457 Enrollment Guide-2017.Pdf

Enrollment Guide

Poudre School District 457 Deferred Comp Plan

Unless otherwise noted: Not a Deposit | Not FDIC Insured | Not Guaranteed by Any Bank | Not Insured by Any Federal Government Agency | Funds May Lose Value

Are You Ready For A Bright Financial Future?

Making the decision to enroll in your employer-sponsored retirement plan is a great start. Enrolling is the most important step in your journey to retirement readiness. And this guide puts you on the right path quickly and easily.

Before you enroll, it’s a good idea to review all of the information in this guide in order to make decisions that meet your individual needs:

• Plan Features and Highlights – Provides specific information about your plan’s features

• Forms – All of the paperwork you need to enroll successfully

• Fund Information – Includes fund objectives and risk levels

• Fund Performance and Fees – Shows asset class categories, fund returns over time, and any fund fees.

Once you have learned about your plan and are ready to enroll, follow these two simple steps.

Step 1: Complete the Participant Enrollment Form Read the information To access the Participant Enrollment Form, turn to the first page after the tab in this provided in this booklet booklet. You will need to provide the following information: regarding your investment options to help you build • Personal Information – Provide your name, address, Social Security number, date a diversified portfolio.1 of birth, etc. Once you've made your • Contribution Amount – Contribute more today to potentially have more for your investment selections, future assign a percentage of your • Fund Choices – Build a diversified portfolio based on your retirement goals1 contribution amount to each of your investment choices Step 2: by entering a percentage Select Your Beneficiary between 1% and 100% next Here is the information you’ll need to provide when choosing your beneficiaries: to your investment choice(s)

• Your Personal Information on the form. Your choices must total 100%. • Personal Information for Your Primary Beneficiary

• Personal Information for Your Contingent Beneficiary (if applicable) Note: If you don't have all the necessary information for your beneficiaries at this time, you can still enroll, but you should choose your beneficiaries as soon as possible once you have the information needed.

1 Diversification does not ensure a profit and does not protect against loss in declining markets.

Pg 1 of 36 Quick Tip Get the most out of this valuable employer-provided benefit with a higher contribution amount. The more you save today means potentially more for your future. Get the retirement income you want and deserve so you can continue your current lifestyle when you’re retired by contributing as much as you can.

Important Reminder Let us know if you have assets from a previous employer’s plan or an IRA. If your employer allows rollovers, we can help you roll that money into your current plan for a simplified, one-stop retirement planning strategy.2

For More Information

Visit3

www.empower-retirement.com/participant

Call3

(866) 467-7756

Remember: You can make changes to your plan at any time by visiting www.empower-retirement.com/participant.3

2 You are encouraged to discuss rolling money from one account to another with your financial advisor/ planner, considering any potential fees and/or limitation of investment options. 3 Access to KeyTalk® and/or any website may be limited or unavailable during periods of peak demand, market volatility, systems upgrades/maintenance or other reasons. PT#193392 (03/2014) Pg 2 of 36 Poudre School District 457 Deferred Compensation Plan Features and Highlights

Read these highlights to learn more about Investment Options1 your Plan. If there are any discrepancies A wide array of core investment options is available between this document and the Plan through your Plan. Each option is explained in further Document, the Plan Document will govern. detail in your Plan's fund sheets. Once you have enrolled, investment option information is also About the 457(b) Deferred Compensation available through the Web site at www.empower- retirement.com/participant or call the Voice Plan Response System toll free at (866) 467-7756. The A governmental 457(b) deferred compensation plan Web site and the Voice Response System are (457 plan) is a retirement savings plan that allows available to you 24 hours a day, 7 days a week.² eligible employees to supplement any existing retirement and pension benefits by saving and Transfers and Allocation Changes investing before-tax dollars through a voluntary salary Use your Personal Identification Number (PIN) and contribution. Contributions and any earnings on Username to access the Web site or you can use contributions are tax-deferred until money is your Social Security number and PIN to access the withdrawn. Distributions are subject to ordinary Voice Response System. You can move all or a income tax. portion of your existing balances between investment

options (subject to Plan rules) and change how your Eligibility Requirements payroll contributions are invested. To enroll in the Plan, employees must meet the following criteria: Rollovers x Be age 21 or older Only Plan administrator approved balances from an

eligible governmental 457(b), 401(k), 403(b) or 401(a) All current employees of the Poudre School District plan or an Individual Retirement Account (IRA) may are immediately eligible to participate in the Plan. be rolled over to the Plan.

Enrollment You are encouraged to discuss rolling money from You may enroll by using the online enrollment option. one account to another with your financial Each participant would sign on to www.empower- advisor/planner, considering any potential fees and/or retirement.com/participant. limitation of investment options.

2017 Contribution Limits Withdrawals x Combined maximum limit of 100% (1% Qualifying distribution events are as follows: minimum) of your compensation or $18,000, x Retirement whichever is less for all retirement x Severance of employment (as defined by the contributions. Internal Revenue Code provisions) x “Standard” Catch-Up allows participants in x Attainment of age 70½ (if allowed by the three calendar years prior to normal government Plan’s provisions) retirement age to contribute more (up to x Death (your beneficiary receives your double the annual contribution limit— benefits) $36,000). The amount that you may be able Unforeseeable emergency (as defined by the to contribute under the Standard Catch-Up x Internal Revenue Code and if allowed by option will depend upon the amounts that your Plan’s provisions) you were able to contribute in previous years but did not. x Transfer to purchase service credit

Participants turning age 50 or older in 2017 may Each distribution is subject to ordinary income tax contribute an additional $6,000. Please note that you except for an in-service transfer to purchase service may not use the Standard Catch-Up provision and the credit. Age 50+ Catch-Up provision in the same year. Plan Fees Vesting Schedule Recordkeeping or Administrative Fees: Vesting refers to the percentage of your account you An annual administrative fee of 0.15% is calculated are entitled to receive upon the occurrence of and deducted quarterly. This fee is capped at $75 per distributable events. Your contributions and any year. earnings are always 100% vested (including rollovers from previous employers).

Pg 3 of 36 Distribution Fees: 1 All information contained on the website, in prospectuses, There are no Plan distribution fees. and in other investment option documents is offered in English. Please have this information translated for your understanding. Investment Option Fees: Each investment option has its own operating 2 Access to voice response system and/or any website may expenses. These fees are deducted by each be limited or unavailable during periods of peak demand, investment option’s management company before the market volatility, systems upgrades/maintenance or other daily price or performance is calculated. Fees pay for reasons. Transfer requests made via the website or voice trading of securities within the investment options and response system received on business days prior to close other management expenses. of the New York Stock Exchange (4:00 p.m. Eastern Time or earlier on some holidays or other special circumstances) will Funds may impose redemption fees and/or transfer be initiated at the close of business the same day the request was received. The actual effective date of your restrictions if assets are held for less than the transaction may vary depending on the investment option published holding period. Asset allocation funds are selected. generally subject to a fund operating expense at the fund level, as well as prorated fund operating Core securities, when offered, are offered through expenses of each underlying fund in which they GWFS Equities, Inc. and/or other broker dealers. invest. For more information, please refer to the fund prospectus and/or disclosure document. Funds are GWFS Equities, Inc., Member FINRA/SIPC, is a wholly subject to the risks of the underlying funds. owned subsidiary of Great-West Life & Annuity Insurance Company.

There may be a recordkeeping or administrative fee Representatives of Empower Retirement do not offer or for investing in certain investment options. Please provide investment, fiduciary, financial, legal or tax advice, or contact your Empower Retirement representative for act in a fiduciary capacity, for any client unless explicitly more information about any potential investment described in writing. Please consult with your investment option fees. advisor, attorney and/or tax advisor as needed.

Empower Retirement refers to the products and services Loans offered in the retirement markets by Great-West Life & Currently, your Plan does not allow loans. Annuity Insurance Company (GWL&A), Corporate Headquarters: Greenwood Village, CO; Great-West Life & How Can I Get More Information? Annuity Insurance Company of New York, Home Office: NY, Visit the Web site at www.empower- NY; and their subsidiaries and affiliates. The trademarks, retirement.com/participant or call the Voice logos, service marks, and design elements used are owned Response System, toll free at (866) 467-7756 for by their respective owners and are used by permission.

more information. The Web site provides information ©2016 Great-West Life & Annuity Insurance Company. All regarding your Plan, as well as financial education rights reserved. information, financial calculators and other tools to help you manage your account. Form# 350217-01PH 457(b) 12/7/2016 AM 79852T-1116

457(b) Deferred Compensation Plan 2

Pg 4 of 36 FORMS & FUND INFORMATION FORMS & FUND INFORMATION Participant Enrollment Governmental 457(b) Plan Poudre School District 457 Deferred Comp Plan 350217-01 Participant Information

Last Name First Name MI Social Security Number

Mailing Address E-Mail Address Married Unmarried Female Male City State Zip Code Mo Day Year Mo Day Year ( ) ( ) Home Phone Work Phone Date of Birth Date of Hire

Do you have a retirement savings account with a previous employer or an IRA? Yes No Would you like help consolidating your other retirement accounts into your account with Empower Retirement?* Yes, I would like a representative to call me at phone # - - to review my options and assist me with the process. The best time to call is to A.M./ P.M. (circle one - available 8:00 A.M. to 6:00 P.M. MST). *Rollovers are subject to your Plan's provisions.

Statement Delivery - Participant quarterly statements are sent regular mail via the U.S. Postal Service. If you prefer an environmentally friendly alternative, please visit www.empower-retirement.com/participant for fast and easy enrollment in our Online File Cabinet service.

Payroll Information I elect to contribute ______% (1% - 100%) per pay period of my compensation as before-tax contributions to the Governmental 457(b) Deferred Compensation Plan until such time as I revoke or amend my election.

Payroll Effective Date: Mo Day Year Investment Option Information (applies to all contributions) - Please refer to your communication materials for information regarding each investment option. I understand that funds may impose redemption fees on certain transfers, redemptions or exchanges if assets are held less than the period stated in the fund's prospectus or other disclosure documents. I will refer to the fund's prospectus and/or disclosure documents for more information. INVESTMENT OPTION INVESTMENT OPTION NAME TICKER CODE % NAME TICKER CODE % Great-West Aggressive Profile I Fund I...... MXPPX MX-PS5 _____ Great-West T Rowe Price MidCap Gr Fund I... MXMGX MX-TMC _____ Great-West Mod Aggr Profile I Fund I...... MXRPX MX-PS4 _____ Wells Fargo Spec Md Cp Val A...... WFPAX WFPAX _____ Great-West Moderate Profile I Fund I...... MXOPX MX-PS3 _____ American Century Equity Income...... TWEIX 20-EQI _____ Great-West Mod Conserv Profile I Fund I...... MXTPX MX-PS2 _____ Great-West S&P 500 Index Fund I...... MXVIX MX-IN5 _____ Great-West Conserv Profile I Fund I...... MXVPX MX-PS1 _____ Invesco Diversified Dividend A...... LCEAX LCEAX _____ American Funds EuroPacific Gr R3...... RERCX RERCX _____ ClearBridge Aggressive Growth A...... SHRAX SHRAX _____ Artisan International Inv...... ARTIX ARTIX _____ Oakmark II...... OARMX OARMX _____ MFS Global Equity R3...... MWEHX MWEHX _____ Oppenheimer Global Allocation Fund A...... QVGIX OP-BAL _____ Oppenheimer Global Fund A...... OPPAX OP-GLB _____ PIMCO Total Return Admin...... PTRAX PI-TRT _____ Baron Small Cap Retail...... BSCFX BSCFX _____ T. Rowe Price High-Yield Adv...... PAHIX PAHIX _____ Neuberger Berman Genesis Adv...... NBGAX NBGAX _____ Great-West Portfolio Fund...... PORT PORT _____ PNC Small Cap A...... PPCAX PPCAX _____ MUST INDICATE WHOLE PERCENTAGES = 100%

ADMIN FORMAT

GWRS FENRAP ][12/07/16)( 350217-01 ADD NUPART ][PEVA/DOC ID: 461633774)( PagePg 15 of of 3 36 350217-01 Last Name First Name M.I. Social Security Number Number

Plan Beneficiary Designation This designation is effective upon execution and delivery to Service Provider at the address below. I have the right to change the beneficiary. If any information is missing, additional information may be required prior to recording my beneficiary designation. If my primary and contingent beneficiaries predecease me or I fail to designate beneficiaries, amounts will be paid pursuant to the terms of the Plan Document or applicable law. You may only designate one primary and one contingent beneficiary on this form. However, the number of primary or contingent beneficiaries you name is not limited. If you wish to designate more than one primary and/or contingent beneficiary, do not complete the section below. Instead, complete and forward the Beneficiary Designation form. Primary Beneficiary 100.00% % of Account Balance Primary Beneficiary Name Relationship Date of Birth ( ) Phone Number (Optional) Contingent Beneficiary 100.00% % of Account Balance Contingent Beneficiary Name Relationship Date of Birth ( ) Phone Number (Optional) Participation Agreement Withdrawal Restrictions - I understand that the Internal Revenue Code (the "Code") and/or my employer's Plan Document may impose restrictions on transfers and/or distributions. I understand that I must contact the Plan Administrator/Trustee to determine when and/or under what circumstances I am eligible to receive distributions or make transfers. Investment Options - I understand that by signing and submitting this Participant Enrollment form for processing, I am requesting to have investment options established under the Plan as specified in the Investment Option Information section. I understand and agree that this account is subject to the terms of the Plan Document. I understand and acknowledge that all payments and account values, when based on the experience of the investment options, may not be guaranteed and may fluctuate, and, upon redemption, shares may be worth more or less than their original cost. I acknowledge that investment option information, including prospectuses, disclosure documents and Fund Profile sheets, have been made available to me and I understand the risks of investing. Compliance With Plan Document and/or the Code - I agree that my employer or Plan Administrator/Trustee may take any action that may be necessary to ensure that my participation in the Plan is in compliance with any applicable requirement of the Plan Document and/or the Code. I understand that the maximum annual limit on contributions is determined under the Plan Document and/or the Code. I understand that it is my responsibility to monitor my total annual contributions to ensure that I do not exceed the amount permitted. If I exceed the contribution limit, I assume sole liability for any tax, penalty, or costs that may be incurred. Incomplete Forms - I understand that in the event my Participant Enrollment form is incomplete or is not received by Service Provider at the address below prior to the receipt of any deposits, I specifically consent to Service Provider retaining all monies received and allocating them to the default investment option selected by the Plan. If no default investment option is selected, funds will be returned to the payor as required by law. Once an account has been established on my behalf, I understand that I must call the Voice Response System or access the Web site in order to transfer monies from the default investment option. Also, I understand all contributions received after an account is established on my behalf will be applied to the investment options I have most recently selected. Account Corrections - I understand that it is my obligation to review all confirmations and quarterly statements for discrepancies or errors. Corrections will be made only for errors which I communicate within 90 calendar days of the last calendar quarter. After this 90 days, account information shall be deemed accurate and acceptable to me. If I notify Service Provider of an error after this 90 days, the correction will only be processed from the date of notification forward and not on a retroactive basis.

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GWRS FENRAP ][12/07/16)( 350217-01 ADD NUPART DOC ID: 461633774)( Pg 6 of 36 Page 2 of 3 350217-01 Last Name First Name M.I. Social Security Number Number

Signature(s) and Consent Participant Consent I have completed, understand and agree to all pages of this Participant Enrollment form. I understand that Service Provider is required to comply with the regulations and requirements of the Office of Foreign Assets Control, Department of the Treasury ("OFAC"). As a result, Service Provider cannot conduct business with persons in a blocked country or any person designated by OFAC as a specially designated national or blocked person. For more information, please access the OFAC Web site at: http://www.treasury.gov/about/organizational-structure/offices/Pages/Office-of-Foreign-Assets-Control.aspx. Deferral agreements must be entered into prior to the first day of the month that the deferral will be made.

Participant Signature Date A handwritten signature is required on this form. An electronic signature will not be accepted and will result in a significant delay. Participant forward to Service Provider at: Empower Retirement PO Box 173764 Denver, CO 80217-3764 Express Address: 8515 E. Orchard Road, Greenwood Village, CO 80111 Phone #: 1-866-467-7756 Fax #: 1-866-745-5766 Web site: www.empower-retirement.com/participant

Core securities, when offered, are offered through GWFS Equities, Inc. and/or other broker dealers. GWFS Equities, Inc., Member FINRA/SIPC, is a wholly owned subsidiary of Great-West Life & Annuity Insurance Company. Empower Retirement refers to the products and services offered in the retirement markets by Great-West Life & Annuity Insurance Company (GWL&A), Corporate Headquarters: Greenwood Village, CO; Great-West Life & Annuity Insurance Company of New York, Home Office: NY, NY; and their subsidiaries and affiliates. The trademarks, logos, service marks, and design elements used are owned by their respective owners and are used by permission.

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GWRS FENRAP ][12/07/16)( 350217-01 ADD NUPART DOC ID: 461633774)( PagePg 37 of of 3 36 This page left intentionally blank Paycheck Contribution Election Governmental 457(b) Plan Poudre School District 457 Deferred Comp Plan 350217-01 Use black or blue ink when completing this form. For questions regarding this form, visit the Web site at www.empower-retirement.com/ participant or contact Service Provider at 1-866-467-7756. A Participant Information

Account extension, if applicable, identifies funds transferred to a beneficiary due to participant's - - death, alternate payee due to divorce or a participant with multiple accounts. Account Extension Social Security Number (Must provide all 9 digits) ( ) Last Name First Name M.I. Daytime Phone Number ( ) Alternate Phone Number I have a retirement savings account with a previous employer or an IRA. Yes or No I would like help consolidating my other retirement accounts into my account with Empower Retirement.* Yes, I would like a representative to call me at phone # - - to review my options and assist me with the process. The best time to call is to A.M./P.M. (circle one - available 8:00 A.M. to 6:00 P.M. MST). *Rollovers are subject to my Plan's provisions. B Payroll Election(s) Paycheck Contribution Election (Payroll Deductions)

Select One: Start Restart Change Stop I elect to contribute to the Plan the following percentage(s) of my eligible compensation indicated below (per pay period): Before-Tax Contributions ______% (1% - 100%) The total annual before-tax contributions cannot exceed $18,000.00 of my eligible compensation in the 2017 tax year.

Catch-Up Election

Age 50 §457 Catch-Up: I elect to contribute to the Plan additional Age 50 Catch-Up percentage(s) of my eligible compensation as indicated below (per pay period): Before-Tax Contributions ______%

Payroll Effective Date (mm/dd/yyyy) / / This Agreement shall apply until the end of the calendar year unless cancelled, superseded or I cease to be an eligible employee. The total before-tax Age 50 Catch-Up amount cannot exceed $6,000.00 of my eligible compensation in the 2017 tax year. Only one type of §457 Catch-Up may be used in a calendar year. If I am eligible for both types of Catch-Up this year, I may select either Age 50 §457 Catch-Up or Special §457 Catch-Up, whichever would result in the larger Catch-Up amount for this calendar year. I must be age 50 or older by the end of this calendar year and I may not use the Special §457 Catch-Up this year. I elect to cancel my Catch-Up contribution election. -OR- Special §457 Catch-Up: I elect to contribute to the Plan the Special §457 Catch-Up amount(s) of my eligible compensation as indicated below (per pay period): Before-Tax Special $457 Catch-Up amount of $______

Payroll Effective Date (mm/dd/yyyy) / / This Agreement shall apply until the end of the calendar year unless cancelled, superseded or I cease to be an eligible employee. The total before-tax Special §457 Catch-Up amount cannot exceed $18,000.00 of my eligible compensation in the 2017 tax year. (When added to the basic contribution amount, the aggregate maximum available is $36,000.00 in 2017.) I may only use Special §457 Catch-Up in one or more of the three calendar years that END PRIOR TO Normal Retirement Age (NRA). I have designated my NRA year below. I must have "underutilized amounts" by not contributing the maximum amount available to me under this Plan in any prior calendar years in which I was eligible to participate. I have calculated the total underutilized amounts I have available for Special §457 Catch-Up using the attached Underutilized Amounts Worksheet as indicated below. The calculation tools are provided for my convenience and I should consult with my tax advisor about my tax situation. NRA Year: Underutilized Amount: $ I elect to cancel my Catch-Up contribution election.

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STD FSALDF ][11/17/16)( 350217-01 DOC ID: 459305138)( PgPage 19 of of 4 36 350217-01 Last Name First Name M.I. Social Security Number Number

C Participant Consent (Please sign on the 'Participant Signature' line below.) My signature acknowledges that I have read, understand and agree to all pages of this form and affirms that all information that I have provided is true and correct. I also understand that: Until cancelled, superseded or I cease to be an eligible employee, all election(s) shall apply to all eligible compensation allowed by the Plan paid from the effective date specified unless a different effective date is required under the terms of the Plan and cancels all previous elections. Payroll elections must be entered into prior to the first day of the month that the deferral will be made. I may change the percentage of compensation contributed as allowed under the terms of the Plan. It is my responsibility to comply with any Internal Revenue Code deferral limits and that I may be responsible for any costs, including taxes and penalties that I may incur as a result of excess contributions. My Plan Administrator may take any action that may be necessary to ensure that my participation is in compliance with any applicable requirement of the Plan Document and the Internal Revenue Code. I authorize the payroll deduction as indicated on this form. Any person who presents false or fraudulent information is subject to criminal and civil penalties.

Participant Signature Date (Required) A handwritten signature is required on this form. An electronic signature will not be accepted and will result in a significant delay. D Mailing Instructions

After all signatures have been obtained, this form can be sent by Fax to: Regular Mail to: Express Mail to: 1-866-745-5766 Empower Retirement Empower Retirement PO Box 173764 8515 E. Orchard Road Denver, CO 80217-3764 Greenwood Village, CO 80111

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STD FSALDF ][11/17/16)( 350217-01 DOC ID: 459305138)( Pg 10 of 36 Page 2 of 4 Underutilized Amounts Worksheet for Special §457 Catch-Up Begin with the first year you became eligible to participate in this Plan. Ignore all prior years. Instructions: 1. Multiply your includible compensation by the percentage in column A, and enter this amount in column A (includible compensation). a. For years prior to 2002, includible compensation is equivalent to the amount shown on the W-2 in Box 1 (or Box 10 for years prior to 1993). b. For 2002 and thereafter, includible compensation is equivalent to the amounts shown on the W-2 in Box 1, PLUS any amounts received from your employer as a qualified transportation fringe benefit, any amounts deferred under a §125 cafeteria plan and any contributions to a §401(k), §403(b) and §457(b) plan. 2. In column C, enter the lesser of the amount in column A (includible compensation) or B (basic annual §457(b) contribution limit). 3. From column C, subtract columns D (actual contributions) and E (other contributions) and enter that amount in column F (underutilized amount). 4. Add totals from column F in the TOTAL UNDERUTILIZED AMOUNTS line at the end of the worksheet; this is your total underutilized amount. 5. You may only use an underutilized amount equal to the current year's basic annual §457(b) contribution limit. Any remaining underutilized amount may be contributed in any remaining special catch-up years, up to an amount equal to that year's basic annual §457(b) contribution limit. 6. NRA may not be changed in your second and third year of catch-up and you must subtract the Special §457 Catch-Up amounts you contributed in a prior year from the total underutilized amounts to determine your remaining underutilized amounts. A B C D E F Contributions to another 457(b), Calendar Includible Compensation Basic §457(b) Lesser of Actual 403(b) or 401(k) for Years Underutilized Year (See Instruction #1) Contribution A or B Contributions to Prior to 2002 and thereafter, Amount Limit this 457(b) Plan only to another §457(b) 1979 33.3% X $______= $______$7,500 $ $ $ $ 1980 33.3% X $______= $______$7,500 $ $ $ $ 1981 33.3% X $______= $______$7,500 $ $ $ $ 1982 33.3% X $______= $______$7,500 $ $ $ $ 1983 33.3% X $______= $______$7,500 $ $ $ $ 1984 33.3% X $______= $______$7,500 $ $ $ $ 1985 33.3% X $______= $______$7,500 $ $ $ $ 1986 33.3% X $______= $______$7,500 $ $ $ $ 1987 33.3% X $______= $______$7,500 $ $ $ $ 1988 33.3% X $______= $______$7,500 $ $ $ $ 1989 33.3% X $______= $______$7,500 $ $ $ $ 1990 33.3% X $______= $______$7,500 $ $ $ $ 1991 33.3% X $______= $______$7,500 $ $ $ $ 1992 33.3% X $______= $______$7,500 $ $ $ $ 1993 33.3% X $______= $______$7,500 $ $ $ $ 1994 33.3% X $______= $______$7,500 $ $ $ $ 1995 33.3% X $______= $______$7,500 $ $ $ $ 1996 33.3% X $______= $______$7,500 $ $ $ $ 1997 33.3% X $______= $______$7,500 $ $ $ $ 1998 33.3% X $______= $______$8,000 $ $ $ $ 1999 33.3% X $______= $______$8,000 $ $ $ $ 2000 33.3% X $______= $______$8,000 $ $ $ $ 2001 33.3% X $______= $______$8,500 $ $ $ $ 2002 100% X $______= $______$11,000 $ $ Other 457(b) $ $ 2003 100% X $______= $______$12,000 $ $ Other 457(b) $ $ 2004 100% X $______= $______$13,000 $ $ Other 457(b) $ $ 2005 100% X $______= $______$14,000 $ $ Other 457(b) $ $ 2006 100% X $______= $______$15,000 $ $ Other 457(b) $ $ 2007 100% X $______= $______$15,500 $ $ Other 457(b) $ $ 2008 100% X $______= $______$15,500 $ $ Other 457(b) $ $ 2009 100% X $______= $______$16,500 $ $ Other 457(b) $ $ 2010 100% X $______= $______$16,500 $ $ Other 457(b) $ $ 2011 100% X $______= $______$16,500 $ $ Other 457(b) $ $ 2012 100% X $______= $______$17,000 $ $ Other 457(b) $ $ 2013 100% X $______= $______$17,500 $ $ Other 457(b) $ $

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STD FSALDF ][11/17/16)( 350217-01 DOC ID: 459305138)( PgPage 11 3 of of 4 36 A B C D E F Contributions to another 457(b), Calendar Includible Compensation Basic §457(b) Lesser of Actual 403(b) or 401(k) for Years Underutilized Year (See Instruction #1) Contribution A or B Contributions to Prior to 2002 and thereafter, Amount Limit this 457(b) Plan only to another §457(b) 2014 100% X $______= $______$17,500 $ $ Other 457(b) $ $ 2015 100% X $______= $______$18,000 $ $ Other 457(b) $ $ Total Underutilized Amounts (Column F) $______Prior Special §457 Catch-Up Contributions, if any (Column E) - $______(subtract) Total Underutilized Amounts Remaining = $______(equals)

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STD FSALDF ][11/17/16)( 350217-01 DOC ID: 459305138)( Pg 12 of 36 Page 4 of 4 Beneficiary Designation Governmental 457(b) Plan Poudre School District 457 Deferred Comp Plan 350217-01 For My Information • For questions regarding this form, visit the website at www.empower-retirement.com/participant or contact Service Provider at 1-866-467-7756. • Use black or blue ink when completing this form. A Participant Information

B Beneficiary Designation (Attach an additional sheet to name additional beneficiaries.)

Primary Beneficiary Designation (Primary beneficiary designations must total 100% - percentage can be made out to two decimal places.)

See the attached examples on how to complete the below beneficiary designations if the beneficiary is a non-individual, such as a trust, charity or estate. % % of Account Balance Primary Beneficiary Name Relationship (Name of Individual, Trust, Charity, etc.) ( ) Phone Number (Optional) % % of Account Balance Primary Beneficiary Name Relationship (Name of Individual, Trust, Charity, etc.) ( ) Phone Number (Optional) % % of Account Balance Primary Beneficiary Name Relationship (Name of Individual, Trust, Charity, etc.) ( ) Phone Number (Optional)

Contingent Beneficiary Designation (Contingent beneficiary designations must total 100% - percentage can be made out to two decimal places.)

% % of Account Balance Contingent Beneficiary Name Relationship (Name of Individual, Trust, Charity, etc.) ( ) Phone Number (Optional) % % of Account Balance Contingent Beneficiary Name Relationship (Name of Individual, Trust, Charity, etc.) ( ) Phone Number (Optional) % % of Account Balance Contingent Beneficiary Name Relationship (Name of Individual, Trust, Charity, etc.) ( ) Phone Number (Optional)

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STD FBENED ][08/15/16)( 350217-01 CHG NUPART DOC ID: 447005610)( PgPage 13 1 of of 3 36 350217-01 Last Name First Name M.I. Social Security Number Number

C Participant Consent for Beneficiary Designation (Please sign on the 'Participant Signature' line below.) I have completed, understand and agree to all pages of this Beneficiary Designation form. Subject to and in accordance with the terms of the Plan, I am making the above beneficiary designations for my vested account in the event of my death. If I have more than one primary beneficiary, the account will be divided as specified. If a primary beneficiary predeceases me, his or her benefit will be allocated to the surviving primary beneficiaries. Contingent beneficiaries will receive a benefit only if there is no surviving primary beneficiary, as specified. If a contingent beneficiary predeceases me, his or her benefit will be allocated to the surviving contingent beneficiaries. If I fail to designate beneficiaries, amounts will be paid pursuant to the terms of the Plan or applicable law. This designation is effective upon execution and delivery to Service Provider. If any information is missing, additional information may be required prior to recording my designation. This designation supersedes all prior designations. Beneficiaries will share equally if percentages are not provided and any amounts unpaid upon death will be divided equally. Primary and contingent beneficiaries must separately total 100%. The percentages can be divided up to two decimal points (Example: 33.33%). I understand that Service Provider is required to comply with the regulations and requirements of the Office of Foreign Assets Control, Department of the Treasury ("OFAC"). As a result, Service Provider cannot conduct business with persons in a blocked country or any person designated by OFAC as a specially designated national or blocked person. For more information, please access the OFAC website at: http://www.treasury.gov/ about/organizational-structure/offices/Pages/Office-of-Foreign-Assets-Control.aspx. Any person who presents a false or fraudulent claim is subject to criminal and civil penalties.

Participant Signature Date (Required) A handwritten signature is required on this form. An electronic signature will not be accepted and will result in a significant delay. D Mailing Instructions

After all signatures have been obtained, this form can be sent by Fax to: OR Regular Mail to: OR Express Mail to: Empower Retirement Empower Retirement Empower Retirement 1-866-745-5766 PO Box 173764 8515 E. Orchard Road Denver, CO 80217-3764 Greenwood Village, CO 80111

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STD FBENED ][08/15/16)( 350217-01 CHG NUPART DOC ID: 447005610)( Pg 14 of 36 Page 2 of 3 This page is for informational purposes only - Do not return with the Beneficiary Designation form EXAMPLE BENEFICIARY DESIGNATIONS Example 1: Multiple Individuals as Beneficiaries B Beneficiary Designation (Attach an additional sheet to name additional beneficiaries.)

Primary Beneficiary Designation (Primary beneficiary designations must total 100% - percentage can be made out to two decimal places.) See the attached examples on how to complete the below beneficiary designations if the beneficiary is a non-individual, such as a trust, charity or estate. 33.33 % John M. Doe Brother % of Account Balance Primary Beneficiary Relationship (Name of Individual, Trust, Charity, etc.) (XXX) XXX-XXXX Phone Number (Optional) 33.33 % Don M. Doe Brother % of Account Balance Primary Beneficiary Relationship (Name of Individual, Trust, Charity, etc.) (XXX) XXX-XXXX Phone Number (Optional) 33.34 % Michelle L. Doe Sister % of Account Balance Primary Beneficiary Relationship (Name of Individual, Trust, Charity, etc.) (XXX) XXX-XXXX Phone Number (Optional) Example 2: Trust as Beneficiary B Beneficiary Designation (Attach an additional sheet to name additional beneficiaries.)

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STD FBENED ][08/15/16)( 350217-01 CHG NUPART DOC ID: 447005610)( PgPage 15 3 of of 3 36 This page left intentionally blank Incoming Transfer/Direct Rollover Governmental 457(b) Plan Poudre School District 457 Deferred Comp Plan 350217-01 Participant Information

Last Name First Name MI Social Security Number

Address - Number & Street E-Mail Address

City State Zip Code Mo Day Year Female Male ( ) ( ) Home Phone Work Phone Date of Birth Married Unmarried Transfer/Direct Rollover Information I am choosing a: Transfer from a governmental 457(b) plan. Direct Rollover from a governmental 457(b) plan. Direct Rollover from a qualified: 401(a) plan 401(k) plan 403(b) plan Direct Rollover from a Traditional IRA. (Non-deductible contributions/basis may not be rolled over.) Previous Provider Information:

Company Name Account Number

Mailing Address ( ) City/State/Zip Code Phone Number Previous Provider must complete: Employer/employee before-tax earnings and contributions: $ Note: Unless otherwise indicated, all amounts received will be considered employee before-tax contributions and earnings.

Amount of Transfer/Direct Rollover: $ (Enter approximate amount if exact amount is not known.)

Investment Option Information - Please refer to your communication materials for investment option designations. I understand that funds may impose redemption fees on certain transfers, redemptions or exchanges if assets are held less than the period stated in the fund’s prospectus or other disclosure documents. I will refer to the fund’s prospectus and/or disclosure documents for more information. Select either existing ongoing allocations (A) or your own investment options (B). (A) Existing Ongoing Allocations I wish to allocate this transfer/rollover the same as my existing ongoing allocations. (B) Select Your Own Investment Options Please Note: For automatic dollar cost averaging call the Voice Response System or access our Web site. INVESTMENT OPTION INVESTMENT OPTION NAME TICKER CODE % NAME TICKER CODE % Great-West Aggressive Profile I Fund I...... MXPPX MX-PS5 _____ Great-West T Rowe Price MidCap Gr Fund I.... MXMGX MX-TMC _____ Great-West Mod Aggr Profile I Fund I...... MXRPX MX-PS4 _____ Wells Fargo Spec Md Cp Val A...... WFPAX WFPAX _____ Great-West Moderate Profile I Fund I...... MXOPX MX-PS3 _____ American Century Equity Income...... TWEIX 20-EQI _____ Great-West Mod Conserv Profile I Fund I...... MXTPX MX-PS2 _____ Great-West S&P 500 Index Fund I...... MXVIX MX-IN5 _____

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GWRS FRLCNT ][12/07/16)( 350217-01 CHG NUPART DOC ID: 461633779)( PgPage 17 1 of of 3 36 350217-01 Last Name First Name M.I. Social Security Number Number INVESTMENT OPTION INVESTMENT OPTION NAME TICKER CODE % NAME TICKER CODE % Great-West Conserv Profile I Fund I...... MXVPX MX-PS1 _____ Invesco Diversified Dividend A...... LCEAX LCEAX _____ American Funds EuroPacific Gr R3...... RERCX RERCX _____ ClearBridge Aggressive Growth A...... SHRAX SHRAX _____ Artisan International Inv...... ARTIX ARTIX _____ Oakmark II...... OARMX OARMX _____ MFS Global Equity R3...... MWEHX MWEHX _____ Oppenheimer Global Allocation Fund A...... QVGIX OP-BAL _____ Oppenheimer Global Fund A...... OPPAX OP-GLB _____ PIMCO Total Return Admin...... PTRAX PI-TRT _____ Baron Small Cap Retail...... BSCFX BSCFX _____ T. Rowe Price High-Yield Adv...... PAHIX PAHIX _____ Neuberger Berman Genesis Adv...... NBGAX NBGAX _____ Great-West Portfolio Fund...... PORT PORT _____ PPCAX PPCAX PNC Small Cap A...... _____ MUST INDICATE WHOLE PERCENTAGES = 100%

Participant Acknowledgements General Information - I understand that only certain types of distributions are eligible for transfer/rollover treatment and that it is solely my responsibility to ensure such eligibility. By signing below, I affirm that the funds I am transferring/rolling are in fact eligible for such treatment. I authorize these funds to be transferred into my employer's Plan and to be invested according to the information specified in the Investment Option Information section. If the investment option information is missing or incomplete, I authorize Service Provider to allocate the transfer/direct rollover assets ("assets") the same as my ongoing contributions (if I have an account established) or to the default investment option selected by my Plan (if I do not have an account established). If no default investment option is selected, the funds will be returned to the payor as required by law. If my assets are received more than 180 calendar days after Service Provider receives this Incoming Transfer/Direct Rollover form (this "form"), I authorize Service Provider to allocate all monies received the same as my ongoing allocation election on file with Service Provider. I understand I must call the Voice Response System or access the Web site in order to make changes or transfer monies from the default investment option. The assets will be processed on the day this form is received. I understand that this completed form must be received by Service Provider at the address below. I understand that the current Custodian/Provider may require that I furnish additional information before processing the transaction requested on this form, and Service Provider is not responsible for determining the status of any transaction that I have requested. It is entirely my responsibility to provide the current Custodian/Provider with any information that they may require, and/or to notify Service Provider of any information that the current Custodian/Provider may wish to obtain in order to effect the transaction. Withdrawal Restrictions - I understand that the Internal Revenue Code and/or my employer's Plan Document may impose restrictions on transfers, direct rollovers and/or distributions. I understand that I must contact the Plan Administrator/Trustee, if applicable, to determine when and/or under what circumstances I am eligible to receive distributions or make transfers/direct rollovers. Investment Options - I understand that by signing and submitting this form for processing, I am requesting to have investment options established under the Plan as specified in the Investment Option Information section. I understand and agree that this account is subject to the terms of the Plan Document. I understand and acknowledge that all payments and account values, when based on the experience of the investment options, may not be guaranteed and may fluctuate, and, upon redemption, shares may be worth more or less than their original cost. I acknowledge that investment option information, including prospectuses, disclosure documents and Fund Profile sheets, have been made available to me and I understand the risks of investing. Account Corrections - I understand that it is my obligation to review all confirmations and quarterly statements for discrepancies or errors. Corrections will be made only for errors which I communicate within 90 calendar days of the last calendar quarter. After this 90 days, account information shall be deemed accurate and acceptable to me. If I notify Service Provider of an error after this 90 days, the correction will only be processed from the date of notification forward and not on a retroactive basis.

Payment Instructions Make check payable to: Regular mail address for the check and form GREAT-WEST TRUST COMPANY, LLC (if mailed together): Include the following information on the check: GREAT-WEST TRUST COMPANY, LLC PO Box 561038 Participant Name, Social Security Number, Denver, CO 80256-1038 Plan Number, Plan Name Wire instructions: Overnight mail address for the check and form Bank: US Bank (if mailed together): Account of: Great-West Trust Company, LLC US Bank Account no: 103655774323 10035 East 40th Avenue Suite 100 Routing transit no: 102000021 Attn Lockbox # 561038 DN-CO-OCLB Attention: Financial Control Denver, CO 80238 Reference: Participant Name, Social Security Number, Contact: Empower Retirement Plan Number, Plan Name Phone #: 1-866-467-7756 If sending the "form" only, please fax to 1-866-745-5766 or follow the mailing instructions above. Please remember that this form needs to arrive prior to or at the same time the funds arrive to invest according to the allocations on this form.

NO_GRPG 13901/][PEVA

GWRS FRLCNT ][12/07/16)( 350217-01 CHG NUPART DOC ID: 461633779)( Pg 18 of 36 Page 2 of 3 350217-01 Last Name First Name M.I. Social Security Number Number

Required Signature(s) and Date Participant Consent My signature indicates that I have read, understand the effect of my election and agree to all pages of this Incoming Transfer/Direct Rollover form. I affirm that all information provided is true and correct. I understand that Service Provider is required to comply with the regulations and requirements of the Office of Foreign Assets Control, Department of the Treasury ("OFAC"). As a result, Service Provider cannot conduct business with persons in a blocked country or any person designated by OFAC as a specially designated national or blocked person. For more information, please access the OFAC Web site at: http://www.treasury.gov/about/organizational-structure/offices/Pages/Office-of-Foreign-Assets-Control.aspx.

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GWRS FRLCNT ][12/07/16)( 350217-01 CHG NUPART DOC ID: 461633779)( PgPage 19 3 of of 3 36 This page left intentionally blank Investment Objective & Strategy ★◆ Great-West Aggressive The investment seeks long-term capital appreciation. The fund invests in a mix of underlying funds. The manager uses asset allocation strategies to allocate assets Profile I Fund I among different broad asset classes and the underlying funds. Its asset allocation ranges like these: 10-40% of assets in international portfolios, 5-35% of Fund Manager: Team Managed assets in small cap portfolios, 15-45% of assets in mid cap portfolios, 30-50% of Period Ending: 09/30/2016 assets in large cap portfolios and 0-10% of assets in bond portfolios and 0-10% Fund Operating Expenses: of assets in short term portfolios and 0-10% in real estate. While the fund is non- Gross 1.32%, Net 1.32% diversified, it invests in diversified underlying holdings. Risk/Potential Return Meter Risk and Return Profile ៓ This investment option may be most appropriate for someone willing to accept a Higher higher degree of risk in exchange for potentially higher long-term returns. Lower Investors choosing this option want to invest in a mixture of diverse investments FOR ILLUSTRATIVE PURPOSES ONLY suiting their needs but do not have the time, desire, or knowledge to select and manage their own portfolios. Asset allocation and balanced investment options are subject to the risks of the underlying funds, which can be a mix of stocks/ stock funds and bonds/bond funds. Stock values fluctuate in response to the activities of the general market, individual companies and economic conditions. Bond values fluctuate in response to the financial condition of individual issuers, general market and economic conditions, and changes in interest rates. In general, when interest rates rise, bond values fall and investors may lose MX-PS5_1 principal value.

Investment Objective & Strategy ★◆ Great-West Mod The investment seeks long-term capital appreciation. The fund invests in a mix of underlying funds. The adviser uses asset allocation strategies to allocate assets Aggr Profile I Fund I among different broad asset classes and the underlying funds. Its assets allocation ranges like these: 5-35% of assets in international portfolios, 0-25% of Fund Manager: Team Managed assets in small cap portfolios, 5-35% of assets in mid cap portfolios, 20-50% of Period Ending: 09/30/2016 assets in large cap portfolios and 5-25% of assets in bond portfolios and 0-15% Fund Operating Expenses: of assets in short term bond portfolios and 0-10% in real estate. While the fund is Gross 1.22%, Net 1.19% non-diversified, it invests in diversified underlying holdings. Risk/Potential Return Meter Risk and Return Profile ៓ This investment option may be most appropriate for someone willing to accept a Higher higher degree of risk in exchange for potentially higher long-term returns. Lower Investors choosing this option want to invest in a mixture of diverse investments FOR ILLUSTRATIVE PURPOSES ONLY suiting their needs but do not have the time, desire, or knowledge to select and manage their own portfolios. Asset allocation and balanced investment options are subject to the risks of the underlying funds, which can be a mix of stocks/ stock funds and bonds/bond funds. Stock values fluctuate in response to the activities of the general market, individual companies and economic conditions. Bond values fluctuate in response to the financial condition of individual issuers, general market and economic conditions, and changes in interest rates. In general, when interest rates rise, bond values fall and investors may lose MX-PS4_1 principal value.

Investment Objective & Strategy ★◆ Great-West Moderate The investment seeks long-term capital appreciation. The fund invests in a mix of underlying funds. The adviser uses asset allocation strategies to allocate assets Profile I Fund I among different broad asset classes and the underlying funds. Its asset allocation ranges like these: 0-30% of assets in international portfolios, 0-25% of Fund Manager: Team Managed assets in small cap portfolios, 0-30% of assets in mid cap portfolios, 15-45% of Period Ending: 09/30/2016 assets in large cap portfolios, 10-30% of assets in bond and 5-25% of assets in Fund Operating Expenses: short-term bond and 0-10% in real estate. While the fund is non-diversified, it Gross 1.16%, Net 1.10% invests in diversified underlying holdings. Risk/Potential Return Meter Risk and Return Profile ៓ This investment option may be most appropriate for someone willing to accept a Higher moderate degree of risk in exchange for potentially higher long-term returns. Lower Investors choosing this option want to invest in a mixture of diverse investments FOR ILLUSTRATIVE PURPOSES ONLY suiting their needs but do not have the time, desire, or knowledge to select and manage their own portfolios. Asset allocation and balanced investment options are subject to the risks of the underlying funds, which can be a mix of stocks/ stock funds and bonds/bond funds. Stock values fluctuate in response to the activities of the general market, individual companies and economic conditions. Bond values fluctuate in response to the financial condition of individual issuers, general market and economic conditions, and changes in interest rates. In general, when interest rates rise, bond values fall and investors may lose MX-PS3_1 principal value.

Pg 21 of 36 Investment Objective & Strategy ★◆ Great-West Mod The investment seeks income and capital appreciation. The fund invests in a mix of underlying funds. The adviser uses asset allocation strategies to allocate Conserv Profile I Fund I assets among different broad asset classes and the underlying funds. Its assets allocation ranges like these: 0-30% of assets in international portfolios, 0-15% of Fund Manager: Team Managed assets in small cap portfolios, 0-25% of assets in mid cap portfolios, 10-40% of Period Ending: 09/30/2016 assets in large cap portfolios and 20-40% of assets in bond portfolios and Fund Operating Expenses: 10-30% of assets in short term bond portfolios and 0-10% in real estate. While Gross 1.10%, Net 1.02% the fund is non-diversified, it invests in diversified underlying holdings. Risk/Potential Return Meter Risk and Return Profile ៓ This investment option may be most appropriate for someone willing to accept Higher some risk, but seeking to preserve capital and is willing to accept lower potential Lower returns in exchange. Investors choosing this option want to invest in a mixture of FOR ILLUSTRATIVE PURPOSES ONLY diverse investments suiting their needs but do not have the time, desire, or knowledge to select and manage their own portfolios. Asset allocation and balanced investment options are subject to the risks of the underlying funds, which can be a mix of stocks/stock funds and bonds/bond funds. Stock values fluctuate in response to the activities of the general market, individual companies and economic conditions. Bond values fluctuate in response to the financial condition of individual issuers, general market and economic conditions, and changes in interest rates. In general, when interest rates rise, bond values fall MX-PS2_1 and investors may lose principal value.

Investment Objective & Strategy ★◆ Great-West Conserv The investment seeks capital preservation primarily through investments in underlying funds that emphasize fixed income investments. The adviser uses Profile I Fund I asset allocation strategies to allocate assets among different broad asset classes and the underlying funds. It allocates its assets ranging like: 0% to 15% of assets Fund Manager: Team Managed in international funds, 0% to 15% of assets in small cap funds, 0% to 15% of Period Ending: 09/30/2016 assets in mid cap funds, 5% to 25% in large cap funds and 30% to 50% in Fund Operating Expenses: bonds and 20% to 40% in short term bonds and 0% to 10% in real estate. While Gross 1.06%, Net 0.98% the fund is non-diversified, it invests in diversified underlying holdings. Risk/Potential Return Meter Risk and Return Profile ៓ This investment option may be most appropriate for someone willing to accept Higher some risk, but seeking to preserve capital and is willing to accept lower potential Lower returns in exchange. Investors choosing this option want to invest in a mixture of FOR ILLUSTRATIVE PURPOSES ONLY diverse investments suiting their needs but do not have the time, desire, or knowledge to select and manage their own portfolios. Asset allocation and balanced investment options are subject to the risks of the underlying funds, which can be a mix of stocks/stock funds and bonds/bond funds. Stock values fluctuate in response to the activities of the general market, individual companies and economic conditions. Bond values fluctuate in response to the financial condition of individual issuers, general market and economic conditions, and changes in interest rates. In general, when interest rates rise, bond values fall MX-PS1_1 and investors may lose principal value.

Investment Objective & Strategy ◆ American Funds The investment seeks long-term growth of capital. The fund invests primarily in common stocks of issuers in Europe and the Pacific Basin that the investment EuroPacific Gr R3 adviser believes have the potential for growth. Growth stocks are stocks that the investment adviser believes have the potential for above-average capital Fund Manager: Team Managed appreciation. It normally will invest at least 80% of its net assets in securities of Period Ending: 09/30/2016 issuers in Europe and the Pacific Basin. The fund may invest a portion of its Fund Operating Expenses: assets in common stocks and other securities of companies in emerging Gross 1.14%, Net 1.14% markets. Risk/Potential Return Meter Risk and Return Profile ៓ International investments may be most appropriate for someone looking for Higher greater potential returns and willing to accept a higher degree of risk. Lower International investment may provide diversification for a domestic portfolio. FOR ILLUSTRATIVE PURPOSES ONLY Foreign funds involve special risks, including currency fluctuations and political

RERCX_1 developments.

Pg 22 of 36 Investment Objective & Strategy ◆ Artisan The investment seeks maximum long-term capital growth. The fund invests primarily in developed markets but also may invest up to 35% of the fund’s total International Inv assets at market value at the time of purchase in emerging and less developed markets. Under normal market conditions, it is substantially fully invested in Fund Manager: Euretig/Hamker/Yockey common stocks and similar securities, and invests at least 65% of its net assets Period Ending: 09/30/2016 at market value at the time of purchase in securities of non-U.S. companies. Fund Operating Expenses: Gross 1.17%, Net 1.17% Risk and Return Profile International investments may be most appropriate for someone looking for Risk/Potential Return Meter greater potential returns and willing to accept a higher degree of risk. ៓ International investment may provide diversification for a domestic portfolio. Higher Foreign funds involve special risks, including currency fluctuations and political Lower developments. FOR ILLUSTRATIVE PURPOSES ONLY

ARTIX_1

Investment Objective & Strategy ◆ MFS Global The investment seeks capital appreciation. The fund normally invests at least 80% of its net assets in equity securities. Equity securities include common Equity R3 stocks and other securities that represent an ownership interest (or right to acquire an ownership interest) in a company or other issuer. It may invest its Fund Manager: Mannheim/Morley/McAllister assets in the stocks of companies The advisor believes to have above average Period Ending: 09/30/2016 earnings growth potential compared to other companies (growth companies), in Fund Operating Expenses: the stocks of companies The advisor believes are undervalued compared to their Gross 1.22%, Net 1.22% perceived worth (value companies), or in a combination of growth and value companies. Risk/Potential Return Meter ៓ Risk and Return Profile Higher International investments may be most appropriate for someone looking for Lower greater potential returns and willing to accept a higher degree of risk. FOR ILLUSTRATIVE PURPOSES ONLY International investment may provide diversification for a domestic portfolio. Foreign funds involve special risks, including currency fluctuations and political MWEHX_1 developments.

Investment Objective & Strategy ◆ Oppenheimer The investment seeks capital appreciation. The fund invests mainly in common stock of U.S. and foreign companies. It can invest without limit in foreign Global Fund A securities and can invest in any country, including countries with developing or emerging markets. However, the fund currently emphasizes its investments in Fund Manager: Bhaman developed markets such as the United States, Western European countries and Period Ending: 09/30/2016 Japan. It does not limit its investments to companies in a particular capitalization Fund Operating Expenses: range, but primarily invests in mid- and large-cap companies. The fund normally Gross 1.14%, Net 1.14% will invest in at least three countries (one of which may be the United States). Risk/Potential Return Meter Risk and Return Profile ៓ International investments may be most appropriate for someone looking for Higher greater potential returns and willing to accept a higher degree of risk. Lower International investment may provide diversification for a domestic portfolio. FOR ILLUSTRATIVE PURPOSES ONLY Foreign funds involve special risks, including currency fluctuations and political

OP-GLB_1 developments.

Investment Objective & Strategy ◆ Baron Small Cap The investment seeks capital appreciation through investments primarily in securities of small-sized growth companies. The fund invests 80% of its net Retail assets in equity securities in the form of common stock of small-sized growth companies. BAMCO, Inc. (‘‘BAMCO’’ or the ‘‘Adviser’’) defines small-sized Fund Manager: Greenberg companies as those, at the time of purchase, with market capitalizations up to Period Ending: 09/30/2016 the largest market cap stock in the Russell 2000 Growth Index at reconstitution, Fund Operating Expenses: or companies with market capitalizations up to $2.5 billion, whichever is larger. Gross 1.30%, Net 1.30% Risk and Return Profile Risk/Potential Return Meter Small-cap investments may be most appropriate for someone willing to accept a ៓ high degree of market volatility in exchange for greater potential returns over Higher time. Stock investments tend to be more volatile than bond, stable value or Lower money market investments. Equity securities of small-sized companies may be FOR ILLUSTRATIVE PURPOSES ONLY more volatile than securities of larger, more established companies.

BSCFX_1

Pg 23 of 36 Investment Objective & Strategy ◆ Neuberger Berman The investment seeks growth of capital. The fund invests mainly in common stocks of small-capitalization companies, which it defines as those with a total Genesis Adv market value of no more than $2 billion at the time the fund first invests in them. It may continue to hold or add to a position in a stock after the company’s Fund Manager: Team Managed market value has grown beyond $2 billion. The fund seeks to reduce risk by Period Ending: 09/30/2016 diversifying among many companies and industries. Fund Operating Expenses: Gross 1.39%, Net 1.39% Risk and Return Profile Small-cap investments may be most appropriate for someone willing to accept a Risk/Potential Return Meter high degree of market volatility in exchange for greater potential returns over ៓ time. Stock investments tend to be more volatile than bond, stable value or Higher money market investments. Equity securities of small-sized companies may be Lower more volatile than securities of larger, more established companies. FOR ILLUSTRATIVE PURPOSES ONLY

NBGAX_1

Investment Objective & Strategy ◆ PNC Small Cap A The investment seeks long-term capital appreciation. Under normal circumstances, the fund invests at least 80% of its net assets plus any Fund Manager: Mineman/Roy borrowings for investment purposes in small-cap companies. It primarily invests Period Ending: 09/30/2016 in stocks of U.S. small-cap companies including, for example, those with market Fund Operating Expenses: capitalizations between $100 million and $3 billion at the time of purchase. The Gross 1.35%, Net 1.24% fund invests primarily in domestic equity securities. Risk/Potential Return Meter Risk and Return Profile ៓ Small-cap investments may be most appropriate for someone willing to accept a Higher high degree of market volatility in exchange for greater potential returns over Lower time. Stock investments tend to be more volatile than bond, stable value or FOR ILLUSTRATIVE PURPOSES ONLY money market investments. Equity securities of small-sized companies may be PPCAX_1 more volatile than securities of larger, more established companies.

Investment Objective & Strategy ◆ Great-West T Rowe The investment seeks long-term capital appreciation. The fund will, under normal circumstances, invest at least 80% of its net assets (plus the amount of any Price MidCap Gr Fund I borrowings for investment purposes) in the securities of issuers whose market capitalization falls within the range of companies included in either the S&P Fund Manager: Berghuis MidCap 400 ᓼ Index or the Russell MidCap ᓼ Growth Index at the time of Period Ending: 09/30/2016 purchase. Fund Operating Expenses: Gross 1.03%, Net 1.03% Risk and Return Profile Mid-cap investments may be most appropriate for someone willing to accept a Risk/Potential Return Meter higher degree of market volatility in exchange for greater potential returns over ៓ time. Stock investments tend to be more volatile than bond, stable value or Higher money market investments. Equity securities of medium-sized companies may Lower be more volatile than securities of larger, more established companies. FOR ILLUSTRATIVE PURPOSES ONLY

MX-TMC_1

Investment Objective & Strategy ◆ Wells Fargo Spec The investment seeks long-term capital appreciation. The fund normally invests at least 80% of its net assets in equity securities of medium-capitalization Md Cp Val A companies. It invests principally in equity securities of medium-capitalization companies, which the managers define as securities of companies with market Fund Manager: VanCronkhite/Tringas capitalizations within the range of the Russell Midcapᓼ Index at the time of Period Ending: 09/30/2016 purchase. Fund Operating Expenses: Gross 1.22%, Net 1.22% Risk and Return Profile Mid-cap investments may be most appropriate for someone willing to accept a Risk/Potential Return Meter higher degree of market volatility in exchange for greater potential returns over ៓ time. Stock investments tend to be more volatile than bond, stable value or Higher money market investments. Equity securities of medium-sized companies may Lower be more volatile than securities of larger, more established companies. FOR ILLUSTRATIVE PURPOSES ONLY

WFPAX_1

Pg 24 of 36 Investment Objective & Strategy ◆ American Century The investment seeks current income; capital appreciation is a secondary objective. The fund invests in equity securities of companies with a favorable Equity Income income-paying history that has prospects for income payments to continue or increase. The portfolio managers also look for equity securities of companies Fund Manager: Team Managed that they believe are undervalued and have the potential for an increase in price. Period Ending: 09/30/2016 The fund may invest a portion of its assets in foreign securities when these Fund Operating Expenses: securities meet the portfolio managers’ standards of selection. Gross 0.94%, Net 0.94% Risk and Return Profile Risk/Potential Return Meter Large-cap investments may be most appropriate for someone willing to accept ៓ some degree of market volatility in return for potential long-term capital growth. Higher Stock investments tend to be more volatile than bond, stable value or money Lower market investments. FOR ILLUSTRATIVE PURPOSES ONLY

20-EQI_1

Investment Objective & Strategy ◆ Great-West S&P The investment seeks investment results that track the total return of the common stocks that comprise the Standard & Poor’s (‘‘S&P’’) 500ᓼ Index (the 500 Index Fund I ‘‘benchmark index’’). The fund invests at least 80% of net assets (plus the amount of any borrowings for investment purposes) in common stocks included Fund Manager: Dowdall/Lynch/Leonard in its benchmark index. It will seek investment results that track the total return of Period Ending: 09/30/2016 the common stocks that comprise the benchmark index by owning the securities Fund Operating Expenses: contained in the benchmark index in as close as possible a proportion of the Gross 0.60%, Net 0.60% fund as each stock’s weight in the benchmark index. The S&P 500 Index is an unmanaged, market-weighted index that consists of the 500 largest publicly Risk/Potential Return Meter traded companies and is considered representative of the broad U.S. stock ៓ market. Higher Risk and Return Profile Lower Large-cap investments may be most appropriate for someone willing to accept FOR ILLUSTRATIVE PURPOSES ONLY some degree of market volatility in return for potential long-term capital growth. Stock investments tend to be more volatile than bond, stable value or money MX-IN5_1 market investments. Investment Objective & Strategy ◆ Invesco Diversified The investment seeks long-term growth of capital and, secondarily, current income. The fund invests primarily in dividend-paying equity securities. It invests Dividend A in securities that the portfolio managers believe are undervalued based on various valuation measures. The fund may invest up to 25% of its net assets in Fund Manager: Team Managed securities of foreign issuers. Period Ending: 09/30/2016 Fund Operating Expenses: Risk and Return Profile Gross 0.84%, Net 0.83% Large-cap investments may be most appropriate for someone willing to accept some degree of market volatility in return for potential long-term capital growth. Risk/Potential Return Meter Stock investments tend to be more volatile than bond, stable value or money ៓ market investments. Higher Lower FOR ILLUSTRATIVE PURPOSES ONLY

LCEAX_1

Investment Objective & Strategy ◆ ClearBridge The investment seeks capital appreciation. The fund invests primarily in common stocks of companies the portfolio managers believe are experiencing, or will Aggressive Growth A experience, growth in earnings exceeding the average rate of earnings growth of the companies which comprise the S&P 500 Index. It may invest in the securities Fund Manager: Bauman/Freeman of large, well-known companies offering prospects of long-term earnings growth. Period Ending: 09/30/2016 The fund may invest up to 25% of its net assets (at the time of investment) in Fund Operating Expenses: foreign securities. Gross 1.13%, Net 1.13% Risk and Return Profile Risk/Potential Return Meter Large-cap investments may be most appropriate for someone willing to accept ៓ some degree of market volatility in return for potential long-term capital growth. Higher Stock investments tend to be more volatile than bond, stable value or money Lower market investments. FOR ILLUSTRATIVE PURPOSES ONLY

SHRAX_1

Pg 25 of 36 Investment Objective & Strategy ◆ Oakmark II The investment seeks long-term capital appreciation. The fund invests primarily in a diversified portfolio of common stocks of U.S. companies. It generally Fund Manager: Grant/Nygren invests in the securities of larger capitalization companies. The fund uses a value Period Ending: 09/30/2016 investment philosophy in selecting equity securities. This investment philosophy Fund Operating Expenses: is based upon the belief that, over time, a company’s stock price converges with Gross 1.19%, Net 1.19% the estimate of its intrinsic or true business value. Risk/Potential Return Meter Risk and Return Profile ៓ Large-cap investments may be most appropriate for someone willing to accept Higher some degree of market volatility in return for potential long-term capital growth. Lower Stock investments tend to be more volatile than bond, stable value or money FOR ILLUSTRATIVE PURPOSES ONLY market investments. OARMX_1

Investment Objective & Strategy ◆ Oppenheimer Global The investment seeks total return. The fund allocates its assets among equity securities, fixed-income securities, and various other types of investments, from Allocation Fund A all over the world. It may allocate up to 100% of its assets in equity, fixed- income, U.S., or foreign securities. The fund may invest in debt securities of any Fund Manager: Team Managed kind and of varying duration and maturities. It may invest in below-investment- Period Ending: 09/30/2016 grade debt securities (commonly referred to as ‘‘junk bonds’’), including Fund Operating Expenses: distressed securities. Gross 1.34%, Net 1.29% Risk and Return Profile Risk/Potential Return Meter This investment option may be most appropriate for someone willing to balance ៓ the risk of principal fluctuation with the potential for greater capital growth over Higher time. International investments may be most appropriate for someone looking for Lower greater potential returns and willing to accept a higher degree of risk. FOR ILLUSTRATIVE PURPOSES ONLY International investment may provide diversification for a domestic portfolio. Foreign funds involve special risk, including currency fluctuations and political OP-BAL_1 developments.

Investment Objective & Strategy ◆ PIMCO Total The investment seeks maximum total return, consistent with preservation of capital and prudent investment management. The fund invests at least 65% of its Return Admin total assets in a diversified portfolio of Fixed Income Instruments of varying maturities, which may be represented by forwards or derivatives such as options, Fund Manager: Worah/Kiesel/Mather futures contracts, or swap agreements. It invests primarily in investment-grade Period Ending: 09/30/2016 debt securities, but may invest up to 20% of its total assets in high yield Fund Operating Expenses: securities. It may invest up to 30% of its total assets in securities denominated in Gross 0.72%, Net 0.71% foreign currencies, and may invest beyond this limit in U.S. dollar-denominated securities of foreign issuers. Risk/Potential Return Meter ៓ Risk and Return Profile Higher This investment may be most appropriate for someone seeking greater potential Lower income than with a money market or stable value investment and willing to FOR ILLUSTRATIVE PURPOSES ONLY accept a higher degree of risk. The investor may also desire to balance more aggressive investments with one providing potentially steady income. A bond fund’s yield, share price and total return change daily and are based on changes in interest rates, market conditions, economic and political news, and the quality and maturity of its investments. In general, bond prices fall when interest rates PI-TRT_1 rise and vice versa.

Pg 26 of 36 Investment Objective & Strategy ◆ T. Rowe Price The investment seeks high current income and, secondarily, capital appreciation. The fund will normally invest at least 80% of its net assets in a widely diversified High-Yield Adv portfolio of high yield corporate bonds, often called ‘‘junk’’ bonds, as well as income-producing convertible securities and preferred stocks that are rated Fund Manager: Vaselkiv below investment grade or not rated by any major credit rating agency but Period Ending: 09/30/2016 deemed to be below investment grade by T. Rowe Price. High yield bonds are Fund Operating Expenses: rated below investment grade (BB and lower, or an equivalent rating), and tend Gross 1.02%, Net 1.02% to provide high income in an effort to compensate investors for their higher risk of default. Risk/Potential Return Meter ៓ Risk and Return Profile Higher High yield bond investments may be appropriate for investors able to weather Lower greater potential price volatility in exchange for an increased opportunity for FOR ILLUSTRATIVE PURPOSES ONLY capital appreciation and higher yields. Although they have higher return potential, high yield bonds are also subject to greater risk, including the risk of PAHIX_1 default, compared to higher-rated securities. Investment Objective Great-West As a general account product offered through the group annuity contract, participant principal and interest are fully guaranteed by the entire general Portfolio Fund account assets of GWL&A, which as of December 31, 2012, were $28.2 billion and include $2.14 billion in shareholder equity and accumulated surplus. General Fund Manager: Great-West Financial Account liabilities as of December 31, 2012 were $26.1 billion. This means that Period Ending: 09/30/2016 GWL&A holds an additional 8.2% in capital for every dollar of liability we have. Fund Operating Expenses: These assets are primarily high-quality, fixed income bonds, with 98% rated Gross 0.00%, Net 0.00% investment-grade and 30% rated AAA. Risk/Potential Return Meter Risk and Return Profile ៓ The investment may be most appropriate for someone wanting to safeguard Higher principal value or to balance a portfolio which contains more aggressive Lower investments. The investor may be requiring stability and asset liquidity. FOR ILLUSTRATIVE PURPOSES ONLY

PORT_1

Pg 27 of 36 GWFS Equities, Inc., Member FINRA/SIPC, is a wholly owned subsidiary of Great-West Life & Annuity Insurance Company and an affiliate of Great-West Life & Annuity Company of New York, New York, New York and FASCore, LLC (FASCore Administrators, LLC in California). GWFS Equities, Inc., or one or more of its affiliates, may receive a fee from the investment option provider for providing certain recordkeeping, distribution, and administrative services.

Although data is gathered from reliable sources, including but not limited to Morningstar, Inc., the completeness or accuracy of the data shown cannot be guaranteed. Where data is obtained from Morningstar: ©2016 Morningstar, Inc. All Rights Reserved. The information contained herein: (1) is proprietary to Morningstar and/or its content providers; (2) may not be copied or distributed; and (3) is not warranted to be accurate, complete or timely. Neither Morningstar nor its content providers are responsible for any damages or losses arising from any use of this information.

★ The Profiles may include some investment options not directly available to your Plan. For more information about the Profiles contact your registered representative.

◆ Unless otherwise noted: Not a Deposit. Not FDIC Insured. Not Bank Guaranteed. Funds May Lose Value. Not Insured by Any Federal Government Agency.

A benchmark index is not actively managed, does not have a defined investment objective, and does not incur fees or expenses. Therefore, performance of a fund will generally be less than its benchmark index. You cannot invest directly in a benchmark index.

Funds may impose redemption fees and/or transfer restrictions, if assets are held for less than the published holding period. For more information, see the fund's prospectus and/or disclosure documents.

Holdings and composition of holdings are subject to change. Due to rounding or other factors, asset allocations and/or largest holdings may not equal 100.0%.

The Net expense ratio shown is net of any fee waivers or expense reimbursements.

Great-West Funds, Inc. and Putnam Funds are affiliates of Great-West Life & Annuity Insurance Company, Great-West Life & Annuity Company of New York, New York, New York, and their subsidiaries and affiliates. Great-West Funds, Inc. was previously known as Maxim Series Fund, Inc.

Asset allocation funds are generally subject to a fund operating expense at the fund level, as well as prorated fund operating expenses of each underlying fund in which they invest. For more information, please refer to the fund prospectus and/or disclosure document.

Pg 28 of 36 Notice of Investment Returns & Fee Comparison 350217-01 Poudre School District 457 Deferred Comp Plan www.empower-retirement.com/participant Your employer's retirement plan may be one of the most valuable investments you'll make for your future. It may be a large part of the retirement income you‘ll need to help keep your current lifestyle. For most people, it will need to last at least 20 years. It is important to remember that your retirement account has the potential to grow over time and benefit from being in a tax-deferred plan. In traditional retirement plans you benefit from saving money out of your paycheck before taxes are taken out. Taxes are paid later when you take the money out of the account. Another benefit is that you are paying yourself first and investing for your future by automatically contributing from your paycheck where allowed by your plan. The goal is to build your account through additional contributions and investment returns in your plan. Fees and expenses related to your plan can affect the overall long-term value of your account. The investment options you choose also affect your account. It is important for you to have a clear understanding of the investment options available through your plan and the fees and expenses that are part of your plan. This notice includes important information to help you compare your Plan investment options and expenses. For more investment information including investment objectives or goals, principal strategies, risks, portfolio turnover rate, returns and expenses, please visit your Plan‘s website listed above. The website also includes education and tools designed to help you with making investment decisions. An online calculator is also available and it can assist you in determining the long-term effect of fees and expenses. A free paper copy of this disclosure is available by calling the Voice Response System at 1-866-467-7756.

SECTION Document Summary Investment Rate of Return and Expense Information - Shows investment return information for 1 your plan's investment options. It shows past performance, investment management expenses and General Administrative Services Expenses. Other Investment-Related Fees, Expense Information and Transfer Restrictions - Shows any 2 fees and expenses that are in addition to the investment management expenses in Section 1. This section also shows any investment restrictions. Plan-Related Information - Shows Plan-Related information and Participant Elected Services 3 Expenses.

1 œ Investment Rate of Return and Expense Information

Variable Rate of Return Investments Table This table looks at the rates of return from investments that increase and decrease in value. The table shows how these investments have performed over time. You can compare each investment option to a benchmark. Past performance does not guarantee how the investment option will perform in the future. Your investment in these options could lose money. Information about an investment option‘s principal risks is available on the Web site listed above.

Variable Return Investments Averaged Annualized Total Return as of 10/31/2016 Gross/Net Since Start Investment Option Ticker 3 mos YTD 1 year 3 year 5 year Start Date Investment Date/10yr Expenses~ Asset Allocation 5.20% 1.32%/1.32% Great-West Aggressive Profile I MXPPX -1.82% 5.10% 3.00% 5.50% 10.82% 09/11/1997 Fund I1,2 $52.00 per $13.20 per $1,000 $1,000 Gross 6.84% Wilshire 5000 Total Market TR -1.69% 6.24% 4.63% 8.36% 13.36% $68.40 per 09/11/1997 USD** $1,000 5.33% 1.22%/1.19% Great-West Mod Aggr Profile I Fund MXRPX -1.26% 4.99% 3.13% 4.62% 8.61% 09/11/1997 I1,2 $53.30 per $12.20 per $1,000 $1,000 Gross

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Pg 29 of 36 Gross/Net Since Start Investment Option Ticker 3 mos YTD 1 year 3 year 5 year Start Date Investment Date/10yr Expenses~ 6.84% Wilshire 5000 Total Market TR -1.69% 6.24% 4.63% 8.36% 13.36% $68.40 per 09/11/1997 USD** $1,000 5.27% 1.16%/1.10% Great-West Moderate Profile I Fund MXOPX -1.00% 4.86% 3.10% 4.15% 7.38% 09/11/1997 I1,2 $52.70 per $11.60 per $1,000 $1,000 Gross 6.84% Wilshire 5000 Total Market TR -1.69% 6.24% 4.63% 8.36% 13.36% $68.40 per 09/11/1997 USD** $1,000 4.97% 1.10%/1.02% Great-West Mod Conserv Profile I MXTPX -0.69% 4.67% 3.06% 3.59% 6.12% 09/11/1997 Fund I1,2 $49.70 per $11.00 per $1,000 $1,000 Gross 4.64% Bloomberg Barclays US Aggregate -0.94% 4.99% 4.37% 3.48% 2.90% $46.40 per 09/11/1997 Bond TR ** $1,000 4.54% 1.06%/0.98% Great-West Conserv Profile I Fund MXVPX -0.44% 4.52% 3.06% 3.03% 4.84% 09/11/1997 I1,2 $45.40 per $10.60 per $1,000 $1,000 Gross 4.64% Bloomberg Barclays US Aggregate -0.94% 4.99% 4.37% 3.48% 2.90% $46.40 per 09/11/1997 Bond TR ** $1,000 International 3.15% 1.14%/1.14% American Funds EuroPacific Gr RERCX 0.20% 2.63% -0.21% 0.74% 5.94% 05/21/2002 R31,2 $31.50 per $11.40 per $1,000 $1,000 Gross 2.90% Morningstar Global Markets ex-US 0.19% 6.17% 3.01% 0.28% 5.09% $29.00 per 05/21/2002 GR USD** $1,000 2.80% 1.17%/1.17% 2 Artisan International Inv ARTIX -3.58% -5.96% -7.04% -2.37% 6.31% $28.00 per 12/28/1995 $11.70 per $1,000 $1,000 Gross 2.90% Morningstar Global Markets ex-US 0.19% 6.17% 3.01% 0.28% 5.09% $29.00 per 12/28/1995 GR USD** $1,000 5.88% 1.22%/1.22% 1,2 MFS Global Equity R3 MWEHX -1.79% 5.05% 1.25% 3.87% 10.33% $58.80 per 04/01/2005 $12.20 per $1,000 $1,000 Gross 2.90% Morningstar Global Markets ex-US 0.19% 6.17% 3.01% 0.28% 5.09% $29.00 per 04/01/2005 GR USD** $1,000 4.48% 1.14%/1.14% 2 Oppenheimer Global Fund A OPPAX 1.09% -1.38% -3.61% 3.04% 8.81% $44.80 per 12/22/1969 $11.40 per $1,000 $1,000 Gross 2.90% Morningstar Global Markets ex-US 0.19% 6.17% 3.01% 0.28% 5.09% $29.00 per 12/22/1969 GR USD** $1,000 Small Cap 6.47% 1.30%/1.30% 1,2 Baron Small Cap Retail BSCFX -1.24% 4.93% 3.50% 2.37% 10.23% $64.70 per 09/30/1997 $13.00 per $1,000 $1,000 Gross

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Pg 30 of 36 Gross/Net Since Start Investment Option Ticker 3 mos YTD 1 year 3 year 5 year Start Date Investment Date/10yr Expenses~ 7.00% Morningstar US Small Growth TR -5.36% 1.44% 0.34% 2.94% 10.77% $70.00 per 09/30/1997 USD** $1,000 7.81% 1.39%/1.39% 2 Neuberger Berman Genesis Adv NBGAX -1.43% 6.50% 3.60% 3.59% 9.46% $78.10 per 04/02/1997 $13.90 per $1,000 $1,000 Gross 7.00% Morningstar US Small Growth TR -5.36% 1.44% 0.34% 2.94% 10.77% $70.00 per 04/02/1997 USD** $1,000 6.88% 1.35%/1.24% 2 PNC Small Cap A PPCAX -1.68% -3.40% -6.81% 2.43% 12.74% $68.80 per 04/02/2004 $13.50 per $1,000 $1,000 Gross 7.00% Morningstar US Small Growth TR -5.36% 1.44% 0.34% 2.94% 10.77% $70.00 per 04/02/2004 USD** $1,000 Mid Cap 9.46% 1.03%/1.03% Great-West T Rowe Price MidCap MXMGX -4.48% 1.84% 0.86% 8.82% 13.25% 07/01/1997 Gr Fund I1,2 $94.60 per $10.30 per $1,000 $1,000 Gross 8.22% Morningstar US Mid Core TR -4.31% 5.81% 3.17% 8.12% 13.77% $82.20 per 07/01/1997 USD** $1,000 7.99% 1.22%/1.22% 2 Wells Fargo Spec Md Cp Val A WFPAX 0.86% 11.62% 8.19% 8.42% 14.80% $79.90 per 07/31/2007 $12.20 per $1,000 $1,000 Gross 7.69% Morningstar US Mid Value TR 1.34% 13.83% 12.00% 9.19% 15.88% $76.90 per 07/31/2007 USD** $1,000 Large Cap 6.54% 0.94%/0.94% 1,2 American Century Equity Income TWEIX -1.79% 12.94% 12.59% 9.28% 11.82% $65.40 per 08/01/1994 $9.40 per $1,000 $1,000 Gross 4.05% Morningstar US Large Value TR -0.93% 8.91% 8.18% 7.57% 11.81% $40.50 per 08/01/1994 USD** $1,000 6.05% 0.60%/0.60% 1,2 Great-West S&P 500 Index Fund I MXVIX -1.82% 5.29% 3.85% 8.16% 12.88% $60.50 per 09/08/2003 $6.00 per $1,000 $1,000 Gross 6.65% Morningstar US Large Cap TR -1.44% 5.37% 4.11% 8.77% 13.47% $66.50 per 09/08/2003 USD** $1,000 7.18% 0.84%/0.83% 2 Invesco Diversified Dividend A LCEAX -2.06% 8.29% 6.27% 8.64% 13.60% $71.80 per 12/31/2001 $8.40 per $1,000 $1,000 Gross 4.05% Morningstar US Large Value TR -0.93% 8.91% 8.18% 7.57% 11.81% $40.50 per 12/31/2001 USD** $1,000 6.14% 1.13%/1.13% 1,2 ClearBridge Aggressive Growth A SHRAX -4.85% -1.31% -3.79% 4.49% 12.82% $61.40 per 10/24/1983 $11.30 per $1,000 $1,000 Gross

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Pg 31 of 36 Gross/Net Since Start Investment Option Ticker 3 mos YTD 1 year 3 year 5 year Start Date Investment Date/10yr Expenses~ 7.83% Morningstar US Large Growth TR -3.14% -0.30% -2.36% 9.28% 13.55% $78.30 per 10/24/1983 USD** $1,000 7.69% 1.19%/1.19% 2 Oakmark II OARMX 2.84% 8.42% 4.57% 7.21% 13.69% $76.90 per 04/05/2001 $11.90 per $1,000 $1,000 Gross 6.65% Morningstar US Large Cap TR -1.44% 5.37% 4.11% 8.77% 13.47% $66.50 per 04/05/2001 USD** $1,000 Balanced 2.67% 1.34%/1.29% Oppenheimer Global Allocation QVGIX -0.32% 5.08% 2.72% 2.61% 5.56% 11/01/1991 Fund A2 $26.70 per $13.40 per $1,000 $1,000 Gross 6.84% Wilshire 5000 Total Market TR -1.69% 6.24% 4.63% 8.36% 13.36% $68.40 per 11/01/1991 USD** $1,000 Bond 5.60% 0.72%/0.71% 2 PIMCO Total Return Admin PTRAX -0.46% 4.39% 4.05% 2.74% 3.52% $56.00 per 09/08/1994 $7.20 per $1,000 $1,000 Gross 4.87% Morningstar US Core Bond TR -0.91% 5.05% 4.49% 3.65% 3.09% $48.70 per 09/08/1994 USD** $1,000 6.72% 1.02%/1.02% 1,2 T. Rowe Price High-Yield Adv PAHIX 2.67% 12.41% 8.17% 3.70% 6.70% $67.20 per 03/31/2000 $10.20 per $1,000 $1,000 Gross 7.47% BofAML US High Yield Master II 3.21% 15.68% 10.16% 4.53% 7.07% $74.70 per 03/31/2000 TR USD** $1,000

Fixed Rate of Return Investments Table This table looks at the investment options that have a fixed or set rate of return. It shows the current annual rate of return and the minimum annual rate or return. The table also shows how often the rate of return may change and the term or length of time you will earn this rate of return, if applicable. The investment provider of the fixed account may change the rate in the future. You may visit the Web site listed above or call the Voice Response System to find the current rate.

Fixed Return Investments as of 11/25/2016 Gross/Net Frequency Current Fixed Investment Option Investment Minimum Rate of Fixed Rate Term Rate Expenses~ Setting 1.35% 0.35%/0.35% Great-West Portfolio $3.50 per 0.00% Quarterly 12/31/2016 Fund $13.50 per $1,000 $1,000 Gross

General Account Fund and Guarantee Provisions: General Account crediting rates are net of cost of capital and expenses covered by the fund and guarantee provisions. Cost of Capital is the return Great-West Life & Annuity Insurance Company (Great-West) earns on Great-West capital. Great-West is required by regulators to hold capital for the purpose of ensuring Great-West can meet all of its obligations associated with the General Account Fund. The amount of Great-West's capital and required return will fluctuate over time based on regulatory requirements, capital market conditions and the competitive environment.

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Pg 32 of 36 The Fund Provision covers the range of investment expenses that are netted from the crediting rate, such as investment and operating expenses. The Fund Provision is calculated annually in aggregate for all General Account fixed funds offered by Great-West Retirement Services and does not reflect any product or plan specific underwriting adjustments. At 12/31/2014, the General Account Fund Provision is 0.35%. This includes an average annual notional allocation of 0.25% from Great-West's General Account to Great-West's recordkeeping functions. This allocation is not applicable if Great- West is not acting as both the investment provider and recordkeeper. The Guarantee Provision covers the range of insurance expenses that are netted from the crediting rate, such as asset defaults, cost of insurance guarantees, and other expenses. The Guarantee Provision is calculated annually in aggregate for all General Account fixed funds offered by Great-West Retirement Services and does not reflect any product or plan specific underwriting adjustments. At 12/31/2014, the General Account Guarantee Provision is 0.54%. This expense changes over time as the value of insurance guarantees fluctuate due to both market and policyholder behaviors. They also vary based on the risk management techniques employed by the insurance provider. Because of the variances in the cost of the expenses, the level of the insurance guarantees as well as differences in risk management practices, this paragraph is the only section in which these expenses are disclosed. For more information on the General Account Fixed Funds, including termination options, please see your Group Annuity Contract. 1 Additional information on this Investment Option can be found in Section 2. 2 Mutual Fund Option. The start/inception date is that of the fund's original share class. Performance returns for mutual fund options in your Plan offering a different share class with a more current start/inception date have been adjusted to reflect the fees and charges associated with the actual share class. * Performance returns not available at time of production. ~ Gross Total Annual Operating Expenses are the gross fees potentially charged to the investment option and are displayed above in accordance with fee disclosure regulations. The Net Total Annual Operating Expenses, also displayed above as supplementary information, are the actual amounts charged by the investment option and may be different from the Gross Expenses due to certain fee waivers or additional expenses charged by other service providers. Expenses reduce the return of the investment option. Part of these fees may be shared with the plan's service providers to help pay for plan administration and/or recordkeeping fees. Part of these fees may be shared with the plan's service providers and, under an agreement with the applicable plan fiduciaries, may be used to help pay for plan administration and/or recordkeeping fees. The plan's fiduciaries may make changes to the plan's investments at any time subject to applicable notice requirements. Please see the participant website for more information. ** A benchmark index is not actively managed. It does not have a defined investment objective and does not incur fees or expenses. You cannot invest directly in a benchmark index. General Administrative Services Expenses Table This table shows expenses that pay for operating the Plan. These expenses are described below. Fees and expenses for general plan administrative services (for example, recordkeeping services and custodial services) may be charged to the Plan. These fees and expenses may be charged to your individual account if not paid by the Plan Sponsor and/ or included in investment-related fees and expenses. How the expenses are charged to participant accounts will depend on the nature of the expense. For example, some fees may be charged as a fixed dollar amount per participant or as a percentage amount spread across the account balances. Blank fields in the table can be assumed to be not applicable or zero.

General Administrative Services Expenses as of 11/25/2016 Fee Type Annual Quarterly Frequency Description Amount Amount This fee is for administrative costs associated with the Up to $50K = plan and is deducted from your account balance. This 0.037500% Asset based charge Quarterly fee may not apply to all investments offered under your Over $50K = plan; please see your plan administrator for additional 0.000000% information.

2 œ Other Investment-Related Fees, Expense Information and Transfer Restrictions

Other Investment-Related Fees, Expense Information and Restrictions This table looks at fees, expenses and transfer restrictions that are in addition to the Investment Expenses in Section 1. Fees and expenses are only one of many things to think about when deciding to invest. You may also want to think about whether an investment in a particular investment option, along with your other investments, will help you reach your financial goals.

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Pg 33 of 36 Other Investment-Related Fees and Restrictions as of 11/25/2016 Investment Option Transfer Rule Shareholder Type Fees^ Great-West Aggressive Profile I Fund I 2 Great-West Mod Aggr Profile I Fund I 2 Great-West Moderate Profile I Fund I 2 Great-West Mod Conserv Profile I Fund I 2 Great-West Conserv Profile I Fund I 2 American Funds EuroPacific Gr R3 1 MFS Global Equity R3 1 Baron Small Cap Retail 3 Great-West T Rowe Price MidCap Gr Fund I 2 American Century Equity Income 4 Great-West S&P 500 Index Fund I 2 ClearBridge Aggressive Growth A 2 Redemption Fee - 2% of money transferred within 90 day(s) of T. Rowe Price High-Yield Adv 5 initial investment

Rule #1 - Fund company restriction: A transfer of $5000 or more into this fund will not be permitted if a prior transfer of $5000 or more was made out of this fund in the last 30 days. Rule #2 - Due to the frequent trading policy and procedures regarding market timing and excessive trading, if 2 round trips have been processed INTO the fund there may be transfer restrictions. Given the fund's frequent trading policy and procedures and previous warnings, you may be restricted from transferring money into this fund for 30 days. Rule #3 - Due to the frequent trading policy and procedures regarding market timing and excessive trading, if 2 round trips have been processed INTO the fund there may be transfer restrictions. Given the fund's frequent trading policy and procedures and previous warnings, you may be restricted from transferring money into this fund for 30 days. Rule #4 - Due to the frequent trading policy and procedures regarding market timing and excessive trading, if 2 round trips have been processed INTO the fund there may be transfer restrictions. Given the fund's frequent trading policy and procedures and previous warnings, you may be restricted from transferring money into this fund for 30 days. Rule #5 - Due to the frequent trading policy and procedures regarding market timing and excessive trading, if 2 round trips have been processed INTO the fund there may be transfer restrictions. Given the fund's frequent trading policy and procedures and previous warnings, you may be restricted from transferring money into this fund for 90 days. ^ Shareholder/Shareholder-Type Fees are fees paid directly from your investment in this option (e.g., sales loads, sales charges, deferred sales charges, redemption fees, exchange fees, account fees, purchase fees, transfer or withdrawal fees). NOTE: More current information about the Plan's investment options, including fees, expenses and performance updates, may be available at your plan's Web site. 3 œ Plan-Related Information Plan-Related Information is an explanation of general plan information. It includes a description of non-investment management fees and expenses that may be charged to your account. This section also includes a list of the Participant Elected Services Expenses. General Information Non-Investment Management Fees and Expenses: Includes recordkeeping, accounting, legal or other administrative fees that may be charged to your account. The dollar amount actually charged to your account during the previous quarter for such administrative or individual expenses will be reported to you on your quarterly statement. If you have additional questions related to fees on your account, please contact the Voice Response System or your Plan Administrator. Investment Instructions: Your plan lets you direct the investment of your account in the investment options listed in Section 1. You may make changes to your investment options via the plan‘s Web site or by calling the Voice Response System. Limitations on Investments: Limits on making changes to your investment choices may be imposed by the Plan Administrator or by a manager of an investment option. Any limits or restrictions made by a fund manager are described in the prospectus for the fund. They include restrictions intended to prevent —market timing“ (i.e., rapid trading in and out of a fund). If these restrictions apply then they will be listed in Section 2. In addition to the limits and restrictions described in

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Pg 34 of 36 the prospectus, the Plan Administrator may have other restrictions on making changes to your investment choices. If the Plan Administrator has additional limits, they will be described in a separate document that will be provided to you by your Plan Administrator. Voting, Tender, and Similar Rights: The appropriate Plan fiduciaries, or an individual or an institution designated by the Plan fiduciaries, will exercise any voting or other rights associated with ownership of the Designated Investment Alternatives offered in your Plan. Participant Elected Services Expenses Table This table shows expenses for optional services available through your plan. Certain fees may be charged to your individual account for optional services you use.

Participant Elected Services Expenses as of 11/25/2016 Service Fee Amount Frequency Description ACH Special Handling Automated Clearing House. This fee is for transferring your distribution $15.00 Per Distribution Charge directly into your bank account. EXPRESS Special $25.00 Per Distribution This fee is for sending your distribution via 1- to 2-day express delivery. Handling Charge WIRE Special Handling This fee is for sending your distribution to your bank account via $40.00 Per Distribution Charge electronic wire. Fees and expenses do add up and can have a big impact on your retirement savings. Fees and expenses are only two of many other factors to think about when you make investment decisions. You can visit the Department of Labor website for an example showing the long-term effect of fees and expenses - http:// www.dol.gov/ebsa/publications/401k_employee.html. Visit your plan's website listed in the title for a glossary of investment terms relevant to the investment options under this plan. To request additional Plan information, or a paper copy of certain information available online, free of charge, contact a representative at Empower Retirement, PO Box 173764, Denver, CO 80217-3764.

DOC_TYPE: FEEDSP_STD 01:060716 PNP GP22 DOC ID: 459430848 EV ID: IND ID: Page 7 of 7

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