William Blair Funds

Prospectus

May 1, 2023

William Blair Funds


U.S. Equity Funds	Class N	Class I	Class R6
Growth Fund	WBGSX	BGFIX	BGFRX
Large Cap Growth Fund	LCGNX	LCGFX	LCGJX
Mid Cap Growth Fund	WCGNX	WCGIX	WCGJX
Mid Cap Value Fund	—	WVMIX	WVMRX
Small‑Mid Cap Core Fund	—	WBCIX	WBCRX
Small‑Mid Cap Growth Fund	WSMNX	WSMDX	WSMRX
Small Cap Growth Fund	WBSNX	WBSIX	WBSRX
Small Cap Value Fund	WBVNX	ICSCX	WBVRX

Global/International Funds	Class N	Class I	Class R6
Global Leaders Fund	WGGNX	WGFIX	BGGIX
International Leaders Fund	WILNX	WILIX	WILJX
International Growth Fund	WBIGX	BIGIX	WBIRX
Institutional International Growth Fund (WBIIX)	—	—	—
International Small Cap Growth Fund	WISNX	WISIX	WIISX
Emerging Markets Leaders Fund	WELNX	WBELX	WELIX
Emerging Markets Growth Fund	WBENX	WBEIX	BIEMX
Emerging Markets ex China Growth Fund	—	WXCIX	WXCRX
Emerging Markets Small Cap Growth Fund	WESNX	BESIX	WESJX
China Growth Fund	—	WICGX	WRCGX

Emerging Markets Debt Fund	Class N	Class I	Class R6
Emerging Markets Debt Fund	—	WEDIX	WEDRX

The U.S. Securities and Exchange Commission has not approved or disapproved these securities or passed upon the accuracy or adequacy of this Prospectus. Any representation to the contrary is a criminal offense.

William Blair Funds

150 North Riverside Plaza

Chicago, Illinois 60606

TABLE OF CONTENTS


Summary			1

William Blair Growth Fund			1

William Blair Large Cap Growth Fund			6

William Blair Mid Cap Growth Fund			11

William Blair Mid Cap Value Fund			16

William Blair Small‑Mid Cap Core Fund			21

William Blair Small‑Mid Cap Growth Fund			26

William Blair Small Cap Growth Fund			32

William Blair Small Cap Value Fund			38

William Blair Global Leaders Fund			44

William Blair International Leaders Fund			50

William Blair International Growth Fund			56

William Blair Institutional International Growth Fund			62

William Blair International Small Cap Growth Fund			67

William Blair Emerging Markets Leaders Fund			72

William Blair Emerging Markets Growth Fund			78

William Blair Emerging Markets ex China Growth Fund			84

William Blair Emerging Markets Small Cap Growth Fund			89

William Blair China Growth Fund			95

William Blair Emerging Markets Debt Fund			101

Additional Information Regarding Investment Objectives and Strategies			110

Principal Risks			113

Management of the Funds			129

Your Account			137

Class N Shares			137

Class I Shares			137

Class R6 Shares			138

Additional Information and Exceptions to Eligibility and Minimum Investment Requirements for Class N, Class I and Class R6 Shares			139

Additional Information for Class N Shares			140

Additional Information on Other Payments to Financial Intermediaries			140

International Small Cap Growth Fund			140

Buying, Selling and Exchanging Shares			141

How to Buy Shares			141

How to Sell Shares			144

How to Exchange Shares			146

Dividends and Distributions			147

Federal Income Taxes			147

Shareholder Services and Account Policies			150

Determination of Net Asset Value			153

Investment Glossary			155

Financial Highlights			160

For More Information			192

WILLIAM BLAIR GROWTH FUND

SUMMARY

INVESTMENT OBJECTIVE: The William Blair Growth Fund seeks long-term capital appreciation.

FEES AND EXPENSES: This table describes the fees and expenses that you may pay if you buy, hold and sell shares of the Fund. You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below.

Shareholder Fees (fees paid directly from your investment):

Class N

Class I

Class R6

Maximum Sales Charge (Load) Imposed on Purchases

None

Redemption Fee

None

Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment):


	Class N		Class I		Class R6
Management Fee		0.75%		0.75%		0.75%
Distribution (Rule 12b‑1) Fee		0.25%		None		None
Other Expenses		0.24%		0.17%		0.12%

Total Annual Fund Operating Expenses		1.24%		0.92%		0.87%
Fee Waiver and/or Expense Reimbursement*		0.04%		N/A		N/A

Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement		1.20%		0.92%		0.87%

Example: This example is intended to help you compare the cost of investing in shares of the 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 and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and the Fund’s operating expenses remain the same. The figures reflect the expense limitation for the first year. Although your actual costs may be higher or lower, based on these assumptions your costs would be:


	1 Year		3 Years		5 Years		10 Years
Class N		$122		$389		$677		$1,496
Class I		94		293		509		1,131
Class R6		89		278		482		1,073

operating expenses or in the example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 41% of the average value of its portfolio.

PRINCIPAL INVESTMENT STRATEGIES: The Fund invests primarily in a diversified portfolio of equity securities, including common stocks and other forms of equity investments (e.g., securities convertible into common stocks), of U.S. growth companies of all sizes that are expected to exhibit quality growth characteristics. The Fund invests primarily in equity securities issued by companies that typically have market capitalizations no smaller than the smallest capitalized company, and no larger than the largest capitalized company, included in the Russell 3000^® Index at the time of the Fund’s investment. Securities of companies whose market capitalizations no longer meet this definition after purchase may continue to be held in the Fund. To a limited extent, the Fund may also purchase stocks of companies with business characteristics and growth prospects similar to companies in the Russell 3000^® Index, but that may have market capitalizations outside the range of companies included in the index.

The Russell 3000^® Index is a widely recognized, unmanaged index that measures the performance of the 3,000 largest U.S. companies. The size of companies in the Russell 3000^® Index may change with market conditions. In addition, changes to the composition of the Russell 3000^® Index can change the market capitalization range of the companies in the index. As of March 31, 2023, the Russell 3000^® Index included securities issued by companies that ranged in size between $6.2 million and $2.6 trillion. The Russell 3000^® Growth Index, the Fund’s benchmark, measures the performance of Russell 3000^® companies with higher price‑to‑book ratios and higher forecasted growth values.

In choosing investments, the Adviser performs fundamental company analysis and focuses on stock selection. The Adviser evaluates the extent to which a company meets the quality growth criteria set forth below. All of the criteria are evaluated relative to the valuation of the security. The weight given to a particular investment criterion will depend upon the circumstances, and Fund holdings may not meet all of the following criteria: (a) the company should be, or should have the expectation of becoming, a significant provider in the primary markets it serves, (b) the company should have some distinctive attribute relative to present or potential competitors (for example, this may take the form of proprietary products or processes, a unique distribution system, an entrenched brand name or an especially strong financial position relative to its competition), (c) the company should participate in an industry expected to grow rapidly due to economic factors or technological change or should grow through market share gains in its industry and (d) the company should have a strong management team.

PRINCIPAL RISKS: The Fund’s returns will vary, and you could lose money by investing in the Fund. The following is a summary of the principal risks associated with an investment in the Fund.

Equity Funds General. Because the Fund invests substantially all of its assets in equity securities of U.S. growth companies, the primary risk is that the value of the equity securities it holds might decrease in response to the activities of an individual company or in response to general market, business and economic conditions. If this occurs, the Fund’s share price may also decrease. In addition, there is the risk that individual securities may not perform as expected or a strategy used by the Adviser may fail to produce its intended result.

competitive conditions within an industry. During a general downturn in the securities markets, multiple asset classes may decline in value simultaneously. Geopolitical and other events may also disrupt securities markets and adversely affect global economies and markets and thereby decrease the value of the Fund’s investments.

Smaller Company Risk. Stocks of smaller companies involve greater risk than those of larger, more established companies. This is because smaller companies may be in earlier stages of development, may be dependent on a small number of products or services, may lack substantial capital reserves and/or do not have proven track records. Smaller companies may be traded in low volumes. This can increase volatility and increase the risk that the Fund will not be able to sell a security on short notice at a reasonable price. The securities of smaller companies may be more volatile and less liquid than securities of large capitalized companies.

Style Risk. Different investment styles (e.g., growth vs. value, quality bias, market capitalization focus) tend to shift in and out of favor depending on market conditions and investor sentiment, and at times when the growth investment style used by the Adviser for the Fund is out of favor, the Fund may underperform other equity funds that use different investment styles.

Operational and Technology Risk. Cyber-attacks, disruptions, or failures that affect the Fund’s service providers, counterparties, market participants, or issuers of securities held by the Fund may adversely affect the Fund and its shareholders, including by causing losses for the Fund or impairing Fund operations.

The Fund is not intended to be a complete investment program. The Fund is designed for long-term investors.

Annual Total Returns. The bar chart below provides an illustration of how the Fund’s performance has varied in each of the last ten calendar years for Class N shares.


		Highest Quarterly Return 25.68% (2Q20)		Lowest Quarterly Return (21.42)% (2Q22)

Average Annual Total Returns (For the periods ended December 31, 2022). The table below shows returns on a before‑tax and after‑tax basis for Class N shares and on a before‑tax basis for Class I and Class R6 shares. After‑tax returns for Class I and Class R6 shares will vary. After‑tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. In some instances, the “Return After Taxes on Distributions and Sale of Fund Shares” may be greater than the “Return Before Taxes” because the investor is assumed to be able to use the capital loss on the sale of Fund shares to offset other taxable capital gains. Actual after‑tax returns depend on an investor’s tax situation and may differ from those shown. After‑tax returns are not relevant to investors who hold their Fund shares through tax‑deferred arrangements, such as 401(k) plans or individual retirement accounts.


	1 Year		5 Years		10 Years
Class N Shares
Return Before Taxes		(29.65)%		10.13%		11.70%
Return After Taxes on Distributions		(30.37)%		6.53%		7.94%
Return After Taxes on Distributions and Sale of Fund Shares		(17.02)%		7.83%		8.86%

Class I Shares
Return Before Taxes		(29.52)%		10.44%		12.03%

Russell 3000^® Growth Index (reflects no deduction for fees, expenses or taxes)		(28.97)%		10.45%		13.75%
S&P 500^® Index (reflects no deduction for fees, expenses or taxes)		(18.11)%		9.42%		12.56%


	1 Year		Since Share Class Inception (May 2, 2019)
Class R6 Shares
Return Before Taxes		(29.44)%		7.57%

Russell 3000^® Growth Index (reflects no deduction for fees, expenses or taxes)		(28.97)%		9.47%
S&P 500^® Index (reflects no deduction for fees, expenses or taxes)		(18.11)%		9.56%

MANAGEMENT:

Investment Adviser. William Blair Investment Management, LLC is the investment adviser of the Fund.

Portfolio Manager. David Fording, a Partner of the Adviser, manages the Fund. Mr. Fording has managed or co‑managed the Fund since 2006.

PURCHASE AND SALE OF FUND SHARES:

Class N Share Purchase. The minimum initial investment for an account generally is $2,500. The minimum subsequent investment generally is $1,000. Certain exceptions to the minimum initial and subsequent investment amounts may apply. See “Your Account—Class N Shares” for additional information on eligibility requirements applicable to purchasing Class N shares.

investment for qualified retirement plans, including, but not limited to, 401(k) plans, 457 plans, employer- sponsored 403(b) plans, defined benefit plans and other similar accounts, or plans whereby Class I shares are held through omnibus accounts (either at the plan level or the level of the plan administrator) and certain other accounts. William Blair may make certain additional exceptions to the minimum initial investment amount in its discretion. Class I shares are only available to certain investors. See “Your Account—Class I Shares” for additional information on the eligibility requirements and investment minimums applicable to purchasing Class I shares.

Class R6 Share Purchase. The minimum initial investment for an account is $1 million (or any lesser amount if, in William Blair’s opinion, the investor has adequate intent and availability of funds to reach a future level of investment of $1 million). There is no minimum for subsequent purchases. There is no minimum initial investment for qualified retirement plans, including, but not limited to, 401(k) plans, 457 plans, employer‑sponsored 403(b) plans, defined benefit plans and other similar accounts, or plans whereby Class R6 shares are held through omnibus accounts (either at the plan level or the level of the plan administrator) and certain other accounts. William Blair may make certain additional exceptions to the minimum initial investment amount in its discretion. Class R6 shares are only available to certain investors. See “Your Account—Class R6 Shares” for additional information on eligibility requirements and investment minimums applicable to purchasing Class R6 shares.

Sale. Shares of the Fund are redeemable on any day the New York Stock Exchange is open for business by mail, wire or telephone, depending on the elections you make in the account application.

TAX INFORMATION: The Fund intends to make distributions that may be taxed as ordinary income or capital gains, unless you are investing through a tax‑advantaged investment plan. If you are investing through a tax‑advantaged investment plan, withdrawals from the tax‑advantaged investment plan may be subject to taxes.

PAYMENTS TO BROKER-DEALERS AND OTHER FINANCIAL INTERMEDIARIES: If you purchase shares of the Fund through a broker-dealer or other financial intermediary (such as a bank), the Fund and its related companies may pay the intermediary for the sale of shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson to recommend the Fund over another investment. Ask your salesperson or visit your financial intermediary’s website for more information.

WILLIAM BLAIR LARGE CAP GROWTH FUND

SUMMARY

INVESTMENT OBJECTIVE: The William Blair Large Cap Growth Fund seeks long-term capital appreciation.

Shareholder Fees (fees paid directly from your investment):

Class N

Class I

Class R6

Maximum Sales Charge (Load) Imposed on Purchases

None

Redemption Fee

None

Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment):


	Class N		Class I		Class R6
Management Fee		0.60%		0.60%		0.60%
Distribution (Rule 12b‑1) Fee		0.25%		None		None
Other Expenses		0.18%		0.19%		0.06%

Total Annual Fund Operating Expenses		1.03%		0.79%		0.66%
Fee Waiver and/or Expense Reimbursement*		0.13%		0.14%		0.06%

Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement		0.90%		0.65%		0.60%


	1 Year		3 Years		5 Years		10 Years
Class N		$92		$315		$556		$1,248
Class I		66		238		425		965
Class R6		61		205		362		817

Portfolio Turnover: The 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 Fund’s portfolio turnover rate was 29% of the average value of its portfolio.

The Russell 1000^® Index is a widely recognized, unmanaged index that measures the performance of the 1,000 largest U.S. companies. The companies in the Russell 1000^® Index are considered representative of large cap companies. The size of companies in the Russell 1000^® Index may change with market conditions. In addition, changes to the composition of the Russell 1000^® Index can change the market capitalization range of the companies included in the index. As of March 31, 2023, the Russell 1000^® Index included securities issued by companies that ranged in size between $542.8 million and $2.6 trillion. The Russell 1000^® Growth Index, the Fund’s benchmark, measures the performance of those Russell 1000 companies with a greater-than-average growth orientation.

THE FUND IS NON‑DIVERSIFIED UNDER THE INVESTMENT COMPANY ACT OF 1940, AS AMENDED, AND MAY INVEST A LARGER PERCENTAGE OF ITS ASSETS IN FEWER ISSUERS THAN DIVERSIFIED MUTUAL FUNDS.

PRINCIPAL RISKS: The Fund’s returns will vary, and you could lose money by investing in the Fund. The following is a summary of the principal risks associated with an investment in the Fund.

Equity Funds General. Because the Fund invests substantially all of its assets in equity securities of large cap U.S. growth companies, the primary risk is that the value of the equity securities it holds might decrease in response to the activities of an individual company or in response to general market, business and economic conditions. If this occurs, the Fund’s share price may also decrease. In addition, there is the risk that individual securities may not perform as expected or a strategy used by the Adviser may fail to produce its intended result.

Market Risk. The value of the Fund’s investments may go up or down, sometimes rapidly or unpredictably. The value of an investment may decline due to factors affecting securities markets generally or particular industries represented in the securities markets. The value of an investment may decline due to general market conditions that are not specifically related to a particular company, such as real or perceived adverse economic conditions, recessions, inflation, rapid interest rate changes, changes in the general outlook for corporate earnings, changes in interest or currency rates or adverse investor sentiment generally. Events such as war, acts of terrorism, social unrest, natural disasters, the spread of infectious illness or other public health threats could also significantly impact the Fund and its investments. The value of an investment may also decline due to factors that affect a particular industry or industries, such as labor shortages or increased production costs and competitive conditions within an industry. During a general downturn in the securities markets, multiple asset classes may decline in value simultaneously. Geopolitical and other events may also disrupt securities markets and adversely affect global economies and markets and thereby decrease the value of the Fund’s investments.

Non‑Diversification Risk. The Fund is non‑diversified, meaning that it is permitted to invest a larger percentage of its assets in fewer issuers than diversified mutual funds. Thus, the Fund may be more susceptible to adverse developments affecting any single issuer held in its portfolio, and may be more susceptible to greater losses because of these developments.

The Fund is not intended to be a complete investment program. The Fund is designed for long-term investors.

Annual Total Returns. The bar chart below provides an illustration of how the Fund’s performance has varied in each of the last ten calendar years for Class N shares.


		Highest Quarterly Return 25.58% (2Q20)		Lowest Quarterly Return (22.25)% (2Q22)


	1 Year		5 Years		10 Years
Class N Shares
Return Before Taxes		(32.61)%		10.92%		13.81%
Return After Taxes on Distributions		(32.73)%		9.33%		12.06%
Return After Taxes on Distributions and Sale of Fund Shares		(19.22)%		8.53%		11.00%

Class I Shares
Return Before Taxes		(32.46)%		11.19%		14.09%

Russell 1000^® Growth Index (reflects no deduction for fees, expenses or taxes)		(29.14)%		10.96%		14.10%


	1 Year		Since Share Class Inception (May 2, 2019)

Class R6 Shares
Return Before Taxes		(32.41)%		8.62%

Russell 1000^® Growth Index (reflects no deduction for fees, expenses or taxes)		(29.14)%		9.69%

MANAGEMENT:

Investment Adviser. William Blair Investment Management, LLC is the investment adviser of the Fund.

Portfolio Managers. James Golan and David Ricci, Partners of the Adviser, co‑manage the Fund. Mr. Golan has co‑managed the Fund since 2005. Mr. Ricci has co‑managed the Fund since 2011.

PURCHASE AND SALE OF FUND SHARES:

Class I Share Purchase. The minimum initial investment for an account generally is $500,000 (or any lesser amount if, in William Blair’s opinion, the investor has adequate intent and availability of funds to reach a future level of investment of $500,000). There is no minimum for subsequent purchases. There is no minimum initial investment for qualified retirement plans, including, but not limited to, 401(k) plans, 457 plans, employer-sponsored 403(b) plans, defined benefit plans and other similar accounts, or plans whereby Class I shares are held through omnibus accounts (either at the plan level or the level of the plan administrator) and certain other accounts. William Blair may make certain additional exceptions to the minimum initial investment amount in its discretion. Class I shares are only available to certain investors. See “Your Account—Class I Shares” for additional information on the eligibility requirements and investment minimums applicable to purchasing Class I shares.

Class R6 Share Purchase. The minimum initial investment for an account is $1 million (or any lesser amount if, in William Blair’s opinion, the investor has adequate intent and availability of funds to reach a future level of investment of $1 million). There is no minimum for subsequent purchases. There is no minimum initial investment for qualified retirement plans, including, but not limited to, 401(k) plans, 457 plans, employer-sponsored 403(b) plans, defined benefit plans and other similar accounts, or plans whereby Class R6 shares are held through omnibus accounts (either at the plan level or the level of the plan administrator) and certain other accounts. William Blair may make certain additional exceptions to the minimum initial investment amount in its discretion. Class R6 shares are only available to certain investors. See “Your Account—Class R6 Shares” for additional information on eligibility requirements and investment minimums applicable to purchasing Class R6 shares.

Sale. Shares of the Fund are redeemable on any day the New York Stock Exchange is open for business by mail, wire or telephone, depending on the elections you make in the account application.

WILLIAM BLAIR MID CAP GROWTH FUND

SUMMARY

INVESTMENT OBJECTIVE: The William Blair Mid Cap Growth Fund seeks long-term capital appreciation.

Shareholder Fees (fees paid directly from your investment):

Class N

Class I

Class R6

Maximum Sales Charge (Load) Imposed on Purchases

None

Redemption Fee

None

Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment):


	Class N		Class I		Class R6
Management Fee		0.90%		0.90%		0.90%
Distribution (Rule 12b‑1) Fee		0.25%		None		None
Other Expenses		0.54%		0.56%		0.42%

Total Annual Fund Operating Expenses		1.69%		1.46%		1.32%
Fee Waiver and/or Expense Reimbursement*		0.49%		0.51%		0.42%

Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement		1.20%		0.95%		0.90%


	1 Year		3 Years		5 Years		10 Years
Class N		$122		$485		$872		$1,957
Class I		97		412		749		1,703
Class R6		92		377		683		1,554

PRINCIPAL INVESTMENT STRATEGIES: Under normal market conditions, the Fund invests at least 80% of its net assets (plus the amount of any borrowings for investment purposes) in stocks of medium capitalized (“mid cap”) companies. The Fund invests primarily in a diversified portfolio of equity securities, including common stocks and other forms of equity investments (e.g., securities convertible into common stocks), of mid cap U.S. growth companies that are expected to exhibit quality growth characteristics. For purposes of the Fund, the Adviser considers a company to be a mid cap company if it has a market capitalization no smaller than the smallest capitalized company, and no larger than the largest capitalized company, included in the Russell Midcap^® Index at the time of the Fund’s investment. Securities of companies whose market capitalizations no longer meet this definition after purchase may continue to be held in the Fund. To a limited extent, the Fund may also purchase stocks of companies with business characteristics and growth prospects similar to mid cap companies, but that may have market capitalizations above the market capitalization of the largest member, or below the market capitalization of the smallest member, of the Russell Midcap^® Index.

The Russell Midcap^® Index measures the performance of the 800 companies with the lowest market capitalizations in the Russell 1000^® Index. The companies in the Russell Midcap^® Index are considered representative of mid cap companies. The size of companies in the Russell Midcap^® Index may change with market conditions. In addition, changes to the composition of the Russell Midcap^® Index can change the market capitalization range of companies included in the index. As of March 31, 2023, the Russell Midcap^® Index included securities issued by companies that ranged in size between $542.8 million and $58.8 billion. The Russell Midcap^® Growth Index, the Fund’s benchmark, measures the performance of the smallest 800 companies in the Russell 1000^® Index with a greater-than-average growth orientation.

PRINCIPAL RISKS: The Fund’s returns will vary, and you could lose money by investing in the Fund. The following is a summary of the principal risks associated with an investment in the Fund.

Equity Funds General. Because the Fund invests substantially all of its assets in equity securities of mid cap U.S. growth companies, the primary risk is that the value of the equity securities it holds might decrease in response to the activities of an individual company or in response to general market, business and economic conditions. If this occurs, the Fund’s share price may also decrease. In addition, there is the risk that individual securities may not perform as expected or a strategy used by the Adviser may fail to produce its intended result.

conditions that are not specifically related to a particular company, such as real or perceived adverse economic conditions, recessions, inflation, rapid interest rate changes, changes in the general outlook for corporate earnings, changes in interest or currency rates or adverse investor sentiment generally. Events such as war, acts of terrorism, social unrest, natural disasters, the spread of infectious illness or other public health threats could also significantly impact the Fund and its investments. The value of an investment may also decline due to factors that affect a particular industry or industries, such as labor shortages or increased production costs and competitive conditions within an industry. During a general downturn in the securities markets, multiple asset classes may decline in value simultaneously. Geopolitical and other events may also disrupt securities markets and adversely affect global economies and markets and thereby decrease the value of the Fund’s investments.

Mid Cap Company Risk. Stocks of mid cap companies involve greater risk than those of larger, more established companies. This is because mid cap companies may be in earlier stages of development, may be dependent on a small number of products or services, may lack substantial capital reserves and/or do not have proven track records. Mid cap companies may be traded in low volumes. This can increase volatility and increase the risk that the Fund will not be able to sell a security on short notice at a reasonable price. The securities of mid cap companies may be more volatile and less liquid than securities of large capitalized companies.

The Fund is not intended to be a complete investment program. The Fund is designed for long-term investors.

Annual Total Returns. The bar chart below provides an illustration of how the Fund’s performance has varied in each of the last ten calendar years for Class N shares.


		Highest Quarterly Return 23.18% (2Q20)		Lowest Quarterly Return (21.89)% (2Q22)


	1 Year		5 Years		10 Years
Class N Shares
Return Before Taxes		(26.84)%		6.15%		8.48%
Return After Taxes on Distributions		(32.98)%		2.30%		4.92%
Return After Taxes on Distributions and Sale of Fund Shares		(11.77)%		4.66%		6.39%

Class I Shares
Return Before Taxes		(26.72)%		6.40%		8.74%

Russell Midcap^® Growth Index (reflects no deduction for fees, expenses or taxes)		(26.72)%		7.64%		11.41%


	1 Year		Since Share Class Inception (May 2, 2019)
Class R6 Shares
Return Before Taxes		(26.68)%		2.72%

Russell Midcap^® Growth Index (reflects no deduction for fees, expenses or taxes)		(26.72)%		5.74%

MANAGEMENT:

Investment Adviser. William Blair Investment Management, LLC is the investment adviser of the Fund.

Portfolio Managers. Daniel Crowe and James Jones, Partners of the Adviser, co‑manage the Fund. Mr. Crowe has co‑managed the Fund since 2015. Mr. Jones has co‑managed the Fund since 2019.

PURCHASE AND SALE OF FUND SHARES:

Class R6 Share Purchase. The minimum initial investment for an account is $1 million (or any lesser amount if, in William Blair’s opinion, the investor has adequate intent and availability of funds to reach a future level of investment of $1 million). There is no minimum for subsequent purchases. There is no minimum initial investment for qualified retirement plans, including, but not limited to, 401(k) plans, 457 plans, employer-sponsored 403(b) plans, defined benefit plans and other similar accounts, or plans whereby Class R6 shares are held through omnibus accounts (either at the plan level or the level of the plan administrator) and certain other accounts. William Blair may make certain additional exceptions to the minimum initial investment amount in its discretion. Class R6 shares are only available to certain investors. See “Your Account—Class R6 Shares” for additional information on eligibility requirements and investment minimums applicable to purchasing Class R6 shares.

Sale. Shares of the Fund are redeemable on any day the New York Stock Exchange is open for business by mail, wire or telephone, depending on the elections you make in the account application.

WILLIAM BLAIR MID CAP VALUE FUND

SUMMARY

INVESTMENT OBJECTIVE: The William Blair Mid Cap Value Fund seeks long-term capital appreciation.

Shareholder Fees (fees paid directly from your investment):


	Class I		Class R6
Maximum Sales Charge (Load) Imposed on Purchases		None		None
Redemption Fee		None		None

Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment):


	Class I		Class R6
Management Fee		0.70%		0.70%
Distribution (Rule 12b‑1) Fee		None		None
Other Expenses*		7.90%		7.82%

Total Annual Fund Operating Expenses		8.60%		8.52%
Fee Waiver and/or Expense Reimbursement**		7.85%		7.82%

Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement		0.75%		0.70%

*	Other Expenses have been restated to reflect current fees.

William Blair Investment Management, LLC (the “Adviser”) has entered into a contractual agreement with the Fund to waive fees and/or reimburse expenses in order to limit the Fund’s operating expenses (excluding interest expenses, taxes, brokerage commissions, acquired fund fees and expenses, dividend and interest expenses on short sales, other investment-related costs and extraordinary expenses, such as litigation and other expenses not incurred in the ordinary course of the Fund’s business) to 0.75% and 0.70% of average daily net assets for Class I and Class R6 shares, respectively, until April 30, 2024. The Adviser may not terminate this contractual agreement prior to April 30, 2024 without the approval of the Fund’s Board of Trustees. The Adviser is entitled to recoupment of previously waived fees and reimbursed expenses for a period of three years subsequent to the Fund’s commencement of operations (i.e. March 16, 2025) to the extent that such recoupment does not cause the annual Fund operating expenses (after the recoupment is taken into account) to exceed both (1) the expense limit in place when such amounts were waived or reimbursed and (2) the Fund’s current expense limitation.


	1 Year		3 Years		5 Years		10 Years
Class I		$77		$1,806		$3,413		$6,950
Class R6		72		1,787		3,383		6,908

Portfolio Turnover: The 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 period March 16, 2022 (commencement of operations) through December 31, 2022, the Fund’s portfolio turnover rate was 21% of the average value of its portfolio.

PRINCIPAL INVESTMENT STRATEGIES: Under normal circumstances, the Fund invests at least 80% of its net assets (plus the amount of any borrowings for investment purposes) in equity securities of medium-capitalized (“mid cap”) companies. For purposes of the Fund, the Adviser considers a company to be a mid cap company if it has a market capitalization no smaller than the smallest capitalized company, and no larger than the largest capitalized company, included in the Russell Midcap^® Index at the time of the Fund’s investment. Securities of companies whose market capitalizations no longer meet this definition after purchase may continue to be held in the Fund. To a limited extent, the Fund may also purchase stocks of companies with business characteristics and value prospects similar to mid cap companies, but that may have market capitalizations above the market capitalization of the largest member of the Russell Midcap^® Index. The Fund may invest in equity securities listed on a national securities exchange or traded in the over‑the‑counter markets. The Fund invests primarily in common stocks, but it may also invest in other types of equity securities, including real estate investment trusts (“REITs”) and American Depositary Receipts (“ADRs”).

The Russell Midcap^® Index measures the performance of the mid cap segment of the U.S. equity universe. The Russell Midcap^® Index is a subset of the Russell 1000^® Index. It includes approximately 800 of the smallest securities based on a combination of their market cap and current index membership. The Russell Midcap^® Index represents approximately 26% of the total market capitalization of the Russell 1000^® companies as of March 31, 2023. The companies in the Russell Midcap^® Index are considered representative of mid cap companies. The size of companies in the Russell Midcap^® Index may change with market conditions. In addition, changes to the composition of the Russell Midcap^® Index can change the market capitalization range of the companies included in the index. As of March 31, 2023, the Russell Midcap^® Index included securities issued by companies that ranged in size between $542.8 million and $58.8 billion. The Russell Midcap^® Value Index, the Fund’s benchmark, measures the performance of those Russell Midcap companies with lower price‑to‑book ratios and lower forecasted growth values.

In selecting investments for the Fund, the Adviser typically looks to invest in companies with leading market share positions, shareholder oriented managements, and strong balance sheet and cash flow ratios. Usually, the shares of the companies the Adviser buys are selling at a price to earnings ratio below the average price to earnings ratio of the stocks that comprise the Russell Midcap^® Index. In addition, the companies selected by the Adviser usually have higher returns on equity and capital than the average company in the Russell Midcap^® Index. The Adviser screens the Fund’s universe of potential investments to identify potentially undervalued securities based on factors such as financial strength, earnings valuation, and earnings quality. The Adviser further narrows the list of potential investments through traditional fundamental security analysis, which may include interviews with company management and a review of the assessments and opinions of outside analysts and consultants. Securities are sold when the Adviser believes the shares have become relatively overvalued or it finds more attractive alternatives. The Adviser generally will not sell a security merely due to market appreciation outside the Fund’s target capitalization range if it believes the company has valuation upside potential.

PRINCIPAL RISKS: The Fund’s returns will vary, and you could lose money by investing in the Fund. The following is a summary of the principal risks associated with an investment in the Fund.

The principal risks of investing in the Fund are:

Equity Funds General. Because the Fund invests substantially all of its assets in equity securities of U.S. mid cap value companies, the primary risk is that the value of the equity securities it holds might decrease in response to the activities of an individual company or in response to general market, business and economic conditions. If this occurs, the Fund’s share price may also decrease. In addition, there is the risk that individual securities may not perform as expected or a strategy used by the Adviser may fail to produce its intended result.

REIT Risk. REITs are pooled investment vehicles that own, and usually operate, income-producing real estate. REITs are susceptible to the risks associated with direct ownership of real estate, such as the following: declines in property values; increases in property taxes, operating expenses, interest rates or competition; overbuilding; zoning changes; and losses from casualty or condemnation. REITs typically incur fees that are separate from those of the Fund. Accordingly, the Fund’s shareholders will indirectly bear a proportionate share of the REITs’ operating expenses, in addition to paying Fund expenses. REIT operating expenses are not reflected in the fee table and example in this Prospectus.

Foreign Securities Risk. The Fund’s investments in ADRs are subject to foreign securities risk. ADRs are certificates evidencing ownership of shares of a foreign issuer that are issued by depositary banks and traded on U.S. exchanges. Although ADRs are alternatives to directly purchasing the underlying foreign securities in their national markets and currencies, they continue to be subject to many of the risks associated with investing directly in foreign securities.

Style Risk. Different investment styles (e.g., growth vs. value, quality bias, market capitalization focus) tend to shift in and out of favor depending on market conditions and investor sentiment, and at times when the value investment style used by the Adviser for the Fund is out of favor, the Fund may underperform other equity funds that use different investment styles.

The Fund is not intended to be a complete investment program. The Fund is designed for long-term investors.

FUND PERFORMANCE HISTORY: Information on the Fund’s annual total returns and average annual total returns will be provided after the Fund has completed a full calendar year of operations. Updated performance information will be available on the Fund’s website at www.williamblairfunds.com or by calling 1‑800‑635‑2886.

MANAGEMENT:

Investment Adviser. William Blair Investment Management, LLC is the investment adviser of the Fund.

Portfolio Managers. Matthew Fleming and William V. Heaphy, Associates of the Adviser, co‑manage the Fund. Mr. Fleming and Mr. Heaphy have each co‑managed the Fund since its inception in 2022.

PURCHASE AND SALE OF FUND SHARES:

Class R6 Share Purchase. The minimum initial investment for an account is $1 million (or any lesser amount if, in William Blair’s opinion, the investor has adequate intent and availability of funds to reach a future level of investment of $1 million). There is no minimum for subsequent purchases. There is no minimum initial investment for qualified retirement plans, including, but not limited to, 401(k) plans, 457 plans, employer-sponsored 403(b) plans, defined benefit plans and other similar accounts, or plans whereby Class R6 shares are held through omnibus accounts (either at the plan level or the level of the plan administrator) and certain other accounts. William Blair may make certain additional exceptions to the minimum initial investment amount in its discretion. Class R6 shares are only available to certain investors. See “Your Account—Class R6 Shares” for additional information on eligibility requirements and investment minimums applicable to purchasing Class R6 shares.

Sale. Shares of the Fund are redeemable on any day the New York Stock Exchange is open for business by mail, wire or telephone, depending on the elections you make in the account application.

WILLIAM BLAIR SMALL‑MID CAP CORE FUND

SUMMARY

INVESTMENT OBJECTIVE: The William Blair Small‑Mid Cap Core Fund seeks long-term capital appreciation.

Shareholder Fees (fees paid directly from your investment):


	Class I		Class R6
Maximum Sales Charge (Load) Imposed on Purchases		None		None
Redemption Fee		None		None

Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment):


	Class I		Class R6
Management Fee		0.90%		0.90%
Distribution (Rule 12b‑1) Fee		None		None
Other Expenses		0.31%		0.15%

Total Annual Fund Operating Expenses		1.21%		1.05%
Fee Waiver and/or Expense Reimbursement*		0.26%		0.15%

Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement		0.95%		0.90%


	1 Year		3 Years		5 Years		10 Years
Class I		$97		$358		$640		$1,443
Class R6		92		319		565		1,269

PRINCIPAL INVESTMENT STRATEGIES: Under normal circumstances, the Fund invests at least 80% of its net assets (plus the amount of any borrowings for investment purposes) in equity securities of small capitalized (“small cap”) and medium capitalized (“mid cap”) companies. The Fund invests in a diversified portfolio of equity securities, primarily common stocks, of small cap and mid cap U.S. companies that the Adviser deems to be of high quality but undervalued by the marketplace. For purposes of the Fund, the Adviser considers a company to be a small cap or a mid cap company if it has a market capitalization no larger than the largest capitalized company included in the Russell Midcap^® Index at the time of the Fund’s investment. Securities of companies whose market capitalizations no longer meet this definition after purchase may continue to be held in the Fund. To a limited extent, the Fund may also purchase stocks of companies with business characteristics similar to small cap and mid cap companies, but that may have market capitalizations above the market capitalization of the largest member of the Russell Midcap^® Index.

The Russell Midcap^® Index measures the performance of the 800 companies with the lowest market capitalizations in the Russell 1000^® Index. The size of companies in the Russell Midcap^® Index may change with market conditions. In addition, changes to the composition of the Russell Midcap^® Index can change the market capitalization range of companies included in the index. As of March 31, 2023, the Russell Midcap^® Index included securities issued by companies that ranged in size between $542.8 million and $58.8 billion. The Russell 2500^TM Index, the Fund’s benchmark, measures the performance of the 2,500 smallest companies in the Russell 3000^® Index with a weighted average market capitalization of approximately $6.3 billion, median capitalization of $1.4 billion and market capitalization of the largest company at $24 billion as of March 31, 2023.

In choosing investments, the Adviser performs fundamental company analysis and focuses on stock selection. The Adviser evaluates the extent to which a company meets the criteria set forth below. All of the criteria are evaluated relative to the valuation of the security. The weight given to a particular investment criterion will depend upon the circumstances, and Fund holdings may not meet all of the following criteria: (a) the company should be, or should have the expectation of becoming, a significant provider in the primary markets it serves; (b) the company should have some distinctive attribute relative to present or potential competitors (this may, for example, take the form of proprietary products or processes, a unique distribution system, an entrenched brand name or an especially strong financial position relative to its competition); and (c) the company should have a strong management team.

PRINCIPAL RISKS: The Fund’s returns will vary, and you could lose money by investing in the Fund. The following is a summary of the principal risks associated with an investment in the Fund.

Equity Funds General. Because the Fund invests substantially all of its assets in equity securities of small cap and mid cap U.S. companies, the primary risk is that the value of the equity securities it holds might decrease in response to the activities of an individual company or in response to general market, business and economic conditions. If this occurs, the Fund’s share price may also decrease. In addition, there is the risk that individual securities may not perform as expected or a strategy used by the Adviser may fail to produce its intended result.

Small and Mid Cap Company Risk. Stocks of small and mid cap companies involve greater risk than those of larger, more established companies. This is because small and mid cap companies may be in earlier stages of development, may be dependent on a small number of products or services, may lack substantial capital reserves and/or do not have proven track records. Small and mid cap companies may be traded in low volumes. This can increase volatility and increase the risk that the Fund will not be able to sell a security on short notice at a reasonable price. The securities of small and mid cap companies may be more volatile and less liquid than securities of large capitalized companies.

Style Risk. Different investment styles (e.g., growth vs. value, quality bias, market capitalization focus) tend to shift in and out of favor depending on market conditions and investor sentiment, and at times when the investment style used by the Adviser for the Fund is out of favor, the Fund may underperform other equity funds that use different investment styles.

The Fund is not intended to be a complete investment program and is designed for long-term investors.

Annual Total Returns. The bar chart below provides an illustration of how the Fund’s performance has varied in each of the calendar years since the Fund started for Class I shares.


		Highest Quarterly Return 28.67% (4Q20)		Lowest Quarterly Return (26.97)% (1Q20)

Average Annual Total Returns (For the periods ended December 31, 2022). The table below shows returns on a before‑tax and after‑tax basis for Class I shares and on a before‑tax basis for Class R6 shares. After‑tax returns for Class R6 shares will vary. After‑tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. In some instances, the “Return After Taxes on Distributions and Sale of Fund Shares” may be greater than the “Return Before Taxes” because the investor is assumed to be able to use the capital loss on the sale of Fund shares to offset other taxable capital gains. Actual after‑tax returns depend on an investor’s tax situation and may differ from those shown. After‑tax returns are not relevant to investors who hold their Fund shares through tax‑deferred arrangements, such as 401(k) plans or individual retirement accounts.


	1 Year		Since Fund Inception (October 1, 2019)
Class I Shares
Return Before Taxes		(17.11)%		9.74%
Return After Taxes on Distributions		(17.11)%		9.73%
Return After Taxes on Distributions and Sale of Fund Shares		(10.13)%		7.60%

Class R6 Shares
Return Before Taxes		(17.10)%		9.77%

Russell 2500^TM Index (reflects no deduction for fees, expenses or taxes)		(18.37)%		7.27%

MANAGEMENT:

Investment Adviser. William Blair Investment Management, LLC is the investment adviser of the Fund.

Portfolio Managers. Daniel Crowe and Ward Sexton, Partners of the Adviser, co‑manage the Fund. Messrs. Crowe and Sexton have co‑managed the Fund since its inception in 2019.

PURCHASE AND SALE OF FUND SHARES:

Class R6 Share Purchase. The minimum initial investment for an account is $1 million (or any lesser amount if, in William Blair’s opinion, the investor has adequate intent and availability of funds to reach a future level of investment of $1 million). There is no minimum for subsequent purchases. There is no minimum initial investment for qualified retirement plans, including, but not limited to, 401(k) plans, 457 plans, employer-sponsored 403(b) plans, defined benefit plans and other similar accounts, or plans whereby Class R6 shares are held through omnibus accounts (either at the plan level or the level of the plan administrator) and certain other accounts. William Blair may make certain additional exceptions to the minimum initial investment amount in its discretion. Class R6 shares are only available to certain investors. See “Your Account—Class R6 Shares” for additional information on eligibility requirements and investment minimums applicable to purchasing Class R6 shares.

Sale. Shares of the Fund are redeemable on any day the New York Stock Exchange is open for business by mail, wire or telephone, depending on the elections you make in the account application.

WILLIAM BLAIR SMALL‑MID CAP GROWTH FUND

SUMMARY

INVESTMENT OBJECTIVE: The William Blair Small‑Mid Cap Growth Fund seeks long-term capital appreciation.

Shareholder Fees (fees paid directly from your investment):

Class N

Class I

Class R6

Maximum Sales Charge (Load) Imposed on Purchases

None

Redemption Fee

None

Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment):


	Class N		Class I		Class R6
Management Fee*		0.94%		0.94%		0.94%
Distribution (Rule 12b‑1) Fee		0.25%		None		None
Other Expenses		0.18%		0.17%		0.05%

Total Annual Fund Operating Expenses		1.37%		1.11%		0.99%
Fee Waiver and/or Expense Reimbursement**		0.13%		0.12%		0.05%

Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement***		1.24%		0.99%		0.94%

*	The Management Fee has been restated to reflect a reduction to 0.94% of average daily net assets effective May 1, 2023.

***	The Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement does not equal the net expense ratio to average daily net assets in the Financial Highlights section of this Prospectus as a result of a change in the management fee and contractual expense limits.

your investment has a 5% return each year and the Fund’s operating expenses remain the same. The figures reflect the expense limitation for the first year. Although your actual costs may be higher or lower, based on these assumptions your costs would be:


	1 Year		3 Years		5 Years		10 Years
Class N		$126		$421		$738		$1,635
Class I		101		341		600		1,341
Class R6		96		310		542		1,208

PRINCIPAL INVESTMENT STRATEGIES: Under normal market conditions, the Fund invests at least 80% of its net assets (plus the amount of any borrowings for investment purposes) in stocks of small capitalized (“small cap”) and medium capitalized (“mid cap”) companies. The Fund invests primarily in a diversified portfolio of equity securities, including common stocks and other forms of equity investments (e.g., securities convertible into common stocks), of small cap and mid cap U.S. growth companies that are expected to exhibit quality growth characteristics. For purposes of the Fund, the Adviser considers a company to be a small cap or mid cap company if it has a market capitalization no larger than the largest capitalized company included in the Russell Midcap^® Index at the time of the Fund’s investment. Securities of companies whose market capitalizations no longer meet this definition after purchase may continue to be held in the Fund. To a limited extent, the Fund may also purchase stocks of companies with business characteristics and growth prospects similar to small cap and mid cap companies, but that may have market capitalizations above the market capitalization of the largest member of the Russell Midcap^® Index.

The Russell Midcap^® Index measures the performance of the 800 companies with the lowest market capitalizations in the Russell 1000^® Index. The size of companies in the Russell Midcap^® Index may change with market conditions. In addition, changes to the composition of the Russell Midcap^® Index can change the market capitalization range of companies included in the index. As of March 31, 2023, the Russell Midcap^® Index included securities issued by companies that ranged in size between $542.8 million and $58.8 billion. The Russell 2500^TM Growth Index, the Fund’s benchmark, measures the performance of those Russell 2500^TM companies with higher price‑to‑book ratios and higher forecasted growth values. The Russell 2500^TM Index measures the performance of the 2,500 smallest companies in the Russell 3000^® Index with a weighted average market capitalization of approximately $6.3 billion, median capitalization of $1.4 billion and market capitalization of the largest company at $24 billion as of March 31, 2023.

PRINCIPAL RISKS: The Fund’s returns will vary, and you could lose money by investing in the Fund. The following is a summary of the principal risks associated with an investment in the Fund.

Equity Funds General. Because the Fund invests substantially all of its assets in equity securities of small cap and mid cap U.S. growth companies, the primary risk is that the value of the equity securities it holds might decrease in response to the activities of an individual company or in response to general market, business and economic conditions. If this occurs, the Fund’s share price may also decrease. In addition, there is the risk that individual securities may not perform as expected or a strategy used by the Adviser may fail to produce its intended result.

The Fund is not intended to be a complete investment program. The Fund is designed for long-term investors.

The Fund involves a high level of risk and may not be appropriate for everyone. You should only consider it for the aggressive portion of your portfolio.

Annual Total Returns. The bar chart below provides an illustration of how the Fund’s performance has varied in each of the last ten calendar years for Class N shares.


		Highest Quarterly Return 26.45% (2Q20)		Lowest Quarterly Return (21.07)% (2Q22)


	1 Year		5 Years		10 Years
Class N Shares
Return Before Taxes		(23.11)%		6.97%		11.87%
Return After Taxes on Distributions		(23.74)%		5.38%		10.27%
Return After Taxes on Distributions and Sale of Fund Shares		(13.22)%		5.40%		9.56%

Class I Shares
Return Before Taxes		(22.92)%		7.24%		12.16%

Russell 2500^TMGrowth Index (reflects no deduction for fees, expenses or taxes)		(26.21)%		5.97%		10.62%


	1 Year		Since Share Class Inception (May 2, 2019)
Class R6 Shares
Return Before Taxes		(22.84)%		5.11%

Russell 2500 ^TM Growth Index (reflects no deduction for fees, expenses or taxes)		(26.21)%		4.77%

MANAGEMENT:

Investment Adviser. William Blair Investment Management, LLC is the investment adviser of the Fund.

Portfolio Managers. Daniel Crowe and James Jones, Partners of the Adviser, co‑manage the Fund. Mr. Crowe has co‑managed the Fund since 2015. Mr. Jones has co‑managed the Fund since 2019.

PURCHASE AND SALE OF FUND SHARES:

Class R6 Share Purchase. The minimum initial investment for an account is $1 million (or any lesser amount if, in William Blair’s opinion, the investor has adequate intent and availability of funds to reach a future level of investment of $1 million). There is no minimum for subsequent purchases. There is no minimum initial investment for qualified retirement plans, including, but not limited to, 401(k) plans, 457 plans, employer-sponsored 403(b) plans, defined benefit plans and other similar accounts, or plans whereby Class R6 shares are held through omnibus accounts (either at the plan level or the level of the plan administrator) and certain other accounts. William Blair may make certain additional exceptions to the minimum initial investment amount in its discretion. Class R6 shares are only available to certain investors. See “Your Account—Class R6 Shares” for additional information on eligibility requirements and investment minimums applicable to purchasing Class R6 shares.

Sale. Shares of the Fund are redeemable on any day the New York Stock Exchange is open for business by mail, wire or telephone, depending on the elections you make in the account application.

WILLIAM BLAIR SMALL CAP GROWTH FUND

SUMMARY

INVESTMENT OBJECTIVE: The William Blair Small Cap Growth Fund seeks long-term capital appreciation.

Shareholder Fees (fees paid directly from your investment):

Class N

Class I

Class R6

Maximum Sales Charge (Load) Imposed on Purchases

None

Redemption Fee

None

Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment):


	Class N		Class I		Class R6
Management Fee*		0.94%		0.94%		0.94%
Distribution (Rule 12b‑1) Fee		0.25%		None		None
Other Expenses		0.20%		0.18%		0.08%

Total Annual Fund Operating Expenses		1.39%		1.12%		1.02%
Fee Waiver and/or Expense Reimbursement**		0.15%		0.13%		0.08%

Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement***		1.24%		0.99%		0.94%

*	The Management Fee has been restated to reflect a reduction to 0.94% of average daily net assets effective May 1, 2023.

***	The Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement does not equal the net expense ratio to average daily net assets in the Financial Highlights section of this Prospectus as a result of a change in the management fee and contractual expense limits.


	1 Year		3 Years		5 Years		10 Years
Class N		$126		$425		$746		$1,656
Class I		101		343		604		1,352
Class R6		96		317		555		1,241

PRINCIPAL INVESTMENT STRATEGIES: Under normal market conditions, the Fund invests at least 80% of its net assets (plus the amount of any borrowings for investment purposes) in stocks of small capitalized (“small cap”) companies. The Fund invests primarily in a diversified portfolio of equity securities, including common stocks and other forms of equity investments (e.g., securities convertible into common stocks), of small cap U.S. growth companies that are expected to exhibit quality growth characteristics. The Fund’s investments in small cap companies may include a significant weighting to micro‑cap companies (which, for purposes of the Fund, are companies with market capitalizations of $1 billion or less at the time of the Fund’s investment). For purposes of the Fund, the Adviser considers a company to be a small cap company if it has a market capitalization no larger than the largest capitalized company included in the Russell 2000^® Index at the time of the Fund’s investment. Securities of companies whose market capitalizations no longer meet this definition after purchase may continue to be held in the Fund. To a limited extent, the Fund may also purchase stocks of companies with business characteristics and growth prospects similar to small cap companies, but that may have market capitalizations above the market capitalization of the largest member of the Russell 2000^® Index.

The Russell 2000^® Index is a widely recognized, unmanaged index of common stocks that measures the performance of the 2,000 smallest companies in the Russell 3000^® Index. The companies in the Russell 2000^® Index are considered representative of small cap companies. The size of companies in the Russell 2000^® Index may change with market conditions. In addition, changes to the composition of the Russell 2000^® Index can change the market capitalization range of the companies included in the index. As of March 31, 2023, the Russell 2000^® Index included securities issued by companies that ranged in size between $6.2 million and $7.9 billion. The Russell 2000^® Growth Index, the Fund’s benchmark, measures the performance of those Russell 2000 companies with a greater-than-average growth orientation.

PRINCIPAL RISKS: The Fund’s returns will vary, and you could lose money by investing in the Fund. The following is a summary of the principal risks associated with an investment in the Fund.

Equity Funds General. Because the Fund invests substantially all of its assets in equity securities of small cap U.S. growth companies, the primary risk is that the value of the equity securities it holds might decrease in response to the activities of an individual company or in response to general market, business and economic conditions. If this occurs, the Fund’s share price may also decrease. In addition, there is the risk that individual securities may not perform as expected or a strategy used by the Adviser may fail to produce its intended result.

Small and Micro‑Cap Company Risk. Stocks of small and micro cap companies involve greater risk than those of larger, more established companies. This is because small and micro cap companies may be in earlier stages of development, may be dependent on a small number of products or services, may lack substantial capital reserves and/or do not have proven track records. Small and micro cap companies may be traded in low volumes. This can increase volatility and increase the risk that the Fund will not be able to sell a security on short notice at a reasonable price. The securities of small and micro cap companies may be more volatile and less liquid than securities of large capitalized companies. For purposes of the Fund, micro cap companies are companies with market capitalizations of $1 billion or less at the time of the Fund’s investment.

The Fund is not intended to be a complete investment program. The Fund is designed for long-term investors.

The Fund involves a high level of risk and may not be appropriate for everyone. You should only consider it for the aggressive portion of your portfolio.

Annual Total Returns. The bar chart below provides an illustration of how the Fund’s performance has varied in each of the last ten calendar years for Class N shares.


		Highest Quarterly Return 29.72% (4Q20)		Lowest Quarterly Return (25.08)% (1Q20)


	1 Year		5 Years		10 Years
Class N Shares
Return Before Taxes		(21.59)%		7.94%		12.70%
Return After Taxes on Distributions		(22.34)%		5.27%		9.07%
Return After Taxes on Distributions and Sale of Fund Shares		(12.24)%		6.01%		9.28%

Class I Shares
Return Before Taxes		(21.39)%		8.21%		12.98%

Russell 2000^® Growth Index (reflects no deduction for fees, expenses or taxes)		(26.36)%		3.51%		9.20%


	1 Year		Since Share Class Inception (May 2, 2019)
Class R6 Shares
Return Before Taxes		(21.35)%		6.75%

Russell 2000^® Growth Index (reflects no deduction for fees, expenses or taxes)		(26.36)%		2.55%

MANAGEMENT:

Investment Adviser. William Blair Investment Management, LLC is the investment adviser of the Fund.

Portfolio Managers. Ward Sexton and Mark Thompson, Partners of the Adviser, co‑manage the Fund. Mr. Sexton has co‑managed the Fund since 2016. Mr. Thompson has co‑managed the Fund since 2020.

PURCHASE AND SALE OF FUND SHARES:

Class R6 Share Purchase. The minimum initial investment for an account is $1 million (or any lesser amount if, in William Blair’s opinion, the investor has adequate intent and availability of funds to reach a future level of investment of $1 million). There is no minimum for subsequent purchases. There is no minimum initial investment for qualified retirement plans, including, but not limited to, 401(k) plans, 457 plans, employer-sponsored 403(b) plans, defined benefit plans and other similar accounts, or plans whereby Class R6 shares are held through omnibus accounts (either at the plan level or the level of the plan administrator) and certain other accounts. William Blair may make certain additional exceptions to the minimum initial investment amount in its discretion. Class R6 shares are only available to certain investors. See “Your Account—Class R6 Shares” for additional information on eligibility requirements and investment minimums applicable to purchasing Class R6 shares.

Sale. Shares of the Fund are redeemable on any day the New York Stock Exchange is open for business by mail, wire or telephone, depending on the elections you make in the account application.

WILLIAM BLAIR SMALL CAP VALUE FUND

SUMMARY

INVESTMENT OBJECTIVE: The William Blair Small Cap Value Fund seeks long-term capital appreciation.

Shareholder Fees (fees paid directly from your investment):

Class N

Class I

Class R6

Maximum Sales Charge (Load) Imposed on Purchases

None

Redemption Fee

None

Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment):


	Class N		Class I		Class R6
Management Fee		0.75%		0.75%		0.75%
Distribution (Rule 12b‑1) Fee		0.25%		None		None
Other Expenses		0.15%		0.19%		0.06%

Total Annual Fund Operating Expenses		1.15%		0.94%		0.81%
Fee Waiver and/or Expense Reimbursement*		N/A		0.05%		N/A

Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement		1.15%		0.89%		0.81%


	1 Year		3 Years		5 Years		10 Years
Class N		$117		$365		$633		$1,398
Class I		91		295		515		1,150
Class R6		83		259		450		1,002

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 Fund’s portfolio turnover rate was 25% of the average value of its portfolio.

PRINCIPAL INVESTMENT STRATEGIES: Under normal market conditions, the Fund invests at least 80% of its net assets (plus the amount of any borrowings for investment purposes) in equity securities of small capitalized (“small cap”) companies. For purposes of the Fund, the Adviser considers a company to be a small cap company if it has a market capitalization no larger than the largest capitalized company included in the Russell 2000^® Index at the time of the Fund’s investment. Securities of companies whose market capitalizations no longer meet this definition after purchase may continue to be held in the Fund. To a limited extent, the Fund may also purchase stocks of companies with business characteristics and value prospects similar to small cap companies, but that may have market capitalizations above the market capitalization of the largest member of the Russell 2000^® Index. The Fund may invest in equity securities listed on a national securities exchange or traded in the over‑the‑counter markets. The Fund invests primarily in common stocks, but it may also invest in other types of equity securities, including real estate investment trusts (“REITs”) and American Depositary Receipts (“ADRs”).

The Russell 2000^® Index is a widely recognized, unmanaged index of common stocks that measures the performance of the 2,000 smallest companies in the Russell 3000^® Index. The companies in the Russell 2000^® Index are considered representative of small cap companies. The size of companies in the Russell 2000^® Index may change with market conditions. In addition, changes to the composition of the Russell 2000^® Index can change the market capitalization range of the companies included in the index. As of March 31, 2023, the Russell 2000^® Index included securities issued by companies that ranged in size between $6.2 million and $7.9 billion. The Russell 2000^® Value Index, the Fund’s benchmark, measures the performance of those Russell 2000 companies with lower price‑to‑book ratios and lower forecasted growth values.

In selecting investments for the Fund, the Adviser typically looks to invest in companies with leading market share positions, shareholder oriented managements, and strong balance sheet and cash flow ratios. Usually, the shares of the companies the Adviser buys are selling at a price to earnings ratio below the average price to earnings ratio of the stocks that comprise the Russell 2000^® Index. In addition, the companies selected by the Adviser usually have higher returns on equity and capital than the average company in the Russell 2000^® Index. The Adviser screens the Fund’s universe of potential investments to identify potentially undervalued securities based on factors such as financial strength, earnings valuation, and earnings quality. The Adviser further narrows the list of potential investments through traditional fundamental security analysis, which may include interviews with company management and a review of the assessments and opinions of outside analysts and consultants. Securities are sold when the Adviser believes the shares have become relatively overvalued or it finds more attractive alternatives. The Adviser generally will not sell a security merely due to market appreciation outside the Fund’s target capitalization range if it believes the company has valuation upside potential.

PRINCIPAL RISKS: The Fund’s returns will vary, and you could lose money by investing in the Fund. The following is a summary of the principal risks associated with an investment in the Fund.

Equity Funds General. Because the Fund invests substantially all of its assets in equity securities of U.S. small cap value companies, the primary risk is that the value of the equity securities it holds might decrease in response to the activities of an individual company or in response to general market, business and economic conditions. If this occurs, the Fund’s share price may also decrease. In addition, there is the risk that individual securities may not perform as expected or a strategy used by the Adviser may fail to produce its intended result.

conditions, recessions, inflation, rapid interest rate changes, changes in the general outlook for corporate earnings, changes in interest or currency rates or adverse investor sentiment generally. Events such as war, acts of terrorism, social unrest, natural disasters, the spread of infectious illness or other public health threats could also significantly impact the Fund and its investments. The value of an investment may also decline due to factors that affect a particular industry or industries, such as labor shortages or increased production costs and competitive conditions within an industry. During a general downturn in the securities markets, multiple asset classes may decline in value simultaneously. Geopolitical and other events may also disrupt securities markets and adversely affect global economies and markets and thereby decrease the value of the Fund’s investments.

Small and Micro Cap Company Risk. Stocks of small and micro cap companies involve greater risk than those of larger, more established companies. This is because small and micro cap companies may be in earlier stages of development, may be dependent on a small number of products or services, may lack substantial capital reserves and/or do not have proven track records. Small and micro cap companies may be traded in low volumes. This can increase volatility and increase the risk that the Fund will not be able to sell a security on short notice at a reasonable price. The securities of small and micro cap companies may be more volatile and less liquid than securities of large capitalized companies. For purposes of the Fund, micro cap companies are companies with market capitalizations of $500 million or less at the time of the Fund’s investment.

Style Risk. Different investment styles (e.g., growth vs. value, quality bias, market capitalization focus) tend to shift in and out of favor depending on market conditions and investor sentiment, and at times when the value investment style used by the Adviser for the Fund is out of favor, the Fund may underperform other equity funds that use different investment styles.

Portfolio Turnover Rate Risk. Higher portfolio turnover rates involve correspondingly higher transaction costs, which are borne directly by the Fund. In addition, the Fund may realize significant short-term and long-term capital gains if portfolio turnover rate is high, which will result in taxable distributions to investors that may be greater than those made by other funds with lower portfolio turnover rates.

The Fund is not intended to be a complete investment program. The Fund is designed for long-term investors.

The Fund involves a high level of risk and may not be appropriate for everyone. You should only consider it for the aggressive portion of your portfolio.

FUND PERFORMANCE HISTORY: The information below provides some indication of the risks of investing in the Fund by showing changes in the Fund’s performance from year to year and by showing how the Fund’s average annual total returns for the periods indicated compare with those of a broad measure of market performance. The Fund’s past performance (before and after taxes) does not necessarily indicate how it will perform in the future. On July 16, 2021, the Fund acquired the assets and assumed the liabilities of the ICM Small Company Portfolio (the “Predecessor Fund”), a series of The Advisors’ Inner Circle Fund, in a reorganization (the “Reorganization”). In the Reorganization, former shareholders of the Predecessor Fund received Class I shares of the Fund. The Predecessor Fund was advised by Investment Counselors of Maryland, LLC, which was acquired by the Adviser. The Predecessor Fund’s (Institutional Class shares) performance and financial history has been adopted by Class I shares of the Fund following the Reorganization and will be used going forward from the date of the Reorganization. The performance of Class I shares of the Fund therefore reflects the performance of the Predecessor Fund prior to the Reorganization. The performance of the Predecessor Fund has not been restated to reflect the annual operating expenses of Class I shares of the Fund, which were different than those of the Predecessor Fund. Because the Fund had different fees and expenses than the Predecessor Fund, the Predecessor Fund would therefore have had different performance results if it was subject to the Fund’s fees and expenses. The Fund’s past performance (including the performance of the Predecessor Fund), before and after taxes, is not necessarily an indication of how the Fund will perform in the future and does not guarantee future results. For more recent performance information, go to www.williamblairfunds.com or call 1‑800‑635‑2886.

Annual Total Returns. The bar chart below provides an illustration of how the Fund’s performance has varied in each of the last ten calendar years for Class I shares.


		Highest Quarterly Return 29.75% (4Q20)		Lowest Quarterly Return (35.02)% (1Q20)

Average Annual Total Returns (For the periods ended December 31, 2022). The table below shows returns on a before‑tax and after‑tax basis for Class I shares and on a before‑tax basis for Class N and Class R6 shares. After‑tax returns for Class N and Class R6 shares will vary. After‑tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. In some instances, the “Return After Taxes on Distributions and Sale of Fund Shares” may be greater than the “Return Before Taxes” because the investor is assumed to be able to use the capital loss on the sale of Fund shares to offset other taxable capital gains. Actual after‑tax returns depend on an investor’s tax situation and may

differ from those shown. After‑tax returns are not relevant to investors who hold their Fund shares through tax‑deferred arrangements, such as 401(k) plans or individual retirement accounts.


	1 Year		5 Years		10 Years
Class I Shares
Return Before Taxes		(11.12)%		5.13%		9.97%
Return After Taxes on Distributions		(12.67)%		2.87%		7.44%
Return After Taxes on Distributions and Sale of Fund Shares		(5.55)%		3.56%		7.51%

Russell 2000^® Value Index (reflects no deduction for fees, expenses or taxes)		(14.48)%		4.13%		8.48%


	1 Year		Since Share Class Inception (July 19, 2021)
Class N Shares
Return Before Taxes		(11.36)%		(2.59)%
Class R6 Shares
Return Before Taxes		(11.06)%		(2.25)%

Russell 2000^® Value Index (reflects no deduction for fees, expenses or taxes)		(14.48)%		(5.69)%

MANAGEMENT:

Investment Adviser. William Blair Investment Management, LLC is the investment adviser of the Fund.

Portfolio Managers. William V. Heaphy and Gary J. Merwitz, Associates of the Adviser, co‑manage the Fund. Mr. Heaphy and Mr. Merwitz have each co‑managed the Fund since 2021 (and managed the Predecessor Fund since 1999 and 2004, respectively).

PURCHASE AND SALE OF FUND SHARES:

plans, defined benefit plans and other similar accounts, or plans whereby Class R6 shares are held through omnibus accounts (either at the plan level or the level of the plan administrator) and certain other accounts. William Blair may make certain additional exceptions to the minimum initial investment amount in its discretion. Class R6 shares are only available to certain investors. See “Your Account—Class R6 Shares” for additional information on eligibility requirements and investment minimums applicable to purchasing Class R6 shares.

Sale. Shares of the Fund are redeemable on any day the New York Stock Exchange is open for business by mail, wire or telephone, depending on the elections you make in the account application.

WILLIAM BLAIR GLOBAL LEADERS FUND

SUMMARY

INVESTMENT OBJECTIVE: The William Blair Global Leaders Fund seeks long-term capital appreciation.

Shareholder Fees (fees paid directly from your investment):

Class N

Class I

Class R6

Maximum Sales Charge (Load) Imposed on Purchases

None

Redemption Fee

None

Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment):


	Class N		Class I		Class R6
Management Fee		0.85%		0.85%		0.85%
Distribution (Rule 12b‑1) Fee		0.25%		None		None
Other Expenses		0.35%		0.27%		0.20%

Total Annual Fund Operating Expenses		1.45%		1.12%		1.05%
Fee Waiver and/or Expense Reimbursement*		0.30%		0.22%		0.20%

Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement		1.15%		0.90%		0.85%


	1 Year		3 Years		5 Years		10 Years
Class N		$117		$429		$764		$1,709
Class I		92		334		596		1,343
Class R6		87		314		560		1,265

PRINCIPAL INVESTMENT STRATEGIES: Under normal market conditions, the Fund invests at least 80% of its total assets in a diversified portfolio of equity securities, including common stocks and other forms of equity investments (e.g., securities convertible into common stocks), issued by companies of all sizes worldwide that the Adviser believes have above-average growth, profitability and quality characteristics. The Adviser seeks investment opportunities in companies at different stages of development, ranging from large, well-established companies to smaller companies at earlier stages of development, that are leaders in their country, industry or globally in terms of products, services or execution. The Fund’s investments are normally allocated among at least six different countries and no more than 65% of the Fund’s equity holdings may be invested in securities of issuers in any one country at any given time. Under normal market conditions, at least 40% of the Fund’s assets will be invested in companies located outside the United States. Normally, the Fund’s investments will be divided among the United States, Continental Europe, the United Kingdom, Canada, Japan and the markets of the Pacific Basin. The Fund may invest the greater of 30% of its net assets or twice the emerging markets component of the MSCI All Country World Investable Market Index (IMI) (net) in emerging markets, which include every country in the world except the United States, Canada, Japan, Australia, New Zealand, Hong Kong, Singapore and most Western European countries.

In choosing investments, the Adviser performs fundamental company analysis and focuses on stock selection. The Adviser generally seeks equity securities, including common stocks, of companies that historically have had superior growth, profitability and quality relative to local markets and relative to companies within the same industry worldwide, and that are expected to continue such performance. Such companies generally will exhibit superior business fundamentals, including leadership in their field, quality products or services, distinctive marketing and distribution, pricing flexibility and revenue from products or services consumed on a steady, recurring basis. These business characteristics should be accompanied by management that is shareholder return-oriented and that uses conservative accounting policies. Companies with above-average returns on equity, strong balance sheets and consistent, above-average earnings growth will be the primary focus. Stock selection will take into account both local and global comparisons.

The Adviser will vary the Fund’s sector and geographic diversification based upon the Adviser’s ongoing evaluation of economic, market and political trends throughout the world. In making decisions regarding country allocation, the Adviser will consider such factors as the conditions and growth potential of various economies and securities markets, currency exchange rates, technological developments in the various countries and other pertinent financial, social, national and political factors.

PRINCIPAL RISKS: The Fund’s returns will vary, and you could lose money by investing in the Fund. The following is a summary of the principal risks associated with an investment in the Fund.

Equity Funds General. Because the Fund invests substantially all of its assets in equity securities of companies throughout the world, the primary risk is that the value of the equity securities it holds might decrease in response to the activities of an individual company or in response to general market, business and economic conditions. If this occurs, the Fund’s share price may also decrease. In addition, there is the risk that individual securities may not perform as expected or a strategy used by the Adviser may fail to produce its intended result.

of terrorism, social unrest, natural disasters, the spread of infectious illness or other public health threats could also significantly impact the Fund and its investments. The value of an investment may also decline due to factors that affect a particular industry or industries, such as labor shortages or increased production costs and competitive conditions within an industry. During a general downturn in the securities markets, multiple asset classes may decline in value simultaneously. Geopolitical and other events may also disrupt securities markets and adversely affect global economies and markets and thereby decrease the value of the Fund’s investments.

Foreign Investment Risk. The risks of foreign investments may include less publicly available information, less stringent investor protections and disclosure standards, less governmental regulation and supervision of foreign stock exchanges, brokers and issuers, share registration and custody, a lack of uniform accounting, auditing and financial reporting standards, practices and requirements, the possibility of expropriation, seizure or nationalization, confiscatory taxation, limits on repatriation, adverse changes in investment or exchange control regulations, political instability, restrictions on the flow of international capital, imposition of foreign withholding or other taxes, fluctuating currencies, inflation, difficulty in obtaining and enforcing judgments against foreign entities or other adverse political, social or diplomatic developments that could affect the Fund’s investments. Foreign investments may be less liquid and their prices more volatile than the securities of U.S. companies. The Fund is expected to incur operating expenses that are higher than those of mutual funds investing exclusively in U.S. equity securities due to the higher custodial fees associated with foreign securities investments.

Emerging Markets Risk. Foreign investment risk is typically magnified in emerging markets, which are the less developed and developing nations.

Geographic Risk. To the extent that the Fund invests a significant portion of its assets in any one country or geographic region, the Fund will be subject to greater risk of loss or volatility than if the Fund always maintained wide geographic diversity among the countries and geographic regions in which it invests. Investing in any one country or geographic region makes the Fund more vulnerable to the risks of adverse securities markets, exchange rates and social, political, regulatory and economic events in that one country or geographic region.

Style Risk. Different investment styles (e.g., growth vs. value, quality bias, market capitalization focus) tend to shift in and out of favor depending on market conditions and investor sentiment, and at times when the investment style used by the Adviser for the Fund is out of favor, the Fund may underperform other equity funds that use different investment styles.

The Fund is not intended to be a complete investment program. The Fund is designed for long-term investors.

The Fund involves a high level of risk and may not be appropriate for everyone. You should only consider it for the aggressive portion of your portfolio.

Annual Total Returns. The bar chart below provides an illustration of how the Fund’s performance has varied in each of the last ten calendar years for Class N shares.


		Highest Quarterly Return 24.59% (2Q20)		Lowest Quarterly Return (19.72)% (2Q22)


	1 Year		5 Years		10 Years
Class N Shares
Return Before Taxes		(29.49)%		5.47%		8.20%
Return After Taxes on Distributions		(29.84)%		3.72%		7.06%
Return After Taxes on Distributions and Sale of Fund Shares		(17.21)%		4.26%		6.63%
Class I Shares
Return Before Taxes		(29.28)%		5.73%		8.49%
Class R6 Shares
Return Before Taxes		(29.30)%		5.78%		8.56%

MSCI All Country World IMI (net) (reflects no deduction for fees, expenses or taxes)		(18.40)%		4.96%		7.94%

MANAGEMENT:

Investment Adviser. William Blair Investment Management, LLC is the investment adviser of the Fund.

Portfolio Managers. Kenneth J. McAtamney and Hugo Scott-Gall, Partners of the Adviser, co‑manage the Fund. Mr. McAtamney has co‑managed the Fund since 2008. Mr. Scott-Gall has co‑managed the Fund since 2021.

PURCHASE AND SALE OF FUND SHARES:

Class R6 Share Purchase. The minimum initial investment for an account is $1 million (or any lesser amount if, in William Blair’s opinion, the investor has adequate intent and availability of funds to reach a future level of investment of $1 million). There is no minimum for subsequent purchases. There is no minimum initial investment for qualified retirement plans, including, but not limited to, 401(k) plans, 457 plans, employer-sponsored 403(b) plans, defined benefit plans and other similar accounts, or plans whereby Class R6 shares are held through omnibus accounts (either at the plan level or the level of the plan administrator) and certain other accounts. William Blair may make certain additional exceptions to the minimum initial investment amount in its discretion. Class R6 shares are only available to certain investors. See “Your Account—Class R6 Shares” for additional information on eligibility requirements and investment minimums applicable to purchasing Class R6 shares.

Sale. Shares of the Fund are redeemable on any day the New York Stock Exchange is open for business by mail, wire or telephone, depending on the elections you make in the account application.

WILLIAM BLAIR INTERNATIONAL LEADERS FUND

SUMMARY

INVESTMENT OBJECTIVE: The William Blair International Leaders Fund seeks long-term capital appreciation.

Shareholder Fees (fees paid directly from your investment):

Class N

Class I

Class R6

Maximum Sales Charge (Load) Imposed on Purchases

None

Redemption Fee

None

Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment):


	Class N		Class I		Class R6
Management Fee		0.85%		0.85%		0.85%
Distribution (Rule 12b‑1) Fee		0.25%		None		None
Other Expenses		0.16%		0.19%		0.07%

Total Annual Fund Operating Expenses		1.26%		1.04%		0.92%
Fee Waiver and/or Expense Reimbursement*		0.11%		0.14%		0.07%

Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement		1.15%		0.90%		0.85%


	1 Year		3 Years		5 Years		10 Years
Class N		$117		$389		$681		$1,513
Class I		92		317		560		1,258
Class R6		87		286		502		1,125

PRINCIPAL INVESTMENT STRATEGIES: Under normal market conditions, the Fund invests primarily in a diversified portfolio of equity securities, including common stocks and other forms of equity investments (e.g., securities convertible into common stocks), issued by companies of all sizes domiciled outside the U.S. that the Adviser believes have above-average growth, profitability and quality characteristics. Under normal market conditions, the Fund typically holds a limited number of securities (i.e., 40‑70 securities). The Adviser seeks investment opportunities in companies at different stages of development ranging from large, well-established companies to smaller companies at earlier stages of development, that are leaders in their country, industry or globally in terms of products, services or execution. The Fund’s investments are normally allocated among at least six different countries and no more than 50% of the Fund’s equity holdings may be invested in securities of issuers in one country at any given time. Normally, the Fund’s investments will be divided among Continental Europe, the United Kingdom, Canada, Japan and the markets of the Pacific Basin. The Fund may invest the greater of 40% of its net assets or twice the emerging markets component of the MSCI All Country World Ex‑U.S. Investable Market Index (IMI) (net) in emerging markets, which include every country in the world except the United States, Canada, Japan, Australia, New Zealand, Hong Kong, Singapore and most Western European countries.

PRINCIPAL RISKS: The Fund’s returns will vary, and you could lose money by investing in the Fund. The following is a summary of the principal risks associated with an investment in the Fund.

Equity Funds General. Because the Fund invests substantially all of its assets in equity securities of foreign companies, the primary risk is that the value of the equity securities it holds might decrease in response to the activities of an individual company or in response to general market, business and economic conditions. If this occurs, the Fund’s share price may also decrease. In addition, there is the risk that individual securities may not perform as expected or a strategy used by the Adviser may fail to produce its intended result.

Emerging Markets Risk. Foreign investment risk is typically magnified in emerging markets, which are the less developed and developing nations.

Style Risk. Different investment styles (e.g., growth vs. value, quality bias, market capitalization focus) tend to shift in and out of favor depending on market conditions and investor sentiment, and at times when the investment style used by the Adviser for the Fund is out of favor, the Fund may underperform other equity funds that use different investment styles.

Focus Risk. To the extent that the Fund focuses its investments in particular industries, asset classes or sectors of the economy, any market changes affecting companies in those industries, asset classes or sectors may impact the Fund’s performance. In addition, because the Fund may focus its investments in a limited number of securities, its performance may be more volatile than a fund that invests in a greater number of securities.

The Fund is not intended to be a complete investment program. The Fund is designed for long-term investors.

The Fund involves a high level of risk and may not be appropriate for everyone. You should only consider it for the aggressive portion of your portfolio.

Annual Total Returns. The bar chart below provides an illustration of how the Fund’s performance has varied in each of the last ten calendar years for Class N shares.


		Highest Quarterly Return 21.43% (2Q20)		Lowest Quarterly Return (19.24)% (2Q22)


	1 Year		5 Years		10 Years
Class N Shares
Return Before Taxes		(28.70)%		2.61%		6.19%
Return After Taxes on Distributions		(28.73)%		2.25%		5.85%
Return After Taxes on Distributions and Sale of Fund Shares		(16.97)%		2.03%		4.95%

Class I Shares
Return Before Taxes		(28.55)%		2.86%		6.45%

Class R6 Shares
Return Before Taxes		(28.51)%		2.92%		6.55%

MSCI All Country World Ex‑US IMI (net) (reflects no deduction for fees, expenses or taxes)		(16.58)%		0.85%		3.98%

MANAGEMENT:

Investment Adviser. William Blair Investment Management, LLC is the investment adviser of the Fund.

Portfolio Managers. Alaina Anderson, Simon Fennell and Kenneth J. McAtamney, Partners of the Adviser, co‑manage the Fund. Ms. Anderson has co‑managed the Fund since 2021. Mr. Fennell has co‑managed the Fund since 2013. Mr. McAtamney has co‑managed the Fund since its inception in 2012.

PURCHASE AND SALE OF FUND SHARES:

Class R6 Share Purchase. The minimum initial investment for an account is $1 million (or any lesser amount if, in William Blair’s opinion, the investor has adequate intent and availability of funds to reach a future level of investment of $1 million). There is no minimum for subsequent purchases. There is no minimum initial investment for qualified retirement plans, including, but not limited to, 401(k) plans, 457 plans, employer-sponsored 403(b) plans, defined benefit plans and other similar accounts, or plans whereby Class R6 shares are held through omnibus accounts (either at the plan level or the level of the plan administrator) and certain other accounts. William Blair may make certain additional exceptions to the minimum initial investment amount in its discretion. Class R6 shares are only available to certain investors. See “Your Account—Class R6 Shares” for additional information on eligibility requirements and investment minimums applicable to purchasing Class R6 shares.

Sale. Shares of the Fund are redeemable on any day the New York Stock Exchange is open for business by mail, wire or telephone, depending on the elections you make in the account application.

WILLIAM BLAIR INTERNATIONAL GROWTH FUND

SUMMARY

INVESTMENT OBJECTIVE: The William Blair International Growth Fund seeks long-term capital appreciation.

Shareholder Fees (fees paid directly from your investment):

Class N

Class I

Class R6

Maximum Sales Charge (Load) Imposed on Purchases

None

Redemption Fee

None

Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment):


	Class N		Class I		Class R6
Management Fee*		0.94%		0.94%		0.94%
Distribution (Rule 12b‑1) Fee		0.25%		None		None
Other Expenses		0.18%		0.16%		0.06%

Total Annual Fund Operating Expenses		1.37%		1.10%		1.00%
Fee Waiver and/or Expense Reimbursement**		0.13%		0.11%		0.06%

Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement***		1.24%		0.99%		0.94%

*	The Management Fee has been restated to reflect a reduction to 0.94% of average daily net assets effective May 1, 2022.

**	The Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement does not equal the net expense ratio to average daily net assets in the Financial Highlights section of this Prospectus as a result of a change in the management fee and contractual expense limits.


	1 Year		3 Years		5 Years		10 Years
Class N		$126		$421		$738		$1,635
Class I		101		339		596		1,330
Class R6		96		312		547		1,219

PRINCIPAL INVESTMENT STRATEGIES: Under normal market conditions, the Fund invests at least 80% of its total assets in a diversified portfolio of equity securities, including common stocks and other forms of equity investments (e.g., securities convertible into common stocks), issued by companies of all sizes domiciled outside the U.S. that the Adviser believes have above-average growth, profitability and quality characteristics. The Adviser seeks investment opportunities in companies at different stages of development ranging from large, well-established companies to smaller companies at earlier stages of development. The Fund’s investments are normally allocated among at least six different countries and no more than 50% of the Fund’s equity holdings may be invested in securities of issuers in one country at any given time. Normally, the Fund’s investments will be divided among Continental Europe, the United Kingdom, Canada, Japan and the markets of the Pacific Basin. The Fund may invest the greater of 35% of its net assets or twice the emerging markets component of the MSCI All Country World Ex‑U.S. Investable Market Index (IMI) (net) in emerging markets, which include every country in the world except the United States, Canada, Japan, Australia, New Zealand, Hong Kong, Singapore and most Western European countries.

PRINCIPAL RISKS: The Fund’s returns will vary, and you could lose money by investing in the Fund. The following is a summary of the principal risks associated with an investment in the Fund.

activities of an individual company or in response to general market, business and economic conditions. If this occurs, the Fund’s share price may also decrease. In addition, there is the risk that individual securities may not perform as expected or a strategy used by the Adviser may fail to produce its intended result.

Emerging Markets Risk. Foreign investment risk is typically magnified in emerging markets, which are the less developed and developing nations.

shareholders could disrupt the Fund’s investment strategies, which could have adverse consequences for the Fund and other shareholders (e.g., by requiring the Fund to sell investments at inopportune times or causing the Fund to maintain larger-than-expected cash positions pending acquisition of investments).

The Fund is not intended to be a complete investment program. The Fund is designed for long-term investors.

The Fund involves a high level of risk and may not be appropriate for everyone. You should only consider it for the aggressive portion of your portfolio.

Annual Total Returns. The bar chart below provides an illustration of how the Fund’s performance has varied in each of the last ten calendar years for Class N shares.


		Highest Quarterly Return 25.20% (2Q20)		Lowest Quarterly Return (19.91)% (1Q20)


	1 Year		5 Years		10 Years
Class N Shares
Return Before Taxes		(28.51)%		1.78%		4.60%
Return After Taxes on Distributions		(29.74)%		0.43%		3.74%
Return After Taxes on Distributions and Sale of Fund Shares		(15.97)%		1.45%		3.65%

Class I Shares
Return Before Taxes		(28.33)%		2.08%		4.92%

MSCI All Country World Ex‑U.S. IMI (net) (reflects no deduction for fees, expenses or taxes)		(16.58)%		0.85%		3.98%


	1 Year		Since Share Class Inception (May 2, 2019)
Class R6 Shares
Return Before Taxes		(28.30)%		4.00%

MSCI All Country World Ex‑U.S. IMI (net) (reflects no deduction for fees, expenses or taxes)		(16.58)%		2.11%

MANAGEMENT:

Investment Adviser. William Blair Investment Management, LLC is the investment adviser of the Fund.

Portfolio Managers. Simon Fennell, Kenneth J. McAtamney and Andrew Siepker, Partners of the Adviser, co‑manage the Fund. Mr. Fennell has co‑managed the Fund since 2013. Mr. McAtamney has co‑managed the Fund since 2017. Mr. Siepker has co‑managed the Fund since 2022.

PURCHASE AND SALE OF FUND SHARES:

Class R6 Share Purchase. The minimum initial investment for an account is $1 million (or any lesser amount if, in William Blair’s opinion, the investor has adequate intent and availability of funds to reach a future level of investment of $1 million). There is no minimum for subsequent purchases. There is no minimum initial investment for qualified retirement plans, including, but not limited to, 401(k) plans, 457 plans, employer-sponsored 403(b) plans, defined benefit plans and other similar accounts, or plans whereby Class R6 shares are held through omnibus accounts (either at the plan level or the level of the plan administrator) and certain other accounts. William Blair may make certain additional exceptions to the minimum initial investment amount in its

discretion. Class R6 shares are only available to certain investors. See “Your Account—Class R6 Shares” for additional information on eligibility requirements and investment minimums applicable to purchasing Class R6 shares.

Sale. Shares of the Fund are redeemable on any day the New York Stock Exchange is open for business by mail, wire or telephone, depending on the elections you make in the account application.

WILLIAM BLAIR INSTITUTIONAL INTERNATIONAL GROWTH FUND

SUMMARY

INVESTMENT OBJECTIVE: The William Blair Institutional International Growth Fund seeks long-term capital appreciation.

Shareholder Fees (fees paid directly from your investment):


Maximum Sales Charge (Load) Imposed on Purchases			None
Redemption Fee			None

Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment):


Management Fee*			0.94%
Distribution (Rule 12b‑1) Fee			None
Other Expenses			0.06%

Total Annual Fund Operating Expenses			1.00%
Fee Waiver and/or Expense Reimbursement**			0.06%

Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement***			0.94%

*	The Management Fee has been restated to reflect a reduction to 0.94% of average daily net assets effective May 1, 2022.

***	The Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement does not equal the net expense ratio to average daily net assets in the Financial Highlights section of this Prospectus as a result of a change in the management fee and contractual expense limits.


1 Year		3 Years		5 Years		10 Years
	$96		$312		$547		$1,219

PRINCIPAL INVESTMENT STRATEGIES: Under normal market conditions, the Fund invests at least 80% of its total assets in a diversified portfolio of equity securities, including common stocks and other forms of equity investments (e.g., securities convertible into common stocks), issued by companies of all sizes domiciled outside the U.S. that the Adviser believes have above-average growth, profitability and quality characteristics. The Adviser seeks investment opportunities in companies at different stages of development ranging from large, well-established companies to smaller companies at earlier stages of development. The Fund’s investments are normally allocated among at least six different countries and no more than 50% of the Fund’s equity holdings may be invested in securities of issuers in one country at any given time. Normally, the Fund’s investments will be divided among Continental Europe, the United Kingdom, Canada, Japan and the markets of the Pacific Basin. The Fund may invest the greater of 35% of its net assets or twice the emerging markets component of the MSCI All Country World Ex‑U.S. Investable Market Index (IMI) (net) in emerging markets, which include every country in the world except the United States, Canada, Japan, Australia, New Zealand, Hong Kong, Singapore and most Western European countries.

PRINCIPAL RISKS: The Fund’s returns will vary, and you could lose money by investing in the Fund. The following is a summary of the principal risks associated with an investment in the Fund.

Emerging Markets Risk. Foreign investment risk is typically magnified in emerging markets, which are the less developed and developing nations.

The Fund is not intended to be a complete investment program. The Fund is designed for long-term investors.

The Fund involves a high level of risk and may not be appropriate for everyone. You should only consider it for the aggressive portion of your portfolio.

Annual Total Returns. The bar chart below provides an illustration of how the Fund’s performance has varied in each of the last ten calendar years.


		Highest Quarterly Return 25.41% (2Q20)		Lowest Quarterly Return (19.71)% (1Q20)

Average Annual Total Returns (For the periods ended December 31, 2022). The table below shows returns on a before‑tax and after‑tax basis. After‑tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. In some instances, the “Return After Taxes on Distributions and Sale of Fund Shares” may be greater than the “Return Before Taxes” because the investor is assumed to be able to use the capital loss on the sale of Fund shares to offset other taxable capital gains. Actual after‑tax returns depend on an investor’s tax situation and may differ from those shown. After‑tax returns are not relevant to investors who hold their Fund shares through tax‑deferred arrangements, such as 401(k) plans or individual retirement accounts.


	1 Year		5 Years		10 Years
Return Before Taxes		(28.28)%		2.31%		5.08%
Return After Taxes on Distributions		(29.32)%		0.17%		3.46%
Return After Taxes on Distributions and Sale of Fund Shares		(15.98)%		1.95%		3.99%

MSCI All Country World Ex‑U.S. IMI (net) (reflects no deduction for fees, expenses or taxes)		(16.58)%		0.85%		3.98%

MANAGEMENT:

Investment Adviser. William Blair Investment Management, LLC is the investment adviser of the Fund.

PURCHASE AND SALE OF FUND SHARES:

Purchase. The minimum initial investment is $5 million. There is no minimum for subsequent purchases. The Distributor reserves the right to offer shares without regard to the minimum purchase amount requirements to qualified or non‑qualified employee benefit plans when an unaffiliated third party provides administrative and/or other support services to the plan. Certain exceptions to the minimum initial investment amount may apply. Shares are only available to certain investors. See “Your Account—Institutional Class Shares” for additional information on eligibility requirements applicable to purchasing shares.

Sale. Shares of the Fund are redeemable on any day the New York Stock Exchange is open for business by mail, wire or telephone, depending on the elections you make in the account application.

WILLIAM BLAIR INTERNATIONAL SMALL CAP GROWTH FUND

SUMMARY

INVESTMENT OBJECTIVE: The William Blair International Small Cap Growth Fund seeks long-term capital appreciation.

Shareholder Fees (fees paid directly from your investment):

Class N

Class I

Class R6

Maximum Sales Charge (Load) Imposed on Purchases

None

Redemption Fee

None

Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment):


	Class N		Class I		Class R6
Management Fee		1.00%		1.00%		1.00%
Distribution (Rule 12b‑1) Fee		0.25%		None		None
Other Expenses		0.24%		0.23%		0.14%

Total Annual Fund Operating Expenses		1.49%		1.23%		1.14%
Fee Waiver and/or Expense Reimbursement*		0.14%		0.13%		0.09%

Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement**		1.35%		1.10%		1.05%

**	The Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement does not equal the net expense ratio to average daily net assets in the Financial Highlights section of this Prospectus as a result of a change in the contractual expense limits.


	1 Year		3 Years		5 Years		10 Years
Class N		$137		$457		$800		$1,768
Class I		112		377		663		1,477
Class R6		107		353		619		1,378

PRINCIPAL INVESTMENT STRATEGIES: Under normal market conditions, the Fund invests at least 80% of its net assets (plus the amount of any borrowings for investment purposes) in stocks of small capitalization (“small cap”) companies. The Fund invests primarily in a diversified portfolio of equity securities, including common stocks and other forms of equity investments (e.g., securities convertible into common stocks), issued by foreign small cap companies that the Adviser believes have above-average growth, profitability and quality characteristics. For purposes of the Fund, William Blair Investment Management, LLC (the “Adviser”) considers a company to be a small cap company if it has a float adjusted market capitalization at the time of purchase of $5 billion or less. Securities of companies whose float adjusted market capitalizations no longer meet this definition of small cap company after purchase may continue to be held in the Fund. The Fund’s investments are normally allocated among at least six different countries and no more than 50% of the Fund’s equity holdings may be invested in securities of issuers in one country at any given time. Normally, the Fund’s investments will be divided among Continental Europe, the United Kingdom, Canada, Japan and the markets of the Pacific Basin. The Fund may invest the greater of 35% of its net assets or twice the emerging markets component of the MSCI All Country World Ex‑U.S. Small Cap Index (net) in emerging markets, which include every country in the world except the United States, Canada, Japan, Australia, New Zealand, Hong Kong, Singapore and most Western European countries.

PRINCIPAL RISKS: The Fund’s returns will vary, and you could lose money by investing in the Fund. The following is a summary of the principal risks associated with an investment in the Fund.

Equity Funds General. Because the Fund invests substantially all of its assets in equity securities of foreign small cap companies, the primary risk is that the value of the equity securities it holds might decrease in response to the activities of an individual company or in response to general market, business and economic conditions. If this occurs, the Fund’s share price may also decrease. In addition, there is the risk that individual securities may not perform as expected or a strategy used by the Adviser may fail to produce its intended result.

Emerging Markets Risk. Foreign investment risk is typically magnified in emerging markets, which are the less developed and developing nations.

Small and Micro Cap Company Risk. Stocks of small and micro cap companies involve greater risk than those of larger, more established companies. This is because small and micro cap companies may be in earlier stages of development, may be dependent on a small number of products or services, may lack substantial capital reserves and/or do not have proven track records. Small and micro cap companies may be traded in low volumes. This can increase volatility and increase the risk that the Fund will not be able to sell a security on short notice at a reasonable price. The securities of small and micro cap companies may be more volatile and less liquid than securities of large capitalized companies. For purposes of the Fund, micro cap are companies with market capitalizations of $500 million or less at the time of the Fund’s investment.

The Fund is not intended to be a complete investment program. The Fund is designed for long-term investors.

The Fund involves a high level of risk and may not be appropriate for everyone. You should only consider it for the aggressive portion of your portfolio.

Annual Total Returns. The bar chart below provides an illustration of how the Fund’s performance has varied in each of the last ten calendar years for Class N shares.


		Highest Quarterly Return 29.29% (2Q20)		Lowest Quarterly Return (25.05)% (1Q20)


	1 Year		5 Years		10 Years
Class N Shares
Return Before Taxes		(35.14)%		(1.33)%		4.06%
Return After Taxes on Distributions		(35.14)%		(2.69)%		2.53%
Return After Taxes on Distributions and Sale of Fund Shares		(20.81)%		(0.84)%		3.17%

Class I Shares
Return Before Taxes		(34.99)%		(1.07)%		4.36%

Class R6 Shares
Return Before Taxes		(34.94)%		(0.97)%		4.48%

MSCI All Country World Ex‑U.S. Small Cap Index (net) (reflects no deduction for fees, expenses or taxes)		(19.97)%		0.67%		5.24%

MANAGEMENT:

Investment Adviser. William Blair Investment Management, LLC is the investment adviser of the Fund.

Portfolio Managers. Simon Fennell and D.J. Neiman, Partners of the Adviser, co‑manage the Fund. Mr. Fennell has co‑managed the Fund since 2017. Mr. Neiman has co‑managed the Fund since 2021.

PURCHASE AND SALE OF FUND SHARES:

Purchase. The Fund is closed to new investors. Shares are only available to certain investors. In certain circumstances, existing shareholders may be able to open a new Fund account for a different share class. See “Your Account—International Small Cap Growth Fund” for information on eligibility requirements applicable to purchasing shares.

Sale. Shares of the Fund are redeemable on any day the New York Stock Exchange is open for business by mail, wire or telephone, depending on the elections you make in the account application.

WILLIAM BLAIR EMERGING MARKETS LEADERS FUND

SUMMARY

INVESTMENT OBJECTIVE: The William Blair Emerging Markets Leaders Fund seeks long-term capital appreciation.

Shareholder Fees (fees paid directly from your investment):

Class N

Class I

Class R6

Maximum Sales Charge (Load) Imposed on Purchases

None

Redemption Fee

None

Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment):


	Class N		Class I		Class R6
Management Fee*		0.94%		0.94%		0.94%
Distribution (Rule 12b‑1) Fee		0.25%		None		None
Other Expenses		0.23%		0.19%		0.11%

Total Annual Fund Operating Expenses		1.42%		1.13%		1.05%
Fee Waiver and/or Expense Reimbursement**		0.18%		0.14%		0.11%

Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement***		1.24%		0.99%		0.94%

*	The Management Fee has been restated to reflect a reduction to 0.94% of average daily net assets effective May 1, 2022.

***	The Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement does not equal the net expense ratio to average daily net assets in the Financial Highlights section of this Prospectus as a result of a change in the management fee and contractual expense limits.


	1 Year		3 Years		5 Years		10 Years
Class N		$126		$432		$759		$1,686
Class I		101		345		609		1,362
Class R6		96		323		569		1,273

PRINCIPAL INVESTMENT STRATEGIES: Under normal market conditions, the Fund invests at least 80% of its net assets (plus the amount of any borrowings for investment purposes) in emerging markets securities. The Fund invests primarily in a diversified portfolio of equity securities, including common stocks and other forms of equity investments (e.g., securities convertible into common stocks), issued by emerging market companies of all sizes that the Adviser believes have above-average growth, profitability and quality characteristics. Under normal market conditions, the Fund typically holds a limited number of securities (i.e., 50‑80 securities). The Adviser seeks investment opportunities in companies at different stages of development, ranging from large, well-established companies to smaller companies at earlier stages of development, that are leaders in their country, industry or globally in terms of products, services or execution. Emerging market companies, for purposes of the Fund, are companies organized under the laws of an emerging market country or that have securities traded principally on an exchange or over‑the‑counter in an emerging market country. Currently, emerging markets include every country in the world except the United States, Canada, Japan, Australia, New Zealand, Hong Kong, Singapore and most Western European countries. The Fund’s investments are normally allocated among at least six different countries and no more than 50% of the Fund’s equity holdings may be invested in securities of issuers in one country at any given time.

In choosing investments, the Adviser performs fundamental company analysis and focuses on stock selection. The Adviser generally seeks equity securities, including common stocks, of emerging market companies that historically have had superior growth, profitability and quality relative to local markets and relative to companies within the same industry worldwide, and that are expected to continue such performance. Such companies generally will exhibit superior business fundamentals, including leadership in their field, quality products or services, distinctive marketing and distribution, pricing flexibility and revenue from products or services consumed on a steady, recurring basis. These business characteristics should be accompanied by management that is shareholder return-oriented and that uses conservative accounting policies. Companies with above-average returns on equity, strong balance sheets and consistent, above-average earnings growth at reasonable valuation levels will be the primary focus. Stock selection will take into account both local and global comparisons.

PRINCIPAL RISKS: The Fund’s returns will vary, and you could lose money by investing in the Fund. The following is a summary of the principal risks associated with an investment in the Fund.

Equity Funds General. Because the Fund invests substantially all of its assets in equity securities of emerging market companies, the primary risk is that the value of the equity securities it holds might decrease in response to the activities of an individual company or in response to general market, business and economic conditions. If this occurs, the Fund’s share price may also decrease. In addition, there is the risk that individual securities may not perform as expected or a strategy used by the Adviser may fail to produce its intended result.

Currency Risk. The value of the Fund’s portfolio may be affected by changes in exchange rates or control regulations. If a local currency gains against the U.S. dollar, the value of the security increases in U.S. dollar terms. If a local currency declines against the U.S. dollar, the value of the security decreases in U.S. dollar terms. The currencies of emerging market countries may experience a devaluation relative to the U.S. dollar, and continued devaluations may adversely affect the value of the Fund’s assets denominated in such currencies. Many emerging market countries have experienced substantial rates of inflation for many years, and continued inflation may adversely affect the economies and securities markets of such countries.

Emerging Markets Risk. Foreign investment risk is typically magnified in emerging markets, which are the less developed and developing nations. Many emerging market countries have experienced substantial rates of inflation for many years, and continued inflation may adversely affect the economies and securities markets of such countries.

Share Ownership Concentration Risk. To the extent that a significant portion of the Fund’s shares is held by a limited number of shareholders or their affiliates, there is a risk that the share trading activities of these shareholders could disrupt the Fund’s investment strategies, which could have adverse consequences for the Fund and other shareholders (e.g., by requiring the Fund to sell investments at inopportune times or causing the Fund to maintain larger-than-expected cash positions pending acquisition of investments). In addition, separate accounts managed by the Adviser may invest in the Fund and, therefore, the Adviser at times may have discretionary authority over a significant portion of the assets of the Fund. In such instances, the Adviser’s decision to make changes to or rebalance its clients’ allocations in the separate accounts may substantially impact the Fund’s performance.

Style Risk. Different investment styles (e.g., growth vs. value, quality bias, market capitalization focus) tend to shift in and out of favor depending on market conditions and investor sentiment, and at times when the investment style used by the Adviser for the Fund is out of favor, the Fund may underperform other equity funds that use different investment styles.

The Fund is not intended to be a complete investment program. The Fund is designed for long-term investors.

The Fund involves a high level of risk and may not be appropriate for everyone. You should only consider it for the aggressive portion of your portfolio.

Annual Total Returns. The bar chart below provides an illustration of how the Fund’s performance has varied in each of the last ten calendar years for Class N shares.


		Highest Quarterly Return 26.29% (2Q20)		Lowest Quarterly Return (24.36)% (1Q20)


	1 Year		5 Years		10 Years
Class N Shares
Return Before Taxes		(26.11)%		(1.79)%		1.30%
Return After Taxes on Distributions		(26.28)%		(2.68)%		0.75%
Return After Taxes on Distributions and Sale of Fund Shares		(15.33)%		(1.28)%		1.03%

Class I Shares
Return Before Taxes		(25.84)%		(1.50)%		1.58%

Class R6 Shares
Return Before Taxes		(25.86)%		(1.47)%		1.64%

MSCI Emerging Markets Index (net) (reflects no deduction for fees, expenses or taxes)		(20.09)%		(1.40)%		1.44%

MANAGEMENT:

Investment Adviser. William Blair Investment Management, LLC is the investment adviser of the Fund.

Portfolio Managers. Todd M. McClone, Kenneth J. McAtamney and Hugo Scott-Gall, Partners of the Adviser, co‑manage the Fund. Mr. McClone has co‑managed the Fund since its inception in 2008. Mr. McAtamney and Mr. Scott-Gall have co‑managed the Fund since 2022.

PURCHASE AND SALE OF FUND SHARES:

Class R6 Share Purchase. The minimum initial investment for an account is $1 million (or any lesser amount if, in William Blair’s opinion, the investor has adequate intent and availability of funds to reach a future level of investment of $1 million). There is no minimum for subsequent purchases. There is no minimum initial investment for qualified retirement plans, including, but not limited to, 401(k) plans, 457 plans, employer-sponsored 403(b) plans, defined benefit plans and other similar accounts, or plans whereby Class R6 shares are held through omnibus accounts (either at the plan level or the level of the plan administrator) and certain other accounts. William Blair may make certain additional exceptions to the minimum initial investment amount in its discretion. Class R6 shares are only available to certain investors. See “Your Account—Class R6 Shares” for additional information on eligibility requirements and investment minimums applicable to purchasing Class R6 shares.

Sale. Shares of the Fund are redeemable on any day the New York Stock Exchange is open for business by mail, wire or telephone, depending on the elections you make in the account application.

WILLIAM BLAIR EMERGING MARKETS GROWTH FUND

SUMMARY

INVESTMENT OBJECTIVE: The William Blair Emerging Markets Growth Fund seeks long-term capital appreciation.

Shareholder Fees (fees paid directly from your investment):

Class N

Class I

Class R6

Maximum Sales Charge (Load) Imposed on Purchases

None

Redemption Fee

None

Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment):


	Class N		Class I		Class R6
Management Fee*		0.94%		0.94%		0.94%
Distribution (Rule 12b‑1) Fee		0.25%		None		None
Other Expenses		0.24%		0.24%		0.13%

Total Annual Fund Operating Expenses		1.43%		1.18%		1.07%
Fee Waiver and/or Expense Reimbursement**		0.19%		0.19%		0.13%

Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement***		1.24%		0.99%		0.94%

*	The Management fee has been restated to reflect a reduction to 0.94% of average daily net assets effective May 1, 2022.

***	The Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement does not equal the net expense ratio to average daily net assets in the Financial Highlights section of this Prospectus as a result of a change in the management fee and contractual expense limits.


	1 Year		3 Years		5 Years		10 Years
Class N		$126		$434		$764		$1,697
Class I		101		356		631		1,415
Class R6		96		327		578		1,294

PRINCIPAL INVESTMENT STRATEGIES: Under normal market conditions, the Fund invests at least 80% of its net assets (plus the amount of any borrowings for investment purposes) in emerging markets securities. The Fund invests primarily in a diversified portfolio of equity securities, including common stocks and other forms of equity investments (e.g., securities convertible into common stocks), issued by emerging market companies of all sizes that the Adviser believes have above-average growth, profitability and quality characteristics. The Adviser seeks investment opportunities in companies at different stages of development ranging from large, well-established companies to smaller companies at earlier stages of development. Emerging market companies, for purposes of the Fund, are companies organized under the laws of an emerging market country or that have securities traded principally on an exchange or over‑the‑counter in an emerging market country. Currently, emerging markets include every country in the world except the United States, Canada, Japan, Australia, New Zealand, Hong Kong, Singapore and most Western European countries. The Fund’s investments are normally allocated among at least six different countries and no more than 50% of the Fund’s equity holdings may be invested in securities of issuers in one country at any given time.

In choosing investments, the Adviser performs fundamental company analysis and focuses on stock selection. The Adviser generally seeks equity securities, including common stocks, of emerging market companies that historically have had superior growth, profitability and quality relative to local markets and relative to companies within the same industry worldwide, and that are expected to continue such performance. Such companies generally will exhibit superior business fundamentals, including leadership in their field, quality products or services, distinctive marketing and distribution, pricing flexibility and revenue from products or services consumed on a steady, recurring basis. These business characteristics should be accompanied by management that is shareholder return-oriented and that uses conservative accounting policies. Companies with above-average returns on equity, strong balance sheets and consistent, above-average earnings growth will be the primary focus. Stock selection will take into account both local and global comparisons.

PRINCIPAL RISKS: The Fund’s returns will vary, and you could lose money by investing in the Fund. The following is a summary of the principal risks associated with an investment in the Fund.

the activities of an individual company or in response to general market, business and economic conditions. If this occurs, the Fund’s share price may also decrease. In addition, there is the risk that individual securities may not perform as expected or a strategy used by the Adviser may fail to produce its intended result.

Emerging Markets Risk. Foreign investment risk is typically magnified in emerging markets, which are the less developed and developing nations.

The Fund is not intended to be a complete investment program. The Fund is designed for long-term investors.

The Fund involves a high level of risk and may not be appropriate for everyone. You should only consider it for the aggressive portion of your portfolio.

Annual Total Returns. The bar chart below provides an illustration of how the Fund’s performance has varied in each of the last ten calendar years for Class N shares.


		Highest Quarterly Return 30.41% (2Q20)		Lowest Quarterly Return (20.85)% (1Q20)


	1 Year		5 Years		10 Years
Class N Shares
Return Before Taxes		(33.33)%		(0.68)%		2.61%
Return After Taxes on Distributions		(33.36)%		(2.52)%		1.28%
Return After Taxes on Distributions and Sale of Fund Shares		(19.72)%		(0.25)%		2.02%

Class I Shares
Return Before Taxes		(33.14)%		(0.41)%		2.87%

Class R6 Shares
Return Before Taxes		(33.13)%		(0.33)%		2.98%

MSCI Emerging Markets IMI (net) (reflects no deduction for fees, expenses or taxes)		(19.83)%		(1.10)%		1.64%

MANAGEMENT:

Investment Adviser. William Blair Investment Management, LLC is the investment adviser of the Fund.

Portfolio Managers. Todd M. McClone, Casey Preyss and Vivian Lin Thurston, Partners of the Adviser, co‑manage the Fund. Mr. McClone has co‑managed the Fund since its inception in 2005. Mr. Preyss has co‑managed the Fund since 2015. Ms. Thurston has co‑managed the Fund since 2021.

PURCHASE AND SALE OF FUND SHARES:

Class R6 Share Purchase. The minimum initial investment for an account is $1 million (or any lesser amount if, in William Blair’s opinion, the investor has adequate intent and availability of funds to reach a future level of investment of $1 million). There is no minimum for subsequent purchases. There is no minimum initial investment for qualified retirement plans, including, but not limited to, 401(k) plans, 457 plans, employer-sponsored 403(b) plans, defined benefit plans and other similar accounts, or plans whereby Class R6 shares are held through omnibus accounts (either at the plan level or the level of the plan administrator) and certain other accounts. William Blair may make certain additional exceptions to the minimum initial investment amount in its discretion. Class R6 shares are only available to certain investors. See “Your Account—Class R6 Shares” for additional information on eligibility requirements and investment minimums applicable to purchasing Class R6 shares.

Sale. Shares of the Fund are redeemable on any day the New York Stock Exchange is open for business by mail, wire or telephone, depending on the elections you make in the account application.

WILLIAM BLAIR EMERGING MARKETS EX CHINA GROWTH FUND

SUMMARY

INVESTMENT OBJECTIVE: The William Blair Emerging Markets ex China Growth Fund seeks long-term capital appreciation.

Shareholder Fees (fees paid directly from your investment):


	Class I	Class R6
Maximum Sales Charge (Load) Imposed on Purchases	None	None
Redemption Fee	None	None

Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment):


	Class I		Class R6
Management Fee		0.94%		0.94%
Distribution (Rule 12b‑1) Fee		None		None
Other Expenses*		1.87%		1.79%

Total Annual Fund Operating Expenses		2.81%		2.73%
Fee Waiver and/or Expense Reimbursement**		1.82%		1.79%

Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement		0.99%		0.94%

*	Other Expenses are based on estimated amounts for the current fiscal year.

William Blair Investment Management, LLC (the “Adviser”) has entered into a contractual agreement with the Fund to waive fees and/or reimburse expenses in order to limit the Fund’s operating expenses (excluding interest expenses, taxes, brokerage commissions, acquired fund fees and expenses, dividend and interest expenses on short sales, other investment-related costs and extraordinary expenses, such as litigation and other expenses not incurred in the ordinary course of the Fund’s business) to 0.99% and 0.94% of average daily net assets for Class I and Class R6 shares, respectively, until April 30, 2024. The Adviser may not terminate this contractual agreement prior to April 30, 2024 without the approval of the Fund’s Board of Trustees. The Adviser is entitled to recoupment of previously waived fees and reimbursed expenses for a period of three years subsequent to the Fund’s commencement of operations (i.e. July 29, 2025) to the extent that such recoupment does not cause the annual Fund operating expenses (after the recoupment is taken into account) to exceed both (1) the expense limit in place when such amounts were waived or reimbursed and (2) the Fund’s current expense limitation.


	1 Year		3 Years
Class I		$101		$698
Class R6		96		677

Portfolio Turnover: The 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. For the period July 29, 2022 (commencement of operations) through December 31, 2022, the Fund’s portfolio turnover rate was 64% of the average value of its portfolio.

PRINCIPAL INVESTMENT STRATEGIES: Under normal circumstances, the Fund invests at least 80% of its net assets (plus the amount of any borrowings for investment purposes) in emerging markets securities, excluding companies with their principal office in the People’s Republic of China (“PRC”). (For the avoidance of doubt, the PRC shall include mainland China, Hong Kong and Macau but exclude Taiwan.) The Fund invests primarily in a diversified portfolio of equity securities, including common stocks and other forms of equity investments (e.g., securities convertible into common stocks), issued by emerging market companies (excluding companies with their principal office in the PRC) of all sizes that the Adviser believes have above-average growth, profitability and quality characteristics. The Adviser seeks investment opportunities in companies at different stages of development ranging from large, well-established companies to smaller companies at earlier stages of development. Emerging market companies, for purposes of the Fund, are companies organized under the laws of an emerging market country or that have securities traded principally on an exchange or over‑the‑counter in an emerging market country. Currently, for purposes of the Fund, emerging markets include every country in the world except the United States, Canada, Japan, Australia, New Zealand, Hong Kong, Singapore and most Western European countries. The Fund’s investments are normally allocated among at least six different countries and no more than 50% of the Fund’s equity holdings may be invested in securities of issuers in one country at any given time.

In choosing investments, the Adviser performs fundamental company analysis and focuses on stock selection. The Adviser generally seeks equity securities, including common stocks, of emerging market companies that historically have had superior growth, profitability and quality relative to local markets and relative to companies within the same industry worldwide, and that are expected to continue such performance. Such companies generally will exhibit superior business fundamentals, including leadership in their field, quality products or services, distinctive marketing and distribution, pricing flexibility and revenue from products or services consumed on a steady, recurring basis. These business characteristics should be accompanied by management that is shareholder return-oriented and that uses conservative accounting policies. Companies with above-average returns on equity, strong balance sheets and consistent, above-average earnings growth will be the primary focus. Stock selection will take into account both local and global comparisons.

PRINCIPAL RISKS: The Fund’s returns will vary, and you could lose money by investing in the Fund. The following is a summary of the principal risks associated with an investment in the Fund.

industries represented in the securities markets. The value of an investment may decline due to general market conditions that are not specifically related to a particular company, such as real or perceived adverse economic conditions, recessions, inflation, rapid interest rate changes, changes in the general outlook for corporate earnings, changes in interest or currency rates or adverse investor sentiment generally. Events such as war, acts of terrorism, social unrest, natural disasters, the spread of infectious illness or other public health threats could also significantly impact the Fund and its investments. The value of an investment may also decline due to factors that affect a particular industry or industries, such as labor shortages or increased production costs and competitive conditions within an industry. During a general downturn in the securities markets, multiple asset classes may decline in value simultaneously. Geopolitical and other events may also disrupt securities markets and adversely affect global economies and markets and thereby decrease the value of the Fund’s investments.

Emerging Markets Risk. Foreign investment risk is typically magnified in emerging markets, which are the less developed and developing nations.

to maintain larger-than-expected cash positions pending acquisition of investments). In addition, separate accounts managed by the Adviser may invest in the Fund and, therefore, the Adviser at times may have discretionary authority over a significant portion of the assets of the Fund. In such instances, the Adviser’s decision to make changes to or rebalance its clients’ allocations in the separate accounts may substantially impact the Fund’s performance.

The Fund is not intended to be a complete investment program. The Fund is designed for long-term investors.

The Fund involves a high level of risk and may not be appropriate for everyone. You should only consider it for the aggressive portion of your portfolio.

MANAGEMENT:

Investment Adviser. William Blair Investment Management, LLC is the investment adviser of the Fund.

Portfolio Managers. Todd M. McClone, Casey Preyss and Vivian Lin Thurston, Partners of the Adviser, co‑manage the Fund. Mr. McClone, Mr. Preyss and Ms. Thurston have each co‑managed the Fund since its inception in 2022.

PURCHASE AND SALE OF FUND SHARES:

Class I Share Purchase. The minimum initial investment for an account generally is $500,000 (or any lesser amount if, in William Blair’s opinion, the investor has adequate intent and availability of funds to reach a future level of investment of $500,000). There is no minimum for subsequent purchases. There is no minimum initial investment for qualified retirement plans, including, but not limited to, 401(k) plans, 457 plans, employer-sponsored 403(b) plans, defined benefit plans and other similar accounts, or plans whereby Class I shares are held through omnibus accounts (either at the plan level or the level of the plan administrator) and certain other accounts. William Blair may make certain additional exceptions to the minimum initial investment amount at its discretion. Class I shares are only available to certain investors. See “Your Account—Class I Shares” for additional information on the eligibility requirements and investment minimums applicable to purchasing Class I shares.

Class R6 Share Purchase. The minimum initial investment for an account is $1 million (or any lesser amount if, in William Blair’s opinion, the investor has adequate intent and availability of funds to reach a future level of investment of $1 million). There is no minimum for subsequent purchases. There is no minimum initial investment for qualified retirement plans, including, but not limited to, 401(k) plans, 457 plans, employer-sponsored 403(b) plans, defined benefit plans and other similar accounts, or plans whereby Class R6 shares are held through omnibus accounts (either at the plan level or the level of the plan administrator) and certain other accounts. William Blair may make certain additional exceptions to the minimum initial investment amount at its discretion. Class R6 shares are only available to certain investors. See “Your Account—Class R6 Shares” for additional information on eligibility requirements and investment minimums applicable to purchasing Class R6 shares.

Sale. Shares of the Fund are redeemable on any day the New York Stock Exchange is open for business by mail, wire or telephone, depending on the elections you make in the account application.

WILLIAM BLAIR EMERGING MARKETS SMALL CAP GROWTH FUND

SUMMARY

INVESTMENT OBJECTIVE: The William Blair Emerging Markets Small Cap Growth Fund seeks long-term capital appreciation.

Shareholder Fees (fees paid directly from your investment):

Class N

Class I

Class R6

Maximum Sales Charge (Load) Imposed on Purchases

None

Redemption Fee

None

Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment):


	Class N		Class I		Class R6
Management Fee		1.10%		1.10%		1.10%
Distribution (Rule 12b‑1) Fee		0.25%		None		None
Other Expenses		0.34%		0.30%		0.21%

Total Annual Fund Operating Expenses		1.69%		1.40%		1.31%
Fee Waiver and/or Expense Reimbursement*		0.29%		0.25%		0.21%

Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement**		1.40%		1.15%		1.10%

**	The Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement does not equal the net expense ratio to average daily net assets in the Financial Highlights section of this Prospectus as a result of a change in contractual expense limits.


	1 Year		3 Years		5 Years		10 Years
Class N		$143		$504		$891		$1,974
Class I		117		419		742		1,658
Class R6		112		395		698		1,561

PRINCIPAL INVESTMENT STRATEGIES: Under normal market conditions, the Fund invests at least 80% of its net assets (plus the amount of any borrowings for investment purposes) in equity securities of emerging market small capitalization (“small cap”) companies. The Fund invests primarily in a diversified portfolio of equity securities, including common stocks and other forms of equity investments (e.g., securities convertible into common stocks), issued by emerging market small cap companies that the Adviser believes have above average growth, profitability and quality characteristics. For purposes of the Fund, the Adviser considers a company to be a small cap company if it has a float adjusted market capitalization at the time of purchase no larger than the greater of $5 billion or the largest capitalized company included in the MSCI Emerging Markets Small Cap Index (net). Securities of companies whose float adjusted market capitalizations no longer meet this definition of small cap after purchase may continue to be held in the Fund. Emerging market companies, for purposes of the Fund, are companies organized under the laws of an emerging market country or that have securities traded principally on an exchange or over‑the‑counter in an emerging market country. Currently, emerging markets include every country in the world except the United States, Canada, Japan, Australia, New Zealand, Hong Kong, Singapore and most Western European countries. The Fund’s investments are normally allocated among at least six different countries and no more than 50% of the Fund’s equity holdings may be invested in securities of issuers in one country at any given time.

In choosing investments, the Adviser performs fundamental company analysis and focuses on stock selection. The Adviser generally seeks equity securities, including common stocks, of emerging market companies that historically have had superior growth, profitability and quality relative to local markets and relative to companies within the same industry worldwide, and that are expected to continue such performance. Such companies generally will exhibit superior business fundamentals, including leadership in their field, quality products or services, distinctive marketing and distribution, pricing flexibility and revenue from products or services consumed on a steady, recurring basis. These business characteristics should be accompanied by management that is shareholder return-oriented and that uses conservative accounting policies. Companies with above-average returns on equity, strong balance sheets and consistent, above-average earnings growth will be the primary focus. Stock selection will take into account both local and global comparisons.

PRINCIPAL RISKS: The Fund’s returns will vary, and you could lose money by investing in the Fund. The following is a summary of the principal risks associated with an investment in the Fund.

Equity Funds General. Because the Fund invests substantially all of its assets in equity securities of emerging market small cap companies, the primary risk is that the value of the equity securities it holds might decrease in response to the activities of an individual company or in response to general market, business and economic conditions. If this occurs, the Fund’s share price may also decrease. In addition, there is the risk that individual securities may not perform as expected or a strategy used by the Adviser may fail to produce its intended result.

The Fund is not intended to be a complete investment program. The Fund is designed for long-term investors.

The Fund involves a high level of risk and may not be appropriate for everyone. You should only consider it for the aggressive portion of your portfolio.

Annual Total Returns. The bar chart below provides an illustration of how the Fund’s performance has varied in each of the last ten calendar years for Class N shares.


		Highest Quarterly Return 27.69% (2Q20)		Lowest Quarterly Return (20.89)% (1Q20)


	1 Year		5 Years		10 Years
Class N Shares
Return Before Taxes		(28.12)%		0.15%		5.24%
Return After Taxes on Distributions		(28.91)%		(0.56)%		4.45%
Return After Taxes on Distributions and Sale of Fund Shares		(16.07)%		0.21%		4.11%

Class I Shares
Return Before Taxes		(27.93)%		0.41%		5.53%

Class R6 Shares
Return Before Taxes		(27.91)%		0.47%		5.60%

MSCI Emerging Markets Small Cap Index (net) (reflects no deduction for fees, expenses or taxes)		(18.02)%		1.06%		3.21%

MANAGEMENT:

Investment Adviser. William Blair Investment Management, LLC is the investment adviser of the Fund.

Portfolio Managers. Todd M. McClone, D.J. Neiman and Casey Preyss, Partners of the Adviser, co‑manage the Fund. Mr. McClone has co‑managed the Fund since its inception in 2011. Mr. Neiman has co‑managed the Fund since 2021. Mr. Preyss has co‑managed the Fund since 2016.

PURCHASE AND SALE OF FUND SHARES:

Class R6 Share Purchase. The minimum initial investment for an account is $1 million (or any lesser amount if, in William Blair’s opinion, the investor has adequate intent and availability of funds to reach a future level of investment of $1 million). There is no minimum for subsequent purchases. There is no minimum initial investment for qualified retirement plans, including, but not limited to, 401(k) plans, 457 plans, employer-sponsored 403(b) plans, defined benefit plans and other similar accounts, or plans whereby Class R6 shares are held through omnibus accounts (either at the plan level or the level of the plan administrator) and certain other accounts. William Blair may make certain additional exceptions to the minimum initial investment amount in its discretion. Class R6 shares are only available to certain investors. See “Your Account—Class R6 Shares” for additional information on eligibility requirements and investment minimums applicable to purchasing Class R6 shares.

Sale. Shares of the Fund are redeemable on any day the New York Stock Exchange is open for business by mail, wire or telephone, depending on the elections you make in the account application.

WILLIAM BLAIR CHINA GROWTH FUND

SUMMARY

INVESTMENT OBJECTIVE: The William Blair China Growth Fund seeks long-term capital appreciation.

Shareholder Fees (fees paid directly from your investment):


	Class I		Class R6
Maximum Sales Charge (Load) Imposed on Purchases		None		None
Redemption Fee		None		None

Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment):


	Class I		Class R6
Management Fee*		0.94%		0.94%
Distribution (Rule 12b‑1) Fee		None		None
Other Expenses**		4.39%		4.31%

Total Annual Fund Operating Expenses		5.33%		5.25%
Fee Waiver and/or Expense Reimbursement***		4.34%		4.31%

Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement****		0.99%		0.94%

*	The Management Fee has been restated to reflect a reduction to 0.94% of average daily net assets effective May 1, 2022.

**	Other Expenses have been restated to reflect current fees.

***

William Blair Investment Management, LLC (the “Adviser”) has entered into a contractual agreement with the Fund to waive fees and/or reimburse expenses in order to limit the Fund’s operating expenses (excluding interest expenses, taxes, brokerage commissions, acquired fund fees and expenses, dividend and interest expenses on short sales, other investment-related costs and extraordinary expenses, such as litigation and other expenses not incurred in the ordinary course of the Fund’s business) to 0.99% and 0.94% of average daily net assets for Class I and Class R6 shares, respectively, until April 30, 2024. The Adviser may not terminate this contractual agreement prior to April 30, 2024 without the approval of the Fund’s Board of Trustees. The Adviser is entitled to recoupment of previously waived fees and reimbursed expenses for a period of three years subsequent to the Fund’s commencement of operations (i.e. August 27, 2024) to the extent that such recoupment does not cause the annual Fund operating expenses (after the recoupment is taken into account) to exceed both (1) the expense limit in place when such amounts were waived or reimbursed and (2) the Fund’s current expense limitation.

****	The Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement does not equal the net expense ratio to average daily net assets in the Financial Highlights section of this Prospectus as a result of a change in the management fee and contractual expense limits.


	1 Year		3 Years		5 Years		10 Years
Class I		$101		$1,206		$2,304		$5,017
Class R6		96		1,186		2,270		4,958

PRINCIPAL INVESTMENT STRATEGIES: Under normal circumstances, the Fund invests at least 80% of its net assets (plus the amount of any borrowings for investment purposes) in securities of companies with their principal office in the People’s Republic of China (“PRC”). For the avoidance of doubt, the PRC shall include mainland China, Hong Kong and Macau but exclude Taiwan. The Fund may pursue this objective through purchases of class A‑Shares of companies listed on the Shanghai and Shenzhen Stock Exchanges, H‑Shares listed in Hong Kong, American Depositary Receipts, Global Depositary Receipts and dual listed securities.

The Fund invests primarily in a portfolio of equity securities, including common stocks and other forms of equity investments (e.g., securities convertible into common stocks), of companies of all sizes that the Adviser believes have above-average growth, profitability and quality characteristics. The Adviser seeks investment opportunities in companies at different stages of development ranging from large, well-established companies to smaller companies at earlier stages of development.

In choosing investments, the Adviser performs fundamental company analysis and focuses on stock selection. The Adviser generally seeks equity securities, including common stocks, of Chinese companies that historically have had superior growth, profitability and quality relative to local markets and relative to companies within the same industry worldwide, and that are expected to continue such performance. Such companies generally will exhibit superior business fundamentals, including leadership in their field, quality products or services, distinctive marketing and distribution, pricing flexibility and revenue from products or services consumed on a steady, recurring basis. These business characteristics should be accompanied by management that is shareholder return-oriented and that uses conservative accounting policies. Companies with above-average returns on equity, strong balance sheets and consistent, above-average earnings growth will be the primary focus.

As noted above, the Fund will invest in China A‑Shares. The Fund may do so through the Shanghai—Hong Kong and Shenzhen—Hong Kong Stock Connect Programs (“Stock Connect”). Stock Connect is a securities trading and clearing program between either the Shanghai Stock Exchange (“SSE”) or Shenzhen Stock Exchange (“SZSE”), and any of the Stock Exchange of Hong Kong Limited (“SEHK”), China Securities Depository or Clearing Corporation Limited (“ChinaClear”) and Hong Kong Securities Clearing Company Limited (“HKSCC”). Stock Connect is designed to permit mutual stock market access between mainland China and Hong Kong by allowing investors to trade and settle shares on each market via their local exchanges. Trading through Stock Connect is subject to daily quotas that limit the maximum daily net purchases on any particular day. Accordingly, the Fund’s direct investments in China A‑Shares may be limited by such daily quotas. Investments in China A‑Shares may also be made through the use of the Investment Manager’s Qualified Foreign Institutional Investor (“QFII”) license.

THE FUND IS NON‑DIVERSIFIED UNDER THE INVESTMENT COMPANY ACT OF 1940, AS AMENDED, AND MAY INVEST A LARGER PERCENTAGE OF ITS ASSETS IN FEWER ISSUERS THAN DIVERSIFIED MUTUAL FUNDS.

PRINCIPAL RISKS: The Fund’s returns will vary, and you could lose money by investing in the Fund. The following is a summary of the principal risks associated with an investment in the Fund.

The Fund involves a high level of risk and may not be appropriate for everyone. There can be no assurance that the Fund’s investment objective will be achieved. The Fund is not intended to be a complete investment program. The Fund is designed for long-term investors.

The principal risks of investing in the Fund (in alphabetical order after the first six risks) are:

Chinese Investment Risk. Because the fund focuses its investments in China, the Fund’s performance is expected to be closely tied to social, political, and economic conditions in China and to be more volatile than the performance of more geographically diversified funds. Investing in Chinese investments involves a higher degree of risk and special considerations not typically associated with investing in other more established economies or securities markets. The Fund’s investment exposure to China may subject the Fund, to a greater extent than if investments were made in developed countries, to the risks of adverse securities markets, exchange rates and social, political, regulatory, economic, or environmental events and natural disasters that may occur in the China region. The economy, industries, and securities and currency markets of China are particularly vulnerable to the region’s dependence on exports and international trade and increasing competition from Asia’s other low‑cost emerging economies. The imposition of tariffs or other trade barriers by the U.S. or foreign governments on exports from China may also have an adverse impact on Chinese issuers. In addition, currency fluctuations, currency convertibility, interest rate fluctuations and higher rates of inflation as a result of internal social unrest or conflicts with other countries have had, and may continue to have, negative effects on the economies and securities markets of China. The government of the PRC exercises significant control over the economy in mainland China and may at any time alter or discontinue economic reforms. Hong Kong and Macau do not exercise the same level of control over their economies as does the PRC with respect to mainland China, but changes to their political and economic relationships with the PRC could adversely impact the Fund’s investments in Hong Kong and Macau.

Investing Through Stock Connect Risk. Investing in China A‑Shares through the Stock Connect program is subject to trading, clearance, settlement, and other procedures, which could pose risks to the Fund. Trading through Stock Connect is subject to market-wide trading volume and market cap quota limitations, each of which may restrict or preclude the Fund’s ability to invest in A‑Shares through Stock Connect. A primary feature of Stock Connect is the application of the home market’s laws and rules applicable to investors in A‑Shares. Therefore, the Fund’s investments in Stock Connect A‑Shares are generally subject to PRC securities regulations and listing rules, among other restrictions. Additionally, restrictions on the timing of permitted trading activity in A‑Shares, including the imposition of local holidays in either Hong Kong or mainland China and restrictions on purchasing and selling the same security on the same day, may subject the Fund to the risk of price fluctuations of China A‑Shares at times when the Fund is unable to add to or exit its position.

Equity Funds General. Because the Fund invests substantially all of its assets in equity securities of companies with their principal office in the PRC, the primary risk is that the value of the equity securities it holds might decrease in response to the activities of an individual company or in response to general market, business and economic conditions. If this occurs, the Fund’s share price may also decrease. In addition, there is the risk that individual securities may not perform as expected or a strategy used by the Adviser may fail to produce its intended result.

Foreign Investment Risk. The risks of foreign investments may include less publicly available information, less stringent investor protections and disclosure standards, less governmental regulation and supervision of foreign stock exchanges, brokers and issuers, share registration and custody, less stringent or a lack of uniform accounting, auditing and financial reporting standards, practices and requirements, the possibility of expropriation, seizure or nationalization, confiscatory taxation, limits on repatriation, adverse changes in investment or exchange control regulations, political instability, restrictions on the flow of international capital, imposition of foreign withholding or other taxes, fluctuating currencies, inflation, difficulty in obtaining and enforcing judgments against foreign entities or other adverse political, social or diplomatic developments that could affect the Fund’s investments. Foreign investments may be less liquid and their prices more volatile than the securities of U.S. companies. The Fund is expected to incur operating expenses that are higher than those of mutual funds investing exclusively in U.S. securities due to the higher custodial fees associated with foreign securities investments.

Emerging Markets Risk. Foreign investment risk is typically magnified in emerging markets, which are the less developed and developing nations.

Currency Risk. The value of the Fund’s portfolio may be affected by changes in exchange rates or control regulations. If a non‑U.S. currency gains against the U.S. dollar, the value of the security increases in U.S. dollar terms. If a non‑U.S. currency declines against the U.S. dollar, the value of the security decreases in U.S. dollar terms.

the risk that the Fund will not be able to sell a security on short notice at a reasonable price. The securities of smaller companies may be more volatile and less liquid than securities of large capitalized companies.

Style Risk. Different investment styles (e.g., growth vs. value, quality bias, market capitalization focus) tend to shift in and out of favor depending on market conditions and investor sentiment, and at times when the investment style used by the Adviser for the Fund is out of favor, the Fund may underperform other equity funds that use different investment styles.

Annual Total Returns. The bar chart below provides an illustration of the Fund’s Class I shares performance over the past calendar year.


		Highest Quarterly Return 9.49% (4Q22)		Lowest Quarterly Return (24.07)% (3Q22)


	1 Year		Since Fund Inception (August 27, 2021)
Class I Shares
Return Before Taxes		(32.43)%		(27.69)%
Return After Taxes on Distributions		(32.43)%		(27.69)%
Return After Taxes on Distributions and Sale of Fund Shares		(19.20)%		(20.80)%

Class R6 Shares
Return Before Taxes		(32.49)%		(27.73)%

MSCI China All Shares Index (reflects no deduction for fees, expenses or taxes)		(23.61)%		(20.17)%

MANAGEMENT:

Investment Adviser. William Blair Investment Management, LLC is the investment adviser of the Fund.

Portfolio Managers. Casey Preyss and Vivian Lin Thurston, Partners of the Adviser, co‑manage the Fund. Mr. Preyss and Ms. Lin Thurston have co‑managed the Fund since its inception in 2021.

PURCHASE AND SALE OF FUND SHARES:

Class I Share Purchase. The minimum initial investment for an account generally is $500,000 (or any lesser amount if, in William Blair’s opinion, the investor has adequate intent and availability of funds to reach a future level of investment of $500,000). There is no minimum for subsequent purchases. There is no minimum initial investment for qualified retirement plans, including, but not limited to, 401(k) plans, 457 plans, employer- sponsored 403(b) plans, defined benefit plans and other similar accounts, or plans whereby Class I shares are held through omnibus accounts (either at the plan level or the level of the plan administrator) and certain other accounts. William Blair may make certain additional exceptions to the minimum initial investment amount in its discretion. Class I shares are only available to certain investors. See “Your Account—Class I Shares” for additional information on the eligibility requirements and investment minimums applicable to purchasing Class I shares.

Class R6 Share Purchase. The minimum initial investment for an account is $1 million (or any lesser amount if, in William Blair’s opinion, the investor has adequate intent and availability of funds to reach a future level of investment of $1 million). There is no minimum for subsequent purchases. There is no minimum initial investment for qualified retirement plans, including, but not limited to, 401(k) plans, 457 plans, employer- sponsored 403(b) plans, defined benefit plans and other similar accounts, or plans whereby Class R6 shares are held through omnibus accounts (either at the plan level or the level of the plan administrator) and certain other accounts. William Blair may make certain additional exceptions to the minimum initial investment amount in its discretion. Class R6 shares are only available to certain investors. See “Your Account—Class R6 Shares” for additional information on eligibility requirements and investment minimums applicable to purchasing Class R6 shares.

Sale. Shares of the Fund are redeemable on any day the New York Stock Exchange is open for business by mail, wire or telephone, depending on the elections you make in the account application.

100

WILLIAM BLAIR EMERGING MARKETS DEBT FUND

SUMMARY

INVESTMENT OBJECTIVE: The William Blair Emerging Markets Debt Fund seeks to provide attractive risk-adjusted returns relative to the Fund’s benchmark.

Shareholder Fees (fees paid directly from your investment):


	Class I		Class R6
Maximum Sales Charge (Load) Imposed on Purchases		None		None
Redemption Fee		None		None

Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment):


	Class I		Class R6
Management Fee		0.65%		0.65%
Distribution (Rule 12b‑1) Fee		None		None
Other Expenses		0.63%		0.55%

Total Annual Fund Operating Expenses		1.28%		1.20%
Fee Waiver and/or Expense Reimbursement*		0.58%		0.55%

Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement		0.70%		0.65%

William Blair Investment Management, LLC (the “Adviser”) has entered into a contractual agreement with the Fund to waive fees and/or reimburse expenses in order to limit the Fund’s operating expenses (excluding interest expenses, taxes, brokerage commissions, acquired fund fees and expenses, dividend and interest expenses on short sales, other investment-related costs and extraordinary expenses, such as litigation and other expenses not incurred in the ordinary course of the Fund’s business) to 0.70% and 0.65% of average daily net assets for Class I and Class R6 shares, respectively, until April 30, 2024. The Adviser may not terminate this contractual agreement prior to April 30, 2024 without the approval of the Fund’s Board of Trustees. The Adviser is entitled to recoupment of previously waived fees and reimbursed expenses for a period of three years subsequent to the Fund’s commencement of operations (i.e., May 25, 2024) to the extent that such recoupment does not cause the annual Fund operating expenses (after the recoupment is taken into account) to exceed both (1) the expense limit in place when such amounts were waived or reimbursed and (2) the Fund’s current expense limitation.


	1 Year		3 Years		5 Years		10 Years
Class I		$72		$349		$647		$1,494
Class R6		66		326		607		1,406

101

PRINCIPAL INVESTMENT STRATEGIES: Under normal circumstances, the Fund invests at least 80% of its net assets (plus the amount of any borrowings for investment purposes) in debt instruments that are economically tied to emerging market countries, which may be represented by forwards or derivatives such as options, futures contracts or swap agreements. Emerging markets include every country in the world except countries included in the MSCI World Index.

Debt securities in which the Fund invests include fixed-rate and floating-rate bonds issued by various public (governmental) and private (corporate) issuers (including private placements and restricted securities). The Fund invests a significant portion of its assets in sovereign debt securities (debt securities issued or guaranteed by foreign sovereign governments or their agencies, authorities or political subdivisions or instrumentalities, and supranational agencies) and debt securities of quasi-sovereign issuers (entities owned by a sovereign government). The Fund may also invest in debt securities issued or guaranteed by foreign corporations and foreign financial institutions. The Fund may invest in debt securities of any credit rating, including investment grade securities, below investment grade securities (commonly referred to as “high yield” or “junk bonds”), and unrated securities. The Fund may invest up to a maximum of 10% of the Fund’s net assets in distressed or defaulted debt securities. The Fund may invest in securities of any maturity.

The majority of the Fund’s investments are generally made in securities of issuers based in South and Central America (including the Caribbean), Central Europe, Eastern Europe, Asia, Africa and the Middle East. More specifically, the Fund invests in countries where the Adviser is able to assess the specific political and economic risks and in countries that have undertaken certain economic reforms and reached certain growth objectives. Countries in which the Fund invests include frontier markets (emerging markets that are early in their development).

The Fund invests in assets denominated in the currencies of economically developed and politically stable countries that are members of the Organisation for Economic Co‑operation and Development (OECD), as well as in assets denominated in local currency. The Adviser may, but is not required to, hedge the currency risk associated with the Fund’s investments.

As part of its investment strategy, the Fund may utilize derivatives, including futures and forward contracts, swaps (including credit default swaps and total return swaps), credit derivatives, and currency-related derivatives. Derivatives are primarily utilized to hedge interest rate duration risk and foreign exchange risk.

Additionally, the Fund may maintain assets in cash, deposit, call or current accounts or invest in short-term instruments, such as money market funds, U.S. or other government securities, certificates of deposit, bankers’ acceptances or similar temporary investments, to meet the expense needs of the Fund and/or to fund withdrawals or for such other purposes as may be determined by the Adviser.

The Fund is measured against the JPMorgan Emerging Markets Bond Index (EMBI) Global Diversified as its primary index. The Fund is actively managed within its objective and is not constrained by a benchmark.

THE FUND IS NON‑DIVERSIFIED UNDER THE INVESTMENT COMPANY ACT OF 1940, AS AMENDED, AND MAY INVEST A LARGER PERCENTAGE OF ITS ASSETS IN FEWER ISSUERS THAN DIVERSIFIED MUTUAL FUNDS.

PRINCIPAL RISKS: The Fund’s returns will vary, and you could lose money by investing in the Fund. The following is a summary of the principal risks associated with an investment in the Fund.

102

The principal risks of investing in the Fund (in alphabetical order after the first six risks) are:

Market Risk. The value of the Fund’s investments may go up or down, sometimes rapidly or unpredictably. The value of an investment may decline due to factors affecting securities markets generally or particular industries represented in the securities markets. The value of an investment may decline due to general market conditions that are not specifically related to a particular company, such as real or perceived adverse economic conditions, recessions, inflation, rapid interest rate changes, changes in the general outlook for corporate earnings, changes in interest or currency rates or adverse investor sentiment generally. The value of an investment may also decline due to factors that affect a particular industry or industries, such as labor shortages or increased production costs and competitive conditions within an industry. During a general downturn in the securities markets, multiple asset classes may decline in value simultaneously. Geopolitical and other events may also disrupt securities markets and adversely affect global economies and markets and thereby decrease the value of the Fund’s investments.

Credit Risk. The value of the Fund’s fixed income securities is subject to the ability of the issuers of such securities to make interest payments or principal payment at maturity. The credit ratings of issuers could change and negatively affect the Fund’s share price or yield. The Fund’s net asset value and total return may be adversely affected by the inability of the issuers of the Fund’s securities to make interest payments or payment at maturity. The Fund’s investments in obligations issued or guaranteed by U.S. Government agencies or instrumentalities may not be backed by the full faith and credit of the United States and may differ in the degree of support provided by the U.S. Government.

Foreign Investment Risk. The risks of foreign investments may include less publicly available information, less stringent investor protections and disclosure standards, less governmental regulation and supervision of foreign stock exchanges, brokers and issuers, share registration and custody, less stringent or a lack of uniform accounting, auditing and financial reporting standards, practices and requirements, the possibility of expropriation, seizure or nationalization, confiscatory taxation, limits on repatriation, adverse changes in investment or exchange control regulations, political instability, restrictions on the flow of international capital, imposition of foreign withholding or other taxes, fluctuating currencies, inflation, difficulty in obtaining and enforcing judgments against foreign entities or other adverse political, social or diplomatic developments that could affect the Fund’s investments. Foreign investments may be less liquid and their prices more volatile than the securities of U.S. companies. The Fund is expected to incur operating expenses that are higher than those of mutual funds investing exclusively in U.S. securities due to the higher custodial fees associated with foreign securities investments.

Emerging Markets Risk. Foreign investment risk is typically magnified in emerging markets, which are the less developed and developing nations. These risks are further magnified in frontier markets, which are among the smallest and least mature investment markets.

Sovereign and Quasi-Sovereign Default Risk. The Fund invests in securities issued by or guaranteed by non‑U.S. sovereign governments (known as sovereign debt securities) and in securities issued by entities that are owned or guaranteed by non‑U.S. sovereign governments (known as quasi-sovereign debt securities). An issuer of sovereign or quasi-sovereign debt held by the Fund, or the governmental authorities that control the repayment of the debt, may be unable or unwilling to repay the principal or interest when due. This may result from political or social factors, the general economic environment of a country or levels of foreign debt or foreign currency exchange rates.

103

Interest Rate Risk. Normally, the values of fixed income securities vary inversely with changes in prevailing interest rates. The value of the Fund’s fixed income securities tends to decrease when interest rates rise and tends to increase when interest rates fall. Securities with longer maturities or durations held by the Fund are generally more sensitive to interest rate changes. As such, securities with longer maturities or durations are usually more volatile than those with shorter maturities or durations. The negative impact on fixed income securities from rising interest rates could be swift and significant and negatively impact the Fund’s net asset value. Risks associated with rising interest rates are currently heightened because the U.S. Federal Reserve has raised, and may continue to raise, interest rates. A rising interest rate environment may also result in periods of increased redemptions from fixed income funds and increased supply in the market due to selling activity to meet redemptions. If the Fund has to liquidate portfolio securities to meet redemptions in such an environment, it may have to do so at disadvantageous times and prices, which could negatively impact the Fund’s net asset value.

Aggressive Investment Technique Risk. The Fund may use investment techniques and financial instruments that may be considered aggressive, including but not limited to the use of futures contracts, options on futures contracts, securities and indices, forward contracts, swap agreements and similar instruments. Such techniques may also include taking short positions or using other techniques that are intended to provide inverse exposure to a particular market or other asset class, as well as leverage, which can expose the Fund to potentially dramatic losses or gains. These techniques may expose the Fund to potentially dramatic losses in the value of certain of its portfolio holdings.

Counterparty and Contractual Default Risk. The Fund’s investments in derivatives and other financial instruments that involve counterparties subject the Fund to the risk that the counterparty could default on its obligations under the agreement, either through the counterparty’s failure or inability to perform its obligations or bankruptcy.

Credit Default Swap Risk. Credit default swaps are subject to the credit risk of the underlying reference obligation and to counterparty credit risk. If the counterparty fails to meet its obligations, the Fund may lose money. Credit default swaps are also subject to the risk that the Adviser will not properly assess the risk of the underlying reference obligation. If the Fund is selling credit protection, there is a risk that a credit event will occur and that the Fund will have to pay the counterparty. If the Fund is buying credit protection, there is a risk that no credit event will occur and the Fund will receive no benefit for the premium paid. Credit default swaps may be difficult to value and may have the effect of leverage on the Fund.

Derivatives Risk. Investing in derivatives, including futures and forward contracts, swaps, credit derivatives, and currency-related derivatives, involves investment techniques and risks different from those associated with ordinary mutual fund securities transactions and may involve increased transaction costs. The Fund’s investment in derivatives may rise or fall more rapidly in value than other investments and may reduce the Fund’s returns. Changes in the value of the derivative may not correlate perfectly, or at all, with the underlying asset, reference rate or index, and the Fund could lose more than the principal amount invested. Derivatives also may be subject to certain other risks such as leveraging risk, liquidity risk, interest rate risk, market risk, credit risk, counterparty risk, operational risk, legal risk, management risk and the risk of mispricing or improper valuation. Derivatives also may not behave as anticipated by the Fund, especially in abnormal market conditions. The use of derivatives may increase the volatility of the Fund’s net asset value. Derivatives may be leveraged such that a small investment in derivative instruments can have a significant impact on the Fund’s exposure to stock market values, interest rates, currency exchange rates or other investments. As a result, a relatively small price movement in a derivatives contract may cause an immediate

104

and substantial loss or gain. It may be difficult or impossible for the Fund to purchase or sell certain derivatives in sufficient amounts to achieve the desired level of exposure, which may result in a loss or may be costly to the Fund. In addition, the possible lack of a liquid secondary market for certain derivatives and the resulting inability of the Fund to sell or otherwise close out a derivatives position could expose the Fund to losses and could make such derivatives more difficult for the Fund to value accurately. Some derivatives are more sensitive to market price fluctuations and to interest rate changes than other investments. The Fund also could suffer losses related to its derivatives positions as a result of unanticipated market movements, which losses are potentially unlimited. The Fund also may be exposed to losses if the counterparty in the transaction does not fulfill its contractual obligation. In addition, derivatives traded over‑the‑counter (“OTC derivatives”) do not benefit from the protections provided by exchanges in the event that a counterparty is unable to fulfill its contractual obligation. Such OTC derivatives therefore involve greater counterparty and credit risk and may be more difficult to value than exchange-traded derivatives. When a derivative is used as a hedge against a position that the Fund holds, any loss generated by the derivative should generally be offset by gains on the hedged instrument, and vice versa. While hedging can reduce or eliminate losses, it also can reduce or eliminate gains. Hedges are sometimes subject to imperfect matching between the derivative and the hedged investment, and there can be no assurance that the Fund’s hedging transactions will be effective. Also, suitable derivative transactions may not be available in all circumstances. Derivatives are subject to fees and other costs which are not reflected in the Annual Fund Operating Expenses table.

Distressed Debt Risk. When the Fund invests in obligations of financially troubled companies (sometimes known as “distressed” securities), there exists the risk that the transaction involving such debt obligations will be unsuccessful, take considerable time or will result in a distribution of cash or a new security or obligation in exchange for the stressed and distressed debt obligations, the value of which may be less than the Fund’s purchase price of such debt obligations. Furthermore, if an anticipated transaction does not occur, the Fund may be required to sell its investment at a loss or hold its investment pending bankruptcy proceedings in the event the issuer files for bankruptcy.

Floating and Variable Rate Securities Risk. For floating and variable rate securities, there may be a lag between an actual change in the underlying interest rate benchmark and the reset time for an interest payment of such a security, which could harm or benefit the Fund, depending on the interest rate environment or other circumstances. In a rising interest rate environment, for example, a floating or variable rate security that does not reset immediately would prevent the Fund from taking full advantage of rising interest rates in a timely manner. However, in a declining interest rate environment, the Fund may benefit from a lag due to a security’s interest rate payment not being immediately impacted by a decline in interest rates.

Certain floating and variable rate securities have an interest rate floor feature, which prevents the interest rate payable by the security from dropping below a specified level as compared to a reference interest rate (the “reference rate”). Such a floor protects the Fund from losses resulting from a decrease in the reference rate below the specified level. However, if the reference rate is below the floor, there will be a lag between a rise in the reference rate and a rise in the interest rate payable by the security, and the Fund may not benefit from increasing interest rates for a significant amount of time.

105

High Yield Securities Risk. The Fund invests in instruments including junk bonds and instruments that may be issued by companies that are highly leveraged, less creditworthy or financially distressed. These investments are considered to be speculative and are subject to greater risk of loss, greater sensitivity to economic changes, valuation difficulties and potential illiquidity. Such investments are subject to additional risks including subordination to other creditors, no collateral or limited rights in collateral, lack of a regular trading market, extended settlement periods, liquidity risks, prepayment risks, and lack of publicly available information. Because some instruments may have a more limited secondary market, liquidity and valuation risk is more pronounced for the Fund than for funds that invest primarily in other types of fixed income instruments or equity securities.

Income Risk. The income received by the Fund may decrease as a result of a decline in interest rates.

Leverage Risk. The Fund’s investments in derivatives or exposure to derivatives through other investment vehicles expose the Fund to leverage inherent in such instruments. Such leveraged investments can amplify the effects of market volatility on the Fund’s net asset value (i.e., relatively small market movements may result in large changes in the Fund’s net asset value) and make the Fund’s returns more volatile. At times, the Fund’s leveraged investments may cause the Fund’s investment exposure to exceed its net assets and could cause the Fund to experience substantial losses, including the risk of total loss, if the market moves against the Fund. The use of leveraged investments may also cause the Fund to liquidate portfolio positions when it would not be advantageous to do so in order to satisfy its obligations. The use of leveraged investments may also cause the Fund to have higher expenses than those of mutual funds that do not use such techniques.

Private Placement Risk. Investments in private placements may be difficult to sell at the time and at the price desired by the Fund; companies making private placements may make less information available than publicly offered companies; and privately placed securities are more difficult to value than publicly traded securities. These factors may have a negative effect on the performance of the Fund. Securities acquired through private placements are not registered for resale in the general securities market and may be classified as illiquid.

Regulatory Risk. Future regulatory developments could impact the Fund’s ability to invest in certain derivatives. It is possible that government regulation of various types of derivative instruments, including futures, options and swap agreements, may limit or prevent the Fund from using such instruments as a part of its investment strategies,

106

and could ultimately prevent the Fund from being able to achieve its investment objective. It is impossible to predict the effects of future legislation and regulation in this area, but the effects could be substantial and adverse. It is possible that legislative and regulatory activity could limit or restrict the ability of the Fund to use certain derivatives as a part of its investment strategies and could alter, perhaps to a material extent, the nature of an investment in the Fund or the ability of the Fund to continue to implement its investment strategies.

The futures, options and swaps markets are subject to comprehensive statutes, regulations, and margin requirements. In addition, the U.S. Securities and Exchange Commission, Commodity Futures Trading Commission and the exchanges are authorized to take extraordinary actions in the event of a market emergency, including, for example, the implementation or reduction of speculative position limits, the implementation of higher margin requirements, the establishment of daily price limits and the suspension of trading. The regulation of futures, options and swaps transactions in the United States is a changing area of law and is subject to modification by government and judicial action.

Annual Total Returns. The bar chart below provides an illustration of the Fund’s Class I shares performance over the past calendar year.


		Highest Quarterly Return 9.81% (4Q22)		Lowest Quarterly Return (13.36)% (2Q22)

107

capital gains. Actual after‑tax returns depend on an investor’s tax situation and may differ from those shown. After‑tax returns are not relevant to investors who hold their Fund shares through tax‑deferred arrangements, such as 401(k) plans or individual retirement accounts.


	1 Year		Since Fund Inception (May 25, 2021)
Class I Shares
Return Before Taxes		(16.93)%		(11.69)%
Return After Taxes on Distributions		(19.21)%		(13.82)%
Return After Taxes on Distributions and Sale of Fund Shares		(10.01)%		(9.62)%

Class R6 Shares
Return Before Taxes		(16.95)%		(11.66)%

JPMorgan Emerging Markets Bond Index (EMBI) Global Diversified (reflects no deduction for fees, expenses or taxes)		(17.78)%		(11.62)%

MANAGEMENT:

Investment Adviser. William Blair Investment Management, LLC is the investment adviser of the Fund.

Portfolio Managers. Marcelo Assalin, a Partner of the Adviser, and Marco Ruijer, an Associate of the Adviser, co‑manage the Fund. Messrs. Assalin and Ruijer have co‑managed the Fund since its inception in 2021.

PURCHASE AND SALE OF FUND SHARES:

Class R6 Share Purchase. The minimum initial investment for an account is $1 million (or any lesser amount if, in William Blair’s opinion, the investor has adequate intent and availability of funds to reach a future level of investment of $1 million). There is no minimum for subsequent purchases. There is no minimum initial investment for qualified retirement plans, including, but not limited to, 401(k) plans, 457 plans, employer-sponsored 403(b) plans, defined benefit plans and other similar accounts, or plans whereby Class R6 shares are held through omnibus accounts (either at the plan level or the level of the plan administrator) and certain other accounts. William Blair may make certain additional exceptions to the minimum initial investment amount in its discretion. Class R6 shares are only available to certain investors. See “Your Account—Class R6 Shares” for additional information on eligibility requirements and investment minimums applicable to purchasing Class R6 shares.

Sale. Shares of the Fund are redeemable on any day the New York Stock Exchange is open for business by mail, wire or telephone, depending on the elections you make in the account application.

108

109

ADDITIONAL INFORMATION REGARDING INVESTMENT OBJECTIVES AND STRATEGIES

Investment Objectives and Strategies

The Growth Fund, Large Cap Growth Fund, Mid Cap Growth Fund, Mid Cap Value Fund, Small‑Mid Cap Core Fund, Small‑Mid Cap Growth Fund, Small Cap Growth Fund, Small Cap Value Fund, Global Leaders Fund, International Leaders Fund, International Growth Fund, Institutional International Growth Fund, International Small Cap Growth Fund, Emerging Markets Leaders Fund, Emerging Markets Growth Fund, Emerging Markets ex China Growth Fund, Emerging Markets Small Cap Growth Fund and China Growth Fund each seek long-term capital appreciation.

The Emerging Markets Debt Fund seeks to provide attractive risk-adjusted returns relative to the Fund’s benchmark.

The Summary Sections describe each Fund’s principal investment policies and strategies intended to achieve each Fund’s investment objective. The investment types detailed in each Fund’s Summary Section are further described in the Investment Glossary included in this Prospectus and in the Statement of Additional Information. For each Fund with an 80% investment policy, the Fund will provide shareholders with at least 60 days’ notice of any changes to its 80% investment policy. In addition, each of the Mid Cap Value Fund, China Growth Fund, Emerging Markets ex China Growth Fund and Emerging Markets Debt Fund will provide shareholders with at least 60 days’ notice of any changes to its investment objective. For the avoidance of doubt, in appropriate circumstances, synthetic instruments, such as derivatives, and other investment companies will count toward a Fund’s 80% investment policy if those instruments have economic characteristics similar to the other investments included in the 80% policy.

Forward Foreign Currency Transactions. A forward foreign currency contract is an agreement to purchase or sell a specific currency at a specified future date and price agreed to by the parties at the time of entering into the contract. A Fund will not engage in forward currency contracts in which the specified future date is more than one year from the time of entering into the contract. A Fund will not enter into a forward currency contract if such contract would obligate the Fund to deliver an amount of foreign currency in excess of the value of the Fund’s securities or other assets denominated in that currency.

The Investment Glossary included in this Prospectus and the Statement of Additional Information contain additional information regarding the investment types described above.

Temporary Defensive Position. Each Fund may significantly alter its make‑up as a temporary defensive strategy. A defensive strategy will be employed only if, in the judgment of the Adviser, investments in a Fund’s usual markets or types of securities become decidedly unattractive because of current or anticipated adverse economic, financial, political and social factors. For temporary defensive purposes, a Fund may invest up to 100% of its assets in other types of securities, including high-quality commercial paper, obligations of banks and savings institutions, U.S. Government securities, government agency securities and repurchase agreements, or it may retain funds in cash. When a Fund is invested defensively, it may not meet its investment objective.

Use of Derivatives and ETFs for Managing Large Fund Flows. Certain Funds may use derivative instruments and securities of other investment companies such as exchange-traded funds (“ETFs”) to equitize cash in situations involving large cash inflows or anticipated large redemptions. Derivatives are financial contracts whose value depends on, or is derived from, the value of an underlying asset, reference rate or index. Investing in derivatives involves investment techniques and risks different from those associated with ordinary mutual fund securities transactions and may involve increased transaction costs. Each Fund’s investment in derivatives may rise or fall more rapidly in value than other investments and may reduce each Fund’s returns. Changes in the value of the derivative may not correlate perfectly, or at all, with the underlying asset, reference rate or index, and each Fund could lose more than the principal amount invested. Derivatives also may be subject to certain other risks such as leveraging risk, liquidity risk, interest rate risk, market risk, credit risk, counterparty

110

risk, operational risk, legal risk, management risk and the risk of mispricing or improper valuation. Derivatives also may not behave as anticipated, especially in abnormal market conditions. The use of derivatives may increase the volatility of a Fund’s net asset value. Derivatives are subject to fees and other costs which are not reflected in the Annual Fund Operating Expenses table. Each Fund may also use derivatives for risk management and hedging purposes, as discussed further in the Statement of Additional Information.

The risks of investment in other investment companies typically reflect the risk of the types of securities in which the other investment companies invest. Investments in ETFs are subject to the additional risk that shares of the ETF may trade at a premium or discount to their net asset value per share. When a Fund invests in another investment company, shareholders of the Fund bear their proportionate share of the other investment company’s fees and expenses as well as their share of the Fund’s fees and expenses. There may also not be an active trading market available for shares of some ETFs. Additionally, trading of ETF shares may be halted and ETF shares may be delisted by the listing exchange.

Portfolio Turnover. No Fund intends to trade portfolio securities for the purpose of realizing short-term profits. However, each Fund will adjust its portfolio as considered advisable in view of prevailing or anticipated market conditions and the Fund’s investment objective, and there is no limitation on the length of time securities must be held by the Fund prior to being sold. Portfolio turnover rate will not be a limiting factor for a Fund. The Emerging Markets Small Cap Growth Fund and Emerging Markets Debt Fund each had a portfolio turnover rate at or higher than 100% for the year ended December 31, 2022. Higher portfolio turnover rates involve correspondingly higher transaction costs, which are borne directly by a Fund. In addition, a Fund may realize significant short-term and long-term capital gains if portfolio turnover rate is high, which will result in taxable distributions to investors that may be greater than those made by other funds with lower portfolio turnover rates. Tax and transaction costs may lower a Fund’s effective return for investors.

ESG Investing. The Adviser’s assessment of current and prospective portfolio holdings typically integrates an analysis of applicable environmental, social and governance (collectively, “ESG”) factors. Typically, the ESG factors considered by the Adviser include sustainability risks related to (i) environmental factors such as climate change, natural resources stewardship, and pollution and waste, (ii) social factors such as human capital, customer well-being, supply chain management, and community relations, and (iii) governance factors such as corporate governance and corporate culture. The Adviser believes ESG factor integration assists the Funds’ investment teams to better understand the risks and the opportunities that may affect the company’s business or operations. ESG factors are considered based on criteria developed by the Adviser’s investment teams, and they are integrated with other relevant factors to provide a holistic assessment of companies. The Adviser may use research from third parties such as global investment banks and ESG rating providers as a complement to its analysis. The Adviser seeks to ensure that the investment teams are fully aware of companies’ ESG risks and opportunities by integrating ESG factors into the investment process in a systematic manner. The emphasis on ESG factors depends on the importance of these factors to the relevant industry and the unique circumstances of each company. The use of such factors and the individual factors utilized may be changed by the Adviser without Fund shareholder approval. Integrating ESG analysis into investment decisions requires qualitative determinations and is often subjective by nature, and there can be no assurance that the process utilized by the Funds or any judgment exercised by the Adviser will reflect the beliefs or values of any particular investor. Certain investments may be dependent on U.S. and foreign government policies, including tax incentives and subsidies, which may change without notice. Additionally, there is no guarantee that the Adviser’s use of ESG factors will operate as expected when addressing positive social or environmental benefits. The Adviser does not use ESG factors as the sole criteria to include or exclude companies or sectors from its investable universe. Rather, when evaluating potential benefits and risks of an investment, the Adviser focuses on ESG issues when and to the extent that it believes ESG issues may have a significant impact on a company’s financial performance during the Funds’ investment horizons.

For the Emerging Markets Debt Fund, the Adviser’s assessment of current and prospective portfolio holdings also typically integrates an analysis of applicable ESG factors. The Adviser believes a robust, disciplined

111

research process helps to uncover mispricing in emerging markets debt, and the Fund’s investment team integrates ESG factors in a structured, quantitative, and qualitative process that is designed to provide a holistic assessment of an issuer’s opportunities and risks. The Adviser’s assessment of ESG factors for emerging market debt sovereign issuers is guided by a proprietary scoring model that incorporates data obtained from third-party vendors it deems reliable and publicly available sources. The Adviser embeds ESG factors in its valuation tools and relies on a multitude of factors, including scores from its proprietary sovereign risk model, when choosing to invest in a country. When assessing ESG risks for emerging market corporate issuers, the Adviser uses a proprietary scorecard and takes into consideration not only whether issuers have addressed ESG issues through policies, but also whether they have (i) identified points of improvement; (ii) established concrete targets to improve them; and (iii) exhibited an ability to deliver on these targets over time. The Adviser complements the current state analysis by incorporating a forward-looking view on each issuer’s progress concerning ESG factors by attributing an outlook—positive, negative or neutral—to its overall ESG score. The use of ESG factors and the individual factors utilized may be changed by the Adviser without Fund shareholder approval. Integrating ESG analysis into investment decisions requires qualitative determinations and is often subjective by nature, and there can be no assurance that the process utilized by the Fund or any judgment exercised by the Adviser will reflect the beliefs or values of any particular investor. Additionally, there is no guarantee that the Adviser’s use of ESG factors will operate as expected when addressing positive social or environmental benefits. The Adviser does not use ESG factors as the sole criteria to include or exclude companies or sectors from its investable universe. Rather, when evaluating potential benefits and risks of an investment, the Adviser focuses on ESG factors when and to the extent that it believes ESG factors may have a significant impact on an issuer’s financial performance during the Fund’s investment horizons.

Because ESG factor analysis is used as one part of the Adviser’s overall investment process, a Fund may still invest in securities of issuers that market participants may view as having a high ESG risk profile. Incorporation of ESG factors into a Fund’s investment process may cause the Fund to perform differently in comparison to funds that do not incorporate such factors. When integrating ESG factors into the investment process, the Adviser may rely on third-party data it believes to be reliable, but it does not guarantee the accuracy of such third-party data. ESG information from third-party data providers may be incomplete, inaccurate, or unavailable, which could adversely impact the investment process. The regulatory landscape with respect to ESG integration in the United States is still developing and future rules and regulations may require a Fund to modify or alter its investment process with respect to ESG integration.

Portfolio Holdings. A description on the policies and procedures with respect to the disclosure of each Fund’s portfolio securities is available in the Statement of Additional Information.

Additional Information About the Funds. Each Fund is a series of William Blair Funds, an open‑end management investment company. The Adviser provides management and investment advisory services to the Funds. This Prospectus doesn’t tell you about every policy or risk of investing in each Fund. If you want more information on each Fund’s allowable securities and investment practices and the characteristics and risks of each one, you may want to request a copy of the Statement of Additional Information (the back cover tells you how to do this).

112

PRINCIPAL RISKS

Each Fund’s principal risks are summarized in the Fund’s Summary section. The following provides additional detail about certain of those risks and additional principal risks of each Fund.

U.S. and Global/International Equity Funds

Equity
Funds
General

Market

Style

Smaller
Company

Liquidity

Focus

Inflation

Valuation

Share
Ownership
Concentration

Non-
Diversification

Growth Fund

✓

Large Cap Growth Fund

✓

Mid Cap Growth Fund

✓

Mid Cap Value Fund

✓

Small‑Mid Cap Core Fund

✓

Small‑Mid Cap Growth Fund

✓

Small Cap Growth Fund

✓

Small Cap Value Fund

✓

Global Leaders Fund

✓

International Leaders Fund

✓

International Growth Fund

✓

Institutional International Growth Fund

✓

International Small Cap Growth Fund

✓

Emerging Markets Leaders Fund

✓

Emerging Markets Growth Fund

✓

Emerging Markets ex China Growth Fund

✓

Emerging Markets Small Cap Growth Fund

✓

China Growth Fund

✓

Foreign
Investment

Currency
Risk

Emerging
Markets

Geographic

Geopolitical

Derivatives

Operating
Expenses

Operational
and
Technology

Portfolio
Turnover
Risk

REIT
Risk

Growth Fund

✓

Large Cap Growth Fund

✓

Mid Cap Growth Fund

✓

Mid Cap Value Fund

✓

Small‑Mid Cap Core Fund

✓

Small‑Mid Cap Growth Fund

✓

Small Cap Growth Fund

✓

Small Cap Value Fund

✓

Global Leaders Fund

✓

International Leaders Fund

✓

International Growth Fund

✓

Institutional International Growth Fund

✓

International Small Cap Growth Fund

✓

Emerging Markets Leaders Fund

✓

113

Foreign
Investment

Currency
Risk

Emerging
Markets

Geographic

Geopolitical

Derivatives

Operating
Expenses

Operational
and
Technology

Portfolio
Turnover
Risk

REIT
Risk

Emerging Markets Growth Fund

✓

Emerging Markets ex China Growth Fund

✓

Emerging Markets Small Cap Growth Fund

✓

China Growth Fund

✓

Emerging Markets Debt Fund

Market

Liquidity

Share
Ownership
Concentration

Foreign
Investment

Emerging
Markets

Geographic

Geopolitical

Non-
Diversification

Credit

Interest
Rate

Derivatives

✓

Income

Credit
Default
Swap

Operational
and
Technology

LIBOR
Transition

Portfolio
Turnover
Risk

Sovereign
and Quasi-
Sovereign
Default

Aggressive
Investment
Technique

Counterparty
and
Contractual
Default

Currency

Distressed
Debt

Floating and
Variable Rate
Securities

✓

High Yield
Securities

Leverage

Inflation

Private
Placement

Regulatory

✓

Equity Funds General. Because each equity Fund invests substantially all of its assets in equity securities, the primary risk is that the value of the equity securities it holds might decrease in response to the activities of an individual company or in response to general market, business and economic conditions. If this occurs, a Fund’s share price may also decrease. In addition, there is the risk that individual securities may not perform as expected or a strategy used by the Adviser may fail to produce its intended result.

Market Risk. The value of the Fund’s investments may go up or down, sometimes rapidly or unpredictably. The value of an investment may decline due to factors affecting securities markets generally or particular industries represented in the securities markets. The value of an investment may decline due to general market conditions that are not specifically related to a particular company, such as real or perceived adverse economic conditions, recessions, inflation, rapid interest rate changes, changes in the general outlook for corporate earnings, changes in interest or currency rates or adverse investor sentiment generally. Furthermore, local, regional and global events such as war, military conflict, acts of terrorism, social unrest, natural disasters, supply chain disruptions, sanctions, the spread of infectious illness or other public health threats could also adversely impact issuers, markets and economies, including in ways that cannot necessarily be foreseen. The Fund could be negatively impacted if the value of a portfolio holding were harmed by such political (including geopolitical) or economic conditions or events. The value of an investment may also decline due to factors that affect a particular industry or industries, such as labor shortages or increased production costs and competitive conditions within an industry. During a general downturn in the securities markets, multiple asset classes may decline in value simultaneously.

Style Risk. Different investment styles (e.g., growth vs. value, quality bias, market capitalization focus) tend to shift in and out of favor depending on market conditions and investor sentiment, and at times when the investment style used by the Adviser for a Fund is out of favor, the Fund may underperform other equity funds that use different investment styles.

114

proven track records. Smaller companies may be more adversely affected by poor economic or market conditions, and may be traded in low volumes, which may increase volatility and liquidity risks. From time to time, each of the Funds that invest in small cap stocks may invest in the equity securities of very small cap companies, often referred to as “micro‑cap” companies. For purposes of the Funds, “micro‑cap” companies are those with market capitalizations of $500 million or less at the time of a Fund’s investment (except for the U.S. equity growth Funds, for which “micro‑cap” companies are those with market capitalizations of $1 billion or less at the time of a Fund’s investment). The considerations noted above are generally intensified for these investments. Any convertible debentures issued by small cap companies are likely to be lower-rated or non‑rated securities, which generally involve more credit risk than debentures in the higher rating categories and generally include some speculative characteristics, including uncertainties or exposure to adverse business, financial or economic conditions that could lead to inadequate capacity to meet timely interest and principal payments.

Liquidity Risk. Investments that trade less frequently can be more difficult or more costly to buy, or to sell, than more liquid or active investments. It may not be possible to sell or otherwise dispose of illiquid securities both at the price and within a time period deemed desirable by a Fund. Securities subject to liquidity risk in which a Fund may invest include emerging market securities, stocks of smaller companies, private placements, Rule 144A securities, below-investment-grade securities and other securities without an established market. Liquidity risk may be magnified for fixed income securities in a rising interest rate environment if there is increased supply in the market due to selling activity. If dealer capacity in fixed income markets is insufficient for market conditions, it may further inhibit liquidity and increase volatility in the fixed income markets.

Dislocations in certain parts of markets are resulting in reduced liquidity for certain investments. It is uncertain when financial markets will improve and economic conditions will stabilize. Liquidity of financial markets may also be affected by government intervention and political, social, health, economic or market developments. During period of market stress, a Fund’s assets could potentially experience significant levels of illiquidity.

Focus Risk. To the extent that a Fund focuses its investments in particular industries, asset classes or sectors of the economy, any market price movements, regulatory or technological changes, or economic conditions affecting companies in those industries, asset classes or sectors may have a significant impact on the Fund’s performance. For example, consumer goods companies could be hurt by a rise in unemployment or technology companies could be hurt by such factors as market saturation, price competition and rapid obsolescence.

For the International Leaders Fund and the Emerging Markets Leaders Fund, because each Fund may focus its investments in a limited number of securities, its performance may be more volatile than a fund that invests in a greater number of securities. If securities in which these Funds invest perform poorly, the Funds could incur greater losses than they would have had they invested in a greater number of securities.

Valuation Risk. In certain circumstances, portfolio securities may be valued using techniques other than market quotations, including using fair value pricing. Portfolio securities that are valued using such techniques may be subject to greater fluctuation in their value from one day to the next than would be the case if market quotations were used. In addition, there is no assurance that a Fund could sell a portfolio security for the value established for it at any time, and it is possible that a Fund could incur a loss because a portfolio security is sold for a lower value than its established value.

Share Ownership Concentration Risk. To the extent that a significant portion of a Fund’s shares is held by a limited number of shareholders or their affiliates, there is a risk that the share trading activities of these shareholders could disrupt the Fund’s investment strategies, which could have adverse consequences for the Fund and other shareholders (e.g., by requiring the Fund to sell investments at inopportune times or causing the Fund to maintain larger-than-expected cash positions pending acquisition of investments). In addition, separate accounts managed by the Adviser may invest in the Emerging Markets Leaders Fund, Emerging Markets Growth Fund, Emerging Markets ex China Growth Fund, Emerging Markets Small Cap Growth Fund, China Growth Fund, and Emerging Markets Debt Fund and, therefore, the Adviser at times may have discretionary authority over a significant portion

115

of the assets of a Fund. In such instances, the Adviser’s decision to make changes to or rebalance its clients’ allocations in the separate accounts may substantially impact the Fund’s performance.

Non‑Diversification Risk. The Large Cap Growth Fund, China Growth Fund and Emerging Markets Debt Fund are each non‑diversified, meaning that they are permitted to invest a larger percentage of their respective assets in fewer issuers than diversified mutual funds. Thus, each Fund may be more susceptible to adverse developments affecting any single issuer held in their respective portfolios, and may be more susceptible to greater losses because of these developments.

Foreign Investment Risk. The risks of investing in securities of foreign issuers may include less publicly available information, less stringent investor protections and disclosure standards, less governmental regulation and supervision of foreign stock exchanges, brokers and issuers, share registration and custody, less stringent or a lack of uniform accounting, auditing and financial reporting standards, practices and requirements, the possibility of expropriation, seizure or nationalization, confiscatory taxation, trade restrictions (including tariffs), limits on repatriation, adverse changes in investment or exchange control regulations, political instability, restrictions on the flow of international capital, imposition of foreign withholding and other taxes, fluctuating currencies, inflation, difficulty in obtaining and enforcing judgments against foreign entities or other adverse political, social or diplomatic developments that could affect a Fund’s investments. The impact of the United Kingdom’s (“UK”) departure from the European Union (“EU”), commonly known as “Brexit,” and the potential departure of one or more other countries from the EU may have significant political and financial consequences for global markets. Securities of some foreign issuers are less liquid and their prices more volatile than the securities of U.S. companies. Certain Funds are expected to incur operating expenses that are higher than those of mutual funds investing exclusively in U.S. securities due to the higher custodial fees associated with foreign securities investments. In addition, the time period for settlement of transactions in certain foreign markets generally is longer than for U.S. markets.

Foreign securities held by a Fund may be denominated in currencies other than the U.S. dollar. Therefore, changes in foreign exchange rates will affect the value of the securities held by a Fund either beneficially or adversely. Fluctuations in foreign currency exchange rates will also affect the dollar value of dividends and interest earned, gains and losses realized on the sale of securities and net investment income and gains, if any, available for distribution to shareholders.

Currency Risk. The value of a Fund’s portfolio may be affected by changes in exchange rates or control regulations. If a local currency gains against the U.S. dollar, the value of the security increases in U.S. dollar terms. If a local currency declines against the U.S. dollar, the value of the security decreases in U.S. dollar terms.

Emerging Markets Risk. Foreign investment risk is typically magnified in emerging markets, which are the less developed and developing nations. Certain of these countries have in the past failed to recognize private property rights and have at times nationalized and expropriated the assets of private companies. Political, social and economic structures in many emerging market countries may be less established than in developed countries and may change rapidly. Such countries may also lack the social, political and economic characteristics of more developed countries. Unanticipated political, social or economic developments may affect the values of a Fund’s investments in emerging market countries and the availability to a Fund of additional investments in these countries. The legal remedies for investors in emerging markets may be more limited than the remedies available in the U.S., and the ability of U.S. authorities (e.g., the SEC and the U.S. Department of Justice) to bring actions against bad actors may be limited.

The currencies of certain emerging market countries have from time to time experienced a steady devaluation relative to the U.S. dollar, and continued devaluations may adversely affect the value of a Fund’s assets denominated in such currencies. Many emerging market countries have experienced substantial rates of inflation for many years, and continued inflation may adversely affect the economies and securities markets of such countries.

116

The small size, limited trading volume and relative inexperience of the financial markets in these countries may make a Fund’s investments in such countries illiquid and more volatile than investments in more developed countries. There may be little financial or accounting information available with respect to issuers located in these countries, and this information may not reflect the issuer’s financial position in the same way as it would be reflected if the financial and accounting information had been prepared in accordance with U.S. Generally Accepted Accounting Principles. As a result, it may be difficult to assess the value or prospects of an investment in such issuers.

The system of share registration and custody in some emerging market countries may create certain risks of loss (including in some cases the risk of total loss) and a Fund may be required to establish special custodial or other arrangements before making investments in these countries. There is an increased risk of uninsured loss due to lost, stolen or counterfeit stock certificates or unauthorized trading, or other fraudulent activity.

Prior governmental approval of non‑U.S. investments may be required and foreign investment in U.S. companies may be subject to limitation in some emerging market countries. Certain emerging market countries require governmental approval prior to investments by foreign persons or limit investment by foreign persons to only a specified percentage of an issuer’s outstanding securities or a specific class of securities which may have less advantageous terms (including price) than securities of the company available for purchase by nationals. Repatriation of investment income, capital and proceeds of sales by foreign investors may require governmental registration and/or approval in some developing countries. A Fund could be adversely affected by delays in or a refusal to grant any required governmental registration or approval for such repatriation.

The economies of certain developing countries may be dependent upon international trade and, accordingly, have been and may continue to be adversely affected by trade barriers, exchange controls, managed adjustments in relative currency values and other protectionist measures imposed or negotiated by the countries with which they trade. These economies also have been and may continue to be adversely affected by economic conditions in the countries with which they trade.

With respect to the Emerging Markets Debt Fund, the risks of investing in emerging markets are further magnified in frontier markets, which may have greater political or economic instability and may also be subject to trade barriers, adjustments in currency values and developing or changing securities laws and other regulations. Investments in frontier market countries generally are less liquid and subject to greater price volatility than investments in developed markets or emerging markets generally.

Risks of Investing in Russia. The United States and EU have instituted various sanctions against Russia and certain Russian individuals, banking entities and corporations in response to Russia’s large-scale military invasion of Ukraine in February 2022. These sanctions and other intergovernmental actions that may be undertaken against Russia may result in the devaluation of Russian currency, a downgrade in credit ratings of Russian securities or those of companies located in or economically tied to Russia, and increased market volatility and disruption in Russia and throughout the world. These sanctions will result in the immediate freeze of Russian securities, impairing the ability of a Fund to buy, sell, receive or deliver those securities. In addition, retaliatory action by the Russian government could involve the seizure of assets and any such actions are likely to impair the value and liquidity of such assets. Any or all of these potential results have harmed Russia’s economy.

Risks of Investing in China. By investing in securities or instruments that are economically tied to the PRC, a Fund is subject to certain risks in addition to those generally applicable to investment in foreign and emerging markets. The PRC has had a relatively stable political environment in recent periods, but such stability is not guaranteed to continue. A Fund’s exposure to the PRC is also subject to certain other risks including, among others, risks associated with (i) inefficiencies associated with inconsistent growth, (ii) the limited operating history and relatively small size of many companies in China, (iii) the potential for, at times significant, government intervention in markets or the economy at large, (iv) the uncertainty inherent

117

in, and potential changes that could be made in respect of, the rules and regulations of the market access programs that govern many investments in the PRC, and (v) uncertainty in whether the PRC’s government is committed to continuing economic reforms. In addition to these risks, the relationship between the PRC and Hong Kong or Macau may present a risk to a Fund’s investment in the PRC, Hong Kong, or Macau. Controls on foreign investment in the PRC and limitations on repatriation of invested capital present additional risks for a Fund’s investment in the PRC. Although there has been a recent relaxation of requirements governing the repatriation of funds under certain market access programs, it is not clear whether and how these relaxed requirements will be implemented in practice. As a result, due to regulatory requirements in the PRC, a Fund may be limited in its ability to invest in securities or instruments tied to the PRC and/or may be required to liquidate its holdings in securities or instruments tied to the PRC, including at an inopportune time—which could result in losses for a Fund. Securities exchanges in the PRC also typically have the right to suspend or limit trading in any security traded on the relevant exchange. The PRC government or relevant PRC regulators may also implement policies that may adversely affect the PRC financial markets. Such suspensions, limitations or policies may have a negative impact on the performance of a Fund’s investments.

Changes to political and economic relationships, including recent trade and policy disputes and strained international relations, between China and other countries and changes to China’s socioeconomic systems may adversely affect a Fund’s investments in China. For example, continued hostility and the potential for future political or economic disturbances between China and the United States may have an adverse impact on the values of investments in China, the United States and/or other countries.

Pursuant to an Executive Order issued in November 2020 and subsequently amended in June 2021 (collectively, the “Order”), U.S. persons, including the Funds, are prohibited from transacting in publicly traded securities of any “Communist Chinese Military Company” (“CCMC”) specifically identified in the Order. The Order is intended to prevent China from exploiting U.S. investors to finance the development and modernization of its military. The substantive requirements of this executive order were subsequently implemented by the Department of the Treasury’s Office of Foreign Assets Control through formal rulemaking. Also, in December 2020, the Holding Foreign Companies Accountable Act (“HFCAA”) was signed into law and requires companies publicly listed on stock exchanges in the United States to declare they are not owned or controlled by any foreign government. Under the HFCAA, Chinese companies listed on stock exchanges in the United States could be de‑listed if they utilize an auditor that is not subject to inspection from the Public Company Accounting Oversight Board (“PCAOB”). In September 2021, the PCAOB adopted a final rule implementing the HFCAA, which prohibits foreign companies from listing their securities on U.S. stock exchanges if these companies do not permit oversight of the audit by the PCAOB for three consecutive years. In addition, in December 2021, the SEC adopted final amendments implementing the disclosure and submission requirements of the HFCAA. The Order, HFCAA or similar future actions by the United States government, may limit the securities in which a Fund may invest.

Variable Interest Entities. A Fund’s investments in emerging markets may also include investments in U.S.- or Hong Kong-listed issuers that have entered into contractual relationships with a China-based business and/or individuals/entities affiliated with the business structured as a variable interest entity (“VIE”). Instead of directly owning the equity interests in a Chinese company, the listed company has contractual arrangements with the Chinese company, which are expected to provide the listed company with exposure to the China-based company. These arrangements are often used because of Chinese governmental restrictions on non‑Chinese ownership of companies in certain industries in China. By entering into contracts with the listed company that sells shares to U.S. investors, the China-based companies and/or related individuals/entities indirectly raise capital from U.S. investors without distributing ownership of the China-based companies to U.S. investors.

Even though the listed company does not own any equity in the China-based company, the listed company expects to exercise power over and obtain economic rights from the China-based company based on the contractual arrangements. All or most of the value of an investment in these companies depends on the enforceability of the contracts between the listed company and the China-based VIE. If the parties to the contractual arrangements do not meet their obligations as intended or there are effects on the enforceability of

118

these arrangements from changes in Chinese law or practice, the listed company may lose control over the China-based company, and investments in the listed company’s securities may suffer significant economic losses.

The contractual arrangements permit the listed issuer to include the financial results of the China-based VIE as a consolidated subsidiary. The listed company often is organized in a jurisdiction other than the United States or China (e.g., the Cayman Islands), which likely will not have the same disclosure, reporting, and governance requirements as the United States.

While VIEs are a longstanding industry practice, well known to Chinese officials and regulators, VIEs are not formally recognized under Chinese law. The Chinese government could determine at any time and without notice that the underlying contractual arrangements on which control of the VIE is based violate Chinese law, which may result in a significant loss in the value of an investment in a listed company that uses a VIE structure. Other risks associated with such investments include the risk that a breach of the contractual agreements between the listed company and the China-based VIE (or its officers, directors, or Chinese equity owners) will likely be subject to Chinese law and jurisdiction, which raises questions about whether and how the listed company or its investors could seek recourse in the event of an adverse ruling as to its contractual rights; and that investments in the listed company may be affected by conflicts of interest and duties between the legal owners of the China-based VIE and the stockholders of the listed company, which may adversely impact the value of investments of the listed company.

Risks of Investing through China Stock Connect. China A‑shares (“A‑shares”) are equity securities of companies based in mainland China that trade on Chinese stock exchanges such as the Shanghai Stock Exchange (“SSE”) and the Shenzhen Stock Exchange (“SZSE”). Foreign investment in A‑shares on the SSE and SZSE has historically not been permitted, other than through a license granted under regulations in the People’s Republic of China known as the Qualified Foreign Institutional Investor and Renminbi Qualified Foreign Institutional Investor systems. Each license permits investment in A‑shares only up to a specified quota.

Investment in eligible A‑shares listed and traded on the SSE or the SZSE is also permitted through the respective Shanghai-Hong Kong and Shenzhen‑Hong Kong Stock Connect programs (together, “Stock Connect”). Stock Connect is a securities trading and clearing links program developed by Hong Kong Exchanges and Clearing Limited (“HKEX”), SSE, SZSE, and China Securities Depositary and Clearing Corporation Limited (“ChinaClear”) with an aim to achieve mutual stock market access between the People’s Republic of China and Hong Kong.

Investment in eligible A‑shares through Stock Connect is subject to trading, clearance and settlement procedures that could pose risks to a Fund. Stock Connect imposes daily quota limitations, and investors may not purchase and sell the same security on the same trading day, which may restrict a Fund’s ability to enter into or exit trades on a timely basis. Stock Connect can operate only when the Shanghai or Shenzhen markets, in addition to the Hong Kong market, are open for trading and when banking services are available in both markets on the corresponding settlement days. As such, if one or both markets are closed on a U.S. trading day, a Fund may not be able to dispose of its A‑shares in a timely manner, which could adversely affect Fund performance. HKEX, SSE, and SZSE each reserve the right to suspend trading and the A‑shares market has historically had a higher propensity for trading suspensions than many other global equity markets. Because of the way in which A‑shares are held in Stock Connect, a Fund may not be able to exercise the rights of a shareholder and may be limited in their ability to pursue claims against the issuer of a security.

The regulations of Stock Connect are relatively new and untested and are subject to changes, which could adversely impact a Fund’s rights with respect to its A‑shares. As Stock Connect is relatively new, there are no assurances that the operational systems of the relevant market participants comprising the Stock Connect program will function properly, independently or in coordination with other participants. U.S. sanctions or other investment restrictions could preclude a Fund from investing in certain Chinese issuers or cause a Fund to sell investments at a disadvantageous time.

119

Quota Limitations. The Stock Connect is subject to quota limitations; in particular, once the remaining balance of the relevant quota drops to zero or the daily quota is exceeded, buy orders will be rejected (although investors will be permitted to sell their cross-boundary securities regardless of the quota balance). Therefore, quota limitations may restrict a Fund’s ability to invest through the Stock Connect on a timely basis, and the relevant Fund may not be able to effectively pursue its investment strategy.

Legal/Beneficial Ownership. The SSE and SZSE A‑shares in respect of the Funds are held by the depositary/sub‑custodian in accounts in the Hong Kong Central Clearing and Settlement System maintained by the HKSCC as central securities depositary in Hong Kong. HKSCC in turn holds the SSE and SZSE A‑shares, as the nominee holder, through an omnibus securities account in its name registered with ChinaClear. The precise nature and rights of the Funds as the beneficial owners of the SSE and SZSE A‑shares through HKSCC as nominee is not well defined under PRC law. Because HKSCC is only a nominee holder and not the beneficial owner of SSE or SZSE A‑shares, in the unlikely event that HKSCC becomes subject to winding up proceedings in Hong Kong, investors should note that SSE and SZSE A‑shares will not be regarded as part of the general assets of HKSCC available for distribution to creditors even under mainland China law. However, HKSCC will not be obliged to take any legal action or enter into court proceedings to enforce any rights on behalf of investors in SSE or SZSE A‑shares in mainland China. Foreign investors, like the Funds investing through the Stock Connect holding the SSE or SZSE A‑shares through HKSCC, are the beneficial owners of the assets and are therefore eligible to exercise their rights through the nominee only.

Clearing and Settlement Risk. HKSCC and ChinaClear have established the clearing links and each has become a participant of the other to facilitate clearing and settlement of cross-boundary trades. For cross-boundary trades initiated in a market, the clearing house of that market will on one hand clear and settle with its own clearing participants, and on the other hand undertake to fulfill the clearing and settlement obligations of its clearing participants with the counterparty clearing house. As the national central counterparty of the PRC’s securities market, ChinaClear operates a comprehensive network of clearing, settlement and stock holding infrastructure. ChinaClear has established a risk management framework and measures that are approved and supervised by the China Securities Regulatory Commission. The chances of a ChinaClear default are considered to be remote. In the remote event of a ChinaClear default, HKSCC’s liabilities in SSE and SZSE A‑shares under its market contracts with clearing participants will be limited to assisting clearing participants in pursuing their claims against ChinaClear. HKSCC should in good faith, seek recovery of the outstanding stocks and monies from ChinaClear through available legal channels or through ChinaClear’s liquidation. In that event, the relevant Fund may suffer delay in the recovery process or may not fully recover its losses from ChinaClear.

Suspension Risk. Each of the SEHK, SSE and SZSE reserves the right to suspend trading, if necessary, for ensuring an orderly and fair market and that risks are managed prudently. Consent from the relevant regulator would be sought before a suspension is triggered. Where a suspension is effected, the Fund’s ability to access the PRC market will be adversely affected.

Differences in Trading Day. The Stock Connect only operates on days when both the PRC and Hong Kong markets are open for trading and when banks in both markets are open on the corresponding settlement days. It is therefore possible that there are occasions when it is a normal trading day for the PRC market, but the Funds cannot carry out any trading via the Stock Connect. The Funds may be subject to a risk of price fluctuations during the time when the Stock Connect is not trading as a result.

Restrictions on Selling Imposed by Front‑end Monitoring. PRC regulations require that before an investor sells any A‑share, there should be sufficient shares in the account; otherwise the SSE or SZSE will reject the sell order concerned. SEHK will carry out pre‑trade checking on sell orders of its participants (i.e., the stockbrokers) to ensure there is no over-selling. If a Fund intends to sell certain A‑shares it holds, it must transfer those shares to the respective accounts of its broker(s) before the

120

market opens on the day of selling (“trading day”). If it fails to meet this deadline, it will not be able to sell those shares on the trading day. Because of this requirement, a Fund may not be able to dispose of its holdings in a timely manner.

Operational Risk. The Stock Connect is premised on the functioning of the operational systems of the relevant market participants. Market participants are permitted to participate in this program subject to meeting certain information technology capability, risk management and other requirements as may be specified by the relevant exchange and/or clearing house. The securities regimes and legal systems of the two markets differ significantly and market participants may need to address issues arising from the differences on an on‑going basis. There is no assurance that the systems of the SEHK and market participants will function properly or will continue to be adapted to changes and developments in both markets. In the event that the relevant systems fail to function properly, trading in both markets through Stock Connect could be disrupted. A Fund’s ability to access the market (and hence to pursue its investment strategy) may be adversely affected.

Regulatory Risk. The Stock Connect is a novel concept. The current regulations are relatively new and untested and there is no certainty as to how they will be applied. In addition, the current regulations are subject to change and there can be no assurance that the Stock Connect will not be abolished. New regulations may be issued from time to time by the regulators/stock exchanges in the PRC and Hong Kong in connection with operations, legal enforcement and cross-border trades under the Stock Connect. Funds may be adversely affected as a result of such changes.

Recalling of Eligible Stocks. When a stock is recalled from the scope of eligible stocks for trading via the Stock Connect, the stock can only be sold and is restricted from being bought. This may affect the investment portfolio or strategies of the relevant Funds, for example, if the Adviser wishes to purchase a stock that is recalled from the scope of eligible stocks.

No Protection by Investor Compensation Fund. Investment in SSE and SZSE A‑shares via the Stock Connect is conducted through brokers and is subject to the risks of default by such brokers’ in their obligations. Investments of Funds are not covered by the Hong Kong’s Investor Compensation Fund, which has been established to pay compensation to investors of any nationality who suffer pecuniary losses as a result of default of a licensed intermediary or authorized financial institution in relation to exchange-traded products in Hong Kong. Since default matters in respect of SSE and SZSE A‑shares via Stock Connect do not involve products listed or traded in SEHK or Hong Kong Futures Exchange Limited, they will not be covered by the Investor Compensation Fund. Therefore, the Funds are exposed to the risks of default of the broker(s) it engages in its trading through the Stock Connect.

Geographic Risk. Although the Equity Funds investing primarily in foreign securities currently intend to maintain geographic diversification, the Equity Funds have the flexibility to invest no more than 50% (65% for Global Leaders Fund) of their equity holdings in securities of issuers in any one country. To the extent that an Equity Fund invests a significant portion of its assets in any one country or geographic region, the Fund will be subject to greater risk of loss or volatility than if the Fund always maintained wide geographic diversity among the countries or geographic regions in which it invests. Investing in any one country or geographic region makes a Fund more vulnerable to the risks of adverse securities markets, exchange rates and social, political, regulatory and economic events in that one country or geographic region.

Geopolitical Risk. Geopolitical and other events may disrupt securities markets and adversely affect global economies and markets and thereby decrease the value of a Fund’s investments. War, terrorism, economic uncertainty, and related geopolitical events have led, and in the future may lead, to increased short-term market volatility and may have adverse long-term effects on U.S. and world economies and markets generally. Likewise, natural and environmental disasters and systemic market dislocations could be highly disruptive to economies and markets, adversely affecting individual companies and industries, securities markets, interest rates, credit

121

ratings, inflation, investor sentiment, and other factors affecting the value of a Fund’s investments. The UK withdrew from the EU in January 2020, commonly referred to as “Brexit.” Uncertainty surrounding the consequences of Brexit could result in economic, market, and currency instability and volatility in the UK, Europe and worldwide. Additional members of the EU could pursue similar procedures to withdraw from the EU, increasing the risk of such instability and volatility.

During global market disruptions, a Fund’s exposure to the risks described elsewhere in this Prospectus will likely increase. Market disruptions can also prevent a Fund from implementing its investment strategies for a period of time and achieving its investment objective. For example, a market disruption may adversely affect the orderly functioning of the securities markets and may cause a Fund’s derivatives counterparties to discontinue offering derivatives on some underlying securities, reference rates, or indices, or to offer them on a more limited basis.

Government and Regulatory Risk. Governmental and regulatory authorities in the United States and other countries have taken, and may in the future take, actions intervening in the markets in which a Fund invests, and in the economy more generally. Governmental and regulatory authorities may also act to increase the scope or burden of regulations applicable to a Fund or to the companies in which a Fund invests. The effects of these actions on the markets generally, and a Fund’s investment program in particular, can be uncertain and could restrict the ability of a Fund to fully implement its investment strategies, either generally, or with respect to certain securities, industries or countries. For example, sanctions or other investment restrictions imposed by governments could preclude a Fund from investing in certain issuers or cause a Fund to sell investments at a disadvantageous time; new regulations on certain types of companies, including new anti-trust regulations, could adversely affect the value of certain investments held by a Fund; and new regulations promulgated by securities regulators could increase the costs of investing in a Fund by increasing expenses borne by the Fund in order to comply with such regulations.

By contrast, markets in some non‑U.S. countries historically have been subject to little regulation or oversight by governmental or regulatory authorities, which could heighten the risk of loss due to fraud or market failures in those countries. For example, a foreign government’s decision not to subject companies to uniform accounting, auditing and financial reporting standards practices, and requirements comparable to those applicable to U.S.-based companies could increase the risk that accounting fraud goes undetected. The lack of government-enforced oversight may result in investors having limited rights and few practical remedies to pursue shareholder claims.

Furthermore, governments, agencies or other regulatory bodies may adopt or change laws or regulations that could adversely affect a Fund or the market value of an instrument held by a Fund. The Adviser cannot predict the effects of any new laws or regulation that may be implemented, and there can be no assurance that any new laws or regulations will not adversely affect a Fund’s ability to achieve its investment objective. For example, financial entities, such as investment companies and investment advisers, are generally subject to extensive government regulation that may change frequently and have significant adverse consequences on a Fund. Similarly, investments in certain industries, sectors or countries may also be subject to extensive regulation. Economic downturns and political changes can trigger economic, legal, budgetary, tax, and other regulatory changes. Regulatory changes may impact the way a Fund is regulated or the way a Fund’s investments are regulated, affect the expenses incurred directly by a Fund and the value of its investments, and limit and/or preclude a Fund’s ability to pursue its investment strategy or achieve its investment objective.

Derivatives Risk. Investing in derivatives involves investment techniques and risks different from those associated with ordinary mutual fund securities transactions and may involve increased transaction costs. The Fund’s investment in derivatives may rise or fall more rapidly in value than other investments and may reduce the Fund’s returns. Changes in the value of the derivative may not correlate perfectly, or at all, with the underlying asset, reference rate or index, and the Fund could lose more than the principal amount invested. Derivatives also may be subject to certain other risks such as leveraging risk, liquidity risk, interest rate risk, market risk, credit risk, counterparty risk, operational risk, legal risk, management risk and the risk of mispricing

122

or improper valuation. Derivatives also may not behave as anticipated by the Fund, especially in abnormal market conditions. The use of derivatives may increase the volatility of the Fund’s net asset value. Derivatives may be leveraged such that a small investment in derivative instruments can have a significant impact on the Fund’s exposure to stock market values, interest rates, currency exchange rates or other investments. As a result, a relatively small price movement in a derivatives contract may cause an immediate and substantial loss or gain. It may be difficult or impossible for the Fund to purchase or sell certain derivatives in sufficient amounts to achieve the desired level of exposure, which may result in a loss or may be costly to the Fund. Some derivatives are more sensitive to market price fluctuations and to interest rate changes than other investments. The Fund also could suffer losses related to its derivatives positions as a result of unanticipated market movements, which losses are potentially unlimited. The Fund also may be exposed to losses if the counterparty in the transaction does not fulfill its contractual obligation. In addition, derivatives traded over‑the‑counter (“OTC derivatives”) do not benefit from the protections provided by exchanges in the event that a counterparty is unable to fulfill its contractual obligation. Such OTC derivatives therefore involve greater counterparty and credit risk and may be more difficult to value than exchange-traded derivatives. When a derivative is used as a hedge against a position that the Fund holds, any loss generated by the derivative should generally be offset by gains on the hedged instrument, and vice versa. While hedging can reduce or eliminate losses, it also can reduce or eliminate gains. Hedges are sometimes subject to imperfect matching between the derivative and the hedged investment, and there can be no assurance that the Fund’s hedging transactions will be effective. Also, suitable derivative transactions may not be available in all circumstances. Derivatives are subject to fees and other costs which are not reflected in the Annual Fund Operating Expenses table.

Derivatives are also subject to liquidity risk. Liquidity risk is the risk that a derivative instrument cannot be sold, closed out or replaced quickly at or very close to its fundamental value. Generally, exchange-traded derivatives are very liquid because the exchange clearinghouse is the counterparty of every contract. OTC derivatives are less liquid than exchange-traded derivatives since they often can be closed out only with the other party to the transaction. The Fund’s ability to sell or close out a position in an instrument prior to expiration or maturity depends on the existence of a liquid secondary market or, in the absence of such a market, the ability and willingness of the counterparty to enter into a transaction closing out the position. Therefore, there is no assurance that any derivatives position can be sold or closed out at a time and price that is favorable to the Fund. The possible lack of a liquid secondary market for certain derivatives and the resulting inability of the Fund to sell or otherwise close out a derivatives position could expose the Fund to losses and could make such derivatives more difficult for the Fund to value accurately. In addition, if the Fund has insufficient cash to meet daily variation margin or payment requirements, it may have to sell securities from its portfolio at a time when it may be disadvantageous to do so.

In October 2020, the SEC adopted a final rule related to the use of derivatives, short sales, reverse repurchase agreements and certain other transactions by registered investment companies (the “derivatives rule”). Subject to certain exceptions, the derivatives rule requires a Fund to trade derivatives (and other transactions that create future payment or delivery obligations) subject to a value‑at‑risk leverage limit requirement and certain derivatives risk management program and reporting requirements. However, subject to certain conditions, Funds that do not invest heavily in derivatives may be deemed limited derivatives that are not subject to the full requirements of the derivatives rule. These requirements may limit the ability of a Fund to use derivatives, short sales, reverse repurchase agreements and similar financing transactions as part of its investment strategies and may increase the cost of the Funds’ investments and cost of doing business, which could adversely affect investors.

Operating Expenses Risk. The Funds investing primarily in foreign securities are expected to incur operating expenses that are higher than those of mutual funds investing exclusively in U.S. securities because expenses such as custodial fees related to foreign investments are usually higher than those associated with investments in U.S. securities. The Funds sell and redeem shares in U.S. dollars and there are costs associated with converting holdings in foreign currencies to U.S. dollars. In addition, dividends and interest from foreign securities may be subject to foreign withholding taxes. (For more information, see “Your Account—Federal Income Taxes.”)

123

Leverage Risk. The Emerging Market Debt Fund’s investments in derivatives or exposure to derivatives through other investment vehicles expose the Fund to leverage inherent in such instruments. Such leveraged investments can amplify the effects of market volatility on the Fund’s net asset value (i.e., relatively small market movements may result in large changes in the Fund’s net asset value) and make the Fund’s returns more volatile. At times, the Fund’s leveraged investments may cause the Fund’s investment exposure to exceed its net assets and could cause the Fund to experience substantial losses, including the risk of total loss, if the market moves against the Fund. The use of leveraged investments may also cause the Fund to liquidate portfolio positions when it would not be advantageous to do so in order to satisfy its obligations. The use of leveraged investments may also cause the Fund to have higher expenses than those of mutual funds that do not use such techniques.

Interest Rate Risk. Normally, the values of fixed income securities vary inversely with changes in prevailing interest rates. The value of a Fund’s fixed income securities tends to decrease when interest rates rise and tends to increase when interest rates fall. Securities with longer maturities or durations held by a Fund are generally more sensitive to interest rate changes. As such, securities with longer maturities or durations are usually more volatile than those with shorter maturities or durations. The negative impact on fixed income securities from rising interest rates could be significant and negatively impact the Fund’s net asset value. The current rising interest rate environment may also result in periods of increased redemptions from a Fund and increased supply in the market due to selling activity to meet redemptions. If a Fund has to liquidate portfolio securities to meet redemptions in such an environment, it may have to do so at disadvantageous times and prices, which could negatively impact a Fund’s net asset value. A Fund’s investment in variable rate securities will generally be less sensitive to interest rate changes, but such securities may decline in value if their interest rates do not rise as much, or as quickly, as interest rates in general. The negative impact on fixed income securities from rising interest rates could be swift and significant and negatively impact the Fund’s net asset value.

Until recently, the U.S. Federal Reserve (“Fed”) maintained the level of interest rates in the U.S. at or near historic lows. However, in 2022, the Fed began to raise, and may continue to raise, interest rates as part of its efforts to address inflation. Separately, certain countries have experienced negative interest rates on certain fixed-income instruments. Very low or negative interest rates may also magnify interest rate risk. Changing interest rates may result in heightened market volatility and may detract from Fund performance to the extent a Fund is exposed to such interest rates and/or volatility.

Inflation Risk. The Funds’ investments are subject to inflation risk, which is the risk that the real value of assets or income from investments will be less in the future as inflation decreases the purchasing power and value of money (i.e., as inflation increases, the real value of the Fund’s assets can decline as can the purchasing power of the Fund’s distributions). Inflation rates may change frequently and significantly as a result of various factors, including unexpected shifts in the U.S. or global economy and changes in monetary or economic policies (or expectations that these policies may change). The market price of debt securities generally falls as inflation increases because the purchasing power of the future income and repaid principal is expected to be worth less when received by a Fund. The risk of inflation is greater for debt instruments with longer maturities and especially those that pay a fixed rather than variable interest rate. Generally, securities issued in emerging markets are subject to a greater risk of inflationary or deflationary forces, and more developed markets are better able to use monetary policy to normalize markets. Inflation has reached unusually high levels in recent periods and the Fed has increased interest rates significantly to seek to combat inflation.

Credit Risk. The value of a Fund’s securities is subject to the ability of the issuers of such securities to make interest payments or payment at maturity. Obligations that are unrated are not necessarily of lower quality than those that are rated, but may be less marketable. Not all securities issued or guaranteed by agencies or instrumentalities of the U.S. Government are backed by the full faith and credit of the United States. Such securities involve different degrees of government backing. Some obligations issued or guaranteed by U.S. Government agencies or instrumentalities in which a Fund may invest are backed by the full faith and credit of the United States, such as modified pass-through certificates issued by the Government National Mortgage

124

Association, while others are backed exclusively by the agency or instrumentality with limited rights of the issuer to borrow from the U.S. Treasury. Others are backed only by the credit of the issuer itself. While the U.S. Government may provide financial support to such agencies or instrumentalities, no assurance can be given that it will always do so since it is not so obligated by law.

A Fund’s investments in below-investment-grade securities (e.g., “high yield” or “junk” bonds) may have additional credit risk. Securities rated below BBB by a nationally recognized statistical rating organization have speculative characteristics and can be more vulnerable to bad economic news than investment grade securities, which could lead to a weakened capacity to make principal and interest payments. In some cases, below-investment-grade securities may decline in credit quality or go into default. For a description of ratings, see Appendix B in the Statement of Additional Information.

Mortgage-Backed/Asset-Backed Securities Risk. The value of a Fund’s mortgage-backed or asset-backed securities may be affected by, among other things, changes in interest rates, factors concerning the interests in and structure of the issuer or the originator of the mortgages, the creditworthiness of the entities that provide any supporting letters of credit, surety bonds or other credit enhancements or the market’s assessment of the quality of underlying assets. During periods of rising interest rates, property owners may prepay their mortgages more slowly than expected, resulting in slower prepayments of mortgage-backed securities, which increases the duration of a security and may reduce its value. When interest rates decline, property owners may prepay their mortgages more quickly than expected. This can reduce the returns of a Fund because the Fund may have to reinvest that money at the lower prevailing interest rates. A Fund’s investments in other asset-backed securities are subject to similar extension and prepayment risks as those described above for mortgage-backed securities.

Income Risk. Income risk is the risk that the income received by the Fund may decrease as a result of a decline in interest rates. A Fund’s income is based on short-term interest rates, which may fluctuate over short periods of time.

Credit Default Swap Risk. Credit default swaps are subject to the credit risk of the underlying reference obligation and to counterparty credit risk. If the counterparty fails to meet its obligations, a Fund may lose money. Credit default swaps are also subject to the risk that the Adviser will not properly assess the risk of the underlying reference obligation. If a Fund is selling credit protection, there is a risk that a credit event will occur and that a Fund will have to pay the counterparty. If a Fund is buying credit protection, there is a risk that no credit event will occur and a Fund will receive no benefit for the premium paid. Credit default swaps may be difficult to value and may have the effect of leverage on a Fund.

Mortgage-Backed To‑Be‑Announced (TBA) Securities Risk. To the extent a Fund purchases or sells mortgage-backed to‑be‑announced (TBA) securities, a Fund is subject to the risk that the counterparty may fail to consummate the transaction, which could cause a Fund to miss the opportunity to obtain a price or yield considered to be advantageous. Mortgage-backed TBAs may also have a leverage-like effect on a Fund and may cause a Fund to be more volatile.

Operational and Technology Risk. Cyber-attacks, disruptions, or failures that affect a Fund’s service providers or counterparties, issuers of securities held by the Fund, or other market participants may adversely affect the Fund and its shareholders, including by causing losses for the Fund or impairing Fund operations.

Cyber-attacks may include unauthorized attempts by third parties to improperly access, modify, disrupt the operations of, or prevent access to the systems of a Fund’s service providers or counterparties, issuers of securities held by the Fund or other market participants or data within them. In addition, power or communications outages, acts of god, information technology equipment malfunctions, operational errors, and inaccuracies within software or data processing systems may also disrupt business operations or impact critical data. Market events also may trigger a volume of transactions that overloads current information technology and communication systems and processes, impacting the ability to conduct a Fund’s operations.

125

Cyber-attacks, disruptions, or failures may adversely affect a Fund and its shareholders or cause reputational damage and subject a Fund to regulatory fines, litigation costs, penalties or financial losses, reimbursement or other compensation costs, and/or additional compliance costs. For example, a Fund’s or its service providers’ assets or sensitive or confidential information may be misappropriated, data may be corrupted, and operations may be disrupted (e.g., cyber-attacks or operational failures may cause the release of private shareholder information or confidential Fund information, interfere with the processing of shareholder transactions, impact the ability to calculate a Fund’s net asset value, and impede trading). In addition, cyber-attacks, disruptions, or failures involving a Fund counterparty could affect such counterparty’s ability to meet its obligations to the Fund, which may result in losses to the Fund and its shareholders. Similar types of operational and technology risks are also present for issuers of securities held by a Fund, which could have material adverse consequences for such issuers, and may cause the Fund’s investments to lose value. Furthermore, as a result of cyber-attacks, disruptions, or failures, an exchange or market may close or issue trading halts on specific securities or the entire market, which may result in a Fund being, among other things, unable to buy or sell certain securities or financial instruments or unable to accurately price its investments.

Substantial costs may be incurred in order to prevent any cyber-attacks, disruptions, or failures in the future. The costs related to cyber or other security threats or disruptions may not be fully insured or indemnified by other means. Privacy and information security laws and regulation changes, and compliance with those changes, may result in cost increases due to system changes and the development of new administrative processes. In addition, a Fund may be required to expend significant additional resources to modify its protective measures and to investigate and remediate vulnerabilities or other exposures arising from operational and security risks. There is no assurance that any efforts to mitigate cybersecurity risks undertaken by a Fund, the Adviser, or third-party service providers will be effective.

While a Fund and its service providers may establish business continuity and other plans and processes that seek to address the possibility of and fallout from cyberattacks, disruptions, or failures, there are inherent limitations in such plans and systems, including that they do not apply to third parties, such as Fund counterparties, issuers of securities held by a Fund, or other market participants, as well as the possibility that certain risks have not been identified or that unknown threats may emerge in the future and there is no assurance that such plans and processes will address the possibility of and fallout from cyber-attacks, disruptions, or failures. In addition, a Fund cannot directly control any cybersecurity plans and systems put in place by its service providers, Fund counterparties, issuers of securities held by the Fund, or other market participants.

LIBOR Transition Risk. A Fund may invest in securities or derivatives that are based on the London Interbank Offered Rate (“LIBOR”) or other interbank offered rates (“IBORs”). LIBOR transition risk is the risk that the transition away from LIBOR to alternative interest rate benchmarks is not orderly, occurs over various time periods or has unintended consequences. In 2017, the United Kingdom’s (“UK”) Financial Conduct Authority (“FCA”) announced plans to discontinue supporting LIBOR and transition away from LIBOR. At the end of 2021, certain LIBORs were discontinued, but the most widely used LIBORs may continue to be provided on a representative basis until June 30, 2023. The FCA may require that the benchmark administrator of LIBOR continue to produce USD LIBOR on a synthetic non‑representative basis until September 2024, although it is unclear what the impact of such a synthetic rate may be on the securities or derivatives in which the Fund may invest. In addition, in connection with supervisory guidance from U.S. regulators, U.S. regulated entities have ceased to enter into most new LIBOR contracts. There remains uncertainty regarding the nature of any replacement rate, and any potential effects of the transition away from LIBOR on a Fund or on certain instruments in which a Fund invests are not known. Various financial industry groups have been planning for that transition and certain regulators and industry groups have taken actions to establish alternative reference rates (e.g., the Secured Overnight Financing Rate (“SOFR”), which measures the cost of overnight borrowings through repurchase agreement transactions collateralized with U.S. Treasury securities and is intended to replace U.S. dollar LIBOR). The transition process may involve, among other things, an increase in volatility or illiquidity of markets for instruments that currently rely on LIBOR, a reduction in the value of certain instruments held by a Fund or a reduction in the effectiveness of related Fund transactions such as hedges. Various enacted legislation, including federally and in states such as New York, may affect the transition

126

of LIBOR-based instruments as well by permitting trustees and calculation agents to transition instruments with no LIBOR transition language to an alternative reference rate selected under such legislation. Those statutes include safe harbors from liability, which may limit the recourse a Fund may have if the alternative reference rate does not fully compensate the Fund for the transition of an instrument from LIBOR. It is uncertain what effect, if any, such legislation will have on the LIBOR transition. The effect of discontinuation of LIBOR on the Fund’s existing investments and obligations will depend on, among other things, (1) existing fallback provisions in individual contracts; (2) the impact of regulatory and legislative responses with respect to the LIBOR transition; and (3) whether, how, and when industry participants develop and widely adopt new reference rates and fallbacks for both legacy and new products or instruments. The Funds may invest in securities or other derivatives that are based on other IBORs that may be similarly discontinued. Any such effects, as well as other unforeseen effects, could result in losses to a Fund.

Sovereign and Quasi-Sovereign Default Risk. The Emerging Markets Debt Fund invests in securities issued by or guaranteed by non‑U.S. sovereign governments (known as sovereign debt securities) and in securities issued by entities that are owned or guaranteed by non‑U.S. sovereign governments (known as quasi-sovereign debt securities). An issuer of sovereign or quasi-sovereign debt held by the Fund, or the governmental authorities that control the repayment of the debt, may be unable or unwilling to repay the principal or interest when due, and the Fund may have limited recourse in the event of a default. This may result from political or social factors, the general economic environment of a country or levels of foreign debt or foreign currency exchange rates. Quasi sovereign debt obligations are typically less liquid and less standardized than sovereign debt obligations.

Aggressive Investment Technique Risk. The Emerging Markets Debt Fund may use investment techniques and financial instruments that may be considered aggressive, including but not limited to the use of futures contracts, options on futures contracts, securities and indices, forward contracts, swap agreements and similar instruments. Such techniques may also include taking short positions or using other techniques that are intended to provide inverse exposure to a particular market or other asset class, as well as leverage, which can expose the Fund to potentially dramatic losses or gains. These techniques may expose the Fund to potentially dramatic losses in the value of certain of its portfolio holdings.

Counterparty and Contractual Default Risk. The Emerging Markets Debt Fund’s investments in derivatives and other financial instruments that involve counterparties subject the Fund to the risk that the counterparty could default on its obligations under the agreement, either through the counterparty’s failure or inability to perform its obligations or bankruptcy. In the event of default, the Fund could experience lengthy delays in recovering some or all of its assets as a result of bankruptcy or other reorganization proceedings. The Fund could also experience limited recoveries or no recovery at all, and the value of an investment in the Fund could decline as a result. In addition, the Fund may default under an agreement with a counterparty which could adversely affect the Fund’s investing activities.

127

High Yield Securities Risk. The Emerging Markets Debt Fund may invest in high yield, high risk securities (also known as junk bonds) which are considered to be speculative. These investments may be issued by companies that are highly leveraged, less credit-worthy or financially distressed. Non‑investment grade debt securities can be more sensitive to short-term corporate, economic and market developments. During periods of economic uncertainty and change, the market price of the Fund’s investments and the Fund’s net asset value may be volatile. Furthermore, though these investments generally provide a higher yield than higher-rated debt securities, the high degree of risk involved in these investments can result in substantial or total losses. These securities are subject to greater risk of loss, greater sensitivity to economic changes, valuation difficulties, and a potential lack of a secondary or public market for securities. The market price of these securities can change suddenly and unexpectedly.

Distressed Debt Risk. When the Emerging Markets Debt Fund invests in obligations of financially troubled issuers (sometimes known as “distressed” securities), there exists the risk that the transaction involving such debt obligations will be unsuccessful, take considerable time or will result in a distribution of cash or a new security or obligation in exchange for the stressed and distressed debt obligations, the value of which may be less than the Fund’s purchase price of such debt obligations. Furthermore, if an anticipated transaction does not occur, the Fund may be required to sell its investment at a loss or hold its investment pending bankruptcy proceedings in the event the issuer files for bankruptcy.

Portfolio Turnover Rate Risk. Higher portfolio turnover rates involve correspondingly higher transaction costs, which are borne directly by a Fund. In addition, a Fund may realize significant short-term and long-term capital gains if portfolio turnover rate is high, which will result in taxable distributions to investors that may be greater than those made by other funds with lower portfolio turnover rates.

128

MANAGEMENT OF THE FUNDS

Trustees, Officers and Adviser. The Board of Trustees of the William Blair Funds (the “Trust”) has overall management responsibility. The duties of the Trustees and Officers of the Trust include overseeing the business affairs of the Trust, monitoring investment activities and practices and considering other matters concerning the Trust. The Statement of Additional Information has the names of and additional information about the Trustees and Officers of the Trust. Subject to the oversight of the Board of Trustees, William Blair Investment Management, LLC (the “Adviser” or “WBIM”), 150 North Riverside Plaza, Chicago, Illinois 60606, is responsible for providing investment advisory and management services to the Funds, including making decisions regarding Fund portfolio transactions, pursuant to a management agreement (the “Management Agreement”). The Statement of Additional Information includes information on brokerage commissions paid by the Funds in 2022, including amounts directed to third parties to pay for third-party research. William Blair & Company, L.L.C. is the principal underwriter and distributor of the Trust and acts as agent of the Trust in the sale of its shares (the “Distributor” or “WBC”). WBIM and WBC are collectively referred to herein as “William Blair.”

William Blair was founded over 85 years ago by William McCormick Blair. As of December 31, 2022, William Blair had over 2,100 employees including 240 partners. WBIM oversees the assets of the Trust, along with corporate pension plans, endowments and foundations. As of December 31, 2022, WBIM managed over $55 billion in equities, fixed income securities, derivatives and cash equivalents.

The Adviser firmly believes that clients are best served when portfolio managers are encouraged to draw on their experience and develop new ideas. This philosophy has helped build a hard-working, results-oriented team of 21 portfolio managers, supported by a team of analysts. The Adviser is registered as an investment adviser under the Investment Advisers Act of 1940.

For the fiscal year or period, as applicable, ended December 31, 2022, each Fund paid the Adviser an effective management fee (exclusive of any applicable waivers / reimbursements) for services performed as a percentage of the average daily net assets of the Fund as follows:


Fund	Effective Rate Paid as a % of Average Daily Net Assets
Growth Fund		0.75%
Large Cap Growth Fund		0.60%
Mid Cap Growth Fund		0.90%
Mid Cap Value Fund		0.70%
Small‑Mid Cap Core Fund		0.90%
Small‑Mid Cap Growth Fund		1.00%	⁽¹⁾
Small Cap Growth Fund		1.10%	⁽²⁾
Small Cap Value Fund		0.75%
Global Leaders Fund		0.85%
International Leaders Fund		0.85%
International Growth Fund		0.97%
Institutional International Growth Fund		0.95%	⁽³⁾
International Small Cap Growth Fund		1.00%	⁽⁴⁾
Emerging Markets Leaders Fund		1.00%	⁽⁵⁾
Emerging Markets Growth Fund		1.00%	⁽⁶⁾
Emerging Markets ex China Growth Fund		0.94%
Emerging Markets Small Cap Growth Fund		1.10%
China Growth Fund		0.97%	⁽⁷⁾
Emerging Markets Debt Fund		0.65%

129

(1)	Effective May 1, 2023, the management fee payable by the Small‑Mid Cap Growth Fund was reduced to 0.94% of the Fund’s average daily net assets. For the fiscal year ended December 31, 2022, the Fund paid the Adviser a contractual management fee equal to 1.00% of the Fund’s average daily net assets.

(2)	Effective May 1, 2023, the management fee payable by the Small Cap Growth Fund was reduced to 0.94% of the Fund’s average daily net assets. For the fiscal year ended December 31, 2022, the Fund paid the Adviser a contractual management fee equal to 1.10% of the Fund’s average daily net assets.

(3)

Effective May 1, 2022, the management fee rate payable by the International Growth Fund was reduced to 0.94% of the first $3 billion of the Fund’s average daily net assets; plus 0.90% of the next $2 billion of the Fund’s average daily net assets; plus 0.85% of the next $5 billion of the Fund’s average daily net assets; plus 0.825% of the next $5 billion of the Fund’s average daily net assets; plus 0.80% of the Fund’s average daily net assets over $15 billion. The Fund’s prior contractual management fee rate was 1.10% of the first $250 million of the Fund’s average daily net assets; plus 1.00% of the next $2.25 billion of the Fund’s average daily net assets; plus 0.975% of the next $2.5 billion of the Fund’s average daily net assets; plus 0.95% of the next $5 billion of the Fund’s average daily net assets; plus 0.925% of the next $5 billion of the Fund’s average daily net assets; plus 0.90% of the Fund’s average daily net assets over $15 billion.

(4)

Effective May 1, 2022, the management fee rate payable by the Institutional International Growth Fund was reduced to 0.94% of the first $1.875 billion of the Fund’s average daily net assets; plus 0.90% of the next $625 million of the Fund’s average daily net assets; plus 0.875% of the next $2.5 billion of the Fund’s average daily net assets; plus 0.85% of the next $5 billion of the Fund’s average daily net assets; plus 0.825% of the next $5 billion of the Fund’s average daily net assets; plus 0.80% of the Fund’s average daily net assets over $15 billion. The Fund’s prior contractual management fee rate was 1.00% of the first $500 million of average daily net assets; plus 0.95% of the next $500 million of average daily net assets; plus 0.90% of the next $1.5 billion of average daily net assets; plus 0.875% of the next $2.5 billion of average daily net assets; plus 0.85% of the next $5 billion of average daily net assets; plus 0.825% of the next $5 billion of average daily net assets; plus 0.80% of the average daily net assets over $15 billion.

(5)	Effective May 1, 2022, the management fee rate payable by the Emerging Markets Leaders Fund was reduced to 0.94% of the Fund’s average daily net assets. The Fund’s prior contractual management fee rate was 1.10% of the Fund’s average daily net assets.

(6)	Effective May 1, 2022, the management fee rate payable by the Emerging Markets Growth Fund was reduced to 0.94% of the Fund’s average daily net assets. The Fund’s prior contractual management fee rate was 1.10% of the Fund’s average daily net assets.

(7)	Effective May 1, 2022, the management fee rate payable by the China Growth Fund was reduced to 0.94% of the Fund’s average daily net assets. The Fund’s prior contractual management fee rate was 1.00% of the Fund’s average daily net assets.

Expense Waivers. The Adviser has entered into a contractual agreement with each Fund listed below to waive fees and/or reimburse expenses, if necessary, in order to limit the Fund’s operating expenses (excluding interest expenses, taxes, brokerage commissions, acquired fund fees and expenses, dividend and interest expenses on short sales, other investment-related costs and extraordinary expenses, such as litigation and other expenses not incurred in the ordinary course of the Fund’s business) for each class to the levels reflected in the table below until April 30, 2024. The agreement terminates upon the earlier of April 30, 2024 or the termination of the Management Agreement.


	Class N		Class I		Class R6/ Institutional Fund
Growth Fund		1.20%		0.95%		0.90%
Large Cap Growth Fund		0.90%		0.65%		0.60%
Mid Cap Growth Fund		1.20%		0.95%		0.90%
Mid Cap Value Fund⁽¹⁾		N/A		0.75%		0.70%
Small‑Mid Cap Core Fund		N/A		0.95%		0.90%
Small‑Mid Cap Growth Fund		1.24%		0.99%		0.94%

130


	Class N		Class I		Class R6/ Institutional Fund
Small Cap Growth Fund		1.24%		0.99%		0.94%
Small Cap Value Fund		1.15%		0.89%		0.85%
Global Leaders Fund		1.15%		0.90%		0.85%
International Leaders Fund		1.15%		0.90%		0.85%
International Growth Fund		1.24%		0.99%		0.94%
Institutional International Growth Fund		N/A		N/A		0.94%
International Small Cap Growth Fund		1.35%		1.10%		1.05%
Emerging Markets Leaders Fund		1.24%		0.99%		0.94%
Emerging Markets Growth Fund		1.24%		0.99%		0.94%
Emerging Markets ex China Growth Fund⁽¹⁾		N/A		0.99%		0.94%
Emerging Markets Small Cap Growth Fund		1.40%		1.15%		1.10%
China Growth Fund⁽¹⁾		N/A		0.99%		0.94%
Emerging Markets Debt Fund⁽¹⁾		N/A		0.70%		0.65%

(1)	Because of the expense limitation agreement and the recoupment provision for the Mid Cap Value Fund, Emerging Markets ex China Growth Fund, China Growth Fund, and Emerging Markets Debt Fund, each Fund may pay the Adviser less than the contractual management fee.

With respect to each of the Mid Cap Value Fund, Emerging Markets ex China Growth Fund, China Growth Fund, and Emerging Markets Debt Fund, the Adviser is entitled to recoupment of previously waived fees and reimbursed expenses for a period of three years subsequent to each Fund’s commencement of operations (March 16, 2022, July 29, 2022, August 27, 2021, and May 25, 2021, respectively) to the extent that such recoupment does not cause the Fund’s annual Fund operating expenses (after the recoupment is taken into account) to exceed both (1) the expense limit in place when such amounts were waived or reimbursed, and (2) such Fund’s current expense limitation.

Board Considerations of Management Agreement. The Semi-Annual Report for the period ending June 30, 2023 will contain a discussion regarding the factors the Board of Trustees considered for the approval and renewal, as applicable, of the Management Agreement for each Fund.

Additional Information. The Trust enters into contractual arrangements with various parties, including, among others, each Fund’s investment adviser, custodian, transfer agent, accountants and distributor, who provide services to each Fund. Shareholders are not parties to, or intended (or “third-party”) beneficiaries of, any of those contractual arrangements, and those contractual arrangements are not intended to create in any individual shareholder or group of shareholders any right to enforce the terms of the contractual arrangements against the service providers or to seek any remedy under the contractual arrangements against the service providers, either directly or on behalf of the Trust.

This Prospectus provides information concerning the Trust and the Funds that you should consider in determining whether to purchase shares of a Fund. Each Fund may make changes to this information from time to time. Neither this Prospectus, the SAI or any document filed as an exhibit to the Trust’s registration statement, is intended to, nor does it, give rise to an agreement or contract between the Trust or any Fund and any shareholder, or give rise to any contract or other rights in any individual shareholder, group of shareholders or other person other than any rights conferred explicitly by federal or state securities laws that may not be waived.

Portfolio Management. Additional information is provided below on each Fund’s portfolio manager(s) identified in the Summary section. The Statement of Additional Information provides additional information about the portfolio managers including the structure of their compensation, other accounts they manage and their ownership of securities in the Funds.

131

For each Fund that is managed by a portfolio management team, each member of the portfolio management team has equal responsibility for the Fund’s investment strategy, asset allocation, portfolio construction and security selection. All portfolio managers are supported by a team of research analysts.

Alaina Anderson, CFA, a Partner of William Blair Investment Management, LLC, has co‑managed the International Leaders Fund since 2021. Ms. Anderson has managed the Adviser’s International Leaders ADR strategy since 2019. Before that, Ms. Anderson covered multiple sectors as a research analyst for the Adviser, including the Consumer and Health Care sectors, along with her most recent responsibilities covering real assets companies. Before joining William Blair in 2006, she was a senior analyst in the investments department of the MacArthur Foundation, where she provided research support for internally managed portfolios and was involved in investment manager due diligence, selection, and monitoring for the foundation’s U.S., non‑U.S., and hedge-fund portfolios. Before joining the MacArthur Foundation, Alaina was an investor relations consultant with Ashton Partners and a financial advisor with UBS PaineWebber. She has the Chartered Financial Analyst designation and is a member of the CFA Institute and the CFA Society Chicago. Education: B.S., Wharton School at the University of Pennsylvania and an M.B.A. from the University of Chicago’s Booth School of Business.

Marcelo Assalin, CFA, a Partner of William Blair Investment Management, LLC, has co‑managed the Emerging Markets Debt Fund since its inception. He is the head of the Emerging Markets Debt team and is a portfolio manager. He is also a member of the leadership team for William Blair Investment Management. Prior to joining William Blair, Marcelo was the Head of Emerging Markets Debt at NN Investment Partners (formerly ING Investment Management), a role he began in 2015. Additionally, he was the lead portfolio manager for blended debt portfolios. Previously, Marcelo was the lead portfolio manager for NNIP’s local currency strategies. Before joining NNIP in 2013, he was a senior EMD portfolio manager and then head of EM Sovereign Debt at ING IM USA (now Voya Financial). Prior to ING IM, Marcelo was with SulAmerica Investimentos in various investment capacities, including CIO from 2005 to 2008. He began his career as a credit analyst at Bank Boston in Sao Paulo, covering Brazilian companies. He also has the Chartered Financial Analyst designation. Education: B.A., Business Administration & Accounting, Universidade de São Paulo.

Daniel Crowe, CFA, a Partner of William Blair Investment Management, LLC, has co‑managed the Mid Cap Growth Fund and Small‑Mid Cap Growth Fund since 2015, and the Small‑Mid Cap Core Fund since its inception in 2019. He joined William Blair as a research analyst in 2011. Prior to joining William Blair, he was a midcap portfolio manager at Pyramis Global Advisors, and prior to that he was a portfolio manager and analyst at The Boston Company/Founders Asset Management. He began his career as a generalist analyst at Marsico Capital Management. He has the Chartered Financial Analyst designation and is a member of the CFA Institute and the CFA Society of Chicago. Education: B.S., Mechanical Engineering, University of Illinois at Urbana-Champaign.

Simon Fennell, a Partner of William Blair Investment Management, LLC, has co‑managed the International Growth Fund since 2013, the Institutional International Growth Fund since 2013, the International Leaders Fund since 2013 and the International Small Cap Growth Fund since 2017 along with associated separate accounts and commingled fund portfolios. He joined William Blair in 2011 as a research analyst, also focusing on idea generation and strategy more broadly. Prior to joining William Blair, he was a Managing Director in the Equities division at Goldman Sachs in London and Boston, where he was responsible for institutional, equity research coverage for European and International stocks. Previously, he was in the Corporate Finance Group at Lehman Brothers in London and Hong Kong, working in the M&A and Debt Capital Markets Groups. Education: M.A., University of Edinburgh; M.B.A., Johnson Graduate School of Management, Cornell University.

Matthew Fleming, CFA, an Associate of William Blair Investment Management, LLC, has co‑managed the Mid Cap Value Fund since its inception in 2022. Mr. Fleming is a research analyst for the Adviser’s small- to mid‑cap value equity strategies. He focuses on the energy, utilities and industrials sectors. Before joining William Blair in 2021, Mr. Fleming was a member of the small- to mid‑cap value equity teams at Investment Counselors of Maryland, LLC. Before joining Investment Counselors of Maryland, LLC in 2008, Mr. Fleming was a senior

132

research analyst at PNC Capital Advisors/Mercantile Capital Advisors from 2004 to 2008. Before becoming a research analyst, Mr. Fleming held various roles at GB Asset Advisors, Triumph Group, and BT Alex. Brown/Deutsche Bank AG. He has the Chartered Financial Analyst designation. Education: B.A., Princeton University.

David Fording, CFA, a Partner of William Blair Investment Management, LLC, has managed or co‑managed the Growth Fund since 2006. He joined William Blair in November of 2005 as a co‑portfolio manager of William Blair’s Institutional All Cap Growth strategy. He joined William Blair from TIAA-CREF Investment Management, Inc. where he spent ten years, most recently as a co‑portfolio manager of the TIAA-CREF Mid Cap Growth Fund Team (from 2003 to 2005). Previously, he was an equity analyst for TIAA-CREF responsible for covering media and entertainment stocks on a global basis. He was also a member of TIAA-CREF’s Large Cap Growth portfolio management team from 1997 to 1999. He has the Chartered Financial Analyst designation and is a member of the CFA Institute and the CFA Society of Chicago. In addition, he is a Fundamentals of Sustainability Accounting Credential holder. Education: B.A., Tufts University; M.B.A., Stern School of Business, New York University.

James Golan, CFA, a Partner with William Blair Investment Management, LLC, has co‑managed the Large Cap Growth Fund since 2005. He joined William Blair in 2000 as a research analyst. In 2005, he joined the Institutional Large Cap Growth Team as a co‑portfolio manager. Previously, he was a research analyst with Citigroup Global Asset Management and Scudder Kemper Investments. He has the Chartered Financial Analyst designation and is a member of the CFA Institute and the CFA Society of Chicago. Education: B.A., DePauw University; M.B.A., Northwestern University Kellogg Graduate School of Management.

William V. Heaphy, CFA, an Associate of William Blair Investment Management, LLC, has co‑managed the Small Cap Value Fund since 2021 (and had managed the Predecessor Fund since 1999), as well as the Mid Cap Value Fund since its inception in 2022. Mr. Heaphy has over 27 years of investment experience. He joined William Blair in 2021. Previously, Mr. Heaphy was a Principal at Investment Counselors of Maryland, LLC, which he joined in 1994. He has the Chartered Financial Analyst designation. Education: B.S., Lehigh University; J.D., University of Maryland.

James Jones, CFA, a Partner of William Blair Investment Management, LLC, has co‑managed the Small‑Mid Cap Growth Fund and the Mid Cap Growth Fund since 2019. He joined William Blair in 2010 as a research analyst focusing on U.S. small cap industrials. From 2017 to 2019, he was a co‑director of research for the U.S. Growth Equity team at William Blair. Before joining William Blair in 2010, he was an investment analyst at Federated Investors. He has the Chartered Financial Analyst designation and is a member of the CFA Institute and the CFA Society of Chicago. Education: B.S., Accounting, Miami University; M.B.A., the University of North Carolina.

Kenneth J. McAtamney, a Partner of William Blair Investment Management, LLC, has co‑managed the Global Leaders Fund since 2008, the International Leaders Fund since its inception in 2012, the International Growth Fund since 2017, the Institutional International Growth Fund since 2017 and the Emerging Markets Leaders Fund since 2022, along with associated separate account and commingled fund portfolios. He joined William Blair in 2005 as an international stock analyst. From 1997 to 2005, he was with Goldman Sachs in various capacities, including as a Vice President representing both International and Domestic Equities. Education: B.A., Finance, Michigan State University; M.B.A., Indiana University.

Todd M. McClone, CFA, a Partner of William Blair Investment Management, LLC, has co‑managed the Emerging Markets Growth Fund since its inception in 2005, the Emerging Markets Leaders Fund since 2008, the Emerging Markets Small Cap Growth Fund since its inception in 2011, and the Emerging Markets ex China Growth Fund since its inception in 2022 along with associated separate account and commingled fund portfolios. He has been with William Blair since 2000. From 1993 through 2000, he was a senior research analyst specializing in international equity for Strong Capital Management. Prior to joining Strong Capital Management, he was a Corporate Finance Research Analyst with Piper Jaffray. At Piper Jaffray, he worked with the corporate

133

banking financials team on a variety of transactions including initial public offerings, mergers and acquisitions and subordinated debt offerings, and issued fairness opinions and conducted private company valuations. He has the Chartered Financial Analyst designation and is a member of the CFA Institute. Education: B.B.A. and B.A., University of Wisconsin-Madison.

Gary J. Merwitz, an Associate of William Blair Investment Management, LLC, has co‑managed the Small Cap Value Fund since 2021 (and had managed the Predecessor Fund since 2004). Mr. Merwitz has over 24 years of investment experience. He joined William Blair in 2021. Previously, Mr. Merwitz was a Principal at Investment Counselors of Maryland, LLC, which he joined in 2004. Education: B.S. University of Maryland; M.B.A., Fuqua School of Business.

D.J. Neiman, CFA, a Partner of William Blair Investment Management, LLC, has co‑managed the Emerging Markets Small Cap Growth Fund and International Small Cap Growth Fund since 2021. Mr. Neiman served as co‑director of research for the global equity team from 2016 to 2021. He also was a global equity research analyst covering large- and mid‑cap financial companies. Before joining the Adviser in 2009, D.J. was an analyst in William Blair’s sell-side research group, covering the financials sector with a focus on the asset-management and advisory investment-banking industries. Previously, D.J. was a senior accountant with William Blair Funds and a fund analyst at Scudder Kemper Investments. He has the Chartered Financial Analyst designation and is a member of the CFA Institute and the CFA Society Chicago. Education: B.S. from Miami University and an M.B.A., with high distinction, from the University of Michigan’s Ross School of Business.

Casey Preyss, CFA, a Partner of William Blair Investment Management, LLC, has co‑managed the Emerging Markets Growth Fund since 2015, the China Growth Fund since 2021, the Emerging Markets Small Cap Growth Fund since 2016, and the Emerging Markets ex China Growth Fund since its inception in 2022 along with associated separate account and commingled fund portfolios. Having joined William Blair in 2000, Mr. Preyss was previously a research analyst covering the Industrials, IT and Resources sectors and also served as the Global Industrials Sector Team Leader. Prior to his research responsibilities, Mr. Preyss was a Quantitative Analyst with the team. Prior to joining William Blair, Mr. Preyss was with Thomas White International as an International Equity Research Sales Associate. He has the Chartered Financial Analyst designation. Education: B.S. B.A., The Ohio State University; M.B.A., University of Chicago Booth School of Business.

David Ricci, CFA, a Partner of William Blair Investment Management, LLC, has co‑managed the Large Cap Growth Fund since 2011. He has been with William Blair since February 1994 when he started as a research analyst for the Consumer/Retail sell-side research effort at William Blair. He was made group head in June 2001. Previously, he was with Procter & Gamble, Melville, and spent 2 1/2 years as a strategy consultant at Bain & Company. He has the Chartered Financial Analyst designation and is a member of the CFA Institute and the CFA Society of Chicago. Education: Sc.B., Brown University, magna cum laude; M.B.A., Harvard Business School.

Marco Ruijer, CFA, an Associate of William Blair Investment Management, LLC, has co‑managed the Emerging Markets Debt Fund since its inception. He is a Hard Currency portfolio manager on the Emerging Markets Debt team. Prior to joining William Blair, Marco was the lead portfolio manager within the Emerging Markets Debt team at NN Investment Partners (formerly ING Investment Management), responsible for managing EMD Hard Currency portfolios. Before joining NNIP in 2013, Marco was a senior fund manager for EMD at Mn Services in the Netherlands where he managed various EMD portfolios. Prior to this, he worked with the Investment Strategy and Risk Management team. Marco began his career in 1998 as an Investment Trainee at Mn. He has the Chartered Financial Analyst designation. Education: M.A., International Financial Economics, University of Amsterdam.

Hugo Scott-Gall, a Partner of William Blair Investment Management, LLC, has co‑managed the Global Leaders Fund since 2021 and the Emerging Markets Leaders Fund since 2022 along with associated separate account and commingled fund portfolios. He also serves as co‑director of research for the global equity team. He is also a thematic strategist. He is responsible for researching longer-term trends affecting corporate performance and

134

developing systematic solutions for broad investment challenges. Before joining William Blair in 2018, Hugo was a managing director and head of the thematic research team at Goldman Sachs that investigated thematic changes, analyzed their effects across industries, and sought to identify long-term structurally advantaged companies. He produced Fortnightly Thoughts, a publication offering thematic insights, and GS Sustain, a long- term-focused publication that sought to identify best‑in‑breed companies. He also oversaw GS Dataworks, a team that used alternative data to augment fundamental research. Before his move into thematic research, Hugo was an equity research analyst covering European transportation companies. Before Goldman Sachs, he was an equity research analyst at Fidelity Investments.

Ward Sexton, CFA, a Partner of William Blair Investment Management, LLC, has co‑managed the Small Cap Growth Fund since 2016 and the Small‑Mid Cap Core Fund since its inception in 2019. In 2001, he joined the Fund’s investment team as a research analyst and covered Resources Financials and Consumer companies at various points during his time as an analyst. He joined William Blair in 1999 and worked in the firm’s corporate finance group for two years. He has the Chartered Financial Analyst designation and is a member of the CFA Institute and the CFA Society of Chicago. Education: B.S., Finance with honors, University of Illinois Urbana-Champaign; M.B.A., high honors, University of Chicago Booth School of Business.

Andrew Siepker, CFA, a Partner of William Blair Investment Management, LLC, has co‑managed the International Growth Fund and the Institutional International Growth Fund since 2022 along with associated separate account and commingled fund portfolios. Mr. Siepker is also a global equity research analyst covering industrial companies. Previously, he was a research analyst conducting non‑U.S. consumer research and worked on William Blair’s sell-side as a research associate focused on e‑commerce and hardline retailers. Before joining William Blair in 2006, Mr. Siepker was a financial analyst in a finance training program at First Data Corporation. He has the Chartered Financial Analyst designation and is a member of the CFA Institute and the CFA Society Chicago. Education: B.S. in Finance, with high distinction, from the University of Nebraska.

Mark Thompson, CFA, a Partner of William Blair Investment Management, LLC, has co‑managed the Small Cap Growth Fund since 2020. Previously, he was a research analyst and an associate portfolio manager on William Blair’s Small Cap Growth strategy. In Mr. Thompson’s research role, he focused on U.S. small cap stocks across sectors. Before joining the firm as a research analyst in 2006, he was a research generalist at Kidron Capital for three years. Before that, he was a research analyst covering healthcare at American Express for two years. He has the Chartered Financial Analyst designation and is a member of the CFA Institute and the CFA Society Chicago. Education: B.B.A., Finance (with an emphasis on accounting) and M.B.A. (with an emphasis on finance), University of Iowa.

Vivian Lin Thurston, CFA, a Partner of William Blair Investment Management, LLC, has co‑managed the China Growth Fund and the Emerging Markets Growth Fund since 2021 and the Emerging Markets ex China Growth Fund since its inception in 2022. Since 2018, Ms. Thurston has been a portfolio manager for William Blair’s China A‑Shares Growth strategy and a global research analyst covering Chinese equities. Previously, she was a global research analyst covering large‑cap consumer companies for the Adviser. Before joining William Blair in 2016 Vivian was vice president and consumer sector head at Calamos Investments. Prior to that, she was an executive director and senior investment analyst at UBS Global Asset Management/Brinson Partners, where she was responsible for stock selection and research for consumer sectors in the United States and emerging markets. Vivian also held roles at Mesirow Financial, China Agribusiness Development Trust and Investment Corporation, and Vanke. She has the Chartered Financial Analyst designation and is a member of the CFA Institute and the CFA Society Chicago. Education: B.A. in sociology from Peking University and an M.A. in sociology and M.S. in finance from the University of Illinois Urbana-Champaign.

Similarly Managed Account Performance.

The historical performance data shown below represents the actual performance of a composite of all accounts previously managed by the Adviser with substantially similar objectives, policies, strategies and risks as the Small‑Mid Cap Core Fund since the composite’s inception on June 1, 2017.

135

The performance shown is not that of the Small‑Mid Cap Core Fund and is provided solely to illustrate the prior performance of the Adviser in a substantially similar strategy and does not indicate the future performance of the Small‑Mid Cap Core Fund. Past performance does not guarantee future results. Results may differ because of, among other things, differences in brokerage commissions, account expenses including management fees, the size of positions taken in relation to account size, diversification of the account, timing of purchases and sales and availability of cash for new investment.

Returns include all dividends, interest, realized and unrealized gains and losses. The performance information is presented net and gross of the Fund’s “Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement” as included in the “Annual Fund Operating Expenses” table in the Small‑Mid Cap Core Fund’s summary section of this Prospectus. Account returns are calculated daily using a time-weighted return methodology with adjustments for cash flows. Monthly account performance is calculated by linking the daily returns. Monthly composite returns are calculated by asset weighting individual account monthly returns using beginning‑of‑period values. This method of calculation differs from the SEC’s formula for a registered investment company to calculate average annual total return.

The performance shown below is not that of a registered investment company under the Investment Company Act of 1940 (the “1940 Act”) and, as a result, has not been subject to the restrictions and investment limitations imposed by the 1940 Act and the Internal Revenue Code of 1986, as amended (the “Code”) (including, for example, diversification and liquidity requirements and restrictions on transactions with affiliates). The performance may have been adversely affected had it been subject to (i) regulation as an investment company under the 1940 Act and the Code and/or (ii) the same expenses as the Small‑Mid Cap Core Fund.


Average Annual Total Returns For the Periods Ended December 31, 2022	1 Year		3 Years		5 Years		Since Inception (June 1, 2017)
SMID Core Composite
Net of Fees—Class I*		(17.81)%		7.51%		8.04%		9.26%
Net of Fees—Class R6*		(17.77)%		7.56%		8.10%		9.31%
Gross of Fees		(17.01)%		8.53%		9.07%		10.29%
Russell 2500^TM Index** (reflects no deductions for fees, expenses or taxes)		(18.37)%		5.00%		5.89%		7.58%

*	The performance information is net of the Fund’s “Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement” as included in the “Annual Fund Operating Expenses” table in the Small‑Mid Cap Core Fund’s summary section of this Prospectus.

**	The Russell 2500^TM Index measures the performance of the 2,500 companies with the lowest market capitalizations in the Russell 3000^® Index.

Custodian. The Custodian for the Funds is State Street Bank and Trust Company, State Street Financial Center, One Lincoln Street, Boston, Massachusetts 02111. The Custodian is responsible for custody of portfolio securities, fund accounting and the calculation of each Fund’s net asset value.

Transfer Agent and Dividend Paying Agent. The Transfer Agent and Dividend Paying Agent is SS&C Global Investor and Distribution Solutions, Inc. (“SS&C GIDS”), P.O. Box 219137, Kansas City, Missouri 64121-9137.

136

YOUR ACCOUNT

CLASS N SHARES

Class N shares are offered to investors who acquire the shares directly through the Distributor or through those financial intermediaries with whom the Distributor has entered into written agreements specifically authorizing them to sell Class N shares. Investors may hold Class N shares through a taxable account or through certain tax‑advantaged accounts.

Minimum Investments. The minimum initial investment for an account generally is $2,500. The minimum subsequent investment generally is $1,000. William Blair may make exceptions to these requirements, which are discussed below.

CLASS I SHARES

Class I shares are offered to investors who acquire the shares directly through the Distributor or through those financial intermediaries with whom the Distributor has entered into written agreements specifically authorizing them to sell Class I shares.

Class I shares are available for purchase by the following categories of investors who meet the minimum investment requirements (except as noted):

•

institutional investors;

•

qualified retirement plans, including, but not limited to, 401(k) plans, 457 plans, employer-sponsored 403(b) plans, defined benefit plans and other similar accounts, or plans whereby Class I shares are held through omnibus accounts (either at the plan level or the level of the plan administrator);

•

non‑qualified deferred compensation plans (either at the plan level or the level of the plan administrator);

•

investors who invest through fee‑based advisory or brokerage programs of financial intermediaries that have written agreements with the Distributor and generally hold such shares through an omnibus account held at the Fund; and

•

asset-based fee advisory clients of William Blair.

To the extent a shareholder or group of shareholders (either directly or through an intermediary) are not listed in the above categories but they held Class I shares of a Fund prior to May 1, 2019, such investors are entitled to continue to invest in Class I shares of that Fund.

Minimum Investments. The minimum initial investment for an account generally is $500,000 (or any lesser amount if, in William Blair’s opinion, the investor has adequate intent and availability of funds to reach a future level of investment of $500,000). There is no minimum for subsequent purchases.

There is no minimum initial investment for:

•

qualified retirement plans, including, but not limited to 401(k) plans, 457 plans, employer-sponsored 403(b) plans, defined benefit plans and other similar accounts, or plans whereby Class I shares are held through omnibus accounts (either at the plan level or the level of the plan administrator); or

•

asset-based fee advisory clients of William Blair.

William Blair may make certain additional exceptions to these requirements, which are discussed below. The Funds will consider requests by holders of Class N shares to convert such shares to Class I shares on a case by case basis, provided eligibility requirements and relevant minimums are met.

137

CLASS R6 SHARES

Class R6 shares are offered to investors who acquire the shares directly through the Distributor or through those financial intermediaries with whom the Distributor has entered into written agreements specifically authorizing them to sell Class R6 shares.

Class R6 shares are offered to the following investors, provided that neither these investors nor their intermediaries require a Fund to make any type of servicing or administrative payments with respect to Class R6 shares:

•

qualified retirement plans, including, but not limited to, 401(k) plans, 457 plans, employer sponsored 403(b) plans, defined benefit plans and other accounts or plans whereby Class R6 shares are held through omnibus accounts (either at the plan level or the level of the plan administrator);

•

non‑qualified deferred compensation plans (either at the plan level or the level of the plan administrator);

•

tax‑exempt retirement plans (e.g., Profit Sharing, 401(k), Money Purchase Pension and Defined Benefit Plans) of William Blair and its affiliates and rollover accounts from those plans;

•

Board members of the Trust and partners and employees of William Blair and their families purchasing directly from the Distributor;

•

other investment companies;

•

other institutional investors;

•

investors who invest through fee‑based advisory or brokerage programs of financial intermediaries that hold such shares through an omnibus account at the Fund; and

•

certain asset-based fee advisory clients of William Blair.

Class R6 shares are not available to retail taxable or tax‑advantaged accounts seeking to invest directly in the Funds outside of an omnibus account maintained by an intermediary, except as noted above. To the extent a shareholder or group of shareholders (either directly or through an intermediary) are not listed in the above categories but they held Institutional Class shares of a Fund prior to May 1, 2019, such investors are entitled to continue to invest in Class R6 shares of that Fund. The Funds will consider requests by holders of Class I shares to convert such shares to Class R6 shares on a case by case basis, provided eligibility requirements and relevant minimums are met.

Minimum Investments. The minimum initial investment for an account is $1 million (or any lesser amount if, in William Blair’s opinion, the investor has adequate intent and availability of funds to reach a future level of investment of $1 million). There is no minimum for subsequent purchases.

There is no minimum initial investment for:

•

qualified retirement plans, including, but not limited to, 401(k) plans, 457 plans, employer-sponsored 403(b) plans, defined benefit plans and other similar accounts, or plans whereby Class R6 shares are held through omnibus accounts (either at the plan level or the level of the plan administrator); or

•

asset-based fee advisory clients of William Blair that have been approved by the Distributor for investment in Class R6 shares.

William Blair’s partners and employees, the Board members of the Trust and their family members will not be subject to the minimum investment requirement. Tax‑exempt retirement plans (Profit Sharing, 401(k), Money Purchase Pension and Defined Benefit Plans) of William Blair and its affiliates and rollover accounts from those plans will also be exempt from the minimum investment requirement. William Blair may make certain additional exceptions to these requirements, which are discussed below.

138

Share Class Minimum Maintenance. If an account’s balance falls below the minimum initial investment amount for that share class due to account redemptions (and not due to market depreciation), the Funds reserve the right to convert or redeem shares held by the account in the following manner:

•

Class N shares may be redeemed if the account value falls below the investment minimum for Class N shares.

•

Class I shares may be converted to Class N shares if the account value falls below the investment minimum for Class I shares but meets the investment minimum for Class N shares. Class I shares may be redeemed if the account value falls below the investment minimum for Class N shares.

•

Class R6 shares may be converted to Class I shares if the account value falls below the investment minimum for Class R6 shares but meets the investment minimum for Class I shares. Class R6 shares may be redeemed if the account value falls below the investment minimum for Class I shares.

The applicable shareholder or intermediary will be notified prior to any such redemption or conversion and will be allowed 60 days to make additional investments and bring the account into compliance with the applicable investment minimum before any conversion or redemption occurs. Any conversion will occur at the relative net asset value of the two applicable share classes at the time of conversion and the account value will not change as a result of the conversion, although the number of shares held may change.

Where a retirement plan or other financial intermediary holds Class I or Class R6 shares on behalf of its participants or clients, shares held by such participants or clients will be converted to Class N shares as described above when a participant or client rolls over its accounts with the retirement plan or financial intermediary into an individual retirement account and such participant or client is not otherwise eligible to purchase Class I or Class R6 shares.

A conversion between share classes of the same Fund is generally not a taxable event. Please consult your tax advisor for an assessment of the tax implications of any conversion.

INSTITUTIONAL CLASS SHARES

The Institutional International Growth Fund offers Institutional Class shares that are designed for institutional investors, including, but not limited to, employee benefit plans, endowments, foundations, trusts and corporations, who are able to meet the Institutional Class shares’ high minimum investment requirement. Each account must separately meet the minimum investment requirement. Institutional Class shares are not subject to a Rule 12b-1 fee or shareholder administration fee.

Minimum Investments. The minimum initial investment is $5 million. There is no minimum for subsequent purchases. The Distributor reserves the right to offer Institutional Class shares without regard to the minimum purchase amount requirements to qualified or non-qualified employee benefit plans when an unaffiliated third party provides administrative and/or other support services to the plan. The Distributor may also waive the minimum initial investment of $5 million for investors who enter into a letter of intent with the Institutional International Growth Fund or the Distributor. Certain exceptions to the minimum initial investment amount may apply. The initial investment must be accompanied by the account application and corporate resolutions, if applicable. The Trust does not impose any sales charges in connection with purchases of Institutional Class shares, although service agents and other institutions may charge their clients a fee in connection with purchases for the accounts of their clients.

ADDITIONAL INFORMATION AND EXCEPTIONS TO ELIGIBILITY AND MINIMUM INVESTMENT REQUIREMENTS FOR CLASS N, CLASS I AND CLASS R6 SHARES

The Distributor may accept investments that are less than the minimums set forth above under a group payroll deduction or similar plan. Investors investing through certain tax‑qualified retirement plans and wrap fee programs may be subject to different, lower or no minimums. For omnibus accounts that meet the minimum investment requirement, the Trust does not impose any minimum investment amounts for sub‑accounts, although

139

the firm holding the omnibus account may impose its own minimum investment requirements. The Distributor may, in its discretion, waive or reduce investment minimums in other circumstances.

The Trust does not impose any sales charges in connection with purchases of Class N, Class I or Class R6 shares, although financial intermediaries and other institutions may charge their clients a fee in connection with purchases for the accounts of their clients.

The Distributor may, in its sole discretion, reject any purchase order from the shareholder and/or intermediary involved.

ADDITIONAL INFORMATION FOR CLASS N SHARES

Distribution Agreement. The Trust has adopted a plan under Rule 12b‑1 of the Investment Company Act of 1940, as amended (the “1940 Act”), that applies only to Class N shares that provides for a fee at the annual rate of 0.25% of each Fund’s average daily net assets attributable to Class N shares for distribution and other services provided to shareholders of Class N. Because 12b‑1 fees are paid out of Fund assets on an ongoing basis, they will, over time, increase the cost of investment in Class N shares and may cost more than other types of sales charges. As a result, long-term shareholders may pay more than the economic equivalent of the maximum initial sales charge permitted by FINRA.

ADDITIONAL INFORMATION ON OTHER PAYMENTS TO FINANCIAL INTERMEDIARIES

Class N and Class I shares of the Funds may reimburse William Blair for fees paid on a Fund’s behalf to intermediaries such as banks, broker-dealers, financial advisers or other financial institutions for sub‑administration, sub‑transfer agency and other services provided to shareholders whose shares are held of record in omnibus, other group accounts, retirement plans or accounts traded through registered securities clearing agents. These fees may be based on the number of subaccounts serviced or based on average net assets held in the Funds for Class N and Class I shares.

William Blair, out of its own resources and without additional cost to the Funds or their shareholders, provides additional cash payments to certain intermediaries (which may be referred to as revenue sharing). Such payments to intermediaries are in addition to distribution fees, fees paid for sub‑administration, sub‑transfer agency or other services paid or payable by Class N or Class I shares of the Funds. William Blair may pay firms for administrative, sub‑accounting or shareholder processing services and/or for providing Class N, Class I or Class R6 shares of the Funds with “shelf space” or access to a third-party platform, inclusion of Class N, Class I or Class R6 shares of the Funds on preferred or recommended sales lists, mutual fund “supermarket” platforms and other sales programs, allowing William Blair access to an intermediary’s conferences and meetings and other forms of marketing support. The level of payments made may be a fixed fee or based on one or more of the following factors: current assets, number of accounts and/or number of transactions for Class N, Class I or Class R6 shares attributable to the intermediary or fund type or other measure agreed to by William Blair and the intermediary. The amount of payments is different for different intermediaries.

The Distributor currently makes payments to intermediaries in amounts that generally range from 0.01% to 0.15% of the assets of the Funds’ shares serviced and maintained by the intermediary. These amounts are subject to change. Receipt of, or the prospect of receiving, this compensation may influence the intermediary’s recommendation of the Funds or availability of the Funds through the intermediary. Further information on payments to third parties is included in the Statement of Additional Information.

INTERNATIONAL SMALL CAP GROWTH FUND

The International Small Cap Growth Fund is closed to investors, except as noted below. Unless you fit into one of the investor categories described below, you may not invest in the Fund.

140

You may purchase Fund shares through your existing Fund account and reinvest dividends and capital gains in the Fund if you are:

•

A current Fund shareholder (Fund shareholders holding Class N or Class I shares of the Fund through qualified retirement plans, including, but not limited to, 401(k) plans, 457 plans, employer-sponsored 403(b) plans, defined benefit plans and other similar accounts, or plans whereby Fund shares are held through omnibus accounts (either at the plan level or the level of the plan administrator) may be permitted to make purchases of Class I and Class R6 shares of the Fund, subject to meeting the respective eligibility requirements for Class I and Class R6 shares);

•

An investor who has previously entered into a letter of intent with the Fund or William Blair prior to March 31, 2011;

•

A participant in a qualified defined contribution retirement plan that offers the Fund as an investment option; or

•

A wrap fee program or financial advisory firm charging asset-based fees with existing accounts as of March 31, 2011 purchasing shares on behalf of new and existing clients.

You may open a new Fund account or purchase Fund shares through an existing Fund account if you are:

•

A client of William Blair; or

•

A Board member or Officer of William Blair Funds, a Partner or employee of William Blair and its affiliates, or a member of the immediate family of any of these persons.

Except as otherwise noted, these restrictions apply to investments made directly with William Blair and investments made through financial institutions and/or intermediaries. Once an account is closed, additional investments will not be accepted unless you are one of the investors listed above. Exchanges of Class N, Class I and Class R6 shares into the Fund from other Funds are not permitted unless the exchange is being made into an existing Fund account. Investors may be required to demonstrate eligibility to purchase shares of the Fund before an investment is accepted. Management reserves the right to (i) make additional exceptions that, in its judgment, do not adversely affect its ability to manage the Fund, (ii) reject any investment or refuse any exception, including those detailed above, that it believes will adversely affect its ability to manage the Fund, and (iii) close and re‑open the Fund to new or existing shareholders at any time.

BUYING, SELLING AND EXCHANGING SHARES

The information below relating to buying, selling and exchanging shares of the Funds applies if you are transacting directly with the Funds. Shares of the Funds are also available through certain financial intermediaries, such as a bank or a broker-dealer (each, an “intermediary”). If you are investing through an intermediary, you are not placing your orders directly with the Funds, and you must follow the intermediary’s transaction procedures. Your intermediary may impose different or additional conditions than the Funds on purchases, redemptions and exchanges of Fund shares. These differences may include different minimum initial (and subsequent) investment amounts, exchange policies, fund choices, cut‑off times for investment and other trading restrictions. Your intermediary also may impose charges for its services in addition to the fees charged by the Funds. You should consult with your intermediary directly for information regarding its conditions and fees for buying, selling or exchanging shares of the Funds. The Funds are not responsible for the failure of your intermediary to carry out its responsibilities.

HOW TO BUY SHARES (By Mail, by Wire or by Telephone)

Purchase Price. All Funds are sold at their public offering price, which is the net asset value per share that is next computed after receipt of your order in proper form by the Distributor, the Transfer Agent or a designated agent thereof. (For more information, see “Determination of Net Asset Value.”) If you fail to pay for your order, you will be liable for any loss to a Fund and, if you are a current shareholder, the Fund may redeem some or all of your shares to cover such loss.

141

Note: All purchases made by check should be in U.S. dollars and made payable to William Blair Funds, or in the case of a retirement account, the custodian or trustee of such account. Third-party checks generally will not be accepted. When purchases are made by check or periodic account investment, the Funds may delay sending redemption proceeds until they determine that collected funds have been received for the purchase of such shares, which may be up to 15 calendar days.

Purchase in Kind. You may, subject to the approval of the Funds, purchase shares of the Funds with securities that are eligible for purchase by the Funds (consistent with the Funds’ investment process, goal and philosophy) and that have values that are readily ascertainable in accordance with the Funds’ valuation policies. Call the Funds at 1‑800‑742‑7272 if you would like to purchase shares of the Funds with other securities. Such purchases may result in the recognition of gain or loss for federal income tax purposes on the securities transferred to the Funds.

Right to Reject Your Purchase Order. The Trust is required to obtain, verify and record certain information regarding the identity of shareholders. When opening a new account, the Trust will ask for your name, address, taxpayer identification number, date of birth and other information that identifies you. You may also be asked to show identifying documents. Applications without this information may not be accepted and orders may not be processed. The Trust reserves the right to place limits on transactions in any account until the identity of the investor is verified; refuse an investment in the Funds or involuntarily redeem an investor’s shares and close an account in the event that an investor’s identity is not verified; or suspend the payment of withdrawal proceeds if it is deemed necessary to comply with anti-money laundering regulations. The Trust and its agents will not be responsible for any loss resulting from an investor’s delay in providing all required identifying information or from closing an account and redeeming an investor’s shares when an investor’s identity cannot be verified.

The Trust is required to comply with various federal anti-money laundering laws and regulations. As a result, the Trust may be required to “freeze” a shareholder account if the shareholder appears to be involved in suspicious activity or if account information matches information on government lists of known terrorists or other suspicious persons, or the Trust may be required to transfer the account or account proceeds to a government agency. The Trust may also be required to reject a purchase payment, block an investor’s account and consequently refuse to implement requests for transfers, withdrawals, surrenders or death benefits.

Short-Term and Excessive Trading. The Funds are designed for long-term investors. All Funds discourage and do not accommodate short-term or excessive trading. Such trading may present risks to other shareholders in the Funds, including disruption of portfolio investment strategies, with potential resulting harm to performance, and increased trading costs or Fund expenses. Thus, such trading may negatively impact the Funds’ net asset value and result in dilution to long-term shareholders. Short-term and excessive trading in Fund shares can also negatively impact the Funds’ long-term performance by requiring the Funds to maintain more assets in cash or to liquidate holdings at a disadvantageous time. These risks may be more pronounced for the Funds investing in securities that are susceptible to pricing arbitrage (e.g., international securities, emerging markets securities and small cap securities).

In an effort to protect long-term shareholders, the Board of Trustees has adopted policies and procedures that seek to deter short-term and excessive trading and to detect such trading activity at levels that may be detrimental to the Funds. The Funds reserve the right to reject or restrict any purchase order (including exchanges) from any investor for any reason, including excessive, short-term or other abusive trading practices that may disrupt portfolio management strategies and harm Fund performance. The Funds also reserve the right to delay delivery of redemption proceeds up to seven days or to honor certain redemptions with securities, rather than cash.

In making the determination to exercise these rights, the Funds may consider an investor’s trading history in the Funds and accounts under common ownership or control. The Funds seek to employ reasonable measures to detect short-term and excessive trading at levels that may be detrimental to the Funds. Accordingly, the Adviser

142

uses certain materiality and volume thresholds to detect short-term or excessive trading, but otherwise seeks to apply the policies uniformly to all shareholders, as described in more detail below.

Some Fund shares are held through omnibus account arrangements, whereby a broker-dealer, investment adviser, retirement plan sponsor or other financial intermediary maintains an omnibus account with a Fund for trading on behalf of its customers. For such accounts, the Adviser generally seeks to monitor trading activity at the omnibus level in an attempt to identify disruptive trades using certain thresholds. However, shareholders seeking to engage in short-term or excessive trading may use a variety of strategies to avoid detection and, despite the efforts of the Funds and their agents to prevent short-term or excessive trading, there is no guarantee that the Funds or their agents will be able to identify such shareholders or curtail their trading practices. Also, the ability of the Funds and their agents to detect and curtail short-term and excessive trading practices may be limited by operational systems and technological limitations. In addition, the Funds receive purchase, exchange and redemption orders through financial intermediaries and cannot always know or reasonably detect short-term or excessive trading that may be facilitated by these intermediaries or by the use of omnibus account arrangements.

Under agreements that the Funds have entered into with intermediaries, the Funds may request transaction information from intermediaries at any time to determine whether there has been short-term trading by the intermediaries’ customers. The Funds will request that the intermediary provide individual account level detail (or participant level detail in the case of retirement plans) to the Funds at their request. If short-term trading is detected at the individual account or participant level, the Funds will request that the intermediary a) continue to monitor the individual or participant, b) issue the individual or participant a warning, or c) ban the individual or participant from making further purchases of Fund shares. An intermediary may apply its own short-term trading policies and procedures, which may be more or less restrictive than the Funds’ policies and procedures. There is no assurance that the Funds’ policies will be effective in limiting and deterring short-term and excessive trading in all circumstances.

By Mail

Opening an Account—Class N shares and Class I shares. To open a new account for Class N shares or Class I shares of the Funds by mail, make out a check for the amount of your investment, payable to “William Blair Funds.” Complete the account application included with this Prospectus and mail the completed application and the check to the Transfer Agent, SS&C GIDS, P.O. Box 219137, Kansas City, Missouri 64121-9137.

Adding to an Account—Class N shares and Class I shares. To purchase additional Class N shares or Class I shares, make out a check for the amount of your investment, payable to “William Blair Funds” and mail the check, together with a letter that specifies the Fund name, the account number and the name(s) in which the account is registered, to SS&C GIDS, P.O. Box 219137, Kansas City, Missouri 64121-9137.

Opening or Adding to an Account—Class R6 shares/Institutional International Growth Fund. Opening a new account or adding to an account for Class R6 shares or shares of the Institutional International Growth Fund may only be done by wire. See “By Wire” below.

By Wire

Opening an Account—Class N shares and Class I shares. First, call SS&C GIDS at 1‑800‑635‑2886 (in Massachusetts, 1‑800‑635‑2840) for an account number. Then instruct your bank to wire federal funds to:

State Street Bank and Trust Co.

ABA # 011000028

DDA # 99029340

Attn: Custody & Shareholder Services

State Street Financial Center

One Lincoln Street

Boston, Massachusetts 02111

143

Include the name of the Fund in which you are investing, your assigned account number and the name(s) in which the account is registered. Finally, complete the account application, indicate the account number assigned to you by SS&C GIDS and mail it to William Blair Funds, 150 North Riverside Plaza, Chicago, Illinois 60606.

Adding to an Account—Class N shares and Class I shares. To add to your account by wire, instruct your bank to wire federal funds to:

State Street Bank and Trust Co.

ABA # 011000028

DDA # 99029340

Attn: Custody & Shareholder Services

State Street Financial Center

One Lincoln Street

Boston, Massachusetts 02111

In your request, specify the name of the Fund in which you are investing, your account number, and the name(s) in which the account is registered. To add to an existing account by wire transfer of funds, you must have selected this option on your account application.

Opening or Adding to an Account—Class R6 shares/Institutional International Growth Fund. First, call the Distributor at 1‑800‑742‑7272 for an account number. Then instruct your bank to wire federal funds to:

State Street Bank and Trust Co.

ABA # 011000028

DDA # 99029340

Attn: Custody & Shareholder Services

State Street Financial Center

One Lincoln Street

Boston, Massachusetts 02111

Include the name of the Fund in which you are investing, your assigned account number and the name(s) in which the account is registered. Finally, complete the account application, indicate the account number assigned to you by the Distributor and mail it to the Distributor, William Blair & Company, L.L.C., 150 North Riverside Plaza, Chicago, Illinois 60606.

By Telephone

Opening an Account. See “By Wire.”

Adding to an Account. Call SS&C GIDS at 1‑800‑635‑2886 (in Massachusetts, 1‑800‑635‑2840). You may then pay for your new shares by wire or by mail, except for Class R6 shares and shares of the Institutional International Growth Fund, which may only be paid for by wire. To add to an existing account by telephone, you must have selected this option on your account application.

HOW TO SELL SHARES (By Mail, by Wire or by Telephone)

You can arrange to take money out of your account by selling (“redeeming”) some or all of your shares. You may give instructions to redeem your shares by mail, by wire or by telephone, as described below.

By Mail

To redeem Class N shares, Class I shares, Class R6 shares or shares of the Institutional International Growth Fund by mail, send a written redemption request signed by all account owners to SS&C GIDS, P.O. Box 219137, Kansas City, Missouri 64121-9137.

144

Written redemption requests must include:

—

a letter that contains your name, your assigned account number, the Fund’s name and the dollar amount or number of shares to be redeemed; and

—

any other necessary documents, such as an inheritance tax consent or evidence of authority (for example, letters testamentary), dated not more than 60 days prior to receipt thereof by SS&C GIDS or the Distributor.

By Wire

To redeem some or all of your shares by wire, you may contact SS&C GIDS by mail or telephone, as explained herein. To redeem by wire, you must have elected this option on your account application and attached to the application, for Class N shares and Class I shares, a voided, unsigned check or deposit slip for your bank account, and for Class R6 shares or shares of the Institutional International Growth Fund, a corporate resolution authorizing those able to act on your behalf.

By Telephone

To redeem shares by telephone, you must have elected this option on your account application. Contact SS&C GIDS at 1‑800‑635‑2886 (in Massachusetts, 1‑800‑635‑2840).

Note: Telephone redemption requests should NOT be directed to the Trust or to the Distributor.

Signature Guarantees. A signature guarantee may be required to redeem Class N shares and Class I shares in certain instances. A signature guarantee is not required for redemptions of Class R6 shares or shares of the Institutional International Growth Fund. Signature guarantees must be obtained from a bank that is a member of the FDIC, from a brokerage firm that is a member of FINRA or an exchange, or from an eligible guarantor who is a member of, or a participant in, a signature guarantee program. Your redemption request with respect to Class N shares or Class I shares must include a signature guarantee if any of the following situations apply:

—

You wish to redeem shares having a value of $75,000 or more in a single transaction;

—

Your account registration has changed; or

—

You want a check in the amount of your redemption to be mailed to a different address from the one on your account application (address of record).

Signature guarantees, if required, must appear on the written redemption request and on any endorsed stock certificate or stock power.

Redemption Price. The redemption price is the net asset value next calculated after receipt of your redemption request in proper order by the Distributor, Transfer Agent or a designated agent thereof. The redemption price that you receive for your shares may be more or less than the amount that you originally paid for them.

Payment for Redeemed Shares. Payment normally will be mailed to you at the address of record for your account by the third business day after receipt by SS&C GIDS of a redemption request and any other required documentation and after any checks in payment for your shares have cleared.

Under normal conditions, each Fund typically expects to meet redemption requests through the use of the Fund’s holdings of cash or cash equivalents or by selling other Fund assets. A redemption in kind may be used as discussed below.

Delayed Proceeds. The Trust reserves the right to delay delivery of your redemption proceeds—up to seven days—or to honor certain redemptions with securities, rather than cash, as described in the next section.

145

Redemptions In Kind. The Trust reserves the right to make redemption payments in whole or in part in securities or other financial assets, valued for this purpose as they are valued in computing the net asset value for the Funds’ shares. In making a redemption payment “in kind,” a Fund will typically distribute a pro rata portion of all securities or other financial assets, subject to certain exclusions approved by the Board of Trustees. Shareholders will receive cash for the portion of excluded securities and a Fund’s holdings of cash and receivables.

Shareholders receiving securities or other financial assets may realize a gain or loss for federal income tax purposes as a result of the redemption, and will incur any costs of sale, as well as the associated inconveniences. Notwithstanding the above, each Fund is obligated to redeem shares solely in cash up to the lesser of $250,000 or 1.00% of the net asset value of the Fund during any 90‑day period for any one shareholder of record.

Automatic Redemptions. The Trust reserves the right to redeem your shares in any account that, following a redemption, is below a specified minimum amount. Currently, the minimum for Class N shares is $2,500 per account for regular accounts and IRAs, for Class I shares is $500,000 per account for regular accounts and IRAs, for Class R6 shares is $1 million, and $5 million for shares of the Institutional International Growth Fund, unless the reduction in value is due solely to market depreciation. Before the redemption is processed, you will be notified that the value of your account has fallen below the minimum and allowed to make an additional investment.

HOW TO EXCHANGE SHARES (By Mail or by Telephone)

Subject to the following limitations, you may exchange Class N, Class I or Class R6 shares of a Fund for the same class of shares of another William Blair Fund at their relative net asset values so long as the shares to be acquired are available for sale in your state of residence and the other William Blair Fund is open to new investors. Shareholders who purchase Class I shares of the Emerging Markets Leaders Fund solely because they have a brokerage account with William Blair & Company, L.L.C. and held Class I shares of the Fund on May 1, 2010 may only exchange their Class I shares of the Emerging Markets Leaders Fund for Class N shares of another Fund. Exchanges into a closed Fund are precluded unless the shareholder already has an open account in that Fund. Exchanges will be effected by redeeming your shares and purchasing shares of the other William Blair Fund(s) requested. Shares of a Fund with a value in excess of $1 million acquired by exchange from another Fund may not be exchanged thereafter until they have been owned for 15 days (the “15 Day Hold Policy”). Each Fund reserves the right to reject any exchange order for any reason, including excessive, short-term (market-timing) or other abusive trading practices that may disrupt portfolio management. Exchanges will result in the recognition for federal income tax purposes of gain or loss on the shares exchanged. You should obtain and carefully read the Prospectus of the William Blair Fund(s) you want to exchange into prior to making an exchange. You may obtain a Prospectus by calling 1‑800‑635‑2886 or by going to the Trust’s website at williamblairfunds.com.

The Fund will consider requests by holders of Class N shares to convert such shares to Class I shares on a case‑by‑case basis, provided eligibility requirements and relevant minimums are met. Class I shares of a Fund may be exchanged for Class R6 shares of the Fund provided that your account meets the eligibility requirements for Class R6 shares and you meet the Class R6 investment minimums discussed above.

By Mail

You may request an exchange of your shares by writing a letter that specifies the Fund name, the account number and the name(s) in which the account is registered, to William Blair Funds, Attention: Exchange Department, P.O. Box 219137, Kansas City, Missouri 64121-9137.

By Telephone

You may also exchange your shares by telephone by completing the appropriate section on your account application. Once your telephone authorization is on file, SS&C GIDS will honor your requests to exchange shares by telephone at 1‑800‑635‑2886 (in Massachusetts, 1‑800‑635‑2840).

146

Neither the Trust nor SS&C GIDS will be liable for any loss, expense or cost arising out of any telephone request pursuant to the telephone exchange privilege, including any fraudulent or unauthorized request, and you will bear the risk of loss, so long as the Trust or SS&C GIDS reasonably believes, based upon reasonable verification procedures, that the telephonic instructions are genuine. The verification procedures include (1) recording instructions, (2) requiring certain identifying information before acting upon instructions and (3) sending written confirmations.

DIVIDENDS AND DISTRIBUTIONS

Income Dividends. The Funds may earn dividends from stocks and interest from bond, money market and other investments, as well as net short-term capital gains from sales of securities, all of which are passed through to shareholders as income dividends as long as expenses do not exceed income.

Capital Gain Distributions. The Funds may realize capital gains whenever they sell securities for a higher price than they paid for them, which then will generally be passed through to shareholders as capital gain distributions to the extent that a Fund’s net long-term capital gains exceed the sum of its net short-term capital losses for such year and any capital loss carryovers available from prior years.

As a shareholder, you are entitled to your portion of a Fund’s net income and gains on its investments. Each Fund passes its earnings along to you as dividends and distributions. Each Fund’s policy is to distribute substantially all net investment income, if any, and all realized net capital gain, if any. All distributions of income and capital gain and any return of capital have the effect of immediately thereafter decreasing net asset value per share. Income dividends and capital gain distributions will be automatically reinvested in additional shares at net asset value on the reinvestment date, unless you specifically request otherwise (see “Shareholder Services and Account Policies—Dividend Options”). Cash payments are made by the Dividend Paying Agent shortly following the reinvestment date.

When Dividends are Paid

—

For the Growth Fund, Large Cap Growth Fund, Mid Cap Growth Fund, Mid Cap Value Fund, Small‑Mid Cap Core Fund, Small‑Mid Cap Growth Fund, Small Cap Growth Fund, Small Cap Value Fund, Global Leaders Fund, International Leaders Fund, International Growth Fund, Institutional International Growth Fund, International Small Cap Growth Fund, Emerging Markets Leaders Fund, Emerging Markets Growth Fund, Emerging Markets Small Cap Growth Fund, Emerging Markets ex China Growth Fund and China Growth Fund, all income dividends, if any, and capital gain distributions, if any, generally will be paid annually in December and/or January.

—

For the Emerging Markets Debt Fund, the Fund’s net investment income will be declared at the close of a regular trading day on the New York Stock Exchange, which is generally 3:00 p.m., Central time, on each day that the Fund is open for business as a dividend to shareholders who were of record prior to the declaration, and will be paid to shareholders monthly. Capital gain distributions, if any, generally will be declared annually and paid annually in December and/or January.

The Funds may vary these dividend practices at any time. Income dividends and any capital gain distributions made by the Funds will vary from year to year. Dividends and distributions may be subject to withholding, as required by the Internal Revenue Service (the “IRS”) (see “Your Account—Federal Income Taxes”).

FEDERAL INCOME TAXES

As with any investment, you should consider how your investment in a Fund will be taxed. If your account is not a tax‑advantaged account, the federal income tax implications of your investment in a Fund include the following:

Taxes on Distributions. Each Fund’s distributions from current and accumulated earnings and profits are subject to federal income tax and may also be subject to state or local taxes. Distributions may be taxable at

147

different tax rates depending upon the type of security and the length of time the Fund holds the security generating the income or gain that is distributed. Your distributions are generally taxable when they are paid, whether you take them in cash or reinvest them in additional shares. However, dividends declared in October, November or December to shareholders of record as of a date in one of those months and paid before the following February 1 are treated as having been paid on December 31 of the calendar year declared for federal income tax purposes. After the close of each calendar year, the Funds will inform you of the amount and nature of distributions paid.

Under the federal income tax laws, net investment income, including interest and dividends (other than “qualified dividend income”), and net short-term capital gains are taxed as ordinary income. Distributions of qualified dividend income will generally be taxed to individuals and other non‑corporate shareholders at rates applicable to long-term capital gains, provided the Fund and the shareholder each satisfy certain holding period and other requirements. Net capital gain distributions are taxed at long-term capital gain rates regardless of how long you have held your shares. It is anticipated that a portion of the ordinary income dividends for the Growth Fund, Large Cap Growth Fund, Mid Cap Growth Fund, Mid Cap Value Fund, Small‑Mid Cap Core Fund, Small‑Mid Cap Growth Fund, Small Cap Growth Fund and Small Cap Value Fund may be eligible for the dividends-received deduction available to corporate shareholders and for treatment as qualified dividend income available to individual and other non‑corporate shareholders. A portion of the dividends of the Global Leaders Fund, International Leaders Fund, International Growth Fund, Institutional International Growth Fund, International Small Cap Growth Fund, Emerging Markets Leaders Fund, Emerging Markets Growth Fund, Emerging Markets Small Cap Growth Fund and Emerging Markets Debt Fund may be eligible for treatment as qualified dividend income.

Taxes on Transactions. Redemptions of Fund shares and exchanges for shares of other William Blair Funds are generally treated as a sale of such shares subject to federal income taxation and possibly state and local taxation. If the shares are held as a capital asset, then you will recognize, subject to the discussion below, a capital gain or loss measured by the difference between your basis in your shares and the price that you receive when you sell (or exchange) such shares. The capital gain or loss upon a sale, exchange or redemption of Fund shares will generally be a short-term capital gain or loss if such shares were held for one year or less, and will be a long-term capital gain or loss if such shares were held for more than one year. As of the date of this Prospectus, long-term capital gains are generally taxable to individuals and other non‑corporate shareholders at a maximum federal income tax rate of 20%. Any loss recognized on the redemption of shares held six months or less, however, will be treated as a long-term capital loss to the extent you have received any long-term capital gain dividends on such shares. If you realize a loss on the redemption or exchange of Fund shares and acquire within 30 days before or after such redemption or exchange shares of the same Fund (including through reinvestment of dividends) or substantially identical stock or securities, the two transactions may be subject to the “wash sale” rules of the Code resulting in a postponement of the recognition of such loss for federal income tax purposes. Capital losses may be subject to limitations on their use by a shareholder.

As of the date of the Prospectus, an additional 3.8% Medicare contribution tax is imposed on certain net investment income (including income dividends and capital gain distributions received from a Fund and net gains from redemptions or other taxable dispositions of Fund shares) of U.S. individuals, estates and trusts to the extent that such person’s “modified adjusted gross income” (in the case of an individual) or “adjusted gross income” (in the case of an estate or trust) exceeds a threshold amount.

Effect of Foreign Taxes. Investment income received from sources within foreign countries may be subject to foreign income taxes and other taxes, which generally will reduce a Fund’s distributions. However, the United States has entered into tax treaties with many foreign countries that entitle certain investors to a reduced rate of tax or to certain exemptions from tax. Accordingly, the Global Leaders Fund, International Leaders Fund, International Growth Fund, Institutional International Growth Fund, International Small Cap Growth Fund, Emerging Markets Debt Fund, Emerging Markets Leaders Fund, Emerging Markets Growth Fund, Emerging Markets ex China Growth Fund, Emerging Markets Small Cap Growth Fund and Emerging Markets Debt Fund

148

will attempt to operate so as to qualify for such reduced tax rates or tax exemptions whenever practicable. Additionally, the Global Leaders Fund, International Leaders Fund, International Growth Fund, Institutional International Growth Fund, International Small Cap Growth Fund, Emerging Markets Leaders Fund, Emerging Markets Growth Fund, Emerging Markets ex China Growth Fund and Emerging Markets Small Cap Growth Fund may each qualify for and may each elect to have foreign tax credits “passed through” to its shareholders. In such event, shareholders will be required to treat as part of the amounts distributed to them their pro rata portion of such taxes and may claim a federal income tax credit or a deduction for such taxes, subject to certain holding period and other limitations. No deduction for foreign taxes may be claimed by a shareholder who does not itemize deductions on his or her federal income tax return.

“Buying a Dividend.” If you buy shares before a Fund deducts a distribution from its net asset value, you will pay the full price for the shares and then receive a portion of the price back in the form of a distribution, which may be subject to federal income tax as described above. In addition, a Fund’s share price may, at any time, reflect undistributed capital gains or income and unrealized appreciation, which may result in future taxable distributions. Such distributions can occur even in a year when a Fund has a negative return. See “Your Account—Dividends and Distributions” for payment schedules, and call the Distributor if you have further questions.

Tax Withholding. The Funds may be required to withhold U.S. federal income tax currently at a rate of 24% on all distributions and redemption proceeds payable to shareholders who fail to provide their correct taxpayer identification number, fail to make certain required certifications or who have been notified (or when the Fund is notified) by the IRS that they are subject to backup withholding.

The foregoing is only intended as a brief summary of certain federal income tax issues relating to investment in a Fund by shareholders subject to federal income tax. Shareholders should consult their tax adviser about the application of the provisions of the tax laws, including state and local tax laws, in light of their particular situation before investing in a Fund.

For a more detailed discussion of federal income taxes, see the Statement of Additional Information.

149

SHAREHOLDER SERVICES AND ACCOUNT POLICIES

The Funds provide a variety of services to help you manage your account. If you are investing through a financial intermediary, you may not have access to all of these services. You should consult with your intermediary directly to determine what services are available to you. Class R6 shares and the Institutional International Growth Fund may not be available through your financial intermediary.

Dividend Options. You may choose to have your distributions reinvested in additional shares automatically or paid in cash by making the appropriate election on your account application. You may change your election at any time by providing written notice to SS&C GIDS. Dividends and distributions are treated the same for federal income tax purposes whether reinvested in additional shares or received in cash.

1. Automatic Dividend Reinvestment Plan. The Funds automatically reinvest all income dividends and capital gain distributions in additional shares at net asset value on the reinvestment date. (For more information, see “Your Account—Dividends and Distributions.”)

2. Cash-Dividend Plan. You may choose to have all of your income dividends paid in cash and/or have your capital gain distributions paid in cash. Any distributions you do not elect to have paid in cash will be reinvested automatically in additional shares at net asset value.

3. Automatic Deposit of Dividends. You may elect to have all income dividends and capital gain distributions automatically deposited in a previously established bank account.

Automatic Investment Plan. On your account application for Class N shares or Class I shares of a Fund, you may authorize SS&C GIDS to automatically withdraw an amount of money (minimum $250) from your bank account on the fifth or twentieth day of each month. This amount will be invested in additional shares. You may change your election at any time by providing written notice to SS&C GIDS.

Systematic Withdrawal Plan. You may establish this plan with Class N shares or Class I shares presently held or through a new investment, which should be at least $2,500 for Class N shares and $500,000 for Class I shares. Under this plan, you specify a dollar amount to be paid monthly, quarterly or annually. Shares corresponding to the specified dollar amount are automatically redeemed from your account on the fifth business day preceding the end of the month, quarter or year. While this plan is in effect, all income dividends and capital gain distributions on shares in your account will be reinvested at net asset value in additional shares. There is no charge for withdrawals, but the minimum withdrawal is $250 per month. Depending upon the size of payments requested, and fluctuations in the net asset value of the shares redeemed, redemptions under this plan may reduce or even exhaust your account.

Retirement Plans and Other Plan Accounts. The Trust may accept investments from a variety of qualified retirement plans and other tax‑advantaged accounts, including employee benefit plans, Individual Retirement Accounts (“IRAs”), Roth IRAs, Simplified Employee Pension Plan IRAs (“SEP IRAs”), Savings Incentive Match Plan for Employees IRAs (“SIMPLE IRAs”), Health Savings Accounts, Archer Medical Savings Accounts, Coverdell Education Savings Accounts (formerly known as education IRAs) and Solo 401(k) Plans (collectively, “Retirement Plan and Other Plan Accounts”). Additional information concerning Retirement Plans and Other Accounts is available from the Trust.

For Class N shares, the minimum initial investment in a Retirement Plan and Other Plan Account generally is $2,500 and the minimum subsequent investment generally is $1,000. For Class I shares, there is no minimum initial investment for a Retirement Plan and Other Plan Account and there is no minimum for subsequent investments. Shareholders who open Retirement Plan and Other Plan Accounts may be charged additional fees by the custodian for the plan. With regard to Retirement Plan and Other Plan Accounts:

—

participation is voluntary;

—

you may terminate or change a plan at any time without penalty or charge from the Trust;

150

—

the Funds may pay additional expenses incurred in connection with such plans;

—

on your account application, you may select the account type in which to invest;

—

additional forms and further information may be obtained by writing or calling the Trust;

—

the Trust reserves the right to change the minimum amounts for initial and subsequent investments or to terminate any of the plans;

—

the Trust reserves the right to waive investment minimums at the discretion of the Distributor; and

—

the Trust requires a copy of the trust agreement when shares are to be held in trust.

Written Confirmations. Each purchase, exchange or redemption transaction is confirmed in writing to the address of record by giving details of the purchase or redemption.

Transfer of Shares. Fund shares may be transferred by a written request addressed to the Trust and delivered to SS&C GIDS, giving the name and social security or taxpayer identification number of the transferee and accompanied by the same signature guarantees, if applicable, and documents as would be required for a redemption, together with specimen signatures of all transferees.

Suspension of Offering or Rejection of Purchase Orders. The Trust reserves the right to withdraw all or any part of the offering made by this Prospectus, and/or the Trust or the Distributor may reject purchase orders from an investor or an intermediary. From time to time, the Trust may suspend the offering of shares of a Fund to new investors. During the period of such suspension, persons who are already shareholders of a Fund may be permitted to continue to purchase additional shares of the Fund, to have dividends reinvested and to make redemptions. In addition, a Fund may be liquidated and terminated at any time without shareholder approval. Such a liquidation could have negative tax consequences for shareholders and will cause shareholders to incur expenses of liquidation.

Consultation With a Professional Tax Adviser is Recommended, both because of the complexity of federal tax laws and because various tax penalties are imposed for excess contributions to, and late or premature distributions from, IRAs or other qualified retirement plans. Termination of a plan shortly after its adoption may have adverse tax consequences.

Shareholder Rights. All shares of each Fund have equal rights with respect to dividends, assets and liquidation of a Fund and equal, noncumulative voting rights. Noncumulative voting rights allow the holder or holders of a majority of shares, voting together for the election of Trustees, to elect all the Trustees. All shares of the William Blair Funds will be voted in the aggregate, except when a separate vote by a William Blair Fund is required under the 1940 Act. Shares are fully paid and nonassessable when issued, are transferable without restriction, and have no preemptive or conversion rights. Under Delaware law, the Trust is not required to hold shareholder meetings on an annual basis. As required by law, the Funds will, however, hold shareholder meetings when a sufficient number of shareholders request a meeting, or as deemed desirable by the Board of Trustees, for such purposes as electing or removing Trustees, changing fundamental policies or approving a material amendment to the Management Agreement. (For additional information about shareholder voting rights, see the Statement of Additional Information.)

Householding. In order to reduce the amount of mail you receive and to help reduce Fund expenses, the Trust generally sends a single copy of any shareholder report and Prospectus to each household. If you do not want the mailing of these documents to be combined with those for other members of your household, please call 1‑800‑742‑7272.

Additional Information on Use of Intermediaries. If you purchase, redeem, or exchange shares through an intermediary, that intermediary may impose charges for its services in addition to the fees charged by the Fund.

151

These charges could reduce your yield or return. In addition, when you place orders with an intermediary, you are not placing your orders directly with the Fund, and you must follow the intermediary’s transaction procedures. Your intermediary may impose different or additional conditions than the Fund on purchases, redemptions and exchanges of Fund shares. These differences may include different minimum initial (and subsequent) investment amounts, exchange policies, fund choices, cut‑off times for investment and other trading restrictions. You should consult your intermediary directly for information regarding its conditions and fees. The Funds are not responsible for the failure of your intermediary to carry out its responsibilities.

152

DETERMINATION OF NET ASSET VALUE

When and How Net Asset Value (“NAV”) is Determined

A Fund’s net asset value is the value of its total assets minus its liabilities. A Fund’s net asset value per share is determined by dividing the Fund’s net asset value by the number of Fund shares outstanding.

The net asset value per share shall be determined as of the close of regular trading on the New York Stock Exchange (“NYSE”), which is generally 3:00 p.m., Central time (4:00 p.m., Eastern time), on each day when the NYSE is open. A Fund does not price its shares on days when the NYSE is closed for trading.

Quotations of foreign securities in foreign currencies are converted into the United States dollar equivalents at the prevailing market rates as computed by State Street Bank and Trust Company, the Funds’ custodian. Trading in securities on exchanges and over‑the‑counter markets in Europe and the Far East is normally completed at various times prior to 3:00 p.m., Central time, the current closing time of the NYSE. Trading on foreign exchanges may not take place on every day that the NYSE is open. Conversely, trading in various foreign markets may take place on days when the NYSE is not open and on other days when net asset value is not calculated. Consequently, the value of the net assets held by the Global Leaders Fund, the International Leaders Fund, the International Growth Fund, the Institutional International Growth Fund, the International Small Cap Growth Fund, the Emerging Markets Leaders Fund, the Emerging Markets Growth Fund, the Emerging Markets ex China Growth Fund, the Emerging Markets Small Cap Growth Fund, the China Growth Fund, and the Emerging Markets Debt Fund may be significantly affected on days when shares are not available for purchase or redemption.

How the Value of Fund Securities is Determined

U.S. Equity Securities. The value of U.S. equity securities, including exchange-traded funds, is determined by valuing securities traded on national securities markets or in the over‑the‑counter markets at the last sale price or, if applicable, the official closing price or, in the absence of a recent sale on the date of determination, at the mean between the last reported bid and ask prices. Investments in other investment funds which are not traded on an exchange are valued at their respective net asset value per share.

Foreign Equity Securities. The value of foreign equity securities is generally determined based upon the last sale price on the foreign exchange or market on which it is primarily traded and in the currency of that market as of the close of the appropriate exchange or, if there have been no sales during that day, at the mean between the last reported bid and ask prices. The Adviser, as the Valuation Designee (as described below), has determined that the passage of time between when the foreign exchanges or markets close and when a Fund computes its net asset value could cause the value of foreign equity securities to no longer be representative or accurate and, as a result, may necessitate that such securities be fair valued. Accordingly, for foreign equity securities, a Fund may use an independent pricing service to fair value price the security as of the close of regular trading on the NYSE in the event of market movement occurring after the close of regular trading on the foreign exchange or market where the security is primarily traded. As a result, a Fund’s value for a security may be different from the last sale price (or the mean between the last reported bid and ask prices).

U.S. and Foreign Fixed Income Securities. Fixed income securities are generally valued using evaluated prices provided by an independent pricing service or, if a price is not available, the security is valued at the last reported bid price or mean between the last reported bid and the last reported ask (depending on the type of security), in each case obtained by an independent pricing service. The evaluated prices are formed using various market inputs that the pricing service believes accurately represent the market value of a security at a particular point in time. The pricing service determines evaluated prices for fixed income securities using inputs including, but not limited to, recent transaction prices, dealer quotes, transaction prices for securities with similar characteristics, collateral characteristics, credit quality, payment history, liquidity and market conditions. Repurchase agreements and certain privately placed debt securities are valued at cost, which approximates fair value.

153

Derivative Instruments. Option contracts on securities, currencies and other financial instruments traded on one or more exchanges are valued at their most recent sale price on the exchange on which they are traded most extensively. Option contracts on foreign indices are valued at the settlement price. Futures contracts (and options and swaps thereon) are valued at the most recent settlement price on the exchange on which they are traded most extensively. Forward foreign currency contracts are valued on the basis of the value of the underlying currencies at the prevailing currency exchange rate as supplied by an independent pricing service.

Over‑the‑Counter (“OTC”) swap contracts are valued by an independent pricing service. Depending on the product and the terms of the transaction, the independent pricing service may use a series of techniques, including simulation pricing models. The pricing models use inputs that are observed from actively quoted markets such as issuer details, indices, spreads, interest rates, yield curves, dividends and exchange rates.

Centrally cleared swaps listed or settled on a multilateral or trade facility platform, such as a registered exchange, are valued at the daily settlement price determined by the respective exchange. For centrally cleared credit default swaps the clearing facility requires its members to provide actionable price levels across complete term structures. These levels along with external third-party prices are used to produce daily settlement prices.

Other Valuation Factors. Securities, and other assets, for which a market quotation is not available or is deemed unreliable (e.g., securities affected by unusual or extraordinary events, such as natural disasters or securities affected by market or economic events, such as bankruptcy filings), or the value of which is affected by a significant valuation event, are valued at a fair value. The Board has appointed the Adviser as the Funds’ valuation designee under Rule 2a‑5 of the 1940 Act (“Valuation Designee”) to perform all fair valuations of the Funds’ portfolio investments, subject to the Board’s oversight. As the Valuation Designee, the Adviser has established procedures for its fair valuation of the Funds’ portfolio investments. These procedures address, among other things, determining when market quotations are not readily available or reliable and the methodologies to be used for determining the fair value of investments, as well as the use and oversight of third-party pricing services for fair valuation. The value of fair valued securities may be different from the last sale price (or the mean between the last reported bid and ask prices), and there is no guarantee that a fair valued security will be sold at the price at which a Fund is carrying the security.

154

INVESTMENT GLOSSARY

The following glossary explains some of the types of securities in which the Funds may invest, investment techniques they may employ, and some of the related risks. For more information, please see other sections of this Prospectus, including the Summary, Additional Information Regarding Investment Objectives and Strategies, and Principal Risks, as well as the Statement of Additional Information.

Collateralized Obligations. Mortgage-Backed Securities. Mortgage-backed securities are securities that directly or indirectly represent a participation in, or are secured by and payable from, mortgage loans secured by real property. There currently are three basic types of mortgage-backed securities: (1) those issued or guaranteed by the U.S. Government or one of its agencies or instrumentalities, such as GNMA (Government National Mortgage Association), FNMA (Federal National Mortgage Association) and FHLMC (Federal Home Loan Mortgage Corporation); (2) those issued by private issuers that represent an interest in or are collateralized by mortgage-backed securities issued or guaranteed by the U.S. Government or one of its agencies or instrumentalities; and (3) those issued by private issuers that represent an interest in or are collateralized by whole mortgage loans or mortgage-backed securities without a government guarantee but that usually have some form of private credit enhancement.

The yield characteristics of mortgage-backed securities differ from traditional debt securities. Among the major differences are that interest and principal payments are made more frequently, usually monthly, and that principal may be prepaid at any time because the underlying mortgage loans generally may be prepaid at any time. The rate of pre‑payments on underlying mortgages will affect the price and volatility of a mortgage-backed security, and may have the effect of shortening or extending the effective duration of the mortgage-backed security relative to what was anticipated at the time of purchase. To the extent that unanticipated rates of pre‑payment on underlying mortgages increase the effective duration of a mortgage-backed security, the volatility of such mortgage-backed security can be expected to increase.

Asset-Backed Securities. Asset-backed securities are similar in structure to mortgage-backed securities but represent interests in pools of loans, leases or other receivables in place of mortgages. Asset-backed securities are primarily issued by non‑government entities.

Corporate Debt Securities. Corporate debt securities are fixed income securities issued by businesses. Notes, bonds, debentures and commercial paper are the most prevalent types of corporate debt securities. The Emerging Markets Debt Fund may also purchase interests in bank loans made to companies. The credit risks of corporate debt securities vary widely among issuers. In addition, the credit risk of an issuer’s debt security may vary based on its priority for repayment. For example, higher ranking (senior) debt securities have a higher priority than lower ranking (subordinated) securities. This means that the issuer might not make payments on subordinated securities while continuing to make payments on senior securities. In addition, in the event of bankruptcy, holders of senior securities may receive amounts otherwise payable to the holders of subordinated securities. Some subordinated securities, such as trust preferred and capital securities notes, also permit the issuer to defer payments under certain circumstances. For example, insurance companies issue securities known as surplus notes that permit the insurance company to defer any payment that would reduce its capital below regulatory requirements.

Depositary Receipts. American Depositary Receipts (“ADRs”) are dollar-denominated securities issued by a U.S. bank or trust company that represent, and may be converted into, the underlying foreign security. European Depositary Receipts (“EDRs”) and Global Depositary Receipts (“GDRs”) represent a similar securities arrangement but are issued by European banks or other depositories, respectively. ADRs, EDRs and GDRs may be denominated in a currency different from the underlying securities into which they may be converted. Typically, ADRs, in registered form, are designed for issuance in U.S. securities markets, and EDRs and GDRs, in bearer form, are designed for issuance in European securities markets. Investments in depositary receipts entail risks similar to direct investments in foreign securities. These risks are detailed in the “Principal Risks” section above and in the Statement of Additional Information.

155

Derivatives. As described in the “Additional Information Regarding Investment Objectives and Strategies” section of this Prospectus, the Global Leaders Fund, International Leaders Fund, International Growth Fund, Institutional International Growth Fund, International Small Cap Growth Fund, Emerging Markets Leaders Fund, Emerging Markets Growth Fund, Emerging Markets ex China Growth Fund, Emerging Markets Small Cap Growth Fund, China Growth Fund and Emerging Markets Debt Fund may use certain types of derivatives for hedging or risk management purposes as well as to equitize cash in situations involving large cash inflows or anticipated large redemptions. Derivatives are financial contracts whose value depends on, or is derived from, the value of an underlying asset, reference rate or index. Derivatives include options, futures, forward contracts, swaps and related products.

Options. An option is a contract in which the “holder” (the buyer) pays a certain amount (“premium”) to the “writer” (the seller) to obtain the right, but not the obligation, to buy from the writer (in a “call”) or sell to the writer (in a “put”) a specific asset at an agreed upon price at or before a certain time. The holder pays the premium at inception and has no further financial obligation. The holder of an option-based derivative generally will benefit from favorable movements in the price of the underlying asset but is not exposed to corresponding losses due to adverse movements in the value of the underlying asset. The writer of an option-based derivative generally will receive fees or premiums but generally is exposed to losses due to changes in the value of the underlying asset.

Futures. A futures contract provides for the future sale by one party and purchase by another party of a specified amount of a specific financial instrument, index, security or commodity for a specified price at a designated date, time and place. An index futures contract is an agreement pursuant to which the parties agree to take or make delivery of an amount of cash equal to the difference between the value of the index at the close of the last trading day of the contract and the price at which the index futures contract was originally written. Transaction costs are incurred when a futures contract is bought or sold and margin deposits must be maintained. A futures contract may be satisfied by delivery or purchase, as the case may be, of the instrument, security or commodity or by payment of the change in the cash value of the index. More commonly, futures contracts are closed out prior to delivery by entering into an offsetting transaction in a matching futures contract. If the offsetting purchase price is less than the original sale price, a Fund realizes a gain; if it is more, a Fund realizes a loss. Conversely, if the offsetting sale price is more than the original purchase price, a Fund realizes a gain; if it is less, a Fund realizes a loss. The transaction costs must also be included in these calculations. There can be no assurance, however, that a Fund will be able to enter into an offsetting transaction with respect to a particular futures contract at a particular time.

Forward Foreign Currency Contracts. A forward foreign currency contract is an agreement to purchase or sell a specific currency at a specified future date and price agreed to by the parties at the time of entering into the contract. A forward currency contract is either settled by physical delivery of the commodity or tangible asset to an agreed-upon location at a future date, rolled forward into a new forward contract or, in the case of a non‑deliverable forward, by a cash payment at maturity. A Fund may use forward foreign currency contracts to fix the value of certain securities it has agreed to buy or sell. For example, when a Fund enters into a contract to purchase or sell securities denominated in a particular foreign currency, the Fund could effectively fix the maximum cost of those securities by purchasing or selling a forward currency contract, for a fixed value of another currency, in the amount of foreign currency involved in the underlying transaction. A Fund may also use forward foreign currency contracts to hedge the value, in U.S. dollars, of securities it currently owns. For example, if a Fund held securities denominated in a foreign currency and anticipated a substantial decline (or increase) in the value of that currency against the U.S. dollar, the Fund may enter into a forward currency contract to sell (or purchase), for a fixed amount of U.S. dollars, the amount of foreign currency approximating the value of all or a portion of the securities held which are denominated in such foreign currency. Although forward foreign currency contracts minimize the risk of loss resulting from a decline in the value of the hedged currency, they also limit the potential for gain resulting from an increase in the value of the hedged currency. The benefits of forward foreign currency contracts to a Fund will depend on the ability of the Adviser to accurately predict future currency exchange rates.

156

Swaps. A swap is a customized, privately negotiated agreement that obligates two parties to exchange a series of cash flows at specified intervals (payment dates) based upon or calculated by reference to changes in specified process or rates (interest rates in the case of interest rate swaps, currency exchange rates in the case of currency swaps) for a specified amount of an underlying asset (the “notional” principal amount). Cleared swaps are transacted through futures commission merchants that are members of central clearinghouses with the clearinghouse serving as a central counterparty. The swaps market was largely unregulated prior to the enactment of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”). Pursuant to rules promulgated under the Dodd-Frank Act, central clearing of swap agreements is currently required for certain market participants trading certain instruments, and central clearing for additional instruments is expected to be implemented by regulators until the majority of the swaps market is ultimately subject to central clearing.

Credit Default Swaps. A credit default swap is a contract between a buyer and a seller of protection against a pre‑defined credit event (e.g., a ratings downgrade or default) on an underlying reference obligation, which may be a single debt instrument or baskets or indices of securities. Credit default swaps are used as a means of “buying” credit protection (i.e., attempting to mitigate the risk of default or credit quality deterioration in some portion of a Fund’s holdings) or “selling” credit protection (i.e., attempting to gain exposure to an underlying issuer’s credit quality characteristics without directly investing in that issuer). A Fund may be a buyer or seller of a credit default swap. Where a Fund is a seller of credit protection, it adds leverage to its portfolio because the Fund is subject to investment exposure on the notional amount of the swap which would be offset to the extent of its uncommitted cash or cash equivalents. A Fund will only sell credit protection with respect to securities in which it would be authorized to invest directly.

If a Fund is a buyer of a credit default swap and no credit event occurs, a Fund will lose its premium payment and recover nothing. However, if a Fund is a buyer and a credit event occurs, a Fund will receive the full notional amount, or “par value,” of the reference obligation in exchange for the reference obligation or a payment equal to the difference in value between the full notional amount, or “par value,” of the reference obligation and the market value of the reference obligation. As a seller, a Fund receives a fixed rate of income reflecting the buyer’s premium payments through the term of the contract (typically between six months and three years), provided that there is no credit event. If a credit event occurs, a Fund must pay the buyer the full notional amount, or “par value,” of the reference obligation in exchange for the reference obligation or the difference in value between the full notional amount, or “par value,” of the reference obligation and the market value of the reference obligation. Credit default swaps may involve greater risks than if a Fund had invested in the reference obligation directly. In addition to the risks applicable to derivatives generally, credit default swaps involve special risks because they may be difficult to value and may be more susceptible to liquidity and credit risk.

Emerging Markets. For all Funds other than the Emerging Markets Debt Fund, emerging markets are defined as every country in the world except the United States, Canada, Japan, Australia, New Zealand, Hong Kong, Singapore and most Western European countries. Emerging market companies are companies organized under the laws of an emerging market country or having securities that are traded principally on an exchange or over‑the‑counter in an emerging market country.

The Emerging Markets Debt Fund defines emerging markets as every country in the world except countries included in the MSCI World Index. Emerging market companies are companies organized under the laws of an emerging market country or having securities that are traded principally on an exchange or over‑the‑counter in an emerging market country.

Floating and Variable Rate Securities. The Emerging Markets Debt Fund may invest in instruments having rates of interest that are adjusted periodically or that “float” continuously or periodically according to formulae intended to minimize fluctuation in values of the instruments (“Variable Rate Securities”). The interest rate on a Variable Rate Security is ordinarily determined by reference to, or is a percentage of, an objective standard such as LIBOR (or a successor), a bank’s prime rate, the 90‑day U.S. Treasury Bill rate or the rate of return on commercial paper or bank certificates of deposit. Generally, the changes in the interest rates on Variable Rate

157

Securities reduce the fluctuation in the market value of such securities. Accordingly, as interest rates decrease or increase, the potential for capital appreciation or depreciation is less than for fixed-rate obligations. The Emerging Markets Debt Fund may invest in Variable Rate Securities that have a demand feature entitling the Fund to resell the securities to the issuer or a third-party at an amount approximately equal to the principal amount thereof plus accrued interest (“Variable Rate Demand Securities”). As is the case for other Variable Rate Securities, the interest rate on Variable Rate Demand Securities varies according to some objective standard intended to minimize fluctuation in the values of the instruments. Many of these Variable Rate Demand Securities are unrated, their transfer is restricted by the issuer and there is little if any secondary market for the securities. Thus, any inability of the issuers of such securities to pay on demand could adversely affect the liquidity of these securities. The Fund determines the maturity of Variable Rate Securities in accordance with SEC rules, which allow the Fund to consider certain of such instruments as having maturities shorter than the maturity date on the face of the instrument if they are guaranteed by the U.S. Government or its agencies, if they have a stated maturity date of one year or less, or if they have demand features prior to maturity.

Initial Public Offerings (“IPOs”). A Fund may participate in IPOs. IPOs are subject to high volatility and are of limited availability. A Fund’s ability to obtain allocations of IPOs is subject to allocation by members of the underwriting syndicate to various clients and allocation by the Adviser among its clients. When a Fund is small in size, the Fund’s participation in IPOs may have a magnified impact on the Fund’s performance.

Investment Grade Securities. A security is considered to be investment grade if it is rated in one of the highest four categories by at least one nationally recognized statistical rating organization.

Hybrid Bonds. The Emerging Markets Debt Fund may invest in hybrid bonds. Hybrid bonds are securities that have debt and equity characteristics. Like other bonds, hybrid bonds have periodic coupon payments and a stated maturity and the issuer pays interest pre‑tax. Like equity securities, hybrid bonds fall below senior debt in an issuer’s capital structure and have features that allow the issuer to skip payments without defaulting.

Private Placements. A Fund may purchase securities in private placement transactions. Investments in private placements may be difficult to sell at the time and at the price desired by a Fund; companies making private placements may make less information available than publicly offered companies; and privately placed securities are more difficult to value than publicly traded securities. These factors may have a negative effect on the performance of a Fund. Securities acquired through private placements are not registered for resale in the general securities market and may be classified as illiquid.

Real Estate Investment Trusts (“REITs”). REITs are pooled investment vehicles that typically invest directly in real estate, in mortgages and loans collateralized by real estate, or in a combination of the two. “Equity” REITs invest primarily in real estate that produces income from rentals. “Mortgage” REITs invest primarily in mortgages and derive their income from interest payments. REITs usually specialize in a particular type of property and may concentrate their investments in particular geographical areas. REITs issue stocks and most REIT stocks trade on the major stock exchanges or over‑the‑counter. Exposure to real estate markets, through securities of REITs or other instruments, will be subject to risks of the specific properties or property types and by default rates of borrowers or tenants. Some REITs may have limited diversification and may be subject to risks inherent in investments in a limited number of properties, in a narrow geographic area, or in a single property type. Real estate is also affected by general economic conditions. When growth is slowing, demand for property decreases and prices may decline. Rising interest rates, which drive up mortgage and financing costs, can restrain construction and buying and selling activity, and may reduce the appeal of real estate investments. REITs depend generally on their ability to generate cash flow to make distributions to shareholders or unitholders, and may be subject to defaults by borrowers and self-liquidations. A REIT’s return may be adversely affected when interest rates are high or rising. Distributions to shareholders attributable to dividends received from REITs generally are taxed as ordinary income for federal income tax purposes. In addition, the failure of a REIT to continue to qualify as a REIT for federal income tax purposes would have an adverse effect upon the value of an investment in that REIT.

158

Repurchase Agreements. Repurchase agreements are instruments under which a Fund acquires ownership of a security, and the seller, a broker-dealer or a bank agrees to repurchase the security at a mutually agreed upon time and price. The repurchase agreement serves to fix the yield of the security during a Fund’s holding period. The Funds currently intend to enter into repurchase agreements only with member banks of the Federal Reserve System or primary dealers in U.S. Government securities and that are cleared through the Fixed Income Clearing Corporation (“FICC”). In all cases, the Adviser must be satisfied with the creditworthiness of the seller before entering into a repurchase agreement. In the event of the bankruptcy or other default of the seller of a repurchase agreement, a Fund could incur expenses and delays enforcing its rights under the agreement, and experience a decline in the value of the underlying securities and loss of income. The maturity of a security subject to repurchase may exceed one year. Repurchase agreements maturing in more than seven days, together with any securities that are restricted as to disposition under the federal securities laws or are otherwise considered to be illiquid, will not exceed 15% of the net assets of each Fund.

Rule 144A Securities. Rule 144A securities are restricted securities that can be sold to qualified institutional buyers under the Securities Act of 1933, as amended. Investing in Rule 144A securities may increase the illiquidity of a Fund’s investments in the event that an adequate trading market does not exist for these securities.

Sovereign Debt. The Emerging Markets Debt Fund may invest in sovereign debt issued by a foreign national government. Sovereign debt is typically denominated in a currency other than the issuing government’s domestic currency.

U.S. Government Securities. These are fixed income obligations of the U.S. Government and its various agencies. U.S. Government securities issued by the U.S. Treasury (bills, notes and bonds) are backed by the full faith and credit of the federal government. Some government securities not issued by the U.S. Treasury also carry the U.S. Government’s full faith and credit backing on principal or interest payments. Some securities are backed by the issuer’s right to borrow from the U.S. Treasury, and some are backed only by the credit of the issuing organization. All U.S. Government securities are considered highly creditworthy. This guarantee, however, does not extend to the market prices for such securities, which can fluctuate.

Warrants. Warrants are securities giving the holder the right, but not the obligation, to buy the stock of an issuer at a given price (generally higher than the value of the stock at the time of issuance) during a specified period or perpetually. Warrants may be acquired separately or in connection with the acquisition of securities. Warrants do not carry with them the right to dividends or voting rights with respect to the securities that they entitle their holder to purchase and they do not represent any rights in the assets of the issuer. As a result, warrants may be considered to have more speculative characteristics than certain other types of investments. In addition, the value of a warrant does not necessarily change with the value of the underlying securities and a warrant ceases to have value if it is not exercised prior to its expiration date.

When-Issued and Delayed Delivery Securities. From time to time, in the ordinary course of business, a Fund may purchase newly issued securities appropriate for the Fund on a “when-issued” basis, and may purchase or sell securities appropriate for the Fund on a “delayed delivery” basis. When-issued or delayed delivery transactions involve a commitment by a Fund to purchase or sell particular securities, with payment and delivery to take place at a future date. These transactions allow a Fund to lock in an attractive purchase price or yield on a security the Fund intends to purchase. Normally, settlement occurs within one month of the purchase or sale. During the period between purchase and settlement, no payment is made or received by a Fund and, for delayed delivery purchases, no interest accrues to a Fund. Because a Fund is required to set aside cash or liquid securities at least equal in value to its commitments to purchase when-issued or delayed delivery securities, the Adviser’s ability to manage the Fund’s assets may be affected by such commitments. A Fund will only make commitments to purchase securities on a when-issued or delayed delivery basis with the intention of actually acquiring the securities, but it reserves the right to sell them before the settlement date if it is deemed advisable.

159

FINANCIAL HIGHLIGHTS

The tables below are intended to help you understand each Fund’s financial performance for the fiscal periods presented. Certain information reflects financial results for a single Fund share. The total return figures show what an investor in a Fund would have earned (or lost) on an investment in the Fund (assuming reinvestment of all dividends and distributions). The information has been derived from the Funds’ financial statements audited by Ernst & Young LLP, an independent registered public accounting firm, whose report, along with the Funds’ financial statements, is included in the annual report dated December 31, 2022, which is available upon request (see back cover). Net investment income (loss) per share is based on the average shares outstanding during the year.

In connection with the Reorganization, the Small Cap Value Fund has adopted the operating history of the Predecessor Fund for financial reporting purposes. Therefore, the financial highlights shown below for the Fund’s fiscal periods prior to July 16, 2021 are those of the Predecessor Fund. The information shown below with respect to the Fund for periods prior to that date has been derived from the Predecessor Fund’s financial statements, which have been audited by the Predecessor Fund’s independent registered public accounting firm. The information shown for periods ended October 31, 2021, December 31, 2021 and December 31, 2022 has been derived from the Fund’s financial statements audited by Ernst & Young LLP, whose report, along with the Fund’s financial statements, is included in the Fund’s annual report dated December 31, 2022, which is available upon request. Because the Predecessor Fund did not offer share classes other than Institutional Class shares, financial highlights for Class R6 or Class N shares of the Fund are provided for the fiscal period beginning July 17, 2021 (Commencement Date of Operations).

Growth Fund


	Class N
	Years Ended December 31,
	2022			2021			2020			2019			2018
Net asset value, beginning of year	$	11.81		$	11.15		$	9.45		$	7.91		$	10.27
Income (loss) from investment operations:
Net investment income (loss)		(0.05	)		(0.08	)		(0.05	)		(0.03	)		(0.04	)
Net realized and unrealized gain (loss) on investments		(3.44	)		2.49			3.43			2.54			0.75

Total from investment operations		(3.49	)		2.41			3.38			2.51			0.71
Less distributions from:
Net investment income		—			—			—			—			—
Net realized gain		0.37			1.75			1.68			0.97			3.07

Total distributions		0.37			1.75			1.68			0.97			3.07

Net asset value, end of year	$	7.95		$	11.81		$	11.15		$	9.45		$	7.91

Total return (%)		(29.65	)		22.09			35.97			31.97			5.10
Ratios to average daily net assets (%):
Expenses, before waivers and reimbursements		1.24			1.21			1.26			1.24			1.22
Expenses, net of waivers and reimbursements		1.20			1.20			1.20			1.20			1.20
Net investment income (loss), before waivers and reimbursements		(0.60	)		(0.67	)		(0.55	)		(0.35	)		(0.36	)
Net investment income (loss), net of waivers and reimbursements		(0.56	)		(0.66	)		(0.49	)		(0.31	)		(0.34	)
Class N net assets at the end of the year (in thousands)	$	23,829		$	36,807		$	35,494		$	32,710		$	38,370
Portfolio turnover rate (%)		41			30			46			39			46

160

Growth Fund


	Class I
	Years Ended December 31,
	2022			2021			2020			2019			2018
Net asset value, beginning of year	$	14.91		$	13.64		$	11.25		$	9.25		$	11.51
Income (loss) from investment operations:
Net investment income (loss)		(0.04	)		(0.05	)		(0.03	)		(0.00	)^		(0.01	)
Net realized and unrealized gain (loss) on investments		(4.35	)		3.07			4.10			2.97			0.82

Total from investment operations		(4.39	)		3.02			4.07			2.97			0.81
Less distributions from:
Net investment income		—			—			—			—			0.00	^
Net realized gain		0.37			1.75			1.68			0.97			3.07

Total distributions		0.37			1.75			1.68			0.97			3.07

Net asset value, end of year	$	10.15		$	14.91		$	13.64		$	11.25		$	9.25

Total return (%)		(29.52	)		22.54			36.35			32.32			5.42
Ratios to average daily net assets (%):
Expenses		0.92			0.89			0.93			0.92			0.91
Net investment income (loss)		(0.29	)		(0.35	)		(0.23	)		(0.03	)		(0.06	)
Class I net assets at the end of the year (in thousands)	$	136,051		$	293,900		$	249,716		$	220,660		$	187,306
Portfolio turnover rate (%)		41			30			46			39			46

^	Amount is less than $0.005 per share.


	Class R6
	Years Ended December 31,
	2022			2021			2020			2019^(a)
Net asset value, beginning of year	$	14.95		$	13.67		$	11.26		$	11.06
Income (loss) from investment operations:
Net investment income (loss)		(0.02	)		(0.04	)		(0.03	)		(0.00	)^
Net realized and unrealized gain (loss) on investments		(4.37	)		3.07			4.12			1.17

Total from investment operations		(4.39	)		3.03			4.09			1.17
Less distributions from:
Net investment income		—			—			—			—
Net realized gain		0.37			1.75			1.68			0.97

Total distributions		0.37			1.75			1.68			0.97

Net asset value, end of year	$	10.19		$	14.95		$	13.67		$	11.26

Total return (%)*		(29.44	)		22.55			36.50			10.75
Ratios to average daily net assets (%)**:
Expenses		0.87			0.84			0.87			0.88
Net investment income (loss)		(0.18	)		(0.29	)		(0.23	)		(0.06	)
Class R6 net assets at the end of the year (in thousands)	$	29,128		$	14,993		$	12,041		$	217
Portfolio turnover rate (%)*		41			30			46			39

(a)	For the period from May 2, 2019 (Commencement of Operations) to December 31, 2019.

*	Rates are not annualized for periods less than a year.

**	Rates are annualized for periods less than a year.

^	Amount is less than $0.005 per share.

161

Large Cap Growth Fund


	Class N
	Years Ended December 31,
	2022			2021			2020			2019			2018
Net asset value, beginning of year	$	24.49		$	20.03		$	15.27		$	11.99		$	13.35
Income (loss) from investment operations:
Net investment income (loss)		(0.03	)		(0.07	)		0.01			0.00	^		(0.02	)
Net realized and unrealized gain (loss) on investments		(7.96	)		5.65			5.52			4.29			0.81

Total from investment operations		(7.99	)		5.58			5.53			4.29			0.79
Less distributions from:
Net investment income		—			—			0.00	^		0.01			—
Net realized gain		0.12			1.12			0.77			1.00			2.15

Total distributions		0.12			1.12			0.77			1.01			2.15

Net asset value, end of year	$	16.38		$	24.49		$	20.03		$	15.27		$	11.99

Total return (%)		(32.61	)		28.03			36.30			36.00			4.96
Ratios to average daily net assets (%):
Expenses, before waivers and reimbursements		1.03			1.05			1.09			1.12			1.21
Expenses, net of waivers and reimbursements		0.90			0.90			0.90			0.95			1.05
Net investment income (loss), before waivers and reimbursements		(0.28	)		(0.46	)		(0.15	)		(0.14	)		(0.33	)
Net investment income (loss), net of waivers and reimbursements		(0.15	)		(0.31	)		0.04			0.03			(0.17	)
Class N net assets at the end of the year (in thousands)	$	132,225		$	203,014		$	138,152		$	65,314		$	41,361
Portfolio turnover rate (%)		29			26			35			37			47


	Class I
	Years Ended December 31,
	2022			2021			2020		2019		2018
Net asset value, beginning of year	$	26.18		$	21.29		$	16.19	$	12.66	$	13.97
Income (loss) from investment operations:
Net investment income (loss)		0.03			(0.02	)		0.06		0.04		0.01
Net realized and unrealized gain (loss) on investments		(8.53	)		6.03			5.85		4.54		0.85

Total from investment operations		(8.50	)		6.01			5.91		4.58		0.86
Less distributions from:
Net investment income		0.02			—			0.04		0.05		0.02
Net realized gain		0.12			1.12			0.77		1.00		2.15

Total distributions		0.14			1.12			0.81		1.05		2.17

Net asset value, end of year	$	17.54		$	26.18		$	21.29	$	16.19	$	12.66

Total return (%)		(32.46	)		28.39			36.59		36.35		5.21
Ratios to average daily net assets (%):
Expenses, before waivers and reimbursements		0.79			0.75			0.80		0.81		0.90
Expenses, net of waivers and reimbursements		0.65			0.65			0.65		0.70		0.80
Net investment income (loss), before waivers and reimbursements		(0.01	)		(0.17	)		0.16		0.16		(0.01	)
Net investment income (loss), net of waivers and reimbursements		0.13			(0.07	)		0.31		0.27		0.09
Class I net assets at the end of the year (in thousands)	$	702,441		$	669,060		$	397,370	$	236,930	$	137,599
Portfolio turnover rate (%)		29			26			35		37		47

^	Amount is less than $0.005 per share.

162

Large Cap Growth Fund


	Class R6
	Years Ended December 31,
	2022			2021			2020			2019^(a)
Net asset value, beginning of year	$	26.16		$	21.27		$	16.17		$	15.12
Income (loss) from investment operations:
Net investment income (loss)		0.04			(0.00	)^		0.01			0.04
Net realized and unrealized gain (loss) on investments		(8.52	)		6.01			5.91			2.07

Total from investment operations		(8.48	)		6.01			5.92			2.11
Less distributions from:
Net investment income		0.03			0.00	^		0.05			0.06
Net realized gain		0.12			1.12			0.77			1.00

Total distributions		0.15			1.12			0.82			1.06

Net asset value, end of year	$	17.53		$	26.16		$	21.27		$	16.17

Total return (%)*		(32.41	)		28.42			36.70			14.13
Ratios to average daily net assets (%)**:
Expenses, before waivers and reimbursements		0.66			0.67			0.70			0.71
Expenses, net of waivers and reimbursements		0.60			0.60			0.60			0.60
Net investment income (loss), before waivers and reimbursements		0.13			(0.08	)		(0.03	)		0.22
Net investment income (loss), net of waivers and reimbursements		0.19			(0.01	)		0.07			0.33
Class R6 net assets at the end of the year (in thousands)	$	238,354		$	233,946		$	177,347		$	1,590
Portfolio turnover rate (%)*		29			26			35			37

(a)	For the period from May 2, 2019 (Commencement of Operations) to December 31, 2019.

*	Rates are not annualized for periods less than a year.

**	Rates are annualized for periods less than a year.

^	Amount is less than $0.005 per share.

163

Mid Cap Growth Fund


	Class N
	Years Ended December 31,
	2022			2021			2020			2019			2018
Net asset value, beginning of year	$	13.29		$	12.89		$	10.99		$	8.87		$	10.92
Income (loss) from investment operations:
Net investment income (loss)		(0.08	)		(0.12	)		(0.08	)		(0.05	)		(0.06	)
Net realized and unrealized gain (loss) on investments		(3.44	)		1.13			3.01			3.22			0.03

Total from investment operations		(3.52	)		1.01			2.93			3.17			(0.03	)
Less distributions from:
Net investment income		—			—			—			—			—
Net realized gain		3.35			0.61			1.03			1.05			2.02

Total distributions		3.35			0.61			1.03			1.05			2.02

Net asset value, end of year	$	6.42		$	13.29		$	12.89		$	10.99		$	8.87

Total return (%)		(26.84	)		8.10			26.80			36.02			(1.20	)
Ratios to average daily net assets (%):
Expenses, before waivers and reimbursements		1.69			1.48			1.54			1.51			1.57
Expenses, net of waivers and reimbursements		1.20			1.20			1.20			1.20			1.23
Net investment income (loss), before waivers and reimbursements		(1.31	)		(1.14	)		(1.06	)		(0.79	)		(0.85	)
Net investment income (loss), net of waivers and reimbursements		(0.82	)		(0.86	)		(0.72	)		(0.48	)		(0.51	)
Class N net assets at the end of the year (in thousands)	$	3,273		$	5,480		$	6,074		$	5,465		$	4,944
Portfolio turnover rate (%)		31			47			45			43			58


	Class I
	Years Ended December 31,
	2022			2021			2020			2019			2018
Net asset value, beginning of year	$	14.67		$	14.13		$	11.93		$	9.55		$	11.57
Income (loss) from investment operations:
Net investment income (loss)		(0.06	)		(0.09	)		(0.06	)		(0.03	)		(0.03	)
Net realized and unrealized gain (loss) on investments		(3.81	)		1.24			3.29			3.46			0.03

Total from investment operations		(3.87	)		1.15			3.23			3.43			—
Less distributions from:
Net investment income		—			—			—			—			—
Net realized gain		3.35			0.61			1.03			1.05			2.02

Total distributions		3.35			0.61			1.03			1.05			2.02

Net asset value, end of year	$	7.45		$	14.67		$	14.13		$	11.93		$	9.55

Total return (%)		(26.72	)		8.38			27.21			36.17			(0.86	)
Ratios to average daily net assets (%):
Expenses, before waivers and reimbursements		1.46			1.24			1.29			1.28			1.31
Expenses, net of waivers and reimbursements		0.95			0.95			0.95			0.95			0.98
Net investment income (loss), before waivers and reimbursements		(1.08	)		(0.91	)		(0.80	)		(0.56	)		(0.58	)
Net investment income (loss), net of waivers and reimbursements		(0.57	)		(0.62	)		(0.46	)		(0.23	)		(0.25	)
Class I net assets at the end of the year (in thousands)	$	28,633		$	46,694		$	77,273		$	67,936		$	51,173
Portfolio turnover rate (%)		31			47			45			43			58

164

Mid Cap Growth Fund


	Class R6
	Years Ended December 31,
	2022			2021			2020			2019^(a)
Net asset value, beginning of year	$	14.69		$	14.14		$	11.94		$	11.93
Income (loss) from investment operations:
Net investment income (loss)		(0.06	)		(0.08	)		(0.06	)		(0.01	)
Net realized and unrealized gain (loss) on investments		(3.81	)		1.24			3.29			1.07

Total from investment operations		(3.87	)		1.16			3.23			1.06
Less distributions from:
Net investment income		—			—			—			—
Net realized gain		3.35			0.61			1.03			1.05

Total distributions		3.35			0.61			1.03			1.05

Net asset value, end of year	$	7.47		$	14.69		$	14.14		$	11.94

Total return (%)*		(26.68	)		8.44			27.18			9.10
Ratios to average daily net assets (%)**:
Expenses, before waivers and reimbursements		1.32			1.11			1.16			1.14
Expenses, net of waivers and reimbursements		0.90			0.90			0.90			0.90
Net investment income (loss), before waivers and reimbursements		(0.94	)		(0.78	)		(0.70	)		(0.41	)
Net investment income (loss), net of waivers and reimbursements		(0.52	)		(0.57	)		(0.44	)		(0.17	)
Class R6 net assets at the end of the year (in thousands)	$	498		$	676		$	623		$	145
Portfolio turnover rate (%)*		31			47			45			43

(a)	For the period from May 2, 2019 (Commencement of Operations) to December 31, 2019.

*	Rates are not annualized for periods less than a year.

**	Rates are annualized for periods less than a year.

165

Mid Cap Value Fund


	Class I
	Period Ended December 31,
	2022^(a)
Net asset value, beginning of year	$	10.00
Income (loss) from investment operations:
Net investment income (loss)		0.12
Net realized and unrealized gain (loss) on investments		(0.83	)

Total from investment operations		(0.71	)
Less distributions from:
Net investment income		0.10
Net realized gain		—

Total distributions		0.10

Net asset value, end of year	$	9.19

Total return (%)*		(7.13	)
Ratios to average daily net assets (%)**:
Expenses, before waivers and reimbursements		8.52
Expenses, net of waivers and reimbursements		0.75
Net investment income (loss), before waivers and reimbursements		(6.14	)
Net investment income (loss), net of waivers and reimbursements		1.63
Class I net assets at the end of the year (in thousands)	$	76
Portfolio turnover rate (%)*		21


	Class R6
	Period Ended December 31,
	2022^(a)
Net asset value, beginning of year	$	10.00
Income (loss) from investment operations:
Net investment income (loss)		0.11
Net realized and unrealized gain (loss) on investments		(0.82	)

Total from investment operations		(0.71	)
Less distributions from:
Net investment income		0.10
Net realized gain		—

Total distributions		0.10

Net asset value, end of year	$	9.19

Total return (%)*		(7.01	)
Ratios to average daily net assets (%)**:
Expenses, before waivers and reimbursements		8.52
Expenses, net of waivers and reimbursements		0.70
Net investment income (loss), before waivers and reimbursements		(6.35	)
Net investment income (loss), net of waivers and reimbursements		1.47
Class R6 net assets at the end of the year (in thousands)	$	1,431
Portfolio turnover rate (%)*		21

(a)	For the period from March 16, 2022 (Commencement of Operations) to December 31, 2022.

*	Rates are not annualized for periods less than a year.

**	Rates are annualized for periods less than a year.

166

Small‑Mid Cap Core Fund


	Class I
	Years Ended December 31,
	2022			2021			2020			2019^(a)
Net asset value, beginning of year	$	16.31		$	12.88		$	10.68		$	10.00
Income (loss) from investment operations:
Net investment income (loss)		(0.01	)		(0.03	)		0.00	^		0.02
Net realized and unrealized gain (loss) on investments		(2.78	)		3.46			2.20			0.67

Total from investment operations		(2.79	)		3.43			2.20			0.69
Less distributions from:
Net investment income		—			—			—			0.01
Net realized gain		—			—			—			—

Total distributions		—			—			—			0.01

Net asset value, end of year	$	13.52		$	16.31		$	12.88		$	10.68

Total return (%)*		(17.11	)		26.63			20.60			6.87
Ratios to average daily net assets (%)**:
Expenses, before waivers and reimbursements		1.21			1.25			1.22			3.92
Expenses, net of waivers and reimbursements		0.95			0.95			0.95			0.95
Net investment income (loss), before waivers and reimbursements		(0.32	)		(0.47	)		(0.27	)		(2.23	)
Net investment income (loss), net of waivers and reimbursements		(0.06	)		(0.17	)		0.00			0.74
Class I net assets at the end of the year (in thousands)	$	87,540		$	61,433		$	22,958		$	1,655
Portfolio turnover rate (%)*		50			45			244			12


	Class R6
	Years Ended December 31,
	2022			2021			2020			2019^(a)
Net asset value, beginning of year	$	16.32		$	12.88		$	10.68		$	10.00
Income (loss) from investment operations:
Net investment income (loss)		0.00	^		(0.02	)		0.01			0.01
Net realized and unrealized gain (loss) on investments		(2.79	)		3.46			2.19			0.68

Total from investment operations		(2.79	)		3.44			2.20			0.69
Less distributions from:
Net investment income		—			—			0.00	^		0.01
Net realized gain		—			—			—			—

Total distributions		—			—			0.00	^		0.01

Net asset value, end of year	$	13.53		$	16.32		$	12.88		$	10.68

Total return (%)*		(17.10	)		26.71			20.60			6.88
Ratios to average daily net assets (%)**:
Expenses, before waivers and reimbursements		1.05			1.16			1.07			3.92
Expenses, net of waivers and reimbursements		0.90			0.90			0.90			0.90
Net investment income (loss), before waivers and reimbursements		(0.14	)		(0.37	)		(0.11	)		(2.71	)
Net investment income (loss), net of waivers and reimbursements		0.01			(0.11	)		0.06			0.31
Class R6 net assets at the end of the year (in thousands)	$	56,681		$	31,347		$	7,087		$	4,933
Portfolio turnover rate (%)*		50			45			244			12

(a)	For the period from October 1, 2019 (Commencement of Operations) to December 31, 2019.

*	Rates are not annualized for periods less than a year.

**	Rates are annualized for periods less than a year.

^	Amount is less than $0.005 per share.

167

Small‑Mid Cap Growth Fund


	Class N
	Years Ended December 31,
	2022			2021			2020			2019			2018
Net asset value, beginning of year	$	32.27		$	32.96		$	25.41		$	20.97		$	23.36
Income (loss) from investment operations:
Net investment income (loss)		(0.23	)		(0.36	)		(0.24	)		(0.20	)		(0.18	)
Net realized and unrealized gain (loss) on investments		(7.22	)		2.90			8.37			6.56			(0.25	)

Total from investment operations		(7.45	)		2.54			8.13			6.36			(0.43	)
Less distributions from:
Net investment income		—			—			—			—			—
Net realized gain		0.86			3.23			0.58			1.92			1.96

Total distributions		0.86			3.23			0.58			1.92			1.96

Net asset value, end of year	$	23.96		$	32.27		$	32.96		$	25.41		$	20.97

Total return (%)		(23.11	)		8.27			32.04			30.41			(2.29	)
Ratios to average daily net assets (%):
Expenses, before waivers and reimbursements		1.43			1.43			1.45			1.43			1.44
Expenses, net of waivers and reimbursements		1.35			1.35			1.35			1.35			1.35
Net investment income (loss), before waivers and reimbursements		(0.96	)		(1.10	)		(1.01	)		(0.88	)		(0.81	)
Net investment income (loss), net of waivers and reimbursements		(0.88	)		(1.02	)		(0.91	)		(0.80	)		(0.72	)
Class N net assets at the end of the year (in thousands)	$	110,241		$	232,166		$	314,572		$	334,017		$	424,865
Portfolio turnover rate (%)		49			38			55			56			46


	Class I
	Years Ended December 31,
	2022			2021			2020			2019			2018
Net asset value, beginning of year	$	34.72		$	35.13		$	26.99		$	22.12		$	24.48
Income (loss) from investment operations:
Net investment income (loss)		(0.18	)		(0.29	)		(0.19	)		(0.14	)		(0.12	)
Net realized and unrealized gain (loss) on investments		(7.77	)		3.11			8.91			6.93			(0.28	)

Total from investment operations		(7.95	)		2.82			8.72			6.79			(0.40	)
Less distributions from:
Net investment income		—			—			—			—			—
Net realized gain		0.86			3.23			0.58			1.92			1.96

Total distributions		0.86			3.23			0.58			1.92			1.96

Net asset value, end of year	$	25.91		$	34.72		$	35.13		$	26.99		$	22.12

Total return (%)		(22.92	)		8.56			32.35			30.77			(2.06	)
Ratios to average daily net assets (%):
Expenses, before waivers and reimbursements		1.17			1.16			1.17			1.16			1.16
Expenses, net of waivers and reimbursements		1.10			1.10			1.10			1.10			1.10
Net investment income (loss), before waivers and reimbursements		(0.70	)		(0.83	)		(0.73	)		(0.59	)		(0.53	)
Net investment income (loss), net of waivers and reimbursements		(0.63	)		(0.77	)		(0.66	)		(0.53	)		(0.47	)
Class I net assets at the end of the year (in thousands)	$	1,509,931		$	2,487,862		$	3,139,290		$	2,531,823		$	1,979,105
Portfolio turnover rate (%)		49			38			55			56			46

168

Small‑Mid Cap Growth Fund


	Class R6
	Years Ended December 31,
	2022			2021			2020			2019^(a)
Net asset value, beginning of year	$	34.79		$	35.18		$	27.01		$	26.76
Income (loss) from investment operations:
Net investment income (loss)		(0.15	)		(0.26	)		(0.17	)		(0.09	)
Net realized and unrealized gain (loss) on investments		(7.79	)		3.10			8.92			2.26

Total from investment operations		(7.94	)		2.84			8.75			2.17
Less distributions from:
Net investment income		—			—			—			—
Net realized gain		0.86			3.23			0.58			1.92

Total distributions		0.86			3.23			0.58			1.92

Net asset value, end of year	$	25.99		$	34.79		$	35.18		$	27.01

Total return (%)*		(22.84	)		8.60			32.44			8.17
Ratios to average daily net assets (%)**:
Expenses		1.05			1.03			1.05			1.05
Net investment income (loss)		(0.55	)		(0.69	)		(0.61	)		(0.46	)
Class R6 net assets at the end of the year (in thousands)	$	392,153		$	328,034		$	123,220		$	39,974
Portfolio turnover rate (%)*		49			38			55			56

(a)	For the period from May 2, 2019 (Commencement of Operations) to December 31, 2019.

*	Rates are not annualized for periods less than a year.

**	Rates are annualized for periods less than a year.

169

Small Cap Growth Fund


	Class N
	Years Ended December 31,
	2022			2021			2020			2019			2018
Net asset value, beginning of year	$	31.90		$	34.49		$	27.75		$	23.23		$	26.87
Income (loss) from investment operations:
Net investment income (loss)		(0.27	)		(0.45	)		(0.29	)		(0.24	)		(0.27	)
Net realized and unrealized gain (loss) on investments		(6.61	)		4.56			10.86			5.40			(0.10	)

Total from investment operations		(6.88	)		4.11			10.57			5.16			(0.37	)
Less distributions from:
Net investment income		—			—			—			—			—
Net realized gain		1.01			6.70			3.83			0.64			3.27

Total distributions		1.01			6.70			3.83			0.64			3.27

Net asset value, end of year	$	24.01		$	31.90		$	34.49		$	27.75		$	23.23

Total return (%)		(21.59	)		12.91			38.32			22.26			(2.14	)
Ratios to average daily net assets (%):
Expenses, before waivers and reimbursements		1.55			1.56			1.58			1.54			1.55
Expenses, net of waivers and reimbursements		1.50			1.50			1.50			1.50			1.50
Net investment income (loss), before waivers and reimbursements		(1.08	)		(1.24	)		(1.10	)		(0.92	)		(0.94	)
Net investment income (loss), net of waivers and reimbursements		(1.03	)		(1.18	)		(1.02	)		(0.88	)		(0.89	)
Class N net assets at the end of the year (in thousands)	$	114,324		$	179,739		$	180,635		$	180,706		$	169,074
Portfolio turnover rate (%)		45			49			71			51			74


	Class I
	Years Ended December 31,
	2022			2021			2020			2019			2018
Net asset value, beginning of year	$	37.52		$	39.36		$	31.19		$	25.99		$	29.61
Income (loss) from investment operations:
Net investment income (loss)		(0.24	)		(0.41	)		(0.24	)		(0.19	)		(0.21	)
Net realized and unrealized gain (loss) on investments		(7.78	)		5.27			12.24			6.03			(0.14	)

Total from investment operations		(8.02	)		4.86			12.00			5.84			(0.35	)
Less distributions from:
Net investment income		—			—			—			—			—
Net realized gain		1.01			6.70			3.83			0.64			3.27

Total distributions		1.01			6.70			3.83			0.64			3.27

Net asset value, end of year	$	28.49		$	37.52		$	39.36		$	31.19		$	25.99

Total return (%)		(21.39	)		13.22			38.68			22.51			(1.88	)
Ratios to average daily net assets (%):
Expenses, before waivers and reimbursements		1.28			1.25			1.30			1.27			1.25
Expenses, net of waivers and reimbursements		1.25			1.25			1.25			1.25			1.25
Net investment income (loss), before waivers and reimbursements		(0.81	)		(0.93	)		(0.82	)		(0.65	)		(0.65	)
Net investment income (loss), net of waivers and reimbursements		(0.78	)		(0.93	)		(0.77	)		(0.63	)		(0.65	)
Class I net assets at the end of the year (in thousands)	$	303,016		$	402,629		$	390,511		$	423,881		$	410,233
Portfolio turnover rate (%)		45			49			71			51			74

170

Small Cap Growth Fund


	Class R6
	Years Ended December 31,
	2022			2021			2020			2019^(a)
Net asset value, beginning of year	$	37.60		$	39.40		$	31.20		$	31.00
Income (loss) from investment operations:
Net investment income (loss)		(0.21	)		(0.37	)		(0.23	)		(0.11	)
Net realized and unrealized gain (loss) on investments		(7.81	)		5.27			12.26			0.95

Total from investment operations		(8.02	)		4.90			12.03			0.84
Less distributions from:
Net investment income		—			—			—			—
Net realized gain		1.01			6.70			3.83			0.64

Total distributions		1.01			6.70			3.83			0.64

Net asset value, end of year	$	28.57		$	37.60		$	39.40		$	31.20

Total return (%)*		(21.35	)		13.31			38.76			2.75
Ratios to average daily net assets (%)**:
Expenses		1.18			1.16			1.19			1.18
Net investment income (loss)		(0.70	)		(0.84	)		(0.71	)		(0.51	)
Class R6 net assets at the end of the year (in thousands)	$	112,497		$	127,710		$	103,462		$	69,950
Portfolio turnover rate (%)*		45			49			71			51

(a)	For the period from May 2, 2019 (Commencement of Operations) to December 31, 2019.

*	Rates are not annualized for periods less than a year.

**	Rates are annualized for periods less than a year.

171

Small Cap Value Fund


	Class N
	Year Ended December 31,			Period Ended December 31,			Period Ended October 31,
	2022			2021^(b)			2021^(a)
Net asset value, beginning of year	$	33.63		$	33.49		$	32.15
Income (loss) from investment operations:
Net investment income (loss)		0.15			0.00	^		0.05
Net realized and unrealized gain (loss) on investments		(3.98	)		1.37			1.29

Total from investment operations		(3.83	)		1.37			1.34
Less distributions from:
Net investment income		0.12			—			—
Net realized gain		1.92			1.23			—

Total distributions		2.04			1.23			—

Net asset value, end of year	$	27.76		$	33.63		$	33.49

Total return (%)*		(11.36	)		4.24			4.17
Ratios to average daily net assets (%)**:
Expenses, before waivers and reimbursements		1.15			1.26			1.17
Expenses, net of waivers and reimbursements		1.15			1.15			1.15
Net investment income (loss), before waivers and reimbursements		0.48			(0.05	)		0.51
Net investment income (loss), net of waivers and reimbursements		0.48			0.06			0.53
Class N net assets at the end of the year (in thousands)	$	2,648		$	3,313		$	9,805
Portfolio turnover rate (%)*		25			7			35


	Class I
	Year Ended December 31,			Period Ended December 31,		Year Ended October 31,
	2022			2021^(b)		2021		2020			2019		2018
Net asset value, beginning of year	$	33.58		$	33.52	$	23.79	$	28.84		$	31.53	$	35.04
Income (loss) from investment operations:
Net investment income (loss)		0.22			0.03		0.18		0.09			0.18		0.06
Net realized and unrealized gain (loss) on investments		(3.96	)		1.35		12.91		(3.89	)		1.59		(1.00	)

Total from investment operations		(3.74	)		1.38		13.09		(3.80	)		1.77		(0.94	)
Less distributions from:
Net investment income		0.20			0.09		0.11		0.07			0.15		0.09
Net realized gain		1.92			1.23		3.25		1.18			4.31		2.48

Total distributions		2.12			1.32		3.36		1.25			4.46		2.57

Net asset value, end of year	$	27.72		$	33.58	$	33.52	$	23.79		$	28.84	$	31.53

Total return (%)*		(11.12	)		4.31		55.32		(13.91	)		8.60		(3.06	)
Ratios to average daily net assets (%)**:
Expenses, before waivers and reimbursements		0.94			0.82		0.86		0.89			0.93		0.93
Expenses, net of waivers and reimbursements		0.89			0.82		0.86		0.89			0.93		0.93
Net investment income (loss), before waivers and reimbursements		0.67			0.55		0.52		0.37			0.63		0.16
Net investment income (loss), net of waivers and reimbursements		0.72			0.55		0.52		0.37			0.63		0.16
Class I net assets at the end of the year (in thousands)	$	758,104		$	1,059,157	$	1,143,150	$	1,181,409		$	908,831	$	738,558
Portfolio turnover rate (%)*		25			7		35		27			31		31

(a)	For the period from July 17, 2021 (Commencement of Operations) to October 31, 2021.

(b)	For the period from November 1, 2021 to December 31, 2021.

*	Rates are not annualized for periods less than a year.

**	Rates are annualized for periods less than a year.

^	Amount is less than $0.005 per share.

172

Small Cap Value Fund


	Class R6
	Year Ended December 31,			Period Ended December 31,		Period Ended October 31,
	2022			2021^(b)		2021^(a)
Net asset value, beginning of year	$	33.58		$	33.53	$	32.15
Income (loss) from investment operations:
Net investment income (loss)		0.26			0.03		0.06
Net realized and unrealized gain (loss) on investments		(3.98	)		1.35		1.32

Total from investment operations		(3.72	)		1.38		1.38
Less distributions from:
Net investment income		0.23			0.10		—
Net realized gain		1.92			1.23		—

Total distributions		2.15			1.33		—

Net asset value, end of year	$	27.71		$	33.58	$	33.53

Total return (%)*		(11.06	)		4.33		4.26
Ratios to average daily net assets (%)**:
Expenses		0.81			0.78		0.78
Net investment income (loss)		0.85			0.59		0.64
Class R6 net assets at the end of the year (in thousands)	$	453,456		$	1,006,928	$	867,272
Portfolio turnover rate (%)*		25			7		35

(a)	For the period from July 17, 2021 (Commencement of Operations) to October 31, 2021.

(b)	For the period from November 1, 2021 to December 31, 2021.

*	Rates are not annualized for periods less than a year.

**	Rates are annualized for periods less than a year.

173

Global Leaders Fund


	Class N
	Years Ended December 31,
	2022			2021			2020			2019			2018
Net asset value, beginning of year	$	19.17		$	17.41		$	14.92		$	11.47		$	14.53
Income (loss) from investment operations:
Net investment income (loss)		(0.04	)		(0.11	)		(0.06	)		0.01			0.02
Net realized and unrealized gain (loss) on investments		(5.61	)		2.96			4.74			3.61			(1.12	)

Total from investment operations		(5.65	)		2.85			4.68			3.62			(1.10	)
Less distributions from:
Net investment income		—			—			—			0.03			—
Net realized gain		0.28			1.09			2.19			0.14			1.96

Total distributions		0.28			1.09			2.19			0.17			1.96

Net asset value, end of year	$	13.24		$	19.17		$	17.41		$	14.92		$	11.47

Total return (%)		(29.49	)		16.55			31.50			31.57			(8.23	)
Ratios to average daily net assets (%):
Expenses, before waivers and reimbursements		1.45			1.38			1.45			1.39			1.47
Expenses, net of waivers and reimbursements		1.15			1.15			1.15			1.20			1.33
Net investment income (loss), before waivers and reimbursements		(0.60	)		(0.79	)		(0.67	)		(0.10	)		(0.01	)
Net investment income (loss), net of waivers and reimbursements		(0.30	)		(0.56	)		(0.37	)		0.09			0.13
Class N net assets at the end of the year (in thousands)	$	8,317		$	13,709		$	11,861		$	8,910		$	7,225
Portfolio turnover rate (%)		15			18			27			27			49


	Class I
	Years Ended December 31,
	2022			2021			2020			2019		2018
Net asset value, beginning of year	$	19.28		$	17.47		$	14.93		$	11.47	$	14.56
Income (loss) from investment operations:
Net investment income (loss)		(0.01	)		(0.06	)		(0.01	)		0.05		0.06
Net realized and unrealized gain (loss) on investments		(5.63	)		2.96			4.74			3.61		(1.13	)

Total from investment operations		(5.64	)		2.90			4.73			3.66		(1.07	)
Less distributions from:
Net investment income		0.01			—			0.00	^		0.06		0.06
Net realized gain		0.28			1.09			2.19			0.14		1.96

Total distributions		0.29			1.09			2.19			0.20		2.02

Net asset value, end of year	$	13.35		$	19.28		$	17.47		$	14.93	$	11.47

Total return (%)		(29.28	)		16.78			31.86			31.96		(8.06	)
Ratios to average daily net assets (%):
Expenses, before waivers and reimbursements		1.12			1.07			1.12			1.07		1.15
Expenses, net of waivers and reimbursements		0.90			0.90			0.90			0.95		1.07
Net investment income (loss), before waivers and reimbursements		(0.27	)		(0.49	)		(0.31	)		0.22		0.31
Net investment income (loss), net of waivers and reimbursements		(0.05	)		(0.32	)		(0.09	)		0.34		0.39
Class I net assets at the end of the year (in thousands)	$	69,987		$	124,488		$	107,375		$	114,666	$	83,790
Portfolio turnover rate (%)		15			18			27			27		49

^	Amount is less than $0.005 per share.

174

Global Leaders Fund


	Class R6
	Years Ended December 31,
	2022			2021			2020			2019		2018
Net asset value, beginning of year	$	19.30		$	17.47		$	14.93		$	11.47	$	14.56
Income (loss) from investment operations:
Net investment income (loss)		(0.01	)		(0.05	)		0.02			0.06		0.07
Net realized and unrealized gain (loss) on investments		(5.64	)		2.97			4.72			3.61		(1.13	)

Total from investment operations		(5.65	)		2.92			4.74			3.67		(1.06	)
Less distributions from:
Net investment income		0.02			—			0.01			0.07		0.07
Net realized gain		0.28			1.09			2.19			0.14		1.96

Total distributions		0.30			1.09			2.20			0.21		2.03

Net asset value, end of year	$	13.35		$	19.30		$	17.47		$	14.93	$	11.47

Total return (%)		(29.30	)		16.90			31.91			32.02		(7.99	)
Ratios to average daily net assets (%):
Expenses, before waivers and reimbursements		1.05			0.99			1.06			1.01		1.08
Expenses, net of waivers and reimbursements		0.85			0.85			0.85			0.90		1.00
Net investment income (loss), before waivers and reimbursements		(0.30	)		(0.40	)		(0.10	)		0.32		0.39
Net investment income (loss), net of waivers and reimbursements		(0.10	)		(0.26	)		0.11			0.43		0.47
Class R6 net assets at the end of the year (in thousands)	$	13,255		$	5,585		$	2,946		$	48,133	$	79,685
Portfolio turnover rate (%)		15			18			27			27		49

175

International Leaders Fund


	Class N
	Years Ended December 31,
	2022			2021			2020			2019		2018
Net asset value, beginning of year	$	24.28		$	22.69		$	18.08		$	13.80	$	16.37
Income (loss) from investment operations:
Net investment income (loss)		0.04			(0.12	)		(0.04	)		0.09		0.13
Net realized and unrealized gain (loss) on investments		(7.01	)		2.35			4.82			4.25		(2.19	)

Total from investment operations		(6.97	)		2.23			4.78			4.34		(2.06	)
Less distributions from:
Net investment income		—			0.00	^		—			0.06		0.06
Net realized gain		0.03			0.64			0.17			—		0.45

Total distributions		0.03			0.64			0.17			0.06		0.51

Net asset value, end of year	$	17.28		$	24.28		$	22.69		$	18.08	$	13.80

Total return (%)		(28.70	)		9.93			26.45			31.46		(12.70	)
Ratios to average daily net assets (%):
Expenses, before waivers and reimbursements		1.26			1.30			1.31			1.32		1.39
Expenses, net of waivers and reimbursements		1.15			1.15			1.15			1.18		1.28
Net investment income (loss), before waivers and reimbursements		0.09			(0.65	)		(0.39	)		0.44		0.70
Net investment income (loss), net of waivers and reimbursements		0.20			(0.50	)		(0.23	)		0.58		0.81
Class N net assets at the end of the year (in thousands)	$	35,966		$	47,234		$	19,586		$	11,163	$	8,715
Portfolio turnover rate (%)		55			18			34			20		33


	Class I
	Years Ended December 31,
	2022			2021			2020			2019		2018
Net asset value, beginning of year	$	24.41		$	22.80		$	18.13		$	13.84	$	16.44
Income (loss) from investment operations:
Net investment income (loss)		0.08			(0.06	)		(0.00	)^		0.12		0.17
Net realized and unrealized gain (loss) on investments		(7.05	)		2.36			4.85			4.27		(2.19	)

Total from investment operations		(6.97	)		2.30			4.85			4.39		(2.02	)
Less distributions from:
Net investment income		—			0.05			0.01			0.10		0.13
Net realized gain		0.03			0.64			0.17			—		0.45

Total distributions		0.03			0.69			0.18			0.10		0.58

Net asset value, end of year	$	17.41		$	24.41		$	22.80		$	18.13	$	13.84

Total return (%)		(28.55	)		10.17			26.77			31.76		(12.45	)
Ratios to average daily net assets (%):
Expenses, before waivers and reimbursements		1.04			0.99			1.01			1.01		1.07
Expenses, net of waivers and reimbursements		0.90			0.90			0.90			0.93		1.03
Net investment income (loss), before waivers and reimbursements		0.28			(0.33	)		(0.11	)		0.64		1.02
Net investment income (loss), net of waivers and reimbursements		0.42			(0.24	)		(0.00	)		0.72		1.06
Class I net assets at the end of the year (in thousands)	$	369,171		$	591,500		$	393,596		$	181,617	$	76,382
Portfolio turnover rate (%)		55			18			34			20		33

^	Amount is less than $0.005 per share.

176

International Leaders Fund


	Class R6
	Years Ended December 31,
	2022			2021			2020		2019		2018
Net asset value, beginning of year	$	24.41		$	22.80		$	18.12	$	13.83	$	16.43
Income (loss) from investment operations:
Net investment income (loss)		0.09			(0.04	)		0.02		0.14		0.18
Net realized and unrealized gain (loss) on investments		(7.05	)		2.35			4.85		4.26		(2.19	)

Total from investment operations		(6.96	)		2.31			4.87		4.40		(2.01	)
Less distributions from:
Net investment income		—			0.06			0.02		0.11		0.14
Net realized gain		0.03			0.64			0.17		—		0.45

Total distributions		0.03			0.70			0.19		0.11		0.59

Net asset value, end of year	$	17.42		$	24.41		$	22.80	$	18.12	$	13.83

Total return (%)		(28.51	)		10.22			26.88		31.83		(12.38	)
Ratios to average daily net assets (%):
Expenses, before waivers and reimbursements		0.92			0.91			0.92		0.93		0.99
Expenses, net of waivers and reimbursements		0.85			0.85			0.85		0.88		0.95
Net investment income (loss), before waivers and reimbursements		0.44			(0.24	)		0.03		0.80		1.07
Net investment income (loss), net of waivers and reimbursements		0.51			(0.18	)		0.10		0.85		1.11
Class R6 net assets at the end of the year (in thousands)	$	599,084		$	667,996		$	687,171	$	461,124	$	324,902
Portfolio turnover rate (%)		55			18			34		20		33

177

International Growth Fund


	Class N
	Years Ended December 31,
	2022			2021			2020			2019		2018
Net asset value, beginning of year	$	37.57		$	38.75		$	29.68		$	23.04	$	30.41
Income (loss) from investment operations:
Net investment income (loss)		0.11			(0.28	)		(0.16	)		0.09		0.16
Net realized and unrealized gain (loss) on investments		(10.78	)		3.51			9.55			6.87		(5.56	)

Total from investment operations		(10.67	)		3.23			9.39			6.96		(5.40	)
Less distributions from:
Net investment income		0.02			—			0.06			0.32		0.12
Net realized gain		1.96			4.41			0.26			—		1.85

Total distributions		1.98			4.41			0.32			0.32		1.97

Net asset value, end of year	$	24.92		$	37.57		$	38.75		$	29.68	$	23.04

Total return (%)		(28.51	)		8.68			31.64			30.24		(18.00	)
Ratios to average daily net assets (%):
Expenses, before waivers and reimbursements		1.40			1.46			1.47			1.45		1.46
Expenses, net of waivers and reimbursements		1.31			1.45			1.45			1.45		1.45
Net investment income (loss), before waivers and reimbursements		0.30			(0.68	)		(0.56	)		0.34		0.54
Net investment income (loss), net of waivers and reimbursements		0.39			(0.67	)		(0.54	)		0.34		0.55
Class N net assets at the end of the year (in thousands)	$	301,485		$	293,481		$	288,976		$	494,788	$	456,533
Portfolio turnover rate (%)		50			19			27			34		78


	Class I
	Years Ended December 31,
	2022			2021			2020			2019		2018
Net asset value, beginning of year	$	38.68		$	39.65		$	30.38		$	23.56	$	31.13
Income (loss) from investment operations:
Net investment income (loss)		0.24			(0.15	)		(0.08	)		0.18		0.26
Net realized and unrealized gain (loss) on investments		(11.16	)		3.59			9.79			7.03		(5.70	)

Total from investment operations		(10.92	)		3.44			9.71			7.21		(5.44	)
Less distributions from:
Net investment income		0.06			—			0.18			0.39		0.28
Net realized gain		1.96			4.41			0.26			—		1.85

Total distributions		2.02			4.41			0.44			0.39		2.13

Net asset value, end of year	$	25.74		$	38.68		$	39.65		$	30.38	$	23.56

Total return (%)		(28.33	)		9.01			31.99			30.66		(17.73	)
Ratios to average daily net assets (%):
Expenses, before waivers and reimbursements		1.12			1.14			1.16			1.14		1.13
Expenses, net of waivers and reimbursements		1.06			1.14			1.16			1.14		1.13
Net investment income (loss), before waivers and reimbursements		0.76			(0.36	)		(0.24	)		0.65		0.86
Net investment income (loss), net of waivers and reimbursements		0.82			(0.36	)		(0.24	)		0.65		0.86
Class I net assets at the end of the year (in thousands)	$	981,813		$	1,702,775		$	1,914,460		$	1,552,355	$	1,646,811
Portfolio turnover rate (%)		50			19			27			34		78

178

International Growth Fund


	Class R6
	Years Ended December 31,
	2022			2021			2020			2019^(a)
Net asset value, beginning of year	$	38.72		$	39.66		$	30.37		$	27.56
Income (loss) from investment operations:
Net investment income (loss)		0.21			(0.11	)		(0.07	)		(0.05	)
Net realized and unrealized gain (loss) on investments		(11.13	)		3.58			9.83			3.27

Total from investment operations		(10.92	)		3.47			9.76			3.22
Less distributions from:
Net investment income		0.08			—			0.21			0.41
Net realized gain		1.96			4.41			0.26			—

Total distributions		2.04			4.41			0.47			0.41

Net asset value, end of year	$	25.76		$	38.72		$	39.66		$	30.37

Total return (%)*		(28.30	)		9.09			32.16			11.71
Ratios to average daily net assets (%)**:
Expenses, before waivers and reimbursements		1.03			1.06			1.07			1.06
Expenses, net of waivers and reimbursements		1.01			1.06			1.07			1.06
Net investment income (loss), before waivers and reimbursements		0.69			(0.25	)		(0.23	)		(0.26	)
Net investment income (loss), net of waivers and reimbursements		0.71			(0.25	)		(0.23	)		(0.26	)
Class R6 net assets at the end of the year (in thousands)	$	151,338		$	126,641		$	109,214		$	61,916
Portfolio turnover rate (%)*		50			19			27			34

(a)	For the period from May 2, 2019 (Commencement of Operations) to December 31, 2019.

*	Rates are not annualized for periods less than a year.

**	Rates are annualized for periods less than a year.

179

Institutional International Growth Fund


	Institutional
	Years Ended December 31,
	2022			2021			2020			2019		2018
Net asset value, beginning of year	$	19.03		$	20.37		$	17.35		$	13.40	$	18.08
Income (loss) from investment operations:
Net investment income (loss)		0.11			(0.05	)		(0.01	)		0.12		0.18
Net realized and unrealized gain (loss) on investments		(5.47	)		1.86			5.60			4.00		(3.29	)

Total from investment operations		(5.36	)		1.81			5.59			4.12		(3.11	)
Less distributions from:
Net investment income		0.06			—			0.02			0.17		0.17
Net realized gain		0.79			3.15			2.55			—		1.40

Total distributions		0.85			3.15			2.57			0.17		1.57

Net asset value, end of year	$	12.82		$	19.03		$	20.37		$	17.35	$	13.40

Total return (%)		(28.28	)		9.39			32.47			30.75		(17.50	)
Ratios to average daily net assets (%):
Expenses, before waivers and reimbursements		1.01			1.01			1.00			0.99		0.97
Expenses, net of waivers and reimbursements		0.98			1.01			1.00			0.99		0.97
Net investment income (loss), before waivers and reimbursements		0.71			(0.22	)		(0.04	)		0.77		1.01
Net investment income (loss), net of waivers and reimbursements		0.74			(0.22	)		(0.04	)		0.77		1.01
Net assets at the end of the year (in thousands)	$	908,732		$	1,281,843		$	1,326,482		$	1,892,911	$	1,784,435
Portfolio turnover rate (%)		55			19			31			35		82

180

International Small Cap Growth Fund


	Class N
	Years Ended December 31,
	2022			2021			2020			2019		2018
Net asset value, beginning of year	$	16.56		$	17.45		$	13.85		$	10.36	$	15.49
Income (loss) from investment operations:
Net investment income (loss)		0.00	^		(0.12	)		(0.05	)		0.05		0.04
Net realized and unrealized gain (loss) on investments		(5.82	)		1.91			4.01			3.45		(3.78	)

Total from investment operations		(5.82	)		1.79			3.96			3.50		(3.74	)
Less distributions from:
Net investment income		—			—			—			0.01		0.08
Net realized gain		—			2.68			0.36			—		1.31

Total distributions		—			2.68			0.36			0.01		1.39

Net asset value, end of year	$	10.74		$	16.56		$	17.45		$	13.85	$	10.36

Total return (%)		(35.14	)		10.87			28.68			33.81		(24.48	)
Ratios to average daily net assets (%):
Expenses		1.49			1.46			1.52			1.48		1.48
Net investment income (loss)		0.04			(0.67	)		(0.36	)		0.45		0.29
Class N net assets at the end of the year (in thousands)	$	1,638		$	3,540		$	3,101		$	3,650	$	3,440
Portfolio turnover rate (%)		51			52			63			38		88

	Class I
	Years Ended December 31,
	2022			2021			2020			2019		2018
Net asset value, beginning of year	$	16.80		$	17.66		$	13.98		$	10.45	$	15.65
Income (loss) from investment operations:
Net investment income (loss)		0.03			(0.07	)		(0.01	)		0.09		0.09
Net realized and unrealized gain (loss) on investments		(5.91	)		1.93			4.06			3.48		(3.84	)

Total from investment operations		(5.88	)		1.86			4.05			3.57		(3.75	)
Less distributions from:
Net investment income		0.02			0.04			0.01			0.04		0.14
Net realized gain		—			2.68			0.36			—		1.31

Total distributions		0.02			2.72			0.37			0.04		1.45

Net asset value, end of year	$	10.90		$	16.80		$	17.66		$	13.98	$	10.45

Total return (%)		(34.99	)		11.17			29.04			34.22		(24.29	)
Ratios to average daily net assets (%):
Expenses		1.23			1.19			1.25			1.21		1.18
Net investment income (loss)		0.28			(0.40	)		(0.05	)		0.75		0.60
Class I net assets at the end of the year (in thousands)	$	98,330		$	136,573		$	145,283		$	142,951	$	165,451
Portfolio turnover rate (%)		51			52			63			38		88

^	Amount is less than $0.005 per share.

181

International Small Cap Growth Fund


	Class R6
	Years Ended December 31,
	2022			2021			2020			2019		2018
Net asset value, beginning of year	$	16.91		$	17.76		$	14.05		$	10.50	$	15.73
Income (loss) from investment operations:
Net investment income (loss)		0.05			(0.06	)		0.00	^		0.11		0.10
Net realized and unrealized gain (loss) on investments		(5.96	)		1.95			4.09			3.49		(3.85	)

Total from investment operations		(5.91	)		1.89			4.09			3.60		(3.75	)
Less distributions from:
Net investment income		0.03			0.06			0.02			0.05		0.17
Net realized gain		—			2.68			0.36			—		1.31

Total distributions		0.03			2.74			0.38			0.05		1.48

Net asset value, end of year	$	10.97		$	16.91		$	17.76		$	14.05	$	10.50

Total return (%)		(34.94	)		11.27			29.23			34.32		(24.19	)
Ratios to average daily net assets (%):
Expenses		1.14			1.10			1.14			1.12		1.08
Net investment income (loss)		0.38			(0.31	)		0.02			0.86		0.67
Class R6 net assets at the end of the year (in thousands)	$	134,982		$	243,398		$	188,497		$	162,465	$	171,833
Portfolio turnover rate (%)		51			52			63			38		88

^	Amount is less than $0.005 per share.

182

Emerging Markets Leaders Fund


	Class N
	Years Ended December 31,
	2022			2021			2020			2019		2018
Net asset value, beginning of year	$	11.33		$	13.26		$	10.51		$	8.26	$	11.06
Income (loss) from investment operations:
Net investment income (loss)		0.02			(0.06	)		(0.02	)		0.03		0.03
Net realized and unrealized gain (loss) on investments		(2.98	)		(0.98	)		2.88			2.28		(1.97	)

Total from investment operations		(2.96	)		(1.04	)		2.86			2.31		(1.94	)
Less distributions from:
Net investment income		—			0.01			—			0.04		0.07
Net realized gain		0.08			0.88			0.11			0.02		0.79

Total distributions		0.08			0.89			0.11			0.06		0.86

Net asset value, end of year	$	8.29		$	11.33		$	13.26		$	10.51	$	8.26

Total return (%)		(26.11	)		(7.69	)		27.23			27.98		(17.73	)
Ratios to average daily net assets (%):
Expenses, before waivers and reimbursements		1.48			1.56			1.63			1.62		1.60
Expenses, net of waivers and reimbursements		1.29			1.40			1.40			1.45		1.58
Net investment income (loss), before waivers and reimbursements		0.05			(0.64	)		(0.45	)		0.17		0.27
Net investment income (loss), net of waivers and reimbursements		0.24			(0.48	)		(0.22	)		0.34		0.29
Class N net assets at the end of the year (in thousands)	$	1,092		$	2,096		$	1,803		$	1,856	$	2,239
Portfolio turnover rate (%)		42			40			47			33		52


	Class I
	Years Ended December 31,
	2022			2021			2020			2019		2018
Net asset value, beginning of year	$	11.33		$	13.28		$	10.52		$	8.27	$	11.09
Income (loss) from investment operations:
Net investment income (loss)		0.06			(0.04	)		(0.00	)^		0.06		0.06
Net realized and unrealized gain (loss) on investments		(2.99	)		(0.98	)		2.89			2.29		(1.97	)

Total from investment operations		(2.93	)		(1.02	)		2.89			2.35		(1.91	)
Less distributions from:
Net investment income		—			0.05			0.02			0.08		0.12
Net realized gain		0.08			0.88			0.11			0.02		0.79

Total distributions		0.08			0.93			0.13			0.10		0.91

Net asset value, end of year	$	8.32		$	11.33		$	13.28		$	10.52	$	8.27

Total return (%)		(25.84	)		(7.48	)		27.52			28.36		(17.45	)
Ratios to average daily net assets (%):
Expenses, before waivers and reimbursements		1.19			1.28			1.33			1.29		1.27
Expenses, net of waivers and reimbursements		1.05			1.15			1.15			1.20		1.27
Net investment income (loss), before waivers and reimbursements		0.46			(0.40	)		(0.21	)		0.53		0.58
Net investment income (loss), net of waivers and reimbursements		0.60			(0.27	)		(0.03	)		0.62		0.58
Class I net assets at the end of the year (in thousands)	$	29,682		$	42,750		$	62,319		$	45,090	$	34,786
Portfolio turnover rate (%)		42			40			47			33		52

^	Amount is less than $0.005 per share.

183

Emerging Markets Leaders Fund


	Class R6
	Years Ended December 31,
	2022			2021			2020			2019		2018
Net asset value, beginning of year	$	11.32		$	13.26		$	10.51		$	8.26	$	11.09
Income (loss) from investment operations:
Net investment income (loss)		0.06			(0.02	)		0.00	^		0.06		0.07
Net realized and unrealized gain (loss) on investments		(2.99	)		(0.98	)		2.89			2.29		(1.98	)

Total from investment operations		(2.93	)		(1.00	)		2.89			2.35		(1.91	)
Less distributions from:
Net investment income		—			0.06			0.03			0.08		0.13
Net realized gain		0.08			0.88			0.11			0.02		0.79

Total distributions		0.08			0.94			0.14			0.10		0.92

Net asset value, end of year	$	8.31		$	11.32		$	13.26		$	10.51	$	8.26

Total return (%)		(25.86	)		(7.35	)		27.50			28.45		(17.46	)
Ratios to average daily net assets (%):
Expenses, before waivers and reimbursements		1.11			1.20			1.26			1.23		1.20
Expenses, net of waivers and reimbursements		1.00			1.10			1.10			1.15		1.20
Net investment income (loss), before waivers and reimbursements		0.50			(0.26	)		(0.11	)		0.57		0.71
Net investment income (loss), net of waivers and reimbursements		0.61			(0.16	)		0.05			0.65		0.71
Class R6 net assets at the end of the year (in thousands)	$	321,319		$	428,839		$	198,015		$	191,337	$	161,889
Portfolio turnover rate (%)		42			40			47			33		52

^	Amount is less than $0.005 per share.

184

Emerging Markets Growth Fund


	Class N
	Years Ended December 31,
	2022			2021			2020			2019		2018
Net asset value, beginning of year	$	15.55		$	18.42		$	13.67		$	11.14	$	16.20
Income (loss) from investment operations:
Net investment income (loss)		0.02			(0.13	)		(0.09	)		0.11		0.01
Net realized and unrealized gain (loss) on investments		(5.20	)		0.62			5.60			2.98		(3.49	)

Total from investment operations		(5.18	)		0.49			5.51			3.09		(3.48	)
Less distributions from:
Net investment income		—			—			—			0.16		0.11
Net realized gain		0.02			3.36			0.76			0.40		1.47

Total distributions		0.02			3.36			0.76			0.56		1.58

Net asset value, end of year	$	10.35		$	15.55		$	18.42		$	13.67	$	11.14

Total return (%)		(33.33	)		2.97			40.43			27.89		(21.61	)
Ratios to average daily net assets (%):
Expenses, before waivers and reimbursements		1.50			1.55			1.55			1.51		1.52
Expenses, net of waivers and reimbursements		1.36			1.55			1.55			1.51		1.52
Net investment income (loss), before waivers and reimbursements		0.07			(0.65	)		(0.60	)		0.84		0.09
Net investment income (loss), net of waivers and reimbursements		0.21			(0.65	)		(0.60	)		0.84		0.09
Class N net assets at the end of the year (in thousands)	$	14,664		$	28,565		$	18,606		$	7,804	$	7,103
Portfolio turnover rate (%)		92			52			77			79		113


	Class I
	Years Ended December 31,
	2022			2021			2020			2019		2018
Net asset value, beginning of year	$	15.85		$	18.66		$	13.82		$	11.25	$	16.36
Income (loss) from investment operations:
Net investment income (loss)		0.05			(0.07	)		(0.05	)		0.14		0.05
Net realized and unrealized gain (loss) on investments		(5.30	)		0.62			5.66			3.02		(3.52	)

Total from investment operations		(5.25	)		0.55			5.61			3.16		(3.47	)
Less distributions from:
Net investment income		—			—			0.01			0.19		0.17
Net realized gain		0.02			3.36			0.76			0.40		1.47

Total distributions		0.02			3.36			0.77			0.59		1.64

Net asset value, end of year	$	10.58		$	15.85		$	18.66		$	13.82	$	11.25

Total return (%)		(33.14	)		3.25			40.72			28.29		(21.37	)
Ratios to average daily net assets (%):
Expenses, before waivers and reimbursements		1.24			1.27			1.30			1.26		1.27
Expenses, net of waivers and reimbursements		1.11			1.27			1.30			1.26		1.27
Net investment income (loss), before waivers and reimbursements		0.32			(0.37	)		(0.33	)		1.06		0.34
Net investment income (loss), net of waivers and reimbursements		0.45			(0.37	)		(0.33	)		1.06		0.34
Class I net assets at the end of the year (in thousands)	$	174,884		$	190,985		$	113,697		$	73,496	$	79,427
Portfolio turnover rate (%)		92			52			77			79		113

185

Emerging Markets Growth Fund


	Class R6
	Years Ended December 31,
	2022			2021			2020			2019		2018
Net asset value, beginning of year	$	16.04		$	18.84		$	13.94		$	11.35	$	16.49
Income (loss) from investment operations:
Net investment income (loss)		0.06			(0.05	)		(0.03	)		0.15		0.07
Net realized and unrealized gain (loss) on investments		(5.37	)		0.63			5.71			3.04		(3.56	)

Total from investment operations		(5.31	)		0.58			5.68			3.19		(3.49	)
Less distributions from:
Net investment income		—			0.02			0.02			0.20		0.18
Net realized gain		0.02			3.36			0.76			0.40		1.47

Total distributions		0.02			3.38			0.78			0.60		1.65

Net asset value, end of year	$	10.71		$	16.04		$	18.84		$	13.94	$	11.35

Total return (%)		(33.13	)		3.37			40.90			28.28		(21.29	)
Ratios to average daily net assets (%):
Expenses, before waivers and reimbursements		1.14			1.17			1.20			1.19		1.19
Expenses, net of waivers and reimbursements		1.06			1.17			1.20			1.19		1.19
Net investment income (loss), before waivers and reimbursements		0.41			(0.27	)		(0.22	)		1.17		0.46
Net investment income (loss), net of waivers and reimbursements		0.49			(0.27	)		(0.22	)		1.17		0.46
Class R6 net assets at the end of the year (in thousands)	$	480,586		$	822,288		$	1,063,433		$	708,892	$	654,441
Portfolio turnover rate (%)		92			52			77			79		113

186

Emerging Markets ex China Growth Fund


	Class I
	Period Ended December 31,
	2022^(a)
Net asset value, beginning of year	$	10.00
Income (loss) from investment operations:
Net investment income (loss)		0.02
Net realized and unrealized gain (loss) on investments		(0.61	)

Total from investment operations		(0.59	)
Less distributions from:
Net investment income		—
Net realized gain		—

Total distributions		—

Net asset value, end of year	$	9.41

Total return (%)*		(5.90	)
Ratios to average daily net assets (%)**:
Expenses, before waivers and reimbursements		2.77
Expenses, net of waivers and reimbursements		0.99
Net investment income (loss), before waivers and reimbursements		(1.40	)
Net investment income (loss), net of waivers and reimbursements		0.38
Class I net assets at end of year (in thousands)	$	9
Portfolio turnover rate (%)*		64


	Class R6
	Period Ended December 31,
	2022^(a)
Net asset value, beginning of year	$	10.00
Income (loss) from investment operations:
Net investment income (loss)		0.02
Net realized and unrealized gain (loss) on investments		(0.60	)

Total from investment operations		(0.58	)
Less distributions from:
Net investment income		—
Net realized gain		—

Total distributions		—

Net asset value, end of year	$	9.42

Total return (%)*		(5.80	)
Ratios to average daily net assets (%)**:
Expenses, before waivers and reimbursements		2.78
Expenses, net of waivers and reimbursements		0.94
Net investment income (loss), before waivers and reimbursements		(1.42	)
Net investment income (loss), net of waivers and reimbursements		0.42
Class R6 net assets at end of year (in thousands)	$	13,024
Portfolio turnover rate (%)*		64

(a)	For the period from July 29, 2022 (Commencement of Operations) to December 31, 2022.

*	Rates are not annualized for periods less than a year.

**	Rates are annualized for periods less than a year.

187

Emerging Markets Small Cap Growth Fund


	Class N
	Years Ended December 31,
	2022			2021			2020			2019			2018
Net asset value, beginning of year	$	23.52		$	22.22		$	16.80		$	13.96		$	18.66
Income (loss) from investment operations:
Net investment income (loss)		(0.01	)		(0.20	)		(0.06	)		0.00	^		(0.02	)
Net realized and unrealized gain (loss) on investments		(6.59	)		3.53			5.48			2.84			(4.38	)

Total from investment operations		(6.60	)		3.33			5.42			2.84			(4.40	)
Less distributions from:
Net investment income		—			—			—			—			—
Net realized gain		0.79			2.03			—			—			0.30

Total distributions		0.79			2.03			—			—			0.30

Net asset value, end of year	$	16.13		$	23.52		$	22.22		$	16.80		$	13.96

Total return (%)		(28.12	)		15.23			32.26			20.34			(23.57	)
Ratios to average daily net assets (%):
Expenses, before waivers and reimbursements		1.69			1.60			1.77			1.71			1.70
Expenses, net of waivers and reimbursements		1.55			1.55			1.55			1.55			1.58
Net investment income (loss), before waivers and reimbursements		(0.18	)		(0.88	)		(0.58	)		(0.14	)		(0.22	)
Net investment income (loss), net of waivers and reimbursements		(0.04	)		(0.83	)		(0.36	)		0.02			(0.10	)
Class N net assets at the end of the year (in thousands)	$	3,069		$	4,262		$	3,947		$	4,025		$	8,977
Portfolio turnover rate (%)		101			76			119			142			187

	Class I
	Years Ended December 31,
	2022			2021			2020			2019			2018
Net asset value, beginning of year	$	23.79		$	22.40		$	16.90		$	14.03		$	18.73
Income (loss) from investment operations:
Net investment income (loss)		0.04			(0.14	)		(0.02	)		0.04			0.03
Net realized and unrealized gain (loss) on investments		(6.67	)		3.56			5.53			2.86			(4.41	)

Total from investment operations		(6.63	)		3.42			5.51			2.90			(4.38	)
Less distributions from:
Net investment income		—			—			0.01			0.03			0.02
Net realized gain		0.79			2.03			—			—			0.30

Total distributions		0.79			2.03			0.01			0.03			0.32

Net asset value, end of year	$	16.37		$	23.79		$	22.40		$	16.90		$	14.03

Total return (%)		(27.93	)		15.51			32.60			20.58			(23.31	)
Ratios to average daily net assets (%):
Expenses, before waivers and reimbursements		1.40			1.31			1.45			1.40			1.38
Expenses, net of waivers and reimbursements		1.30			1.30			1.30			1.30			1.33
Net investment income (loss), before waivers and reimbursements		0.11			(0.59	)		(0.25	)		0.18			0.13
Net investment income (loss), net of waivers and reimbursements		0.21			(0.58	)		(0.10	)		0.28			0.18
Class I net assets at the end of the year (in thousands)	$	108,401		$	171,994		$	151,302		$	142,885		$	169,770
Portfolio turnover rate (%)		101			76			119			142			187

^	Amount is less than $0.005 per share.

188

Emerging Markets Small Cap Growth Fund


	Class R6
	Years Ended December 31,
	2022			2021			2020			2019		2018
Net asset value, beginning of year	$	23.84		$	22.44		$	16.93		$	14.06	$	18.76
Income (loss) from investment operations:
Net investment income (loss)		0.05			(0.12	)		(0.00	)^		0.05		0.05
Net realized and unrealized gain (loss) on investments		(6.69	)		3.56			5.53			2.86		(4.41	)

Total from investment operations		(6.64	)		3.44			5.53			2.91		(4.36	)
Less distributions from:
Net investment income		—			0.01			0.02			0.04		0.04
Net realized gain		0.79			2.03			—			—		0.30

Total distributions		0.79			2.04			0.02			0.04		0.34

Net asset value, end of year	$	16.41		$	23.84		$	22.44		$	16.93	$	14.06

Total return (%)		(27.91	)		15.58			32.66			20.69		(23.24	)
Ratios to average daily net assets (%):
Expenses, before waivers and reimbursements		1.31			1.23			1.36			1.33		1.30
Expenses, net of waivers and reimbursements		1.25			1.23			1.25			1.25		1.25
Net investment income (loss), before waivers and reimbursements		0.18			(0.49	)		(0.14	)		0.27		0.22
Net investment income (loss), net of waivers and reimbursements		0.24			(0.49	)		(0.03	)		0.35		0.27
Class R6 net assets at the end of the year (in thousands)	$	211,203		$	324,152		$	152,160		$	130,711	$	98,188
Portfolio turnover rate (%)		101			76			119			142		187

^	Amount is less than $0.005 per share.

189

China Growth Fund


	Class I
	Years Ended December 31,
	2022			2021^(a)
Net asset value, beginning of year	$	9.54		$	10.00
Income (loss) from investment operations:
Net investment income (loss)		0.03			(0.04	)
Net realized and unrealized gain (loss) on investments		(3.11	)		(0.42	)

Total from investment operations		(3.08	)		(0.46	)
Less distributions from:
Net investment income		—			—
Net realized gain		—			—

Total distributions		—			—

Net asset value, end of year	$	6.46		$	9.54

Total return (%)*		(32.43	)		(4.40	)
Ratios to average daily net assets (%)**:
Expenses, before waivers and reimbursements		5.31			4.74
Expenses, net of waivers and reimbursements		1.01			1.05
Net investment income (loss), before waivers and reimbursements		(3.90	)		(4.69	)
Net investment income (loss), net of waivers and reimbursements		0.40			(1.00	)
Class I net assets at the end of the year (in thousands)	$	509		$	5,538
Portfolio turnover rate (%)*		36			4


	Class R6
	Years Ended December 31,
	2022			2021^(a)
Net asset value, beginning of year	$	9.54		$	10.00
Income (loss) from investment operations:
Net investment income (loss)		0.02			(0.03	)
Net realized and unrealized gain (loss) on investments		(3.11	)		(0.43	)

Total from investment operations		(3.09	)		(0.46	)
Less distributions from:
Net investment income		—			—
Net realized gain		—			—

Total distributions		—			—

Net asset value, end of year	$	6.45		$	9.54

Total return (%)*		(32.49	)		(4.40	)
Ratios to average daily net assets (%)**:
Expenses, before waivers and reimbursements		5.27			4.72
Expenses, net of waivers and reimbursements		0.96			1.00
Net investment income (loss), before waivers and reimbursements		(4.01	)		(4.61	)
Net investment income (loss), net of waivers and reimbursements		0.30			(0.89	)
Class R6 net assets at the end of the year (in thousands)	$	1,438		$	1,687
Portfolio turnover rate (%)*		36			4

(a)	For the period from August 27, 2021 (Commencement of Operations) to December 31, 2021.

*	Rates are not annualized for periods less than a year.

**	Rates are annualized for periods less than a year.

190

Emerging Markets Debt Fund


	Class I
	Years Ended December 31,
	2022			2021^(a)
Net asset value, beginning of year	$	9.59		$	10.00
Income (loss) from investment operations:
Net investment income (loss)		0.48			0.27
Net realized and unrealized gain (loss) on investments		(2.10	)		(0.40	)

Total from investment operations		(1.62	)		(0.13	)
Less distributions from:
Net investment income		0.51			0.28
Net realized gain		—			—
Return of Capital		0.02			—

Total distributions		0.53			0.28

Net asset value, end of year	$	7.44		$	9.59

Total return (%)*		(16.93	)		(1.39	)
Ratios to average daily net assets (%)**:
Expenses, before waivers and reimbursements		1.28			1.24
Expenses, net of waivers and reimbursements		0.70			0.70
Net investment income (loss), before waivers and reimbursements		5.39			4.02
Net investment income (loss), net of waivers and reimbursements		5.97			4.56
Class I net assets at the end of the year (in thousands)	$	923		$	1,484
Portfolio turnover rate (%)*		118			72


	Class R6
	Years Ended December 31,
	2022			2021^(a)
Net asset value, beginning of year	$	9.59		$	10.00
Income (loss) from investment operations:
Net investment income (loss)		0.48			0.28
Net realized and unrealized gain (loss) on investments		(2.09	)		(0.41	)

Total from investment operations		(1.61	)		(0.13	)
Less distributions from:
Net investment income		0.52			0.28
Net realized gain		—			—
Return of Capital		0.02			—

Total distributions		0.54			0.28

Net asset value, end of year	$	7.44		$	9.59

Total return (%)*		(16.95	)		(1.32	)
Ratios to average daily net assets (%)**:
Expenses, before waivers and reimbursements		1.20			1.17
Expenses, net of waivers and reimbursements		0.65			0.65
Net investment income (loss), before waivers and reimbursements		5.50			4.10
Net investment income (loss), net of waivers and reimbursements		6.05			4.62
Class R6 net assets at the end of the year (in thousands)	$	44,903		$	50,010
Portfolio turnover rate (%)*		118			72

(a)	For the period from May 25, 2021 (Commencement of Operations) to December 31, 2021.

*	Rates are not annualized for periods less than a year.

**	Rates are annualized for periods less than a year.

191

FOR MORE INFORMATION

More information about the Funds is available without charge, upon request, including the following:

Semi-Annual/Annual Reports

The Semi-Annual and audited Annual Reports to shareholders include financial statements, detailed performance information, portfolio holdings and statements from the Fund managers. In the Annual Report, you will find a discussion of the market conditions and investment strategies that the Adviser believes significantly affected each Fund’s performance in its last fiscal year.

Statement of Additional Information (SAI)

The SAI contains more detailed information about the Funds. The current SAI has been filed with the SEC and is incorporated by reference into this Prospectus, which means that it is part of this Prospectus for legal purposes.

To obtain information:

By telephone

Call: 1‑800‑635‑2886

(In Massachusetts 1‑800‑635‑2840)

By mail

Write to:

William Blair Funds

150 North Riverside Plaza

Chicago, Illinois 60606

SS&C Global Investor and Distribution Solutions, Inc.

(the Funds’ Transfer Agent)

P.O. Box 219137

Kansas City, Missouri 64121-9137

On the Internet

Text-only versions of Fund documents can be viewed online or downloaded from the EDGAR Database on the SEC’s Internet site at www.sec.gov.

Reports and other information about the Funds are available on the EDGAR database of the SEC’s internet site at http://www.sec.gov. You may obtain copies of these reports and other information, after paying a duplicating fee, by sending an e‑mail request to: [email protected].

Reports and other information about the Funds are also available on the William Blair Funds website at: https://www.williamblairfunds.com/investor_services/prospectus_reports_forms.fs.

No person has been authorized to give any information or to make any representations not contained in this Prospectus and, if given or made, such information or representations must not be relied upon as having been authorized by the Trust or the Distributor. The Prospectus does not constitute an offering by the Trust or the Distributor in any jurisdiction in which such offering may not lawfully be made.

The Trust’s information, including but not limited to the Prospectus, SAI, Semi-Annual and Annual Reports and account application, can be viewed online at www.williamblairfunds.com.

William Blair Funds

May 1, 2023

Investment Company Act File No.: 811‑5344

192

William Blair Funds

Prospectus


U.S. EQUITY		GLOBAL/INTERNATIONAL EQUITY
Growth Fund		Global Leaders Fund
Large Cap Growth Fund		International Leaders Fund
Mid Cap Growth Fund		International Growth Fund
Mid Cap Value Fund		Institutional International Growth Fund
Small‑Mid Cap Core Fund		International Small Cap Growth Fund
Small‑Mid Cap Growth Fund		Emerging Markets Leaders Fund
Small Cap Growth Fund		Emerging Markets Growth Fund
Small Cap Value Fund		Emerging Markets ex China Growth Fund
		Emerging Markets Small Cap Growth Fund
		China Growth Fund
EMERGING MARKETS DEBT
Emerging Markets Debt Fund


				^©William Blair & Company, L.L.C., Distributor
		+1 800 742 7272 williamblairfunds.com		150 North Riverside Plaza Chicago, Illinois 60606