Information Statement - All Other (definitive) (def 14c)

SCHEDULE 14C INFORMATION

INFORMATION STATEMENT PURSUANT TO SECTION 14(C) OF THE

SECURITIES EXCHANGE ACT OF 1934

(AMENDMENT NO.)

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NATIONWIDE MUTUAL FUNDS

(NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

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NATIONWIDE MUTUAL FUNDS

1000 Continental Drive, Suite 400

King of Prussia, Pennsylvania 19406

(800) 848-0920

August 23, 2013

Dear Shareholder:

The enclosed Information Statement details a recent subadviser change relating to the Nationwide Fund (the “Fund”), a series of Nationwide Mutual Funds (the “Trust”).

Specifically, the Board of Trustees (the “Board”) of the Trust has approved the selection of HighMark Capital Management, Inc. (“HighMark”) to serve as the sole new subadviser to the Fund. At the same time, the Board approved the termination of Aberdeen Asset Management, Inc. (“Aberdeen”) and Diamond Hill Capital Management, Inc. (“Diamond Hill”) as subadvisers to the Fund. These changes were effective on June 17, 2013. The Trust has received an exemptive order from the U.S. Securities and Exchange Commission that allows certain subadviser changes to be made without shareholder approval (the “Manager of Managers Order”). The Manager of Managers Order instead requires that this Information Statement be sent to you. The full Information Statement will also be available on the Fund’s website at http://www.nationwide.com/mutualfundsshareholdernews until December 15, 2013. A paper or email copy of the full Information Statement may be obtained, without charge, by contacting the Fund at 855-835-8313.

The Board approved the appointment of HighMark as subadviser to the Fund upon the recommendation of Nationwide Fund Advisors (“NFA”), the investment adviser to the Fund. This recommendation was based on several factors, including:

·	NFA’s observation that the Fund has performed below its peers and that its multi-manager structure has not been well-received in the market;

·	NFA’s belief that HighMark is capable of producing more competitive returns for the Fund than Aberdeen and Diamond Hill; and

·	HighMark’s internal resources and the investment personnel who would be managing the Fund.

Please read the enclosed Information Statement for additional information.

We look forward to continuing to serve you and the Fund in the future.

Sincerely,

/s/Eric E. Miller

Eric E. Miller

Secretary, Nationwide Mutual Funds

NATIONWIDE MUTUAL FUNDS

1000 Continental Drive, Suite 400

King of Prussia, Pennsylvania 19406

(800) 848-0920

INFORMATION STATEMENT

The Board of Trustees (the “Board”) of Nationwide Mutual Funds (the “Trust”) is furnishing this Information Statement with respect to the Nationwide Fund (the “Fund”). All shareholders of record, as of the date hereof, will receive this Information Statement. This Information Statement will be sent to shareholders on or about September 13, 2013. The Information Statement is also available online at www.nationwide.com/mutualfundsshareholdernews . The Trust has received an exemptive order (the “Manager of Managers Order”) from the Securities and Exchange Commission (the “SEC”), which permits Nationwide Fund Advisors (“NFA”), the Fund’s investment adviser, to hire new subadvisers that are unaffiliated with NFA, to terminate subadvisory relationships, and to make changes to existing subadvisory agreements with the approval of the Board, but without obtaining shareholder approval provided, among other things, that the Fund sends to its shareholders) an information statement describing any new subadviser within 90 days of hiring such subadviser.

WE ARE NOT ASKING YOU FOR A PROXY OR VOTING INSTRUCTIONS AND

WE REQUEST THAT YOU NOT SEND US A PROXY OR VOTING INSTRUCTIONS.

INTRODUCTION

The Fund is an investment portfolio or series of the Trust. The Trust, on behalf of the Fund, has entered into an Investment Advisory Agreement with NFA. Pursuant to the Investment Advisory Agreement, NFA may select one or more subadvisers for the Fund and supervises the Fund’s daily business affairs, subject to the supervision and direction of the Board. NFA selects subadviser(s) it believes will provide the Fund with high- quality investment management services consistent with the Fund’s investment objective. NFA is responsible for the overall monitoring of the Fund’s subadvisers.

Effective June 17, 2013, HighMark Capital Management, Inc. (“HighMark”) began serving as the sole subadviser to the Fund, following the termination of Aberdeen Asset Management Inc. (“Aberdeen”) and Diamond Hill Capital Management, Inc. (“Diamond Hill”). As a result of these changes, the assets of the Fund previously subadvised by Aberdeen and Diamond Hill now are subadvised by HighMark. HighMark is independent of NFA, and discharges its responsibilities subject to the oversight and supervision of NFA. HighMark is paid by NFA from the fees NFA receives from the Fund. In accordance with procedures adopted by the Board, a subadviser may effect portfolio transactions through an affiliated broker-dealer that receives brokerage commissions in connection therewith as permitted by applicable law.

The purpose of this Information Statement is to report the selection of HighMark, located at 350 California Street, Suite 1600, San Francisco, CA 94104, as a subadviser to the Fund. HighMark began subadvising the Fund on June 17, 2013, following action taken by the Board on March 28, 2013 to approve HighMark as the sole subadviser to the Fund. The decision by the Board to approve HighMark as a subadviser, as well as other important information, is described in more detail below.

RECOMMENDATION TO APPROVE SUBADVISER

As part of NFA’s duties to select and supervise the Fund’s subadvisers, NFA is responsible for communicating performance expectations to, and evaluating the performance of, each subadviser and recommending to the Board whether a new subadviser should be hired or whether a subadviser’s contract with the Trust should be renewed, modified or terminated. NFA periodically provides written reports to the Board describing the results of its evaluation and monitoring functions.

The Fund’s investment objective is to seek total return through a flexible combination of capital appreciation and current income. Under normal conditions, the Fund invests in a diversified portfolio of common

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stocks to produce an overall blended equity portfolio consisting of various types of stocks that offer the potential for capital growth and/or dividend income.

In its oversight capacity, NFA had found that the Fund has generally underperformed in the long term, and that, although the Fund’s performance had improved more recently, its multi-manager structure has not been well-received within the markets. The Fund had been restructured several times over the past decade in the attempt to improve its performance and the shareholder experience. Most recently, the Fund was restructured in October 2010 as a multi-managed large-cap blend fund subadvised by Aberdeen and Diamond Hill. While each subadviser’s performance, relative to its industry peers, recently had begun to improve, NFA believed that the primary factors contributing to such improvement likely were not necessarily repeatable.

In selecting HighMark, NFA conducted quantitative, qualitative and risk due diligence reviews that included conference calls and on-site due diligence meetings with HighMark to evaluate HighMark’s investment capabilities and processes, management team, compliance program and operational capabilities. Based on NFA’s due diligence reviews, NFA concluded that HighMark meets NFA’s quantitative, qualitative and risk due diligence standards and qualifications.

HighMark

NFA found HighMark to be qualified and an appropriate candidate to serve as the Fund’s subadviser, considering the results of a detailed due diligence process, the Fund’s investment objective and strategies, and HighMark’s approach to investing. HighMark uses an actively managed bottom-up stock selection process for choosing securities across a large-capitalization market universe. HighMark seeks to identify those securities it believes to be most attractive from a fundamental perspective, based on certain valuation factors and management criteria, and the potential for price appreciation. HighMark’s portfolio construction process balances overall portfolio risk versus expected excess return. HighMark’s portfolio management process determines buy and sell decisions in an effort to maintain an equity portfolio that is diversified across sectors. Investments are sold when HighMark has determined that relative fundamentals appear to be deteriorating or when other opportunities appear more attractive.

Derek Izuel, CFA, is responsible for the day-to-day management of the Nationwide Fund. Mr. Izuel has been Vice President and Chief Equity Officer of HighMark since 2012; Vice President and Director of Quantitative Strategies of HighMark from 2008 to 2012; senior portfolio manager for Invesco from 1997 to 2008. Mr. Izuel earned a Bachelor of Science degree in Computer Science at the University of California at Berkeley and an MBA from the Ross School of Business at the University of Michigan.

Edward Herbert supports Mr. Izuel in the day-to-day management of the Fund. Mr. Herbert is Vice President and Senior Equity Research Analyst of HighMark and has been associated with HighMark since 2006. Mr. Herbert earned a Bachelor of Science degree in Management Science and a Ph.D. in Operational Research from the University of Wales, Swansea.

Based on the foregoing factors, NFA decided to recommend that HighMark serve as a subadviser to the Fund.

BOARD CONSIDERATIONS

At a Board meeting held in person on March 28, 2013, the Board, including the Trustees who are not considered “interested persons” under the Investment Company Act of 1940 (the “1940 Act”) (“Independent Trustees”), discussed and unanimously approved the appointment of HighMark to subadvise the Fund’s assets. The Trustees were provided with detailed materials relating to HighMark in advance of and at the meeting. The material factors and conclusions that formed the basis for the approval are discussed below.

The Nature, Extent, and Quality of the Services Provided by HighMark as Subadviser. The Board considered the information provided by NFA relating to HighMark, including information relating to HighMark’s investment process and risk management. The Board also examined and considered the experience of the

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investment personnel of HighMark who would be managing the Fund. The Board concluded that the nature and extent of the services provided appeared to be consistent with the terms of the advisory agreement.

Investment Performance. The Board evaluated the Fund’s investment performance and considered historical performance information of HighMark in managing similar investment mandates. The Trustees concluded that the prospects for satisfactory investment performance by the Fund, if HighMark were appointed as a subadviser, were reasonable.

Fee Levels. The Board considered the Fund’s overall fee level and noted that the overall expenses of the Fund would not be increased because of the subadvisory agreement, as HighMark’s fees are paid out of the advisory fee that NFA receives from the Fund. The fee to be paid by NFA to HighMark is lower than the fee currently paid by NFA to Aberdeen and Diamond Hill. The Board considered NFA’s undertaking to share a portion of the cost savings NFA realizes as a result of the appointment of HighMark with the Fund’s shareholders through a new advisory fee waiver from NFA. The Board concluded that the subadvisory fees to be paid to HighMark appeared to be fair and reasonable in light of the information provided.

Economies of Scale. The Fund’s current advisory fee schedule includes breakpoints. In addition, the subadvisory fee to be paid to HighMark by NFA includes breakpoints.

Profitability; Fall-Out Benefits. The Board considered the factor of profitability to HighMark as a result of the subadvisory relationship with the Fund and indicated that profitability would be assessed only after a reasonable period of service to the Fund. NFA informed the Board that NFA believes that “fall-out” or ancillary benefits could accrue to HighMark or NFA as a result of its relationship with the Fund.

Terms of the Subadvisory Agreement. The non-compensatory terms of the subadvisory agreement are substantially similar in all material respects to the terms of the subadvisory agreements that the Trust currently has in place with other unaffiliated subadvisers.

The Board considered that HighMark is the investment adviser to a number of mutual funds proposed to be “adopted” by newly created funds in the Nationwide family of funds and that the terms of the adoption transaction contemplated that HighMark would serve as subadviser to certain other Nationwide funds, including this Fund.

Conclusion. Based on a totality of the above-noted factors, the Board unanimously approved the subadvisory agreement.

THE SUBADVISORY AGREEMENT

The subadvisory agreement with HighMark (“Agreement”) was approved by the Board on March 28, 2013. In accordance with the Manager of Managers Order, the Agreement will not be submitted to the Fund’s shareholders for their approval. The following is a brief summary of the material terms of the Agreement.

Term . The Agreement has an initial term with respect to the Fund that expires on May 1, 2015, and continues for successive one-year terms thereafter as long as its continuance is approved by the Board. The Agreement can be terminated on not more than 60 days’ written notice by NFA, the Trust on behalf of the Fund, or a majority of the outstanding voting securities of the Fund and on not less than 60 days’ written notice to the Subadviser by HighMark. The Agreement terminates automatically if assigned by any party.

Fees . Under the Agreement, the annual fee payable by NFA to HighMark (as a percentage of the Fund’s average daily net assets) is set forth in the table attached as Exhibit A.

Duties . Under the Agreement, NFA is responsible for assigning all or a portion of the Fund’s assets to HighMark and for overseeing and reviewing the performance of HighMark. Under the current arrangement, HighMark will manage substantially all of the Fund’s assets. HighMark is required to manage the Fund in accordance with the Fund’s investment objective and policies, subject to the supervision of NFA and the Board.

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Brokerage . Under the Agreement, HighMark is authorized to purchase and sell securities on behalf of the Fund through brokers or dealers HighMark selects and to negotiate commissions to be paid on such transactions. In doing so, HighMark is required to use reasonable efforts to obtain the most favorable price and execution available but is permitted, subject to certain limitations, to pay brokerage commissions that are higher than what another broker might have charged in return for brokerage and research services.

Liability. Under the Agreement, HighMark and its affiliates and controlling persons cannot be held liable to NFA, the Trust, the Fund or the Fund’s shareholders in the absence of willful misfeasance, bad faith, gross negligence or reckless disregard of its duties under the Agreement. The Agreement provides that nothing in the Agreement, however, relieves HighMark from any of its obligations under federal and state securities laws and other applicable law. Under the Agreement, NFA and its affiliates and controlling persons cannot be held liable to HighMark in the absence of willful misfeasance, bad faith, gross negligence, or reckless disregard of its duties under the Agreement.

Indemnification . HighMark is required, under the Agreement, to indemnify NFA, the Trust, the Fund and their respective affiliates and controlling persons for any liability or expenses sustained by them as a result of HighMark’s willful misfeasance, bad faith, gross negligence, reckless disregard of its duties or violation of applicable law. The Agreement contains provisions pursuant to which NFA is required to indemnify HighMark for any liability and expenses which may be sustained as a result of NFA’s willful misfeasance, bad faith, gross negligence, reckless disregard of its duties or violation of applicable law.

Regulatory Requirements . The Agreement also includes provisions arising from regulatory requirements. These provisions include a requirement that HighMark establish and maintain written proxy voting procedures in compliance with current, applicable laws and regulations, including, but not limited to, Rule 30b1-4 under the 1940 Act.

Further Information . The foregoing description of the Agreement is only a summary and is qualified in its entirety by reference to the text of the Agreement. A copy of the Agreement is on file with the SEC and is available (i) in person at the SEC’s Public Reference Room at 100 F Street, N.E., Washington, D.C. 20549-0102 (upon payment of any applicable fees); (ii) by mail at the SEC, Public Reference Section, 100 F Street, N.E., Washington, D.C. 20549-0102 (upon payment of any applicable fees); or (iii) at the SEC’s website – http://www.sec.gov – through the EDGAR system.

OTHER INFORMATION ABOUT HIGHMARK

HighMark, located at 350 California Street, Suite 1600, San Francisco, CA 94104, is a subsidiary of Union Bank, N.A., which is a subsidiary of UnionBanCal Corporation. UnionBanCal Corporation is wholly owned by The Bank of Tokyo-Mitsubishi UFJ, Ltd. (BTMU). BTMU is a wholly owned subsidiary of Mitsubishi UFJ Financial Group, Inc. As of March 31, 2013, HighMark had approximately $19.3 billion in assets under management. HighMark (and its predecessors) has been providing investment management services to individuals, institutions and large corporations since 1919. The following table sets forth the name and principal occupation of the principal executive officer and each director of HighMark. The address of each person listed below is 350 California Street, San Francisco, CA 94104.

Name	Title
Dennis Mooradian	President & Chief Executive Officer
Kevin Rogers	Senior Vice President & Managing Director
Noel Casale	Vice President, Chief Compliance Officer and Assistant Secretary
Jeffrey Boyle	Senior Vice President & Sales Manager
Christine Weiss	Senior Vice President & Manager
Kevin Rowell	Senior Vice President & Managing Director
Jonathan Fayman	Senior Vice President, Chief Financial Officer & Secretary
Pamela O’Donnell	Vice President, Mutual Fund Administration
David Wines	Vice President & Chief Fixed Income Officer
Derek Izuel	Vice President & Chief Equity Officer

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MORE ABOUT FEES AND EXPENSES

The Fund pays NFA an investment advisory fee at an effective annual rate (as a percentage of the Fund’s average daily net assets) as set forth in the table attached as Exhibit B.

During the fiscal year ended October 31, 2012, the Fund paid the amounts to NFA as set forth in the table attached as Exhibit C.

ADDITIONAL INFORMATION

NFA serves as the Fund’s investment adviser pursuant to an Investment Advisory Agreement that was last approved by the Board, including the Independent Trustees, on March 13, 2013. The Investment Advisory Agreement was last approved by Fund shareholders on April 25, 2007. The key features of the Investment Advisory Agreement are described below.

Advisory Services. Under the Investment Advisory Agreement, NFA, subject to the supervision and direction of the Board: (i) sets overall investment strategy for the Fund; (ii) has overall supervisory responsibility for the general management and investment of the Fund’s assets; (iii) determines the allocation of assets among one or more subadvisers, if any; and (iv) has full investment discretion to make all determinations with respect to the investment of a Fund’s assets not otherwise assigned to a subadviser. With regard to subadvisers, NFA, subject to the supervision and direction of the Board: (i) researches and evaluates each subadviser, if any; (ii) performs initial due diligence on prospective subadvisers; (iii) monitors each subadviser’s ongoing performance; (iv) communicates performance expectations and evaluations to each subadviser; and (v) recommends to the Board whether a subadviser’s contract should be renewed, modified or terminated. NFA also is responsible for recommending changes or additions to the subadvisers and is responsible for compensating each subadviser. Finally, NFA is responsible for providing periodic reports to the Board concerning the Fund’s business and investments as the Board requests.

Continuance. The Investment Advisory Agreement may be continued from year to year by a majority vote of the Board or by a vote of a majority of outstanding shares of the Fund, provided that, in either case, the terms and the renewal have been approved by the vote of a majority of the Independent Trustees, cast in person, at a meeting called for the purpose of voting on such approval.

Termination. The Investment Advisory Agreement provides that it may be terminated, without the payment of any penalty, by vote of a majority of the Trustees of the Trust or by vote of a majority of the outstanding voting securities of the Fund, or by NFA, in each case, upon not more than 60 days’ written notice to the other party. The Investment Advisory Agreement also provides that it will automatically and immediately terminate in the event of its assignment.

As of July 31, 2013, the Fund had issued and outstanding the shares in the amounts as set forth in the table attached as Exhibit D.

As of July 31, 2013, to the Trust’s knowledge, no person, except as set forth in the table attached as Exhibit E, had or shared voting or investment power over more than 5% of the outstanding shares of any class of the Fund.

As of July 31, 2013, the Trustees and Officers of the Trust as a group owned less than 1% of the outstanding shares of any class of the Fund.

Although the Trust is not asking shareholders to vote on the approval of HighMark as subadviser to the Fund, the Trust is required by the rules of the SEC to summarize the voting rights of shareholders. Whenever a matter affecting the Fund requires shareholder approval, a shareholder meeting generally will be held and a proxy statement and proxy/voting instruction forms will be sent to the Fund’s shareholders. Each share of the Fund is entitled to one vote, and each fraction of a share is entitled to a proportionate fractional vote. Shareholders also may revoke previously submitted voting instructions in accordance with instructions contained in the proxy statement sent to the Fund’s shareholders.

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The foregoing description of shareholder voting rights with respect to the Fund is only a brief summary of these rights. Whenever shareholder approval of a matter affecting the Fund is required, the proxy statement sent to shareholders will fully describe the voting rights of shareholders and the voting procedures that will be followed at the shareholder meeting.

Currently, Nationwide Fund Distributors LLC (“NFD”), an affiliate of NFA, acts as the Trust’s principal underwriter. Under the terms of a Joint Fund Administration and Transfer Agency Agreement, Nationwide Fund Management LLC (“NFM”), an indirect wholly owned subsidiary of Nationwide Financial Services, Inc. (“Nationwide Financial”), provides various administrative and accounting services, including daily valuation of the Fund’s shares, preparation of financial statements, tax returns, and regulatory reports, and presentation of quarterly reports to the Board of Trustees. NFM also serves as transfer agent and dividend disbursing agent for the Fund. The address for NFA, NFD and NFM is 1000 Continental Drive, Suite 400, King of Prussia, Pennsylvania 19406.

NFA is a wholly owned subsidiary of Nationwide Financial Services, Inc., a holding company which is a direct wholly owned subsidiary of Nationwide Corporation. All of the common stock of Nationwide Corporation is held by Nationwide Mutual Insurance Company (95.2%) and Nationwide Mutual Fire Insurance Company (4.8%), each of which is a mutual company owned by its policyholders. The address for each of Nationwide Financial, Nationwide Corporation, Nationwide Mutual Insurance Company and Nationwide Mutual Fire Insurance Company is One Nationwide Plaza, Columbus, Ohio 43215.

No Officer or Trustee of the Trust is an officer, employee, or director of HighMark, nor do any such Officers or Trustees own securities issued by, or have any other material direct or indirect interest in, HighMark, or any other person controlling, controlled by or under common control with HighMark.

The Trust will furnish without charge a copy of the Trust’s most recent Annual Report to shareholders and Semiannual Report to shareholders succeeding the Annual Report, if any, upon request. This request may be made either by writing to the Trust at the address contained on the first page of this Information Statement or by calling toll-free (800) 848-0920. The Annual Report and the Semiannual Report will be mailed to you by first-class mail within three business days of receipt of your request.

By Order of the Board of Trustees of

Nationwide Mutual Funds,

/s/Eric E. Miller

Eric E. Miller, Secretary

August 23, 2013

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EXHIBIT A

SUBADVISORY FEES

The annual fee payable by NFA to HighMark (as a percentage of the Fund’s average daily net assets under HighMark’s management) is set forth in the following table.

Fund Name	Subadvisory Fees
Nationwide Fund	0.25% on Aggregate Subadviser Assets 1 up to $250 million; 0.20% on Aggregate Subadviser Assets 1 of $250 million and more but less than $1 billion; and 0.18% on Aggregate Subadviser Assets 1 of $1 billion and more.

1 The term “Aggregate Subadviser Assets” means the combined assets subadvised by HighMark of the Nationwide Fund (a series of Nationwide Mutual Funds) and the NVIT Nationwide Fund (a series of Nationwide Variable Insurance Trust).

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EXHIBIT B

INVESTMENT ADVISORY FEES

The Fund pays NFA an investment advisory fee at an effective annual rate (as a percentage of the Fund’s average daily net assets) as set forth in the following table.

Fund Name	Advisory Fees
Nationwide Fund	0.60% on assets up to $250 million; 0.575% on assets of $250 million and more but less than $1 billion; 0.55% on assets of $1 billion and more but less than $2 billion; 0.525% on assets of $2 billion and more but less than $5 billion; and 0.50% on assets of $5 billion and more.

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EXHIBIT C

INVESTMENT ADVISORY FEES PAID TO NFA

The table below sets forth the investment advisory fees paid by the Fund to NFA for the year ended October 31, 2012. The amount indicated is net of waivers and reimbursements.

Fund Name	Advisory Fees ($)
Nationwide Fund	$4,047,974

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EXHIBIT D

As of July 31, 2013, the Fund had issued and outstanding the shares in the amounts as set forth in the table attached below.

Nationwide Fund	Number of Shares Outstanding
Class A	3,866,380.219
Class B	238,217.343
Class C	96,669.399
Class R2	1,839.077
Institutional Service Class	36,436,530.394

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EXHIBIT E

As of July 31, 2013, to the Trust’s knowledge, no person, except as set forth in the table below, had or shared voting or investment power over more than 5% of the outstanding shares of any class (collectively, the “shares”) of the Fund:

Name and Address of Shareholder	Number of Shares Beneficially Owned	Percentage of the Class Held by the Shareholder
Nationwide Fund Class A
NATIONWIDE TRUST COMPANY FSB C/O IPO Portfolio Accounting PO Box 182029 Columbus, OH 43218-2029	3,866,380.219	18.76%
Nationwide Fund Class C
FIRST CLEARING LLC Special Custody Acct for the Exclusive Benefit of Customer 2801 Market Street St. Louis, MO 63103-2523	14,392.532	14.89%
MERRILL LYNCH PIERCE FENNER & SMITH For the Sole Benefit of its Customer 4800 Deer Lake Drive East Jacksonville, FL 32246-6484	33,822.815	34.99%
UBS FINANCIAL SERVICES INC. FBO August W. Loos Residuary Trust U/A/D 10/23/1990, As Amended 3111 Green Dolphin Lane Naples, FL 34102-7915	16,418.690	16.98%
Nationwide Fund Class R2
NATIONWIDE MUTUAL INSURANCE Attention: Dean Hernandez One Nationwide Plaza Columbus, OH 43215-2239	175.847	9.56%
MG TRUST COMPANY Cust FBO The Spieker Company 401K Plan 700 17 th Street 717 17 th Street, Suite 1300 Denver, CO 80202-3304	1,663.230	90.44%
Nationwide Fund Institutional Service Class
Nationwide Life Insurance Company DCVA c/o Portfolio Accounting PO Box 182029 Columbus, OH 43218	5,876,548.862	16.13%

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Nationwide Life Insurance Company

NACO

c/o Portfolio Accounting

PO Box 182029

Columbus, OH 43218

4,054,167.991

11.13%

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NATIONWIDE MUTUAL FUNDS

1000 Continental Drive, Suite 400

King of Prussia, Pennsylvania, 19406

(800) 848-0920

Nationwide Fund

NOTICE OF INTERNET AVAILABILITY OF INFORMATION STATEMENT

This communication presents only an overview of the more complete information statement that is available to you on the internet relating to the Nationwide Fund (the “Fund”) of Nationwide Mutual Funds (the “Trust”). We encourage you to access and review all of the important information contained in the information statement.

The following material is available for view: Information Statement

The Information Statement details a recent subadviser change relating to the Fund. Specifically, the Board of Trustees of the Trust (the “Board”) has approved the selection of HighMark Capital Management, Inc. (“HighMark”) to serve as the sole new subadviser for the Fund. At the same time, the Board approved the termination of Aberdeen Asset Management, Inc. (“Aberdeen”) and Diamond Hill Capital Management, Inc. (“Diamond Hill”) as subadvisers to the Fund. These changes became effective on June 17, 2013. The Trust has received an exemptive order from the U.S. Securities and Exchange Commission (“SEC”) that allows certain subadviser changes to be made without shareholder approval (the “Manager of Managers Order”). The Manager of Managers Order instead requires that the Information Statement be sent to you. Additionally, the Trust has received interpretive guidance from the staff of the SEC’s Division of Investment Management allowing the Trust, in lieu of physical delivery of the Information Statement, to make the Information Statement available to you online.

The full information statement will be available on the Funds’ website at http://www.nationwide.com/mutualfundsshareholdernews until December 15, 2013. A paper or email copy of the full Information Statement may be obtained, without charge, by contacting the Funds at (855) 835-8313.

If you want to receive a paper or e-mail copy of the above listed document, you must request one. There is no charge to you for requesting a copy.