Prospectus by Investment Company (Form 497)

AQR FUNDS

AQR Large Cap Momentum Style Fund

AQR Large Cap Multi-Style Fund

AQR Small Cap Momentum Style Fund

AQR Small Cap Multi-Style Fund

AQR International Defensive Style Fund

AQR International Momentum Style Fund

AQR International Multi-Style Fund

March 30, 2026

Dear Shareholder:

We are writing to inform you about reorganizations that will affect your investment in one or more series of the AQR Funds (the "Trust") listed in the table below. Specifically, the Board of Trustees of the Trust (the "Board" or the "Board of Trustees") has approved the reorganization of one or more of your mutual funds into a corresponding mutual fund that is also advised by AQR Capital Management, LLC ("AQR") and is listed to the right of your mutual fund(s) in the table below. These "Target Funds" and "Acquiring Funds" are collectively referred to as the "Funds." The Fund that will survive each reorganization is referred to as a "Combined Fund." Each Fund is a separate series of the Trust.

The reorganizations do not require your approval, and you are not being asked to vote. The attached Combined Information Statement/Prospectus contains information about each reorganization and the characteristics of each Combined Fund, outlines the differences between each Target Fund, its respective Acquiring Fund and the applicable Combined Fund, and provides details about the terms and conditions of the reorganizations. You should review the Combined Information Statement/Prospectus carefully.

In each reorganization, your Target Fund shares will be exchanged for the same class of shares of the Acquiring Fund with the same aggregate net asset value of the Target Fund shares that you currently hold. It is currently anticipated that the reorganization of each Target Fund will qualify as a tax-free reorganization for federal income tax purposes. The reorganizations are expected to close during the second calendar quarter of 2026.

After a strategic review of the viability of continuing to offer the series of the Trust with a styles-based investment strategy ("Styles-Based Funds"), AQR proposed the reorganizations in an effort to achieve certain operating efficiencies among the Styles-Based Fund product offering and to provide Target Fund shareholders with the opportunity to remain invested in a similar or related investment strategy. AQR believes Fund shareholders generally will benefit more from the potential operating efficiencies and economies of scale that may be achieved by combining Fund assets in each respective reorganization, than by continuing to operate the Funds separately or liquidating those Target Funds that may no longer be deemed viable in light of current asset levels, investor interest and the availability of other series of the Trust with similar investment strategies. The Board of Trustees of the Trust has unanimously approved your Fund's reorganization and believes the reorganization is in the best interests of your Fund.

If you have any questions, please call (866) 290-2688.

Sincerely,

John Howard

Chief Executive Officer, President & Trustee

AQR Funds

COMBINED INFORMATION STATEMENT/PROSPECTUS

AQR FUNDS

AQR Large Cap Momentum Style Fund

AQR Large Cap Multi-Style Fund

AQR Small Cap Momentum Style Fund

AQR Small Cap Multi-Style Fund

AQR International Defensive Style Fund

AQR International Momentum Style Fund

AQR International Multi-Style Fund

One Greenwich Plaza, Suite 130

Greenwich, CT 06830

(203) 742-3600

Dated March 30, 2026

This Combined Information Statement/Prospectus (the "Statement") will be delivered to shareholders on or about March 30, 2026.

This Statement is being furnished to you because you are a shareholder of one or more of the mutual funds set out in the table below under the heading "Target Funds" (each, a "Target Fund," and together, the "Target Funds"). As provided in an Agreement and Plan of Reorganization (each, a "Reorganization Agreement" and together, the "Reorganization Agreements"), each Target Fund will be reorganized (each, a "Reorganization" and together, the "Reorganizations") into a corresponding mutual fund that is also advised by AQR Capital Management, LLC ("AQR" or the "Adviser"), as set out in the table below under the heading "Acquiring Funds" (each, an "Acquiring Fund," and together, the "Acquiring Funds," and collectively with the Target Funds, the "Funds"). Each Fund is a separate series of AQR Funds (the "Trust"), a Delaware statutory trust registered as an open-end management investment company under the Investment Company Act of 1940, as amended (the "1940 Act"). Each Acquiring Fund is listed to the right of its Target Fund(s) in the table below.

Each Reorganization is expected to be consummated during the second calendar quarter of 2026 (each such closing date is referred to herein as a "Closing Date"). Under the Reorganization Agreements, the relevant Target Fund will transfer its assets to the Acquiring Fund in exchange for the assumption of certain stated liabilities of the Target Fund and shares of the Acquiring Fund. The shares of the Acquiring Fund issued to each Target Fund will have an aggregate net asset value ("NAV") equal to the aggregate NAV of the Target Fund's shares outstanding as of the close of trading on the New York Stock Exchange ("NYSE") on the business day immediately prior to the Closing Date of the Reorganization (the "Valuation Time"). Upon receipt by a Target Fund of the shares of the Acquiring Fund, the Target Fund will distribute the shares to its shareholders, and thereafter as soon as practicable after the Closing Date, the Target Fund will be terminated as a series of the Trust under Delaware state law.

As a result of a Reorganization, Target Fund shareholders will own the same class of shares of the Acquiring Fund (i.e., Class I Shares, Class N Shares or Class R6 Shares) as they own prior to the consummation of the Reorganization. A Target Fund shareholder will receive shares of the Acquiring Fund with an aggregate NAV equal to the aggregate NAV of the shares of the Target Fund that the shareholder owned at the Valuation Time.

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The Target Fund and its corresponding Acquiring Fund, with respect to each of Reorganization #1 and Reorganization #2, have identical investment objectives and similar investment strategies. With respect to Reorganization #3A, AQR International Momentum Style Fund and the Acquiring Fund have identical investment objectives and similar investment strategies, while with respect to Reorganization #3B, AQR International Defensive Style Fund has an investment objective and investment strategies that are similar to those of the Acquiring Fund. Reorganization #3A and Reorganization #3B, which are separate transactions, are together referred to as "Reorganization #3" in this Statement. Each Acquiring Fund, following completion of its Reorganization, is referred to as a "Combined Fund" in this Statement.

In accordance with the Trust's operative documents, and applicable Delaware state and U.S. federal law (including Rule 17a-8 under the 1940 Act), each Reorganization may be effected without the approval of shareholders of any Fund.

NO SHAREHOLDER ACTION IS REQUIRED WITH RESPECT TO THE REORGANIZATIONS.

This Statement concisely sets forth the information you should know about each Combined Fund and the applicable Reorganization Agreement. Please read this Statement and keep it for future reference. It is both an information statement for each of the Target Funds and a prospectus for the Acquiring Funds.

The following documents have been filed with the U.S. Securities and Exchange Commission (the "SEC") and are incorporated into this Statement by reference:

The Fund Prospectus includes each Fund's investment objectives, risks, fees, expenses, and other information that you should read and consider carefully. Each of the SAI and the Fund SAI, which contains additional detailed information about a relevant Fund, is not a prospectus but should be read in conjunction with this Statement and Fund Prospectus, respectively.

The Annual Report on Form N-CSR contains information about Fund investments. Copies of the Fund Prospectus, Annual Report on Form N-CSR, Fund SAI and the SAI relating to these Reorganizations are all available at no cost by calling (866) 290-2688 or by visiting our website at funds.aqr.com. All of the above-referenced documents are also on file with the SEC and available through its website at http://www.sec.gov. Copies of this information may be obtained, after paying a duplicating fee, by electronic request at [email protected].

THE SECURITIES AND EXCHANGE COMMISSION AND THE COMMODITY FUTURES TRADING COMMISSION HAVE NOT APPROVED OR DISAPPROVED THESE SECURITIES OR DETERMINED IF THIS COMBINED INFORMATION STATEMENT/PROSPECTUS IS TRUTHFUL OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. IN ADDITION, YOUR INVESTMENT IN ANY OF THE FUNDS IS NOT A DEPOSIT IN A BANK AND IS NOT INSURED OR GUARANTEED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER GOVERNMENT AGENCY. YOU MAY LOSE MONEY BY INVESTING IN ANY OF THE FUNDS. THE LIKELIHOOD OF LOSS MAY BE GREATER IF YOU INVEST FOR A SHORTER PERIOD OF TIME.

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TABLE OF CONTENTS

No person has been authorized to give any information or to make any representations other than what is in this Statement or in the materials expressly incorporated herein by reference. Any such other information or representation should not be relied upon as having been authorized by the Target Funds or Acquiring Funds.

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SUMMARY

The information contained in this summary is qualified by reference to the more detailed information appearing elsewhere in this Statement and in the form of Reorganization Agreement, which is included as Appendix B to this Statement.

Why are the Reorganizations taking place?

At a meeting held on February 23-24, 2026, the Board of Trustees of the Trust (the "Board" or the "Board of Trustees"), including all of the trustees who are not "interested persons" of the Trust, as defined in the 1940 Act (the "Independent Trustees"), unanimously approved each Reorganization Agreement under which each Target Fund is to be reorganized into the corresponding Acquiring Fund.

What does each Reorganization Agreement provide for?

Each Reorganization Agreement provides for the transfer of substantially all the assets of a Target Fund to the corresponding Acquiring Fund in exchange for the assumption of certain stated liabilities of the Target Fund and shares of the Acquiring Fund. Following the transfer, the shares received in the exchange will be distributed to shareholders of the Target Fund in complete liquidation of the Target Fund. All issued and outstanding shares of the Target Fund will then be simultaneously redeemed. As a result of the transaction: (1) you will cease being a shareholder of your Target Fund; (2) instead you will become an owner of the same share class of its Acquiring Fund; and (3) the value of your investment in an Acquiring Fund will equal the value of your investment in the Target Fund as of the close of trading on the NYSE on the business day immediately prior to the Closing Date (i.e., the Valuation Time).

Do I need to vote for the Reorganizations?

No. No vote of shareholders will be taken with respect to a Reorganization. The Funds are not asking for a proxy and you are not requested to send a proxy to the Funds with respect to the Reorganizations. Each Reorganization is a separate transaction and is not contingent upon the other Reorganizations and one may be consummated without the others.

Do I need to take any action in connection with the Reorganizations?

No. Your shares of a Target Fund will automatically be canceled and redeemed for the same class of shares of its Acquiring Fund on the Closing Date of the applicable Reorganization.

Will I have to pay any sales charge, commission, redemption or other similar fee in connection with the applicable Reorganizations?

No, you will not have to pay any sales charge, commission, redemption or other similar fee to the Fund in connection with the applicable Reorganizations. If you hold your investment through a financial intermediary you should contact your financial intermediary for additional information.

In a Reorganization, will I receive the same class of shares of the Acquiring Fund as the shares of the Target Fund that I now hold?

Yes. You will receive the same class of shares of the Acquiring Fund as the shares you own of the Target Fund on the Closing Date.

Will I own the same number of shares of the Acquiring Fund as I currently own of my Target Fund?

No. You will receive shares of the Acquiring Fund with the same aggregate NAV as the shares of the Target Fund you own prior to the Reorganization relating to your Target Fund. However, the number of shares

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you receive will depend on the relative NAV of the shares of the relevant Target Fund and the Acquiring Fund as of the Valuation Time. Thus, if as of the Valuation Time the NAV of a share of the Acquiring Fund is lower than the NAV of the corresponding share class of the relevant Target Fund, you will receive a greater number of shares of the Acquiring Fund in the Reorganization than you held in the Target Fund before the Reorganization. On the other hand, if as of the Valuation Time the NAV of a share of the Acquiring Fund is higher than the NAV of the corresponding share class of the relevant Target Fund, you will receive fewer shares of the Acquiring Fund in the Reorganization than you held in the Target Fund before the Reorganization. The aggregate NAV of your Combined Fund shares immediately after the Reorganization will be the same as the aggregate NAV of your Target Fund shares immediately prior to the Reorganization.

What if I redeem my shares before the applicable Reorganization takes place?

If you choose to redeem your shares before a Reorganization takes place, then the redemption will be treated as a normal sale of shares and, generally, will be a taxable transaction.

Who will advise each Combined Fund once the Reorganizations are completed?

Each Target Fund and each Acquiring Fund is advised by AQR, and each Combined Fund will be advised by AQR. The same portfolio management team currently manages the Target Fund and the Acquiring Fund in each Reorganization, and this same portfolio management team is expected to continue to manage the Combined Fund once the Reorganizations are completed.

Are my Target Fund's investment objectives, principal investment strategies and policies similar to those of its Combined Fund?

AQR Large Cap Momentum Style Fund, AQR Small Cap Momentum Style Fund & AQR International Momentum Style Fund

Each of the aforementioned Target Funds and its corresponding Combined Fund have the same investment universe of stocks (e.g., large cap, small cap or international). Each Target Fund's investment objective is long-term capital appreciation, which is identical to the investment objective of each Combined Fund. Each Target Fund's principal investment strategies are similar to its corresponding Combined Fund's principal investment strategies. While these Target Funds each pursue a momentum investment style, the Combined Funds will each combine multiple investment styles (including momentum).

AQR International Defensive Style Fund

The AQR International Defensive Style Fund and its Combined Fund have the same investment universe of international stocks. This Target Fund's investment objective is total return, while its Combined Fund's investment objective will be long-term capital appreciation. The AQR International Defensive Style Fund's principal investment strategies are similar to its Combined Fund's principal investment strategies.

All Target Funds

As discussed in greater detail elsewhere in this Statement, effective upon the Closing Date of each Reorganization, the Combined Funds will take long and short positions in equity securities ("Long-Short Strategy"). The Target Funds and Acquiring Funds do not currently utilize the Long-Short Strategy as part of their principal investment strategies. The implementation of the Long-Short Strategy is not contingent upon the Reorganizations; accordingly, if a Reorganization does not proceed to close, it is still expected that AQR will implement the Long-Short Strategy for the relevant Fund that would have been the Acquiring Fund in such Reorganization, subject to further discussion with the Board of Trustees.

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Please be aware that this is only a brief discussion. More detailed comparisons of the Funds, including risks, and charts providing a side-by-side comparison of the Funds and their investment objectives and principal investment strategies, appear below in this Statement. See "Investment Objectives and Principal Investment Strategies" and "Principal Risks" in this Statement for more information.

How will the Reorganization(s) affect Fund fees and expenses?

Each Combined Fund's contractual management fee will be the same as that of the respective Target Fund(s) following its Reorganization. Total annual Fund operating expenses (both before and after expense reimbursements) of each class of shares of each Target Fund and Acquiring Fund are expected to be higher as a result of the respective Combined Fund's implementation of the Long-Short Strategy and an increase in the caps on "Specified Expenses" for Class N Shares and Class I Shares from 0.15% to 0.20%. When a cash dividend is declared on a stock a Combined Fund has sold short, the Combined Fund will be required to pay an amount equal to the dividend to the party from which the Combined Fund has borrowed stock, and to record the payment as an expense, which is reflected in the "Dividends on Short Sales and Interest Expense" component of total annual Fund operating expenses of the Combined Fund. The implementation of the Long-Short Strategy and the increase in the caps on "Specified Expenses" for Class N Shares and Class I Shares will take effect upon the Closing Date of each Combined Fund's Reorganization(s); however, these changes are not contingent upon the Reorganizations and if a Reorganization does not proceed to close, it is still expected that AQR will implement these changes, subject to further discussion with the Board of Trustees. See "Fees and Expenses and Supplemental Financial Information" in this Statement for more information.

Will there be any tax consequences to the Target Funds or their shareholders?

The Reorganizations will each be structured to qualify for treatment as a "reorganization" within the meaning of Section 368(a) of the Internal Revenue Code of 1986, as amended (the "Code"), and each Reorganization is conditioned upon the receipt of an opinion of counsel to the Trust that the Reorganization will qualify for such treatment. If a Reorganization qualifies as a "reorganization" under the Code, then, for U.S. federal income tax purposes, as a general matter (and subject to certain exceptions):

Prior to the Reorganization, certain Funds may sell certain securities or derivatives which may result in a net capital gain (or loss), and such a Fund may buy similar positions in the same securities prior to a Reorganization, or a Combined Fund may buy similar positions in the same securities or derivatives after a Reorganization, which in either case will result in transaction expenses.

See "Information About the Reorganizations-Tax Considerations" for more information.

Who will pay for the Reorganizations?

The expenses incurred to execute the Reorganizations, including all direct and indirect expenses, will be paid in whole or in part by all Target Funds and Acquiring Funds and their shareholders since each

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Reorganization is expected to benefit the Funds. AQR will also bear a portion of the expenses incurred to execute certain Reorganizations. See "Information about the Reorganizations-Reorganization Costs" for more information regarding the estimated costs of each Reorganization.

What are the Funds' policies for purchasing, redeeming, exchanging, and pricing shares?

The Acquiring Funds and the Target Funds have the same procedures for purchasing, redeeming, exchanging, and pricing shares. The eligibility criteria and investment minimums for Class I, Class N and Class R6 Shares are the same for each Fund. You may purchase or redeem Class I Shares, Class N Shares or Class R6 Shares of the Fund, as applicable, each day the NYSE is open. To purchase or redeem shares you should contact your financial intermediary, or, if you hold your shares through the Fund, you should contact the Fund by phone at (866) 290-2688, or by mail (c/o AQR Funds, P.O. Box 219512, Kansas City, MO 64121-9512). Generally, each Fund's initial investment minimum for Class I Shares is $5,000,000, Class N Shares is $2,500 and Class R6 Shares is $50,000,000. Reductions to these initial investment minimums apply, however, to certain eligibility groups. The Funds do not impose investment minimums for subsequent investments in a share class. Additional information is available in the Fund Prospectus under "Investing With the AQR Funds," which is incorporated by reference in this Statement.

Payments to Broker-Dealers and Other Financial Intermediaries

The Board has adopted a Rule 12b-1 Plan with respect to each Fund's Class N Shares. The Funds and/or AQR also enter into agreements with certain intermediaries under which the Funds make payments to the intermediaries in recognition of the avoided transfer agency costs to the Funds associated with the intermediaries' maintenance of customer accounts or in recognition of the services provided by intermediaries through mutual fund platforms with respect to each Fund's Class I Shares and Class N Shares. AQR (or an affiliate) makes additional payments out of its own resources to certain intermediaries or their affiliates based on sales or assets attributable to the intermediary, or such other criteria agreed to by AQR in connection with the sale or distribution of a Fund's shares or the administration of shareholder accounts. These payments may create a conflict of interest by influencing the broker-dealer or other financial intermediary and your individual financial professional to recommend a Fund over another investment. Ask your individual financial professional or visit your financial intermediary's website for more information. For more detailed information, please see "Rule 12b-1 Plan (Class N Shares)" and "Certain Additional Payments" in the Fund Prospectus.

What are the Funds' policies on dividends and distributions?

The Funds' policies on dividends and distributions are identical. Each Fund distributes to its shareholders substantially all net investment income as dividends and any net capital gains realized from sales of the Fund's portfolio securities. Any dividends or capital gains are declared and paid annually, usually in December. In order to minimize federal income and excise taxes of the Target Fund in connection with each Reorganization, the relevant Target Fund will distribute on or before the Valuation Time an amount which shall have the effect of distributing all of its undistributed net investment income, net tax-exempt income and net capital gains as of the Closing Date. The Funds' dividends and distributions, whether or not you reinvest these amounts in additional Fund shares, may be subject to federal income tax as ordinary income or capital gains, unless you are a tax-exempt investor or are investing through a tax-deferred account (in which case you may be subject to federal income tax upon withdrawal from such account). For more detailed information, please see "Distributions and Taxes" in the Fund Prospectus.

When will the Reorganizations occur?

The Reorganizations are expected to occur during the second calendar quarter of 2026.

The Reorganizations are expected to close on or about May 4, 2026.

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REASONS FOR THE REORGANIZATIONS

The primary purpose of each Reorganization is to combine each Target Fund with its corresponding Acquiring Fund.

AQR believes that shareholders of each Fund generally will benefit more from the potential operating efficiencies and economies of scale that may be achieved by combining the Funds' assets in the Reorganizations, than by continuing to operate the Funds separately.

At a meeting held on February 23-24, 2026, the Board, including all of the Independent Trustees by separate vote, unanimously determined that each Reorganization is in the best interests of the shareholders of the applicable Funds and that the interests of shareholders of each Fund will not be diluted as a result of its Reorganization.

In considering whether to approve each Reorganization, the Board, with the assistance and advice of counsel to the Trust and Independent Trustees, reviewed background materials, analyses and other information that it deemed relevant to its deliberations. In their deliberations, the Board members did not identify any single factor that was paramount or controlling, and individual Board members may have attributed different weights to various factors. The Board also evaluated the information available to it on a Fund-by-Fund basis, and made determinations separately with respect to each Fund. Certain of the factors considered by the Board are discussed in more detail below.

The Board members took into account that, as of December 31, 2025, each Target Fund and its corresponding Acquiring Fund held a similar set of securities. They also considered that each share class of each Combined Fund will have a contractual management fee that is the same as the contractual management fee of its Target Fund(s). The Board members also noted the increase in total annual Fund operating expenses due to (i) the increase in "Dividends on Short Sales and Interest Expense" resulting from the implementation of the Long-Short Strategy by each Combined Fund and (ii) the increase in the caps on "Specified Expenses" for Class N and Class I Shares of each Combined Fund. The Board members further noted that while they had separately approved such changes to take effect upon the closings of the Reorganizations, such changes are not contingent upon the Reorganizations and are expected to be implemented for an Acquiring Fund even if its Reorganization(s) did not proceed to close. See "SUMMARY-Will the Reorganization(s) affect Fund fees and expenses?"

In addition, the Board took into account that, as explained in this Statement, each of the AQR Large Cap Momentum Style Fund, AQR Small Cap Momentum Style Fund and AQR International Momentum Style Fund and its corresponding Acquiring Fund have identical investment objectives and similar strategies and policies, and the AQR International Defensive Style Fund has investment objectives, strategies and policies similar to its corresponding Acquiring Fund. Each Combined Fund will also have the same fundamental investment restrictions as its respective Target Fund. The Board members considered that all Funds offer Class I Shares, Class N Shares and Class R6 Shares with identical purchase, redemption, exchange and pricing policies. The Board further considered Fund management's assessment that each Reorganization will allow all shareholders to take advantage of potential economies of scale, achieving scale sooner than if the Funds were to continue to operate without combining. The Board members also took into account the current assets of each Fund, each Fund's subscription and redemption activity and the anticipated combined pro forma assets of each Combined Fund following the Reorganizations. The Board also considered the performance of the Funds involved in each Reorganization. In considering the performance of the Funds involved in each Reorganization, the Board recognized that no assurances can be given that a Combined Fund will achieve any particular level of performance after the applicable Reorganization.

The Board members also considered that the exchange of shares pursuant to each Reorganization is generally not expected to create any tax liabilities for shareholders, as the exchange of shares is not expected to

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be a taxable event. They considered that the cost basis and holding periods of shares in a Target Fund are expected to carry over to the share class that a shareholder will receive as a result of the applicable Reorganization. The Board noted, however, that the Reorganizations will still have tax implications for shareholders in taxable accounts to the extent a Target Fund realizes gains before the Reorganization, because the Target Fund will need to distribute any net realized gains and taxable income before the Reorganization and these distributions will generally be taxable to shareholders.

In approving the Reorganizations, the Board also considered that Target Fund shareholders have the ability to redeem their shares at any time up to the date of the Reorganizations without redemption or other fees charged by the Target Fund. Additionally, the Board considered alternatives to reorganizing each Target Fund, including liquidation, merging the Target Funds with other funds, or continuing to operate the Target Funds in their current structures.

The Board considered that each Acquiring Fund's existing service provider agreements, including, among others, its investment management, distribution, administration, transfer agency, and custody agreements, will remain in place following the Closing Date. The Board further considered that the service providers to each Fund are identical, and that each Acquiring Fund's service provider agreements are the same as those currently in place for its Target Fund. The Board acknowledged that the Adviser anticipates that the Combined Funds will engage certain enhanced custody and financing services effective upon the Closing Date, which are utilized by other series of the Trust.

The Board considered that the Target Fund and Acquiring Fund in each Reorganization share the same portfolio managers and investment team and that no changes to any Fund's portfolio managers, investment team, or resources are expected as a result of its Reorganization.

The Board members took into account that the Target Funds and Acquiring Funds use identical pricing methodologies to value their respective assets. They considered that assets of the Target Funds will be transferred to the Acquiring Funds at their value, determined as of the Valuation Time in accordance with the Trust's valuation procedures using the same pricing sources and methodologies. They also considered that a Target Fund shareholder will receive shares of the Acquiring Fund with an aggregate NAV equal to the aggregate NAV of the shares of the Target Fund that the shareholder owned immediately prior to the Reorganization. The Board also considered that a portion of the expenses incurred to execute each Reorganization will be paid by the applicable Funds and their shareholders because each Reorganization is expected to benefit its Funds.

Therefore, in consideration of these and other factors, the Board, including all of the Independent Trustees by separate vote, determined that each Reorganization is in the best interests of the shareholders of the applicable Funds and that the interests of shareholders of each Fund will not be diluted as a result of its Reorganization, and unanimously approved each Reorganization Agreement. AQR believes that shareholders' interests will be better served over time by completing these Reorganizations.

INVESTMENT OBJECTIVES AND PRINCIPAL INVESTMENT STRATEGIES

The following tables compare the investment objectives and principal investment strategies of the Target Funds, Acquiring Funds, and Combined Funds with respect to each Reorganization. As noted in the tables below, "(T)" refers to a Target Fund and "(A)" refers to an Acquiring Fund.

Comparison of the AQR Large Cap Momentum Style Fund and the AQR Large Cap Multi-Style Fund (Reorganization #1)

The investment objectives of the Target Fund, Acquiring Fund and Combined Fund are identical: to seek long-term capital appreciation. In each case, the investment objective is non-fundamental and may be changed by the Board without shareholder approval. Shareholders will normally receive at least 30 days' written notice of any change in a Fund's investment objective.

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Each Fund invests primarily in equity or equity-related securities of large-cap companies, which each Fund generally considers to be companies with market capitalizations within the range of the Russell 1000^® Total Return Index at the time of purchase. While the Target Fund pursues a momentum investment style by investing in equity or equity-related securities of large-cap companies that the Adviser determines to have positive momentum, the Acquiring Fund and Combined Fund combine multiple investment styles, primarily including value, momentum, and quality, using an integrated approach.

With respect to each Fund, the Adviser utilizes portfolio optimization techniques to determine trading activity, taking into account both anticipated transaction costs and potential tax consequences associated with trading each equity instrument. Further, when selecting securities for each Fund's portfolio, the Adviser employs tax management strategies which consider the potential impact of federal income tax on shareholders' investment return.

Effective upon the Closing Date of Reorganization #1, the Combined Fund's principal investment strategies will permit the Fund to pursue the Long-Short Strategy. An amendment to the AQR Large Cap Multi-Style Fund's Fund Prospectus and Fund SAI has been filed with the SEC relating to this change to the Fund's principal investment strategies and is subject to review by the staff of the SEC. The implementation of the Long-Short Strategy is not contingent upon Reorganization #1 and, subject to review by the staff of the SEC, will occur regardless of whether Reorganization #1 is completed.

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Comparison of the AQR Small Cap Momentum Style Fund and the AQR Small Cap Multi-Style Fund (Reorganization #2)

The investment objectives of the Target Fund, Acquiring Fund and Combined Fund are identical: to seek long-term capital appreciation. In each case, the investment objective is non-fundamental and may be changed by the Board without shareholder approval. Shareholders will normally receive at least 30 days' written notice of any change in a Fund's investment objective.

Each Fund invests primarily in equity or equity-related securities of small-cap companies, which each Fund generally considers to be companies with market capitalizations within the range of the Russell 2000^® Total Return Index at the time of purchase. While the Target Fund pursues a momentum investment style by investing in equity or equity-related securities of small-cap companies that the Adviser determines to have positive momentum, the Acquiring Fund and Combined Fund combine multiple investment styles, primarily including value, momentum, and quality, using an integrated approach.

With respect to each Fund, the Adviser utilizes portfolio optimization techniques to determine trading activity, taking into account both anticipated transaction costs and potential tax consequences associated with trading each equity instrument. Further, when selecting securities for each Fund's portfolio, the Adviser employs tax management strategies which consider the potential impact of federal income tax on shareholders' investment return.

Effective upon the Closing Date of Reorganization #2, the Combined Fund's principal investment strategies will permit the Fund to pursue the Long-Short Strategy. An amendment to the AQR Small Cap Multi-Style Fund's Fund Prospectus and Fund SAI has been filed with the SEC relating to this change to the Fund's principal investment strategies and is subject to review by the staff of the SEC. The implementation of the

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Long-Short Strategy is not contingent upon Reorganization #2 and, subject to review by the staff of the SEC, will occur regardless of whether Reorganization #2 is completed.

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Comparison of the AQR International Defensive Style Fund, AQR International Momentum Style Fund and the AQR International Multi-Style Fund (Reorganization #3)

The investment objectives of the Acquiring Fund and the Combined Fund are identical to AQR International Momentum Style Fund: to seek long-term capital appreciation. The investment objective of AQR International Defensive Style Fund is to seek total return. In each case, the investment objective is non-fundamental and may be changed by the Board without shareholder approval. Shareholders will normally receive at least 30 days' written notice of any change in a Fund's investment objective.

Each Fund invests primarily in equity or equity-related securities of international companies. The AQR International Momentum Style Fund, the Acquiring Fund and the Combined Fund generally invest in developed markets outside of the United States, which each of these Funds generally considers to be countries that are included in the MSCI Daily TR Net World Ex USA Index at the time of purchase. The AQR International Defensive Style Fund considers an issuer to be an international company if it is organized, domiciled, or has a principal place of business in a country that is part of the MSCI Daily TR Net World Ex USA Index, or if an instrument provides exposure to the change in value of a company that meets that definition.

While the AQR International Momentum Style Fund pursues a momentum investment style by investing in equity or equity-related securities of small-cap companies that the Adviser determines to have positive momentum, the Acquiring Fund and Combined Fund combine multiple investment styles, primarily including value, momentum, and quality, using an integrated approach. AQR International Defensive Style Fund, however, pursues a defensive investment style, seeking to provide downside protection with upside potential through active stock selection, risk management and diversification; to achieve this result, the Fund will be broadly diversified across companies and industries and will invest in stocks and industries that AQR believes will result in a portfolio that exhibits low measures of risk and high quality (e.g., stable companies with good business health).

With respect to each Fund, the Adviser utilizes portfolio optimization techniques to determine trading activity, taking into account both anticipated transaction costs and potential tax consequences associated with trading each equity instrument. Further, when selecting securities for each Fund's portfolio, the Adviser employs

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tax management strategies which consider the potential impact of federal income tax on shareholders' investment return.

Effective upon the Closing Date of Reorganization #3, the Combined Fund's principal investment strategies will permit the Fund to pursue the Long-Short Strategy. Also effective upon the Closing Date of Reorganization #3, the Acquiring Fund's 80% investment policy with respect to investing in equity and equity-related securities will be removed and, accordingly, the Combined Fund will not be subject to such 80% investment policy. An amendment to the AQR International Multi-Style Fund's Fund Prospectus and Fund SAI has been filed with the SEC relating to these changes to the Fund's principal investment strategies and is subject to review by the staff of the SEC. The implementation of the Long-Short Strategy and the removal of the Acquiring Fund's 80% investment policy are not contingent upon Reorganization #3 and, subject to review by the staff of the SEC, will occur regardless of whether Reorganization #3 is completed.

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FEES AND EXPENSES AND SUPPLEMENTAL FINANCIAL INFORMATION

Rule 6-11(d)(2) requires that, with respect to any fund acquisition, registered investment companies must provide the fees and expenses and supplemental financial information below in lieu of any pro forma financial statements required by Rules 11-01 to 11-03 under Regulation S-X. As a result, the pro forma financial statements of each Combined Fund are not required to be, and are not included in, this Statement or the SAI.

Fees and Expenses

When a Reorganization is completed, holders of Target Fund shares will receive the same class of shares in the Combined Fund that they previously held in the Target Fund. The following tables describe the fees and expenses that you may pay if you buy and hold shares of the Funds. The fees and expenses of the Funds set forth below are annualized based on the fees and expenses for the twelve-month period ended September 30, 2025, and the pro forma fees and expenses reflect the estimated fees and expenses of the Combined Fund as of September 30, 2025, assuming the Reorganizations take place as proposed. As discussed above, effective upon the Closing Date of each Reorganization, each Combined Fund's principal investment strategies will permit the Fund to implement the Long-Short Strategy. In connection with the implementation of the Long-Short Strategy, the Combined Funds each will incur dividends on short sales, which will result in the gross expense ratios and net expense ratios of the Combined Funds being greater than those of the respective Target Fund(s) and Acquiring Funds. In addition, effective upon the Closing Date of each Reorganization, the caps on "Specified Expenses" will increase from 0.15% to 0.20% for Class N Shares and Class I Shares, resulting in increased net expense ratios for the Combined Fund as compared to those of the respective Target Fund(s) and Acquiring Fund. These increases are reflected in the pro forma expenses of the Combined Funds in the tables below. For the avoidance of doubt, the implementation of the Long-Short Strategy and the increase in the caps on "Specified Expenses" for Class N Shares and Class I Shares, and the resulting increase in expense ratios, are not contingent upon the Reorganizations and will occur regardless of whether the Reorganizations are completed.

A discussion about the factors considered by the Board and its conclusions in approving the Funds' investment management agreements appear in the Funds' Annual Report on Form N-CSR.

The Adviser has contractually agreed to reimburse operating expenses of each Fund in an amount sufficient to limit "Specified Expenses" at no more than the percentages disclosed in the tables below. "Specified Expenses" as defined for this purpose include all Fund operating expenses other than management fees and 12b-1 fees and exclude interest, taxes, dividends on short sales, borrowing costs, acquired fund fees and expenses, interest expense relating to short sales, expenses related to class action claims, contingent expenses related to tax reclaim receipts, reorganization expenses and extraordinary expenses. This agreement between the Trust and the Adviser (the "Expense Limitation Agreement") will continue at least through January 28, 2028. The Expense Limitation Agreement may be terminated with the consent of the Board of Trustees, including a majority of the Non-Interested Trustees of the Trust. The Adviser is entitled to recapture any expenses reimbursed during the thirty-six month period following the end of the month during which the Adviser reimbursed expenses, provided that the amount recaptured may not cause the Specified Expenses attributable to a share class of the Fund during a year in which a repayment is made to exceed either of (i) the applicable limits in effect at the time of the reimbursement and (ii) the applicable limits in effect at the time of recapture. Following each Reorganization, the Adviser will not seek reimbursement of previously reimbursed expenses of a Target Fund. As noted above, effective upon the Closing Date of each of the Reorganizations, the aforementioned caps on "Specified Expenses" will increase from 0.15% to 0.20% for Class N Shares and Class I Shares. This increase is reflected in the pro forma expenses of the Combined Funds in the tables below. For the avoidance of doubt, the increase in the aforementioned caps on "Specified Expenses" for Class N Shares and Class I Shares is not contingent upon the Reorganizations and will occur regardless of whether the Reorganizations are completed.

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Comparison of the AQR Large Cap Momentum Style Fund and the AQR Large Cap Multi-Style Fund

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¹ When a cash dividend is declared on a stock the Fund has sold short, the Fund is required to pay an amount equal to the dividend to the party from which the Fund has borrowed stock, and to record the payment as an expense.

² Dividends on Short Sales and Interest Expense reflect estimated expenses for the Combined Fund due to the Combined Fund's implementation of the Long-Short Strategy, effective as of the Closing Date, pursuant to which it will obtain short exposure through investments in short equity positions.

³ AQR has contractually agreed to reimburse operating expenses of each Fund in an amount sufficient to limit Specified Expenses in the tables above at no more than 0.15% for Class N Shares and Class I Shares and 0.05% for Class R6 Shares. Effective upon the Closing Date of the Reorganization, the aforementioned caps on "Specified Expenses" will increase from 0.15% to 0.20% for Class N Shares and Class I Shares. The increase in caps on "Specified Expenses" is reflected in the pro forma expenses of the Combined Fund in the tables above. "Specified Expenses" includes all Fund operating expenses other than management fees and 12b-1 fees and exclude interest, taxes, dividends on short sales, borrowing costs, acquired fund fees and expenses, interest expense relating to short sales, expenses related to class action claims, contingent expenses related to tax reclaim receipts, reorganization expenses and extraordinary expenses.

⁴ Total Annual Fund Operating Expenses after Expense Reimbursements for the Combined Fund are 0.40%, 0.70% and 0.30% for Class I Shares, Class N Shares and Class R6 Shares, respectively, if Dividends on Short Sales and Interest Expense are not included.

Comparison of the AQR Small Cap Momentum Style Fund and the AQR Small Cap Multi-Style Fund

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¹ When a cash dividend is declared on a stock the Fund has sold short, the Fund is required to pay an amount equal to the dividend to the party from which the Fund has borrowed stock, and to record the payment as an expense.

² Dividends on Short Sales and Interest Expense reflect estimated expenses for the Combined Fund due to the Combined Fund's implementation of the Long-Short Strategy, effective as of the Closing Date, pursuant to which it will obtain short exposure through investments in short equity positions.

³ AQR has contractually agreed to reimburse operating expenses of each Fund in an amount sufficient to limit Specified Expenses in the tables above at no more than 0.15% for Class N Shares and Class I Shares and 0.05% for Class R6 Shares. Effective upon the Closing Date of the Reorganization, the aforementioned caps on "Specified Expenses" will increase from 0.15% to 0.20% for Class N Shares and Class I Shares. The increase in caps on "Specified Expenses" is reflected in the pro forma expenses of the Combined Fund in the tables above. "Specified Expenses" includes all Fund operating expenses other than management fees and 12b-1 fees and exclude interest, taxes, dividends on short sales, borrowing costs, acquired fund fees and expenses, interest expense relating to short sales, expenses related to class action claims, contingent expenses related to tax reclaim receipts, reorganization expenses and extraordinary expenses.

⁴ Total Annual Fund Operating Expenses after Expense Reimbursements for the Combined Fund are 0.66%, 0.92% and 0.52% for Class I Shares, Class N Shares and Class R6 Shares, respectively, if Dividends on Short Sales and Interest Expense are not included.

Comparison of the AQR International Defensive Style Fund, AQR International Momentum Style Fund and the AQR International Multi-Style Fund

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¹ When a cash dividend is declared on a stock the Fund has sold short, the Fund is required to pay an amount equal to the dividend to the party from which the Fund has borrowed stock, and to record the payment as an expense.

² Dividends on Short Sales and Interest Expense reflect estimated expenses for the Combined Fund due to the Combined Fund's implementation of the Long-Short Strategy, effective as of the Closing Date, pursuant to which it will obtain short exposure through investments in short equity positions.

³ Other Expenses of the AQR International Momentum Style Fund have been restated to reflect the exclusion of certain non-recurring expenses that occurred during the fiscal year ended September 30, 2025.

⁴The Total Annual Fund Operating Expenses and Total Annual Fund Operating Expenses after Expense Reimbursements for the AQR International Momentum Style Fund do not correlate to the Ratio to Average Net Assets of Expenses, Before Reimbursements and Ratio to Average Net Assets of Expenses, Net of Reimbursements, respectively, given in the AQR International Momentum Style Fund's most recent Annual Financial Statements and Other Information included in Form N-CSR, which do not include the restatement of Other Expenses.

⁵AQR has contractually agreed to reimburse operating expenses of each Fund in an amount sufficient to limit Specified Expenses in the tables above at no more than 0.15% for Class N Shares and Class I Shares and 0.05% for Class R6 Shares. Effective upon the Closing Date of the

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Reorganization, the aforementioned caps on "Specified Expenses" will increase from 0.15% to 0.20% for Class N Shares and Class I Shares. The increase in caps on "Specified Expenses" is reflected in the pro forma expenses of the Combined Fund in the tables above. "Specified Expenses" includes all Fund operating expenses other than management fees and 12b-1 fees and exclude interest, taxes, dividends on short sales, borrowing costs, acquired fund fees and expenses, interest expense relating to short sales, expenses related to class action claims, contingent expenses related to tax reclaim receipts, reorganization expenses and extraordinary expenses.

⁶ Total Annual Fund Operating Expenses after Expense Reimbursements for the Combined Fund are 0.64%, 0.92% and 0.52% for Class I Shares, Class N Shares and Class R6 Shares, respectively, if Dividends on Short Sales and Interest Expense are not included.

Example: This Example is intended to help you compare the cost of investing in the Funds with the cost of investing in other mutual funds. The Example assumes that you invest $10,000 in each Fund for the time periods indicated and then redeem all of your shares at the end of those periods. The Example also assumes that your investment has a 5% return each year and that each Fund's operating expenses remain the same and takes into account the effect of the Expense Limitation Agreement through January 28, 2028. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

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Supplemental Financial Information

The Reorganizations will not result in a material change to each Target Fund's investment portfolio due to the investment restrictions of its Combined Fund. In particular, each security held by each Target Fund is eligible to be held by its Combined Fund. As a result, a schedule of investments of each Target Fund modified to show the effects of such change is not required and is not included.

There are no material differences in the accounting policies of each Target Fund as compared to those of its Acquiring Fund.

PRINCIPAL RISKS

All investments, including those in mutual funds, have risks and it is possible that you could lose money by investing in a Fund. No one investment is suitable for all investors. Each Fund is intended for long-term investors.

Disclosure regarding each principal risk factor is available following the tables below. As noted in the tables below, "(T)" refers to a Target Fund and "(A)" refers to an Acquiring Fund.

Comparison of the AQR Large Cap Momentum Style Fund and the AQR Large Cap Multi-Style Fund (Reorganization #1)

As discussed above under "Investment Objectives and Principal Investment Strategies", the Funds have identical investment objectives and similar principal investment strategies. As a result, the Combined Fund will have the same principal risks as the Target Fund and Acquiring Fund. However, because the Combined Fund will take long and short positions in equity positions, and because it applies multiple investment styles, the Combined Fund also will have certain additional principal risks, as reflected below.

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Comparison of the AQR Small Cap Momentum Style Fund and the AQR Small Cap Multi-Style Fund (Reorganization #2)

As discussed above under "Investment Objectives and Principal Investment Strategies", the Funds have identical investment objectives and similar principal investment strategies. As a result, the Combined Fund will have the same principal risks as the Target Fund and Acquiring Fund. However, because the Combined Fund will take long and short positions in equity positions, and because it applies multiple investment styles, the Combined Fund also will have certain additional principal risks, as reflected below.

Comparison of the AQR International Defensive Style Fund, AQR International Momentum Style Fund and the AQR International Multi-Style Fund (Reorganization #3)

As discussed above under "Investment Objectives and Principal Investment Strategies", the Combined Fund has (i) the same investment objective as the Acquiring Fund and the AQR International Momentum Style Fund and a similar investment objective as the AQR International Defensive Style Fund, and (ii) principal investment strategies that are similar to those of the Acquiring Fund, the AQR International Momentum Style Fund and the AQR International Defensive Style Fund. As a result, the Combined Fund will primarily have the same principal risks as the Target Funds and Acquiring Fund. However, because the Combined Fund will take long and short

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positions in equity positions, and because it applies multiple investment styles, the Combined Fund also will have certain additional principal risks, as reflected below.

The risks identified below are the principal risks of investing in each Fund, if indicated in the foregoing tables. Please refer to the principal risk factor tables above for information on the specific risks that apply to each Fund.

Common Stock Risk: A Fund may invest in, or have exposure to, common stocks, which are a type of equity security that represents an ownership interest in a corporation. Common stocks are subject to greater fluctuations in market value than certain other asset classes as a result of such factors as a company's business performance, investor perceptions, stock market trends and general economic conditions. The rights of common stockholders are subordinate to all other claims on a company's assets, including debt holders and preferred stockholders. Therefore, a Fund could lose money if a company in which it invests becomes financially distressed.

Counterparty Risk: A Fund may enter into various types of derivative contracts as described below under "Derivatives Risk" as described below under "Derivatives Risk". Many of these derivative contracts will be privately negotiated in the over-the-counter market. These contracts also involve exposure to credit risk, since contract performance depends in part on the financial condition of the

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counterparty. If a privately negotiated over-the-counter contract calls for payments by a Fund, a Fund must be prepared to make such payments when due. In addition, if a counterparty's creditworthiness declines, a Fund may not receive payments owed under the contract, or such payments may be delayed under such circumstances and the value of agreements with such counterparty can be expected to decline, potentially resulting in losses to a Fund.

Currency Risk: Currency risk is the risk that changes in currency exchange rates will negatively affect securities denominated in, and/or receiving revenues in, foreign currencies. Adverse changes in currency exchange rates (relative to the U.S. dollar) may erode or reverse any potential gains from a Fund's investments in securities denominated in a foreign currency or may widen existing losses.

Currency exchange rates may be particularly affected by the relative rates of inflation, interest rate levels, the balance of payments and the extent of governmental surpluses or deficits in such foreign countries and in the United States, all of which are in turn sensitive to the monetary, fiscal and trade policies pursued by the governments of such foreign countries, the United States and other countries important to international trade and finance. Governments may use a variety of techniques, such as intervention by their central bank or imposition of regulatory controls or taxes, to affect the exchange rates of their respective currencies. They may also issue a new currency to replace an existing currency or alter the exchange rate or relative exchange characteristics by devaluation or revaluation of a currency. The liquidity and trading value of these foreign currencies could be affected by the actions of sovereign governments and central banks, which could change or interfere with theretofore freely determined currency valuation, fluctuations in response to other market forces and the movement of currencies across borders.

Derivatives Risk: The Adviser may make use of futures, forwards, swaps and other forms of derivative instruments. In general, a derivative instrument typically involves leverage, i.e., it provides exposure to potential gain or loss from a change in the level of the market price of the underlying security, currency or commodity (or a basket or index) in a notional amount that exceeds the amount of cash or assets required to establish or maintain the derivative instrument. Adverse changes in the value or level of the underlying asset or index, which a Fund may not directly own, can result in a loss to a Fund substantially greater than the amount invested in the derivative itself. Certain derivatives have the potential for unlimited loss, regardless of the size of the initial investment. The use of derivative instruments also exposes a Fund to additional risks and transaction costs. These instruments come in many varieties and have a wide range of potential risks and rewards, and may include, as further described in the "Principal Investment Strategies" section for each Fund, futures contracts, swaps, and/or forward foreign currency contracts. Risks of these instruments include:

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Each Fund relies on certain exemptions in Rule 18f-4 under the 1940 Act to enter into Derivatives Transactions (as defined below) and certain other transactions notwithstanding the restrictions on the issuance of "senior securities" under Section 18 of the 1940 Act. Section 18 of the 1940 Act, among other things, prohibits open-end funds, including the Funds, from issuing or selling any "senior security," other than borrowing from a bank (subject to a requirement to maintain 300% "asset coverage").

Under Rule 18f-4, "Derivatives Transactions" include the following: (1) any swap, security-based swap, futures contract, forward contract, option (excluding purchased options), any combination of the foregoing, or any similar instrument, under which a Fund is or may be required to make any payment or delivery of cash or other assets during the life of the instrument or at maturity or early termination, whether as margin or settlement payment or otherwise; (2) any short sale borrowing; and (3) so long as the Fund determines to rely on the exemption in Rule 18f-4(d)(1)(ii), reverse repurchase agreements and similar financing transactions (e.g., recourse and non-recourse tender option bonds, and borrowed bonds), if a Fund elects to treat these transactions as Derivatives Transactions under Rule 18f-4.

Unless a Fund is relying on the Limited Derivatives User Exception (as defined below), the Fund must comply with Rule 18f-4 with respect to its Derivatives Transactions. Rule 18f-4, among other things, requires a Fund to adopt and implement a comprehensive written derivatives risk management program ("DRMP") and comply with a relative or absolute limit on Fund leverage risk calculated based on value-at-risk ("VaR"). The DRMP is administered by a "derivatives risk manager," who is appointed by the Fund's Board, including a majority of the Non-Interested Trustees, and periodically reviews the DRMP and reports to the Fund's Board.

Rule 18f-4 provides an exception from the DRMP, VaR limit and certain other requirements if a Fund's "derivatives exposure" is limited to 10% of its net assets (as calculated in accordance with Rule 18f-4) and the Fund adopts and implements written policies and procedures reasonably designed to manage its derivatives risks (the "Limited Derivatives User Exception").

Foreign Investments Risk: A Fund's investments in foreign instruments, including depositary receipts, involve risks not associated with investing in U.S. instruments. Foreign markets may be less liquid, more volatile and subject to less government supervision than domestic markets. There may be difficulties enforcing contractual obligations, and it may take more time for trades to clear and settle. The specific risks of investing in foreign instruments, among others, include:

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Forward and Futures Contract Risk: As described in the "Principal Investment Strategies" section for each Fund, a Fund may invest in forward and/or futures contracts. The successful use of forward and futures contracts draws upon the Adviser's skill and experience with respect to such instruments and is subject to special risk considerations. The primary risks associated with the use of forward and futures contracts, which may adversely affect a Fund's NAV and total return, are (a) the imperfect correlation between the change in market value of the instruments held by the Fund and the price of the forward or futures contract; (b) possible lack of a liquid secondary market for a forward or futures contract and the resulting inability to close a forward or futures contract when desired; (c) losses caused by unanticipated market movements, which are potentially unlimited; (d) the Adviser's inability to predict correctly the direction of securities prices, interest rates, currency exchange rates and other economic factors; (e) the possibility that the counterparty will default in the performance of its obligations; and (f) if the Fund has insufficient cash, it may have to sell securities from its portfolio to meet daily variation margin requirements, and the Fund may have to sell securities at a time when it may be disadvantageous to do so.

Hedging Transactions Risk: The Adviser from time to time employs various hedging techniques. The success of a Fund's hedging strategy will be subject to the Adviser's ability to correctly assess the degree of correlation between the performance of the instruments used in the hedging strategy and the performance of the investments in the portfolio being hedged. Since the characteristics of many securities change as markets change or time passes, the success of a Fund's hedging strategy will also be subject to the Adviser's ability to continually recalculate, readjust, and execute hedges in an efficient and timely manner.

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Hedging against a decline in the value of a portfolio position does not eliminate fluctuations in the values of those portfolio positions or prevent losses if the values of those positions decline. Rather, it establishes other positions designed to gain from those same declines, thus seeking to moderate the decline in the portfolio position's value. Such hedging transactions also limit the opportunity for gain if the value of the portfolio position should increase. For a variety of reasons, the Adviser may not seek to establish a perfect correlation between such hedging instruments and the portfolio holdings being hedged. Such imperfect correlation may prevent a Fund from achieving the intended hedge or expose a Fund to risk of loss. In addition, it is not possible to hedge fully or perfectly against any risk, and hedging entails its own costs (such as trading commissions and fees). The Adviser may determine, in its sole discretion, not to hedge against certain risks and certain risks may exist that cannot be hedged. Furthermore, the Adviser may not anticipate a particular risk so as to hedge against it effectively.

High Portfolio Turnover Risk: The investment techniques and strategies utilized by a Fund, including investments made on a shorter-term basis or in derivative instruments or instruments with a maturity of one year or less at the time of acquisition, may result in frequent portfolio trading and high portfolio turnover. High portfolio turnover rates will cause a Fund to incur higher levels of brokerage fees and commissions, which may reduce performance, and may cause higher levels of current tax liability to shareholders in a Fund.

Investment in Other Investment Companies Risk: As with other investments, investments in other investment companies, including exchange-traded funds ("ETFs"), are subject to market and manager risk. In addition, if a Fund acquires shares of investment companies, shareholders bear both their proportionate share of expenses in a Fund (including management and advisory fees) and, indirectly, the expenses of the investment companies. A Fund may invest in money market mutual funds. An investment in a money market mutual fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. Although money market mutual funds that invest in U.S. Government securities seek to preserve the value of a Fund's investment at $1.00 per share, it is possible to lose money by investing in a stable NAV money market mutual fund. Moreover, prime money market mutual funds are required to use floating NAVs that do not preserve the value of a Fund's investment at $1.00 per share. A prime money market mutual fund may impose liquidity fees or temporary gates on redemptions if its weekly liquid assets fall below a designated threshold. If this were to occur, a Fund may lose money on its investment in the prime money market mutual fund, or a Fund may not be able to redeem its investment in the prime money market mutual fund.

Leverage Risk: As part of a Fund's principal investment strategy, the Fund may enter into short sales and/or make investments in futures contracts, forward contracts, swaps and other derivative instruments. These investment activities provide the economic effect of financial leverage by creating additional investment exposure to the underlying instrument, as well as the potential for greater loss. If a Fund uses leverage through activities such as entering into short sales or purchasing derivative instruments, the Fund has the risk that losses may exceed the net assets of the Fund. The net asset value of a Fund while employing leverage will be more volatile and sensitive to market movements.

Manager Risk: If the Adviser makes poor investment decisions, it will negatively affect a Fund's investment performance.

Market Risk: Each Fund is subject to market risk, which is the risk that the markets on which the Fund's investments trade will increase or decrease in value. Market risk applies to every Fund investment. Prices may fluctuate widely over short or extended periods in response to company, market or economic news. Markets also tend to move in cycles, with periods of rising and falling prices. If there is a general decline in the securities and other markets, your investment in a Fund may lose value, regardless of the individual results of the securities and other instruments in which the Fund invests.

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Mid-Cap Securities Risk: A Fund may invest in, or have exposure to, the securities of mid-cap companies. The prices of securities of mid-cap companies generally are more volatile than those of large capitalization companies and are more likely to be adversely affected than large-cap companies by changes in earnings results and investor expectations or poor economic or market conditions, including those experienced during a recession.

Model and Data Risk: Given the complexity of the investments and strategies of each Fund, the Adviser relies heavily on quantitative models and information and traditional and non-traditional data supplied or made available by third parties ("Models and Data"). Models and Data are used to construct sets of transactions and investments, to provide risk management insights, and to assist in hedging a Fund's investments.

When Models and Data prove to be incorrect or incomplete, including because data is stale, missing or unavailable, any decisions made in reliance thereon expose a Fund to potential risks. For example, by relying on Models and Data, the Adviser may be induced to buy certain investments at prices that are too high, to sell certain other investments at prices that are too low, or to miss favorable opportunities altogether. Similarly, any hedging based on faulty Models and Data may prove to be unsuccessful. A Fund bears the risk that the quantitative models used by the Adviser will not be successful in selecting investments, forecasting movements in industries, sectors, or corporate or government entities, as applicable, or in determining the weighting of investment positions that will enable a Fund to achieve its investment objective.

Some of the models used by the Adviser for one or more Funds are predictive in nature. The use of predictive models has inherent risks. For example, such models may incorrectly forecast future behavior, leading to potential losses on a cash flow and/or a mark-to-market basis. In addition, in unforeseen or certain low-probability scenarios (often involving a market disruption of some kind), such models may produce unexpected results, which can result in losses for a Fund.

The Adviser also uses machine learning, which typically has less out-of-sample evidence and is less transparent or interpretable, which could result in errors or omissions. Furthermore, because predictive models are usually constructed based on historical data supplied by third parties or otherwise, the success of relying on such models may depend on the accuracy and reliability of the supplied historical data.

All models rely on correct data inputs. If incorrect data is entered into even a well-founded model, the resulting information will be incorrect. However, even if data is inputted correctly, "model prices" will often differ substantially from market prices, especially for instruments with complex characteristics, such as derivative instruments. Model prices can differ from market prices as model prices are typically based on assumptions and estimates derived from recent market data that may not remain realistic or relevant in the future. To address these issues, the Adviser evaluates model prices and outputs versus recent transactions or similar securities, and as a result, such models may be modified from time to time.

With respect to the management of certain Funds, the Adviser currently makes use of non-traditional data, also known as "alternative data" (e.g., data related to consumer transactions or other behavior, social media sentiment, and internet search and traffic data). These data sets are expected to change over time, and the Adviser's use of alternative data is expected to evolve over time as well. The decision to incorporate certain alternative data sets within a particular model is subjective and in the sole discretion of the Adviser. There can be no assurance that using alternative data will result in positive performance. Alternative data is often less structured than traditional data sets and usually has less history, making it more complicated (and riskier) to incorporate into quantitative models. Alternative data providers often have less robust information technology infrastructure, which can result in data sets being suspended, delayed, or otherwise unavailable. In addition, as regulators have increased scrutiny of the use of

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alternative data in making investment decisions, the changing regulatory landscape could result in legal, regulatory, financial and/or reputational risk.

A Fund is unlikely to be successful unless the assumptions underlying the models are realistic and either remain realistic and relevant in the future or are adjusted to account for changes in the overall market environment. If such assumptions are inaccurate or become inaccurate and are not promptly adjusted, it is likely that profitable trading signals will not be generated. The Adviser's testing of its Models and Data are directed in part at identifying these risks, but there is no guarantee that these risks will be effectively managed. If and to the extent that the models do not reflect certain factors, and the Adviser does not successfully address such omissions through its testing and evaluation and modify the models accordingly, major losses may result. The Adviser, in its sole discretion, will continue to test, evaluate and add new models, which may result in the modification of existing models from time to time. Any modification of the models or strategies will not be subject to any requirement that shareholders receive notice of the change or that they consent to it. There can be no assurance that model modifications will enable a Fund to achieve its investment objective.

Risk Associated with Use of AI

In line with advances in computing technology and data analytics, there has been an increasing trend towards utilizing machine learning, natural language processing, artificial generative intelligence, artificial neural networks, artificial narrow intelligence, or similar tools, models and systems generally referred to as "artificial intelligence" (collectively, "AI Tools") as part of portfolio management, trading, portfolio risk management and other applications in the investment management processes used by various market participants. The Adviser currently utilizes machine learning and natural language processing with respect to certain investment strategies and may use other AI Tools in the future in connection with its investment management activities. In addition, certain vendors and counterparties, including third-party research providers, may use AI Tools. Many AI Tools are relatively recent developments and may be subject to one or more undetected errors, defects or security vulnerabilities. Some errors may be discovered only after an AI Tool has been used by end customers or after substantial operations in the marketplace. Any exploitable errors or security vulnerabilities discovered after such AI Tools are in widespread operation could result in substantial loss of revenues or assets, or material liabilities or sanctions.

Momentum Style Risk: Investing in or having exposure to securities with positive momentum entails investing in securities that have had above-average recent returns. These securities may be more volatile than a broad cross-section of securities. In addition, there may be periods during which the investment performance of a Fund while using a momentum strategy may suffer.

Real Estate-Related Investment Risk: Investments in REITs and other real estate-related investments are subject to unique risks. Adverse developments affecting the real estate industry and real property values can cause the stocks of these companies to decline. In a rising interest rate environment, the stock prices of real estate-related investments may decline and the borrowing costs of these companies may increase. Historically, the returns from the stocks of real estate-related investments, which typically are small- or mid-capitalization stocks, have performed differently from the overall stock market. Real estate-related investments are subject to management fees and other expenses. A Fund will bear its proportionate share of these costs when it invests in real estate-related investments.

Unique risks of real estate-related investments include difficulties in valuing and disposing of real estate, the possibility of declines in the value of real estate, risks related to general and local economic conditions, the possibility of adverse changes in the climate for real estate, environmental liability risks, the risk of increases in property taxes and operating expenses, possible adverse changes in zoning laws, the risk of casualty or condemnation losses, limitations on rents, the possibility of adverse changes in

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interest rates and in the credit markets and the possibility of borrowers paying off mortgages sooner than expected, which may lead to reinvestment of assets at lower prevailing interest rates.

Short Sale Risk: A Fund enters into a short sale by selling a security it has borrowed (typically from a broker or other institution). If the market price of a security increases after a Fund borrows the security, a Fund will suffer a (potentially unlimited) loss when it replaces the borrowed security at the higher price. There is the risk that the security borrowed by a Fund in connection with a short sale would need to be returned to the lenders on short notice. If such request for return of a security occurs at a time when other short sellers of the same security are receiving similar requests, a "short squeeze" can occur, wherein a Fund might be compelled, at the most disadvantageous time, to replace the borrowed security previously sold short with purchases on the open market possibly at prices significantly in excess of the proceeds received earlier in originally selling the security short. Purchasing securities to close out the short position can itself cause the price of the security to rise further, thereby exacerbating any loss. In addition, a Fund may not always be able to borrow the security at a particular time or at an acceptable price. Before a Fund replaces a borrowed security, it is required to designate on its books cash or liquid assets as collateral to cover a Fund's short position, marking the collateral to market daily. This obligation limits a Fund's investment flexibility, as well as its ability to meet redemption requests or other current obligations. A Fund may also take a short position in a derivative instrument, such as a future, forward or swap. A short position in a derivative instrument involves the risk of a theoretically unlimited increase in the value of the underlying instrument, which could cause a Fund to suffer a (potentially unlimited) loss. Short sales also involve transaction and financing costs that will reduce potential Fund gains and increase potential Fund losses.

Small-Cap Securities Risk: Investments in or exposure to the securities of companies with smaller market capitalizations involve higher risks in some respects than do investments in securities of larger companies. For example, prices of such securities are often more volatile than prices of large capitalization securities. In addition, due to thin trading in some such securities, an investment in these securities may be less liquid (i.e., harder to sell) than that of larger capitalization securities. Smaller capitalization companies also fail more often than larger companies and may have more limited management and financial resources than larger companies.

Tax-Managed Investment Risk: When employing tax-managed strategies, the performance of a Fund may deviate from that of non-tax-managed funds and may not provide as high a return before consideration of federal income tax consequences as non-tax-managed funds. A Fund's tax-sensitive investment strategy involves active management with the intent of minimizing the amount of realized gains from the sale of securities; however, market conditions may limit a Fund's ability to execute such strategy. A Fund's ability to utilize various tax-management techniques may be curtailed or eliminated in the future by tax legislation or regulation. Although, when employing tax-managed strategies, a Fund expects that a smaller portion of its total return will consist of taxable distributions to shareholders as compared to non-tax-managed funds, there can be no assurance about the size of taxable distributions to shareholders.

Distributions of ordinary income to shareholders may be reduced by investing in lower-yielding securities and/or stocks that pay dividends that would qualify for favorable federal tax treatment provided certain holding periods and other conditions are satisfied by a Fund. A Fund may invest in stocks and other securities that generate income taxable at ordinary income rates.

Value Style Risk: Investing in or having exposure to "value" securities presents the risk that the securities may never reach what the Adviser believes are their full market values, either because the market fails to recognize what the Adviser considers to be the security's true value or because the Adviser misjudged that value. In addition, there may be periods during which the investment performance of the Fund while using a value strategy may suffer.

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Volatility Risk: A Fund may have investments that appreciate or decrease significantly in value over short periods of time. This may cause the Fund's net asset value per share to experience significant increases or declines in value over short periods of time, however, all investments long- or short-term are subject to risk of loss.

The Funds may also be subject to certain other risks associated with their investments and investment strategies, including:

Market Disruption Risk: Markets may be impacted by economic, political, regulatory and other conditions, including economic sanctions, tariffs and other government actions. Additionally, the occurrence of local and global events, including war, terrorism, economic uncertainty, trade disputes, extreme weather and climate-related events, public health crises, spread of infectious illness and related geopolitical events have led, and in the future may lead, to increased market volatility, which may disrupt the U.S. and world economies, individual companies and markets and may have significant adverse direct or indirect effects on a Fund and its investments. For example, conflicts between Russia and Ukraine in Europe, Hamas and Israel in the Middle East and the United States and Venezuela in the Americas have led to market disruptions, including unusual volatility in global commodity markets. Such conflicts, which are unpredictable in terms of global impact and duration, can have severe negative effects on regional and global financial markets.

The Funds could lose money due to the effects of a market disruption. A market disruption may disturb historical pricing relationships or trends that certain strategies and models are based on, resulting in losses to a Fund. Similarly, the responses of governments, regulators and exchanges to a market disruption could adversely impact the Funds' ability to implement certain strategies or manage the risk of outstanding positions. For example, regulators have permitted the delay in the public reporting of financial information, and numerous exchanges have implemented trading suspensions or restrictions on short selling in recent years. Although multiple asset classes may be affected by a market disruption, the duration and effects may not be the same for all types of assets.

Additional descriptions are in the Fund Prospectus and Fund SAI, which are incorporated herein by reference.

FUNDAMENTAL INVESTMENT RESTRICTIONS

Each Combined Fund will have the same fundamental investment restrictions as its Target Fund, as set forth in Appendix A.

PERFORMANCE INFORMATION

The performance information below shows summary performance information for each Fund's Class I Shares in a bar chart and all of each Fund's share classes in an average annual total returns table. The information shows you how each Fund's performance has varied year by year and provides some indication of the risks of investing in the Fund. A Fund's past performance (before and after taxes), as provided by the bar chart and performance table that follows, is not an indication of future results. Updated information on each Fund's performance, including its current NAV per share, can be obtained by visiting https://funds.aqr.com.

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AQR Large Cap Momentum Style Fund

Class I Shares - Total Returns

The bar chart below provides an illustration of how the Fund's performance has varied in each of the indicated calendar years.

Average Annual Total Returns as of December 31, 2025

The following table compares the Fund's average annual total returns for Class I Shares, Class N Shares and Class R6 Shares as of December 31, 2025 to the Russell 1000^® Total Return Index. You cannot invest directly in an index. The table includes all applicable fees and sales charges.

After-tax returns are calculated using the historical highest individual marginal tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor's tax situation and may differ from those shown, and after-tax returns are not relevant to investors who hold their Fund shares through tax-deferred arrangements such as 401(k) plans or individual retirement accounts. After-tax returns are for Class I Shares only. After-tax returns for other classes will vary.

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AQR Large Cap Multi-Style Fund

Class I Shares - Total Returns

The bar chart below provides an illustration of how the Fund's performance has varied in each of the indicated calendar years.

Average Annual Total Returns as of December 31, 2025

The following table compares the Fund's average annual total returns for Class I Shares, Class N Shares and Class R6 Shares as of December 31, 2025 to the Russell 1000^® Total Return Index. You cannot invest directly in an index. The table includes all applicable fees and sales charges.

After-tax returns are calculated using the historical highest individual marginal tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor's tax situation and may differ from those shown, and after-tax returns are not relevant to investors who hold their Fund shares through tax-deferred arrangements such as 401(k) plans or individual retirement accounts. After-tax returns are for Class I Shares only. After-tax returns for other classes will vary.

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AQR Small Cap Momentum Style Fund

Class I Shares - Total Returns

The bar chart below provides an illustration of how the Fund's performance has varied in each of the indicated calendar years.

Average Annual Total Returns as of December 31, 2025

The following table compares the Fund's average annual total returns for Class I Shares, Class N Shares and Class R6 Shares as of December 31, 2025 to the Russell 3000^® Total Return Index and the Russell 2000^® Total Return Index. You cannot invest directly in an index. The table includes all applicable fees and sales charges.

*The Russell 3000^® Total Return Index is provided so that investors may compare the performance of the Fund with the performance of the broad-based index that represents the overall domestic equity market.

After-tax returns are calculated using the historical highest individual marginal tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor's tax situation and may differ from those shown, and after-tax returns are not relevant to investors who hold their Fund shares through tax-deferred arrangements such as 401(k) plans or individual retirement accounts. After-tax returns are for Class I Shares only. After-tax returns for other classes will vary.

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AQR Small Cap Multi-Style Fund

Class I Shares - Total Returns

The bar chart below provides an illustration of how the Fund's performance has varied in each of the indicated calendar years.

Average Annual Total Returns as of December 31, 2025

The following table compares the Fund's average annual total returns for Class I Shares, Class N Shares and Class R6 Shares as of December 31, 2025 to the Russell 3000^® Total Return Index and the Russell 2000^® Total Return Index. You cannot invest directly in an index. The table includes all applicable fees and sales charges.

*The Russell 3000^® Total Return Index is provided so that investors may compare the performance of the Fund with the performance of the broad-based index that represents the overall domestic equity market.

After-tax returns are calculated using the historical highest individual marginal tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor's tax situation and may differ from those shown, and after-tax returns are not relevant to investors who hold their Fund shares through tax-deferred arrangements such as 401(k) plans or individual retirement accounts. After-tax returns are for Class I Shares only. After-tax returns for other classes will vary.

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AQR International Defensive Style Fund

Class I Shares - Total Returns

The bar chart below provides an illustration of how the Fund's performance has varied in each of the indicated calendar years.

Average Annual Total Returns as of December 31, 2025

The following table compares the Fund's average annual total returns for Class I Shares, Class N Shares and Class R6 Shares as of December 31, 2025 to the MSCI Daily TR Net World Ex USA Index. You cannot invest directly in an index. The table includes all applicable fees and sales charges.

After-tax returns are calculated using the historical highest individual marginal tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor's tax situation and may differ from those shown, and after-tax returns are not relevant to investors who hold their Fund shares through tax-deferred arrangements such as 401(k) plans or individual retirement accounts. After-tax returns are for Class I Shares only. After-tax returns for other classes will vary.

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AQR International Momentum Style Fund

Class I Shares - Total Returns

The bar chart below provides an illustration of how the Fund's performance has varied in each of the indicated calendar years.

Average Annual Total Returns as of December 31, 2025

The following table compares the Fund's average annual total returns for Class I Shares, Class N Shares and Class R6 Shares as of December 31, 2025 to the MSCI Daily TR Net World Ex USA Index. You cannot invest directly in an index. The table includes all applicable fees and sales charges.

After-tax returns are calculated using the historical highest individual marginal tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor's tax situation and may differ from those shown, and after-tax returns are not relevant to investors who hold their Fund shares through tax-deferred arrangements such as 401(k) plans or individual retirement accounts. After-tax returns are for Class I Shares only. After-tax returns for other classes will vary.

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AQR International Multi-Style Fund

Class I Shares - Total Returns

The bar chart below provides an illustration of how the Fund's performance has varied in each of the indicated calendar years.

Average Annual Total Returns as of December 31, 2025

The following table compares the Fund's average annual total returns for Class I Shares, Class N Shares and Class R6 Shares as of December 31, 2025 to the MSCI Daily TR Net World Ex USA Index. You cannot invest directly in an index. The table includes all applicable fees and sales charges.

After-tax returns are calculated using the historical highest individual marginal tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor's tax situation and may differ from those shown, and after-tax returns are not relevant to investors who hold their Fund shares through tax-deferred arrangements such as 401(k) plans or individual retirement accounts. After-tax returns are for Class I Shares only. After-tax returns for other classes will vary.

MANAGEMENT OF THE FUNDS

AQR is an investment management firm that employs a disciplined multi-asset, global research process (AQR stands for Applied Quantitative Research). Investment decisions are made by AQR using a series of global asset allocation, arbitrage, and security selection models, and implemented using proprietary trading and risk-

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management systems. AQR believes that a systematic and disciplined process is essential to achieving long-term success in investment and risk management. The principals of AQR have been pursuing the research supporting this approach since the late 1980s, and have been implementing this approach in one form or another since 1993. The research conducted by principals and employees of AQR has been published in a variety of professional journals since 1991. Please see AQR's website (www.aqr.com) for additional information regarding the published papers written by AQR's principals and other personnel. The Adviser is a wholly-owned subsidiary of AQR Capital Management Holdings, LLC ("AQR Holdings"), which has no activities other than holding the interests of the Adviser. Clifford S. Asness, Ph.D., M.B.A., may be deemed to control the Adviser through his voting control of the Board of Members of AQR Holdings.

AQR, located at One Greenwich Plaza, Suite 130, Greenwich, CT 06830, serves as the investment adviser to each Fund pursuant to an investment advisory contract entered into by the Trust, on behalf of each Fund (together, the "Advisory Agreement"). Subject to the general supervision of the Board, under the terms of the Advisory Agreement, the Adviser furnishes a continuous investment program for each Fund's portfolio, makes day-to-day investment decisions for each Fund, and manages each of the Funds' investments in accordance with the stated policies of the Fund. The Adviser is also responsible for selecting brokers and dealers to execute purchase and sale orders for the portfolio transactions of each Fund, subject to its obligation to seek best execution, and also provides certain other administrative services to each Fund. The Adviser provides persons satisfactory to the Trustees to serve as officers of the Funds. Such officers, as well as certain other employees and Trustees of the Trust, may be directors, officers, or employees of the Adviser. The Advisory Agreement for each Fund is governed by Delaware law. A discussion regarding the basis for the Board's approval of each Fund's Advisory Agreement with AQR is available in the Funds' Annual Report on Form N-CSR.

AQR utilizes a team-based and integrated approach to its investment management process, including strategy development, research, portfolio implementation, risk management and trading execution. AQR's investment decisions are based on quantitative analysis of a specified universe of securities or other assets. This quantitative analysis relies on proprietary models to generate views on securities or other assets and applies them in a disciplined and systematic process. AQR's research, portfolio implementation and trading teams supervise the day-to-day execution of these models and continuously research ways to enhance their efficiency. Senior portfolio managers oversee this process while junior portfolio managers and portfolio implementation specialists provide appropriate oversight of the day to day details of each Fund's portfolio.

Each of the Target Funds and Acquiring Funds are, and each of the Combined Funds will be, managed by the same portfolio management team led by the following portfolio managers: Clifford S. Asness, Ph.D., M.B.A., Michele L. Aghassi, Ph.D., John J. Huss, and Laura Serban, Ph.D. Each of the portfolio managers is a senior member of the portfolio management team that oversees AQR's investment management process for one or more of the investment strategies employed by the Funds.

Additional information is available in the Fund Prospectus under the heading "Management of the Funds," which is incorporated herein by reference.

INFORMATION ABOUT THE REORGANIZATIONS

The following summary of the terms and conditions of the Reorganization Agreements is qualified by reference to the Form of Reorganization Agreement, which is included as Appendix B to this Statement.

General

Under the Reorganization Agreements, the relevant Target Fund will transfer its assets to the Acquiring Fund in exchange for the assumption of certain stated liabilities of the Target Fund and shares of the Acquiring Fund. The form of each Reorganization Agreement is attached as Appendix B-"Form of Agreement and Plan of

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Reorganization." The shares of the Acquiring Fund issued to each Target Fund will have an aggregate NAV equal to the aggregate NAV of the Target Fund's shares outstanding as of the Valuation Time. Upon receipt by a Target Fund of the shares of the Acquiring Fund, the Target Fund will distribute the shares to its shareholders, and thereafter as soon as practicable after the Closing Date, the Target Fund will be terminated as a series of the Trust under Delaware state law.

The distribution of Acquiring Fund shares to each Target Fund's shareholders will be accomplished by opening new accounts on the books of the Acquiring Fund in the names of each Target Fund's shareholders of record (unless such shareholders currently have an account on the books of the Acquiring Fund) and transferring to those shareholder accounts the shares of the Acquiring Fund. Such newly-opened accounts on the books of the Acquiring Fund will represent the respective pro rata number of shares that each Target Fund is to receive under the terms of the Reorganization Agreement. See "Terms of the Reorganization Agreements" below.

As a result of a Reorganization, Target Fund shareholders will own the same class of shares of the Acquiring Fund (i.e., Class I Shares, Class N Shares or Class R6 Shares) as they own prior to the consummation of the Reorganization. A Target Fund shareholder will receive shares of the Acquiring Fund with an aggregate NAV equal to the aggregate NAV of the shares of the Target Fund that the shareholder owned immediately prior to the Reorganization.

No sales charge or fee of any kind will be assessed by the Funds to shareholders of a Target Fund in connection with their receipt of shares of the Acquiring Fund in the Reorganizations.

Terms of the Reorganization Agreements

Pursuant to each Reorganization Agreement, the Acquiring Fund will acquire the assets of the relevant Target Fund on the Closing Date in consideration for the assumption of certain stated liabilities of the Target Fund and shares of the Acquiring Fund.

On the Closing Date, the relevant Target Fund will transfer to the Acquiring Fund its assets in exchange solely for the shares of the Acquiring Fund that are equal in value to the value of the net assets of the Target Fund transferred to the Acquiring Fund as of the Closing Date, as determined in accordance with the Trust's valuation procedures, and the assumption by the Acquiring Fund of certain stated liabilities of the Target Fund. In order to minimize federal income and excise taxes of the Target Fund in connection with each Reorganization, the relevant Target Fund will distribute on or before the Valuation Time an amount which shall have the effect of distributing all of its undistributed net investment income, net tax-exempt income and net capital gains as of the Closing Date.

Each Target Fund expects to distribute the shares of the Acquiring Fund to the shareholders of the Target Fund promptly after the Closing Date. Upon distribution of such shares, all outstanding shares of the Target Fund will be redeemed in accordance with Delaware state law and the Trust's declaration of trust. Thereafter, the relevant Target Fund will be terminated as a series of the Trust under Delaware law.

Each Fund has made certain standard representations and warranties to each other regarding capitalization, status and conduct of business.

Unless waived in accordance with the applicable Reorganization Agreement, the obligations of the Acquiring Funds and Target Funds, respectively, are conditioned upon, among other things:

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Each Reorganization Agreement may be terminated or amended by the mutual consent of the Funds prior to closing.

Tax Considerations

Each Reorganization is intended to qualify for U.S. federal income tax purposes as a tax-free reorganization under Section 368(a) of the Code pursuant to which no gain or loss will generally be recognized by the Target Fund, the Acquiring Fund or their respective shareholders.

The consummation of the transactions contemplated under each Reorganization Agreement is conditioned upon receipt of an opinion from Simpson Thacher & Bartlett LLP, counsel to the Trust, to the effect that, for U.S. federal income tax purposes, the Reorganization will qualify for treatment as a "reorganization" within the meaning of Section 368(a) of the Code.

If a Reorganization qualifies as a "reorganization" under the Code, then, for U.S. federal income tax purposes, as a general matter (and subject to certain exceptions):

Other tax consequences to shareholders of the Target Funds include the following:

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Based on the information available at the time of this Statement, it is anticipated that immediately after the closing of each Reorganization:

Shareholders should recognize that an opinion of counsel is not binding on the Internal Revenue Service (the "IRS") or on any court. The Funds have not sought and do not intend to seek any rulings from the IRS regarding the tax consequences of the Reorganizations. Accordingly, there can be no assurance that the IRS will not take positions concerning the tax consequences of the Reorganizations that are different from those discussed above or that any such positions would not be sustained.

Accounting Survivor and Performance Reporting

Each Acquiring Fund will be the surviving fund for accounting, tax, and performance reporting purposes. The Acquiring Fund's historical financial statements will be utilized for all financial reporting after each Reorganization and the performance of each Target Fund will no longer be used.

Description of Shares

As a result of a Reorganization, Target Fund shareholders will own the same class of shares of the Acquiring Fund (i.e., Class I Shares, Class N Shares or Class R6 Shares) as they own prior to the consummation of the Reorganization. Full and fractional shares of each Acquiring Fund will be issued to shareholders of the Target Funds in accordance with the procedures under the Reorganization Agreements as previously described. Each Acquiring Fund share will be fully paid and non-assessable when issued, will have no preemptive or conversion rights. Each Acquiring Fund share will be entitled to participate equally in dividends and distributions

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declared by the relevant Acquiring Fund and in the net assets of such Acquiring Fund on liquidation or dissolution after satisfaction of outstanding liabilities. Ownership of shares of an Acquiring Fund by former shareholders of a Target Fund will be recorded electronically and the Acquiring Funds will issue a confirmation to such shareholders relating to those shares acquired as a result of the Reorganizations.

The voting rights of the Target Funds and the Acquiring Funds are the same. As shareholders of an Acquiring Fund, former shareholders of a Target Fund will have the same voting rights with respect to the Acquiring Fund as they currently have with respect to their Target Fund. Neither the Target Funds nor the Acquiring Funds routinely hold meetings of shareholders. Both the Target Funds and the Acquiring Funds are organized as series of the Trust, a Delaware statutory trust. Except when a larger quorum is required by the Trust's Declaration of Trust or By-Laws or other applicable law, thirty-three and one-third percent (33^1/3%) of the shares entitled to vote shall constitute a quorum at a shareholders' meeting.

Portfolio Holdings

It is anticipated that substantially all of the Target Funds' portfolio holdings will transfer to the Acquiring Funds as part of the Reorganizations. Prior to the Reorganizations, it is anticipated that derivatives positions (if applicable) will generally be closed out, and any holdings that are deemed worthless will be disposed of.

Capitalization

The following tables show the unaudited capitalization of each Target Fund and Acquiring Fund (as of September 30, 2025), and on a pro forma basis as of that date giving effect to the proposed acquisition of fund assets. The actual net assets of the Target Funds and Acquiring Funds on the Closing Date will differ due to fluctuations in NAVs, subsequent purchases, and redemptions of shares.

Comparison of the AQR Large Cap Momentum Style Fund and the AQR Large Cap Multi-Style Fund

¹ The Target Fund and Acquiring Fund each currently have Class I, Class N and Class R6 Shares outstanding.

² The Target Fund and Acquiring Fund are expected to incur $59,559 and $78,423 in Reorganization costs, respectively. As a result, net assets have been adjusted for each Fund's expenses to be incurred in connection with the Reorganization. The Reorganization costs have been allocated among all classes of each Fund based on relative net assets.

³ Shares outstanding have been adjusted for the accumulated change in the number of shares of the Target Fund's shareholder accounts based on the relative value of the Target Fund's and the Acquiring Fund's net asset value per share assuming the Reorganization had taken place on September 30, 2025.

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Comparison of the AQR Small Cap Momentum Style Fund and the AQR Small Cap Multi-Style Fund