of long-only U.S.
equity securities, with an emphasis on long-term capital growth and a targeted overall beta that is similar to that of the Northern Trust 1250 Index (the “Parent Index”), a float-adjusted
market-capitalization weighted index of U.S. domiciled large- and mid-capitalization
companies. Beta represents the market sensitivity, relative to a given market index and time period, and is one measure of volatility.
To derive the Underlying Index, NTI, acting in its capacity as the index provider (the “Index
Provider”), begins with all securities in the Parent Index and then removes those
securities that rank in the lowest quintile of quality based on a proprietary scoring
model, as well as those which do not pay a dividend. The core components of the proprietary quality scoring model are based on quantitative ranking of various metrics obtained from company
filings. These scores have three components: (i) management efficiency (e.g., corporate
finance activities); (ii) profitability (e.g., reliability and sustainability of financial performance); and (iii) cash flow (e.g., cash flow generation). The Index Provider then uses an optimization
process to select and weight eligible securities in order to (a) maximize the overall
quality score relative to the Parent Index; (b) attain an aggregate dividend yield in excess of the Parent Index; and (c) achieve the desired beta target. The optimization process also includes sector, industry
group, single-security weight, liquidity and turnover constraints to assist in reducing
the Underlying Index’s overall active risk exposure to any one single factor. As of December 31, 2025, there were 120 issues in the Underlying Index. The Underlying Index is reconstituted quarterly. The
Fund generally reconstitutes its portfolio in accordance with the Underlying
Index.
NTI uses a “passive” or indexing approach to try to achieve the Fund’s investment
objective. Unlike many investment companies, the Fund does not try to “beat” its Underlying Index and does not seek temporary defensive positions when markets decline or appear
overvalued.
NTI uses a representative sampling strategy to manage the Fund. “Representative
sampling” is investing in a representative sample of securities that collectively has an investment profile similar to the Underlying Index. The Fund may or may not hold all of the securities that
are included in the Underlying Index. The Fund reserves the right to invest in
substantially all of the securities in its Underlying Index in approximately the same proportions (i.e., replication) if NTI determines that it is in the best interest of the Fund.
Under normal
circumstances, the Fund will invest at least 80% of its total assets (exclusive of collateral held from securities lending) in the securities of the Underlying Index. The Fund may also invest up to 20% of
its assets in cash and cash equivalents, including shares of money market funds advised
by NTI or its affiliates, futures contracts and options on futures contracts, as well as securities not included in the Underlying Index, but which NTI believes will help the Fund track its Underlying
Index.
The Underlying Index is created and sponsored by NTI, as
the Index Provider. NTI also serves as the investment adviser to the Fund. The Index
Provider determines the composition and relative weightings of the securities in the
Underlying Index and publishes information regarding the market value of the Underlying
Index.
The Fund may lend securities representing up to one-third of the value of the Fund’s total
assets (including the value of the collateral received).
Industry Concentration Policy. The Fund will
concentrate its investments (i.e., hold 25% or more of its total assets) in a
particular industry or group of industries to approximately the same extent that the Underlying Index is concentrated. As of December 31, 2025, the Underlying Index was concentrated in the Information Technology
sector. The components of the Underlying Index, and the degree to which these
components represent certain industries or sectors, may change over time.
As with any investment, you could lose all or part of your investment in the Fund, and the
Fund’s performance could trail that of other investments. The Fund is subject to certain risks, including the principal risks noted below, any of which may adversely affect the
Fund’s net asset value (“NAV”), trading price, yield, total return and ability to meet its investment objective. Each risk noted below is considered a principal risk of investing in
the Fund, regardless of the order in which it appears. The significance of each risk
factor below may change over time and you should review each risk factor carefully.
Equity Securities Risk is the risk that the values of the equity securities owned by the Fund may be more volatile and underperform other asset classes and the general securities markets.
Mid Cap Stock Risk is the risk that stocks of mid-sized companies may be subject to more abrupt or erratic market
movements than stocks of larger, more established companies, and may lack sufficient
market liquidity. Mid-sized