Securian Funds Trust Seeks Shareholder Vote for Board Compliance

TL;DR

**Vote FOR the Securian Funds Trust trustee nominees to ensure regulatory compliance and board stability; it's a no-brainer for long-term governance.**

AI Summary

Securian Funds Trust, an open-end management investment company, is holding a special meeting on November 17, 2025, to elect four trustees. This DEF 14A filing details the proposal to elect Ms. Julie K. Getchell, Mr. Brian E. Gustafson, and Ms. Wan-Chong Kung as Independent Trustees, and Ms. Suzette E. Huovinen as an Interested Trustee. Ms. Getchell was previously elected by shareholders on January 6, 2017, while Mr. Gustafson and Ms. Kung were appointed in October 2022 and have not yet been elected by shareholders. Ms. Huovinen, currently President of Securian Funds Trust and Securian Asset Management, Inc., and Chair of the Board, is a new nominee. The election is crucial for the Trust to remain compliant with Section 16 of the 1940 Act, which mandates that a majority of trustees must be shareholder-elected. The Board of Trustees unanimously recommends voting 'FOR' all trustee nominees, emphasizing the need for a fully shareholder-elected board to ensure future flexibility in appointments.

Why It Matters

This trustee election is critical for Securian Funds Trust to maintain regulatory compliance under the 1940 Act, specifically Section 16, which dictates shareholder election of trustees. For investors in variable life insurance policies and variable annuity contracts offered by Minnesota Life Insurance Company and Securian Life Insurance Company, this ensures proper governance and oversight of their underlying investment options. The move to a fully shareholder-elected board provides long-term stability and flexibility in board appointments, potentially enhancing investor confidence and competitive positioning against other fund trusts.

Risk Assessment

Risk Level: low — The risk level is low because the proposal is a routine governance matter aimed at ensuring compliance with Section 16 of the 1940 Act. The Board of Trustees unanimously recommends voting 'FOR' the election of all four trustee nominees, indicating internal alignment and a clear path to maintaining regulatory standing.

Analyst Insight

Investors should vote 'FOR' the election of all trustee nominees as recommended by the Board. This action supports the Trust's regulatory compliance and strengthens its governance structure, which is beneficial for the long-term stability of the underlying funds.

Financial Highlights

debt To Equity

N/A

revenue

$N/A

operating Margin

N/A%

total Assets

$N/A

total Debt

$N/A

net Income

$N/A

eps

$N/A

gross Margin

N/A%

cash Position

$N/A

revenue Growth

+N/A%

Key Numbers

• November 17, 2025 — Date of Special Meeting (Deadline for voting instructions is 9:00 a.m. Central Time on this date)
• September 30, 2025 — Record Date (Date for determining Contract Owners entitled to vote)
• 4 — Number of Trustee Nominees (Four individuals are being proposed for election to the Board of Trustees)
• 2022 — Appointment Year for Gustafson and Kung (Mr. Gustafson and Ms. Kung were appointed as Independent Trustees in October 2022 but not yet elected by shareholders)
• 2017 — Election Year for Getchell (Ms. Getchell was previously elected by shareholders on January 6, 2017)
• 1940 Act — Governing Regulation (Section 16 of this act requires a majority of trustees to be elected by shareholders)
• 2 — Number of Audit Committee Meetings (The Audit Committee met two times during the past fiscal year)
• 1 — Number of Governance Committee Meetings (The Governance Committee met one time during the past fiscal year)
• 4 — Number of Board Meetings (The Board of Trustees held four regularly scheduled meetings during the past fiscal year)
• 75 — Trustee Retirement Age (Trustees retire at the meeting coinciding with or following their 75th birthday)

Key Players & Entities

• Securian Funds Trust (company) — Registrant and open-end management investment company
• Julie K. Getchell (person) — Independent Trustee Nominee, Lead Independent Trustee since October 31, 2024
• Brian E. Gustafson (person) — Independent Trustee Nominee, Audit Committee Chair since October 31, 2024
• Wan-Chong Kung (person) — Independent Trustee Nominee, Governance Committee Chair
• Suzette E. Huovinen (person) — Interested Trustee Nominee, President of Securian Funds Trust and Securian Asset Management, Inc., Chair of the Board
• Securian Asset Management, Inc. (company) — Investment adviser to the Trust
• Minnesota Life Insurance Company (company) — Issuer of variable life insurance policies and variable annuity contracts
• Securian Life Insurance Company (company) — Affiliated life insurance company, issuer of variable life insurance policies and variable annuity contracts
• Linda L. Henderson (person) — Retired Independent Trustee as of July 25, 2024
• David M. Kuplic (person) — Retired Interested Trustee as of July 24, 2025

FAQ

Risk Factors

• Compliance with Section 16 of the 1940 Act [high — regulatory]: The Trust must ensure a majority of its trustees are elected by shareholders to remain compliant with Section 16 of the Investment Company Act of 1940. Failure to meet this requirement could lead to regulatory issues and impact the Trust's operational flexibility.
• Trustee Appointment and Shareholder Election Process [medium — operational]: The current situation where some trustees (Gustafson and Kung appointed in 2022) have not yet been elected by shareholders poses a potential operational risk. The upcoming meeting on November 17, 2025, is critical to rectify this and ensure proper governance.

Industry Context

Securian Funds Trust operates within the competitive landscape of investment companies offering underlying assets for variable insurance and annuity products. The industry is characterized by a strong emphasis on regulatory compliance, particularly the Investment Company Act of 1940, which governs fund operations and trustee elections. Trends include a focus on fee transparency, product innovation to meet evolving investor needs, and the increasing importance of independent board oversight.

Regulatory Implications

The primary regulatory implication for Securian Funds Trust is adherence to Section 16 of the 1940 Act, which requires a majority of trustees to be elected by shareholders. This special meeting is a direct response to ensure ongoing compliance and maintain operational flexibility. Failure to meet these requirements could result in regulatory scrutiny and potential sanctions.

What Investors Should Do

1. Review the proxy statement carefully to understand the qualifications of each trustee nominee.
2. Vote 'FOR' all trustee nominees to ensure the Trust maintains compliance with the 1940 Act and supports a fully shareholder-elected board.
3. Submit voting instructions by the deadline of 9:00 a.m. Central Time on November 17, 2025, to ensure your vote is counted.
4. Contact (855) 750-2019 if you have any questions regarding the proxy materials or the voting process.

Key Dates

• 2025-11-17: Special Meeting of Shareholders — This is the date for the election of trustees, crucial for the Trust's compliance with the 1940 Act. Voting instructions must be received by 9:00 a.m. Central Time on this date.
• 2025-09-30: Record Date — Determines which Contract Owners are entitled to provide voting instructions for the special meeting. This date is critical for identifying eligible voters.
• 2017-01-06: Ms. Julie K. Getchell elected by shareholders — Indicates a portion of the board has prior shareholder approval, contributing to the Trust's governance history.
• 2022-10: Mr. Brian E. Gustafson and Ms. Wan-Chong Kung appointed — These trustees were appointed but have not yet been elected by shareholders, highlighting the importance of the upcoming meeting for their formal election.
• 2025-10-01: Proxy Statement and Notice of Meeting mailed — Marks the official commencement of the proxy solicitation period, providing shareholders with information and the opportunity to vote.

Glossary

DEF 14A

A filing with the U.S. Securities and Exchange Commission (SEC) that provides detailed information about a company's annual meeting, including proposals to be voted on by shareholders. (This document is the proxy statement for Securian Funds Trust, outlining the proposal to elect trustees and providing necessary information for shareholders to make informed voting decisions.)

1940 Act

The Investment Company Act of 1940, a U.S. federal law that regulates the organization of companies, including mutual funds, that engage in the business of investing and trading in securities. (Section 16 of this act mandates that a majority of a registered investment company's trustees must be elected by shareholders, a key compliance requirement for Securian Funds Trust.)

Open-end management investment company

A type of investment company that continuously offers a large number of redeemable securities (mutual fund shares) at their net asset value. (Securian Funds Trust is structured as an open-end management investment company, meaning it operates as a mutual fund complex.)

Variable Products

Financial products, such as variable life insurance policies or variable annuity contracts, where the value of the product is tied to the performance of underlying investment options, often mutual funds. (The Funds of Securian Funds Trust serve as investment options within these Variable Products issued by Minnesota Life Insurance Company and Securian Life Insurance Company.)

Contract Owners

Individuals who own variable life insurance policies or variable annuity contracts that utilize the funds of Securian Funds Trust as investment options. (These individuals are entitled to provide voting instructions to the Participating Insurance Companies, who then vote the shares of the Funds held in their separate accounts.)

Interested Trustee

A trustee who is an 'interested person' as defined by the 1940 Act, typically due to affiliations with the investment adviser, principal underwriter, or other service providers of the fund complex. (Ms. Suzette E. Huovinen is nominated as an Interested Trustee, highlighting the distinction between interested and independent trustees within the Trust's governance structure.)

Independent Trustee

A trustee who is not an 'interested person' as defined by the 1940 Act, providing an independent oversight role for the fund complex. (Ms. Julie K. Getchell, Mr. Brian E. Gustafson, and Ms. Wan-Chong Kung are nominated as Independent Trustees, crucial for maintaining the independence of the Board.)

Year-Over-Year Comparison

This filing is a DEF 14A for a special meeting focused on trustee elections, not an annual report. Therefore, direct year-over-year comparisons of financial metrics like revenue or net income are not applicable. The key focus is on governance and compliance with the 1940 Act, specifically the requirement for shareholder-elected trustees, which is the primary driver for this specific filing.

Filing Documents

• d98078ddef14a.htm (DEF 14A) — 197KB
• g98078g00t01.jpg (GRAPHIC) — 25KB
• g98078g00t02.jpg (GRAPHIC) — 22KB
• 0001193125-25-234316.txt ( ) — 257KB
• S000001671
• C000004536
• S000024505
• C000072676
• C000072677
• S000024506
• C000072678
• C000072679
• S000024507
• C000072680
• C000072681
• S000024510
• C000072686
• C000072687
• S000040621
• C000125912
• S000045238
• C000140836
• S000045239
• C000140837
• S000045240
• C000140838
• C000140839
• S000045241
• C000140840
• S000051601
• C000162345

From the Filing

DEF 14A 1 d98078ddef14a.htm DEF 14A DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material under 240.14a-12 Securian Funds Trust (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check the appropriate box): No fee required. Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. (1) Title of each class of securities to which transaction applies: (2) Aggregate number of securities to which transaction applies: (3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined): (4) Proposed maximum aggregate value of transaction: (5) Total fee paid: Fee paid previously with preliminary materials. Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. (1) Amount Previously Paid: (2) Form, Schedule or Registration Statement No.: (3) Filing Party: (4) Date Filed: SECURIAN FUNDS TRUST c/o Securian Asset Management, Inc. 400 Robert Street North Saint Paul, Minnesota 55101-2098 SFT Core Bond Fund SFT Macquarie Small Cap Growth Fund SFT Balanced Stabilization Fund (formerly SFT Delaware Ivy Small Cap Growth Fund) SFT Equity Stabilization Fund SFT Real Estate Securities Fund SFT Index 400 Mid-Cap Fund SFT T. Rowe Price Value Fund SFT Index 500 Fund SFT Wellington Core Equity Fund SFT Government Money Market Fund SFT Macquarie Growth Fund (formerly SFT Delaware Ivy Growth Fund) (each, a "Fund", and collectively the "Funds") Dear Contract Owner: Enclosed is a proxy statement that contains an important proposal (the "Proposal") affecting the funds (each, a "Fund" and collectively, the "Funds") of Securian Funds Trust (the "Trust"). Each Fund serves as an investment option under variable life insurance policies or variable annuity contracts (collectively, the "Variable Products") issued by Minnesota Life Insurance Company or Securian Life Insurance Company. The Proposal does not seek to change the benefits or provisions of the Variable Products. As an owner of a variable life insurance policy or variable annuity contract as of September 30, 2025, you have a beneficial interest in one or more of the Funds and are entitled to vote on the Proposal. The Board of Trustees of the Trust unanimously recommends that you vote " FOR " the Proposal. Detailed information about the Proposal is contained in the enclosed Proxy Statement. Please read the Proxy Statement and consider it carefully before providing your voting instruction. You may exercise your right to provide voting instructions by completing, signing, and returning the enclosed voting instruction form or by voting online by visiting the website listed on the voting instruction form. A self-addressed, postage-paid envelope has been provided for your convenience. It is very important that your voting instructions be received no later than 9:00 a.m. Central Time, on November 17, 2025. We appreciate your participation and prompt response to this matter and thank you for your continued support. If you have any questions regarding the enclosed proxy materials please call (855) 750-2019 (toll-free) Monday through Friday, between 9:00 a.m. and 5:00 p.m. Central Time. Sincerely, Suzette E. Huovinen President, Securian Funds Trust NOTICE OF SPECIAL MEETING OF SHAREHOLDERS TO BE HELD ON NOVEMBER 17, 2025 To the shareholders of the Funds, each a series of Securian Funds Trust, a Delaware statutory trust (the "Trust"), and to the defined below) who are entitled to give voting instructions to the shareholders of the Funds: NOTICE IS HEREBY GIVEN that the Trust will hold a special meeting of the shareholders of the Funds on November 17, 2025, and at any adjournments or postponements thereof (the "Meeting"), at 9:00 a.m. Central Time, at the offices of Securian Asset Management, Inc. ("Securian AM" or the "Adviser"), the investment adviser to the Trust, located at 400 Robert Street North, Saint Paul, Minnesota 55101-2098, for the following purposes: 1. To elect trustees of the Trust; and 2. To vote on any other business t

View Full Filing

View this DEF 14A filing on SEC EDGAR