MERIDIAN FUND INC
MERIDIAN FUND, INC.®
MERIDIAN
GROWTH FUND®
LEGACY CLASS SHARES: MERDX; INSTITUTIONAL CLASS SHARES: MRRGX
MERIDIAN
CONTRARIAN FUND
LEGACY CLASS SHARES: MVALX; INSTITUTIONAL CLASS SHARES: MFCRX
MERIDIAN
HEDGED EQUITY FUND®
LEGACY CLASS SHARES: MEIFX; INSTITUTIONAL CLASS SHARES: MRREX
MERIDIAN
SMALL CAP GROWTH FUND
LEGACY CLASS SHARES: MSGGX; INSTITUTIONAL CLASS SHARES: MSGRX
PROSPECTUS
This
Prospectus contains essential information for anyone considering an investment
in the Funds.
Please
read this document carefully and retain it for future reference.
ArrowMark
Colorado Holdings, LLC
(the
“Investment Adviser”)
website:
www.arrowmarkpartners.com/meridian
The
Securities and Exchange Commission has not approved or disapproved these
securities or passed upon the adequacy of this Prospectus. Any representation to
the contrary is a criminal offense.
As
of the date of this prospectus, Institutional Class shares of Meridian
Hedged Equity Fund and Meridian Contrarian Fund are not publicly offered. Legacy
Class shares of the Funds are not offered to the public, except in limited
circumstances.
MERIDIAN
FUND, INC.®
Table
of Contents
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FUND
SUMMARY
MERIDIAN
GROWTH
FUND
Investment
Objective
The
MERIDIAN GROWTH FUND seeks long-term growth of
capital.
Fees
and Expenses of the Fund
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 or examples
below.
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Shareholder Fees (fees paid directly from
your investment) |
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Legacy
Class Shares |
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Institutional
Class Shares |
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Maximum
Sales Charge (Load) on Purchases |
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NONE |
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NONE |
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Maximum
Deferred Sales Charge (Load) |
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NONE |
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NONE |
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Redemption
Fee (as a percentage of amount redeemed, if you sell or exchange your
shares within 60 days of purchase) |
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2.00% |
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2.00% |
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| |
|
Annual Fund Operating Expenses (expenses that
you pay each year as a percentage of the value of your
investment) |
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Management
Fees |
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0.76% |
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0.76% |
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Other
Expenses |
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0.14% |
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0.11% |
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Acquired
Fund Fees and Expenses |
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0.01% |
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0.01% |
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Total
Annual Fund Operating Expenses1 |
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0.91% |
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0.88% |
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1. |
Please
note that Total Annual Fund Operating Expenses in the table above may not
correlate to the ratio of Operating Expenses Before
Waivers/Reimbursements/Reductions to Average Net Assets found in the
“Financial Highlights” section of this prospectus since the latter
reflects the operating expenses of the Fund and does not include Acquired
Fund Fees and
Expenses. |
Example
This
Example is intended to help you compare the cost of investing in the Fund with
the cost of investing in other mutual funds. The Example assumes that you invest
$10,000 in Legacy Class shares or Institutional Class shares of the
Fund for the time periods indicated and then redeem all of your shares at the
end of those periods. The Example also assumes that your investment has a 5%
return each year and that the Fund’s
operating
expenses remain the same. Although your actual costs may be higher or lower,
based on these assumptions your costs would be:
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Share Class |
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1
Year |
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3
Years |
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5
Years |
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10
Years |
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Legacy Class Shares |
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$ |
93 |
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$ |
291 |
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$ |
505 |
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$ |
1,120 |
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Institutional Class Shares |
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$ |
90 |
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$ |
281 |
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$ |
488 |
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$ |
1,084 |
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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 rate may
indicate higher transaction costs and may result in higher taxes when the Fund’s
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 fiscal year ended June 30, 2024, the Fund’s portfolio turnover rate
was 33% of the average value
of its portfolio.
Principal
Investment Strategies
The
Fund seeks long-term growth of capital by investing primarily in a diversified
portfolio of publicly traded common stocks of U.S. companies. Under normal
circumstances, the Fund emphasizes small- and mid-capitalization growth
companies that the Investment Adviser believes may have prospects for
above-average growth in revenues and earnings because of many factors, including
high sales growth, high unit growth, industry growth, high or improving returns
on assets and equity and a strong balance sheet. The Fund may invest in
securities of companies with any capitalization across a broad range of
industries, though it typically emphasizes small- and mid-capitalization
companies. These may include companies that are relatively small in terms of
total assets, revenues and earnings. The mix of the Fund’s investments at any
time will depend on the industries and types of securities the Investment
Adviser believes hold the most potential for achieving the Fund’s investment
objective. The Fund may invest up to 25% of its total assets, calculated at the
time of purchase, in securities of foreign companies, including emerging market
companies. The Fund generally sells investments when the Investment Adviser
concludes that better investment opportunities exist in other securities, the
security is fully valued, or the issuer’s circumstances or the political or
economic outlook have changed.
Principal
Investment Risks
There
are risks involved with any investment. The principal risks associated with an
investment in the Fund, which could adversely affect its net asset value, yield
and return, are set forth below. Please see the section “Further Information
About Principal Risks” in this Prospectus for a more detailed discussion of
these risks and other factors you should carefully consider before deciding to
invest in the Fund.
An investment in the Fund may lose money and
is not a deposit of a bank or insured or guaranteed by the Federal
Deposit Insurance Corporation or any other governmental
agency.
Equity Securities Risk — Equity securities
fluctuate in price and value in response to many factors including historical
and prospective earnings of the issuer and its financial condition, the value of
its assets, general economic conditions, interest rates, investors’ perceptions,
market liquidity, natural disasters and the spread of infectious disease or
other public health issues.
Small and Medium Company Risk — Generally, the
smaller the capitalization of a company, the greater the risk associated with an
investment in the company. The stock prices of small- and mid-capitalization and
newer companies tend to fluctuate more than those of larger capitalized and/or
more established companies and generally have a smaller market for their shares
than do large capitalization companies.
Large Company Risk — Larger, more established
companies may be unable to respond quickly to new competitive challenges such as
changes in consumer tastes or innovative smaller competitors. Also, large-cap
companies are sometimes unable to attain the high growth rates of successful,
smaller companies, especially during extended periods of economic
expansion.
Growth Securities Risk — Because growth
securities typically trade at a higher multiple of earnings than other types of
securities, the market values of growth securities may be more sensitive to
changes in current or expected earnings than the market values of other types of
securities. In addition, growth securities, at times, may not perform as well as
value securities or the stock market in general, and may be out of favor with
investors for varying periods of time.
Investment Strategy Risk — The Investment
Adviser uses the Fund’s principal investment strategies and other investment
strategies to seek to achieve the Fund’s investment objective of long-term
growth of capital. There is no assurance that the Investment Adviser’s
investment strategies or securities selection method will achieve that
investment objective.
Market Risk — The value of the Fund’s
investments will fluctuate in response to the activities of individual companies
and general stock market and economic conditions. As a result, the value of your
investment in the Fund may be more or less than your purchase
price.
Securities Lending Risk — The Fund may engage
in securities lending. Securities lending involves the risk that the Fund may
lose money because the borrower of the loaned securities fails to return the
securities in a timely manner or at all. The Fund could also lose money in the
event of a decline in the value of collateral provided for loaned securities or
a decline in the value of any investments made with cash collateral. These
events could also trigger adverse tax consequences for the
Fund.
Sector Concentration Risk — The Fund may
concentrate its investments in companies that are in a single sector or related
sector. Concentrating investments in a single sector may make the Fund more
susceptible to adverse economic, business, regulatory or other developments
affecting that sector. If an economic downturn occurs in a sector in which the
Fund’s investments are concentrated, the Fund may perform poorly during that
period. The Fund anticipates it will typically invest a significant portion of
its assets in industrials sector and the health care sector, therefore, the
Fund’s performance could be negatively impacted by events affecting these
sectors.
The
industrials sector may be adversely affected by, among other things, changes in
the supply of and demand for products and services, product obsolescence, claims
for environmental damage or product liability and general economic
conditions.
Healthcare Sector Risk — The Fund anticipates
it will typically invest a significant portion of its assets in the healthcare
sector and, therefore, the Fund’s performance could be negatively impacted by
events affecting the healthcare sector. The health care sector is subject to
extensive government regulation and its profitability can be adversely affected
by, among other things, restrictions on government reimbursement for medical
expenses, rising costs of medical products and services, and increased emphasis
on the delivery of healthcare through outpatient services.
Foreign Securities Risk — Investments in
foreign securities, including in the securities of companies located in emerging
markets, may be subject to more risks than those associated with U.S.
investments, including currency fluctuations, political and economic instability
and differences in accounting, auditing and financial reporting standards.
Foreign securities may be less liquid than domestic securities so that the Fund
may, at times, be unable to sell foreign securities at desirable times or
prices. In addition, emerging market securities involve greater risk and more
volatility than those of companies in more developed markets. Significant levels
of foreign taxes are also a risk related to foreign
investments.
Performance
The bar
chart and table below show the Fund’s historical performance and provide an
indication of the risks of investing in the Fund. The bar chart shows changes in
the performance of the Fund’s Legacy Class shares from
year-to-year. Prior to November 1, 2013, the Fund offered a
single class of shares which is now known as Legacy Class shares. The
performance of the Fund’s other share class would have differed from that of
Legacy Class shares only to the extent that such class has lower expenses
than Legacy Class shares, which would have resulted in higher
performance.
The Fund’s
past performance (before and after taxes) is not necessarily an indication of
how the Fund will perform in the future. Updated performance
information for the Fund may be obtained by visiting www.arrowmarkpartners.com/meridian
or by calling 1-800-446-6662.
Year-by-Year
Total Returns as of 12/31
During
the period covered by this bar chart, the Fund’s Legacy Class shares
highest
quarterly return was 32.96% (for the quarter
ended June 30, 2020); and the
lowest
quarterly return was –30.46% (for the
quarter ended March 31,
2020).
For
the period January 1, 2024 through September 30, 2024, the
total
return of the Fund’s Legacy Class shares was
7.16%.
Average
Annual Total Returns
(For
the year ended December 31, 2023)
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MERIDIAN GROWTH FUND
Legacy
Class Shares (8/1/84) |
|
1 Year |
|
|
5 Years |
|
|
10 Years |
|
|
Life of Class |
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Return
Before Taxes |
|
|
15.29% |
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8.40% |
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7.75% |
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11.61% |
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|
|
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| |
Return
After Taxes on Distributions |
|
|
15.29% |
|
|
|
6.30% |
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|
|
5.41% |
|
|
|
9.17% |
|
|
|
|
| |
Return
After Taxes on Distributions and Sale of Fund Shares1 |
|
|
9.05% |
|
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|
6.34% |
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|
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5.60% |
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|
9.12% |
|
|
|
|
| |
Institutional Class Share (12/24/14) |
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Return
Before Taxes |
|
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15.35% |
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8.44% |
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N/A |
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7.54% |
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Russell
2500® Growth Index
(reflects no deductions for fees, expenses or taxes)* |
|
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18.93% |
|
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11.43% |
|
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|
8.78% |
|
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|
N/A |
2 |
Russell
3000® Index
(reflects no deductions for fees, expenses or taxes)** |
|
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23.13% |
|
|
|
14.14% |
|
|
|
12.15% |
|
|
|
11.67% |
|
1 |
The
Fund’s returns after taxes on distributions and sale of Fund shares may be
higher than its returns after taxes on distributions because it includes
the effect of a tax benefit an investor may receive resulting from the
capital losses that would have been incurred on the sale of the
shares. |
2 |
Inception
date of Legacy Class precedes the inception date of Russell 2500® Growth
Index. |
** |
Broad-based securities market index.
This index was added to comply with regulatory
requirements. |
After-tax
returns are only shown for Legacy Class shares. After-tax returns for other
Classes will vary. After-tax
returns are calculated using the historical highest individual federal marginal
income tax rates for the character of income in question (as ordinary income or
long-term gain) and do not reflect the impact of state and local
taxes. Actual
after-tax returns depend on an investor’s tax situation and may differ from
those shown. After-tax returns shown are not relevant to investors who hold
their Fund shares through tax-qualified arrangements such as 401(k) plans or
individual retirement accounts.
Management
ArrowMark
Colorado Holdings, LLC.
Portfolio
Managers
Chad
Meade serves as a Co-Portfolio Manager of the Fund. Mr. Meade, who joined
the Investment Adviser in 2013, has served as a Co-Portfolio Manager of the Fund
since September 5, 2013.
Brian
Schaub, CFA, serves as a Co-Portfolio Manager of the Fund. Mr. Schaub, who
joined the Investment Adviser in 2013, has served as a Co-Portfolio Manager of
the Fund since September 5, 2013.
Messrs.
Meade and Schaub are jointly and primarily responsible for the day-to-day
management of the Fund.
Purchase
and Sale of Fund Shares
The
following table shows the minimum investment amounts for purchasing share
classes of the Meridian Growth Fund.
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Class |
|
Minimum Initial Investment |
|
Minimum Subsequent Investment |
|
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Legacy Class Shares1 |
|
$1,000 |
|
$50 |
|
| |
Institutional Class Shares |
|
$1,000,000 |
|
NONE |
1 |
Legacy
Class Shares are not offered to the public, except under certain
limited circumstances. |
The
Fund reserves the right to change the amount of these minimums from time to time
or to waive them in whole or in part if, in the Investment Adviser’s or the
Fund’s opinion, the investor has adequate intent and availability of assets to
reach a future level of investment in the Fund that is equal to or greater than
the minimum. Shareholders will be notified of any changes to the Fund’s
investment minimums via a supplement to the Fund’s prospectus.
In
general, subject to share class eligibility criteria, you may purchase, redeem
or exchange shares of the Funds directly with MERIDIAN FUND, INC.® on any day the New York
Stock Exchange is open for regular trading, in the following ways:
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Regular Mail |
|
Express
Mail |
|
By Telephone or Wire |
|
By
Internet |
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| |
MERIDIAN FUND, INC.
P.O.
Box 9792
Providence, RI 02940‑9694 |
|
MERIDIAN FUND, INC.
4400
Computer Drive
Westborough,
MA
01581-1722 |
|
1-800-446-6662 |
|
www.arrowmarkpartners.com/meridian. |
You
may also purchase, redeem or exchange shares of the Funds by contacting your
advisor or other financial intermediary. If you maintain your account with a
financial intermediary, you must contact that intermediary to purchase, redeem
or exchange shares of the Funds in or from your account with the intermediary.
The Funds will not be responsible for any loss, cost, expense, or other
liability resulting from unauthorized transactions made through our web site if
the Funds follow reasonable security procedures designed to verify the identity
of the investor. For telephone transactions, the Funds will request personalized
security codes or other information, and may also record calls. For transactions
conducted through the Internet, the Funds recommend the use of an Internet
browser with 128-bit encryption. You should verify the accuracy of your
confirmation statements upon receipt and notify the Funds immediately of any
discrepancies in your account activity. If you do not want the ability to sell
and exchange by telephone or the Internet, call Shareholder Services for
instructions.
Tax
Information
Any
distributions you receive from a Fund may be taxable as ordinary income, capital
gains, qualified dividend income, or section 199A dividends, except when your
investment is in an IRA, 401(k) or other tax advantaged investment plan.
Withdrawals from such a tax-qualified investment plan are subject to special tax
rules.
Payments
to Broker-Dealers and Other Financial Intermediaries
If
you purchase shares of a Fund through a broker-dealer or other financial
intermediary (such as a bank), the Fund and its related entities may pay the
intermediary for the sale of Fund shares and related services. These payments
may create a conflict of interest by influencing the broker-dealer or other
intermediary and your advisor to recommend the Fund or one share class over
another investment or share class, as applicable. Ask your advisor or financial
intermediary or visit your financial intermediary’s website for more
information.
FUND
SUMMARY
MERIDIAN CONTRARIAN FUND
Investment
Objective
The
MERIDIAN CONTRARIAN FUND seeks long-term growth of
capital.
Fees
and Expenses of the Fund
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 or examples
below.
|
|
|
| |
Shareholder Fees (fees paid directly from
your investment) |
|
|
Legacy
Class Shares |
|
|
|
Maximum
Sales Charge (Load) on Purchases |
|
|
NONE |
|
|
|
Maximum
Deferred Sales Charge (Load) |
|
|
NONE |
|
|
|
Redemption
Fee (as a percentage of amount redeemed, if you sell or exchange your
shares within 60 days of purchase) |
|
|
2.00% |
|
|
|
|
Annual Fund Operating Expenses (expenses that
you pay each year as a percentage of the value of your
investment) |
|
|
| |
|
|
Management
Fees |
|
|
1.00% |
|
|
|
Other
Expenses |
|
|
0.17% |
|
|
|
Acquired
Fund Fees and Expenses |
|
|
0.01% |
|
|
|
Total
Annual Fund Operating Expenses1 |
|
|
1.18% |
|
1 |
Please note that Total
Annual Fund Operating Expenses in the table above may not correlate to the
ratio of Operating Expenses Before Waivers/Reimbursements/Reductions to
Average Net Assets found in the “Financial Highlights” section of this
prospectus since the latter reflects the operating expenses of the Fund
and does not include Acquired Fund Fees and
Expenses. |
Example
This
Example is intended to help you compare the cost of investing in the Fund with
the cost of investing in other mutual funds. The Example assumes that you invest
$10,000 in Legacy Class shares of the Fund for the time periods indicated
and then redeem all of your shares at the end of those periods. The Example
also
|
|
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| |
| |
9 |
|
Meridian Contrarian Fund |
assumes
that your investment has a 5% return each year and that the Fund’s operating
expenses remain the same. Although your actual costs may be higher or lower,
based on these assumptions your costs would be:
|
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|
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|
|
|
|
|
|
|
| |
Share Class |
|
|
1
Year |
|
|
3
Years |
|
|
5
Years |
|
|
10
Years |
|
|
|
|
| |
|
Legacy Class Shares |
|
|
$ |
120 |
|
|
$ |
375 |
|
|
$ |
650 |
|
|
$ |
1,433 |
|
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 rate may
indicate higher transaction costs and may result in higher taxes when the Fund’s
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 fiscal year ended June 30, 2024, the Fund’s portfolio turnover rate
was 58% of the average value
of its portfolio.
Principal
Investment Strategies
The
Fund seeks long-term growth of capital by investing primarily in a diversified
portfolio of publicly traded common stocks of U.S. companies. Under normal
circumstances, the Fund invests in the stocks of businesses that are likely to
have recently underperformed their peers, or the market due to what the
Investment Adviser deems to be temporary operational issues. The Fund then
emphasizes stocks which the Investment Adviser believes are undervalued in
relation to the business’s (or issuer’s) long-term earnings power or asset
value, or the stock market in general. Securities in which the Fund invests may
be undervalued because of many factors, including market decline, poor economic
conditions, tax-loss selling or actual or anticipated unfavorable developments
affecting the issuer of the security. The Fund may invest in securities of
companies with any capitalization across a broad range of industries. The Fund
intends to invest at least 65% of its total assets in common stocks and
equity-related securities (such as convertible debt securities and warrants).
The Fund may invest up to 35% of its total assets in debt or fixed income
securities, including higher yield, higher risk, lower rated or unrated
corporate bonds commonly referred to as “junk bonds.” These are bonds that are
rated Ba or below by Moody’s or BB or below by S&P. The Fund may invest up
to 10% of its total assets in securities rated Ca or below by Moody’s or C or
below by S&P, or unrated but considered by the Investment Adviser to be of
comparable quality. The Fund may also invest up to 25% of its total assets,
calculated at the time of purchase, in securities of foreign companies,
including emerging market companies. The Fund generally sells investments when
(i) the Investment Adviser concludes that the company’s fundamentals are
not meeting expectations; (ii) better investment opportunities exist;
and/or (iii) the company’s business has improved and this, in the
Investment Adviser’s opinion, is reflected in the share
price.
Principal
Investment Risks
There
are risks involved with any investment. The principal risks associated with an
investment in the Fund, which could adversely affect its net asset value, yield
and return, are set forth below. Please see the section “Further Information
About Principal Risks” in this Prospectus for a more detailed discussion of
these risks and other factors you should carefully consider before deciding to
invest in the Fund.
|
|
|
| |
Meridian
Contrarian Fund |
|
10 |
|
|
An investment in the Fund may lose money and
is not a deposit of a bank or insured or guaranteed by the Federal
Deposit Insurance Corporation or any other governmental
agency.
Equity Securities Risk — Equity securities
fluctuate in price and value in response to many factors including historical
and prospective earnings of the issuer and its financial condition, the value of
its assets, general economic conditions, interest rates, investors’ perceptions,
market liquidity, natural disasters and the spread of infectious disease or
other public health issues.
Large Company Risk — Larger, more established
companies may be unable to respond quickly to new competitive challenges such as
changes in consumer tastes or innovative smaller competitors. Also, large-cap
companies are sometimes unable to attain the high growth rates of successful,
smaller companies, especially during extended periods of economic
expansion.
Small and Medium Company Risk — Generally, the
smaller the capitalization of a company, the greater the risk associated with an
investment in the company. The stock prices of small- and mid-capitalization and
newer companies tend to fluctuate more than those of larger capitalized and/or
more established companies and generally have a smaller market for their shares
than do large capitalization companies.
Value Securities Risk — The market value of a
value security may take longer than anticipated to rise, may decline or may fail
to meet the Investment Adviser’s assessment of its potential value. In addition,
value securities, at times, may not perform as well as growth securities or the
stock market in general, and may be out of favor with investors for varying
periods of time.
Investment Strategy Risk — The Investment
Adviser uses the Fund’s principal investment strategies and other investment
strategies to seek to achieve the Fund’s investment objective of long-term
growth of capital. There is no assurance that the Investment Adviser’s
investment strategies or securities selection method will achieve that
investment objective.
Market Risk — The value of the Fund’s
investments will fluctuate in response to the activities of individual companies
and general stock market and economic conditions. As a result, the value of your
investment in the Fund may be more or less than your purchase
price.
Securities Lending Risk — The Fund may engage
in securities lending. Securities lending involves the risk that the Fund may
lose money because the borrower of the loaned securities fails to return the
securities in a timely manner or at all. The Fund could also lose money in the
event of a decline in the value of collateral provided for loaned securities or
a decline in the value of any investments made with cash collateral. These
events could also trigger adverse tax consequences for the
Fund.
Sector Concentration Risk — The Fund may
concentrate its investments in companies that are in a single sector or related
sector. Concentrating investments in a single sector may make the Fund more
susceptible to adverse economic, business, regulatory or other developments
affecting that sector. If an economic downturn occurs in a sector in which the
Fund’s investments are concentrated, the Fund may perform poorly during that
period.
Foreign Securities Risk — Investments in
foreign securities, including securities of companies located in emerging
markets, may be subject to more risks than those associated with U.S.
investments, including currency fluctuations, political and economic instability
and differences in accounting, auditing and
financial
|
|
|
| |
| |
11 |
|
Meridian Contrarian Fund |
reporting
standards. Foreign securities may be less liquid than domestic securities so
that the Fund may, at times, be unable to sell foreign securities at desirable
times or prices. In addition, emerging market securities involve greater risk
and more volatility than those of companies in more developed markets.
Significant levels of foreign taxes are also a risk related to foreign
investments.
Debt Securities Risk — Debt securities are
subject to credit risk, interest rate risk and liquidity risk. Credit risk is
the risk that the entity that issued a debt security may become unable to make
payments of principal and interest when due and includes the risk of default.
Interest rate risk is the risk of losses due to changes in interest rates.
Liquidity risk is the risk that the Fund may not be able to sell portfolio
securities because there are too few buyers for
them.
High Yield Bond Risk — Debt securities that are
rated below investment grade (commonly referred to as “junk bonds”) involve a
greater risk of default or price declines than investment grade securities. The
market for high-yield, lower rated securities may be smaller and less active,
causing market price volatility and limited liquidity in the secondary market.
This may limit the ability of a Fund to sell these securities at their fair
market values either to meet redemption requests, or in response to changes in
the economy or the financial markets.
Performance
The bar chart and table below
show the Fund’s historical performance and provide an indication of the risks of
investing in the Fund. The bar chart shows changes in the performance of the
Fund’s Legacy Class shares from year-to-year. Prior to
November 1, 2013, the Fund offered a single class of shares which is now
known as Legacy Class shares.
The Fund’s past performance
(before and after taxes) is not necessarily an indication of how the Fund will
perform in the future. Updated performance information for the
Fund may be obtained by visiting www.arrowmarkpartners.com/meridian
or by calling 1-800-446-6662.
|
|
|
| |
Meridian
Contrarian Fund |
|
12 |
|
|
Year-by-Year
Total Returns as of 12/31
During
the period covered by this bar chart, the Fund’s Legacy Class shares
highest
quarterly return was 29.47% (for the quarter ended
June 30, 2020); and the
lowest
quarterly return was –30.95% (for the quarter ended
March 31,
2020).
For
the period January 1, 2024 through September 30, 2024, the
total return of
the Fund’s Legacy Class shares was 7.82%.
|
|
|
| |
| |
13 |
|
Meridian Contrarian Fund |
Average
Annual Total Returns
(For
the year ended December 31, 2023)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
MERIDIAN CONTRARIAN FUND
Legacy
Class Shares (2/10/94) |
|
1
Year |
|
|
5
Years |
|
|
10
Years |
|
|
Life of Class |
|
|
|
|
| |
Return
Before Taxes |
|
|
12.29% |
|
|
|
12.52% |
|
|
|
9.57% |
|
|
|
12.30% |
|
|
|
|
| |
Return
After Taxes on Distributions |
|
|
10.90% |
|
|
|
10.26% |
|
|
|
6.85% |
|
|
|
10.39% |
|
|
|
|
| |
Return
After Taxes on Distributions and Sale of Fund Shares1 |
|
|
8.26% |
|
|
|
9.76% |
|
|
|
7.06% |
|
|
|
10.23% |
|
|
|
|
| |
Russell
2500® Index
(reflects no deductions for fees, expenses or taxes)* |
|
|
17.42% |
|
|
|
11.67% |
|
|
|
8.36% |
|
|
|
9.88% |
|
|
|
|
| |
Russell
2500® Value Index
(reflects no deduction for fees, expenses or taxes)* |
|
|
15.98% |
|
|
|
10.79% |
|
|
|
7.42% |
|
|
|
N/A |
2 |
Russell
3000® Index
(reflects no deduction for fees, expenses or taxes)** |
|
|
23.13% |
|
|
|
14.14% |
|
|
|
12.15% |
|
|
|
10.34% |
|
1 |
The Fund’s returns after
taxes on distributions and sale of Fund shares may be higher than its
returns after taxes on distributions because it includes the effect of a
tax benefit an investor may receive resulting from the capital losses that
would have been incurred on the sale of the
shares. |
2 |
Inception
date of Legacy Class precedes the inception date of Russell 2500® Value
Index. |
** |
Broad-based securities market index.
This index was added to comply with regulatory
requirements. |
After-tax returns are calculated
using the historical highest individual federal marginal income tax rates for
the character of income in question (as ordinary income or long-term gain) and
do not reflect the impact of state and local taxes.
Actual after-tax returns depend
on an investor’s tax situation and may differ from those shown. After-tax
returns shown are not relevant to investors who hold their Fund shares through
tax-qualified arrangements such as 401(k) plans or individual retirement
accounts.
Management
ArrowMark
Colorado Holdings, LLC.
Portfolio
Managers
James
England, CFA, serves as Portfolio Manager of the Fund. Mr. England, who
joined the Investment Adviser in 2013 when it acquired the asset management
business of the previous investment adviser to the Fund, where he worked as an
investment professional since 2001, has served as a Portfolio Manager of the
Fund since December 2003.
|
|
|
| |
Meridian
Contrarian Fund |
|
14 |
|
|
Purchase
and Sale of Fund Shares
The
following table shows the minimum investment amounts for purchasing share
classes of the Meridian Contrarian Fund.
|
|
|
| |
Class |
|
Minimum Initial Investment |
|
Minimum Subsequent Investment |
|
| |
Legacy Class Shares1 |
|
$1,000 |
|
$50 |
1 |
Legacy
Class Shares are not offered to the public, except under certain
limited circumstances. |
The
Fund reserves the right to change the amount of these minimums from time to time
or to waive them in whole or in part if, in the Investment Adviser’s or the
Fund’s opinion, the investor has adequate intent and availability of assets to
reach a future level of investment in the Fund that is equal to or greater than
the minimum. Shareholders will be notified of any changes to the Fund’s
investment minimums via a supplement to the Fund’s prospectus.
In
general, subject to share class eligibility criteria, you may purchase, redeem
or exchange shares of the Funds directly with MERIDIAN FUND, INC.® on any day the New York
Stock Exchange is open for regular trading, in the following ways:
|
|
|
|
|
| |
Regular Mail |
|
Express
Mail |
|
By Telephone or Wire |
|
By
Internet |
|
|
| |
MERIDIAN FUND, INC.
P.O.
Box 9792
Providence, RI 02940‑9694 |
|
MERIDIAN FUND, INC.
4400
Computer Drive
Westborough,
MA
01581-1722 |
|
1-800-446-6662 |
|
www.arrowmarkpartners.com/meridian. |
You
may also purchase, redeem or exchange shares of the Funds by contacting your
advisor or other financial intermediary. If you maintain your account with a
financial intermediary, you must contact that intermediary to purchase, redeem
or exchange shares of the Funds in or from your account with the intermediary.
The Funds will not be responsible for any loss, cost, expense, or other
liability resulting from unauthorized transactions made through our web site if
the Funds follow reasonable security procedures designed to verify the identity
of the investor. For telephone transactions, the Funds will request personalized
security codes or other information, and may also record calls. For transactions
conducted through the Internet, the Funds recommend the use of an Internet
browser with 128-bit encryption. You should verify the accuracy of your
confirmation statements upon receipt and notify the Funds immediately of any
discrepancies in your account activity. If you do not want the ability to sell
and exchange by telephone or the Internet, call Shareholder Services for
instructions.
Tax
Information
Any
distributions you receive from a Fund may be taxable as ordinary income, capital
gains, qualified dividend income, or section 199A dividends, except when
your investment is in an IRA, 401(k) or other tax advantaged investment plan.
Withdrawals from such a tax-qualified investment plan are subject to special tax
rules.
|
|
|
| |
| |
15 |
|
Meridian Contrarian Fund |
Payments
to Broker-Dealers and Other Financial Intermediaries
If
you purchase shares of a Fund through a broker-dealer or other financial
intermediary (such as a bank), the Fund and its related entities may pay the
intermediary for the sale of Fund shares and related services. These payments
may create a conflict of interest by influencing the broker-dealer or other
intermediary and your advisor to recommend the Fund or one share class over
another investment or share class, as applicable. Ask your advisor or financial
intermediary or visit your financial intermediary’s website for more
information.
|
|
|
| |
Meridian
Contrarian Fund |
|
16 |
|
|
FUND
SUMMARY
MERIDIAN HEDGED EQUITY FUND
Investment
Objective
The
MERIDIAN HEDGED EQUITY FUND seeks long-term growth of
capital.
Fees
and Expenses of the Fund
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 or examples below.
|
|
|
| |
Shareholder
Fees
(fees
paid directly from your investment) |
|
|
Legacy
Class Shares |
|
|
|
Maximum
Sales Charge (Load) on Purchases |
|
|
NONE |
|
|
|
Maximum
Deferred Sales Charge (Load) |
|
|
NONE |
|
|
|
Redemption
Fee (as a percentage of amount redeemed, if you sell or exchange your
shares within 60 days of purchase) |
|
|
2.00% |
|
|
|
|
Annual Fund Operating Expenses (expenses that
you pay each year as a percentage of the value of your
investment) |
|
|
| |
|
|
Management
Fees |
|
|
0.89% |
|
|
|
Other
Expenses |
|
|
0.55% |
|
|
|
Acquired
Fund Fees and Expenses |
|
|
0.03% |
|
|
|
Total
Annual Fund Operating Expenses |
|
|
1.47% |
|
|
|
Fee
Waivers and/or Expense Reimbursements and Recoupment |
|
|
(0.19)% |
|
|
|
Total
Annual Fund Operating Expenses After Fee Waiver and/or Expense
Reimbursement and Recoupment1,2,3 |
|
|
1.28% |
|
1 |
Please note that Total
Annual Fund Operating Expenses in the table above may not correlate to the
ratio of Operating Expenses Before Waivers/Reimbursements/Reductions to
Average Net Assets found in the “Financial Highlights” section of this
prospectus since the latter reflects the operating expenses of the Fund
and does not include Acquired Fund Fees and
Expenses. |
2 |
The
Investment Adviser has agreed to waive a portion of the investment
advisory and/or administration fees and/or reimburse other expenses of the
Meridian Hedged Equity Fund so that the ratio of expenses to average net
assets of the Meridian Hedged Equity Fund (excluding Acquired Fund Fees
and Expenses, brokerage expenses, dividend expenses on securities sold
short and interest expenses on short sales, taxes, and extraordinary
expenses) does not exceed 1.25% for the Legacy Class. This expense
limitation may not be |
|
|
|
| |
| |
17 |
|
Meridian Hedged Equity
Fund |
|
amended or withdrawn
until one year after the date of
this prospectus without the consent of the Board of
Directors. |
3 |
For
a period not to exceed three (3) years on which a waiver of
reimbursement in excess of the expense limitation is made by the
Investment Adviser, the Fund will carry forward, and may repay the
Investment Adviser such amounts; provided, however, that such recapture
payments do not cause the Fund’s expense ratio (after recapture) to exceed
the lesser of (i) the expense limitation in effect at the time of the
waiver or (ii) the expense limitation in effect at the time of the
recapture. |
Example
This
Example is intended to help you compare the cost of investing in the Fund with
the cost of investing in other mutual funds. The Example assumes that you invest
$10,000 in Legacy Class shares of 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, the Fund’s operating
expenses remain the same and the Total Annual Fund Operating Expenses After
Fee Waiver and/or Expense Reimbursement and Recoupment shown above will only be
in place for the length of the current commitment. Although your actual costs
may be higher or lower, based on these assumptions your costs would
be:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
Share Class |
|
|
1
Year |
|
|
3
Years |
|
|
5
Years |
|
|
10
Years |
|
|
|
|
| |
|
Legacy Class Shares |
|
|
$ |
130 |
|
|
$ |
446 |
|
|
$ |
784 |
|
|
$ |
1,741 |
|
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 rate may
indicate higher transaction costs and may result in higher taxes when the Fund’s
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 fiscal year ended June 30, 2024, the Fund’s portfolio turnover rate
was 33% of the average value
of its portfolio.
Principal
Investment Strategies
The
Fund seeks to maximize total return by investing primarily in a diversified
portfolio of equity securities of U.S. companies that have the potential for
capital appreciation. Under normal circumstances, the Fund will invest at least
80% of its net assets in long or short positions in equity securities. Equity
securities include, but are not limited to, common and preferred stocks as well
as convertible securities, such as options, in domestic and foreign companies.
The Fund often sells exchange traded call options against 40% to 60% of the
underlying equity holdings. This hedging strategy seeks to use the option
premiums collected, cash flow and income to the Fund, to reduce risk and
volatility associated with typical long-only equity investment strategies. The
Fund may invest in securities of companies with any capitalization across a
broad range of industries. These may include companies that are relatively small
in terms of assets, revenues and earnings. The mix of the Fund’s investments at
any time will depend on the industries and types of securities the Investment
Adviser believes hold the most potential for achieving the Fund’s investment
objective. The Fund
|
|
|
| |
Meridian
Hedged Equity Fund |
|
18 |
|
|
may
invest up to 25% of its total assets, calculated at the time of purchase, in
securities of foreign companies, including emerging market companies. The Fund
may also invest its assets in debt or fixed income securities including higher
yield, higher risk, lower rated or unrated corporate bonds commonly referred to
as “junk bonds.” These are bonds that are rated Ba or below by Moody’s Investors
Service, Inc. (“Moody’s”) or BB or below by Standard and Poor’s Ratings Services
(“S&P”) or are in default or unrated but of comparable quality as determined
by the Investment Adviser. The Fund generally sells investments when the
Investment Adviser concludes that the long-term growth prospects of the company
have deteriorated, or the issuer’s circumstances or the political or economic
outlook relative to the security have changed, and better investment
opportunities exist in other securities.
Principal
Investment Risks
There
are risks involved with any investment. The principal risks associated with an
investment in the Fund, which could adversely affect its net asset value, yield
and return, are set forth below. Please see the section “Further Information
About Principal Risks” in this Prospectus for a more detailed discussion of
these risks and other factors you should carefully consider before deciding to
invest in the Fund.
An investment in the Fund may lose money
and is not a deposit of a bank or insured or guaranteed by the
Federal Deposit Insurance Corporation or any other governmental
agency.
Equity Securities Risk — Equity securities
fluctuate in price and value in response to many factors including historical
and prospective earnings of the issuer and its financial condition, the value of
its assets, general economic conditions, interest rates, investors’ perceptions,
market liquidity, natural disasters and the spread of infectious disease or
other public health issues.
Small and Medium Company Risk — Generally, the
smaller the capitalization of a company, the greater the risk associated with an
investment in the company. The stock prices of small- and mid-capitalization and
newer companies tend to fluctuate more than those of larger capitalized and/or
more established companies and generally have a smaller market for their shares
than do large capitalization companies.
Large Company Risk — Larger, more established
companies may be unable to respond quickly to new competitive challenges such as
changes in consumer tastes or innovative smaller competitors. Also, large-cap
companies are sometimes unable to attain the high growth rates of successful,
smaller companies, especially during extended periods of economic
expansion.
Investment Strategy Risk — The Investment
Adviser uses the Fund’s principal investment strategies and other investment
strategies to seek to achieve the Fund’s investment objective of long-term
growth of capital along with income as a component of total return. There is no
assurance that the Investment Adviser’s investment strategies or securities
selection method will achieve that investment
objective.
Market Risk — The value of the Fund’s
investments will fluctuate in response to the activities of individual companies
and general stock market and economic conditions. As a result, the value of your
investment in the Fund may be more or less than your purchase
price.
Securities Lending Risk — The Fund may engage
in securities lending. Securities lending involves the risk that the Fund may
lose money because the borrower of the loaned securities fails to return the
securities in a timely manner or at all. The Fund could also lose money in the
event of a decline in the value of collateral
|
|
|
| |
| |
19 |
|
Meridian Hedged Equity
Fund |
provided
for loaned securities or a decline in the value of any investments made with
cash collateral. These events could also trigger adverse tax consequences for
the Fund.
Sector Concentration Risk — The Fund may
concentrate its investments in companies that are in a single sector or related
sector. Concentrating investments in a single sector may make the Fund more
susceptible to adverse economic, business, regulatory or other developments
affecting that sector. If an economic downturn occurs in a sector in which the
Fund’s investments are concentrated, the Fund may perform poorly during that
period. The Fund anticipates it will typically invest a significant portion of
its assets in the information technology (IT) sector and, therefore, the Fund’s
performance could be negatively impacted by events affecting this
sector.
Information Technology Sector Risk — Market or
economic factors impacting technology companies and companies that rely heavily
on technological advances could have a major effect on the value of the Fund’s
investments. The value of stocks of technology companies and companies that rely
heavily on technology is particularly vulnerable to rapid changes in technology
product cycles, rapid product obsolescence, government regulation and
competition, both domestically and internationally, including competition from
foreign competitors with lower production costs. Stocks of technology companies
and companies that rely heavily on technology, especially those of smaller,
less-seasoned companies, tend to be more volatile than the overall market.
Technology companies are heavily dependent on patent and intellectual property
rights, the loss or impairment of which may adversely affect profitability.
Additionally, companies in the technology sector may face dramatic and often
unpredictable changes in growth rates and competition for the services of
qualified personnel.
Options Risk — The success of the Fund’s
investment in options depends upon many factors, such as the price of the
options, which is a function of interest rates, volatility, dividends, the
exercise price, stock price and other market factors. These factors may change
rapidly over time.
The
principal risk associated with writing put options, is that the Fund assumes the
risk that it will have to purchase the underlying security at an exercise price
that may be higher than the market price of the security. If the market price of
the underlying security declines, the Fund would expect to suffer a loss.
However, the premium the Fund received for writing the put should offset a
portion of the decline.
The
principal risk associated with purchasing options is that price valuations or
market movements may not justify purchasing the options, or, if purchased, the
options may expire unexercised, causing the Fund to lose the premium paid (i.e.,
incur the cost of the options but not the attendant
benefits).
The
principal risk associated with writing covered call options is that the Fund
will be required to sell the underlying security (i.e., have the security
“called”) and, therefore, will not participate in gains if the stock price
exceeds the exercise price generally at the expiration date of the
option.
The
Fund’s investment in options may also result in reduced flexibility in purchases
and sales of portfolio securities. Because the Fund may hold the securities
underlying the options held or sold by the Fund, the Fund may be less likely to
sell such securities in its portfolio to take advantage of new investment
opportunities.
Foreign Securities Risk — Investments in
foreign securities, including securities of companies located in emerging
markets, may be subject to more risks than those associated with U.S.
investments, including
|
|
|
| |
Meridian
Hedged Equity Fund |
|
20 |
|
|
currency
fluctuations, political and economic instability and differences in accounting,
auditing and financial reporting standards. Foreign securities may be less
liquid than domestic securities so that the Fund may, at times, be unable to
sell foreign securities at desirable times or prices. In addition, emerging
market securities involve greater risk and more volatility than those of
companies in more developed markets. Significant levels of foreign taxes are
also a risk related to foreign
investments.
Debt Securities Risk — Debt securities are
subject to credit risk, interest rate risk and liquidity risk. Credit risk is
the risk that the entity that issued a debt security may become unable to make
payments of principal and interest when due and includes the risk of default.
Interest rate risk is the risk of losses due to changes in interest rates.
Liquidity risk is the risk that the Fund may not be able to sell portfolio
securities because there are too few buyers for
them.
High Yield Bond Risk — Debt securities that are
rated below investment grade (commonly referred to as “junk bonds”) involve a
greater risk of default or price declines than investment grade securities. The
market for high-yield, lower rated securities may be smaller and less active,
causing market price volatility and limited liquidity in the secondary market.
This may limit the ability of a Fund to sell these securities at their fair
market values either to meet redemption requests, or in response to changes in
the economy or the financial markets.
Income Risk — The Fund may not be able to pay
distributions or may have to reduce its distribution level if the amount of
dividends and/or interest received by the Fund on the securities it holds
declines or is insufficient to pay such
distributions.
Performance
The bar chart and table below
show the Fund’s historical performance and provide an indication of the risks of
investing in the Fund. The bar chart shows changes in the performance of the
Fund’s Legacy Class shares from year-to-year. Prior to
November 1, 2013, the Fund offered a single class of shares which is now
known as Legacy Class shares.
|
|
|
| |
| |
21 |
|
Meridian Hedged Equity
Fund |
The Fund’s past performance
(before and after taxes) is not necessarily an indication of how the Fund will
perform in the future. Updated performance information for the
Fund may be obtained by visiting www.arrowmarkpartners.com/meridian
or by calling 1-800-446-6662.
Year-by-Year
Total Returns as of 12/31
During
the period covered by this bar chart, the Fund’s Legacy Class shares
highest
quarterly return was 21.75% (for the quarter ended
June 30, 2020); and the
lowest
quarterly return was –18.46% (for the quarter ended
December 31,
2018).
For
the period January 1, 2024 through September 30, 2024, the
total return of
the Fund’s Legacy Class shares was 13.02%.
|
|
|
| |
Meridian
Hedged Equity Fund |
|
22 |
|
|
Average
Annual Total Returns
(For
the year ended December 31, 2023)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
MERIDIAN HEDGED EQUITY FUND Legacy Class Shares (1/31/05) |
|
1
Year |
|
|
5
Years |
|
|
10
Years |
|
|
Life of Class |
|
|
|
|
| |
Return
Before Taxes |
|
|
18.96% |
|
|
|
15.87% |
|
|
|
11.89% |
|
|
|
9.75% |
|
|
|
|
| |
Return
After Taxes on Distributions |
|
|
18.79% |
|
|
|
11.25% |
|
|
|
8.63% |
|
|
|
7.77% |
|
|
|
|
| |
Return
After Taxes on Distributions and Sale of Fund Shares1 |
|
|
11.35% |
|
|
|
11.58% |
|
|
|
8.74% |
|
|
|
7.65% |
|
|
|
|
| |
S&P
500® Index
(reflects no deduction for fees, expenses, or taxes)* |
|
|
26.29% |
|
|
|
15.69% |
|
|
|
12.03% |
|
|
|
9.82% |
|
Cboe
S&P 500 BuyWrite Index (BXM)** |
|
|
11.82% |
|
|
|
6.08% |
|
|
|
5.58% |
|
|
|
5.20% |
|
1 |
The Fund’s returns after
taxes on distributions and sale of Fund shares may be higher than its
returns after taxes on distributions because it includes the effect of a
tax benefit an investor may receive resulting from the capital losses that
would have been incurred on the sale of the
shares. |
** |
Broad-based
securities market
index. |
After-tax returns are calculated
using the historical highest individual federal marginal income tax rates for
the character of income in question (as ordinary income or long-term gain) and
do not reflect the impact of state and local taxes.
Actual after-tax returns depend
on an investor’s tax situation and may differ from those shown. After-tax
returns shown are not relevant to investors who hold their Fund shares through
tax-qualified arrangements such as 401(k) plans or individual retirement
accounts.
Management
ArrowMark
Colorado Holdings, LLC.
Portfolio
Manager
Clay
Freeman serves as Portfolio Manager of the Fund. Mr. Freeman, who joined
the Investment Adviser in 2008, has served as Portfolio Manager of the Fund
since September 3, 2019.
Purchase
and Sale of Fund Shares
The
following table shows the minimum investment amounts for purchasing share
classes of the Meridian Hedged Equity Fund.
|
|
|
| |
Class |
|
Minimum Initial Investment |
|
Minimum Subsequent Investment |
|
| |
Legacy Class Shares1 |
|
$1,000 |
|
$50 |
1 |
Legacy
Class Shares are not offered to the public, except under certain
limited circumstances. |
The
Fund reserves the right to change the amount of these minimums from time to time
or to waive them in whole or in part if, in the Investment Adviser’s or the
Fund’s opinion, the investor has adequate intent and
|
|
|
| |
| |
23 |
|
Meridian Hedged Equity
Fund |
availability
of assets to reach a future level of investment in the Fund that is equal to or
greater than the minimum. Shareholders will be notified of any changes to the
Fund’s investment minimums via a supplement to the Fund’s prospectus.
In
general, subject to share class eligibility criteria, you may purchase, redeem
or exchange shares of the Funds directly with MERIDIAN FUND, INC.® on any day the New York
Stock Exchange is open for regular trading, in the following ways:
|
|
|
|
|
| |
Regular Mail |
|
Express
Mail |
|
By Telephone or Wire |
|
By
Internet |
|
|
| |
MERIDIAN FUND, INC.
P.O.
Box 9792
Providence, RI 02940‑9694 |
|
MERIDIAN FUND, INC.
4400
Computer Drive
Westborough,
MA
01581-1722 |
|
1-800-446-6662 |
|
www.arrowmarkpartners.com/meridian. |
You
may also purchase, redeem or exchange shares of the Funds by contacting your
advisor or other financial intermediary. If you maintain your account with a
financial intermediary, you must contact that intermediary to purchase, redeem
or exchange shares of the Funds in or from your account with the intermediary.
The Funds will not be responsible for any loss, cost, expense, or other
liability resulting from unauthorized transactions made through our web site if
the Funds follow reasonable security procedures designed to verify the identity
of the investor. For telephone transactions, the Funds will request personalized
security codes or other information, and may also record calls. For transactions
conducted through the Internet, the Funds recommend the use of an Internet
browser with 128-bit encryption. You should verify the accuracy of your
confirmation statements upon receipt and notify the Funds immediately of any
discrepancies in your account activity. If you do not want the ability to sell
and exchange by telephone or the Internet, call Shareholder Services for
instructions.
Tax
Information
Any
distributions you receive from a Fund may be taxable as ordinary income, capital
gains, qualified dividend income, or section 199A dividends except when your
investment is in an IRA, 401(k) or other tax advantaged investment plan.
Withdrawals from such a tax-qualified investment plan are subject to special tax
rules.
Payments
to Broker-Dealers and Other Financial Intermediaries
If
you purchase shares of a Fund through a broker-dealer or other financial
intermediary (such as a bank), the Fund and its related entities may pay the
intermediary for the sale of Fund shares and related services. These payments
may create a conflict of interest by influencing the broker-dealer or other
intermediary and your advisor to recommend the Fund or one share class over
another investment or share class, as applicable. Ask your advisor or financial
intermediary or visit your financial intermediary’s website for more
information.
|
|
|
| |
Meridian
Hedged Equity Fund |
|
24 |
|
|
FUND
SUMMARY
MERIDIAN SMALL CAP GROWTH FUND
Investment
Objective
The
MERIDIAN SMALL CAP GROWTH FUND seeks long-term growth of capital by
investing primarily in equity securities of small capitalization
companies.
Fees
and Expenses of the Fund
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 or examples below.
|
|
|
|
|
|
|
| |
Shareholder
Fees
(fees
paid directly from your investment) |
|
|
Legacy Class
Shares |
|
|
|
Institutional Class
Shares |
|
|
| |
Maximum
Sales Charge (Load) on Purchases |
|
|
NONE |
|
|
|
NONE |
|
|
| |
Maximum
Deferred Sales Charge (Load) |
|
|
NONE |
|
|
|
NONE |
|
|
| |
Redemption
Fee (as a percentage of amount redeemed, if you sell or exchange your
shares within 60 days of purchase) |
|
|
2.00% |
|
|
|
2.00% |
|
|
| |
|
Annual Fund Operating Expenses (expenses that
you pay each year as a percentage of the value of your
investment) |
|
|
|
| |
|
| |
|
| |
Management
Fees |
|
|
1.00% |
|
|
|
1.00% |
|
|
| |
Other
Expenses |
|
|
0.25% |
|
|
|
0.19% |
|
|
| |
Acquired
Fund Fees and Expenses |
|
|
0.01% |
|
|
|
0.01% |
|
|
| |
Total
Annual Fund Operating Expenses |
|
|
1.26% |
|
|
|
1.20% |
|
|
| |
Fee
Waivers and/or Expense Reimbursements and Recoupment |
|
|
N/A |
|
|
|
(0.09)% |
|
|
| |
Total
Annual Fund Operating Expenses After Fee Waiver and/or Expense
Reimbursement and Recoupment1,2,3 |
|
|
1.26% |
|
|
|
1.11% |
|
1 |
Please
note that Total Annual Fund Operating Expenses in the table above may not
correlate to the ratio of Operating Expenses Before
Waivers/Reimbursements/Reductions to Average Net Assets found in the
“Financial Highlights” section of this prospectus since the latter
reflects the operating expenses of the Fund and does not include Acquired
Fund Fees and
Expenses. |
|
|
|
| |
| |
25 |
|
Meridian Small Cap Growth
Fund |
2 |
The
Investment Adviser has agreed to waive a portion of the investment
advisory and/or administration fees and/or reimburse other expenses of the
Meridian Small Cap Growth Fund so that the ratio of expenses to average
net assets of the Meridian Small Cap Growth Fund (excluding Acquired Fund
Fees and Expenses, brokerage expenses, dividend expenses on securities
sold short and interest expenses on short sales, taxes, and extraordinary
expenses) does not exceed 1.25% for the Legacy Class and 1.10% for
the Institutional Class. These expense limitations may not be amended or
withdrawn until one
year after the date of this prospectus without the consent
of the Board of Directors. |
3 |
For
a period not to exceed three (3) years on which a waiver of
reimbursement in excess of the expense limitation is made by the
Investment Adviser, the Fund will carry forward, and may repay the
Investment Adviser such amounts; provided, however, that such recapture
payments do not cause the Fund’s expense ratio (after recapture) to exceed
the lesser of (i) the expense limitation in effect at the time of the
waiver or (ii) the expense limitation in effect at the time of the
recapture. |
Example
This
Example is intended to help you compare the cost of investing in the Fund with
the cost of investing in other mutual funds. The Example assumes that you invest
$10,000 in Legacy Class shares or Institutional Class shares of 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, the Fund’s operating expenses remain the same and the Total
Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement
shown above will only be in place for the length of the current commitment.
Although your actual costs may be higher or lower, based on these assumptions
your costs would be:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
Share Class |
|
|
1
Year |
|
|
3
Years |
|
|
5
Years |
|
|
10
Years |
|
|
|
|
| |
|
Legacy Class Shares |
|
|
$ |
128 |
|
|
$ |
399 |
|
|
$ |
691 |
|
|
$ |
1,522 |
|
|
|
|
| |
|
Institutional Class Shares |
|
|
$ |
113 |
|
|
$ |
372 |
|
|
$ |
651 |
|
|
$ |
1,446 |
|
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 rate may
indicate higher transaction costs and may result in higher taxes when the Fund’s
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 fiscal year ended June 30, 2024, the Fund’s portfolio turnover rate
was 42% of the average value
of its portfolio.
Principal
Investment Strategies
The
Fund seeks long-term growth of capital by investing, under normal circumstances,
at least 80% of its net assets, including the amount of any borrowings for
investment purposes, in equity securities (including, but not limited to, common
stocks, preferred stocks and securities convertible into common and preferred
stocks) of U.S. small capitalization companies. In the view of the Investment
Adviser, small capitalization companies are defined as companies whose total
market capitalization falls within the range of companies
|
|
|
| |
Meridian
Small Cap Growth Fund |
|
26 |
|
|
included
in the Russell 2000®
Growth Index or the S&P SmallCap 600® Index at the time of
purchase. Both indices are broad indices of small capitalization stocks. As of
September 30, 2024, the market capitalization of the companies in these
indices ranged from approximately $3 million to $15 billion. The Fund may
also invest up to 20% of its net assets in securities of companies of any market
capitalization.
The
portfolio managers apply a “bottom up” fundamental research process in selecting
investments. In other words, the portfolio managers analyze individual companies
to determine if a company presents an attractive investment opportunity and if
it is consistent with the Fund’s investment strategies and policies. The Fund
generally sells investments when the Investment Adviser concludes that better
investment opportunities exist in other securities, the security is fully
valued, or the issuer’s circumstances or the political or economic outlook have
changed.
Principal
Investment Risks
There
are risks involved with any investment. The principal risks associated with an
investment in the Fund, which could adversely affect its net asset value, yield
and return, are set forth below. Please see the section “Further Information
About Principal Risks” in this Prospectus for a more detailed discussion of
these risks and other factors you should carefully consider before deciding to
invest in the Fund.
An investment in the Fund may lose money and
is not a deposit of a bank or insured or guaranteed by the Federal
Deposit Insurance Corporation or any other governmental
agency.
Equity Securities Risk — Equity securities
fluctuate in price and value in response to many factors including historical
and prospective earnings of the issuer and its financial condition, the value of
its assets, general economic conditions, interest rates, investors’ perceptions,
market liquidity, natural disasters and the spread of infectious disease or
other public health issues.
Small Company Risk — Generally, the smaller the
capitalization of a company, the greater the risk associated with an investment
in the company. The stock prices of small capitalization and newer companies
tend to fluctuate more than those of larger capitalized and/or more established
companies and generally have a smaller market for their shares than do large
capitalization companies.
Growth Securities Risk — Because growth
securities typically trade at a higher multiple of earnings than other types of
securities, the market values of growth securities may be more sensitive to
changes in current or expected earnings than the market values of other types of
securities. In addition, growth securities, at times, may not perform as well as
value securities or the stock market in general, and may be out of favor with
investors for varying periods of time.
Investment Strategy Risk — The Investment
Adviser uses the Fund’s principal investment strategies and other investment
strategies to seek to achieve the Fund’s investment objective of long-term
growth of capital by investing primarily in equity securities of small
capitalization companies. There is no assurance that the Investment Adviser’s
investment strategies or securities selection method will achieve that
investment objective.
Market Risk — The value of the Fund’s
investments will fluctuate in response to the activities of individual companies
and general stock market and economic conditions. As a result, the value of your
investment in the Fund may be more or less than your purchase
price.
|
|
|
| |
| |
27 |
|
Meridian Small Cap Growth
Fund |
Securities Lending Risk — The Fund may engage
in securities lending. Securities lending involves the risk that the Fund may
lose money because the borrower of the loaned securities fails to return the
securities in a timely manner or at all. The Fund could also lose money in the
event of a decline in the value of collateral provided for loaned securities or
a decline in the value of any investments made with cash collateral. These
events could also trigger adverse tax consequences for the
Fund.
Sector Concentration Risk — The Fund may
concentrate its investments in companies that are in a single sector or related
sector. Concentrating investments in a single sector may make the Fund more
susceptible to adverse economic, business, regulatory or other developments
affecting that sector. If an economic downturn occurs in a sector in which the
Fund’s investments are concentrated, the Fund may perform poorly during that
period. The Fund anticipates it will typically invest a significant portion of
its assets in the industrials sector and the healthcare sector, therefore, the
Fund’s performance could be negatively impacted by events affecting these
sectors.
Healthcare Sector Risk — The Fund anticipates
it will typically invest a significant portion of its assets in the healthcare
sector and, therefore, the Fund’s performance could be negatively impacted by
events affecting the healthcare sector. The health care sector is subject to
extensive government regulation and its profitability can be adversely affected
by, among other things, restrictions on government reimbursement for medical
expenses, rising costs of medical products and services, and increased emphasis
on the delivery of healthcare through outpatient
services.
Performance
The bar
chart and table below show the Fund’s historical performance and provide an
indication of the risks of investing in the Fund. The bar chart shows changes in
the performance of the Fund’s Legacy Class shares from
year-to-year. The performance of the Institutional
Class shares of the Fund would have differed from that of Legacy
Class shares only to the extent that the Institutional Class shares
have higher expenses than Legacy Class shares, which would have resulted in
lower performance.
|
|
|
| |
Meridian
Small Cap Growth Fund |
|
28 |
|
|
The Fund’s
past performance (before and after taxes) is not necessarily an indication of
how the Fund will perform in the future. Updated performance
information for the Fund may be obtained by visiting www.arrowmarkpartners.com/meridian
or by calling 1-800-446-6662.
Year-by-Year
Total Returns as of 12/31
During
the period covered by this bar chart, the Fund’s Legacy Class shares
highest
quarterly return was 33.73% (for the quarter
ended June 30, 2020); and the
lowest
quarterly return was –31.59% (for the
quarter ended March 31,
2020).
For
the period January 1, 2024 through September 30, 2024, the
total
return of the Fund’s Legacy Class shares was
8.57%.
|
|
|
| |
| |
29 |
|
Meridian Small Cap Growth
Fund |
Average
Annual Total Returns
(For
the year ended December 31, 2023)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
MERIDIAN SMALL CAP GROWTH FUND
Legacy
Class Shares (12/16/13) |
|
1
Year |
|
|
5
Year |
|
|
10
Year |
|
|
Life of Class |
|
|
|
|
| |
Return
Before Taxes |
|
|
14.06% |
|
|
|
7.14% |
|
|
|
8.97% |
|
|
|
9.41% |
|
|
|
|
| |
Return
After Taxes on Distributions |
|
|
14.06% |
|
|
|
4.61% |
|
|
|
6.95% |
|
|
|
7.39% |
|
|
|
|
| |
Return
After Taxes on Distributions and Sale of Fund Shares1 |
|
|
8.32% |
|
|
|
5.44% |
|
|
|
6.91% |
|
|
|
7.29% |
|
|
|
|
| |
Institutional Class Share (12/24/14) |
|
|
|
| |
|
|
| |
|
|
| |
|
| |
|
|
|
| |
Return
Before Taxes |
|
|
14.19% |
|
|
|
7.23% |
|
|
|
N/A |
|
|
|
7.88% |
|
|
|
|
| |
Russell
2000® Growth Index
(reflects no deductions for fees, expenses or taxes)* |
|
|
18.66% |
|
|
|
9.22% |
|
|
|
7.16% |
|
|
|
7.58% |
|
|
|
|
| |
Russell
3000® Index
(reflects no deductions for fees, expenses or taxes)** |
|
|
23.13% |
|
|
|
14.14% |
|
|
|
12.15% |
|
|
|
12.58% |
|
1 |
The
Fund’s returns after taxes on distributions and sale of Fund shares may be
higher than its returns after taxes on distributions because it includes
the effect of a tax benefit an investor may receive resulting from the
capital losses that would have been incurred on the sale of the
shares. |
** |
Broad-based
securities market index. This index was added to comply with regulatory
requirements. |
After-tax
returns are only shown for Legacy Class shares. After-tax returns for other
Classes will vary. After-tax
returns are calculated using the historical highest individual federal marginal
income tax rates for the character of income in question (as ordinary income or
long-term gain) and do not reflect the impact of state and local
taxes. Actual
after-tax returns depend on an investor’s tax situation and may differ from
those shown. After-tax returns shown are not relevant to investors who hold
their Fund shares through tax-qualified arrangements such as 401(k) plans or
individual retirement accounts.
Management
ArrowMark
Colorado Holdings, LLC.
Portfolio
Managers
Chad
Meade serves as a Co-Portfolio Manager of the Fund. Mr. Meade, who joined
the Investment Adviser in 2013, has served as a Co-Portfolio Manager of the Fund
since its inception in December 2013.
Brian
Schaub, CFA, serves as a Co-Portfolio Manager of the Fund. Mr. Schaub, who
joined the Investment Adviser in 2013, has served as a Co-Portfolio Manager of
the Fund since its inception in December 2013.
Messrs.
Meade and Schaub are jointly and primarily responsible for the day-to-day
management of the Fund.
|
|
|
| |
Meridian
Small Cap Growth Fund |
|
30 |
|
|
Purchase
and Sale of Fund Shares
The
following table shows the minimum investment amounts for purchasing share
classes of the Meridian Small Cap Growth Fund.
|
|
|
| |
Class |
|
Minimum Initial Investment |
|
Minimum Subsequent Investment |
|
| |
Legacy Class Shares1 |
|
$1,000 |
|
$50 |
|
| |
Institutional Class Shares |
|
$1,000,000 |
|
NONE |
1 |
Legacy
Class Shares are not offered to the public, except under certain
limited circumstances. |
The
Fund reserves the right to change the amount of these minimums from time to time
or to waive them in whole or in part if, in the Investment Adviser’s or the
Fund’s opinion, the investor has adequate intent and availability of assets to
reach a future level of investment in the Fund that is equal to or greater than
the minimum. Shareholders will be notified of any changes to the Fund’s
investment minimums via a supplement to the Fund’s prospectus.
In
general, subject to share class eligibility criteria, you may purchase, redeem
or exchange shares of the Funds directly with MERIDIAN FUND, INC.® on any day the New York
Stock Exchange is open for regular trading, in the following ways:
|
|
|
|
|
| |
Regular Mail |
|
Express
Mail |
|
By Telephone or Wire |
|
By
Internet |
|
|
| |
MERIDIAN FUND, INC.
P.O.
Box 9792
Providence, RI 02940‑9694 |
|
MERIDIAN FUND, INC.
4400
Computer Drive
Westborough,
MA
01581-1722 |
|
1-800-446-6662 |
|
www.arrowmarkpartners.com/meridian. |
You
may also purchase, redeem or exchange shares of the Funds by contacting your
advisor or other financial intermediary. If you maintain your account with a
financial intermediary, you must contact that intermediary to purchase, redeem
or exchange shares of the Funds in or from your account with the intermediary.
The Funds will not be responsible for any loss, cost, expense, or other
liability resulting from unauthorized transactions made through our web site if
the Funds follow reasonable security procedures designed to verify the identity
of the investor. For telephone transactions, the Funds will request personalized
security codes or other information, and may also record calls. For transactions
conducted through the Internet, the Funds recommend the use of an Internet
browser with 128-bit encryption. You should verify the accuracy of your
confirmation statements upon receipt and notify the Funds immediately of any
discrepancies in your account activity. If you do not want the ability to sell
and exchange by telephone or the Internet, call Shareholder Services for
instructions.
Tax
Information
Any
distributions you receive from a Fund may be taxable as ordinary income, capital
gains, qualified dividend income, or section 199A dividends, except when
your investment is in an IRA, 401(k) or other tax advantaged investment plan.
Withdrawals from such a tax-qualified investment plan are subject to special tax
rules.
|
|
|
| |
| |
31 |
|
Meridian Small Cap Growth
Fund |
Payments
to Broker-Dealers and Other Financial Intermediaries
If
you purchase shares of a Fund through a broker-dealer or other financial
intermediary (such as a bank), the Fund and its related entities may pay the
intermediary for the sale of Fund shares and related services. These payments
may create a conflict of interest by influencing the broker-dealer or other
intermediary and your advisor to recommend the Fund or one share class over
another investment or share class, as applicable. Ask your advisor or financial
intermediary or visit your financial intermediary’s website for more
information.
|
|
|
| |
Meridian
Small Cap Growth Fund |
|
32 |
|
|
FURTHER
INFORMATION ABOUT THE FUNDS’ INVESTMENT
OBJECTIVES
AND PRINCIPAL INVESTMENT STRATEGIES
GENERAL
In
selecting investments to achieve each Funds’ investment objective, the
Investment Adviser considers issuer-specific criteria as well as the economic
outlook and political conditions. Such issuer-specific criteria include the
issuer’s growth relative to its price-earnings ratio, its financial strength and
management practices and abilities, including its competitive position, the
quality of its balance sheet and earnings, its future prospects, and the
potential for growth and stock appreciation, other enterprise and market
valuation criteria as well as the value of the investments relative to other
comparable investment alternatives.
The
proportions of a Fund’s assets invested in equity securities or cash
equivalents, particular industries, and specific securities will shift from time
to time in accordance with the Investment Adviser’s judgment. Each Fund’s
investment policies other than those listed as “fundamental” in the Statement of
Additional Information (“SAI”) may be changed by the Funds’ Board of Directors
(the “Board”) without shareholder approval. The investment policy of the
Meridian Small Cap Growth Fund concerning 80% of its “net assets, including the
amount of any borrowings for investment purposes,” and Meridian Hedged Equity
Fund concerning 80% of its “net assets” may also be changed by the Board without
shareholder approval, but shareholders would be given at least 60 days’ notice.
Each Fund’s investment objective is non-fundamental and may be changed by the
Board without shareholder approval. Shareholders will receive at least 60 days’
prior notice of any change to a Fund’s investment objective. Any such changes
may result in a Fund having investment objectives or policies different from
those which
you
considered appropriate at the time you invested in the Fund.
Securities
are determined by the Investment Adviser to be “U.S.” (or “Non-U.S.”) based on
the consideration of an issuer’s domicile, its principal place of business, its
primary stock exchange listing, the source of its revenue, the location of its
assets, its exposure to economic fortunes and risks of countries or geographic
regions outside the United States and other relevant factors.
An
investment or type of security specifically identified in the prospectus
generally reflects a principal investment (i.e., an investment in which a Fund generally
invests, or may invest, 10% or more of its total assets). Each Fund also may use
certain types of investments and investing techniques that are described in more
detail in the SAI. An investment or type of security only identified in the SAI
typically is treated as a non-principal investment (i.e., an investment in which a Fund generally
invests less than 10% of its total assets).
The
Investment Adviser may actively trade portfolio securities, which may lead to
higher transaction costs that may affect a Fund’s performance. In addition,
active trading of portfolio securities may lead to higher taxes if your shares
are held in a taxable account.
The
Funds are authorized to engage in short sales to the maximum extent permissible
under applicable law. However, it is not anticipated that short sales will be a
material investment activity for any Fund.
33
MERIDIAN GROWTH FUND
INVESTMENT OBJECTIVE
The
MERIDIAN GROWTH FUND seeks long-term growth of capital.
INVESTMENT STRATEGIES
The
Fund seeks long-term growth of capital by investing primarily in a diversified
portfolio of publicly traded common stocks of U.S. companies. Under normal
circumstances, the Fund emphasizes small- and mid-capitalization growth
companies that the Investment Adviser believes may have prospects for
above-average growth in revenues and earnings because of many factors, including
high sales growth, high unit growth, industry growth, high or improving returns
on assets and equity and a strong balance sheet. These may include companies
that are relatively small in terms of total assets, revenues and earnings. The
Fund may also invest in companies not meeting these criteria if the Investment
Adviser believes they represent favorable investment opportunities for the
Fund.
The
Fund may invest in securities of companies with any capitalization across a
broad range of industries, though it typically emphasizes small- and
mid-capitalization companies. The Fund may also invest in debt and
equity-related securities (including convertible debt securities and warrants),
bonds rated A or better by Moody’s (or, if unrated, are considered by the
Investment Adviser to be of comparable quality), and securities of foreign
companies (denominated in U.S. dollars or foreign currencies), including
emerging market companies. The Fund may invest up to 25% of its total assets,
calculated at the time of purchase, in securities of foreign companies,
including emerging market companies.
The
mix of the Fund’s investments at any time will depend on the industries and
types of securities the
Investment
Adviser believes hold the most potential for achieving the investment objective
within the Fund’s investment strategies.
MERIDIAN CONTRARIAN FUND
INVESTMENT OBJECTIVE
The
MERIDIAN CONTRARIAN FUND seeks long-term growth of capital.
INVESTMENT STRATEGIES
The
Fund seeks long-term growth of capital by investing primarily in a diversified
portfolio of publicly traded common stocks of U.S. companies. Under normal
circumstances, the Fund invests in the stocks of businesses that are likely to
have recently underperformed their peers, or the market due to what the
Investment Adviser deems to be temporary operational issues. The Fund then
emphasizes stocks which the Investment Adviser believes are undervalued in
relation to the business’s (or issuer’s) long-term earnings power or asset
value, or the stock market in general. Securities in which the Fund invests may
be undervalued because of many factors, including market decline, poor economic
conditions, tax-loss selling or actual or anticipated unfavorable developments
affecting the issuer of the security. Any or all of these factors may provide
buying opportunities at attractive prices compared to historical or current
market price-earnings ratios, book value, underlying asset value, or the
long-term earnings prospects of the company. In addition, the Fund’s policy of
investing in securities that may be temporarily out of favor differs from the
investment approach followed by many other mutual funds with a similar
investment objective, including the Meridian Growth Fund. Many such mutual funds
typically do not invest in securities that have declined sharply in price, are
not widely followed, or are issued by companies that have reported poor earnings
or have
34
suffered
a downturn in business. The Investment Adviser believes, however, that the
securities of companies that may be temporarily out of favor due to earnings
declines or other adverse developments may offer good investment opportunities
for the Fund.
The
Fund may invest in securities of companies with any capitalization across a
broad range of industries. The Fund may also invest in debt and equity-related
securities (such as convertible debt securities, bonds and warrants) and
securities of foreign companies (denominated in U.S. dollars or foreign
currencies), including emerging market companies. The Fund may invest up to 25%
of its total assets, calculated at the time of purchase, in securities of
foreign companies, including emerging market companies.
The
mix of the Fund’s investments at any time will depend on the industries and
types of securities the Investment Adviser believes hold the most potential for
achieving the Fund’s investment objective within the Fund’s investment
strategies.
The
Fund intends to invest at least 65% of its total assets in common stocks and
equity-related securities (such as convertible debt securities and warrants).
The Fund may invest up to 35% of its total assets in debt or fixed income
securities, including higher yield, higher risk, lower rated or unrated
corporate bonds, commonly referred to as “junk bonds.” These are bonds that are
rated Ba or below by Moody’s or BB or below by S&P, or are unrated but of
comparable quality as determined by the Investment Adviser. The Fund may invest
up to 10% of its total assets in securities rated below Ca by Moody’s or C by
S&P, or are unrated but of comparable quality as determined by the
Investment Adviser.
The
Fund may purchase high yield bonds that the Investment Adviser believes will
increase in value due to improvements in their credit quality or ratings,
anticipated declines in interest rates or improved business conditions for the
issuers.
MERIDIAN HEDGED EQUITY FUND
INVESTMENT OBJECTIVE
The
MERIDIAN HEDGED EQUITY FUND seeks long-term growth of capital.
INVESTMENT STRATEGIES
The
Fund seeks to maximize total return by investing primarily in a diversified
portfolio of equity securities. Under normal circumstances, these securities
will primarily be equity securities of U.S. companies that have the potential
for capital appreciation. In addition to common stocks, equity securities may
include, among other instruments, preferred stock as well as securities
convertible into common stock, such as options. The Fund may also invest in
securities of foreign companies (denominated in U.S. dollars or foreign
currencies), including emerging market companies. The Fund may invest up to 25%
of its total assets, calculated at the time of purchase, in securities of
foreign companies, including emerging market companies. The Fund often sells
exchange traded call options against 40% to 60% of the underlying equity
holdings. This hedging strategy seeks to use the option premiums collected, cash
flow and income to the Fund, to reduce risk and volatility associated with
typical long-only equity investment strategies.
Under
normal circumstances, the Fund will invest at least 80% of its net assets in
long or short positions in equity securities. Shareholders will receive at least
60 days’ prior notice of any change to the principal investment strategies
relating to the type of securities in which 80% of the value of the Fund’s net
assets must be invested. The Fund may invest in securities of companies with any
capitalization across a broad range of industries. The Fund may also invest a
portion of its assets in debt or fixed income securities, including higher
yield, higher risk, lower rated or unrated corporate bonds, commonly referred to
as “junk bonds.” These are
35
bonds
that are rated Ba or below by Moody’s or BB or below by S&P, are in default
or are unrated but of comparable quality as determined by the Investment
Adviser.
The
mix of the Fund’s investments at any time will depend on the industries and
types of securities the Investment Adviser believes hold the most potential for
achieving the investment objective within the Fund’s investment strategy.
MERIDIAN SMALL CAP GROWTH FUND
INVESTMENT OBJECTIVE
The
MERIDIAN SMALL CAP GROWTH FUND seeks long-term growth of capital by
investing primarily in equity securities of small capitalization
companies.
INVESTMENT STRATEGIES
The
Fund seeks long-term growth of capital by investing, under normal circumstances,
at least 80% of its net assets, including the amount of any borrowings for
investment purposes, in U.S. equity securities (including common stocks,
preferred stocks and securities convertible into common and preferred stocks) of
small capitalization companies. In the view of the Investment Adviser, small
capitalization companies are defined as companies whose total market
capitalization falls within the range of companies included in the Russell
2000® Growth Index or the
S&P SmallCap 600®
Index at the time of purchase. Both indices are broad indices of small
capitalization stocks. At September 30, 2024, the market capitalization of
the companies in these indices ranged from approximately $3 million to
$15 billion. The Fund may also invest up to 20% of its net assets in
securities of companies of any market capitalization.
The
portfolio managers apply a “bottom up” fundamental research process in selecting
investments. In other words, the portfolio managers analyze individual companies
to determine if a company presents an attractive investment opportunity and if
it is consistent with the Fund’s investment strategies and policies. The Fund
generally sells investments when the Investment Adviser concludes that better
investment opportunities exist in other securities, the security is fully
valued, or the issuer’s circumstances or the political or economic outlook have
changed.
TEMPORARY INVESTMENTS
When
the Investment Adviser concludes, on the basis of its analyses of the economy,
political conditions, or its own valuation guidelines and standards, that
general market or other conditions warrant the reduction of some or all of a
Fund’s equity securities holdings, the Fund may adopt a temporary defensive
posture to preserve capital and, if possible, to achieve positive returns in
defensive type investments. Similarly, a Fund may also temporarily depart from
its investment strategies in order to manage large cash inflows, maintain
liquidity necessary to meet shareholder redemptions or for other reasons (e.g., when the Fund is implementing a revised
investment strategy). During such periods, a Fund may hold a portion or all of
its assets in cash, money market instruments or corporate debt obligations, or
take other investment positions that depart from its ordinary investment
strategies. This may cause a Fund to temporarily forego greater investment
returns, and the Fund may not achieve its investment objective during such
periods.
36
FURTHER
INFORMATION ABOUT PRINCIPAL RISKS
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Meridian Funds |
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Growth Fund |
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Contrarian Fund |
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Hedged Equity Fund |
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Small Cap
Growth Fund |
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Debt
Securities Risk |
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✓ |
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Equity
Securities Risk |
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✓ |
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Foreign
Securities Risk |
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Growth
Securities Risk |
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✓ |
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✓ |
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Healthcare
Sector Risk |
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✓ |
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✓ |
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High
Yield Bond Risk |
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✓ |
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✓ |
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Income
Risk |
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✓ |
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Information
Technology Sector Risk |
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✓ |
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Investment
Strategy Risk |
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✓ |
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✓ |
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✓ |
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✓ |
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Large
Company Risk |
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✓ |
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✓ |
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✓ |
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Market
Risk |
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✓ |
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✓ |
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✓ |
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✓ |
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Options
Risk |
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✓ |
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Sector
Concentration Risk |
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✓ |
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✓ |
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✓ |
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✓ |
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Securities
Lending Risk |
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✓ |
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✓ |
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Small
and Medium Company Risk |
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✓ |
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✓ |
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Small
Company Risk |
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Value
Securities Risk |
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DEBT SECURITIES RISK
Each
Fund may invest in debt securities of both governmental and corporate issuers. A
decline in prevailing levels of interest rates generally increases the value of
debt securities in a Fund’s portfolio, while an increase in rates usually
reduces the value of those securities. The value of a Fund’s debt securities,
including bonds and convertible securities, are affected by movements in
interest rates; if interest rates rise, the value of these securities may fall.
Generally, the longer the average maturity of a debt security, the greater the
change in its value. As a result, to the extent that a Fund invests in debt
securities, interest rate fluctuations will affect the Fund’s net asset value,
but not the income it receives from debt securities it owns. Debt
secu-
rities
are also subject to credit, liquidity risk and prepayment and extension risk.
Credit risk is the risk that the entity that issued a debt security may become
unable to make payments of principal and interest, and includes the risk of
default. Liquidity risk is the risk that a Fund may not be able to sell
portfolio securities because there are too few buyers for them. Prepayment and
extension risk is the risk that a loan, bond or other security might be called
or otherwise converted, prepaid or redeemed before maturity. If a loan or
security is converted, prepaid or redeemed before maturity, particularly during
a time of declining interest rates or spreads, the portfolio managers may not be
able to invest the proceeds in securities or loans providing as high
a level of income, resulting in a reduced yield to a
37
Fund.
Conversely, as interest rates rise or spreads widen, the likelihood of
prepayment decreases. The portfolio managers may be unable to capitalize on
securities with higher interest rates or wider spreads because a Fund’s
investments are locked in at a lower rate for a longer period of time.
EQUITY SECURITIES RISK
The
value of a Fund’s stock investments will fluctuate in response to the activities
of individual companies, general stock market and economic conditions, natural
disasters and the spread of infectious disease or other public health issues.
The stock prices of smaller capitalized and newer companies tend to fluctuate
more than those of larger capitalized and/or more established companies and may
have a smaller market for their shares than do large capitalization companies.
Convertible securities may offer less market risk than owning common shares, but
the potential for capital gain may be less than a common stock investment.
Preferred stock is a hybrid security that combines features of both common stock
and bonds. It is equity, not debt, and is thus riskier than bonds. Whereas bond
interest is a contractual expense of the issuer, preferred dividends, although
payable before common dividends, are not assured (e.g., if earnings are low).
FOREIGN SECURITIES RISK
Investments
in foreign securities, including securities of companies located in emerging
markets, may be subject to more risks than those associated with U.S.
investments, including currency fluctuations, political and economic instability
and differences in accounting, auditing and financial reporting standards.
Foreign securities may be less liquid than domestic securities so that a Fund
may, at times, be unable to sell foreign securities at desirable times or
prices. In addition, emerging market securities involve greater risk and
more
volatility
than those of companies in more developed markets. Significant levels of foreign
taxes, including potentially confiscatory levels of taxation and withholding
taxes, are also a risk related to foreign investments.
In
addition, foreign companies may not be subject to uniform accounting, auditing
and financial reporting standards and practices, or regulatory requirements
comparable to those applicable to U.S. companies. Emerging market securities, in
particular, involve greater risk and may be more volatile than those companies
in more developed markets. For example, political and economic structures in
less developed countries may change rapidly, which may cause instability; their
securities markets may be underdeveloped; and emerging market countries are also
more likely to experience high levels of inflation, deflation or currency
fluctuations, which could adversely affect their economies and securities
markets. In general, there may be less public information available about
non-U.S. companies. Additionally, specific local political and economic factors
must be evaluated in making these investments, including trade balances and
imbalances, and related economic policies; expropriation or confiscatory levels
of taxation and withholding; limitations on the removal of funds or other
assets; political or social instability; the diverse structure and liquidity of
the various securities markets; and nationalization policies of governments
around the world. Securities of non-U.S. issuers may be denominated in
currencies other than the U.S. dollar. If the currency in which a security is
denominated appreciates against the U.S. dollar, the dollar value of the
security will increase. Conversely, a decline in the exchange rate of the
currency would adversely affect the value of the security expressed in dollars.
The value of currencies may fluctuate in a manner unrelated to the investment
performance of the securities denominated in those currencies.
38
GROWTH SECURITIES RISK
Growth
securities typically trade at a higher multiple of earnings than other types of
equity securities. Accordingly, the market values of growth securities may be
more sensitive to adverse economic or other circumstances or changes in current
or expected earnings than the market values of other types of securities. In
addition, growth securities, at times, may not perform as well as value
securities or the stock market in general, and may be out of favor with
investors for varying periods of time. If the Investment Adviser’s perception of
a company’s growth potential is not realized, the securities purchased may not
perform as expected, reducing a Fund’s returns. A mutual fund investing
principally in growth securities may at times underperform other mutual funds
that invest more broadly or that have different investment styles.
HEALTHCARE SECTOR RISK
The
Fund anticipates it will typically invest a significant portion of its assets in
the healthcare sector and, therefore, the Fund’s performance could be negatively
impacted by events affecting the healthcare sector. The health care sector is
subject to extensive government regulation and its profitability can be
adversely affected by, among other things, restrictions on government
reimbursement for medical expenses, rising costs of medical products and
services, and increased emphasis on the delivery of healthcare through
outpatient services.
HIGH YIELD BOND RISK
High-yield,
high risk bonds (i.e., “junk bonds”), in
which only the MERIDIAN HEDGED EQUITY FUND and the MERIDIAN CONTRARIAN FUND may invest, are speculative and are
subject to greater volatility and risk of loss through default than investment
grade securities, particularly in deteriorating economic conditions. High-yield
bond values tend to reflect short-term corporate,
economic
and market developments and investor perceptions of the issuer’s credit quality
to a greater extent than lower yielding, higher-rated bonds. In addition, it may
be more difficult to dispose of, or to determine the value of, high-yield,
high-risk bonds. Bonds rated Ca are described by Moody’s as “highly speculative
and are likely in, or very near, default, with some prospect of recovery of
principal and interest.” Bonds rated BB+ by S&P are considered the highest
speculative grade by market participants. See Exhibit A to the SAI for a
complete description of the bond ratings.
INCOME RISK
The
amount of the distributions paid by the Fund generally depends on the amount of
dividends and/or interest received by the Fund on the securities it holds. A
Fund may not be able to pay distributions or may have to reduce its distribution
level if the dividends and/or interest the Fund receives from its investments
decline or are insufficient to pay such distributions.
INFORMATION TECHNOLOGY SECTOR RISK
Market
or economic factors impacting technology companies and companies that rely
heavily on technological advances could have a major effect on the value of the
Fund’s investments. The value of stocks of technology companies and companies
that rely heavily on technology is particularly vulnerable to rapid changes in
technology product cycles, rapid product obsolescence, government regulation and
competition, both domestically and internationally, including competition from
foreign competitors with lower production costs. Stocks of technology companies
and companies that rely heavily on technology, especially those of smaller,
less-seasoned companies, tend to be more volatile than the overall market.
Technology companies are heavily dependent on patent and intellectual property
rights, the loss
39
or
impairment of which may adversely affect profitability. Additionally, companies
in the technology sector may face dramatic and often unpredictable changes in
growth rates and competition for the services of qualified
personnel.
INVESTMENT STRATEGY RISK
The
Investment Adviser’s investment strategies and securities selection method may
fail to produce the intended results or achieve a Fund’s investment objective.
In addition, the Investment Adviser’s investment approach may be out of favor at
times, causing a Fund to underperform funds that also seek such investment
objectives but use different approaches to the stock selection and portfolio
construction process. A Fund’s shares, as a result, may lose value and/or
underperform other funds with similar investment objectives. Accordingly, there
is no assurance that a Fund will meet its investment objective or that the value
of your investment will not decline.
LARGE COMPANY RISK
Larger,
more established companies may be unable to respond quickly to new competitive
challenges such as changes in consumer tastes or innovative smaller competitors.
Also, large-cap companies are sometimes unable to attain the high growth rates
of successful, smaller companies, especially during extended periods of economic
expansion.
MARKET RISK
Market
risk refers to the possibility that the market values of securities or other
investments that a Fund holds will fall, sometimes rapidly or unpredictably, or
fail to rise. Security values may fall or fail to rise because of a variety of
factors affecting (or the market’s perception of) individual companies or other
issuers (e.g., an unfavorable earnings
report), industries or sectors, or the market as a whole, reducing the value of
an investment in a Fund.
Accordingly,
an investment in the Fund could lose money over short or even long periods. The
market values of the securities the Fund holds also can be affected by changes
(or perceived changes) in U.S. or foreign economies and financial markets, and
the liquidity of these securities, among other factors. In general, equity
securities tend to have greater price volatility than debt securities. In
addition, stock prices may be sensitive to rising interest rates, as the cost of
capital rises and borrowing costs increase. As a result, the value of your
investments in a Fund may be more or less than the value of your purchase
price.
OPTIONS RISK
Investments
in options involve risks different from, and possibly greater than, investing
directly in the underlying security, asset or other reference, including, among
others, the risk that the counterparty to an option may not perform or may be
unable to perform in accordance with the terms of the instrument, the potential
that, at times, there may not be a liquid secondary market for the options (as
described above), and the risk of imperfect correlation between any movement in
the price or value of options and their underlying security, asset or other
reference. Such events, as well as circumstances under which a Fund is required
to purchase the underlying asset at a disadvantageous price, may result in
losses to the Fund. In addition, options also may involve a small initial
investment relative to the risk assumed, which could result in losses that are
greater than the amount originally invested.
Special
risks are presented by internationally traded options. Because of time
differences between the United States and various foreign countries, and because
different holidays are observed in different countries, foreign options markets
may be open for trading during hours or on days when U.S. markets are closed. As
a result, option premiums may not reflect the current prices of the underlying
interest in the United States.
40
SECTOR CONCENTRATION RISK
Because
the Funds may at times have a significant portion of its assets concentrated in
one or more related sectors of the economy, more risks may be present than if
the Fund were broadly diversified over numerous sectors of the economy. A
“sector” is a broader economic segment that may include many different
industries. As the percentage of the Fund’s assets invested in a particular
sector increases, so does the potential for fluctuation in the value of the
Fund’s shares. The Meridian Hedged Equity Fund anticipates it will typically
invest a significant portion of its assets in the information technology (IT)
sector and, therefore, the Fund’s performance could be negatively impacted by
events affecting the IT sector.
The
industrials sector may be adversely affected by, among other things, changes in
the supply of and demand for products and services, product obsolescence, claims
for environmental damage or product liability and general economic conditions.
Each of the Meridian Growth Fund and the Meridian Small Cap Growth Fund
anticipate investing a significant portion of assets in the industrials sector
and healthcare sector and, therefore, such Funds’ performance could be
negatively impacted by events affecting these sectors. The industrials sector
may be adversely affected by, among other things, changes in the supply of and
demand for products and services, product obsolescence, claims for environmental
damage or product liability and general economic conditions. The health care
sector is subject to extensive government regulation and its profitability can
be adversely affected by, among other things, restrictions on government
reimbursement for medical expenses, rising costs of medical products and
services, and increased emphasis on the delivery of healthcare through
outpatient services.
SECURITIES LENDING RISK
The
Funds may engage in securities lending for the purpose of realizing additional
income. Generally, any such loan of portfolio securities will be continuously
secured by collateral in accordance with applicable SEC requirements and at
least equal to the value of the security loaned. Such collateral will be in the
form of cash, marketable securities issued or guaranteed by the U.S. Government
or its agencies, or a standby letter of credit issued by qualified banks. The
risks in lending portfolio securities, as with other extensions of secured
credit, consist of a decline in the value of collateral provided for loaned
securities or a decline in the value of any investments made with cash
collateral, as well as possible delay in receiving additional collateral or in
the recovery of the securities or possible loss of rights in the collateral
should the borrower fail financially.
SMALL AND MEDIUM COMPANY RISK
A
Fund’s portfolio may include securities of smaller and medium capitalization
companies and less-seasoned companies that have limited operating histories and
may not yet be profitable. These may include companies classified as small-,
mid- and micro-capitalization. Investments in these companies offer
opportunities for capital gain, but involve significant risks, including limited
product lines, markets or financial resources, dependence on a key group of
managers, the absence of a ready market for the securities (or securities which
trade less frequently or in a limited volume, or only in the over-the-counter
market or on a regional stock exchange), volatility of the stock price, and, in
the case of unseasoned companies, the untested long-term viability of the firms’
operations. In addition, some smaller capitalization companies may not be widely
followed by the investment community, which can lower the demand for their
stocks.
41
SMALL COMPANY RISK
A
Fund’s portfolio may include securities of smaller capitalization companies and
less-seasoned companies that have limited operating histories and may not yet be
profitable. These may include companies classified as small- and
micro-capitalization. Investments in these companies offer opportunities for
capital gain, but involve significant risks, including limited product lines,
markets or financial resources, dependence on a key group of managers, the
absence of a ready market for the securities (or securities which trade less
frequently or in a limited volume, or only in the over-the-counter market or on
a regional stock exchange), volatility of the stock price, and, in the case of
unseasoned companies, the untested long-term viability of the firms’ operations.
In addition, some smaller capitalization companies may not be widely followed by
the investment community, which can lower the demand for their
stocks.
VALUE SECURITIES RISK
Value
securities are securities of companies that may have experienced, for example,
adverse business, industry or other developments or may be subject to special
risks that have caused the securities to be out of favor and, in turn,
potentially undervalued. The market value of a portfolio security may not meet
the Investment Adviser’s future value assessment of that security, may take
longer than anticipated to rise to the believed value or may decline. In
addition, value securities, at times, may not perform as well as growth
securities or the stock market in general, and may be out of favor with
investors for varying periods of time. A mutual fund investing principally in
value securities may at times underperform other mutual funds that invest more
broadly or that have different investment styles.
42
ORGANIZATION
AND MANAGEMENT
MERIDIAN FUND, INC.
Meridian
Fund, Inc.® (“Meridian”)
is an open-end management investment company consisting of four separate series,
which includes the Meridian Growth Fund, the Meridian Contrarian Fund, the
Meridian Hedged Equity Fund and the Meridian Small Cap Growth Fund (each, a
“Fund” and collectively, the “Funds”), each of which is classified as a
“diversified” investment company under the Investment Company Act of 1940, as
amended (the “1940 Act”).
THE INVESTMENT ADVISER
ArrowMark
Colorado Holdings, LLC, located at 100 Fillmore St., Suite 325, Denver, CO
80206, serves as the investment adviser to the Funds. The Investment Adviser, an
investment adviser registered with the Securities and Exchange Commission
(“SEC”) since 2009 and privately owned by its principals, manages the
investments of the Funds’ portfolios, provides administrative services and
manages Meridian’s other business affairs. These services are subject to general
oversight by the Board. Pursuant to an Investment Management Agreement and
Service Agreement between Meridian, on behalf of the Funds, and the Investment
Adviser, (the “Management Agreement”), the Investment Adviser provides
investment advisory services to each Fund.
PORTFOLIO MANAGERS
James
England, CFA
Portfolio
Manager of Meridian Contrarian Fund.
Employed
by the Investment Adviser as an investment management professional since 2013.
Mr. England was formerly employed with the Previous Investment Adviser
since 2001. Before that,
Mr. England
was an equities derivatives trader with TD Securities from 2000 to 2001.
Chad
Meade
Co-Portfolio
Manager of Meridian Growth Fund and Meridian Small Cap Growth Fund.
Mr. Meade is jointly and primarily responsible for the day-to-day
management of the Meridian Growth Fund and the Meridian Small Cap Growth Fund
with Mr. Schaub.
Employed
by the Investment Adviser as an investment management professional since 2013.
Mr. Meade previously served as a co-portfolio manager and Executive Vice
President of the Janus Triton Fund and the Janus Venture Fund. He has over
20 years of experience in the financial industry and focused on small and
mid-capitalization stocks in the health care and industrials sectors as an
equity research analyst at Janus Capital Management LLC from 2001 to 2011. Prior
to starting with Janus in August 2001, Mr. Meade was a financial analyst
for Goldman Sachs’ global investment research team. He graduated summa cum laude
from Virginia Tech with a Bachelor’s degree in Finance and was a member of the
Omicron Delta Kappa Honor Society.
Brian
Schaub, CFA
Co-Portfolio
Manager of Meridian Growth Fund and Meridian Small Cap Growth Fund.
Mr. Schaub is jointly and primarily responsible for the day-to-day
management of the Meridian Growth Fund and the Meridian Small Cap Growth Fund
with Mr. Meade.
Employed
by the Investment Adviser as an investment management professional since 2013.
Mr. Schaub previously served as a co-portfolio manager and Executive Vice
President of the Janus
43
Triton
Fund and the Janus Venture Fund. He has over 20 years of experience.
Mr. Schaub served as an equity research analyst at Janus Capital Management
LLC from 2000 to 2011, focused on small and mid-capitalization stocks in the
communications sector. He graduated cum laude from Williams College with a
Bachelor’s degree in Economics. Mr. Schaub also holds a Chartered Financial
Analyst designation.
Clay
Freeman
Portfolio
Manager of Meridian Hedged Equity Fund.
Employed
by the Investment Adviser as an investment research analyst since 2008.
Mr. Freeman has 16 years of experience in the financial industry and
focused on larger capitalization stocks within the communications industry as an
equity research analyst at Janus Capital Management LLC from 2004-2007. He
graduated Phi Beta Kappa from the University of Colorado and also earned an MBA
with a Finance concentration from the Daniels College of Business at Denver
University.
The
SAI provides additional information about James England, Chad Meade, Brian
Schaub, and Clay Freeman including their compensation structure, other accounts
they manage and their ownership of securities in each Fund they manage.
MANAGEMENT FEES AND OTHER EXPENSES
Management Fees. Meridian Growth Fund pays the
Investment Adviser an annual fee of 1.00% of the first $50 million of the
Fund’s average daily net assets and 0.75% of the Fund’s average daily net assets
in excess of $50 million. Meridian Contrarian Fund pays the Investment
Adviser an annual fee of 1.00% of the first $750 million of the Fund’s
average daily net assets, 0.75% of the next $50 million of the Fund’s
average daily net assets, 0.70% of the
next
$50 million of the Fund’s average daily net assets, 0.65% of the next
$50 million of the Fund’s average daily net assets, 0.60% of the next
$50 million of the Fund’s average daily net assets, 0.55% of the next
$50 million of the Fund’s average daily net assets, and 0.50% of the Fund’s
average daily net assets in excess of $1 billion. Meridian Hedged Equity
Fund pays the Investment Adviser an annual fee of 1.00% of the first
$10 million of the Fund’s average daily net assets, 0.90% of the next
$20 million of the Fund’s average daily net assets, 0.80% of the next
$20 million of the Fund’s average daily net assets and 0.70% of the Fund’s
average daily net assets in excess of $50 million. As of the date of this
prospectus Meridian Small Cap Growth Fund pays the Investment Adviser an annual
fee of 1.00% of the first $450 million of the Fund’s average daily net assets,
0.90% of the next $150 million of the Fund’s average daily net assets, 0.85% of
the next $150 million of the Fund’s average daily net assets, 0.80% of the next
$150 million of the Fund’s average daily net assets, 0.75% of the next $150
million of the Fund’s average daily net assets, and 0.70% of the Fund’s average
daily net assets in excess of $1.05 billion. The management fees are computed
daily and paid monthly.
For
the fiscal year ended June 30, 2024, the Investment Adviser received an
investment advisory fee of 0.76% of the average daily net assets for the
Meridian Growth Fund, 1.00% of the average daily net assets for the Meridian
Contrarian Fund, 0.89% of the average daily net assets for the Meridian Hedged
Equity Fund and 1.00% of the average daily net assets for the Meridian Small Cap
Growth Fund. A discussion regarding the basis for the Board’s approval of the
Investment Management Agreement between the Investment Adviser and Meridian on
behalf of the Meridian Growth Fund, the Meridian Contrarian Fund, the Meridian
Hedged Equity Fund and the Meridian Small Cap Growth Fund is currently available
in the Semi-annual report to shareholders.
44
Expenses. Expenses common to the Funds are
generally allocated to each Fund in proportion to its relative net assets.
Expenses arising in connection with a Fund are charged directly to that Fund.
Expenses directly attributable to a specific class of shares of a Fund are
charged to that share class.
The
Investment Adviser has agreed to waive a portion of the investment advisory
and/or administration fees and/or reimburse other expenses of the Meridian
Growth Fund so that the ratio of expenses to average net assets of the Meridian
Growth Fund (excluding Acquired Fund Fees and Expenses, brokerage expenses,
dividend expenses on securities sold short and interest expenses on short sales,
taxes, and extraordinary expenses) does not exceed 1.05% for the Legacy Class
and 0.90% for the Institutional Class. This expense limitation may not be
amended or withdrawn until October 31, 2025 without the consent of the
Board of Directors.
The
Investment Adviser has agreed to waive a portion of the investment advisory
and/or administration fees and/or reimburse other expenses of the Meridian
Contrarian Fund so that the ratio of expenses to average net assets of the
Meridian Contrarian Fund (excluding Acquired Fund Fees and Expenses, brokerage
expenses, dividend expenses on securities sold short and interest expenses on
short sales, taxes, and extraordinary expenses) does not exceed 1.25% for the
Legacy Class. This expense limitation may not be amended or withdrawn until
October 31, 2025 without the consent of the Board of
Directors.
The
Investment Adviser has agreed to waive a portion of the investment advisory
and/or administration fees and/or reimburse other expenses of the Meridian
Hedged Equity Fund so that the ratio of expenses to average net assets of the
Meridian Hedged Equity Fund (excluding Acquired Fund Fees and Expenses,
brokerage expenses, dividend expenses on securities sold short and interest
expenses on short sales, taxes, and extraordinary
expenses)
does not exceed 1.25% for the Legacy Class. This expense limitation may not be
amended or withdrawn until October 31, 2025 without the consent of the
Board of Directors.
Lastly,
the Investment Adviser has agreed to waive a portion of the investment advisory
and/or administration fees and/or reimburse other expenses of the Meridian Small
Cap Growth Fund so that the ratio of expenses to average net assets of the
Meridian Small Cap Growth Fund ((excluding Acquired Fund Fees and Expenses,
brokerage expenses, dividend expenses on securities sold short and interest
expenses on short sales, taxes, and extraordinary expenses) does not exceed
1.25% for the Legacy Class and 1.10% for the Institutional Class. These
expense limitations may not be amended or withdrawn until October 31, 2025
without the consent of the Board of Directors.
For
a period not to exceed three (3) years from the date on which a waiver or
reimbursement in excess of the expense limitation is made by the Adviser, the
Funds will carry forward, and may repay the Adviser such amounts; provided,
however, that such recapture payments do not cause the Fund’s expense ratio
(after recapture) to exceed the lesser of (i) the expense limitation in
effect at the time of the waiver or (ii) the expense limitation in effect
at the time of the recapture. Any reimbursement or repayment will be on a
monthly basis, subject to year-end adjustment. During the fiscal year ended
June 30, 2024, the Investment Adviser agreed to reimburse certain expenses
of the Growth Fund, the Hedged Equity Fund and the Small Cap Growth Funds in
order to limit aggregate operating expenses of their Legacy and
Institutional
45
Class shares
from exceeding the amounts listed below:
|
|
|
| |
|
|
Expense Limitation |
|
| |
Growth
Fund |
|
|
| |
| |
Legacy
Class |
|
|
1.05 |
% |
| |
Institutional
Class |
|
|
0.90 |
% |
| |
Contrarian
Fund |
|
|
| |
| |
Legacy
Class |
|
|
1.25 |
% |
| |
Hedged
Equity Fund |
|
|
| |
| |
Legacy
Class |
|
|
1.25 |
% |
| |
Small
Cap Growth Fund |
|
|
| |
| |
Legacy
Class |
|
|
1.25 |
% |
| |
Institutional
Class |
|
|
1.10 |
% |
With
respect to these limits, the Investment Adviser reimbursed the following amounts
during the fiscal year ended June 30, 2024.
|
|
|
| |
Growth
Fund |
|
|
| |
| |
Institutional
Class |
|
$ |
— |
|
| |
Hedged
Equity Fund |
|
|
| |
| |
Legacy
Class |
|
$ |
79,218 |
|
| |
Small
Cap Growth Fund |
|
|
| |
| |
Legacy
Class |
|
$ |
4,388 |
|
| |
Institutional
Class |
|
$ |
220,939 |
|
With
respect to repayment of reimbursed expenses, the Adviser did not recoup any of
the Funds expenses during the fiscal year ended June 30, 2024.
THE DISTRIBUTOR
ALPS
Distributors, Inc., located at 1290 Broadway, Suite 1000, Denver, Colorado 80203
(the
“Distributor”),
has entered into a distribution agreement with Meridian. The Distributor and its
affiliates may pay commissions, distribution fees and/or other compensation to
entities for selling Fund shares and providing certain distribution-related
services to the Funds’ shareholders. The Distributor also may receive, and may
direct to other eligible financial intermediaries, compensation for providing
directly or indirectly, personal/liaison and related shareholder support
services to Fund shareholders, and may be reimbursed for providing account
services, as further described in the section of the prospectus entitled
“Shareholder Information — Networking, Sub-Accounting and Administrative
Services”.
THE TRANSFER, REDEMPTION AND DISBURSING AGENT
BNY
Mellon Investment Servicing (US) Inc. serves as Transfer Agent, redemption,
dividend disbursing agent for each Fund and may, in certain circumstances, also
serve as shareholder servicing agent for each Fund. BNY Mellon Investment
Servicing (US) Inc. is located at 103 Bellevue Parkway, Wilmington, DE
19809.
THE CUSTODIAN
The
Bank of New York Mellon is located at 240 Greenwich Street, New York, New
York, 10286, and serves as custodian of all securities and funds owned by the
Funds.
46
SHAREHOLDER
INFORMATION
CHOOSING A SHARE CLASS
Each
Fund offers four classes of shares, each representing an interest in the same
portfolio but with differing features, such as fees and eligibility
requirements. It is important to consider carefully and/or consult with your
advisor, broker, dealer, bank, insurance company or other entity (each,
generally referred to as a “financial intermediary” and, collectively, as
“financial intermediaries”) for additional information on which classes of
shares of the Funds, if any, are an appropriate investment choice based on your
investment objectives and needs. Certain financial intermediaries may not sell
all classes of shares of the Funds and all of such classes may not be available
to all investors. Contact your financial intermediary or refer to your plan
documents for instructions on how to purchase, redeem or exchange Fund
shares.
If
your financial intermediary sells more than one class of shares of a Fund, you
should carefully consider which class (or classes) of shares is most appropriate
for your investment objectives and needs. Certain classes have higher expenses
than others, which may lower the return on your investment. The differential
between classes also will vary depending on the actual investment return for any
given investment period. We encourage you to consult with your financial
intermediary who can help you with your investment decisions. For further
details, please see the SAI.
Below
is a summary of certain eligibility requirements and features, including fees,
of Legacy Class shares and Institutional Class shares of the Funds.
None of the share classes of the Funds impose an initial sales charge or a
contingent deferred sales charge. Each class of shares of the Funds is subject
to minimum investment amounts,
which
may vary by class. Such minimum investment amounts are set forth in the chart
that follows the summary of share class eligibility requirements below.
Eligible
Investors
Legacy Class Shares
Legacy
Class shares of each Fund are not available to the public, except under
certain limited circumstances including, but not limited to, the
following:
• |
|
All direct purchases of
the Meridian Hedged Equity Fund. |
• |
|
Direct purchases by
certain institutional accounts, such as endowments, foundations, corporate
plans and public plan investors, which are (i) in the amount of
$2,000,000 or greater, and (ii) not subject to any platform,
sub-accounting, administrative or networking fees; |
• |
|
Purchases by
shareholders having an investment in any Fund as of the date above and who
have continuously maintained an investment in such Fund as of the date of
the proposed purchase of Legacy Class shares; or |
• |
|
Purchases by employees
and officers of the Investment Adviser and Meridian, as well as Directors
of the Funds. |
The
Board of Directors reserves the right to modify the terms under which Legacy
Class shares of any Fund are made available at any time subject to such
considerations as it deems appropriate.
Institutional Class Shares
Institutional
Class shares are offered without any sales charge and are generally made
available to the following types of institutional investors if they
also
47
meet
the minimum initial investment requirement for purchase of Institutional
Class shares:
• |
|
corporations;
endowments; foundations; trust companies; defined contribution plans;
defined benefit plans; deferred compensation plans and other
employer-sponsored retirement plans; retirement platforms, registered
investment companies, insurance companies; and bank trusts departments;
and |
• |
|
certain other accounts
or investment vehicles (e.g., a separate account) managed, advised or
approved by the Investment Adviser. |
The
minimum initial investment requirement is waived for certain retirement plan
service provider platforms that have entered into agreements with the
Distributor or the Investment Adviser.
Institutional
Class shares are generally only available to qualified plan investors whose
plan level or omnibus accounts are held on the books of the Fund. The
availability of Institutional Class shares for qualified plan investors
will depend upon the policies of your financial intermediary and/or the
recordkeeper for your qualified plan.
Institutional
Class shares are not available directly to individual investors.
Institutional Class shares are also not available to retail, advisory
fee-based wrap programs, or advisor-sold, donor-advised funds.
Your
broker-dealer may charge you a fee to effect transactions in Fund shares.
Other
share classes of the Fund, which have their own expense structure, may be
offered in a separate prospectus.
Minimum
Investments
The
following table summarizes additional information regarding Institutional
Class shares of the Funds, including minimum investment amounts. The Funds
reserve the right to change the amount of this minimum from time to time or to
waive it in whole or in part. There is no minimum initial investment requirement
for retirement plan service provider platforms. Shareholders will be notified of
any changes to the Fund’s investment minimums via a supplement to the Fund’s
prospectus.
|
|
|
|
|
|
|
| |
Class |
|
Minimum Initial
Investment |
|
|
Minimum Subsequent
Investment |
|
|
| |
Institutional Class Shares |
|
$ |
1,000,000 |
|
|
|
NONE |
|
|
| |
Legacy Class Shares1 |
|
$ |
1,000 |
|
|
$ |
50 |
|
1 |
Legacy
Class shares of each Fund are not offered to the public, except under
certain limited circumstances. |
NETWORKING, SUB-ACCOUNTING AND ADMINISTRATIVE SERVICES
Networking,
Sub-Accounting and Administrative Services Fees
Select
financial intermediaries may enter into arrangements with the Funds, or its
designees, to perform certain networking, recordkeeping, sub-accounting and/or
administrative services for shareholders of the Funds. In consideration
for
providing
these services in an automated environment, such financial intermediaries may
receive compensation from the Funds. Any such compensation by the Funds to these
select financial intermediaries for the aforementioned services is in addition
to, and distinct from, any Rule 12b-1 related services provided to Fund
shareholders.
48
Other
Financial Intermediary Compensation
The
Distributor, the Investment Adviser and their affiliates may make payments, from
their own resources, to financial intermediaries for marketing/sales support
services relating to the Funds (“Marketing Support Payments”). Marketing Support
Payments are in addition to Networking, Sub-Accounting and Administrative
Services Fees that may be paid to eligible financial intermediaries, including
the Distributor, as appropriate. Such payments are generally based upon one or
more of the following factors: average net assets of a Fund sold by the
Distributor attributable to that financial intermediary, gross sales of a Fund
distributed by the Distributor attributable to that financial intermediary,
reimbursement of ticket charges (fees that a financial intermediary charges its
representatives for effecting transactions in Fund shares) or a negotiated lump
sum payment. While the financial arrangements may vary for each financial
intermediary, the Distributor, the Investment Adviser and their affiliates may
make increased payments on a basis other than those described above when dealing
with certain financial intermediaries. Such increased payments may enable such
financial intermediaries to offset credits that they may provide to
customers.
In
addition to the payments described above, the Distributor, the Investment
Adviser and their affiliates may make other payments or allow promotional
incentives to broker-dealers to the extent permitted by the SEC and the
Financial Industry Regulatory Authority rules and by other applicable laws and
regulations.
Amounts
paid by the Distributor, the Investment Adviser and their affiliates are paid
out of their own resources and do not increase the amount paid by you or the
Funds. You can find further details in the SAI under “Other Financial
Intermediary Compensation” about the payments made by the Distributor, the
Investment Adviser and their
affiliates,
if any, to which the Distributor and the Investment Adviser have agreed to make
Marketing Support Payments.
Your
financial intermediary may charge you fees and commissions in addition to those
described in the prospectus. You should consult with your financial intermediary
and review carefully any disclosure your financial intermediary provides
regarding its services and compensation. Depending on the financial arrangement
in place at any particular time, a financial intermediary and its financial
advisors may have a financial incentive for recommending a Fund or a particular
share class over others.
PRICING OF FUND SHARES
The
price you pay or receive when you buy, sell or exchange shares is a Fund’s next
determined net asset value (or “NAV”) per share for a given share class after
the Transfer Agent receives all required documents in good order (as described
below). NAV is computed as of the close of business of the New York Stock
Exchange (“NYSE”) each day that it is open for trading, which is typically at
4:00 p.m. Eastern Time. Orders received before the close of business are
typically priced at a Fund’s NAV per share as computed on that day. Orders
received after the close of business are typically priced at a Fund’s NAV per
share as computed on the next business day.
NAV
per share is determined by totaling the value of all portfolio securities, cash
and other assets, including accrued interest and dividends, attributable to a
class, and subtracting from that all liabilities, including accrued expenses,
attributable to a class. The total NAV is divided by the total number of
outstanding shares of the class to determine the NAV of each share.
Securities
in each Fund’s portfolio are valued primarily on market quotes, or, if quotes
are not available, by a method that the Board believes would
49
accurately
reflect the securities’ fair value. Fair value pricing, for example, may be used
for high-yield debt securities when available pricing information is stale or is
determined for other reasons not to accurately reflect fair value.
All
equity securities are valued at the close of business of the NYSE, which is
usually 4:00 p.m. Eastern Time. Equity securities are valued at the closing
price or last sales price on the principal exchange or market on which they are
traded; or, if there were no sales that day, at the last reported bid price.
Foreign securities shall be valued in U.S. dollars utilizing spot exchange rates
at the close of regular trading on the NYSE. However, many securities markets
and exchanges outside the U.S. close prior to the close of the NYSE; therefore,
the closing prices for securities in such markets or on such exchanges may not
fully reflect events that occur after such close but before the close of the
NYSE. In those situations, foreign securities will be fair valued pursuant to
the policy adopted by the Board, including utilizing a third party pricing
service to determine these fair values (as described below).
Fixed
income (debt) securities with original or remaining maturities more than 60 days
are typically valued at the mean of their quoted bid and asked prices.
Short-term fixed income securities of sufficient credit quality with 60 days or
less to maturity are typically amortized to maturity based on their cost to a
Fund if acquired within 60 days of maturity or, if already held by a Fund on the
60th day, based on the value determined on the 61st day.
Securities
and other assets for which reliable market quotations are not readily available
will be valued at their fair value as determined by the Investment Adviser under
the policy and procedures adopted by, and under the general supervision of, the
Board. The Investment Adviser may determine that fair value pricing is
appropriate for securities that, for example, are thinly traded or illiquid, or
where the
Investment
Adviser believes that the prices provided by a pricing service are not accurate
or where such prices are not available. When fair valuation is employed, the
prices of securities used by a Fund to calculate its NAV may differ from quoted
or published prices for the same security. For example, a Fund may use fair
value pricing if the value of a security it holds has been materially affected
by events occurring before the Fund’s pricing time but after the close of the
primary markets or exchange on which the security is traded. This most commonly
occurs with foreign securities, but may occur in other cases as well.
Significant events that may impact the value of securities principally traded in
foreign markets (e.g., movement in the U.S. securities market, or other regional
and local developments) may occur between the time that foreign markets close
and the time that a Fund calculates its NAV. Because the frequency of
significant events is not predictable, fair value pricing of certain common
stocks may or may not occur on a frequent basis. The fair value prices of
portfolio securities generally will be used when it is determined that the use
of such prices will have a material impact on the NAV of a Fund.
Fair
valuation may have the effect of reducing stale pricing arbitrage opportunities
presented by the pricing of Fund shares. However, when a Fund uses fair
valuation to price securities, it may value those securities higher or lower
than another fund would have priced the security. Also, the use of fair
valuation may cause a Fund’s performance to diverge to a greater degree from the
performance of various benchmarks used to compare the Fund’s performance because
benchmarks generally do not use fair valuation techniques. Because of the
judgment involved in fair valuation decisions, there can be no assurance that
the value ascribed to a particular security is accurate.
Shares
of a Fund will not be priced on the days on which the NYSE is closed for
trading, and on the following holidays or days on which the
following
50
holidays
are observed: New Year’s Day, Martin Luther King, Jr. Day, Washington’s
Birthday, Good Friday, Memorial Day, Independence Day, Labor Day, Thanksgiving
Day, and Christmas Day.
ACCOUNT RULES AND POLICIES
Mandatory
Redemption
If
your account in Legacy Class shares of a Fund falls below $750 for any
reason other than market fluctuations, or below $100,000, we will ask you to add
to your account. If your account balance is not brought up to the amount at
which such mandatory redemption would apply or you do not send us other
instructions, we reserve the right to redeem your shares and send you the
proceeds. Before doing so, you will be given at least 60 days’ notice to bring
the account up to the applicable amount.
Medallion
Signature Guarantee
Medallion
guarantees are only required for mailed redemption requests under the following
circumstances: (1) if the address on your account was changed within the
last 15 days; (2) if the amount of the redemption exceeds $100,000 and
includes bank account information that is not currently on file with Meridian or
if all of the owners of your Fund account are not included in the registration
of the bank account provided; or (3) if the redemption is made payable to a
third party. You can get a Medallion guarantee at a financial institution such
as a bank or brokerage house. We do not accept notarized signatures.
Other
Documents
Additional
documents may be required for purchases and redemptions when shares are
registered in the name of a corporation, partnership, association, agent,
fiduciary, trust, estate or other organization. For further information, please
call 1‑800‑446‑6662.
Share
Transfers
You
may transfer shares of a Fund by delivering to the Transfer Agent: (1) a
letter of instructions, signed exactly as the shares are registered by each
registered owner, which identifies clearly the exact names in which the account
presently is registered, the account number, the number of shares to be
transferred, and the names, address and social security or tax identification
number of the account to which the shares are to be transferred, (2) stock
certificates, if any, which are the subject of the transfer, and (3) an
instrument of assignment (“stock power”), which should specify the total number
of shares to be transferred and on which the signatures of the registered owners
have been guaranteed. (See “Medallion Signature Guarantee.”) Additional
documents are required for transfers by corporations, executors, administrators,
trustees and guardians. If you have questions about the documents required, call
1-800-446-6662. If the transfer establishes a new account, you must also submit
a new application. Meridian is not bound to record any transfer on the stock
transfer books maintained by the Transfer Agent until the Transfer Agent has
received all required documents.
Short-Term
Trading Policy
The
Funds are intended for long-term investors and not for those who wish to trade
frequently in their shares. The Funds are not
intended to accommodate frequent purchases and redemptions of shares by
shareholders. Short-term trading (sometimes known as “market timing”)
into and out of a Fund, particularly in larger amounts, may harm performance by
disrupting portfolio management strategies and by increasing expenses, including
brokerage and administrative costs, and may dilute the value of the holdings of
other shareholders of a Fund. Short-term trading may cause a Fund to retain more
cash than the portfolio manager would normally retain in order to meet
unanticipated redemptions or may force a Fund to sell portfolio
51
securities
at disadvantageous times to raise the cash needed to meet those redemption or
exchange requests. With this in mind, the Board has adopted a Short-Term Trading
Policy (the “Policy”). Under the Policy, to
discourage short-term trading in Fund shares, each Fund imposes a 2.00%
short-term redemption fee when shares of a Fund are redeemed (either by selling
or exchanging into another Fund) within 60 days of purchase.
The
short-term redemption fee does not apply to: (1) shares acquired through
reinvestment of dividends and other Fund distributions; (2) systematic
purchases and redemptions; (3) required distributions or return of excess
contributions from retirement accounts; (4) certain hardship situations
such as death or disability; (5) redemptions from certain accounts held
through intermediaries that have entered into an agreement with the Fund or its
Distributor, including (i) certain employer-sponsored retirement plans;
(ii) certain broker wrap fee and other fee-based programs;
(iii) certain omnibus accounts where the omnibus account holder does not
have the operational capability to impose a redemption fee on its underlying
customers’ accounts; and (iv) certain intermediaries that do not have or
report to the Fund sufficient information to impose a redemption fee on their
customers’ accounts (e.g., certain omnibus accounts where redemptions cannot be
tracked to the individual shareholder); or (6) circumstances that may fall
within the Funds’ short-term trading prohibitions, but which a Fund may
determine in its sole discretion, including, but not limited to, limited waivers
of redemption fees in order to comply with the safe harbor for “qualified
investment alternatives” under the Pension Protection Act of 2006.
The
Policy specifies that shares will be redeemed in the following order: first,
shares acquired through reinvestment of dividends and other fund distributions;
second, shares held more than 60 days; and third, shares held for 60 days or
less (subject to a 2.00% short-term redemption fee). Holding peri-
ods
are determined based on a first-in, first-out method. Shareholders will normally
comply with the Funds’ policy regarding short-term trading by allowing 60 days
to pass after each investment before they sell or exchange a Fund’s shares.
Exchanges involve a redemption of shares and are subject to the redemption fee.
The Funds may take appropriate action if shares are held longer than
60 days if the trading is disruptive for other reasons such as unusually
large trade size. In addition, the Funds reserve the right to suspend or
terminate your ability to make further purchases (whether you hold shares
directly, or through an intermediary) at any time, and to impose restrictions on
purchases or exchanges on conditions that are more restrictive than those that
are otherwise stated in this Prospectus. The Funds reserve the right to modify
the terms of, or terminate, the short-term redemption fee at any time. The Funds
and their agent also reserve the right to refuse any purchase order, at any
time, by any investor or group of investors for any reason. The Funds
acknowledge that certain intermediaries may impose short-term or frequent
trading restrictions that differ from those of the Funds, including such
intermediary’s own restrictions or limitations to discourage short-term or
excessive trading. You should consult your financial intermediary to find out
what trading restrictions, including limitations on exchanges, may apply. The
Funds, and their service providers, encourage those financial intermediaries to
apply the Policy to their customers who invest indirectly in the Fund.
The
Policy is subject to limitations on the Funds’ ability to detect and curtail
short-term or disruptive trading practices. Shareholders seeking to engage in
short-term trading practices may use a variety of strategies to avoid detection.
Despite the best efforts of the Funds or their agents to prevent short-term or
disruptive trading, there is no guarantee that the Funds or their agents will be
able to identify such shareholders or curtail short-term trading practices. The
Funds may receive purchase and redemption orders through financial
intermediaries and cannot
52
always
identify or reasonably detect excessive short-term trading which may be
facilitated by these intermediaries or by the use of omnibus account
arrangements offered by these intermediaries to investors. The Transfer Agent
will attempt to monitor overall purchase and redemption activity in those
accounts to seek to identify patterns that may suggest excessive trading by the
underlying owners. If evidence of possible excessive trading activity is
observed by the Transfer Agent, the financial intermediary that is the
registered owner will be asked to review the account activity, and to confirm to
the Transfer Agent and the respective Fund that appropriate action has been
taken to curtail any excessive trading activity. Omnibus accounts are commonly
used by financial intermediaries and benefit plans. Omnibus accounts allow
multiple investors to aggregate their respective share ownership positions and
purchase, redeem and exchange Fund shares using a single account where the
identity of the individual shareholder(s) is not known to the Funds or their
agents. If an individual shareholder in an omnibus account can be identified,
they will be subject to the redemption fee.
Information
Sharing Agreements
As
required by Rule 22c-2 under the 1940 Act, the Funds or certain of its service
providers will enter into information sharing agreements with financial
intermediaries, including participating life insurance companies and financial
intermediaries that sponsor or offer retirement plans through which shares of
the Funds are made available for purchase. Pursuant to Rule 22c-2, financial
intermediaries are required, upon request, to: (i) provide shareholder
account and transaction information and (ii) execute instructions from the
Funds to restrict or prohibit further purchases of Fund shares by shareholders
who have been identified by the Funds as having engaged in transactions that
violate the Funds’ excessive trading policies and procedures.
Identity
Verification
Federal
law requires Meridian, and your financial intermediary, to obtain and record
specific personal information to verify your identity when you open an account.
This information may include your name, address, date of birth (for individuals)
and taxpayer or other government issued identification number (e.g., social security number or other taxpayer
identification number). Some financial intermediaries may also require that you
provide other documents to assist in verifying your identity.
Until
verification of your identity is made, the Funds may need to delay the date of
your purchase or may be unable to open your account, which may result in a
return of your investment monies. In addition, if the Funds are unable to verify
your identity after your account is open, the Funds reserve the right to close
your account or take other steps as deemed reasonable. The Funds will not be
liable for any loss resulting from any purchase delay, application rejection or
account closure due to a failure to provide proper identifying
information.
Your
financial intermediary may temporarily limit additional share purchases or even
close an account if they are unable to verify your identity. Please contact your
financial intermediary if you need assistance or would like to receive
additional information regarding identity verification.
Policy
Regarding Disclosure of Portfolio Holdings
A
description of the Funds’ policies regarding disclosure of the Funds’ portfolio
holdings can be found in the Funds’ SAI and on the Funds’ website at
www.arrowmarkpartners.com/meridian.
Householding
In
order to reduce shareholder expenses, we may, if prior consent has been
provided, mail only one copy
53
of
the Funds’ Prospectus and each annual and semi-annual report to those addresses
shared by two or more accounts. If you wish to receive individual copies of
these documents, please call 1-800-446-6662. If your shares are held through a
financial institution, please contact them directly. We will begin sending your
individual copies with the next scheduled mailing.
HOW TO
OPEN AN ACCOUNT AND PURCHASE SHARES
Subject
to share class eligibility criteria, you can open an account with the Funds
through any of the following means:
• |
|
directly with the Funds.
Complete an account application, which you may obtain by visiting the
Funds’ website at www.arrowmarkpartners.com/meridian or by calling
1-800-446-6662. Be sure to indicate the Fund’s name and the share class
into |
|
|
which
you intend to invest when completing the
application; |
• |
|
through a brokerage
account with an approved financial intermediary; or |
• |
|
through certain
retirement, benefit and pension plans or certain packaged investment
products. (Please contact the providers of the plan or product for
instructions.) |
If
you opened your account through a financial intermediary, you must contact that
intermediary to purchase shares of the Funds in or from your account with the
intermediary.
In
general, shares of a Fund may be purchased on any business day on which the
Fund’s NAV is calculated. The price you pay when you purchase shares is a Fund’s
next determined NAV per share after all required documents are received in good
order.
54
This
section provides further information on how you may open an account directly
with the Funds and, after you have opened your account, how to purchase shares
directly from the Funds.
|
|
|
| |
Buying Shares |
|
Opening an Account |
|
Adding to an Account |
|
| |
By Mail |
|
Complete
and sign your account application. Mail the application with your check
made payable to Meridian Fund, Inc. to:
Regular Mail:
MERIDIAN FUND, INC.®
P.O.
Box 9792
Providence,
RI 02940-9694
Express Mail:
MERIDIAN FUND, INC.®
4400
Computer Drive
Westborough,
MA 01581-1722 |
|
You may purchase additional shares by
mail by sending the stub from your last statement, together with a
check for at least the minimum subsequent investment amount for
the corresponding share class, to one of the addresses to the
left. |
|
| |
By Telephone |
|
A new account may not be opened by
telephone unless you have another Fund account with your bank information
on file. If you do not currently have an account, refer to the section on
buying shares by mail or wire. |
|
To buy additional shares or to buy
shares of a new Fund call: 1-800-446-6662 |
|
| |
By Wire |
|
If you want to pay for your initial
shares by wiring funds, call 1‑800‑446‑6662 directly to have an account
number assigned, make arrangements for the timely submission of the
account application form and to obtain a Fund’s wiring instructions.
Complete, sign and mail your application form (refer to the section on
buying shares by mail). |
|
To buy additional shares, instruct your
bank or financial institution to use the same wire instructions
provided with your initial account setup or call 1‑800‑446‑6662 to
obtain such information. |
|
| |
By
Internet |
|
Not
Available |
|
If
your account has already been established and ACH banking
instructions are on file, please visit our website
at www.arrowmarkpartners.com/ meridian. |
55
Additional
Information for Purchasing Fund Shares
Meridian
does not accept purchases by third party checks, traveler’s checks, credit card
checks, cashier’s checks, starter checks from newly established checking
accounts, credit cards, cash or money orders.
A
purchase of shares will not be processed until all of the necessary
documentation is complete and has been received in good order by the Transfer
Agent, which means that all required documents pertaining to such purchase have
been fully completed as determined by the Transfer Agent. If you have questions
about what documents are required, call 1-800-446-6662.
All
payments must be in U.S. dollars, and all check must be drawn on U.S.
banks.
The
Funds reserve the right to suspend or modify the continuous offering of their
shares.
You
can download application forms, Prospectus, and shareholder reports from the
Funds’ website at www.arrowmarkpartners.com/meridian.
Purchases By Wire. Please note that your bank
may charge you a wiring fee. Shares cannot be purchased by wire transactions on
days when banks are closed. Meridian and the Transfer Agent are not liable for
any loss incurred by delay in receiving money submitted by wire transfer.
Purchases through Third Parties. Purchases may
also be made through broker-dealers or other financial intermediaries. Third
party dealers may have different investment limits, fees and policies for buying
and selling shares than are described in this Prospectus. In addition, Meridian
assumes no liability for the failure of third party dealers to transmit your
order promptly or accurately to the Funds.
You
may also purchase shares of a Fund by contacting your financial intermediary or
advisor. Contact your financial intermediary or refer to your plan
documents
for additional information on how to invest in the Funds, including information
on minimum initial or subsequent investment requirements. Your financial
intermediary may charge you a separate or additional fee for processing
purchases of shares.
The
Funds have only authorized certain financial intermediaries to receive purchase
orders on the Funds’ behalf. As discussed above, pursuant to agreements with
certain intermediaries, the Investment Adviser and/or Distributor may pay
commissions or fees to those intermediaries for their role in marketing/sales
support and related services to the Funds. When considering Fund recommendations
made by these intermediaries, you should consider such arrangements.
Meridian
may, from time to time, accept telephone purchase orders from broker-dealers and
institutions previously approved by Meridian. Meridian does not have a sales or
service charge but those broker-dealers may charge you for their services.
Because
the Funds are not intended for frequent trading, the Funds reserve the right to
reject any purchase order, including exchange purchases, for any reason. For
more information about the Funds’ policy on frequent trading, refer to
“Short-Term Trading Policy.”
Tax-Qualified Plans. You may be entitled to
invest in the Funds through a tax-qualified account (a “Plan Account”), such as
an individual retirement account (“IRA”), a Simplified Employee Pension Plan, a
Roth IRA, or a Coverdell Education Savings Account. There is no service charge
for the purchase of Fund shares through a Plan Account but there is an annual
maintenance fee. The Bank of New York Mellon serves as custodian for Plan
Accounts offered by Meridian. For more information about Plan Accounts, along
with the necessary materials to establish a Plan Account,
call 1-800-446-6662 or write to MERIDIAN FUND, INC.®, P.O. Box 9792 Providence,
RI 02940.
56
You
should consult your own tax advisors regarding the tax consequences to you of
establishing or purchasing Fund shares through a Plan Account.
If
you are opening an account in the name of a legal entity (e.g., a partnership,
business trust, limited liability company, corporation, etc.), you may be
required to supply the identity of the beneficial owner or controlling person(s)
of the legal entity prior to the opening of your account. The Fund may request
additional information about you (which may include certain documents, such as
articles of incorporation for companies) to help the Transfer Agent verify your
identity.
Keeping
You Informed
As
a shareholder, you will be sent the following communications:
• |
|
confirmation statements;
account statements (mailed after the close of each calendar
quarter); |
• |
|
annual and semi-annual
reports (mailed approximately 60 days after June 30 and
December 31); |
• |
|
a 1099 tax form (mailed
by the applicable deadline); and |
• |
|
a copy of the Fund’s
annually updated Prospectus (mailed to existing shareholders in the fall
of each year). |
Automatic Investment Plan. The automatic
investment plan provides a convenient method to have monies deducted directly
from your bank account for investment in a Fund, provided that your purchases
meet the applicable minimum subsequent investment requirement and that the plan
be available for shareholders of the Fund in which you are invested. To learn
more about the plan and to begin participating in this plan, please call
1-800-446-6662. In addition, you may arrange for periodic purchases by
authorizing your financial intermediary to debit the amount of your investment
from your bank account on a day or days you specify.
Contact
your financial intermediary or a representative of the Distributor, if
applicable, for details. Not all financial intermediaries provide this plan. The
Funds may alter, modify or terminate this plan at any time.
Automated Clearing House Purchases. Current
shareholders may purchase additional shares via Automated Clearing House
(“ACH”). To have this option added to your account, please send a letter to the
Funds requesting this option and supply a voided check for the bank account.
Only bank accounts held at domestic institutions that are ACH members may be
used for these transactions.
You
may not use ACH transactions for your initial purchase of Fund shares. ACH
purchases will be effective at the closing price per share on the business day
after the order is placed. The Funds may alter, modify or terminate this
purchase option at any time.
Shares
purchased by check or via ACH will not be available for redemption until payment
for such shares has been received by the Fund. For shares purchased via check,
it may take up to 15 business days for a check to clear and the Fund to receive
payment. For shares purchased via ACH, it may take up to 60 days for the Fund to
receive payment.
EXCHANGES BETWEEN FUNDS
In
general, you may exchange shares between Funds on any day the NYSE is open for
regular trading, subject to eligibility and other requirements. Contact your
financial intermediary or consult your plan documents for information on
exchanging into other Funds. As with any investment, be sure to read the
prospectus of any Fund(s) into which you are exchanging. An exchange from one
such fund to another is generally a taxable transaction (except for certain
tax-qualified accounts) and has the same tax consequences as ordinary purchases
and redemptions. The Funds and
57
the
Transfer Agent employ reasonable procedures, including providing written
confirmations, to confirm that the instructions received from any person with
appropriate account information are genuine. Exchange redemptions and purchases
are processed simultaneously at the Fund’s next determined NAV per share after
the exchange order is received in good order. (See “Pricing of Fund
Shares.”)
Exchanges
are subject to the following conditions:
• |
|
You may generally
exchange shares of a Fund for shares of the same class of any of the other
Funds sold by or available through your financial intermediary or
qualified plan. If you hold shares directly with the Fund, you may
generally exchange shares of a Fund for shares of the same class of any of
the other Funds. |
• |
|
If you are making an
initial investment into a Fund through an exchange, you must exchange at
least the minimum initial investment amount applicable to the share class
of a Fund into which you are exchanging, unless your balance has fallen
below that amount due to investment performance. |
• |
|
The Funds may change or
cancel your right to make an exchange by giving the amount of notice
required by regulatory authorities (generally 60 days for a material
change or cancellation). |
• |
|
The exchange privilege
is not intended as a vehicle for short-term or frequent trading. A Fund
may suspend or terminate your exchange privilege if you make more than one
round trip in such Fund in a 30-day period and may bar future purchases in
such Fund or the Funds. The Funds will work with intermediaries to apply
the Funds’ exchange limit. However, the Funds may
not |
|
|
always
have the ability to monitor or enforce the trading activity in such
accounts. For more information about the Funds’ policy on frequent
trading, refer to “Short-Term Trading Policy.” |
Exchange
services are available only in states where the Fund to be purchased may be
legally offered and may be terminated or modified at any time upon 60 days’
written notice.
EXCHANGES BETWEEN SHARE CLASSES
Fund
shareholders may transfer shares between the Legacy, Institutional and other
share classes of a Fund. Share class transfers must generally meet the minimum
investment requirements described in “Purchase and Sale of Fund Shares” in the
applicable prospectus, though the Fund reserves the right to waive or change
investment minimums. Such exchanges may be subject to a contingent deferred
sales charge (“CDSC”), a redemption fee or other fees, at the discretion of the
Fund. Any such exchanges and any CDSC, redemption fee or other fees may be
waived for certain intermediaries that have entered into an agreement with the
Adviser. A share class transfer between shares of a single Fund is generally not
considered a taxable transaction and is not subject to a short-term redemption
fee, although certain tax reporting requirements may apply to significant
holders as discussed in the SAI under “FEDERAL INCOME TAXES — Transfers between
Classes of a Single Fund”. Legacy Class shares of the Fund are subject to
additional restrictions, as described in the “Choosing a Share Class” section of
this prospectus. You may request a share class transfer by telephone or by mail.
Please call the Fund’s transfer agent, BNY Mellon Investment Servicing (US)
Inc., at 1-800-446-6662 for more information.
58
HOW TO
REDEEM
Shares
of the Funds are redeemable on any day the NYSE Market is open. The price you
receive when you redeem shares is the Fund’s next determined NAV per share after
all required documents are received in good order.
The
following section explains how you can sell shares held directly through an
account with the Funds. For Fund shares held through a brokerage or other type
of account, please consult your financial intermediary.
|
|
|
| |
Selling Shares |
|
To Sell Fund Shares |
| |
By Mail |
|
Send
a redemption request letter providing your name, account number, the Fund
from which you wish to redeem and the dollar amount you wish to receive
(or write “Full Redemption” to redeem your remaining account balance) to
the address below.
Make
sure all account owners sign the request exactly as their names appear on
the account application.
A
Medallion guarantee may be required under certain circumstances (see
“Account Rules and Policies — Medallion Signature Guarantee”). |
|
| |
| |
Regular Mail:
MERIDIAN FUND, INC.®
P.O.
Box 9792
Providence,
RI 02940-9694 |
|
Express Mail:
MERIDIAN FUND, INC.®
4400
Computer Drive
Westborough, MA 01581‑1722 |
| |
By Telephone or Wire |
|
Unless you have declined the
option on your account application, you may redeem shares of a Fund by
telephone by calling 1-800-446-6662 during normal business hours. |
| |
By
Internet |
|
To sell shares, please visit our website at
www.arrowmarkpartners.com/meridian. |
Additional
Information for Redeeming Fund Shares
Redemption
proceeds will typically be sent within one to two business days following
receipt of the redemption order but may take up to seven days.
The
Funds reserve the right to postpone payment of redemption proceeds for up to
seven (7) calendar days. Additionally, the right to require the Funds to
redeem your shares may be suspended, or the date of payment may be postponed
beyond seven calendar days, whenever: (i) trading on the NYSE is
restricted, as determined by the SEC, or the NYSE is closed (except for holidays
and weekends); (ii) the SEC permits such suspension and so
orders;
or
(iii) an emergency exists as determined by the SEC so that disposal of
securities or determination of NAV is not reasonably practicable.
Redemption By Regular or Express Mail. If you
send a redemption request directly to the Investment Adviser rather than to the
Transfer Agent, the Investment Adviser will forward your request to the Transfer
Agent, but the effective date of redemption may be delayed until the request is
received by the Transfer Agent. Redemption requests may also be submitted to
broker-dealers or other financial intermediaries, as applicable.
You
must sign the redemption request exactly as your name appears on the
registration form and
59
must
include the account number. If more than one person owns the shares, all owners
must sign the redemption request exactly as their names appear on the
registration form.
If
applicable, you must deliver any physical stock certificates for shares to be
redeemed together with the signed redemption request.
The
Funds may require additional documentation or a medallion signature guarantee on
any redemption request to help protect against fraud. Medallion signature
guarantees, when required, and any additional documents required by Meridian for
shares owned by corporations, executors, administrators, trustees or guardians,
also must accompany the redemption request.
If
the address of record has been changed within 30 days of a redemption
request, a medallion signature guarantee is required to process the request to
protect against fraud.
A
request for redemption will not be processed until all of the necessary
documentation is complete and has been received in good order by the Transfer
Agent, which means that all required documents pertaining to such request have
been fully completed as determined by the Transfer Agent. If you have questions
about what documents are required, call 1-800-446-6662.
Redemptions By Telephone. You may elect at any
time to use the telephone redemption service. You may make that election on the
initial application form or on other forms prescribed by the Funds. An executed
authorization form must be on file with the Transfer Agent before you may use
the service. Share certificates for the shares being redeemed must be held by
the Transfer Agent. A corporation (or partnership) also must submit a corporate
resolution (or certificate of partnership) indicating the names, titles and the
required number of signatures authorized to act on its behalf. The authorization
form must be signed by a duly authorized officer(s) and the corporation seal
affixed.
The
Funds provide written confirmation of transactions initiated by telephone to
confirm that telephone transactions are genuine. If the Funds or the Transfer
Agent fails to employ this and other reasonable procedures, the Funds or the
Transfer Agent may be liable.
When
using the telephone redemption service, you must give the full registration
name, address, number of shares or dollar amount to be redeemed, Fund account
number and name of the Fund in order for the redemption request to be
processed.
Meridian
and the Transfer Agent reserve the right to refuse any telephone instructions
and may discontinue these redemption options upon 30 days written notice.
At
times of peak activity, it may be difficult to place requests by phone. During
these times, consider sending your request in writing.
Redemptions By Wire. In the case of redemption
proceeds that are wired to a bank, the Funds transmit the payment only on days
that commercial banks are open for business and only to the bank and account
previously authorized on your application or your medallion signature guaranteed
letter of instruction. The Funds and the Transfer Agent will not be responsible
for any delays in wired redemption proceeds due to heavy wire traffic over the
Federal Reserve System. The Funds reserve the right to refuse a wire redemption
if it is believed advisable to do so. If you redeem your shares by wire
transfer, the Transfer Agent charges a fee (currently $9.00) for each wire
redemption. You may also have your redemption proceeds sent to your bank via
ACH. The Transfer Agent does not charge for the ACH service; however, please
allow 2 to 3 business days for the transfer of money to reach your banking
institution.
60
Systematic
Withdrawal Plan
Once
you have established an account with $5,000 or more, you may automatically
receive funds from your account on a monthly, quarterly or semi-annual basis
(minimum withdrawal of $100). Call 1-800-446-6662 to request a form to start a
systematic withdrawal plan.
Redemption
Price and Conditions
All
shares of a Fund may be redeemed at the next NAV per share of the Fund
determined after receipt of a redemption request in good order received by the
Transfer Agent by mail or telephone as described above. Because the NAV of a
Fund’s shares will fluctuate as a result of changes in the market value of the
securities it owns, the amount you receive upon redemption may be more or less
than the amount you paid for the shares. (See “Pricing of Fund Shares.”) Payment
for shares redeemed in writing or by telephone, if in good order, will be made
promptly after receipt, but not later than seven business days after the
valuation date. Under normal conditions, each Fund imposes a 2.00% short-term
redemption fee when shares of a Fund are redeemed within 60 days of purchase
(see “Short-Term Trading Policy”). Requests for redemption which are subject to
any special conditions or which specify an effective date other than as provided
in this Prospectus cannot be accepted.
Although
the Funds generally intend to pay redemption proceeds in cash, a Fund may redeem
some or all of its shares in kind under certain circumstances, such as to
protect the interests of remaining shareholders, to accommodate a request by a
particular shareholder that does not adversely affect the interest of the
remaining shareholders, in connection with the liquidation of a fund, or a lack
of liquidity in the Fund’s portfolio to meet redemptions. This means that the
redemption proceeds will be paid in assets from a Fund’s portfolio by delivery
of securities selected from its assets at the Fund’s discretion. If a Fund
redeems your shares in kind, you may bear transaction costs and may bear market
risks until such assets are converted into cash. In kind redemption proceeds
could include illiquid securities. As described in the SAI, illiquid securities
are those that a Fund cannot reasonably expect to receive approximately the
amount the Fund values those securities within seven days.
Investment
dealers handling redemption transactions may charge you for the service.
Requests for redemptions will be honored but payment will be withheld until
checks (including certified checks) received for the shares purchased have
cleared, which can take as long as fifteen calendar days from date of purchase.
If you have questions about the proper form for redemption, call
1-800-446-6662.
61
DISTRIBUTIONS
AND TAX STATUS
DISTRIBUTIONS
Each
Fund intends to declare and pay distributions from the Fund’s net investment
income, if any, annually. The amount depends on earnings, the financial
condition of the Fund and other factors. Each Fund will also distribute any net
realized capital gains to shareholders annually. A Fund may make additional
distributions of any net investment income or net realized capital gains near or
following the end of the calendar year. All distributions will be automatically
reinvested in additional shares unless you elect to receive payment in cash. The
NAV of shares will be reduced by the amount of your distributions.
If
you purchase Fund shares shortly before the record date for a distribution, you
will pay the full price for the shares and receive some portion of the price
back as a taxable distribution. Similarly, if you purchase shares of a Fund when
it holds appreciated securities, you will receive a taxable return of part of
your investment if and when the Fund sells the appreciated securities and
distributes the gain. The Funds have built up, or have the potential to build
up, high levels of unrealized appreciation, which may result in future taxable
distributions.
Undeliverable
Distribution Checks
If
you choose to receive distributions in cash and distribution checks are returned
and marked as “undeliverable” or remain uncashed for six months, your account
will be changed automatically so that all future distributions are reinvested in
your account. Checks that remain uncashed for six months will be cancelled and
the money reinvested in the Fund. No interest is paid during the time the check
is outstanding.
Cost
Basis Reporting
Mutual
funds are required to report to the Internal Revenue Service (the “IRS”) holding
period information and the “cost basis” of shares acquired by a shareholder on
or after January 1, 2012 (“covered shares”) and subsequently redeemed, as
well as the gross proceeds from the sale of fund shares regardless of when
acquired. These requirements do not apply to investments through a
tax-qualified arrangement, such as a 401(k) plan or an individual retirement
plan. The cost basis of a share is generally its purchase price adjusted
for returns of capital and other corporate actions. Cost basis is used to
determine whether a sale of the shares results in a gain or loss. If you
redeem covered shares during any year, then the Fund will report the cost basis
of such covered shares to the IRS and you on Form 1099-B.
The
Funds will permit you to elect from among several IRS-accepted cost basis
methods to calculate the cost basis of your covered shares. If you do not
affirmatively elect a cost basis method, then the Fund’s default cost basis
calculation method will be applied to your account(s). The cost basis
method elected or applied may not be changed after the settlement date of a sale
of Fund shares.
If
you hold Fund shares through a broker (or another nominee), please contact that
broker (nominee) with respect to the reporting of cost basis and available
elections for your account.
You
are encouraged to consult your tax advisor regarding the application of the cost
basis reporting rules and, in particular, which cost basis calculation method
you should elect.
62
FEDERAL INCOME TAXES
This discussion regarding federal income taxes is
based on laws that were in effect as of the date of this Prospectus. Except
where otherwise noted, this discussion does not describe issues that apply to
shareholders in special situations, such as tax-exempt or foreign shareholders
(as defined in the SAI) or those holding Fund shares through a tax-qualified
account, such as a 401(k) Plan or IRA, shareholders holding investments through
foreign institutions, broker-dealers, shareholders holding shares as part of a
larger integrated transaction, shareholders who are subject to alternative
minimum tax, financial institutions, insurance companies, or pass-through
entities such as entities taxed as partnership or S corporations. This
discussion summarizes only some of the important federal income tax
considerations that affect the Funds and you as a shareholder. It is not
intended as a substitute for careful tax planning. You should consult your tax
adviser about your specific tax situation, including the federal, state, local
and foreign tax consequences to you of an investment in a Fund. Additional
federal income tax considerations are discussed in the SAI.
Each
Fund intends to qualify each year as a “regulated investment company” under
Subchapter M of the Code. This discussion assumes that each Fund will so
qualify and will satisfy the distribution requirements under Subchapter M. There
can be no guarantee that these assumptions will be correct. By qualifying as a
regulated investment company, a Fund will not be subject to federal income taxes
to the extent that it distributes substantially all of its net investment income
and any realized capital gains. Each Fund intends to distribute to the Fund’s
shareholders substantially all of the Fund’s net investment income and net
realized capital gains, if any.
Distributions
Distributions
to you of a Fund’s ordinary income and net short-term capital gain, if any,
generally are taxable as ordinary income. Distributions to you of a Fund’s net
long-term capital gain, if any, generally are taxable to you as long-term
capital gain regardless of how long you have held your shares.
An
individual’s net long-term capital gain is subject to a maximum federal income
tax rate of 20% (in addition to the 3.8% Medicare tax described below).
If
you are an individual or other noncorporate Fund shareholder, distributions
attributable to dividends received by certain Funds from their investments in
U.S. and certain foreign corporations will result in qualified dividend income,
which is subject to tax rates applicable to long-term capital gain if certain
holding period requirements are met by you for your Fund shares and by the Funds
for their investments in the stock producing such dividends and certain other
requirements are satisfied.
In
general, distributions from a Fund are taxable to you when paid, whether you
take the distributions in cash or automatically reinvest them in additional Fund
shares. You will be notified in January of each year about the federal tax
status of distributions made by the Funds for the prior year.
If
a Fund invests in stock of a real-estate investment trust (a “REIT”), it may be
eligible to pay “section 199A dividends” to its shareholders with respect
to certain dividends received by it from its investment in REITs. For taxable
years beginning before 2026, section 199A dividends are taxable to individual
and other noncorporate shareholders at a reduced effective federal income tax
rate, provided that certain holding period requirements and other conditions are
satisfied.
Redeeming
and Exchanging Shares
Your
redemptions (including redemptions in-kind) and exchanges of shares of different
Funds will
63
ordinarily
result in a taxable capital gain or loss, depending on the amount you receive
for your shares (or are deemed to have received in the case of exchanges) and
the amount you paid (or are deemed to have paid) for them. Such gain or loss
generally will be long-term capital gain or loss if you have held your redeemed
or exchanged Fund shares for more than one year at the time of redemption or
exchange, except that any loss realized on shares held for six months or less
will be treated as a long-term capital loss to the extent of any capital gain
dividends that were received on the shares. All or a portion of capital losses
realized on the redemption or exchange of Fund shares may be disallowed if you
invest (or agree to invest) in substantially identical securities within
30 days before or after the redemption or exchange.
Foreign
Securities
The
Funds’ investments in foreign securities may increase or accelerate a Fund’s
recognition of ordinary income and may affect the timing or amount of a Fund’s
distributions. A Fund may hold securities in entities that are passive foreign
investment companies for U.S. federal income tax purposes. A Fund may make
certain tax elections with respect to an investment in a passive foreign
investment company, which may result in an acceleration of the recognition of
income and/or the recognition of ordinary income. For more information, see the
SAI under “FEDERAL INCOME TAXES — Passive Foreign Investment Companies.” The
Funds may incur foreign taxes in connection with some of their foreign
investments. In general, shareholders cannot deduct or claim a credit for these
taxes.
Surtax
on Net Investment Income
An
additional 3.8% Medicare tax will be imposed on certain net investment income
(including dividend income and capital gain received from a Fund as well as net
gains from redemptions or other taxable dispositions of Fund shares) of
U.S.
individuals,
estates and trusts (other than certain tax exempt trusts) to the extent that
such person’s gross income as adjusted exceeds a threshold amount.
Backup
Withholding
A
Fund may be required to “back-up” withhold a portion of your distributions and
redemption proceeds if you have not timely provided the Fund your taxpayer
identification number in compliance with IRS rules and certified that you are
not subject to back-up withholding. The backup withholding tax rate is 24% for
years beginning before 2026. To avoid back-up withholding, make sure you provide
your correct tax identification number (Social Security number for most
investors) and appropriate certification on your account application. If you do
not provide us with a correct taxpayer identification number, you may be subject
to IRS penalties. The IRS may also instruct a Fund that you are subject to
back-up withholding.
Investors
should consult with their tax advisers regarding the U.S. federal, foreign,
state and local tax consequences of an investment in the Fund.
Foreign
Shareholders
Distributions
paid by a Fund to a shareholder that is not a U.S. person (a “foreign
shareholder”) that are properly reported as capital gain dividends, short-term
capital gain dividends, or interest-related dividends, will not be subject to
withholding of U.S. federal income tax, provided certain conditions are met as
described in the SAI under “FEDERAL INCOME TAXES — Foreign Shareholders.” Other
ordinary income dividends will generally be subject to withholding of U.S.
federal income tax at a rate of 30% (or a lower applicable treaty rate). To
qualify for the exemption from U.S. withholding taxes on interest related
dividends or short-term capital gains dividends, or for a reduced rate of
withholding taxes under a U.S. income tax treaty on distributions from a Fund, a
foreign shareholders
64
must
generally deliver to the withholding agent a properly executed form (generally,
an applicable IRS Form W-8).
A
foreign shareholder of a Fund is generally not subject to U.S. federal income
tax on gains (and is not allowed a deduction for losses) realized on the sale of
shares of the Fund, on capital gain dividends or on short-term capital gain
dividends or interest-related dividends, except in certain circumstances
described in the SAI.
As
described in the SAI, special rules would apply to foreign shareholders if
shares of a Fund were to constitute “U.S. real property interests” (“USRPIs”) as
defined in the Code, or, in certain cases, if the Fund’s distributions are
attributable to gain from the sale or exchange of a USRPI.
Shares Held Through Foreign Accounts
Under provisions of the Code commonly referred
to as “FATCA”, a Fund must withhold 30% of certain
distributions that it pays to shares held
through account maintained by foreign financial institutions or other foreign
entities. In general, no such withholding will be required with respect to a
U.S. person or non-U.S. individual that timely provides required certifications
on a valid IRS Form W-9 or applicable IRS Form W-8, respectively. A non-U.S.
entity that invests in a Fund will need to provide the Fund with documentation
properly certifying the entity’s status as either exempt from, or compliant
with, FATCA in order to avoid FATCA withholding. A more complete description of
FATCA can be found in the SAI under “FEDERAL INCOME TAXES — Shares Held Through
Foreign Accounts.” Non-U.S. persons should consult their tax advisors concerning
documentation necessary to establish an exemption from, or compliance with,
FATCA in connection with investing in a Fund.
65
FINANCIAL
HIGHLIGHTS
The
financial highlights table is intended to help you understand each Fund’s
performance for the past 5 years. Certain information reflects financial
results for a single Fund share. The total returns in the table represent the
rate that an investor would have earned (or lost) on an investment in each Fund
(assuming reinvestment of all dividends and distributions). This information has
been audited by Cohen & Company, Ltd., the Funds’ independent
registered public accounting firm, whose report, along with the Funds’ financial
statements, is included in the Funds’ annual report, which is available upon
request and incorporated by reference in the
SAI.
Financial highlights for Institutional Class shares of the Meridian Hedged
Equity Fund and the Meridian Contrarian Fund are not shown because such class
had not commenced operations as of the date of this Prospectus.
66
MERIDIAN GROWTH FUND FINANCIAL HIGHLIGHTS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
FOR THE FISCAL YEAR ENDED
JUNE 30, |
|
|
|
|
|
|
| |
Legacy Class |
|
2024 |
|
|
2023 |
|
|
2022 |
|
|
2021 |
|
|
2020 |
|
|
|
|
Per Share Operating Performance |
|
|
|
|
| |
|
|
| |
|
|
| |
|
| |
Net
asset value, beginning of year |
|
$ |
34.20 |
|
|
$ |
33.95 |
|
|
$ |
55.49 |
|
|
$ |
35.86 |
|
|
$ |
39.69 |
|
|
|
| |
| |
|
|
|
Income
(loss) from investment operations: |
|
|
|
| |
|
|
| |
|
|
| |
|
|
| |
|
|
| |
|
| |
|
|
|
|
|
| |
Net
investment loss1
|
|
|
(0.09 |
) |
|
|
(0.11 |
) |
|
|
(0.21 |
) |
|
|
(0.24 |
) |
|
|
(0.05 |
) |
|
|
| |
|
|
|
|
|
| |
Net
realized and unrealized gain (loss) |
|
|
0.24 |
|
|
|
4.46 |
|
|
|
(13.93 |
) |
|
|
20.29 |
|
|
|
(0.23 |
) |
|
|
| |
| |
|
|
|
Net
increase (decrease) from investment operations |
|
|
0.15 |
|
|
|
4.35 |
|
|
|
(14.14 |
) |
|
|
20.05 |
|
|
|
(0.28 |
) |
|
|
| |
| |
|
|
|
Less
distributions to shareholders: |
|
|
|
| |
|
|
| |
|
|
| |
|
|
| |
|
|
| |
|
| |
|
|
|
|
|
| |
Distributions
from net realized capital gains |
|
|
— |
|
|
|
(4.10 |
) |
|
|
(7.40 |
) |
|
|
(0.42 |
) |
|
|
(3.55 |
) |
|
|
| |
| |
|
|
|
Total
distributions to shareholders |
|
|
— |
|
|
|
(4.10 |
) |
|
|
(7.40 |
) |
|
|
(0.42 |
) |
|
|
(3.55 |
) |
|
|
| |
| |
|
|
|
Redemption
fees |
|
|
0.00 |
2 |
|
|
0.00 |
2 |
|
|
0.00 |
2 |
|
|
0.00 |
2 |
|
|
0.00 |
2 |
|
|
| |
| |
|
|
|
Net
asset value, end of year |
|
$ |
34.35 |
|
|
$ |
34.20 |
|
|
$ |
33.95 |
|
|
$ |
55.49 |
|
|
$ |
35.86 |
|
|
|
| |
| |
|
|
|
Total
return |
|
|
0.44 |
% |
|
|
14.67 |
% |
|
|
(29.20 |
)% |
|
|
56.11 |
% |
|
|
(1.40 |
)%3 |
|
|
| |
| |
|
|
|
Ratios to Average Net Assets |
|
|
|
|
| |
|
|
| |
|
|
| |
|
| |
Ratio
of net investment loss to average net assets |
|
|
(0.27 |
)%4 |
|
|
(0.31 |
)%4 |
|
|
(0.43 |
)%4 |
|
|
(0.51 |
)%4 |
|
|
(0.12 |
)% |
|
|
| |
Ratio
of expenses to average net assets |
|
|
0.90 |
%4 |
|
|
0.88 |
%4 |
|
|
0.85 |
%4 |
|
|
0.84 |
%4 |
|
|
0.85 |
% |
|
|
| |
Supplemental Data |
|
|
|
|
| |
|
|
| |
|
|
| |
|
| |
Net
Assets, End of Year (000’s) |
|
$ |
737,420 |
|
|
$ |
930,493 |
|
|
$ |
962,311 |
|
|
$ |
1,503,022 |
|
|
$ |
1,095,062 |
|
|
|
| |
Portfolio
Turnover Rate |
|
|
33 |
% |
|
|
47 |
% |
|
|
42 |
% |
|
|
30 |
% |
|
|
47 |
% |
|
|
| |
1 |
Per
share net investment loss has been calculated using the average daily
shares method. |
2 |
Less
than $0.005 per share. |
3 |
The
total return is based on beginning and ending Financial Statement Net
Asset Value as shown above, which may differ from the traded Net Asset
Value, due to rounding. |
4 |
These
ratios exclude the impact of expenses of the underlying private investment
funds in which the Fund invests as represented in the Schedule of
Investments as contained in the Annual Report to shareholders for the
fiscal year ended June 30, 2024. |
67
MERIDIAN GROWTH FUND FINANCIAL HIGHLIGHTS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
Institutional
Class |
|
FOR THE FISCAL YEAR ENDED
JUNE 30, |
|
|
2024 |
|
|
2023 |
|
|
2022 |
|
|
2021 |
|
|
2020 |
|
|
|
|
Per Share Operating Performance |
|
|
|
|
| |
|
|
| |
|
|
| |
|
| |
Net
asset value, beginning of year |
|
$ |
34.22 |
|
|
$ |
33.96 |
|
|
$ |
55.48 |
|
|
$ |
35.85 |
|
|
$ |
39.67 |
|
|
|
| |
| |
|
|
|
Income
(loss) from investment operations: |
|
|
|
| |
|
|
| |
|
|
| |
|
|
| |
|
|
| |
|
| |
|
|
|
|
|
| |
Net
investment loss1
|
|
|
(0.08 |
) |
|
|
(0.09 |
) |
|
|
(0.19 |
) |
|
|
(0.23 |
) |
|
|
(0.03 |
) |
|
|
| |
|
|
|
|
|
| |
Net
realized and unrealized gain (loss) |
|
|
0.24 |
|
|
|
4.45 |
|
|
|
(13.93 |
) |
|
|
20.28 |
|
|
|
(0.24 |
) |
|
|
| |
| |
|
|
|
Net
increase (decrease) from investment operations |
|
|
0.16 |
|
|
|
4.36 |
|
|
|
(14.12 |
) |
|
|
20.05 |
|
|
|
(0.27 |
) |
|
|
| |
| |
|
|
|
Less
distributions to shareholders: |
|
|
|
| |
|
|
| |
|
|
| |
|
|
| |
|
|
| |
|
| |
|
|
|
|
|
| |
Distributions
from net realized capital gains |
|
|
— |
|
|
|
(4.10 |
) |
|
|
(7.40 |
) |
|
|
(0.42 |
) |
|
|
(3.55 |
) |
|
|
| |
| |
|
|
|
Total
distributions to shareholders |
|
|
— |
|
|
|
(4.10 |
) |
|
|
(7.40 |
) |
|
|
(0.42 |
) |
|
|
(3.55 |
) |
|
|
| |
| |
|
|
|
Redemption
fees |
|
|
0.00 |
2 |
|
|
0.00 |
2 |
|
|
0.00 |
2 |
|
|
0.00 |
2 |
|
|
0.00 |
2 |
|
|
| |
| |
|
|
|
Net
asset value, end of year |
|
$ |
34.38 |
|
|
$ |
34.22 |
|
|
$ |
33.96 |
|
|
$ |
55.48 |
|
|
$ |
35.85 |
|
|
|
| |
| |
|
|
|
Total
return |
|
|
0.47 |
% |
|
|
14.69 |
% |
|
|
(29.17 |
)% |
|
|
56.13 |
% |
|
|
(1.38 |
)% |
|
|
| |
| |
|
|
|
Ratios to Average Net Assets |
|
|
|
|
| |
|
|
| |
|
|
| |
|
| |
Ratio
of net investment loss to average net assets |
|
|
(0.24 |
)%3 |
|
|
(0.27 |
)%3 |
|
|
(0.40 |
)%3 |
|
|
(0.49 |
)%3 |
|
|
(0.09 |
)% |
|
|
| |
Ratio
of expenses to average net assets |
|
|
0.87 |
%3 |
|
|
0.85 |
%3 |
|
|
0.82 |
%3 |
|
|
0.82 |
%3 |
|
|
0.82 |
% |
|
|
| |
Supplemental Data |
|
|
|
|
| |
|
|
| |
|
|
| |
|
| |
Net
Assets, End of Year (000’s) |
|
$ |
386,379 |
|
|
$ |
488,196 |
|
|
$ |
422,429 |
|
|
$ |
660,985 |
|
|
$ |
455,636 |
|
|
|
| |
Portfolio
Turnover Rate |
|
|
33 |
% |
|
|
47 |
% |
|
|
42 |
% |
|
|
30 |
% |
|
|
47 |
% |
|
|
| |
1 |
Per
share net investment loss has been calculated using the average daily
shares method. |
2 |
Less
than $0.005 per share. |
3 |
These
ratios exclude the impact of expenses of the underlying private investment
funds in which the Fund invests as represented in the Schedule of
Investments as contained in the Annual Report to shareholders for the
fiscal year ended June 30, 2024. |
68
MERIDIAN CONTRARIAN FUND FINANCIAL HIGHLIGHTS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
Legacy
Class |
|
FOR THE FISCAL YEAR ENDED
JUNE 30, |
|
|
2024 |
|
|
2023 |
|
|
2022 |
|
|
2021 |
|
|
2020 |
|
|
|
|
Per Share Operating Performance |
|
|
|
|
| |
|
|
| |
|
|
| |
|
| |
Net
asset value, beginning of year |
|
$ |
37.68 |
|
|
$ |
36.27 |
|
|
$ |
50.21 |
|
|
$ |
31.63 |
|
|
$ |
35.91 |
|
|
|
| |
| |
|
|
|
Income
(loss) from investment operations: |
|
|
|
| |
|
|
| |
|
|
| |
|
|
| |
|
|
| |
|
| |
|
|
|
|
|
| |
Net
investment income (loss)1
|
|
|
0.16 |
|
|
|
0.16 |
|
|
|
(0.01 |
) |
|
|
(0.04 |
) |
|
|
0.16 |
|
|
|
| |
|
|
|
|
|
| |
Net
realized and unrealized gain (loss) |
|
|
0.94 |
|
|
|
5.17 |
|
|
|
(7.44 |
) |
|
|
20.68 |
|
|
|
(1.64 |
) |
|
|
| |
| |
|
|
|
Net
increase (decrease) from investment operations |
|
|
1.10 |
|
|
|
5.33 |
|
|
|
(7.45 |
) |
|
|
20.64 |
|
|
|
(1.48 |
) |
|
|
| |
| |
|
|
|
Less
distributions to shareholders: |
|
|
|
| |
|
|
| |
|
|
| |
|
|
| |
|
|
| |
|
| |
|
|
|
|
|
| |
Distributions
from net investment income |
|
|
(0.17 |
) |
|
|
— |
|
|
|
— |
|
|
|
(0.94 |
) |
|
|
(0.31 |
) |
|
|
| |
|
|
|
|
|
| |
Distributions
from net realized capital gains |
|
|
(1.82 |
) |
|
|
(3.92 |
) |
|
|
(6.49 |
) |
|
|
(1.12 |
) |
|
|
(2.49 |
) |
|
|
| |
| |
|
|
|
Total
distributions to shareholders |
|
|
(1.99 |
) |
|
|
(3.92 |
) |
|
|
(6.49 |
) |
|
|
(2.06 |
) |
|
|
(2.80 |
) |
|
|
| |
| |
|
|
|
Redemption
fees |
|
|
0.00 |
2 |
|
|
0.00 |
2 |
|
|
— |
|
|
|
0.00 |
2 |
|
|
0.00 |
2 |
|
|
| |
| |
|
|
|
Net
asset value, end of year |
|
$ |
36.79 |
|
|
$ |
37.68 |
|
|
$ |
36.27 |
|
|
$ |
50.21 |
|
|
$ |
31.63 |
|
|
|
| |
| |
|
|
|
Total
return |
|
|
3.02 |
% |
|
|
15.71 |
% |
|
|
(17.18 |
)% |
|
|
66.77 |
% |
|
|
(4.90 |
)% |
|
|
| |
| |
|
|
|
Ratios to Average Net Assets |
|
|
|
|
| |
|
|
| |
|
|
| |
|
| |
Ratio
of net investment income (loss) to average net assets |
|
|
0.45 |
% |
|
|
0.44 |
% |
|
|
(0.03 |
)% |
|
|
(0.11 |
)% |
|
|
0.47 |
% |
|
|
| |
Ratio
of expenses to average net assets |
|
|
1.17 |
% |
|
|
1.15 |
% |
|
|
1.12 |
% |
|
|
1.11 |
% |
|
|
1.13 |
% |
|
|
| |
Supplemental Data |
|
|
|
|
| |
|
|
| |
|
|
| |
|
| |
Net
Assets, End of Year (000’s) |
|
$ |
545,609 |
|
|
$ |
596,928 |
|
|
$ |
560,554 |
|
|
$ |
730,712 |
|
|
$ |
483,573 |
|
|
|
| |
Portfolio
Turnover Rate |
|
|
58 |
% |
|
|
54 |
% |
|
|
57 |
% |
|
|
72 |
% |
|
|
76 |
% |
|
|
| |
1 |
Per
share net investment income (loss) has been calculated using the average
daily shares method. |
2 |
Less
than $0.005 per share. |
69
MERIDIAN HEDGED EQUITY FUND FINANCIAL HIGHLIGHTS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
Legacy
Class |
|
FOR THE FISCAL YEAR ENDED
JUNE 30, |
|
|
2024 |
|
|
2023 |
|
|
2022 |
|
|
2021 |
|
|
2020 |
|
|
|
|
Per Share Operating Performance |
|
|
|
|
| |
|
|
| |
|
|
| |
|
| |
Net
asset value, beginning of year |
|
$ |
12.51 |
|
|
$ |
12.26 |
|
|
$ |
17.80 |
|
|
$ |
15.17 |
|
|
$ |
18.42 |
|
|
|
| |
| |
|
|
|
Income
(loss) from investment operations: |
|
|
|
| |
|
|
| |
|
|
| |
|
|
| |
|
|
| |
|
| |
|
|
|
|
|
| |
Net
investment income (loss)1
|
|
|
0.09 |
|
|
|
0.02 |
|
|
|
(0.04 |
) |
|
|
(0.05 |
) |
|
|
(0.02 |
) |
|
|
| |
|
|
|
|
|
| |
Net
realized and unrealized gain (loss) |
|
|
1.70 |
|
|
|
1.28 |
|
|
|
(1.74 |
) |
|
|
4.82 |
|
|
|
2.65 |
|
|
|
| |
| |
|
|
|
Net
increase (decrease) from investment operations |
|
|
1.79 |
|
|
|
1.30 |
|
|
|
(1.78 |
) |
|
|
4.77 |
|
|
|
2.63 |
|
|
|
| |
| |
|
|
|
Less
distributions to shareholders: |
|
|
|
| |
|
|
| |
|
|
| |
|
|
| |
|
|
| |
|
| |
|
|
|
|
|
| |
Distributions
from net investment income |
|
|
(0.02 |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
| |
|
|
|
|
|
| |
Distributions
from net realized capital gains |
|
|
(0.06 |
) |
|
|
(1.05 |
) |
|
|
(3.76 |
) |
|
|
(2.14 |
) |
|
|
(5.88 |
) |
|
|
| |
| |
|
|
|
Total
distributions to shareholders |
|
|
(0.08 |
) |
|
|
(1.05 |
) |
|
|
(3.76 |
) |
|
|
(2.14 |
) |
|
|
(5.88 |
) |
|
|
| |
| |
|
|
|
Redemption
fees |
|
|
0.00 |
2 |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
0.00 |
2 |
|
|
| |
| |
|
|
|
Net
asset value, end of year |
|
$ |
14.22 |
|
|
$ |
12.51 |
|
|
$ |
12.26 |
|
|
$ |
17.80 |
|
|
$ |
15.17 |
|
|
|
| |
| |
|
|
|
Total
return |
|
|
14.37 |
% |
|
|
11.52 |
% |
|
|
(13.52 |
)% |
|
|
33.17 |
% |
|
|
15.86 |
%3 |
|
|
| |
| |
|
|
|
Ratios to Average Net Assets |
|
|
|
|
| |
|
|
| |
|
|
| |
|
| |
Ratio
of net investment income (loss) to average net assets |
|
|
0.71 |
% |
|
|
0.16 |
% |
|
|
(0.29 |
)% |
|
|
(0.31 |
)% |
|
|
(0.12 |
)% |
|
|
| |
Ratio
of expenses to average net assets: |
|
|
|
| |
|
|
| |
|
|
| |
|
|
| |
|
|
| |
|
| |
|
|
|
|
|
| |
Total
expenses |
|
|
1.44 |
% |
|
|
1.33 |
% |
|
|
1.20 |
% |
|
|
1.25 |
% |
|
|
1.28 |
% |
|
|
| |
|
|
|
|
|
| |
Before
fees waived and excluding recoupment of past waived fees |
|
|
1.44 |
% |
|
|
1.33 |
% |
|
|
1.20 |
% |
|
|
1.24 |
% |
|
|
1.28 |
% |
|
|
| |
|
|
|
|
|
| |
After
fees waived and excluding recoupment of past waived fees4 |
|
|
1.25 |
% |
|
|
1.25 |
% |
|
|
1.20 |
% |
|
|
1.24 |
% |
|
|
1.26 |
% |
|
|
| |
|
|
|
|
|
| |
After
fees waived and excluding recoupment of past waived fees and interest and
dividend expenses4
|
|
|
1.25 |
% |
|
|
1.25 |
% |
|
|
1.20 |
% |
|
|
1.24 |
% |
|
|
1.25 |
% |
|
|
| |
Supplemental Data |
|
|
|
| |
|
|
| |
|
|
| |
|
|
| |
|
|
| |
|
| |
Net
Assets, End of Year (000’s) |
|
$ |
41,038 |
|
|
$ |
43,993 |
|
|
$ |
46,636 |
|
|
$ |
60,565 |
|
|
$ |
48,332 |
|
|
|
| |
Portfolio
Turnover Rate |
|
|
33 |
% |
|
|
43 |
% |
|
|
74 |
% |
|
|
96 |
% |
|
|
140 |
% |
|
|
| |
1 |
Per
share net investment income (loss) has been calculated using the average
daily shares method. |
2 |
Less
than $0.005 per share. |
3 |
The
total return is based on beginning and ending Financial Statement Net
Asset Value as shown above, which may differ from the traded Net Asset
Value, due to rounding. |
4 |
See
Note 6 to Financial Statements as contained in the Annual Report to
shareholders for the fiscal year ended June 30,
2024. |
70
MERIDIAN SMALL CAP GROWTH FUND FINANCIAL HIGHLIGHTS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
Legacy
Class |
|
FOR THE FISCAL YEAR ENDED
JUNE 30, |
|
|
2024 |
|
|
2023 |
|
|
2022 |
|
|
2021 |
|
|
2020 |
|
|
|
|
Per Share Operating Performance |
|
|
|
|
| |
|
|
| |
|
|
| |
|
| |
Net
asset value, beginning of year |
|
$ |
12.01 |
|
|
$ |
11.82 |
|
|
$ |
23.30 |
|
|
$ |
14.71 |
|
|
$ |
15.74 |
|
|
|
| |
| |
|
|
|
Income
(loss) from investment operations: |
|
|
|
| |
|
|
| |
|
|
| |
|
|
| |
|
|
| |
|
| |
|
|
|
|
|
| |
Net
investment loss1
|
|
|
(0.08 |
) |
|
|
(0.09 |
) |
|
|
(0.16 |
) |
|
|
(0.15 |
) |
|
|
(0.06 |
) |
|
|
| |
|
|
|
|
|
| |
Net
realized and unrealized gain (loss) |
|
|
0.60 |
|
|
|
1.81 |
|
|
|
(5.96 |
) |
|
|
9.13 |
|
|
|
(0.04 |
) |
|
|
| |
| |
|
|
|
Net
increase (decrease) from investment operations |
|
|
0.52 |
|
|
|
1.72 |
|
|
|
(6.12 |
) |
|
|
8.98 |
|
|
|
(0.10 |
) |
|
|
| |
| |
|
|
|
Less
distributions to shareholders: |
|
|
|
| |
|
|
| |
|
|
| |
|
|
| |
|
|
| |
|
| |
|
|
|
|
|
| |
Distributions
from net realized capital gains |
|
|
— |
|
|
|
(1.53 |
) |
|
|
(5.36 |
) |
|
|
(0.39 |
) |
|
|
(0.93 |
) |
|
|
| |
| |
|
|
|
Total
distributions to shareholders |
|
|
— |
|
|
|
(1.53 |
) |
|
|
(5.36 |
) |
|
|
(0.39 |
) |
|
|
(0.93 |
) |
|
|
| |
| |
|
|
|
Redemption
fees |
|
|
— |
|
|
|
0.00 |
2 |
|
|
— |
|
|
|
— |
|
|
|
0.00 |
2 |
|
|
| |
| |
|
|
|
Net
asset value, end of year |
|
$ |
12.53 |
|
|
$ |
12.01 |
|
|
$ |
11.82 |
|
|
$ |
23.30 |
|
|
$ |
14.71 |
|
|
|
| |
| |
|
|
|
Total
return |
|
|
4.33 |
% |
|
|
16.25 |
% |
|
|
(32.39 |
)% |
|
|
61.51 |
% |
|
|
(1.17 |
)% |
|
|
| |
| |
|
|
|
Ratios to Average Net Assets |
|
|
|
|
| |
|
|
| |
|
|
| |
|
| |
Ratio
of net investment loss to average net assets |
|
|
(0.64 |
)%3 |
|
|
(0.74 |
)%3 |
|
|
(0.88 |
)%3 |
|
|
(0.75 |
)%3 |
|
|
(0.42 |
)% |
|
|
| |
Ratio
of expenses to average net assets: |
|
|
|
| |
|
|
| |
|
|
| |
|
|
| |
|
|
| |
|
| |
|
|
|
|
|
| |
Total
expenses |
|
|
1.25 |
%3 |
|
|
1.21 |
%3 |
|
|
1.15 |
%3 |
|
|
1.12 |
%3 |
|
|
1.13 |
% |
|
|
| |
|
|
|
|
|
| |
After
fees waived4
|
|
|
1.23 |
%3 |
|
|
1.20 |
%3 |
|
|
1.15 |
%3 |
|
|
1.12 |
%3 |
|
|
1.13 |
% |
|
|
| |
Supplemental Data |
|
|
|
|
| |
|
|
| |
|
|
| |
|
| |
Net
Assets, End of Year (000’s) |
|
$ |
16,910 |
|
|
$ |
30,447 |
|
|
$ |
30,519 |
|
|
$ |
41,481 |
|
|
$ |
27,080 |
|
|
|
| |
Portfolio
Turnover Rate |
|
|
42 |
% |
|
|
53 |
% |
|
|
45 |
% |
|
|
32 |
% |
|
|
40 |
% |
|
|
| |
1 |
Per
share net investment loss has been calculated using the average daily
shares method. |
2 |
Less
than $0.005 per share. |
3 |
These
ratios exclude the impact of expenses of the underlying private investment
funds in which the Fund invests as represented in the Schedule of
Investments as contained in the Annual Report to shareholders for the
fiscal year ended June 30, 2024. |
4 |
See
Note 6 to Financial Statements as contained in the Annual Report to
shareholders for the fiscal year ended June 30,
2024. |
71
MERIDIAN SMALL CAP GROWTH FUND FINANCIAL HIGHLIGHTS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
Institutional
Class |
|
FOR THE FISCAL YEAR ENDED
JUNE 30, |
|
|
2024 |
|
|
2023 |
|
|
2022 |
|
|
2021 |
|
|
2020 |
|
|
|
|
Per Share Operating Performance |
|
|
|
|
| |
|
|
| |
|
|
| |
|
| |
Net
asset value, beginning of year |
|
$ |
12.14 |
|
|
$ |
11.92 |
|
|
$ |
23.44 |
|
|
$ |
14.79 |
|
|
$ |
15.81 |
|
|
|
| |
| |
|
|
|
Income
(loss) from investment operations: |
|
|
|
| |
|
|
| |
|
|
| |
|
|
| |
|
|
| |
|
| |
|
|
|
|
|
| |
Net
investment loss1
|
|
|
(0.06 |
) |
|
|
(0.08 |
) |
|
|
(0.15 |
) |
|
|
(0.14 |
) |
|
|
(0.06 |
) |
|
|
| |
|
|
|
|
|
| |
Net
realized and unrealized gain (loss) |
|
|
0.60 |
|
|
|
1.83 |
|
|
|
(6.01 |
) |
|
|
9.18 |
|
|
|
(0.04 |
) |
|
|
| |
| |
|
|
|
Net
increase (decrease) from investment operations |
|
|
0.54 |
|
|
|
1.75 |
|
|
|
(6.16 |
) |
|
|
9.04 |
|
|
|
(0.10 |
) |
|
|
| |
| |
|
|
|
Less
distributions to shareholders: |
|
|
|
| |
|
|
| |
|
|
| |
|
|
| |
|
|
| |
|
| |
|
|
|
|
|
| |
Distributions
from net realized capital gains |
|
|
— |
|
|
|
(1.53 |
) |
|
|
(5.36 |
) |
|
|
(0.39 |
) |
|
|
(0.93 |
) |
|
|
| |
| |
|
|
|
Total
distributions to shareholders |
|
|
— |
|
|
|
(1.53 |
) |
|
|
(5.36 |
) |
|
|
(0.39 |
) |
|
|
(0.93 |
) |
|
|
| |
| |
|
|
|
Redemption
fees |
|
|
0.00 |
2 |
|
|
0.00 |
2 |
|
|
0.00 |
2 |
|
|
0.00 |
2 |
|
|
0.01 |
|
|
|
| |
| |
|
|
|
Net
asset value, end of year |
|
$ |
12.68 |
|
|
$ |
12.14 |
|
|
$ |
11.92 |
|
|
$ |
23.44 |
|
|
$ |
14.79 |
|
|
|
| |
| |
|
|
|
Total
return |
|
|
4.45 |
% |
|
|
16.38 |
% |
|
|
(32.36 |
)% |
|
|
61.59 |
% |
|
|
(1.09 |
)% |
|
|
| |
| |
|
|
|
Ratios to Average Net Assets |
|
|
|
|
| |
|
|
| |
|
|
| |
|
| |
Ratio
of net investment loss to average net assets |
|
|
(0.49 |
)%3 |
|
|
(0.65 |
)%3 |
|
|
(0.82 |
)%3 |
|
|
(0.72 |
)%3 |
|
|
(0.40 |
)% |
|
|
| |
Ratio
of expenses to average net assets: |
|
|
|
| |
|
|
| |
|
|
| |
|
|
| |
|
|
| |
|
| |
|
|
|
|
|
| |
Total
expenses |
|
|
1.19 |
%3 |
|
|
1.15 |
%3 |
|
|
1.09 |
%3 |
|
|
1.10 |
%3 |
|
|
1.10 |
% |
|
|
| |
|
|
|
|
|
| |
Before
fees waived and excluding recoupment of past waived fees |
|
|
1.19 |
%3 |
|
|
1.15 |
%3 |
|
|
1.09 |
%3 |
|
|
1.09 |
%3 |
|
|
1.10 |
% |
|
|
| |
|
|
|
|
|
| |
After
fees waived and excluding recoupment of past waived fees 4 |
|
|
1.10 |
%3 |
|
|
1.10 |
%3 |
|
|
1.09 |
%3 |
|
|
1.09 |
%3 |
|
|
1.10 |
% |
|
|
| |
Supplemental Data |
|
|
|
|
| |
|
|
| |
|
|
| |
|
| |
Net
Assets, End of Year (000’s) |
|
$ |
296,282 |
|
|
$ |
300,507 |
|
|
$ |
316,076 |
|
|
$ |
611,787 |
|
|
$ |
587,095 |
|
|
|
| |
Portfolio
Turnover Rate |
|
|
42 |
% |
|
|
53 |
% |
|
|
45 |
% |
|
|
32 |
% |
|
|
40 |
% |
|
|
| |
1 |
Per
share net investment loss has been calculated using the average daily
shares method. |
2 |
Less
than $0.005 per share. |
3 |
These
ratios exclude the impact of expenses of the underlying private investment
funds in which the Fund invests as represented in the Schedule of
Investments as contained in the Annual Report to shareholders for the
fiscal year ended June 30, 2024. |
4 |
See
Note 6 to Financial Statements as contained in the Annual Report to
shareholders for the fiscal year ended June 30,
2024. |
72
For more information about MERIDIAN FUND, INC.® the following documents are
available free upon request. You can download shareholder reports and the Funds’
Statement of Additional Information at no cost from our website at
www.arrowmarkpartners.com/meridian.
Annual/Semi-annual
Reports:
The
Funds’ Annual and Semi-annual Reports to Shareholders and Form N-CSR contain
detailed information about the Funds’ portfolios.
In
the Funds’ Annual Report, you will find a discussion of market conditions and
investment strategies that significantly affected the Funds’ performance during
the last fiscal year. In Form N-CSR, you will find the Fund’s annual and
semi-annual financial statements.
Statement
of Additional Information (SAI):
The
SAI provides additional information about the
Funds, including operations and investment strategies. It is incorporated by
reference into this Prospectus and is legally considered a part of this
Prospectus.
You
may obtain free copies of the reports and the SAI, request other information or
make shareholder inquiries, by visiting the Meridian Fund, Inc. website at www.arrowmarkpartners.com/meridian. To
request additional information or to speak with a representative of the Funds,
contact us at:
MERIDIAN FUND, INC.®
P.O.
Box 9792
Providence,
RI 02940-9694
800-446-6662
You
can also review the Funds’ reports and SAI on the EDGAR Database on the
Securities and Exchange Commission’s website at http://www.sec.gov.
Copies
of this information may be obtained by submitting a request at the following
E-mail address and paying a duplication fee:
[email protected].
Investment
Company Act File No. 811-04014