”
At the time you purchase your Fund shares, a Fund’s net asset value may reflect undistributed income, undistributed capital gains, or net unrealized appreciation in value of portfolio securities held by the Fund. For taxable investors, a subsequent distribution to you of such amounts, although constituting a return of your investment, would be taxable. Buying shares in a Fund just before it declares an income dividend or capital gains distribution is sometimes known as “buying a dividend.”
Tax Considerations
Fund Distributions Except for the Tax-Free Funds (See, “Additional Information for the Tax-Free Funds below), each Fund expects, based on its investment objective and strategies, that its distributions, if any, will be taxable as ordinary income, capital gains, or some combination of both, unless you are investing through a tax-advantaged arrangement, such as a 401(k) plan or an individual retirement account. This is true whether you reinvest your distributions in additional Fund shares or receive them in cash.
The Funds’ distributions (other than the Tax-Free Funds) are expected to be primarily from the following sources:
 
FUND   
Distributions are
Expected
To be Primarily
Wilmington International Fund, Wilmington Real Asset Fund, Wilmington Large-Cap Strategy Fund, Enhanced Dividend Income Strategy, Wilmington Broad Market Bond Fund, and Wilmington Global Alpha Equities Fund    Ordinary Income and/or Capital Gains
Wilmington U.S. Government Money Market Fund and Wilmington U.S. Treasury Money Market Fund    Ordinary Income
For federal income tax purposes, Fund distributions of short-term capital gains are taxable to you as ordinary income. Fund distributions of long-term capital gains are taxable to you as long-term capital gains no matter how long you have owned your shares. The Money Market Funds do not expect to realize any long-term capital gains or losses. A portion of income dividends reported by a Fund may be qualified dividend income eligible for taxation by individual shareholders at long-term capital gain rates provided certain holding period requirements are met. Because the income of the Money Market Funds and Fixed Income Funds is primarily derived from investments earning interest rather than dividend income, generally none or only a small portion of the income dividends paid to you by a Fund is anticipated to be qualified dividend income eligible for taxation by individuals at long-term capital gain tax rates.
The use of derivatives by a Fund may cause the Fund to realize higher amounts of ordinary income or short-term capital gain, distributions from which are taxable to individual shareholders at ordinary income tax rates rather than at the more favorable tax rates for long-term capital gain.
If a Fund qualifies to pass through to you the tax benefits from foreign taxes it pays on its investments, and elects to do so, then any foreign taxes it pays on these investments may be passed through to you as a foreign tax credit.
The Real Asset Fund may derive “excess inclusion income” from certain equity interests in mortgage pooling vehicles either directly or through an investment in a U.S. REIT. Please see the SAI for a discussion of the risks and special tax consequences to shareholders in the event the Fund realizes excess inclusion income in excess of certain threshold amounts.
“Qualified REIT dividends” (i.e., ordinary REIT dividends other than capital gain dividends and portions of REIT dividends designated as qualifies dividends income) are treated as eligible for a 20% deduction by noncorporate taxpayers. The Fund may choose to report the special character of “qualified REIT dividends” to a shareholder, provided both the Fund and a shareholder meet certain holding period requirements with respect to their shares.
Sale or Redemption of Fund Shares A sale or redemption of Fund shares is a taxable event and, accordingly, a capital gain or loss may be recognized. For tax purposes, an exchange of your Fund shares for shares of a different Wilmington Fund is the same as a sale. Your gain or loss is calculated by subtracting from the gross proceeds your cost basis. Gross proceeds and, for shares acquired on or after January 1, 2012 and disposed of after that date (“covered shares”), cost basis will be reported to you and the Internal Revenue Service. Cost basis will be calculated using the Fund’s default method of average cost, unless you instruct the Fund in writing to use a different calculation method. If you hold your Fund shares through a broker (or other nominee), please contact that broker (nominee) with respect to reporting of cost basis and available elections for your
 
 
86   August 31, 2026 / PROSPECTUS
DIVIDENDS, DISTRIBUTIONS, AND TAXES
 
account. Cost basis reporting is not required for certain shareholders, including shareholders investing in a Fund through a tax-advantaged retirement account or shareholders investing in a money market fund that maintains a stable net asset value. Because the Money Market Funds expect to maintain a stable net asset value of $1.00 per share, investors should not have any gain or loss on sale or redemption of shares in a Money Market Fund.
Medicare Tax A 3.8% Medicare tax is imposed on certain net investment income (including ordinary dividends and capital gain distributions received from a Fund and net gains from redemptions or other taxable dispositions of Fund shares) of U.S. individuals, estates and trusts to the extent that such person’s “modified adjusted gross income” (in the case of an individual) or “adjusted gross income” (in the case of an estate or trust) exceeds a threshold amount. This Medicare tax, if applicable, is reported by you on, and paid with, your federal income tax return. Net investment income does not include exempt-interest dividends.
Backup Withholding By law, if you do not provide a Fund with your proper taxpayer identification number and certain required certifications, you may be subject to backup withholding on any distributions of income, capital gains, or proceeds from the sale of your shares. A Fund also must withhold if the Internal Revenue Service instructs it to do so. When withholding is required, the amount will be 24% of any distributions or proceeds paid.
State and Local Taxes Fund distributions and gains from the sale or exchange of your Fund shares generally are subject to state and local taxes.
Non-U.S. Investors Non-U.S. investors may be subject to U.S. withholding tax at a 30% or lower treaty rate and U.S. estate tax and are subject to special U.S. tax certification requirements to avoid backup withholding and claim any treaty benefits. Exemptions from U.S. withholding tax are provided for certain capital gain dividends paid by a Fund from net long-term capital gains, exempt-interest dividends, interest-related dividends, and short-term capital gain dividends, if such amounts are reported by a Fund. However, notwithstanding such exemptions from U.S. withholding at the source, any such dividends and distributions of income and capital gains will be subject to backup withholding at a rate of 24% if you fail to properly certify that you are not a U.S. person.
Other Reporting and Withholding Requirements Under the Foreign Account Tax Compliance Act (“FATCA”), a Fund will be required to withhold a 30% tax on income dividends made by the Fund to certain foreign entities, referred to as foreign financial institutions or non-financial foreign entities, that fail to comply (or be deemed compliant) with extensive reporting and withholding requirements designed to inform the U.S. Department of the Treasury of U.S.-owned foreign investment accounts. After December 31, 2018, FATCA withholding also would have applied to certain capital gain distributions, return of capital distributions
and the proceeds arising from the sale of Fund shares; however, based on proposed regulations issued by the IRS, which can be relied upon currently, such withholding is no longer required unless final regulations provide otherwise (which is not expected). A Fund may disclose the information that it receives from its shareholders to the IRS, non-U.S. taxing authorities or other parties as necessary to comply with FATCA or similar laws. Withholding also may be required if a foreign entity that is a shareholder of a Fund fails to provide the Fund with appropriate certifications or other documentation concerning its status under FATCA.
Additional Information for the Tax-Free Funds
Exempt-Interest Dividends Dividends from each Tax-Free Fund will consist primarily of exempt-interest dividends from interest earned on municipal securities. In general, exempt-interest dividends are exempt from regular federal income tax. Exempt-interest dividends from interest earned on municipal securities of a state, or its political subdivisions, generally are exempt from that state’s personal income tax. Most states, however, do not grant tax-free treatment to interest from municipal securities of other states.
Because of these tax exemptions, a Tax-Free Fund may not be a suitable investment for retirement plans and other tax-exempt investors. Corporate shareholders should note that these dividends may be fully taxable in states that impose corporate franchise taxes, corporate income taxes, or both and they should consult with their tax advisors about the taxability of this income before investing in a Fund.
Exempt-interest dividends are taken into account when determining the taxable portion of your social security or railroad retirement benefits. Each Tax-Free Fund may invest a portion of its assets in private activity bonds. The income from these bonds is a tax preference item when determining your federal alternative minimum tax, unless such bonds were issued in 2009 or 2010.
While the Tax-Free Funds endeavor to purchase only bona fide tax-exempt securities, there are risks that: (a) a security issued as tax-exempt may be reclassified by the Internal Revenue Service or a state tax authority as taxable and/or (b) future legislative, administrative or court actions could adversely impact the qualification of income from a tax-exempt security as tax-free. Such reclassifications or actions could cause interest from a security to become taxable, possibly retroactively, subjecting you to increased tax liability. In addition, such reclassifications or actions could cause the value of a security, and therefore, the value of the Fund’s shares, to decline.
Taxable Income Dividends Each Tax-Free Fund may invest a portion of its assets in securities that pay income that is not tax-exempt. Each Fund also may distribute to you any market discount and net short-term capital gains from the sale of its portfolio securities. If you are a taxable investor, Fund distributions from this income are taxable to you as ordinary income, and generally will not be treated as qualified dividend income subject to reduced rates of taxation for
 
 
PROSPECTUS / August 31, 2026     87  
DIVIDENDS, DISTRIBUTIONS, AND TAXES
 
individuals. Distributions of ordinary income are taxable whether you reinvest your distributions in additional Fund shares or receive them in cash.
Capital Gain Distributions Each Tax-Free Fund also may realize net long-term capital gains from the sale of its portfolio securities. Fund distributions of long-term capital gains are taxable to you as long-term capital gains no matter how long you have owned your shares.
This discussion of “Dividends, Distributions, and Taxes” is not intended or written to be used as tax advice. Because everyone’s tax situation is unique, you should consult your tax professional about federal, state, local, or foreign tax consequences before making an investment in a Fund.
Portfolio Holdings Information
Information concerning each Fund’s portfolio holdings is available in the “Funds & Performance” section of the Trust’s website at www.wilmingtonfunds.com. A complete listing of each Fund’s portfolio holdings as of the end of each month is posted on the website approximately 5 days after the end of the month and remains there until it is replaced with information for the next month. You may access this from the “Funds & Performance” page by selecting a Fund Name and Share Class, then selecting “Fund Holdings” under the Select Document pull down menu.
Summary portfolio composition information as of the close of each quarter is posted on the website approximately 30 days after the end of the quarter and remains there until replaced by the information for the succeeding quarter. The summary portfolio composition information may include the following types of information, but is subject to change:
 
  •   For Equity Funds, Fixed Income Funds, Global Alpha Equities Fund and Enhanced Dividend Income Strategy Funds, identification of the Fund’s top ten holdings; and
 
  •   For Equity Funds, Fixed Income Funds, Global Alpha Equities Fund, Enhanced Dividend Income Strategy Funds, and Money Market Funds, percentage breakdowns of the portfolio holdings by sector, credit quality, and/or country.
You may access this from the “Funds & Performance” page: click on “Class A Shares, Class C Shares, Class I Shares, Select Class Shares, Service Class Shares, Administrative Class Shares, Institutional Class Shares or Preferred Institutional Class Shares Quarterly Fact Sheets,” and select the appropriate link opposite the name of the Fund. You may also access a complete set of these monthly/ quarterly fact sheets by clicking on “Prospectus and Fund Guide” and selecting “Retail Fund Guide.”
As required by Rule 2a-7, each Money Market Fund posts complete portfolio holdings information as of the last business day of the preceding month (or any subsequent calendar day of such month) on its website no later than five business days after the end of the month and this information remains posted on the website for at least six months.
In addition, each Fund’s Form N-CSR filings contain complete listings of the Fund’s portfolio holdings as of the end of the Fund’s second and fourth fiscal quarters. You may access this from the “Funds Prospectuses & Regulatory Literature” page and select the desired report from the following options: “Semi-Annual Financial Statement” or “Annual Financial Statement.” Each Fund prepares a report on Form N-PORT of its portfolio holdings as of the end of each month with the exception of Wilmington U.S. Government Money Market Fund and Wilmington U.S. Treasury Money Market Fund. Fiscal quarter information is made available on the website within 70 days after the end of the fiscal quarter. Each of these fiscal quarter reports containing complete listings of the Fund’s portfolio holdings is filed with the SEC within 60 days of the end of the reporting period at the SEC’s website at www.sec.gov and is posted on the Funds’ website at www.wilmingtonfunds.com. Each Money Market Fund prepares a report on Form N-MFP of its portfolio holdings as of the last business day or any subsequent calendar day of the preceding month, which is filed with the SEC within five business days of month end.
A description of the Funds’ Portfolio Holdings Disclosure Policy, which addresses the disclosure of the Funds’ portfolio securities, is available in the Funds’ SAI.
 
 
88   August 31, 2026 / PROSPECTUS
FINANCIAL HIGHLIGHTS
 
Financial Highlights
 
The following financial highlights are intended to help you understand the financial performance of each Wilmington Fund’s Class A Shares, Class I Shares, Select Class Shares, Service Class Shares, Administrative Class Shares, Institutional Class Shares and Preferred Institutional Class Shares for the past five fiscal years, or since inception, if the life of the Fund or Class is shorter. Some of the information is presented on a per Share basis. Total returns represent the rate an investor would have earned (or lost) on an investment in a Fund, assuming reinvestment of all dividends and capital gains. This information has been audited by PricewaterhouseCoopers LLP, independent registered public accounting firm, whose reports, along with the Funds’ audited financial statements are available on the Funds’ website, are included in the fiscal year ended April 30, 2026 Form N-CSR filed with the SEC, which are available upon request.
 
 
 
PROSPECTUS / August 31, 2026     89  
FINANCIAL HIGHLIGHTS (continued)
 
For a share outstanding throughout each year ended April 30, unless otherwise noted:
 
WILMINGTON LARGE-CAP STRATEGY FUND
 
                        
CLASS I     
Year Ended
April 30, 2026
       
Year Ended
April 30, 2025
       
Year Ended
April 30, 2024
       
Year Ended
April 30, 2023
       
Year Ended
April 30, 2022
  
Net Asset Value, Beginning of Year        $30.11          $28.97          $25.22          $27.84          $30.08  
Income (Loss) From Operations:                         
Net Investment Income(a)
        0.32          0.34          0.35          0.36          0.33  
Net Realized and Unrealized Gain (Loss)
        8.55          3.21          5.18          (0.04 )         (0.80 ) 
    
 
 
       
 
 
       
 
 
       
 
 
       
 
 
  
Total Income (Loss) From Operations        8.87          3.55          5.53          0.32          (0.47 ) 
    
 
 
       
 
 
       
 
 
       
 
 
       
 
 
  
Less Distributions From:                         
Net Investment Income
        (0.31 )         (0.35 )         (0.35 )         (0.34 )         (0.33 ) 
Net Realized Gains
        (3.74 )         (2.06 )         (1.43 )         (2.60 )         (1.44 ) 
    
 
 
       
 
 
       
 
 
       
 
 
       
 
 
  
Total Distributions        (4.05 )         (2.41 )         (1.78 )         (2.94 )         (1.77 ) 
    
 
 
       
 
 
       
 
 
       
 
 
       
 
 
  
Net Asset Value, End of Year        $34.93          $30.11          $28.97          $25.22          $27.84  
    
 
 
       
 
 
       
 
 
       
 
 
       
 
 
  
Total Return        30.12 %         11.63 %         22.55 %         1.72 %         (2.24 )% 
Net Assets, End of Year (000’s)        $614,089          $528,892          $538,514          $510,967          $553,649  
Ratios to Average Net Assets                         
Gross Expense(b)
        0.36 %         0.36 %         0.37 %         0.37 %         0.53 % 
Net Expense(b),(c)
        0.25 %         0.25 %         0.25 %         0.25 %         0.25 % 
Net Investment Income
        0.95 %         1.07 %         1.28 %         1.42 %         1.07 % 
Portfolio Turnover Rate        7 %         7 %         7 %         13 %         9 % 
 
(a)
Per share amounts have been calculated using the average shares method.
(b)
The Fund may invest in other underlying funds and indirectly bears its proportionate share of fees and expenses incurred by the underlying funds. This ratio does not include these indirect fees and expenses.
(c)
Net expenses reflect fee waivers/expense reimbursements by the advisor and/or other service providers.
 
(Financial Highlights continued next page)
 
90   August 31, 2026 / PROSPECTUS
FINANCIAL HIGHLIGHTS (continued)
 
For a share outstanding throughout each year ended April 30, unless otherwise noted:
 
WILMINGTON INTERNATIONAL FUND
 
                        
CLASS A     
Year Ended
April 30, 2026
       
Year Ended
April 30, 2025
       
Year Ended
April 30, 2024
       
Year Ended
April 30, 2023
       
Year Ended
April 30, 2022
  
Net Asset Value, Beginning of Year        $9.76          $8.83          $8.37          $8.44          $10.47  
Income (Loss) From Operations:                         
Net Investment Income(a)
        0.17          0.17          0.15          0.15          0.10  
Net Realized and Unrealized Gain (Loss)
        2.89          1.02          0.49          0.08          (1.75 ) 
    
 
 
       
 
 
       
 
 
       
 
 
       
 
 
  
Total Income (Loss) From Operations        3.06          1.19          0.64          0.23          (1.65 ) 
    
 
 
       
 
 
       
 
 
       
 
 
       
 
 
  
Less Distributions From:                         
Net Investment Income
        (0.28 )         (0.26 )         (0.18 )         (0.13 )         (0.16 ) 
Net Realized Gains
        (0.73 )         —          —          (0.17 )         (0.22 ) 
    
 
 
       
 
 
       
 
 
       
 
 
       
 
 
  
Total Distributions        (1.01 )         (0.26 )         (0.18 )         (0.30 )         (0.38 ) 
    
 
 
       
 
 
       
 
 
       
 
 
       
 
 
  
Net Asset Value, End of Year        $11.81          $9.76          $8.83          $8.37          $ 8.44  
    
 
 
       
 
 
       
 
 
       
 
 
       
 
 
  
Total Return(b)        32.64 %         13.69 %         7.81 %         3.01 %         (16.31 )% 
Net Assets, End of Year (000’s)        $4,228          $3,266          $3,166          $2,836          $2,957  
Ratios to Average Net Assets                         
Gross Expense(c)
        1.47 %         1.46 %         1.45 %         1.48 %         1.48 % 
Net Expense(c),(d)
        1.08 %         1.08 %         1.08 %         1.09 %         1.10 % 
Net Investment Income
        1.52 %         1.82 %         1.77 %         1.87 %         1.00 % 
Portfolio Turnover Rate        34 %         34 %         108 %         76 %         71 % 
                        
CLASS I     
Year Ended
April 30, 2026
       
Year Ended
April 30, 2025
       
Year Ended
April 30, 2024
       
Year Ended
April 30, 2023
       
Year Ended
April 30, 2022
  
Net Asset Value, Beginning of Year        $9.90          $8.94          $8.46          $8.52          $10.56  
Income (Loss) From Operations:                         
Net Investment Income(a)
        0.20          0.19          0.17          0.17          0.13  
Net Realized and Unrealized Gain (Loss)
        2.93          1.04          0.50          0.08          (1.77 ) 
    
 
 
       
 
 
       
 
 
       
 
 
       
 
 
  
Total Income (Loss) From Operations        3.13          1.23          0.67          0.25          (1.64 ) 
    
 
 
       
 
 
       
 
 
       
 
 
       
 
 
  
Less Distributions From:                         
Net Investment Income
        (0.29 )         (0.27 )         (0.19 )         (0.14 )         (0.18 ) 
Net Realized Gains
        (0.73 )         —          —          (0.17 )         (0.22 ) 
    
 
 
       
 
 
       
 
 
       
 
 
       
 
 
  
Total Distributions        (1.02 )         (0.27 )         (0.19 )         (0.31 )         (0.40 ) 
    
 
 
       
 
 
       
 
 
       
 
 
       
 
 
  
Net Asset Value, End of Year        $12.01          $9.90          $8.94          $8.46          $ 8.52  
    
 
 
       
 
 
       
 
 
       
 
 
       
 
 
  
Total Return(b)        33.02 %         14.00 %         8.10 %         3.23 %         (16.10 )% 
Net Assets, End of Year (000’s)        $567,837          $496,020          $533,296          $515,032          $614,339  
Ratios to Average Net Assets                         
Gross Expense(c)
        0.97 %         0.96 %         0.95 %         0.98 %         0.99 % 
Net Expense(c),(d)
        0.83 %         0.83 %         0.83 %         0.84 %         0.85 % 
Net Investment Income
        1.79 %         2.02 %         2.05 %         2.12 %         1.27 % 
Portfolio Turnover Rate        34 %         34 %         108 %         76 %         71 % 
 
(a)
Per share amounts have been calculated using the average shares method.
(b)
Based on net asset value, which does not reflect the sales charge, if applicable. Total returns for periods of less than one year, if any, are not annualized.
(c)
The Fund may invest in other underlying funds and indirectly bears its proportionate share of fees and expenses incurred by the underlying funds. This ratio does not include these indirect fees and expenses.
(d)
Net expenses reflect fee waivers/expense reimbursements by the advisor and/or other service providers.
 
(Financial Highlights continued next page)
 
PROSPECTUS / August 31, 2026     91  
FINANCIAL HIGHLIGHTS (continued)
 
For a share outstanding throughout each year ended April 30, unless otherwise noted:
 
WILMINGTON ENHANCED DIVIDEND INCOME STRATEGY FUND
 
                        
CLASS A     
Year Ended
April 30, 2026
       
Year Ended
April 30, 2025
       
Year Ended
April 30, 2024
       
Year Ended
April 30, 2023
       
Year Ended
April 30, 2022
  
Net Asset Value, Beginning of Year        $12.90          $12.38          $11.49          $11.67          $11.55  
Income (Loss) From Operations:                         
Net Investment Income(a)
        0.35          0.34          0.30          0.30          0.31  
Net Realized and Unrealized Gain (Loss)
        3.51          0.64          0.89          (0.12 )         0.15  
    
 
 
       
 
 
       
 
 
       
 
 
       
 
 
  
Total Income (Loss) From Operations        3.86          0.98          1.19          0.18          0.46  
    
 
 
       
 
 
       
 
 
       
 
 
       
 
 
  
Less Distributions From:                         
Net Investment Income
        (0.31 )         (0.34 )         (0.29 )         (0.29 )         (0.34 ) 
Net Realized Gains
        (0.21 )         (0.12 )         (0.01 )         (0.07 )         —  
    
 
 
       
 
 
       
 
 
       
 
 
       
 
 
  
Total Distributions        (0.52 )         (0.46 )         (0.30 )         (0.36 )         (0.34 ) 
    
 
 
       
 
 
       
 
 
       
 
 
       
 
 
  
Net Asset Value, End of Year        $16.24          $12.90          $12.38          $11.49          $11.67  
    
 
 
       
 
 
       
 
 
       
 
 
       
 
 
  
Total Return(b)        30.37 %         7.88 %         10.52 %         1.69 %         3.99 % 
Net Assets, End of Year (000’s)        $38,035          $32,435          $33,055          $33,151          $35,124  
Ratios to Average Net Assets                         
Gross Expense(c)
        1.35 %         1.36 %         1.56 %         1.76 %         1.85 % 
Net Expense(c),(d)
        0.75 %         0.75 %         0.75 %         0.75 %         0.67 % 
Net Investment Income
        2.37 %         2.52 %         2.59 %         2.58 %         2.61 % 
Portfolio Turnover Rate        12 %         16 %         20 %         10 %         66 %(e) 
                        
CLASS I     
Year Ended
April 30, 2026
       
Year Ended
April 30, 2025
       
Year Ended
April 30, 2024
       
Year Ended
April 30, 2023
       
Year Ended
April 30, 2022
  
Net Asset Value, Beginning of Year        $12.96          $12.42          $11.53          $11.69          $11.56  
Income (Loss) From Operations:                         
Net Investment Income(a)
        0.39          0.37          0.32          0.32          0.34  
Net Realized and Unrealized Gain (Loss)
        3.53          0.65          0.89          (0.10 )         0.15  
    
 
 
       
 
 
       
 
 
       
 
 
       
 
 
  
Total Income (Loss) From Operations        3.92          1.02          1.21          0.22          0.49  
    
 
 
       
 
 
       
 
 
       
 
 
       
 
 
  
Less Distributions From:                         
Net Investment Income
        (0.35 )         (0.36 )         (0.31 )         (0.31 )         (0.36 ) 
Net Realized Gains
        (0.21 )         (0.12 )         (0.01 )         (0.07 )         —  
    
 
 
       
 
 
       
 
 
       
 
 
       
 
 
  
Total Distributions        (0.56 )         (0.48 )         (0.32 )         (0.38 )         (0.36 ) 
    
 
 
       
 
 
       
 
 
       
 
 
       
 
 
  
Net Asset Value, End of Year        $16.32          $12.96          $12.42          $11.53          $11.69  
    
 
 
       
 
 
       
 
 
       
 
 
       
 
 
  
Total Return(b)        30.68 %         8.19 %         10.67 %         2.03 %         4.25 % 
Net Assets, End of Year (000’s)        $55,703          $43,501          $41,429          $2,945          $633  
Ratios to Average Net Assets                         
Gross Expense(c)
        0.85 %         0.86 %         0.88 %         1.25 %         1.37 % 
Net Expense(c),(d)
        0.50 %         0.50 %         0.50 %         0.50 %         0.42 % 
Net Investment Income
        2.62 %         2.77 %         2.74 %         2.78 %         2.82 % 
Portfolio Turnover Rate        12 %         16 %         20 %         10 %         66 %(e) 
 
(a)
Per share amounts have been calculated using the average shares method.
(b)
Based on net asset value, which does not reflect the sales charge, if applicable. Total returns for periods of less than one year, if any, are not annualized.
(c)
The Fund may invest in other underlying funds and indirectly bears its proportionate share of fees and expenses incurred by the underlying funds. This ratio does not include these indirect fees and expenses.
(d)
Net expenses reflect fee waivers/expense reimbursements by the advisor and/or other service providers.
(e)
In November 2021, the Fund transitioned to the equity focused Wilmington Enhanced Dividend Income Strategy Fund from the Wilmington Diversified Income Fund. As a result, the portfolio turnover rate for the year ended April 30, 2022 was significantly higher than that of previous fiscal years.
 
(Financial Highlights continued next page)
 
92   August 31, 2026 / PROSPECTUS
FINANCIAL HIGHLIGHTS (continued)
 
For a share outstanding throughout each year ended April 30, unless otherwise noted:
 
WILMINGTON GLOBAL ALPHA EQUITIES FUND
 
     
                        
CLASS A     
Year Ended
April 30, 2026
       
Year Ended
April 30, 2025
       
Year Ended
April 30, 2024
       
Year Ended
April 30, 2023
       
Year Ended
April 30, 2022
  
Net Asset Value, Beginning of Year        $13.23          $12.36          $11.76          $11.68          $11.97  
Income (Loss) From Operations:                         
Net Investment Income(a)
        0.09          0.10          0.10          0.10          0.01  
Net Realized and Unrealized Gain (Loss)
        1.00          0.96          0.66          0.30          (0.24 ) 
    
 
 
       
 
 
  
Total Income (Loss) From Operations        1.09          1.06          0.76          0.40          (0.23 ) 
    
 
 
       
 
 
  
Less Distributions From:                         
Net Investment Income
        (0.02 )         (0.19 )         (0.16 )         (0.32 )         (0.06 ) 
    
 
 
       
 
 
  
Total Distributions        (0.02 )         (0.19 )         (0.16 )         (0.32 )         (0.06 ) 
    
 
 
       
 
 
  
Net Asset Value, End of Year        $14.30          $13.23          $12.36          $11.76          $11.68  
    
 
 
       
 
 
  
Total Return(b)        8.21 %         8.59 %         6.47 %         3.51 %         (1.97 )% 
Net Assets, End of Year (000’s)        $265          $224          $205          $303          $295  
Ratios to Average Net Assets                         
Gross Expense(c)
        1.95 %         2.00 %         1.92 %         2.19 %         2.30 % 
Net Expense(c),(d)
        1.49 %         1.49 %         1.49 %         1.49 %         1.49 % 
Net Investment Income
        0.67 %         0.80 %         0.83 %         0.87 %         0.12 % 
Portfolio Turnover Rate        66 %         82 %         43 %         68 %         44 % 
                        
CLASS I     
Year Ended
April 30, 2026
       
Year Ended
April 30, 2025
       
Year Ended
April 30, 2024
       
Year Ended
April 30, 2023
       
Year Ended
April 30, 2022
  
Net Asset Value, Beginning of Year        $13.55          $12.63          $11.99          $11.88          $12.14  
Income (Loss) From Operations:                         
Net Investment Income(a)
        0.13          0.15          0.14          0.13          0.05  
Net Realized and Unrealized Gain (Loss)
        1.02          0.96          0.66          0.30          (0.25 ) 
    
 
 
       
 
 
  
Total Income (Loss) From Operations        1.15          1.11          0.80          0.43          (0.20 ) 
    
 
 
       
 
 
  
Less Distributions From:                         
Net Investment Income
        (0.02 )         (0.19 )         (0.16 )         (0.32 )         (0.06 ) 
    
 
 
       
 
 
  
Total Distributions        (0.02 )         (0.19 )         (0.16 )         (0.32 )         (0.06 ) 
    
 
 
       
 
 
  
Net Asset Value, End of Year        $14.68          $13.55          $12.63          $11.99          $11.88  
    
 
 
       
 
 
  
Total Return(b)        8.53 %         8.85 %         6.73 %         3.75 %         (1.63 )% 
Net Assets, End of Year (000’s)        $242,155          $240,160          $215,956          $213,027          $211,957  
Ratios to Average Net Assets                         
Gross Expense(c)
        1.45 %         1.50 %         1.41 %         1.69 %         1.80 % 
Net Expense(c),(d)
        1.24 %         1.24 %         1.24 %         1.24 %         1.24 % 
Net Investment Income
        0.94 %         1.09 %         1.13 %         1.12 %         0.38 % 
Portfolio Turnover Rate        66 %         82 %         43 %         68 %         44 % 
 
(a)
Per share amounts have been calculated using the average shares method.
(b)
Based on net asset value, which does not reflect the sales charge, if applicable. Total returns for periods of less than one year, if any, are not annualized.
(c)
The Fund may invest in other underlying funds and indirectly bears its proportionate share of fees and expenses incurred by the underlying funds. This ratio does not include these indirect fees and expenses.
(d)
Net expenses reflect fee waivers/expense reimbursements by the advisor and/or other service providers.
 
(Financial Highlights continued next page)
 
PROSPECTUS / August 31, 2026     93  
FINANCIAL HIGHLIGHTS (continued)
 
For a share outstanding throughout each year ended April 30, unless otherwise noted:
 
WILMINGTON REAL ASSET FUND
 
     
                      
CLASS A     
Year Ended
April 30, 2026
     
Year Ended
April 30, 2025
       
Year Ended
April 30, 2024
       
Year Ended
April 30, 2023
       
Year Ended
April 30, 2022
  
Net Asset Value, Beginning of Year        $13.97        $13.22          $13.26          $16.30          $15.58  
Income (Loss) From Operations:                       
Net Investment Income(a)
        0.91 (b)       0.33          0.31          0.69          1.64 (b) 
Net Realized and Unrealized Gain (Loss)
        2.88        0.77          (0.08 )         (3.04 )         0.82  
    
 
 
     
 
 
  
Total Income (Loss) From Operations        3.79        1.10          0.23          (2.35 )         2.46  
    
 
 
     
 
 
  
Less Distributions From:                       
Net Investment Income
        (1.01 )       (0.35 )         (0.27 )         (0.69 )(c)         (1.74 ) 
    
 
 
     
 
 
  
Total Distributions        (1.01 )       (0.35 )         (0.27 )         (0.69 )         (1.74 ) 
    
 
 
     
 
 
  
Net Asset Value, End of Year        $16.75        $13.97          $13.22          $13.26          $16.30  
    
 
 
     
 
 
  
Total Return(d)        28.44 %       8.41 %         1.73 %         (14.44 )%         16.34 % 
Net Assets, End of Year (000’s)        $1,088        $869          $873          $941          $1,169  
Ratios to Average Net Assets                       
Gross Expense(e)
        1.18 %       1.19 %         1.16 %         1.17 %         1.17 % 
Net Expense(e),(f)
        0.82 %       0.82 %         0.82 %         0.85 %         0.89 % 
Net Investment Income
        6.13 %(b)       2.35 %         2.36 %         4.78 %         10.04 %(b) 
Portfolio Turnover Rate        7 %       6 %         3 %         20 %         32 % 
                      
CLASS I     
Year Ended
April 30, 2026
     
Year Ended
April 30, 2025
       
Year Ended
April 30, 2024
       
Year Ended
April 30, 2023
       
Year Ended
April 30, 2022
  
Net Asset Value, Beginning of Year        $14.24        $13.45          $13.48          $16.54          $15.77  
Income (Loss) From Operations:                       
Net Investment Income(a)
        0.97 (b)       0.37          0.35          0.74          1.65 (b) 
Net Realized and Unrealized Gain (Loss)
        2.94        0.79          (0.09 )         (3.09 )         0.89  
    
 
 
     
 
 
  
Total Income (Loss) From Operations        3.91        1.16          0.26          (2.35 )         2.54  
    
 
 
     
 
 
  
Less Distributions From:                       
Net Investment Income
        (1.04 )       (0.37 )         (0.29 )         (0.71 )(c)         (1.77 ) 
    
 
 
     
 
 
  
Total Distributions        (1.04 )       (0.37 )         (0.29 )         (0.71 )         (1.77 ) 
    
 
 
     
 
 
  
Net Asset Value, End of Year        $17.11        $14.24          $13.45          $13.48          $16.54  
    
 
 
     
 
 
  
Total Return(d)        28.76 %       8.70 %         1.94 %         (14.21 )%         16.66 % 
Net Assets, End of Year (000’s)        $472,863        $385,655          $379,209          $409,335          $486,959  
Ratios to Average Net Assets                       
Gross Expense(e)
        0.68 %       0.69 %         0.66 %         0.67 %         0.67 % 
Net Expense(e),(f)
        0.57 %       0.57 %         0.57 %         0.60 %         0.64 % 
Net Investment Income
        6.38 %(b)       2.59 %         2.60 %         5.10 %         9.98 %(b) 
Portfolio Turnover Rate        7 %       6 %         3 %         20 %         32 % 
 
(a)
Per share amounts have been calculated using the average shares method.
(b)
The net investment income earned by the Fund increased significantly during the fiscal year ended April 30, 2026 and 2022, respectively due to larger than usual net investment income distributions from the commodity-related investments in its portfolio.
(c)
A portion of this distribution amounting to less than $0.005 per share was a tax return of capital.
(d)
Based on net asset value, which does not reflect the sales charge, if applicable. Total returns for periods of less than one year, if any, are not annualized.
(e)
The Fund may invest in other underlying funds and indirectly bears its proportionate share of fees and expenses incurred by the underlying funds. This ratio does not include these indirect fees and expenses.
(f)
Net expenses reflect fee waivers/expense reimbursements by the advisor and/or other service providers.
 
(Financial Highlights continued next page)
 
94   August 31, 2026 / PROSPECTUS
FINANCIAL HIGHLIGHTS (continued)
 
For a share outstanding throughout each year ended April 30, unless otherwise noted:
 
WILMINGTON BROAD MARKET BOND FUND
 
     
                        
CLASS A     
Year Ended
April 30, 2026
       
Year Ended
April 30, 2025
       
Year Ended
April 30, 2024
       
Year Ended
April 30, 2023
       
Year Ended
April 30, 2022
  
Net Asset Value, Beginning of Year        $8.92          $8.58          $8.96          $9.23          $10.25  
Income (Loss) From Operations:                         
Net Investment Income(a)
        0.31          0.29          0.25          0.19          0.15  
Net Realized and Unrealized Gain (Loss)
        (0.02 )         0.34          (0.38 )         (0.26 )         (0.99 ) 
    
 
 
       
 
 
  
Total Income (Loss) From Operations        0.29          0.63          (0.13 )         (0.07 )         (0.84 ) 
    
 
 
       
 
 
  
Less Distributions From:                         
Net Investment Income
        (0.31 )         (0.29 )         (0.25 )         (0.20 )         (0.18 ) 
    
 
 
       
 
 
  
Total Distributions        (0.31 )         (0.29 )         (0.25 )         (0.20 )         (0.18 ) 
    
 
 
       
 
 
  
Net Asset Value, End of Year        $8.90          $8.92          $8.58          $8.96          $ 9.23  
    
 
 
       
 
 
  
Total Return(b)        3.32 %         7.40 %         (1.46 )%         (0.71 )%         (8.37 )% 
Net Assets, End of Year (000’s)        $1,515          $1,698          $1,798          $2,018          $2,691  
Ratios to Average Net Assets                         
Gross Expense(c)
        1.06 %         1.06 %         1.06 %         1.07 %         1.06 % 
Net Expense(c),(d),(e)
        0.70 %         0.70 %         0.77 %         0.77 %         0.77 % 
Net Investment Income(e)
        3.46 %         3.26 %         2.81 %         2.16 %         1.45 % 
Portfolio Turnover Rate        26 %         29 %         18 %         24 %         26 % 
                        
CLASS I     
Year Ended
April 30, 2026
       
Year Ended
April 30, 2025
       
Year Ended
April 30, 2024
       
Year Ended
April 30, 2023
       
Year Ended
April 30, 2022
  
Net Asset Value, Beginning of Year        $8.77          $8.44          $8.81          $9.08          $10.08  
Income (Loss) From Operations:                         
Net Investment Income(a)
        0.33          0.31          0.27          0.22          0.18  
Net Realized and Unrealized Gain (Loss)
        (0.02 )         0.33          (0.37 )         (0.26 )         (0.97 ) 
    
 
 
       
 
 
  
Total Income (Loss) From Operations        0.31          0.64          (0.10 )         (0.04 )         (0.79 ) 
    
 
 
       
 
 
  
Less Distributions From:                         
Net Investment Income
        (0.33 )         (0.31 )         (0.27 )         (0.23 )         (0.21 ) 
    
 
 
       
 
 
  
Total Distributions        (0.33 )         (0.31 )         (0.27 )         (0.23 )         (0.21 ) 
    
 
 
       
 
 
  
Net Asset Value, End of Year        $8.75          $8.77          $8.44          $8.81          $9.08  
    
 
 
       
 
 
  
Total Return(b)        3.60 %         7.66 %         (1.09 )%         (0.42 )%         (8.02 )% 
Net Assets, End of Year (000’s)        $697,424          $655,282          $579,518          $550,087          $570,825  
Ratios to Average Net Assets                         
Gross Expense(c)
        0.56 %         0.56 %         0.56 %         0.57 %         0.56 % 
Net Expense(c),(d)
        0.43 %         0.43 %         0.43 %         0.43 %         0.43 % 
Net Investment Income
        3.74 %         3.54 %         3.15 %         2.51 %         1.79 % 
Portfolio Turnover Rate        26 %         29 %         18 %         24 %         26 % 
 
(a)
Per share amounts have been calculated using the average shares method.
(b)
Based on net asset value, which does not reflect the sales charge, if applicable. Total returns for periods of less than one year, if any, are not annualized.
(c)
The Fund may invest in other underlying funds and indirectly bears its proportionate share of fees and expenses incurred by the underlying funds. This ratio does not include these indirect fees and expenses.
(d)
Net expenses reflect fee waivers/expense reimbursements by the advisor and/or other service providers.
(e)
Subsequent to the issuance of the financial statements for the year ended April 30, 2026, management identified an immaterial error related to the impact of the shareholding servicing fee reimbursement as a percentage of average net assets. Management has elected to revise the net expense ratio and net investment income ratio from 0.62% and 3.54%, respectively, to reflect the corrected amounts as indicated in the table.
 
(Financial Highlights continued next page)
 
PROSPECTUS / August 31, 2026     95  
FINANCIAL HIGHLIGHTS (continued)
 
For a share outstanding throughout each year ended April 30, unless otherwise noted:
 
WILMINGTON MUNICIPAL BOND FUND
 
     
                        
CLASS A     
Year Ended
April 30, 2026
       
Year Ended
April 30, 2025
       
Year Ended
April 30, 2024
       
Year Ended
April 30, 2023
       
Year Ended
April 30, 2022
  
Net Asset Value, Beginning of Year        $12.11          $12.16          $12.25          $12.12          $13.41  
Income (Loss) From Operations:                         
Net Investment Income(a)
        0.30          0.29          0.26          0.22          0.19  
Net Realized and Unrealized Gain (Loss)
        0.33          (0.05 )         (0.09 )         0.13          (1.25 ) 
    
 
 
       
 
 
  
Total Income (Loss) From Operations        0.63          0.24          0.17          0.35          (1.06 ) 
    
 
 
       
 
 
  
Less Distributions From:                         
Net Investment Income
        (0.30 )         (0.29 )         (0.26 )         (0.22 )         (0.19 ) 
Net Realized Gains
        —          —          —          —          (0.04 ) 
    
 
 
       
 
 
  
Total Distributions        (0.30 )         (0.29 )         (0.26 )         (0.22 )         (0.23 ) 
    
 
 
       
 
 
  
Net Asset Value, End of Year        $12.44          $12.11          $12.16          $12.25          $12.12  
    
 
 
       
 
 
  
Total Return(b)        5.26 %         1.93 %         1.42 %         2.92 %         (8.08 )% 
Net Assets, End of Year (000’s)        $12,002          $12,652          $14,790          $16,745          $17,942  
Ratios to Average Net Assets                         
Gross Expense(c)
        1.10 %         1.11 %         1.10 %         1.11 %         1.08 % 
Net Expense(c),(d)
        0.72 %         0.72 %         0.73 %         0.74 %         0.74 % 
Net Investment Income
        2.44 %         2.34 %         2.15 %         1.81 %         1.42 % 
Portfolio Turnover Rate        12 %         22 %         19 %         28 %         23 % 
                        
CLASS I     
Year Ended
April 30, 2026
       
Year Ended
April 30, 2025
       
Year Ended
April 30, 2024
       
Year Ended
April 30, 2023
       
Year Ended
April 30, 2022
  
Net Asset Value, Beginning of Year        $12.11          $12.16          $12.26          $12.13          $13.42  
Income (Loss) From Operations:                         
Net Investment Income(a)
        0.33          0.32          0.29          0.25          0.22  
Net Realized and Unrealized Gain (Loss)
        0.34          (0.05 )         (0.10 )         0.13          (1.25 ) 
    
 
 
       
 
 
  
Total Income (Loss) From Operations        0.67          0.27          0.19          0.38          (1.03 ) 
    
 
 
       
 
 
  
Less Distributions From:                         
Net Investment Income
        (0.33 )         (0.32 )         (0.29 )         (0.25 )         (0.22 ) 
Net Realized Gains
        —          —          —          —          (0.04 ) 
    
 
 
       
 
 
  
Total Distributions        (0.33 )         (0.32 )         (0.29 )         (0.25 )         (0.26 ) 
    
 
 
       
 
 
  
Net Asset Value, End of Year        $12.45          $12.11          $12.16          $12.26          $12.13  
    
 
 
       
 
 
  
Total Return(b)        5.62 %         2.20 %         1.60 %         3.18 %         (7.83 )% 
Net Assets, End of Year (000’s)        $353,923          $323,270          $300,336          $322,805          $303,707  
Ratios to Average Net Assets                         
Gross Expense(c)
        0.60 %         0.61 %         0.60 %         0.61 %         0.59 % 
Net Expense(c),(d)
        0.47 %         0.47 %         0.48 %         0.49 %         0.49 % 
Net Investment Income
        2.70 %         2.59 %         2.40 %         2.06 %         1.67 % 
Portfolio Turnover Rate        12 %         22 %         19 %         28 %         23 % 
 
(a)
Per share amounts have been calculated using the average shares method.
(b)
Based on net asset value, which does not reflect the sales charge, if applicable. Total returns for periods of less than one year, if any, are not annualized.
(c)
The Fund may invest in other underlying funds and indirectly bears its proportionate share of fees and expenses incurred by the underlying funds. This ratio does not include these indirect fees and expenses.
(d)
Net expenses reflect fee waivers/expense reimbursements by the advisor and/or other service providers.
 
(Financial Highlights continued next page)
 
96   August 31, 2026 / PROSPECTUS
FINANCIAL HIGHLIGHTS (continued)
 
For a share outstanding throughout each year ended April 30, unless otherwise noted:
 
WILMINGTON NEW YORK MUNICIPAL BOND FUND
 
     
                        
CLASS A     
Year Ended
April 30, 2026
       
Year Ended
April 30, 2025
       
Year Ended
April 30, 2024
       
Year Ended
April 30, 2023
       
Year Ended
April 30, 2022
  
Net Asset Value, Beginning of Year        $9.68          $9.74          $9.83          $9.71          $10.69  
Income (Loss) From Operations:                         
Net Investment Income(a)
        0.21          0.20          0.18          0.15          0.13  
Net Realized and Unrealized Gain (Loss)
        0.27          (0.06 )         (0.09 )         0.12          (0.95 ) 
    
 
 
       
 
 
  
Total Income (Loss) From Operations        0.48          0.14          0.09          0.27          (0.82 ) 
    
 
 
       
 
 
  
Less Distributions From:                         
Net Investment Income
        (0.21 )         (0.20 )         (0.18 )         (0.15 )         (0.13 ) 
Net Realized Gains
        —          —          —          —          (0.03 ) 
    
 
 
       
 
 
  
Total Distributions        (0.21 )         (0.20 )         (0.18 )         (0.15 )         (0.16 ) 
    
 
 
       
 
 
  
Net Asset Value, End of Year        $9.95          $9.68          $9.74          $9.83          $9.71  
    
 
 
       
 
 
  
Total Return(b)        4.98 %         1.43 %         0.90 %         2.79 %         (7.74 )% 
Net Assets, End of Year (000’s)        $3,432          $3,926          $4,589          $5,212          $5,536  
Ratios to Average Net Assets                         
Gross Expense(c)
        1.74 %         1.73 %         1.57 %         1.53 %         1.37 % 
Net Expense(c),(d)
        0.81 %         0.81 %         0.81 %         0.82 %         0.82 % 
Net Investment Income
        2.12 %         2.04 %         1.81 %         1.52 %         1.24 % 
Portfolio Turnover Rate        8 %         27 %         29 %         6 %         7 % 
                        
CLASS I     
Year Ended
April 30, 2026
       
Year Ended
April 30, 2025
       
Year Ended
April 30, 2024
       
Year Ended
April 30, 2023
       
Year Ended
April 30, 2022
  
Net Asset Value, Beginning of Year        $9.69          $9.75          $9.84          $9.72          $10.70  
Income (Loss) From Operations:                         
Net Investment Income(a)
        0.23          0.22          0.20          0.17          0.16  
Net Realized and Unrealized Gain (Loss)
        0.27          (0.06 )         (0.09 )         0.12          (0.95 ) 
    
 
 
       
 
 
  
Total Income (Loss) From Operations        0.50          0.16          0.11          0.29          (0.79 ) 
    
 
 
       
 
 
  
Less Distributions From:                         
Net Investment Income
        (0.23 )         (0.22 )         (0.20 )         (0.17 )         (0.16 ) 
Net Realized Gains
        —          —          —          —          (0.03 ) 
    
 
 
       
 
 
  
Total Distributions        (0.23 )         (0.22 )         (0.20 )         (0.17 )         (0.19 ) 
    
 
 
       
 
 
  
Net Asset Value, End of Year        $9.96          $9.69          $9.75          $9.84          $9.72  
    
 
 
       
 
 
  
Total Return(b)        5.25 %         1.68 %         1.15 %         3.04 %         (7.50 )% 
Net Assets, End of Year (000’s)        $39,424          $34,888          $34,565          $40,420          $47,950  
Ratios to Average Net Assets                         
Gross Expense(c)
        1.24 %         1.23 %         1.07 %         1.03 %         0.87 % 
Net Expense(c),(d)
        0.56 %         0.56 %         0.56 %         0.57 %         0.57 % 
Net Investment Income
        2.37 %         2.29 %         2.06 %         1.77 %         1.49 % 
Portfolio Turnover Rate        8 %         27 %         29 %         6 %         7 % 
 
(a)
Per share amounts have been calculated using the average shares method.
(b)
Based on net asset value, which does not reflect the sales charge, if applicable. Total returns for periods of less than one year, if any, are not annualized.
(c)
The Fund may invest in other underlying funds and indirectly bears its proportionate share of fees and expenses incurred by the underlying funds. This ratio does not include these indirect fees and expenses.
(d)
Net expenses reflect fee waivers/expense reimbursements by the advisor and/or other service providers.
 
(Financial Highlights continued next page)
 
PROSPECTUS / August 31, 2026     97  
FINANCIAL HIGHLIGHTS (continued)
 
For a share outstanding throughout each year ended April 30, unless otherwise noted:
 
WILMINGTON U.S. GOVERNMENT MONEY MARKET FUND
 
     
                        
ADMINISTRATIVE CLASS      Year Ended
April 30, 2026		       
Year Ended
April 30, 2025
       
Year Ended
April 30, 2024
       
Year Ended
April 30, 2023
       
Year Ended
April 30, 2022
  
Net Asset Value, Beginning of Year        $1.000          $1.000          $1.000          $1.000          $1.000  
Income (Loss) From Operations:                         
Net Investment Income
        0.036          0.043          0.047          0.026          0.000 (a) 
Net Realized Gain (Loss)
        (0.002 )         0.000 (a)         (0.000 )(a)         (0.000 )(a)         0.000 (a) 
    
 
 
       
 
 
  
Total Income (Loss) From Operations        0.034          0.043          0.047          0.026          0.000  
    
 
 
       
 
 
  
Less Distributions From:                         
Net Investment Income
        (0.034 )         (0.043 )         (0.047 )         (0.026 )         (0.000 )(a) 
    
 
 
       
 
 
  
Net Asset Value, End of Year        $1.000          $1.000          $1.000          $1.000          $1.000  
    
 
 
       
 
 
  
Total Return        3.50 %         4.37 %         4.85 %         2.59 %         0.02 % 
Net Assets, End of Year (000’s)        $18,990          $649,315          $819,609          $773,332          $1,163,736  
Ratios to Average Net Assets                         
Gross Expense(b)
        0.71 %         0.71 %         0.81 %         0.81 %         0.81 % 
Net Expense(b),(c)
        0.60 %         0.60 %         0.60 %         0.54 %         0.08 % 
Net Investment Income
        3.55 %         4.28 %         4.77 %         2.42 %         0.02 % 
                        
INSTITUTIONAL CLASS      Year Ended
April 30, 2026		       
Year Ended
April 30, 2025
       
Year Ended
April 30, 2024
       
Year Ended
April 30, 2023
       
Year Ended
April 30, 2022
  
Net Asset Value, Beginning of Year        $1.000          $1.000          $1.000          $1.000          $1.000  
Income (Loss) From Operations:                         
Net Investment Income
        0.038          0.046          0.051          0.029          0.000 (a) 
Net Realized Gain (Loss)
        (0.000 )(a)         0.000 (a)         (0.000 )(a)         (0.000 )(a)         0.000 (a) 
    
 
 
       
 
 
  
Total Income (Loss) From Operations        0.038          0.046          0.051          0.029          0.000  
    
 
 
       
 
 
  
Less Distributions From:                         
Net Investment Income
        (0.038 )         (0.046 )         (0.051 )         (0.029 )         (0.000 )(a) 
    
 
 
       
 
 
  
Net Asset Value, End of Year        $1.000          $1.000          $1.000          $1.000          $1.000  
    
 
 
       
 
 
  
Total Return        3.87 %         4.74 %         5.22 %         2.90 %         0.02 % 
Net Assets, End of Year (000’s)        $3,740,180          $2,810,414          $2,691,292          $2,469,665          $1,756,769  
Ratios to Average Net Assets                         
Gross Expense(b)
        0.31 %         0.31 %         0.34 %         0.31 %         0.31 % 
Net Expense(b),(c)
        0.25 %         0.25 %         0.25 %         0.25 %         0.08 % 
Net Investment Income
        3.79 %         4.64 %         5.10 %         2.96 %         0.02 % 
                        
SELECT CLASS      Year Ended
April 30, 2026		       
Year Ended
April 30, 2025
       
Year Ended
April 30, 2024
       
Year Ended
April 30, 2023
       
Year Ended
April 30, 2022
  
Net Asset Value, Beginning of Year        $1.000          $1.000          $1.000          $1.000          $1.000  
Income (Loss) From Operations:                         
Net Investment Income
        0.037          0.046          0.050          0.028          0.000 (a) 
Net Realized Gain (Loss)
        (0.000 )(a)         0.000 (a)         (0.000 )(a)         (0.000 )(a)         0.000 (a) 
    
 
 
       
 
 
  
Total Income (Loss) From Operations        0.037          0.046          0.050          0.028          0.000  
    
 
 
       
 
 
  
Less Distributions From:                         
Net Investment Income
        (0.037 )         (0.046 )         (0.050 )         (0.028 )         (0.000 )(a) 
    
 
 
       
 
 
  
Net Asset Value, End of Year        $1.000          $1.000          $1.000          $1.000          $1.000  
    
 
 
       
 
 
  
Total Return        3.80 %         4.66 %         5.11 %         2.81 %         0.02 % 
Net Assets, End of Year (000’s)        $5,833,979          $5,911,476          $5,515,811          $6,062,727          $3,997,179  
Ratios to Average Net Assets                         
Gross Expense(b)
        0.46 %         0.46 %         0.56 %         0.56 %         0.56 % 
Net Expense(b),(c)
        0.32 %         0.32 %         0.35 %         0.34 %         0.08 % 
Net Investment Income
        3.73 %         4.56 %         5.00 %         2.91 %         0.02 % 
                        
 
(Financial Highlights continued next page)
 
98   August 31, 2026 / PROSPECTUS
FINANCIAL HIGHLIGHTS (continued)
 
For a share outstanding throughout each year ended April 30, unless otherwise noted:
 
WILMINGTON U.S. GOVERNMENT MONEY MARKET FUND – (continued)
 
                      
SERVICE CLASS     
Year Ended
April 30, 2026
       
Year Ended
April 30, 2025
       
Year Ended
April 30, 2024
     
Year Ended
April 30, 2023
       
Year Ended
April 30, 2022
  
Net Asset Value, Beginning of Year        $1.000          $1.000          $1.000        $1.000          $1.000  
Income (Loss) From Operations:                       
Net Investment Income
        0.035          0.042          0.046        0.024          0.000 (a) 
Net Realized Gain (Loss)
        (0.001 )         0.000 (a)         (0.000 )(a)       (0.000 )(a)         0.000 (a) 
    
 
 
       
 
 
       
 
 
     
 
 
       
 
 
  
Total Income (Loss) From Operations        0.034          0.042          0.046        0.024          0.000  
    
 
 
       
 
 
       
 
 
     
 
 
       
 
 
  
Less Distributions From:                       
Net Investment Income
        (0.034 )         (0.042 )         (0.046 )       (0.024 )         (0.000 )(a) 
    
 
 
       
 
 
       
 
 
     
 
 
       
 
 
  
Net Asset Value, End of Year        $1.000          $1.000          $1.000        $1.000          $1.000  
    
 
 
       
 
 
       
 
 
     
 
 
       
 
 
  
Total Return        3.48 %         4.31 %         4.73 %       2.43 %         0.01 % 
Net Assets, End of Year (000’s)        $18,890          $225,430          $436,534        $645,974          $500,998  
Ratios to Average Net Assets                       
Gross Expense(b)
        0.71 %         0.71 %         0.81 %       0.81 %         0.81 % 
Net Expense(b),(c)
        0.64 %         0.66 %         0.72 %       0.72 %         0.08 % 
Net Investment Income
        3.51 %         4.21 %         4.62 %       2.49 %         0.01 % 
                      
PREFERRED INSTITUTIONAL
CLASS		     
Year Ended
April 30, 2026
       
Year Ended
April 30, 2025
       
For the Period
December 29, 2023*
through
April 30, 2024
                  
Net Asset Value, Beginning of Year        $1.000          $1.000          $1.000          
Income (Loss) From Operations:                       
Net Investment Income
        0.039          0.047          0.018          
Net Realized Gain (Loss)
        (0.000 )(a)         0.000 (a)         (0.000 )(a)         
    
 
 
       
 
 
       
 
 
          
Total Income (Loss) From Operations        0.039          0.047          0.018          
    
 
 
       
 
 
       
 
 
          
Less Distributions From:                       
Net Investment Income
        (0.039 )         (0.047 )         (0.018 )         
    
 
 
       
 
 
       
 
 
          
Net Asset Value, End of Year        $1.000          $1.000          $1.000          
    
 
 
       
 
 
       
 
 
          
Total Return        3.97 %         4.83 %         1.79 %(d)         
Net Assets, End of Year (000’s)        $1,292,782          $477,400          $275,458          
Ratios to Average Net Assets                       
Gross Expense(b)
        0.21 %         0.21 %         0.31 %(e)         
Net Expense(b),(c)
        0.16 %         0.16 %         0.16 %(e)         
Net Investment Income
        3.85 %         4.57 %         5.29 %(e)         
 
(a)
Represents less than $0.001.
(b)
The Fund may invest in other underlying funds and indirectly bears its proportionate share of fees and expenses incurred by the underlying funds. This ratio does not include these indirect fees and expenses.
(c)
Net expenses reflect fee waivers/expense reimbursements by the advisor and/or other service providers.
(d)
Total returns for periods of less than one year are not annualized.
(e)
Annualized for periods less than one year.
*
Commencement of operations.
 
(Financial Highlights continued next page)
 
PROSPECTUS / August 31, 2026     99  
FINANCIAL HIGHLIGHTS (continued)
 
For a share outstanding throughout each year ended April 30, unless otherwise noted:
 
WILMINGTON U.S. TREASURY MONEY MARKET FUND
 
                        
ADMINISTRATIVE CLASS      Year Ended
April 30, 2026		       
Year Ended
April 30, 2025
       
Year Ended
April 30, 2024
       
Year Ended
April 30, 2023
       
Year Ended
April 30, 2022
  
Net Asset Value, Beginning of Year        $1.000          $1.000          $1.000          $1.000          $1.000  
Income (Loss) From Operations:                         
Net Investment Income
        0.037          0.043          0.047          0.026          0.000 (a) 
Net Realized Gain (Loss)
        (0.003 )         0.000          0.000 (a)         0.000 (a)         0.000 (a) 
    
 
 
       
 
 
       
 
 
       
 
 
       
 
 
  
Total Income (Loss) From Operations        0.034          0.043          0.047          0.026          0.000  
    
 
 
       
 
 
       
 
 
       
 
 
       
 
 
  
Less Distributions From:                         
Net Investment Income
        (0.034 )         (0.043 )         (0.047 )         (0.026 )         (0.000 )(a) 
    
 
 
       
 
 
       
 
 
       
 
 
       
 
 
  
Net Asset Value, End of Year        $1.000          $1.000          $1.000          $1.000          $1.000  
    
 
 
       
 
 
       
 
 
       
 
 
       
 
 
  
Total Return        3.46 %         4.36 %         4.85 %         2.59 %         0.02 % 
Net Assets, End of Year (000’s)        $716          $116,005          $243,127          $238,372          $336,133  
Ratios to Average Net Assets                         
Gross Expense(b)
        0.72 %         0.72 %         0.82 %         0.83 %         0.82 % 
Net Expense(b),(c)
        0.60 %         0.60 %         0.60 %         0.54 %         0.07 % 
Net Investment Income
        3.70 %         4.25 %         4.74 %         2.40 %         0.02 % 
                        
INSTITUTIONAL CLASS      Year Ended
April 30, 2026		       
Year Ended
April 30, 2025
       
Year Ended
April 30, 2024
       
Year Ended
April 30, 2023
       
Year Ended
April 30, 2022
  
Net Asset Value, Beginning of Year        $1.000          $1.000          $1.000          $1.000          $1.000  
Income (Loss) From Operations:                         
Net Investment Income
        0.038          0.046          0.051          0.029          0.000 (a) 
Net Realized Gain (Loss)
        0.000 (a)         0.000          0.000 (a)         0.000 (a)         0.000 (a) 
    
 
 
       
 
 
       
 
 
       
 
 
       
 
 
  
Total Income (Loss) From Operations        0.038          0.046          0.051          0.029          0.000  
    
 
 
       
 
 
       
 
 
       
 
 
       
 
 
  
Less Distributions From:                         
Net Investment Income
        (0.038 )         (0.046 )         (0.051 )         (0.029 )         (0.000 )(a) 
    
 
 
       
 
 
       
 
 
       
 
 
       
 
 
  
Net Asset Value, End of Year        $1.000          $1.000          $1.000          $1.000          $1.000  
    
 
 
       
 
 
       
 
 
       
 
 
       
 
 
  
Total Return        3.86 %         4.73 %         5.22 %         2.90 %         0.02 % 
Net Assets, End of Year (000’s)        $834,384          $714,117          $520,749          $511,825          $342,827  
Ratios to Average Net Assets                         
Gross Expense(b)
        0.32 %         0.32 %         0.36 %         0.33 %         0.32 % 
Net Expense(b),(c)
        0.25 %         0.25 %         0.25 %         0.25 %         0.09 % 
Net Investment Income
        3.79 %         4.60 %         5.10 %         3.04 %         0.02 % 
                        
SELECT CLASS      Year Ended
April 30, 2026		       
Year Ended
April 30, 2025
       
Year Ended
April 30, 2024
       
Year Ended
April 30, 2023
       
Year Ended
April 30, 2022
  
Net Asset Value, Beginning of Year        $1.000          $1.000          $1.000          $1.000          $1.000  
Income (Loss) From Operations:                         
Net Investment Income
        0.037          0.046          0.050          0.028          0.000 (a) 
Net Realized Gain (Loss)
        0.000 (a)         0.000          0.000 (a)         0.000 (a)         0.000 (a) 
    
 
 
       
 
 
       
 
 
       
 
 
       
 
 
  
Total Income (Loss) From Operations        0.037          0.046          0.050          0.028          0.000  
    
 
 
       
 
 
       
 
 
       
 
 
       
 
 
  
Less Distributions From:                         
Net Investment Income
        (0.037 )         (0.046 )         (0.050 )         (0.028 )         (0.000 )(a) 
    
 
 
       
 
 
       
 
 
       
 
 
       
 
 
  
Net Asset Value, End of Year        $1.000          $1.000          $1.000          $1.000          $1.000  
    
 
 
       
 
 
       
 
 
       
 
 
       
 
 
  
Total Return        3.79 %         4.65 %         5.11 %         2.81 %         0.02 % 
Net Assets, End of Year (000’s)        $1,289,007          $1,420,073          $1,086,464          $1,122,678          $615,858  
Ratios to Average Net Assets                         
Gross Expense(b)
        0.47 %         0.47 %         0.57 %         0.58 %         0.57 % 
Net Expense(b),(c)
        0.32 %         0.32 %         0.35 %         0.34 %         0.08 % 
Net Investment Income
        3.73 %         4.53 %         4.99 %         2.95 %         0.02 % 
 
(Financial Highlights continued next page)
 
100   August 31, 2026 / PROSPECTUS
FINANCIAL HIGHLIGHTS (concluded)
 
For a share outstanding throughout each year ended April 30, unless otherwise noted:
 
WILMINGTON U.S. TREASURY MONEY MARKET FUND – (continued)
 
                      
SERVICE CLASS     
Year Ended
April 30, 2026
       
Year Ended
April 30, 2025
       
Year Ended
April 30, 2024
     
Year Ended
April 30, 2023
       
Year Ended
April 30, 2022
  
Net Asset Value, Beginning of Year        $1.000          $1.000          $1.000        $1.000          $1.000  
Income (Loss) From Operations:                       
Net Investment Income
        0.036          0.044          0.046        0.024          0.000 (a) 
Net Realized Gain (Loss)
        0.000 (a)         0.000          0.000 (a)       0.000 (a)         0.000 (a) 
    
 
 
       
 
 
       
 
 
     
 
 
       
 
 
  
Total Income (Loss) From Operations        0.036          0.044          0.046        0.024          0.000  
    
 
 
       
 
 
       
 
 
     
 
 
       
 
 
  
Less Distributions From:                       
Net Investment Income
        (0.036 )         (0.044 )         (0.046 )       (0.024 )         (0.000 )(a) 
    
 
 
       
 
 
       
 
 
     
 
 
       
 
 
  
Net Asset Value, End of Year        $1.000          $1.000          $1.000        $1.000          $1.000  
    
 
 
       
 
 
       
 
 
     
 
 
       
 
 
  
Total Return        3.64 %         4.50 %         4.73 %       2.43 %         0.01 % 
Net Assets, End of Year (000’s)        $320          $293          $247        $166          $290  
Ratios to Average Net Assets                       
Gross Expense(b)
        0.72 %         0.72 %         0.82 %       0.83 %         0.82 % 
Net Expense(b),(c)
        0.46 %         0.45 %         0.72 %       0.71 %         0.09 % 
Net Investment Income
        3.57 %         4.40 %         4.63 %       2.16 %         0.01 % 
                      
PREFERRED INSTITUTIONAL
CLASS		     
Year Ended
April 30, 2026
       
Year Ended
April 30, 2025
       
For the Period
December 29, 2023*
through
April 30, 2024
                  
Net Asset Value, Beginning of Year        $1.000          $1.000          $1.000          
Income (Loss) From Operations:                       
Net Investment Income
        0.038          0.047          0.018          
Net Realized Gain (Loss)
        0.001          0.000          0.000 (a)         
    
 
 
       
 
 
       
 
 
          
Total Income (Loss) From Operations        0.039          0.047          0.018          
    
 
 
       
 
 
       
 
 
          
Less Distributions From:                       
Net Investment Income
        (0.039 )         (0.047 )         (0.018 )         
    
 
 
       
 
 
       
 
 
          
Net Asset Value, End of Year        $1.000          $1.000          $1.000          
    
 
 
       
 
 
       
 
 
          
Total Return        3.95 %         4.82 %         1.79 %(d)         
Net Assets, End of Year (000’s)        $185,598          $67,512          $17,455          
Ratios to Average Net Assets                       
Gross Expense(b)
        0.22 %         0.21 %         0.33 %(e)         
Net Expense(b),(c)
        0.16 %         0.16 %         0.16 %(e)         
Net Investment Income
        3.76 %         4.47 %         5.22 %(e)         
 
(a)
Represents less than $0.001.
(b)
The Fund may invest in other underlying funds and indirectly bears its proportionate share of fees and expenses incurred by the underlying funds. This ratio does not include these indirect fees and expenses.
(c)
Net expenses reflect fee waivers/expense reimbursements by the advisor and/or other service providers.
(d)
Total returns for periods of less than one year are not annualized.
(e)
Annualized for periods less than one year.
*
Commencement of operations.
 
PROSPECTUS / August 31, 2026     101  
For more information about Wilmington Funds
 
A Statement of Additional Information (SAI) dated August 31, 2026 is incorporated by reference into this prospectus. Additional information about the Funds’ investments is available in the SAI and in the Annual and Semi-Annual Reports to Shareholders of the Funds and in Form N-CSR as they become available. The Annual Report to Shareholders provides a discussion of market conditions and investment strategies that significantly affected each Fund’s performance during its last fiscal year. In Form N-CSR, you will find a Fund’s annual and semi-annual financial statements.
To obtain a free copy of the SAI, the Annual and Semi-Annual Reports to Shareholders when available, and to make inquiries or request other information without charge, call 1-800-836-2211 or visit the Funds’ website at www.wilmingtonfunds.com.
Securities and Exchange Commission (SEC)
You can also obtain the SAI or the Annual and Semi-Annual Reports to Shareholders, as well as other information about the Wilmington Funds, from the EDGAR database on the SEC’s website (http://www.sec.gov). You may request documents from the SEC, upon payment of a duplicating fee, by sending an electronic request to publicinfo@sec.gov.
Automated price, yield, and performance information is available 24 hours a day, 7 days a week by calling 1-800-836-2211.
 
 
 
Investment Company Act File No. 811-05514
 
Wilmington Funds | 1-800-836-2211 | www.wilmingtonfunds.com
 
WT-PRO-002-0826

STATEMENT OF ADDITIONAL INFORMATION

CLASS A SHARES, CLASS I SHARES,

PREFERRED INSTITUTIONAL CLASS SHARES, INSTITUTIONAL CLASS SHARES, SELECT CLASS SHARES, ADMINISTRATIVE CLASS SHARES AND SERVICE CLASS SHARES

WILMINGTON FUNDS

Statement of Additional Information

August 31, 2026

 

WILMINGTON FUNDS

Equity Funds

Wilmington Large-Cap Strategy Fund

Class I (WMLIX)

Wilmington International Fund

Class A (WINAX) / Class I (WINIX)

Wilmington Enhanced Dividend Income Strategy Fund

Class A (WDIAX) / Class I (WDIIX)

Alternatives Fund

Wilmington Global Alpha Equities Fund

Class A (WRAAX) / Class I (WRAIX)

Asset Allocation Fund

Wilmington Real Asset Fund

Class A (WMMRX) / Class I (WMRIX)

 

Fixed Income Funds

Wilmington Broad Market Bond Fund

Class A (WABMX) / Class I (WIBMX)

Wilmington Municipal Bond Fund

Class A (WTABX) / Class I (WTAIX)

Wilmington New York Municipal Bond Fund

Class A (WNYAX) / Class I (WNYIX)

Money Market Funds

Wilmington U.S. Government Money Market Fund

Preferred Institutional Class (WGQXX)

Institutional Class (WGOXX) / Select Class (WGEXX)

Administrative Class (WAGXX) / Service Class (WGSXX)

Wilmington U.S. Treasury Money Market Fund

Preferred Institutional Class (WTQXX)

Institutional Class (WTIXX) / Select Class (WTEXX)

Administrative Class (WTAXX) / Service Class (WTSXX)

 

 

This Statement of Additional Information (“SAI”) is not a prospectus. Read this SAI in conjunction with the prospectus for the Funds dated August 31, 2026.

This SAI incorporates by reference audited financial statements and Report of Independent Registered Public Accounting Firm in the Wilmington Funds’ Form N-CSR, for the fiscal year ended April 30, 2026. A copy of the prospectus, shareholder report, and/or financial statements may be obtained without charge by calling (800) 836-2211 or by visiting www.wilmingtonfunds.com.

CONTENTS      
How Are the Funds Organized?    3
Securities In Which the Funds Invest    4
Investment Risks    25
Investment Limitations    37
Determining Market Value of Securities    41
What Do Shares Cost?    42
How Are the Funds Sold?    42
Exchanging Securities For Shares    44
Sub-accounting Services    45
Redemption in Kind    45
Account and Share Information    45
Tax Information    53
Who Manages and Provides Services to the Funds?    69
Fees Paid by the Funds for Services    97
Financial Information    100
Investment Ratings    100
Addresses    106
Appendix    107

 

28527 (8/26)

       WILMINGTON-SAI-005-0826   

 

2

HOW ARE THE FUNDS ORGANIZED?

 

The Wilmington Funds (the “Trust”), a Delaware statutory trust, offers separate series of shares representing interests in separate portfolios of securities (each, a “Fund” and collectively, the “Funds”). Each Fund covered by this SAI is a diversified portfolio of the Trust. On August 11, 2000, the Trust was organized to acquire all of the assets and liabilities of the VISION Group of Funds, Inc., a Maryland corporation that was originally incorporated under the laws of the State of Maryland on February 23, 1988, and registered as an open-end management investment company. The name of the Trust was changed to MTB Group of Funds (“MTB Funds”) on August 15, 2003. Through an internal reorganization on August 15, 2003 the Fund’s investment advisor changed from M&T Asset Management, a department of Manufacturers and Traders Trust Company (“M&T Bank”) to MTB Investment Advisors, Inc. (“MTBIA”), a subsidiary of M&T Bank. On May 16, 2011, M&T Bank, M&T Bank Corporation and MTB One, Inc., a wholly-owned subsidiary of M&T Bank, acquired Wilmington Trust Corporation (“Wilmington Trust”). Wilmington Trust was the parent company of Rodney Square Management Corporation (“RSMC”) and Wilmington Trust Investment Management, LLC (“WTIM”), the investment advisor and sub-advisor, respectively, of the funds within the WT Mutual Fund (“WT Trust”). In connection with M&T Bank’s acquisition of Wilmington Trust, at the close of business on March 9, 2012, the series of WT Trust were reorganized into series of MTB Funds. The Trust was renamed the Wilmington Funds. RSMC was renamed Wilmington Funds Management Corporation (“WFMC” or “Advisor”) and was appointed as the investment advisor of the Wilmington Funds. MTBIA was renamed Wilmington Trust Investment Advisors, Inc. (“WTIA”) and was appointed as sub-advisor of the Wilmington Funds for those assets of the Funds allocated to WTIA. The Trust may offer separate series of shares representing interests in separate portfolios of securities.

 

3

SECURITIES IN WHICH THE FUNDS INVEST

 

 

SECURITIES DESCRIPTIONS AND TECHNIQUES

Following are descriptions of securities and techniques that each Fund may or may not pursue.

EQUITY SECURITIES

Equity securities represent a share of an issuer’s earnings and assets, after the issuer pays its liabilities. A Fund cannot predict the income it will receive from equity securities because issuers generally have discretion as to the payment of any dividends or distributions. However, equity securities offer greater potential for appreciation than many other types of securities because their value increases directly with the value of the issuer’s business.

The following describes the types of equity securities in which a Fund may invest.

Common Stocks

Common stocks are the most prevalent type of equity security. Common stocks receive the issuer’s earnings after the issuer pays its creditors and any preferred stockholders. As a result, changes in an issuer’s earnings directly influence the value of its common stock.

Preferred Stocks

Preferred stocks have the right to receive specified dividends or distributions before the issuer makes payments on its common stock. Some preferred stocks also participate in dividends and distributions paid on common stock. Preferred stocks may also permit the issuer to redeem the stock. A Fund may also treat such redeemable preferred stock as a fixed income security.

Interests in Other Limited Liability Companies

Entities such as limited partnerships, limited liability companies, business trusts and companies organized outside the United States may issue securities comparable to common or preferred stocks.

Warrants

Warrants give a Fund the option to buy the issuer’s equity securities at a specified price (the “exercise price”) at a specified future date (the “expiration date”). The Fund may buy the designated securities by paying the exercise price before the expiration date. Warrants may become worthless if the price of the stock does not rise above the exercise price by the expiration date. This increases the market risks of warrants as compared to the underlying security. Rights are the same as warrants, except companies typically issue rights to existing stockholders.

FIXED INCOME SECURITIES

Fixed income securities pay interest, dividends or distributions at a specified rate. The rate may be a fixed percentage of the principal or adjusted periodically. In addition, the issuer of a fixed income security must repay the principal amount of the security, normally within a specified time. Fixed income securities provide more regular income than equity securities. However, the returns on fixed income securities are limited and normally do not increase with the issuer’s earnings. This limits the potential appreciation of fixed income securities as compared to equity securities.

A security’s yield measures the annual income earned on a security as a percentage of its price. A security’s yield will increase or decrease depending upon whether it costs less (a “discount”) or more (a “premium”) than the principal amount. If the issuer may redeem the security before its scheduled maturity, the price and yield on a discount or premium security may change based upon the probability of an early redemption. Securities with higher risks generally have higher yields.

The following describes the types of fixed income securities in which a Fund may invest.

Treasury Securities

Treasury securities are direct obligations of the federal government of the United States. Treasury securities are generally regarded as having the lowest credit risks.

 

4

Agency Securities

Agency securities are issued or guaranteed by a federal agency or other government sponsored entity (“GSE”) acting under federal authority. Some GSE securities are supported by the full faith and credit of the United States. These include the Government National Mortgage Association (“Ginnie Mae”), Small Business Administration, Farm Credit System Financial Assistance Corporation, Farmer’s Home Administration, Federal Financing Bank, General Services Administration, Department of Housing and Urban Development, Export-Import Bank, Overseas Private Investment Corporation, and Washington Metropolitan Area Transit Authority Bonds.

Other GSE securities receive support through federal subsidies, loans or other benefits. For example, the U.S. Treasury is authorized to purchase specified amounts of securities issued by (or otherwise make funds available to) the Federal Home Loan Bank System, Federal Home Loan Mortgage Corporation, Federal National Mortgage Association (“Fannie Mae”), Student Loan Marketing Association, and Tennessee Valley Authority in support of such obligations.

A few GSE securities have no explicit financial support, but are regarded as having implied support because the federal government sponsors their activities. These include the Farm Credit System, Financing Corporation, and Resolution Trust Corporation.

Investors regard agency securities as having low credit risks, but not as low as Treasury securities.

A Fund treats mortgage-backed securities guaranteed by a GSE as if it were issued or guaranteed by a federal agency. Although such a guarantee protects against credit risks, it does not reduce market and prepayment risks.

Inflation-Indexed Bonds

Inflation-indexed bonds are fixed income securities that are structured to provide protection against inflation. The value of the bond’s principal or the interest income paid on the bond is adjusted to track changes in an official inflation measure. The U.S. Treasury uses the Consumer Price Index for All Urban Consumers (“CPI-U”) as the inflation measure. The CPI-U is a measurement of changes in the cost of living, made up of components such as housing, food, transportation and energy. Inflation-indexed bonds that are issued by a foreign government are generally adjusted to reflect a comparable inflation index that is calculated by that foreign government. There can be no assurance that the CPI-U or any foreign inflation index will accurately measure the real rate of inflation in the prices of goods and services. Moreover, there can be no assurance that the rate of inflation in a foreign country will be correlated to the rate of inflation in the United States.

If the periodic adjustment rate measuring inflation falls, the principal value of inflation-indexed bonds will be adjusted downward, and consequently the interest payable on these securities (calculated with respect to a smaller principal amount) will be reduced. Repayment of the original bond principal upon maturity (as adjusted for inflation) is guaranteed in the case of U.S. Treasury inflation-indexed bonds, even during a period of deflation. The current market value of the bonds, however, is not guaranteed and will fluctuate. A Fund may also invest in other inflation related bonds that may or may not provide a similar guarantee. If a guarantee of principal is not provided, the adjusted principal value of the bond repaid at maturity may be less than the original principal.

Corporate Debt Securities

Corporate debt securities are fixed income securities issued by businesses. Notes, bonds, debentures and commercial paper are the most prevalent types of corporate debt securities. A Fund may also purchase interests in bank loans to companies. The credit risks of corporate debt securities vary widely among issuers.

In addition, the credit risk of an issuer’s debt security may vary based on its priority for repayment. For example, higher ranking (senior) debt securities have a higher priority than lower ranking (subordinated) securities. This means that the issuer might not make payments on subordinated securities while continuing to make payments on senior securities. In addition, in the event of bankruptcy, holders of senior securities may receive amounts otherwise payable to the holders of subordinated securities. Some subordinated securities, such as trust preferred and capital securities notes, also permit the issuer to defer payments under certain circumstances. For example, insurance companies issue securities known as surplus notes that permit the insurance company to defer any payment that would reduce its capital below regulatory requirements.

Commercial Paper

Commercial paper is an issuer’s obligation with a maturity of less than nine months. Companies typically issue commercial paper to pay for current expenditures. Most issuers constantly reissue their commercial paper and use the

 

5

proceeds (or bank loans) to repay maturing paper. If the issuer cannot continue to obtain liquidity in this fashion, its commercial paper may default. The short maturity of commercial paper reduces both the market and credit risks as compared to other debt securities of the same issuer.

Demand Instruments

Demand instruments are corporate debt securities that the issuer must repay upon demand. Other demand instruments require a third party, such as a dealer or bank, to repurchase the security for its face value upon demand. A Fund treats demand instruments as short-term securities, even though their stated maturity may extend beyond one year.

Taxable Municipal Securities

Municipal securities are issued by states, counties, cities and other political subdivisions and authorities. Although many municipal securities are exempt from federal income tax, a Fund may invest in taxable municipal securities.

Mortgage Backed Securities

Mortgage backed securities represent interests in pools of mortgages. The mortgages that comprise a pool normally have similar interest rates, maturities and other terms. Mortgages may have fixed or adjustable interest rates. Interests in pools of adjustable rate mortgages are known as ARMs.

Mortgage backed securities come in a variety of forms. Many have extremely complicated terms. The simplest form of mortgage backed securities is a pass-through certificate. An issuer of pass-through certificates gathers monthly payments from an underlying pool of mortgages. Then, the issuer deducts its fees and expenses and passes the balance of the payments onto the certificate holders once a month. Holders of pass-through certificates receive a pro rata share of all payments and pre-payments from the underlying mortgages. As a result, the holders assume all the prepayment risks of the underlying mortgages.

Collateralized Mortgage Obligations (“CMOs”)

CMOs, including interests in real estate mortgage investment conduits (“REMICs”), allocate payments and prepayments from an underlying pass-through certificate among holders of different classes of mortgage backed securities. This creates different prepayment and interest rate risks for each CMO class.

Sequential CMOs

In a sequential pay CMO, one class of CMOs receives all principal payments and prepayments. The next class of CMOs receives all principal payments after the first class is paid off. This process repeats for each sequential class of CMO. As a result, each class of sequential pay CMOs reduces the prepayment risks of subsequent classes.

PACs, TACs and Companion Classes

More sophisticated CMOs include planned amortization classes (“PACs”) and targeted amortization classes (“TACs”). PACs and TACs are issued with companion classes. PACs and TACs receive principal payments and prepayments at a specified rate. The companion classes receive principal payments and prepayments in excess of the specified rate. In addition, PACs will receive the companion classes’ share of principal payments, if necessary, to cover a shortfall in the prepayment rate. This helps PACs and TACs to control prepayment risks by increasing the risks to their companion classes.

IOs and POs

CMOs may allocate interest payments to one class (“Interest Only” or “IOs”) and principal payments to another class (“Principal Only” or “POs”). POs increase in value when prepayment rates increase. In contrast, IOs decrease in value when prepayments increase, because the underlying mortgages generate less interest payments. However, IOs tend to increase in value when interest rates rise (and prepayments decrease), making IOs a useful hedge against interest rate risks.

Floaters and Inverse Floaters

Another variant allocates interest payments between two classes of CMOs. One class (“Floaters”) receives a share of interest payments based upon a market index such as the Secured Overnight Financing Rate (“SOFR”). The other class (“Inverse

 

6

Floaters”) receives any remaining interest payments from the underlying mortgages. Floater classes receive more interest (and Inverse Floater classes receive correspondingly less interest) as interest rates rise. This shifts prepayment and interest rate risks from the Floater to the Inverse Floater class, reducing the price volatility of the Floater class and increasing the price volatility of the Inverse Floater class.

Z Classes and Residual Classes

CMOs must allocate all payments received from the underlying mortgages to some class. To capture any unallocated payments, CMOs generally have an accrual (Z) class. Z classes do not receive any payments from the underlying mortgages until all other CMO classes have been paid off. Once this happens, holders of Z class CMOs receive all payments and prepayments. Similarly, REMICs have residual interests that receive any mortgage payments not allocated to another REMIC class.

The degree of increased or decreased prepayment risks depends upon the structure of the CMOs. However, the actual returns on any type of mortgage backed security depend upon the performance of the underlying pool of mortgages, which no one can predict and will vary among pools.

Asset Backed Securities

Asset backed securities are payable from pools of obligations other than mortgages. Most asset backed securities involve consumer or commercial debts with maturities of less than ten years. However, almost any type of fixed income assets (including other fixed income securities) may be used to create an asset backed security. Asset backed securities may take the form of commercial paper, notes, or pass through certificates. Asset backed securities have prepayment risks. Like CMOs, asset backed securities may be structured like Floaters, Inverse Floaters, IOs and POs.

Zero Coupon Securities

Zero coupon securities do not pay interest or principal until final maturity unlike debt securities that provide periodic payments of interest (referred to as a coupon payment). Investors buy zero coupon securities at a price below the amount payable at maturity. The difference between the purchase price and the amount paid at maturity represents interest on the zero coupon security. Investors must wait until maturity to receive interest and principal, which increases the market and credit risks of a zero coupon security.

There are many forms of zero coupon securities. Some are issued at a discount and are referred to as zero coupon or capital appreciation bonds. Others are created from interest bearing bonds by separating the right to receive the bond’s coupon payments from the right to receive the bond’s principal due at maturity, a process known as coupon stripping. Treasury STRIPs, IOs and POs are the most common forms of stripped zero coupon securities. In addition, some securities give the issuer the option to deliver additional securities in place of cash interest payments, thereby increasing the amount payable at maturity. These are referred to as pay-in-kind or PIK securities.

Bank Instruments

Bank instruments are unsecured interest bearing deposits with banks. Bank instruments include bank accounts, time deposits, certificates of deposit and banker’s acceptances. Yankee instruments are denominated in U.S. dollars and issued by U.S. branches of foreign banks. Eurodollar instruments are denominated in U.S. dollars and issued by non-U.S. branches of U.S. or foreign banks.

Credit Enhancement

Common types of credit enhancement include guarantees, letters of credit, bond insurance and surety bonds. Credit enhancement also includes arrangements where securities or other liquid assets secure payment of a fixed income security. If a default occurs, these assets may be sold and the proceeds paid to security’s holders. Either form of credit enhancement reduces credit risks by providing another source of payment for a fixed income security.

Convertible Securities

Convertible securities are fixed income securities that a Fund has the option to exchange for equity securities at a specified conversion price. The option allows the Fund to realize additional returns if the market price of the equity securities exceeds the conversion price. For example, the Fund may hold fixed income securities that are convertible into shares of common stock

 

7

at a conversion price of $10 per share. If the market value of the shares of common stock reached $12, the Fund could realize an additional $2 per share by converting its fixed income securities.

Convertible securities have lower yields than comparable fixed income securities. In addition, at the time a convertible security is issued the conversion price exceeds the market value of the underlying equity securities. Thus, convertible securities may provide lower returns than non-convertible fixed income securities or equity securities depending upon changes in the price of the underlying equity securities. Convertible securities are also subject to risks that affect debt securities in general, and may be subordinate to other types of debt securities from the same issuer.

However, convertible securities permit a Fund to realize some of the potential appreciation of the underlying equity securities with less risk of losing its initial investment. The Equity Funds may invest in commercial paper rated below investment grade. See “Risks Associated with Non-investment Grade Securities” herein.

The Funds treat convertible securities as both fixed income and equity securities for purposes of their investment policies and limitations, because of their unique characteristics.

Exchange-Traded Notes

An exchange-traded note (“ETN”) is a senior, unsecured, unsubordinated debt security, registered under the Securities Act of 1933 and issued by a large financial institution. Repayment of the note is dependent on the continued creditworthiness of the issuer. An ETN is structured to provide exposure to the returns of a particular market or investment strategy. Its return is based on the performance of an underlying index, which may be well-known or may be designed by the issuer specifically for the purpose of constructing and issuing the ETN. The value of an ETN changes daily based on the performance of the related index, and the issuer calculates and disseminates that value to the market each day. An ETN does not pay interest or dividends. An investor may sell its ETN in the market, seek to redeem the note, or receive a payment at maturity.

Guaranteed Investment Contracts

The Fixed Income Funds and the Global Alpha Equities Fund may invest in guaranteed investment contracts (“GIC”). A GIC is a general obligation of an insurance company. A GIC is generally structured as a deferred annuity under which the purchaser agrees to pay a given amount of money to an insurer (either in a lump sum or in installments) and the insurer promises to pay interest at a guaranteed rate (either fixed or variable) for the life of the contract. Some GICs provide that the insurer may periodically pay discretionary excess interest over and above the guaranteed rate. At the GIC’s maturity, the purchaser generally is given the option of receiving payment or an annuity. Certain GICs may have features that permit redemption by the issuer at a discount from par value.

Generally, GICs are not assignable or transferable without the permission of the issuer. As a result, the acquisition of GICs is subject to the limitations applicable to each Fund’s acquisition of illiquid and restricted securities. The holder of a GIC is dependent on the creditworthiness of the issuer as to whether the issuer is able to meet its obligations. No Fund intends to invest more than 5% of its net assets in GICs.

Tax Exempt Securities

Tax exempt securities are fixed income securities that pay interest that is not subject to regular federal income taxes. Typically, states, counties, cities and other political subdivisions and authorities issue tax exempt securities. The market categorizes tax exempt securities by their source of repayment.

General Obligation Bonds

General obligation bonds are supported by the issuer’s power to exact property or other taxes. The issuer must impose and collect taxes sufficient to pay principal and interest on the bonds. However, the issuer’s authority to impose additional taxes may be limited by its charter or state law.

Special Revenue Bonds

Special revenue bonds are payable solely from specific revenues received by the issuer such as specific taxes, assessments, tolls, or fees. Bondholders may not collect from the municipality’s general taxes or revenues. For example, a municipality may issue bonds to build a toll road, and pledge the tolls to repay the bonds. Therefore, a shortfall in the tolls normally would result in a default on the bonds.

 

8

Private Activity Bonds

Private activity bonds are special revenue bonds used to finance private entities. For example, a municipality may issue bonds to finance a new factory to improve its local economy. The municipality would lend the proceeds from its bonds to the company using the factory, and the company would agree to make loan payments sufficient to repay the bonds. The bonds would be payable solely from the company’s loan payments, not from any other revenues of the municipality. Therefore, any default on the loan normally would result in a default on the bonds.

The interest on many types of private activity bonds is subject to the federal alternative minimum tax (“AMT”). A Fund may invest in bonds subject to AMT.

Tax Increment Financing Bonds

Tax increment financing (“TIF”) bonds are payable from increases in taxes or other revenues attributable to projects financed by the bonds. For example, a municipality may issue TIF bonds to redevelop a commercial area. The TIF bonds would be payable solely from any increase in sales taxes collected from merchants in the area. The bonds could default if merchants’ sales, and related tax collections, failed to increase as anticipated.

Variable Rate Demand Instruments

Variable rate demand instruments are tax exempt securities that require the issuer or a third party, such as a dealer or bank, to repurchase the security for its face value upon demand. The securities also pay interest at a variable rate intended to cause the securities to trade at their face value. A Fund treats variable rate demand instruments as short-term securities even though their maturity may extend beyond 397 days because, within 397 days, their variable interest rate adjusts in response to changes in market rates and the repayment of their principal amount can be demanded.

Municipal Securities

Municipal Securities are issued by states, counties, cities and other political subdivisions and authorities. Although many municipal securities are exempt from federal income tax, the Funds may invest in taxable municipal securities.

Municipal Notes

Municipal notes are short-term tax exempt securities. Many municipalities issue such notes to fund their current operations before collecting taxes or other municipal revenues. Municipalities may also issue notes to fund capital projects prior to issuing long-term bonds. The issuers typically repay the notes at the end of their fiscal year, either with taxes, other revenues or proceeds from newly issued notes or bonds.

Municipal Leases

Municipalities may enter into leases for equipment or facilities. In order to comply with state public financing laws, these leases are typically subject to annual appropriation. In other words, a municipality may end a lease, without penalty, by not providing for the lease payments in its annual budget. After the lease ends, the lessor can resell the equipment or facility but may lose money on the sale.

A Fund may invest in securities supported by pools of municipal leases. The most common type of lease backed securities is a certificate of participation (“COPs”). However, a Fund may also invest directly in individual leases.

Foreign Securities

Foreign securities are securities of issuers based outside the United States. The Funds consider an issuer to be based outside the United States if:

 

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it is organized under the laws of, or has a principal office located in, another country;

 

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the principal trading market for its securities is in another country; or

 

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it (or its subsidiaries) derived in its most current fiscal year at least 50% of its total assets, capitalization, gross revenue or profit from goods produced, services performed, or sales made in another country.

 

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Foreign securities are primarily denominated in foreign currencies. Along with the risks normally associated with domestic securities of the same type, foreign securities are subject to currency risks and risks of foreign investing. Trading in certain foreign markets is also subject to liquidity risks. Investments in foreign securities may, for some Funds, include securities from emerging markets.

Depositary Receipts

Depositary receipts represent interests in underlying securities issued by a foreign company. Depositary receipts are not traded in the same market as the underlying security. The foreign securities underlying American Depositary Receipts (“ADRs”) are traded in the United States. ADRs provide a way to buy shares of foreign-based companies in the United States rather than in overseas markets. ADRs are also traded in U.S. dollars, eliminating the need for foreign exchange transactions.

Foreign Exchange Contracts

In order to convert U.S. dollars into the currency needed to buy a foreign security, or to convert foreign currency received from the sale of a foreign security into U.S. dollars, a Fund may enter into spot currency trades. In a spot trade, the Fund agrees to exchange one currency for another at the current exchange rate, with settlement typically in two days. The Fund may also enter into derivative contracts in which a foreign currency is an underlying asset as part of the fund’s investment strategy. The exchange rate for currency derivative contracts may be higher or lower than the spot exchange rate. Use of these derivative contracts may increase or decrease the Fund’s exposure to currency risks.

Foreign Government Securities

Foreign government securities generally consist of fixed income securities supported by national, state or provincial governments or similar political subdivisions. Foreign government securities also include debt obligations of supranational entities, such as international organizations designed or supported by governmental entities to promote economic reconstruction or development, international banking institutions and related government agencies. Examples of these include, but are not limited to, the International Bank for Reconstruction and Development (“World Bank”), the Asian Development Bank, the European Investment Bank and the Inter-American Development Bank.

Foreign government securities also include fixed income securities of quasi-governmental agencies that are either issued by entities owned by a national, state or equivalent government or are obligations of a political unit that are not backed by the national government’s full faith and credit. Further, foreign government securities include mortgage-related securities issued or guaranteed by national, state or provincial governmental instrumentalities, including quasi-governmental agencies.

Foreign Currency and Related Transactions

The Equity Funds, Global Alpha Equities Fund and Real Asset Fund may purchase and sell foreign currency options and foreign currency futures contracts and related options, and may engage in foreign currency transactions either on a spot (cash) basis at the rate prevailing in the currency exchange market at the time or through forward currency contracts (“forwards”) with terms generally of less than one year. A Fund may engage in these transactions in order to protect against uncertainty in the level of future foreign exchange rates in the purchase and sale of securities. A Fund may also use foreign currency options, foreign currency futures contracts and foreign currency forward contracts to increase exposure to a foreign currency or to shift exposure to foreign currency fluctuations from one country to another.

A Fund may enter into forwards that do not provide for physical settlement of the two currencies but instead are settled by a single cash payment calculated as the difference between the agreed upon exchange rate and the spot rate at settlement based upon an agreed upon notional amount (non-deliverable forwards). Under definitions adopted by the Commodity Futures Trading Commission (“CFTC”) and the U.S. Securities and Exchange Commission (“SEC”), non-deliverable forwards are considered swaps. Although non-deliverable forwards have historically been traded in the over-the-counter (OTC) market, as swaps they may in the future be required to be centrally cleared and traded on public facilities. Please see the discussion related to “Swap Agreements and Options on Swap Agreements.”

DERIVATIVE CONTRACTS

The Equity Funds, Global Alpha Equities Fund and Real Asset Fund may invest in a variety of derivative investments, to the extent permitted by their investment goals and policies, to seek income for hedging purposes, to seek to replicate the composi-

 

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tion and performance of a particular index, to seek exposure to a particular asset class, for liquidity purposes or as part of their overall investment strategies. Some derivative investments a Fund may use are described below in this SAI. The Funds may purchase and sell (write) both put options and call options on securities, swap agreements, securities indexes, commodity indexes and foreign currencies, and enter into interest rate, foreign currency, index and commodity futures contracts and purchase and sell options on such futures contracts (“futures options”). The Funds also may purchase and sell foreign currency options for purposes of increasing exposure to a foreign currency or to shift exposure to foreign currency fluctuations from one country to another. The Funds also may enter into swap agreements with respect to interest rates, credit, inflation, commodities, and indexes of securities or commodities, and to the extent they may invest in foreign currency-denominated securities, may enter into swap agreements with respect to foreign currencies. See “Swap Agreements and Options on Swap Agreements.”

The Funds may invest in structured notes and indexed securities. Structured notes are derivative debt securities, the interest rate or principal of which is determined by an unrelated indicator. Indexed securities include structured notes as well as securities other than debt securities, the interest rate or principal of which is determined by an unrelated indicator. Indexed securities may include a multiplier that multiplies the indexed element by a specified factor and, therefore, the value of such securities may be very volatile. The terms of the structured and indexed securities may provide that in certain circumstances no principal is due at maturity and therefore, may result in a loss of invested capital. Structured and indexed securities may be positively or negatively indexed, so that appreciation of the reference index may produce an increase or a decrease in the interest rate or the value of the structured or indexed security at maturity may be calculated as a specified multiple of the change in the value of the reference; therefore, the value of such security may be very volatile. Structured and indexed securities may entail a greater degree of market risk than other types of debt securities because the investor bears the risk of the reference. Structured or indexed securities may also be more volatile, less liquid and more difficult to accurately price than less complex securities or more traditional debt securities.

Other derivative investments the Fund may use include “debt exchangeable for common stock” of an issuer or “equity-linked debt securities” of an issuer. At maturity, the debt security is exchanged for common stock of the issuer or it is payable in an amount based on the price of the issuer’s common stock at the time of maturity. Both alternatives present a risk that the amount payable at maturity will be less than the principal amount of the debt because the price of the issuer’s common stock might not be as high as the investment advisor expected. If other types of financial instruments, including other types of options, futures contracts, or futures options are traded in the future, a Fund may also use those instruments, provided that such instruments are consistent with a Fund’s investment goal.

The value of some derivative instruments in which a Fund invests may be particularly sensitive to changes in prevailing interest rates, and, like the other investments of a Fund, the ability of a Fund to successfully utilize these instruments may depend in part upon the ability of the investment advisor to forecast interest rates and economic factors correctly. If the investment advisor incorrectly forecasts such factors and has taken positions in derivative instruments contrary to prevailing market trends, a Fund could be exposed to the risk of loss.

A Fund might not employ any of the derivative instruments or related strategies discussed, and no assurance can be given that any derivative instrument will perform as expected or that a strategy used will succeed. If the investment advisor incorrectly forecasts interest rates, market values or other economic factors in using a derivatives strategy for a Fund, the Fund might have been in a better position if it had not entered into the transaction at all. Also, suitable derivative transactions may not be available in all circumstances. The use of these strategies involves certain special risks, including a possible imperfect correlation, or even no correlation, between price movements of derivative instruments and price movements of related investments. While some strategies involving derivative instruments can reduce the risk of loss, they can also reduce the opportunity for gain or even result in losses by offsetting favorable price movements in related investments or otherwise, due to the possible inability of a Fund to purchase or sell a portfolio security at a time that otherwise would be favorable or the possible need to sell a portfolio security at a disadvantageous time because the Fund is required to maintain asset coverage or offsetting positions in connection with transactions in derivative instruments, and the possible inability of a Fund to close out or to liquidate its derivatives positions. In addition, a Fund’s use of such instruments may cause the Fund to realize higher amounts of short-term capital gains (generally taxed at ordinary income tax rates) than if it had not used such instruments. For Funds that gain exposure to an asset class using derivative instruments backed by a collateral portfolio of fixed income instruments, changes in the value of the fixed income instruments may result in greater or lesser exposure to that asset class than would have resulted from a direct investment in securities comprising that asset class.

The use of derivatives contracts is subject to applicable regulations of the SEC, the several options and futures exchanges upon which they may be traded, and the CFTC. The Advisor has claimed exclusion from the definition of the term “commodity pool

 

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operator” under the Commodity Exchange Act (the “CEA”), with respect to each Fund and, therefore, is not subject to registration or regulation as a commodity pool operator under the CEA in its management of each Fund.

Under Rule 4.5, if a Fund uses commodity interests (such as futures contracts, options on futures contracts and swaps) other than for bona fide hedging purposes (as defined by the CFTC) the aggregate initial margin and premiums required to establish these positions (after taking into account unrealized profits and unrealized losses on any such positions and excluding the amount by which options that are “in-the-money” at the time of purchase) may not exceed 5% of a Fund’s NAV, or alternatively, the aggregate net notional value of those positions, as determined at the time the most recent position was established, may not exceed 100% of the Fund’s NAV (after taking into account unrealized profits and unrealized losses on any such positions). In addition, to qualify for an exclusion, a Fund must satisfy a marketing test, which requires, among other things, that a Fund not hold itself out as a vehicle for trading commodity interests. Each Fund is subject to the risk that a change in U.S. law and related regulations will impact the way a Fund operates, increase the particular costs of a Fund’s operation and/or change the competitive landscape. In this regard, any further amendments to the CEA or its related regulations that subject a Fund to additional regulation may have adverse impacts on a Fund’s operations and expenses.

The Funds intend to qualify annually to be treated as regulated investment companies (“RICs”) under the Internal Revenue Code of 1986, as amended, (“Code”). To qualify as RICs, the Funds must invest in assets which produce types of income specified in the Code (“Qualifying Income”). Whether the income from derivatives, swaps, commodity-linked derivatives and other commodity/natural resource-related securities is Qualifying Income is unclear under current law. Accordingly, a Fund’s ability to invest in certain derivatives, swaps, commodity-linked derivatives and other commodity/natural resource-related securities may be restricted. Further, if a Fund does invest in these types of securities and the income is not determined to be Qualifying Income, it may cause such Fund to fail to qualify as a RIC under the Code. See “Taxation of the Fund” for additional information related to these restrictions.

Futures and Options on Futures

Futures contracts provide for the future sale by one party and purchase by another party of a specified amount of a specific security at a specified future time and at a specified price. An option on a futures contract gives the purchaser the right, in exchange for a premium, to assume a position in a futures contract at a specified exercise price during the term of the option. The Global Alpha Equities Fund will reduce the risk that it will be unable to close out a futures contract by only entering into futures contracts that are traded on a national futures exchange regulated by the CFTC. To the extent the Global Alpha Equities Fund uses futures and/or options on futures, it will do so in accordance with Rule 4.5 under the CEA.

A Fund may buy and sell index futures contracts with respect to any index that is traded on a recognized exchange or board of trade. An index futures contract is a bilateral agreement pursuant to which two parties agree to take or make delivery of an amount of cash equal to a specified dollar amount times the difference between the index value at the close of trading of the contract and the price at which the futures contract is originally struck. No physical delivery of the securities comprising the index is made. Instead, settlement in cash must occur upon the termination of the contract, with the settlement being the difference between the contract price, and the actual level of the stock index at the expiration of the contract. Generally, contracts are closed out prior to the expiration date of the contract. The Fund may also invest in futures contracts on debt securities (“Debt Futures”) or options on Debt Futures.

A Fund may also cover its long position in a futures contract by purchasing a put option on the same futures contract with a strike price (i.e., an exercise price) as high as or higher than the price of the futures contract. In the alternative, if the strike price of the put is less than the price of the futures contract, the Fund will maintain, in a segregated account, cash or liquid securities equal in value to the difference between the strike price of the put and the price of the futures contract. The Fund may also cover its long position in a futures contract by taking a short position in the instruments underlying the futures contract (or, in the case of an index futures contract, a portfolio with a volatility substantially similar to that of the index on which the futures contract is based), or by taking positions in instruments with prices which are expected to move relatively consistently with the futures contract. The Fund may cover its short position in a futures contract by taking a long position in the instruments underlying the futures contract, or by taking positions in instruments with prices which are expected to move relatively consistently with the futures contract.

A Fund may cover its sale of a call option on a futures contract by taking a long position in the underlying futures contract at a price less than or equal to the strike price of the call option. In the alternative, if the long position in the underlying futures contract is established at a price greater than the strike price of the written (sold) call, the Fund will maintain in a segregated

 

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account cash or liquid securities equal in value to the difference between the strike price of the call and the price of the futures contract. The Fund may also cover its sale of a call option by taking positions in instruments with prices which are expected to move relatively consistently with the call option.

A Fund may cover its sale of a put option on a futures contract by taking a short position in the underlying futures contract at a price greater than or equal to the strike price of the put option, or, if the short position in the underlying futures contract is established at a price less than the strike price of the written put, the Fund will maintain in a segregated account cash or liquid securities equal in value to the difference between the strike price of the put and the price of the futures contract. The Fund may also cover its sale of a put option by taking positions in instruments with prices that are expected to move relatively consistently with the put option.

There are significant risks associated with a Fund’s use of futures contracts and related options, including the following: (1) the success of a hedging strategy may depend on the investment advisor’s or a sub-advisor’s ability to predict movements in the prices of individual securities, fluctuations in markets and movements in interest rates; (2) there may be an imperfect or no correlation between the changes in market value of the securities held by the Fund and the prices of futures and options on futures; (3) there may not be a liquid secondary market for a futures contract or option; (4) trading restrictions or limitations may be imposed by an exchange; (5) government regulations may restrict trading in futures contracts and options on futures; and (6) there is a risk of loss by the Fund of the margin deposits in the event of bankruptcy of the futures commission merchant with which the Fund has an open position in a futures contract. In addition, some strategies reduce the Fund’s exposure to price fluctuations, while others tend to increase its market exposure.

Equity-Linked Securities

The Real Asset Fund and Global Alpha Equities Fund may invest in equity-linked securities. Equity-linked securities are privately issued securities whose investment results are designed to correspond generally to the performance of a specified stock index or “basket” of stocks, or sometimes a single stock. To the extent that a Fund invests in an equity-linked security whose return corresponds to the performance of a foreign securities index or one or more foreign stocks, investing in equity-linked securities will involve risks similar to the risks of investing in foreign equity securities. See “Foreign Securities” below. In addition, a Fund bears the risk that the issuer of an equity-linked security may default on its obligations under the security. Equity-linked securities are often used for many of the same purposes as, and share many of the same risks with, derivative instruments such as index futures on stock indexes, zero-strike options and warrants and swap agreements. See “Derivatives” above. Equity-linked securities may be considered illiquid and thus subject to a Fund’s restriction on investments in illiquid securities.

Event-Linked Exposure

The Real Asset Fund may obtain event-linked exposure by investing in “event-linked bonds” or “event-linked swaps,” or implement “event-linked strategies.” Event-linked exposure results in gains that typically are contingent on the non-occurrence of a specific “trigger” event, such as a hurricane, earthquake, or other physical or weather-related phenomena. Some event-linked bonds are commonly referred to as “catastrophe bonds.” They may be issued by government agencies, insurance companies, reinsurers, special purpose corporations or other on-shore or off-shore entities (such special purpose entities are created to accomplish a narrow and well-defined objective, such as the issuance of a note in connection with a reinsurance transaction). If a trigger event causes losses exceeding a specific amount in the geographic region and time period specified in a bond, a Fund, when investing in the bond, may lose a portion or all of its principal invested in the bond. If no trigger event occurs, a Fund will recover its principal plus interest. For some event-linked bonds, the trigger event or losses may be based on company-wide losses, index-portfolio losses, industry indices, or readings of scientific instruments rather than specified actual losses. Often the event-linked bonds provide for extensions of maturity that are mandatory, or optional at the discretion of the issuer, in order to process and audit loss claims in those cases where a trigger event has, or possibly has, occurred. An extension of maturity may increase volatility. In addition to the specified trigger events, event-linked bonds may also expose a Fund to certain unanticipated risks including but not limited to issuer risk, credit risk, counterparty risk, adverse regulatory or jurisdictional interpretations, and adverse tax consequences. See “Taxation of the Funds” for more information regarding the tax risks related to a Fund’s investment in an event-linked bond.

Event-linked bonds are a relatively new type of financial instrument. As such, there is no significant trading history of these securities, and there can be no assurance that a liquid market in these instruments will develop. See “Illiquid Securities” below. Lack of a liquid market may impose the risk of higher transaction costs and the possibility that the Fund may be forced to liquidate positions when it would not be advantageous to do so. Event linked bonds are typically rated, and a Fund will only invest in catastrophe bonds that meet the credit quality requirements for a Fund.

 

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Swap Agreements

Generally, swap agreements are contracts between a Fund and another party (the swap counterparty) involving the exchange of payments on specified terms over periods ranging from a few days to multiple years. A swap agreement may be negotiated bilaterally and traded OTC between the two parties (for an uncleared swap) or, in some instances, must be transacted through a futures commission merchant (an “FCM”) and cleared through a clearinghouse that serves as a central counterparty (for a cleared swap). In a basic swap transaction, the Fund agrees with the swap counterparty to exchange the returns (or differentials in rates of return) and/or cash flows earned or realized on a particular “notional amount” or value of predetermined underlying reference instruments. The notional amount is the set dollar or other value selected by the parties to use as the basis on which to calculate the obligations that the parties to a swap agreement have agreed to exchange. The parties typically do not actually exchange the notional amount. Instead, they agree to exchange the returns that would be earned or realized if the notional amount were invested in given investments or at given interest rates. Examples of returns that may be exchanged in a swap agreement are those of a particular security, a particular fixed or variable interest rate, a particular non-U.S. currency, or a “basket” of securities representing a particular index. Swaps can also be based on credit and other events.

A Fund will generally enter into swap agreements on a net basis, which means that the two payment streams that are to be made by the Fund and its counterparty with respect to a particular swap agreement are netted out, with the Fund receiving or paying, as the case may be, only the net difference in the two payments. The Fund’s obligations (or rights) under a swap agreement that is entered into on a net basis will generally be the net amount to be paid or received under the agreement based on the relative values of the obligations of each party upon termination of the agreement or at set valuation dates. The Fund will accrue its obligations under a swap agreement daily (offset by any amounts the counterparty owes the Fund). If the swap agreement does not provide for that type of netting, the full amount of the Fund’s obligations will be accrued on a daily basis.

Swaps regulation. The Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (the Dodd-Frank Act) and related regulatory developments imposed comprehensive regulatory requirements on swaps and swap market participants. The regulatory framework includes: (1) registration and regulation of swap dealers and major swap participants; (2) requiring central clearing and execution of standardized swaps; (3) imposing margin requirements on swap transactions; (4) regulating and monitoring swap transactions through position limits and large trader reporting requirements; and (5) imposing record keeping and centralized and public reporting requirements, on an anonymous basis, for most swaps. The CFTC is responsible for the regulation of most swaps, and has completed most of its rules implementing the Dodd-Frank Act swap regulations. The SEC has jurisdiction over a small segment of the market referred to as “security-based swaps,” which includes swaps on single securities or credits, or narrow-based indices of securities or credits, but has not yet completed its rulemaking.

Uncleared swaps. In an uncleared swap, the swap counterparty is typically a brokerage firm, bank or other financial institution. The Fund customarily enters into uncleared swaps based on the standard terms and conditions of an International Swaps and Derivatives Association (ISDA) Master Agreement. ISDA is a voluntary industry association of participants in the over-the-counter derivatives markets that has developed standardized contracts used by such participants that have agreed to be bound by such standardized contracts.

In the event that one party to a swap transaction defaults and the transaction is terminated prior to its scheduled termination date, one of the parties may be required to make an early termination payment to the other. An early termination payment may be payable by either the defaulting or non-defaulting party, depending upon which of them is “in-the-money” with respect to the swap at the time of its termination. Early termination payments may be calculated in various ways, but are intended to approximate the amount the “in-the-money” party would have to pay to replace the swap as of the date of its termination.

During the term of an uncleared swap, the Fund is usually required to pledge to the swap counterparty, from time to time, an amount of cash and/or other assets equal to the total net amount (if any) that would be payable by the Fund to the counterparty if the swap were terminated on the date in question, including any early termination payments. Periodically, changes in the amount pledged are made to recognize changes in value of the contract resulting from, among other things, interest on the notional value of the contract, market value changes in the underlying investment, and/or dividends paid by the issuer of the underlying instrument. Likewise, the counterparty may be required to pledge cash or other assets to cover its obligations to the Fund. However, the amount pledged may not always be equal to or more than the amount due to the other party. Therefore, if a counterparty defaults in its obligations to the Fund, the amount pledged by the counterparty and available to the Fund may not be sufficient to cover all the amounts due to the Fund and the Fund may sustain a loss.

Cleared swaps. Certain standardized swaps are subject to mandatory central clearing. The Dodd-Frank Act and implementing rules require the clearing and exchange-trading of many swaps. Mandatory exchange-trading and clearing will occur on a phased-in basis based on the type of market participant and CFTC approval of contracts for central clearing. To date, the

 

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CFTC has designated only certain of the most common types of credit default index swaps and interest rate swaps as subject to mandatory clearing, but it is expected that additional categories of swaps will in the future be designated as subject to mandatory clearing. Central clearing is intended to reduce counterparty credit risk and increase liquidity, but central clearing does not eliminate these risks and may involve additional risks not involved with uncleared swaps. For more information, see “Risks of cleared swaps” below.

In a cleared swap, the Fund’s ultimate counterparty is a central clearinghouse rather than a brokerage firm, bank or other financial institution. The Fund initially will enter into cleared swaps through an executing broker. Such transactions will then be submitted for clearing and, if cleared, will be held at regulated FCMs that are members of the clearinghouse that serves as the central counterparty.

When the Fund enters into a cleared swap, it must deliver to the central counterparty (via the FCM) an amount referred to as “initial margin.” Initial margin requirements are determined by the central counterparty, but an FCM may require additional initial margin above the amount required by the central counterparty. During the term of the swap agreement, a “variation margin” amount may also be required to be paid by the Fund or may be received by the Fund in accordance with margin controls set for such accounts, depending upon changes in the price of the underlying reference instrument subject to the swap agreement. At the conclusion of the term of the swap agreement, if the Fund has a loss equal to or greater than the margin amount, the margin amount is paid to the FCM along with any loss in excess of the margin amount. If the Fund has a loss of less than the margin amount, the excess margin is returned to the Fund. If the Fund has a gain, the full margin amount and the amount of the gain is paid to the Fund.

Recently adopted CFTC rules will, when implemented, require the trading and execution of certain cleared swaps on public trading facilities, which will occur for each category of swaps subject to mandatory clearing once one or more trading facilities become accredited and make such category of swaps available to trade. Moving trading to an exchange-type system may increase market transparency and liquidity but may require the Fund to incur increased expenses to access the same types of swaps that it has used in the past.

Credit default swaps. The “buyer” of protection in a credit default swap agreement is obligated to pay the “seller” a periodic stream of payments over the term of the agreement in return for a payment by the “seller” that is contingent upon the occurrence of a credit event with respect to a specific underlying reference debt obligation (whether as a single debt instrument or as part of an index of debt instruments). The contingent payment by the seller generally is the face amount of the debt obligation, in return for the buyer’s obligation to make periodic cash payments and deliver in physical form the reference debt obligation or a cash payment equal to the then-current market value of that debt obligation at the time of the credit event. If no credit event occurs, the seller would receive a fixed rate of income throughout the term of the contract, while the buyer would lose the amount of its payments and recover nothing. The buyer is also subject to the risk that the seller will not satisfy its contingent payment obligation, if and when due.

Purchasing protection through a credit default swap may be used to attempt to hedge against a decline in the value of debt security or securities due to a credit event. The seller of protection under a credit default swap receives periodic payments from the buyer but is exposed to the risk that the value of the reference debt obligation declines due to a credit event and that it will have to pay the face amount of the reference obligation to the buyer. Selling protection under a credit default swap may also permit the seller to gain exposure that is similar to owning the reference debt obligation directly. As the seller of protection, the Fund would effectively add leverage to its portfolio because, in addition to its total assets, the Fund would be subject to the risk that there would be a credit event and the Fund would have to make a substantial payment in the future.

Generally, a credit event means bankruptcy, failure to timely pay interest or principal, obligation acceleration default, or repudiation or restructuring of the reference debt obligation. There may be disputes between the buyer or seller of a credit default swap agreement or within the swaps market as a whole as to whether or not a credit event has occurred or what the payout should be which could result in litigation. In some instances where there is a dispute in the credit default swap market, a regional Determinations Committee set up by ISDA may make an official binding determination regarding the existence of credit events with respect to the reference debt obligation of a credit default swap agreement or, in the case of a credit default swap on an index, with respect to a component of the index underlying the credit default swap agreement. In the case of a credit default swap on an index, the existence of a credit event is determined according to the index methodology, which may in turn refer to determinations made by ISDA’s Determinations Committees with respect to particular components of the index.

ISDA’s Determination Committees are comprised principally of dealers in the OTC derivatives markets which may have a conflicting interest in the determination regarding the existence of a particular credit event. In addition, in the sovereign debt

 

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market, a credit default swap agreement may not provide the protection generally anticipated because the government issuer of the sovereign debt instruments may be able to restructure or renegotiate the debt in such a manner as to avoid triggering a credit event. Moreover, (1) sovereign debt obligations may not incorporate common, commercially acceptable provisions, such as collective action clauses, or (2) the negotiated restructuring of the sovereign debt may be deemed non-mandatory on all holders. As a result, the determination committee might then not be able to determine, or may be able to avoid having to determine, that a credit event under the credit default agreement has occurred.

For these and other reasons, the buyer of protection in a credit default swap agreement is subject to the risk that certain occurrences, such as particular restructuring events affecting the value of the underlying reference debt obligation, or the restructuring of sovereign debt, may not be deemed credit events under the credit default swap agreement. Therefore, if the credit default swap was purchased as a hedge or to take advantage of an anticipated increase in the value of credit protection for the underlying reference obligation, it may not provide any hedging benefit or otherwise increase in value as anticipated. Similarly, the seller of protection in a credit default swap agreement is subject to the risk that certain occurrences may be deemed to be credit events under the credit default swap agreement, even if these occurrences do not adversely impact the value or creditworthiness of the underlying reference debt obligation.

Currency swaps. A currency swap is an agreement between two parties to exchange periodic cash flows on a notional amount of two or more currencies based on the relative value differential between them. For example, a currency swap may involve the exchange of payments in a non-U.S. currency for payments in U.S. dollars. Currency swaps typically involve the delivery of the entire notional values of the two designated currencies. In such a situation, the full notional value of a currency swap is subject to the risk that the other party to the swap will default on its contractual delivery obligations. The Fund may also enter into currency swaps on a net basis, which means the two different currency payment streams under the swap agreement are converted and netted out to a single cash payment in just one of the currencies.

For example, a currency swap may be used to hedge the interest payments and principal amount of a debt obligation that is denominated in a non-U.S. currency by entering into a cross currency swap whereby one party would make payments in the non-U.S. currency and receive payments in U.S. dollars. Or, a currency swap may be used to gain exposure to non-U.S. currencies and non-U.S. interest rates by making payments in U.S. dollars and receiving payments in non-U.S. currencies.

Because currency control is of great importance to the issuing governments and influences economic planning and policy, purchases and sales of currency and related instruments can be negatively affected by government exchange controls, blockages, and manipulations or exchange restrictions imposed by governments. These actions could result in losses to the Fund if it is unable to deliver or receive a specified currency or funds in settlement of obligations, including swap transaction obligations. These actions could also have an adverse effect on the Fund’s swap transactions or cause the Fund’s hedging positions to be rendered useless, resulting in full currency exposure as well as incurring unnecessary transaction costs.

Interest rate swaps. An interest rate swap is an agreement between two parties to exchange interest rate payment obligations. Typically, one is based on an interest rate fixed to maturity while the other is based on an interest rate that changes in accordance with changes in a designated benchmark (for example, SOFR prime rate, commercial paper rate, or other benchmarks). Each party’s payment obligation under an interest rate swap is determined by reference to a specified “notional” amount of money. Therefore, interest rate swaps generally do not involve the delivery of securities, other underlying instruments, or principal amounts; rather they entail the exchange of cash payments based on the application of the designated interest rates to the notional amount. Accordingly, barring swap counterparty or FCM default, the risk of loss in an interest rate swap is limited to the net amount of interest payments that the Fund is obligated to make or receive (as applicable), as well as any early termination payment payable by or to the Fund upon early termination of the swap.

By swapping fixed interest rate payments for floating payments, an interest rate swap can be used to increase or decrease the Fund’s exposure to various interest rates, including to hedge interest rate risk. Interest rate swaps are generally used to permit the party seeking a floating rate obligation the opportunity to acquire such obligation at a rate lower than is directly available in the credit markets, while permitting the party desiring a fixed-rate obligation the opportunity to acquire such a fixed-rate obligation, also frequently at a rate lower than is directly available in the credit markets. The success of such a transaction depends in large part on the availability of fixed-rate obligations at interest (or coupon) rates low enough to cover the costs involved. An interest rate swap transaction is affected by changes in interest rates, which, in turn, may affect the prepayment rate of any underlying debt obligations upon which the interest rate swap is based.

Inflation index swaps. An inflation index swap is a contract between two parties, whereby one party makes payments based on the cumulative percentage increase in an index that serves as a measure of inflation (typically, the Consumer Price Index) and

 

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the other party makes a regular payment based on a compounded fixed rate. Each party’s payment obligation under the swap is determined by reference to a specified “notional” amount of money. Typically, an inflation index swap has payment obligations netted and exchanged upon maturity. The value of an inflation index swap is expected to change in response to changes in the rate of inflation. If inflation increases at a faster rate than anticipated at the time the swap is entered into, the swap will increase in value. Similarly, if inflation increases at a rate slower than anticipated at the time the swap is entered into, the swap will decrease in value.

Total return swaps. A total return swap (also sometimes referred to as a synthetic equity swap or “contract for difference”) is an agreement between two parties under which the parties agree to make payments to each other so as to replicate the economic consequences that would apply had a purchase or short sale of the underlying reference instrument taken place. For example, one party agrees to pay the other party the total return earned or realized on the notional amount of an underlying equity security and any dividends declared with respect to that equity security. In return the other party makes payments, typically at a floating rate, calculated based on the notional amount.

Options on swap agreements. An option on a swap agreement generally is an OTC option that gives the buyer of the option the right, but not the obligation, in return for payment of a premium to the seller, to enter into a previously negotiated swap agreement, or to extend, terminate or otherwise modify the terms of an existing swap agreement. The writer (seller) of an option on a swap agreement receives premium payments from the buyer and, in exchange, becomes obligated to enter into or modify an underlying swap agreement upon the exercise of the option by the buyer. When the Fund purchases an option on a swap agreement, it risks losing only the amount of the premium it has paid should it decide to let the option expire unexercised, plus any related transaction costs.

There can be no assurance that a liquid secondary market will exist for any particular option on a swap agreement, or at any particular time, and the Fund may have difficulty affecting closing transactions in particular options on swap agreements. Therefore, the Fund may have to exercise the options that it purchases in order to realize any profit and take delivery of the underlying swap agreement. The Fund could then incur transaction costs upon the sale or closing out of the underlying swap agreement. In the event that the option on a swap is exercised, the counterparty for such option would be the same counterparty with whom the Fund entered into the underlying swap.

However, if the Fund writes (sells) an option on a swap agreement, the Fund is bound by the terms of the underlying swap agreement upon exercise of the option by the buyer, which may result in losses to the Fund in excess of the premium it received. Options on swap agreements involve the risks associated with derivative instruments generally, as described above, as well as the additional risks associated with both options and swaps generally.

Options on swap agreements are considered to be swaps for purposes of CFTC regulation. Although they are traded OTC, the CFTC may in the future designate certain options on swaps as subject to mandatory clearing. For more information, see “Cleared swaps” and “Risks of cleared swaps.”

An option on an interest rate swap (also sometimes referred to as a “swaption”) is a contract that gives the purchaser the right, but not the obligation, in return for payment of a premium, to enter into a new interest rate swap. A pay fixed option on an interest rate swap gives the buyer the right to establish a position in an interest rate swap where the buyer will pay (and the writer will receive) the fixed-rate cash flows and receive (and the writer will pay) the floating-rate cash flows. In general, most options on interest rate swaps are “European” exercise, which means that they can only be exercised at the end of the option term. Depending on the movement of interest rates between the time of purchase and expiration, the value of the underlying interest rate swap and therefore also the value of the option on the interest rate swap will change.

An option on a credit default swap is a contract that gives the buyer the right (but not the obligation), in return for payment of a premium to the option seller, to enter into a new credit default swap on a reference entity at a predetermined spread on a future date. This spread is the price at which the contract is executed (the option strike price). Similar to a put option, in a payer option on a credit default swap, the option buyer pays a premium to the option seller for the right, but not the obligation, to buy credit protection on a reference entity (e.g., a particular portfolio security) at a predetermined spread on a future date. Similar to a call option, in a receiver option on a credit default swap the option buyer pays a premium for the right, but not the obligation to sell credit default swap protection on a reference entity or index. Depending on the movement of market spreads with respect to the particular referenced debt securities between the time of purchase and expiration of the option, the value of the underlying credit default swap and therefore the value of the option will change. Options on credit default swaps currently are traded OTC and the specific terms of each option on a credit default swap are negotiated directly with the counterparty.

Risks of swaps generally. The use of swap transactions is a highly specialized activity, which involves investment techniques and risks different from those associated with ordinary portfolio securities transactions. Whether the Fund will be successful in

 

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using swap agreements to achieve its investment goal depends on the ability of the investment manager correctly to predict which types of investments are likely to produce greater returns. If the investment manager, in using swap agreements, is incorrect in its forecasts of market values, interest rates, inflation, currency exchange rates or other applicable factors, the investment performance of the Fund will be less than its performance would have been if it had not used the swap agreements.

The risk of loss to the Fund for swap transactions that are entered into on a net basis depends on which party is obligated to pay the net amount to the other party. If the counterparty is obligated to pay the net amount to the Fund, the risk of loss to the Fund is loss of the entire amount that the Fund is entitled to receive. If the Fund is obligated to pay the net amount, the Fund’s risk of loss is generally limited to that net amount. If the swap agreement involves the exchange of the entire principal value of a security, the entire principal value of that security is subject to the risk that the other party to the swap will default on its contractual delivery obligations. In addition, the Fund’s risk of loss also includes any margin at risk in the event of default by the counterparty (in an uncleared swap) or the central counterparty or FCM (in a cleared swap), plus any transaction costs.

Because bilateral swap agreements are structured as two-party contracts and may have terms of greater than seven days, these swaps may be considered to be illiquid and, therefore, subject to the Fund’s limitation on investments in illiquid securities. If a swap transaction is particularly large or if the relevant market is illiquid, the Fund may not be able to establish or liquidate a position at an advantageous time or price, which may result in significant losses. Participants in the swap markets are not required to make continuous markets in the swap contracts they trade. Participants could refuse to quote prices for swap contracts or quote prices with an unusually wide spread between the price at which they are prepared to buy and the price at which they are prepared to sell. Some swap agreements entail complex terms and may require a greater degree of subjectivity in their valuation. However, the swap markets have grown substantially in recent years, with a large number of financial institutions acting both as principals and agents, utilizing standardized swap documentation. As a result, the swap markets have become increasingly liquid. In addition, central clearing and the trading of cleared swaps on public facilities are intended to increase liquidity.

Rules adopted under the Dodd-Frank Act require centralized reporting of detailed information about many swaps, whether cleared or uncleared. This information is available to regulators and also, to a more limited extent and on an anonymous basis, to the public. Reporting of swap data is intended to result in greater market transparency. This may be beneficial to funds that use swaps in their trading strategies. However, public reporting imposes additional recordkeeping burdens on these funds, and the safeguards established to protect anonymity are not yet tested and may not provide protection of funds’ identities as intended.

Certain IRS positions may limit the Fund’s ability to use swap agreements in a desired tax strategy. It is possible that developments in the swap markets and/or the laws relating to swap agreements, including potential government regulation, could adversely affect the Fund’s ability to benefit from using swap agreements, or could have adverse tax consequences.

Risks of uncleared swaps. Uncleared swaps are not traded on exchanges. As a result, swap participants may not be as protected as participants on organized exchanges. Performance of a swap agreement is the responsibility only of the swap counterparty and not of any exchange or clearinghouse. As a result, the Fund is subject to the risk that a counterparty will be unable or will refuse to perform under such agreement, including because of the counterparty’s bankruptcy or insolvency. The Fund risks the loss of the accrued but unpaid amounts under a swap agreement, which could be substantial, in the event of a default, insolvency or bankruptcy by a swap counterparty. In such an event, the Fund will have contractual remedies pursuant to the swap agreements, but bankruptcy and insolvency laws could affect the Fund’s rights as a creditor. If the counterparty’s creditworthiness declines, the value of a swap agreement would likely decline, potentially resulting in losses. In unusual or extreme market conditions, a counterparty’s creditworthiness and ability to perform may deteriorate rapidly, and the availability of suitable replacement counterparties may become limited.

Risks of cleared swaps. Certain types of swaps are, and others eventually are expected to be, required to be cleared through a central counterparty, which may affect counterparty risk and other risks faced by the Fund.

Central clearing is designed to reduce counterparty credit risk and increase liquidity compared to uncleared swaps because central clearing interposes the central clearinghouse as the counterparty to each participant’s swap, but it does not eliminate those risks completely. There is also a risk of loss by the Fund of the initial and variation margin deposits in the event of bankruptcy of the FCM with which the Fund has an open position in a swap contract. The assets of the Fund may not be fully protected in the event of the bankruptcy of the FCM or central counterparty because the Fund might be limited to recovering only a pro rata share of all available funds and margin segregated on behalf of an FCM’s customers. If the FCM does not provide accurate reporting, the Fund is also subject to the risk that the FCM could use the Fund’s assets, which are held in an omnibus account with assets belonging to the FCM’s other customers, to satisfy its own financial obligations or the payment obligations of another customer to the central counterparty.

 

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With cleared swaps, the Fund may not be able to obtain as favorable terms as it would be able to negotiate for a bilateral, uncleared swap. In addition, an FCM may unilaterally amend the terms of its agreement with the Fund, which may include the imposition of position limits or additional margin requirements with respect to the Fund’s investment in certain types of swaps. Central counterparties and FCMs generally can require termination of existing cleared swap transactions at any time, and can also require increases in margin above the margin that is required at the initiation of the swap agreement. Additionally, depending on a number of factors, the margin required under the rules of the clearinghouse and FCM may be in excess of the collateral required to be posted by the Fund to support its obligations under a similar uncleared swap. However, regulators are expected to adopt rules imposing certain margin requirements, including minimums, on uncleared swaps in the near future, which could change this comparison.

Finally, the Fund is subject to the risk that, after entering into a cleared swap with an executing broker, no FCM or central counterparty is willing or able to clear the transaction. In such an event, the Fund may be required to break the trade and make an early termination payment to the executing broker.

Currency-Related Derivatives and Other Financial Instruments

The Global Alpha Equities Fund and International Fund (the “Funds”) may use currency transactions in order to hedge the value of portfolio holdings denominated in particular currencies against fluctuations in relative value. Currency transactions include forward currency contracts, exchange-listed currency futures and options thereon, exchange-listed and over-the-counter (“OTC”) options on currencies, and currency swaps. A forward currency contract involves a privately negotiated obligation to purchase or sell (with delivery generally required) a specific currency at a future date, which may be any fixed number of days from the date of the contract agreed upon by the parties, at a price set at the time of the contract. These contracts are traded in the interbank market conducted directly between currency traders (usually large, commercial banks) and their customers. A forward foreign currency contract generally has no deposit requirement, and no commissions are charged at any stage for trades. A currency swap is an agreement to exchange cash flows based on the notional difference among two or more currencies and operates similarly to an interest rate swap.

The Funds’ dealings in forward currency contracts and other currency transactions such as futures, options on futures, options on currencies and swaps will be limited to hedging involving either specific transactions (“Transaction Hedging”) or portfolio positions (“Position Hedging”). Transaction Hedging is entering into a currency transaction with respect to specific assets or liabilities of the Funds, which will generally arise in connection with the purchase or sale of its portfolio securities or the receipt of income therefrom. The Funds may participate in Transaction Hedging out of a desire to preserve the U.S. Dollar price of a security when it enters into a contract for the purchase or sale of a security denominated in a foreign currency. The Funds may be able to protect themselves against possible losses resulting from changes in the relationship between the U.S. Dollar and foreign currencies during the period between the date the security is purchased or sold and the date on which payment is made or received by entering into a forward contract for the purchase or sale, for a fixed amount of dollars, of the amount of the foreign currency involved in the underlying security transactions.

Position Hedging is entering into a currency transaction with respect to portfolio security positions denominated or generally quoted in that currency. The Funds may use Position Hedging when the investment advisor or a sub-advisor believes that the currency of a particular foreign country may suffer a substantial decline against the U.S. Dollar. The Funds may enter into a forward foreign currency contract to sell, for a fixed amount of dollars, the amount of foreign currency approximating the value of some or all of its portfolio securities denominated in such foreign currency. The precise matching of the forward foreign currency contract amount and the value of the portfolio securities involved may not have a perfect correlation since the future value of the securities hedged will change as a consequence of the market between the date the forward contract is entered into and the date it matures. The projection of short-term currency market movement is difficult, and the successful execution of this short-term hedging strategy is uncertain.

The Funds will not enter into a transaction to hedge currency exposure to an extent greater, after netting all transactions intended wholly or partially to offset other transactions, than the aggregate market value (at the time of entering into the transaction) of the securities held in its portfolio that are denominated or generally quoted in or currently convertible into such currency, other than with respect to Proxy Hedging as described below.

The Funds may also cross-hedge currencies by entering into transactions to purchase or sell one or more currencies that are expected to decline in value relative to other currencies to which the Funds have or in which the Funds expect to have portfolio exposure.

 

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To reduce the effect of currency fluctuations on the value of existing or anticipated holdings of portfolio securities, the Funds may also engage in proxy hedging (“Proxy Hedging”). Proxy Hedging is often used when the currency to which the Funds’ portfolio is exposed is difficult to hedge or to hedge against the dollar. Proxy Hedging entails entering into a forward contract to sell a currency whose changes in value are generally considered to be linked to a currency or currencies in which some or all of the Funds’ portfolio securities are or are expected to be denominated, and to buy U.S. Dollars. The amount of the contract would not exceed the value of the Funds’ securities denominated in linked currencies.

Currency hedging involves some of the same risks and considerations as other transactions with similar instruments. Currency transactions can result in losses to the Funds if the currency being hedged fluctuates in value to a degree or in a direction that is not anticipated. Furthermore, there is risk that the perceived linkage between various currencies may not be present or may not be present during the particular time that the Funds are engaging in Proxy Hedging. If the Funds enters into a currency hedging transaction, the Funds will “cover” their position so as not to create a “senior security” as defined in Section 18 of the Investment Company Act of 1940, as amended (the “1940 Act”).

Currency transactions are subject to risks different from those of other portfolio transactions. Because currency control is of great importance to the issuing governments and influences economic planning and policy, purchase and sales of currency and related instruments can be negatively affected by government exchange controls, blockages, and manipulations or exchange restrictions imposed by governments. These actions can result in losses to the Funds if it is unable to deliver or receive currency or funds in settlement of obligations and could also cause hedges it has entered into to be rendered useless, resulting in full currency exposure as well as incurring transaction costs. Buyers and sellers of currency futures are subject to the same risks that apply to the use of futures generally. Furthermore, settlement of a currency futures contract for the purchase of most currencies must occur at a bank based in the issuing nation. Trading options on currency futures is relatively new, and the ability to establish and close out positions on such options is subject to the maintenance of a liquid market, which may not always be available. Currency exchange rates may fluctuate based on factors extrinsic to that country’s economy. Although forward foreign currency contracts and currency futures tend to minimize the risk of loss due to a decline in the value of the hedged currency, at the same time they tend to limit any potential gain which might result should the value of such currency increase.

The Funds may also buy or sell put and call options on foreign currencies either on exchanges or in the OTC market. A put option on a foreign currency gives the purchaser of the option the right to sell a foreign currency at the exercise price until the option expires. A call option on a foreign currency gives the purchaser of the option the right to purchase the currency at the exercise price until the option expires. Currency options traded on U.S. or other exchanges may be subject to position limits which may limit the ability of the Funds to reduce foreign currency risk using such options. OTC options differ from exchange-traded options in that they are two-party contracts with price and other terms negotiated between the buyer and seller, and generally do not have as much market liquidity as exchange-traded options.

The Funds may invest in a combination of forward currency contracts and U.S. Dollar-denominated market instruments in an attempt to obtain an investment result that is substantially the same as a direct investment in a foreign currency-denominated instrument. This investment technique creates a “synthetic” position in the particular foreign-currency instrument whose performance the manager is trying to duplicate. For example, the combination of U.S. Dollar-denominated instruments with “long” forward currency exchange contracts creates a position economically equivalent to a money market instrument denominated in the foreign currency itself. Such combined positions are sometimes necessary when the market in a particular foreign currency is small or relatively illiquid.

Contracts for Differences

The Global Alpha Equities Fund may invest in contracts for differences (“CFDs”). A CFD is an arrangement made in a futures contract whereby differences in settlement are made through cash payments, rather than the delivery of physical goods or securities. Leverage is a key feature of CFDs, and therefore small moves in the underlying instrument can result in more steep and rapid moves in the value of the Global Alpha Equities Fund’s investment.

OTHER INVESTMENTS

Illiquid Securities

No Fund may invest more than 15% (5% for each Money Market Fund) of its net assets in illiquid securities. Illiquid securities are securities that cannot be disposed of in current market conditions in seven calendar days or less without the sale or dis-

 

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position significantly changing the market value of the investment (except for the Money Market Funds, an illiquid security means a security that cannot be sold or disposed of in the ordinary course of business within seven calendar days at approximately the value ascribed to it by the Money Market Fund). The Board of Trustees has the ultimate responsibility for determining whether specific securities are liquid or illiquid. The Board has delegated the function of making day to day determinations of liquidity to the investment advisor, pursuant to guidelines approved by the Board. The investment advisor will monitor the liquidity of securities held by a Fund and report periodically on such decisions to the Board. If the limitations on illiquid securities are exceeded the condition will be reported by the Fund’s investment advisor or sub-advisor to the Board of Trustees. Illiquid securities would generally include repurchase agreements with notice/termination dates in excess of seven days and certain securities which are subject to trading restrictions because they are not registered under the Securities Act of 1933, as amended (“1933 Act”). External market conditions may impact the liquidity of portfolio securities and may cause a Fund to sell or divest certain illiquid securities in order to comply with its limitation on holding illiquid securities, which may result in realized losses to the Fund. The Funds’ Advisor and sub-advisors will monitor the amount of illiquid investments in a Fund, consistent with Rule 22e-4 and in accordance with the Trust’s Liquidity Risk Management Program.

Floating Rate Loans

A Fund may invest in another investment company (including exchange-traded funds (“ETFs”)) that invests primarily in floating rate (e.g., SOFR-based), commercial loans made by banks and other institutional lenders. The loans may be to U.S. or foreign borrowers, and may have below investment grade credit ratings. The loans may be secured or unsecured, and may be senior or subordinated loans.

Commodity-Linked Investments

A Fund may invest in another investment company (including ETFs) that invests in commodities such as oil, coal, natural gas, metals and agricultural products. A fund that seeks commodities exposure generally does not invest directly in the physical assets themselves. Instead, the fund invests in commodity-linked notes and options that together are intended to provide exposure to the investment return of assets that trade in the commodities markets. A Fund may also invest in a commodity-linked ETN, where the return on the note is derived from the performance of one or more commodity indices.

Hedge Fund Strategies

A Fund may invest in another investment company (including ETFs) that employs a principal investment strategy that differs markedly from a traditional, benchmark-centric, growth or value, market capitalization-oriented or buy-and-hold investment style, and that is more characteristic of the hedge fund industry. These strategies may be referred to as “hedge fund strategies.” An underlying fund may pursue any one or more of the following hedge fund strategies:

Absolute Return. Absolute return funds seek to produce results that are largely independent of, or have low correlation to, the broader markets. An absolute return fund generally has greater latitude to invest in a wider universe of securities, and without the fixed asset weightings of traditional asset allocation approaches. Absolute return investment techniques generally include non-traditional investment strategies such as short selling, and the use of futures, options, derivatives, arbitrage, leverage and unconventional assets.

Discretionary Macro. A fund utilizing a macro investing strategy takes sizable positions in equity, fixed income or currency markets in anticipation of macroeconomic events in order to generate a risk-adjusted return. Macro fund managers use macroeconomic analysis based on market events and trends to identify opportunities for investment that would profit from anticipated price movements.

Distressed Credit. A fund engaged in distressed credit investing seeks equity-like returns through purchases of bonds and bank debt of firms in distressed situations (e.g., bankruptcies, reorganizations, coercive tenders). The debt is purchased at notable discounts to par and, to reduce downside potential, may have seniority in the capital structure. If and when a distressed company is reorganized and regains health, the debt purchased at discount may increase in value or even be swapped into equity.

Equity Market Neutral. Equity market neutral is a strategy that seeks to exploit investment opportunities unique to some specific group of stocks while maintaining a neutral exposure to broad groups of stocks, which may be defined by sector, industry, market capitalization, country or region. The strategy holds long/short equity positions, with long positions hedged with short positions in the same and related sectors, so that the equity market neutral investor should be little affected by sector-wide events.

 

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Event-Driven/Merger Arbitrage. Event-driven investing is a strategy that seeks to exploit pricing inefficiencies that may occur before or after a corporate event, such as a bankruptcy, merger, acquisition or spinoff, occurs. Merger arbitrage centers on capturing the market price differential between the acquiring and acquired companies’ securities in exchange for bearing the risk that the announced merger will not actually take place. Event-driven funds may have low correlations to the general stock market because the funds focus on specific deals and are less influenced by macro market factors.

Fixed Income Arbitrage. Fixed-income arbitrage seeks to exploit pricing differentials between fixed-income securities. The fund manager simultaneously purchases and sells two similar securities whose prices, in the opinion of the fund manager, do not reflect what the fund manager believes to be their “true value.” Acting on the assumption that prices will revert to “true value” over time, the fund manager sell shorts the overpriced security and buys the underpriced security. Once prices revert to true value, the trade may be liquidated at a profit. Credit default swaps are often employed in fixed-income arbitrage.

Long/Short Equity. Equity long-short is an investing strategy that involves taking long positions in stocks that are expected to increase in value and short positions in stocks that are expected to decrease in value. Long positions may be funded, in part, by proceeds from the short positions, so equity long-short investing involves the use of leverage.

Managed Futures. Managed futures is an asset class managed by professional commodity managers who use proprietary trading systems to invest in currency, interest rate, equity, metal, energy and agricultural markets through the use of futures, forwards, and options. The managers generally have the ability to invest across a wide range of global markets and asset classes and have the flexibility to take long and short positions in these investments based on projected profit potential and economic factors. Managed futures’ returns may have low correlation to returns on stock and bond investments.

Multi-Strategy . A multi-strategy fund uses several strategies within the same pool of assets that is designed to adapt to large and small market forces in real time. The fund might seek returns from shorting equities, investing in global real estate projects, and identifying momentum-focused or event- driven investments. The investment diversification may reduce volatility and decrease asset-class and single-strategy risks. The fund may allocate investments to a certain strategy in response to market trends, allowing it to capitalize on favorable market conditions more easily.

Infrastructure Assets

Infrastructure-related companies are involved in providing energy, transportation, communications, utilities and other essential services to society. Infrastructure companies own and operate assets such as rail systems, shipping ports, toll roads, power transmission lines, and municipal sewage treatment and water purification systems, and provide services and materials necessary for the construction and maintenance of such assets. While governments have historically played a major role in financing infrastructure, budget constraints have led to an increase in reliance on private financing, ownership and operation.

Natural Resources

A Fund may invest directly and indirectly in companies that own or develop natural resources, or supply goods and services to such companies. These companies may be involved in exploring, mining, refining, processing, transporting, fabricating, dealing in, or owning natural resources. Natural resources include precious metals (e.g., gold, platinum, and silver), ferrous and nonferrous metals (e.g., iron, aluminum, and copper), strategic metals (e.g., uranium and titanium), hydrocarbons (e.g., coal, oil, and natural gases), chemicals, paper and forest products, and other basic commodities.

Real Estate

A Fund may invest in a real estate investment trust (“REIT”), which is a pooled investment vehicle that invests directly in income-producing real estate (an “equity REIT”), in loans secured by real estate (a “mortgage REIT”), or a combination thereof (a “hybrid REIT”). An equity REIT receives rental income and any profits on the sale of its properties. A mortgage REIT receives interest income from the loans made on underlying properties. If a REIT meets certain requirements, it is not taxed on the income it distributes to its investors.

Healthcare Securities

The Global Alpha Equities Fund and International Fund may invest directly and indirectly in companies principally engaged in the design, development, production, sale, management or distribution of products, services or facilities used for or in connection with healthcare or medicine (“healthcare companies”). These healthcare companies include, among others,

 

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pharmaceutical firms, medical supply companies, and businesses that operate hospitals and other healthcare facilities, as well as companies engaged in medical, diagnostic, biochemical and other healthcare-related research and development activities. These healthcare companies may also include investment companies, including exchange traded funds that invest in healthcare companies.

ELIGIBLE SECURITIES FOR MONEY MARKET FUNDS

The Money Market Funds may invest only in U.S. dollar denominated securities that are, at the time of acquisition, “Eligible Securities” as defined in Rule 2a-7 (the “Rule”). The Rule defines an Eligible Security, in summary, as a security (i) with a remaining maturity of 397 calendar days or less that the Fund’s investment advisor (subject to oversight and pursuant to guidelines established by the Board) determines present minimal credit risks to the Fund; (ii) that is issued by a registered investment company that is a money market fund; or (iii) that is a government security. The eligibility of a security with a guarantee may be determined based on whether the guarantee is an Eligible Security. The Money Market Funds will limit investments to those which are Eligible Securities at the time of acquisition.

SPECIAL TRANSACTIONS

Repurchase Agreements

Repurchase agreements are transactions in which a fund buys a security from a dealer or bank and agrees to sell the security back at a mutually agreed upon time and price. The repurchase price exceeds the sale price, reflecting the fund’s return on the transaction. This return is unrelated to the interest rate on the underlying security. A Fund will enter into repurchase agreements only with banks and other recognized financial institutions, such as securities dealers, deemed creditworthy by the Advisor or Sub-advisor.

The Funds’ custodian or sub-custodian will take possession of the securities subject to repurchase agreements. The Advisor, Sub-advisor or sub-custodian will monitor the value of the underlying security each day to ensure that the value of the security always equals or exceeds the repurchase price.

Repurchase agreements are subject to credit risks.

The Funds considers repurchase agreements with the Federal Reserve Bank of New York to be U.S. Government securities for purposes of the Funds’ investment policies.

Reverse Repurchase Agreements

Reverse repurchase agreements are repurchase agreements in which a fund is the seller (rather than the buyer) of the securities, and agrees to repurchase them at an agreed upon time and price. A reverse repurchase agreement may be viewed as a type of borrowing by a Fund. Reverse repurchase agreements are subject to credit risks. In addition, reverse repurchase agreements create leverage risks because a Fund must repurchase the underlying security at a higher price, regardless of the market value of the security at the time of repurchase.

Delayed Delivery Transactions

Delayed delivery transactions, including when issued transactions, are arrangements in which a fund buys securities for a set price, with payment and delivery of the securities scheduled for a future time. During the period between purchase and settlement, no payment is made by the fund to the issuer and no interest accrues to the fund. The fund records the transaction when it agrees to buy the securities and reflects their value in determining the price of its shares. Settlement dates may be a month or more after entering into these transactions so that the market values of the securities bought may vary from the purchase prices. Therefore, delayed delivery transactions create interest rate risks for the fund. Delayed delivery transactions also involve credit risks in the event of a counterparty default.

To Be Announced Securities (“TBAs”)

As with other delayed delivery transactions, a seller agrees to issue a TBA security at a future date. However, the seller does not specify the particular securities to be delivered. Instead, the Fund agrees to accept any security that meets specified terms. For example, in a TBA mortgage backed transaction, the Fund and the seller would agree upon the issuer, interest rate and

 

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terms of the underlying mortgages. The seller would not identify the specific underlying mortgages until it issues the security. TBA mortgage backed securities increase interest rate risks because the underlying mortgages may be less favorable than anticipated by a Fund.

Securities Lending

The Funds may lend portfolio securities to borrowers that the Advisor or Sub-advisor deem creditworthy. In return, a Fund receives cash or liquid securities from the borrower as collateral. The borrower must furnish additional collateral if the market value of the loaned securities increases. Also, the borrower must pay the Fund the equivalent of any dividends or interest received on the loaned securities.

A Fund will reinvest cash collateral in securities that qualify as an acceptable investment for the Fund. However, the Fund must pay interest to the borrower for the use of cash collateral.

Loans are subject to termination at the option of a Fund or the borrower. A Fund will not have the right to vote on securities while they are on loan, but it will terminate a loan in anticipation of any important vote. A Fund may pay administrative and custodial fees in connection with a loan and may pay a negotiated portion of the interest earned on the cash collateral to a securities lending agent or broker.

Securities lending activities are subject to interest rate risks and credit risks.

Short Sales

A Fund may make short sales of securities listed on one or more national exchanges or on the Nasdaq Stock Market. A short sale is the sale of a stock that a fund does not own (or will borrow for delivery), because the fund believes the stock will decline in price or the fund wants to hedge against potential price volatility of the stock. If the price of the stock declines, the fund can buy the stock at a lower price and will make a profit. If the price of the stock rises, the fund will incur a loss. When the fund sells short, it borrows the stock from a broker “on margin,” and must pay interest to the broker on the margin amount until the stock is replaced by the fund. In no event will a Fund engage in short sales transactions if it would cause the market value of all of the Fund’s securities sold short to exceed 25% of its net assets. In addition, the value of the securities of any one issuer that may be shorted by a Fund is limited to the lesser of 2% of the value of the Fund’s net assets or 2% of the securities of any class of the issuer, for all Funds except the Global Alpha Equities Fund. A Fund may also “sell short against the box,” i.e., the Fund owns securities identical to those sold short. Short sales against the box are not subject to the 25% limitation. Short sales are speculative in nature, and may reduce returns or increase volatility.

Investing in Securities of Other Investment Companies

A Fund may invest its assets in securities of other investment companies, including the securities of money market funds, as an efficient means of carrying out their investment policies and managing any uninvested cash. Certain investment companies, such as business development companies (“BDCs”), are more akin to operating companies and, as such, their expenses are not direct expenses paid by fund shareholders and are not used to calculate the fund’s net asset value. SEC rules nevertheless require that any expenses incurred by a BDC be included in a fund’s expense ratio as “Acquired Fund Fees and Expenses.” The expense ratio of a fund that holds a BDC will need to overstate what the fund actually spends on portfolio management, administrative services, and other shareholder services by an amount equal to these Acquired Fund Fees and Expenses. The Acquired Fund Fees and Expenses are not included in a fund’s financial statements, which provide a clearer picture of a fund’s actual operating expenses.

Pursuant to an SEC rule, each of the Funds is permitted to invest in shares of the Money Market Funds as a means of managing their uninvested cash. These investments will cause a duplication of expenses. The Advisor may waive certain fees in connection with these investments.

Exchange-Traded Funds

The Funds may also invest in ETFs in order to implement their investment strategies. The shares of most ETFs are listed and traded on stock exchanges at market prices, although some shares may be redeemable at net asset value for cash or securities. The Funds may invest in ETFs in order to achieve exposure to a specific region, country or market sector, or for other reasons consistent with its investment strategy. As with traditional mutual funds, ETFs charge asset-based fees, although these fees tend to be relatively low. ETFs generally do not charge initial sales charges or redemption fees and investors pay only customary brokerage fees to buy and sell ETF shares.

 

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Non-Investment Grade Securities

Commonly referred to as “junk bonds,” these fixed-income securities are rated below investment grade by nationally recognized statistical rating organizations, such as Moody’s and Standard & Poor’s, or are unrated securities that a Fund’s Advisor or Sub-advisor believe to be of comparable quality. These bonds generally offer investors higher interest rates as a way to help compensate for the fact that the issuer is at greater risk of default.

INVESTMENT RISKS

 

 

There are many factors which may affect an investment in the Funds. The Funds’ principal risks are described in the prospectuses. Additional risk factors are outlined below and correspond to the risk factors identified in the prospectuses. The risk descriptions below complement the discussion of goals, strategies and risks above.

 

SECURITY

  

RISK TYPE

Fixed Income Securities  

Interest Rate Risks

Credit Risks

Changing Fixed Income Market Conditions Risk

Call Risks

Prepayment Risks

Risks Associated with Non-Investment Grade Securities

Mortgage Backed Securities  

Risks Associated with Complex CMOs

Call Risks

Prepayment Risks

Liquidity Risks

Equity Securities  

Stock Market Risks

Sector Risks

Liquidity Risks

Risks Related to Investing for Growth

Risks Related to Investing for Value

Risks Related to Company Size

Tracking Error Risks

Close Out Risks

Risks of Investing in Emerging Market Countries

Convertible Securities  

Interest Rate Risks

Credit Risks

Call Risks

Prepayment Risks

Risks Associated with Non-Investment Grade Securities

Stock Market Risks

Foreign Securities  

China Investment Risk

Currency Risks

Risks of Foreign Investing

Risks of Investing in Emerging Market Countries

Euro Risks

Sector Risks

Derivative Contracts  

Leverage Risks

Commodity Tax Risks

Tax Exempt Securities  

Tax Risks

Risks Associated with Investing in a Single State

Special Transactions  

Interest Rate Risks

Credit Risks

Leverage Risks

Investing in Securities of Other Investment Companies   Affiliated Persons Risks and all Other Risks

 

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Exchange-Traded Funds   

Exchange-Traded Fund Risk

Stock Market Risks

Sector Risks

Liquidity Risks

Risks Related to Investing for Growth

Risks Related to Investing for Value

Risks Related to Company Size

Tracking Error Risks

Affiliated Persons Risks

In managing the Real Asset Fund, WTIA has the authority to select and substitute the Underlying Funds in which the Fund will invest. WTIA is subject to conflicts of interest in allocating Fund assets among the various Underlying Funds both because the fees payable to it and/or its affiliates by some Underlying Funds are higher than the fees payable by other Underlying Funds and because the Advisor is also primarily responsible for managing the Underlying Funds. The Trustees and officers of the Fund may also have conflicting interests in fulfilling their fiduciary duties to both the Fund and the Underlying Funds.

Artificial Intelligence Risk

The rapid development and increasingly widespread use of certain artificial intelligence technologies, including machine learning models and generative artificial intelligence (collectively “AI Technologies”), may adversely impact markets, the overall performance of a Fund’s investments, or the services provided to a Fund by its service providers. For example, issuers in which a Fund invests and/or service providers to a Fund (including, without limitation, the Funds’ investment advisor, fund accountant, custodian, or transfer agent) may use and/ or expand the use of AI Technologies in their business operations, and the challenges with properly managing its use could result in reputational harm, competitive harm, legal liability, and/or an adverse effect on business operations. AI Technologies are highly reliant on the collection and analysis of large amounts of data and complex algorithms, and it is possible that the information provided through use of AI Technologies could be insufficient, incomplete, inaccurate or biased leading to adverse effects for a Fund, including, potentially, operational errors and investment losses. Additionally, the use of AI Technologies could impact the market as a whole, including by way of use by malicious actors for market manipulation, fraud and cyberattacks. AI Technologies (and the use of such technologies) may face regulatory scrutiny in the future, which could limit the development and use of this technology and impede the growth of companies that develop and use AI. Actual usage of AI Technologies by a Fund’s service providers and issuers in which the Fund invests will vary.

To the extent a Fund invests in companies that develop, implement, or are otherwise involved in AI Technologies, a Fund may be particularly sensitive to the risks of those types of companies. These risks include, but are not limited to, small or limited markets for such securities, changes in business cycles, world economic growth, impediments to technological progress, rapid obsolescence, and government regulation. Such companies may have limited product lines, markets, financial resources or personnel. Securities of such companies, especially smaller, start-up companies, tend to be more volatile than securities of companies that do not rely heavily on technology. Rapid changes to AI Technologies that affect a company’s products could have a material adverse effect on such company’s operating results. Companies that are extensively involved in AI Technologies also may rely heavily on a combination of patents, copyrights, trademarks and trade secret laws to establish and protect their proprietary rights in their products and technologies. There can be no assurance that the steps taken by these companies to protect their proprietary rights will be adequate to prevent the misappropriation of their technology or that competitors will not independently develop technologies that are substantially equivalent or superior to such companies’ technology. Such companies may engage in significant amounts of spending on research and development, and there is no guarantee that the products or services produced by these companies will be successful. AI Technologies and their current and potential future applications, and the regulatory frameworks within which they operate, continue to rapidly evolve, and it is impossible to predict the full extent of future applications or regulations and the associated risks to a Fund.

Asset Allocation Risks

The Asset Allocation Fund is subject to the risk that the Advisor’s or Sub-advisor’s asset allocation decisions between equity securities, on the one hand, and fixed income securities, on the other hand, will not anticipate market trends successfully. For example, investing too heavily in common stocks during a stock market decline may result in a failure to preserve capital. Conversely, investing too heavily in fixed income securities during a period of stock market appreciation may result in lower total returns.

 

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Call Risks

Call risk is the possibility that an issuer may redeem a fixed income security before maturity (a “call”) at a price below its current market price. An increase in the likelihood of a call may reduce the security’s price.

If a fixed income security is called, a Fund may have to reinvest the proceeds in other fixed income securities with lower interest rates, higher credit risks, or other less favorable characteristics.

Changing Fixed Income Market Conditions Risk

The changing fixed income market conditions risk is the possibility that changing interest rates may adversely affect the value of an investment. An increase in prevailing interest rates typically causes the value of fixed income securities to fall, while a decline in prevailing interest rates may cause the market value of fixed income securities to rise. Changes in interest rates will affect the value of longer-term fixed income securities more than shorter-term securities and higher-quality securities more than lower-quality securities. Interest rate changes can be sudden and unpredictable, and are influenced by a number of factors including government policy, inflation expectations and supply and demand. A substantial increase in interest rates may have an adverse impact on the liquidity and valuation of a security, especially those with longer maturities. Changes in government monetary policy, including changes in tax policy or changes in a central bank’s implementation of specific policy goals, may have a substantial impact on interest rates. There can be no guarantee that any particular government or central bank policy will be continued, discontinued or changed nor that any such policy will have the desired effect on interest rates.

Some municipal bonds, particularly those issued at relatively high interest rates, provide that the issuer may repay them earlier than the maturity date. The issuers of these bonds are most likely to exercise these “call” provisions if prevailing interest rates are lower than they were when the bonds were issued. The Funds then may have to reinvest the repayments at lower interest rates. Bonds subject to call provisions also may not benefit fully from the rise in value that generally occurs for bonds when interest rates fall.

China Investment Risk

The Wilmington Global Alpha Equities Fund and the Wilmington International Fund may invest in securities in China, Hong Kong, and Taiwan. There are special risks associated with investments in China (including Chinese companies listed on US and Hong Kong exchanges), Hong Kong and Taiwan, including exposure to currency fluctuations, less liquidity, expropriation, confiscatory taxation, nationalization and exchange control regulations (including currency blockage). Inflation and rapid fluctuations in inflation and interest rates have had, and may continue to have, negative effects on the economy and securities markets of China, Hong Kong and Taiwan. In addition, investments in Taiwan and Hong Kong could be adversely affected by their respective political and economic relationship with China.

Investment exposure to China subjects a Fund to risks specific to China. China may be subject to considerable degrees of economic, political and social instability. China is a developing market and demonstrates significantly higher volatility from time to time in comparison to developed markets. The Chinese government has in the past undertaken reform of economic and market practices and expansion of the sphere for private ownership of property in China. However, the Chinese government may own or control many private companies, and may restrict foreign ownership of Chinese corporations and/or repatriate assets by foreign investors. The Chinese government has also implemented various measures from time to time to control inflation and restrain the rate of economic growth. More recently, the Chinese economy has experienced deflation and a significant slowdown in growth, including declines in property values and increased defaults, weak consumer demand, increased youth unemployment and declines in exports and manufacturing. It is unclear whether policies attempting to increase growth and stabilize the housing market will be successful. Chinese markets generally continue to experience inefficiency, volatility and pricing anomalies resulting from governmental influence, a lack of publicly available information and/or political and social instability. The Chinese government maintains a major role in economic policymaking and investing in China involves risk of loss due to expropriation, nationalization, confiscation of assets and property or the imposition of restrictions on foreign investments and on repatriation of capital invested.

Complex geopolitical tensions, internal social unrest, or confrontations with other neighboring countries, including military conflicts in response to such events, may also disrupt economic development in China and result in a greater risk of currency fluctuations, currency convertibility, interest rate fluctuations and higher rates of inflation. Export growth continues to be a major driver of China’s rapid economic growth. A reduction in spending on Chinese products and services, supply chain diversification, institution of tariffs or other trade barriers, trade or political disputes with China’s major trading partners, or a downturn in any of the economies of China’s key trading partners may have an adverse impact on the Chinese economy.

 

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Certain securities issued by companies located or operating in China, such as China A-shares, are subject to trading restrictions and suspensions, quota limitations and sudden changes in those limitations, and operational, clearing and settlement risks. Significant portions of the Chinese securities markets may become rapidly illiquid, as Chinese issuers have the ability to suspend the trading of their equity securities, and have shown a willingness to exercise that option in response to market volatility and other events. The liquidity of Chinese securities may shrink or disappear suddenly and without warning as a result of adverse economic, market or political events, or adverse investor perceptions, whether or not accurate.

In addition, China has experienced outbreaks of infectious illnesses, and the country may be subject to other public health threats, infectious illnesses, diseases or similar issues in the future. These or similar outbreaks could reduce consumer demand or economic output, result in market closures, travel restrictions or quarantines, and generally have a significant impact on the Chinese economy, which in turn could adversely affect the Fund’s investments.

In addition, trade relations between the U.S. and China have recently been strained. The ongoing trade dispute, imposition of tariffs and deterioration of trade relations between China and the U.S. continues to introduce uncertainty into the Chinese economy and may result in market volatility, reductions in international trade, the oversupply of certain manufactured goods, substantial price reductions of goods and possible failure of individual companies and/or large segments of China’s export industry, which could have a negative impact on the Fund’s performance. Worsening trade relations between the two countries also could adversely impact the Funds to the extent that the Chinese government restricts foreign investments in on-shore Chinese companies or the U.S. government restricts investments by U.S. investors in China. In addition, actions by the U.S. government, such as delisting of certain Chinese companies from U.S. securities exchanges or otherwise restricting their operations in the U.S., may negatively impact the value and liquidity of such securities held by the Fund.

Investments in Chinese companies may be made through a special structure known as a variable interest entity (“VIE”), which uses contractual arrangements to provide exposure to Chinese companies that operate in certain sectors in which China restricts or prohibits foreign investments. Investments in VIEs may pose additional risks because the investment is made through an intermediary shell company that has entered into service and other contracts with the underlying Chinese operating company in order to provide investors with exposure to the operating company, and therefore does not represent equity owner-ship in the operating company. As a result, such investment may limit the rights of an investor with respect to the underlying Chinese operating company. While VIEs are a longstanding industry practice and are well known by Chinese officials and regulators, historically the structure has not been formally recognized under Chinese law. The CSRC released new rules and implementing guidelines that permit the use of VIE structures, provided they abide by Chinese laws and register with the CSRC. The rules may cause Chinese companies to undergo greater scrutiny and may make the process to create and/or operate VIEs more difficult and costly. Further, while the rules and implementing guidelines do not prohibit the use of VIE structures, they do not serve as a formal endorsement by the Chinese government. There is a risk that the Chinese government may cease to tolerate VIEs at any time, and any guidance or further rulemaking prohibiting or restricting these structures, generally or with respect to specific industries, would likely cause the VIE-structured holding (s) to suffer significant, detrimental, and possibly permanent loss, and in turn, adversely affect a Fund’s returns and net asset value. The future of the VIE structure generally and with respect to certain industries remains uncertain.

Close Out Risks

In a short sale transaction, close out risk is created by the ability of the broker to request at any time that a Fund closes out its short position in the security. The broker’s call request would force a Fund to purchase the security at its current market price, and thus could result in a loss to the Fund.

Commodity Tax Risks

A Fund’s ability to invest in certain instruments such as commodity-linked derivatives may be adversely affected by changes in legislation, regulations or other legally binding authority. Pursuant to the Code, a Fund must derive at least 90% of its gross income from qualifying sources to qualify as a regulated investment company. Gains from the disposition of commodities are not considered qualifying income for this purpose. Additionally, the Internal Revenue Service (“IRS”) has issued a revenue ruling which holds that income derived from commodity-linked swaps is not qualifying income. As a result, a Fund’s ability to directly invest in commodity-linked swaps as part of its investment strategy is limited to a maximum of 10% of its gross income. Failure to comply with the restrictions in the Code and any future legislation or guidance may cause a Fund to fail to qualify as a regulated investment company which may adversely impact a shareholder’s return. Alternatively, a Fund may forego those investments which could adversely affect the ability of the Fund to achieve its investment goal.

 

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Credit Risks

Credit risk is the possibility that an issuer will default on a security by failing to pay interest or principal when due. If an issuer defaults, a Fund will lose money.

Many fixed income securities receive credit ratings from services such as Standard & Poor’s and Moody’s Investor Services, Inc. These services assign ratings to securities by assessing the likelihood of issuer default. Lower credit ratings correspond to higher credit risk. If a security has not received a rating, a Fund must rely entirely upon the Advisor’s or Sub-Advisor’s credit assessment.

Fixed income securities generally compensate for greater credit risk by paying interest at a higher rate. The difference between the yield of a security and the yield of a U.S. Treasury security with a comparable maturity (the spread) measures the additional interest paid for risk. Spreads may increase generally in response to adverse economic or market conditions. A security’s spread may also increase if the security’s rating is lowered, or the security is perceived to have an increased credit risk. An increase in the spread will cause the price of the security to decline.

Credit risk includes the possibility that a party to a transaction involving a Fund will fail to meet its obligations. This could cause the Fund to lose the benefit of the transaction or prevent the Fund from selling or buying other securities to implement its investment strategy.

Currency Risks

Exchange rates for currencies fluctuate daily. The combination of currency risk and market risk tends to make securities traded in foreign markets more volatile than securities traded exclusively in the U.S.

The Advisor or Sub-Advisor attempts to manage currency risk by limiting the amount a Fund invests in securities denominated in a particular currency. However, diversification will not protect a Fund against a general increase in the value of the U.S. dollar relative to other currencies.

Cybersecurity Risk

As the use of technology has become more prevalent in the course of business, the Funds, like other business organizations, have become more susceptible to operational, information security and related risks through breaches in cybersecurity. In general, cybersecurity failures or breaches of the Funds or their service providers or the issuers of securities in which a Fund invests may result from deliberate attacks or unintentional events and may arise from external or internal sources. Cybersecurity breaches may involve unauthorized access to a Fund’s digital information systems (e.g., through “hacking” or malicious software coding), but may also result from outside attacks such as denial-of-service attacks (i.e., efforts to make network services unavailable to intended users). Cybersecurity failures or breaches affecting a Fund’s investment advisor or any other service providers (including, but not limited to, Fund accountants, custodians, transfer agents and financial intermediaries) have the ability to cause disruptions and impact business operations, potentially resulting in financial losses, interference with a Fund’s ability to calculate its net asset value, impediments to trading, the inability of Fund shareholders to transact business, destruction to equipment and systems, violations of applicable privacy and other laws, regulatory fines, penalties, reputational damage, reimbursement or other compensation costs, and/or additional compliance costs. In addition, substantial costs may be incurred in order to prevent any cybersecurity breaches in the future.

While the Advisor has established business continuity plans in the event of, and risk management systems to prevent, such cybersecurity breaches, there are inherent limitations in such plans and systems including the possibility that certain risks have not been identified. Furthermore, the Advisor does not directly control the cybersecurity plans and systems put in place by the Funds’ other service providers or any other third parties whose operations may affect a Fund or its shareholders. The Funds and their shareholders could be negatively impacted as a result.

Euro Risks

The Euro is the single currency of the European Monetary Union (“EMU”). Participating countries in the EMU can not follow independent monetary policies. This may limit these countries’ ability to respond to economic downturns or political upheavals, and consequently reduce the value of their foreign government securities.

 

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Exchange-Traded Fund Risk

An investment in an ETF generally presents the same primary risks as an investment in a conventional fund (i.e., one that is not exchange-traded) that has the same investment objectives, strategies, and policies. The price of an ETF can fluctuate up or down, and a Fund could lose money investing in an ETF if the prices of the securities owned by the ETF go down. In addition, ETFs may be subject to the following risks that do not apply to conventional funds: (i) the market price of an ETF’s shares may trade above or below their net asset value; (ii) an active trading market for an ETF’s shares may not develop or be maintained; or (iii) trading of an ETF’s shares may be halted if the listing exchange’s officials deem such action appropriate, the shares are delisted from the exchange, or the activation of market-wide “circuit breakers” (which are tied to large decreases in stock prices) halts stock trading generally.

Inflation-Indexed Securities’ Risks

The value of inflation-indexed, fixed income securities generally fluctuates in response to changes in real interest rates, which are in turn 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 might rise, leading to a decrease in value of an inflation-indexed security. A Fund may also experience a loss on an inflation-indexed security if there is deflation. If inflation is lower than expected during the period the Fund holds an inflation-indexed security, the Fund may earn less on the security than on a conventional bond.

Inflation-Indexed Securities Tax Risk

Any increase in the principal amount of an inflation-indexed security may be included for tax purposes in the Fund’s gross income, even though no cash attributable to such gross income has been received by the Fund. In such event, the Fund may be required to make annual distributions to shareholders that exceed the cash it has otherwise received. In order to pay such distributions, the Fund may be required to raise cash by selling portfolio investments. The sale of such investments could result in capital gains to the Fund. In addition, adjustments during the taxable year for deflation to an inflation-indexed bond held by the Fund may cause amounts previously distributed by the Fund in the taxable year as income to be recharacterized as a return of capital.

Infrastructure Assets Risk

An investment in infrastructure operators and projects (e.g., toll roads, port facilities, transmission lines, sewage treatment plants) exposes a Fund to the risks associated with large, long-term construction projects, to financial, operating and com-petitive risks, and to the risks of changing economic and regulatory conditions and political instability in the country or region where the asset is located. These risks may be amplified for real assets located outside of the United States. An infrastructure fund may be less diversified than other funds that invest in a broad range of industries.

Initial Public Offerings Risk

The Global Alpha Equities Fund and International Fund may participate in initial public offerings (“IPOs”). IPO shares are subject to market risk and liquidity risk. Securities issued in initial public offerings have no trading history, and information about the companies may be available for very limited periods. The volume of IPOs and the levels at which the newly issued stocks trade in the secondary market are affected by the performance of the stock market overall. If IPOs are brought to the market, availability may be limited and the Fund may not be able to buy any shares at the offering price, or if it is able to buy shares, it may not be able to buy as many shares at the offering price as it would like. In addition, the prices of securities involved in IPOs are often subject to greater and more unpredictable price changes than more established stocks.

Interest Rate Risks

Prices of fixed income securities rise and fall in response to changes in the interest rate paid by similar securities. Generally, when interest rates rise, prices of fixed income securities fall. However, market factors, such as the demand for particular fixed income securities, may cause the price of certain fixed income securities to fall while the prices of other securities rise or remain unchanged. Recent and potential future changes in government policy may affect interest rates. During periods of low short-term interest rates, a Money Market Fund may not be able to maintain a positive yield or may not be able to pay Fund expenses out of current income without impairing the Money Market Fund’s ability to maintain a stable NAV.

Interest rate changes have a greater effect on the price of fixed income securities with longer durations. Duration measures the price sensitivity of a fixed income security to changes in interest rates.

 

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Large Shareholder Transactions Risks

The Fund may experience adverse effects when certain large shareholders, including institutional accounts managed by the Advisor’s affiliates, as well as other series of Wilmington Funds (i.e., funds) that invest in the Fund, purchase or redeem large amounts of Fund shares. Such large shareholder redemptions may cause the Fund to sell portfolio securities at times when it would not otherwise do so, which may negatively impact the Fund’s net asset value and liquidity. Similarly, large Fund share purchases may adversely affect the Fund’s performance to the extent that the Fund is delayed in investing new cash and is required to maintain a larger cash position than it ordinarily would. These transactions also will increase the distribution of taxable income to shareholders if sales of portfolio investments result in gains, and may also increase transaction costs. In addition, a large redemption could result in the Fund’s current expenses being allocated over a smaller asset base, leading to an increase in the Fund’s expense ratio.

Leverage Risks

Leverage risk is created when an investment exposes a Fund to a level of risk that exceeds the amount invested. Changes in the value of such an investment magnify a Fund’s risk of loss and potential for gain.

LIBOR Transition Risks

The Funds may have investments that recently transitioned from, or continue to be tied to, the London Interbank Offered Rate, or “LIBOR,” as the reference or benchmark rate for variable interest rate calculations (including variable or floating rate debt securities or loans and derivatives such as interest rate futures or swaps). LIBOR was a common benchmark interest rate index historically used to make adjustments to variable rate debt instruments, to determine interest rates for a variety of financial instruments and borrowing arrangements and as a reference rate in derivative contracts.

The United Kingdom’s (“UK”) Financial Conduct Authority (“FCA”), the regulator that oversees LIBOR, has ceased publishing a majority of LIBOR rates. In April 2023, the FCA announced that some USD LIBOR settings would continue to be published under a synthetic methodology until September 30 2024 for certain legacy contracts, but any such rates are not considered representative of the underlying market. Under U.S. regulations that implement a statutory fallback mechanism to replace LIBOR, benchmark rates based on the Secured Overnight Financing Rate (“SOFR”) have replaced LIBOR in certain financial contracts. SOFR is a broad measure of the cost of overnight borrowing of cash through repurchase agreements collateralized by U.S. Treasury securities. Actions by regulators have resulted in the establishment of alternative reference rates to LIBOR in most major currencies. Markets are developing in response to these new rates, but questions around liquidity in these rates and how to appropriately adjust these rates to eliminate any economic value transfer at the time of transition remain a significant concern. Proposals for alternative reference rates for other currencies have also been announced or have already begun publication.

While the transition process away from LIBOR has become increasingly well-defined, there remains uncertainty and risks relating to converting certain longer-term securities and transactions to a new Alternative Reference Rate (“ARR”). For example, there can be no assurance that the composition or characteristics of any ARRs or financial instruments in which the Funds invest that utilize ARRs will be similar to or produce the same value or economic equivalence as LIBOR or that these instruments will have the same volume or liquidity. Additionally, while some legacy USD LIBOR instruments may provide for an alternative or fallback rate-setting methodology, there may be significant uncertainty regarding the effectiveness of such methodologies to replicate USD LIBOR; other legacy USD LIBOR instruments may not include such fallback rate-setting provisions at all or may not be able to rely on the statutory fallback mechanism, the effectiveness of which is also uncertain. There also remains significant uncertainty regarding the effectiveness of the Adjustable Interest Rate Act legislation. While it is expected that the market participants will amend legacy financial instruments referencing LIBOR to include such fallback provisions to ARRs, there remains uncertainty regarding the willingness and ability of parties to add or amend such fallback provisions in legacy instruments. Moreover, certain aspects of the transition from LIBOR will rely on the actions of third-party market participants, such as clearing houses, trustees, administrative agents, asset services and certain service providers; the Advisor cannot guarantee the performance of such market participants and any failure on the part of such market participants to manage their part of the LIBOR transition could impact the Funds. The Funds may have instruments linked to other interbank offered rates that may also cease to be published in the future. All of the foregoing may adversely affect the Funds’ performance or NAV.

Liquidity Risks

Trading opportunities are more limited for equity securities that are not widely held. This may make it more difficult to sell or buy a security at a favorable price or time. Consequently, a Fund may have to accept a lower price to sell a security, sell other

 

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securities to raise cash or give up an investment opportunity, any of which could have a negative effect on the Fund’s performance. Infrequent trading of securities may also lead to an increase in their price volatility.

Trading opportunities are more limited for fixed income securities that have not received any credit ratings, have received ratings below investment grade or are not widely held.

Trading opportunities are more limited for CMOs that have complex terms or that are not widely held. These features may make it more difficult to sell or buy a security at a favorable price or time. Consequently, a Fund may have to accept a lower price to sell a security, sell other securities to raise cash or give up an investment opportunity, any of which could have a negative effect on the Fund’s performance. Infrequent trading of securities may also lead to an increase in their price volatility.

Liquidity risk also refers to the possibility that a Fund may not be able to sell a security or close out a derivative contract when it wants to. If this happens, the Fund will be required to continue to hold the security or keep the position open, and the Fund could incur losses.

OTC derivative contracts generally carry greater liquidity risk than exchange-traded contracts.

Master Limited Partnerships (“MLPs”) Risks

The Real Asset Fund may invest MLPs or in an investment company (including “ETFs”) that invests in MLPs. MLPs are limited partnerships in which the ownership units are publicly traded. MLP units are registered with the SEC and are freely traded on a securities exchange or in the OTC market. MLPs often own several properties or businesses (or own interests) that are related to real estate development and oil and gas industries, but they also may finance motion pictures, research and development and other projects. Generally, a MLP is operated under the supervision of one or more managing general partners. Limited partners are not involved in the day-to-day management of the partnership.

The risks of investing directly in a MLP are generally those involved in investing in a partnership as opposed to a corporation. For example, state law governing partnerships is often less restrictive than state law governing corporations. Accordingly, there may be fewer protections afforded investors in a MLP than investors in a corporation. MLPs taxed as partnerships generally do not pay U.S. Federal income tax at the partnership level, subject to the application of certain partnership audit rules. Rather, each partner is allocated a share of the partnership’s income, gains, losses, deduction and expenses. Also, a change in current tax law, or a change in the underlying business mix of a given MLP could result in an MLP being treated as a corporation instead of as a partnership for U.S. federal income tax purposes, which would have the effect of reducing the amount of cash available for distribution by the MLP and could result in a reduction of the value of the underlying fund’s investment, and consequently the shareholder’s investment in the Fund and lower income. Additional risks involved with investing in a MLP are risks associated with the specific industry or industries in which the partnership invests, such as the risks of investing in real estate, or oil and gas industries.

New York Investment Risks

New York Municipal Bond Fund emphasizes investments in New York and is subject to events that may adversely affect New York issuers compared to funds that invest in multiple states. New York’s economy is large and diverse. While several upstate counties benefit from agriculture, manufacturing and high technology industries, New York City nonetheless still dominates the State’s economy through its international importance in economic sectors such as advertising, finance, and banking. Any major changes to the financial conditions of New York City would ultimately have an effect on the State.

Yields on New York municipal securities depend on a variety of factors, including: the general conditions of the short-term municipal note market and the municipal bond market; the size of the particular offering; the maturity of the obligations; and the rating of the issue. Further, any adverse economic conditions or developments affecting the State, counties, municipalities or City of New York could impact the Fund’s portfolio. The ability of this Fund to achieve its investment goal also depends on the continuing ability of the issuers of New York municipal securities and participation interests, or the guarantors of either, to meet their obligations for the payment of interest and principal when due.

Prepayment Risks

Generally, homeowners have the option to prepay their mortgages at any time without penalty. Homeowners frequently refinance high interest rate mortgages when mortgage rates fall. This results in the prepayment of mortgage backed securities

 

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with higher interest rates. Conversely, prepayments due to refinancings decrease when mortgage rates increase. This extends the life of mortgage backed securities with lower interest rates. Other economic factors can also lead to increases or decreases in prepayments. Increases in prepayments of high interest rate mortgage backed securities, or decreases in prepayments of lower interest rate mortgage backed securities, may reduce their yield and price. These factors, particularly the relationship between interest rates and mortgage prepayments makes the price of mortgage backed securities more volatile than many other types of fixed income securities with comparable credit risks.

Mortgage backed securities generally compensate for greater prepayment risk by paying a higher yield. The difference between the yield of a mortgage backed security and the yield of a U.S. Treasury security with a comparable maturity (the spread) measures the additional interest paid for risk. Spreads may increase generally in response to adverse economic or market conditions. A security’s spread may also increase if the security is perceived to have an increased prepayment risk or perceived to have less market demand. An increase in the spread will cause the price of the security to decline.

A Fund may have to reinvest the proceeds of mortgage prepayments in other fixed income securities with lower interest rates, higher prepayment risks, or other less favorable characteristics.

Recent Events Risk

The market values of securities or other assets will fluctuate, sometimes sharply and unpredictably, due to factors such as economic events, governmental actions or intervention, actions taken by the U.S. Federal Reserve or foreign central banks, market disruptions caused by trade disputes, labor strikes or other factors, political developments, armed conflicts, economic sanctions and countermeasures in response to sanctions, major cybersecurity events, the global and domestic effects of widespread or local health, weather or climate events, and other factors that may or may not be related to the issuer of the security or other asset. In addition, the United States and other countries are periodically involved in disputes over trade and other matters, which may result in tariffs, investment restrictions and have adverse impacts on affected companies and securities.

Economies and financial markets throughout the world are increasingly interconnected. Economic, financial or political events, trading and tariff arrangements, public health events, terrorism, wars, natural disasters and other circumstances in one country or region could have profound impacts on global economies or markets. As a result, whether or not the fund invests in securities of issuers located in or with significant exposure to the countries or markets directly affected, the value and liquidity of the fund’s investments may be negatively affected. Ongoing or threatened armed conflicts, for example the conflicts and/or wars among various countries, paramilitary organizations, and other armed political actors in the Middle East, have caused and could continue to cause significant market disruptions and volatility. The hostilities and sanctions resulting from those hostilities have and could continue to have a significant impact on certain fund investments as well as fund performance and liquidity. Following Russia’s invasion of Ukraine in 2022, Russian stocks lost all, or nearly all, of their market value. Other securities or markets could be similarly affected by past or future geopolitical or other events or conditions. Furthermore, events involving limited liquidity, defaults, non-performance or other adverse developments that affect one industry, such as the financial services industry, or concerns or rumors about any events of these kinds, have in the past and may in the future lead to market-wide liquidity problems, may spread to other industries, and could negatively affect the value and liquidity of the fund’s investments.

Raising the ceiling on U.S. government debt has become increasingly politicized. Any failure to increase the total amount that the U.S. government is authorized to borrow could lead to a default on U.S. government obligations, with unpredictable consequences for economies and markets in the U.S. and elsewhere. Recently, inflation and interest rates have been volatile and may increase in the future. These circumstances could adversely affect the value and liquidity of the fund’s investments, impair the fund’s ability to satisfy redemption requests, and negatively impact the fund’s performance. The United States and other countries are periodically involved in disputes over trade and other matters, which may result in tariffs, investment restrictions and adverse impacts on affected companies and securities or the broader U.S. or global economies

Risks Associated with Complex CMOs

CMOs with complex or highly variable prepayment terms, such as companion classes, IOs, POs, Inverse Floaters and residuals, generally entail greater market, prepayment and liquidity risks than other mortgage backed securities. For example, their prices are more volatile and their trading market may be more limited.

 

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Risks Associated with Investing in a Single State

A fund that invests primarily in securities issued by a single state provides a greater level of risk than a fund that is diversified across numerous states and municipal entities. The ability of the state or its municipalities to meet their obligations will depend on the availability of tax and other revenue; economic, political and demographic conditions within the state; and the underlying fiscal condition of the state and its municipalities. In addition, changes in municipal market-related legislation or litigation within the state can significantly affect the financial condition and credit quality of issuers of municipal securities located in that state. For a better understanding of these risks, please see the state-specific risk factors below.

Risks Associated with Non-Investment Grade Securities

The securities in which a Fund may invest may be rated below investment grade. Securities rated below investment grade may be subject to the same risks as those inherent in corporate debt obligations that are rated below investment grade, also known as junk bonds. Junk bonds generally entail greater market, credit and liquidity risks than investment grade securities. For example, their prices are more volatile, economic downturns and financial setbacks may affect their prices more negatively, and their trading market may be more limited.

Risks of Foreign Investing

Foreign securities pose additional risks because foreign economic or political conditions may be less favorable than those of the United States. Securities in foreign markets may also be subject to taxation policies that reduce returns for U.S. investors.

Foreign companies may not provide information (including financial statements) as frequently or to as great an extent as companies in the United States. Foreign companies may also receive less coverage than United States companies by market analysts and the financial press. In addition, foreign countries may lack uniform accounting, auditing and financial reporting standards or regulatory requirements comparable to those applicable to U.S. companies. These factors may prevent a Fund, the Advisor or Sub-Advisor from obtaining information concerning foreign companies that is as frequent, extensive and reliable as the information available concerning companies in the United States.

Foreign countries may have restrictions on foreign ownership of securities or may impose exchange controls, capital flow restrictions or repatriation restrictions which could adversely affect the liquidity of a Fund’s investments.

To the extent a Fund invests in foreign securities, its share price may be more affected by foreign economic and political conditions, taxation policies, and accounting and auditing standards than would otherwise be the case.

Risks of Investing in Emerging Market Countries

Securities issued or traded in emerging markets generally entail greater risks than securities issued or traded in developed markets. For example, their prices may be significantly more volatile than prices in developed countries. Emerging market economies may also experience more severe downturns (with corresponding currency devaluations) than developed countries.

Emerging market countries may have relatively unstable governments and may present the risk of nationalization of businesses, expropriation and confiscatory taxation or, in certain instances, reversion to closed market, centrally planned economies.

Risks Related to Commodities and Natural Resources

An investment in commodities, or in operating companies that have significant exposure to commodities, exposes a Fund to the greater volatility of the commodity markets, to commodity-specific risks (drought, floods, weather, disease, supply/demand imbalances), and to international economic, political and regulatory influences that frequently affect the commodities markets and the operations of companies engaged in natural resources industries. The natural resources industries can be significantly affected by international political and economic developments, energy conservation, the success of exploration projects, commodity prices and tax and other government regulations.

Risks Related to Company Size

Generally, the smaller the market capitalization of a company, the fewer the number of shares traded daily, the less liquid its stock and the more volatile its price. For example, medium capitalization stocks may be less liquid and more volatile than stocks of larger, well-known companies. Market capitalization is determined by multiplying the number of its outstanding shares by the current market price per share.

 

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Companies with smaller market capitalizations also tend to have unproven track records, a limited product or service base, limited access to capital and other attributes that can cause their share prices to fluctuate. Therefore, smaller companies may entail greater risks for investors than larger companies.

Risks Related to Exchange-Traded Notes

The value of ETNs, which combine features of ETFs and bonds, depends on the performance of the index underlying the ETN and the creditworthiness of the ETN’s issuer. Unlike ETFs, ETNs are not structured as investment companies and, unlike bonds, they may have no periodic interest payments. ETNs are not secured by any collateral.

Risks Related to Floating Rate Loans

An investment in floating rate commercial loans (through an investment in another investment company) exposes a Fund to the creditworthiness of the lender from which the interests in the loans are acquired, as well as interest rate, prepayment, credit and counterparty risks that are associated with the underlying borrowers of the loans. No active trading market may exist for certain loans, and existing trading markets could suffer impairment. Depending on market conditions, it may be difficult to value the loans.

Risks Related to Healthcare Strategies

An investment by a Fund in healthcare securities exposes the Fund to the overall condition of the healthcare industry and makes the Fund more susceptible to economic, political and regulatory risks or other occurrences associated with the healthcare industry than a fund that does not focus on healthcare companies.

Risks Related to Hedge Fund Strategies

An investment by a Fund in an investment company that employs one or more hedge fund strategies may have markedly higher investment management fees than other funds. Hedge fund strategies may be narrowly focused on a particular market, security type, activity or event, and would be exposed to greater risk of loss if the investment thesis or assumptions underlying the focus do not occur as anticipated. Hedge fund strategies intended to reduce the Fund’s volatility may fail to do so effectively. The use of leverage by a hedge fund strategy (e.g., through options or short sales) will magnify any losses incurred by the strategy.

Risks Related to Investing for Growth

Due to their relatively high valuations, growth stocks are typically more volatile than value stocks. For instance, the price of a growth stock may experience a larger decline on a forecast of lower earnings, a negative fundamental development, or an adverse market development. Further, growth stocks may not pay dividends or may pay lower dividends than value stocks. This means they depend more on price changes for returns and may be more adversely affected in a down market compared to value stocks that pay higher dividends.

Risks Related to Investing for Value

Due to their relatively low valuations, value stocks are typically less volatile than growth stocks. For instance, the price of a value stock may experience a smaller increase on a forecast of higher earnings, a positive fundamental development, or positive market development. Further, value stocks tend to have higher dividends than growth stocks. This means they depend less on price changes for returns and may lag behind growth stocks in an up market.

Risks Related to Real Estate

An investment in real estate, through investment in a real estate investment trust, exposes a Fund to the risks of owning real estate directly, such as market-specific conditions (economic, supply/demand imbalances), creditworthiness of the issuer, quality of property management, and changing interest rates.

Sector Risks

Companies with similar characteristics may be grouped together in broad categories called sectors. Sector risk is the possibility that a certain sector may underperform other sectors or the market as a whole. As the Advisor or Sub-Advisor allocates more

 

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of a Fund’s portfolio holdings to a particular sector, a Fund’s performance will be more susceptible to any economic, business or other developments which generally affect that sector.

Stock Market Risks

The value of equity securities in the Fund’s portfolio will fluctuate and, as a result, the Fund’s share price may decline suddenly or over a sustained period of time.

Tax Risks

In order to be tax-exempt, municipal securities must meet certain legal requirements. Failure to meet such requirements may cause the interest received and distributed by a Fund to shareholders to be taxable.

Changes or proposed changes in federal tax laws may cause the prices of municipal securities to fall. Further, proposals have been introduced before Congress to restrict or eliminate the federal income tax exemption for interest on municipal bonds. Both President Trump and the Republican members of the House of Representatives have publicly stated that one of their top legislative priorities is significant reform of the Code. There is a substantial lack of clarity around both the timing and the details of any such tax reform and the impact of any potential tax reform. If any such proposal were enacted, it might restrict or eliminate the ability of the Municipal Bond Fund and the New York Municipal Bond Fund to achieve their investment goals. Prospective investors should consult their own tax advisors regarding potential changes in tax laws.

Temporary Defensive Investments

The Funds (except the Money Market Funds) may temporarily depart from their principal investment strategies by investing their assets in cash and shorter-term debt securities and similar obligations (or by holding cash in the Money Market Funds). They may do this to minimize potential losses and maintain liquidity to meet shareholder redemptions during adverse market conditions. This may cause a Fund to fail to meet its investment objective and to give up greater investment returns to maintain the safety of principal, that is, the original amount invested by shareholders. Interest income from temporary investments may be taxable to shareholders as ordinary income.

Except as otherwise provided, the Funds have adopted the investment limitations set forth below. If any percentage restriction on investment or utilization of assets is adhered to at the time an investment is made, a later change in percentage resulting from a change in the market value of a Fund’s assets or redemptions of shares will not be considered a violation of a limitation. Limitations which are designated as fundamental policies may not be changed without the affirmative vote of the lesser of (i) 67% or more of the shares of a Fund present at a shareholders meeting if holders of more than 50% of the outstanding shares of the Fund are present in person or by proxy or (ii) more than 50% of the outstanding shares of a Fund. Limitations which are designated as non-fundamental policies may be changed by the Board without shareholder approval. Shareholders will be notified before any material change in non-fundamental policies becomes effective.

Tracking Error Risks

Factors such as Fund expenses, imperfect correlation between a Fund’s investments and those of its benchmarks, rounding of share prices, changes to the benchmark, regulatory policies, and leverage, may affect its ability to achieve perfect correlation. The magnitude of any tracking error may be affected by a higher portfolio turnover rate. Because an index is just a composite of the prices of the securities it represents rather than an actual portfolio of those securities, an index will have no expenses. As a result, the Fund, which will have expenses such as custody, management fees and other operational costs, and brokerage expenses, may not achieve its investment objective of accurately correlating to an index.

 

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INVESTMENT LIMITATIONS – WILMINGTON LARGE-CAP STRATEGY FUND, WILMINGTON GLOBAL ALPHA EQUITIES FUND, WILMINGTON REAL ASSET FUND, WILMINGTON MUNICIPAL BOND FUND, WILMINGTON NEW YORK MUNICIPAL BOND FUND, WILMINGTON U.S. GOVERNMENT MONEY MARKET FUND, WILMINGTON U.S. TREASURY MONEY MARKET FUND.

 

 

Fundamental Investment Limitations

The following limitations cannot be changed unless authorized by the Board of Trustees (“Board”) and by the “vote of a majority of the Fund’s outstanding voting securities,” as defined by the 1940 Act.

Issuing Senior Securities and Borrowing Money

Each Fund may borrow money, directly or indirectly, and issue senior securities, to the maximum extent permitted under the 1940 Act, any rule or order thereunder, or any SEC staff interpretation thereof.

Underwriting

The Funds may not underwrite the securities of other issuers, except that the Funds may engage in transactions involving the acquisition, disposition or resale of their portfolio securities, under circumstances where the Funds may be considered to be an underwriter under the 1933 Act.

Investing in Real Estate

The Funds will not invest in real estate, except that: (i) the Funds may invest in issuers which invest, deal, or otherwise engage in transactions in real estate or interests therein, or invest in securities that are secured by real estate or interests therein, including real estate investment trusts; (ii) investments in securities of issuers that invest in real estate and investments in mortgage-backed securities, mortgage participations or other instruments supported by interests in real estate are not subject to this limitation; and (iii) the Funds may exercise their rights under agreements relating to such securities, including the right to enforce security interests and hold real estate acquired by reason of such enforcement until that real estate can be liquidated in an orderly manner.

Lending Cash or Securities

The Funds may not make loans, provided that this restriction does not prevent the Funds from purchasing debt obligations, entering into repurchase agreements, lending their assets to broker/dealers or institutional investors and investing in loans, including assignments and participation interests.

Investing in Commodities

The Funds may not purchase or sell physical commodities, provided that the Funds may purchase securities of companies that deal in commodities. For purposes of this restriction, investments in transactions involving futures contracts and options, forward currency contracts, swap transactions and other financial contracts that settle by payment of cash are not deemed to be investments in commodities.

Concentration of Investments

The Funds will not make investments that will result in the concentration of their investments in the securities of issuers primarily engaged in the same industry. For purposes of this restriction, the term “concentration” has the meaning set forth in the 1940 Act, any rule or order thereunder, or any SEC staff interpretation thereof. Government securities and municipal securities will not be deemed to constitute an industry. With respect to any Fund investing in real estate-related securities, industry classifications shall include, but not be limited to, the following: Real Estate Development; Real Estate Operating Companies; Real Estate Services; Diversified Real Estate Activities; Diversified REITs; Industrial REITs; Office REITs; Residential REITs; Retail REITs; Healthcare REITs; Hotel and Resort REITs; and Specialized REITs. These industry classifications are not fundamental and may be changed without the vote of a majority of the outstanding shares of the Funds. Furthermore, a Fund’s investment in an investment company that concentrates its investments in a particular industry or group of industries will not be considered an investment by the Fund in that particular industry or group of industries.

 

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Diversification – all Funds

With respect to securities comprising 75% of the value of its total assets, the Funds will not purchase securities of any one issuer (other than cash; cash items; securities issued or guaranteed by the government of the United States or its agencies or instrumentalities and repurchase agreements collateralized by such U.S. government securities; and securities of other investment companies) if, as a result, more than 5% of the value of its total assets would be invested in the securities of that issuer, or the Funds would own more than 10% of the outstanding voting securities of that issuer.

Non-Fundamental Investment Limitations

The following limitations may be changed by the Board without shareholder approval. Shareholders will be notified before any material change in these limitations becomes effective.

Buying on Margin

Wilmington U.S. Government Money Market Fund and Wilmington U.S. Treasury Money Market Fund: The Fund will not purchase securities on margin, provided that the Fund may obtain short-term credits necessary for the clearance of purchases and sales of securities.

Wilmington New York Municipal Bond Fund: The Fund will not purchase securities on margin, provided that the Fund may obtain short-term credits necessary for the clearance of purchases and sales of securities, and further provided that the Fund may make margin deposits in connection with its use of financial options, forward and spot currency contracts, and other financial contracts or derivative instruments.

Illiquid Securities

A Fund may not purchase or acquire any security if, as a result, more than 15% (5% in the case of the U.S. Government Money Market Fund and the U.S. Treasury Money Market Fund) of its net assets would be invested in securities that are illiquid.

Borrowing Money

The Funds will not borrow money for investment leverage, but rather as a temporary, extraordinary, or emergency measure or to facilitate management of the portfolio by enabling the Funds to meet redemption requests when the liquidation of portfolio assets is deemed to be inconvenient or disadvantageous. The Funds will not purchase any securities while borrowings in excess of 5% of the value of its total assets are outstanding. The Funds do not anticipate entering into reverse repurchase agreements in excess of 5% of their net assets.

Pledging Assets

The Funds will not mortgage, pledge, or hypothecate any of their assets, provided that this shall not apply to the transfer of securities in connection with any permissible borrowing or to collateral arrangements in connection with permissible activities.

Investing in Other Investment Companies

The Funds may invest their assets in securities of other investment companies, including ETFs, as an efficient means of carrying out their investment policies. It should be noted that investment companies incur certain expenses, such as manage-ment fees, and, therefore, any investment by the Funds in shares of other investment companies may be subject to such duplicate expenses. At the present time, the Funds expect that their investments in other investment companies may include shares of money market funds, including funds affiliated with the Funds’ investment advisor, and ETFs.

In applying the Funds’ investment limitation on concentration of investments: (a) utility companies will be divided according to their services, for example, gas, gas transmission, electric and telephone will each be considered a separate industry; (b) financial service companies will be classified according to the end users of their services, for example, automobile finance, bank finance and diversified finance will each be considered a separate industry; and (c) asset-backed securities will be classified according to the underlying assets securing such securities. To conform to the current view of the SEC that only domestic bank instruments may be excluded from industry concentration limitations, as a matter of non-fundamental policy, the Funds

 

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will not exclude foreign bank instruments from industry concentration limits as long as the policy of the SEC remains in effect. In addition, investments in bank instruments, and investments in certain industrial development bonds funded by activities in a single industry, will be deemed to constitute investment in an industry, except when held for temporary defensive purposes. The investment of more than 25% of the value of the Funds’ total assets in any one industry will constitute “concentration.”

Except with respect to borrowing money, if a percentage limitation is adhered to at the time of investment, a later increase or decrease in percentage resulting from any change in value or net assets will not result in a violation of such restriction. None of the Funds has any present intent to borrow money in excess of 5% of the value of its net assets during the coming fiscal year.

For purposes of its policies and limitations, the Funds consider certificates of deposit and demand and time deposits issued by a U.S. branch of a domestic bank or savings and loan having capital, surplus, and undivided profits in excess of $100,000,000 at the time of investment to be “cash items.”

INVESTMENT LIMITATIONS – ALL OTHER FUNDS

 

 

Fundamental Investment Limitations

The following investment restrictions may be changed only by a vote of the majority of the outstanding Shares of a Fund.

All Funds will not:

1. Purchase securities of any one issuer, other than obligations issued or guaranteed by the U.S. Government (and “regulated investment companies” as defined in the Code for each Fund), its agencies or instrumentalities, if, immediately after such purchase, more than 5% of the Fund’s total assets would be invested in such issuer or the Fund would hold more than 10% of the outstanding voting securities of the issuer, except that 25% or less of the Fund’s total assets may be invested without regard to such limitations. There is no limit to the percentage of assets that may be invested in U.S. Treasury bills, notes, or other obligations issued or guaranteed by the U.S. Government, its agencies or instrumentalities.

2. Purchase any securities which would cause more than 25% of the Fund’s total assets at the time of purchase to be invested in securities of one or more issuers conducting their principal business activities in the same industry, provided that (a) there is no limitation with respect to obligations issued or guaranteed by the U.S. Government, its agencies or instrumentalities, and repurchase agreements secured by obligations of the U.S. Government, its agencies or instrumentalities (and “regulated investment companies” as defined in the Code for each Fund); (b) wholly owned finance companies will be considered to be in the industries of their parents if their activities are primarily related to financing the activities of their parents; (c) with respect to all Funds utilities will be divided according to their services (for example, gas, gas transmission, electric and gas, electric, and telephone will each be considered a separate industry); and (d) with respect to all Funds, technology companies will be divided according to their services (for example, medical devices, biotechnology, semi-conductor, software and communications will each be considered a separate industry).

In addition, all Funds will not:

1. Borrow money or issue senior securities except that each Fund may enter into reverse repurchase agreements and may otherwise borrow money or issue senior securities as and to the extent permitted by the 1940 Act or any rule, order or interpretation thereunder. (The 1940 Act currently permits each Fund to borrow up to one-third the value of its total assets at the time of such borrowing.)

2. Make loans, except that the Fund may purchase or hold debt instruments and lend portfolio securities in accordance with its investment objective and policies, make time deposits with financial institutions and enter into repurchase agreements.

3. Purchase securities on margin, except for use of short-term credit necessary for clearance of purchases of portfolio securities, except as may be necessary to make margin payments in connection with derivative securities transactions, and except to the extent disclosed in the current prospectus or statement of additional information of such Fund;

4. Underwrite the securities issued by other persons, except to the extent that the Fund may be deemed to be an underwriter under certain securities laws in the disposition of “restricted securities”;

 

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5. Purchase or sell real estate (although investments in marketable securities of companies engaged in such activities and securities secured by real estate or interests therein are not prohibited by this restriction); and

6. Purchase or sell commodities or commodities contracts, except to the extent disclosed in the current prospectus or statement of additional information of such Fund.

Non-Fundamental Investment Limitations

The following investment restrictions may be changed without the vote of a majority of the outstanding Shares of the Funds. Each Fund may not:

1. Purchase or otherwise acquire any security if, as a result, more than 15% (5% in the case of Wilmington U.S. Government Money Market Fund and the Wilmington U.S. Treasury Money Market Fund) of its net assets would be invested in securities that are illiquid.

2. Purchase securities of other investment companies, except (a) in connection with a merger, consolidation, acquisition or reorganization, and (b) to the extent permitted by the 1940 Act, or pursuant to any exemptions therefrom.

3. Mortgage or hypothecate the Fund’s assets in excess of one-third of such Fund’s total assets.

4. The Wilmington International Fund and Wilmington U.S. Government Money Market Fund may not engage in any short sales. Each Fund other than the International Fund may not engage in short sales of any securities at any time if, immediately after and as a result of the short sale, the market value of securities sold short by such Fund would exceed 25% of the value of that Fund’s net assets.

If any percentage restriction or requirement described above is satisfied at the time of investment, a later increase or decrease in such percentage resulting from a change in asset value will not constitute a violation of such restriction or requirement. Accordingly, any subsequent change in value, net assets or other circumstances will not be considered when determining whether the investment complies with a Fund’s investment policies and limitations. Unless otherwise stated, if a Fund’s holdings of illiquid securities exceeds 15% (5% in the case of Wilmington U.S. Government Money Market Fund and the Wilmington U.S. Treasury Money Market Fund) of its net assets because of changes in the value of the Fund’s investments, the Fund will take action to reduce its holdings of illiquid securities within a time frame deemed to be in the best interest of the Fund.

Certain Funds have adopted a non-fundamental policy as required by Rule 35d-1 under the 1940 Act that, under normal circumstances, at least 80% of the value of the Fund’s net assets, plus the amount of any borrowings for investment purposes, will be invested in a specific type of investment. Derivatives instruments that provide investment exposure to investments in a Fund’s 80% investment policy and derivatives instruments that provide investment exposure to one or more of the market risk factors associated with such securities may be counted towards the Fund’s 80% investment policy. For more information on a Fund’s 80% policy, see the Fund’s “PRINCIPAL INVESTMENT STRATEGIES” section in its Prospectus.

REGULATORY COMPLIANCE

The Money Market Funds may follow non-fundamental operational policies that are more restrictive than their fundamental investment limitations, as set forth in the prospectuses and this SAI, in order to comply with applicable laws and regulations, including the provisions of and regulations under the 1940 Act. In particular, the Money Market Funds are subject to the various requirements of the Rule, which regulates money market mutual funds. The Money Market Funds will determine the effective maturity of their investments according to the Rule, which includes certain maturity shortening provisions. The Money Market Funds may change these operational policies to reflect changes in the laws and regulations without the approval of their shareholders. The discussion of investments in this SAI is qualified by the limitations of the Rule.

In accordance with applicable legal requirements, the Board may, in its discretion, permanently suspend redemptions and liquidate a Money Market Fund if, among other things, (i) the Money Market Fund, at the end of a business day, has less than 10% of its total assets invested in weekly liquid assets; or (ii) the Money Market Fund’s amortized cost price per share has deviated from its market-based NAV per share, or the Board has determined such deviation is likely to occur.

PORTFOLIO TURNOVER

The portfolio turnover rate for each Fund is calculated by dividing the lesser of a Fund’s purchases or sales of portfolio securities for the year by the monthly average value of the portfolio securities. The SEC requires that the calculation exclude all securities whose remaining maturities at the time of acquisition were one year or less.

The portfolio turnover rate for a Fund may vary greatly from year to year, and may also be affected by cash management requirements for share redemptions. High portfolio turnover rates will generally result in higher transaction costs, including brokerage commissions, to a Fund and may result in tax consequences to shareholders. Portfolio turnover will not be a limiting factor in making investment decisions.

 

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DETERMINING MARKET VALUE OF SECURITIES

 

 

MONEY MARKET FUNDS

The Trustees have determined that it is in the best interests of the Money Market Funds and their shareholders to determine the value of portfolio instruments by using amortized cost. Under this method, portfolio instruments are valued at the acquisition cost as adjusted for amortization of premium or accumulation of discount rather than at current market value. Accordingly, neither the amount of daily income nor the NAV is affected by any unrealized appreciation or depreciation of the portfolio. In periods of declining interest rates, the indicated daily yield on Shares of the Fund computed by dividing the annualized daily income on the Fund’s portfolio by the NAV computed as above may tend to be higher than a similar computation made by using a method of valuation based upon market prices and estimates. In periods of rising interest rates, the opposite may be true.

Legislative and regulatory changes and developments may affect the Money Market Funds and their investment strategies, performance, yield and operating expenses.

A Money Market Fund’s use of the amortized cost method of valuing portfolio instruments depends on its compliance with certain conditions in the Rule promulgated by the SEC under the 1940 Act. Under the Rule, the Trustees must establish procedures reasonably designed to stabilize the NAV per share, as computed for purposes of distribution and redemption, at $1.00 per share, taking into account current market conditions and the Fund’s investment objective. The procedures include monitoring the relationship between the amortized cost value per share and the NAV per share based upon available indications of market value. The Trustees will decide what, if any, steps should be taken if there is a difference of more than 0.5 of 1% between the two values. The Trustees will take any steps they consider appropriate (such as redemption in kind or shortening the average portfolio maturity) to eliminate or reduce to the extent reasonably practicable material dilution or other unfair results arising from differences between the two methods of determining NAV. The Money Market Funds cannot guarantee that their NAV will always remain at $1.00 per share.

A low or negative interest rate environment could impact the Fund’s ability to maintain a stable $1.00 share price. During a negative interest rate environment, which causes the Fund to have a negative gross yield, the Fund may reduce the number of shares outstanding on a pro rata basis through reverse distribution mechanisms or other mechanisms to seek to maintain a stable $1.00 price per share, subject to Board approval and to the extent permissible by applicable law and its organizational documents. If the Fund implements share cancellation, it would continue to maintain a stable $1.00 share price by use of the amortized cost method of valuation and/or penny rounding method but the value of an investor’s investment would decline if the Fund reduced the number of shares held by the investor. After a cancellation of shares, the basis of cancelled shares would be added to the basis of shareholders’ remaining Fund shares, and any shareholders disposing of shares at that time may recognize a capital loss unless the “wash sale” rules apply. Dividends, including dividends reinvested in additional shares of the Fund, will nonetheless be fully taxable, even if the number of shares in shareholders’ accounts has been reduced through share cancellation. Due to a lack of guidance regarding share cancellation, however, the tax consequences of such cancellation of shares to the Fund and its shareholders is unclear and may differ from that just described.

Alternatively, a Fund may discontinue using the amortized cost method of valuation to maintain a stable $1.00 price per share and establish a fluctuating NAV per share rounded to four decimal places by using available market quotations or equivalents. If the Fund were to float its NAV, it would no longer maintain a stable $1.00 share price and instead have a share price that fluctuates. An investor in a Fund that floats its NAV would lose money if the investor sells their shares when they are worth less than what the investor originally paid for them.

FIXED INCOME, ALTERNATIVES, ASSET ALLOCATION AND EQUITY FUNDS

Market values of the Equity, Alternatives, Asset Allocation and Fixed Income Funds’ portfolio securities are determined as follows:

 

  •  

for equity securities, according to the last sale price in the market in which they are primarily traded (either a national securities exchange or the over-the-counter market), if available;

 

  •  

in the absence of recorded sales for equity securities, according to the mean between the last closing bid and asked prices;

 

  •  

futures contracts and options are generally valued at market values established by the exchanges on which they are traded at the close of trading on such exchanges. Options traded in the over-the-counter market are generally valued

 

41

 

according to the mean between the last bid and the last asked price for the option as provided by an investment dealer or other financial institution that deals in the option. The Advisor may determine in good faith that another method of valuing such investments is necessary to appraise their fair market value;

 

  •  

for fixed income securities, according to the mean between bid and asked prices as furnished by an independent pricing service, except that fixed income securities with remaining maturities of less than 60 days at the time of purchase may be valued at amortized cost; and

 

  •  

for all other securities at fair value as determined in accordance with procedures approved by and under the general supervision of the Board.

Prices provided by independent pricing services may be determined without relying exclusively on quoted prices and may consider institutional trading in similar groups of securities, yield, quality, stability, risk, coupon rate, maturity, type of issue, trading characteristics, and other market data or factors. From time to time, when prices cannot be obtained from an independent pricing service, securities may be valued based on quotes from broker-dealers or other financial institutions that trade the securities.

TRADING IN FOREIGN SECURITIES

Trading in foreign securities may be completed at times which vary from the closing of the New York Stock Exchange (“NYSE”). In computing its NAV, the Fund values foreign securities at the latest closing price on the exchange on which they are traded immediately prior to the closing of the NYSE. Certain foreign currency exchange rates may also be determined at the latest rate prior to the closing of the NYSE. Foreign securities quoted in foreign currencies are translated into U.S. dollars at the foreign exchange rate in effect at 4:00 p.m. Eastern time, on the day the value of the foreign security is determined. Occasionally, events that affect these values and exchange rates may occur between the times at which they are determined and the closing of the NYSE. If such events materially affect the value of portfolio securities, these securities may be valued at their fair value as determined in good faith by the Advisor, although the actual calculation may be done by others.

WHAT DO SHARES COST?

 

 

Each Fund’s (other than the Money Market Funds’) NAV per Share fluctuates and is based on the market value of all securities and other assets of the Fund. The Money Market Funds seek to maintain a stable NAV of $1.00 per share. Although each of the Money Market Funds seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so and it is possible to lose money by investing in the Money Market Funds.

The NAV for each class of Shares may differ due to the variance in daily net income realized by each class. Such variance will reflect only accrued net income to which the shareholders of a particular class are entitled.

HOW ARE THE FUNDS SOLD?

 

 

Under the Distributor’s Contract with the Funds, ALPS Distributors, Inc. (“Distributor”) offers Shares on a continuous, best-efforts basis.

FRONT-END SALES CHARGE REALLOWANCES

The Distributor receives a front-end sales charge on certain Share sales. The Distributor generally pays up to 90% (and as much as 100%) of this charge to investment professionals for sales and/or administrative services. Any payments to investment professionals in excess of 90% of the front-end sales charge are considered supplemental payments. The Distributor retains any portion not paid to an investment professional, and makes this available for marketing and sales-related activities and expenses, including those of the Advisor and its affiliates.

RULE 12B-1 PLAN (CLASS A SHARES, SERVICE CLASS SHARES AND ADMINISTRATIVE CLASS SHARES)

As a compensation-type plan, the Rule 12b-1 Plan (“Plan”) is designed to pay a financial intermediary (including the Distributor, the Advisor and their affiliates) for activities principally intended to result in the sale of Shares such as advertising and

 

42

marketing of Shares (including printing and disseminating prospectuses and sales literature to prospective shareholders and financial intermediaries) and providing incentives to financial intermediaries to sell Shares, and to provide distribution related and/or recordkeeping and administrative services for Fund shareholders. The Plan is also designed to cover other costs incurred in implementing and operating the Plan. In accordance with the Plan, the Distributor may enter into agreements with financial intermediaries, such as brokers and dealers, relating to distribution and/or marketing services. The Distributor may also enter into Rule 12b-1 related agreements with administrators (including financial intermediaries, fiduciaries, custodians for public funds, and investment advisors) to provide distribution related and other services. The Plan is expected to benefit a Fund in a number of ways. For example, it is anticipated that the Plan will help a Fund attract and retain assets, thus providing cash for orderly portfolio management and Share redemptions and possibly helping to stabilize or reduce other operating expenses.

In addition, the Plan is integral to the multiple class structure of the Funds, which promotes the sale of Shares by providing a range of options to investors. The Funds’ service providers that receive asset-based fees also benefit from stable or increasing Fund assets.

A Fund may compensate a financial intermediary more or less than its actual marketing and administrative expenses. In no event will a Fund pay for any expenses of a financial intermediary that exceed the maximum Plan fee of the Funds’ average daily net assets.

For some classes of Shares, the maximum Plan fee that can be paid in any one year may not be sufficient to cover the marketing-related expenses the financial intermediary has incurred. Therefore, it may take the financial intermediary a number of years to recoup these expenses.

SHAREHOLDER SERVICES PLAN (CLASS A SHARES, SERVICE CLASS SHARES, ADMINISTRATIVE CLASS SHARES, SELECT CLASS SHARES AND INSTITUTIONAL CLASS SHARES)

The Funds may pay financial intermediaries, including the Distributor, the Advisor and their affiliates, a monthly fee computed at an annual rate not to exceed 0.25 of 1% of the average aggregate net asset value of the shares of a class held during the month, for providing shareholder services and maintaining shareholder accounts.

ADDITIONAL PAYMENTS TO FINANCIAL INTERMEDIARIES

In addition to the Rule 12b-1 and/or shareholder services fees that a Fund may pay to financial intermediaries, the Distributor and the Advisor and their affiliates may pay out of their own reasonable resources and legitimate profits amounts (including items of material value) to certain financial intermediaries. While Financial Industry Regulatory Authority (“FINRA”) regulations limit the sales charges that you may bear as a Fund shareholder, there are no limits with regard to the amounts that the Distributor, the Advisor and their affiliates may pay out of their own reasonable resources and legitimate profits. Contact your financial intermediary for information about any payments it receives from the Distributor, the Advisor and their affiliates for any service the financial intermediary provides.

The following examples illustrate the types of instances in which the Distributor, the Advisor and their affiliates may make additional payments to a financial intermediary.

SUPPLEMENTAL PAYMENTS

Financial intermediaries may be paid fees out of the assets of the Distributor, the Advisor and their affiliates.

Financial intermediaries may receive fees for providing distribution-related, recordkeeping or shareholder services such as sponsoring sales, providing sales literature, conducting training seminars for employees, and engineering sales-related computer software programs and systems. Also, financial intermediaries may be paid cash or promotional incentives, such as reimbursement of certain expenses relating to attendance at informational meetings about a Fund or other special events at recreational-type facilities, or items of material value. These payments, subject to applicable limits, if any, will be based upon the amount of Shares the financial intermediary sells or may sell and/or upon the type and nature of sales or marketing support furnished by the financial intermediary.

 

43

Processing Support Payments

The Distributor, the Advisor and their affiliates may make payments to financial intermediaries that sell Fund Shares to help offset their costs associated with client account maintenance support, statement processing and transaction processing. The types of payments that they may make under this category include: payment of ticket charges on a per transaction basis; payment of networking fees; and payment for ancillary services such as setting up funds on the financial intermediaries’ mutual fund trading system.

Retirement Plan Program Servicing Payments

The Distributor, the Advisor and their affiliates may make payments to certain financial intermediaries who sell Fund Shares through retirement plan programs. A financial intermediary may perform retirement plan program services itself or may arrange with a third party to perform retirement plan program services. In addition to participant recordkeeping, reporting, or transaction processing, retirement plan program services may include services rendered to a plan in connection with fund/investment selection and monitoring; employee enrollment and education; plan balance rollover or separation, or other similar services.

Other Benefits to Financial Intermediaries

From time to time, the Distributor, the Advisor and their affiliates, at their expense, may provide additional compensation to financial intermediaries that sell or arrange for the sale of Shares. Such compensation may include financial assistance to financial intermediaries that enable the Distributor, the Advisor and their affiliates to participate in or present at conferences or seminars, sales or training programs for invited employees, client and investor events and other financial intermediary-sponsored events.

The Distributor, the Advisor and their affiliates also may hold or sponsor, at their expense, sales events, conferences and programs for employees or associated persons of financial intermediaries and may pay the travel and lodging expenses of attendees. The Distributor, the Advisor and their affiliates also may provide, at their expense, meals and entertainment in conjunction with meetings with financial intermediaries. Other compensation may be offered to the extent not prohibited by applicable laws, regulations or the rules of any self-regulatory agency, such as FINRA.

UNDERWRITING COMMISSIONS

The following chart reflects the total sales charges paid to M&T Securities, Manufacturers and Traders Trust Company, and Wilmington Trust Retirement and Investment Services (together, “M&T”), affiliates of the Advisor, in connection with the sale of Class A Shares of the Funds and the amount retained by the Distributor for the last three fiscal years ended April 30, 2026, April 30, 2025 and April 30, 2024:

 

     2026      2025      2024  

Fund/Class

    Total Sales
Charges		      Amount
Retained		      Total Sales
Charges		      Amount
Retained		      Total Sales
Charges		      Amount
Retained 		 
Wilmington International Fund Class A    $ 0        —      $ 0        —      $ 0        —  
Wilmington Global Alpha Equities Fund Class A    $ 0        —      $ 0        —      $ 27        —  
Wilmington Real Asset Fund Class A    $ 0        —      $ 0        —      $ 0        —  
Wilmington Enhanced Dividend Income Strategy Fund Class A    $ 0        —      $ 0        —      $ 8        —  
Wilmington Broad Market Bond Fund Class A    $ 0        —      $ 0        —      $ 0        —  
Wilmington Municipal Bond Fund Class A    $ 0        —      $ 0        —      $ 23        —  
Wilmington New York Municipal Bond Fund Class A    $ 0        —      $ 0        —      $ 22        —  

EXCHANGING SECURITIES FOR SHARES

 

 

You may contact the Distributor to request a purchase of Shares in exchange for securities you own. The Funds reserve the right to determine whether to accept your securities and the minimum market value to accept. The Funds will value your securities in the same manner as it values its assets. This exchange is treated as a sale of your securities for federal tax purposes.

 

44

SUB-ACCOUNTING SERVICES

 

 

Certain investment professionals may wish to use the transfer agent’s sub-accounting system to minimize their internal recordkeeping requirements. The transfer agent may charge a fee based on the level of sub-accounting services rendered. Investment professionals holding Shares in a fiduciary, agency, custodial, or similar capacity may charge or pass through sub-accounting fees as part of or in addition to normal trust or agency account fees. They may also charge fees for other services that may be related to the ownership of Shares. This information should, therefore, be read together with any agreement between the customer and the investment professional about the services provided, the fees charged for those services, and any restrictions and limitations imposed.

REDEMPTIONS

 

 

Under normal circumstances, each Fund intends to pay Share redemptions in cash. On a less regular basis, a Fund may satisfy redemption requests in cash by borrowing money through drawing on a line of credit from a bank. Each Fund further reserves the right, as described below, to pay the redemption price in whole or in part by a distribution of a Fund’s portfolio securities. The redemption in kind methods will only be used on special circumstances and may need to be used in stressed market conditions.

REDEMPTION IN KIND

 

 

Because the Funds have elected to be governed by Rule 18f-1 under the 1940 Act, each Fund is obligated to pay Share redemptions to any one shareholder in cash only up to the lesser of $250,000 or 1% of the net assets represented by such Share class during any 90-day period. Any Share redemption payment greater than this amount will also be in cash unless the Funds’ Board determines that payment should be in kind. In such a case, the Fund will pay all or a portion of the remainder of the redemption in portfolio securities, valued in the same way as the Fund determines its NAV. The portfolio securities will be selected in a manner that the Funds’ Board deems fair and equitable and, to the extent available, such securities will be readily marketable. The redemption in kind will either be done through a distribution of a pro rata slice of the Funds’ portfolio of securities, selected individual portfolio securities, or a representative basket of portfolio securities.

Redemption in kind is not as liquid as a cash redemption. If redemption is made in kind, shareholders receiving the portfolio securities and selling them before their maturity could receive less than the redemption value of the securities and could incur certain transaction costs.

ACCOUNT AND SHARE INFORMATION

 

 

VOTING RIGHTS

Each Share of a Fund gives the shareholder one vote in Trustee elections and other matters submitted to shareholders for vote.

All Shares of the Trust have equal voting rights, except that in matters affecting only a particular Fund or class, only Shares of that Fund or class are entitled to vote.

Trustees may be removed by the Board or by shareholders at a special meeting. A special meeting of shareholders will be called by the Board upon the written request of shareholders who own at least 10% of the Trust’s outstanding shares of all series entitled to vote.

 

45

As of July 31, 2026, the following shareholders owned of record, beneficially, or both, 5% or more of the outstanding shares:

 

Fund/Class

  

Account Name and Address

           % Owned of
Class		  
LARGE-CAP STRATEGY FUND CLASS I   SEI PRIVATE TRUST COMPANY           47.01 % 
  C/O M&T BANK ID 337        
  ATTN: MUTUAL FUND ADMINISTRATOR        
  ONE FREEDOM VALLEY DRIVE        
  OAKS, PA 19456        
  LPL FINANCIAL           17.46 % 
  FBO CUSTOMER ACCOUNTS        
  ATTN: MUTUAL FUND OPERATIONS        
  4707 EXECUTIVE DRIVE        
  SAN DIEGO, CA 92121-3091        
  SEI PRIVATE TRUST COMPANY           5.57 % 
  C/O WILMINGTON BANK ID 337        
  ONE FREEDOM VALLEY DRIVE        
  OAKS, PA 19456        
 

SEI PRIVATE TRUST CO.

          17.29 % 
 

C/O ID 337

       
 

ATTN: MUTUAL FUNDS ADMIN

        
 

ONE FREEDOM VALLEY DRIVE

       
  OAKS, PA 19456        
INTERNATIONAL FUND CLASS A   LPL FINANCIAL           24.63 % 
  FBO CUSTOMER ACCOUNTS        
  ATTN: MUTUAL FUND OPERATIONS        
  4707 EXECUTIVE DRIVE        
  SAN DIEGO, CA 92121-3091        
  CHARLES SCHWAB           6.03 % 
  FOR SPECIAL CUSTODY ACOUNT        
  FBO OF OUR CUSTOMERS        
  ATTN: MUTUAL FUND        
  101 MONTGOMERY STREET        
  SAN FRANCISCO, CA 94104-4151        
  NATIONAL FINANCIAL SERVICES LLC           6.30 % 
  499 WASHINGTON BLVD        
  JERSEY CITY, NJ 07310        
INTERNATIONAL FUND CLASS I   SEI PRIVATE TRUST CO           46.78 % 
  C/O M&T BANK ID 337        
  ATTN: MUTUAL FUNDS ADMINISTRATOR        
  1 FREEDOM VALLEY DR        
  OAKS PA 19456-9989        
  SEI PRIVATE TRUST CO           30.04 % 
  C/O M&T BANK ID 337        
  ATTN: MUTUAL FUNDS ADMINISTRATOR        
  1 FREEDOM VALLEY DR        
  OAKS PA 19456-9989        
  LPL FINANCIAL           13.78 % 
  FBO CUSTOMER ACCOUNTS        
  ATTN: MUTUAL FUND OPERATIONS        
  4707 EXECUTIVE DRIVE        
  SAN DIEGO, CA 92121-3091        

 

46

Fund/Class

  

Account Name and Address

           % Owned of
Class		  
GLOBAL ALPHA EQUITIES FUND CLASS A  

LPL FINANCIAL

           78.71 % 
 

FBO CUSTOMER ACCOUNTS

        
 

ATTN: MUTUAL FUND OPERATIONS

        
  4707 EXECUTIVE DRIVE        
  SAN DIEGO, CA 92121-3091        
  NATIONAL FINANCIAL SERVICES LLC           8.71 % 
  499 WASHINGTON, BLVD        
  JERSEY CITY, NJ 07310        
 

NATIONAL FINANCIAL SERVICES LLC

           5.51 % 
 

499 WASHINGTON, BLVD

        
 

JERSEY CITY, NJ 07310

        
GLOBAL ALPHA EQUITIES FUND CLASS I   SEI PRIVATE TRUST COMPANY           45.50 % 
  C/O M&T Bank ID 337        
  ATTN: MUTUAL FUND ADMINISTRATOR        
  ONE FREEDOM VALLEY DRIVE        
  OAKS, PA 19456        
  SEI PRIVATE TRUST COMPANY           24.41 % 
  C/O M&T BANK ID 337        
  ATTN: MUTUAL FUND ADMINISTRATOR        
  ONE FREEDOM VALLEY DRIVE        
  OAKS, PA 19456        
  LPL FINANCIAL           16.23 % 
  FBO CUSTOMER ACCOUNTS        
  ATTN: MUTUAL FUND OPERATIONS        
  4707 EXECUTIVE DRIVE        
  SAN DIEGO, CA 92121-3091        
  SEI PRIVATE TRUST COMPANY           10.74 % 
  C/O M&T BANK ID 337        
  ATTN: MUTUAL FUND ADMINISTRATOR        
  ONE FREEDOM VALLEY DR        
  OAKS, PA 19456        
REAL ASSET FUND CLASS A  

LPL FINANCIAL

           82.39 % 
 

FBO CUSTOMER ACCOUNTS

        
 

ATTN: MUTUAL FUND OPERATIONS

        
  4707 EXECUTIVE DRIVE        
  SAN DIEGO, CA 92121-3091        
REAL ASSET FUND CLASS I   SEI PRIVATE TRUST COMPANY           40.70 % 
  C/O M&T Bank ID 337        
  ATTN: MUTUAL FUND ADMINISTRATOR        
  ONE FREEDOM VALLEY DRIVE        
  OAKS, PA 19456        
  SEI PRIVATE TRUST COMPANY           28.66 % 
  C/O M&T Bank ID 337        
  ATTN: MUTUAL FUND ADMINISTRATOR        
  ONE FREEDOM VALLEY DRIVE        
  OAKS, PA 19456        
  SEI PRIVATE TRUST COMPANY           17.09 % 
  C/O M&T BANK ID 337        
  ATTN: MUTUAL FUNDS ADMINISTRATOR        
  ONE FREEDOM VALLEY DRIVE        
  OAKS PA 19456        

 

47

Fund/Class

  

Account Name and Address

           % Owned of
Class		  
  LPL FINANCIAL           11.14 % 
  FBO CUSTOMER ACCOUNTS        
  ATTN: MUTUAL FUND OPERATIONS        
  4707 EXECUTIVE DRIVE        
  SAN DIEGO, CA 92121-3091        
ENHANCED DIVIDEND INCOME STRATEGY FUND CLASS A  

LPL FINANCIAL

FBO CUSTOMER ACCOUNTS

ATTN: MUTUAL FUND OPERATIONS

4707 EXECUTIVE DRIVE

SAN DIEGO, CA 92121-3091

        

 

87.27

% 

ENHANCED DIVIDEND INCOME STRATEGY FUND CLASS I   SEI PRIVATE TRUST CO           56.57 % 
  C/O M&T BANK ID 337        
  ATTN: MUTUAL FUNDS ADMINISTRATOR        
  1 FREEDOM VALLEY DRIVE        
  OAKS, PA 19456-9989        
 

LPL FINANCIAL

FBO CUSTOMER ACCOUNTS

ATTN: MUTUAL FUND OPERATIONS

4707 EXECUTIVE DRIVE

SAN DIEGO, CA 92121-3091

           25.33 % 
  SEI PRIVATE TRUST CO           13.34 % 
  C/O M&T BANK ID 337        
  ATTN: MUTUAL FUNDS ADMINISTRATOR        
  1 FREEDOM VALLEY DRIVE        
  OAKS, PA 19456-9989        
BROAD MARKET BOND FUND CLASS A   LPL FINANCIAL           71.94 % 
  FBO CUSTOMER ACCOUNTS        
  ATTN: MUTUAL FUND OPERATIONS        
  4707 EXECUTIVE DRIVE        
  SAN DIEGO, CA 92121-3091        
  KATHLEEN S FOLEY           7.82 % 
  MING JIAO JTWROS        
  KENT, WA 98042-8532        
BROAD MARKET BOND FUND CLASS I   SEI PRIVATE TRUST COMPANY           34.65 % 
  C/O M&T BANK ID 337        
  ATTN: MUTUAL FUNDS ADMINISTRATOR        
  1 FREEDOM VALLEY DR        
  OAKS PA 19456-9989        
  LPL FINANCIAL           31.79 % 
  FBO CUSTOMER ACCOUNTS        
  ATTN: MUTUAL FUND OPERATIONS        
  4707 EXECUTIVE DRIVE        
  SAN DIEGO, CA 92121-3091        
  SEI PRIVATE TRUST COMPANY           22.83 % 
  C/O M&T BANK ID 337        
  ATTN: MUTUAL FUNDS ADMINISTRATOR        
  1 FREEDOM VALLEY DR        
  OAKS PA 19456-9989        
  SEI PRIVATE TRUST COMPANY           6.64 % 
  C/O M&T BANK ID 337        
  ATTN: MUTUAL FUNDS ADMINISTRATOR        
  1 FREEDOM VALLEY DR        
  OAKS PA 19456-9989        

 

48

Fund/Class

  

Account Name and Address

           % Owned of
Class		  
MUNICIPAL BOND FUND CLASS A  

LPL FINANCIAL

           42.36 % 
 

FBO CUSTOMER ACCOUNTS

        
 

ATTN: MUTUAL FUND OPERATIONS

        
 

4707 EXECUTIVE DRIVE

        
  SAN DIEGO, CA 92121-3091        
  MAUREEN M ALLISON REV TRUST DTD 6-10           6.97 % 
  FULTON, MD 20759        
MUNICIPAL BOND FUND CLASS I   SEI PRIVATE TRUST COMPANY           61.38 % 
  C/O M&TBANK ID 337        
  ATTN: MUTUAL FUND ADMINISTRATOR        
  ONE FREEDOM VALLEY DRIVE        
  OAKS, PA 19456        
  LPL FINANCIAL           18.22 % 
  FBO CUSTOMER ACCOUNTS        
  ATTN: MUTUAL FUND OPERATIONS        
  4707 EXECUTIVE DRIVE        
  SAN DIEGO, CA 92121-3091        
  SEI PRIVATE TRUST COMPANY           15.23 % 
  C/O M&T BANK ID 337        
  ATTN: MUTUAL FUNDS ADMINISTRATOR        
  1 FREEDOM VALLEY DR        
  OAKS PA 19456-9989        
NEW YORK MUNICIPAL BOND FUND CLASS A   LPL FINANCIAL           72.48 % 
  FBO CUSTOMER ACCOUNTS        
  ATTN: MUTUAL FUND OPERATIONS        
  4707 EXECUTIVE DRIVE        
  SAN DIEGO, CA 92121-3091        
  VANGUARD BROKERAGE SERVICES           10.47 % 
  100 VANGUARD BLVD.        
  MALVERN, PA 19355        
  NATIONAL FINANCIAL SERVICES LLC           7.68 % 
  499 WASHINGTON BLVD.        
  JERSEY CITY, NJ 07310        
NEW YORK MUNICIPAL BOND FUND CLASS I   LPL FINANCIAL           76.07 % 
  FBO CUSTOMER ACCOUNTS        
  ATTN: MUTUAL FUND OPERATIONS        
  4707 EXECUTIVE DRIVE        
  SAN DIEGO, CA 92121-3091        
  SEI PRIVATE TRUST COMPANY           12.33 % 
  C/O M&T BANK ID 337        
  ATTN: MUTUAL FUNDS ADMINISTRATOR        
  1 FREEDOM VALLEY DR        
  OAKS PA 19456-9989        
  SEI PRIVATE TRUST COMPANY           8.11 % 
  C/O M&T BANK ID 337        
  ATTN: MUTUAL FUNDS ADMINISTRATOR        
  1 FREEDOM VALLEY DR        
  OAKS PA 19456-9989        

 

49

Fund/Class

  

Account Name and Address

           % Owned of
Class		  
U.S. GOVERNMENT MONEY MARKET FUND SERVICE CLASS   MANUFACTURERS & TRADERS           30.73 % 
  TICE & CO 8TH FLOOR        
  ATTN TR DEPT CASH MGMT CLERK        
  PO BOX 1377        
  BUFFALO NY 14240-1377        
  MATRIX TRUST COMPANY AS TTEE FBO           20.81 % 
  WESTERN DIGITAL CORPORATION        
  DEFERRED COMPENSATION PLAN        
  PO BOX 52129        
  PHOENIX AZ 85072        
  NEW COUNTRY VILLAGE           8.23 % 
  8233 PARK RIDGE PATH STE 2        
  LIVERPOOL NY 13090-4111        
U.S. GOVERNMENT MONEY MARKET ADMININSTRATIVE CLASS   MANUFACTURERS & TRADERS           99.43 % 
  TICE & CO 8TH FLOOR        
  ATTN TR DEPT CASH MGMT CLERK        
  PO BOX 1377        
  BUFFALO NY 14240-1377        
U.S. GOVERNMENT MONEY MARKET FUND SELECT CLASS   MANUFACTURERS & TRADERS           33.70 % 
  TICE & CO 8TH FLOOR        
  ATTN TR DEPT CASH MGMT CLERK        
  PO BOX 1377        
  BUFFALO NY 14240-1377        
  M&T BANK           63.54 % 
  COMMERCIAL SWEEP ACCOUNTS        
  ATTN: SWEEP OPERATIONS        
  626 COMMERCE DR        
  AMHERST NY 14228-2307        
U.S. GOVERNMENT MONEY MARKET FUND INSTITUTIONAL CLASS   MANUFACTURERS & TRADERS           98.21 % 
  TICE & CO 8TH FLOOR        
  ATTN TR DEPT CASH MGMT CLERK        
  PO BOX 1377        
  BUFFALO NY 14240-1377        
U.S. GOVERNMENT MONEY MARKET FUND PREFERRED INSTITUTIONAL CLASS   MANUFACTURERS & TRADERS           99.99 % 
  TICE & CO 8TH FLOOR        
  ATTN TRUST DEPT CASH MGMT CLERK        
  PO BOX 1377        
  BUFFALO NY 14240-1377        
U.S. TREASURY MONEY MARKET FUND SERVICE CLASS   ARTHUR P. HERMAN           89.19 % 
  SAN FRANCISCO CA 94118-1204        
  NOAH R COMINGS RP COV ESA           6.25 % 
  NORTH TONAWANDA NY 14120-1203        

 

50

Fund/Class

  

Account Name and Address

           % Owned of
Class		  
U.S. TREASURY MONEY MARKET FUND ADMINISTRATIVE CLASS   CBNA AS CUSTODIAN FBO           78.59 % 
  MACKENZIE HUGHES RETIREMENT PLAN        
  UTICA NY 13502-6374        
  MANUFACTURERS & TRADERS           14.85 % 
  TICE & CO 8TH FLOOR        
  ATTN TR DEPT CASH MGMT CLERK        
  PO BOX 1377        
  BUFFALO NY 14240-1377        
U.S. TREASURY MONEY MARKET FUND SELECT CLASS   MANUFACTURERS & TRADERS           35.05 % 
  TICE & CO 8TH FLOOR        
  ATTN TR DEPT CASH MGMT CLERK        
  PO BOX 1377        
  BUFFALO NY 14240-1377        
  M&T BANK           47.78 % 
  COMMERCIAL SWEEP ACCOUNTS        
  ATTN: SWEEP OPERATIONS        
  626 COMMERCE DR        
  AMHERST NY 14228-2307        
  M&T BANK           14.87 % 
  BUSINESS BANKING AGILETICS ACCOUNTS        
  ATTN; SWEEP OPERATIONS        
  626 COMMERCE DRIVE        
  AMHERST, NY 14228-3207        
U.S. TREASURY MONEY MARKET FUND INSTITUTIONAL CLASS   MANUFACTURERS & TRADERS           100.00 % 
  TICE & CO 8TH FLOOR        
  ATTN TR DEPT CASH MGMT CLERK        
  PO BOX 1377        
  BUFFALO NY 14240-1377        
U.S. TREASURY MONEY MARKET FUND PREFERRED INSTITUTIONAL CLASS   MANUFACTURERS & TRADERS           99.92 % 
  TICE & CO 8TH FLOOR        
  ATTN TR DEPT CASH MGMT CLERK        
  PO BOX 1377        
  BUFFALO NY 14240-1377        

 

51

Shareholders owning 25% or more of outstanding shares may be in control and be able to affect the outcome of certain matters presented for a vote of shareholders.

 

Shareholder

   

Fund and % Owned

SEI Private Trust Co, C/ O M&T Bank, One Freedom Valley Drive, Oaks, PA 19456   

Broad Market Bond Fund, Class I – 64.12%

International Fund, Class I – 76.82%

Real Asset Fund, Class I – 86.45%

Large-Cap Strategy Fund, Class I – 69.87%

Municipal Bond Fund, Class I – 76.61%

Enhanced Dividend Income Strategy Fund, Class I – 69.91%

Global Alpha Equities Fund, Class I – 80.65%

LPL Financial, 4707 Executive Drive, San Diego, CA 92121-3091   

Enhanced Dividend Income Strategy Fund, Class A – 87.27%

Enhanced Dividend Income Strategy Fund, Class I – 25.33%

Global Alpha Equities Fund, Class A – 78.71%

Broad Market Bond Fund, Class I – 31.79%

Broad Market Bond, Class A – 71.94%

Municipal Bond Fund, Class A – 42.36%

New York Municipal Bond Fund, Class A – 72.48%

New York Municipal Bond Fund, Class I – 76.07%

Real Asset Fund, Class A – 82.39%

Manufacturers & Traders Trust Co. TICE & Co., PO Box 1377, Buffalo, NY 14240   

U.S. Government Money Market Fund, Administrative

Class – 99.43%

U.S. Government Money Market Fund, Service

Class – 30.73%

U.S. Government Money Market Fund, Select Class – 33.70%

U.S. Government Money Market Fund, Institutional

Class – 98.21%

U.S. Government Money Market Fund, Preferred Institutional Class – 99.99%

U.S. Treasury Money Market Fund, Select Class – 35.05%

U.S. Treasury Money Market Fund, Institutional Class – 100.00%

U.S. Treasury Money Market Fund, Preferred Institutional Class – 99.92%

Arthur P. Herman, San Francisco, CA 94118-1204    U.S. Treasury Money Market Fund, Service Class – 89.19%
M&T Bank Commercial Sweep Accounts Attn: Sweep Operations, 626 Commerce Drive Amherst, NY 14228-2307    U.S. Treasury Money Market Fund, Select Class – 47.78%
M&T Bank Commercial Sweep Accounts Attn: Sweep Operations 626 Commerce Drive Amherst NY 14228-2307    U.S. Government Money Market Fund, Select Class – 63.54%
CBNA as Custodian FBO Mackenzie Hughes Retirement Plan, Utica, NY 13502-6374    U.S. Treasury Money Market Fund, Administrative Class – 78.59%

Disclosures

Pershing

Pershing LLC is a single member Delaware Limited Liability Company and a wholly owned subsidiary of Pershing Group LLS (“parent”) which is a wholly owned subsidiary of The Bank of New York Mellon Corporation (“BNYM”).

Manufacturers & Traders

Manufacturers and Traders Trust Company (“M&T Bank”).

 

52

TAX INFORMATION

The following is a summary of certain additional tax considerations generally affecting a Fund (sometimes referred to as “the Fund”) and its shareholders that are not described in the Prospectus. No attempt is made to present a detailed explanation of the tax treatment of the Fund or its shareholders, and the discussion here and in the Prospectus is not intended as a substitute for careful tax planning.

This “Tax Information” section is based on the Code and applicable regulations in effect on the date of this SAI. Future legislative, regulatory or administrative changes, including provisions of current law that sunset and thereafter no longer apply, or court decisions may significantly change the tax rules applicable to the Fund and its shareholders. Any of these changes or court decisions may have a retroactive effect.

This is for general information only and not tax advice. All investors should consult their own tax advisors as to the federal, state, local and foreign tax provisions applicable to them.

TAXATION OF THE FUND

The Funds have elected and intend to qualify each year as a regulated investment company (sometimes referred to as a “RIC” or “fund”) under Subchapter M of the Code. If the Fund so qualifies, the Fund will not be subject to federal income tax on the portion of its investment company taxable income (that is, generally, taxable interest, dividends, net short-term capital gains, and other taxable ordinary income, net of expenses, without regard to the deduction for dividends paid) and net capital gain (that is, the excess of net long-term capital gains over net short-term capital losses) that it distributes to shareholders.

Qualification as a Regulated Investment Company

In order to qualify for treatment as a regulated investment company, the Fund must satisfy the following requirements:

 

  •  

Distribution Requirement — the Fund must distribute an amount equal to the sum of at least 90% of its investment company taxable income and 90% of its net tax-exempt income, if any, for the tax year (including, for purposes of satisfying this distribution requirement, certain distributions made by the Fund after the close of its taxable year that are treated as made during such taxable year).

 

  •  

Income Requirement — the Fund must derive at least 90% of its gross income from dividends, interest, certain payments with respect to securities loans, and gains from the sale or other disposition of stock, securities or foreign currencies, or other income (including, but not limited to, gains from options, futures or forward contracts) derived from its business of investing in such stock, securities or currencies and net income derived from qualified publicly traded partnerships (“QPTPs”).

 

  •  

Asset Diversification Test — the Fund must satisfy the following asset diversification test at the close of each quarter of the Fund’s tax year: (1) at least 50% of the value of the Fund’s assets must consist of cash and cash items, U.S. Government securities, securities of other regulated investment companies, and securities of other issuers (as to which the Fund has not invested more than 5% of the value of the Fund’s total assets in securities of an issuer and as to which the Fund does not hold more than 10% of the outstanding voting securities of the issuer); and (2) no more than 25% of the value of the Fund’s total assets may be invested in the securities of any one issuer (other than U.S. Government securities or securities of other regulated investment companies) or of two or more issuers which the Fund controls and which are engaged in the same or similar trades or businesses, or, in the securities of one or more QPTPs.

In some circumstances, the character and timing of income realized by the Fund for purposes of the Income Requirement or the identification of the issuer for purposes of the Asset Diversification Test is uncertain under current law with respect to a particular investment, and an adverse determination or future guidance by the IRS with respect to such type of investment may adversely affect the Fund’s ability to satisfy these requirements. See, “Tax Treatment of Portfolio Transactions” below with respect to the application of these requirements to certain types of investments. In other circumstances, the Fund may be required to sell portfolio holdings in order to meet the Income Requirement, Distribution Requirement, or Asset Diversification Test, which may have a negative impact on the Fund’s income and performance.

The Fund may use “equalization” (in lieu of making some cash distributions) in determining the portion of its income and gains that has been distributed. If the Fund uses equalization, it will allocate a portion of its undistributed investment company taxable income and net capital gain to redemptions of Fund shares and will correspondingly reduce the amount of such income

 

53

and gains that it distributes in cash. If the IRS determines that the Fund’s allocation is improper and that the Fund has under-distributed its income and gain for any taxable year, the Fund may be liable for federal income and/or excise tax. If, as a result of such adjustment, the Fund fails to satisfy the Distribution Requirement, the Fund will not qualify that year as a regulated investment company the effect of which is described in the following paragraph.

If for any taxable year the Fund does not qualify as a regulated investment company, all of its taxable income (including its net capital gain) would be subject to tax at the corporate income tax rate without any deduction for dividends paid to shareholders, and the dividends would be taxable to the shareholders as ordinary income (or possibly as qualified dividend income) to the extent of the Fund’s current and accumulated earnings and profits. Failure to qualify as a regulated investment company would thus have a negative impact on the Fund’s income and performance. Subject to savings provisions for certain failures to satisfy the Income Requirement or Asset Diversification Test, which, in general, are limited to those due to reasonable cause and not willful neglect, it is possible that the Fund will not qualify as a regulated investment company in any given tax year. Even if such savings provisions apply, the Fund may be subject to a monetary sanction of $50,000 or more. Moreover, the Board reserves the right not to maintain the qualification of the Fund as a regulated investment company if it determines such a course of action to be beneficial to shareholders.

Portfolio Turnover

For investors that hold their Fund shares in a taxable account, a high portfolio turnover rate (except in a money market fund that maintains a stable net asset value) may result in higher taxes. This is because a fund with a high turnover rate is likely to accelerate the recognition of capital gains and more of such gains are likely to be taxable as short-term rather than long-term capital gains in contrast to a comparable fund with a low turnover rate. Any such higher taxes would reduce the Fund’s after-tax performance. See, “Taxation of Fund Distributions — Distributions of Capital Gains” below. For non-U.S. investors, any such acceleration of the recognition of capital gains that results in more short-term and less long-term capital gains being recognized by the Fund may cause such investors to be subject to increased U.S. withholding taxes. See, “Non-U.S. Investors — Capital Gain Dividends” and “—Interest-Related Dividends and Short-Term Capital Gain Dividends” below.

Capital Loss Carryovers

The capital losses of the Fund, if any, do not flow through to shareholders. Rather, the Fund may use its capital losses, subject to applicable limitations, to offset its capital gains without being required to pay taxes on or distribute to shareholders such gains that are offset by the losses. If the Fund has a “net capital loss” (that is, capital losses in excess of capital gains), the excess (if any) of the Fund’s net short-term capital losses over its net long-term capital gains is treated as a short-term capital loss arising on the first day of the Fund’s next taxable year, and the excess (if any) of the Fund’s net long-term capital losses over its net short-term capital gains is treated as a long-term capital loss arising on the first day of the Fund’s next taxable year. Any such net capital losses of the Fund that are not used to offset capital gains may be carried forward indefinitely to reduce any future capital gains realized by the Fund in succeeding taxable years.

The amount of capital losses that can be carried forward and used in any single year is subject to an annual limitation if there is a more than 50% “change in ownership” of the Fund. An ownership change generally results when shareholders owning 5% or more of the Fund increase their aggregate holdings by more than 50% over a three-year look-back period. An ownership change could result in capital loss carryovers being used at a slower rate, thereby reducing the Fund’s ability to offset capital gains with those losses. An increase in the amount of taxable gains distributed to the Fund’s shareholders could result from an ownership change. The Fund undertakes no obligation to avoid or prevent an ownership change, which can occur in the normal course of shareholder purchases and redemptions or as a result of engaging in a tax-free reorganization with another fund. Moreover, because of circumstances beyond the Fund’s control, there can be no assurance that the Fund will not experience, or has not already experienced, an ownership change. Additionally, if the Fund engages in a tax-free reorganization with another fund, the effect of these and other rules not discussed herein may be to disallow or postpone the use by the Fund of its capital loss carryovers (including any current year losses and built-in losses when realized) to offset its own gains or those of the other fund, or vice versa, thereby reducing the tax benefits Fund shareholders would otherwise have enjoyed from use of such capital loss carryovers.

Deferral of Late Year Losses

The Fund may elect to treat part or all of any “qualified late year loss” as if it had been incurred in the succeeding taxable year in determining the Fund’s taxable income, net capital gain, net short-term capital gain, and earnings and profits. The effect of

 

54

this election is to treat any such “qualified late year loss” as if it had been incurred in the succeeding taxable year in characterizing Fund distributions for any calendar year (see, “Taxation of Fund Distributions — Distributions of Capital Gains” below). A “qualified late year loss” includes:

 

  (i)

any net capital loss incurred after October 31 of the current taxable year, or, if there is no such loss, any net long-term capital loss or any net short-term capital loss incurred after October 31 of the current taxable year (“post-October capital losses”), and

 

  (ii)

the sum of (1) the excess, if any, of (a) specified losses incurred after October 31 of the current taxable year, over (b) specified gains incurred after October 31 of the current taxable year and (2) the excess, if any, of (a) ordinary losses incurred after December 31 of the current taxable year, over (b) the ordinary income incurred after December 31 of the current taxable year.

The terms “specified losses” and “specified gains” mean ordinary losses and gains from the sale, exchange, or other disposition of property (including the termination of a position with respect to such property), foreign currency losses and gains, and losses and gains resulting from holding stock in a passive foreign investment company (“PFIC”) for which a mark-to-market election is in effect. The terms “ordinary losses” and “ordinary income” mean other ordinary losses and income that are not described in the preceding sentence.

Undistributed Capital Gains

The Fund may retain or distribute to shareholders its net capital gain for each taxable year. The Fund currently intends to distribute net capital gains. If the Fund elects to retain its net capital gain, the Fund will be taxed thereon (except to the extent of any available capital loss carryovers) at the corporate income tax rate. If the Fund elects to retain its net capital gain, it is expected that the Fund also will elect to have shareholders treated as if each received a distribution of its pro rata share of such gain, with the result that each shareholder will be required to report its pro rata share of such gain on its tax return as long-term capital gain, will receive a refundable tax credit for its pro rata share of tax paid by the Fund on the gain, and will increase the tax basis for its shares by an amount equal to the deemed distribution less the tax credit.

Asset Allocation Fund

If the Fund invests in underlying funds, distributions by the underlying funds, redemptions of shares in the underlying funds and changes in asset allocations may result in taxable distributions to shareholders of ordinary income or capital gains. The Fund generally will not be able to currently offset gains realized by one underlying fund in which the Fund invests against losses realized by another underlying fund. If shares of an underlying fund are purchased within 30 days before or after redeeming at a loss other shares of that underlying fund (whether pursuant to a rebalancing of the Fund’s portfolio or otherwise), all or a part of the loss will not be deductible by the Fund and instead will increase its basis for the newly purchased shares. Also, unless the Fund is a qualified fund of funds discussed below, the Fund (a) is not eligible to pass-through to shareholders foreign tax credits from an underlying fund that pays foreign income taxes (see, “Taxation of Fund Distributions — Pass-through of foreign tax credits” below), (b) is not eligible to pass-through to shareholders exempt-interest dividends from an underlying fund, and (c) dividends paid by the Fund from interest earned by an underlying fund on U.S. government obligations is unlikely to be exempt from state and local income tax (see, “U.S. government securities” below). However, the Fund is eligible to pass-through to shareholders qualified dividends earned by an underlying fund (see, “Taxation of Fund Distributions — Qualified Dividend Income for Individuals” and “— Corporate Dividends-Received Deduction” below). A qualified fund of funds, i.e. a fund at least 50 percent of the value of the total assets of which (at the close of each quarter of the taxable year) is represented by interests in other RICs, is eligible to pass-through to shareholders (a) foreign tax credits and (b) exempt-interest dividends.

Federal Excise Tax

To avoid a 4% non-deductible excise tax, the Fund must distribute by December 31 of each year an amount equal to at least: (1) 98% of its ordinary income for the calendar year, (2) 98.2% of capital gain net income (that is, the excess of the gains from sales or exchanges of capital assets over the losses from such sales or exchanges) for the one-year period ended on October 31 of such calendar year, and (3) any prior year undistributed ordinary income and capital gain net income. The Fund may elect to defer to the following year any net ordinary loss incurred for the portion of the calendar year which is after the beginning of the Fund’s taxable year. Also, the Fund will defer any “specified gain” or “specified loss” which would be properly taken into account for the portion of the calendar year after October 31. Any net ordinary loss, specified gain, or specified loss deferred shall be treated as arising on January 1 of the following calendar year. Generally, the Fund intends to make sufficient dis-

 

55

tributions prior to the end of each calendar year to avoid any material liability for federal income and excise tax, but can give no assurances that all or a portion of such liability will be avoided. In addition, under certain circumstances, temporary timing or permanent differences in the realization of income and expense for book and tax purposes can result in the Fund having to pay an excise tax.

Foreign Income Tax

Investment income received by the Fund from sources within foreign countries may be subject to foreign income tax withheld at the source and the amount of tax withheld generally will be treated as an expense of the Fund. The United States has entered into tax treaties with many foreign countries which entitle the Fund to a reduced rate of, or exemption from, tax on such income. Some countries require the filing of a tax reclaim or other forms to receive the benefit of the reduced tax rate; whether or when the Fund will receive the tax reclaim is within the control of the individual country. Information required on these forms may not be available such as shareholder information; therefore, the Fund may not receive the reduced treaty rates or potential reclaims. Other countries have conflicting and changing instructions and restrictive timing requirements which may cause the Fund not to receive the reduced treaty rates or potential reclaims. Other countries may subject capital gains realized by the Fund on sale or disposition of securities of that country to taxation. It is impossible to determine the effective rate of foreign tax in advance since the amount of the Fund’s assets to be invested in various countries is not known. Under certain circumstances, the Fund may elect to pass-through foreign taxes paid to the Fund to shareholders, although it reserves the right not to do so. If the Fund makes such an election and obtains a refund of foreign taxes paid by the Fund in a prior year, the Fund may be eligible to reduce the amount of foreign taxes reported by the Fund to its shareholders, generally by the amount of the foreign taxes refunded, for the year in which the refund is received.

TAXATION OF FUND DISTRIBUTIONS (ALL FUNDS)

The Fund anticipates distributing substantially all of its investment company taxable income and net capital gain for each taxable year. Distributions by the Fund will be treated in the manner described below regardless of whether such distributions are paid in cash or reinvested in additional shares of the Fund (or of another fund). The Fund will send you information annually as to the federal income tax consequences of distributions made (or deemed made) during the year.

Distributions of Net Investment Income

The Fund receives ordinary income generally in the form of dividends and/or interest on its investments. The Fund may also recognize ordinary income from other sources, including, but not limited to, certain gains on foreign currency-related transactions. This income, less expenses incurred in the operation of the Fund, constitutes the Fund’s net investment income from which dividends may be paid to you. If you are a taxable investor, distributions of net investment income generally are taxable as ordinary income to the extent of the Fund’s earnings and profits. In the case of a Fund whose strategy includes investing in stocks of corporations, a portion of the income dividends paid to you may be qualified dividends eligible to be taxed at reduced rates. See the discussion below under the headings, “— Qualified Dividend Income for Individuals” and “— Corporate Dividends-Received Deduction.”

Distributions of Capital Gains

The Fund may derive capital gain and loss in connection with sales or other dispositions of its portfolio securities. Distributions derived from the excess of net short-term capital gain over net long-term capital loss will be taxable to you as ordinary income. Distributions paid from the excess of net long-term capital gain over net short-term capital loss will be taxable to you as long-term capital gain, regardless of how long you have held your shares in the Fund. Any net short-term or long-term capital gain realized by the Fund (net of any capital loss carryovers) generally will be distributed once each year and may be distributed more frequently, if necessary, in order to reduce or eliminate federal excise or income taxes on the Fund. The Money Market Funds do not expect to realize any long-term capital gains or losses.

Maintaining a $1 share price — Money Market Funds

Gains and losses on the sale of portfolio securities and unrealized appreciation or depreciation in the value of these securities may require the Fund to adjust its dividends to maintain its $1 share price. This procedure may result in under- or over-distributions by the Fund of its net investment income. This in turn may result in return of capital distributions, the effect of which is described in the following paragraph.

 

56

Return of Capital Distributions

Distributions by the Fund that are not paid from earnings and profits will be treated as a return of capital to the extent of (and in reduction of) the shareholder’s tax basis in his shares; any excess will be treated as gain from the sale of his shares. Thus, the portion of a distribution that constitutes a return of capital will decrease the shareholder’s tax basis in his Fund shares (but not below zero), and will result in an increase in the amount of gain (or decrease in the amount of loss) that will be recognized by the shareholder for tax purposes on the later sale of such Fund shares. Return of capital distributions can occur for a number of reasons including, among others, the Fund over-estimates the income to be received from certain investments such as those classified as partnerships or REITs (see, “Tax Treatment of Portfolio Transactions — Investments in U.S. REITs” below).

Qualified Dividend Income for Individuals

Ordinary income dividends reported by the Fund to shareholders as derived from qualified dividend income will be taxed in the hands of individuals and other noncorporate shareholders at the rates applicable to long-term capital gain. “Qualified dividend income” means dividends paid to the Fund (a) by domestic corporations, (b) by foreign corporations that are either (i) incorporated in a possession of the United States, or (ii) are eligible for benefits under certain income tax treaties with the United States that include an exchange of information program, or (c) with respect to stock of a foreign corporation that is readily tradable on an established securities market in the United States. Both the Fund and the investor must meet certain holding period requirements to qualify Fund dividends for this treatment. Specifically, the Fund must hold the stock for at least 61 days during the 121-day period beginning 60 days before the stock becomes ex-dividend. Similarly, investors must hold their Fund shares for at least 61 days during the 121-day period beginning 60 days before the Fund distribution goes ex-dividend. Income derived from investments in derivatives, fixed-income securities, U.S. REITs, PFICs, and income received “in lieu of” dividends in a securities lending transaction generally is not eligible for treatment as qualified dividend income. If the qualifying dividend income received by the Fund is equal to or greater than 95% of the Fund’s gross income (exclusive of net capital gain) in any taxable year, all of the ordinary income dividends paid by the Fund will be qualifying dividend income.

Corporate Dividends-Received Deduction

For corporate shareholders, a portion of the dividends paid by the Fund may qualify for the 50% corporate dividends-received deduction. The portion of dividends paid by the Fund that so qualifies will be reported by the Fund to shareholders each year and cannot exceed the gross amount of dividends received by the Fund from domestic (U.S.) corporations. The availability of the dividends-received deduction is subject to certain holding period and debt financing restrictions that apply to both the Fund and the investor. Specifically, the amount that the Fund may report as eligible for the dividends-received deduction will be reduced or eliminated if the shares on which the dividends earned by the Fund were debt-financed or held by the Fund for less than a minimum period of time, generally 46 days during a 91-day period beginning 45 days before the stock becomes ex-dividend. Similarly, if your Fund shares are debt-financed or held by you for less than a 46-day period then the dividends-received deduction for Fund dividends on your shares may also be reduced or eliminated. Income derived by the Fund from investments in derivatives, fixed-income and foreign securities generally is not eligible for this treatment.

Qualified REIT Dividends

“Qualified REIT dividends” (i.e., ordinary REIT dividends other than capital gain dividends and portions of REIT dividends designated as qualified dividend income) are treated as eligible for a 20% deduction by noncorporate taxpayers. This deduction, if allowed in full, equates to a maximum effective tax rate of 29.6% (37% top rate applied to income after 20% deduction). A Fund may choose to report the special character of “qualified REIT dividends” to its shareholders provided both the Fund and the shareholders meet certain holding period requirements. The amount of a RIC’s dividends eligible for the 20% deduction for a taxable year is limited to the excess of the RIC’s qualified REIT dividends for the taxable year over allocable expenses. A noncorporate shareholder receiving such dividends would treat them as eligible for the 20% deduction, provided the shareholder meets certain holding period requirements for its shares in the RIC (i.e., generally, RIC shares must be held by the shareholder for more than 45 days during the 91-day period beginning on the date that is 45 days before the date on which the shares become ex-dividend with respect to such dividend).

Impact of Realized but Undistributed Income and Gains, and Net Unrealized Appreciation of Portfolio Securities

At the time of your purchase of shares (except in a money market fund that maintains a stable net asset value), the Fund’s net asset value may reflect undistributed income, undistributed capital gains, or net unrealized appreciation of portfolio securities held by the Fund. A subsequent distribution to you of such amounts, although constituting a return of your investment, would be taxable, and

 

57

would be taxed as ordinary income (some portion of which may be taxed as qualified dividend income), capital gains, or some combination of both, unless you are investing through a tax-advantaged arrangement, such as a 401(k) plan or an individual retirement account. The Fund may be able to reduce the amount of such distributions from capital gains by utilizing its capital loss carryovers, if any.

Pass-Through of Foreign Tax Credits

If more than 50% of the Fund’s total assets at the end of a fiscal year is invested in foreign securities, or if the Fund is a qualified fund of funds (i.e., a fund at least 50 percent of the value of the total assets of which, at the close of each quarter of the taxable year, is represented by interests in other RICs), the Fund may elect to pass through to you your pro rata share of foreign taxes paid by the Fund. If this election is made, the Fund may report more taxable income to you than it actually distributes. You will then be entitled either to deduct your share of these taxes in computing your taxable income, or to claim a foreign tax credit for these taxes against your U.S. federal income tax (subject to limitations for certain shareholders). The Fund will provide you with the information necessary to claim this deduction or credit on your personal income tax return if it makes this election. No deduction for foreign tax may be claimed by a noncorporate shareholder who does not itemize deductions or who is subject to the AMT. Shareholders may be unable to claim a credit for the full amount of their proportionate shares of the foreign income tax paid by the Fund due to certain limitations that may apply. The Fund reserves the right not to pass through to its shareholders the amount of foreign income taxes paid by the Fund. Additionally, any foreign tax withheld on payments made “in lieu of” dividends or interest will not qualify for the pass-through of foreign tax credits to shareholders. See, “Tax Treatment of Portfolio Transactions — Securities Lending” below.

Tax Credit Bonds

If the Fund holds, directly or indirectly, one or more “tax credit bonds” (including build America bonds, clean renewable energy bonds and qualified tax credit bonds) on one or more applicable dates during a taxable year, the Fund may elect to permit its shareholders to claim a tax credit on their income tax returns equal to each shareholder’s proportionate share of tax credits from the applicable bonds that otherwise would be allowed to the Fund. In such a case, shareholders must include in gross income (as interest) their proportionate share of the income attributable to their proportionate share of those offsetting tax credits. A shareholder’s ability to claim a tax credit associated with one or more tax credit bonds may be subject to certain limitations imposed by the Code (under the 2017 Tax Cuts and Jobs Act, build America bonds, clean renewable energy bonds and certain other qualified bonds are no longer issued after December 31, 2017). Even if the Fund is eligible to pass through tax credits to shareholders, the Fund may choose not to do so.

U.S. Government Securities

Income earned on certain U.S. government obligations is exempt from state and local personal income taxes if earned directly by you. States also grant tax-free status to dividends paid to you from interest earned on direct obligations of the U.S. government, subject in some states to minimum investment or reporting requirements that must be met by the Fund. Income on investments by the Fund in certain other obligations, such as repurchase agreements collateralized by U.S. government obligations, commercial paper and federal agency-backed obligations (e.g., GNMA or FNMA obligations) generally does not qualify for tax-free treatment. The rules on exclusion of this income are different for corporations. If the Fund is a fund of funds, see, “Taxation of the Fund — Asset Allocation Fund” above.

Dividends Declared in December and Paid in January

Ordinarily, shareholders are required to take distributions by the Fund into account in the year in which the distributions are made. However, dividends declared in October, November or December of any year and payable to shareholders of record on a specified date in such a month will be deemed to have been received by the shareholders (and made by the Fund) on December 31 of such calendar year if such dividends are actually paid in January of the following year. Shareholders will be advised annually as to the U.S. federal income tax consequences of distributions made (or deemed made) during the year in accordance with the guidance that has been provided by the IRS.

Medicare Tax

A 3.8% Medicare tax is imposed on net investment income earned by certain individuals, estates and trusts. “Net investment income,” for these purposes, means investment income, including ordinary dividends and capital gain distributions received from the Fund and net gains from redemptions or other taxable dispositions of Fund shares, reduced by the deductions properly allocable to such income. In the case of an individual, the tax will be imposed on the lesser of (1) the shareholder’s net

 

58

investment income or (2) the amount by which the shareholder’s modified adjusted gross income exceeds $250,000 (if the shareholder is married and filing jointly or a surviving spouse), $125,000 (if the shareholder is married and filing separately) or $200,000 (in any other case). Net investment income does not include exempt-interest dividends. This Medicare tax, if applicable, is reported by you on, and paid with, your federal income tax return.

TAXATION OF FUND DISTRIBUTIONS (TAX-EXEMPT FUNDS ONLY)

The Wilmington Municipal Bond Fund and Wilmington New York Municipal Bond Fund (“Tax-Exempt Funds”) each intend to qualify each year to pay exempt-interest dividends by satisfying the requirement that at the close of each quarter of the Fund’s taxable year at least 50% of the Fund’s total assets consists of municipal securities, which are exempt from federal income tax.

Exempt-Interest Dividends

Distributions from the Fund will constitute exempt-interest dividends to the extent of the Fund’s tax-exempt interest income (net of allocable expenses and amortized bond premium). Exempt-interest dividends distributed to shareholders of the Fund are excluded from gross income for federal income tax purposes. However, shareholders required to file a federal income tax return will be required to report the receipt of exempt-interest dividends on their returns. Moreover, while exempt-interest dividends are excluded from gross income for federal income tax purposes, they may be subject to AMT in certain circumstances and may have other collateral tax consequences as discussed below.

Distributions of Ordinary Income and Capital Gains

Any gain or loss from the sale or other disposition of a tax-exempt security generally is treated as either long-term or short-term capital gain or loss, depending upon its holding period, and is fully taxable. However, gain recognized from the sale or other disposition of a tax-exempt security purchased after April 30, 1993, will be treated as ordinary income to the extent of the accrued market discount on such security. Distributions by the Fund of ordinary income and capital gains will be taxable to shareholders as discussed above under “Taxation of Fund Distributions.”

Alternative Minimum tax — Private Activity Bonds

AMT is imposed in addition to, but only to the extent it exceeds, the regular tax and is computed at a maximum rate of 28% for non-corporate taxpayers on the excess of the taxpayer’s alternative minimum taxable income (“AMTI”) over an exemption amount. Exempt-interest dividends derived from certain “private activity” municipal securities issued after August 7, 1986 generally will constitute an item of tax preference includable in AMTI for non-corporate taxpayers. However, tax-exempt interest on private activity bonds issued in 2009 and 2010 is not an item of tax preference for purposes of the AMT.

Effect on Taxation of Social Security Benefits; Denial of Interest Deduction; “Substantial Users”

Exempt-interest dividends must be taken into account in computing the portion, if any, of social security or railroad retirement benefits that must be included in an individual shareholder’s gross income subject to federal income tax. Further, a shareholder of the Fund is denied a deduction for interest on indebtedness incurred or continued to purchase or carry shares of the Fund. Moreover, a shareholder who is (or is related to) a “substantial user” of a facility financed by industrial development bonds held by the Fund will likely be subject to tax on dividends paid by the Fund which are derived from interest on such bonds. Receipt of exempt-interest dividends may result in other collateral federal income tax consequences to certain taxpayers, including financial institutions, property and casualty insurance companies and foreign corporations engaged in a trade or business in the United States.

Exemption from State Tax

To the extent that exempt-interest dividends are derived from interest on obligations of a state or its political subdivisions, or from interest on qualifying U.S. territorial obligations (including qualifying obligations of Puerto Rico, the U.S. Virgin Islands, and Guam), they also may be exempt from that state’s personal income taxes. Shareholders in a qualified fund of funds that receive exempt-interest dividends should consult their own tax advisors as to whether such dividends are exempt from personal income tax in their state of residence. Most states, however, do not grant tax-free treatment to interest on state and municipal securities of other states.

 

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Failure of a Municipal Security to Qualify to Pay Exempt-Interest

Failure of the issuer of a tax-exempt security to comply with certain legal or contractual requirements relating to a Municipal Security could cause interest on the Municipal Security, as well as Fund distributions derived from this interest, to become taxable, perhaps retroactively to the date the Municipal Security was issued. In such a case, the Fund may be required to report to the IRS and send to shareholders amended Forms 1099 for a prior taxable year in order to report additional taxable income. This, in turn, could require shareholders to file amended federal and state income tax returns for such prior year to report and pay tax and interest on their pro rata share of the additional amount of taxable income.

Distributions Paid By the Wilmington New York Municipal Bond Fund

Distributions of exempt-interest dividends paid to shareholders of the Fund will not be subject to New York State or New York City personal income taxes to the extent that such distributions are derived from interest income on obligations of the State of New York and its political subdivisions, and qualifying obligations of U.S. territories and possessions. To the extent that distributions are derived from other sources, such distributions will generally be subject to New York State and/or New York City tax. Capital gain dividends paid by the Fund are taxable at ordinary income rates for New York State and New York City personal income tax purposes irrespective of the source of such capital gains.

Distributions from (or, if applicable, the value of) the Fund generally will be taxable to shareholders that are subject to the New York State franchise tax on corporations and/or the New York City corporation tax.

SALE OR REDEMPTION OF FUND SHARES

Sales, exchanges and redemptions (including redemptions in kind) of Fund shares are taxable transactions for federal and state income tax purposes. If you redeem your Fund shares, the IRS requires you to report any gain or loss on your redemption. If you held your shares as a capital asset, the gain or loss that you realize will be a capital gain or loss and will be long-term or short-term, generally depending on how long you have held your shares. Any redemption fees you incur on shares redeemed will decrease the amount of any capital gain (or increase any capital loss) you realize on the sale. Capital losses in any year are deductible only to the extent of capital gains plus, in the case of a noncorporate taxpayer, $3,000 of ordinary income.

Cost Basis Information

Unless you are investing in the Fund through a tax-advantaged arrangement, such as a 401(k) plan or an individual retirement account, or are investing in a money market fund that maintains a stable net asset value, the Fund is required to report to you and the IRS the cost basis of “covered shares” you sell or otherwise dispose of in a taxable transaction. These cost basis reporting rules are generally effective for Fund shares purchased or acquired on or after January 1, 2012 where the cost basis of the shares is known by the Fund (“covered shares”) and the shares are disposed of after that date. Cost basis will be calculated using the default method of average cost, unless you instruct the Fund in writing to use a different calculation method. In general, average cost is the total cost basis of all your shares in an account divided by the total number of shares in the account. To determine whether short-term or long-term capital gains taxes apply, the IRS presumes you redeem your oldest shares first.

The IRS permits the use of several methods to determine the cost basis of mutual fund shares. The method used will determine which specific shares are deemed to be sold when there are multiple purchases on different dates at differing net asset values, and the entire position is not sold at one time. The Fund does not recommend any particular method of determining cost basis, and the use of other methods may result in more favorable tax consequences for some shareholders. It is important that you consult with your tax advisor to determine which method is best for you and then notify the Fund in writing if you intend to utilize a method other than average cost for covered shares.

In addition to the Fund’s default method of average cost, other cost basis methods offered by the Wilmington Funds, which you may elect to apply to covered shares, include:

 

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First-In, First-Out — shares acquired first in the account are the first shares depleted.

 

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Last-In, First-Out — shares acquired last in the account are the first shares depleted.

 

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Highest In, First Out (High Cost) — shares acquired with the highest cost per share are the first shares depleted.

 

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Lowest In, First Out (Low Cost) — shares acquired with the lowest cost per share are the first shares depleted.

 

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Specific Lot Identification — shareholder selects which lots to deplete at time of each disposition. Transaction amount must be in shares. If you identify an insufficient number of shares or do not make a timely identification, the transaction will default to the first-in, first-out method.

You may elect any of the available methods detailed above for your covered shares. If you do not notify the Fund in writing of your elected cost basis method upon the later of January 1, 2012 or the initial purchase into your account, the default method of average cost will be applied to your covered shares. The cost basis for covered shares will be calculated separately from any “noncovered shares” (as defined below) you may own. You may change or revoke the use of the average cost method and elect another cost basis method for covered shares if you notify the Fund in writing. You may change from average cost to another cost basis method for covered shares at any time, but only for shares acquired after the date of the change (the change is prospective). After the change, the basis of the shares that were averaged remain averaged. You may revoke the use of the average cost method and revert to another cost basis method for covered shares if you notify the Fund in writing by the date of the first sale, exchange or other disposition of the shares. After the revocation, the basis of the shares that were averaged revert to their actual cost basis.

The Fund may also provide Fund shareholders (but not the IRS) with information concerning the average cost basis of their shares purchased prior to January 1, 2012 or shares acquired on or after January 1, 2012 for which cost basis information is not known by the Fund (“noncovered shares”) in order to assist you with the calculation of gain or loss from a sale or redemption of noncovered shares. With the exception of the specific lot identification method, the Wilmington Funds deplete noncovered shares in first-in, first-out order before applying your elected method to your remaining covered shares. If you want to deplete your shares in a different order then you must elect specific lot identification and choose the lots you wish to deplete first. The cost basis for noncovered shares will be calculated separately from any covered shares you may own. Shareholders that use the average cost method for noncovered shares must make the election to use the average cost method for these shares on their federal income tax returns in accordance with Treasury regulations. This election for noncovered shares cannot be made by notifying the Fund.

The Fund will compute and report the cost basis of your Fund shares sold or exchanged by taking into account all of the applicable adjustments to cost basis and holding periods as required by the Code and Treasury regulations for purposes of reporting these amounts to you and, in the case of covered shares, to the IRS. However the Fund is not required to, and in many cases the Fund does not possess the information to, take all possible basis, holding period or other adjustments into account in reporting cost basis information to you. Therefore shareholders should carefully review the cost basis information provided by the Fund, whether this information is provided pursuant to compliance with cost basis reporting requirements for shares acquired on or after January 1, 2012, or is provided by the Fund as a service to shareholders for shares acquired prior to that date, and make any additional basis, holding period or other adjustments that are required by the Code and Treasury regulations when reporting these amounts on their federal income tax returns. Shareholders remain solely responsible for complying with all federal income tax laws when filing their federal income tax returns.

For additional information and updates regarding cost basis reporting and available shareholder elections, please visit Wilmington Fund’s website at http://www.wilmingtonfunds.com. If you hold your Fund shares through a broker (or other nominee), please contact that broker (nominee) with respect to reporting of cost basis and available elections for your account.

Wash Sales

All or a portion of any loss that you realize on a redemption of your Fund shares will be disallowed to the extent that you buy other shares in the Fund (through reinvestment of dividends or otherwise) within 30 days before or after your share redemption. Any loss disallowed under these rules will be added to your tax basis in the new shares.

Redemptions at a Loss Within Six Months of Purchase

Any loss incurred on a redemption or exchange of shares held for six months or less will be treated as long-term capital loss to the extent of any long-term capital gain distributed to you by the Fund on those shares. Any loss incurred on the redemption or exchange of shares held for six months or less will be disallowed to the extent of any exempt-interest dividends paid to you with respect to your Fund shares, and any remaining loss will be treated as a long-term capital loss to the extent of any long-term capital gain distributed to you by the Fund on those shares. However, this rule does not apply to any loss incurred on a redemption or exchange of shares of a tax-free money market fund or other fund that declares exempt-interest dividends daily and distributes them at least monthly for which your holding period began after December 22, 2010.

 

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Deferral of Basis

If a shareholder (a) incurs a sales load in acquiring shares of the Fund, (b) disposes of such shares less than 91 days after they are acquired, and (c) subsequently acquires shares of the Fund or another fund by January 31 of the calendar year following the calendar year in which the disposition of the original shares occurred at a reduced sales load pursuant to a right to reinvest at such reduced sales load acquired in connection with the acquisition of the shares disposed of, then the sales load on the shares disposed of (to the extent of the reduction in the sales load on the shares subsequently acquired) shall not be taken into account in determining gain or loss on the shares disposed of, but shall be treated as incurred on the acquisition of the shares subsequently acquired. The wash sale rules may also limit the amount of loss that may be taken into account on disposition after such adjustment.

Money Market Funds

Because shares in the Money Market Funds are offered and redeemed at a constant net asset value of $1.00 per share, a shareholder will generally recognize neither gain nor loss on a redemption of shares.

Reportable Transactions

Under Treasury regulations, if a shareholder recognizes a loss with respect to the Fund’s shares of $2 million or more for an individual shareholder or $10 million or more for a corporate shareholder (or certain greater amounts over a combination of years), the shareholder must file with the IRS a disclosure statement on Form 8886. The fact that a loss is reportable under these regulations does not affect the legal determination of whether the taxpayer’s treatment of the loss is proper. Shareholders should consult their tax advisors to determine the applicability of these regulations in light of their individual circumstances.

TAX TREATMENT OF PORTFOLIO TRANSACTIONS

Set forth below is a general description of the tax treatment of certain types of securities, investment techniques and transactions that may apply to a fund and, in turn, affect the amount, character and timing of dividends and distributions payable by the fund to its shareholders. This section should be read in conjunction with the discussion above under “Securities In Which the Funds Invest” for a detailed description of the various types of securities and investment techniques that apply to the Fund.

In General

In general, gain or loss recognized by a fund on the sale or other disposition of portfolio investments will be a capital gain or loss. Such capital gain and loss may be long-term or short-term depending, in general, upon the length of time a particular investment position is maintained and, in some cases, upon the nature of the transaction. Property held for more than one year generally will be eligible for long-term capital gain or loss treatment. The application of certain rules described below may serve to alter the manner in which the holding period for a security is determined or may otherwise affect the characterization as long-term or short-term, and also the timing of the realization and/or character, of certain gains or losses.

Certain Fixed-Income Investments

Gain recognized on the disposition of a debt obligation purchased by a fund at a market discount (generally, at a price less than its principal amount) will be treated as ordinary income to the extent of the portion of the market discount which accrued during the period of time the fund held the debt obligation unless the fund made a current inclusion election to accrue market discount into income as it accrues. If a fund purchases a debt obligation (such as a zero coupon security or pay-in-kind security) that was originally issued at a discount, the fund generally is required to include in gross income each year the portion of the original issue discount which accrues during such year. Therefore, a fund’s investment in such securities may cause the fund to recognize income and make distributions to shareholders before it receives any cash payments on the securities. To generate cash to satisfy those distribution requirements, a fund may have to sell portfolio securities that it otherwise might have continued to hold or to use cash flows from other sources such as the sale of fund shares.

Investments in Debt Obligations that are at Risk of or in Default Present Tax Issues for a Fund

Tax rules are not entirely clear about issues such as whether and to what extent a fund should recognize market discount on a debt obligation, when a fund may cease to accrue interest, original issue discount or market discount, when and to what extent a fund may take deductions for bad debts or worthless securities and how a fund should allocate payments received on obligations in default between principal and income. These and other related issues will be addressed by a fund in order to ensure that it distributes sufficient income to preserve its status as a regulated investment company.

 

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Options, Futures, Forward Contracts, Swap Agreements and Hedging Transactions

In general, option premiums received by a fund are not immediately included in the income of the fund. Instead, the premiums are recognized when the option contract expires, the option is exercised by the holder, or the fund transfers or otherwise terminates the option (e.g., through a closing transaction). If an option written by a fund is exercised and the fund sells or delivers the underlying stock, the fund generally will recognize capital gain or loss equal to (a) the sum of the strike price and the option premium received by the fund minus (b) the fund’s basis in the stock. Such gain or loss generally will be short-term or long-term depending upon the holding period of the underlying stock. If securities are purchased by a fund pursuant to the exercise of a put option written by it, the fund generally will subtract the premium received from its cost basis in the securities purchased. The gain or loss with respect to any termination of a fund’s obligation under an option other than through the exercise of the option and related sale or delivery of the underlying stock generally will be short-term gain or loss depending on whether the premium income received by the fund is greater or less than the amount paid by the fund (if any) in terminating the transaction. Thus, for example, if an option written by a fund expires unexercised, the fund generally will recognize short-term gain equal to the premium received.

The tax treatment of certain futures contracts entered into by a fund as well as listed non-equity options written or purchased by the fund on U.S. exchanges (including options on futures contracts, broad-based equity indices and debt securities) may be governed by section 1256 of the Code (“section 1256 contracts”). Gains or losses on section 1256 contracts generally are considered 60% long-term and 40% short-term capital gains or losses (“60/40”), although certain foreign currency gains and losses from such contracts may be treated as ordinary in character. Also, any section 1256 contracts held by a fund at the end of each taxable year (and, for purposes of the 4% excise tax, on certain other dates as prescribed under the Code) are “marked to market” with the result that unrealized gains or losses are treated as though they were realized and the resulting gain or loss is treated as ordinary or 60/40 gain or loss, as applicable. Section 1256 contracts do not include any interest rate swap, currency swap, basis swap, interest rate cap, interest rate floor, commodity swap, equity swap, equity index swap, credit default swap, or similar agreement.

In addition to the special rules described above in respect of options and futures transactions, a fund’s transactions in other derivative instruments (including options, forward contracts and swap agreements) as well as its other hedging, short sale, or similar transactions, may be subject to one or more special tax rules (including the constructive sale, notional principal contract, straddle, wash sale and short sale rules). These rules may affect whether gains and losses recognized by a fund are treated as ordinary or capital or as short-term or long-term, accelerate the recognition of income or gains to the fund, defer losses to the fund, and cause adjustments in the holding periods of the fund’s securities. These rules, therefore, could affect the amount, timing and/or character of distributions to shareholders. Moreover, because the tax rules applicable to derivative instruments are in some cases uncertain under current law, an adverse determination or future guidance by the IRS with respect to these rules (which determination or guidance could be retroactive) may affect whether a fund has made sufficient distributions, and otherwise satisfied the relevant requirements, to maintain its qualification as a regulated investment company and avoid a fund-level tax.

Certain of a fund’s investments in derivatives and foreign currency-denominated instruments, and the fund’s transactions in foreign currencies and hedging activities, may produce a difference between its book income and its taxable income. If a fund’s book income is less than the sum of its taxable income and net tax-exempt income (if any), the fund could be required to make distributions exceeding book income to qualify as a regulated investment company. If a fund’s book income exceeds the sum of its taxable income and net tax-exempt income (if any), the distribution of any such excess will be treated as (i) a dividend to the extent of the fund’s remaining earnings and profits (including current earnings and profits arising from tax-exempt income, reduced by related deductions), (ii) thereafter, as a return of capital to the extent of the recipient’s basis in the shares, and (iii) thereafter, as gain from the sale or exchange of a capital asset.

Foreign Currency Transactions

A fund’s transactions in foreign currencies, foreign currency-denominated debt obligations and certain foreign currency options, futures contracts and forward contracts (and similar instruments) may give rise to ordinary income or loss to the extent such income or loss results from fluctuations in the value of the foreign currency concerned. This treatment could increase or decrease a fund’s ordinary income distributions to you, and may cause some or all of the fund’s previously distributed income to be classified as a return of capital. In certain cases, a fund may make an election to treat such gain or loss as capital.

PFIC Investments

A fund may invest in securities of foreign companies that may be classified under the Code as PFICs. In general, a foreign company is classified as a PFIC if at least one-half of its assets constitute investment-type assets or 75% or more of its gross

 

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income is investment-type income. When investing in PFIC securities, a fund intends to mark-to-market these securities under certain provisions of the Code and recognize any unrealized gains as ordinary income at the end of the fund’s fiscal and excise tax years. Deductions for losses are allowable only to the extent of any current or previously recognized gains. These gains (reduced by allowable losses) are treated as ordinary income that a fund is required to distribute, even though it has not sold or received dividends from these securities. You should also be aware that the designation of a foreign security as a PFIC security will cause its income dividends to fall outside of the definition of qualified foreign corporation dividends. These dividends generally will not qualify for the reduced rate of taxation on qualified dividends when distributed to you by a fund. Foreign companies are not required to identify themselves as PFICs. Due to various complexities in identifying PFICs, a fund can give no assurances that it will be able to identify portfolio securities in foreign corporations that are PFICs in time for the fund to make a mark-to-market election. If a fund is unable to identify an investment as a PFIC and thus does not make a mark-to-market election, the fund may be subject to U.S. federal income tax on a portion of any “excess distribution” or gain from the disposition of such shares even if such income is distributed as a taxable dividend by the fund to its shareholders. Additional charges in the nature of interest may be imposed on a fund in respect of deferred taxes arising from such distributions or gains.

Investments in U.S. REITs

A U.S. REIT is not subject to federal income tax on the income and gains it distributes to shareholders. Dividends paid by a U.S. REIT, other than capital gain distributions, will be taxable as ordinary income up to the amount of the U.S. REIT’s current and accumulated earnings and profits. Capital gain dividends paid by a U.S. REIT to a fund will be treated as long-term capital gains by the fund and, in turn, may be distributed by the fund to its shareholders as a capital gain distribution. Because of certain noncash expenses, such as property depreciation, an equity U.S. REIT’s cash flow may exceed its taxable income. The equity U.S. REIT, and in turn a fund, may distribute this excess cash to shareholders in the form of a return of capital distribution. However, if a U.S. REIT is operated in a manner that fails to qualify as a REIT, an investment in the U.S. REIT would become subject to double taxation, meaning the taxable income of the U.S. REIT would be subject to federal income tax at the corporate income tax rate without any deduction for dividends paid to shareholders and the dividends would be taxable to shareholders as ordinary income (or possibly as qualified dividend income) to the extent of the U.S. REIT’s current and accumulated earnings and profits. Also, see, “Tax Treatment of Portfolio Transactions — Investment in Taxable Mortgage Pools (Excess Inclusion Income)” and “Non-U.S. Investors — Investment in U.S. Real Property” below with respect to certain other tax aspects of investing in U.S. REITs.

Investments in Non-U.S. REITs

While non-U.S. REITs often use complex acquisition structures that seek to minimize taxation in the source country, an investment by a fund in a non-U.S. REIT may subject the fund, directly or indirectly, to corporate taxes, withholding taxes, transfer taxes and other indirect taxes in the country in which the real estate acquired by the non-U.S. REIT is located. A fund’s pro rata share of any such taxes will reduce the fund’s return on its investment. A fund’s investment in a non-U.S. REIT may be considered an investment in a PFIC, as discussed above in “PFIC Investments.” Additionally, foreign withholding taxes on distributions from the non-U.S. REIT may be reduced or eliminated under certain tax treaties, as discussed above in “Taxation of the Fund — Foreign Income Tax.” Also, a fund in certain limited circumstances may be required to file an income tax return in the source country and pay tax on any gain realized from its investment in the non-U.S. REIT under rules similar to those in the United States which tax foreign persons on gain realized from dispositions of interests in U.S. real estate.

Investment in Taxable Mortgage Pools (Excess Inclusion Income)

Under a Notice issued by the IRS, the Code and Treasury regulations to be issued, a portion of a fund’s income from a U.S. REIT that is attributable to the REIT’s residual interest in a REMIC or equity interests in a “taxable mortgage pool” (referred to in the Code as an excess inclusion) will be subject to federal income tax in all events. The excess inclusion income of a regulated investment company, such as a fund, will be allocated to shareholders of the regulated investment company in proportion to the dividends received by such shareholders, with the same consequences as if the shareholders held the related REMIC residual interest or, if applicable, taxable mortgage pool directly. In general, excess inclusion income allocated to shareholders (i) cannot be offset by net operating losses (subject to a limited exception for certain thrift institutions), (ii) will constitute unrelated business taxable income (“UBTI”) to entities (including qualified pension plans, individual retirement accounts, 401(k) plans, Keogh plans or other tax-exempt entities) subject to tax on UBTI, thereby potentially requiring such an entity that is allocated excess inclusion income, and otherwise might not be required to file a tax return, to file a tax return and pay tax on such income, and (iii) in the case of a foreign stockholder, will not qualify for any reduction in U.S. federal withholding tax. In addition, if at any time during any taxable year a “disqualified organization” (which generally includes certain cooperatives, governmental entities, and tax-exempt organizations not subject to UBTI) is a record holder of a share in a regulated investment company, then the regulated

 

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investment company will be subject to a tax equal to that portion of its excess inclusion income for the taxable year that is allocable to the disqualified organization, multiplied by the corporate income tax rate. The Notice imposes certain reporting requirements upon regulated investment companies that have excess inclusion income. There can be no assurance that a fund will not allocate to shareholders excess inclusion income.

These rules are potentially applicable to a fund with respect to any income it receives from the equity interests of certain mortgage pooling vehicles, either directly or, as is more likely, through an investment in a U.S. REIT. It is unlikely that these rules will apply to a fund that has a non-REIT strategy.

Investments in Partnerships and QPTPs

For purposes of the Income Requirement, income derived by a fund from a partnership that is not a QPTP will be treated as qualifying income only to the extent such income is attributable to items of income of the partnership that would be qualifying income if realized directly by the fund. While the rules are not entirely clear with respect to a fund investing in a partnership outside a master-feeder structure, for purposes of testing whether a fund satisfies the Asset Diversification Test, the fund generally is treated as owning a pro rata share of the underlying assets of a partnership. See, “Taxation of the Fund — Qualification as a Regulated Investment Company.” In contrast, different rules apply to a partnership that is a QPTP. A QPTP is a partnership (a) the interests in which are traded on an established securities market, (b) that is treated as a partnership for federal income tax purposes, and (c) that derives less than 90% of its income from sources that satisfy the Income Requirement (e.g., because it invests in commodities). All of the net income derived by a fund from an interest in a QPTP will be treated as qualifying income but the fund may not invest more than 25% of its total assets in one or more QPTPs. However, there can be no assurance that a partnership classified as a QPTP in one year will qualify as a QPTP in the next year. Any such failure to annually qualify as a QPTP might, in turn, cause a fund to fail to qualify as a regulated investment company. Although, in general, the passive loss rules of the Code do not apply to RICs, such rules do apply to a fund with respect to items attributable to an interest in a QPTP. Fund investments in partnerships, including in QPTPs, may result in the fund being subject to state, local or foreign income, franchise or withholding tax liabilities.

If an MLP is treated as a partnership for U.S. federal income tax purposes (whether or not a QPTP), all or portion of the dividends received by a fund from the MLP likely will be treated as a return of capital for U.S. federal income tax purposes because of accelerated deductions available with respect to the activities of such MLPs. Further, because of these accelerated deductions, on the disposition of interests in such an MLP, a fund likely will realize taxable income in excess of economic gain with respect to those MLP interests (or if the fund does not dispose of the MLP, the fund could realize taxable income in excess of cash flow with respect to the MLP in a later period), and the fund must take such income into account in determining whether the fund has satisfied its Distribution Requirement. A fund may have to borrow or liquidate securities to satisfy its Distribution Requirement and to meet its redemption requests, even though investment considerations might otherwise make it undesirable for the fund to sell securities or borrow money at such time. In addition, any gain recognized, either upon the sale of a fund’s MLP interest or sale by the MLP of property held by it, including in excess of economic gain thereon, treated as so-called “recapture income,” will be treated as ordinary income. Therefore, to the extent a fund invests in MLPs, fund shareholders might receive greater amounts of distributions from the fund taxable as ordinary income than they otherwise would in the absence of such MLP investments.

Although MLPs are generally expected to be treated as partnerships for U.S. federal income tax purposes, some MLPs may be treated as PFICs or “regular” corporations for U.S. federal income tax purposes. The treatment of particular MLPs for U.S. federal income tax purposes will affect the extent to which a fund can invest in MLPs and will impact the amount, character, and timing of income recognized by the Fund.

Investments in Commodities — Structured Notes, Corporate Subsidiary and Certain ETFs

Gains from the disposition of commodities, including precious metals, will neither be considered to generate qualifying income for purposes of satisfying the Income Requirement nor be considered qualifying assets for purposes of satisfying the Asset Diversification Test. See “Taxation of the Fund”. The IRS has issued a revenue ruling which holds that income derived from commodity-linked swaps is not qualifying income for purposes of the Income Requirement. In a subsequent revenue ruling, as well as in a number of follow-on private letter rulings (upon which only the fund that received the private letter ruling may rely), the IRS provided that income from certain alternative investments which create commodity exposure, such as certain commodity index-linked or structured notes may be considered qualifying income under the Code. However, the portion of such rulings relating to the treatment of a corporation as a regulated investment company that required a determination of whether a financial instrument or position is a security under section 2(a)(36) of the 1940 Act was revoked because of changes in the IRS’s position. (A financial instrument or position that constitutes a security under section 2(a)(36) of the1940

 

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Act generates qualifying income for a corporation taxed as a regulated investment company.) In addition, a RIC may gain exposure to commodities through investment in a QPTP such as an exchange traded fund or ETF that is classified as a partnership or a trust and which invests in commodities, or through investment in a corporate subsidiary that is treated as a controlled foreign corporation for federal income tax purposes. Accordingly, the extent to which a fund invests in commodities or commodity-linked derivatives may be limited by the Income Requirement and the Asset Diversification Test, which the fund must continue to satisfy to maintain its status as a RIC. A fund also may be limited in its ability to sell its investments in commodities, commodity-linked derivatives, and certain ETFs or be forced to sell other investments to generate income due to the Income Requirement. If a fund does not appropriately limit such investments or if such investments (or the income earned on such investments) were to be recharacterized for U.S. tax purposes, the fund could fail to qualify as a RIC and thus be subject to tax on its taxable income at the corporate income tax rate, and all distributions from earnings and profits, including any distributions of net long-term capital gains, would be taxable to shareholders as dividend income. In lieu of potential disqualification, a fund is permitted to pay a tax for certain failures to satisfy the Asset Diversification Test or Income Requirement, which, in general, are limited to those due to reasonable cause and not willful neglect.

Securities Lending

While securities are loaned out by a fund, the fund generally will receive from the borrower amounts equal to any dividends or interest paid on the borrowed securities. For federal income tax purposes, payments made “in lieu of” dividends are not considered dividend income. These distributions will neither qualify for the reduced rate of taxation for individuals on qualified dividends nor the 50% dividends-received deduction for corporations. Also, any foreign tax withheld on payments made “in lieu of” dividends or interest will not qualify for the pass-through of foreign tax credits to shareholders. Additionally, in the case of a fund with a strategy of investing in tax-exempt securities, any payments made “in lieu of” tax-exempt interest will be considered taxable income to the fund, and thus, to the investors, even though such interest may be tax-exempt when paid to the borrower.

Investments in Convertible Securities

Convertible debt is ordinarily treated as a “single property” consisting of a pure debt interest until conversion, after which the investment becomes an equity interest. If the security is issued at a premium (i.e., for cash in excess of the face amount payable on retirement), the creditor-holder may amortize the premium over the life of the bond. If the security is issued for cash at a price below its face amount, the creditor-holder must accrue original issue discount in income over the life of the debt. The creditor-holder’s exercise of the conversion privilege is treated as a nontaxable event. Mandatorily convertible debt (e.g., an exchange traded note or ETN issued in the form of an unsecured obligation that pays a return based on the performance of a specified market index, exchange currency, or commodity) is often, but not always, treated as a contract to buy or sell the reference property rather than debt. Similarly, convertible preferred stock with a mandatory conversion feature is ordinarily, but not always, treated as equity rather than debt. Dividends received generally are qualified dividend income and eligible for the corporate dividends-received deduction. In general, conversion of preferred stock for common stock of the same corporation is tax-free. Conversion of preferred stock for cash is a taxable redemption. Any redemption premium for preferred stock that is redeemable by the issuing company might be required to be amortized under original issue discount principles.

Investments in Securities of Uncertain Tax Character

A fund may invest in securities the U.S. federal income tax treatment of which may not be clear or may be subject to recharacterization by the IRS. To the extent the tax treatment of such securities or the income from such securities differs from the tax treatment expected by a fund, it could affect the timing or character of income recognized by the fund, requiring the fund to purchase or sell securities, or otherwise change its portfolio, in order to comply with the tax rules applicable to regulated investment companies under the Code.

TAX CERTIFICATION AND BACKUP WITHHOLDING

By law, the Fund may be required to withhold a portion of your taxable dividends and sales proceeds unless you:

 

  •  

provide your correct social security or taxpayer identification number,

 

  •  

certify that this number is correct,

 

  •  

certify that you are not subject to backup withholding, and

 

  •  

certify that you are a U.S. person (including a U.S. resident alien).

 

66

The Fund also must withhold if the IRS instructs it to do so. When withholding is required, the amount will be 24% of any distributions or proceeds paid. Backup withholding is not an additional tax. Any amounts withheld may be credited against the shareholder’s U.S. federal income tax liability, provided the appropriate information is furnished to the IRS. Certain payees and payments are exempt from backup withholding and information reporting. The special U.S. tax certification requirements applicable to non-U.S. investors to avoid backup withholding are described under the “Non-U.S. Investors” heading below.

NON-U.S. INVESTORS

Non-U.S. investors (shareholders who, as to the United States, are nonresident alien individuals, foreign trusts or estates, foreign corporations, or foreign partnerships) may be subject to U.S. withholding and estate tax and are subject to special U.S. tax certification requirements. Non-U.S. investors should consult their tax advisors about the applicability of U.S. tax withholding and the use of the appropriate forms to certify their status.

In General

The United States imposes a flat 30% withholding tax (or a withholding tax at a lower treaty rate) on U.S. source dividends, including on income dividends paid to you by the Fund, subject to certain exemptions described below. However, notwithstanding such exemptions from U.S. withholding at the source, any dividends and distributions of income and capital gains, including the proceeds from the sale of your Fund shares, will be subject to backup withholding at a rate of 24% if you fail to properly certify that you are not a U.S. person.

Exempt-Interest Dividends

In general, exempt-interest dividends reported by the Fund to shareholders as paid from net tax-exempt income are not subject to U.S. withholding tax.

Capital Gain Dividends

In general, capital gain dividends reported by the Fund to shareholders as paid from its net long-term capital gains, other than long-term capital gains realized on disposition of U.S. real property interests (see the discussion below), are not subject to U.S. withholding tax unless you are a nonresident alien individual present in the United States for a period or periods aggregating 183 days or more during the calendar year.

Interest-Related Dividends and Short-Term Capital Gain Dividends

Generally, dividends reported by the Fund to shareholders as interest-related dividends and paid from its qualified net interest income from U.S. sources are not subject to U.S. withholding tax. “Qualified interest income” includes, in general, U.S. source (1) bank deposit interest, (2) short-term original discount, (3) interest (including original issue discount, market discount, or acquisition discount) on an obligation that is in registered form, unless it is earned on an obligation issued by a corporation or partnership in which the Fund is a 10-percent shareholder or is contingent interest, and (4) any interest-related dividend from another regulated investment company. Similarly, short-term capital gain dividends reported by the Fund to shareholders as paid from its net short-term capital gains, other than short-term capital gains realized on disposition of U.S. real property interests (see the discussion below), are not subject to U.S. withholding tax unless you were a nonresident alien individual present in the United States for a period or periods aggregating 183 days or more during the calendar year. The Fund reserves the right to not report interest-related dividends or short- term capital gain dividends. Additionally, the Fund’s reporting of interest-related dividends or short-term capital gain dividends may not be passed through to shareholders by intermediaries who have assumed tax reporting responsibilities for this income in managed or omnibus accounts due to systems limitations or operational constraints.

Net Investment Income from Dividends on Stock and Foreign Source Interest Income Continue to be Subject to Withholding Tax; Foreign Tax Credits

Ordinary dividends paid by the Fund to non-U.S. investors on the income earned on portfolio investments in (i) the stock of domestic and foreign corporations and (ii) the debt of foreign issuers continue to be subject to U.S. withholding tax. Foreign shareholders may be subject to U.S. withholding tax at a rate of 30% on the income resulting from an election to pass-through foreign tax credits to shareholders, but may not be able to claim a credit or deduction with respect to the withholding tax for the foreign tax treated as having been paid by them.

 

67

Income Effectively Connected with a U.S. Trade or Business

If the income from the Fund is effectively connected with a U.S. trade or business carried on by a foreign shareholder, then ordinary income dividends, capital gain dividends and any gains realized upon the sale or redemption of shares of the Fund will be subject to U.S. federal income tax at the rates applicable to U.S. citizens or domestic corporations and require the filing of a nonresident U.S. income tax return.

Investment in U.S. Real Property

The Foreign Investment in Real Property Tax Act of 1980 (“FIRPTA”) makes non-U.S. persons subject to U.S. tax on disposition of a U.S. real property interest (“USRPI”) as if he or she were a U.S. person. Such gain is sometimes referred to as FIRPTA gain. The Fund may invest in equity securities of corporations that invest in USRPI, including U.S. REITs, which may trigger FIRPTA gain to the Fund’s non-U.S. shareholders.

The Code provides a look-through rule for distributions of FIRPTA gain when a RIC is classified as a qualified investment entity. A RIC will be classified as a qualified investment entity if, in general, 50% or more of the RIC’s assets consist of interests in U.S. REITs and other U.S. real property holding corporations (“USRPHC”). If a RIC is a qualified investment entity and the non-U.S. shareholder owns more than 5% of a class of Fund shares at any time during the one-year period ending on the date of the FIRPTA distribution, the FIRPTA distribution to the non-U.S. shareholder is treated as gain from the disposition of a USRPI, causing the distribution to be subject to U.S. withholding tax at the corporate income tax rate (unless reduced by future regulations), and requiring the non-U.S. shareholder to file a nonresident U.S. income tax return. In addition, even if the non-U.S. shareholder does not own more than 5% of a class of Fund shares, but the Fund is a qualified investment entity, the FIRPTA distribution will be taxable as ordinary dividends (rather than as a capital gain or short-term capital gain dividend) subject to withholding at 30% or lower treaty rate.

Because the Fund expects to invest less than 50% of its assets at all times, directly or indirectly, in U.S. real property interests, the Fund expects that neither gain on the sale or redemption of Fund shares nor Fund dividends and distributions would be subject to FIRPTA reporting and tax withholding.

U.S. Estate Tax

Transfers by gift of shares of the Fund by a foreign shareholder who is a nonresident alien individual will not be subject to U.S. federal gift tax. An individual who, at the time of death, is a non-U.S. shareholder will nevertheless be subject to U.S. federal estate tax with respect to Fund shares at the graduated rates applicable to U.S. citizens and residents, unless a treaty exemption applies. If a treaty exemption is available, a decedent’s estate may nonetheless need to file a U.S. estate tax return to claim the exemption in order to obtain a U.S. federal transfer certificate. The transfer certificate will identify the property (i.e., Fund shares) as to which the U.S. federal estate tax lien has been released. In the absence of a treaty, there is a $13,000 statutory estate tax credit (equivalent to U.S. situs assets with a value of $60,000). For estates with U.S. situs assets of not more than $60,000, the Fund may accept, in lieu of a transfer certificate, an affidavit from an appropriate individual evidencing that decedent’s U.S. situs assets are below this threshold amount.

U.S. Tax Certification Rules

Special U.S. tax certification requirements may apply to non-U.S. shareholders both to avoid U.S. backup withholding imposed at a rate of 24% and to obtain the benefits of any treaty between the U.S. and the shareholder’s country of residence. In general, if you are a non-U.S. shareholder, you must provide a Form W-8 BEN (or other applicable Form W-8) to establish that you are not a U.S. person, to claim that you are the beneficial owner of the income and, if applicable, to claim a reduced rate of, or exemption from, withholding as a resident of a country with which the U.S. has an income tax treaty. A Form W-8 BEN provided without a U.S. taxpayer identification number will remain in effect for a period beginning on the date signed and ending on the last day of the third succeeding calendar year unless an earlier change of circumstances makes the information on the form incorrect. Certain payees and payments are exempt from backup withholding.

The tax consequences to a non-U.S. shareholder entitled to claim the benefits of an applicable tax treaty may be different from those described herein. Non-U.S. shareholders are urged to consult their own tax advisors with respect to the particular tax consequences to them of an investment in the Fund, including the applicability of foreign tax.

 

68

Foreign Account Tax Compliance Act (“FATCA”)

Under FATCA, the Fund will be required to withhold a 30% tax on income dividends made by the Fund to certain foreign entities, referred to as foreign financial institutions (“FFI”) or non-financial foreign entities (“NFFE”). After December 31, 2018, FATCA withholding also would have applied to certain capital gain distributions, return of capital distributions and the proceeds arising from the sale of Fund shares; however, based on proposed regulations issued by the IRS, which can be relied upon currently, such withholding is no longer required unless final regulations provide otherwise (which is not expected). The FATCA withholding tax generally can be avoided: (a) by an FFI, if it reports certain direct and indirect ownership of foreign financial accounts held by U.S. persons with the FFI and (b) by an NFFE, if it: (i) certifies that it has no substantial U.S. persons as owners or (ii) if it does have such owners, reporting information relating to them. The U.S. Treasury has negotiated intergovernmental agreements (“IGA”) with certain countries and is in various stages of negotiations with a number of other foreign countries with respect to one or more alternative approaches to implement FATCA; an entity in one of those countries may be required to comply with the terms of an IGA instead of U.S. Treasury regulations.

An FFI can avoid FATCA withholding if it is deemed compliant or by becoming a “participating FFI,” which requires the FFI to enter into a U.S. tax compliance agreement with the IRS under section 1471(b) of the Code (“FFI agreement”) under which it agrees to verify, report and disclose certain of its U.S. accountholders and meet certain other specified requirements. The FFI will either report the specified information about the U.S. accounts to the IRS, or, to the government of the FFI’s country of residence (pursuant to the terms and conditions of applicable law and an applicable IGA entered into between the US and the FFI’s country of residence), which will, in turn, report the specified information to the IRS. An FFI that is resident in a country that has entered into an IGA with the U.S. to implement FATCA will be exempt from FATCA withholding provided that the FFI shareholder and the applicable foreign government comply with the terms of such agreement.

An NFFE that is the beneficial owner of a payment from the Fund can avoid the FATCA withholding tax generally by certifying that it does not have any substantial U.S. owners or by providing the name, address and taxpayer identification number of each substantial U.S. owner. The NFFE will report the information to the Fund or other applicable withholding agent, which will, in turn, report the information to the IRS.

Such foreign shareholders also may fall into certain exempt, excepted or deemed compliant categories as established by U.S. Treasury regulations, IGAs, and other guidance regarding FATCA. An FFI or NFFE that invests in the Fund will need to provide the Fund with documentation properly certifying the entity’s status under FATCA in order to avoid FATCA withholding. Non-U.S. investors should consult their own tax advisors regarding the impact of these requirements on their investment in the Fund. The requirements imposed by FATCA are different from, and in addition to, the U.S. tax certification rules to avoid backup withholding described above. Shareholders are urged to consult their tax advisors regarding the application of these requirements to their own situation.

EFFECT OF FUTURE LEGISLATION; LOCAL TAX CONSIDERATIONS

The foregoing general discussion of U.S. federal income tax consequences is based on the Code and the regulations issued thereunder as in effect on the date of this Statement of Additional Information. Future legislative or administrative changes, including provisions of current law that sunset and thereafter no longer apply, or court decisions may significantly change the conclusions expressed herein, and any such changes or decisions may have a retroactive effect with respect to the transactions contemplated herein. Rules of state and local taxation of ordinary income, qualified dividend income and capital gain dividends may differ from the rules for U.S. federal income taxation described above. Distributions may also be subject to additional state, local and foreign taxes depending on each shareholder’s particular situation. Non-U.S. shareholders may be subject to U.S. tax rules that differ significantly from those summarized above. Shareholders are urged to consult their tax advisors as to the consequences of these and other state and local tax rules affecting investment in the Fund.

WHO MANAGES AND PROVIDES SERVICES TO THE FUNDS?

 

 

BOARD OF TRUSTEES

The Board is responsible for managing the Trust’s business affairs and for exercising all the Trust’s powers except those reserved for the shareholders. The following tables give information about each Trustee and the Senior Officers of the Funds. Where required, the tables separately list Trustees who are “interested persons” of the Funds (i.e., “Interested” Trustees) and those who are not (i.e., “Independent” Trustees). Each Board member oversees all portfolios of the Trust and serves for an indefinite term. Information about each Trustee is provided below. Unless otherwise noted, the business address of each

 

69

Trustee and Senior Officer of the Funds is 1100 North Market Street, 9th Floor, Wilmington, Delaware, 19890. The Trust is comprised of 10 funds. The Total Compensation from the Trust shown is as of the most recently completed fiscal year dated April 30, 2026.

INTERESTED TRUSTEE BACKGROUND

 

Name

Birth Date

Position With Trust

Date Service Began

  

Principal Occupations and Other Directorships Held for Past Five Years

Randy H. Vogel*

Birth date: 12/68

 

Trustee

Began serving: July 2024

 

President

Began serving: July 2024

 

Principal Occupations: Executive Vice President, Head of Fixed Income, Wilmington Trust Investment Advisors, Inc. (2008 - present).

 

 

Previous Positions: Head of Taxable Credit Research, PNC Wealth Management, (2006-2008).

 

 

Other Directorships Held Positions: None

 
  *

Randy H. Vogel is “interested” due to his current employment with Wilmington Trust Investment Advisors, Inc., a sub-advisor to the Funds and subsidiary of M&T Bank Corporation, parent company of WFMC, investment advisor to the Funds.

INDEPENDENT TRUSTEE BACKGROUND AND COMPENSATION

 

Name

Birth Date

Position With Trust

Date Service Began

  

Principal Occupations for Past Five Years and Other Directorships Held

  

Total
Compensation
From
Trust**

Donald E. Foley

Birth Date: 8/51

 

Chairman

Began serving: January 2023

 

Trustee

Began serving: December 2015

  

Principal Occupations: Director, BioSig Technologies (medical technology) (2015 to present); Trustee, AXA Premier VIP Trust (2017 to present); Trustee, EQ Advisors Trust (111 portfolios) (2014 to present); Trustee, 1290 Funds (15 portfolios) (registered investment companies) (2017 to present); Chairman and Director, Burke Rehabilitation Hospital Foundation (private hospital, research institute) (2005 to present); Trustee and Chairman of the President’s Council, Union College (private college) (2011 to present); Chairman and Trustee, New Beginning Family Academy (elementary charter school) (2016 to present).

 

Previous Positions: Advisory Member, Trust and Investment Committee, M&T Bank, Wilmington Trust, National Association, and Wilmington Trust Company (2012 to 2016); Chairman and Chief Executive Officer of Wilmington Trust Corporation (2010 to 2011).

 

Other Directorships Held: Director, M&T Bank Corporation (commercial bank) (2011 to 2012); Chairman and Director, Wilmington Trust Corporation (commercial and trust bank) (2007 to 2011).

   $217,750

Gregory P. Chandler

Birth date: 12/66

 

Trustee

Began serving: July 2017

   Principal Occupations: President, GCVC Consulting (financial and corporate governance advisory) (2008 to present).  

 

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Name

Birth Date

Position With Trust

Date Service Began

  

Principal Occupations for Past Five Years and Other Directorships Held

  

Total
Compensation
From
Trust**

 

 

Previous Positions: Chief Financial Officer, Herspiegel Consulting LLC (pharmaceutical consulting) (2020 to October 2025); Chief Financial Officer, Avocado Systems, Inc. (cybersecurity software) (March 2020 to November 2020); Chief Financial Officer, Emtec, Inc. (information technology services) (2009 to 2020); Managing Director, Janney Montgomery Scott LLC (investment banking) (1999 to 2009); Consulting Manager, PricewaterhouseCoopers LLP (1997 to 1999); Manager, Business Assurance, Coopers & Lybrand (audit services) (1995 to 1997).

 

Other Directorships Held: Trustee, RBB Fund Series Trust (84 portfolios) (registered investment companies) (2012 to present); Trustee, FS Specialty Lending Fund (business development company) (2009 to present); Director, Emtec, Inc. (2005 to 2019); Director, FS Investment Corporation (business development company) (2007 to 2019).

   $202,500

Valerie J. Sill

Birth date: 5/62

   Principal Occupations: President, Chief Executive Officer and Chief Investment Officer, DuPont Capital Management (asset management) (2004 to present).   $199,000

Trustee

Began serving: April 2020

  

Previous Positions: Executive Vice President at The Boston Company (asset management) (1994 to 2004).

 

Other Directorships Held: Trustee, Longwood Gardens (horticultural display garden) (2005 to present); Trustee, CAIA Association (alternative investments education) (2017 to 2025); Trustee, Christiana Care Health System (healthcare provider) (2012 to 2021); and Advisory Counsel, Federal Reserve Bank of Philadelphia’s Economic Advisory Council (2010 to 2013).

  

H. Thomas McMeekin

Birth date: 6/53

   Principal Occupations: Managing Partner and Founder, Griffin Investments, LLC (asset management) (2000 to present); Chief Executive Officer of Blue Key Services, LLC (locksmith services) (2014 to present).   $186,500

Trustee

Began serving: April 2024

  

Previous Positions: Chief Investment Officer, AIG Life & Retirement and United Guaranty Corporation; and Senior Managing Director of AIG Asset Management (2009 to 2012).

 

Other Directorships Held: Trustee, EQ Advisors (111 portfolios), 1290 Funds (15 portfolios) (registered investment companies) (2014 to present); and Director, Achaean Financial (financial services) (2012 to 2024).

  
 
  **

The Trust does not maintain any pension or retirement plans for the Officers or Trustees of the Trust.

SUMMARY OF THE EXPERIENCE AND QUALIFICATIONS OF TRUSTEES

Described below for each Trustee are specific experiences, qualifications, attributes, or skills that support a conclusion that he should serve as a Trustee of the Trust as of the date of this SAI and in light of the Trust’s business and structure. The role of an effective Trustee inherently requires certain personal qualities, such as integrity, as well as the ability to comprehend, discuss and critically analyze materials and issues that are presented so that the Trustee may exercise judgment and reach conclusions in fulfilling his duties and fiduciary obligations. It is believed that the specific background of each Trustee evidences those abilities and is appropriate to his serving on the Trust’s Board of Trustees. Further information about each Trustee is set forth in the table above describing the business activities of each Trustee during the past five years and other directorships held.

 

71

INTERESTED TRUSTEE

Mr. Vogel has served as a Trustee of the Trust and President of the Trust since July 2024, while acting as Executive Vice President, Wilmington Trust Investment Advisors, Inc. (WTIA), as Head of Fixed Income. Previously, he served as Head of Taxable Credit Research at PNC Wealth Management. He is a Chartered Financial Analyst (CFA) charter holder and member of the Financial Analysts of Philadelphia. Additionally, he has earned his Certificate in Investment Performance Measurement (CIPM). His current position within WTIA and the M&T Bank organization entails significant responsibilities.

INDEPENDENT TRUSTEES

Mr. Chandler has served as an Independent Trustee of the Trust since July 2017. He has significant experience related to the business and financial services industries and currently serves as a Trustee to the RBB Fund Series Trust and as a Trustee to FS Energy Partners. Mr. Chandler is also Chief Financial Officer of Avocado Systems, Inc. He presently serves as Chair of the Audit Committee of the Trust.

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

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

Mr. McMeekin has served as an Independent Trustee of the Trust since April 2024. He has significant experience related to the business and financial services industries, has held senior management positions with insurance companies, has multiple years of service on the boards of public and private companies and organizations, and has multiple years of service as a Trustee of the 1290 Funds.

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

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

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

 

72

OFFICERS BACKGROUND

 

Name

Address

Birth year

Position With Trust

   

Principal Occupations for Past Five Years and Previous Positions

John C. McDonnell

Birth Year: 1966

    Principal Occupations: Chief Operations Officer, Wilmington Funds; Senior Vice President, Wilmington Funds Management Corporation (2005 to present); Senior Vice President, Wilmington Trust Investment Advisors, Inc. (2012 to present).

Chief Operations Officer

Began serving: June 2017

 

Vice President

Began serving: June 2012

    Previous Positions: Vice President, Wilmington Trust Investment Management, LLC (2005 to 2012).

Brian Murray

Birth year: 1966

    Principal Occupation: Chief Compliance Officer and Anti-Money Laundering Officer, Wilmington Funds (2026 to present); Senior Vice President, M&T Bank.

Chief Compliance Officer and AML Officer

Began serving: June 2026

    Previous Positions: Chief Compliance Officer, Delaware Funds by Macquarie/Macquarie Investment Management Business Trust (2004 – 2024); Senior Vice President, Macquarie Investment Management.

John J. Kelley

Birth year: 1959

    Principal Occupations: President of Wilmington Funds Management Corporation; Senior Vice President and Chief Administrative Officer, Wilmington Trust Investment Advisors Inc.

Vice President

Began serving: December 2016

    Previous Positions: Vice President, BNY Mellon Investment Servicing (formerly, PNC Global Investment Servicing) (January 2005 to July 2005); Vice President of Administration, 1838 Investment Advisors, LP (1999 to 2005); Chief Compliance Officer, 1838 Investment Advisors, LP (2004 to 2005).

Robert L. Tuleya

Birth year: 1974

Vice President and Assistant Secretary

Began serving: September 2018

   

Principal Occupations: Senior Vice President and Assistant Secretary, Wilmington Funds Management Corporation (2018 to present); Senior Vice President and Assistant Secretary, Wilmington Trust Investment Advisors, Inc (2018 to present); Senior Vice President and Assistant Secretary, Wilmington Trust Investment Management, LLC (2018 to present); Senior Vice President and Assistant General Counsel, M&T Bank (2018 to present).

 

Previous Positions: Vice President and Counsel, M&T Bank (2017 to 2018); Senior Counsel, PNC Bank (2014 to 2017).

Charles S. Todd

190 Middle Street, Suite 301

Portland ME 04101

Birth year: 1971

   

Principal Occupations: Partner, Segment Leader, Fund Officers, ACA Group, previously Foreside Financial Group (2008 to present).

 

Previous Positions: Vice President, Co-Director, Financial Reporting, J.P. Morgan (2000 to 2008).

Chief Executive Officer

Began serving: June 2022

   

Lisa R. Grosswirth

240 Greenwich Street, 22nd Floor

New York, NY 10286

Birth year: 1963

   

Principal Occupations: Vice President, BNY Mellon Asset Servicing (2004 to present).

 

Previous Positions: Supervisory Paralegal, The Dreyfus Corporation (1998 to 2004).

Secretary

Began serving: September 2007

   

Robert A. DeVault, Jr.

190 Middle Street, Suite 301

Portland, ME 04101

Birth year: 1965

   

Principal Occupations: Director and Fund Principal Financial Officer, ACA Group, previously Foreside Financial Group (2026 to present).

 

Previous Positions: Manager, Fund Administration VanEck Global Investments (2017 to 2025).

Chief Financial Officer and Treasurer

Began serving: May 2026

   

 

73

COMMITTEES OF THE BOARD

The Board of Trustees has established various committees to facilitate the timely and efficient consideration of all matters of importance to the Independent Trustees, the Trust, and each Fund’s shareholders, and to facilitate compliance with legal and regulatory requirements. Currently, the Board has an Audit Committee, Nominating and Governance Committee, Pricing Committee, and Disclosure Controls and Procedures Committee.

The Audit Committee is composed of Gregory P. Chandler, Chair, Donald E. Foley, H. Thomas McMeekin and Valerie J. Sill, each who are not “interested persons” of the Trust as defined in Section 2(a)(19) of the 1940 Act (individually, an “Independent Trustee” and collectively, the “Independent Trustees”). The Audit Committee, pursuant to its Charter, oversees and monitors the Trust’s internal accounting and control structure, its auditing function and its financial reporting process. The Audit Committee is responsible for selecting and retaining the auditors for the Trust. The Audit Committee is also responsible for approving the audit plans, fees and other material arrangements in respect of the engagement of auditors, including non-audit services. The Chairman of the Audit Committee is responsible for pre-approving all non-audit related services, subject to ratification by the full Audit Committee. The Audit Committee reviews the qualifications of the auditor’s key personnel involved in the foregoing activities and monitors the auditor’s independence. The Audit Committee also discusses the Trust’s processes with respect to risk assessment and risk management. During the fiscal year ended April 30, 2026, the Audit Committee met four times.

The Trust has a Nominating and Governance Committee which functions pursuant to its Charter. The Board of the Trust appoints the members of the Nominating and Governance Committee, which is composed of Gregory P. Chandler, Donald E. Foley, H. Thomas McMeekin and Valerie J. Sill, Chair, each an Independent Trustee. The Nominating and Governance Committee is responsible for the selection and nomination for election to the full Board appropriate candidates for service as Trustees of the Trust. In addition, the Nominating and Governance Committee provides a forum for the Independent Trustees to address important issues of corporate governance for the Trust, including Trustee compensation and the Board self-evaluation, and to make appropriate recommendations to the full Board regarding sound governance practices. During the fiscal year ended April 30, 2026, the Nominating and Governance Committee met four times.

The Pricing Committee is composed of any one Independent Trustee and representatives from the Advisor. The Pricing Committee may make fair valuation determinations as may be required from time to time. The Pricing Committee meets as is required. During the fiscal year ended April 30, 2026, the Pricing Committee met four times.

The Disclosure Controls and Procedures (“DC&P”) Committee is composed of the Trust’s Principal Executive Officer (“PEO”), Principal Financial Officer (“PFO”), and Chief Compliance Officer, as well as the Chief Investment Officer and Chief Operating Officer of the Advisor, and from time to time, Fund Counsel and other persons may be invited to attend meetings by the Trust’s PEO and PFO. The DC&P Committee oversees internal controls relating to preparation and filing of financial statements and meets prior to the final approvals by the PEO and PFO of the Fund on the annual report, semi-annual report and certain other filings. During the fiscal year ended April 30, 2026, the DC&P Committee met two times.

BOARD OWNERSHIP OF SHARES IN THE FUNDS AND IN THE TRUST

AS OF DECEMBER 31, 2025

 

Board Member Name

    Dollar Range of Shares
Owned in Funds		      Aggregate Dollar
Range of Shares
Owned in Trust		  
Interested Board Members      
Randy Vogel      None        None  
Independent Board Members      
Gregory P. Chandler         Over $100,000  

Wilmington Enhanced Dividend Income Strategy Fund

      Over $100,000     

Wilmington Broad Market Bond Fund

      $10,001-$50,000     

Wilmington International Fund

      $50,001-$100,000     

Wilmington Large-Cap Strategy Fund

      $10,001-$50,000     

Wilmington Global Alpha Equities Fund

      $50,001-$100,000     

Wilmington Municipal Bond Fund

      $1-$10,000     

 

74

Board Member Name

    Dollar Range of Shares
Owned in Funds		      Aggregate Dollar
Range of Shares
Owned in Trust		  
Donald E. Foley         Over $100,000  

Wilmington Global Alpha Equities Fund

      $10,001-$50,000     

Wilmington International Fund

      $10,001-$50,000     

Wilmington Large-Cap Strategy Fund

      $50,001-$100,000     
H. Thomas McMeekin         Over $100,000  

Wilmington Large-Cap Strategy Fund

      $50,001-$100,000     

Wilmington International Fund

      $10,001-$50,000     

Wilmington Global Alpha Equities Fund

      $50,001-$100,000     
Valerie J. Sill         Over $100,000  

Wilmington Large-Cap Strategy Fund

      Over $100,000     

As of December 31, 2025, the Fund’s Board and Officers as a group owned 1% of the Wilmington Enhanced Dividend Income Strategy Fund’s outstanding shares and less than 1% of the outstanding shares of each of the other Funds.

BOARD LEADERSHIP STRUCTURE

The Board of Trustees is composed of four Independent Trustees and one interested trustee. Donald E. Foley, Independent Trustee, serves as the Chair of the Board and presides at meetings of the Board. Mr. Foley regularly communicates with representatives of the Advisor and the Trust. Mr. Foley leads the deliberative meetings of the Independent Trustees that are held outside of the presence of management personnel. The Independent Trustees are advised at these meetings, as well as at other times, by separate, independent legal counsel. Mr. Foley may perform such other functions as may be requested by the Board from time to time. The Board believes that having a super-majority of Independent Trustees, coupled with an Independent Chair, is appropriate and in the best interests of the Trust, given its specific characteristics.

The Trustees have the authority to take all actions necessary in connection with the business affairs of the Trust, including, among other things, approving the investment goals, policies and procedures for the Funds. The Trust enters into agreements with various entities to manage the day-to-day operations of the Funds, including with the Advisor, the sub-advisors, the administrator, the transfer agent, the distributor and the custodian. The Trustees are responsible for selecting these service providers, approving the terms of their contracts with the Funds, and exercising general oversight of these service providers on an ongoing basis.

BOARD OVERSIGHT OF TRUST RISK

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

The Board has appointed a Chief Compliance Officer (“CCO”) who reports directly to the Board’s Independent Trustees and provides presentations to the Board at its quarterly meetings and an annual report to the Board concerning compliance matters. The CCO oversees the development and implementation of compliance policies and procedures that are reasonably designed to prevent violations of the federal securities laws (“Compliance Policies”). The Board has approved the Compliance Policies, which seek to reduce risks relating to the possibility of non-compliance with the federal securities laws. The CCO also regularly discusses the relevant risk issues affecting the Trust during private meetings with the Independent Trustees, including concerning the Advisor, as applicable.

 

75

INVESTMENT ADVISOR

WILMINGTON FUND MANAGEMENT CORPORATION (“WFMC”). WFMC serves as the investment advisor to each of the Funds. WMFC is located at 1100 North Market Street, Wilmington, Delaware 19890 and is a Delaware corporation organized on September 17, 1981. It is a wholly owned subsidiary of Wilmington Trust Corporation, which is a wholly owned subsidiary of M&T Bank Corporation.

Several affiliates of WFMC are also engaged in the investment advisory business. Wilmington Trust Investment Management, LLC, a wholly owned subsidiary of Wilmington Trust Corporation, is a registered investment advisor.

Pursuant to an investment advisory agreement between the Trust and WFMC, WFMC manages the assets of the Funds (“Investment Advisory Contract”). The Investment Advisory Contract has an initial term of two years and continues in effect from year to year thereafter if such continuance is specifically approved at least annually by the Board of Trustees including a majority of the Independent Trustees casting votes in person at a meeting called for such purpose, or by vote of a majority of the outstanding voting securities of the Fund. The Investment Advisory Contract may be terminated by the Trust or the investment advisor on 60 days written notice without penalty. The Investment Advisory Contract will also terminate automatically in the event of its assignment as defined in the 1940 Act. Pursuant to the Investment Advisory Contract, WFMC is entitled to receive the following annual investment advisory fees, paid monthly as a percentage of average daily net assets:

 

   

Annual Fee (as a % of average daily net assets (“Assets”))

  

Fund

  

WFMC

   WTIA*  
Wilmington Large-Cap Strategy Fund   0.25%     None  
Wilmington International Fund   0.45%     80 % 
Wilmington Global Alpha Equities Fund   0.60%     80 % 
Wilmington Real Asset Fund   0.45% on all Assets except Assets allocated to the inflation-protected and fixed-income securities (“TIPS”) strategy or the Enhanced Cash strategy. The fee for assets allocated to the TIPS strategy: 0.52% of the first $25 million; 0.49% of the next $25 million; and 0.47% of Assets over $50 million. The fee for assets allocated to the Enhanced Cash strategy is 0.53% on the assets.     80 % 
Wilmington Enhanced Dividend Income Strategy Fund   0.40%     50 % 
Wilmington Broad Market Bond Fund   0.45%     None  
Wilmington Municipal Bond Fund   0.45%     None  
Wilmington New York Municipal Bond Fund   0.45%     None  
Wilmington U.S. Government Money Market Fund   0.15%     None  
Wilmington U.S. Treasury Money Market Fund   0.15%     None  
 
  *

Percentage shown represents the portion of WFMC’s fees allocated to WTIA.

WFMC has contractually agreed to waive a portion of its advisory fees or reimburse expenses to the extent that the expenses of a Fund (excluding dividends or interest on short positions, acquired fund fees and expenses, taxes, extraordinary expenses, brokerage commissions and interest), expressed as an annualized percentage of average daily net assets, do not exceed the expense limitations set forth below.

 

    EXPENSE LIMITATION        

Fund

    Class A       Class I      TERMINATION DATE  
Wilmington Large-Cap Strategy Fund     N/A       0.25%       August 31,2027  
Wilmington International Fund     1.08%       0.83%       August 31,2027  
Wilmington Global Alpha Equities Fund     1.49%       1.24%       August 31,2027  
Wilmington Real Asset Fund     0.82%       0.57%       August 31,2027  

 

76

    EXPENSE LIMITATION        

Fund

    Class A       Class I      TERMINATION DATE  
Wilmington Enhanced Dividend Income Strategy Fund     0.75%       0.50%       August 31,2027  
Wilmington Broad Market Bond Fund     0.68%       0.43%       August 31,2027  
Wilmington Municipal Bond Fund     0.72%       0.47%       August 31,2027  
Wilmington New York Municipal Bond Fund     0.81%       0.56%       August 31,2027  

 

    EXPENSE LIMITATION         

Fund

   Preferred
Institutional
Class		     Institutional
Class		     Select
Class		     Administrative
Class		     Service
Class		      TERMINATION DATE  
Wilmington U.S. Government Money Market Fund     0.16 %      0.25 %      0.32 %      0.60 %      0.66%        August 31,2027  
Wilmington U.S. Treasury Money Market Fund     0.16 %      0.25 %      0.32 %      0.60 %      0.66%        August 31,2027  

ADVISORY SERVICES. Under the terms of the Investment Advisory Contract, WFMC has agreed to: (a) direct the investments of the Funds, subject to and in accordance with each Fund’s investment goal, policies and limitations set forth in the prospectus and this SAI; (b) purchase and sell for each Fund, securities and other investments consistent with a Fund’s goals and policies; (c) supply office facilities, equipment and personnel necessary for servicing the investments of each Fund; (d) pay the salaries of all personnel of the investment advisor performing services relating to research, statistical and investment activities on behalf of a Fund; (e) make available and provide such information as the Trust and/or its administrator may reasonably request for use in the preparation of its registration statement, reports and other documents required by any applicable federal, foreign or state statutes or regulations; and (f) make its officers and employees available to the Trustees and officers of the Trust for consultation and discussion regarding the management of each Fund and its investment activities. Additionally, WFMC has agreed to create and maintain all necessary records in accordance with all applicable laws, rules and regulations pertaining to the various functions performed by it and not otherwise created and maintained by another party pursuant to a contract with the Funds. The Trust and/or WFMC may at any time upon approval by the Board of Trustees, enter into one or more sub-advisory agreements with a sub-advisor pursuant to which WFMC delegates any or all of its duties as listed.

The Investment Advisory Contract provides that WFMC shall not be liable for any error of judgment or mistake of law or for any loss suffered by a Fund in connection with the matters to which the agreement relates, except to the extent of a loss resulting from willful misfeasance, bad faith or gross negligence on its part in the performance of its obligations and duties under the agreement. The salaries of any officers and the Interested Trustees employed by WFMC and the salaries of all personnel of WFMC performing services for each Fund relating to research, statistical and investment activities are paid by WFMC. Each Fund and each class of shares of a Fund pays its respective pro rata portion of the advisory fee payable by the Fund.

SUB-ADVISORY SERVICES

ALL FUNDS. WTIA, 1100 North Market Street, 9th Floor Wilmington, DE 19890, provides certain investment services, information, advice, assistance and facilities and performs research, statistical and investment services pursuant to a sub-advisory agreement among the Trust, WFMC and WTIA. For providing sub-advisory services, WTIA may receive a portion of WFMC’s advisory fee received from each Fund. The allocation of the fees between WFMC and WTIA is based on the allocation of responsibilities between WFMC and WTIA with respect to each Fund. WFMC may reallocate investment advisory responsibilities and fees between itself and WTIA without obtaining shareholder approval. Any such reallocation will not result in a reduction in the nature and level of services provided to each Fund or in an increase in the aggregate fees paid by each Fund for such services.

In addition, subject to oversight by the Board, WFMC is responsible for overseeing the sub-advisors and recommending their hiring, termination and replacement. Pursuant to an exemptive order from the SEC, WFMC (subject to the approval of the Board) may, with respect to any of the Funds, select and replace sub-advisors, which are unaffiliated with WFMC, and amend Sub Advisory agreements without obtaining shareholder approval, provided that certain conditions are met.

For their services, each sub-advisor (other than WTIA) is entitled to receive a fee based upon a percentage of their respective Fund’s average daily net assets, which will be paid by the Fund and not by the Advisor. The rate of the overall fee payable to

 

77

the multiple sub-advisors of a sub-advised Fund may vary depending on the amount of assets that are allocated to the different sub-advisors of the sub-advised Fund due to the differences in their fees. The rate of the overall fee payable to the multiple sub advisors of a sub advised Fund may also vary, from time to time, due to increases or decreases in the market value of the portions of the Fund’s portfolio managed by particular sub-advisors. These variations may occur even though there has been no change in the contractual arrangements between the Fund and any sub-advisor. With respect to the Wilmington International Fund, Real Asset Fund, and the Wilmington Global Alpha Equities Fund, should changes to a Sub-Advisory agreement result in an increase in the overall management and advisory fee payable by the Fund to over 0.95%, 1.10%, and 1.95%, respectively, shareholders of the Fund will be required to approve such change.

WILMINGTON INTERNATIONAL FUND

Each of WTIA and Wellington Management Company LLP (“Wellington”) act as sub-advisors to the Wilmington International Fund.

Wellington is located at 280 Congress Street, Boston, Massachusetts 02210

The Fund is directly responsible for paying Wellington the following sub-advisory fee as a percentage of average daily net assets allocated to and managed by, Wellington:

0.33% on all assets under management

Of the 0.78% management fee disclosed in the Fund’s fee table in the prospectus, 0.33% can be attributed to Wellington, who assists in managing the Fund’s assets.

WILMINGTON GLOBAL ALPHA EQUITIES FUND

WTIA acts as sub-advisor to the Fund.

Wellington acts as a sub-advisor to the Fund. Wellington’s address is 280 Congress St., Boston, MA 02210.

The Fund is directly responsible for paying Wellington the following sub-advisory fee as a percentage of average daily net assets allocated to and managed by Wellington: 0.55% on the first $250 million in assets; and 0.50% on assets in excess of $250 million.

Of the 1.15% management fee disclosed in the Fund’s fee table in the prospectus, 0.55% can be attributed to Wellington, who assists in managing the Fund’s assets.

WILMINGTON REAL ASSET FUND

The sub-advisors to the Wilmington Real Asset Fund are WTIA and Parametric Portfolio Associates LLC (“Parametric”) each of which are registered investment advisors. In addition, WTIA, as the principal sub-advisor, directly manages the portions of the Wilmington Real Asset Fund allocated to the inflation-protected and fixed-income securities strategy (e.g., “TIPS”) and to the enhanced cash strategy. WTIA allocates assets of the Wilmington Real Asset Fund to Parametric. The allocation of assets among the sub-advisors may vary from time to time.

Parametric is located at 800 Fifth Avenue, Suite 2800, Seattle, WA 98104

The Wilmington Real Asset Fund is directly responsible for paying each of its sub-advisors the following sub-advisory fees as a percentage of average daily net assets allocated to and managed by a sub-advisor:

 

SUB-ADVISOR

   

SUB-ADVISORY FEE AS A

PERCENTAGE OF AVERAGE DAILY

NET ASSETS (“ASSETS”)

Parametric   

0.25% on the first $20 million in assets;

0.20% on the next $20 million in assets; and

0.15% on the next $110 million in assets; and

0.10% on assets in excess of $150 million

 

78

Of the 0.52% management fee disclosed in the Fund’s fee table in the prospectus, 0.07% can be attributed to Parametric who assists in managing the Fund’s assets.

SUB-ADVISORY AGREEMENTS. Each Sub-Advisory Agreement provides that the sub-advisor has discretionary investment authority with respect to the portion of the Fund’s assets allocated to it by WFMC, subject to the restrictions of the 1940 Act, the Internal Revenue Code of 1986, as amended, applicable state securities laws, applicable statutes and regulations of foreign jurisdictions, the Fund’s investment goal, policies and restrictions and the instructions of the Board of Trustees and WFMC.

Each Sub-Advisory Agreement provides that the sub-advisor will not be liable for any action taken, omitted or suffered to be taken except if such acts or omissions are the result of willful misfeasance, bad faith, gross negligence or reckless disregard of duty. Each Sub-Advisory Agreement continues in effect for two years and then from year to year so long as continuance of each such Sub-Advisory Agreement is approved at least annually (i) by the vote of a majority of the Independent Trustees at a meeting called for the purpose of voting on such approval and (ii) by the vote of a majority of the Trustees or by the vote of a majority of the outstanding voting securities of the Fund. Each Sub-Advisory Agreement terminates automatically in the event of its assignment and is terminable on written notice by the Trust (without penalty, by action of the Board of Trustees or by vote of a majority of the Fund’s outstanding voting securities) or by WFMC or the sub-advisor. Each Sub-Advisory Agreement provides that written notice of termination must be provided sixty days prior to the termination date, absent mutual agreement for a shorter notice period. WTIA may receive a sub-advisory fee from WFMC as agreed to from time to time with WFMC. Such fee paid to WTIA will not exceed the contractual amount of WFMC’s advisory fee. The fee shall be payable monthly as soon as practicable after the last day of each month.

PORTFOLIO MANAGERS

The management of the Funds and their sub-advisors is the responsibility of a group of WFMC and WTIA investment professionals as more fully described in the Prospectus for the Funds. Personnel of WTIA, pursuant to an employee leasing agreement, may serve as WFMC employees for WFMC services to a Fund. The information provided below supplements the information provided in the Prospectuses under the heading “Who Manages the Funds” with respect to the investment professionals responsible, either individually or jointly, for the day-to-day management of each of the Funds, including information regarding:

(i) “OTHER ACCOUNTS MANAGED.” Other accounts managed by portfolio managers and management team members jointly and primarily responsible for the day-to-day management of the Funds;

(ii) “MATERIAL CONFLICTS OF INTEREST.” Material conflicts of interest identified by WFMC and WTIA and each sub-advisor that may arise in connection with a portfolio manager’s management of a Fund’s investments and investments of other accounts managed for the Funds. These potential conflicts of interest include material conflicts between the investment strategy of a Fund and the investment strategy of the other accounts managed by the portfolio manager and conflicts associated with the allocation of investment opportunities between a Fund and other accounts managed by the portfolio manager. Additional conflicts of interest may potentially exist or arise that are not discussed below;

(iii) “COMPENSATION.” A description of the structure of, and method used to determine the compensation received by the Funds’ portfolio managers or management team members from the Funds, the advisor or any other source with respect to managing the Funds and any other accounts for the fiscal year ended April 30, 2026; and

(iv) “OWNERSHIP OF SECURITIES.” Information regarding each portfolio manager’s dollar range of equity securities beneficially owned in the Funds as of April 30, 2026.

 

79

WILMINGTON INTERNATIONAL FUND/WILMINGTON REAL ASSET FUND/WILMINGTON GLOBAL ALPHA EQUITIES FUND

WFMC, INVESTMENT ADVISOR

WTIA, PRINCIPAL SUB-ADVISOR

OTHER ACCOUNTS MANAGED (AS OF APRIL 30, 2026)

 

Portfolio Manager/Type of Accounts

    Total Number
of Accounts
Managed		      Total Assets
(millions)		  
Matthew D. Glaser      
Registered Investment Companies:      0      $ 0  
Other Pooled Investment Vehicles:      3      $ 242.9  
Other Accounts      43      $ 35.13  

Dollar value range of shares owned in Wilmington International Fund: None.

Dollar value range of shares owned in Wilmington Real Asset Fund: None.

Dollar value range of shares owned in Wilmington Global Alpha Equities Fund: $10,001 - $50,000.

 

Portfolio Manager/Type of Accounts

    Total Number
of Accounts
Managed		      Total Assets
(millions)		  
Allen E. Choinski      
Registered Investment Companies:      0      $ 0  
Other Pooled Investment Vehicles:      0      $ 0  
Other Accounts:      0      $ 0  

Dollar value range of shares owned in Wilmington International Fund: None.

 

Portfolio Manager/Type of Accounts

    Total Number
of Accounts
Managed		      Total Assets
(millions)		  
Jordan Strauss      
Registered Investment Companies:      0      $ 0  
Other Pooled Investment Vehicles:      2      $ 115.9  
Other Accounts:      0      $ 0  

Dollar value range of shares owned in Wilmington Global Alpha Equities Fund: None.

Dollar value range of shares owned in the Wilmington Real Asset Fund: None.

 

Portfolio Manager/Type of Accounts

    Total Number
of Accounts
Managed		      Total Assets
(millions)		  
Sean Jenkins      
Registered Investment Companies:      0      $ 0  
Other Pooled Investment Vehicles:      0      $ 0  
Other Accounts:      0      $ 0  

Dollar value range of shares owned in Wilmington International Fund: None.

 

80

WILMINGTON ENHANCED DIVIDEND INCOME STRATEGY FUND

WFMC, INVESTMENT ADVISOR

WTIA, SUB-ADVISOR

OTHER ACCOUNTS MANAGED (AS OF APRIL 30, 2026)

 

Portfolio Manager/Type of Accounts

    Total Number
of Accounts
Managed		     
Total Assets
(millions)		  
Matthew D. Glaser      
Registered Investment Companies:      0      $ 0  
Other Pooled Investment Vehicles:      3      $ 242.9  
Other Accounts:      43      $ 35.13  

Dollar value range of shares owned in Wilmington Enhanced Dividend Income Strategy Fund: None.

 

Portfolio Manager/Type of Accounts

    Total Number
of Accounts
Managed		     
Total Assets
(millions)		  
Andrew H. Hopkins, CFA, CPA      
Registered Investment Companies:      0      $ 0  
Other Pooled Investment Vehicles:      3      $ 144.9  
Other Accounts:      2,043      $ 3,178.16  

Dollar value range of shares owned in Wilmington Enhanced Dividend Income Strategy Fund: None.

 

Portfolio Manager/Type of Accounts

    Total Number
of Accounts
Managed		     
Total Assets
(millions)		  
Mark D. Horst, CFA      
Registered Investment Companies:      0      $ 0  
Other Pooled Investment Vehicles:      2      $ 11.9  
Other Accounts:      803      $ 996.14  

Dollar value range of shares owned in Wilmington Enhanced Dividend Income Strategy Fund: $10,001 - $50,000.

WILMINGTON LARGE-CAP STRATEGY FUND

WFMC, INVESTMENT ADVISOR

WTIA, SUB-ADVISOR

OTHER ACCOUNTS MANAGED (AS OF APRIL 30, 2026)

 

Portfolio Manager/Type of Accounts

    Total Number
of Accounts
Managed		      Total Assets
(millions)		  
Matthew D. Glaser      
Registered Investment Companies      0      $ 0  
Other Pooled Investment Vehicles      3      $ 242.9  
Other Accounts      43      $ 35.13  

Dollar value range of shares owned in Wilmington Large-Cap Strategy Fund: None.

 

Portfolio Manager/Type of Accounts

    Total Number
of Accounts
Managed		      Total Assets
(millions)		  
Andrew H. Hopkins, CFA, CPA      
Registered Investment Companies      0      $ 0  
Other Pooled Investment Vehicles      3      $ 144.9  
Other Accounts      2,043      $ 3,178.16  

Dollar value range of shares owned in Wilmington Large-Cap Strategy Fund: None.

 

81

WILMINGTON BROAD MARKET BOND FUND

WFMC, INVESTMENT ADVISOR

WTIA, SUB-ADVISOR

OTHER ACCOUNTS MANAGED (AS OF APRIL 30, 2026)

 

Portfolio Manager/Type of Accounts

    Total Number
of Accounts
Managed		      Total Assets
(millions)		  
Wilmer C. Stith III      
Registered Investment Companies      0      $ 0  
Other Pooled Investment Vehicles      0      $ 0  
Other Accounts      80      $ 3,570.80  

Dollar value range of shares owned in the Wilmington Broad Market Bond Fund: None.

 

Portfolio Manager/Type of Accounts

    Total Number
of Accounts
Managed		      Total Assets
(millions)		  
John W. Cranford      
Registered Investment Companies:      0      $ 0  
Other Pooled Investment Vehicles:      1      $ 4.4  
Other Accounts:      407      $ 1,985.60  

Dollar value range of shares owned in the Wilmington Broad Market Bond Fund: None.

WILMINGTON MUNICIPAL BOND FUND/WILMINGTON NEW YORK MUNICIPAL BOND FUND

WFMC, INVESTMENT ADVISOR

WTIA, SUB-ADVISOR

OTHER ACCOUNTS MANAGED (AS OF APRIL 30, 2026)

 

Portfolio Manager/Type of Accounts

    Total Number
of Accounts
Managed		      Total Assets
(millions)		  
Jason Hannon      
Registered Investment Companies:      0      $ 0  
Other Pooled Investment Vehicles:      2      $ 30.8  
Other Accounts:      1,389      $ 5,128.30  

Dollar value range of shares owned in the Wilmington Municipal Bond Fund: None.

Dollar value range of shares owned in the Wilmington New York Municipal Bond Fund: None.

 

Portfolio Manager/Type of Accounts

    Total Number
of Accounts
Managed		      Total Assets
(millions)		  
John J. Malloy, Jr.      
Registered Investment Companies:      0      $ 0  
Other Pooled Investment Vehicles:      2      $ 30.8  
Other Accounts:      1,389      $ 5,128.30  

Dollar value range of shares owned in the Wilmington Municipal Bond Fund: None.

Dollar value range of shares owned in the Wilmington New York Municipal Bond Fund: None.

As of April 30, 2026, none of the WTIA portfolio managers managed other accounts that charged performance-based fees.

Compensation Structure

Compensation is comprised of a base salary and an annual incentive bonus. The base salary is based on the job description of the position and the overall qualifications of the individual. Each portfolio manager’s performance is formally evaluated

 

82

annually and based on a variety of factors. The bonus is determined by three components: the overall performance of M&T Bank, the overall performance of WTIA relative to the budget and each portfolio manager’s investment performance relative to the benchmarks for the fund that he helps manage.

The performance portion of each portfolio manager’s incentive bonus is based on the time weighted rates of return for the funds he helps manage compared to the relevant indices with the heaviest emphasis on the current year results. Prior period results are a factor to the extent that they build an argument for additional compensation based on a superior long-term track record.

Conflicts of Interest (WFMC/WTIA Portfolio Managers)

Actual or apparent conflicts of interest may arise when a portfolio manager has day-to-day management responsibilities with respect to more than one account. More specifically, portfolio managers who manage multiple accounts are presented with the following potential conflicts:

 

  •  

The management of multiple accounts may result in a portfolio manager devoting unequal time and attention to the management of each account. WFMC/WTIA seek to manage such competing interests for the time and attention of portfolio managers by having portfolio managers focus on a particular investment discipline. Most accounts managed by a portfolio manager in a particular investment strategy are managed using the same investment models.

 

  •  

If a portfolio manager identifies a limited investment opportunity which may be suitable for more than one account, an account may not be able to take full advantage of that opportunity due to an allocation of filled purchase or sale orders across all eligible accounts. To deal with these situations, WFMC/WTIA have adopted procedures for allocating portfolio transactions across multiple accounts.

 

  •  

With respect to many of its clients’ accounts, WFMC/WTIA determine which broker to use to execute transaction orders, consistent with its duty to seek best execution of the transaction. However, with respect to certain other accounts, WFMC/WTIA may be limited by the client with respect to the selection of brokers or may be instructed to direct trades through a particular broker. In these cases, WFMC/WTIA may place separate, non-simultaneous, transactions for a Fund and other accounts, which may temporarily affect the market price of the security or the execution of the transaction, or both, to the detriment of the Fund or the other accounts.

 

  •  

The Fund is subject to different regulation than the other pooled investment vehicles and other accounts managed by the portfolio manager. As a consequence of this difference in regulatory requirements, the Fund may not be permitted to engage in all the investment techniques or transactions or to engage in these transactions to the same extent as the other accounts managed by the portfolio manager. Finally, the appearance of a conflict of interest may arise where WFMC/WTIA have an incentive, such as a performance-based management fee, which WFMC/WTIA may charge in the future to some accounts, with respect to which a portfolio manager has day-to-day management responsibilities.

WFMC/WTIA have adopted certain compliance procedures which are designed to address these types of conflicts. However, there is no guarantee that such procedures will detect each and every situation in which a conflict arises.

PARAMETRIC PORTFOLIO ASSOCIATES, LLC (“PARAMETRIC”)

OTHER ACCOUNTS MANAGED (AS OF APRIL 30, 2026).

 

Portfolio Manager/ Type of Accounts   Total Number of
Accounts Managed		      Total Assets
(Millions)		      Number of Accounts
Managed subject to
a Performance
Based Advisory Fee		      Total Assets Managed
subject to a Performance
Based Advisory Fee
(millions)		  
Jennifer Mihara           
Registered Investment Companies:     69      $ 48,342,605.38        0      $ 0  
Other Pooled Investment Vehicles:     5      $ 709,216.35        0      $ 0  
Other Accounts     158,984      $ 409,545.17        0      $ 0  

 

Dollar value range of shares owned in the Real Asset Fund: None

 

 

Xiaozhen Li           
Registered Investment Companies:     10      $ 7,605,370.96        0      $ 0  
Other Pooled Investment Vehicles:     0      $ 0.00        0      $ 0  
Other Accounts     158,975      $ 405,817.91        0      $ 0  

 

Dollar value range of shares owned in the Real Asset Fund: None

 

 

 

83

Portfolio Manager/ Type of Accounts   Total Number of
Accounts Managed		      Total Assets
(Millions)		      Number of Accounts
Managed subject to
a Performance
Based Advisory Fee		      Total Assets Managed
subject to a Performance
Based Advisory Fee
(millions)		  
Ben Davis           
Registered Investment Companies:     1      $ 184,001.00        0      $ 0  
Other Pooled Investment Vehicles:     0      $ 0.00        0      $ 0  
Other Accounts     158,975      $ 405,817.91        0      $ 0  

 

Dollar value range of shares owned in the Real Asset Fund: None

 

 

Potential Conflicts of Interest. Parametric is a wholly-owned subsidiary of Morgan Stanley, a global financial institution that provides a broad spectrum of investment banking and financial services. Parametric and its affiliates advise other clients and investment funds with a wide variety of investment objectives that may in some instances overlap or conflict with the Funds’ investment objectives and present conflicts of interest. Parametric may face conflicts in the allocation of investment opportunities among the Funds and other clients. Parametric may have incentives to favor one account over another, such as if one client pays higher management fees. Additionally, Parametric and its affiliates may invest their own assets in an investment opportunity that falls within the Funds’ investment objectives, which may reduce the number of investment opportunities available to the Fund. To seek to reduce potential conflicts of interest and to attempt to allocate such investment opportunities in a fair and equitable manner, Parametric has implemented allocation policies and procedures. These policies and procedures are intended to give all clients of Parametric, including the Funds, fair access to investment opportunities consistent with the requirements of organizational documents, investment strategies, applicable laws and regulations, and the fiduciary duty of Parametric.

Parametric and its affiliates may invest in different classes of securities of the same issuer. As a result, Parametric and its affiliates, at times, will seek to satisfy fiduciary obligations to certain clients owning one class of securities of a particular issuer by pursuing or enforcing right on behalf of those clients with respect to such class of securities, and those activities may have an adverse effect on another client which owns a different class of securities of such issuer. For example, if one client holds debt securities of an issuer and another client holds equity securities of the same issuer, if the issuer experiences financial or operational challenges, Parametric and its affiliates may seek a liquidation of the issuer on behalf of the client that holds the debt securities, whereas the client holding the equity securities may benefit from a reorganization of the issuer. Thus, in such situations, the actions taken by Parametric or its affiliates on behalf of one client can negatively impact securities held by another client. In addition, Parametric or its affiliates may invest in or advise a company that is or becomes a competitor of a company held by the Funds. Such investment could create a conflict between the Funds on the one hand, and Parametric and its affiliates and their clients on the other hand.

Parametric and its affiliates may give advice and recommend securities to other clients and their own accounts which may differ from advice given to, or securities recommended be bought for, the Fund even though such other clients’ investment objectives may be similar to those of the Fund. Additionally, certain securities or instruments may be held in some client accounts, including the Funds but not in others, or client accounts may have different levels of holdings in certain securities or instruments. In addition, Parametric and its affiliates manage long and short portfolios. The simultaneous management of long and short portfolios creates conflicts of interest in that a short sale activity could adversely affect the market value of long positions in one or more portfolios (and vice versa). Parametric and its affiliates maintain separate trading desks that operate independently of each other and do not share information with each other. These desks may compete against each other when implementing buy and sell transactions, possibly causing certain accounts of Parametric and its affiliates to pay more or receive less for a security than other client accounts.

Parametric and its affiliates may from time-to-time receive confidential or material non-public information regarding an investment and may be limited in its ability to utilize such information or to transact in such securities, potentially adversely affecting the Funds. Parametric and its affiliates may be precluded from sharing such information with each other or with its investment team. In addition, Parametric may, in certain instances, be required to aggregate its holdings with its affiliates, potentially causing Parametric to refrain from making investments due to position limit restrictions. Parametric and its affiliates have sought to limit the impact of these potential restrictions by establishing certain information barriers and other policies which limit the sharing of information between different groups within Morgan Stanley.

In the course of its business, Morgan Stanley engages in activities where Morgan Stanley’s interest or the interests of its clients may conflict with the interests of Parametric’s clients, including the Funds. Morgan Stanley engages in investment banking and broker-dealer activities. This may create conflicts of interests between those activities and the Funds. For example, Morgan Stanley’s provision of financial advice to issuers of securities held by the Funds regarding matters such as mergers, acquisitions, restructurings or financings may impact the price of such securities. Morgan Stanley will also publish research and analysis which may impact the price of securities held by the Funds. Activities conducted by Morgan Stanley may affect Parametric’s ability to transact in certain securities from time-to-time.

 

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All of the transactions and activities described above involve the potential for conflicts of interest between Parametric, its affiliates, and their clients. The Advisers Act, 1940 Act and ERISA impose certain requirements designed to decrease the possibility of conflicts of interest between an adviser and its clients. In some cases, transactions may be permitted subject to fulfillment of certain conditions. Certain other transactions may be prohibited. Parametric has instituted policies and procedures, including a code of ethics, designed to prevent conflicts of interest from arising and, when they do arise, to ensure that it effects transactions for clients in a manner that is consistent with its fiduciary duty to its clients and in accordance with applicable law. Parametric seeks to ensure that potential or actual conflicts of interest are appropriately resolved taking into consideration the overriding best interests of the client. For more information about these and other conflicts of interest of Parametric, please see Parametric’s Form ADV Part 2A.

Compensation. Parametric believes that its compensation packages, which are described below, are adequate to attract and retain high-caliber professional employees. Please note that compensation for investment professionals is not based directly on investment performance or assets managed, but rather on the overall performance of responsibilities. In this way, the interests of portfolio managers are aligned with the interests of investors without providing incentive to take undue or insufficient investment risk. It also removes a potential motivation for fraud. Parametric is a subsidiary of Morgan Stanley. Violations of Parametric’s or Morgan Stanley’s policies would be a contributing factor when evaluating an employee’s discretionary bonus.

Compensation of Parametric employees has three primary components:

 

  •  

Base salary

 

  •  

Discretionary bonus

 

  •  

This bonus may be paid in cash, or for those who meet the eligibility for deferred compensation, may be paid in a combination of cash and deferred awards that may include Morgan Stanley restricted stock and Deferred Cash awards.

 

  •  

Deferred awards vest after 3 years.

Parametric employees also receive certain retirement, health and welfare insurance, and other benefits that are broadly available to Morgan Stanley employees. Compensation of employees is reviewed on an annual basis. Considerations for adjustments in base salary and bonus decisions are typically paid and/or put into effect at, or shortly after, the firm’s fiscal year-end. The firm also maintains the following arrangements:

 

  •  

Employment contracts for key investment professionals and senior leadership.

 

  •  

Notice and Non-Solicit agreements for Managing Directors and Executive Directors of the company.

Method to Determine Compensation. Parametric seeks to compensate investment professionals commensurate with responsibilities and performance while remaining competitive with other firms within the investment management industry.

Compensation is also influenced by the operating performance of Parametric and Morgan Stanley. While the salaries of investment professionals are comparatively fixed, variable compensation in the form of bonuses may fluctuate from year-to-year, based on changes in financial performance and other factors. Parametric also offers opportunities to move within the organization, as well as incentives to grow within the organization by promotion.

Additionally, Parametric participates in compensation surveys that benchmark salaries against other firms in the industry. This data is reviewed, along with a number of other factors, so that compensation remains competitive with other firms in the industry.

Ownership of Securities. Ms. Mihara, Mr. Li and Mr. Davis did not beneficially own any shares of the Funds as of April 30, 2026.

WELLINGTON MANAGEMENT COMPANY (“Wellington”)

OTHER ACCOUNTS MANAGED (AS OF APRIL 30, 2026)

 

Portfolio Manager/ Type of Accounts

    Total Number of
Accounts Managed		      Total Assets
(Millions)		      Number of Accounts
Managed subject to
a Performance
Based Advisory Fee		      Total Assets Managed
subject to a Performance
Based Advisory Fee
(millions)		  
Gregg R. Thomas            
Registered Investment Companies:      1      $ 242        0      $ 0  
Other Pooled Investment Vehicles:      6      $ 1,875        0      $ 0  
Other Accounts      3      $ 1,396        0      $ 0  

 

Dollar value range of shares owned in the Wilmington Global Alpha Equities Fund: None

 

 

 

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Portfolio Manager/ Type of Accounts

    Total Number of
Accounts Managed		      Total Assets
(Millions)		      Number of Accounts
Managed subject to
a Performance
Based Advisory Fee		      Total Assets Managed
subject to a Performance
Based Advisory Fee
(millions)		  
Tom S. Simon            
Registered Investment Companies:      11      $ 13,337        0      $ 0  
Other Pooled Investment Vehicles:      16      $ 1,826        1      $ 1,513  
Other Accounts      6      $ 2,818        1      $ 2,403  

 

Dollar value range of shares owned in the Wilmington Global Alpha Equities Fund: None

 

 

Veenu Ramchandani            
Registered Investment Companies:      4      $ 10,797        0      $ 0  
Other Pooled Investment Vehicles:      6      $ 391        0      $ 0  
Other Accounts      7      $ 4,479        1      $ 2,403  

 

Dollar value range of shares owned in the Wilmington International Fund: None

 

 

Simon Henry            
Registered Investment Companies:      0      $ 0        0      $ 0  
Other Pooled Investment Vehicles:      1      $ 0        0      $ 0  
Other Accounts      1      $ 225        0      $ 0  

 

Dollar value range of shares owned in the Wilmington Global Alpha Equities Fund: None

 

 

Compensation Structure (Wellington)

Wellington Management receives a fee based on the assets under management of each Fund as set forth in the Subadvisory Agreement between Wellington Management and Wilmington Trust on behalf of each Fund. Wellington Management pays its investment professionals out of its total revenues, including the advisory fees earned with respect to each Fund. The following information is as of April 30, 2026.

Wellington Management’s compensation structure is designed to attract and retain high-caliber investment professionals necessary to deliver high quality investment management services to its clients. Wellington Management’s compensation of each Fund’s managers listed in the prospectus who are primarily responsible for the day-to-day management of the Funds (the “Portfolio Managers”) includes a base salary and incentive components. The base salary for each Portfolio Manager who is a partner (a “Partner”) of Wellington Management Group LLP, the ultimate holding company of Wellington Management, is generally a fixed amount that is determined by the managing partners of Wellington Management Group LLP. The base salary for the other Portfolio Managers is determined by the Portfolio Managers’ experience and performance in their role as Portfolio Managers. Base salaries for Wellington Management’s employees are reviewed annually and may be adjusted based on the recommendation of a Portfolio Manager’s manager, using guidelines established by Wellington Management’s Compensation Committee, which has final oversight responsibility for base salaries of employees of the firm.

Each Portfolio Manager is eligible to receive an incentive payment based on the revenues earned by Wellington Management from the Fund managed by the Portfolio Manager and generally each other account managed by such Portfolio Manager. Each Portfolio Manager’s incentive payment relating to the Wilmington Global Alpha Equities Fund is linked to the gross pre-tax performance of the portion of the Fund compared to the benchmark index and/or peer group identified below over one, three and five year periods, with an emphasis on five-year results. Each Portfolio Manager’s incentive payment relating to the Wilmington International Fund is linked to the net pre-tax performance of the Fund compared to the benchmark index and/or peer group identified below over one, three and five-year periods, with an emphasis on five-year results. Wellington Management applies similar incentive compensation structures (although the benchmarks or peer groups, time periods and rates may differ) to other accounts managed by the Portfolio Managers, including accounts with performance fees.

Portfolio-based incentives across all accounts managed by an investment professional can, and typically do, represent a significant portion of an investment professional’s overall compensation; incentive compensation varies significantly by individual and can vary significantly from year to year. The Portfolio Managers may also be eligible for bonus payments based on their overall contribution to Wellington Management’s business operations. Senior management at Wellington Management may reward individuals as it deems appropriate based on other factors. Each Partner is eligible to participate in a Partner-funded tax qualified retirement plan, the contributions to which are made pursuant to an actuarial formula. Messrs. Thomas and Simon are Partners.

 

Fund

   

Benchmark Index and/or Peer Group for Incentive Period

Wilmington Global Alpha Equities Fund   

50%: 60% ICE BofA 3 Month T-Bill/40% MSCI All Country World

50%: HFRX Equity Hedge Fund Index

Wilmington International Fund    MSCI ACWI ex US Index

 

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Conflicts of Interest (Wellington)

Individual investment professionals at Wellington Management manage multiple accounts for multiple clients. These accounts may include mutual funds, separate accounts (assets managed on behalf of institutions, such as pension funds, insurance companies, foundations, or separately managed account programs sponsored by financial intermediaries), bank common trust accounts, and hedge funds. The Fund’s managers listed in the prospectus who are primarily responsible for the day-to-day management of the Fund (“Portfolio Managers”) generally manages accounts in several different investment styles. These accounts may have investment objectives, strategies, time horizons, tax considerations and risk profiles that differ from those of the Funds. The Portfolio Managers make investment decisions for each account, including the Wilmington Global Alpha Equities Fund and the Wilmington International Fund, based on the investment objectives, policies, practices, benchmarks, cash flows, tax and other relevant investment considerations applicable to that account. Consequently, the Portfolio Managers may purchase or sell securities, including IPOs, for one account and not another account, and the performance of securities purchased for one account may vary from the performance of securities purchased for other accounts. Alternatively, these accounts may be managed in a similar fashion to the Fund and thus the accounts may have similar, and in some cases nearly identical, objectives, strategies and/or holdings to that of the Fund.

A Portfolio Manager or other investment professionals at Wellington Management may place transactions on behalf of other accounts that are directly or indirectly contrary to investment decisions made on behalf of the Fund, or make investment decisions that are similar to those made for the Fund, both of which have the potential to adversely impact the Fund depending on market conditions. For example, an investment professional may purchase a security in one account while appropriately selling that same security in another account. Similarly, the Portfolio Managers may purchase the same security for the Fund and one or more other accounts at or about the same time. In those instances the other accounts will have access to their respective holdings prior to the public disclosure of the Fund’s holdings. In addition, some of these accounts have fee structures, including performance fees, which are or have the potential to be higher, in some cases significantly higher, than the fees Wellington Management receives for managing the Fund. Thomas and Simon also manage accounts which pay performance allocations to Wellington Management or its affiliates. Because incentive payments paid by Wellington Management to the Portfolio Managers are tied to revenues earned by Wellington Management and, where noted, to the performance achieved by the manager in each account, the incentives associated with any given account may be significantly higher or lower than those associated with other accounts managed by the Portfolio Managers. Finally, the Portfolio Managers may hold shares or investments in the other pooled investment vehicles and/or other accounts identified above.

Wellington Management’s goal is to meet its fiduciary obligation to treat all clients fairly and provide high quality investment services to all of its clients. Wellington Management has adopted and implemented policies and procedures, including brokerage and trade allocation policies and procedures, which it believes address the conflicts associated with managing multiple accounts for multiple clients. In addition, Wellington Management monitors a variety of areas, including compliance with primary account guidelines, the allocation of IPOs, and compliance with the firm’s Code of Ethics, and places additional investment restrictions on investment professionals who manage hedge funds and certain other accounts. Furthermore, senior investment and business personnel at Wellington Management periodically review the performance of Wellington Management’s investment professionals. Although Wellington Management does not track the time an investment professional spends on a single account, Wellington Management does periodically assess whether an investment professional has adequate time and resources to effectively manage the investment professional’s various client mandates.

CODE OF ETHICS RESTRICTIONS ON PERSONAL TRADING

As required by SEC rules, the Funds, the Advisor, the Sub-advisors and Distributor have adopted codes of ethics. These codes govern securities trading activities of investment personnel, Trustees, and certain other employees. Although they do permit these people to trade in securities, including those that the Funds could buy, they also contain significant safeguards designed to protect the Funds and their shareholders from abuses in this area, such as requirements to obtain prior approval for, and to report, particular transactions.

WILMINGTON FUNDS PROXY VOTING POLICIES AND PROCEDURES

Introduction

It is the policy of Wilmington Funds (the “Trust”), on behalf of each of its series that owns the voting securities of other issuers (the “Funds”), to ensure that the proxies related to each Fund’s portfolio securities are voted in the best interests of each Fund.

The Role of WFMC / WTIA in Fund Proxy Voting

The Board of Trustees of the Trust (the “Board”), on behalf of the Funds, has delegated the authority to vote proxies to the Funds’ investment advisor, Wilmington Funds Management Corporation (“WFMC”). Pursuant to a Services Agreement

 

87

between WFMC and its affiliate, Wilmington Trust Investment Advisors, Inc. (“WTIA”), WFMC has delegated the responsibility of voting proxies for the Funds to WTIA. WFMC and WTIA (jointly referred to as the “RIAs”) retain the proxy voting authority for each Fund that employs a third-party sub-advisor.

Proxy voting for the Funds is subject to the applicable written policies and procedures of WFMC and WTIA (the “Advisors’ Proxy Voting Policies”). The Board has approved the Advisors’ Proxy Voting Policies, as they concern the voting of proxies related to the Funds’ portfolio securities.

WFMC and WTIA have retained Institutional Shareholder Services Inc. (“ISS”) to provide proxy voting and related services with respect to their clients, including the Funds. The Advisors have a Proxy Voting Team that meets periodically to address various matters including: (i) potential conflicts of interest associated with client proxies; and (ii) the voting of specific proxies as deemed necessary and appropriate. WFMC and WTIA generally follow the ISS recommendations in voting proxies unless otherwise determined by the relevant investment personnel or the Proxy Voting Team.

Under certain circumstances, the Proxy Voting Team may abstain from voting specific proxies, for instance, when it determines that casting a vote would not reasonably be expected to have a material effect on the value of the Fund’s investment, or where the cost of voting exceeds the expected benefit to the Fund, or where the Proxy Voting Team has not received sufficient information to make an informed decision.

The Advisors’ Proxy Voting Policies, together with the standard ISS Proxy Voting Guidelines, are attached hereto.

Applicable Regulation

Rule 30b1-4 under the Investment Company Act of 1940

Item 17(f) of Form N-1A

Item 27A(i) of Form N-1A

General Procedures

On an annual basis, the Chief Compliance Officer of the Trust (the “CCO”) or a designee shall:

 

  1.

verify that each Fund, as applicable, has filed its report on Form N-PX.

 

  2.

review the Advisors’ Proxy Voting Policies. Any amendment to the Advisors’ Proxy Voting Policies shall be reviewed by the CCO. Material changes will be presented to the Board for approval.

 

  3.

review with the CCO of WFMC and WTIA (the “Advisor CCO”) any conflicts of interest (particularly with respect to the Funds), ISS overrides, and abstentions from voting, with respect to the Funds’ proxies.

 

  4.

request that the Advisor CCO certify that WFMC and WTIA’s processes and procedures for identifying and remediating conflicts of interest in connection with their proxy voting activities are functioning effectively.

 

  5.

review this Policy and confirm with Fund counsel that disclosure in the Trust’s registration statement is responsive to Item 17(f) of Form N-1A. That review and confirmation will take place in conjunction with the annual amendment to the Trust’s registration statement pursuant to Rule 8b-16 under the 1940 Act.

Corrective Action

If a violation of this policy is suspected, it shall be communicated to the Trust’s CCO for investigation. Reports regarding compliance with this policy, including material deficiencies, will be provided periodically to the Board during regularly scheduled meetings of the Board.

Recordkeeping

The Trust’s CCO shall maintain and preserve permanently, the first two years in an easily accessible place, a written copy of this policy, including any revision(s) to this policy, and copies of all updated and current versions of the Advisors’ Proxy Voting Policies. Current and archived versions of ISS Proxy Voting Guidelines are available at https://www.issgovernance.com/policy-gateway/voting-policies/.

 

88

WILMINGTON FUNDS MANAGEMENT CORPORATION PROXY VOTING POLICIES AND PROCEDURES

General

Policy Statement on Proxy Voting

The RIAs acknowledge that among its duties as a fiduciary to its clients is the obligation to protect the interests of its clients by voting the shares held by its clients’ accounts. In order to ensure that shares are voted in all appropriate circumstances, the RIAs will exercise voting discretion as to all shares unless voting discretion is specifically reserved for the client or assigned to a third party in the advisory contract. To ensure that shares are voted in a consistent manner and in the best interest of its clients, WTIA has adopted this Proxy Voting Policy.

General Standards and Approach

Each year, the RIAs receive hundreds of proxy solicitations with respect to voting securities in client accounts. The matters to be voted upon may be proposals of management or of stockholders and cover a diverse assortment of complex issues. Whether the interests of shareholders are best served by a vote “for” or “against” a proposal often depends upon the context, the effects that adoption could have on the company’s business, and the motivations of the parties making the proposal. These determinations require a considerable investment of time, resources and expertise.

Give the sheer volume of proxies, and the broad spectrum of issues to be voted upon, the proxy voting process represents a considerable administrative burden. In order to efficiently discharge its duty to vote proxies, the RIAs have engaged a third party, Institutional Shareholder Services, Inc. (“ISS”) to perform the function of analyzing and providing recommendations on voting proxies.

ISS is an acknowledged industry leader in assisting institutional shareholders with the types of proxy analysis described above. The RIAs have reviewed the policies and considerations applied by ISS in voting proxies and found them to be fully consistent with the policies of the Firm. Accordingly, the RIAs will generally follow the ISS recommendations in voting proxies. Summaries of the ISS proxy voting policies and considerations are available at the ISS website at https://www.issgovernance.com/policy.

In general, the RIAs believe that it is in the best interests of its clients to vote its clients’ shares so as to promote the alignment of the interests of corporate management with the interest of its shareholders, to improve the accountability of corporate management to its shareholders, to reward good performance by management, and to approve proposals that the Firm believe will result in financial rewards for its clients.

The RIAs reserve the right to override any ISS-recommended voting policy when it believes that such override vote would be in the best interest of the Firm’s clients. Any override vote must be approved by the Proxy Voting Team. A written summary of the considerations in making the voting decision should be prepared and retained with the records of the proxy.

The RIAs believe that addressing its proxy voting obligations as described in this Proxy Voting Policy will promote the best interests of shareholders, and therefore, will be in the best interests of the Advisors’ clients.

Conflicts of Interest

The RIAs may have a conflict of interest in voting a particular proxy. A conflict of interest could arise, for example, as a result of a business relationship with a company, or a direct or indirect business interest in the matter being voted upon, or as a result of a personal relationship with corporate directors or candidate for directorships. Whether a relationship creates a material conflict of interest will depend upon the facts and circumstances.

The Proxy Voting Team has reviewed a copy of the ISS policies, procedures and practices regarding potential conflicts of interest that could arise in ISS proxy voting services to the Firm as a result of business conducted by ISS. The Proxy Voting Team believes that the policies, procedures and practices followed by ISS minimize the potential conflicts of interest by ISS in making voting recommendations to RIAs.

Whenever a portfolio manager determines that it is in a client’s best interest to vote on a particular proposal in a manner other than in accordance with the guidelines set forth in the Proxy Voting Policy, or the policy does not address how to vote on the proposal, the portfolio manager shall present the matter to the Proxy Voting Team, which shall be responsible for evaluating information relating to conflicts of interest in connection with the voting of the client proxy.

For purposes of identifying conflicts under this policy, the Proxy Voting Team will rely on publicly available information about a company and its affiliates, information about the company and its affiliates that is generally known by employees of the Firm, and other information actually known by a member of the Proxy Voting Team.

 

89

In the event that the Proxy Voting Team determines that the Firm has a material conflict of interest with respect to a proxy proposal, then the RIAs shall either:

 

  1.

Vote on the proposal in accordance with the recommendation of the Proxy Voting Team or that Team’s designee

 

  OR

 

  2.

Prior to voting on the proposal, either:

 

  a.

Contact an independent third party (such as another plan fiduciary) to recommend how to vote on the proposal and will vote in accordance with the recommendation of such third party (or have the third party vote such proxy)

 

  b.

Fully disclose the nature of the conflict to the client(s) and obtain the client’s consent as to how the Firm will vote on the proposal (or otherwise obtain instructions from the client as to how the proxy on the proposal should be voted).

The RIAs may not address a material conflict of interest by abstaining from voting, unless the Proxy Voting Team (or that Teams’ designee) has determined that not voting the proxy is in the best interest of a client. However, as indicated above, there may be other circumstances where the Firm determines that refraining from voting a proxy is in the client’s best interest and the existence of a material conflict of interest shall not affect such a determination.

The Proxy Voting Team shall document the manner in which proxies involving a material conflict of interest have been voted by the RIAs as well as the basis for any determination that the RIAs do not have a material conflict of interest in respect of a particular matter.

Appointment of Sub-advisors

From time-to-time, the RIAs may recommend that a client appoint a sub-advisor with respect to a particular investment mandate. By recommending the sub-advisor to manage the client’s investments, the Firm is also recommending that the client approve the sub-advisor’s policies and procedures with respect to proxy voting. Among other things, the RIAs will require that a sub-advisor’s policies and procedures be designed to ensure that proxies are voted in what the sub-advisor believes to be the best interests of clients, and that conflicts are disclosed, documented, and otherwise addressed in an appropriate manner.

In considering a sub-advisor to recommend, the RIAs will seek assurance that the sub-advisor will generally vote proxies in a manner that is consistent with the Firm’s policy (i.e. in accordance with ISS recommendations, unless otherwise specified by the RIAs). Sub-advisor will provide the RIAs with information on securities voted by sub-advisor promptly after the vote occurs. If a sub-advisor proposes to cast a vote that is not consistent with the RIAs policy, the sub-advisor must notify the Firm and must also document the rationale for any such inconsistent vote. Notwithstanding the foregoing, the RIAs may reserve the right to vote proxies in lieu of delegating such authority to a sub-advisor.

Proxy Voting Procedures

To the extent engaged and authorized by their clients to do so, the respective RIAs typically have responsibility to vote proxies associated with securities held in accounts for which the RIA has been engaged as an adviser or sub-adviser. Depending on the client relationship, proxies may be voted by the relevant RIA, a third-party sub-adviser, or the client. An RIA and its client (and where relevant, the RIA and a sub-adviser) shall memorialize, in writing, the terms of such voting authority.

Further, appropriate operational guidelines governing the team(s) / personnel responsible for voting of proxies will be established. To the extent an RIA has proxy voting authority/responsibility for accounts, generally such accounts should be set up in SEI to facilitate proxy voting via the firm’s Proxy Agent.

 

  1.

Consistent with their authority and unless specifically reserved by their clients, the RIAs will generally exercise voting authority over proxy votes for client securities. The RIAs have retained a third-party service provider to facilitate the administrative aspects of proxy voting and to conduct independent research and make proxy voting recommendations. The Proxy Agent, processes proxies for client accounts and maintains records of proxies voted. Proxy votes, particularly for certain routine issues, will be instructed according to standing instructions given to our Proxy Agent, which are based on the RIAs’ proxy voting guidelines. Unless an RIA directs Proxy Agent to vote otherwise,7 generally, votes are cast in accordance with Proxy Agent recommendations which are based on the guidelines.

Clients that do not grant voting authority to the RIAs are responsible for ensuring that their own proxy votes are cast.

 
  7 

For example, if a Wilmington Fund owns more than 25% of another open-end investment company’s securities or more than 10% of another closed-end investment company’s securities, WTIA will “mirror vote” proxies related to such securities as described in Procedure 1.c. and 1.d. of the Wilmington Funds/Wilmington Fund Management Corporation’s Fund of Funds Policies and Procedures Under Investment Company Act Rule 12d1-4.

 

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  2.

Occasionally, on some proxies a determination could be made to cast a different vote from what has been recommended by the Proxy Agent’s analysts. If an RIA believes based its consideration of relevant circumstances it is in the best interest of the client to vote differently than is recommended by the Proxy Agent, or to not vote on specific issues that relate to a particular issuer, the RIA will instruct the Proxy Agent accordingly. If proposing to vote inconsistent with Proxy Agent recommendations, the recommended voting decision (and supporting documentation) will be presented by the RIA’s Proxy Voting Administrator to the Proxy Voting Team for approval. Where a Portfolio Manager of an RIA advocates for such vote inconsistent with Proxy Agent recommendations, Such Portfolio Manager will provide written certification addressing the existence of any conflicts of interest relevant to the proxy issue. The determination to cast a vote contrary to Proxy Agent recommendations requires a majority of the Proxy Team’s voting members present to vote in favor of the proposal (such votes by the Proxy Team may be made by email).

 

  a.

Prior to its vote, a summary of the reasons supporting the proposed voting decision will be presented to the Proxy Voting Team. The Proxy Voting Team is responsible for evaluating information relating to conflicts of interest in connection with the voting of the client proxy. A summary of the considerations in making the voting decision and/or resolving any conflicts of interest will be captured in the minutes of the next scheduled Proxy Voting Team.

 

  b.

Votes that are made inconsistent with Proxy Agent recommendations are communicated to the Proxy Agent. The voting instruction to the Proxy Agent and related confirmation communications (generally, via email) shall be printed and retained (along with documentation supporting the override decision) by the Proxy Voting Administrator and presented at the next Proxy Voting Team meeting.

 

  3.

Occasionally, proxy ballots will be “Referred” back to the RIAs by the Proxy Agent – for example, when Proxy Agent does not provide voting recommendations. The Proxy Voting Team will review these proxies on a case-by-case basis, determine a course of action consistent with the RIAs’ fiduciary duties, and instruct the Proxy Agent whether/how to vote. Any voting instruction to the Proxy Agent and related confirmation communications (generally, via email) shall be printed and retained (along with documentation supporting the voting decision) by the Proxy Voting Administrator and presented at the next Proxy Voting Team meeting.

 

  4.

From time-to-time situations may arise where the RIAs may be unable to vote or may determine not to vote a proxy on behalf of one or more clients. The Proxy Voting Team shall have responsibility for making such determinations, but may delegate responsibility to the Proxy Administrator or another designee. A record of these instances and determinations will be tracked and reported to the appropriate team and committee. While not exhaustive, the following are potential instances in which a proxy vote might not be entered:

 

  a.

A determination by the RIA that the costs (real or opportunity) associated with participating in the vote (including, but not limited to, instances such as when voting requires powers of attorney, travel or other in-person voting, or disclosure or other submission of sensitive or otherwise unreasonable additional information) outweighs the anticipated benefit to clients of voting a particular proxy.

 

  b.

A determination by the RIA that the proxy statement or other available information is inadequate to allow for an informed vote.

 

  c.

Instances where the RIAs may not receive proxy materials with sufficient time to make an informed voting decision.

 

  d.

Instances where trading restrictions or requirements regarding reregistration of securities apply in order to vote a proxy.

 

  5.

The RIAs will request that the Proxy Agent periodically provide to the RIAs a copy of the record of votes cast.

 

  6.

The RIAs perform oversight of Proxy Agent, which involves at least annually, the Proxy Voting Team reviewing the policies used by Proxy Agent in determining its voting decisioning to ensure that such policies and voting decisions are consistent with the best interest of the RIAs’ clients.

Proxy Agent System Access

The Proxy Voting Administrator, and his/her authorized designees, are typically the only RIA employees with access to the system of the Proxy Agent. Should the need arise to add additional users, an Access Form (as required by the Proxy Agent, but in a form satisfactory to Operations and/or Compliance) will be completed and will be authorized by the Proxy Voting Administrator. In turn, Proxy Agent will provide password-protected system access. Annually, the Proxy Voting Administrator will request a list of “authorized signers” from Proxy Agent to review to ensure that only authorized signers have system access.

Compliance and Oversight

First Line Risk will (i) review quarterly report received from Proxy Agent respecting all votes cast during the prior quarter on behalf of shares for which the RIA has voting responsibility, (ii) identify all proxy issues that were not voted in accordance

 

91

with the Firm’s voting guidelines (e.g., any ‘override’ votes and any “refer” proxies, including both those which were voted as well as those which were not), and (iii) report on all such identified proxy issues to the Proxy Voting Team, including, rationale relating to the outcome of each. The Proxy Voting Team shall consider whether each such item was handled consistent with the Policy and this Procedure and make a report of any exceptions to the Chief Compliance Officer and to the Investment Committee – General Matters.

Annual Review of Proxy Voting Policies and Procedures

An annual review of these policies and procedures to assess adequacy and effectiveness of implementation shall be conducted in conjunction with WFMC’s annual review of its compliance program under Advisers Act Rule 206(4)-7.

PROXY VOTING REPORT

The Trust is required to disclose annually the Funds’ complete proxy voting record on Form N-PX covering the period from July 1 of one year through June 30 of the next and to file Form N-PX with the SEC no later than August 31 of each year. The current Form N-PX for the Funds is available without charge on the SEC website at www.sec.gov and through the Trust’s website. Go to www.wilmingtonfunds.com; select “Proxy Voting Record” to access the link.

PORTFOLIO HOLDINGS INFORMATION

To address possible conflicts between the interests of Fund shareholders and those of the Advisor and its affiliates concerning the release of portfolio holdings information, WFMC and the Funds have adopted policies and procedures regarding the disclosure and release of portfolio holdings information. The Board has approved the policies and procedures.

The Funds’ and the Advisor’s overall policy with respect to the release of portfolio holdings information is to release it consistent with applicable legal requirements and the fiduciary duties owed to shareholders. Subject to the limited exceptions described below, the Funds will not make available to anyone non-public information with respect to their portfolio holdings until such time as the information is made available to all shareholders or the general public.

Each Fund, with the exception of Wilmington U.S. Government Money Market Fund and Wilmington U.S. Treasury Money Market Fund, discloses its complete portfolio holdings information to the SEC using Form N-PORT within 60 days of the end of the first and third quarters of the Fund’s fiscal year and all Funds disclose on Form N-CSR on the second and fourth quarter ends of the Fund’s fiscal year. Form N-PORT is not required to be mailed to shareholders, but is made public through the SEC’s electronic filings. Shareholders receive either complete portfolio holdings information or summaries of Fund portfolio holdings with their annual and semi-annual reports.

As required by the Rule, each Money Market Fund posts complete portfolio holdings information as of the last business day or subsequent calendar day of the preceding month or on its website no later than five business days after the end of the month and this information remains posted on the website for at least six months. In addition, each Money Market Fund files monthly with the SEC portfolio holdings and other information about the Fund and its portfolio as of the last business day or subsequent calendar day of the preceding month within five business days of the end of each month. This information is made public upon filing.

The release of Portfolio Holdings Information with respect to the Funds to selected third parties in advance of its release to all Fund shareholders or the general public is permissible only if there is a legitimate business purpose for that release, doing so is in the best interests of a Fund’s shareholders, the recipient of the Portfolio Holdings Information is subject to a duty of confidentiality pursuant to a signed agreement (including a duty not to trade on the information), and the release of the information would not otherwise violate the antifraud provisions of the federal securities laws or the Fund’s or WFMC’s fiduciary duties. The existence of a legitimate business purpose for the release of Portfolio Holdings Information is recognized in the case of: certain eligible third parties, as described below and listed in the Appendix to this SAI; broker-dealers that may effect transactions for a Fund, subject to duties not to trade and of confidentiality; shareholders in the process of a redemption request in-kind, if such request is deemed in the best interests of the Fund and other shareholders; and the issuer of securities regarding the number or percentage of its shares that are owned by the Fund. Eligible third parties may not be required to execute a confidentiality agreement insofar as they are otherwise subject to duties of confidentiality and duties not to trade on the nonpublic information received.

Persons that provide administrative, custody, financial, accounting, legal or other services to the Fund may receive nonpublic information about Fund portfolio holdings on an ongoing basis in connection with the services that they provide to the Funds (they are included on the list in the Appendix to this SAI). Persons that are approved to receive nonpublic portfolio holdings information will receive it as often as necessary for the purpose for which it is provided. Such information may be furnished as frequently as daily and often with no time lag between the date of the information and the date it is furnished.

 

92

In other cases, the determination of whether a Fund has a legitimate business purpose for releasing Portfolio Holdings Information selectively in advance of its public release shall be made by the Fund’s CCO following a request submitted in writing.

The attraction of additional assets to a Fund will not in and of itself be deemed to be a legitimate business purpose. No consideration may be received by a Fund, the Advisor, a Sub-Advisor, any affiliate of the Advisor or any of their employees in connection with the disclosure of portfolio holdings information.

The Funds’ CCO conducts periodic reviews of compliance with the procedures and provides annually a report to the Board regarding the operation of the procedures and any material changes recommended as a result of such review. The CCO also reports annually to the Board on exceptions that are granted as described above along with an explanation of the legitimate business purpose of the Fund that is served as a result of the exception.

For purposes of the Funds’ policies and procedures, “portfolio holdings information” does not include aggregate, composite or descriptive information relating to a Fund’s portfolio holdings that does not present risks of dilution, arbitrage, market timing, insider trading or other inappropriate trading for the Fund (“Analytical Information”), or information about the Fund’s derivative positions. Analytical Information generally includes, without limitation: (1) descriptions of allocations among asset classes, industries/sectors, regions, and countries (e.g., percentages of foreign securities holdings); (2) aggregated data such as average or median ratios, market capitalization, credit quality, duration, sharpe ratio, beta, and standard deviation; (3) performance attributions by industry, sector or country; and (4) aggregated risk statistics. In addition, other information may also be deemed to be Analytical Information if, in the reasonable belief of the Funds’ CCO (or his/her designee), the release of such information would not present risks of dilution, arbitrage, market timing, insider trading or other inappropriate trading for a Fund. Such information, if made available to anyone, will be made available to any person upon request, but may or may not be posted on the Funds’ website.

Corporate Actions

“Corporate action” refers to various types of actions taken by securities issuers in their corporate capacities that may have economic impacts on holders of the issuers’ securities. Corporate actions are either “voluntary” or “mandatory.” In mandatory corporate actions (which include cash dividends, stock dividends, spinoffs and similar events), the holder of the security has no choice as to whether to participate. In voluntary corporate actions (which include issuer tender offers, rights offers, exchange offers, and similar events), the holder of an affected security must choose to participate. With respect to voluntary corporate actions, the RIAs seek to (1) ensure that all accounts that hold the affected security are identified; (2) obtain all relevant terms and information; and (3) timely submit responses that are in the best interests of affected accounts.

BROKERAGE TRANSACTIONS

When selecting brokers and dealers to handle the purchase and sale of portfolio instruments, the Advisor looks for prompt execution of the order at a favorable price. The Advisor will generally use those who are recognized dealers in specific portfolio instruments, except when a better price and execution of the order can be obtained elsewhere. For those assets not allocated to a sub-advisor, the Advisor makes decisions on portfolio transactions and selects brokers and dealers subject to review by the Funds’ Board.

Investment decisions for the Funds are made independently from those of other accounts managed by the Advisor. When a Fund and one or more of those accounts invests in, or disposes of, the same security, available investments or opportunities for sales will be allocated among the Fund and the account(s) in a manner believed by the Advisor to be equitable. While the coordination and ability to participate in volume transactions may benefit the Funds, it is possible that this procedure could adversely impact the price paid or received and/or the position obtained or disposed of by a Fund.

For those assets not allocated to a sub-advisor, WFMC is responsible for decisions with respect to the selection, purchase, and sale of portfolio securities on behalf of the Funds, and implementing these decisions including, where applicable, the negotiation of commissions and the allocation of portfolio brokerage. WFMC considers a number of factors when determining whether to use a brokerage firm, including: (i) the reputation and perceived soundness of the firm; (ii) whether the firm provides comprehensive coverage of the particular investment market; (iii) whether the firm is sufficiently knowledgeable about the market and about the security being traded so that speedy and accurate execution will be achieved; (iv) whether the securities prices offered by the firm represent fair market value and the commission charged is reasonable; (v) the firm’s ability to execute block trades; (vi) the firm’s standard of research coverage; and (vii) the firm’s standard of back-office and settlement arrangements.

In selecting the broker for a particular equity trade, when more than one firm is believed to meet WFMC’s criteria, preference may be given to a broker-dealer that provides brokerage and research services (within the meaning of Section 28(e) of the Securities Exchange Act of 1934), so long as WFMC believes that the amount of commission charged by such broker-dealer for effecting the transaction is reasonable in relation to the value of the brokerage and research services provided. WFMC will endeavor to be aware of the current level of charges of eligible broker-dealers and to minimize the expense incurred for effecting transactions to the extent

 

93

consistent with the interests and policies of accounts. WFMC has no obligation to seek the lowest commission rate for any particular transaction, or to select a broker-dealer on the basis of its purported or “posted” commission rate.

With regard to fixed income trading, transactions are typically effected in an over-the-counter-market on a net basis (i.e., without commission) through dealers acting as principal or in transactions directly with the issuer. Dealers derive an undisclosed amount of compensation by offering securities at a higher price than they bid for them. Some fixed income securities, particularly non-investment grade and municipal securities, may have only one primary market maker. WFMC seeks to use dealers it believes to be actively and effectively trading the security being purchased or sold, but may not always obtain the lowest available price with respect to a security.

On April 30, 2026, the following Funds owned securities of the following regular broker/dealers. The number next to each broker/dealer represents the dollar value of the Fund’s aggregate holdings or short sale position of the securities of the broker/dealer as of April 30, 2026.

 

Fund Name

   

Regular Broker or Dealer (or Parent)

    Aggregate Holdings  
Wilmington Broad Market Bond Fund    Bank of America Securities, Inc.    $ 5,222,817  
   BNY Mellon Capital Markets, LLC    $ 749,919  
   Citigroup Global Markets, Inc.    $ 4,849,041  
   Goldman Sachs & Co.    $ 3,049,772  
   JPMorgan Chase & Co.    $ 3,892,890  
   Morgan Stanley & Co. LLC    $ 3,783,678  
   PNC Financial Services Group, Inc. (The)    $ 3,212,252  
   RBC Capital Markets, LLC    $ 3,435,562  
   Truist Securities, Inc    $ 4,251,356  
   Wells Fargo & Co.    $ 804,605  
Wilmington Large-Cap Strategy Fund    Bank of America Securities, Inc.    $ 3,304,363  
   BNY Mellon Capital Markets, LLC    $ 909,685  
   Citigroup Global Markets, Inc.    $ 2,093,369  
   Goldman Sachs & Co.    $ 2,535,749  
   Jefferies LLC    $ 72,234  
   JPMorgan Chase & Co.    $ 7,988,931  
   MarketAxess Holdings, Inc.    $ 55,017  
   Morgan Stanley & Co. LLC    $ 2,054,751  
   PNC Financial Services Group, Inc. (The)    $ 827,330  
   RBC Capital Markets, LLC    $ 179,727  
   Stifel Nicholas & Co., Inc.    $ 112,304  
  

TD Securities, Inc.

    $ 780,733  
   Truist Securities, Inc    $ 641,536  
   Wells Fargo & Co.    $ 2,390,837  
Wilmington International Fund    HSBC Securities (USA), Inc.    $ 3,589,475  
   Mizuho Securities USA LLC    $ 2,029,427  
   MUFG Securities Americas Inc.    $ 8,403,119  
  

Macquarie Group Ltd.

    $ 771,519  
   RBC Capital Markets, LLC    $ 6,679,563  
   Sumitomo Mitsui Banking Corporation    $ 2,357,673  
   UBS Securities, LLC    $ 2,241,088  
Wilmington Real Asset Fund    MUFG Securities Americas Inc.    $ 3,044,596  
   Nomura Holdings Group    $ 661,315  
Wilmington Global Alpha Equities Fund    Bank of America Securities, Inc.    $ 963,777  
   BNP Paribas Securities Corp.    $ 389,525  
   HSBC Securities (USA), Inc.    $ 863,909  
   Mizuho Securities USA LLC    $ 469,805  
   MUFG Securities Americas Inc.    $ 1,045,963  
   Nomura Holdings Group    $ 52,522  
   RBC Capital Markets, LLC    $ 1,090,119  
   Sumitomo Mitsui Banking Corporation    $ 850,544  
   TD Securities (USA) LLC    $ 626,582  
   Truist Securities, Inc    $ 523,395  
   UBS Securities, LLC    $ 555,847  
Wilmington Enhanced Dividend Income Strategy Fund    Bank of America Securities, Inc.    $ 4,022,330  
   JPMorgan Chase & Co.    $ 5,008,548  
   Morgan Stanley & Co. LLC    $ 3,556,409  

 

94

Fund Name

   

Regular Broker or Dealer (or Parent)

    Aggregate Holdings  
Wilmington U.S. Government Money Market Fund    BNY Mellon Capital Markets, LLC    $ 1,260,000,000  
   CIBC Global Asset Management, Inc.    $ 900,000,000  
   Deutsche Bank Securities, Inc.    $ 210,000,000  
   Goldman Sachs & Co.    $ 101,793,965  
   Mizuho Securities USA LLC    $ 880,000,000  
   Sumitomo Mitsui Banking Corporation    $ 1,000,000,000  
   TD Securities (USA) LLC    $ 150,000,000  
Wilmington U.S. Treasury Money Market Fund    BNY Mellon Capital Markets, LLC    $ 140,000,000  
   Deutsche Bank Securities, Inc.    $ 90,000,000  
   Mizuho Securities USA LLC    $ 550,000,000  
   TD Securities (USA) LLC    $ 150,000,000  
      $ 5,538,789,473  

RESEARCH SERVICES

Subject to future regulatory changes of the SEC, research services may include advice as to the advisability of investing in securities; security analysis and reports; economic studies; industry studies; receipt of quotations for portfolio evaluations; and similar services. Research services may be used by the Advisor or by affiliates of the Sub-advisors in advising other accounts. To the extent that receipt of these services may replace services for which the Advisor or its affiliates might otherwise have paid, it would tend to reduce their expenses. The Advisor and its affiliates exercise reasonable business judgment in selecting those brokers who offer brokerage and research services to execute securities transactions. They determine in good faith that commissions charged by such persons are reasonable in relationship to the value of the brokerage and research services provided.

Persons acting on the Funds’ behalf are authorized to pay a broker a higher brokerage commission than another broker might have charged for the same transaction in recognition of the value of brokerage or research services provided by the broker.

CO-ADMINISTRATORS

WFMC and BNYM serve as co-administrators to the Trust and provide the Funds with administrative personnel and services necessary to operate the Funds. BNYM also provides fund accounting services to the Funds.

For providing administrative services to the Funds, WFMC receives the following annual fee, based on the Trusts’ average daily net assets:

 

Maximum Administrative Fee

   

Average Aggregate Daily Net Assets of the Wilmington Trust

0.040%    on the first $5 billion
0.030%    on the next $2 billion
0.025%    on the next $3 billion
0.018%    on assets in excess of $10 billion

For providing administrative and accounting services to the Funds, BNYM receives the following annual fee, based on the Trust’ average daily net assets:

 

Annual Fee, Billed and Payable Monthly

   

Average Aggregate Daily Assets of the Wilmington Trust

0.0175%    on the first $15 billion
0.0150%    on the next $10 billion
0.0125%    on assets in excess of $25 billion

For its services as fund accountant and co-administrator for the fiscal years ended April 30, 2026, 2025 and 2024, each Fund paid BNYM the following fees during the period indicated:

 

Fund

    Fiscal Year Ended
April 30, 2026		      Fiscal Year Ended
April 30, 2025		      Fiscal Year Ended
April 30, 2024		  
Wilmington Large-Cap Strategy Fund    $ 146,251      $ 143,277      $ 137,068  
Wilmington International Fund    $ 178,031      $ 176,330      $ 134,639  
Wilmington Global Alpha Equities Fund    $ 144,062      $ 96,369      $ 76,754  
Wilmington Real Asset Fund    $ 159,798      $ 123,271      $ 93,339  
Wilmington Enhanced Dividend Income Strategy Fund    $ 38,280      $ 36,260      $ 33,341  

 

95

Fund

    Fiscal Year Ended
April 30, 2026		      Fiscal Year Ended
April 30, 2025		      Fiscal Year Ended
April 30, 2024		  
Wilmington Broad Market Bond Fund    $ 169,804      $ 167,617      $ 156,784  
Wilmington Municipal Bond Fund    $ 106,748      $ 100,450      $ 104,125  
Wilmington New York Municipal Bond Fund    $ 34,634      $ 33,665      $ 34,645  
Wilmington U.S. Government Money Market Fund    $ 1,782,789      $ 1,738,478      $ 1,764,040  
Wilmington U.S. Treasury Money Market Fund    $ 426,312      $ 373,768      $ 381,867  

CUSTODIAN

BNYM is the Trust’s custodian. As custodian, BNYM is responsible for safeguarding and controlling the Funds’ cash and securities, handling the delivery of securities and collecting interest and dividends on the Funds’ investments. Its address is 240 Greenwich Street, New York, NY 10286.

TRANSFER AND DIVIDEND DISBURSING AGENT

The Bank of New York Mellon serves as transfer and dividend disbursing agent to the Trust and receives a separate fee from the Funds, based on a per shareholder account basis, for these transfer agency services. Its address is 4400 Computer Drive, Westborough, MA 01581.

SECURITIES LENDING AGENT

The Board has approved certain Funds’ participation in a securities lending program. Under the securities lending program, BNY Mellon serves as the Funds’ securities lending agent (the “Securities Lending Agent”).

For the fiscal year ended April 30, 2026, the income earned by those Funds that engaged in securities lending, as well as the fees and/or compensation earned by such Funds (in dollars), pursuant to a securities lending agreement between the Trust with respect to the Funds and the Securities Lending Agent, were as follows:

 

     Gross
Income
from
Securities
Lending
Activity		      Rebates
Paid
to
Borrowers		      Fees Paid
to
Securities
Lending
Agent
from
Revenue
Split		      All Fees and/or
Compensation
Paid
for Securities
Lending
Activities and
Related
Services		      Net Income
from
Securities
Lending
Activity		  
Broad Market Bond Fund    $ 924,262      $ 876,798      $ 10,071      $ 886,870      $ 37,392  
Large Cap Strategy Fund    $ 141,107      $ 121,974      $ 4,032        126,006      $ 15,101  
International Fund    $ 952,807      $ 637,726      $ 63,011        700,737      $ 194,576  
Enhanced Dividend Income Strategy Fund    $ 29,684      $ 24,157      $ 1,412        25,570      $ 4,114  
Real Assets Fund    $ 240,027      $ 213,532      $ 5,527        219,059      $ 20,968  
  

 

 

     

 

 

     

 

 

     

 

 

     

 

 

  
Total    $ 2,287,886      $ 1,874,188      $ 84,054      $ 1,958,241      $ 272,151  

The Funds paid no administrative, indemnification or other fees not included in the revenue split with the Securities Lending Agent.

For the fiscal year ended April 30, 2026, the Securities Lending Agent performed various services related to securities lending, including the following:

 

  •  

lending a Fund’s portfolio securities to institutions that are approved borrowers;

 

  •  

determining whether a loan of a portfolio security shall be made and negotiating and establishing the terms and conditions of the loan with the borrower;

 

  •  

ensuring that all dividends and other distributions paid with respect to loaned securities are credited to the applicable Fund’s account;

 

  •  

receiving and holding, on behalf of a Fund, or transferring to a Fund’s custodial account, collateral from borrowers to secure obligations of borrowers with respect to any loan of available portfolio securities;

 

  •  

marking-to-market each business day the market value of securities loaned relative to the market value of the collateral posted by the borrowers;

 

96

  •  

obtaining additional collateral, to the extent necessary, in order to maintain the value of collateral at the levels required by the Securities Lending Agency Agreement, relative to the market value of securities loaned;

 

  •  

at the termination of a loan, returning the collateral to the borrower upon the return of the loaned securities;

 

  •  

investing cash collateral in permitted investments as directed by the Funds; and

 

  •  

maintaining records relating to the Funds’ securities lending activities and providing the Funds monthly statements describing, among other things, the loans made during the period, the income derived from the loans (or losses incurred) and the amounts of any fees or payments paid with respect to each loan.

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The independent registered public accounting firm for the Funds, PricewaterhouseCoopers LLP, conducts its audits in accordance with the standards of the Public Company Accounting Oversight Board (United States), which require it to plan and perform its audits to provide reasonable assurance about whether the Funds’ financial statements and financial highlights are free of material misstatement. PricewaterhouseCoopers LLP is responsible for auditing the financial statements of the Funds. Its address is 2001 Market Street, Suite 1800, Philadelphia, PA 19103.

FEES PAID BY THE FUNDS FOR SERVICES

 

 

 

    Advisory Fee Paid/
Advisory Fee Waived		     Brokerage
Commissions Paid		     Administrative Fee Paid
to WFMC		  
    For the fiscal year-ended
April 30,		     For the fiscal year ended
April 30,		     For the fiscal year ended
April 30,		  

Fund

   2026     2025     2024     2026     2025     2024     2026     2025     2024  

Wilmington Enhanced Dividend Income Strategy Fund

   $ 41,015     $ 32,518     $ 17,079     $ 10,765     $ 14,559     $ 25,587     $ 23,869     $ 22,550     $ 15,446  
  $ 299,804     $ 283,926     $ 263,546     $ —     $ —     $ —     $ —     $ —     $ —  

Wilmington Broad Market Bond Fund

   $ 2,226,420     $ 1,969,139     $ 1,764,877     $ —     $ —     $ —     $ 193,658     $ 176,986     $ 159,299  
  $ 883,658     $ 825,442     $ 743,770     $ —     $ —     $ —     $ —     $ —     $ —  

Wilmington New York Municipal Bond Fund

   $ —     $ —     $ —     $ —     $ —     $ —     $ 11,473     $ 10,981     $ 11,387  
  $ 280,156     $ 259,856     $ 217,813     $ —     $ —     $ —     $ —     $ —     $ —  

Wilmington U.S. Government Money Market Fund

   $ 10,546,781     $ 10,262,715     $ 16,084,916     $ —     $ —     $ —     $ 2,841,014     $ 2,826,586     $ 2,854,286  
  $ 4,642,347     $ 4,600,954     $ 8,852,859     $ —     $ —     $ —     $ —     $ —     $ —  

Wilmington U.S. Treasury Money Market Fund

   $ 2,091,034     $ 1,896,774     $ 3,115,032     $ —     $ —     $ —     $ 660,047     $ 586,518     $ 598,611  
  $ 1,432,619     $ 1,195,071     $ 2,115,365     $ —     $ —     $ —     $ —     $ —     $ —  

Wilmington Large-Cap Strategy Fund

   $ 806,759     $ 818,959     $ 714,684     $ 8,847     $ 12,877     $ 12,670     $ 165,723     $ 165,342     $ 152,073  
  $ 671,732     $ 632,537     $ 615,771     $ —     $ —     $ —     $ —     $ —     $ —  

Wilmington International Fund

   $ 1,699,976     $ 1,733,494     $ 1,691,661     $ 189,584     $ 219,099     $ 487,070     $ 152,165     $ 156,345     $ 145,579  
  $ 743,633     $ 734,609     $ 601,087     $ —     $ —     $ —     $ —     $ —     $ —  

Wilmington Global Alpha Equities Fund

   $ 953,827     $ 707,001     $ 943,868     $ 118,925     $ 106,391     $ 77,213     $ 68,034     $ 58,805     $ 63,037  
  $ 502,315     $ 532,457     $ 379,761     $ —     $ —     $ —     $ —     $ —     $ —  

Wilmington Real Asset Fund

   $ 1,431,864     $ 1,281,688     $ 1,430,166     $ 5,864     $ 14,901     $ 26,877     $ 118,427     $ 110,884     $ 113,143  
  $ 470,222     $ 469,644     $ 351,284     $ —     $ —     $ —     $ —     $ —     $ —  

Wilmington Municipal Bond Fund

   $ 1,147,843     $ 990,626     $ 1,070,069     $ 943     $ 20,368     $ 11,772     $ 101,070     $ 91,284     $ 93,168  
  $ 475,382     $ 450,943     $ 396,812     $ —     $ —     $ —     $ —     $ —     $ —  

 

97

Wilmington International Fund

The following table shows the amount of fees paid for advisory and sub-advisory services, net of any fee waivers or reimbursements, for the years or period indicated:

 

Advisor and

Sub-advisors

    Fiscal
Year Ended
April 30, 2026		      Fiscal
Year Ended
April 30, 2025		      Fiscal
Year Ended
April 30, 2024		  
WFMC    $ 1,699,976      $ 1,733,494      $ 1,691,661  
AXA IM US Inc.*    $ —      $ —      $ 70,595  
Berenberg**    $ —      $ —      $ 40,308  
Nikko**    $ —      $ —      $ 115,685  
Parametric*    $ —      $ —      $ 79,878  
Schroders*    $ —      $ —      $ 265,562  
Wellington**    $ 1,781,974      $ 1,803,975      $ 982,066  

 

  *

Sub-Advisor terminated September 15, 2023

  **

Sub-Advisor added October 1, 2023

The following table shows the amount of fees waived for the years or period indicated:

 

Advisor and

Sub-advisors

    Fiscal
Year Ended
April 30, 2026		      Fiscal
Year Ended
April 30, 2025		      Fiscal
Year Ended
April 30, 2024		  
WFMC    $ 743,633      $ 734,609      $ 601,087  
AXA IM US Inc.*    $ —      $ —      $ —  
Berenberg*    $ —      $ —      $ —  
Nikko*    $ —      $ —      $ —  
Parametric+*    $ —      $ —      $ 20,360  
Schroders*    $ —      $ —      $ —  
Wellington**    $ —      $ —      $ —  

 

  +

Sub-Advisor added June 30, 2023

  *

Sub-Advisor terminated September 15, 2023

  **

Sub-Advisor added October 1, 2023

Wilmington Global Alpha Equities Fund

The following table shows the amount of fees paid for advisory and sub-advisory services, net of any fee waivers or reimbursements, for the years or period indicated:

 

Advisor and

Sub-advisors

    Fiscal
Year Ended
April 30, 2026		      Fiscal
Year Ended
April 30, 2025		      Fiscal
Year Ended
April 30, 2024		  
WFMC    $ 953,827      $ 707,001      $ 943,868  
Wellington    $ 1,322,610      $ 1,129,558      $ 1,213,336  

The following table shows the amount of fees waived for the years or period indicated:

 

Advisor and

Sub-advisors

    Fiscal
Year Ended
April 30, 2026		      Fiscal
Year Ended
April 30, 2025		      Fiscal
Year Ended
April 30, 2024		  
WFMC    $ 502,315      $ 532,457      $ 379,761  
Wellington    $ —      $ —      $ —  

 

98

Wilmington Real Asset Fund

The following table shows the amount of fees paid for advisory and sub-advisory services, net of any fee waivers or reimbursements, for the years or period:

 

Advisor and

Sub-advisors

    Fiscal
Year Ended
April 30, 2026		      Fiscal
Year Ended
April 30, 2025		      Fiscal
Year Ended
April 30, 2024		  
WFMC    $ 1,431,864      $ 1,281,688      $ 1,430,166  
Parametric    $ 272,674      $ 261,270      $ 232,835  

The following table shows the amount of fees waived for the years or period indicated:

 

Advisor and

Sub-advisors

    Fiscal
Year Ended
April 30, 2026		      Fiscal
Year Ended
April 30, 2025		      Fiscal
Year Ended
April 30, 2024		  
WFMC    $ 470,222      $ 469,644      $ 351,284  
Parametric    $ —      $ —      $ 18,711  

The below table shows the brokerage commissions paid to the Funds’ affiliated broker-dealer, M&T Securities, Inc.

 

Fund

    Fiscal
Year Ended
April 30, 2026		      For the Fiscal
Year Ended
April 30, 2025		      For the Fiscal
Year Ended
April 30, 2024		      Percentage of
Brokerage
Commissions*		     Percentage
Dollar
Amount**		  
Wilmington Large-Cap Strategy Fund    $ —      $ 2,354      $ 5,980        — %      — % 

 

  *

Percentage of the Fund’s aggregate brokerage commissions paid to M&T Securities, Inc. during the most recent fiscal year.

  **

Percentage of the Fund’s aggregate dollar amount of transactions involving the payment of commissions paid to M&T Securities, Inc. during the most recent fiscal year.

Shareholder Services Fees and 12b-1 Fees Paid

 

     For the fiscal year ended April 30, 2026  
     Shareholder Services
Fees Paid		      Shareholder Services
Fees Waived		      12b-1 Fees Paid      12b-1 Fees Waived  

Fund

    A Shares      A Shares  
Wilmington Enhanced Dividend Income Strategy Fund    $ 0      $ 88,460      $ 88,460      $ —  
Wilmington Broad Market Bond Fund    $ 348      $ 3,674      $ 4,022      $ —  
Wilmington New York Municipal Bond Fund    $ 0      $ 9,208      $ 9,208      $ —  
Wilmington International Fund    $ 0      $ 9,567      $ 9,567      $ —  
Wilmington Global Alpha Equities Fund    $ 0      $ 615      $ 615      $ —  
Wilmington Real Asset Fund    $ 0      $ 2,305      $ 2,305      $ —  
Wilmington Municipal Bond Fund    $ 0      $ 29,997      $ 29,997      $ —  

 

    For the fiscal year ended April 30, 2026  
    Shareholder Services Fees Paid / Waived  

Fund

   Service Shares
Paid		     Service Shares
Waived		     Select Shares
Paid		     Select Shares
Waived		     Administrative
Shares Paid		     Administrative
Shares Waived		     Institutional
Shares Paid		     Institutional
Shares Waived		  
Wilmington U.S. Government Money Market Fund   $ 64,211     $ 5,696     $ 9,096,908     $ 5,157,073     $ 73,588     $ 22,374     $ 3,215,748     $ 364,017  
Wilmington U.S. Treasury Money Market Fund   $ 168     $ 613     $ 2,209,817     $ 1,247,951     $ 11,789     $ 3,433     $ 773,557     $ 85,615  

 

     For the fiscal year ended April 30, 2026  
     12b-1 Fees Paid / Waived  

Fund

    Service Shares
Paid		      Service Shares
Waived		      Administrative
Shares Paid		      Administrative
Shares Waived		  
Wilmington U.S. Government Money Market Fund    $ 69,907      $ 0      $ 95,962      $ 0  
Wilmington U.S. Treasury Money Market Fund    $ 781      $ 0      $ 15,222      $ 0  

 

99

FINANCIAL INFORMATION

 

The Financial Statements for the Funds for the fiscal year ended April 30, 2026 and for the fiscal period ended October 31, 2025 are incorporated by reference to the Funds’ Form N-CSR filings of the Wilmington Funds dated April 30, 2026 and October 31, 2025, respectively.

INVESTMENT RATINGS

 

Moody’s Investors Service, Inc. (“Moody’s”) Global Long-Term Ratings:

Moody’s long-term ratings are assigned to issuers or obligations with an original maturity of eleven months or more and reflect both on the likelihood of a default or impairment on contractual financial obligations and the expected financial loss suffered in the event of default or impairment.

Aaa. Obligations rated Aaa are judged to be of the highest quality, subject to the lowest level of credit risk.

Aa. Obligations rated Aa are judged to be of high quality and are subject to very low credit risk.

A. Obligations rated A are judged to be upper-medium grade and are subject to low credit risk.

Baa. Obligations rated Baa are judged to be medium-grade and subject to moderate credit risk and as such may possess certain speculative characteristics.

Ba. Obligations rated Ba are judged to be speculative and are subject to substantial credit risk.

B. Obligations rated B are considered speculative and are subject to high credit risk.

Caa. Obligations rated Caa are judged to be speculative of poor standing and are subject to very high credit risk.

Ca. Obligations rated Ca are highly speculative and are likely in, or very near, default, with some prospect of recovery of principal and interest.

C. Obligations rated C are the lowest rated and are typically in default, with little prospect for recovery of principal or interest.

Note: Moody’s appends numerical modifiers 1, 2, and 3 to each generic rating classification from Aa through Caa. The modifier 1 indicates that the obligation ranks in the higher end of its generic rating category; the modifier 2 indicates a mid-range ranking; and the modifier 3 indicates a ranking in the lower end of that generic rating category. Additionally, a “(hyb)” indicator is appended to all ratings of hybrid securities issued by banks, insurers, finance companies, and securities firms.*

* By their terms, hybrid securities allow for the omission of scheduled dividends, interest, or principal payments, which can potentially result in impairment if such an omission occurs. Hybrid securities may also be subject to contractually allowable write-downs of principal that could result in impairment. Together with the hybrid indicator, the long-term obligation rating assigned to a hybrid security is an expression of the relative credit risk associated with that security.

S&P Global Ratings’ Long-Term Issue Credit Ratings:

Issue credit ratings are based, in varying degrees, on S&P Global Ratings’ analysis of the following considerations:

 

–  

The likelihood of payment—the capacity and willingness of the obligor to meet its financial commitments on an obligation in accordance with the terms of the obligation;

 

–  

The nature and provisions of the financial obligation, and the promise S&P Global Ratings imputes; and

 

–  

The protection afforded by, and relative position of, the financial obligation in the event of a bankruptcy, reorganization, or other arrangement under the laws of bankruptcy and other laws affecting creditors’ rights.

An issue rating is an assessment of default risk but may incorporate an assessment of relative seniority or ultimate recovery in the event of default. Junior obligations are typically rated lower than senior obligations, to reflect lower priority in bankruptcy, as noted above. (Such differentiation may apply when an entity has both senior and subordinated obligations, secured and unsecured obligations, or operating company and holding company obligations.)

 

100

AAA. An obligation rated AAA has the highest rating assigned by S&P Global Ratings. The obligor’s capacity to meet its financial commitments on the obligation is extremely strong.

AA. An obligation rated AA differs from the highest-rated obligations only to a small degree. The obligor’s capacity to meet its financial commitments on the obligation is very strong.

A. An obligation rated A is somewhat more susceptible to the adverse effects of changes in circumstances and economic conditions than obligations in higher-rated categories. However, the obligor’s capacity to meet its financial commitments on the obligation is still strong.

BBB. An obligation rated BBB exhibits adequate protection parameters. However, adverse economic conditions or changing circumstances are more likely to weaken the obligor’s capacity to meet its financial commitments on the obligation.

BB, B, CCC, CC, and C. Obligations rated BB, B, CCC, CC, and C are regarded as having significant speculative characteristics. BB indicates the least degree of speculation and C the highest. While such obligations will likely have some quality and protective characteristics, these may be outweighed by large uncertainties or major exposure to adverse conditions.

BB. An obligation rated BB is less vulnerable to nonpayment than other speculative issues. However, it faces major ongoing uncertainties or exposure to adverse business, financial, or economic conditions that could lead to the obligor’s inadequate capacity to meet its financial commitments on the obligation.

B. An obligation rated B is more vulnerable to nonpayment than obligations rated BB, but the obligor currently has the capacity to meet its financial commitments on the obligation. Adverse business, financial, or economic conditions will likely impair the obligor’s capacity or willingness to meet its financial commitments on the obligation.

CCC. An obligation rated CCC is currently vulnerable to nonpayment and is dependent upon favorable business, financial, and economic conditions for the obligor to meet its financial commitments on the obligation. In the event of adverse business, financial, or economic conditions, the obligor is not likely to have the capacity to meet its financial commitments on the obligation.

CC. An obligation rated CC is currently highly vulnerable to nonpayment. The CC rating is used when a default has not yet occurred but S&P Global Ratings expects default to be a virtual certainty, regardless of the anticipated time to default.

C. An obligation rated C is currently highly vulnerable to nonpayment, and the obligation is expected to have lower relative seniority or lower ultimate recovery compared with obligations that are rated higher.

D. An obligation rated D is in default or in breach of an imputed promise. For non-hybrid capital instruments, the D rating category is used when payments on an obligation are not made on the date due, unless S&P Global Ratings believes that such payments will be made within the next five business days in the absence of a stated grace period or within the earlier of the stated grace period or the next 30 calendar days. The D rating also will be used upon the filing of a bankruptcy petition or the taking of similar action and where default on an obligation is a virtual certainty, for example due to automatic stay provisions. A rating on an obligation is lowered to D if it is subject to a distressed debt restructuring.

* Ratings from AA to CCC may be modified by the addition of a plus (+) or minus (-) sign to show relative standing within the rating categories.

Moody’s Global Short-Term Ratings:

Moody’s short-term ratings are assigned to obligations with an original maturity of thirteen months or less and reflect both on the likelihood of a default or impairment on contractual financial obligations and the expected financial loss suffered in the event of default or impairment.

P-1. Ratings of Prime-1 reflect a superior ability to repay short-term obligations.

P-2. Ratings of Prime-2 reflect a strong ability to repay short-term obligations.

P-3. Ratings of Prime-3 reflect an acceptable ability to repay short-term obligations.

NP. Issuers (or supporting institutions) rated Not Prime do not fall within any of the Prime rating categories.

 

101

Moody’s US Municipal Short-Term Debt and Demand Obligation Ratings:

Short-Term Obligation Ratings:

Moody’s uses the global short-term Prime rating scale for commercial paper issued by US municipalities and nonprofits. These commercial paper programs may be backed by external letters of credit or liquidity facilities, or by an issuer’s self-liquidity.

For other short-term municipal obligations, Moody’s uses one of two other short-term rating scales, the Municipal Investment Grade (“MIG”) and Variable Municipal Investment Grade (“VMIG”) scales. Moody’s uses the MIG scale for US municipal cash flow notes, bond anticipation notes and certain other short-term obligations, which typically mature in three years or less.

MIG 1. This designation denotes superior credit quality. Excellent protection is afforded by established cash flows, highly reliable liquidity support, or demonstrated broad-based access to the market for refinancing.

MIG 2. This designation denotes strong credit quality. Margins of protection are ample, although not as large as in the preceding group.

MIG 3. This designation denotes acceptable credit quality. Liquidity and cash-flow protection may be narrow, and market access for refinancing is likely to be less well-established.

SG. This designation denotes speculative-grade credit quality. Debt instruments in this category may lack sufficient margins of protection.

Variable Municipal Investment Grade Ratings:

For variable rate demand obligations (VRDOs), Moody’s assigns both a long-term rating and a short-term payment obligation rating. The long-term rating addresses the issuer’s ability to meet scheduled principal and interest payments. The short-term payment obligation rating addresses the ability of the issuer or the liquidity provider to meet any purchase price payment obligation resulting from optional tenders (“on demand”) and/or mandatory tenders of the VRDO. The short-term payment obligation rating uses the VMIG scale. Transitions of VMIG ratings with conditional liquidity support differ from transitions of Prime ratings reflecting the risk that external liquidity support will terminate if the issuer’s long-term rating drops below investment grade.

For VRDOs, Moody’s typically assigns a VMIG rating if the frequency of the payment obligation is less than every three years. If the frequency of the payment obligation is less than three years, but the obligation is payable only with remarketing proceeds, the VMIG short-term rating is not assigned and it is denoted as “NR”.

Industrial development bonds in the US where the obligor is a corporate may carry a VMIG rating that reflects Moody’s view of the relative likelihood of default and loss. In these cases, liquidity assessment is based on the liquidity of the corporate obligor.

VMIG 1. This designation denotes superior credit quality. Excellent protection is afforded by the superior short-term credit strength of the liquidity provider and structural and legal protections.

VMIG 2. This designation denotes strong credit quality. Good protection is afforded by the strong short-term credit strength of the liquidity provider and structural and legal protections.

VMIG 3. This designation denotes acceptable credit quality. Adequate protection is afforded by the satisfactory short-term credit strength of the liquidity provider and structural and legal protections.

SG. This designation denotes speculative-grade credit quality. Demand features rated in this category may be supported by a liquidity provider that does not have a sufficiently strong short-term rating or may lack the structural or legal protections.

S&P Global Ratings’ Short-Term Issue Credit Ratings:

Short-term issue credit ratings are generally assigned to those obligations considered short-term in the relevant market, typically with an original maturity of no more than 365 days. Short-term issue credit ratings are also used to indicate the

 

102

creditworthiness of an obligor with respect to put features on long-term obligations. S&P Global Ratings would typically assign a long-term issue credit rating to an obligation with an original maturity of greater than 365 days. However, the ratings S&P Global Ratings assigns to certain instruments may diverge from these guidelines based on market practices.

A-1. A short-term obligation rated A-1 is rated in the highest category by S&P Global Ratings. The obligor’s capacity to meet its financial commitments on the obligation is strong. Within this category, certain obligations are designated with a plus sign (+). This indicates that the obligor’s capacity to meet its financial commitments on these obligations is extremely strong.

A-2. A short-term obligation rated A-2 is somewhat more susceptible to the adverse effects of changes in circumstances and economic conditions than obligations in higher rating categories. However, the obligor’s capacity to meet its financial commitments on the obligation is satisfactory.

A-3. A short-term obligation rated A-3 exhibits adequate protection parameters. However, adverse economic conditions or changing circumstances are more likely to weaken an obligor’s capacity to meet its financial commitments on the obligation.

B. A short-term obligation rated B is regarded as vulnerable and has significant speculative characteristics. The obligor currently has the capacity to meet its financial commitments; however, it faces major ongoing uncertainties that could lead to the obligor’s inadequate capacity to meet its financial commitments.

C. A short-term obligation rated C is currently vulnerable to nonpayment and is dependent upon favorable business, financial, and economic conditions for the obligor to meet its financial commitments on the obligation.

D. A short-term obligation rated D is in default or in breach of an imputed promise. For non-hybrid capital instruments, the D rating category is used when payments on an obligation are not made on the date due, unless S&P Global Ratings believes that such payments will be made within any stated grace period. However, any stated grace period longer than five business days will be treated as five business days. The D rating also will be used upon the filing of a bankruptcy petition or the taking of a similar action and where default on an obligation is a virtual certainty, for example due to automatic stay provisions. A rating on an obligation is lowered to D if it is subject to a distressed debt restructuring.

S&P Global Ratings’ Municipal Short-Term Note Ratings:

An S&P Global Ratings US municipal note rating reflects S&P Global Ratings’ opinion about the liquidity factors and market access risks unique to the notes. Notes due in three years or less will likely receive a note rating. Notes with an original maturity of more than three years will most likely receive a long-term debt rating. In determining which type of rating, if any, to assign, S&P Global Ratings’ analysis will review the following considerations:

 

•  

Amortization schedule—the larger the final maturity relative to other maturities, the more likely it will be treated as a note; and

 

•  

Source of payment—the more dependent the issue is on the market for its refinancing, the more likely it will be treated as a note.

SP-1. Strong capacity to pay principal and interest. An issue determined to possess a very strong capacity to pay debt service is given a plus (+) designation.

SP-2. Satisfactory capacity to pay principal and interest, with some vulnerability to adverse financial and economic changes over the term of the notes.

SP-3. Speculative capacity to pay principal and interest.

D. D is assigned upon failure to pay the note when due, completion of a distressed debt restructuring, or the filing of a bankruptcy petition or the taking of similar action and where default on an obligation is a virtual certainty, for example due to automatic stay provisions.

Fitch Ratings, Inc. (“Fitch”) Issuer Default Ratings

Rated entities in several sectors, including financial and non-financial corporations, sovereigns, insurance companies and some sectors within public finance, are generally assigned Issuer Default Ratings (“IDRs”). IDRs are also assigned to certain entities

 

103

or enterprises in global infrastructure, project finance and public finance. IDRs opine on an entity’s relative vulnerability to default (including by way of a distressed debt exchange) on financial obligations. The threshold default risk addressed by the IDR is generally that of the financial obligations whose non-payment would best reflect the uncured failure of that entity. As such, IDRs also address relative vulnerability to bankruptcy, administrative receivership or similar concepts.

In aggregate, IDRs provide an ordinal ranking of issuers based on the agency’s view of their relative vulnerability to default, rather than a prediction of a specific percentage likelihood of default.

AAA. Highest credit quality. AAA ratings denote the lowest expectation of default risk. They are assigned only in cases of exceptionally strong capacity for payment of financial commitments. This capacity is highly unlikely to be adversely affected by foreseeable events.

AA. Very high credit quality. AA ratings denote expectations of very low default risk. They indicate very strong capacity for payment of financial commitments. This capacity is not significantly vulnerable to foreseeable events.

A. High credit quality. A ratings denote expectations of low default risk. The capacity for payment of financial commitments is considered strong. This capacity may, nevertheless, be more vulnerable to adverse business or economic conditions than is the case for higher ratings.

BBB. Good credit quality. BBB ratings indicate that expectations of default risk are currently low. The capacity for payment of financial commitments is considered adequate, but adverse business or economic conditions are more likely to impair this capacity.

BB. Speculative. BB ratings indicate an elevated vulnerability to default risk, particularly in the event of adverse changes in business or economic conditions over time; however, business or financial flexibility exists that supports the servicing of financial commitments.

B. Highly speculative. B ratings indicate that material default risk is present, but a limited margin of safety remains. Financial commitments are currently being met; however, capacity for continued payment is vulnerable to deterioration in the business and economic environment.

CCC. Substantial credit risk. Very low margin for safety. Default is a real possibility.

CC. Very high levels of credit risk. Default of some kind appears probable.

C. Near default. A default or default-like process has begun, or for a closed funding vehicle, payment capacity is irrevocably impaired. Conditions that are indicative of a C category rating for an issuer include:

 

a.

the issuer has entered into a grace or cure period following non-payment of a material financial obligation;

 

b.

the formal announcement by the issuer or their agent of a distressed debt exchange; and

 

c.

a closed financing vehicle where payment capacity is irrevocably impaired such that it is not expected to pay interest and/or principal in full during the life of the transaction, but where no payment default is imminent.

RD. Restricted default. RD ratings indicate an issuer that in Fitch’s opinion has experienced:

 

a.

an uncured payment default or distressed debt exchange on a bond, loan or other material financial obligation, but

 

b.

has not entered into bankruptcy filings, administration, receivership, liquidation, or other formal winding-up procedure, and

 

c.

has not otherwise ceased operating.

This would include:

 

  i.

the selective payment default on a specific class or currency of debt;

 

  ii.

the uncured expiry of any applicable original grace period, cure period or default forbearance period following a payment default on a bank loan, capital markets security or other material financial obligation.

D. Default. D ratings indicate an issuer that in Fitch’s opinion has entered into bankruptcy filings, administration, receivership, liquidation or other formal winding-up procedure or that has otherwise ceased business and debt is still outstanding.

 

104

Default ratings are not assigned prospectively to entities or their obligations; within this context, non-payment on an instrument that contains a deferral feature or grace period will generally not be considered a default until after the expiration of the deferral or grace period, unless a default is otherwise driven by bankruptcy or other similar circumstance, or by a distressed debt exchange.

In all cases, the assignment of a default rating reflects the agency’s opinion as to the most appropriate rating category consistent with the rest of its universe of ratings and may differ from the definition of default under the terms of an issuer’s financial obligations or local commercial practice.

Fitch’s Short-Term Issuer Credit Ratings:

A short-term issuer or obligation rating is based in all cases on the short-term vulnerability to default of the rated entity and relates to the capacity to meet financial obligations in accordance with the documentation governing the relevant obligation. Short-term deposit ratings may be adjusted for loss severity. Short-Term Ratings are assigned to obligations whose initial maturity is viewed as “short term” based on market convention (a long-term rating can also be used to rate an issue with short maturity). Typically, this means a timeframe of up to 13 months for corporate, sovereign, and structured obligations and up to 36 months for obligations in US public finance markets.

F1: Highest Short-Term Credit Quality. Indicates the strongest intrinsic capacity for timely payment of financial commitments; may have an added + to denote any exceptionally strong credit feature.

F2: Good Short-Term Credit Quality. Good intrinsic capacity for timely payment of financial commitments.

F3: Fair Short-Term Credit Quality. The intrinsic capacity for timely payment of financial commitments is adequate.

B: Speculative Short-Term Credit Quality. Minimal capacity for timely payment of financial commitments, plus heightened vulnerability to near term adverse changes in financial and economic conditions.

C: High Short-Term Default Risk. Default is a real possibility.

RD: Restricted Default. Indicates an entity that has defaulted on one or more of its financial commitments, although it continues to meet other financial obligations. Typically applicable to entity ratings only.

D: Default. Indicates a broad-based default event for an entity, or the default of a short-term obligation.

 

 

CLASS A SHARES, AND CLASS I SHARES

Wilmington Large-Cap Strategy Fund*

Wilmington International Fund

Wilmington Global Alpha Equities Fund

Wilmington Real Asset Fund

Wilmington Enhanced Dividend Income Strategy Fund

Wilmington Broad Market Bond Fund

Wilmington Municipal Bond Fund

Wilmington New York Municipal Bond Fund

 
  *

Class A Shares are not offered for the Wilmington Large-Cap Strategy Fund.

 

105

SELECT CLASS SHARES, SERVICE CLASS SHARES, ADMINISTRATIVE CLASS SHARES, INSTITUTIONAL CLASS SHARES AND PREFERRED INSTITUTIONAL CLASS SHARES

Wilmington U.S. Government Money Market Fund

Wilmington U.S. Treasury Money Market Fund

ADDRESSES

 

 

Distributor

ALPS Distributors, Inc.

1290 Broadway, Suite 1100

Denver, Colorado 80203

Investment Advisor and Co-Administrator

Wilmington Funds Management Corporation

1100 North. Market Street, 9th Floor

Wilmington, Delaware 19890

Principal Sub-advisor (for all Funds)

Wilmington Trust Investment Advisors, Inc.

1100 North Market Street, 9th Floor

Wilmington, Delaware 19890

Sub-advisor to Wilmington International Fund

Wellington Capital Management LLP

280 Congress Street

Boston, Massachusetts 02210

Sub-advisor to Wilmington Global Alpha Equities Fund

Wellington Capital Management LLP

280 Congress Street

Boston, Massachusetts 02210

Sub-advisor to Wilmington Real Asset Fund

Parametric Portfolio Associates LLC

800 Fifth Avenue, Suite 2800

Seattle, Washington 98104

Custodian

The Bank of New York Mellon

240 Greenwich Street

New York, New York 10286

Fund Accountant, Co-Administrator, Transfer Agent and Dividend Disbursing Agent

The Bank of New York Mellon

301 Bellevue Parkway

Wilmington, Delaware 19809

Independent Registered Public Accounting Firm

PricewaterhouseCoopers LLP

Two Commerce Square

2001 Market Street, Suite 1800

Philadelphia, Pennsylvania 19103

 

 

106

APPENDIX

 

The following is a list of persons other than the Advisor, the Sub-advisors and their respective affiliates that may receive nonpublic portfolio holdings information concerning the Funds:

CUSTODIAN

The Bank of New York Mellon

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

PricewaterhouseCoopers LLP

LEGAL COUNSEL

Stradley Ronon Stevens & Young LLP

PERFORMANCE REPORTING/PUBLICATIONS

Lipper

Standard & Poor’s

Moody’s Investors Service

ICRA Online LTD

FINANCIAL PRINTER

DFIN Solutions

TRANSFER AGENT, CO-ADMINISTRATOR AND FUND ACCOUNTANT

BNY Mellon Investment Servicing (U.S.) Inc.

OTHER

TechOne Media

PROXY VOTING SERVICES

ISS Risk Metrics Group

WT SAI-001-0826

 

107

PART C OTHER INFORMATION.

 

Item 28.

Exhibits

 

(a)(i)

    Copy of Amended and Restated Agreement and Declaration of Trust of Wilmington Funds, a Delaware Statutory Trust, incorporated by reference to Registrant’s Post-Effective Amendment No. 107 on Form N-1A filed August 27, 2013.

(a)(ii)

    Conformed copy of Amendment to Certificate of Trust of MTB Group of Funds, dated August 15, 2003, a Delaware Statutory Trust, incorporated by reference to Registrant’s Post-Effective Amendment No. 57 on Form N-1A filed August 22, 2003.

(a)(iii)

    Conformed copy of Amendment to Certificate of Trust of MTB Group of Funds, dated March 1, 2012, changing its name to “Wilmington Funds”, incorporated by reference to Registrant’s Post-Effective Amendment No. 105 on Form N-1A filed August 28, 2012.

(b)(i)

    Copy of Amended and Restated By-Laws of MTB Group of Funds, dated August 15, 2003, a Delaware Statutory Trust, incorporated by reference to Registrant’s Post-Effective Amendment No. 57 on Form N-1A filed August 22, 2003.

(b)(ii)

    Copy of Amendment #1 to the Amended and Restated By-Laws of MTB Group of Funds, dated June 24, 2004, incorporated by reference to Registrant’s Post-Effective Amendment No. 61 on Form N-1A filed August 30, 2004.

(b)(iii)

    Copy of Amendment #2 to the Amended and Restated By-Laws of MTB Group of Funds, dated September 15, 2004, incorporated by reference to Registrant’s Post-Effective Amendment No. 65 on Form N-1A filed August 29, 2005.

(b)(iv)

    Copy of Amendment #3 to the Amended and Restated By-Laws of MTB Group of Funds, dated December 7, 2007, incorporated by reference to Registrant’s Post-Effective Amendment No. 75 on Form N-1A filed April 21, 2008.

(c)(i)

    Copy of Specimen Certificate for Shares of Capital Stock of the Registrant, incorporated by reference to Registrant’s Post-Effective Amendment No. 11 on Form N-1A filed September 3, l993.

(c)(ii)

    Copy of Specimen Certificate for Shares of Capital Stock of the Vision Capital Appreciation Fund, incorporated by reference to Registrant’s Post-Effective Amendment No. 24 on Form N-1A filed December 20, 1996.

(d)(i)

    Investment Advisory Agreement dated March 12, 2012, between the Registrant and Wilmington Funds Management Corporation, incorporated by reference to Registrant’s Post-Effective Amendment No. 105 on Form N-1A filed August 28, 2012.

(d)(ii)

    Sub-Advisory Agreement dated March 12, 2012 among the Registrant, Wilmington Funds Management Corporation and Wilmington Trust Investment Advisors, Inc., incorporated by reference to Registrant’s Post-Effective Amendment No. 107 on Form N-1A filed August 27, 2013.

(d)(iii)

    Fee Allocation Letter dated December 29, 2023, incorporated by reference to Registrant’s Post-Effective Amendment No. 165 on Form N-1A filed December 29, 2023.

 

1

(d)(iv)

    Sub-Advisory Agreement for Wilmington Global Alpha Equities Fund (Wellington Capital Management LLP) dated December 1, 2016, incorporated by reference to Registrant’s Post-Effective Amendment No. 132 on Form N-1A filed August 22, 2017.

(d)(v)

    Sub-Advisory Agreement for Wilmington Real Asset Fund (Parametric Portfolio Associates LLC) dated September 23, 2014, incorporated by reference to Registrant’s Post-Effective Amendment No. 111 on Form N-1A filed August 24, 2015.

(d)(vi)

    Sub-Advisory Agreement for Wilmington International Fund (Wellington Capital Management LLP) dated August 28, 2023, incorporated by reference to Registrant’s Post-Effective Amendment No. 167 on Form N-1A filed August 28, 2025.

(e)(i)

    Distribution Agreement between the Registrant and ALPS Distributors, Inc., dated November 1, 2011, incorporated by reference to Registrant’s Post-Effective Amendment No. 105 on Form N-1A filed August 28, 2012.

(e)(ii)

    Amendment to Distribution Agreement between Registrant and ALPS Distributors, Inc. dated May 1, 2012, incorporated by reference to Registrant’s Post-Effective Amendment No. 105 on Form N-1A filed August 28, 2012.

(e)(iii)

    Interim Distribution Agreement between Registrant and ALPS Distributors, Inc. dated April 16, 2018, incorporated by reference to Registrant’s Post-Effective Amendment No. 146 on Form N-1A filed August 28, 2018.

(f)

    Not applicable.

(g)(i)

    Custody Agreement between the Registrant and The Bank of New York, dated September 10, 2007, incorporated by reference to Registrant’s Post-Effective Amendment No. 83 on Form N-1A filed April 27, 2010.

(g)(ii)

    Form of Schedule II to the Custody Agreement between the Registrant and The Bank of New York, incorporated by reference to Registrant’s Post-Effective Amendment No. 105 on Form N-1A filed August 28, 2012.

(h)(i)

    Form of Recordkeeping Agreement of the Registrant, incorporated by reference to Registrant’s Post-Effective Amendment No. 75 on Form N-1A filed April 21, 2008.

(h)(ii)(1)

    Agreement for Administrative Services between Registrant and Wilmington Funds Management Corporation dated October 1, 2012, incorporated by reference to Registrant’s Post-Effective Amendment No. 107 on Form N-1A filed August 27, 2013.

(h)(ii)(2)

    Amendment No. 1 to Agreement for Administrative Services between Registrant and Wilmington Funds Management Corporation dated October 1, 2013, incorporated by reference to Registrant’s Post-Effective Amendment No. 109 on Form N-1A filed August 22, 2014.

(h)(iii)

    Fund Administration and Accounting Agreement between Registrant and The Bank of New York, dated September 10, 2007, incorporated by reference to Registrant’s Post-Effective Amendment No. 83 on Form N-1A filed April 27, 2010.

(h)(iv)

    Form of Exhibit A to the Fund Administration and Accounting Agreement between Registrant and The Bank of New York, incorporated by reference to Registrant’s Post-Effective Amendment No. 105 on Form N-1A filed August 28, 2012.

 

2

(h)(v)

    Form of Intermediary Servicing Agreement of the Registrant, incorporated by reference to Exhibit 7(c) to Registrant’s Registration Statement on Form N-14, No. 333-199580, filed October 24, 2014.

(h)(vi)

    Conformed copy of Shareholder Services Plan dated December 7, 2020, incorporated by reference to Registrant’s Post-Effective Amendment No. 158 on Form N-1A filed August 27, 2021.

(h)(vii)

    Conformed copy of Indemnification Agreement of the Registrant; dated December 13, 2001, incorporated by reference to Registrant’s Post-Effective Amendment No. 54 on Form N-1A filed June 27, 2002.

(h)(viii)

    Conformed copy of Service Mark License Agreement, dated September 22, 2003, incorporated by reference to Registrant’s Post-Effective Amendment No. 59 on Form N-1A filed April 28, 2004.

(h)(ix)

    Transfer Agency and Shareholder Services Agreement between the Registrant and BNY Mellon Investment Servicing (US) Inc., dated February 17, 2012, incorporated by reference to Registrant’s Post-Effective Amendment No. 102 on Form N-1A filed April 17, 2012.

(h)(x)

    Conformed copy of June 1, 2007 Letter Agreement (Administrative Services Agreement), incorporated by reference to Registrant’s Post-Effective Amendment No. 74 on Form N-1A filed August 28, 2007.

(h)(xi)

    Conformed copy of August 1, 2007 Letter Agreement (Administrative Services Agreement), incorporated by reference to Registrant’s Post-Effective Amendment No. 74 on Form N-1A filed August 28, 2007.

(h)(xii)

    Conformed copy of Fax-in Processing Instructions, incorporated by reference to Registrant’s Post-Effective Amendment No. 74 on Form N-1A filed August 28, 2007.

(h)(xiii)

    Expense Limitation Agreement between the Trust and Wilmington Funds Management Corporation, amended December 29, 2023, incorporated by reference to Registrant’s Post-Effective Amendment No. 165 on Form N-1A filed December 29, 2023.

(i)

    Opinion and Consent of Counsel as to legality of shares being registered (filed herewith).

(j)

    Consent of PricewaterhouseCoopers LLP, Independent Registered Public Accounting Firm (filed herewith).

(k)

    Not applicable.

(l)

    Conformed copy of Initial Capital Understanding, incorporated by reference to Registrant’s Post-Effective Amendment No. 19 on Form N-1A filed June 27, 1994.

(m)(i)

    Conformed copy of Rule 12b-1 Plan of the Registrant dated September 15, 2016, incorporated by reference to Registrant’s Post-Effective Amendment No. 132 on Form N-1A filed August 22, 2017.

(m)(ii)

    Form of Broker-Dealer Selling Agreement of the Registrant, incorporated by reference to Exhibit 7(b) to Registrant’s Registration Statement on Form N-14, No. 333-199580, filed October 24, 2014.

(m)(iii)

    Conformed copy of Contract Defining Responsibility for Fees Under Non-Conforming Dealer Agreement, dated December 9, 2004, incorporated by reference to Registrant’s Post-Effective Amendment No. 63 on Form N-1A filed April 28, 2005.

 

3

(n)

    Conformed copy of Multiple Class Plan of the Registrant dated July 2019, incorporated by reference to Registrant’s Post-Effective Amendment No. 151 on Form N-1A filed August 29, 2019.

(o)(i)

    Conformed copy of Power of Attorney of Trustee, Donald E. Foley, incorporated by reference to Registrant’s Post-Effective Amendment No. 114 on Form N-1A filed August 25, 2016.

(o)(ii)

    Conformed copy of Power of Attorney of Trustee, Gregory P. Chandler, incorporated by reference to Registrant’s Post-Effective Amendment No. 132 on Form N-1A filed August 22, 2017.

(o)(iii)

    Conformed copy of Power of Attorney of Trustee, Valerie J. Sill, incorporated by reference to Registrant’s Post-Effective Amendment No. 156 on Form N-1A filed August 25, 2020.

(o)(iv)

    Conformed copy of Power of Attorney of Trustee, H. Thomas McMeekin, incorporated by reference to Registrant’s Post-Effective Amendment No. 166 on Form N-1A filed August 28, 2024.

(o)(v)

    Conformed copy of Power of Attorney of Trustee, Randy Vogel, incorporated by reference to Registrant’s Post-Effective Amendment No. 167 on Form N-1A filed August 28, 2025.

(o)(vi)

    Plan of Reorganization dated March 15, 2016 by Wilmington Funds on behalf of all of the shares of the Wilmington Prime Money Market Fund, Wilmington U.S. Government Money Market Fund and Wilmington Tax-Exempt Money Market Fund, incorporated by reference to Registrant’s Post-Effective Amendment No. 1 on Form N-14 filed November 15, 2016.

(p)(i)

    Copy of Code of Ethics for Access Persons (Manufacturers and Traders Trust Company), dated July 1, 2002, incorporated by reference to Registrant’s Post-Effective Amendment No. 54 on Form N-1A filed June 27, 2002.

(p)(ii)

    Code of Ethics of ALPS Holdings, Inc., dated May 1, 2010, amended September 30, 2013, incorporated by reference to Registrant’s Post-Effective Amendment No. 109 on Form N-1A filed August 22, 2014.

(p)(iii)

    Code of Ethics and Statement of Insider Trading for Wilmington Funds, Wilmington Funds Management Corporation, Wilmington Trust Investment Advisors, Inc., Wilmington Trust Investment Management, LLC and Wilmington Trust Asset Management, LLC dated November 2024 , incorporated by reference to Registrant’s Post-Effective Amendment No. 167 on Form N-1A filed August 28, 2025.

(p)(iv)

    Copy of Code of Ethics of Rodney Square Management Corporation, incorporated by reference to Registrant’s Post-Effective Amendment No. 98 on Form N-1A filed December 30, 2011.

(p)(v)

    Copy of Revised Code of Ethics of Parametric Portfolio Associates LLC dated March 23, 2026 (filed herewith).

(p)(vi)

    Copy of Revised Code of Ethics of Wellington Capital Management LLP dated February 2, 2026 (filed herewith).

 

Item 29.

Persons Controlled by or Under Common Control with Registrant:

None

 

4

Item 30.

Indemnification:

Indemnification is provided to Officers and Trustees of the Registrant pursuant to Article VII of Registrant’s Amended and Restated Agreement and Declaration of Trust. The Investment Advisory Contract provides that, in the absence of willful misfeasance, bad faith, gross negligence, or reckless disregard of the obligations or duties under the Investment Advisory Contract on the part of Adviser, Adviser shall not be liable to the Registrant or to any shareholder for any act or omission in the course of or connected in any way with rendering services or for any losses that may be sustained in the purchase, holding, or sale of any security. Registrant’s Trustees and Officers are covered by an Investment Trust Errors and Omissions Policy.

Insofar as indemnification for liabilities arising under the Securities Act of 1933 may be permitted to Trustees, Officers, and controlling persons of the Registrant by the Registrant pursuant to the Declaration of Trust or otherwise, the Registrant is aware that in the opinion of the Securities and Exchange Commission, such indemnification is against public policy as expressed in the Act and, therefore, is unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the Registrant of expenses incurred or paid by Trustees, Officers, or controlling persons of the Registrant in connection with the successful defense of any act, suit, or proceeding) is asserted by such Trustees, Officers, or controlling persons in connection with the shares being registered, the Registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issues.

Insofar as indemnification for liabilities may be permitted pursuant to Section 17 of the Investment Company Act of 1940, as amended, for Trustees, Officers, and controlling persons of the Registrant by the Registrant pursuant to the Declaration of Trust or otherwise, the Registrant is aware of the position of the Securities and Exchange Commission as set forth in Investment Company Act Release No. IC-11330. Therefore, the Registrant undertakes that in addition to complying with the applicable provisions of the Declaration of Trust or otherwise, in the absence of a final decision on the merits by a court or other body before which the proceeding was brought, that an indemnification payment will not be made unless in the absence of such a decision, a reasonable determination based upon factual review has been made (i) by a majority vote of a quorum of non-party Trustees who are not interested persons of the Registrant or (ii) by independent legal counsel in a written opinion that the indemnitee was not liable for an act of willful misfeasance, bad faith, gross negligence, or reckless disregard of duties. The Registrant further undertakes that advancement of expenses incurred in the defense of a proceeding (upon undertaking for repayment unless it is ultimately determined that indemnification is appropriate) against an Officer, Trustee, or controlling person of the Registrant will not be made absent the fulfillment of at least one of the following conditions: (i) the indemnitee provides security for his undertaking; (ii) the Registrant is insured against losses arising by reason of any lawful advances; or (iii) a majority of a quorum of disinterested non-party Trustees or independent legal counsel in a written opinion makes a factual determination that there is reason to believe the indemnitee will be entitled to indemnification.

 

Item 31.

Business and Other Connections of Investment Adviser:

(a) Wilmington Funds Management Corporation (“WFMC”), an affiliate of Manufacturers and Traders Trust Company (“M&T Bank”) performs investment advisory services for the Registrant. Wilmington Trust Investment Advisors, Inc. (“WTIA”), a subsidiary of M&T Bank, performs investment sub-advisory services for the Registrant. As of June 30, 2026, WFMC, WTIA and their affiliates managed approximately $15.2 billion in mutual fund assets. M&T Bank is the principal banking subsidiary of M&T Bank Corporation, a $219.3 billion bank holding company as of June 30, 2026, which is headquartered in Buffalo, New York.

M&T is a financial holding company headquartered in Buffalo, New York. M&T’s principal banking subsidiary, M&T Bank, provides banking products and services with a branch and ATM network spanning the eastern U.S. from Maine to Virginia and Washington, D.C. Trust-related services are provided in select markets in the U.S. and abroad by M&T’s Wilmington Trust-affiliated companies and by M&T Bank. Except for Wilmington Funds, M&T Bank does not presently provide investment advisory services to any other registered investment companies.

 

5

The principal executive Officers and the Directors of WTIA are set forth in the following tables. Unless otherwise noted, the position listed under Other Substantial Business, Profession, Vocation or Employment is with WTIA.

(b)

 

Name

   

Position with WTIA

   

Other Substantial Business,

Profession, Vocation or

Employment

Jennifer Warren

350 Park Avenue, 6th Floor

New York, NY 10022

    Chairman of the Board and Chief Executive Officer   

Senior Executive Vice President ELT,

M&T Bank Corporation

Lisa Roberts

277 Park Avenue

New York, NY 10172

    Director   

Senior Executive Vice President ELT,

M&T Bank Corporation

Anthony M. Roth

150 North Radnor Chester Road,

Suite E-120

Radnor, PA 19087

    President, Chief Investment Officer, Director   

Senior Executive Vice President,

M&T Bank Corporation

Gerald Baker

One Post Office Square, 22nd Floor

Boston, MA 02109

    Director    Business Risk Officer & Executive Vice President, M&T Bank

Mike Keane

One Light Street,

Baltimore, MD 21202

    Director   

Senior Executive Vice President,

M&T Bank Corporation

 

Item 32.

Principal Underwriters.

(a) ALPS Distributors, Inc. acts as the distributor for the Registrant and the following investment companies: 1WS Credit Income Fund, 1290 Funds, Aberdeen Income Credit Strategies Fund, abrdn ETFs, abrdn Funds, abrdn Global Dynamic Dividend Fund, abrdn Global Premier Properties Fund, abrdn Income Credit Strategies Fund, Accordant ODCE Index Fund, Alpha Alternative Assets Fund, ALPS Series Trust, Alternative Credit Income Fund, Apollo Diversified Credit Fund (fka Griffin Institutional Access Credit Fund), Apollo Diversified Real Estate Fund (fka Griffin Institutional Access Real Estate Fund), AQR Funds, Arrowmark Financial Corp., Axonic Alternative Income Fund, Axonic Funds, BBH Trust, Bluerock High Income Institutional Credit Fund, Bridge Builder Trust, Cambria ETF Trust, CoinShares ETF Trust (formerly Valkyrie ETF Trust II), CION Ares Diversified Credit Fund, CION Grosvenor Infrastructure Fund, Columbia ETF Trust, Columbia ETF Trust I, Columbia ETF Trust II, Columbia Seligman Premium Technology Growth Fund, Inc., CRM Mutual Fund Trust, DBX ETF Trust, Diameter Dynamic Credit Fund, Eagle Point Defensive Income Trust, Eagle Point Enhanced Income Trust, EA Series Trust (Cambria Series), ETF Series Solutions (Vident Series), Financial Investors Trust, Firsthand Funds, FS Credit Income Fund, FS Credit Opportunities Corp., FS MVP Private Markets Fund, Gemcorp Commodities Alternative Products Fund, Goehring & Rozencwajg Investment Funds, Goldman Sachs ETF Trust and Goldman Sachs ETF Trust

 

6

II, Graniteshares ETF Trust, Hartford Funds Exchange-Traded Trust, Heartland Group, Inc., iM Global Partner Funds (formerly Litman Gregory Funds Trust), Investment Managers Series Trust II (AXS- Advised Funds), Investment Managers Series Trust II (Alternative Access-Advised Fund), Janus Detroit Street Trust, Lattice Strategies Trust, Longleaf Partners Funds Trust, Manager Directed Portfolios (Spyglass Growth Fund), Meridian Fund, Inc., Natixis ETF Trust, Natixis ETF Trust II, NYLIM ETF Trust, NYLIM Active ETF Trust, Opportunistic Credit Interval Fund, Principal Exchange-Traded Funds, RiverNorth Funds, RiverNorth Opportunities Fund, Inc., RiverNorth/DoubleLine Strategic Opportunity Fund, Inc., RiverNorth Opportunistic Municipal Income Fund, Inc., RiverNorth Managed Duration Municipal Income Fund, Inc., RiverNorth Flexible Municipal Income Fund, Inc., RiverNorth Capital and Income Fund, Inc., RiverNorth Flexible Municipal Income Fund II, Inc., RiverNorth Managed Duration Municipal Income Fund II, Inc., State Street® SPDR® Dow Jones® Industrial AverageSM ETF Trust, State Street® SPDR® S&P 500® ETF Trust, State Street® SPDR® S&P MidCap 400® ETF Trust, Sprott Funds Trust, The Arbitrage Funds, Themes ETF Trust, Tidal Trust II (Cambria Series), Thornburg ETF Trust, Thornburg Investment Trust (Thornburg American Opportunities Fund ETF Class Shares and Thornburg Focus Growth Fund ETF Class Shares), Thrivent ETF Trust, Trust for Professional Managers (PT Asset Management Series), USCF ETF Trust, Wasatch Funds, Wilmington Funds, X-Square Balanced Fund, LLC, and X-Square Series Trust.

(b) To the best of Registrant’s knowledge, the directors and executive officers of ALPS Distributors, Inc., are as follows:

 

Name*

   

Position with Underwriter

   

Positions with Fund

Stephen J. Kyllo    President, Chief Operating Officer, Director, Chief Compliance Officer    None
Richard C. Noyes    Senior Vice President, General Counsel, Assistant Secretary    None
Brian N. Schell    Vice President and Treasurer    None
Eric T. Parsons    Vice President, Controller and Assistant Treasurer    None
Jason White    Secretary    None
Eric Theroff    Assistant Secretary    None
Adam Girard    Tax Officer    None
Liza Price    Vice President, Managing Counsel    None
Jed Stahl    Vice President, Managing Counsel    None
James Stegall    Vice President    None
Hilary Quinn    Vice President    None

 

*

Except as otherwise noted, the principal business address for each of the above directors and executive officers is 1290 Broadway, Suite 1000, Denver, Colorado 80203.

 

(c)

Not applicable

 

7

Item 33.

Location of Accounts and Records:

All accounts and records required to be maintained by Section 31(a) of the Investment Company Act of 1940 and Rules 31a-1 through 31a-3 promulgated thereunder are maintained at one of the following locations:

 

Wilmington Funds   

1100 N. Market Street

Wilmington, Delaware 19890

The Bank of New York Mellon (“Co-Administrator, Accountant, Custodian and Transfer Agent and Dividend Disbursing Agent”)   

240 Greenwich Street

New York, New York 10286

Wilmington Funds Management Corporation, a subsidiary of Manufacturers and Traders Trust Company (“Investment Adviser”)   

1100 N. Market Street

Wilmington, Delaware 19890

Wilmington Trust Investment Advisors, Inc., a subsidiary of Manufacturers and Traders Trust Company (“Investment Sub-Adviser and Co-Administrator”)   

1100 N. Market Street

Wilmington, Delaware 19890

Parametric Portfolio Associates LLC (“Sub-Adviser” to the Wilmington Real Asset Fund Fund)   

800 Fifth Avenue, Suite 2800

Seattle, Washington 98104

Wellington Capital Management LLP (“Sub-Adviser” to the Wilmington Global Alpha Equities Fund and Wilmington International Fund)   

280 Congress Street

Boston, Massachusetts 02210

 

Item 34.

Management Services:

Not applicable.

 

Item 35.

Undertakings:

Registrant hereby undertakes to comply with the provisions of Section 16(c) of the 1940 Act with respect to the removal of Trustees/Directors and the calling of special shareholder meetings by shareholders.

 

8

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant, Wilmington Funds, certifies that it meets all of the requirements for effectiveness of this Amendment to its Registration Statement pursuant to Rule 485(b) under the Securities Act of 1933 and has duly caused this Amendment to its Registration Statement to be signed on its behalf by the undersigned, duly authorized, in the City of New York and the State of New York, on the 28th day of August, 2026.

 

WILMINGTON FUNDS
By:  

/s/ Lisa R. Grosswirth

  Lisa R. Grosswirth, Secretary
  August 28, 2026

Pursuant to the requirements of the Securities Act of 1933, this Amendment to its Registration Statement has been signed below by the following person in the capacity and on the date indicated:

 

NAME    TITLE    DATE
By: /s/ Lisa R. Grosswirth           

Lisa R. Grosswirth

SECRETARY

    Attorney-in-Fact For the Persons Listed Below    August 28, 2026
Donald E. Foley *    Chairman of the Board and Trustee   

/s/ Charles S. Todd        

Charles S. Todd

    Chief Executive Officer   
(Principal Executive Officer)      

/s/ Robert A. DeVault, Jr.     

Robert A. DeVault, Jr.

    Chief Financial Officer and Treasurer   
(Principal Financial Officer)      
Randy Vogel*    President and Trustee   
Gregory P. Chandler*    Trustee   
H. Thomas McMeekin*    Trustee   
Valerie J. Sill*    Trustee   
 
*

By Power of Attorney

 

9

EXHIBIT INDEX

WILMINGTON FUNDS

 

Exhibit #

  

Title of Exhibit

(i)   Opinion and Consent of Counsel as to legality of shares being registered.
(j)   Consent of PricewaterhouseCoopers LLP, Independent Registered Public Accounting Firm.
(p)(v)   Copy of Revised Code of Ethics of Parametric Portfolio Associates LLC dated March 23, 2026.
(p)(vi)   Copy of Revised Code of Ethics of Wellington Capital Management LLP dated February 2, 2026.

 

10

ATTACHMENTS / EXHIBITS

ATTACHMENTS / EXHIBITS

EX-99.(I)

EX-99.(J)

EX-99.(P)(V)

EX-99.(P)(VI)

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