an important notice about your retirement plan and the · pdf file · 2018-02-28an...

An important notice about your retirement plan and the new benefits coming to you. You’re receiving this letter because you currently participate in one of these three plans: the NDO America, Inc. 401(k) Plan, the XPO Logistics Supply Chain, Inc. 401(k) Plan, or the Jacobson Companies 401(k) Profit Sharing Plan. Today we have good news for you – starting January 3, 2017, your plan will merge into the single XPO Logistics 401(k) Plan. Once your account transitions, you’ll immediately start receiving these benefits: Lower fees and a better company match The XPO Logistics 401(k) Plan is recordkept by T. Rowe Price an asset management firm focused on delivering global investment management excellence and retirement services that investors can rely on—now, and over the long term. By moving you to our company’s primary 401(k) Plan, XPO can use its size to lower the plan management fees associated with your account while delivering more investment options to you. Furthermore, we’re excited to announce that the company match formula has been revised to give all XPO employees the opportunity to receive a 3% company match! T. Rowe Price best-in-class services Here are some of the services you can expect from your new recordkeeper :

• A variety of new investment choices • Access to your account and transactions by telephone or web anytime, day or night • Knowledgeable investment representatives who can answer your questions every business day

from 7 a.m. to 10 p.m. eastern time • Account statements and educational newsletters sent to you after the end of each quarter • Access to helpful information about investing for retirement • Automated services that can be set up to gradually increase your contribution rate over time if

you want, and keep your investment within the parameters you choose Watch for important information All employees will transition to the XPO Logistics 401(k) Plan by January 3, 2017. In November, we’ll send you information about key dates and the transfer process. You’ll also receive an information packet in the mail from T. Rowe Price explaining your plan’s new features, services, and investment options.

If you have questions regarding this change, please contact the Benefits Office at (800) 363-2434, using option 7.

Thank you.

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XPO Logistics, Inc. 401(k) Plan

Plan and Investment Disclosure | January 2017

The Department of Labor requires disclosure of certain information that is intended to help you understand the investments offered by the plan referenced above (“Plan”) and the fees and expenses you may pay as a participant in the Plan. In conjunction with this requirement, this document provides information about the Plan, the investments in the Plan, and applicable fees and expenses.

This document has two sections: A. Plan Information and B. Investment Information. Please review this information carefully to learn about the Plan's investments, fees and expenses, and where to go for more information. This disclosure should be retained for future reference. If you need help understanding this document, please log in to rps.troweprice.com/ParticipantNoticeHelp.

A. Plan Information

This section provides information regarding your Plan and, if applicable, fees and expenses to which you may be subject. You canfind out more about the Plan in the Summary Plan Description ("SPD").

20161128_106051

Part I. General Information

• How to Give Investment Instructions. You may direct the investment of your account balance and future contributionsamong a range of investments available in the Plan. Although balances will not yet be transferred, you may contact the PlanAccount Line with any questions you may have beginning December 5th, 2016. Additional information may also be foundat rps.troweprice.com/xpo.

To provide investment instructions after balances have been transferred, log in to the participant website atrps.troweprice.com, or call the toll-free Plan Account Line at 1-800-922-9945.

• Limitations on Investment Instructions. The Fidelity Managed Income Portfolio is only available to those participantsthat are coming from XPO Supply Chain. The Wells Fargo Stable Value Fund is only available to those coming fromJacobson. Both the Fidelity Managed Income Portfolio and the Wells Fargo Stable Value fund will be closed to new money,meaning no new contributions and/or exchanges-in. Existing balances in the funds may remain.

Investment instructions may be subject to an investment's trading guidelines and restrictions. Refer to section "B. InvestmentInformation" under "Part II. Fee and Expense Information" of this document for an investment's limitations, if any.

• Investments Available in the Plan.

� American Funds Europac Grw R6 � T. Rowe Price Ret Hyb 2010 Tr T6

� Baird Core Plus Bond Inst � T. Rowe Price Ret Hyb 2015 Tr T6

� Fidelity Managed Income Portfolio � T. Rowe Price Ret Hyb 2020 Tr T6

� JPMorgan Small Cap Equity R6 � T. Rowe Price Ret Hyb 2025 Tr T6

� MassMutual Select Blue Chip Gr � T. Rowe Price Ret Hyb 2030 Tr T6

� State Street Global All Cap Equity � T. Rowe Price Ret Hyb 2035 Tr T6

� State Street S&P 500 Ind NL N � T. Rowe Price Ret Hyb 2040 Tr T6

� State Street Sm Md Cap Ind NLC � T. Rowe Price Ret Hyb 2045 Tr T6

� State Street US Bond Indx NL C � T. Rowe Price Ret Hyb 2050 Tr T6

� T. Rowe Price Ret Hyb 2005 Tr T6 � T. Rowe Price Ret Hyb 2055 Tr T6

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Log in to the participant website at rps.troweprice.com or call the toll-free Plan Account Line at 1-800-922-9945 to request fund prospectuses, financial statements, annual reports, and other information that is furnished to the Plan on the investments. These materials include investment objectives, risks, fees, expenses, and other information that you should read and consider before investing.

� T. Rowe Price Ret Hyb 2060 Tr T6 � Vanguard Shrt-Trm Inv Grd, Adm

� TRP Stable Value Fund Sched N. � Vanguard Strategic Equity

� Vanguard Equity Income Adm � Wells Fargo Stable Value Fund

Part II. Administrative Expenses

• Plan Related Fees and Expenses. This chart shows fees and expenses for general Plan administrative services that may becharged to and withdrawn from your account and are not included in the total annual operating expenses of anyinvestments in the Plan.

Plan Administrative Service Fees and ExpensesRecordkeeping A $7.50 fee will be charged to and withdrawn quarterly from participants',

alternate payees' and beneficiaries' accounts.

Part III. Individual Expenses

• Individual Fees and Expenses. This chart shows fees and expenses for services provided to you on an individual basis thatmay be charged to and withdrawn from your account and are not included in the total annual operating expenses of anyinvestments in the Plan.

Individual Service Fees and ExpensesExpress Delivery Service Fee A $30.00 service fee will be charged to and withdrawn from

participants' and beneficiaries' accounts for each use of theexpress delivery service.

Loan Maintenance Service Fee $25.00 per loan per year.

Loan Origination $25.00 per loan.

Qualified Domestic Relations Order (QDRO) Processing QDRO consultants $300.00 per DRO. $150.00 for participantand $150.00 for alternate payee.

B. Investment Information

Investments in the Plan as of January 3, 2017

This section includes important information to help you compare the investments in the Plan and is comprised of two parts:

• Part I reflects performance information indicating how well the investments have performed in the past.

• Part II outlines the fees and expenses applicable to each investment. Fees and expenses are only one of several factors thatparticipants and beneficiaries should consider when making investment decisions. The cumulative effect of fees andexpenses can substantially reduce the growth of your retirement savings.

If you want additional information about your investment options available in the Plan, including more current performance information, log in to the participant website at rps.troweprice.com and click on the “Investments” tab. Investment Fact Sheets

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can be located by clicking on “Investment Documents”. You can also call the toll-free Plan Account Line at 1-800-922-9945, or you can contact T. Rowe Price Retirement Plan Services, Inc., P.O. Box 17215, Baltimore, MD 21297-1215.

A free paper copy of the additional information available on the website can be obtained by contacting your plan administrator.

Part I. Performance Information

Table 1 focuses on the performance of investments in the Plan that do not have a fixed or stated rate of return. This table showshow these alternatives have performed over time and allows you to compare them with an appropriate benchmark for the sametime periods. Past performance does not guarantee how the investments will perform in the future. Your investment in thesealternatives could lose money. Information about an investment's principal risks is available on the participant website at rps.troweprice.com.

Table 1 - Variable Return Investments

Investment NameType of Investment

Average Annual Total Returnas of 09/30/2016

1 yr. 5 yr.10 yr./

InceptionInception

Date

Benchmark

1 yr. 5 yr.10 yr./

InceptionRetirement Funds

T. Rowe Price Ret Hyb 2005 Tr T6Target-Date 2000-2010

9.50% 7.89% 5.58% 06/20/2008 7.02% 5.67% 4.43%S&P Target Date Retirement Income

T. Rowe Price Ret Hyb 2010 Tr T6Target-Date 2000-2010

9.95% 8.71% 5.77% 06/20/2008 7.89% 6.90% 4.86%S&P Target Date 2010 Index

T. Rowe Price Ret Hyb 2015 Tr T6Target-Date 2015

















13.33% 12.95% 6.82% 06/20/2008 12.22% 12.33% -S&P Target Date 2055+ Index

T. Rowe Price Ret Hyb 2060 Tr T6Target-Date 2060+

13.13% - 5.31% 01/05/2015 12.22% - 5.08%S&P Target Date 2055+ Index

Stocks

American Funds Europac Grw R6 Foreign Large Growth

8.52% 9.11% 9.18% 05/01/2009 9.26% 6.04% 7.64%MSCI AC World Index Ex USA (Net)

JPMorgan Small Cap Equity R6 Small Blend

- - 6.63% 05/31/2016 - - 8.98%Russell 2000 Index

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Investment NameType of Investment

Average Annual Total Returnas of 09/30/2016

1 yr. 5 yr.10 yr./

InceptionInception

Date

Benchmark

1 yr. 5 yr.10 yr./

InceptionStocks (continued)

MassMutual Select Blue Chip Gr Large Growth

14.57% - 10.30% 04/01/2014 13.76% - 8.97%Russell 1000 Growth Index

State Street Global All Cap Equity Foreign Large Blend

10.09% 6.82% 1.91% 03/31/2011 10.33% 6.85% -MSCI ACWI Ex USA IMI Index

State Street S&P 500 Ind NL N Large Blend

15.43% 16.34% 7.24% 09/30/1996 15.43% 16.37% 7.24%S&P 500 Index

State Street Sm Md Cap Ind NLC Mid-Cap Blend

13.44% 16.11% 8.11% 06/30/2002 13.53% 16.18% 8.09%Russell Small Cap Completeness

Vanguard Equity Income Adm Large Value

17.35% 15.67% 7.73% 08/13/2001 16.20% 16.15% 5.85%Russell 1000 Value Index

Vanguard Strategic Equity Mid-Cap Blend

10.62% 18.17% 7.36% 08/14/1995 14.54% 16.81% 8.37%Spliced Small & Mid Cap Index

Bonds

Baird Core Plus Bond Inst Intermediate-Term Bond

6.39% 4.37% 5.91% 09/29/2000 6.11% 3.62% 5.00%Barclays US Universal Index

State Street US Bond Indx NL C Intermediate-Term Bond

5.18% 3.04% 4.83% 11/01/1997 5.19% 3.08% 4.79%Barclays U.S. Aggregate Bond Index

Vanguard Shrt-Trm Inv Grd, Adm Short-Term Bond

3.39% 2.56% 3.56% 02/12/2001 3.08% 2.74% 4.08%Barclays 1-5 Yr US Credit

Money Market/Stable Value

Fidelity Managed Income Portfolio Stable Value

1.24% 1.14% 1.87% 09/07/1989 0.29% 0.12% 0.96%Barclays US 3 Month Treasury Bell

Index

TRP Stable Value Fund Sched N. Stable Value

1.77% 2.16% 3.21% 05/31/1994 0.20% 0.08% 0.84%Citigroup 3 Month Treasury Bill Index

Wells Fargo Stable Value Fund Stable Value

1.49% 1.50% 2.52% 10/01/1985 0.20% 0.08% 0.84%Citigroup 3 Month Treasury Bill Index

All returns for periods greater than one year are annualized; all returns for periods less than one year are cumulative.

Investment returns and the comparable benchmark returns are generallycalculated using performance information over the same period of time. However, in someinstances, the period of time used for these calculations may vary slightly for an investment and the comparable benchmark where benchmark return data is notavailableon the investment's inception date.

The 1 yr. and 5 yr. investment Average Annual Total Returns and Benchmark returns in Table 1 – Variable Return Investments will report a "-" when an investmentincepted less than one year ago and, accordingly, return information is not applicable for the 1- and 5- year periods. Benchmark returns will be reported as a "-"when the associated investment incepted prior to the inception date of the benchmark. Inception benchmark returns are typically only provided for a singlebroad-based securities market index benchmark ("broad-basedbenchmark"). Thus, if the associated investment incepted less than 10 years ago, benchmark returninformation relative to that investment may not be provided in the 10 yr./Inception column other than for one broad-based benchmark.

For more information about the investments available in the plan, log in to the participant website at rps.troweprice.comto access fund prospectuses, financialstatements, annual reports, current performance returns and other investment information.

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Part II. Fee and Expense Information

Table 2 shows fee and expense information for the investments listed in Table 1. Table 2 shows the Total Annual OperatingExpenses of the investments in Table 1. Total Annual Operating Expenses are expenses that reduce the rate of return of theinvestment. Table 2 also shows Shareholder-Type Fees. These fees are in addition to Total Annual Operating Expenses.

Table 2 - Fees and Expenses

Investment Name Type of Investment

Total AnnualOperating Expenses

Shareholder-Type Fees and Restrictions

PerAs a % $1,000 As of Date

Retirement Funds

T. Rowe Price Ret Hyb 2005 Tr T6 Target-Date 2000-2010

0.39% $3.90 01/31/2016 Subject to a 30-Day Purchase Block*

T. Rowe Price Ret Hyb 2010 Tr T6 Target-Date 2000-2010


T. Rowe Price Ret Hyb 2015 Tr T6 Target-Date 2015


















T. Rowe Price Ret Hyb 2060 Tr T6 Target-Date 2060+


Stocks

American Funds Europac Grw R6Foreign Large Growth


JPMorgan Small Cap Equity R6Small Blend

0.77% $7.70 05/31/2016

MassMutual Select Blue Chip GrLarge Growth

0.67% $6.70 09/30/2015

State Street Global All Cap EquityForeign Large Blend

0.11% $1.10 09/30/2016

State Street S&P 500 Ind NL NLarge Blend

0.03% $.30 12/31/2013 Subject to a 30-Day Purchase Block*

State Street Sm Md Cap Ind NLCMid-Cap Blend


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Investment Name Type of Investment

Total AnnualOperating Expenses

Shareholder-Type Fees and Restrictions

PerAs a % $1,000 As of Date

Stocks (continued)

Vanguard Equity Income AdmLarge Value


Vanguard Strategic EquityMid-Cap Blend


Bonds

Baird Core Plus Bond Inst Intermediate-Term Bond

0.30% $3.00 12/31/2015

State Street US Bond Indx NL C Intermediate-Term Bond


Vanguard Shrt-Trm Inv Grd, Adm Short-Term Bond

0.10% $1.00 01/31/2016

Money Market/Stable Value

Fidelity Managed Income PortfolioStable Value

0.69% $6.90 03/14/2012

TRP Stable Value Fund Sched N.Stable Value

0.20% $2.00 12/31/2014

Wells Fargo Stable Value FundStable Value

0.48% $4.80 03/31/2012

* This investment restricts a participant's exchange into an investment for a period of 30 calendar days after the participant has exchanged out of the sameinvestment (the "30-Day Purchase Block"). Pre-authorized, systematic purchases and redemptions are exempt from the 30-Day Purchase Block. The initialexchange that occurs when adding automatic rebalance to your account is not considered a systematic transaction and is subject to the 30-Day Purchase Block;however, the subsequent automatic rebalances are considered systematic and are exempt from the 30-Day Purchase Block. In addition, the investment sponsorreserves the right to cancel or reject, without further notice, any exchange that is deemed to result in excessive or short-term trading.

In the Fees and Expenses table, the As of Date provided for non-T. Rowe Price ("non-TRP") investments is the most recent fiscal year end date for each investment asprovided by a third party vendor. The Total Annual Operating Expenses for non-TRP investments may reflect the Total Annual Operating Expense for a period thatis earlier than the As of Date. For T. Rowe Price investments, the As of Date for each investment is the fiscal year end date that corresponds with the Total AnnualOperating Expenses reported.

The Total Annual Operating Expenses do not reflect any fee waivers and/or expense reimbursements that may be in effect.

Helpful References:

Visit the Department of Labor's website at dol.gov/ebsa/publications/401k_employee.html for an example showing thelong-term effect of fees and expenses. You may also want to consider whether an investment in a particular investment type,along with your other investments, will help you achieve your financial goals.

Log in to the participant website at rps.troweprice.com to learn more about the Plan and investment alternatives. For a glossaryof investment terms relevant to the investments in the Plan, visit rps.troweprice.com/glossary .

Important Changes Coming to the Jacobson Companies 401(k) Profit Sharing PlanDear Participant:

Effective January 3, 2017, the Jacobson Companies 401(k) Profit Sharing Plan will move from Wells Fargo Bank, N.A. to T. Rowe Price into the new XPO Logistics, Inc. 401(k) Plan (Plan).

T. Rowe Price is a major investment management firm, is a leader in the 401(k) industry, and has been recognized worldwide for its financial services and ethical business standards since 1937.

Enclosed for your review are the following materials:

1. Blackout Notice—provides information on when transactions will be restricted due to the change in recordkeepers.

2. Qualified Default Investment Alternative Notice—provides an overview of the XPO Logistics, Inc. 401(k) Plan’s default investment with the transition to T. Rowe Price.

If you have any questions regarding the notices, please contact T. Rowe Price at 1-800-922-9945. Representatives are available on business days between 7 a.m. and 10 p.m. eastern time.

In the coming weeks, there will be more information provided, including a mailing to your home with a transition time line, any new investment options, and more.

Also, mark your calendars! Employee meetings will be held the week of December 5, 2016. You can attend a Plan meeting conducted by a T. Rowe Price representative. Each meeting provides the opportunity to learn more about the Plan transition to T. Rowe Price and what it means for you. Meetings will be available through a Web-based format.

Webinar meetings will be held on the following dates and times:

Dates Times

Monday, December 5, 2016; Wednesday, December 7, 2016; and Friday, December 9, 2016

10 a.m., 2 p.m., and 5 p.m. ET

Tuesday, December 6, 2016, and Thursday, December 8, 2016

10 a.m., 2 p.m., 5 p.m., and 8 p.m. ET

Ensure you register at the following link to reserve your preferred date and time: rpstrowepricereg120.fugent.com.

CO8NSI8CU_105786 11/162016-AX-22402

http://rpstrowepricereg120.fugent.com

Important notice about the Jacobson Companies 401(k) Profit Sharing Plan.

November 2016

Dear Participant or Beneficiary:

We wanted to let you know that we’re making changes to the Jacobson Companies 401(k) Profit Sharing Plan(the “Plan”). Effective

January 3, 2017, T. Rowe Price will be the new recordkeeping provider for the Plan. You should retain a copy of this notice with other

information you have received regarding your Plan account.

DO I NEED TO TAKE ANY ACTION?

No. All Plan account balances will be transferred from the existing recordkeeper, Wells Fargo Bank, N.A., to the new recordkeeper, T. Rowe Price, as

described below.

IMPACT ON PLAN ACCESS

Transfer of your Plan account balance to the new recordkeeper requires a transition period that is anticipated to begin at 4:00 p.m. ET

(1:00 p.m. PT) on December 23, 2016, and is anticipated to end during the week ending January 20, 2017. For specific information about the

status of the blackout period or how it may affect you, please call T. Rowe Price at 1-800-922-9945.

During this transition period, you won’t be able to access or make changes to your Plan account. The inability to access or make changes is why

this transition period is sometimes called a “blackout period.” During the blackout period, you will not be able to:

• Change how future contributions will be invested;

• Change how your existing account balance is invested;

• Obtain a distribution, withdrawal or loan from the Plan; or

• Access Plan account information.

If you want to request make changes to the current investment of your Plan account or take a distribution or loan from your Plan account before

the blackout period, you must contact the Corporate Benefits department for additional information including the deadline to submit the

request. Otherwise, you must wait until after the blackout period ends.

WHAT TO CONSIDER BEFORE THE BLACKOUT PERIOD BEGINS

Whether or not you are planning retirement or a distribution in the near future, we encourage you to carefully consider how this blackout

period may affect your retirement and distribution planning, as well as your overall financial plan. For this reason, it is very important that you

review and consider the appropriateness of your current investments in light of your inability to direct or diversify those investments during the

blackout period. For your long-term retirement security, you should give careful consideration to the importance of a well-balanced and diversified

investment portfolio, taking into account all your assets, income and investments. If your investments decline in value during the blackout period,

your account balance will also decline because you will not be able to sell investments in your account during the blackout period.

HOW WILL MY ACCOUNT TRANSFER?

During the blackout period, your existing Plan account balance will be transferred, or “mapped,” from your investments in place at the beginning

of the blackout period from the investments available under the Plan with the Wells Fargo Bank, N.A. to the investments available under the Plan

with T. Rowe Price. Any contributions made during and after the blackout period will be invested in “mapped” investments with T. Rowe Price.

You shortly will receive a booklet from the Corporate Benefits office and T. Rowe Price that provides you with additional details about the new

investment funds available under the plan at T. Rowe Price, including additional information concerning how your existing investment funds will

be “mapped” to the new funds.

If you make an election change before the beginning of the blackout period, then your existing balance will be mapped according to your new

instructions. All future contributions will be made according to those instructions as well.

After the blackout period ends, you can make new investment elections for both your existing account balance as well as for your

future contributions.

WHAT IF I TERMINATE EMPLOYMENT DURING THE BLACKOUT PERIOD?

Distributions will not be processed during the blackout period. If you terminate employment with us during the blackout period, you’ll have to

wait until the blackout is lifted before you can take a distribution.

WHO DO I CONTACT FOR MORE INFORMATION?

If you have any questions regarding the blackout period, including whether the blackout period has started or ended, please contact T. Rowe Price

at 1-800-922-9945 or contact:

XPO Logistics

Attn: Corporate Benefits

1717 NW 21st Avenue

Portland, OR 97209

800-363-2434, option 7

Please note that the exact date of the Plan changes and the end of the blackout period depend on the accurate, timely transfer of data from Wells

Fargo Bank, N.A. If this does not occur, the end of the blackout period could be delayed; in the event of a delay, you will receive a separate notice

with details regarding whether and how the delay will impact the blackout period.

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Qualified Default Investment Alternative (QDIA) Notice for the XPO Logistics, Inc. 401(k) Plan

The XPO Logistics, Inc. 401(k) Plan (Plan) allows you to invest your account in a number of different investment options. With the change

of recordkeeping services to T. Rowe Price Retirement Plan Services, Inc., a new default investment has been designated under the Plan.

Starting January 3, 2017, the Plan’s default investment will be the T. Rowe Price Retirement Hybrid Trust* with the target date closest

to the year in which you turn 65. If you have not made investment elections and your assets are invested in your Plan’s current default

investment, your account balance will be moved and future contributions will be allocated to the T. Rowe Price Retirement Hybrid Trust

based on your age.

The chart below can help you understand which Retirement Hybrid Trust available in your Plan is closest to the year you will turn 65.

If youwere born...

This is how you will be invested if the default rules described above apply to you...

In 1993 or after � Retirement Hybrid 2060 Trust

1988 – 1992 � Retirement Hybrid 2055 Trust










In 1942 or before � Retirement Hybrid 2005 Trust

Depending on your risk tolerance, time horizon, and financial situation, you may consider a Retirement Hybrid Trust with a different

target date.

If you do not make an affirmative election for the investment of the assets in your Plan account, the provisions of Section 404(c) of the

Employee Retirement Income Security Act of 1974 (ERISA), as amended, will apply. This means that Plan fiduciaries will be relieved from

liability for any losses that occur as the result of the automatic investment of your Plan account in the Plan’s QDIA.

A brief description of the Plan’s default investment, including the investment’s objectives, risk and return characteristics, fees, and expenses

(including any restrictions, fees, or expenses that apply when you transfer assets from the default investment), is included and made a part

of this notice.

You have the right to change how your Plan account is invested among the investments offered under the Plan at any time by calling the

Plan Account Line at 1-800-922-9945 or by going to the website at rps.troweprice.com. Also refer to your Plan’s summary plan description

for any additional rules on changing your Plan investments. You can obtain investment information about the Plan’s default investment

and other investment options by calling the Plan Account Line or by going to the website at rps.troweprice.com.

For Spanish-speaking participants: Si desea hablar con un representante en español, llame a T. Rowe Price al 1-800-368-2768. Los

representantes están a su disposición los días laborales entre las 7 a.m. y las 10 p.m. hora local Este.

* The T. Rowe Price Retirement Hybrid Trusts are not mutual funds. They are common trust funds established by T. Rowe Price Trust

Company under Maryland banking law, and their units are exempt from registration under the Securities Act of 1933. Investments in the

trusts are not deposits or obligations of, or guaranteed by, the U.S. government or its agencies or T. Rowe Price Trust Company and are

subject to investment risks, including possible loss of principal.

C1FNCZDN9_105786 11/162016-AX-22429

T. ROWE PRICE RETIREMENT HYBRID TRUSTS (T6)

RETIREMENT HYBRID TRUST OBJECTIVE:The objective of each Retirement Hybrid Trust is the highest total return over time consistent with an emphasis on both capital growth and income. The Retirement Hybrid Trusts pursue their objectives by investing in other commingled T. Rowe Price trusts, each one emphasizing a different market sector.

Table 1: The following table shows the Retirement Hybrid Trusts and details the way in which each Retirement Hybrid Trust’s portfolio is allocated among the various asset classes. The table also lists the relative risk/reward potential and trustee fee for each Retirement Hybrid Trust.

Investment Name

The Trust’s Neutral Investment Allocation (as of 9/30/16) Is…Stocks Bonds

Relative Risk/Reward Potential

TrusteeFee* (as of 7/1/16)

Retirement Hybrid 2060 Trust 90.0% 10.0% Higher 0.39%







Retirement Hybrid 2025 Trust 70.5% 29.5% Moderate-Higher 0.39%



Retirement Hybrid 2010 Trust 44.5% 55.5% Moderate 0.39%

Retirement Hybrid 2005 Trust 39.0% 61.0% Moderate 0.39%

Retirement Hybrid Balanced Trust 40.0% 60.0% Moderate 0.39%

RISK AND RETURN CHARACTERISTICS:The principal value of the Retirement Hybrid Trusts is not guaranteed at any time, including at or after the target date, which is the approximate year an investor plans to retire (assumed to be age 65) and likely stop making new investments in the Trust. If an investor plans to retire significantly earlier or later than age 65, the Trusts may not be an appropriate investment even if the investor is retiring on or near the target date. The Trusts are allocated among a broad range of underlying T. Rowe Price stock and bond portfolios. The allocations for the Trusts with a stated retirement date will change over time; these Trusts emphasize potential capital appreciation during the early phases of retirement asset accumulation, balance the need for appreciation with the need for income as retirement approaches, and focus on supporting an income stream over a long-term postretirement withdrawal horizon. The Trusts are not designed for a lump-sum redemption at the target date and do not guarantee a particular level of income. The Trusts maintain a substantial allocation to equities both prior to and after the target date, which can result in greater volatility over shorter time horizons.

HOW THE TRUSTS’ ASSET ALLOCATIONS CHANGE OVER TIME:Each Retirement Hybrid Trust’s allocation between stocks and bonds will change over time according to a predetermined “glide path,” as illustrated below. (The glide path represents the shifting of asset classes over time and does not apply to the Retirement Hybrid Balanced Trust.)

As the illustration shows, each Retirement Hybrid Trust’s asset mix becomes more conservative—both prior to and after age 65—as time elapses. Once a Retirement Hybrid Trust reaches its most conservative planned allocation approximately 30 years after its stated target date, its allocation to stocks will remain fixed at approximately 20% of assets. The remainder will be invested approximately 80% in bonds. The target allocations for bonds are not expected to vary from the glide-path formula by more than plus or minus five percentage points. In the case of stocks, asset allocation is not expected to vary by more than plus or minus five percentage points for U.S. stocks and international stocks, respectively.

The Retirement Hybrid Balanced Trust does not follow the glide path and will maintain a constant allocation of approximately 40% stock trusts and 60% bond trusts.

FEES AND EXPENSES:Table 2: As shown in the following table, there are no fees or charges to buy or sell Retirement Hybrid Trust units or to exchange into other investment options.

Trustee Fees See Table 1

Redemption Fees —

12b-1 Fees 0.0%

Front-End Load 0.0%

Back-End Load 0.0%

Transaction Fees No

The T. Rowe Price Retirement Hybrid Trusts are not mutual funds. They are common trust funds established by T. Rowe Price Trust Company under Maryland banking law, and their units are exempt from registration under the Securities Act of 1933. Investments in the Trusts are not deposits or obligations of, or guaranteed by, the U.S. government or its agencies or T. Rowe Price Trust Company and are subject to investment risks, including possible loss of principal.

Note: Some of the investments listed in this sheet may not be available in your plan. Please see the attached document for the default investments available in your plan.

*The trustee fee, expressed as an annualized percentage of total assets, is used to pay normal operating expenses of the Retirement Hybrid Trusts, including custodial, accounting, and investment management fees.

RF 2 Tier GP

0

20

40

60

80

100

403530252015105051015202530354045

Percent (%)

Stocks

Bonds

YEARS TO RETIREMENT YEARS PAST RETIREMENT

Retire

ment 2

015

Retire

ment 2

020

Retire

ment 2

010

Retire

ment 2

005

Retire

ment 2

025

Retire

ment 2

030

Retire

ment 2

035

Retire

ment 2

040

Retire

ment 2

045

Retire

ment 2

050

Retire

ment 2

055

Retire

ment 2

060

Your plan offers a number of different investment options, including the Retirement Hybrid Trusts (Trusts) managed by T. Rowe Price Trust Company. The Retirement Hybrid Trusts invest in a diversified portfolio of stocks and bonds that is (with the exception of the Retirement Hybrid Balanced Trust) rebalanced to maintain its asset allocation and progressively becomes more conservative over time until reaching its final asset allocation 30 years after the stated retirement date. The Retirement Hybrid Trusts are designed for an investor who plans to retire at or around age 65 and withdraw the value of his or her account in the trust gradually after retirement.

C1UEGFQ3H OLT102-13T6 8/162015-AX-15314

Call 1-800-922-9945 to request a trust fact sheet for more information about the Trusts. You can obtain additional information about the Trusts, including the glide path, on the T. Rowe Price website at rps.troweprice.com.