497 1 tv518548_497.htm 497

 

MAINSTAY FUNDS TRUST

 

MAINSTAY RETIREMENT 2010 FUND

MAINSTAY RETIREMENT 2020 FUND

MAINSTAY RETIREMENT 2030 FUND

MAINSTAY RETIREMENT 2040 FUND

MAINSTAY RETIREMENT 2050 FUND

MAINSTAY RETIREMENT 2060 FUND

 

51 MADISON AVE

NEW YORK, NEW YORK 10010

 

April 10, 2019

 

Dear Shareholder:

 

The Board of Trustees of MainStay Funds Trust (the “Board”) has approved an Agreement and Plan of Reorganization for each of the mutual funds listed above (each, an “Acquired Fund,” and, collectively, the “Acquired Funds”), each a series of MainStay Funds Trust, providing for the acquisition of the assets and the assumption of the liabilities of each Acquired Fund by its corresponding Acquiring Fund, as shown below, each a series of MainStay Funds Trust, in exchange for shares of the corresponding Acquiring Fund, followed by the complete liquidation of the Acquired Fund (each, a “Reorganization,” and, collectively, the “Reorganizations”).

 

Acquired Fund   Acquiring Fund
MainStay Retirement 2010 Fund   MainStay Conservative Allocation Fund
MainStay Retirement 2020 Fund  
MainStay Retirement 2030 Fund   MainStay Moderate Allocation Fund

MainStay Retirement 2040 Fund

  MainStay Moderate Growth Allocation Fund
MainStay Retirement 2050 Fund  
MainStay Retirement 2060 Fund   MainStay Growth Allocation Fund

 

After considering the recommendations of New York Life Investment Management LLC, the investment manager of the Acquired Funds and Acquiring Funds, the Board concluded that the Reorganization of each Acquired Fund with and into the corresponding Acquiring Fund is in the best interests of the shareholders of each Acquired Fund and each Acquiring Fund. The Reorganizations are expected to occur on or about June 14, 2019. Upon completion of the Reorganization, you will become a shareholder of the corresponding Acquiring Fund, and you will receive shares of the corresponding class of the Acquiring Fund equal in value to your shares of the Acquired Fund. The Reorganizations are expected to be tax-free for you for federal income tax purposes, and no commission, redemption fee or transaction fee will be charged as a result of the Reorganizations.

 

The Reorganizations do not require shareholder approval, and you are not being asked to vote on the Reorganizations. We do, however, ask that you review the enclosed Information Statement/Prospectus, which contains information about each Acquiring Fund, outlines the differences between each Acquired Fund and its corresponding Acquiring Fund, and provides details about the terms and conditions of the Reorganizations.

 

We appreciate your continued support and confidence in the MainStay Funds. If you have any questions, please contact us by calling toll-free 800-624-6782.

 

Sincerely,

 

/s/ Kirk C. Lehneis

Kirk C. Lehneis

President

MainStay Funds Trust

 

   

 

COMBINED INFORMATION STATEMENT/PROSPECTUS

 

April 10, 2019

 

INFORMATION STATEMENT FOR

 

MAINSTAY RETIREMENT 2010 FUND

MAINSTAY RETIREMENT 2020 FUND

MAINSTAY RETIREMENT 2030 FUND

MAINSTAY RETIREMENT 2040 FUND

MAINSTAY RETIREMENT 2050 FUND

MAINSTAY RETIREMENT 2060 FUND

(each a series of MainStay Funds Trust)

 

51 Madison Avenue

New York, New York 10010

(212) 576-7000

 

PROSPECTUS FOR

 

MAINSTAY CONSERVATIVE ALLOCATION FUND

MAINSTAY MODERATE ALLOCATION FUND

MAINSTAY MODERATE GROWTH ALLOCATION FUND

MAINSTAY GROWTH ALLOCATION FUND

(each a series of MainStay Funds Trust)

 

51 Madison Ave

New York, New York 10010

(212) 576-7000

 

THE SECURITIES AND EXCHANGE COMMISSION HAS NOT APPROVED OR DISAPPROVED OF THESE SECURITIES OR PASSED UPON THE ADEQUACY OR ACCURACY OF THIS INFORMATION STATEMENT/PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

 

WE ARE NOT ASKING YOU FOR A PROXY AND YOU ARE REQUESTED NOT TO SEND US A PROXY.

 

This Information Statement/Prospectus, which should be read and retained for future reference, sets forth information about the Mainstay Conservative Allocation Fund, MainStay Moderate Allocation Fund, MainStay Moderate Growth Allocation Fund and Mainstay Growth Allocation Fund that a shareholder should know before investing. For more complete information about the Mainstay Conservative Allocation Fund, MainStay Moderate Allocation Fund, MainStay Moderate Growth Allocation Fund and Mainstay Growth Allocation Fund or MainStay Retirement 2010 Fund, MainStay Retirement 2020 Fund, MainStay Retirement 2030 Fund, MainStay Retirement 2040 Fund, MainStay Retirement 2050 Fund and MainStay Retirement 2060 Fund, please read each Fund’s Prospectus and Statement of Additional Information, as they may be amended and/or supplemented. As discussed further herein, these documents are available without charge.

 

   

 

 

QUESTIONS AND ANSWERS RELATING TO THE REORGANIZATIONS

 

We recommend that you read the complete Information Statement/Prospectus. However, we thought it would be helpful to provide brief answers to some questions concerning the reorganization (each, a “Reorganization,” and, collectively, the “Reorganizations”) of each Acquired Fund into its corresponding Acquiring Fund, as described in the table below:

 

Acquired Fund   Acquiring Fund
MainStay Retirement 2010 Fund   MainStay Conservative Allocation Fund
MainStay Retirement 2020 Fund  
MainStay Retirement 2030 Fund   MainStay Moderate Allocation Fund

MainStay Retirement 2040 Fund

  MainStay Moderate Growth Allocation Fund
MainStay Retirement 2050 Fund  
MainStay Retirement 2060 Fund   MainStay Growth Allocation Fund

 

The MainStay Retirement 2010 Fund, MainStay Retirement 2020 Fund, MainStay Retirement 2030 Fund, MainStay Retirement 2040 Fund, MainStay Retirement 2050 Fund and MainStay Retirement 2060 Fund are referred to individually as an “Acquired Fund” and collectively as the “Acquired Funds.” The Mainstay Conservative Allocation Fund, MainStay Moderate Allocation Fund, MainStay Moderate Growth Allocation Fund and Mainstay Growth Allocation Fund are referred to individually as an “Acquiring Fund” and collectively as the “Acquiring Funds.” The Acquired Funds and Acquiring Funds are also referred to individually as a “Fund” and collectively as the “Funds.”

 

Q. How will the Reorganizations affect me?

 

A. The Reorganizations are expected to close on June 14, 2019. Upon the closing of the Reorganizations, the assets and liabilities of each Acquired Fund will be transferred to its corresponding Acquiring Fund and you will become a shareholder of the Acquiring Fund. You will receive shares of the Acquiring Fund of the same share class, and equal in value to your shares of, the Acquired Fund.

 

Q. What are the key similarities between each Acquired Fund and its corresponding Acquiring Fund?

 

A. The investment manager for each Fund is New York Life Investment Management LLC (“New York Life Investments”), and the Funds are managed by the same portfolio managers. The Acquired Funds and Acquiring Funds are similar in that they allocate assets to underlying mutual funds and exchange-traded funds (“Underlying Funds”) and their strategies leverage the portfolio managers’ asset allocation expertise to deliver solution-oriented funds diversified across a range of asset classes. The Funds also have the same fundamental investment restrictions.

 

Q. What are the key differences between each Acquired Fund and its corresponding Acquiring Fund?

 

A. A key difference between the Acquired Funds and Acquiring Funds is that the Acquired Funds are structured with a glide path that gradually changes each Acquired Fund’s target asset allocation mix as the Acquired Fund approaches a planned retirement date, but the Acquiring Funds have target benchmark allocations to equity and fixed income that do not change automatically over time. The Reorganizations are designed to align each Acquired Fund with the corresponding Acquiring Fund that has a similar allocation to equities and fixed income at the present time. Unlike the Acquiring Funds, the Acquired Funds may invest in Underlying Funds managed by an advisor not affiliated with New York Life Investments if an affiliated Underlying Fund in a particular asset class (or sub-asset class) is deemed by the Acquired Funds’ portfolio managers to be unavailable.

 

Please see the “Comparison of the Funds” starting on p. 8, which outlines these and other key comparison items.

 

Q. What are the potential benefits from the Reorganizations?

 

A. The Acquired Funds have not been able to achieve a viable size, and New York Life Investments does not believe that the Acquired Funds are likely to achieve sufficient asset growth in the foreseeable future so that they can become viable. New York Life Investments believes that the shareholders of the Acquired Funds will benefit from the opportunity to continue to obtain similar exposure to equities and fixed income investments after the Reorganizations and to become shareholders of larger Funds that have the potential to generate economies of scale for the benefit of shareholders.

 

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Q. How will the Reorganizations affect shareholder fees and expenses?

 

A. Shareholders of the Acquired Funds are expected to experience higher net annual fund operating expenses after the Reorganizations. The total annual fund operating expenses of certain share classes of the Acquired Funds, before taking into account the applicable management fee waiver and expense limitation agreement, may be higher or lower than the corresponding share class of the corresponding Acquiring Fund. In either case, the management fee waiver and expense limitation agreements with regard to the Acquired Funds will expire on February 28, 2020, and New York Life Investments has indicated that it is not willing to extend these agreements beyond their expiration date. Please see the “Comparison of Fees and Expenses” starting on p. 23 for more specific information about fees and expenses by Fund and class.

 

Q. Who will bear the expenses of the Reorganizations and related costs?

 

A. The cost of the Reorganizations will be borne by the Acquired Funds. These direct costs are estimated to be between $50,000 and $60,000.

 

To better align the portfolio holdings of each Acquired Fund with its corresponding Acquiring Fund, it is anticipated that up to 15% of the securities held by each Acquired Fund will be sold before the Reorganization and reinvested in accordance with the investment strategies of the corresponding Acquiring Fund. Because the Funds invest in other mutual funds and exchange-traded funds rather than individual portfolio securities, it is not anticipated that significant transaction costs will be incurred in connection with this realignment process. However, any such fees or other costs would be borne by each Fund that conducts such transactions. Large shareholders of each Acquired Fund may choose to redeem their holdings in an Acquired Fund which, in turn, may cause the Acquired Fund to sell portfolio holdings (possibly at a disadvantageous price or time) to be able to redeem such shareholders in cash.

 

Q. Will the Reorganizations create a taxable event?

 

A. It is anticipated that the Reorganizations will qualify for federal income tax purposes as tax-free reorganizations under Section 368 of the Internal Revenue Code of 1986, as amended. Accordingly, pursuant to this treatment, the Acquired Funds, the Acquiring Funds, and their respective shareholders are not expected to recognize any gain or loss for federal income tax purposes from the transactions contemplated by the Reorganizations.

 

However, securities transactions conducted in advance of the Reorganizations to align the portfolio holdings of the Acquired Funds with those of the Acquiring Funds may generate capital gains for the Acquired Funds, based on market prices as of the date of the Information Statement/Prospectus. It is anticipated that up to 15% of the securities held by each Acquired Fund will be sold before the Reorganization and reinvested in accordance with the investment strategies of the corresponding Acquiring Fund. These distributable capital gains, if any, (which would have been partially reduced by any net capital loss carryforward available) would be distributed to shareholders of the Acquired Funds in advance of the Reorganizations. This distribution generally would be taxable to shareholders that are not in a tax-qualified plan. However, because it is not anticipated that the Acquired Funds will sell more than 15% of its securities specifically in anticipation of the Reorganizations, it is not estimated that any capital gains generated directly by the Reorganizations will be significant. For more information regarding the tax treatment of capital gains distributions, please see “Understand the Tax Consequences” starting on p. C-29 of Appendix C to the Information Statement/Prospectus. In addition, you should seek the advice of a tax advisor to determine how this distribution will impact your individual tax situation.

 

Q. Has the Board approved the Reorganizations?

 

A. Yes. After careful consideration, the Board unanimously approved the Reorganizations.

 

Q. Whom do I contact if I have questions or need additional information?

 

A. If you have any questions or need additional information, please contact us by calling toll-free 800-624-6782.

 

*       *       *

 

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The following documents containing additional information about the Funds, each having been filed with the Securities and Exchange Commission (the “SEC”), are incorporated by reference into (legally considered to be part of) this Information Statement/Prospectus:

 

  1. Statement of Additional Information of the Acquired Funds and the Acquiring Funds, dated February 28, 2019, as supplemented (File Number 811-22321, Accession Number 0001144204-19-008665);
  2. Statement of Additional Information dated April 10, 2019 related to this Information Statement;
  3. Annual Report to shareholders of the Acquired Funds for the fiscal year ended October 31, 2018 (File Number 811-22321, Accession Number 0001193125-19-002618); and
  4. Annual Report to shareholders of the Acquiring Funds for the fiscal year ended October 31, 2018 (File Number 811-22321, Accession Number 0001193125-19-002618)

 

Additional copies of the foregoing and any more recent reports filed after the date hereof may be obtained without charge:

 

 

By Phone: 800-624-6782
   
By Mail: NYLIFE Distributors LLC:  Attn: MainStay Marketing Department, 30 Hudson Street, Jersey City, New Jersey 07302.
   
By Internet: www.nylinvestments.com/funds.
   
You also may view or obtain these documents from the SEC:
   
BY E-MAIL: PUBLICINFO@SEC.GOV
  (DUPLICATING FEE REQUIRED)
   
BY INTERNET: WWW.SEC.GOV

 

No person has been authorized to give any information or make any representation not contained in this Information Statement/Prospectus and, if so given or made, such information or representation must not be relied upon as having been authorized. This Information Statement/Prospectus does not constitute an offer to sell or a solicitation of an offer to buy any securities in any jurisdiction in which, or to any person to whom, it is unlawful to make such offer or solicitation.

 

THE SEC HAS NOT APPROVED OR DISAPPROVED THESE SECURITIES, OR DETERMINED THAT THIS INFORMATION STATEMENT/PROSPECTUS IS TRUTHFUL OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

 

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TABLE OF CONTENTS

 

Summary 6
The Reorganizations 6
Background and Reasons for the Reorganizations 6
Comparison of the Funds 8
Comparison of Investment Objectives and Principal Investment Strategies 8
Principal Risks 18
Investment Restrictions 23
Material Differences in the Rights of Fund Shareholders 23
Comparison of Fees and Expenses 23
Comparison of Portfolio Turnover 40
Comparison of Purchase, Exchange, Selling Shares and Valuation of Shares 41
Federal Tax Consequences 41
Information About the Reorganizations 41
General 41
Terms of the Reorganization Agreements 41
Federal Income Tax Consequences 42
Information About Management of the Funds 44
General 44
Past Performance of the Funds 46
Additional Information About the Acquiring Funds and the Acquired Funds 58
Householding 58
Financial Highlights 58
Forms of Organization 58
Distributor 58
Compensation to Financial Intermediary Firms 59
Custodian and Sub-Administrator 59
Security Ownership of Management and Principal Shareholders 59
Capitalization 59
Shareholder Communications with the Board 62
Legal Proceedings
Appendix AForm of Agreement and Plan of Reorganization A-1
Appendix BMore About Investment Strategies and Risks of the Acquiring Funds B-1
Appendix CShareholder Guide C-1
Appendix DFinancial Highlights of the Acquired Funds and the Acquiring Funds D-1
Appendix E – Record Date, Outstanding Shares and Interests of Certain Persons E-1
Statement of Additional Information 1

 

5 

 

 

SUMMARY

 

The following is a summary of certain information contained elsewhere in this Information Statement/Prospectus. Shareholders should read the entire Information Statement/Prospectus carefully.

 

The Acquired Funds and the Acquiring Funds are open-end, management investment companies registered with the SEC and are each a series of MainStay Funds Trust (the “Trust”), which is organized as a statutory trust under the laws of the State of Delaware.

 

New York Life Investments serves as the investment manager of each Fund.

 

The Reorganizations

 

The Board, including the Trustees who are not “interested persons” (as defined in the Investment Company Act of 1940, as amended (the “1940 Act”)) of the Trust (the “Independent Trustees”), has unanimously approved the Reorganizations. Each Reorganization provides for:

 

  · the transfer of all of the assets of the Acquired Fund to its corresponding Acquiring Fund in exchange for shares of the corresponding Acquiring Fund;
  · the assumption by the Acquiring Fund of all of the liabilities of the corresponding Acquired Fund;
  · the distribution of shares of the Acquiring Fund to the shareholders of the corresponding Acquired Fund; and
  · the complete liquidation of the Acquired Fund.

 

The Reorganizations are expected to take place on or about June 14, 2019. The Acquiring Funds will be the accounting survivors of the Reorganizations.

 

Background and Reasons for the Reorganizations

 

The Acquired Funds have not been able to achieve a viable size, and New York Life Investment Management LLC (“New York Life Investments”) does not believe that the Acquired Funds are likely to achieve sufficient asset growth in the foreseeable future so that they can become viable. New York Life Investments believes that the shareholders of the Acquired Funds will benefit from the opportunity to continue to obtain similar exposure to equities and fixed income investments after the Reorganizations and to become shareholders of larger Funds that have the potential to generate economies of scale for the benefit of shareholders.

 

The Board considered the Reorganizations in advance of and during a meeting held on December 10-12, 2018, and the Board, including the Independent Trustees, approved the Reorganizations. In approving the Reorganizations, the Board, including the Independent Trustees, determined that participation in the Reorganizations is in the best interests of shareholders of each Acquired Fund and each Acquiring Fund. The determination to approve the Reorganizations was made by each Trustee after consideration of all of the factors deemed relevant by each Trustee taken as a whole, although individual Trustees may have placed different weights on various factors and assigned different degrees of materiality to various conclusions with respect to each Fund.

 

The factors considered by the Board with regard to the Reorganizations included, but were not limited to, the following:

 

·The Funds are both managed by New York Life Investments.

 

·The Funds are similar in that they allocate assets to Underlying Funds and their strategies leverage the portfolio managers’ asset allocation expertise to seek to deliver solution-oriented funds diversified across a range of asset classes.

 

·The Funds have the same fundamental investment restrictions.

 

·Alternatives to the Reorganization considered by New York Life Investments, including the liquidation of the Acquired Funds.

 

6 

 

 

·Each Acquired Fund has generally outperformed its corresponding Acquiring Fund over various periods ended October 31, 2018. The Board also considered New York Life Investments’ experience and resources in managing asset allocation strategies.

 

·Shareholders of the Acquired Funds are expected to experience higher net annual fund operating expenses after the Reorganizations. The total annual fund operating expenses of certain share classes of the Acquired Funds, before taking into account the applicable management fee waiver and expense limitation agreements, may be higher or lower than the corresponding share class of the corresponding Acquiring Fund. The management fee waiver and expense limitation agreements with regard to the Acquired Funds will expire on February 28, 2020, and New York Life Investments has indicated that it is not willing to extend these agreements beyond their expiration date.

 

·The Acquired Funds’ assets have cumulatively declined since 2015 and New York Life Investments represented that the Acquired Funds are unlikely to achieve sufficient scale to be viable in the foreseeable future.

 

·The Acquired Funds’ shareholders will not pay any sales charges or fees of any kind in connection with the Reorganization.

 

·The Acquired Funds will bear the costs of the Reorganizations.

 

·Each Reorganization is expected to be a tax-free transaction. Accordingly, there is expected to be no gain or loss recognized by the Acquired Funds, the Acquiring Funds, or their respective shareholders for federal income tax purposes as a result of the Reorganizations. However, the Board took into account the fact that any portfolio transactions conducted in preparation for the Reorganization would be expected to generate capital gains, based on market values as of the date of this Information Statement/Prospectus. The Acquired Funds would distribute these capital gains to its shareholders, net of any available net capital loss carryforward, prior to the Reorganizations along with all investment company taxable income, and net realized capital gains not previously distributed to shareholders. Such distributions of investment company taxable income and net realized capital gains generally will be taxable to shareholders who are not in a tax-qualified plan.

 

·The aggregate net asset value (“NAV”) of each Acquiring Fund’s shares that shareholders of the corresponding Acquired Fund will receive in the Reorganization is expected to equal the aggregate NAV of the shares that shareholders of the Acquired Fund own immediately prior to the Reorganization.

 

The interests of the Funds’ shareholders will not be diluted as a result of the Reorganizations because each Acquired Fund’s shareholders will receive shares of the corresponding Acquiring Fund with the same aggregate NAV as their Acquired Fund shares.

 

The Board, including the Independent Trustees, concluded that, based upon the factors summarized above and other considerations it deemed pertinent, the Reorganizations are in the best interests of the shareholders of each Acquired Fund and each Acquiring Fund and that the interests of shareholders in the Acquired Funds and the Acquiring Funds would not be diluted as a result of the Reorganizations.

 

7 

 

 

COMPARISON OF THE FUNDS

 

Comparison of Investment Objectives and Principal Investment Strategies

 

Each Fund’s investment objective is non-fundamental and may be changed without shareholder approval.

 

Summary of Key Differences between the Acquired Funds and Acquiring Funds

 

·A key difference between the Acquired Funds and Acquiring Funds is that the Acquired Funds are structured with a glide path that gradually changes each Acquired Fund’s target asset allocation mix as it approaches a planned retirement date. The Acquired Funds’ target allocation continues to change over time (following a glide path) until it reaches its final allocation. For example, the MainStay Retirement 2030 Fund has a changing target allocation, as shown by the glide path chart below.

 

 

However, the Acquiring Funds have target benchmark allocations to equity and fixed income that do not change automatically over time. For example, the MainStay Moderate Allocation Fund has the following target allocations:

 

  U.S. Equity International Equity Total Equity Fixed-Income
MainStay Moderate Allocation Fund* 45% 15% 60% 40%

*Percentages represent target allocations, actual allocation percentages may vary up to +/-10% under normal conditions.

 

·Unlike the Acquiring Funds, the Acquired Funds may invest in Underlying Funds managed by an advisor not affiliated with New York Life Investments if an affiliated Underlying Fund in a particular asset class (or sub-asset class) is deemed by the Acquired Funds' portfolio managers to be unavailable.

 

Additional Information about the Acquired Funds and Acquiring Funds

 

The following table shows the investment objective and principal investment strategies of each Fund.

 

8 

 

 

 

MainStay Retirement 2010 and MainStay Retirement 2020 Funds (Acquired Funds)

MainStay Conservative Allocation Fund (Acquiring Fund)

 

MainStay Retirement 2010 Fund

 

Investment Objective

The Fund seeks to maximize total return over time consistent with its current investment allocation. Total return is defined as a combination of long-term growth of capital and current income. "2010" in the Fund's name refers to the approximate year an investor in the Fund had planned to retire and likely would have stopped making new investments in the Fund. The Fund is designed for an investor who has retired between the years 2010 and 2015, and who plans to withdraw the value of the investor's account in the Fund gradually after retirement.

 

MainStay Conservative Allocation Fund

 

Investment Objective

The Fund seeks current income and, secondarily, long-term growth of capital.

Principal Investment Strategies

The Fund is a "fund of funds," meaning that it seeks to achieve its investment objective by investing primarily in mutual funds and exchange-traded funds ("ETFs") managed by New York Life Investments or its affiliates ("affiliated Underlying Funds"), and, if an affiliated Underlying Fund in a particular asset class (or sub-asset class) is deemed by the portfolio managers to be unavailable, mutual funds or ETFs managed by an advisor not affiliated with New York Life Investments ("unaffiliated Underlying Funds") (and collectively with the affiliated Underlying Funds, "Underlying Funds").

 

The Fund seeks to achieve its investment objective by normally investing approximately 69% (within a range of 59% to 79%) of its assets in Underlying Fixed-Income Funds and approximately 31% (within a range of 21% to 41%) of its assets in Underlying Equity Funds. The Fund may invest approximately 4% (within a range of 0% to 14%) of its assets in international equity Underlying Funds. The asset mix will progressively reduce equity exposure and become more conservative during the ten years after the target retirement date, when it will allocate approximately 30% of its assets to equity Underlying Funds (within a range of 20% to 40%) and 70% to fixed income Underlying Funds (within a range of 60% to 80%). New York Life Investments may change the asset class allocations within the range stated above, the Underlying Funds in which the Fund invests, or the target weighting without prior approval from shareholders. With respect to investments in equity Underlying Funds that invest significantly in both U.S. and non-U.S. securities, New York Life Investments will generally allocate such investments equally between U.S. equity funds and international equity funds.

 

New York Life Investments will determine each Underlying Fund’s asset class, and for Underlying Funds that may potentially fall into multiple asset classes, New York Life Investments will classify them based on certain factors, including, but not limited to, the Underlying Fund's investment strategy and portfolio characteristics. The Underlying Equity and Fixed-Income Funds may engage in strategies involving non-traditional asset classes (e.g., master limited partnerships), non-traditional investment strategies (e.g., non-correlated returns or short sales) or illiquid assets.

 

New York Life Investments uses a two-step asset allocation process to create the Fund's portfolio. The first step includes a strategic review of the broader target allocation to equity and fixed-income asset classes, and the determination of tactical asset allocation adjustments, which establish how the Fund's investable portfolio (meaning the Fund's assets available for investment, other than working cash balances) is to be invested across asset classes. 

 

The following chart illustrates the Fund's target allocation among the asset classes as of January 1, 2019, and how the target allocation is anticipated to change over time as the Fund continues past its target retirement date of 2010, until it reaches its final allocation. The Fund’s target allocation will continue to change, becoming more conservative over a period of time after retirement (approximately ten years). Target allocations and/or actual holdings will vary from time to time as a result of the tactical allocation process, although these variations will remain within the ranges described above.   

Principal Investment Strategies

The Fund is a "fund of funds," meaning that it seeks to achieve its investment objective by investing primarily in mutual funds and exchange-traded funds managed by New York Life Investment Management LLC (“New York Life Investments”) or its affiliates (the "Underlying Funds"). The Underlying Funds are described and offered for direct investment in separate prospectuses. The Fund is designed for investors with a particular risk profile as represented by the asset class allocations described below, and invests in a distinct mix of Underlying Funds.

 

The Fund seeks to achieve its investment objective by normally investing approximately 60% (within a range of 50% to 70%) of its assets in Underlying Fixed-Income Funds and approximately 40% (within a range of 30% to 50%) of its assets in Underlying Equity Funds. The Fund may invest approximately 10% (within a range of 0% to 20%) of its assets in international equity funds. New York Life Investments may change the asset class allocations, the Underlying Funds in which the Fund invests, or the target weighting without prior approval from shareholders. With respect to investments in Underlying Funds that invest significantly in both U.S. and non-U.S. equity securities, New York Life Investments will generally allocate such investments equally between U.S. equity funds and international equity funds.

 

New York Life Investments will determine each Underlying Fund’s asset class, and for Underlying Funds that may potentially fall into multiple asset classes, New York Life Investments will classify them based on certain factors, including, but not limited to, the Underlying Fund's investment strategy and portfolio characteristics. The Underlying Funds may engage in strategies involving non-traditional asset classes (e.g., master limited partnerships), non-traditional investment strategies (e.g., non-correlated returns or short sales) or illiquid assets.

 

New York Life Investments uses a two-step asset allocation process to create the Fund's portfolio. The first step includes a strategic review of the target allocations to the equity and fixed-income asset classes and a determination of any tactical allocation adjustments to establish the portion of the Fund's investable portfolio (meaning the Fund's assets available for investment, other than working cash balances) to be invested in each asset class.

 

The following table illustrates the Fund's target allocations among asset classes (the target allocations and/or actual holdings will vary from time to time as a result of the tactical allocation process, although these variations will remain within the ranges described above):

 

 

   

 

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*  Percentages represent target allocations, actual allocation percentages may vary up to +/-10% under normal conditions.

 

The second step in the portfolio construction process involves the actual selection of Underlying Funds to represent the two broad asset classes indicated above and the determination of target weightings among the Underlying Funds for the Fund's portfolio. To provide broad diversification, the Fund may invest in Underlying Funds which invest in sub-asset classes, including U.S. and international equity styles (large-, mid- and small-cap, as well as growth, value and blended styles) and fixed-income sectors (investment grade, high yield, bank loan, international, emerging market and inflation-protected bonds), as well as other sub-asset classes (real estate investment trusts ("REITs"), commodities and market neutral strategies). The Fund may invest in any or all of the Underlying Funds within an asset class, but will not normally invest in every Underlying Fund at one time. Selection of individual Underlying Funds is based on several factors, including, but not limited to, past performance and total portfolio characteristics (e.g., size, style, credit quality and duration). In addition to the investments in Underlying Funds in accordance to this selection process, the Fund may invest in ETFs to gain broad market, sector or asset class exposure during periods when it has large amounts of uninvested cash.

 

New York Life Investments monitors the Fund's portfolio daily to ensure the Fund's actual asset class allocation among the Underlying Funds continues to conform to the Fund's target allocation over time and may periodically adjust target asset class allocations based on various quantitative and qualitative data relating to the U.S. and international economies, securities markets and various segments within those markets. For cash management purposes or in response to adverse market or other conditions, the Fund may, regardless of its normal asset class allocation, temporarily hold all or a portion of its assets in U.S. government securities, money market funds, cash or cash equivalents.

 

The Underlying Funds may invest in many types of equity and debt securities, including those issued by U.S. issuers and to a more limited extent, those issued by foreign issuers. Such investments could have a positive or adverse effect on the Underlying Funds' performance, which in turn, could have a similar effect on the Fund's performance. In connection with the asset allocation process, the Fund may from time to time, invest more than 25% of its assets in one Underlying Fund.

 

 

The second step in the portfolio's construction process involves the actual selection of Underlying Funds to represent the asset classes indicated above and determination of target weightings among the Underlying Funds for the Fund's portfolio. The Fund may invest in any or all of the Underlying Funds within an asset class, but will not normally invest in every Underlying Fund at one time. Selection of individual Underlying Funds is based on several factors, including, but not limited to, past performance and total portfolio characteristics (e.g., size, style, credit quality and duration). For cash management purposes, the Fund may hold a portion of its assets in U.S. government securities, cash or cash equivalents. The Fund also may invest in Underlying Funds that are money market funds.

 

New York Life Investments monitors the Fund's portfolio daily to ensure that the Fund's actual asset class allocations among the Underlying Funds continue to conform to the Fund's target allocations over time and may periodically adjust target asset class allocations based on various quantitative and qualitative data relating to the U.S. and international economies, securities markets, and various segments within those markets. In response to adverse market or other conditions, the Fund may, regardless of its normal asset class allocations, temporarily hold all or a portion of its assets in U.S. government securities, money market funds, cash, or cash equivalents. In connection with the asset allocation process, the Fund may from time to time invest more than 25% of its assets in one Underlying Fund.

MainStay Retirement 2020 Fund

 

Investment Objective

The Fund seeks to maximize total return over time consistent with its current investment allocation. Total return is defined as a combination of long-term growth of capital and current income. "2020" in the Fund's name refers to the approximate year an investor in the Fund would plan to retire and likely would stop making new investments in the Fund. The Fund is designed for an investor who is seeking to retire between the years 2016 and 2025, and who plans to withdraw the value of the investor's account in the Fund gradually after retirement.

 

Principal Investment Strategies

The Fund is a "fund of funds," meaning that it seeks to achieve its investment objective by investing primarily in mutual funds and exchange-traded funds ("ETFs") managed by New York Life Investments or its affiliates ("affiliated Underlying Funds"), and, if an affiliated Underlying Fund in a particular asset class (or sub-asset class) is deemed by the portfolio managers to be unavailable, mutual funds or ETFs managed by an advisor not affiliated with New York Life Investments ("unaffiliated Underlying Funds") (and collectively with the affiliated Underlying Funds, "Underlying Funds").

 

 

10 

 

 

The Fund seeks to achieve its investment objective by normally investing approximately 49% (within a range of 39% to 59%) of its assets in Underlying Fixed-Income Funds and approximately 51% (within a range of 41% to 61%) of its assets in Underlying Equity Funds. The Fund may invest approximately 11% (within a range of 1% to 21%) of its assets in international equity Underlying Funds. The asset mix will progressively reduce equity exposure and become more conservative during the ten years after the target retirement date, when it will allocate approximately 30% of its assets to equity Underlying Funds (within a range of 20% to 40%) and 70% to fixed income Underlying Funds (within a range of 60% to 80%). New York Life Investments may change the asset class allocations within the range stated above, the Underlying Funds in which the Fund invests, or the target weighting without prior approval from shareholders. With respect to investments in equity Underlying Funds that invest significantly in both U.S. and non-U.S. securities, New York Life Investments will generally allocate such investments equally between U.S. equity funds and international equity funds.

 

New York Life Investments will determine each Underlying Fund’s asset class, and for Underlying Funds that may potentially fall into multiple asset classes, New York Life Investments will classify them based on certain factors, including, but not limited to, the Underlying Fund's investment strategy and portfolio characteristics. The Underlying Equity and Fixed-Income Funds may engage in strategies involving non-traditional asset classes (e.g., master limited partnerships), non-traditional investment strategies (e.g., non-correlated returns or short sales) or illiquid assets.

 

New York Life Investments uses a two-step asset allocation process to create the Fund's portfolio. The first step includes a strategic review of the broader target allocation to equity and fixed-income asset classes, and the determination of tactical asset allocation adjustments, which establish how the Fund's investable portfolio (meaning the Fund's assets available for investment, other than working cash balances) is to be invested across asset classes.

 

The following chart illustrates the Fund's target allocation among the asset classes as of January 1, 2019, and how the target allocation is anticipated to change over time as the Fund approaches its target retirement date of 2020. The Fund’s target allocation will continue to change as it passes its target retirement date of 2020, until it reaches its final allocation. The Fund will become more conservative over a period of time after retirement (approximately ten years). Target allocations and/or actual holdings will vary from time to time as a result of the tactical allocation process, although these variations will remain within the ranges described above.

 

 

The second step in the portfolio construction process involves the actual selection of Underlying Funds to represent the two broad asset classes indicated above and the determination of target weightings among the Underlying Funds for the Fund's portfolio. To provide broad diversification, the Fund may invest in Underlying Funds which invest in sub-asset classes, including U.S. and international equity styles (large-, mid- and small-cap, as well as growth, value and blended styles) and fixed-income sectors (investment grade, high yield, bank loan, international, emerging market and inflation-protected bonds), as well as other sub-asset classes (real estate investment trusts ("REITs"), commodities and market neutral strategies). The Fund may invest in any or all of the Underlying Funds within an asset class, but will not normally invest in every Underlying Fund at one time. Selection of individual Underlying Funds is based on several factors, including, but not limited to, past performance and total portfolio characteristics (e.g., size, style, credit quality and duration). In addition to the investments in Underlying Funds in accordance to this selection process, the Fund may invest in ETFs to gain broad market, sector or asset class exposure during periods when it has large amounts of uninvested cash.

 

 

11 

 

 

New York Life Investments monitors the Fund's portfolio daily to ensure the Fund's actual asset class allocation among the Underlying Funds continues to conform to the Fund's target allocation over time and may periodically adjust target asset class allocations based on various quantitative and qualitative data relating to the U.S. and international economies, securities markets and various segments within those markets. For cash management purposes or in response to adverse market or other conditions, the Fund may, regardless of its normal asset class allocation, temporarily hold all or a portion of its assets in U.S. government securities, money market funds, cash or cash equivalents.

 

The Underlying Funds may invest in many types of equity and debt securities, including those issued by U.S. issuers and to a more limited extent, those issued by foreign issuers. Such investments could have a positive or adverse effect on the Underlying Funds' performance, which in turn, could have a similar effect on the Fund's performance. In connection with the asset allocation process, the Fund may from time to time, invest more than 25% of its assets in one Underlying Fund.

 

 

MainStay Retirement 2030 Fund (Acquired Fund)

MainStay Moderate Allocation Fund (Acquiring Fund)

 

MainStay Retirement 2030 Fund

 

Investment Objective

The Fund seeks to maximize total return over time consistent with its current investment allocation. Total return is defined as a combination of long-term growth of capital and current income. "2030" in the Fund's name refers to the approximate year an investor in the Fund would plan to retire and likely would stop making new investments in the Fund. The Fund is designed for an investor who is seeking to retire between the years 2026 and 2035, and who plans to withdraw the value of the investor's account in the Fund gradually after retirement.

 

MainStay Moderate Allocation Fund

 

Investment Objective

The Fund seeks long-term growth of capital and, secondarily, current income.

Principal Investment Strategies

The Fund is a "fund of funds," meaning that it seeks to achieve its investment objective by investing primarily in mutual funds and exchange-traded funds ("ETFs") managed by New York Life Investments or its affiliates ("affiliated Underlying Funds"), and, if an affiliated Underlying Fund in a particular asset class (or sub-asset class) is deemed by the portfolio managers to be unavailable, mutual funds or ETFs managed by an advisor not affiliated with New York Life Investments ("unaffiliated Underlying Funds") (and collectively with the affiliated Underlying Funds, "Underlying Funds").

 

The Fund seeks to achieve its investment objective by normally investing approximately 34% (within a range of 24% to 44%) of its assets in Underlying Fixed-Income Funds and approximately 66% (within a range of 56% to 76%) of its assets in Underlying Equity Funds. The Fund may invest approximately 15% (within a range of 5% to 25%) of its assets in international equity Underlying Funds. The asset mix will progressively reduce equity exposure and become more conservative during the ten years after the target retirement date, when it will allocate approximately 30% of its assets to equity Underlying Funds (within a range of 20% to 40%) and 70% to fixed income Underlying Funds (within a range of 60% to 80%). New York Life Investments may change the asset class allocations within the range stated above, the Underlying Funds in which the Fund invests, or the target weighting without prior approval from shareholders. With respect to investments in equity Underlying Funds that invest significantly in both U.S. and non-U.S. securities, New York Life Investments will generally allocate such investments equally between U.S. equity funds and international equity funds.

 

New York Life Investments will determine each Underlying Fund’s asset class, and for Underlying Funds that may potentially fall into multiple asset classes, New York Life Investments will classify them based on certain factors, including, but not limited to, the Underlying Fund's investment strategy and portfolio characteristics. The Underlying Equity and Fixed-Income Funds may engage in strategies involving non-traditional asset classes (e.g., master limited partnerships), non-traditional investment strategies (e.g., non-correlated returns or short sales) or illiquid assets.

 

New York Life Investments uses a two-step asset allocation process to create the Fund's portfolio. The first step includes a strategic review of the broader target allocation to equity and fixed-income asset classes, and the determination of tactical asset allocation adjustments, which establish how the Fund's investable portfolio (meaning the Fund's assets available for investment, other than working cash balances) is to be invested across asset classes.

Principal Investment Strategies

The Fund is a "fund of funds," meaning that it seeks to achieve its investment objective by investing primarily in mutual funds and exchange-traded funds managed by New York Life Investment Management LLC (“New York Life Investments”) or its affiliates (the "Underlying Funds"). The Underlying Funds are described and offered for direct investment in separate prospectuses. The Fund is designed for investors with a particular risk profile as represented by the asset class allocations described below, and invests in a distinct mix of Underlying Funds.

 

The Fund seeks to achieve its investment objective by normally investing approximately 60% (within a range of 50% to 70%) of its assets in Underlying Equity Funds, and approximately 40% (within a range of 30% to 50%) of its assets in Underlying Fixed-Income Funds. The Fund may invest approximately 15% (within a range of 5% to 25%) of its assets in international equity funds. New York Life Investments may change the asset class allocations, the Underlying Funds in which the Fund invests, or the target weighting without prior approval from shareholders. With respect to investments in Underlying Funds that invest significantly in both U.S. and non-U.S. equity securities, New York Life Investments will generally allocate such investments equally between U.S. equity funds and international equity funds.

 

New York Life Investments will determine each Underlying Fund’s asset class, and for Underlying Funds that may potentially fall into multiple asset classes, New York Life Investments will classify them based on certain factors, including, but not limited to, the Underlying Fund's investment strategy and portfolio characteristics. The Underlying Funds may engage in strategies involving non-traditional asset classes (e.g., master limited partnerships), non-traditional investment strategies (e.g., non-correlated returns or short sales) or illiquid assets.

 

New York Life Investments uses a two-step asset allocation process to create the Fund's portfolio. The first step includes a strategic review of the target allocations to the equity and fixed-income asset classes and a determination of any tactical allocation adjustments to establish the portion of the Fund's investable portfolio (meaning the Fund's assets available for investment, other than working cash balances) to be invested in each asset class.

 

The following table illustrates the Fund's target allocations among asset classes (the target allocations and/or actual holdings will vary from time to time as a result of the tactical allocation process, although these variations will remain within the ranges described above):

 

 

  

*  Percentages represent target allocations, actual allocation percentages may vary up to +/-10% under normal conditions.

 

12 

 

 

The following chart illustrates the Fund's target allocation among the asset classes as of January 1, 2019, and how the target allocation is anticipated to change over time as the Fund approaches its target retirement date of 2030. The Fund’s target allocation will continue to change as it passes its target retirement date of 2030, until it reaches its final allocation. The Fund will become more conservative over a period of time after retirement (approximately ten years). Target allocations and/or actual holdings will vary from time to time as a result of the tactical allocation process, although these variations will remain within the ranges described above.

 

 

 

 

The second step in the portfolio construction process involves the actual selection of Underlying Funds to represent the two broad asset classes indicated above and the determination of target weightings among the Underlying Funds for the Fund's portfolio. To provide broad diversification, the Fund may invest in Underlying Funds which invest in sub-asset classes, including U.S. and international equity styles (large-, mid- and small-cap, as well as growth, value and blended styles) and fixed-income sectors (investment grade, high yield, bank loan, international, emerging market and inflation-protected bonds), as well as other sub-asset classes (real estate investment trusts ("REITs"), commodities and market neutral strategies). The Fund may invest in any or all of the Underlying Funds within an asset class, but will not normally invest in every Underlying Fund at one time. Selection of individual Underlying Funds is based on several factors, including, but not limited to, past performance and total portfolio characteristics (e.g., size, style, credit quality and duration). In addition to the investments in Underlying Funds in accordance to this selection process, the Fund may invest in ETFs to gain broad market, sector or asset class exposure during periods when it has large amounts of uninvested cash.

 

New York Life Investments monitors the Fund's portfolio daily to ensure the Fund's actual asset class allocation among the Underlying Funds continues to conform to the Fund's target allocation over time and may periodically adjust target asset class allocations based on various quantitative and qualitative data relating to the U.S. and international economies, securities markets and various segments within those markets. For cash management purposes or in response to adverse market or other conditions, the Fund may, regardless of its normal asset class allocation, temporarily hold all or a portion of its assets in U.S. government securities, money market funds, cash or cash equivalents.

 

The Underlying Funds may invest in many types of equity and debt securities, including those issued by U.S. issuers and to a more limited extent, those issued by foreign issuers. Such investments could have a positive or adverse effect on the Underlying Funds' performance, which in turn, could have a similar effect on the Fund's performance. In connection with the asset allocation process, the Fund may from time to time, invest more than 25% of its assets in one Underlying Fund.

 

The second step in the portfolio's construction process involves the actual selection of Underlying Funds to represent the asset classes indicated above and determination of target weightings among the Underlying Funds for the Fund's portfolio. The Fund may invest in any or all of the Underlying Funds within an asset class, but will not normally invest in every Underlying Fund at one time. Selection of individual Underlying Funds is based on several factors, including, but not limited to, past performance and total portfolio characteristics (e.g., size, style, credit quality and duration). For cash management purposes, the Fund may hold a portion of its assets in U.S. government securities, cash or cash equivalents. The Fund also may invest in Underlying Funds that are money market funds.

 

New York Life Investments monitors the Fund's portfolio daily to ensure that the Fund's actual asset class allocations among the Underlying Funds continue to conform to the Fund's target allocations over time and may periodically adjust target asset class allocations based on various quantitative and qualitative data relating to the U.S. and international economies, securities markets, and various segments within those markets. In response to adverse market or other conditions, the Fund may, regardless of its normal asset class allocations, temporarily hold all or a portion of its assets in U.S. government securities, money market funds, cash, or cash equivalents. In connection with the asset allocation process, the Fund may from time to time invest more than 25% of its assets in one Underlying Fund.

 

13 

 

 

 

MainStay Retirement 2040 and MainStay Retirement 2050 Funds (Acquired Funds)

MainStay Moderate Growth Allocation Fund (Acquiring Fund)

 

MainStay Retirement 2040 Fund

Investment Objective

The Fund seeks to maximize total return over time consistent with its current investment allocation. Total return is defined as a combination of long-term growth of capital and current income. "2040" in the Fund's name refers to the approximate year an investor in the Fund would plan to retire and likely would stop making new investments in the Fund. The Fund is designed for an investor who is seeking to retire between the years 2036 and 2045, and who plans to withdraw the value of the investor's account in the Fund gradually after retirement.

 

MainStay Moderate Growth Allocation Fund

Investment Objective

The Fund seeks long-term growth of capital and, secondarily, current income.

 

Principal Investment Strategies 

The Fund is a "fund of funds," meaning that it seeks to achieve its investment objective by investing primarily in mutual funds and exchange-traded funds ("ETFs") managed by New York Life Investments or its affiliates ("affiliated Underlying Funds"), and, if an affiliated Underlying Fund in a particular asset class (or sub-asset class) is deemed by the portfolio managers to be unavailable, mutual funds or ETFs managed by an advisor not affiliated with New York Life Investments ("unaffiliated Underlying Funds") (and collectively with the affiliated Underlying Funds, "Underlying Funds").

 

The Fund seeks to achieve its investment objective by normally investing approximately 20% (within a range of 10% to 30%) of its assets in Underlying Fixed-Income Funds and approximately 80% (within a range of 70% to 90%) of its assets in Underlying Equity Funds. The Fund may invest approximately 19% (within a range of 9% to 29%) of its assets in international equity Underlying Funds. The asset mix will progressively reduce equity exposure and become more conservative during the ten years after the target retirement date, when it will allocate approximately 30% of its assets to equity Underlying Funds (within a range of 20% to 40%) and 70% to fixed income Underlying Funds (within a range of 60% to 80%). New York Life Investments may change the asset class allocations within the range stated above, the Underlying Funds in which the Fund invests, or the target weighting without prior approval from shareholders. With respect to investments in equity Underlying Funds that invest significantly in both U.S. and non-U.S. securities, New York Life Investments will generally allocate them equally between U.S. equity funds and international equity funds.

 

New York Life Investments will determine each Underlying Fund’s asset class, and for Underlying Funds that may potentially fall into multiple asset classes, New York Life Investments will classify them based on certain factors, including, but not limited to, the Underlying Fund's investment strategy and portfolio characteristics. The Underlying Equity and Fixed-Income Funds may engage in strategies involving non-traditional asset classes (e.g., master limited partnerships), non-traditional investment strategies (e.g., non-correlated returns or short sales) or illiquid assets.

 

New York Life Investments uses a two-step asset allocation process to create the Fund's portfolio. The first step includes a strategic review of the broader target allocation to equity and fixed-income asset classes, and the determination of tactical asset allocation adjustments, which establish how the Fund's investable portfolio (meaning the Fund's assets available for investment, other than working cash balances) is to be invested across asset classes.

 

The following chart illustrates the Fund's target allocation among the asset classes as of January 1, 2019, and how the target allocation is anticipated to change over time as the Fund approaches its target retirement date of 2040. The Fund’s target allocation will continue to change as it passes its target retirement date of 2040, until it reaches its final allocation. The Fund will become more conservative over a period of time after retirement (approximately ten years). Target allocations and/or actual holdings will vary from time to time as a result of the tactical allocation process, although these variations will remain within the ranges described above.  

Principal Investment Strategies 

The Fund is a "fund of funds," meaning that it seeks to achieve its investment objective by investing primarily in mutual funds and exchange-traded funds managed by New York Life Investment Management LLC (“New York Life Investments”) or its affiliates (the "Underlying Funds"). The Underlying Funds are described and offered for direct investment in separate prospectuses. The Fund is designed for investors with a particular risk profile as represented by the asset class allocations described below, and invests in a distinct mix of Underlying Funds.

 

The Fund seeks to achieve its investment objective by normally investing approximately 80% (within a range of 70% to 90%) of its assets in Underlying Equity Funds, and approximately 20% (within a range of 10% to 30%) of its assets in Underlying Fixed-Income Funds. The Fund may invest approximately 20% (within a range of 10% to 30%) of its assets in international equity funds. New York Life Investments may change the asset class allocations, the Underlying Funds in which the Fund invests, or the target weighting without prior approval from shareholders. With respect to investments in Underlying Funds that invest significantly in both U.S. and non-U.S. equity securities, New York Life Investments will generally allocate such investments equally between U.S. equity funds and international equity funds.

 

New York Life Investments will determine each Underlying Fund’s asset class, and for Underlying Funds that may potentially fall into multiple asset classes, New York Life Investments will classify them based on certain factors, including, but not limited to, the Underlying Fund's investment strategy and portfolio characteristics. The Underlying Funds may engage in strategies involving non-traditional asset classes (e.g., master limited partnerships), non-traditional investment strategies (e.g., non-correlated returns or short sales) or illiquid assets.

 

New York Life Investments uses a two-step asset allocation process to create the Fund's portfolio. The first step includes a strategic review of the target allocations to the equity and fixed-income asset classes and a determination of any tactical allocation adjustments to establish the portion of the Fund's investable portfolio (meaning the Fund's assets available for investment, other than working cash balances) to be invested in each asset class.

 

The following table illustrates the Fund's target allocations among asset classes (the target allocations and/or actual holdings will vary from time to time as a result of the tactical allocation process, although these variations will remain within the ranges described above):

 

 

 

*  Percentages represent target allocations, actual allocation percentages may vary up to +/-10% under normal conditions. 

 

 

14 

 

 

   

 

The second step in the portfolio construction process involves the actual selection of Underlying Funds to represent the two broad asset classes indicated above and the determination of target weightings among the Underlying Funds for the Fund's portfolio. To provide broad diversification, the Fund may invest in Underlying Funds which invest in sub-asset classes, including U.S. and international equity styles (large-, mid- and small-cap, as well as growth, value and blended styles) and fixed-income sectors (investment grade, high yield, bank loan, international, emerging market and inflation-protected bonds), as well as other sub-asset classes (real estate investment trusts ("REITs"), commodities and market neutral strategies). The Fund may invest in any or all of the Underlying Funds within an asset class, but will not normally invest in every Underlying Fund at one time. Selection of individual Underlying Funds is based on several factors, including, but not limited to, past performance and total portfolio characteristics (e.g., size, style, credit quality and duration). In addition to the investments in Underlying Funds in accordance to this selection process, the Fund may invest in ETFs to gain broad market, sector or asset class exposure during periods when it has large amounts of uninvested cash.

 

New York Life Investments monitors the Fund's portfolio daily to ensure the Fund's actual asset class allocation among the Underlying Funds continues to conform to the Fund's target allocation over time and may periodically adjust target asset class allocations based on various quantitative and qualitative data relating to the U.S. and international economies, securities markets and various segments within those markets. For cash management purposes or in response to adverse market or other conditions, the Fund may, regardless of its normal asset class allocation, temporarily hold all or a portion of its assets in U.S. government securities, money market funds, cash or cash equivalents.

 

The Underlying Funds may invest in many types of equity and debt securities, including those issued by U.S. issuers and to a more limited extent, those issued by foreign issuers. Such investments could have a positive or adverse effect on the Underlying Funds' performance, which in turn, could have a similar effect on the Fund's performance. In connection with the asset allocation process, the Fund may from time to time, invest more than 25% of its assets in one Underlying Fund.

 

 

The second step in the portfolio's construction process involves the actual selection of Underlying Funds to represent the asset classes indicated above and determination of target weightings among the Underlying Funds for the Fund's portfolio. The Fund may invest in any or all of the Underlying Funds within an asset class, but will not normally invest in every Underlying Fund at one time. Selection of individual Underlying Funds is based on several factors, including, but not limited to, past performance and total portfolio characteristics (e.g., size, style, credit quality and duration). For cash management purposes, the Fund may hold a portion of its assets in U.S. government securities, cash or cash equivalents. The Fund also may invest in Underlying Funds that are money market funds.

 

New York Life Investments monitors the Fund's portfolio daily to ensure that the Fund's actual asset class allocations among the Underlying Funds continue to conform to the Fund's target allocations over time and may periodically adjust target asset class allocations based on various quantitative and qualitative data relating to the U.S. and international economies, securities markets, and various segments within those markets. In response to adverse market or other conditions, the Fund may, regardless of its normal asset class allocations, temporarily hold all or a portion of its assets in U.S. government securities, money market funds, cash, or cash equivalents. In connection with the asset allocation process, the Fund may from time to time invest more than 25% of its assets in one Underlying Fund.

MainStay Retirement 2050 Fund

 

Investment Objective

The Fund seeks to maximize total return over time consistent with its current investment allocation. Total return is defined as a combination of long-term growth of capital and current income. "2050" in the Fund's name refers to the approximate year an investor in the Fund would plan to retire and likely would stop making new investments in the Fund. The Fund is designed for an investor who is seeking to retire between the years 2046 and 2055, and who plans to withdraw the value of the investor's account in the Fund gradually after retirement.

 

Principal Investment Strategies

The Fund is a "fund of funds," meaning that it seeks to achieve its investment objective by investing primarily in mutual funds and exchange-traded funds ("ETFs") managed by New York Life Investments or its affiliates ("affiliated Underlying Funds"), and, if an affiliated Underlying Fund in a particular asset class (or sub-asset class) is deemed by the portfolio managers to be unavailable, mutual funds or ETFs managed by an advisor not affiliated with New York Life Investments ("unaffiliated Underlying Funds") (and collectively with the affiliated Underlying Funds, "Underlying Funds").

 

 

15 

 

 

The Fund seeks to achieve its investment objective by normally investing approximately 13% (within a range of 3% to 23%) of its assets in Underlying Fixed-Income Funds and approximately 87% (within a range of 77% to 97%) of its assets in Underlying Equity Funds. The Fund may invest approximately 21% (within a range of 11% to 31%) of its assets in international equity Underlying Funds. The asset mix will progressively reduce equity exposure and become more conservative during the ten years after the target retirement date, when it will allocate approximately 30% of its assets to equity Underlying Funds (within a range of 20% to 40%) and 70% to fixed income Underlying Funds (within a range of 60% to 80%). New York Life Investments may change the asset class allocations within the range stated above, the Underlying Funds in which the Fund invests, or the target weighting without prior approval from shareholders. With respect to investments in equity Underlying Funds that invest significantly in both U.S. and non-U.S. securities, New York Life Investments will generally allocate them equally between U.S. equity funds and international equity funds.

 

New York Life Investments will determine each Underlying Fund’s asset class, and for Underlying Funds that may potentially fall into multiple asset classes, New York Life Investments will classify them based on certain factors, including, but not limited to, the Underlying Fund's investment strategy and portfolio characteristics. The Underlying Equity and Fixed-Income Funds may engage in strategies involving non-traditional asset classes (e.g., master limited partnerships), non-traditional investment strategies (e.g., non-correlated returns or short sales) or illiquid assets.

 

New York Life Investments uses a two-step asset allocation process to create the Fund's portfolio. The first step includes a strategic review of the broader target allocation to equity and fixed-income asset classes, and the determination of tactical asset allocation adjustments, which establish how the Fund's investable portfolio (meaning the Fund's assets available for investment, other than working cash balances) is to be invested across asset classes.

 

The following chart illustrates the Fund's target allocation among the asset classes as of January 1, 2019, and how the target allocation is anticipated to change over time as the Fund approaches its target retirement date of 2050. The Fund’s target allocation will continue to change as it passes its target retirement date of 2050, until it reaches its final allocation. The Fund will become more conservative over a period of time after retirement (approximately ten years). Target allocations and/or actual holdings will vary from time to time as a result of the tactical allocation process, although these variations will remain within the ranges described above.

 

 

The second step in the portfolio construction process involves the actual selection of Underlying Funds to represent the two broad asset classes indicated above and the determination of target weightings among the Underlying Funds for the Fund's portfolio. To provide broad diversification, the Fund may invest in Underlying Funds which invest in sub-asset classes, including U.S. and international equity styles (large-, mid- and small-cap, as well as growth, value and blended styles) and fixed-income sectors (investment grade, high yield, bank loan, international, emerging market and inflation-protected bonds), as well as other sub-asset classes (real estate investment trusts ("REITs"), commodities and market neutral strategies). The Fund may invest in any or all of the Underlying Funds within an asset class, but will not normally invest in every Underlying Fund at one time. Selection of individual Underlying Funds is based on several factors, including, but not limited to, past performance and total portfolio characteristics (e.g., size, style, credit quality and duration). In addition to the investments in Underlying Funds in accordance to this selection process, the Fund may invest in ETFs to gain broad market, sector or asset class exposure during periods when it has large amounts of uninvested cash.

 

 

16 

 

 

New York Life Investments monitors the Fund's portfolio daily to ensure the Fund's actual asset class allocation among the Underlying Funds continues to conform to the Fund's target allocation over time and may periodically adjust target asset class allocations based on various quantitative and qualitative data relating to the U.S. and international economies, securities markets and various segments within those markets. For cash management purposes or in response to adverse market or other conditions, the Fund may, regardless of its normal asset class allocation, temporarily hold all or a portion of its assets in U.S. government securities, money market funds, cash or cash equivalents.

 

The Underlying Funds may invest in many types of equity and debt securities, including those issued by U.S. issuers and to a more limited extent, those issued by foreign issuers. Such investments could have a positive or adverse effect on the Underlying Funds' performance, which in turn, could have a similar effect on the Fund's performance. In connection with the asset allocation process, the Fund may from time to time, invest more than 25% of its assets in one Underlying Fund.

 

 

MainStay Retirement 2060 Fund (Acquired Fund)

MainStay Growth Allocation Fund (Acquiring Fund)

 

MainStay Retirement 2060 Fund

 

Investment Objective

The Fund seeks to maximize total return over time consistent with its current investment allocation. Total return is defined as a combination of long-term growth of capital and current income. "2060" in the Fund's name refers to the approximate year an investor in the Fund would plan to retire and likely would stop making new investments in the Fund. The Fund is designed for an investor who is seeking to retire between the years 2056 and 2065, and who plans to withdraw the value of the investor's account in the Fund gradually after retirement.

 

MainStay Growth Allocation Fund

 

Investment Objective

The Fund seeks long-term growth of capital.

 

Principal Investment Strategies

The Fund is a "fund of funds," meaning that it seeks to achieve its investment objective by investing primarily in mutual funds and exchange-traded funds ("ETFs") managed by New York Life Investments or its affiliates ("affiliated Underlying Funds"), and, if an affiliated Underlying Fund in a particular asset class (or sub-asset class) is deemed by the portfolio managers to be unavailable, mutual funds or ETFs managed by an advisor not affiliated with New York Life Investments ("unaffiliated Underlying Funds") (and collectively with the affiliated Underlying Funds, "Underlying Funds").

 

The Fund seeks to achieve its investment objective by normally investing approximately 7% (within a range of 0% to 17%) of its assets in Underlying Fixed-Income Funds and approximately 93% (within a range of 83% to 100%) of its assets in Underlying Equity Funds. The Fund may invest approximately 23% (within a range of 13% to 33%) of its assets in international equity Underlying Funds. The asset mix will progressively reduce equity exposure and become more conservative during the ten years after the target retirement date, when it will allocate approximately 30% of its assets to equity Underlying Funds (within a range of 20% to 40%) and 70% to fixed income Underlying Funds (within a range of 60% to 80%). New York Life Investments may change the asset class allocations within the range stated above, the Underlying Funds in which the Fund invests, or the target weighting without prior approval from shareholders. With respect to investments in equity Underlying Funds that invest significantly in both U.S. and non-U.S. securities, New York Life Investments will generally allocate them equally between U.S. equity funds and international equity funds.

 

New York Life Investments will determine each Underlying Fund’s asset class, and for Underlying Funds that may potentially fall into multiple asset classes, New York Life Investments will classify them based on certain factors, including, but not limited to, the Underlying Fund's investment strategy and portfolio characteristics. The Underlying Equity and Fixed-Income Funds may engage in strategies involving non-traditional asset classes (e.g., master limited partnerships), non-traditional investment strategies (e.g., non-correlated returns or short sales) or illiquid assets.

Principal Investment Strategies

The Fund is a "fund of funds," meaning that it seeks to achieve its investment objective by investing primarily in mutual funds and exchange-traded funds managed by New York Life Investment Management LLC (“New York Life Investments”) or its affiliates (the "Underlying Funds"). The Underlying Funds are described and offered for direct investment in separate prospectuses. The Fund is designed for investors with a particular risk profile as represented by the asset class allocations described below, and invests in a distinct mix of Underlying Funds.

 

The Fund seeks to achieve its investment objective by normally investing substantially all of its assets in Underlying Equity Funds (normally within a range of 90% to 100%). The Fund may invest approximately 25% (within a range of 15% to 35%) of its assets in international equity funds. The Fund may invest up to 10% of its assets in Underlying Fixed-Income Funds. New York Life Investments may change the asset class allocations, the Underlying Funds in which the Fund invests, or the target weighting without prior approval from shareholders. With respect to investments in Underlying Funds that invest significantly in both U.S. and non-U.S. equity securities, New York Life Investments will generally allocate such investments equally between U.S. equity funds and international equity funds.

 

New York Life Investments will determine each Underlying Fund’s asset class, and for Underlying Funds that may potentially fall into multiple asset classes, New York Life Investments will classify them based on certain factors, including, but not limited to, the Underlying Fund's investment strategy and portfolio characteristics. The Underlying Funds may engage in strategies involving non-traditional asset classes (e.g., master limited partnerships), non-traditional investment strategies (e.g., non-correlated returns or short sales) or illiquid assets.

 

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New York Life Investments uses a two-step asset allocation process to create the Fund's portfolio. The first step includes a strategic review of the broader target allocation to equity and fixed-income asset classes, and the determination of tactical asset allocation adjustments, which establish how the Fund's investable portfolio (meaning the Fund's assets available for investment, other than working cash balances) is to be invested across asset classes.

 

The following chart illustrates the Fund's target allocation among the asset classes as of January 1, 2019, and how the target allocation is anticipated to change over time as the Fund approaches its target retirement date of 2060. The Fund’s target allocation will continue to change as it passes its target retirement date of 2060, until it reaches its final allocation. The Fund will become more conservative over a period of time after retirement (approximately ten years). Target allocations and/or actual holdings will vary from time to time as a result of the tactical allocation process, although these variations will remain within the ranges described above.

 

  

New York Life Investments uses a two-step asset allocation process to create the Fund's portfolio. The first step includes a strategic review of the target allocations to the equity and fixed-income asset classes and a determination of any tactical allocation adjustments to establish the portion of the Fund's investable portfolio (meaning the Fund's assets available for investment, other than working cash balances) to be invested in each asset class.

 

The following table illustrates the Fund's target allocations among asset classes (the target allocations and/or actual holdings will vary from time to time as a result of the tactical allocation process, although these variations will remain within the ranges described above):

 

 

*  Percentages represent target allocations, actual allocation percentages may vary up to +/-10% under normal conditions.

 

 

The second step in the portfolio construction process involves the actual selection of Underlying Funds to represent the two broad asset classes indicated above and the determination of target weightings among the Underlying Funds for the Fund's portfolio. To provide broad diversification, the Fund may invest in Underlying Funds which invest in sub-asset classes, including U.S. and international equity styles (large-, mid- and small-cap, as well as growth, value and blended styles) and fixed-income sectors (investment grade, high yield, bank loan, international, emerging market and inflation-protected bonds), as well as other sub-asset classes (real estate investment trusts ("REITs"), commodities and market neutral strategies). The Fund may invest in any or all of the Underlying Funds within an asset class, but will not normally invest in every Underlying Fund at one time. Selection of individual Underlying Funds is based on several factors, including, but not limited to, past performance and total portfolio characteristics (e.g., size, style, credit quality and duration). In addition to the investments in Underlying Funds in accordance to this selection process, the Fund may invest in ETFs to gain broad market, sector or asset class exposure during periods when it has large amounts of uninvested cash.

 

New York Life Investments monitors the Fund's portfolio daily to ensure the Fund's actual asset class allocation among the Underlying Funds continues to conform to the Fund's target allocation over time and may periodically adjust target asset class allocations based on various quantitative and qualitative data relating to the U.S. and international economies, securities markets and various segments within those markets. For cash management purposes or in response to adverse market or other conditions, the Fund may, regardless of its normal asset class allocation, temporarily hold all or a portion of its assets in U.S. government securities, money market funds, cash or cash equivalents.

 

The Underlying Funds may invest in many types of equity and debt securities, including those issued by U.S. issuers and to a more limited extent, those issued by foreign issuers. Such investments could have a positive or adverse effect on the Underlying Funds' performance, which in turn, could have a similar effect on the Fund's performance. In connection with the asset allocation process, the Fund may from time to time, invest more than 25% of its assets in one Underlying Fund

The second step in the portfolio's construction process involves the actual selection of Underlying Funds to represent the asset classes indicated above and determination of target weightings among the Underlying Funds for the Fund's portfolio. The Fund may invest in any or all of the Underlying Funds within an asset class, but will not normally invest in every Underlying Fund at one time. Selection of individual Underlying Funds is based on several factors, including, but not limited to, past performance and total portfolio characteristics (e.g., size, style, credit quality and duration). For cash management purposes, the Fund may hold a portion of its assets in U.S. government securities, cash or cash equivalents. The Fund also may invest in Underlying Funds that are money market funds.

 

New York Life Investments monitors the Fund's portfolio daily to ensure that the Fund's actual asset class allocations among the Underlying Funds continue to conform to the Fund's target allocations over time and may periodically adjust target asset class allocations based on various quantitative and qualitative data relating to the U.S. and international economies, securities markets, and various segments within those markets. In response to adverse market or other conditions, the Fund may, regardless of its normal asset class allocations, temporarily hold all or a portion of its assets in U.S. government securities, money market funds, cash, or cash equivalents. In connection with the asset allocation process, the Fund may from time to time invest more than 25% of its assets in one Underlying Fund.

   

 

The following summarizes the principal risks that are common to the Funds.

 

You can lose money by investing in a Fund. An investment in a Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other governmental agency. The investments selected by New York Life Investments may underperform the market or other investments. A Fund may receive large purchase or redemption orders, which may have adverse effects on performance if the Fund were required to sell securities, invest cash or hold a relatively large amount of cash at times when it would not otherwise do so.

 

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Asset Allocation Risk: Although allocation among different asset classes generally limits the Fund’s exposure to the risks of any one class, the risk remains that New York Life Investments may favor an asset class that performs poorly relative to the other asset classes. For example, deteriorating economic conditions might cause an overall weakness in corporate earnings that reduces the absolute level of stock prices in that market. Under these circumstances, if the Fund, through its holdings of Underlying Funds, were invested primarily in stocks, it would perform poorly relative to a portfolio invested primarily in bonds. The Underlying Funds selected by New York Life Investments may underperform the market or other investments. Similarly, the portfolio managers of the Underlying Funds could be incorrect in their analysis of economic trends, countries, industries, companies, the relative attractiveness of asset classes or other matters. Moreover, because the Fund has set limitations on the amount of assets that normally may be allocated to each asset class, the Fund has less flexibility in its investment strategy than mutual funds that are not subject to such limitations. In addition, the asset allocations made by the Fund may not be ideal for all investors and may not effectively increase returns or decrease risk for investors.

 

Focused Portfolio Risk: To the extent that the Fund invests a significant portion of its assets in a single Underlying Fund, it will be particularly sensitive to the risks associated with that Underlying Fund and changes in the value of that Underlying Fund may have a significant effect on the net asset value of the Fund. Similarly, the extent to which an Underlying Fund invests a significant portion of its assets in a single industry or economic sector will impact the Fund’s sensitivity to adverse developments affecting such industry or sector.

 

Conflicts of Interest: Potential conflicts of interest situations could arise. For example, New York Life Investments may be subject to potential conflicts of interest in selecting or allocating assets among the Underlying Funds because the fees paid to it and its affiliates by some Underlying Funds are higher than the fees paid by other Underlying Funds. In addition, the Fund’s portfolio managers may also serve as portfolio managers to one or more Underlying Funds and may have an incentive to select certain Underlying Funds due to compensation considerations or to support new investment strategies or cash flow needs of Underlying Funds. Moreover, a situation could occur where the best interests of the Fund could be adverse to the best interests of an Underlying Fund or vice versa. New York Life Investments will analyze any such situation and take all steps it believes to be necessary to minimize and, where possible, eliminate potential conflicts in light of the fiduciary duty New York Life Investments has to the Fund, which requires it to act in the best interests of the Fund when selecting Underlying Funds.

 

Exchange-Traded Fund (“ETF”) Risk: The risks of owning an ETF generally reflect the risks of owning the underlying securities they are designed to track, although lack of liquidity in an ETF could result in it being more volatile than the underlying portfolio of securities. Disruptions in the markets for the securities underlying ETFs purchased or sold by the Fund could result in losses on the Fund’s investments in ETFs. ETFs also have management fees that increase their costs versus the costs of owning the underlying securities directly.

 

Large Transaction Risks: To minimize disruptions to the operations of the Fund and the Underlying Funds, New York Life Investments seeks to maintain existing target allocations and to implement small changes to target allocations through the netting of purchases and redemptions of Fund shares. These practices may temporarily affect New York Life Investments' ability to fully implement the Fund’s investment strategies.

 

Portfolio Management Risk: The investment strategies, practices and risk analyses used by New York Life Investments may not produce the desired results. In addition, the Fund may not achieve its investment objective, including during periods in which New York Life Investments takes temporary positions in response to unusual or adverse market, economic or political conditions, or other unusual or abnormal circumstances.

 

The following summarizes the principal risk that is unique to the Acquired Funds.

 

Inadequate Retirement Income Risk: An investment in the Fund is not guaranteed, and the Fund may experience losses, including losses near, at, or after the Fund’s target retirement date. The Fund is not a complete retirement program, and there is no guarantee that the Fund will provide sufficient retirement income to an investor at and through an investor's retirement. Moreover, there is no guarantee that the Fund’s performance will keep pace with or exceed the rate of inflation, which may reduce the value of your investment over time.

 

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The following summarizes the principal risks that are common to the Funds’ Underlying Funds.

 

The principal risks of the Underlying Funds, which could adversely affect the performance of a Fund, may include the risks summarized below. For the purposes of the risks summarized below, the terms “Fund” and “Funds” may also refer to “Underlying Fund” or “Underlying Funds” as the context requires.

 

Market Risk: The value of a Fund's investments may fluctuate because of changes in the markets in which the Fund invests, which could cause the Fund to underperform other funds with similar investment objectives and strategies. Such changes may be rapid and unpredictable. From time to time, markets may experience periods of stress for potentially prolonged periods that may result in: (i) increased market volatility; (ii) reduced market liquidity; and (iii) increased redemptions of Fund shares. Such conditions may add significantly to the risk of volatility in the net asset value of the Fund's shares.

 

Portfolio Management Risk: The investment strategies, practices and risk analyses used by a Fund's manager or subadvisor may not produce the desired results. In addition, a Fund may not achieve its investment objective, including during periods in which a Fund's manager or subadvisor takes temporary positions in response to unusual or adverse market, economic or political conditions, or other unusual or abnormal circumstances.

 

Derivatives Risk: Derivatives are investments whose value depends on (or is derived from) the value of an underlying instrument, such as a security, asset, reference rate or index. Derivative strategies may expose a Fund to greater risk than if it had invested directly in the underlying instrument and often involve leverage, which may exaggerate a loss, potentially causing a Fund to lose more money than it originally invested and would have lost had it invested directly in the underlying instrument. For example, if the Fund is the seller of credit protection in a credit default swap, the Fund effectively adds leverage to its portfolio and is subject to the credit exposure on the full notional value of the swap. Derivatives may be difficult to sell, unwind or value. Derivatives may also be subject to counterparty risk, which is the risk that the counterparty (the party on the other side of the transaction) on a derivative transaction will be unable to honor its contractual obligations to a Fund. Futures may be more volatile than direct investments in the instrument underlying the contract, and may not correlate perfectly to the underlying instrument. Futures and other derivatives also may involve a small initial investment relative to the risk assumed, which could result in losses greater than if they had not been used. Due to fluctuations in the price of the underlying asset, a Fund may not be able to profitably exercise an option and may lose its entire investment in an option. Forward commitments entail the risk that the instrument may be worth less when it is issued or received than the price a Fund agreed to pay when it made the commitment. The use of foreign currency forwards may result in currency exchange losses due to fluctuations in currency exchange rates or an imperfect correlation between portfolio holdings denominated in a particular currency and the forward contracts entered into by a Fund. Swaps may be subject to counterparty credit, correlation, valuation, liquidity and leveraging risks. Additionally, applicable regulators have adopted rules imposing certain margin requirements, including minimums on uncleared swaps, which may result in a Fund and its counterparties posting higher margin amounts for uncleared swaps. Certain standardized swaps are subject to mandatory central clearing and exchange trading. Central clearing, which interposes a central clearinghouse to each participant’s swap, and exchange trading are intended to reduce counterparty credit risk and increase liquidity but neither makes swap transactions risk-free. Derivatives may also increase the expenses of a Fund.

 

Equity Securities Risk: Investments in common stocks and other equity securities are particularly subject to the risk of changing economic, stock market, industry and company conditions and the risks inherent in the portfolio managers' ability to anticipate such changes that can adversely affect the value of a Fund's holdings.

 

Debt Securities Risk: The risks of investing in debt or fixed-income securities include (without limitation): (i) credit risk, e.g., the issuer or guarantor of a debt security may be unable or unwilling (or be perceived as unable or unwilling) to make timely principal and/or interest payments or otherwise honor its obligations; (ii) maturity risk, e.g., a debt security with a longer maturity may fluctuate in value more than one with a shorter maturity; (iii) market risk, e.g., low demand for debt securities may negatively impact their price; (iv) interest rate risk, e.g., when interest rates go up, the value of a debt security generally goes down, and when interest rates go down, the value of a debt security generally goes up (long-term debt securities are generally more susceptible to interest rate risk than short-term debt securities); (v) call or prepayment risk, e.g., during a period of falling interest rates, the issuer may redeem a security by repaying it early, which may reduce a Fund’s income if the proceeds are reinvested at lower interest rates; and (vi) extension risk, (e.g., if interest rates rise, repayments of debt securities may occur more slowly than anticipated by the market, which may drive the prices of these securities down because their interest rates are lower than the current interest rate and the securities remain outstanding longer).

 

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Interest rates in the United States are near recent historic lows, and Fixed Income Funds may currently face a heightened level of interest rate risk. To the extent the Board of Governors of the Federal Reserve System (“Federal Reserve Board”) continues to raise the federal funds rate, there is a risk that interest rates across the financial system may rise, possibly significantly and/or rapidly. Rising interest rates or lack of market participants may lead to decreased liquidity and increased volatility in the fixed-income or debt markets, making it more difficult for a Fund to sell its fixed-income or debt holdings. Decreased liquidity in the fixed-income or debt markets also may make it more difficult to value some or all of a Fund’s fixed-income or debt holdings. For most fixed-income investments, when market interest rates fall, prices of fixed-rate debt rise. However, when market interest rates fall, certain fixed-rate debt may be adversely affected (i.e., instruments with a negative duration or instruments subject to prepayment risk).

 

Foreign Securities Risk: Investments in foreign (non-U.S.) securities may be riskier than investments in U.S. securities. Differences between U.S. and foreign regulatory regimes and securities markets, including less stringent investor protections and disclosure standards of some foreign markets, less liquid trading markets and political and economic developments in foreign countries, may affect the value of a Fund's investments in foreign securities. Foreign securities may also subject a Fund's investments to changes in currency rates. Changes in the value of foreign currencies may make the return on an investment go up or down, unrelated to the quality or performance of the investment itself. These risks may be greater with respect to securities of companies that conduct their business activities in emerging markets or whose securities are traded principally in emerging markets.

 

Growth Stock Risk: If growth companies do not increase their earnings at a rate expected by investors, the market price of the stock may decline significantly, even if earnings show an absolute increase. Growth company stocks also typically lack the dividend yield that can cushion stock prices in market downturns.

 

High-Yield Securities Risk: Investments in high-yield securities or non-investment grade securities (commonly referred to as "junk bonds") are considered speculative because they present a greater risk of loss than higher quality securities. Such securities may, under certain circumstances, be less liquid than higher rated securities. These securities pay investors a premium (a high interest rate or yield) because of the potential illiquidity and increased risk of loss. These securities can also be subject to greater price volatility. In times of unusual or adverse market, economic or political conditions, these securities may experience higher than normal default rates.

 

Liquidity and Valuation Risk: The Fund is subject to the risk that it could not meet redemption requests without significant dilution of remaining investors' interests in the Fund. Securities purchased by a Fund may be illiquid at the time of purchase or liquid at the time of purchase and subsequently become illiquid due to, among other things, events relating to the issuer of the securities, market events, operational issues, economic conditions, investor perceptions or lack of market participants. The lack of an active trading market may make it difficult to sell or obtain an accurate price for a security. If market conditions or issuer specific developments make it difficult to value securities, the Fund may value these securities using more subjective methods, such as fair value pricing. In such cases, the value determined for a security could be different than the value realized upon such security's sale. As a result, the Fund could pay more than the market value when buying Fund shares or receive less than the market value when selling Fund shares. This could affect the proceeds of any redemption or the number of shares the Fund receives upon purchase. To meet redemption requests or to raise cash to pursue other investment opportunities, a Fund may be forced to sell securities at an unfavorable time and/or under unfavorable conditions, which may adversely affect the Fund.

 

Market Capitalization Risk: To the extent a Fund invests in securities issued by small-, mid-, or large-cap companies, a Fund will be subject to the risks associated with securities issued by companies of the applicable market capitalization. Securities of small-cap and mid-cap companies may be subject to greater price volatility, significantly lower trading volumes, cyclical, static or moderate growth prospects and greater spreads between their bid and ask prices than securities of larger companies. Smaller capitalization companies frequently rely on narrower product lines and niche markets and may be more vulnerable to adverse business or market developments. Securities issued by larger companies may have less growth potential and may not be able to attain the high growth rates of successful smaller companies, especially during strong economic periods. In addition, larger companies may be less capable of responding quickly to competitive challenges and industry changes, including those resulting from improvements in technology, and may suffer sharper price declines as a result of earnings disappointments. There is a risk that the securities issued by companies of a certain market capitalization may underperform the broader market at any given time.

 

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Mortgage-Related and Other Asset-Backed Securities Risk: Investments in mortgage-related securities (such as mortgage-backed securities) and other asset-backed securities generally involve a stream of payments based on the underlying obligations. These payments, which are often part interest and part return of principal, vary based on the rate at which the underlying borrowers repay their loans or other obligations. Asset-backed securities are subject to the risk that borrowers may default on the underlying obligations and that, during periods of falling interest rates, these obligations may be called or prepaid and, during periods of rising interest rates, obligations may be paid more slowly than expected. Impairment of the underlying obligations or collateral, such as by non-payment, will reduce the security's value. Enforcing rights against such collateral in events of default may be difficult or insufficient. The value of these securities may be significantly affected by changes in interest rates, the market's perception of issuers, and the creditworthiness of the parties involved. The ability of a Fund to successfully utilize these instruments may depend on the ability of the Fund's manager or subadvisor to forecast interest rates and other economic factors correctly. These securities may have a structure that makes their reaction to interest rate changes and other factors difficult to predict, making their value highly volatile.

 

Real Estate Investment Trust ("REIT") Risk: Investments in REITs involve risks associated with direct ownership of real estate, including decline in property values, extended vacancies, increases in property taxes and changes in interest rates. Additionally, the appreciation of securities issued by a REIT depends, in part, on the skills of the REIT’s manager. REITs may not be diversified, may experience substantial cost in the event of borrower or lessee defaults and are subject to heavy cash flow dependency.

 

Short Sales Risk: If a security sold short increases in price, a Fund may have to cover its short position at a higher price than the short sale price, resulting in a loss, which could be theoretically unlimited. A Fund may have substantial short positions and must borrow those securities to make delivery to the buyer. A Fund may not be able to borrow a security that it needs to deliver or it may not be able to close out a short position at an acceptable price and may have to sell related long positions before it had intended to do so. Thus, a Fund may not be able to successfully implement its short sale strategy due to limited availability of desired securities or for other reasons. By investing the proceeds received from selling securities short, a Fund is employing a form of leverage which creates special risks.

 

A Fund may also be required to pay a premium and other transaction costs, which would increase the cost of the security sold short. The amount of any gain will be decreased, and the amount of any loss increased, by the amount of the premium, dividends, interest or expenses a Fund may be required to pay in connection with the short sale.

 

Until a Fund replaces a borrowed security, it is required to maintain a segregated account of cash or liquid assets with a broker or custodian to cover a Fund's short position. Generally, securities held in a segregated account cannot be sold unless they are replaced with other liquid assets. A Fund's ability to access the pledged collateral may also be impaired in the event the broker fails to comply with the terms of the contract. In such instances a Fund may not be able to substitute or sell the pledged collateral. Additionally, a Fund must maintain sufficient liquid assets (less any additional collateral pledged to or held by the broker), marked-to-market daily, to cover the short sale obligation. This may limit a Fund's investment flexibility, as well as its ability to meet redemption requests or other current obligations.

 

Because losses on short sales arise from increases in the value of the security sold short, such losses are theoretically unlimited. By contrast, a loss on a long position arises from decreases in the value of the security and is limited by the fact that a security’s value cannot go below zero.

 

Regulatory Risk: A Fund as well as the issuers of the securities and other instruments in which the Fund invests are subject to considerable regulation and the risks associated with adverse changes in laws and regulations governing their operations. For example, regulatory authorities in the United States or other countries may prohibit or restrict the ability of a Fund to fully implement its short-selling strategy, either generally or with respect to certain industries or countries, which may impact the Fund's ability to fully implement its investment strategies. In addition, regulatory authorities are in the process of adopting and implementing regulations governing derivatives markets, and although the ultimate impact of the regulations remains unclear, the regulations may adversely affect, among other things, the availability, value or performance of derivatives.

 

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Value Stock Risk: Value stocks may never reach what a Fund's portfolio manager believes is their full value or they may go down in value. In addition, different types of stocks tend to shift in and out of favor depending on market and economic conditions, and therefore the performance of Funds that invest in value stocks may be lower or higher than that of funds that invest in other types of equity securities.

 

Master Limited Partnerships ("MLPs") and Other Natural Resources Sector Companies Risks: Natural resources sector companies, including energy companies and MLPs, are subject to risks, including, but not limited to, fluctuations in the prices of commodities, a significant decrease in the production of or a sustained decline in demand for commodities, and construction risk, development risk, acquisition risk or other risks arising from their specific business strategies. Energy companies are affected by worldwide energy prices and may suffer losses as a result of adverse changes in these prices and market volatility. Additionally, energy companies may be at risk for increased government regulation and intervention and litigation. In addition, investing in MLPs involves certain risks related to investing in the underlying assets of the MLPs and risks associated with pooled investment vehicles. MLPs are subject to certain risks inherent in the structure of MLPs, including (i) tax risks; (ii) the limited ability to elect or remove management or the general partner or managing member; (iii) limited voting rights; and (iv) conflicts of interest between the general partner or managing member and its affiliates, on the one hand, and the limited partners or members, on the other hand, including those arising from incentive distribution payments or corporate opportunities. Securities issued by MLPs may experience limited trading volumes and, thus, may be relatively illiquid.

 

Investment Restrictions

 

In addition to the investment objectives and principal investment strategies described above, each Fund has adopted certain fundamental investment policies. The fundamental investment policies of each Fund are the same. Fundamental investment policies may only be changed by a vote of a Fund’s shareholders.

 

Material Differences in the Rights of Fund Shareholders

 

Each Acquired Fund and Acquiring Fund is a series of MainStay Funds Trust, a Delaware statutory trust governed by a Board of Trustees made up of the same individuals. The Funds are governed by the same Declaration of Trust and By-Laws. Copies of these documents are available to shareholders without charge upon written request to the Funds.

 

Comparison of Fees and Expenses

 

Fees and Expenses of the Funds:

 

The following discussion compares the fees and expenses of the Funds before and after the Reorganizations. Fees and expenses of the Funds are as of October 31, 2018.

 

It is important to note that following the Reorganizations, shareholders of the Acquired Funds will be subject to the actual fee and expense structures of the Acquiring Funds, which may not be the same as the pro forma combined fees and expenses. Future fees and expenses may be greater or lesser than those indicated below. You may be required to pay a commission or other transaction charge to your financial intermediary for effecting transactions in a class of shares of the Fund without any initial sales charge, contingent deferred sales charge, or other asset-based fee for sales or distribution. These commissions are not reflected in the fee and expense tables or expense examples below. You may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $50,000 in the MainStay Funds. This amount may vary depending on the MainStay Fund in which you invest. In addition, different financial intermediary firms and financial professionals may impose different sales loads and waivers. More information about these and other discounts or waivers is available from your financial professional; in the “Information on Sales Charges” section starting on page C-6 of the Appendix C – Shareholder Guide. No sales charge or fee of any kind will be assessed to Acquired Fund shareholders in connection with their receipt of shares of a corresponding Acquiring Fund in any of the Reorganizations.

 

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MainStay Conservative Allocation Fund (Acquiring Fund)

MainStay Retirement 2010 and MainStay Retirement 2020 Funds (Acquired Funds)

 

Class A

 

 

 

MainStay

Conservative

Allocation Fund

(Acquiring

Fund)

  

MainStay

Retirement

2010 Fund

  

MainStay

Retirement

2020 Fund

  

MainStay

Conservative

Allocation

Fund Pro

Forma

Combined

 
Shareholder Fees (fees paid directly from your investment)                    
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)   5.50%   5.50%   5.50%   5.50%
Maximum Deferred Sales Charge (Load) (as a percentage of the lesser of the original offering price or redemption proceeds)   None1   None1   None1   None1
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)                    
Management Fees (as an annual percentage of the Fund's average daily net assets)2   None    0.10%   0.10%   None 
Distribution and/or Service (12b-1) Fees   0.25%   0.25%   0.25%   0.25%
Other Expenses   0.11%   0.55%   0.18%   0.11%
Acquired (Underlying) Fund Fees and Expenses   0.77%   0.47%   0.53%   0.77%
Total Annual Fund Operating Expenses   1.13%   1.37%   1.06%   1.13%
Waivers / Reimbursements2,3   0.00%   (0.53)%   (0.16)%   0.00%
Total Annual Fund Operating Expenses After Waivers / Reimbursements2,3   1.13%   0.84%   0.90%   1.13%

 

1.No initial sales charge applies on investments of $1 million or more (and certain other qualified purchases). However, a contingent deferred sales charge of 1.00% may be imposed on certain redemptions made within 18 months of the date of purchase on shares that were purchased without an initial sales charge.
2.With regard to the MainStay Retirement 2010 and MainStay Retirement 2020 Funds, New York Life Investments has contractually agreed to waive its management fees to 0.00%. This agreement will remain in effect until February 28, 2020. Without this waiver the management fee would be 0.10%.
3.With regard to the MainStay Retirement 2010 and MainStay Retirement 2020 Funds, New York Life Investments has contractually agreed to waive fees and/or reimburse expenses so that Total Annual Fund Operating Expenses (excluding taxes, interest, litigation, extraordinary expenses, brokerage and other transaction expenses relating to the purchase or sale of portfolio investments, and acquired (underlying) fund fees and expenses) of Class A shares do not exceed 0.375% of its average daily net assets. This agreement will remain in effect until February 28, 2020.

 

Investor Class

 

 

 

MainStay

Conservative

Allocation Fund

(Acquiring

Fund)

  

MainStay

Retirement

2010 Fund

  

MainStay

Retirement

2020 Fund

  

MainStay

Conservative

Allocation

Fund Pro

Forma

Combined

 
Shareholder Fees (fees paid directly from your investment)                    
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)   5.50%   5.50%   5.50%   5.50%
Maximum Deferred Sales Charge (Load) (as a percentage of the lesser of the original offering price or redemption proceeds)   None1   None1   None1   None1
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)                    
Management Fees (as an annual percentage of the Fund's average daily net assets)2   None    0.10%   0.10%   None 
Distribution and/or Service (12b-1) Fees   0.25%   0.25%   0.25%   0.25%
Other Expenses   0.29%   1.22%   0.55%   0.30%
Acquired (Underlying) Fund Fees and Expenses   0.77%   0.47%   0.53%   0.77%
Total Annual Fund Operating Expenses   1.31%   2.04%   1.43%   1.32%
Waivers / Reimbursements2,3   0.00%   (1.10)%   (0.43)%   0.00%
Total Annual Fund Operating Expenses After Waivers / Reimbursements2,3   1.31%   0.94%   1.00%   1.32%

 

1.No initial sales charge applies on investments of $1 million or more (and certain other qualified purchases). However, a contingent deferred sales charge of 1.00% may be imposed on certain redemptions made within 18 months of the date of purchase on shares that were purchased without an initial sales charge.
2.With regard to the MainStay Retirement 2010 and MainStay Retirement 2020 Funds, New York Life Investments has contractually agreed to waive its management fees to 0.00%. This agreement will remain in effect until February 28, 2020. Without this waiver the management fee would be 0.10%.

 

24 

 

 

3.With regard to the MainStay Retirement 2010 and MainStay Retirement 2020 Funds, New York Life Investments has contractually agreed to waive fees and/or reimburse expenses so that Total Annual Fund Operating Expenses (excluding taxes, interest, litigation, extraordinary expenses, brokerage and other transaction expenses relating to the purchase or sale of portfolio investments, and acquired (underlying) fund fees and expenses) of Investor Class shares do not exceed 0.475% of its average daily net assets. This agreement will remain in effect until February 28, 2020

 

Class I

 

  MainStay
Conservative
Allocation Fund
(Acquiring
Fund)
   MainStay
Retirement
2010 Fund
   MainStay
Retirement
2020 Fund
   MainStay
Conservative
Allocation
Fund Pro
Forma
Combined
 
Shareholder Fees (fees paid directly from your investment)                     
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)   None    None    None    None 
Maximum Deferred Sales Charge (Load) (as a percentage of the lesser of the original offering price or redemption proceeds)   None    None    None    None 
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)                    
Management Fees (as an annual percentage of the Fund's average daily net assets)1   None    0.10%   0.10%   None 
Distribution and/or Service (12b-1) Fees   None    None    None    None 
Other Expenses   0.11%   0.55%   0.18%   0.11%
Acquired (Underlying) Fund Fees and Expenses   0.77%   0.47%   0.53%   0.77%
Total Annual Fund Operating Expenses   0.88%   1.12%   0.81%   0.88%
Waivers / Reimbursements1,2   0.00%   (0.53)%   (0.16)%   0.00%
Total Annual Fund Operating Expenses After Waivers / Reimbursements1,2   0.88%   0.59%   0.65%   0.88%

 

1.With regard to the MainStay Retirement 2010 and MainStay Retirement 2020 Funds, New York Life Investments has contractually agreed to waive its management fees to 0.00%. This agreement will remain in effect until February 28, 2020. Without this waiver the management fee would be 0.10%.
2.With regard to the MainStay Retirement 2010 and MainStay Retirement 2020 Funds, New York Life Investments has contractually agreed to waive fees and/or reimburse expenses so that Total Annual Fund Operating Expenses (excluding taxes, interest, litigation, extraordinary expenses, brokerage and other transaction expenses relating to the purchase or sale of portfolio investments, and acquired (underlying) fund fees and expenses) of Class I shares do not exceed 0.125% of its average daily net assets. This agreement will remain in effect until February 28, 2020.

 

Class R1

 

 

MainStay

Conservative

Allocation Fund
(Acquiring
Fund)

   MainStay
Retirement
2010 Fund
   MainStay
Retirement
2020 Fund
   MainStay
Conservative
Allocation
Fund Pro
Forma
Combined
 

Shareholder Fees (fees paid directly from your investment)

 

                    
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)   None    None    None    None 
Maximum Deferred Sales Charge (Load) (as a percentage of the lesser of the original offering price or redemption proceeds)   None    None    None    None 
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)                    
Management Fees (as an annual percentage of the Fund's average daily net assets)1   None    0.10%   0.10%   None 
Distribution and/or Service (12b-1) Fees   None    None    None    None 
Other Expenses   0.21%2   0.65%   0.28%   0.21%
Acquired (Underlying) Fund Fees and Expenses   0.77%   0.47%   0.53%   0.77%
Total Annual Fund Operating Expenses   0.98%   1.22%   0.91%   0.98%
Waivers / Reimbursements1,3   0.00%   (0.53)%   (0.16)%   0.00%
Total Annual Fund Operating Expenses After Waivers / Reimbursements1,3   0.98%   0.69%   0.75%   0.98%

 

1.With regard to the MainStay Retirement 2010 and MainStay Retirement 2020 Funds, New York Life Investments has contractually agreed to waive its management fees to 0.00%. This agreement will remain in effect until February 28, 2020. Without this waiver the management fee would be 0.10%.
2.Based on estimated amounts for the current fiscal year.

 

25 

 

 

3.With regard to the MainStay Retirement 2010 and MainStay Retirement 2020 Funds, New York Life Investments has contractually agreed to waive fees and/or reimburse expenses so that Total Annual Fund Operating Expenses (excluding taxes, interest, litigation, extraordinary expenses, brokerage and other transaction expenses relating to the purchase or sale of portfolio investments, and acquired (underlying) fund fees and expenses) of Class R1 shares do not exceed 0.225% of its average daily net assets. This agreement will remain in effect until February 28, 2020.

 

Class R2

 

 

MainStay

Conservative

Allocation Fund
(Acquiring
Fund)

    MainStay
Retirement
2020 Fund
  MainStay
Conservative
Allocation Fund
Pro Forma
Combined
Shareholder Fees (fees paid directly from your investment)    

 

 

             
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)   None       None     None  
Maximum Deferred Sales Charge (Load) (as a percentage of the lesser of the original offering price or redemption proceeds)   None       None     None  
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)                    
Management Fees (as an annual percentage of the Fund's average daily net assets)1   None       0.10

% 

  None  
Distribution and/or Service (12b-1) Fees   0.25 %     0.25 %   0.25 %
Other Expenses   0.21 %2     0.27 %   0.21 %
Acquired (Underlying) Fund Fees and Expenses   0.77 %     0.53 %   0.77 %
Total Annual Fund Operating Expenses   1.23 %     1.15 %   1.23 %
Waivers / Reimbursements1,3   0.00 %     (0.15) %   0.00 %
Total Annual Fund Operating Expenses After Waivers / Reimbursements1,3   1.23 %     1.00 %   1.23 %

 

1.With regard to the MainStay Retirement 2020 Fund, New York Life Investments has contractually agreed to waive its management fees to 0.00%. This agreement will remain in effect until February 28, 2020. Without this waiver the management fee would be 0.10%.
2.Based on estimated amounts for the current fiscal year.
3.With regard to the MainStay Retirement 2020 Fund, New York Life Investments has contractually agreed to waive fees and/or reimburse expenses so that Total Annual Fund Operating Expenses (excluding taxes, interest, litigation, extraordinary expenses, brokerage and other transaction expenses relating to the purchase or sale of portfolio investments, and acquired (underlying) fund fees and expenses) of Class R2 shares do not exceed 0.475% of its average daily net assets. This agreement will remain in effect until February 28, 2020.

 

Class R3

 

 

 

MainStay

Conservative
Allocation Fund
(Acquiring
Fund)

   MainStay
Retirement
2010 Fund
   MainStay
Retirement
2020 Fund
   MainStay
Conservative
Allocation
Fund Pro
Forma
Combined
 
Shareholder Fees (fees paid directly from your investment)                    
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)   None    None    None    None 
Maximum Deferred Sales Charge (Load) (as a percentage of the lesser of the original offering price or redemption proceeds)   None    None    None    None 
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)                    
Management Fees (as an annual percentage of the Fund's average daily net assets)1   None    0.10%   0.10%   None 
Distribution and/or Service (12b-1) Fees   0.50%   0.50%   0.50%   0.50%
Other Expenses   0.21%   0.65%   0.28%   0.21%
Acquired (Underlying) Fund Fees and Expenses   0.77%   0.47%   0.53%   0.77%
Total Annual Fund Operating Expenses   1.48%   1.72%   1.41%   1.48%
Waivers / Reimbursements1,2   0.00%   (0.53)%   (0.16)%   0.00%
Total Annual Fund Operating Expenses After Waivers / Reimbursements1,2   1.48%   1.19%   1.25%   1.48%

 

 

1.With regard to the MainStay Retirement 2010 and MainStay Retirement 2020 Funds, New York Life Investments has contractually agreed to waive its management fees to 0.00%. This agreement will remain in effect until February 28, 2020. Without this waiver the management fee would be 0.10%.
2.With regard to the MainStay Retirement 2010 and MainStay Retirement 2020 Funds, New York Life Investments has contractually agreed to waive fees and/or reimburse expenses so that Total Annual Fund Operating Expenses (excluding taxes, interest, litigation, extraordinary expenses, brokerage and other transaction expenses relating to the purchase or sale of portfolio investments, and acquired (underlying) fund fees and expenses) of Class R3 shares do not exceed 0.725% of its average daily net assets. This agreement will remain in effect until February 28, 2020.

 

26 

 

 

Example:

 

The Example is intended to help you compare the cost of investing in the relevant Fund with the cost of investing in other mutual funds. The Example assumes that you invest $10,000 in the Fund for the time periods indicated whether or not you redeem all of your shares at the end of those periods. The Example also assumes that your investment has a 5% return each year, and that the Fund’s operating expenses remain the same. The Example reflects the contractual fee waiver and/or expense reimbursement arrangement, if applicable, for the current duration of the arrangement only. Although your actual costs may be higher or lower, based on these assumptions your expenses would be:

 

MainStay Conservative Allocation Fund

 

 

Expenses After

 

Class A

 

   

Investor
Class

 

Class I

 

 

Class R1

 

 

Class R2

 

 

Class R3

 

 
1 Year $      659     $      676   $        90   $      100   $      125   $      151  
3 Years $      889     $      942   $      281   $      312   $      390   $      468  
5 Years $   1,138     $   1,229   $      488   $      542   $      676   $      808  
10 Years $   1,849     $   2,042   $   1,084   $   1,201   $   1,489   $   1,768  

 

MainStay Retirement 2010 Fund

 

Expenses After

 

Class A

 

   

Investor
Class

 

Class I

 

 

Class R1

 

 

Class R3

 

 
1 Year $      631     $      641   $        60   $        70   $      121  
3 Years $      911     $   1,054   $      303   $      335   $      490  
5 Years $   1,211     $   1,492   $      566   $      619   $      884  
10 Years $   2,062     $   2,705   $   1,316   $   1,430   $   1,986  

 

MainStay Retirement 2020 Fund

 

Expenses After

 

Class A

 

   

Investor
Class

 

Class I

 

 

Class R1

 

 

Class R2

 

 

Class R3

 

 
1 Year $      637     $      646   $        66   $        77   $      102   $      127  
3 Years $      854     $      938   $      243   $      274   $      350   $      431  
5 Years $   1,088     $   1,250   $      434   $      488   $      618   $      756  
10 Years $   1,759     $   2,134   $      987   $   1,105   $   1,384   $   1,677  

 

MainStay Conservative Allocation Fund Pro Forma Combined

 

Expenses After

 

Class A

 

   

Investor
Class

 

Class I

 

 

Class R1

 

 

Class R2

 

 

Class R3

 

 
1 Year $      659     $      677   $        90   $        110   $      125   $      151  
3 Years $      889     $      945   $      281   $      312   $      390   $      468  
5 Years $   1,138     $   1,234   $      488   $      542   $      676   $      808  
10 Years $   1,849     $   2,053   $   1,084   $   1,201   $   1,489   $   1,768  

 

27 

 

 

MainStay Moderate Allocation Fund (Acquiring Fund)

MainStay Retirement 2030 Fund (Acquired Fund)

 

Class A

 

 

MainStay
Moderate
Allocation Fund
(Acquiring
Fund)

    MainStay
Retirement
2030 Fund
 

MainStay
Moderate

Allocation Fund
Pro Forma
Combined

Shareholder Fees (fees paid directly from your investment)    

 

 

             
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)   5.50 %     5.50 %   5.50 %
Maximum Deferred Sales Charge (Load) (as a percentage of the lesser of the original offering price or redemption proceeds)   None 1     None 1   None 1  
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)                    
Management Fees (as an annual percentage of the Fund's average daily net assets)2   None       0.10 %   None  
Distribution and/or Service (12b-1) Fees   0.25 %     0.25 %   0.25 %
Other Expenses   0.09 %     0.12 %   0.09 %
Acquired (Underlying) Fund Fees and Expenses   0.83 %     0.59 %   0.83 %
Total Annual Fund Operating Expenses   1.17 %     1.06 %   1.17 %
Waivers / Reimbursements2,3   0.00 %     (0.10) %   0.00 %
Total Annual Fund Operating Expenses After Waivers / Reimbursements2,3   1.17 %     0.96 %   1.17 %

 

1.No initial sales charge applies on investments of $1 million or more (and certain other qualified purchases). However, a contingent deferred sales charge of 1.00% may be imposed on certain redemptions made within 18 months of the date of purchase on shares that were purchased without an initial sales charge.
2.With regard to the MainStay Retirement 2030 Fund, New York Life Investments has contractually agreed to waive its management fees to 0.00%. This agreement will remain in effect until February 28, 2020. Without this waiver the management fee would be 0.10%.
3.With regard to the MainStay Retirement 2030 Fund, New York Life Investments has contractually agreed to waive fees and/or reimburse expenses so that Total Annual Fund Operating Expenses (excluding taxes, interest, litigation, extraordinary expenses, brokerage and other transaction expenses relating to the purchase or sale of portfolio investments, and acquired (underlying) fund fees and expenses) of Class A shares do not exceed 0.375% of its average daily net assets. This agreement will remain in effect until February 28, 2020.

 

Investor Class

 

 

 MainStay
Moderate
Allocation Fund
(Acquiring
Fund)

    MainStay
Retirement
2030 Fund
  MainStay
Moderate
Allocation Fund
Pro Forma
Combined
Shareholder Fees (fees paid directly from your investment)    

 

 

             
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)   5.50 %     5.50 %   5.50 %
Maximum Deferred Sales Charge (Load) (as a percentage of the lesser of the original offering price or redemption proceeds)   None 1     None 1   None 1  
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)                    
Management Fees (as an annual percentage of the Fund's average daily net assets)2   None       0.10 %   None  
Distribution and/or Service (12b-1) Fees   0.25 %     0.25 %   0.25 %
Other Expenses   0.33 %     0.53 %   0.34 %
Acquired (Underlying) Fund Fees and Expenses   0.83 %     0.59 %   0.83 %
Total Annual Fund Operating Expenses   1.41 %     1.47 %   1.42 %
Waivers / Reimbursements2,3,4   (0.03) %     (0.41) %   (0.04) %
Total Annual Fund Operating Expenses After Waivers / Reimbursements2,3,4   1.38 %     1.06 %   1.38 %

 

1.No initial sales charge applies on investments of $1 million or more (and certain other qualified purchases). However, a contingent deferred sales charge of 1.00% may be imposed on certain redemptions made within 18 months of the date of purchase on shares that were purchased without an initial sales charge.
2.With regard to the MainStay Retirement 2030 Fund, New York Life Investments has contractually agreed to waive its management fees to 0.00%. This agreement will remain in effect until February 28, 2020. Without this waiver the management fee would be 0.10%.
3.With regard to the MainStay Moderate Allocation Fund, New York Life Investments has contractually agreed to waive fees and/or reimbursement expenses so that the Total Annual Fund Operating Expenses (excluding taxes, interest, litigation, extraordinary expenses, brokerage and other transaction expenses relating to the purchase and sale of portfolio investments, and acquired (underlying) fund fees and expenses) of Investor Class shares do not exceed 0.55% of its average daily net assets. This agreement will remain in effect until February 28, 2010, and shall renew automatically for one-year terms unless New York Life Investments provides written notice of termination prior to the start of the next term upon approval of the Board of Trustees of the Fund.

 

28 

 

 

4.With regard to the MainStay Retirement 2030 Fund, New York Life Investments has contractually agreed to waive fees and/or reimburse expenses so that Total Annual Fund Operating Expenses (excluding taxes, interest, litigation, extraordinary expenses, brokerage and other transaction expenses relating to the purchase or sale of portfolio investments, and acquired (underlying) fund fees and expenses) of Investor Class shares do not exceed 0.475% of its average daily net assets. This agreement will remain in effect until February 28, 2020.

 

Class I

 

 

MainStay

Moderate
Allocation Fund
(Acquiring
Fund)

    MainStay
Retirement
2030 Fund
  MainStay
Moderate
Allocation Fund
Pro Forma
Combined
Shareholder Fees (fees paid directly from your investment)    

 

 

             
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)   None       None     None  
Maximum Deferred Sales Charge (Load) (as a percentage of the lesser of the original offering price or redemption proceeds)   None       None     None  
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)                    
Management Fees (as an annual percentage of the Fund's average daily net assets)1   None       0.10 %   None  
Distribution and/or Service (12b-1) Fees   None       None     None  
Other Expenses   0.09 %     0.12 %   0.09 %
Acquired (Underlying) Fund Fees and Expenses   0.83 %     0.59 %   0.83 %
Total Annual Fund Operating Expenses   0.92 %     0.81 %   0.92 %
Waivers / Reimbursements1,2   0.00 %     (0.10) %   0.00 %
Total Annual Fund Operating Expenses After Waivers / Reimbursements1,2   0.92 %     0.71 %   0.92 %

 

1.With regard to the MainStay Retirement 2030 Fund, New York Life Investments has contractually agreed to waive its management fees to 0.00%. This agreement will remain in effect until February 28, 2020. Without this waiver the management fee would be 0.10%.
2.With regard to the MainStay Retirement 2030 Fund, New York Life Investments has contractually agreed to waive fees and/or reimburse expenses so that Total Annual Fund Operating Expenses (excluding taxes, interest, litigation, extraordinary expenses, brokerage and other transaction expenses relating to the purchase or sale of portfolio investments, and acquired (underlying) fund fees and expenses) of Class I shares do not exceed 0.125% of its average daily net assets. This agreement will remain in effect until February 28, 2020.

 

Class R1

 

 

MainStay
Moderate
Allocation Fund
(Acquiring
Fund)

    MainStay
Retirement
2030 Fund
  MainStay
Moderate
Allocation Fund
Pro Forma
Combined
Shareholder Fees (fees paid directly from your investment)    

 

 

             
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)   None       None     None  
Maximum Deferred Sales Charge (Load) (as a percentage of the lesser of the original offering price or redemption proceeds)   None       None     None  
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)                    
Management Fees (as an annual percentage of the Fund's average daily net assets)1   None       0.10 %   None  
Distribution and/or Service (12b-1) Fees   None       None     None  
Other Expenses   0.19 %2     0.22 %   0.19 %
Acquired (Underlying) Fund Fees and Expenses   0.83 %     0.59 %   0.83 %
Total Annual Fund Operating Expenses   1.02 %     0.91 %   1.02 %
Waivers / Reimbursements1,3   0.00 %     (0.10) %   0.00 %
Total Annual Fund Operating Expenses After Waivers / Reimbursements1,3   1.02 %     0.81 %   1.02 %

 

1.With regard to the MainStay Retirement 2030 Fund, New York Life Investments has contractually agreed to waive its management fees to 0.00%. This agreement will remain in effect until February 28, 2020. Without this waiver the management fee would be 0.10%.

 

29 

 

 

2.Based on estimated amounts for the current fiscal year.
3.With regard to the MainStay Retirement 2030 Fund, New York Life Investments has contractually agreed to waive fees and/or reimburse expenses so that Total Annual Fund Operating Expenses (excluding taxes, interest, litigation, extraordinary expenses, brokerage and other transaction expenses relating to the purchase or sale of portfolio investments, and acquired (underlying) fund fees and expenses) of Class R1 shares do not exceed 0.225% of its average daily net assets. This agreement will remain in effect until February 28, 2020

 

Class R2

 

 

 MainStay
Moderate
Allocation Fund
(Acquiring
Fund)

    MainStay
Retirement
2030 Fund
  MainStay
Moderate
Allocation Fund
Pro Forma
Combined
Shareholder Fees (fees paid directly from your investment)    

 

 

             
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)   None       None     None  
Maximum Deferred Sales Charge (Load) (as a percentage of the lesser of the original offering price or redemption proceeds)   None       None     None  
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)                    
Management Fees (as an annual percentage of the Fund's average daily net assets)1   None       0.10 %   None  
Distribution and/or Service (12b-1) Fees   0.25 %     0.25 %   0.25 %
Other Expenses   0.19 %2     0.22 %   0.19 %
Acquired (Underlying) Fund Fees and Expenses   0.83 %     0.59 %   0.83 %
Total Annual Fund Operating Expenses   1.27 %     1.16 %   1.27 %
Waivers / Reimbursements1,3   0.00 %     (0.10) %   0.00 %
Total Annual Fund Operating Expenses After Waivers / Reimbursements1,3   1.27 %     1.06 %   1.27 %

 

1.With regard to the MainStay Retirement 2030 Fund, New York Life Investments has contractually agreed to waive its management fees to 0.00%. This agreement will remain in effect until February 28, 2020. Without this waiver the management fee would be 0.10%.
2.Based on estimated amounts for the current fiscal year.
3.With regard to the MainStay Retirement 2030 Fund, New York Life Investments has contractually agreed to waive fees and/or reimburse expenses so that Total Annual Fund Operating Expenses (excluding taxes, interest, litigation, extraordinary expenses, brokerage and other transaction expenses relating to the purchase or sale of portfolio investments, and acquired (underlying) fund fees and expenses) of Class R2 shares do not exceed 0.475% of its average daily net assets. This agreement will remain in effect until February 28, 2020.

 

Class R3

 

 

MainStay

Moderate
Allocation Fund
(Acquiring
Fund)

    MainStay
Retirement
2030 Fund
  MainStay
Moderate
Allocation Fund
Pro Forma
Combined
Shareholder Fees (fees paid directly from your investment)    

 

 

             
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)   None       None     None  
Maximum Deferred Sales Charge (Load) (as a percentage of the lesser of the original offering price or redemption proceeds)   None       None     None  
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)                    
Management Fees (as an annual percentage of the Fund's average daily net assets)1   None       0.10 %   None  
Distribution and/or Service (12b-1) Fees   0.50 %     0.50 %   0.50 %
Other Expenses   0.19 %     0.22 %   0.19 %
Acquired (Underlying) Fund Fees and Expenses   0.83 %     0.59 %   0.83 %
Total Annual Fund Operating Expenses   1.52 %     1.41 %   1.52 %
Waivers / Reimbursements1,2   0.00 %     (0.10) %   0.00 %
Total Annual Fund Operating Expenses After Waivers / Reimbursements1,2   1.52 %     1.31 %   1.52 %

 

1.With regard to the MainStay Retirement 2030 Fund, New York Life Investments has contractually agreed to waive its management fees to 0.00%. This agreement will remain in effect until February 28, 2020. Without this waiver the management fee would be 0.10%.

 

30 

 

 

2.With regard to the MainStay Retirement 2030 Fund, New York Life Investments has contractually agreed to waive fees and/or reimburse expenses so that Total Annual Fund Operating Expenses (excluding taxes, interest, litigation, extraordinary expenses, brokerage and other transaction expenses relating to the purchase or sale of portfolio investments, and acquired (underlying) fund fees and expenses) of Class R3 shares do not exceed 0.725% of its average daily net assets. This agreement will remain in effect until February 28, 2020.

 

Example:

 

The Example is intended to help you compare the cost of investing in the relevant Fund with the cost of investing in other mutual funds. The Example assumes that you invest $10,000 in the Fund for the time periods indicated whether or not you redeem all of your shares at the end of those periods. The Example also assumes that your investment has a 5% return each year, and that the Fund’s operating expenses remain the same. The Example reflects the contractual fee waiver and/or expense reimbursement arrangement, if applicable, for the current duration of the arrangement only. Although your actual costs may be higher or lower, based on these assumptions your expenses would be:

 

MainStay Moderate Allocation Fund

 

Expenses After

 

Class A

 

   

Investor
Class

 

Class I

 

 

Class R1

 

 

Class R2

 

 

Class R3

 

 
1 Year $      663     $      683   $        94   $      104   $      129   $      155  
3 Years $      901     $      969   $      293   $      325   $      403   $      480  
5 Years $   1,158     $   1,276   $      509   $      563   $      697   $      829  
10 Years $   1,892     $   2,145   $   1,131   $   1,248   $   1,534   $   1,813  

 

MainStay Retirement 2030 Fund

 

Expenses After

 

Class A

 

   

Investor
Class

 

Class I

 

 

Class R1

 

 

Class R2

 

 

Class R3

 

 
1 Year $      643     $      652   $        73   $        83   $      108   $      133  
3 Years $      859     $      951   $      249   $      280   $      359   $      436  
5 Years $   1,093     $   1,272   $      440   $      494   $      629   $      762  
10 Years $   1,764     $   2,178   $      992   $   1,110   $   1,400   $   1,682  

 

MainStay Moderate Allocation Fund Pro Forma Combined

 

Expenses After

 

Class A

 

   

Investor
Class

 

Class I

 

 

Class R1

 

 

Class R2

 

 

Class R3

 

 
1 Year $      663     $      683   $        94   $       104   $      129   $      155  
3 Years $      901     $      971   $      293   $      325   $      403   $      480  
5 Years $   1,158     $   1,280   $      509   $      563   $      697   $      829  
10 Years $   1,892     $   2,155   $   1,131   $   1,248   $   1,534   $   1,813  

 

31 

 

 

MainStay Moderate Growth Allocation Fund (Acquiring Fund)

MainStay Retirement 2040 and MainStay Retirement 2050 Funds (Acquired Funds)

 

 Class A

 

  MainStay
Moderate
Growth
Allocation Fund
(Acquiring
Fund)
  MainStay
Retirement
2040 Fund
  MainStay
Retirement
2050 Fund
  MainStay
Moderate
Growth
Allocation
Fund Pro
Forma
Combined
Shareholder Fees (fees paid directly from your investment)                        
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)   5.50 %   5.50 %   5.50 %   5.50 %
Maximum Deferred Sales Charge (Load) (as a percentage of the lesser of the original offering price or redemption proceeds)   None 1   None 1   None 1   None 1  
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)                        
Management Fees (as an annual percentage of the Fund's average daily net assets)2   None     0.10 %   0.10 %    None  
Distribution and/or Service (12b-1) Fees   0.25 %   0.25 %   0.25 %   0.25 %
Other Expenses   0.10 %   0.14 %   0.27 %   0.10 %
Acquired (Underlying) Fund Fees and Expenses   0.89 %   0.61 %   0.62 %   0.89 %
Total Annual Fund Operating Expenses   1.24 %   1.10 %   1.24 %   1.24 %
Waivers / Reimbursements2,3   0.00 %   (0.12) %   (0.25) %   0.00 %
Total Annual Fund Operating Expenses After Waivers / Reimbursements2,3   1.24 %   0.98 %   0.99 %   1.24 %

 

1.No initial sales charge applies on investments of $1 million or more (and certain other qualified purchases). However, a contingent deferred sales charge of 1.00% may be imposed on certain redemptions made within 18 months of the date of purchase on shares that were purchased without an initial sales charge.
2.With regard to the MainStay Retirement 2040 and MainStay Retirement 2050 Funds, New York Life Investments has contractually agreed to waive its management fees to 0.00%. This agreement will remain in effect until February 28, 2020. Without this waiver the management fee would be 0.10%.
3.With regard to the MainStay Retirement 2040 and MainStay Retirement 2050 Funds, New York Life Investments has contractually agreed to waive fees and/or reimburse expenses so that Total Annual Fund Operating Expenses (excluding taxes, interest, litigation, extraordinary expenses, brokerage and other transaction expenses relating to the purchase or sale of portfolio investments, and acquired (underlying) fund fees and expenses) of Class A shares do not exceed 0.375% of its average daily net assets. This agreement will remain in effect until February 28, 2020.

 

Investor Class

 

 

 

MainStay

Moderate
Growth
Allocation Fund
(Acquiring
Fund)

  MainStay
Retirement
2040 Fund
  MainStay
Retirement
2050 Fund
  MainStay
Moderate
Growth
Allocation
Fund Pro
Forma
Combined
Shareholder Fees (fees paid directly from your investment)                        
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)   5.50 %   5.50 %   5.50 %   5.50 %
Maximum Deferred Sales Charge (Load) (as a percentage of the lesser of the original offering price or redemption proceeds)   None 1   None 1   None 1   None 1  
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)                        
Management Fees (as an annual percentage of the Fund's average daily net assets)2   None     0.10 %   0.10 %    None  
Distribution and/or Service (12b-1) Fees   0.25 %   0.25 %   0.25 %   0.25 %
Other Expenses   0.36 %   0.57 %   0.67 %   0.38 %
Acquired (Underlying) Fund Fees and Expenses   0.89 %   0.61 %   0.62 %   0.89 %
Total Annual Fund Operating Expenses   1.50 %   1.53 %   1.64 %   1.52 %
Waivers / Reimbursements2,3,4   (0.06) %   (0.45) %   (0.55) %   (0.08) %
Total Annual Fund Operating Expenses After Waivers / Reimbursements2,3,4   1.44 %   1.08 %   1.09 %   1.44 %

 

1.No initial sales charge applies on investments of $1 million or more (and certain other qualified purchases). However, a contingent deferred sales charge of 1.00% may be imposed on certain redemptions made within 18 months of the date of purchase on shares that were purchased without an initial sales charge.
2.With regard to the MainStay Retirement 2040 and MainStay Retirement 2050 Funds, New York Life Investments has contractually agreed to waive its management fees to 0.00%. This agreement will remain in effect until February 28, 2020. Without this waiver the management fee would be 0.10%.

 

32 

 

 

3.With regard to the MainStay Moderate Growth Allocation Fund, New York Life Investments has contractually agreed to waive fees and/or reimburse expenses so that the Total Annual Fund Operating Expenses (excluding taxes, interest, litigation, extraordinary expenses, brokerage and other transaction expenses relating to the purchase and sale of portfolio investments, and acquired (underlying) fund fees and expenses) of Investor Class shares do not exceed 0.55% of its average daily net assets. This agreement will remain in effect until February 28, 2020, and shall renew automatically for one-year terms unless New York Life Investments provides written notice of termination prior to the start of the next term or upon approval of the Board of Trustees of the Fund.
4.With regard to the MainStay Retirement 2040 and MainStay Retirement 2050 Funds, New York Life Investments has contractually agreed to waive fees and/or reimburse expenses so that Total Annual Fund Operating Expenses (excluding taxes, interest, litigation, extraordinary expenses, brokerage and other transaction expenses relating to the purchase or sale of portfolio investments, and acquired (underlying) fund fees and expenses) of Investor Class shares do not exceed 0.475% of its average daily net assets. This agreement will remain in effect until February 28, 2020.

 

Class I

 

  MainStay
Moderate
Growth
Allocation Fund
(Acquiring
Fund)
  MainStay
Retirement
2040 Fund
  MainStay
Retirement
2050 Fund
  MainStay
Moderate
Growth
Allocation
Fund Pro
Forma
Combined
Shareholder Fees (fees paid directly from your investment)                        
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)   None     None     None     None  
Maximum Deferred Sales Charge (Load) (as a percentage of the lesser of the original offering price or redemption proceeds)   None     None     None     None  
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)                        
Management Fees (as an annual percentage of the Fund's average daily net assets)1   None     0.10 %   0.10 %    None  
Distribution and/or Service (12b-1) Fees   None     None     None     None  
Other Expenses   0.10 %   0.14 %   0.27 %   0.10 %
Acquired (Underlying) Fund Fees and Expenses   0.89 %   0.61 %   0.62 %   0.89 %
Total Annual Fund Operating Expenses   0.99 %   0.85 %   0.99 %   0.99 %
Waivers / Reimbursements1,2   0.00 %   (0.12) %   (0.25) %   0.00 %
Total Annual Fund Operating Expenses After Waivers / Reimbursements1,2   0.99 %   0.73 %   0.74 %   0.99 %

 

1.With regard to the MainStay Retirement 2040 and MainStay Retirement 2050 Funds, New York Life Investments has contractually agreed to waive its management fees to 0.00%. This agreement will remain in effect until February 28, 2020. Without this waiver the management fee would be 0.10%.
2.With regard to the MainStay Retirement 2040 and MainStay Retirement 2050 Funds, New York Life Investments has contractually agreed to waive fees and/or reimburse expenses so that Total Annual Fund Operating Expenses (excluding taxes, interest, litigation, extraordinary expenses, brokerage and other transaction expenses relating to the purchase or sale of portfolio investments, and acquired (underlying) fund fees and expenses) of Class I shares do not exceed 0.125% of its average daily net assets. This agreement will remain in effect until February 28, 2020.

 

33 

 

 

Class R1

 

  MainStay
Moderate
Growth
Allocation Fund
(Acquiring
Fund)
  MainStay
Retirement
2040 Fund
  MainStay
Retirement
2050 Fund
   MainStay
Moderate
Growth
Allocation
Fund Pro
Forma
Combined
Shareholder Fees (fees paid directly from your investment)                        
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)   None     None     None     None  
Maximum Deferred Sales Charge (Load) (as a percentage of the lesser of the original offering price or redemption proceeds)   None     None     None     None  
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)                        
Management Fees (as an annual percentage of the Fund's average daily net assets)1   None     0.10 %   0.10 %    None  
Distribution and/or Service (12b-1) Fees   None     None     None     None  
Other Expenses   0.20 %2   0.24 %   0.37 %   0.20 %
Acquired (Underlying) Fund Fees and Expenses   0.89 %   0.61 %   0.62 %   0.89 %
Total Annual Fund Operating Expenses   1.09 %   0.95 %   1.09 %   1.09 %
Waivers / Reimbursements1,3   0.00 %   (0.12) %   (0.25) %   0.00 %
Total Annual Fund Operating Expenses After Waivers / Reimbursements1,3   1.09 %   0.83 %   0.84 %   1.09 %

 

1.With regard to the MainStay Retirement 2040 and MainStay Retirement 2050 Funds, New York Life Investments has contractually agreed to waive its management fees to 0.00%. This agreement will remain in effect until February 28, 2020. Without this waiver the management fee would be 0.10%.
2.Based on estimated amounts for the current fiscal year.
3.With regard to the MainStay Retirement 2040 and MainStay Retirement 2050 Funds, New York Life Investments has contractually agreed to waive fees and/or reimburse expenses so that Total Annual Fund Operating Expenses (excluding taxes, interest, litigation, extraordinary expenses, brokerage and other transaction expenses relating to the purchase or sale of portfolio investments, and acquired (underlying) fund fees and expenses) of Class R1 shares do not exceed 0.225% of its average daily net assets. This agreement will remain in effect until February 28, 2020.

 

Class R2

 

  MainStay
Moderate
Growth
Allocation Fund
(Acquiring
Fund)
  MainStay
Retirement
2040 Fund
  MainStay
Retirement
2050 Fund
  MainStay
Moderate
Growth
Allocation
Fund Pro
Forma
Combined
Shareholder Fees (fees paid directly from your investment)                        
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)   None     None     None     None  
Maximum Deferred Sales Charge (Load) (as a percentage of the lesser of the original offering price or redemption proceeds)   None     None     None     None  
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)                        
Management Fees (as an annual percentage of the Fund's average daily net assets)1   None     0.10 %   0.10 %    None  
Distribution and/or Service (12b-1) Fees   0.25 %   0.25 %   0.25 %   0.25 %
Other Expenses   0.20 %2   0.24 %   0.39 %   0.20 %
Acquired (Underlying) Fund Fees and Expenses   0.89 %   0.61 %   0.62 %   0.89 %
Total Annual Fund Operating Expenses   1.34 %   1.20 %   1.36 %   1.34 %
Waivers / Reimbursements1,3   0.00 %   (0.12) %   (0.27) %   0.00 %
Total Annual Fund Operating Expenses After Waivers / Reimbursements1,3   1.34 %   1.08 %   1.09 %   1.34 %

 

1.With regard to the MainStay Retirement 2040 and MainStay Retirement 2050 Funds, New York Life Investments has contractually agreed to waive its management fees to 0.00%. This agreement will remain in effect until February 28, 2020. Without this waiver the management fee would be 0.10%.
2.Based on estimated amounts for the current fiscal year.
3.With regard to the MainStay Retirement 2040 and MainStay Retirement 2050 Funds, New York Life Investments has contractually agreed to waive fees and/or reimburse expenses so that Total Annual Fund Operating Expenses (excluding taxes, interest, litigation, extraordinary expenses, brokerage and other transaction expenses relating to the purchase or sale of portfolio investments, and acquired (underlying) fund fees and expenses) of Class R2 shares do not exceed 0.475% of its average daily net assets. This agreement will remain in effect until February 28, 2020.

 

34 

 

 

Class R3

 

  MainStay
Moderate
Growth
Allocation Fund
(Acquiring
Fund)
  MainStay
Retirement
2040 Fund
  MainStay
Retirement
2050 Fund
  MainStay
Moderate
Growth
Allocation
Fund Pro
Forma
Combined
Shareholder Fees (fees paid directly from your investment)                        
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)   None     None     None     None  
Maximum Deferred Sales Charge (Load) (as a percentage of the lesser of the original offering price or redemption proceeds)   None     None     None     None  
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)                        
Management Fees (as an annual percentage of the Fund's average daily net assets)1   None     0.10 %   0.10 %    None  
Distribution and/or Service (12b-1) Fees   0.50 %   0.50 %   0.50 %   0.50 %
Other Expenses   0.20 %   0.24 %   0.37 %   0.20 %
Acquired (Underlying) Fund Fees and Expenses   0.89 %   0.61 %   0.62 %   0.89 %
Total Annual Fund Operating Expenses   1.59 %   1.45 %   1.59 %   1.59 %
Waivers / Reimbursements1,2   0.00 %   (0.12) %   (0.25) %   0.00 %
Total Annual Fund Operating Expenses After Waivers / Reimbursements1,2   1.59 %   1.33 %   1.34 %   1.59 %

 

1.With regard to the MainStay Retirement 2040 and MainStay Retirement 2050 Funds, New York Life Investments has contractually agreed to waive its management fees to 0.00%. This agreement will remain in effect until February 28, 2020. Without this waiver the management fee would be 0.10%.
2.With regard to the MainStay Retirement 2040 and MainStay Retirement 2050 Funds, New York Life Investments has contractually agreed to waive fees and/or reimburse expenses so that Total Annual Fund Operating Expenses (excluding taxes, interest, litigation, extraordinary expenses, brokerage and other transaction expenses relating to the purchase or sale of portfolio investments, and acquired (underlying) fund fees and expenses) of Class R3 shares do not exceed 0.725% of its average daily net assets. This agreement will remain in effect until February 28, 2020.

 

Example:

 

The Example is intended to help you compare the cost of investing in the relevant Fund with the cost of investing in other mutual funds. The Example assumes that you invest $10,000 in the Fund for the time periods indicated whether or not you redeem all of your shares at the end of those periods. The Example also assumes that your investment has a 5% return each year, and that the Fund’s operating expenses remain the same. The Example reflects the contractual fee waiver and/or expense reimbursement arrangement, if applicable, for the current duration of the arrangement only. Although your actual costs may be higher or lower, based on these assumptions your expenses would be:

 

MainStay Moderate Growth Allocation Fund

 

Expenses After

 

Class A

 

   

Investor
Class

 

Class I

 

 

Class R1

 

 

Class R2

 

 

Class R3

 

 
1 Year $      669     $      689   $      101   $      111   $      136   $      162  
3 Years $      922     $      992   $      315   $      347   $      425   $      502  
5 Years $   1,194     $   1,318   $      547   $      601   $      734   $      866  
10 Years $   1,967     $   2,237   $   1,213   $   1,329   $   1,613   $   1,889  

 

MainStay Retirement 2040 Fund

 

Expenses After

 

Class A

 

   

Investor
Class

 

Class I

 

 

Class R1

 

 

Class R2

 

 

Class R3

 

 
1 Year $      644     $      654   $        75   $        85   $      110   $      135  
3 Years $      869     $      965   $      259   $      291   $      369   $      447  
5 Years $   1,112     $   1,298   $      460   $      514   $      648   $      781  
10 Years $   1,806     $   2,237   $   1,038   $   1,155   $   1,444   $   1,725  

 

35 

 

 

MainStay Retirement 2050 Fund

 

Expenses After

 

Class A

 

   

Investor
Class

 

Class I

 

 

Class R1

 

 

Class R2

 

 

Class R3

 

 
1 Year $      645     $      655   $        76   $        86   $      111   $      136  
3 Years $      898     $      988   $      290   $      322   $      404   $      477  
5 Years $   1,171     $   1,344   $      523   $      577   $      719   $      842  
10 Years $   1,947     $   2,343   $   1,190   $   1,306   $   1,612   $   1,868  

 

MainStay Moderate Growth Allocation Fund Pro Forma Combined

 

Expenses After

 

Class A

 

   

Investor
Class

 

Class I

 

 

Class R1

 

 

Class R2

 

 

Class R3

 

 
1 Year $      669     $      689   $      101   $       111   $      136   $      162  
3 Years $      922     $      996   $      315   $      347   $      425   $      502  
5 Years $   1,194     $   1,326   $      547   $      601   $      734   $      866  
10 Years $   1,967     $   2,256   $   1,213   $   1,329   $   1,613   $   1,889  

 

MainStay Growth Allocation Fund (Acquiring Fund)

MainStay Retirement 2060 Fund (Acquired Fund)

 

Class A

 

 

 MainStay
Growth
Allocation Fund
(Acquiring
Fund)

    MainStay
Retirement
2060 Fund
  MainStay Growth
Allocation Fund
Pro Forma
Combined
Shareholder Fees (fees paid directly from your investment)    

 

 

             
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)   5.50 %     5.50 %   5.50 %
Maximum Deferred Sales Charge (Load) (as a percentage of the lesser of the original offering price or redemption proceeds)   None 1     None 1   None 1  
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)                    
Management Fees (as an annual percentage of the Fund's average daily net assets)2   None       0.10 %   None  
Distribution and/or Service (12b-1) Fees   0.25 %     0.25 %   0.25 %
Other Expenses   0.13 %     1.41 %   0.13 %
Acquired (Underlying) Fund Fees and Expenses   0.90 %     0.64 %   0.90 %
Total Annual Fund Operating Expenses   1.28 %     2.40 %   1.28 %
Waivers / Reimbursements2,3   0.00 %     (1.39) %   0.00 %
Total Annual Fund Operating Expenses After Waivers / Reimbursements2,3   1.28 %     1.01 %   1.28 %

 

1.No initial sales charge applies on investments of $1 million or more (and certain other qualified purchases). However, a contingent deferred sales charge of 1.00% may be imposed on certain redemptions made within 18 months of the date of purchase on shares that were purchased without an initial sales charge.
2.With regard to the MainStay Retirement 2060 Fund, New York Life Investments has contractually agreed to waive its management fees to 0.00%. This agreement will remain in effect until February 28, 2020. Without this waiver the management fee would be 0.10%.
3.With regard to the MainStay Retirement 2060 Fund, New York Life Investments has contractually agreed to waive fees and/or reimburse expenses so that Total Annual Fund Operating Expenses (excluding taxes, interest, litigation, extraordinary expenses, brokerage and other transaction expenses relating to the purchase or sale of portfolio investments, and acquired (underlying) fund fees and expenses) of Class A shares do not exceed 0.375% of its average daily net assets. This agreement will remain in effect until February 28, 2020.

 

36 

 

 

Investor Class

 

 

MainStay

Growth
Allocation Fund
(Acquiring
Fund)

    MainStay
Retirement
2060 Fund
  MainStay Growth
Allocation Fund
Pro Forma
Combined
Shareholder Fees (fees paid directly from your investment)    

 

 

             
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)   5.50 %     5.50 %   5.50 %
Maximum Deferred Sales Charge (Load) (as a percentage of the lesser of the original offering price or redemption proceeds)   None 1     None 1   None 1  
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)                    
Management Fees (as an annual percentage of the Fund's average daily net assets)2   None       0.10 %   None  
Distribution and/or Service (12b-1) Fees   0.25 %     0.25 %   0.25 %
Other Expenses   0.39 %     2.06 %   0.40 %
Acquired (Underlying) Fund Fees and Expenses   0.90 %     0.64 %   0.90 %
Total Annual Fund Operating Expenses   1.54 %     3.05 %   1.55 %
Waivers / Reimbursements2,3,4   (0.09) %     (1.94) %   (0.10) %
Total Annual Fund Operating Expenses After Waivers / Reimbursements2,3,4   1.45 %     1.11 %   1.45 %

 

1.No initial sales charge applies on investments of $1 million or more (and certain other qualified purchases). However, a contingent deferred sales charge of 1.00% may be imposed on certain redemptions made within 18 months of the date of purchase on shares that were purchased without an initial sales charge.
2.With regard to the MainStay Retirement 2060 Fund, New York Life Investments has contractually agreed to waive its management fees to 0.00%. This agreement will remain in effect until February 28, 2020. Without this waiver the management fee would be 0.10%.
3.With regard to the MainStay Growth Allocation Fund, New York Life Investments has contractually agreed to waive fees and/or reimburse expenses so that the Total Annual Fund Operating Expenses (excluding taxes, interest, litigation, extraordinary expenses, brokerage and other transaction expenses relating to the purchase and sale of portfolio investments, and acquired (underlying) fund fees and expenses) of Investor Class shares do not exceed 0.55% of its average daily net assets. This agreement will remain in effect until February 28, 2020, and shall renew automatically for one-year terms unless New York Life Investments provides written notice of termination prior to the start of the next term or upon approval of the Board of Trustees of the Fund.
4.With regard to the MainStay Retirement 2060 Fund, New York Life Investments has contractually agreed to waive fees and/or reimburse expenses so that Total Annual Fund Operating Expenses (excluding taxes, interest, litigation, extraordinary expenses, brokerage and other transaction expenses relating to the purchase or sale of portfolio investments, and acquired (underlying) fund fees and expenses) of Investor Class shares do not exceed 0.475% of its average daily net assets. This agreement will remain in effect until February 28, 2020.

 

37 

 

 

Class I

 

 

MainStay

Growth
Allocation Fund
(Acquiring
Fund)

    MainStay
Retirement
2060 Fund
  MainStay Growth
Allocation Fund
Pro Forma
Combined
Shareholder Fees (fees paid directly from your investment)    

 

 

             
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)   None       None     None  
Maximum Deferred Sales Charge (Load) (as a percentage of the lesser of the original offering price or redemption proceeds)   None       None     None  
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)                    
Management Fees (as an annual percentage of the Fund's average daily net assets)1   None       0.10 %   None  
Distribution and/or Service (12b-1) Fees   None       None     None  
Other Expenses   0.13 %     1.43 %   0.13 %
Acquired (Underlying) Fund Fees and Expenses   0.90 %     0.64 %   0.90 %
Total Annual Fund Operating Expenses   1.03 %     2.17 %   1.03 %
Waivers / Reimbursements1,2   0.00 %     (1.41) %   0.00 %
Total Annual Fund Operating Expenses After Waivers / Reimbursements1,2   1.03 %     0.76 %   1.03 %

 

1.With regard to the MainStay Retirement 2060 Fund, New York Life Investments has contractually agreed to waive its management fees to 0.00%. This agreement will remain in effect until February 28, 2020. Without this waiver the management fee would be 0.10%.
2.With regard to the MainStay Retirement 2060 Fund, New York Life Investments has contractually agreed to waive fees and/or reimburse expenses so that Total Annual Fund Operating Expenses (excluding taxes, interest, litigation, extraordinary expenses, brokerage and other transaction expenses relating to the purchase or sale of portfolio investments, and acquired (underlying) fund fees and expenses) of Class I shares do not exceed 0.125% of its average daily net assets. This agreement will remain in effect until February 28, 2020.

 

Class R1

 

 

MainStay

Growth
Allocation Fund
(Acquiring
Fund)

    MainStay
Retirement
2060 Fund
  MainStay Growth
Allocation Fund
Pro Forma
Combined
Shareholder Fees (fees paid directly from your investment)    

 

 

             
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)   None       None     None  
Maximum Deferred Sales Charge (Load) (as a percentage of the lesser of the original offering price or redemption proceeds)   None       None     None  
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)                    
Management Fees (as an annual percentage of the Fund's average daily net assets)1   None       0.10 %   None  
Distribution and/or Service (12b-1) Fees   None       None     None  
Other Expenses   0.23 %2     1.49 %   0.23 %
Acquired (Underlying) Fund Fees and Expenses   0.90 %     0.64 %   0.90 %
Total Annual Fund Operating Expenses   1.13 %     2.23 %   1.13 %
Waivers / Reimbursements1,3   0.00 %     (1.37) %   0.00 %
Total Annual Fund Operating Expenses After Waivers / Reimbursements1,3   1.13 %     0.86 %   1.13 %

 

1.With regard to the MainStay Retirement 2060 Fund, New York Life Investments has contractually agreed to waive its management fees to 0.00%. This agreement will remain in effect until February 28, 2020. Without this waiver the management fee would be 0.10%.
2.Based on estimated amounts for the current fiscal year.
3.With regard to the MainStay Retirement 2060 Fund, New York Life Investments has contractually agreed to waive fees and/or reimburse expenses so that Total Annual Fund Operating Expenses (excluding taxes, interest, litigation, extraordinary expenses, brokerage and other transaction expenses relating to the purchase or sale of portfolio investments, and acquired (underlying) fund fees and expenses) of Class R1 shares do not exceed 0.225% of its average daily net assets. This agreement will remain in effect until February 28, 2020.

 

38 

 

 

Class R2

 

 

MainStay
Growth
Allocation Fund
(Acquiring
Fund)

    MainStay
Retirement
2060 Fund
  MainStay Growth
Allocation Fund
Pro Forma
Combined
Shareholder Fees (fees paid directly from your investment)    

 

 

             
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)   None       None     None  
Maximum Deferred Sales Charge (Load) (as a percentage of the lesser of the original offering price or redemption proceeds)   None       None     None  
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)                    
Management Fees (as an annual percentage of the Fund's average daily net assets)1   None       0.10 % None  
Distribution and/or Service (12b-1) Fees   0.25 %     0.25 %   0.25 %
Other Expenses   0.23 %2     1.73 %   0.23 %
Acquired (Underlying) Fund Fees and Expenses   0.90 %     0.64 %   0.90 %
Total Annual Fund Operating Expenses   1.38 %     2.72 %   1.38 %
Waivers / Reimbursements1,3   0.00 %     (1.61) %   0.00 %
Total Annual Fund Operating Expenses After Waivers / Reimbursements1,3   1.38 %     1.11 %   1.38 %

 

1.With regard to the MainStay Retirement 2060 Fund, New York Life Investments has contractually agreed to waive its management fees to 0.00%. This agreement will remain in effect until February 28, 2020. Without this waiver the management fee would be 0.10%.
2.Based on estimated amounts for the current fiscal year.
3.With regard to the MainStay Retirement 2060 Fund, New York Life Investments has contractually agreed to waive fees and/or reimburse expenses so that Total Annual Fund Operating Expenses (excluding taxes, interest, litigation, extraordinary expenses, brokerage and other transaction expenses relating to the purchase or sale of portfolio investments, and acquired (underlying) fund fees and expenses) of Class R2 shares do not exceed 0.475% of its average daily net assets. This agreement will remain in effect until February 28, 2020.

 

Class R3

 

 

MainStay
Growth
Allocation Fund
(Acquiring
Fund)

    MainStay
Retirement
2060 Fund
  MainStay Growth
Allocation Fund
Pro Forma
Combined
Shareholder Fees (fees paid directly from your investment)    

 

             
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)   None       None     None  
Maximum Deferred Sales Charge (Load) (as a percentage of the lesser of the original offering price or redemption proceeds)   None       None     None  
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)                    
Management Fees (as an annual percentage of the Fund's average daily net assets)1   None       0.10 %   None  
Distribution and/or Service (12b-1) Fees   0.50 %     0.50 %   0.50 %
Other Expenses   0.23 %     1.53 %   0.23 %
Acquired (Underlying) Fund Fees and Expenses   0.90 %     0.64 %   0.90 %
Total Annual Fund Operating Expenses   1.63 %     2.77 %   1.63 %
Waivers / Reimbursements1,2   0.00 %     (1.41) %   0.00 %
Total Annual Fund Operating Expenses After Waivers / Reimbursements1,2   1.63 %     1.36 %   1.63 %

 

1.With regard to the MainStay Retirement 2060 Fund, New York Life Investments has contractually agreed to waive its management fees to 0.00%. This agreement will remain in effect until February 28, 2020. Without this waiver the management fee would be 0.10%.
2.With regard to the MainStay Retirement 2060 Fund, New York Life Investments has contractually agreed to waive fees and/or reimburse expenses so that Total Annual Fund Operating Expenses (excluding taxes, interest, litigation, extraordinary expenses, brokerage and other transaction expenses relating to the purchase or sale of portfolio investments, and acquired (underlying) fund fees and expenses) of Class R3 shares do not exceed 0.725% of its average daily net assets. This agreement will remain in effect until February 28, 2020.

 

39 

 

 

Example:

 

The Example is intended to help you compare the cost of investing in the relevant Fund with the cost of investing in other mutual funds. The Example assumes that you invest $10,000 in the Fund for the time periods indicated whether or not you redeem all of your shares at the end of those periods. The Example also assumes that your investment has a 5% return each year, and that the Fund’s operating expenses remain the same. The Example reflects the contractual fee waiver and/or expense reimbursement arrangement, if applicable, for the current duration of the arrangement only. Although your actual costs may be higher or lower, based on these assumptions your expenses would be:

 

MainStay Growth Allocation Fund 

Expenses After Class A     Investor
Class
Class I   Class R1   Class R2   Class R3  
                         
1 Year $      673     $      689   $      105   $      115   $      140   $      166  
3 Years $      934     $   1,001   $      328   $      359   $      437   $      514  
5 Years $   1,214     $   1,335   $      569   $      622   $      755   $      887  
10 Years $   2,010     $   2,276   $   1,259   $   1,375   $   1,657   $   1,933  

 

MainStay Retirement 2060 Fund 

Expenses After Class A     Investor
Class
Class I   Class R1   Class R2   Class R3  
                         
1 Year $      647     $      657   $        78   $        88   $      113   $      138  
3 Years $   1,131     $   1,268   $      543   $      565   $      691   $      726  
5 Years $   1,641     $   1,902   $   1,035   $   1,069   $   1,296   $   1,339  
10 Years $   3,035     $   3,600   $   2,392   $   2,457   $   2,933   $   2,997  

 

MainStay Growth Allocation Fund Pro Forma Combined 

Expenses After Class A     Investor
Class
Class I   Class R1   Class R2   Class R3  
                         
1 Year $      673     $      689   $      105   $      115   $      140   $      166  
3 Years $      934     $   1,003   $      328   $      359   $      437   $      514  
5 Years $   1,214     $   1,339   $      569   $      622   $      755   $      887  
10 Years $   2,010     $   2,286   $   1,259   $   1,375   $   1,657   $   1,933  

 

Comparison of Portfolio Turnover

 

Each Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the Example, affect the Fund’s performance. During the most recent fiscal year, the portfolio turnover rates of the Acquired Funds and Acquiring Funds were as follows:

 

Acquired Fund Portfolio
Turnover
Rate
  Acquiring Fund Portfolio
Turnover
Rate
MainStay Retirement 2010 Fund 48%   MainStay Conservative Allocation Fund 59%
MainStay Retirement 2020 Fund 52%  
MainStay Retirement 2030 Fund 43%   MainStay Moderate Allocation Fund 52%
MainStay Retirement 2040 Fund 42%   MainStay Moderate Growth Allocation Fund 47%
MainStay Retirement 2050 Fund 42%  
MainStay Retirement 2060 Fund 35%   MainStay Growth Allocation Fund 48%

 

40 

 

 

Comparison of Purchase, Exchange, Selling Shares and Valuation of Shares

 

The Acquired Funds offer the following classes of shares: Class A, Investor Class, Class I, Class R1, Class R2 and Class R3, except for MainStay Retirement 2010 Fund which does not offer Class R2 shares. The Acquiring Funds offer the following classes of shares: Class A, Investor Class, Class B, Class C, Class I, Class R1, Class R2 and Class R3.

 

The procedures for selling shares and valuation of shares of the Acquired Funds and the Acquiring Funds are identical.

 

Federal Tax Consequences

 

As a condition to the closing of the Reorganizations, the Acquired Funds and Acquiring Funds will have received from Dechert LLP, legal counsel to the Funds and the Independent Trustees, an opinion to the effect that the Reorganizations will qualify as tax-free Reorganizations for federal income tax purposes. Accordingly, no gain or loss will be recognized by the Acquired Funds or the shareholders of the Acquired Funds as a result of the Reorganizations, and the aggregate tax basis of the Acquiring Funds’ shares received by each Acquired Fund shareholder will be the same as the aggregate tax basis of the shares of the Acquired Fund exchanged therefor.

 

Any securities transactions conducted in advance of the Reorganizations to align the portfolio holdings of the Acquired Funds with those of the Acquiring Funds may generate capital gains for the Acquired Funds, based on market prices as of the date of the Information Statement/Prospectus. These distributable capital gains if any, (which would have been partially reduced by any net capital loss carryforward available) would be distributed to shareholders of the Acquired Funds in advance of the Reorganizations. This distribution generally would be taxable to shareholders that are not in a tax-qualified plan. However, because it is not anticipated that the Acquired Funds will sell more than 15% of its securities specifically in anticipation of the Reorganizations, it is not estimated that any capital gains generated directly by the Reorganizations will be significant. For more information regarding the tax treatment of capital gains distributions, please see “Understand the Tax Consequences” on p. C-29 in Appendix C to the Information Statement/Prospectus. In addition, you should seek the advice of a tax advisor to determine how this distribution will impact your individual tax situation.

 

INFORMATION ABOUT THE REORGANIZATIONS

 

The following is a summary of the material terms of the Agreement and Plan of Reorganization (the “Reorganization Agreement”), a copy of which is attached as Appendix A and is incorporated herein by reference.

 

General

 

Under the Reorganization Agreement, each Acquired Fund will transfer its assets to its corresponding Acquiring Fund in exchange for the Acquiring Fund’s assumption of all of the liabilities of the Acquired Fund and shares of the Acquiring Fund. Shares of each Acquiring Fund issued to the corresponding Acquired Fund will have an aggregate net asset value (“NAV”) equal to the aggregate NAV of the Acquired Fund’s shares outstanding as of the close of trading on the New York Stock Exchange on the business day immediately prior to the Closing Date (as defined in Appendix A) of the Reorganizations (“Valuation Time”). Upon receipt by each Acquired Fund of the shares of each corresponding Acquiring Fund, each Acquired Fund will distribute the shares of each corresponding Acquiring Fund to its shareholders, and thereafter each Acquired Fund will be terminated as a series of MainStay Funds Trust under Delaware state law.

 

The distribution of an Acquiring Fund’s shares to the corresponding Acquired Fund’s shareholders will be accomplished by opening new accounts on the books of the Acquiring Fund in the names of the Acquired Fund’s shareholder and transferring to those shareholder accounts 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 the Acquired Fund is to receive under the terms of the Reorganization Agreement. See “Terms of the Reorganization Agreements” below.

 

No sales charge or fee of any kind will be assessed to Acquired Fund shareholders in connection with their receipt of shares of the corresponding Acquiring Fund in the Reorganization.

 

Terms of the Reorganization Agreement

 

Pursuant to the Reorganization Agreement, each Acquiring Fund will acquire the assets of the corresponding Acquired Fund on the Closing Date in consideration for the assumption of the liabilities of that Acquired Fund and shares of the Acquiring Fund.

 

41 

 

 

On the Closing Date, each Acquired Fund will transfer to the corresponding Acquiring Fund its assets in exchange solely for shares of the Acquiring Fund that are equal in value to the value of the net assets of the Acquired Fund transferred to the Acquiring Fund as of the Closing Date, as determined in accordance with the Acquiring Fund’s valuation procedures or such other valuation procedures as shall be mutually agreed upon by the Funds, and the assumption by the Acquiring Fund of the liabilities of the Acquired Fund. In order to minimize any potential for undesirable federal income and excise tax consequences in connection with the Reorganizations, it is expected that the Acquired Funds will distribute on or before the Closing Date all of its undistributed net investment income and net capital gains, if any, as of such date.

 

The Acquired Funds expect to distribute the shares of the corresponding Acquiring Fund to the shareholders of the Acquired Funds promptly after the Closing Date. Upon distribution of such shares, all outstanding shares of the Acquired Funds will be redeemed in accordance with applicable state law and the charter of the Acquired Funds. Thereafter, the Acquired Funds will be terminated as series of MainStay Funds 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 Reorganization Agreement, the obligations of the Acquired Funds and Acquiring Funds, respectively, are conditioned upon, among other things:

 

·the absence of any rule, regulation, order, injunction or proceeding preventing or seeking to prevent the consummation of the transactions contemplated by the Reorganization Agreements;
·the receipt of all necessary approvals, consents, registrations and exemptions under federal, state and local laws;
·the truth in all material respects as of the Closing Date of the representations and warranties of the Funds and performance and compliance in all material respects with the Funds’ agreements, obligations and covenants required by the Reorganization Agreements;
·the effectiveness under applicable law of the Information Statement/Prospectus and the absence of any stop orders under the Securities Act of 1933 pertaining thereto;
·the declaration of a dividend by the Acquired Funds to distribute all of its undistributed net investment income and net capital gains, if any; and
·the receipt of opinions of counsel relating to, among other things, the tax-free nature of the Reorganizations for U.S. federal income tax purposes.

 

The Reorganization Agreement may be terminated or amended with respect to a Reorganization by the mutual consent of the applicable Funds or by request of the Board if it deems that it is in the best interest of the Funds.

 

Federal Income Tax Consequences

 

The Reorganizations are intended to qualify for federal income tax purposes as tax-free Reorganizations described in Section 368(a) of the Internal Revenue Code of 1986, as amended (“Code”). As a condition to the closing of the Reorganizations, the Acquired Funds and Acquiring Funds will receive legal opinions from Dechert LLP substantially to the effect that for federal income tax purposes:

 

(1)       The transfer of each Acquired Fund’s assets to its corresponding Acquiring Fund in exchange for shares of the Acquiring Fund and the assumption of the Acquired Fund’s liabilities, followed by a distribution of those shares to the shareholders of the Acquired Fund and the termination of the Acquired Fund will constitute a “Reorganization” within the meaning of Section 368(a)(1) of the Code;

 

(2)       No gain or loss will be recognized by each Acquiring Fund upon the receipt of the assets of the corresponding Acquired Fund in exchange for shares of the Acquiring Fund and the assumption by the Acquiring Fund of the liabilities of the Acquired Fund;

 

(3)       The basis in the hands of each Acquiring Fund of the assets of the corresponding Acquired Fund transferred to the Acquiring Fund in the Reorganization will be the same as the basis of such assets in the hands of the Acquired Fund immediately prior to the transfer;

 

42 

 

 

(4)       The holding periods of the assets of each Acquired Fund in the hands of its corresponding Acquiring Fund will include the periods during which such assets were held by the Acquired Fund (except where investment activities of the Acquiring Fund have the effect of reducing or eliminating a holding period with respect to an asset);

 

(5)       No gain or loss will be recognized by each Acquired Fund upon the transfer of its corresponding Acquired Fund’s assets to the Acquiring Fund in exchange for shares of the Acquiring Fund and the assumption by the Acquiring Fund of the liabilities of the Acquired Fund, or upon the distribution (whether actual or constructive) by the Acquired Fund of shares of the Acquiring Fund to the shareholders of the Acquired Fund in liquidation;

 

(6)       The shareholders of each Acquired Fund will not recognize a gain or loss upon the exchange of their shares of the corresponding Acquired Fund solely for shares of the Acquiring Fund as part of the Reorganizations;