Northwestern Mutual Series Fund Inc.

10/25/2024 | Press release | Distributed by Public on 10/25/2024 10:18

Prospectus by Investment Company - Form 497

Northwestern Mutual Series Fund, Inc.
Northwestern Mutual Series Fund, Inc.
Supplement Dated October 25, 2024 to the
Statement of Additional Information Dated May 1, 2024
This Supplement revises certain information contained in the Statement of Additional Information (the "SAI") for the Northwestern Mutual Series Fund, Inc. (the "Fund") dated May 1, 2024, as supplemented July 5, 2024. You should read this Supplement together with the SAI.
Updated Information Concerning the Board of Directors and Management of the Fund
On June 6, 2024, the Nominating Committee of the Board of Directors ("Board") of the Fund nominated, and the Board elected, Elizabeth A. Levy-Navarro to serve as an independent director of the Board, effective July 1, 2024. The Board subsequently appointed Ms. Levy-Navarro as a member of the Board's Nominating, Audit, Investment Oversight and Regulatory Compliance Committees. Accordingly, the following revisions are made:
Under the heading "MANAGEMENT OF THE FUND -General", the fourth sentence is deleted and replaced with the following: "The Board is currently composed of seven directors."
Under the heading "MANAGEMENT OF THE FUND - Board Leadership Structure", the first sentence of the fourth paragraph is deleted and replaced with the following: "Six of the seven directors are not "interested persons" as defined in the 1940 Act ("Independent Directors")."
Under the heading "MANAGEMENT OF THE FUND - Board Committees", the first paragraph is revised to reflect that Ms. Levy-Navarro serves as a member of the Fund's Nominating, Audit, Investment Oversight, and Regulatory and Compliance Committees.
Under the heading "MANAGEMENT OF THE FUND - Board Role in Risk Oversight", the disclosure is revised to reflect that Ms. Levy-Navarro serves as a member of the Fund's Audit, Investment Oversight, and Regulatory and Compliance Committees.
Under the heading "MANAGEMENT OF THE FUND - Board Member Qualifications", the following paragraph relating to Ms. Levy-Navarro is hereby inserted:
"Ms. Levy-Navarro brings significant financial services and business experience gained through her prior position as Co-founder and Chief Executive Officer of Orrington Strategies, a management consulting firm assisting investment management, insurance, and consumer product executives in growing their businesses and brands. She currently serves as a corporate advisor with Summit Strategy Advisors, advising financial services companies on business growth strategies and product innovation. Ms. Levy-Navarro also brings valuable experience in the financial services industry through her role as a member of the board of directors for another mutual fund company and her service as chair of the valuation committee. She brings a seasoned perspective on corporate governance through her experience as a member of the board of directors for multiple companies."
Page 1 of 10
Under the heading "MANAGEMENT OF THE FUND" - Directors' and Officers' Holdings", the following table is restated as of July 1, 2024 as follows:
Dollar Range of Equity Securities in the Portfolios
Aggregate Dollar Range of
Equity Securities in All
Portfolios Overseen by
Director in Family of
Investment Companies
Name of Portfolio
Dollar Range
Independent Director
Christy L. Brown
N/A
A
A
William J. Gerber
N/A
A
A
Gail L. Hanson
N/A
A
A
David Ribbens
N/A
A
A
Donald M. Ullmann
N/A
A
A
Elizabeth A. Levy-Navarro
N/A
A
A
Interested Director
Rosanne L. Kropp
N/A
A
A
In addition, the last sentence of that section is deleted and replaced with the following: "As of July 1, 2024, the directors and executive officers of the Fund, as a group, beneficially owned less than 1% of the shares of each Portfolio."
In "APPENDIX B - Directors and Officers", the following table is restated to add information for Ms. Levy-Navarro and make certain other updates concerning Fund officers:
Name, Address, and
Year of Birth
Position(s)
Held with
Fund
Term of
Office and
Length of
Time
Served
Principal Occupation(s)
During Past 5 Years
Number of
Portfolios in
Fund
Complex
Overseen by
Director
Other
Directorships
Held by
Director
Interested Director
Rosanne L. Kropp*
c/o Northwestern
Mutual Series Fund,
Inc.
Attn: Secretary
720 East Wisconsin
Ave.
Milwaukee, WI 53202
1963
*Effective as of
February 1, 2024
Chair of the
Board
2024
Since January 2022, Vice
President and Head of Public
Investments, The Northwestern
Mutual Life Insurance Company
("NM"). From November 2019
to December 2021, Vice
President and Head of
Investment Strategy Department
at NM. From April 2016 to
October 2019, Managing
Director, Head of Investment
Strategy at Allianz Investment
Management.
27
Director of
Wilshire
Mutual
Funds Inc.
(8
portfolios)
(2019 to
present).
Independent Directors
Page 2 of 10
Name, Address, and
Year of Birth
Position(s)
Held with
Fund
Term of
Office and
Length of
Time
Served
Principal Occupation(s)
During Past 5 Years
Number of
Portfolios in
Fund
Complex
Overseen by
Director
Other
Directorships
Held by
Director
Christy L. Brown
c/o Northwestern
Mutual Series Fund,
Inc.
Attn: Secretary
720 East Wisconsin
Ave.
Milwaukee, WI 53202
1965
Director
2012
Since July 2023, President of
Alverno College (Milwaukee,
Wisconsin). From 2012 to 2023,
Chief Executive Officer, Girl
Scouts of Wisconsin Southeast.
From 2007 to 2012, Vice
Chancellor, Finance and
Administrative Affairs,
University of Wisconsin,
Milwaukee.
27
None
William J. Gerber
c/o Northwestern
Mutual Series Fund,
Inc.
Attn: Secretary
720 East Wisconsin
Ave.
Milwaukee, WI 53202
1958
Director
2017
Retired. From 2006 to 2015,
Chief Financial Officer, and
from 2007 to 2015, Executive
Vice President, of TD
Ameritrade Holdings
Corporation.
27
None
Gail L. Hanson
c/o Northwestern
Mutual Series Fund,
Inc.
Attn: Secretary
720 East Wisconsin
Ave.
Milwaukee, WI 53202
1955
Director
2012
Retired. From February 2011 to
April 2018, Chief Financial
Officer, Aurora Health Care.
Prior thereto, Deputy Executive
Director, State of Wisconsin
Investment Board.
27
Director of
Artisan
Partner
Funds (21
portfolios)
Elizabeth A. Levy-
Navarro*
c/o Northwestern
Mutual Series Fund,
Inc.
Attn: Secretary
720 East Wisconsin
Ave.
Milwaukee, WI 53202
1963
*Effective as of
July 1, 2024
Director
2024
Since 2018, Corporate Advisor
of Summit Strategy Advisors.
From 2002 to 2017, Co-founder,
CEO and Value Creation Expert
of Orrington Strategies, a
management consulting firm.
27
Director of
Wilshire
Mutual
Funds Inc.
(8
portfolios).
Page 3 of 10
Name, Address, and
Year of Birth
Position(s)
Held with
Fund
Term of
Office and
Length of
Time
Served
Principal Occupation(s)
During Past 5 Years
Number of
Portfolios in
Fund
Complex
Overseen by
Director
Other
Directorships
Held by
Director
David Ribbens
c/o Northwestern
Mutual Series Fund,
Inc.
Attn: Secretary
720 East Wisconsin
Ave.
Milwaukee, WI 53202
1961
Director
2017
Since March of 2018, Member
and Partner of DOMO Capital
Management, LLC, a Wisconsin
registered investment adviser.
Founder and President of
Distribution Team Alpha LLC,
founded in 2016. From 2015 to
2016, President, Managing
Partner, and Director of
Heartland Advisors, Inc. From
2008 to 2015, Executive Vice
President and Head of
Distribution, Managing Partner,
and Director of Heartland
Advisors, Inc.
27
None
Donald M. Ullmann
c/o Northwestern
Mutual Series Fund,
Inc.
Attn: Secretary
720 East Wisconsin
Ave.
Milwaukee, WI 53202
1957
Director
2017
Since 2015, Principal of DMU
Financial Consulting, LLC.
From 2013 to 2015, Managing
Director, Head of Product
Development, Fixed Income at
Guggenheim Securities. From
2012 to 2013, Executive
Managing Director, Co- head,
MBS and Rates Division at
Gleacher & Co. From 2009 to
2011, Executive Vice President,
Head of Fixed Income Trading
and Co-Head of Fixed Income
Sales at Keefe, Bruyette and
Woods, Inc.
27
None
Officers
Paul A. Mikelson 720
East Wisconsin Ave.
Milwaukee, WI 53202
1970
President
2022
Since January 2022, Vice
President - Product and
Administration of Mason Street
Advisors. From 2013 -
December 31, 2021, Vice
President, Multi-Manager
Investment Solutions at
Columbia Threadneedle
Investments, an Ameriprise
Financial affiliate.
N/A
N/A
Page 4 of 10
Name, Address, and
Year of Birth
Position(s)
Held with
Fund
Term of
Office and
Length of
Time
Served
Principal Occupation(s)
During Past 5 Years
Number of
Portfolios in
Fund
Complex
Overseen by
Director
Other
Directorships
Held by
Director
Phil J. Rinzel*
720 East Wisconsin
Ave.
Milwaukee, WI 53202
1979
*Effective as of
September 1, 2024
Vice
President,
Chief
Financial
Officer and
Treasurer
2024
Since 2024, Vice President -
Investment Accounting of
Northwestern Mutual. From
2016 - August 31, 2024, Senior
Director - Investment
Accounting.
N/A
N/A
Brent G. Schutte
720 East Wisconsin
Ave.
Milwaukee, WI 53202
1973
Vice
President -
Investments
2022
Since 2015, Chief Investment
Officer of Northwestern Mutual
Wealth Management Company.
Since December 2021, Chief
Information Officer of
MasonStreet Advisors. Since
March 2022, Director of Mason
Street Advisors.
N/A
N/A
Garrett D. Aird
720 East Wisconsin
Ave.
Milwaukee, WI 53202
1978
Vice
President -
Investments
2022
Since November 2021, Vice
President -Investment
Management & Research of
Northwestern Mutual Wealth
Management Company
(NMWMC). Since December
2021, Vice President -
Investments of Mason Street
Advisors. From 2017 to
November 2021, Senior Director
- Research at NMWMC. Prior
thereto, Assistant Director -
Investments at NMWMC.
N/A
N/A
James E. Fleming
720 East Wisconsin
Ave.
Milwaukee, WI 53202
1975
Vice
President -
Investments
2020
Since 2015, Vice President of
Mason Street Advisors.
N/A
N/A
Rodney A. Schmucker
720 East Wisconsin
Ave.
Milwaukee, WI 53202
1966
Vice
President -
Investments
2020
Since 2015, Vice President of
Mason Street Advisors.
N/A
N/A
Page 5 of 10
Name, Address, and
Year of Birth
Position(s)
Held with
Fund
Term of
Office and
Length of
Time
Served
Principal Occupation(s)
During Past 5 Years
Number of
Portfolios in
Fund
Complex
Overseen by
Director
Other
Directorships
Held by
Director
Michael J. Conmey
720 East Wisconsin
Ave.
Milwaukee, WI 53202
1980
Chief
Compliance
Officer
2020
Vice President - Managed
Investments Compliance of
Northwestern Mutual and Chief
Compliance Officer of Mason
Street Advisors and
Northwestern Mutual
Investment
ManagementCompany since
June 2020. Assistant General
Counsel and Assistant Secretary
of Northwestern Mutual from
2011 to 2020.
N/A
N/A
David B. Kennedy
720 East Wisconsin
Ave.
Milwaukee, WI 53202
1959
Secretary
2023
Assistant General Counsel and
Assistant Secretary of
Northwestern Mutual since
2016. Secretary of Mason Street
Advisors since 2020.
N/A
N/A
Linda L. Wisniewski*
720 E. Wisconsin Ave.
Milwaukee, WI 53202
1974
*Effective as of
September 1, 2024
Controller
and Chief
Accounting
Officer
2024
Since 2024, Senior Director -
Investment Accounting of
Northwestern Mutual. Since
2021, Head of Fund
Administration. From 2011 to
2021, Assistant Director -
Mutual Fund Administration.
N/A
N/A
Sub-Adviser Change for Mid Cap Growth Stock Portfolio
On August 29, 2024, the Fund's Board of Directors approved the replacement of Wellington Management Company LLP ("Wellington") as the sub-adviser for the Fund's Mid Cap Growth Stock Portfolio (the "Portfolio"), with J.P. Morgan Investment Management, Inc. ("JPMIM"), who will serve as sub-adviser to the Fund's Portfolio. JPMIM will begin to provide sub-advisory services on or about October 28, 2024. In approving the Investment Sub-Advisory Agreement related to the foregoing engagement with JPMIM, the Fund relied on an Exemptive Order issued by the Securities and Exchange Commission that permits the Fund and its investment adviser to hire or terminate a sub-adviser at any time without shareholder approval so long as, among other conditions, shareholders are provided notice of the change.
As a result of the foregoing change, effective October 28, 2024, all references to Wellington as the sub-adviser for the Fund's Portfolio are deleted and certain sections of the SAI shall be amended as noted below.
Effective October 28, 2024, the sub-section of the SAI titled "The Sub-Advisers" under the "INVESTMENT ADVISORY AND OTHER SERVICES," which begins on page B-60, is revised so that (1) references to Wellington as sub-adviser of the Mid Cap Growth Stock Portfolio are deleted; and (2) the paragraph concerning JPMIM is revised as follows:
Page 6 of 10
"J.P. Morgan Investment Management Inc ("JPMIM"), 383 Madison Avenue, New York, NY 10179, provides investment services to the Large Cap Blend and Mid Cap Growth Stock Portfolios pursuant to investment sub-advisory agreements. JPMIM is a wholly-owned subsidiary of JPMorgan Asset Management Holdings Inc., which is a wholly-owned subsidiary of JPMorgan Chase & Co., a bank holding company. For the services provided for the Large Cap Blend Portfolio, Mason Street Advisors pays JPMIM a fee at the annual rate of 0.30% on the first $100 million of the Portfolio's assets, 0.20% on the next $500 million, and 0.18% on assets in excess of $600 million. For the services provided for the Mid Cap Growth Stock Portfolio, Mason Street Advisors pays JPMIM at the annual rate of 0.31% on the Portfolio's net assets. As of June 30, 2024, assets under management were $3.2 trillion."
Appendix D Updates Related to Sub-Adviser Change
The "Other Accounts Managed by Portfolio Managers" table beginning on page B-91 is hereby amended to: (1) delete references to Philip W. Ruedi and Mark Whitaker; and (2) add new portfolio managers affiliated with JPMIM with respect to the Portfolio. The information below is as of August 31, 2024: 
Portfolio Manager(s)
Fund
Other
Registered
Investment
Companies
Other Pooled
Investment
Vehicles
Other Accounts
Felise L. Agranoff
Mid Cap Growth
Stock Portfolio
18 registered
investment
companies with
$44.7 billion in
total assets under
management.
7 other pooled
investment
vehicles with
$14.2 billion in
total assets under
management.
42 other accounts
with $4.8 billion
in total assets
under
management. 1
other account
with $100
million in total
assets which
charges an
advisory fee
based on the
performance of
the account.
Daniel Bloomgarden
Mid Cap Growth
Stock Portfolio
7 registered
investment
companies with
$20.4 billion in
total assets under
management.
1 other pooled
investment
vehicles with
$100 million in
total assets under
management.
4 other accounts
with $700
million in total
assets
undermanagement.
Portfolio Manager Securities Ownership
As of August 31, 2024, Felise L. Agranoff and Daniel Boomgarden do not own any Northwestern Mutual variable annuities or variable life contracts with investments in the Mid Cap Growth Stock Portfolio.
Page 7 of 10
Appendix G Updated Related to Portfolio Holdings Disclosure Recipients
The "Sub-Adviser Service Provider"table beginning on page B-282 of the SAI is hereby amended to: (1) delete references to Wellington as sub-adviser of the Mid Cap Growth Stock Portfolio; and (2) update the disclosures with respect to the Portfolio to read as follows: 
Large Cap Blend Portfolio
Mid Cap Growth Stock
(sub-advised by J.P. Morgan Investment Management,
Inc.)
•Institutional Shareholder Services, Inc., as proxy
service provider
•Bloomberg, in connection with market data, financial
information ownership data and corporate ESG
Disclosure
•Factset, in connection with market data, financial
information ownership data and corporate ESG
disclosure
•CTM, in connection with electronic trade confirmation
•GES International (Sustainalytics), in connection with
proxy voting research, recommendations and voting
management
•Glass Lewis & C, in connection with proxy voting
research, recommendations and voting management
•IDC ICE, in connection with corporate action
processing
•FIX XSP, in connection with corporate action
processing
•Financial Recovery Technology, in connection with the
collection and filing of class action litigation claims
Appendix D - Portfolio Managers Update - Index 400 Stock Portfolio and Index 600 Stock Portfolio
Effective September 24, 2024, Brent Reeder no longer serves as a co-portfolio manager for the Index 400 Stock and Index 600 Stock Portfolios. Lucy Johnston and Keith Carroll now each serve as co-portfolio managers for the Index 400 Stock and Index 600 Stock Portfolios. Accordingly, the "Other Accounts Managed by Portfolio Managers" table found in Appendix D beginning on page B-91 is amended to update the fund information related to Ms. Johnston and Mr. Carroll, which is reflected below, and remove the information concerning Mr. Reeder. 
Page 8 of 10
Portfolio Manager(s)
Fund
Other
Registered
Investment
Companies
Other Pooled
Investment
Vehicles
Other Accounts
Lucy Johnston
Index 400 Stock
Portfolio
Index 600 Stock
Portfolio
2 registered
investment
companies with
approximately
$4.53 billion in
total assets under
management
10 other pooled
investment
vehicles with
approximately
$91.42 billion in
total assets under
management
17 other accounts
with
approximately
$9.72 billion in
total assets under
management
Keith Carroll
Index 600 Stock
Portfolio
Index 400 Stock
Portfolio
1 registered
investment
company with
approximately
$580.3 million in
total assets under
management
11 other pooled
investment
vehicles with
approximately
$20 billion in
total assets under
management
17 other accounts
with
approximately
$16.3 billion in
total assets under
management
Portfolio Manager Securities Ownership
As of December 31, 2023, neither Ms. Johnston nor Mr. Carroll owned own any Northwestern Mutual variable annuities or variable life contracts with investments in the Index 400 Stock Portfolio or Index 600 Stock Portfolio.
Appendix D - Portfolio Managers Update - Inflation Protection Portfolio
Effective September 9, 2024, Stephen Bartolini has joined James Platz, Robert Gahagan, and Miguel Castillo as a co-portfolio manager for the Inflation Protection Portfolio (the "Portfolio"). Accordingly, the "Other Accounts Managed by Portfolio Managers" table found in Appendix D beginning on page B-91 is amended to add the following information for Mr. Bartolini. 
Portfolio Manager(s)
Fund
Other
Registered
Investment
Companies
Other Pooled
Investment
Vehicles
Other Accounts
Stephen Bartolini
Inflation
Protection
Portfolio
5 registered
investment
companies with
approximately
$8.8 billion in
total assets under
management
No other pooled
investment
vehicles
No other
accounts
Portfolio Manager Securities Ownership
As of September 30, 2024, Mr. Bartolini did not own any Northwestern Mutual variable annuities or variable life contracts with investments in the Inflation Protection Portfolio.
Page 9 of 10
Please retain this Supplement for future reference.
Page 10 of 10