TIAA-CREF Funds

 

Prospectus

 

TIAA-CREF U.S. Equity Funds

MARCH 1, 2021

                 
 

Ticker

Fund

Institutional
Class

Advisor
Class

Premier
Class

Retirement
Class

Retail
Class


Class W

             
             

Growth & Income Fund

TIGRX

TGIHX

TRPGX

TRGIX

TIIRX

TGIWX

Large-Cap Growth
Fund

TILGX

TILHX

TILPX

TILRX

TIRTX

TILWX

Large-Cap Value Fund

TRLIX

TRLHX

TRCPX

TRLCX

TCLCX

TRLWX

Mid-Cap Growth Fund

TRPWX

TCMHX

TRGPX

TRGMX

TCMGX

Mid-Cap Value Fund

TIMVX

TRVHX

TRVPX

TRVRX

TCMVX

Quant Small-Cap
Equity Fund

TISEX

TSCHX

TSRPX

TRSEX

TCSEX

TSCWX

 

Quant Small/Mid-Cap
Equity Fund

TSMWX

TSMNX

TSMMX

TSMOX

TSMEX

TSMUX

Social Choice Equity
Fund

TISCX

TICHX

TRPSX

TRSCX

TICRX

Social Choice Low
Carbon Equity Fund

TNWCX

TCCHX

TPWCX

TEWCX

TLWCX

             

As permitted by regulations adopted by the Securities and Exchange Commission (“SEC”), paper copies of the annual and semiannual shareholder reports of the investment portfolios listed above (each, a “Fund” and, collectively, the “Funds”) of the TIAA-CREF Funds (the “Trust”) will not be sent to you by mail, unless you specifically request paper copies of the reports. Instead, they will be made available on Teachers Insurance and Annuity Association of America’s (“TIAA”) website, TIAA.org, and you will be notified by mail each time a report is posted and provided with a website link to access the report.

You may elect to receive shareholder reports and other communications from the Funds electronically anytime by either (1) updating your account settings at TIAA.org/eDelivery, if you invest in the Funds directly or hold your Fund shares through a TIAA-affiliated financial intermediary, account or retirement


plan (each, a “TIAA Account”), or (2) contacting your financial intermediary (such as a broker-dealer or bank) through which you hold Fund shares.

If you invest directly with the Funds or through a TIAA Account, you may elect to receive all future shareholder reports in paper free of charge by updating your account settings at TIAA.org/eDelivery or by calling 800-842-2252 during regular business hours. If you invest through another financial intermediary, you can contact your financial intermediary to request that you receive paper copies of your shareholder reports. Your election to receive reports in paper will apply to all funds held through your financial intermediary or, if you are a direct investor or invest through a TIAA Account, to all funds held with the Funds and any other investment companies within the same group of related investment companies.

This Prospectus describes the Institutional Class, Advisor Class, Premier Class, Retirement Class, Retail Class and Class W shares offered, as applicable, by the Funds of the Trust.

An investment in a Fund is not a deposit of any bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. An investor can lose money in any of the Funds and the Funds could perform more poorly than other investments.

The SEC has not approved or disapproved these securities or passed upon the adequacy of this Prospectus. Any representation to the contrary is a criminal offense.


Table of contents

     

Summary information

Growth & Income Fund

Investment objective   6

Fees and expenses   6

Shareholder fees   6

Annual Fund operating expenses   7

Example   7

Portfolio turnover   8

Principal investment strategies   8

Principal investment risks   8

Past performance   9

Portfolio management   11

Purchase and sale of Fund shares   12

Tax information   12

Payments to broker-dealers and other financial intermediary compensation   13

Summary information

Large-Cap Growth Fund

Investment objective   14

Fees and expenses   14

Shareholder fees   14

Annual Fund operating expenses   15

Example   15

Portfolio turnover   16

Principal investment strategies   16

Principal investment risks   16

Past performance   18

Portfolio management   20

Purchase and sale of Fund shares   21

Tax information   21

Payments to broker-dealers and other financial intermediary compensation   22

 

Summary information

Large-Cap Value Fund

Investment objective   23

Fees and expenses   23

Shareholder fees   23

Annual Fund operating expenses   24

Example   24

Portfolio turnover   25

Principal investment strategies   25

Principal investment risks   25

Past performance   27

Portfolio management   29

Purchase and sale of Fund shares   30

Tax information   30

Payments to broker-dealers and other financial intermediary compensation   31

Summary information

Mid-Cap Growth Fund

Investment objective   32

Fees and expenses   32

Shareholder fees   32

Annual Fund operating expenses   33

Example   33

Portfolio turnover   33

Principal investment strategies   34

Principal investment risks   34

Past performance   36

Portfolio management   38

Purchase and sale of Fund shares   38

Tax information   39

Payments to broker-dealers and other financial intermediary compensation   39


Table of contents

     

Summary information

Mid-Cap Value Fund

Investment objective   41

Fees and expenses   41

Shareholder fees   41

Annual Fund operating expenses   42

Example   42

Portfolio turnover   42

Principal investment strategies   43

Principal investment risks   43

Past performance   45

Portfolio management   46

Purchase and sale of Fund shares   46

Tax information   47

Payments to broker-dealers and other financial intermediary compensation   47

Summary information

Quant Small-Cap Equity Fund

Investment objective   49

Fees and expenses   49

Shareholder fees   49

Annual Fund operating expenses   50

Example   50

Portfolio turnover   51

Principal investment strategies   51

Principal investment risks   52

Past performance   53

Portfolio management   55

Purchase and sale of Fund shares   56

Tax information   56

Payments to broker-dealers and other financial intermediary compensation   57

 

Summary information

Quant Small/Mid-Cap Equity Fund

Investment objective   58

Fees and expenses   58

Shareholder fees   58

Annual Fund operating expenses   59

Example   59

Portfolio turnover   60

Principal investment strategies   60

Principal investment risks   61

Past performance   62

Portfolio management   64

Purchase and sale of Fund shares   65

Tax information   65

Payments to broker-dealers and other financial intermediary compensation   66

Summary information

Social Choice Equity Fund

Investment objective   67

Fees and expenses   67

Shareholder fees   67

Annual Fund operating expenses   68

Example   68

Portfolio turnover   68

Principal investment strategies   69

Principal investment risks   70

Past performance   71

Portfolio management   73

Purchase and sale of Fund shares   73

Tax information   74

Payments to broker-dealers and other financial intermediary compensation   74


     

Summary information

Social Choice Low Carbon Equity Fund

Investment objective   76

Fees and expenses   76

Shareholder fees   76

Annual Fund operating expenses   77

Example   77

Portfolio turnover   77

Principal investment strategies   78

Principal investment risks   79

Past performance   81

Portfolio management   83

Purchase and sale of Fund shares   84

Tax information   84

Payments to broker-dealers and other financial intermediary compensation   85

Additional information about investment strategies and risks of the Funds   85

Additional information about the Funds   85

Additional information on principal investment risks of the Funds   86

Global economic risk   92

Additional information about the Funds’ benchmark indices   93

Additional information on investment strategies of the Funds   96

Portfolio holdings   97

Portfolio turnover   97

Investments by funds of funds   98

Share classes   99

Management of the Funds   99

The Funds’ investment adviser   99

Investment management fees   100

Portfolio management teams   102

Other services   104

 

Distribution and service arrangements   105

All classes   105

Other payments by the Funds   105

Other payments by Nuveen Securities, Advisors or their affiliates   107

Calculating share price   108

Dividends and distributions   110

Taxes   111

Your account: purchasing, redeeming or exchanging shares   113

Fund shares offered in this Prospectus   113

Share class eligibility   114

Purchasing shares   117

Redeeming shares   124

Exchanging shares   128

Conversion of shares–applicable to all investors   129

Important transaction information   131

Market timing/excessive trading policy–applicable to all investors   134

Electronic prospectuses   136

Additional information about index providers   136

Additional information about the Trust and the Board of Trustees   138

Glossary   138

Financial highlights   139


 

Summary information

TIAA-CREF Growth & Income Fund

Investment objective

The Fund seeks a favorable long-term total return, through both capital appreciation and investment income, primarily from income-producing equity securities.

Fees and expenses

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

SHAREHOLDER FEES (fees paid directly from your investment)

                         
 

Institutional
Class

 

Advisor
Class

 

Premier
Class

 

Retirement Class

 

Retail Class

 

Class W

 

Maximum sales charge imposed on purchases (percentage of offering price)

0%

 

0%

 

0%

 

0%

 

0%

 

0%

 

Maximum deferred sales charge

0%

 

0%

 

0%

 

0%

 

0%

 

0%

 

Maximum sales charge imposed on reinvested dividends and other distributions

0%

 

0%

 

0%

 

0%

 

0%

 

0%

 

Redemption or exchange fee

0%

 

0%

 

0%

 

0%

 

0%

 

0%

 

Account maintenance fee
(annual fee on accounts under $2,000)

0%

 

0%

 

0%

 

0%

 

$15.00

 

0%

 

6     Prospectus    TIAA-CREF U.S. Equity Funds


ANNUAL FUND OPERATING EXPENSES (expenses that you pay each year as a percentage of the value of your investment)

                           

 

 

Institutional
Class

 

Advisor
Class

 

Premier
Class

 

Retirement
Class

 

Retail
Class

 

Class W

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Management fees

0.39%

 

0.39%

 

0.39%

 

0.39%

 

0.39%

 

0.39%

 

Distribution (Rule 12b-1) fees

 

 

0.15%

 

 

0.25%

 

 

Other expenses

0.01%

 

0.10%

 

0.01%

 

0.26%

 

0.05%

 

0.01%

 

Total annual Fund operating expenses

0.40%

 

0.49%

 

0.55%

 

0.65%

 

0.69%

 

0.40%

 

Waivers and expense reimbursements1

 

 

 

 

 

(0.40)%

2

Total annual Fund operating expenses after
  fee waiver and/or expense reimbursement

0.40%

 

0.49%

 

0.55%

 

0.65%

 

0.69%

 

0.00%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

   

1

Under the Fund’s expense reimbursement arrangements, the Fund’s investment adviser, Teachers Advisors, LLC, has contractually agreed to reimburse the Fund for any Total annual Fund operating expenses (excluding interest, taxes, brokerage commissions or other transactional expenses, Acquired fund fees and expenses and extraordinary expenses) that exceed: (i) 0.52% of average daily net assets for Institutional Class shares; (ii) 0.67% of average daily net assets for Advisor Class shares; (iii) 0.67% of average daily net assets for Premier Class shares; (iv) 0.77% of average daily net assets for Retirement Class shares; (v) 0.91% of average daily net assets for Retail Class shares; and (vi) 0.52% of average daily net assets for Class W shares of the Fund. These expense reimbursement arrangements will continue through at least February 28, 2022, unless changed with approval of the Board of Trustees.

2

Teachers Advisors, LLC has contractually agreed to waive and/or reimburse Class W’s Management fees and Other expenses (excluding interest, taxes, brokerage commissions or other transactional expenses, Acquired fund fees and expenses, Trustee expenses and extraordinary expenses) in their entirety. Teachers Advisors, LLC expects these waiver and/or reimbursement arrangements to remain in effect indefinitely, unless changed or terminated with approval of the Board of Trustees.

Example

This example is intended to help you compare the cost of investing in shares of the Fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the Fund for the time periods indicated and then redeem all 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, before fee waivers and/or expense reimbursements, remain the same. The example assumes that the Fund’s fee waiver and/or expense reimbursement arrangements will each remain in place for the durations noted in the table above. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

                                     

 

Institutional
Class

 

Advisor
Class

 

Premier
Class

 

Retirement
Class

 

Retail
Class

 

Class W

 

1 year

$

41

 

$

50

 

$

56

 

$

66

 

$

70

 

$

0

 

3 years

$

128

 

$

157

 

$

176

 

$

208

 

$

221

 

$

0

 

5 years

$

224

 

$

274

 

$

307

 

$

362

 

$

384

 

$

0

 

10 years

$

505

 

$

616

 

$

689

 

$

810

 

$

859

 

$

0

 

TIAA-CREF U.S. Equity Funds    Prospectus     7


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 Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the Fund’s performance. During the fiscal year ended October 31, 2020, the Fund’s portfolio turnover rate was 64% of the average value of its portfolio.

Principal investment strategies

Under normal circumstances, the Fund invests at least 80% of its assets in equity securities. In seeking a favorable long-term total return, the Fund will invest in securities which the Fund’s investment adviser, Teachers Advisors, LLC (“Advisors”), believes have the potential for capital appreciation, dividend income, or both. The Fund focuses on large-cap securities that Advisors believes to be attractively valued, show the potential to appreciate faster than the rest of the market and return cash to shareholders in the form of dividends, stock buy-backs or both. Advisors seeks to construct a portfolio whose weighted average market capitalization is similar to the Fund’s benchmark index, the Standard & Poor’s 500® Index (the “S&P 500 Index”).

Advisors generally looks for companies that it believes are leaders in their respective industries, with sustainable competitive advantages. Advisors also looks for companies that it believes have management teams that are dedicated to creating shareholder value. The Fund may invest up to 20% of its assets in foreign issuers when Advisors believes these issuers offer more attractive investment opportunities. The Fund may also purchase and sell futures, options, swaps and other equity derivatives to carry out the Fund’s investment strategies.

Principal investment risks

You could lose money over short or long periods by investing in this Fund. An investment in the Fund, due to the nature of the Fund’s portfolio holdings, typically is subject to the following principal investment risks:

·   Market Risk—The risk that market prices of portfolio investments held by the Fund may fall rapidly or unpredictably due to a variety of factors, including changing economic, political or market conditions. Market risk may affect a single issuer, industry or sector of the economy, or it may affect the market as a whole. From time to time, the Fund may invest a significant portion of its assets in companies in one or more related sectors or industries, which would make the Fund more vulnerable to adverse developments affecting such sectors or industries.

·   Issuer Risk (often called Financial Risk)—The risk that an issuer’s earnings prospects and overall financial position will deteriorate, causing a decline in the value of the issuer’s financial instruments over short or extended periods of time.

8     Prospectus    TIAA-CREF U.S. Equity Funds


·   Large-Cap Risk—The risk that large-capitalization companies are more mature and may grow more slowly than the economy as a whole and tend to go in and out of favor based on market and economic conditions.

·   Mid-Cap Risk—The risk that the stocks of mid-capitalization companies often experience greater price volatility, lower trading volume and lower overall liquidity than the stocks of larger, more established companies.

·   Style Risk—The risk that use of a particular investing style (such as growth or value investing) may fall out of favor in the marketplace for various periods of time and result in underperformance relative to the broader market sector or significant declines in the value of the Fund’s portfolio investments.

·   Risks of Growth Investing—Due to their relatively high valuations, growth stocks are typically more volatile than value stocks and may experience a larger decline on a forecast of lower earnings, or a negative event or market development, than would a value stock.

·   Active Management Risk—The risk that Advisors’ strategy, investment selection or trading execution may cause the Fund to underperform relative to the benchmark index or mutual funds with similar investment objectives.

·   Foreign Investment Risk—Foreign markets can be more volatile than the U.S. market due to increased risks of adverse issuer, political, regulatory, currency, market or economic developments and can result in greater price volatility and perform differently from financial instruments of U.S. issuers. This risk may be heightened in emerging or developing markets. Foreign investments may also have lower liquidity and be more difficult to value than investments in U.S. issuers. Foreign investments may also be subject to risk of loss because of more or less foreign government regulation, less public information and less stringent investor protections and disclosure standards.

·   Derivatives Risk—The risks associated with investing in derivatives may be different and greater than the risks associated with directly investing in the underlying securities and other instruments. The Fund may use futures, options, single name or index credit default swaps, or forwards, and the Fund may also use more complex derivatives such as swaps that might present liquidity, credit and counterparty risk. When investing in derivatives, the Fund may lose more than the principal amount invested.

Please see the non-summary portion of the Prospectus for more detailed information about the risks described above.

Past performance

The following chart and table help illustrate some of the risks of investing in the Fund by showing changes in the Fund’s performance from year to year. The bar chart shows the annual total returns of the Institutional Class of the Fund, before taxes, in each full calendar year for the last ten years. Because the expenses vary across share classes, the performance of the Institutional Class

TIAA-CREF U.S. Equity Funds    Prospectus     9


may vary from the other share classes. Below the bar chart are the best and worst returns of the Institutional Class for a calendar quarter during the full calendar-year periods covered by the bar chart. The performance table following the bar chart shows the Fund’s average annual total returns for the Institutional, Advisor, Premier, Retirement, Retail and Class W classes over the applicable one-year, five-year, ten-year and since-inception periods ended December 31, 2020, and how those returns compare to those of the Fund’s benchmark index. After-tax performance is shown only for Institutional Class shares, and after-tax returns for the other classes of shares will vary from the after-tax returns presented for Institutional Class shares.

The returns shown below reflect previous agreements by Advisors to waive, reimburse and/or compensate the Fund for certain fees, expenses and/or costs. Without these reductions and/or compensation, the returns of the Fund would have been lower. Past performance of the Fund (before and after taxes) is not necessarily an indication of how it will perform in the future. The benchmark index listed below is unmanaged, and you cannot invest directly in an index. The returns for the benchmark index reflect no deduction for fees, expenses or taxes.

For current performance information of each share class, including performance to the most recent month-end, please visit www.tiaa.org. For information on the effect of compensation paid to the Fund on performance, see the Financial highlights for the Fund in the non-summary portion of the Prospectus.

ANNUAL TOTAL RETURNS FOR THE INSTITUTIONAL CLASS SHARES (%)

Growth & Income Fund

PerformanceBarChartData(2011:2.98,2012:16.41,2013:34.35,2014:11.26,2015:3.47,2016:8.6,2017:23.96,2018:-7.11,2019:30.23,2020:20.53)

Best quarter: 22.22%, for the quarter ended June 30, 2020. Worst quarter: -21.52%, for the quarter ended March 31, 2020.

10     Prospectus    TIAA-CREF U.S. Equity Funds


AVERAGE ANNUAL TOTAL RETURNS

For the Periods Ended December 31, 2020

                       

 

 

Inception date

 

One year

 

 

Five years

 

 

Ten years

 

Institutional Class

7/1/1999

 

 

 

 

 

 

 

 

 

 

Return before taxes

 

 

20.53

%

 

14.44

%

 

13.79

%

 

Return after taxes on distributions

 

 

18.40

%

 

12.74

%

 

11.89

%

 

Return after taxes on distributions and sale of

 

 

 

 

 

 

 

 

 

 

 

Fund shares

 

 

13.49

%

 

11.23

%

 

10.89

%

Advisor Class

12/4/2015

 

 

 

 

 

 

 

 

 

 

Return before taxes

 

 

20.40

%

 

14.34

%

 

13.74

%#

Premier Class

9/30/2009

 

 

 

 

 

 

 

 

 

 

Return before taxes

 

 

20.35

%

 

14.27

%

 

13.63

%

Retirement Class

10/1/2002

 

 

 

 

 

 

 

 

 

 

Return before taxes

 

 

20.19

%

 

14.15

%

 

13.51

%

Retail Class

3/31/2006

 

 

 

 

 

 

 

 

 

 

Return before taxes

 

 

20.18

%

 

14.11

%

 

13.45

%

Class W

9/28/2018

 

 

 

 

 

 

 

 

 

 

Return before taxes

 

 

21.00

%

 

14.64

%#

 

13.89

%#

                       

S&P 500 ® Index

 

 

 

 

 

 

 

 

 

 

(reflects no deductions for fees, expenses or taxes)

 

 

18.40

%

 

15.22

%

 

13.88

%

                       

Current performance of the Fund’s shares may be higher or lower than that shown above.

#

The performance shown for the Advisor Class and Class W that is prior to their respective inception dates is based on performance of the Institutional Class. The performance for these periods has not been restated to reflect the actual expenses of the Advisor Class and Class W. If these actual expenses had been reflected, the performance of these two classes shown for these periods would have been different because the Advisor Class and Class W have different expenses than the Institutional Class.

 

After-tax returns are calculated using the historical highest individual federal marginal income tax rates in effect during the periods shown and do not reflect the impact of state and local taxes. Actual after-tax returns depend on the investor’s tax situation and may differ from those shown. The after-tax returns shown are not relevant to investors who hold their Fund shares through tax-deferred arrangements such as 401(a), 401(k) or 403(b) plans or Individual Retirement Accounts (IRAs). After-tax returns are shown for only one class, and after-tax returns for other classes will vary.

 

Portfolio management

Investment Adviser. The Fund’s investment adviser is Teachers Advisors, LLC.

Portfolio Manager. The following person is primarily responsible for the management of the Fund on a day-to-day basis:

     
     

Name:

Susan Kempler

 

Title:

Managing Director

 

Experience on Fund:

since 2005

 

TIAA-CREF U.S. Equity Funds    Prospectus     11


Purchase and sale of Fund shares

Institutional Class shares are available for purchase directly from the Fund by certain eligible investors (which include employee benefit plans and financial intermediaries). Advisor Class shares are available for purchase through certain financial intermediaries, employee benefit plans and insurance company separate accounts. Premier Class and Retirement Class shares are generally available for purchase through employee benefit plans, other types of savings plans or accounts and certain financial intermediaries. Retail Class shares are available for purchase through certain financial intermediaries or by contacting the Fund directly at 800-223-1200 or www.tiaa.org. Class W shares are available for purchase directly from the Fund only by funds advised by Advisors or its affiliates or other clients or accounts of Advisors or its affiliates that are subject to a contractual fee for advisory, management or other similar or related services provided by Advisors or its affiliates.

·   The minimum initial investment is $2 million and the minimum subsequent investment is $1,000 for Institutional Class shares, unless an investor purchases shares by or through financial intermediaries that have entered into an appropriate agreement with the Fund or its affiliates. Employee benefit plans, fee-based managed account programs (“wrap accounts”), state sponsored 529 college savings plans, collective trust funds, investment companies or other pooled investment vehicles, thrifts and bank and trust companies that have entered into agreements to offer Institutional Class shares held in omnibus accounts on the books of the Fund are exempt from initial and subsequent investment minimums.

·   There are no minimum initial or subsequent investment requirements for Advisor Class, Premier Class, Retirement Class or Class W shares.

·   The minimum initial investment for Retail Class shares is $2,000 per Fund account for Traditional IRA, Roth IRA and Coverdell accounts and $2,500 for all other account types. Subsequent investments for all account types must be at least $100.

Redeeming or Exchanging Shares. You can redeem (sell) or exchange your shares of the Fund on any day that the New York Stock Exchange (“NYSE”) or its affiliated exchanges, NYSE Arca Equities or NYSE American, are open for trading (each such day a “Business Day”). Exchanges may be made for shares of the same share class of other funds offered by the Trust. If your shares are held through a third party, please contact that entity for applicable redemption or exchange requirements. If your shares are held directly with the Fund, contact the Fund directly in writing or by telephone.

Tax information

The Fund intends to make distributions to shareholders that may be taxed as ordinary income or capital gains. Distributions made to tax-exempt shareholders or shareholders who hold Fund shares in a tax-deferred account are generally

12     Prospectus    TIAA-CREF U.S. Equity Funds


not subject to income tax in the current year, but redemptions made from tax-deferred accounts may be subject to income tax.

Payments to broker-dealers and other financial intermediary compensation

If you purchase shares of the Fund through a broker-dealer or other financial intermediary (such as a bank), the Fund and/or its related companies may pay the financial intermediary for providing investor services. The Fund’s related companies may also pay the financial 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 financial intermediary and your salesperson to recommend the Fund over another investment. Ask your salesperson or visit your financial intermediary’s website for more information.

TIAA-CREF U.S. Equity Funds    Prospectus     13


 

Summary information

TIAA-CREF Large-Cap Growth Fund

Investment objective

The Fund seeks a favorable long-term return, mainly through capital appreciation, primarily from equity securities.

Fees and expenses

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

SHAREHOLDER FEES (fees paid directly from your investment)

                         
 

Institutional
Class

 

Advisor
Class

 

Premier
Class

 

Retirement Class

 

Retail Class

 

Class W

 

Maximum sales charge imposed on purchases (percentage of offering price)

0%

 

0%

 

0%

 

0%

 

0%

 

0%

 

Maximum deferred sales charge

0%

 

0%

 

0%

 

0%

 

0%

 

0%

 

Maximum sales charge imposed on reinvested dividends and other distributions

0%

 

0%

 

0%

 

0%

 

0%

 

0%

 

Redemption or exchange fee

0%

 

0%

 

0%

 

0%

 

0%

 

0%

 

Account maintenance fee
(annual fee on accounts under $2,000)

0%

 

0%

 

0%

 

0%

 

$15.00

 

0%

 

14     Prospectus    TIAA-CREF U.S. Equity Funds


ANNUAL FUND OPERATING EXPENSES (expenses that you pay each year as a percentage of the value of your investment)

                           

 

 

Institutional
Class

 

Advisor
Class

 

Premier
Class

 

Retirement
Class

 

Retail
Class

 

Class W

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Management fees

0.39%

 

0.39%

 

0.39%

 

0.39%

 

0.39%

 

0.39%

 

Distribution (Rule 12b-1) fees

 

 

0.15%

 

 

0.25%

 

 

Other expenses

0.02%

 

0.09%

 

0.02%

 

0.27%

 

0.06%

 

0.02%

 

Total annual Fund operating expenses

0.41%

 

0.48%

 

0.56%

 

0.66%

 

0.70%

 

0.41%

 

Waivers and expense reimbursements1

 

 

 

 

 

(0.41)%

2

Total annual Fund operating expenses after
  fee waiver and/or expense reimbursement

0.41%

 

0.48%

 

0.56%

 

0.66%

 

0.70%

 

0.00%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

   

1

Under the Fund’s expense reimbursement arrangements, the Fund’s investment adviser, Teachers Advisors, LLC, has contractually agreed to reimburse the Fund for any Total annual Fund operating expenses (excluding interest, taxes, brokerage commissions or other transactional expenses, Acquired fund fees and expenses and extraordinary expenses) that exceed: (i) 0.52% of average daily net assets for Institutional Class shares; (ii) 0.67% of average daily net assets for Advisor Class shares; (iii) 0.67% of average daily net assets for Premier Class shares; (iv) 0.77% of average daily net assets for Retirement Class shares; (v) 0.91% of average daily net assets for Retail Class shares; and (vi) 0.52% of average daily net assets for Class W shares of the Fund. These expense reimbursement arrangements will continue through at least February 28, 2022, unless changed with approval of the Board of Trustees.

2

Teachers Advisors, LLC has contractually agreed to waive and/or reimburse Class W’s Management fees and Other expenses (excluding interest, taxes, brokerage commissions or other transactional expenses, Acquired fund fees and expenses, Trustee expenses and extraordinary expenses) in their entirety. Teachers Advisors, LLC expects these waiver and/or reimbursement arrangements to remain in effect indefinitely, unless changed or terminated with approval of the Board of Trustees.

Example

This example is intended to help you compare the cost of investing in shares of the Fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the Fund for the time periods indicated and then redeem all 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, before fee waivers and/or expense reimbursements, remain the same. The example assumes that the Fund’s fee waiver and/or expense reimbursement arrangements will each remain in place for the durations noted in the table above. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

                                     

 

Institutional
Class

 

Advisor
Class

 

Premier
Class

 

Retirement
Class

 

Retail
Class

 

Class W

 

1 year

$

42

 

$

49

 

$

57

 

$

67

 

$

72

 

$

0

 

3 years

$

132

 

$

154

 

$

179

 

$

211

 

$

224

 

$

0

 

5 years

$

230

 

$

269

 

$

313

 

$

368

 

$

390

 

$

0

 

10 years

$

518

 

$

604

 

$

701

 

$

822

 

$

871

 

$

0

 

TIAA-CREF U.S. Equity Funds    Prospectus     15


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 Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the Fund’s performance. During the fiscal year ended October 31, 2020, the Fund’s portfolio turnover rate was 143% of the average value of its portfolio.

Principal investment strategies

Under normal circumstances, the Fund invests at least 80% of its assets in large-cap equity securities. The Fund will invest primarily in large-cap equity securities that the Fund’s investment adviser, Teachers Advisors, LLC (“Advisors”), believes present the opportunity for growth. For purposes of the Fund’s 80% investment policy, “large-cap” securities are securities of issuers with a capitalization equal to or greater than the top 80% of issuers by capitalization within the Russell 1000® Index at the time of purchase. Generally, these equity securities will be those of large capitalized companies in new and emerging areas of the economy and companies with distinctive products or promising markets. Advisors looks for companies that it believes have the potential for strong earnings and/or sales growth, or that appear to be mispriced based on current earnings, assets or growth prospects. The Fund may invest in large, well-known, established companies, particularly when Advisors believes that the companies offer new or innovative products, services or processes that may enhance their future earnings. For purposes of the 80% investment policy, the term “assets” means net assets, plus the amount of any borrowings for investment purposes.

The Fund also seeks to invest in companies expected to benefit from prospective acquisitions, reorganizations, corporate restructurings or other special situations. The Fund may invest up to 20% of its assets in foreign investments. The Fund may also purchase and sell futures, options, swaps and other equity derivatives to carry out the Fund’s investment strategies.

The Fund’s benchmark index is the Russell 1000® Growth Index.

Principal investment risks

You could lose money over short or long periods by investing in this Fund. An investment in the Fund, due to the nature of the Fund’s portfolio holdings, typically is subject to the following principal investment risks:

·   Market Risk—The risk that market prices of portfolio investments held by the Fund may fall rapidly or unpredictably due to a variety of factors, including changing economic, political or market conditions. Market risk may affect a single issuer, industry or sector of the economy, or it may affect the market as a whole. From time to time, the Fund may invest a significant portion of its assets in companies in one or more related sectors or industries, which

16     Prospectus    TIAA-CREF U.S. Equity Funds


would make the Fund more vulnerable to adverse developments affecting such sectors or industries.

·   Issuer Risk (often called Financial Risk)—The risk that an issuer’s earnings prospects and overall financial position will deteriorate, causing a decline in the value of the issuer’s financial instruments over short or extended periods of time.

·   Large-Cap Risk—The risk that large-capitalization companies are more mature and may grow more slowly than the economy as a whole and tend to go in and out of favor based on market and economic conditions.

·   Mid-Cap Risk—The risk that the stocks of mid-capitalization companies often experience greater price volatility, lower trading volume and lower overall liquidity than the stocks of larger, more established companies.

·   Style Risk—The risk that use of a particular investing style (such as growth or value investing) may fall out of favor in the marketplace for various periods of time and result in underperformance relative to the broader market sector or significant declines in the value of the Fund’s portfolio investments.

·   Risks of Growth Investing—Due to their relatively high valuations, growth stocks are typically more volatile than value stocks and may experience a larger decline on a forecast of lower earnings, or a negative event or market development, than would a value stock.

·   Active Management Risk—The risk that Advisors’ strategy, investment selection or trading execution may cause the Fund to underperform relative to the benchmark index or mutual funds with similar investment objectives.

·   Foreign Investment Risk—Foreign markets can be more volatile than the U.S. market due to increased risks of adverse issuer, political, regulatory, currency, market or economic developments and can result in greater price volatility and perform differently from financial instruments of U.S. issuers. This risk may be heightened in emerging or developing markets. Foreign investments may also have lower liquidity and be more difficult to value than investments in U.S. issuers. Foreign investments may also be subject to risk of loss because of more or less foreign government regulation, less public information and less stringent investor protections and disclosure standards.

·   Special Situation Risk—Stocks of companies involved in acquisitions, consolidations, tender offers or exchanges, takeovers, reorganizations, mergers and other special situations can involve the risk that such situations may not materialize or may develop in unexpected ways. Consequently, those stocks can involve more risk than ordinary securities.

·   Derivatives Risk—The risks associated with investing in derivatives may be different and greater than the risks associated with directly investing in the underlying securities and other instruments. The Fund may use futures, options, single name or index credit default swaps, or forwards, and the Fund may also use more complex derivatives such as swaps that might

TIAA-CREF U.S. Equity Funds    Prospectus     17


present liquidity, credit and counterparty risk. When investing in derivatives, the Fund may lose more than the principal amount invested.

Please see the non-summary portion of the Prospectus for more detailed information about the risks described above.

Past performance

The following chart and table help illustrate some of the risks of investing in the Fund by showing changes in the Fund’s performance from year to year. The bar chart shows the annual total returns of the Institutional Class of the Fund, before taxes, in each full calendar year for the last ten years. Because the expenses vary across share classes, the performance of the Institutional Class may vary from the other share classes. Below the bar chart are the best and worst returns of the Institutional Class for a calendar quarter during the full calendar-year periods covered by the bar chart. The performance table following the bar chart shows the Fund’s average annual total returns for the Institutional, Advisor, Premier, Retirement, Retail and Class W classes over the applicable one-year, five-year, ten-year and since-inception periods ended December 31, 2020, and how those returns compare to those of the Fund’s benchmark index. After-tax performance is shown only for Institutional Class shares, and after-tax returns for the other classes of shares will vary from the after-tax returns presented for Institutional Class shares.

The returns shown below reflect previous agreements by Advisors to waive, reimburse and/or compensate the Fund for certain fees, expenses and/or costs. Without these reductions and/or compensation, the returns of the Fund would have been lower. Past performance of the Fund (before and after taxes) is not necessarily an indication of how it will perform in the future. The benchmark index listed below is unmanaged, and you cannot invest directly in an index. The returns for the benchmark index reflect no deduction for fees, expenses or taxes.

For current performance information of each share class, including performance to the most recent month-end, please visit www.tiaa.org. For information on the effect of compensation paid to the Fund on performance, see the Financial highlights for the Fund in the non-summary portion of the Prospectus.

18     Prospectus    TIAA-CREF U.S. Equity Funds


ANNUAL TOTAL RETURNS FOR THE INSTITUTIONAL CLASS SHARES (%)

Large-Cap Growth Fund

PerformanceBarChartData(2011:1.64,2012:16.95,2013:39.8,2014:11.22,2015:9.2,2016:-0.85,2017:34.51,2018:0.04,2019:30.71,2020:44.24)

Best quarter: 27.99%, for the quarter ended June 30, 2020. Worst quarter: -16.50%, for the quarter ended December 31, 2018.

TIAA-CREF U.S. Equity Funds    Prospectus     19


AVERAGE ANNUAL TOTAL RETURNS

For the Periods Ended December 31, 2020

                       

 

 

Inception date

 

One year

 

 

Five years

 

 

Ten years

 

Institutional Class

3/31/2006

 

 

 

 

 

 

 

 

 

 

Return before taxes

 

 

44.24

%

 

20.26

%

 

17.64

%

 

Return after taxes on distributions

 

 

32.58

%

 

16.93

%

 

15.20

%

 

Return after taxes on distributions and sale of

 

 

 

 

 

 

 

 

 

 

 

Fund shares

 

 

30.45

%

 

15.58

%

 

14.13

%

Advisor Class

12/4/2015

 

 

 

 

 

 

 

 

 

 

Return before taxes

 

 

44.12

%

 

20.19

%

 

17.60

%#

Premier Class

9/30/2009

 

 

 

 

 

 

 

 

 

 

Return before taxes

 

 

44.00

%

 

20.08

%

 

17.47

%

Retirement Class

3/31/2006

 

 

 

 

 

 

 

 

 

 

Return before taxes

 

 

43.81

%

 

19.94

%

 

17.33

%

Retail Class

3/31/2006

 

 

 

 

 

 

 

 

 

 

Return before taxes

 

 

43.75

%

 

19.90

%

 

17.25

%

Class W

9/28/2018

 

 

 

 

 

 

 

 

 

 

Return before taxes

 

 

44.74

%

 

20.48

%#

 

17.75

%#

                       

Russell 1000 ® Growth Index

 

 

 

 

 

 

 

 

 

 

(reflects no deductions for fees, expenses or taxes)

 

 

38.49

%

 

21.00

%

 

17.21

%

                       

Current performance of the Fund’s shares may be higher or lower than that shown above.

#

The performance shown for the Advisor Class and Class W that is prior to their respective inception dates is based on performance of the Institutional Class. The performance for these periods has not been restated to reflect the actual expenses of the Advisor Class and Class W. If these actual expenses had been reflected, the performance of these two classes shown for these periods would have been different because the Advisor Class and Class W have different expenses than the Institutional Class.

 

After-tax returns are calculated using the historical highest individual federal marginal income tax rates in effect during the periods shown and do not reflect the impact of state and local taxes. Actual after-tax returns depend on the investor’s tax situation and may differ from those shown. The after-tax returns shown are not relevant to investors who hold their Fund shares through tax-deferred arrangements such as 401(a), 401(k) or 403(b) plans or Individual Retirement Accounts (IRAs). After-tax returns are shown for only one class, and after-tax returns for other classes will vary.

 

Portfolio management

Investment Adviser. The Fund’s investment adviser is Teachers Advisors, LLC.

Portfolio Manager. The following person is primarily responsible for the management of the Fund on a day-to-day basis:

     
     

Name:

Terrence Kontos, CFA

 

Title:

Managing Director

 

Experience on Fund:

since 2014

 

20     Prospectus    TIAA-CREF U.S. Equity Funds


Purchase and sale of Fund shares

Institutional Class shares are available for purchase directly from the Fund by certain eligible investors (which include employee benefit plans and financial intermediaries). Advisor Class shares are available for purchase through certain financial intermediaries, employee benefit plans and insurance company separate accounts. Premier Class and Retirement Class shares are generally available for purchase through employee benefit plans, other types of savings plans or accounts and certain financial intermediaries. Retail Class shares are available for purchase through certain financial intermediaries or by contacting the Fund directly at 800-223-1200 or www.tiaa.org. Class W shares are available for purchase directly from the Fund only by funds advised by Advisors or its affiliates or other clients or accounts of Advisors or its affiliates that are subject to a contractual fee for advisory, management or other similar or related services provided by Advisors or its affiliates.

·   The minimum initial investment is $2 million and the minimum subsequent investment is $1,000 for Institutional Class shares, unless an investor purchases shares by or through financial intermediaries that have entered into an appropriate agreement with the Fund or its affiliates. Employee benefit plans, fee-based managed account programs (“wrap accounts”), state sponsored 529 college savings plans, collective trust funds, investment companies or other pooled investment vehicles, thrifts and bank and trust companies that have entered into agreements to offer Institutional Class shares held in omnibus accounts on the books of the Fund are exempt from initial and subsequent investment minimums.

·   There are no minimum initial or subsequent investment requirements for Advisor Class, Premier Class, Retirement Class or Class W shares.

·   The minimum initial investment for Retail Class shares is $2,000 per Fund account for Traditional IRA, Roth IRA and Coverdell accounts and $2,500 for all other account types. Subsequent investments for all account types must be at least $100.

Redeeming or Exchanging Shares. You can redeem (sell) or exchange your shares of the Fund on any day that the New York Stock Exchange (“NYSE”) or its affiliated exchanges, NYSE Arca Equities or NYSE American, are open for trading (each such day a “Business Day”). Exchanges may be made for shares of the same share class of other funds offered by the Trust. If your shares are held through a third party, please contact that entity for applicable redemption or exchange requirements. If your shares are held directly with the Fund, contact the Fund directly in writing or by telephone.

Tax information

The Fund intends to make distributions to shareholders that may be taxed as ordinary income or capital gains. Distributions made to tax-exempt shareholders or shareholders who hold Fund shares in a tax-deferred account are generally

TIAA-CREF U.S. Equity Funds    Prospectus     21


not subject to income tax in the current year, but redemptions made from tax-deferred accounts may be subject to income tax.

Payments to broker-dealers and other financial intermediary compensation

If you purchase shares of the Fund through a broker-dealer or other financial intermediary (such as a bank), the Fund and/or its related companies may pay the financial intermediary for providing investor services. The Fund’s related companies may also pay the financial 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 financial intermediary and your salesperson to recommend the Fund over another investment. Ask your salesperson or visit your financial intermediary’s website for more information.

22     Prospectus    TIAA-CREF U.S. Equity Funds


 

Summary information

TIAA-CREF Large-Cap Value Fund

Investment objective

The Fund seeks a favorable long-term total return, mainly through capital appreciation, primarily from equity securities of large domestic companies.

Fees and expenses

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

SHAREHOLDER FEES (fees paid directly from your investment)

                         
 

Institutional
Class

 

Advisor
Class

 

Premier
Class

 

Retirement Class

 

Retail Class

 

Class W

 

Maximum sales charge imposed on purchases (percentage of offering price)

0%

 

0%

 

0%

 

0%

 

0%

 

0%

 

Maximum deferred sales charge

0%

 

0%

 

0%

 

0%

 

0%

 

0%

 

Maximum sales charge imposed on reinvested dividends and other distributions

0%

 

0%

 

0%

 

0%

 

0%

 

0%

 

Redemption or exchange fee

0%

 

0%

 

0%

 

0%

 

0%

 

0%

 

Account maintenance fee
(annual fee on accounts under $2,000)

0%

 

0%

 

0%

 

0%

 

$15.00

 

0%

 

TIAA-CREF U.S. Equity Funds    Prospectus     23


ANNUAL FUND OPERATING EXPENSES (expenses that you pay each year as a percentage of the value of your investment)

                           

 

 

Institutional
Class

 

Advisor
Class

 

Premier
Class

 

Retirement
Class

 

Retail
Class

 

Class W

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Management fees

0.40%

 

0.40%

 

0.40%

 

0.40%

 

0.40%

 

0.40%

 

Distribution (Rule 12b-1) fees

 

 

0.15%

 

 

0.25%

 

 

Other expenses

0.01%

 

0.09%

1

0.01%

 

0.26%

 

0.08%

 

0.01%

 

Total annual Fund operating expenses

0.41%

 

0.49%

 

0.56%

 

0.66%

 

0.73%

 

0.41%

 

Waivers and expense reimbursements2

 

 

 

 

 

(0.41)%

3

Total annual Fund operating expenses after
  fee waiver and/or expense reimbursement

0.41%

 

0.49%

 

0.56%

 

0.66%

 

0.73%

 

0.00%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

   

1

Restated to reflect estimate for the current fiscal year.

2

Under the Fund’s expense reimbursement arrangements, the Fund’s investment adviser, Teachers Advisors, LLC, has contractually agreed to reimburse the Fund for any Total annual Fund operating expenses (excluding interest, taxes, brokerage commissions or other transactional expenses, Acquired fund fees and expenses and extraordinary expenses) that exceed: (i) 0.52% of average daily net assets for Institutional Class shares; (ii) 0.67% of average daily net assets for Advisor Class shares; (iii) 0.67% of average daily net assets for Premier Class shares; (iv) 0.77% of average daily net assets for Retirement Class shares; (v) 0.91% of average daily net assets for Retail Class shares; and (vi) 0.52% of average daily net assets for Class W shares of the Fund. These expense reimbursement arrangements will continue through at least February 28, 2022, unless changed with approval of the Board of Trustees.

3

Teachers Advisors, LLC has contractually agreed to waive and/or reimburse Class W’s Management fees and Other expenses (excluding interest, taxes, brokerage commissions or other transactional expenses, Acquired fund fees and expenses, Trustee expenses and extraordinary expenses) in their entirety. Teachers Advisors, LLC expects these waiver and/or reimbursement arrangements to remain in effect indefinitely, unless changed or terminated with approval of the Board of Trustees.

Example

This example is intended to help you compare the cost of investing in shares of the Fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the Fund for the time periods indicated and then redeem all 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, before fee waivers and/or expense reimbursements, remain the same. The example assumes that the Fund’s fee waiver and/or expense reimbursement arrangements will each remain in place for the durations noted in the table above. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

                                     

 

Institutional
Class

 

Advisor
Class

 

Premier
Class

 

Retirement
Class

 

Retail
Class

 

Class W

 

1 year

$

42

 

$

50

 

$

57

 

$

67

 

$

75

 

$

0

 

3 years

$

132

 

$

157

 

$

179

 

$

211

 

$

233

 

$

0

 

5 years

$

230

 

$

274

 

$

313

 

$

368

 

$

406

 

$

0

 

10 years

$

518

 

$

616

 

$

701

 

$

822

 

$

906

 

$

0

 

24     Prospectus    TIAA-CREF U.S. Equity Funds


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 Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the Fund’s performance. During the fiscal year ended October 31, 2020, the Fund’s portfolio turnover rate was 26% of the average value of its portfolio.

Principal investment strategies

Under normal circumstances, the Fund invests at least 80% of its assets in large-cap equity securities. The Fund invests primarily in equity securities of large domestic companies, as defined by the Fund’s benchmark index, the Russell 1000® Value Index, that the Fund’s investment adviser, Teachers Advisors, LLC (“Advisors”), believes appear undervalued by the market based on an evaluation of their potential worth. For purposes of the Fund’s 80% investment policy, “large-cap” securities are securities of issuers with a capitalization equal to or greater than the top 80% of issuers by capitalization within the Russell 1000® Index at the time of purchase. For purposes of the 80% investment policy, the term “assets” means net assets, plus the amount of any borrowings for investment purposes.

Advisors uses a variety of comparative valuation criteria to determine whether shares of a particular company might be undervalued, including analyses of historical valuations of the same security; valuations of comparable securities in the same sector or the overall market; various financial ratios such as stock price-to-book value, stock price-to-earnings, and dividend yield; and free cash flow generated by the company. Advisors generally focuses on companies with normalized earnings and high operating leverage, which may cause the Fund to be more volatile in down markets than other large-cap value funds that have more defensive-oriented investment strategies.

The Fund may invest up to 20% of its assets in foreign investments. The Fund may also purchase and sell futures, options, swaps and other equity derivatives to carry out the Fund’s investment strategies.

Principal investment risks

You could lose money over short or long periods by investing in this Fund. An investment in the Fund, due to the nature of the Fund’s portfolio holdings, typically is subject to the following principal investment risks:

·   Market Risk—The risk that market prices of portfolio investments held by the Fund may fall rapidly or unpredictably due to a variety of factors, including changing economic, political or market conditions. Market risk may affect a single issuer, industry or sector of the economy, or it may affect the market as a whole. From time to time, the Fund may invest a significant portion of its assets in companies in one or more related sectors or industries, which

TIAA-CREF U.S. Equity Funds    Prospectus     25


would make the Fund more vulnerable to adverse developments affecting such sectors or industries.

·   Issuer Risk (often called Financial Risk)—The risk that an issuer’s earnings prospects and overall financial position will deteriorate, causing a decline in the value of the issuer’s financial instruments over short or extended periods of time.

·   Large-Cap Risk—The risk that large-capitalization companies are more mature and may grow more slowly than the economy as a whole and tend to go in and out of favor based on market and economic conditions.

·   Mid-Cap Risk—The risk that the stocks of mid-capitalization companies often experience greater price volatility, lower trading volume and lower overall liquidity than the stocks of larger, more established companies.

·   Style Risk—The risk that use of a particular investing style (such as growth or value investing) may fall out of favor in the marketplace for various periods of time and result in underperformance relative to the broader market sector or significant declines in the value of the Fund’s portfolio investments.

·   Risks of Value Investing—Securities believed to be undervalued are subject to the risks that the issuer’s potential business prospects are not realized, its potential value is never recognized by the market or the securities were appropriately priced when acquired. As a result, value stocks can be overpriced when acquired and may not perform as anticipated.

·   Active Management Risk—The risk that Advisors’ strategy, investment selection or trading execution may cause the Fund to underperform relative to the benchmark index or mutual funds with similar investment objectives.

·   Foreign Investment Risk—Foreign markets can be more volatile than the U.S. market due to increased risks of adverse issuer, political, regulatory, currency, market or economic developments and can result in greater price volatility and perform differently from financial instruments of U.S. issuers. This risk may be heightened in emerging or developing markets. Foreign investments may also have lower liquidity and be more difficult to value than investments in U.S. issuers. Foreign investments may also be subject to risk of loss because of more or less foreign government regulation, less public information and less stringent investor protections and disclosure standards.

·   Derivatives Risk—The risks associated with investing in derivatives may be different and greater than the risks associated with directly investing in the underlying securities and other instruments. The Fund may use futures, options, single name or index credit default swaps, or forwards, and the Fund may also use more complex derivatives such as swaps that might present liquidity, credit and counterparty risk. When investing in derivatives, the Fund may lose more than the principal amount invested.

26     Prospectus    TIAA-CREF U.S. Equity Funds


Please see the non-summary portion of the Prospectus for more detailed information about the risks described above.

Past performance

The following chart and table help illustrate some of the risks of investing in the Fund by showing changes in the Fund’s performance from year to year. The bar chart shows the annual total returns of the Institutional Class of the Fund, before taxes, in each full calendar year for the last ten years. Because the expenses vary across share classes, the performance of the Institutional Class may vary from the other share classes. Below the bar chart are the best and worst returns of the Institutional Class for a calendar quarter during the full calendar-year periods covered by the bar chart. The performance table following the bar chart shows the Fund’s average annual total returns for the Institutional, Advisor, Premier, Retirement, Retail and Class W classes over the applicable one-year, five-year, ten-year and since-inception periods ended December 31, 2020, and how those returns compare to those of the Fund’s benchmark index. After-tax performance is shown only for Institutional Class shares, and after-tax returns for the other classes of shares will vary from the after-tax returns presented for Institutional Class shares.

The returns shown below reflect previous agreements by Advisors to waive, reimburse and/or compensate the Fund for certain fees, expenses and/or costs. Without these reductions and/or compensation, the returns of the Fund would have been lower. Past performance of the Fund (before and after taxes) is not necessarily an indication of how it will perform in the future. The benchmark index listed below is unmanaged, and you cannot invest directly in an index. The returns for the benchmark index reflect no deduction for fees, expenses or taxes.

For current performance information of each share class, including performance to the most recent month-end, please visit www.tiaa.org. For information on the effect of compensation paid to the Fund on performance, see the Financial highlights for the Fund in the non-summary portion of the Prospectus.

TIAA-CREF U.S. Equity Funds    Prospectus     27


ANNUAL TOTAL RETURNS FOR THE INSTITUTIONAL CLASS SHARES (%)

Large-Cap Value Fund

PerformanceBarChartData(2011:-5.67,2012:19.68,2013:34.43,2014:9.16,2015:-4.69,2016:18.6,2017:12.52,2018:-14.1,2019:28.81,2020:3.59)

Best quarter: 17.59%, for the quarter ended December 31, 2020. Worst quarter: -26.68%, for the quarter ended March 31, 2020.

28     Prospectus    TIAA-CREF U.S. Equity Funds


AVERAGE ANNUAL TOTAL RETURNS

For the Periods Ended December 31, 2020

                       

 

 

Inception date

 

One year

 

 

Five years

 

 

Ten years

 

Institutional Class

10/1/2002

 

 

 

 

 

 

 

 

 

 

Return before taxes

 

 

3.59

%

 

8.87

%

 

9.22

%

 

Return after taxes on distributions

 

 

3.12

%

 

7.49

%

 

7.77

%

 

Return after taxes on distributions and sale of

 

 

 

 

 

 

 

 

 

 

 

Fund shares

 

 

2.45

%

 

6.76

%

 

7.14

%

Advisor Class

12/4/2015

 

 

 

 

 

 

 

 

 

 

Return before taxes

 

 

3.54

%

 

8.82

%

 

9.19

%#

Premier Class

9/30/2009

 

 

 

 

 

 

 

 

 

 

Return before taxes

 

 

3.42

%

 

8.71

%

 

9.05

%

Retirement Class

10/1/2002

 

 

 

 

 

 

 

 

 

 

Return before taxes

 

 

3.35

%

 

8.60

%

 

8.95

%

Retail Class

10/1/2002

 

 

 

 

 

 

 

 

 

 

Return before taxes

 

 

3.23

%

 

8.53

%

 

8.87

%

Class W

9/28/2018

 

 

 

 

 

 

 

 

 

 

Return before taxes

 

 

4.00

%

 

9.06

%#

 

9.31

%#

                       

Russell 1000 ® Value Index

 

 

 

 

 

 

 

 

 

 

(reflects no deductions for fees, expenses or taxes)

 

 

2.80

%

 

9.74

%

 

10.50

%

                       

Current performance of the Fund’s shares may be higher or lower than that shown above.

#

The performance shown for the Advisor Class and Class W that is prior to their respective inception dates is based on performance of the Institutional Class. The performance for these periods has not been restated to reflect the actual expenses of the Advisor Class and Class W. If these actual expenses had been reflected, the performance of these two classes shown for these periods would have been different because the Advisor Class and Class W have different expenses than the Institutional Class.

 

After-tax returns are calculated using the historical highest individual federal marginal income tax rates in effect during the periods shown and do not reflect the impact of state and local taxes. Actual after-tax returns depend on the investor’s tax situation and may differ from those shown. The after-tax returns shown are not relevant to investors who hold their Fund shares through tax-deferred arrangements such as 401(a), 401(k) or 403(b) plans or Individual Retirement Accounts (IRAs). After-tax returns are shown for only one class, and after-tax returns for other classes will vary.

 

Portfolio management

Investment Adviser. The Fund’s investment adviser is Teachers Advisors, LLC.

Portfolio Manager. The following person is primarily responsible for the management of the Fund on a day-to-day basis:

     
     

Name:

Charles Carr, CFA

 

Title:

Managing Director

 

Experience on Fund:

since 2018

 

TIAA-CREF U.S. Equity Funds    Prospectus     29


Purchase and sale of Fund shares

Institutional Class shares are available for purchase directly from the Fund by certain eligible investors (which include employee benefit plans and financial intermediaries). Advisor Class shares are available for purchase through certain financial intermediaries, employee benefit plans and insurance company separate accounts. Premier Class and Retirement Class shares are generally available for purchase through employee benefit plans, other types of savings plans or accounts and certain financial intermediaries. Retail Class shares are available for purchase through certain financial intermediaries or by contacting the Fund directly at 800-223-1200 or www.tiaa.org. Class W shares are available for purchase directly from the Fund only by funds advised by Advisors or its affiliates or other clients or accounts of Advisors or its affiliates that are subject to a contractual fee for advisory, management or other similar or related services provided by Advisors or its affiliates.

·   The minimum initial investment is $2 million and the minimum subsequent investment is $1,000 for Institutional Class shares, unless an investor purchases shares by or through financial intermediaries that have entered into an appropriate agreement with the Fund or its affiliates. Employee benefit plans, fee-based managed account programs (“wrap accounts”), state sponsored 529 college savings plans, collective trust funds, investment companies or other pooled investment vehicles, thrifts and bank and trust companies that have entered into agreements to offer Institutional Class shares held in omnibus accounts on the books of the Fund are exempt from initial and subsequent investment minimums.

·   There are no minimum initial or subsequent investment requirements for Advisor Class, Premier Class, Retirement Class or Class W shares.

·   The minimum initial investment for Retail Class shares is $2,000 per Fund account for Traditional IRA, Roth IRA and Coverdell accounts and $2,500 for all other account types. Subsequent investments for all account types must be at least $100.

Redeeming or Exchanging Shares. You can redeem (sell) or exchange your shares of the Fund on any day that the New York Stock Exchange (“NYSE”) or its affiliated exchanges, NYSE Arca Equities or NYSE American, are open for trading (each such day a “Business Day”). Exchanges may be made for shares of the same share class of other funds offered by the Trust. If your shares are held through a third party, please contact that entity for applicable redemption or exchange requirements. If your shares are held directly with the Fund, contact the Fund directly in writing or by telephone.

Tax information

The Fund intends to make distributions to shareholders that may be taxed as ordinary income or capital gains. Distributions made to tax-exempt shareholders or shareholders who hold Fund shares in a tax-deferred account are generally

30     Prospectus    TIAA-CREF U.S. Equity Funds


not subject to income tax in the current year, but redemptions made from tax-deferred accounts may be subject to income tax.

Payments to broker-dealers and other financial intermediary compensation

If you purchase shares of the Fund through a broker-dealer or other financial intermediary (such as a bank), the Fund and/or its related companies may pay the financial intermediary for providing investor services. The Fund’s related companies may also pay the financial 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 financial intermediary and your salesperson to recommend the Fund over another investment. Ask your salesperson or visit your financial intermediary’s website for more information.

TIAA-CREF U.S. Equity Funds    Prospectus     31


 

Summary information

TIAA-CREF Mid-Cap Growth Fund

Investment objective

The Fund seeks a favorable long-term total return, mainly through capital appreciation, primarily from equity securities of medium-sized domestic companies.

Fees and expenses

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

SHAREHOLDER FEES (fees paid directly from your investment)

                     
 

Institutional
Class

 

Advisor
Class

 

Premier
Class

 

Retirement Class

 

Retail
Class

 

Maximum sales charge imposed on purchases (percentage of offering price)

0%

 

0%

 

0%

 

0%

 

0%

 

Maximum deferred sales charge

0%

 

0%

 

0%

 

0%

 

0%

 

Maximum sales charge imposed on reinvested dividends and other distributions

0%

 

0%

 

0%

 

0%

 

0%

 

Redemption or exchange fee

0%

 

0%

 

0%

 

0%

 

0%

 

Account maintenance fee
(annual fee on accounts under $2,000)

0%

 

0%

 

0%

 

0%

 

$15.00

 

32     Prospectus    TIAA-CREF U.S. Equity Funds


ANNUAL FUND OPERATING EXPENSES (expenses that you pay each year as a percentage of the value of your investment)

                       

 

 

Institutional
Class

 

Advisor
Class

 

Premier
Class

 

Retirement
Class

 

Retail
Class

 

 

 

 

 

 

 

 

 

 

 

 

 

Management fees

0.45%

 

0.45%

 

0.45%

 

0.45%

 

0.45%

 

Distribution (Rule 12b-1) fees

 

 

0.15%

 

 

0.25%

 

Other expenses

0.03%

 

0.11%

 

0.03%

 

0.28%

 

0.08%

 

Total annual Fund operating expenses

0.48%

 

0.56%

 

0.63%

 

0.73%

 

0.78%

 

Waivers and expense reimbursements1

 

 

 

 

 

Total annual Fund operating expenses after
  fee waiver and/or expense reimbursement

0.48%

 

0.56%

 

0.63%

 

0.73%

 

0.78%

 

 

 

 

 

 

 

 

 

 

 

 

 

   

1

Under the Fund’s expense reimbursement arrangements, the Fund’s investment adviser, Teachers Advisors, LLC, has contractually agreed to reimburse the Fund for any Total annual Fund operating expenses (excluding interest, taxes, brokerage commissions or other transactional expenses, Acquired fund fees and expenses and extraordinary expenses) that exceed: (i) 0.55% of average daily net assets for Institutional Class shares; (ii) 0.70% of average daily net assets for Advisor Class shares; (iii) 0.70% of average daily net assets for Premier Class shares; (iv) 0.80% of average daily net assets for Retirement Class shares; and (v) 0.94% of average daily net assets for Retail Class shares of the Fund. These expense reimbursement arrangements will continue through at least February 28, 2022, unless changed with approval of the Board of Trustees.

Example

This example is intended to help you compare the cost of investing in shares of the Fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the Fund for the time periods indicated and then redeem all 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, before fee waivers and/or expense reimbursements, remain the same. The example assumes that the Fund’s fee waiver and/or expense reimbursement arrangements will each remain in place for the duration noted in the table above. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

                               

 

Institutional
Class

 

Advisor
Class

 

Premier
Class

 

Retirement
Class

 

Retail
Class

 

1 year

$

49

 

$

57

 

$

64

 

$

75

 

$

80

 

3 years

$

154

 

$

179

 

$

202

 

$

233

 

$

249

 

5 years

$

269

 

$

313

 

$

351

 

$

406

 

$

433

 

10 years

$

604

 

$

701

 

$

786

 

$

906

 

$

966

 

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 Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the Fund’s performance.

TIAA-CREF U.S. Equity Funds    Prospectus     33


During the fiscal year ended October 31, 2020, the Fund’s portfolio turnover rate was 107% of the average value of its portfolio.

Principal investment strategies

Under normal circumstances, the Fund invests at least 80% of its assets in mid-cap equity securities. The Fund invests primarily in equity securities of medium-sized domestic companies, as defined by the Fund’s benchmark index, the Russell Midcap® Growth Index, that the Fund’s investment adviser, Teachers Advisors, LLC (“Advisors”), believes present the opportunity for growth. For purposes of the 80% investment policy, the term “assets” means net assets, plus the amount of any borrowings for investment purposes. Advisors considers medium-sized companies to be those companies whose market capitalizations fall within the range represented by the Russell Midcap Growth Index at the time of the Fund’s investment.

Advisors looks for equity securities of companies that it believes have prospects for strong earnings or sales growth. The Fund invests in equity securities of companies that Advisors believes may represent high growth industries or rapidly evolving areas of the economy, that have distinctive products or services and that are growing faster than the overall equity market. The Fund may also invest in companies that Advisors believes to be undervalued based on current earnings, assets or growth prospects. These investments could include companies likely to benefit from prospective acquisitions, reorganizations, corporate restructurings or other special situations.

The Fund also uses proprietary quantitative models to screen and identify potential portfolio companies. Often, these companies represent modest deviations from the benchmark index based on relative value, price or potential earnings growth. The Fund may invest up to 20% of its assets in foreign investments. The Fund may also purchase and sell futures, options, swaps and other equity derivatives to carry out the Fund’s investment strategies.

Principal investment risks

You could lose money over short or long periods by investing in this Fund. An investment in the Fund, due to the nature of the Fund’s portfolio holdings, typically is subject to the following principal investment risks:

·   Market Risk—The risk that market prices of portfolio investments held by the Fund may fall rapidly or unpredictably due to a variety of factors, including changing economic, political or market conditions. Market risk may affect a single issuer, industry or sector of the economy, or it may affect the market as a whole. From time to time, the Fund may invest a significant portion of its assets in companies in one or more related sectors or industries, which would make the Fund more vulnerable to adverse developments affecting such sectors or industries.

·   Issuer Risk (often called Financial Risk)—The risk that an issuer’s earnings prospects and overall financial position will deteriorate, causing a decline in

34     Prospectus    TIAA-CREF U.S. Equity Funds


the value of the issuer’s financial instruments over short or extended periods of time.

·   Mid-Cap Risk—The risk that the stocks of mid-capitalization companies often experience greater price volatility, lower trading volume and lower overall liquidity than the stocks of larger, more established companies.

·   Small-Cap RiskThe risk that the stocks of small-capitalization companies often experience greater price volatility than large- or mid-sized companies because small-cap companies are often newer or less established than larger companies and are likely to have more limited resources, products and markets. Securities of small-cap companies often have lower overall liquidity than securities of larger companies as a result of there being a smaller market for their securities, which can have an adverse effect on the pricing of these securities and on the ability to sell these securities when Advisors deems it appropriate.

·   Active Management Risk—The risk that Advisors’ strategy, investment selection or trading execution may cause the Fund to underperform relative to the benchmark index or mutual funds with similar investment objectives.

·   Style Risk—The risk that use of a particular investing style (such as growth or value investing) may fall out of favor in the marketplace for various periods of time and result in underperformance relative to the broader market sector or significant declines in the value of the Fund’s portfolio investments.

·   Risks of Growth Investing—Due to their relatively high valuations, growth stocks are typically more volatile than value stocks and may experience a larger decline on a forecast of lower earnings, or a negative event or market development, than would a value stock.

·   Foreign Investment Risk—Foreign markets can be more volatile than the U.S. market due to increased risks of adverse issuer, political, regulatory, currency, market or economic developments and can result in greater price volatility and perform differently from financial instruments of U.S. issuers. This risk may be heightened in emerging or developing markets. Foreign investments may also have lower liquidity and be more difficult to value than investments in U.S. issuers. Foreign investments may also be subject to risk of loss because of more or less foreign government regulation, less public information and less stringent investor protections and disclosure standards.

·   Special Situation Risk—Stocks of companies involved in acquisitions, consolidations, tender offers or exchanges, takeovers, reorganizations, mergers and other special situations can involve the risk that such situations may not materialize or may develop in unexpected ways. Consequently, those stocks can involve more risk than ordinary securities.

·   Quantitative Analysis Risk—The risk that stocks selected using quantitative modeling and analysis could perform differently from the market as a whole and the risk that such quantitative analysis and modeling may not

TIAA-CREF U.S. Equity Funds    Prospectus     35


adequately take into account certain factors, may contain design flaws or inaccurate assumptions and may rely on inaccurate data inputs, which may result in losses to the Fund.

·   Derivatives Risk—The risks associated with investing in derivatives may be different and greater than the risks associated with directly investing in the underlying securities and other instruments. The Fund may use futures, options, single name or index credit default swaps, or forwards, and the Fund may also use more complex derivatives such as swaps that might present liquidity, credit and counterparty risk. When investing in derivatives, the Fund may lose more than the principal amount invested.

Please see the non-summary portion of the Prospectus for more detailed information about the risks described above.

Past performance

The following chart and table help illustrate some of the risks of investing in the Fund by showing changes in the Fund’s performance from year to year. The bar chart shows the annual total returns of the Institutional Class of the Fund, before taxes, in each full calendar year for the last ten years. Because the expenses vary across share classes, the performance of the Institutional Class may vary from the other share classes. Below the bar chart are the best and worst returns of the Institutional Class for a calendar quarter during the full calendar-year periods covered by the bar chart. The performance table following the bar chart shows the Fund’s average annual total returns for the Institutional, Advisor, Premier, Retirement and Retail classes over the applicable one-year, five-year, ten-year and since-inception periods ended December 31, 2020, and how those returns compare to those of the Fund’s benchmark index. After-tax performance is shown only for Institutional Class shares, and after-tax returns for the other classes of shares will vary from the after-tax returns presented for Institutional Class shares.

The returns shown below reflect previous agreements by Advisors to waive, reimburse and/or compensate the Fund for certain fees, expenses and/or costs. Without these reductions and/or compensation, the returns of the Fund would have been lower. Past performance of the Fund (before and after taxes) is not necessarily an indication of how it will perform in the future. The benchmark index listed below is unmanaged, and you cannot invest directly in an index. The returns for the benchmark index reflect no deduction for fees, expenses or taxes.

For current performance information of each share class, including performance to the most recent month-end, please visit www.tiaa.org. For information on the effect of compensation paid to the Fund on performance, see the Financial highlights for the Fund in the non-summary portion of the Prospectus.

36     Prospectus    TIAA-CREF U.S. Equity Funds


ANNUAL TOTAL RETURNS FOR THE INSTITUTIONAL CLASS SHARES (%)

Mid-Cap Growth Fund

PerformanceBarChartData(2011:-5.23,2012:17.96,2013:36.78,2014:7.74,2015:-0.63,2016:1.95,2017:26.21,2018:-8.17,2019:33.39,2020:45.33)

Best quarter: 32.24%, for the quarter ended June 30, 2020. Worst quarter: -22.05%, for the quarter ended September 30, 2011.

TIAA-CREF U.S. Equity Funds    Prospectus     37


AVERAGE ANNUAL TOTAL RETURNS

For the Periods Ended December 31, 2020

                       

 

 

Inception date

 

One year

 

 

Five years

 

 

Ten years

 

Institutional Class

10/1/2002

 

 

 

 

 

 

 

 

 

 

Return before taxes

 

 

45.33

%

 

18.03

%

 

14.13

%

 

Return after taxes on distributions

 

 

41.45

%

 

14.98

%

 

11.37

%

 

Return after taxes on distributions and sale of

 

 

 

 

 

 

 

 

 

 

 

Fund shares

 

 

29.12

%

 

13.45

%

 

10.63

%

Advisor Class

12/4/2015

 

 

 

 

 

 

 

 

 

 

Return before taxes

 

 

45.29

%

 

17.98

%

 

14.10

%#

Premier Class

9/30/2009

 

 

 

 

 

 

 

 

 

 

Return before taxes

 

 

45.11

%

 

17.85

%

 

13.96

%

Retirement Class

10/1/2002

 

 

 

 

 

 

 

 

 

 

Return before taxes

 

 

44.96

%

 

17.73

%

 

13.84

%

Retail Class

10/1/2002

 

 

 

 

 

 

 

 

 

 

Return before taxes

 

 

44.88

%

 

17.67

%

 

13.77

%

                       

Russell Midcap ® Growth Index

 

 

 

 

 

 

 

 

 

 

(reflects no deductions for fees, expenses or taxes)

 

 

35.59

%

 

18.66

%

 

15.04

%

                       

Current performance of the Fund’s shares may be higher or lower than that shown above.

#

The performance shown for the Advisor Class that is prior to its inception date is based on performance of the Institutional Class. The performance for these periods has not been restated to reflect the actual expenses of the Advisor Class. If these actual expenses had been reflected, the performance of the Advisor Class shown for these periods would have been different because the Advisor Class has different expenses than the Institutional Class.

 

After-tax returns are calculated using the historical highest individual federal marginal income tax rates in effect during the periods shown and do not reflect the impact of state and local taxes. Actual after-tax returns depend on the investor’s tax situation and may differ from those shown. The after-tax returns shown are not relevant to investors who hold their Fund shares through tax-deferred arrangements such as 401(a), 401(k) or 403(b) plans or Individual Retirement Accounts (IRAs). After-tax returns are shown for only one class, and after-tax returns for other classes will vary.

 

Portfolio management

Investment Adviser. The Fund’s investment adviser is Teachers Advisors, LLC.

Portfolio Managers. The following persons are primarily responsible for the management of the Fund on a day-to-day basis:

     
     

Name:

Terrence Kontos, CFA

Adrian Almazan

Title:

Managing Director

Senior Director

Experience on Fund:

since 2020

since 2019

Purchase and sale of Fund shares

Institutional Class shares are available for purchase directly from the Fund by certain eligible investors (which include employee benefit plans and financial

38     Prospectus    TIAA-CREF U.S. Equity Funds


intermediaries). Advisor Class shares are available for purchase through certain financial intermediaries, employee benefit plans and insurance company separate accounts. Premier Class and Retirement Class shares are generally available for purchase through employee benefit plans, other types of savings plans or accounts and certain financial intermediaries. Retail Class shares are available for purchase through certain financial intermediaries or by contacting the Fund directly at 800-223-1200 or www.tiaa.org.

·   The minimum initial investment is $2 million and the minimum subsequent investment is $1,000 for Institutional Class shares, unless an investor purchases shares by or through financial intermediaries that have entered into an appropriate agreement with the Fund or its affiliates. Employee benefit plans, fee-based managed account programs (“wrap accounts”), state sponsored 529 college savings plans, collective trust funds, investment companies or other pooled investment vehicles, thrifts and bank and trust companies that have entered into agreements to offer Institutional Class shares held in omnibus accounts on the books of the Fund are exempt from initial and subsequent investment minimums.

·   There are no minimum initial or subsequent investment requirements for Advisor Class, Premier Class or Retirement Class shares.

·   The minimum initial investment for Retail Class shares is $2,000 per Fund account for Traditional IRA, Roth IRA and Coverdell accounts and $2,500 for all other account types. Subsequent investments for all account types must be at least $100.

Redeeming or Exchanging Shares. You can redeem (sell) or exchange your shares of the Fund on any day that the New York Stock Exchange (“NYSE”) or its affiliated exchanges, NYSE Arca Equities or NYSE American, are open for trading (each such day a “Business Day”). Exchanges may be made for shares of the same share class of other funds offered by the Trust. If your shares are held through a third party, please contact that entity for applicable redemption or exchange requirements. If your shares are held directly with the Fund, contact the Fund directly in writing or by telephone.

Tax information

The Fund intends to make distributions to shareholders that may be taxed as ordinary income or capital gains. Distributions made to tax-exempt shareholders or shareholders who hold Fund shares in a tax-deferred account are generally not subject to income tax in the current year, but redemptions made from tax-deferred accounts may be subject to income tax.

Payments to broker-dealers and other financial intermediary compensation

If you purchase shares of the Fund through a broker-dealer or other financial intermediary (such as a bank), the Fund and/or its related companies may pay the financial intermediary for providing investor services. The Fund’s related

TIAA-CREF U.S. Equity Funds    Prospectus     39


companies may also pay the financial 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 financial intermediary and your salesperson to recommend the Fund over another investment. Ask your salesperson or visit your financial intermediary’s website for more information.

40     Prospectus    TIAA-CREF U.S. Equity Funds


 

Summary information

TIAA-CREF Mid-Cap Value Fund

Investment objective

The Fund seeks a favorable long-term total return, mainly through capital appreciation, primarily from equity securities of medium-sized domestic companies.

Fees and expenses

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

SHAREHOLDER FEES (fees paid directly from your investment)

                     
 

Institutional
Class

 

Advisor
Class

 

Premier
Class

 

Retirement Class

 

Retail
Class

 

Maximum sales charge imposed on purchases (percentage of offering price)

0%

 

0%

 

0%

 

0%

 

0%

 

Maximum deferred sales charge

0%

 

0%

 

0%

 

0%

 

0%

 

Maximum sales charge imposed on reinvested dividends and other distributions

0%

 

0%

 

0%

 

0%

 

0%

 

Redemption or exchange fee

0%

 

0%

 

0%

 

0%

 

0%

 

Account maintenance fee
(annual fee on accounts under $2,000)

0%

 

0%

 

0%

 

0%

 

$15.00

 

TIAA-CREF U.S. Equity Funds    Prospectus     41


ANNUAL FUND OPERATING EXPENSES (expenses that you pay each year as a percentage of the value of your investment)

                       

 

 

Institutional
Class

 

Advisor
Class

 

Premier
Class

 

Retirement
Class

 

Retail
Class

 

 

 

 

 

 

 

 

 

 

 

 

 

Management fees

0.43%

 

0.43%

 

0.43%

 

0.43%

 

0.43%

 

Distribution (Rule 12b-1) fees

 

 

0.15%

 

 

0.25%

 

Other expenses

0.03%

 

0.12%

 

0.03%

 

0.28%

 

0.10%

 

Total annual Fund operating expenses

0.46%

 

0.55%

 

0.61%

 

0.71%

 

0.78%

 

Waivers and expense reimbursements1

 

 

 

 

 

Total annual Fund operating expenses after
  fee waiver and/or expense reimbursement

0.46%

 

0.55%

 

0.61%

 

0.71%

 

0.78%

 

 

 

 

 

 

 

 

 

 

 

 

 

   

1

Under the Fund’s expense reimbursement arrangements, the Fund’s investment adviser, Teachers Advisors, LLC, has contractually agreed to reimburse the Fund for any Total annual Fund operating expenses (excluding interest, taxes, brokerage commissions or other transactional expenses, Acquired fund fees and expenses and extraordinary expenses) that exceed: (i) 0.55% of average daily net assets for Institutional Class shares; (ii) 0.70% of average daily net assets for Advisor Class shares; (iii) 0.70% of average daily net assets for Premier Class shares; (iv) 0.80% of average daily net assets for Retirement Class shares; and (v) 0.94% of average daily net assets for Retail Class shares of the Fund. These expense reimbursement arrangements will continue through at least February 28, 2022, unless changed with approval of the Board of Trustees.

Example

This example is intended to help you compare the cost of investing in shares of the Fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the Fund for the time periods indicated and then redeem all 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, before fee waivers and/or expense reimbursements, remain the same. The example assumes that the Fund’s fee waiver and/or expense reimbursement arrangements will each remain in place for the duration noted in the table above. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

                               

 

Institutional
Class

 

Advisor
Class

 

Premier
Class

 

Retirement
Class

 

Retail
Class

 

1 year

$

47

 

$

56

 

$

62

 

$

73

 

$

80

 

3 years

$

148

 

$

176

 

$

195

 

$

227

 

$

249

 

5 years

$

258

 

$

307

 

$

340

 

$

395

 

$

433

 

10 years

$

579

 

$

689

 

$

762

 

$

883

 

$

966

 

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 Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the Fund’s performance.

42     Prospectus    TIAA-CREF U.S. Equity Funds


During the fiscal year ended October 31, 2020, the Fund’s portfolio turnover rate was 143% of the average value of its portfolio.

Principal investment strategies

Under normal circumstances, the Fund invests at least 80% of its assets in mid-cap equity securities. The Fund will invest primarily in equity securities of medium-sized domestic companies, as defined by the Fund’s benchmark index, the Russell Midcap® Value Index, that the Fund’s investment adviser, Teachers Advisors, LLC (“Advisors”), believes appear undervalued by the market based on an evaluation of their potential worth. For purposes of the 80% investment policy, the term “assets” means net assets, plus the amount of any borrowings for investment purposes. Advisors considers medium-sized companies to be those companies whose market capitalizations fall within the range represented by the Russell Midcap Value Index at the time of the Fund’s investment.

Advisors uses a variety of comparative valuation criteria to determine whether shares of a particular company might be undervalued, including analyses of historical valuations of the same security; valuations of comparable securities in the same sector or the overall market; various financial ratios such as stock price-to-earnings, stock price-to-book value, free cash flow, debt-to-capital and, to a lesser extent, dividend yield.

The Fund may invest up to 20% of its assets in foreign investments. The Fund may also purchase and sell futures, options, swaps and other equity derivatives to carry out the Fund’s investment strategies.

Principal investment risks

You could lose money over short or long periods by investing in this Fund. An investment in the Fund, due to the nature of the Fund’s portfolio holdings, typically is subject to the following principal investment risks:

·   Market Risk—The risk that market prices of portfolio investments held by the Fund may fall rapidly or unpredictably due to a variety of factors, including changing economic, political or market conditions. Market risk may affect a single issuer, industry or sector of the economy, or it may affect the market as a whole. From time to time, the Fund may invest a significant portion of its assets in companies in one or more related sectors or industries, which would make the Fund more vulnerable to adverse developments affecting such sectors or industries.

·   Issuer Risk (often called Financial Risk)—The risk that an issuer’s earnings prospects and overall financial position will deteriorate, causing a decline in the value of the issuer’s financial instruments over short or extended periods of time.

·   Mid-Cap Risk—The risk that the stocks of mid-capitalization companies often experience greater price volatility, lower trading volume and lower overall liquidity than the stocks of larger, more established companies.

TIAA-CREF U.S. Equity Funds    Prospectus     43


·   Small-Cap RiskThe risk that the stocks of small-capitalization companies often experience greater price volatility than large- or mid-sized companies because small-cap companies are often newer or less established than larger companies and are likely to have more limited resources, products and markets. Securities of small-cap companies often have lower overall liquidity than securities of larger companies as a result of there being a smaller market for their securities, which can have an adverse effect on the pricing of these securities and on the ability to sell these securities when Advisors deems it appropriate.

·   Style Risk—The risk that use of a particular investing style (such as growth or value investing) may fall out of favor in the marketplace for various periods of time and result in underperformance relative to the broader market sector or significant declines in the value of the Fund’s portfolio investments.

·   Risks of Value Investing—Securities believed to be undervalued are subject to the risks that the issuer’s potential business prospects are not realized, its potential value is never recognized by the market or the securities were appropriately priced when acquired. As a result, value stocks can be overpriced when acquired and may not perform as anticipated.

·   Active Management Risk—The risk that Advisors’ strategy, investment selection or trading execution may cause the Fund to underperform relative to the benchmark index or mutual funds with similar investment objectives.

·   Foreign Investment Risk—Foreign markets can be more volatile than the U.S. market due to increased risks of adverse issuer, political, regulatory, currency, market or economic developments and can result in greater price volatility and perform differently from financial instruments of U.S. issuers. This risk may be heightened in emerging or developing markets. Foreign investments may also have lower liquidity and be more difficult to value than investments in U.S. issuers. Foreign investments may also be subject to risk of loss because of more or less foreign government regulation, less public information and less stringent investor protections and disclosure standards.

·   Derivatives Risk—The risks associated with investing in derivatives may be different and greater than the risks associated with directly investing in the underlying securities and other instruments. The Fund may use futures, options, single name or index credit default swaps, or forwards, and the Fund may also use more complex derivatives such as swaps that might present liquidity, credit and counterparty risk. When investing in derivatives, the Fund may lose more than the principal amount invested.

Please see the non-summary portion of the Prospectus for more detailed information about the risks described above.

44     Prospectus    TIAA-CREF U.S. Equity Funds


Past performance

The following chart and table help illustrate some of the risks of investing in the Fund by showing changes in the Fund’s performance from year to year. The bar chart shows the annual total returns of the Institutional Class of the Fund, before taxes, in each full calendar year for the last ten years. Because the expenses vary across share classes, the performance of the Institutional Class may vary from the other share classes. Below the bar chart are the best and worst returns of the Institutional Class for a calendar quarter during the full calendar-year periods covered by the bar chart. The performance table following the bar chart shows the Fund’s average annual total returns for the Institutional, Advisor, Premier, Retirement and Retail classes over the applicable one-year, five-year, ten-year and since-inception periods ended December 31, 2020, and how those returns compare to those of the Fund’s benchmark index. After-tax performance is shown only for Institutional Class shares, and after-tax returns for the other classes of shares will vary from the after-tax returns presented for Institutional Class shares.

The returns shown below reflect previous agreements by Advisors to waive, reimburse and/or compensate the Fund for certain fees, expenses and/or costs. Without these reductions and/or compensation, the returns of the Fund would have been lower. Past performance of the Fund (before and after taxes) is not necessarily an indication of how it will perform in the future. The benchmark index listed below is unmanaged, and you cannot invest directly in an index. The returns for the benchmark index reflect no deduction for fees, expenses or taxes.

For current performance information of each share class, including performance to the most recent month-end, please visit www.tiaa.org. For information on the effect of compensation paid to the Fund on performance, see the Financial highlights for the Fund in the non-summary portion of the Prospectus.

ANNUAL TOTAL RETURNS FOR THE INSTITUTIONAL CLASS SHARES (%)

Mid-Cap Value Fund

PerformanceBarChartData(2011:-2.17,2012:16.6,2013:32.55,2014:12.85,2015:-5.35,2016:17.4,2017:11.13,2018:-14.15,2019:27.05,2020:-4.19)

Best quarter: 21.51%, for the quarter ended December 31, 2020. Worst quarter: -34.38%, for the quarter ended March 31, 2020.

TIAA-CREF U.S. Equity Funds    Prospectus     45


AVERAGE ANNUAL TOTAL RETURNS

For the Periods Ended December 31, 2020

                       

 

 

Inception date

 

One year

 

 

Five years

 

 

Ten years

 

Institutional Class

10/1/2002

 

 

 

 

 

 

 

 

 

 

Return before taxes

 

 

4.19

%

 

6.40

%

 

8.21

%

 

Return after taxes on distributions

 

 

4.60

%

 

3.96

%

 

6.24

%

 

Return after taxes on distributions and sale of

 

 

 

 

 

 

 

 

 

 

 

Fund shares

 

 

2.21

%

 

4.86

%

 

6.43

%

Advisor Class

12/4/2015

 

 

 

 

 

 

 

 

 

 

Return before taxes

 

 

4.36

%

 

6.30

%

 

8.16

%#

Premier Class

9/30/2009

 

 

 

 

 

 

 

 

 

 

Return before taxes

 

 

4.36

%

 

6.23

%

 

8.05

%

Retirement Class

10/1/2002

 

 

 

 

 

 

 

 

 

 

Return before taxes

 

 

4.45

%

 

6.13

%

 

7.94

%

Retail Class

10/1/2002

 

 

 

 

 

 

 

 

 

 

Return before taxes

 

 

4.53

%

 

6.08

%

 

7.89

%

                       

Russell Midcap ® Value Index

 

 

 

 

 

 

 

 

 

 

(reflects no deductions for fees, expenses or taxes)

 

 

4.96

%

 

9.73

%

 

10.49

%

                       

Current performance of the Fund’s shares may be higher or lower than that shown above.

#

The performance shown for the Advisor Class that is prior to its inception date is based on performance of the Institutional Class. The performance for these periods has not been restated to reflect the actual expenses of the Advisor Class. If these actual expenses had been reflected, the performance of the Advisor Class shown for these periods would have been different because the Advisor Class has different expenses than the Institutional Class.

 

After-tax returns are calculated using the historical highest individual federal marginal income tax rates in effect during the periods shown and do not reflect the impact of state and local taxes. Actual after-tax returns depend on the investor’s tax situation and may differ from those shown. The after-tax returns shown are not relevant to investors who hold their Fund shares through tax-deferred arrangements such as 401(a), 401(k) or 403(b) plans or Individual Retirement Accounts (IRAs). After-tax returns are shown for only one class, and after-tax returns for other classes will vary.

 

Portfolio management

Investment Adviser. The Fund’s investment adviser is Teachers Advisors, LLC.

Portfolio Managers. The following persons are primarily responsible for the management of the Fund on a day-to-day basis:

     
     

Name:

David Chalupnik, CFA

Evan Staples, CFA

Title:

Senior Managing Director

Managing Director

Experience on Fund:

since 2020

since 2020

Purchase and sale of Fund shares

Institutional Class shares are available for purchase directly from the Fund by certain eligible investors (which include employee benefit plans and financial

46     Prospectus    TIAA-CREF U.S. Equity Funds


intermediaries). Advisor Class shares are available for purchase through certain financial intermediaries, employee benefit plans and insurance company separate accounts. Premier Class and Retirement Class shares are generally available for purchase through employee benefit plans, other types of savings plans or accounts and certain financial intermediaries. Retail Class shares are available for purchase through certain financial intermediaries or by contacting the Fund directly at 800-223-1200 or www.tiaa.org.

·   The minimum initial investment is $2 million and the minimum subsequent investment is $1,000 for Institutional Class shares, unless an investor purchases shares by or through financial intermediaries that have entered into an appropriate agreement with the Fund or its affiliates. Employee benefit plans, fee-based managed account programs (“wrap accounts”), state sponsored 529 college savings plans, collective trust funds, investment companies or other pooled investment vehicles, thrifts and bank and trust companies that have entered into agreements to offer Institutional Class shares held in omnibus accounts on the books of the Fund are exempt from initial and subsequent investment minimums.

·   There are no minimum initial or subsequent investment requirements for Advisor Class, Premier Class or Retirement Class shares.

·   The minimum initial investment for Retail Class shares is $2,000 per Fund account for Traditional IRA, Roth IRA and Coverdell accounts and $2,500 for all other account types. Subsequent investments for all account types must be at least $100.

Redeeming or Exchanging Shares. You can redeem (sell) or exchange your shares of the Fund on any day that the New York Stock Exchange (“NYSE”) or its affiliated exchanges, NYSE Arca Equities or NYSE American, are open for trading (each such day a “Business Day”). Exchanges may be made for shares of the same share class of other funds offered by the Trust. If your shares are held through a third party, please contact that entity for applicable redemption or exchange requirements. If your shares are held directly with the Fund, contact the Fund directly in writing or by telephone.

Tax information

The Fund intends to make distributions to shareholders that may be taxed as ordinary income or capital gains. Distributions made to tax-exempt shareholders or shareholders who hold Fund shares in a tax-deferred account are generally not subject to income tax in the current year, but redemptions made from tax-deferred accounts may be subject to income tax.

Payments to broker-dealers and other financial intermediary compensation

If you purchase shares of the Fund through a broker-dealer or other financial intermediary (such as a bank), the Fund and/or its related companies may pay the financial intermediary for providing investor services. The Fund’s related

TIAA-CREF U.S. Equity Funds    Prospectus     47


companies may also pay the financial 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 financial intermediary and your salesperson to recommend the Fund over another investment. Ask your salesperson or visit your financial intermediary’s website for more information.

48     Prospectus    TIAA-CREF U.S. Equity Funds


 

Summary information

TIAA-CREF Quant Small-Cap Equity Fund

Investment objective

The Fund seeks a favorable long-term total return, mainly through capital appreciation, primarily from equity securities of smaller domestic companies.

Fees and expenses

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

SHAREHOLDER FEES (fees paid directly from your investment)

                         
 

Institutional
Class

 

Advisor
Class

 

Premier
Class

 

Retirement Class

 

Retail Class

 

Class W

 

Maximum sales charge imposed on purchases (percentage of offering price)

0%

 

0%

 

0%

 

0%

 

0%

 

0%

 

Maximum deferred sales charge

0%

 

0%

 

0%