485BPOS 1 d931619d485bpos.htm NLIC OPTIONS PLUS (333-164119) 485BPOS NLIC Options Plus (333-164119) 485BPOS
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-6
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 File No. 333-164119
Pre-Effective Amendment No.
Post-Effective Amendment No. 18
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 File No. 811-04460
Amendment No. 201
(Check appropriate box or boxes.)
Nationwide Provident VLI Separate Account 1

(Exact Name of Registrant)
Nationwide Life Insurance Company

(Name of Depositor)
One Nationwide Plaza, Columbus, Ohio 43215

(Address of Depositor's Principal Executive Offices) (Zip Code)
(614) 249-7111

Depositor's Telephone Number, including Area Code
Denise L. Skingle, Senior Vice President and Secretary
One Nationwide Plaza, Columbus, Ohio 43215

(Name and Address of Agent for Service)
September 9, 2020

Approximate Date of Proposed Public Offering
It is proposed that this filing will become effective (check appropriate box)
□ immediately upon filing pursuant to paragraph (b)
☑ on September 9, 2020 pursuant to paragraph (b)
□ 60 days after filing pursuant to paragraph (a)(1)
□ on (date) pursuant to paragraph (a)(1)
If appropriate, check the following box:
□ this post-effective amendment designates a new effective date for a previously filed post-effective amendment.

 


Incorporation by Reference
The prospectus supplements dated May 27, 2020, August 3, 2020 and the prospectus, except as modified herein, and the Statement of Additional Information that were effective May 1, 2020, previously filed with the Commission under SEC file No. 333-164119, are hereby incorporated by reference and made a part of this registration statement.
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Prospectus supplement dated September 9, 2020
to the following prospectus(es):
NLIC Options Plus prospectus dated May 1, 2020
This supplement updates certain information contained in your prospectus. Please read it and keep it with your prospectus for future reference.
(1) The Board of Trustees of Nationwide Variable Insurance Trust (the "Board"), on behalf of NVIT Multi-Manager Large Cap Value Fund, approved the merger of the NVIT Multi-Manager Large Cap Value Fund (the "Target Fund") into the NVIT Mellon Dynamic U.S. Equity Income Fund (the "Surviving Fund"). The merger will be effective on or about September 11, 2020 (the "Effective Date").
As of the Effective Date, the following changes apply to the policy:
the Target Fund will no longer be available to receive transfers or new purchase payments;
the Target Fund will transfer all or substantially all of its assets to the Surviving Fund in exchange for shares of the Surviving Fund; and
the Surviving Fund will assume all liabilities of the Target Fund.
Accordingly, the following changes apply to the prospectus:
(1) Appendix A: Underlying Mutual Funds is amended to add the following:
Nationwide Variable Insurance Trust - NVIT Mellon Dynamic U.S. Equity Income: Class X
Investment Advisor: Nationwide Fund Advisors
Sub-advisor: Mellon Investments Corporation
Investment Objective: The fund seeks capital appreciation, and secondarily current income.
(2) All references in the prospectus to the Target Fund are deleted and replaced with the Surviving Fund.
(2) The Board of Trustees of Nationwide Variable Insurance Trust (the "Board"), on behalf of NVIT Multi-Manager International Value Fund, approved the merger of the NVIT Multi-Manager International Value Fund (the "Target Fund") into the NVIT Columbia Overseas Value Fund (the "Surviving Fund"). The merger will be effective on or about October 16, 2020 (the "Effective Date").
As of the Effective Date, the following changes apply to the policy:
the Target Fund will no longer be available to receive transfers or new purchase payments;
the Target Fund will transfer all or substantially all of its assets to the Surviving Fund in exchange for shares of the Surviving Fund; and
the Surviving Fund will assume all liabilities of the Target Fund.
Accordingly, the following changes apply to the prospectus:
(1) Appendix A: Underlying Mutual Funds is amended to add the following:
Nationwide Variable Insurance Trust - NVIT Columbia Overseas Value Fund: Class X
Investment Advisor: Nationwide Fund Advisors
Sub-advisor: Columbia Management Investment Advisers, LLC
Investment Objective: The fund seeks to maximize total return consisting of capital appreciation and/or current income.
(2) All references in the prospectus to the Target Fund are deleted and replaced with the Surviving Fund.
(3) Appendix A: Underlying Mutual Funds is amended to remove the following Portfolio as an investment option under the policy:
PROS-2020-204
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Nationwide Variable Insurance Trust - NVIT Columbia Overseas Value Fund: Class I (formerly, Nationwide Variable Insurance Trust - Templeton NVIT International Value Fund: Class I)
This portfolio is no longer available to receive transfers or new purchase payments effective October 16, 2020
Investment Advisor: Nationwide Fund Advisors
Sub-advisor: Columbia Management Investment Advisers, LLC
Investment Objective: The Fund seeks to maximize total return consisting of capital appreciation and/or current income.
PROS-2020-204
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PART C. OTHER INFORMATION
Item 26. Exhibits
a) Board of Directors Resolutions –

 


b) Custodian Agreements – Not applicable.
c) Underwriting Contracts –
d) Contracts –

 


e) Applications –
2) Application for Flexible Premium. Incorporated herein by reference to Post-Effective Amendment No. 11, filed on May 1, 1998, File No. 33-42133.
3) Initial Allocation Selection. Incorporated herein by reference to Post-Effective Amendment No. 18, filed on May 1, 1998, File No. 33-2625.

 


f) Depositor’s Certificate of Incorporation and By-Laws –
g) Reinsurance Contracts –

 


h) Form of Participation Agreements –
The following fund participation agreements were previously filed and are hereby incorporated by reference.

 



 


l) Actuarial Opinion – Not applicable.
m) Calculations – Not applicable.
n) Other Opinions –

 


Item 27. Directors and Officers of the Depositor
The business address of the Directors and Officers of the Depositor is:
One Nationwide Plaza, Columbus, Ohio 43215
President and Chief Operating Officer and Director John L. Carter
Executive Vice President and Director Mark R. Thresher
Executive Vice President - Chief Information Officer James R. Fowler
Senior Vice President - Chief Financial Officer and Director Timothy G. Frommeyer
Senior Vice President - Chief Financial Officer, Nationwide Financial and Director Steven A. Ginnan
Senior Vice President-Individual Products & Solutions, Nationwide Annuity and Director Eric S. Henderson
Executive Vice President- - Chief Administrative Officer Gale V. King
Executive Vice President and Director Mark R. Thresher
Senior Vice President and Treasurer David LaPaul
Senior Vice President - Investment Management Group - NF Strategic Customer Solutions Tina S. Ambrozy
Senior Vice President - Marketing - Financial Services Ann S. Bair
Senior Vice President - Head of Taxation Pamela A. Biesecker
Senior Vice President - Nationwide Financial Services Legal Rae Ann Dankovic
Senior Vice President - Human Resources Mia S. Hairston
Senior Vice President Harry H. Hallowell
Senior Vice President - Annuity Distribution Craig A. Hawley
Senior Vice President and Treasurer David LaPaul
Senior Vice President - Enterprise Brand Marketing Jennifer B. MacKenzie
Senior Vice President - IT Chief Financial Officer, Procurement & BTO Kevin G. O'Brien
Senior Vice President Sandra L. Rich
Senior Vice President - Chief Technology Officer - Nationwide Financial Michael A. Richardson
Senior Vice President - Chief Counsel - Emerging Businesses, Governance & Corporate Secretary Denise L. Skingle
Senior Vice President - Nationwide Life Holly R. Snyder
Senior Vice President - Investment Management Group Michael S. Spangler
Senior Vice President - Nationwide Financial Network Joseph D. Sprague
Senior Vice President - Retirement Plan Sales Eric Stevenson
Director Kirt A. Walker
Item 28. Persons Controlled by or Under Common Control with the Depositor or Registrant.
Following is a list of entities directly or indirectly controlled by or under common control with the depositor or registrant. Ownership is indicated through indentation. Unless otherwise indicated, each subsidiary is either wholly-owned or majority-owned by the parent company immediately preceding it. (For example, Nationwide Fund Distributors, LLC is either wholly-owned or majority owned by NFS Distributors, Inc.) Separate accounts that have been established pursuant to board resolution but are not, and have never been, active are omitted.
Company Jurisdiction
of Domicile
Brief Description of Business
Nationwide Financial Services, Inc. Delaware The company acts primarily as a holding company for companies within the Nationwide organization that offer or distribute life insurance, long-term savings and retirement products.
NFS Distributors, Inc. Delaware The company acts primarily as a holding company for Nationwide Financial Services, Inc. companies.
Nationwide Financial General Agency, Inc. Pennsylvania The company is a multi-state licensed insurance agency.
Nationwide Fund Distributors, LLC Delaware The company is a limited purpose broker-dealer.
Nationwide Fund Management, LLC Delaware The company provides administration, transfer and dividend disbursing agent services to various mutual fund entities.
Nationwide Retirement Solutions, Inc. Delaware The company markets and administers deferred compensation plans for public employees.

 


Company Jurisdiction
of Domicile
Brief Description of Business
Nationwide Securities, LLC Delaware The company is a general purpose broker-dealer and investment adviser registered with the Securities and Exchange Commission.
Nationwide Trust Company, FSB Federal This is a federal savings bank chartered by the Office of Thrift Supervision in the United States Department of Treasury to exercise deposit, lending, agency, custody and fiduciary powers and to engage in activities permissible for federal savings banks under the Home Owners’ Loan Act of 1933.
Nationwide Financial Services Capital Trust Delaware The trust’s sole purpose is to issue and sell certain securities representing individual beneficial interests in the assets of the trust
Nationwide Life Insurance Company 2 Ohio The corporation provides individual life insurance, group and health insurance, fixed and variable annuity products and other life insurance products.
Jefferson National Financial Corporation3 Delaware A stock corporation. The corporation is the holding company of Jefferson National Life Insurance Company, Jefferson National Life Insurance Company of New York, Jefferson National Securities Corporation, and JNF Advisors, Inc., offering annuity products and services.
Jefferson National Life Insurance Company2,3 Texas The company provides life, health and annuity products.
Jefferson National Life Annuity Company C2,3   A separate account issuing variable annuity products.
Jefferson National Life Annuity Account E2,3   A separate account issuing variable annuity products.
Jefferson National Life Annuity Account F2,3   A separate account issuing variable annuity products.
Jefferson National Life Annuity Account G2,3   A separate account issuing variable annuity products.
Jefferson National Life Insurance Company of New York2,3 New York The company provides variable annuity products.
Jefferson National Life of New York Annuity Account 12,3   A separate account issuing variable annuity products.
Jefferson National Securities Corporation3 Delaware The company is a limited purpose broker-dealer and distributor of variable annuities for Jefferson National Life Insurance Company and Jefferson National Life Insurance Company of New York.
MFS Variable Account2,3 Ohio A separate account issuing variable annuity contracts.
Nationwide Multi-Flex Variable Account2,3 Ohio A separate account issuing variable annuity contracts.
Nationwide Variable Account2,3 Ohio A separate account issuing variable annuity contracts.
Nationwide Variable Account-II2,3 Ohio A separate account issuing variable annuity contracts.
Nationwide Variable Account-32,3 Ohio A separate account issuing variable annuity contracts.
Nationwide Variable Account-42,3 Ohio A separate account issuing variable annuity contracts.
Nationwide Variable Account-52,3 Ohio A separate account issuing variable annuity contracts.
Nationwide Variable Account-62,3 Ohio A separate account issuing variable annuity contracts.
Nationwide Variable Account-72,3 Ohio A separate account issuing variable annuity contracts.
Nationwide Variable Account-82,3 Ohio A separate account issuing variable annuity contracts.
Nationwide Variable Account-92,3 Ohio A separate account issuing variable annuity contracts.
Nationwide Variable Account-102,3 Ohio A separate account issuing variable annuity contracts.
Nationwide Variable Account-112,3 Ohio A separate account issuing variable annuity contracts.
Nationwide Variable Account-122,3 Ohio A separate account issuing variable annuity contracts.
Nationwide Variable Account-132,3 Ohio A separate account issuing variable annuity contracts.
Nationwide Variable Account-142,3 Ohio A separate account issuing variable annuity contracts.
Nationwide Variable Account-152,3 Ohio A separate account issuing variable annuity contracts.
Nationwide Provident VA Separate Account 12,3 Pennsylvania A separate account issuing variable annuity contracts.
Nationwide VLI Separate Account2,3 Ohio A separate account issuing variable life insurance policies.
Nationwide VLI Separate Account-22,3 Ohio A separate account issuing variable life insurance policies.
Nationwide VLI Separate Account-32,3 Ohio A separate account issuing variable life insurance policies.

 


Company Jurisdiction
of Domicile
Brief Description of Business
Nationwide VLI Separate Account-42,3 Ohio A separate account issuing variable life insurance policies.
Nationwide VLI Separate Account-52,3 Ohio A separate account issuing variable life insurance policies.
Nationwide VLI Separate Account-62,3 Ohio A separate account issuing variable life insurance policies.
Nationwide VLI Separate Account-72,3 Ohio A separate account issuing variable life insurance policies.
Nationwide Provident VLI Separate Account 12,3 Pennsylvania A separate account issuing variable life insurance policies.
Nationwide Investment Services Corporation3 Oklahoma This is a limited purpose broker-dealer and distributor of variable annuities and variable life products for Nationwide Life Insurance Company and Nationwide Life and Annuity Insurance Company. The company also provides educational services to retirement plan sponsors and its participants.
Nationwide Financial Assignment Company3 Ohio The company is an administrator of structured settlements.
Nationwide Investment Advisors, LLC3 Ohio The company provides investment advisory services.
Eagle Captive Reinsurance, LLC3 Ohio The company is engaged in the business of insurance
Nationwide Life and Annuity Insurance Company2,3 Ohio The company engages in underwriting life insurance and granting, purchasing and disposing of annuities.
Nationwide VA Separate Account-A2,3 Ohio A separate account issuing variable annuity contracts.
Nationwide VA Separate Account-B2,3 Ohio A separate account issuing variable annuity contracts.
Nationwide VA Separate Account-C2,3 Ohio A separate account issuing variable annuity contracts.
Nationwide VA Separate Account-D2,3 Ohio A separate account issuing variable annuity contracts.
Nationwide Provident VA Separate Account A2,3 Delaware A separate account issuing variable annuity contracts.
Nationwide VL Separate Account-C2,3 Ohio A separate account issuing variable life insurance policies.
Nationwide VL Separate Account-D2,3 Ohio A separate account issuing variable life insurance policies.
Nationwide VL Separate Account-G2,3 Ohio A separate account issuing variable life insurance policies.
Nationwide Provident VLI Separate Account A2,3 Delaware A separate account issuing variable life insurance policies.
Olentangy Reinsurance, LLC3 Vermont The company is a captive life reinsurance company.
Nationwide SBL, LLC Ohio The company is a lender offering securities-back lines of credit.
Registered Investment Advisors Services, Inc. Texas The company is a technology company that facilitates third-party money management services for registered investment advisors
Nationwide Fund Advisors4 Delaware The trust acts as a registered investment advisor.
1 This subsidiary/entity is controlled by its immediate parent through contractual association.
2 This subsidiary/entity files separate financial statements.
3 Information for this subsidiary/entity is included in the consolidated financial statements of its immediate parent.
4 This subsidiary/entity is a business trust.
Item 29. Indemnification
Provision is made in Nationwide’s Amended and Restated Code of Regulations and expressly authorized by the General Corporation Law of the State of Ohio, for indemnification by Nationwide of any person who was or is a party or is threatened to be made a party to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative by reason of the fact that such person is or was a director, officer or employee of Nationwide, against expenses, including attorneys fees, judgments, fines and amounts paid in settlement actually and reasonably incurred by such person in connection with such action, suit or proceeding, to the extent and under the circumstances permitted by the General Corporation Law of the State of Ohio.

 


Insofar as indemnification for liabilities arising under the Securities Act of 1933 ("Act") may be permitted to directors, officers or persons controlling Nationwide pursuant to the foregoing provisions, Nationwide has been informed that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the registrant of expenses incurred or paid by a director, officer or controlling person of the registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issue.
Item 30. Principal Underwriter
Nationwide Investment Services Corporation ("NISC")
a) NISC serves as principal underwriter and general distributor for the following separate investment accounts of Nationwide or its affiliates:
   
MFS Variable Account Nationwide VA Separate Account-C
Multi-Flex Variable Account Nationwide VA Separate Account-D
Nationwide Variable Account Nationwide VLI Separate Account
Nationwide Variable Account-II Nationwide VLI Separate Account-2
Nationwide Variable Account-3 Nationwide VLI Separate Account-3
Nationwide Variable Account-4 Nationwide VLI Separate Account-4
Nationwide Variable Account-5 Nationwide VLI Separate Account-5
Nationwide Variable Account-6 Nationwide VLI Separate Account-6
Nationwide Variable Account-7 Nationwide VLI Separate Account-7
Nationwide Variable Account-8 Nationwide VL Separate Account-C
Nationwide Variable Account-9 Nationwide VL Separate Account-D
Nationwide Variable Account-10 Nationwide VL Separate Account-G
Nationwide Variable Account-11 Nationwide Provident VA Separate Account 1
Nationwide Variable Account-12 Nationwide Provident VA Separate Account A
Nationwide Variable Account-13 Nationwide Provident VLI Separate Account 1
Nationwide Variable Account-14 Nationwide Provident VLI Separate Account A
Nationwide Variable Account-15  
Nationwide VA Separate Account-A  
Nationwide VA Separate Account-B  
b) Directors and Officers of NISC:
   
President and Director Tina S. Ambrozy
Senior Vice President - Head of Taxation Pamela A. Biesecker
Vice President - Chief Compliance Officer James J. Rabenstine
Vice President - Tax Daniel P. Eppley
Vice President - Performance Management and Accounting and Financial Operations Peter J. Rothermel
Associate Vice President and Secretary Kathy R. Richards
Associate Vice President and Treasurer Ewan T. Roswell
Associate Vice President and Assistant Secretary Mark E. Hartman
Associate Vice President and Assistant Treasurer David A. Conner
Associate Vice President and Assistant Treasurer Hope C. Hacker
Associate Vice President and Assistant Treasurer John A. Reese
Director Eric Stevenson
Director Eric S. Henderson
The business address of the Directors and Officers of NISC is:
One Nationwide Plaza, Columbus, Ohio 43215.

 


c)
Name of Principal Underwriter   Net Underwriting
Discounts and
Commissions
  Compensation on
Redemption or
Annuitization
  Brokerage
Commissions
  Compensation
Nationwide Investment Services Corporation

  N/A   N/A   N/A   N/A
Item 31. Location of Accounts and Records
Steven A. Ginnan
Nationwide Life Insurance Company
One Nationwide Plaza
Columbus, OH 43215
Item 32. Management Services
Not Applicable
Item 33. Fee Representation
Nationwide Life Insurance Company represents that the fees and charges deducted under the contract in the aggregate are reasonable in relation to the services rendered, the expenses expected to be incurred and risks assumed by Nationwide Life Insurance Company.

 


SIGNATURES
As required by the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant certifies that it meets the requirements of Rule 485(b) under the Securities Act of 1933 for effectiveness of the Registration Statement and has caused this Registration Statement to be signed by the undersigned, duly authorized, in the City of Columbus, and State of Ohio, on September 9, 2020.
Nationwide Provident VLI Separate Account 1
(Registrant)
Nationwide Life Insurance Company
(Depositor)
By: /s/ Jamie Ruff Casto
Jamie Ruff Casto
Attorney-in-Fact
As required by the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities indicated, on September 9, 2020.
JOHN L. CARTER  
John L. Carter, President and Chief Operating Officer, and Director  
MARK R. THRESHER  
Mark R. Thresher, Executive Vice President and Director  
TIMOTHY G. FROMMEYER  
Timothy G. Frommeyer, Senior Vice President-Chief Financial Officer and Director  
ERIC S. HENDERSON  
Eric S. Henderson, Senior Vice President-Individual Products & Solutions and Director  
STEVEN A. GINNAN  
Steven A. Ginnan, Senior Vice President-Chief Financial Officer-Nationwide Financial and Director  
KIRT A. WALKER  
Director  
  By /s/ Jamie Ruff Casto
  Jamie Ruff Casto
Attorney-in-Fact