M Fund N-CSRCertified annual shareholder report (management investment company)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

with a Copy to:

Cynthia Beyea

Eversheds Sutherland LLP

700 Sixth Street, N.W.

Washington, D.C. 20001-3980

Item 1. Reports to Stockholders.

M FUND, INC.

M International Equity Fund

M Large Cap Growth Fund

M Capital Appreciation Fund

M Large Cap Value Fund

Annual Report
December 31, 2022

M Fund, Inc.

PRESIDENT'S LETTER

Dear Contract Owners:

We are pleased to share the financial condition of M Fund, Inc. (the "Corporation") as presented in the following Annual Report dated December 31, 2022. Total assets under management at year end 2022 were $728 million.

Sub-Advisers to the portfolios, under the direction of M Financial Investment Advisers, Inc., the investment adviser to the Corporation, have prepared the attached discussion of results for each portfolio of the Corporation for the year ended December 31, 2022.

Sub-Advisers to the portfolios of the Corporation are: Dimensional Fund Advisors LP for the M International Equity Fund, DSM Capital Partners LLC for the M Large Cap Growth Fund, Frontier Capital Management Company, LLC for the M Capital Appreciation Fund and Brandywine Global Investment Management, LLC for the M Large Cap Value Fund.

On behalf of the Corporation's Board of Directors, M Financial Investment Advisers, Inc. and the Corporation's participating insurance carriers, we thank you for your business and remain committed to providing investment opportunities that add value to our clients in the upcoming year.

Sincerely,

ERIK BJORVIK

President
M Fund, Inc.

M INTERNATIONAL EQUITY FUND (Unaudited)

Performance

For the twelve months ended December 31, 2022, the M International Equity Fund had a return of -14.16% (net of management fees) versus a total return (including reinvestment of dividends) of -16.00% for its benchmark, the MSCI All Country World ex USA Index (net dividends)¹.

Market Environment/Conditions

In U.S. dollar terms, global ex U.S. equity markets returned -16.58%, as reflected by the MSCI All Country World ex USA IMI (net dividends), for the year. Developed ex U.S. markets returned -15.26% as measured by the MSCI World ex USA IMI (net dividends) and emerging markets returned -19.83% as measured by the MSCI Emerging Markets IMI (net dividends). In both developed and emerging markets, most currencies depreciated versus the U.S. dollar.

Theoretical and empirical research suggests that investors can systematically pursue higher expected returns by targeting the size, relative price, and profitability² dimensions in equity markets. Dimensional Fund Advisors LP integrates these dimensions to emphasize stocks with smaller market capitalizations, lower relative prices, and higher profitability.

Along the market capitalization dimension, small caps (MSCI All Country World ex USA Small Cap Index, net dividends) underperformed large caps (MSCI All Country World ex USA Index, net dividends) by 3.97% for the year. Mid caps (MSCI All Country World ex USA Mid Cap Index, net dividends), a subset of the MSCI All Country World ex USA Index universe, outperformed small caps (MSCI All Country World ex USA Small Cap Index, net dividends) by 0.90% and underperformed large caps (MSCI All Country World ex USA Index, net dividends) by 3.07%.

Along the relative price dimension, large cap value stocks (MSCI All Country World ex USA Value Index, net dividends) outperformed large cap growth stocks (MSCI All Country World ex USA Growth Index, net dividends) by 14.46%, and small cap value stocks (MSCI All Country World ex USA Small Cap Value Index, net dividends) outperformed small cap growth stocks (MSCI All Country World ex USA Small Cap Growth Index, net dividends) by 12.46%.

High profitability stocks underperformed low profitability stocks within both large caps and small caps.

Performance of the premiums may vary depending on the particular segment of the market under analysis.

Fund Review/Current Positioning

The M International Equity Fund outperformed the MSCI All Country World ex USA Index (net dividends) by 1.84% for the period. With low relative price (value) stocks outperforming high relative price (growth) stocks, the Fund's greater emphasis on value stocks contributed positively to performance relative to the benchmark. At the country level, the portfolio's underweight to Russia also contributed positively to relative performance as Russian stocks underperformed over the period.

Dimensional Fund Advisors LP
Investment Sub-Adviser to the M International Equity Fund

Performance represented is net of fees. The foregoing reflects the thoughts and opinions of Dimensional Fund Advisors LP exclusively and is subject to change without notice. The information provided in this material should not be considered a recommendation to purchase or sell any particular security. It should not be assumed that any security transactions, holdings, or sectors discussed were or will be profitable, or that the investment recommendations or decisions we make in the future will be profitable or will equal the investment performance discussed herein. Strategies discussed are subject to change at any time by the investment manager in its discretion due to market conditions or opportunities. Market conditions may impact performance. The performance results presented were achieved in particular market conditions which may not be repeated. Moreover, the current market volatility and uncertain regulatory environment may have a negative impact on future performance. Portfolio characteristics are as of December 31, 2022. Please note that all indices are unmanaged and are not available for direct investment.

This commentary may include statements that constitute "forward looking statements" under the U.S. securities laws. Forward-looking statements include, among other things, projections, estimates, and information about possible or future results related to the Fund, market or regulatory developments. The views expressed above are not guarantees of future performance or economic results and involve certain risks, uncertainties and assumptions that could cause actual outcomes and results to differ materially from the views expressed herein. The views expressed above are subject to change at any time based upon economic, market, or other conditions and the subadvisory firm undertakes no obligation to update the views expressed herein. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. The views expressed above (including any forward-looking statement) may not be relied upon as investment advice or as an indication of the Fund's trading intent. Information about the Fund's holdings, asset allocation or country diversification is historical and is not an indication of future Fund composition, which may vary. Direct investment in any index is not possible. The performance of any index mentioned in this commentary has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. In addition, the returns do not reflect additional fees charged by separate accounts or variable insurance contracts that an investor in the Fund may pay. If these additional fees were reflected, performance would have been lower.

COMPARISON OF CHANGE IN VALUE OF $10,000 INVESTMENT IN
THE M INTERNATIONAL EQUITY FUND AND THE MSCI AC WORLD ex USA INDEX (Unaudited)

The M International Equity Fund's total return is calculated net of Investment Advisory Fees and operating expenses. Performance figures represent past performance and are not indicative of future performance of the M International Equity Fund or Index. Share value will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original investment. Please note that all indices are unmanaged, do not incur expenses, and are not available for direct investment. Persons who invest in the M International Equity Fund through a variable annuity or variable life insurance contract should note this graph does not reflect separate account expenses deducted by the insurance company.

+  Effective May 1, 2014, the Fund changed its benchmark index from the MSCI EAFE Index to the MSCI AC World ex USA Index. The MSCI AC World ex USA Index is more representative of the Fund's investment portfolio than its previous index.

MSCI ACWI (ALL COUNTRY WORLD INDEX) ex USA INDEX

¹ The MSCI ACWI (All Country World Index) ex USA Index is a free float-adjusted market capitalization weighted index that is designed to measure the equity market performance of developed and emerging markets excluding the US. Investors cannot invest directly in an Index.

² Profitability is measured as operating income before depreciation and amortization minus interest expense, scaled by book.

M LARGE CAP GROWTH FUND (Unaudited)

Performance

For the twelve months ended December 31, 2022, the M Large Cap Growth Fund had a return of -25.41% (net of management fees) versus a total return (including reinvestment of dividends) of -29.14% for its benchmark, the Russell 1000^® Growth Index¹.

Market Environment/Conditions

In DSM Capital Partners LLC's ("DSM's") view, the most important factor driving equity and debt markets during 2022 was the realization earlier in the year that inflation would not peak, and therefore decline, until the Federal Reserve tightened monetary policy by raising interest rates significantly. Once investors understood this situation, there was a sharp decline in the valuations of debt, equity, real estate and most other asset classes.

DSM continues to believe that there is light at the end of the tunnel because money supply is at an historically low growth rate. Given DSM's belief that money supply drives inflation, with money supply growth substantially tightened it is not surprising that inflation appears to have peaked and begun to subside over the last few months. As additional data points are announced confirming the downward direction of inflation, it is possible that equity markets will respond by trending upward.

Since the financial crisis in 2008 and 2009, returns on stocks, bonds/credit, private equity, real estate and more were driven by artificially low interest rates set by central banks, which included negative yields on government bonds throughout Europe and Japan. As a result, extreme valuation and return distortions were created in most, if not virtually all asset classes. Although some stocks with extreme valuations have declined significantly over the past year, DSM believes there are many companies with stretched valuations that might fall further regardless of whether interest rates move higher or remain stable over the coming year.

While a global economic downturn certainly remains possible, at this point the severity of a recession appears to be limited and a global "muddle through" scenario is a possibility. In the United States, the economy continues to grind forward, albeit at a slower pace, driven by the strength of consumer spending. Although higher interest rates have put the brakes on the U.S. housing sector, employment remains strong with low unemployment and solid wage gains. On its own, the steady employment outlook may be enough for the Federal Reserve to continue to raise rates, however, in DSM's view, it is more important that the Fed tame inflationary wage gains than worry about the unemployment rate.

Fund Review/Current Positioning

There have been a number of changes to the Fund's portfolio over the last several quarters, as DSM has utilized the decline in the market to make opportunistic purchases of a number of new securities. DSM's goal is to position the portfolio for the long-term with investments in dominant "New Era" technology-driven business franchises. These businesses have much in common including leading market positions, sustainable technological advantages, few potential new competitors, little pricing pressure, long runways of revenue growth, and stable cost structures, all of which DSM believes should lead to predictable earnings growth. DSM will continue to initiate and add to positions opportunistically, as they believe ongoing investor concerns over high inflation and rising interest rates will result in continued volatility.

At year-end, the M Large Cap Growth Fund was invested in the communication services, consumer discretionary, consumer staples, financials, health care, information technology and materials sectors. Over the

reporting period, the Fund outperformed the benchmark as a result of stock selections in the health care, consumer discretionary and financials sectors. The Fund's underweight of the consumer discretionary sector and overweight in financials versus the benchmark also benefitted performance. DSM's stock selection and slight overweight of the communication services sector detracted from performance in the period. By security, the top five contributors to the Fund's performance for the year were Neurocrine Biosciences, O'Reilly Automotive, Burlington Stores, Boston Scientific and UnitedHealth Group. The five positions which contributed the least in the period were Alphabet, Meta Platforms, Microsoft, Amazon.com and PayPal Holdings.

In DSM's view, ongoing rate increases by the Federal Reserve and ECB will continue to lower inflation, until the banks decide to pause the "rate increase" cycle. While it's not certain when this will occur, DSM would guess over the first half of this year. Once clear signs of persistently declining inflation emerge and central bank rate increases are indeed paused, there may well be a bullish response from global equity markets. Importantly, in DSM's opinion, the earnings power of the companies in the Fund portfolio remains largely intact. Given the economic resilience of the portfolio, along with its reasonable valuation and a normalized mid-to-high-teens earnings growth rate going forward, DSM continues to believe that this is an attractive time to be a holder of premier quality growth businesses.

DSM Capital Partners LLC
Investment Sub-Adviser to the M Large Cap Growth Fund

Performance represented is net of fees. The foregoing reflects the thoughts and opinions of DSM Capital Partners LLC exclusively and is subject to change without notice. The information provided in this material should not be considered a recommendation to purchase or sell any particular security. It should not be assumed that any security transactions, holdings, or sectors discussed were or will be profitable, or that the investment recommendations or decisions we make in the future will be profitable or will equal the investment performance discussed herein. Strategies discussed are subject to change at any time by the investment manager in its discretion due to market conditions or opportunities. Market conditions may impact performance. The performance results presented were achieved in particular market conditions which may not be repeated. Moreover, the current market volatility and uncertain regulatory environment may have a negative impact on future performance. Portfolio characteristics are as of December 31, 2022. Please note that all indices are unmanaged and are not available for direct investment.

This commentary may include statements that constitute "forward looking statements" under the U.S. securities laws. Forward-looking statements include, among other things, projections, estimates, and information about possible or future results related to the Fund, market or regulatory developments. The views expressed above are not guarantees of future performance or economic results and involve certain risks, uncertainties and assumptions that could cause actual outcomes and results to differ materially from the views expressed herein. The views expressed above are subject to change at any time based upon economic, market, or other conditions and the subadvisory firm undertakes no obligation to update the views expressed herein. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. The views expressed above (including any forward-looking statement) may not be relied upon as investment advice or as an indication of the Fund's trading intent. Information about the Fund's holdings, asset allocation or country diversification is historical and is not an indication of future Fund composition, which may vary. Direct investment in any index is not possible. The performance of any index mentioned in this commentary has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. In addition, the returns do not reflect additional fees charged by separate accounts or variable insurance contracts that an investor in the Fund may pay. If these additional fees were reflected, performance would have been lower.

COMPARISON OF CHANGE IN VALUE OF $10,000 INVESTMENT IN
THE M LARGE CAP GROWTH FUND AND THE RUSSELL 1000 GROWTH INDEX (Unaudited)

The M Large Cap Growth Fund's total return is calculated net of Investment Advisory Fees and operating expenses. Performance figures represent past performance and are not indicative of future performance of the M Large Cap Growth Fund or Index. Share value will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original investment. Please note that all indices are unmanaged, do not incur expenses, and are not available for direct investment. Persons who invest in the M Large Cap Growth Fund through a variable annuity or variable life insurance contract should note this graph does not reflect separate account expenses deducted by the insurance company.

RUSSELL 1000^® GROWTH INDEX

¹ The Russell 1000^® Growth Total Return Index includes dividends reinvested in the Russell 1000^® Growth Index as reported by the Russell Company. The Russell 1000^® Growth Index is a capitalization weighted index containing over 600 widely held securities with growth characteristics. DSM uses the Russell 1000^® Growth Index as a benchmark because its average market capitalization is similar to that of the M Large Cap Growth Fund, and it is an industry standard. Characteristics of any benchmark may differ materially from accounts managed by DSM. Investors cannot invest directly in an Index.

M CAPITAL APPRECIATION FUND (Unaudited)

Performance

For the twelve months ended December 31, 2022, the M Capital Appreciation Fund had a return of -18.14% (net of management fees) versus a total return (including reinvestment of dividends) of -18.37% for its benchmark, the Russell 2500^® Index¹.

Market Environment/Conditions

After three quarters of sequential declines, equities managed a moderate rebound during the fourth quarter, rising from their third quarter lows as signs of slowing inflation drove expectations for less aggressive action from the Federal Reserve.

Global markets linger in a state of flux as investors await incremental data on the health of the economy, rates of inflation and the labor market. For U.S. equities in particular, Federal Reserve rate decisions, meeting notes, CNBC interviews with regional Federal Reserve governors and Powell's public speaking calendar feed the 24-hour news cycle, which can be either a great source of frustration or relief, depending on the moment. What was once good news is now bad news, and what were once red flags signaling the onset of recession are now applauded by investors. The fact remains that the U.S. consumer has continued to embrace post-pandemic life with spending on travel, entertainment and a decent holiday retail season. Inflation has shown signs of abating with many input costs making remarkable progress toward returning to normal. Yet, the Federal Reserve maintains focus on the strength of the labor market as overheated demand presents the greatest risk of generating a long-term structural inflation problem. Across corporate America, expectations for a recession are increasingly a consensus view with debate mostly around the edges concerning the potential depth and length. This tug of war between a hawkish Federal Reserve and early signs of recession will likely drive the ebb and flow of the equities markets in coming months.

Fortunately the growth-at-any-price market witnessed from 2017-2020 continues to unravel in the face of higher interest rates, and investors are focusing on earnings, cash flow and valuation—all key components of our investment philosophy. Inflationary pressures continue to be an area of concern; however, the Fund is well positioned by owning companies with pricing power at valuations less susceptible to multiple compression as rates increase. Our focus is on positioning the portfolio for when we exit this period of uncertainty and we are seizing chances to buy unique franchises at attractive prices. We are excited about the opportunities we have uncovered in recent quarters and believe we have set up Capital Appreciation for solid performance in years to come.

Fund Review/Current Positioning

On a net-of-fees basis the Fund outperformed the Russell 2500^® Index as positive stock selection was partially offset by a negative allocation effect. The portfolio exhibited positive selection in health care, energy, technology, and financials offset somewhat by weak performance of consumer discretionary holdings. Overweight industry allocations to consumer discretionary and technology stocks were a drag on performance as well as underweight positions in consumer staples, energy and utilities. With the exception of energy, where stocks have been propped up by the ongoing war in Ukraine, the overall portfolio behavior is largely consistent with our positioning for longer-term earnings growth as more defensive industries tended to outperform the overall index.

Health care produced by far the largest amount of stock selection for the year, but interestingly none of the top ten contributing stocks were from that industry. Outperformance in 2022 was better described by what we didn't own as opposed to what we did. While some health care holdings such as Insulet (+11%), Acadia Health (+35%) and United Therapeutics (+29%) performed quite well, the positive selection resulted largely from not owning

expensive biotech stocks. The Capital Appreciation portfolio generally avoids biotech stocks due to volatility and the binary nature of their investment outcomes, and our skepticism was rewarded during 2022. The biotechnology sector materially underperformed the market, declining 36% for the year as interest rates increased and speculative markets collapsed.

Strong performance of the Fund's energy holdings offset the portfolio's modest underweight to the group, with owned stocks increasing 53% versus 38% for the index. This outperformance stemmed from both exposure to traditional energy companies as well as renewable energy. Elevated oil and gas prices have prompted a resurgence in Exploration and Production (E&P) companies like Devon Energy (+51%) as well as the underlying service providers and distributors like MRC Global (+68%). On a short-term basis, supply shocks to the global energy supply from the Ukraine War have propped up energy prices, and we believe long-term structural supply shortages will remain as the world redefines its tolerance for energy dependency. On the renewables side, the Fund gained from its ownership of Array Technologies (+23%) and Shoals Technologies (82%), two companies that provide essential components to the solar power industry.

In financials, ownership of LPL Financial (+36%) and W.R. Berkeley Corporation (+34%) drove better than Index results. LPL Financial was the top contributor for the year as the company increasingly captured incremental returns on underlying customer cash balances with rising interest rates. Property and casualty insurance providers like W.R. Berkeley have continued to benefit from a healthy pricing environment and positive underwriting returns. We have trimmed both of these holdings given their relative performance and have redeployed capital elsewhere in the Fund.

Finally, consumer discretionary was the only negative industry of note representing four of the bottom ten performers. Accelerated inflation, higher interest rates and the potential for recession have given investors pause with many of these stocks despite the fact they reported better-than-expected earnings results. Volaris Aviation (-53%) and Caesars Entertainment (-56%) both traded down on fears of a slowdown in consumer spending. At current valuations we believe they remain compelling investment opportunities. The advertising space also has witnessed dramatic cuts in anticipation of a slowing economy. Two holdings in the portfolio exposed to digital advertising, Cardlytics (-91%) and Integral Ad Science (-60%), fell victim to the volatility in their respective customer bases. We continue to assess their competitive positioning, but thus far have decided to hold these positions as they provide differentiated products in an area that should see long-term secular growth despite the near-term challenges.

Frontier Capital Management Co., LLC
Investment Sub-Adviser to the M Capital Appreciation Fund

Performance represented is net of fees. The foregoing reflects the thoughts and opinions of Frontier Capital Management Co., LLC exclusively and is subject to change without notice. The information provided in this material should not be considered a recommendation to purchase or sell any particular security. It should not be assumed that any security transactions, holdings, or sectors discussed were or will be profitable, or that the investment recommendations or decisions we make in the future will be profitable or will equal the investment performance discussed herein. Strategies discussed are subject to change at any time by the investment manager in its discretion due to market conditions or opportunities. Market conditions may impact performance. The performance results presented were achieved in particular market conditions which may not be repeated. Moreover, the current market volatility and uncertain regulatory environment may have a negative impact on future performance. Portfolio characteristics are as of December 31, 2022. Please note that all indices are unmanaged and are not available for direct investment.

This commentary may include statements that constitute "forward looking statements" under the U.S. securities laws. Forward-looking statements include, among other things, projections, estimates, and information about possible or future results related to the Fund, market or regulatory developments. The views expressed above are not guarantees of future performance or economic results and involve certain risks, uncertainties and assumptions that could cause actual outcomes and results to differ materially from the views expressed herein. The views expressed above are subject to change at any time based upon economic, market, or other conditions and the subadvisory firm undertakes no obligation to update the views expressed herein. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. The views expressed above (including any forward-looking statement) may not be relied upon as investment advice or as an indication of the Fund's trading intent. Information about the Fund's holdings, asset allocation or country diversification is historical and is not an indication of future Fund composition, which may vary. Direct investment in any index is not possible. The performance of any index mentioned in this commentary has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. In addition, the returns do not reflect additional fees charged by separate accounts or variable insurance contracts that an investor in the Fund may pay. If these additional fees were reflected, performance would have been lower.

COMPARISON OF CHANGE IN VALUE OF $10,000 INVESTMENT IN
THE M CAPITAL APPRECIATION FUND AND THE RUSSELL 2500 STOCK INDEX (Unaudited)

The M Capital Appreciation Fund's total return is calculated net of Investment Advisory Fees and operating expenses. Performance figures represent past performance and are not indicative of future performance of the M Capital Appreciation Fund or Index. Share value will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original investment. Please note that all indices are unmanaged, do not incur expenses, and are not available for direct investment. Persons who invest in the M Capital Appreciation Fund through a variable annuity or variable life insurance contract should note this graph does not reflect separate account expenses deducted by the insurance company.

RUSSELL 2500^® INDEX

¹ The Russell 2500^® Index measures the performance of the small to mid-cap segment of the U.S. equity universe, commonly referred to as "smid" cap. The Russell 2500^® Index is a subset of the Russell 3000^® Index. It includes approximately 2500 of the smallest securities based on a combination of their market cap and current index membership. Investors cannot invest directly in an Index.

M LARGE CAP VALUE FUND (Unaudited)

Performance

For the twelve months ended December 31, 2022, the Fund had a return of -1.45% (net of management fees) versus a total return of -7.54% for its benchmark, the Russell 1000^® Value Index¹.

Market Environment/Conditions

Broad U.S. equity markets initially began the year where they left off in 2021 climbing higher. The ascent was short lived and quickly reversed course from the impact of skyrocketing inflation and the widespread effects of geopolitical concerns when Russia invaded Ukraine. The selloff accelerated into July with most indices in bear market territory. The Federal Reserve was caught flat footed with such a profound change in investor sentiment and was left to play catch up by aggressively tightening money supply through multiple rate hikes during the year. At the conclusion of 2022 the Fed had increased rates a total of seven times including an unprecedented four consecutive 75 basis point hikes. U.S. yield curves remained deeply inverted at the end of the year with a surge in short term rates signaling expectations for future economic slowdown. Inflation peaked in the middle of the year but remained at stubbornly high levels above 7% in stark contrast to the first two decades of this century which averaged in the more benign 2% - 2.5% range. Supply chain disruptions and excessive government stimulus in 2021 came to roost as the driving factors causing the spike in inflation. An environment of low inflation, lower volatility and low financing costs bodes well for growth investing which was the investing environment during the prior decade. The Fed also played a role to extend that environment by unnecessarily keeping interest rates low and providing monetary stimulus during that period whenever the economy or markets faltered. A high inflationary environment coupled with rising and markedly higher interest rates are strong headwinds to growth stocks which generally are afforded higher valuation multiples based on ever increasing future earnings or sales that eventually translate into earnings. However, those future earnings are more heavily discounted with rising interest rates especially for companies that borrow capital to fund their growth. The labor market remained resilient this year as an imbalance continued between labor supply and demand and the price of crude oil fell steadily from mid-June which helped equity indices rebound later in the year. Traditional value factors performed well overall during such a negative year and continued to do well even during the year end rebound. As expected, higher quality companies performed better as well as higher yielding companies which offered some offset to the price declines in the form of dividends. However lower share growth companies also acted more defensively during the year. Momentum was also effective, as stocks with the lowest momentum continued to lag and underperform.

Fund Review/Current Positioning

The Fund outperformed again by a sizable margin in a very different environment from last year. Amidst the broad-based selloff in 2022, with nearly all sectors across all styles posting negative returns, the portfolio outperformed by acting much more defensively and falling less than the Russell 1000^® value and the S&P 500. The benchmark recovered from deeply negative territory to only a loss of 7.5% while the portfolio was down less than 1% for the full year on a gross basis. All broad sectors had positive absolute returns in the final quarter and the majority were double digits. For the full year, the contrast remained as stark as it has been throughout the year with the energy sector having a second consecutive year returning greater than 50%. Other traditionally defensive sectors (utilities and consumer staples) eked out very minor positive returns, health care was essentially flat while the remaining sectors posted losses. The difference with 2021 was that the final quarter was again a very strong period of absolute returns however value was much better across the board. In a reversal from the year prior, the consumer discretionary sector was now the biggest detractor to relative performance while health care and real estate were larger contributors to the outperformance.

We began the year with a substantial overweight in the consumer discretionary sector which was the hardest hit in large value in the first half of the year. Supply chain challenges caused inventory shortage last year which was overcompensated with excessive inventory builds heading into a softening environment that translated into weak retail sales. We reduced the overweight in the sector after many underperforming holdings were sold in the first half and have remained in line with the benchmark weight for the second half and into 2023. Conversely being slightly underweight utilities, which was one of the few sectors that posted a positive absolute return, slightly detracted from the portfolio as the defensiveness of the utilities sector was rewarded during the selloff.

Three of the top five sectors with the biggest contribution to relative outperformance were ones that substantially lagged during the year and were each down more than 25%. The portfolio's largest sector contribution to outperformance came from the health care sector. The portfolio benefited from an underweight position in the medical devices group, which underperformed, and strong returns from Merck, McKesson in the health care distribution industry and the biotech firm AbbVie. The real estate sector is facing multiple headwinds with rising interest rates, dropping occupancy rates for offices and retailers, and residential and vacation real estate reeling from the hangover of such strong price appreciation last year. The spike in interest rates has the largest impact to the earnings of these companies due to the leverage they use for financing. Additionally with the increase in rates, higher yielding equities are no longer needed as a bond alternative with the spread collapsing between short term rates and REITs. The technology sector again lagged throughout the year and was the worst performing sector for the full year yet it was one of our biggest positive contributing sectors in the portfolio. The portfolio benefited from strong stock selection in software holdings and remaining underweight semiconductors which were mostly higher valuation stocks. Remaining focused on lower valuation technology companies such as Oracle and IBM and cycling out of the low momentum underperforming holdings is why this sector was the second largest contributor to relative returns the year. The communication services sector underperformed throughout the year and was the worst performing sector in the benchmark in both the third and fourth quarters. However, this resulted in a sizable benefit to the portfolio from both a large underweight in higher beta media and entertainment companies and above benchmark returns in our telecommunication holdings.

Turnover in the portfolio was back to pre-pandemic levels and was balanced between higher valuation sales that appreciated and became too expensive to own as well as from underperforming holdings sold due to low price momentum. The price momentum factor we use is a quantitative factor that helps to limit further losses in lower valuation companies. This factor was not the dominant reason for holdings being sold during a period of negative returns due to the widespread selloff in the marketplace. Predicted tracking error spiked higher in the portfolio after the annual benchmark rebalance in June so we had to consider and implement a few positioning changes to bring the tracking error back in range. By the end of the year, we were able to unwind those tracking error trades through the natural repositioning from our investment policy.

The largest reduction during the year was in the underperforming consumer discretionary sector followed by financials. We sold out of strong performing holdings in the industrials sector driven from higher valuations. This sector along with the communication services sector are the second largest underweights relative to the benchmark just behind real estate. At the end of the year, we sold out of one of our top ten holdings, Oracle, as valuations stretched beyond our hold range. Throughout the year we cycled out of underperforming small technology companies and cycled into other reasonably valued holdings. The total exposure in the technology sector is quite like how we started the year. Despite the strength over the past two years in the energy sector we again further increased our positioning in the sector making it the second biggest overweight sector. Earnings have more than kept pace with the rise in prices and some of the universe was still working through large share issuance from late 2020 and early 2021. The health care sector is now the largest sector in absolute terms as well as the largest relative overweight, followed by energy and financials. The financial sector is down four percentage points from the start of last year leaving the portfolio with the smallest overweight in four and a half years.

2022 was a lesson in persistence and adherence to a logical and academically supported investment discipline supported by a third of a century of investment experience. The broad U.S. equity markets were hit hard in reaction to inflation levels not seen in 40 years and aggressive rate increases by the Fed after over a decade of easy money and two years of COVID pandemic-related economic stimulation. Add to this mix labor shortages, high-priced scarce commodities, nuclear threats from Russia along with COVID lockdown chaos in China, and it is easy to understand why the markets remained in negative territory after such a strong year last year. In this environment, the portfolio remained focused on high-quality low valuation investing with a bias away from low momentum. This disciplined practice was rewarded as investors fled overpriced growth stocks as high interest rates elongated the reward horizon for companies more dependent on future rather than current earnings.

We continue our proven process, not expecting outperformance in every quarter or year but confident that the long term will be rewarded. Additionally, our research and 23 years of investing experience in this strategy suggests that value and large-cap value still have significant upside. We thank you for your continued support and look forward to the challenges of the new year.

Brandywine Global Investment Management, LLC
Investment Sub-Adviser to M Large Cap Value Fund

Performance represented is net of fees. The foregoing reflects the thoughts and opinions of Brandywine Global Investment Management, LLC exclusively and is subject to change without notice. The information provided in this material should not be considered a recommendation to purchase or sell any particular security. It should not be assumed that any security transactions, holdings, or sectors discussed were or will be profitable, or that the investment recommendations or decisions we make in the future will be profitable or will equal the investment performance discussed herein. Strategies discussed are subject to change at any time by the investment manager in its discretion due to market conditions or opportunities. Market conditions may impact performance. The performance results presented were achieved in particular market conditions which may not be repeated. Moreover, the current market volatility and uncertain regulatory environment may have a negative impact on future performance. Portfolio characteristics are as of December 31, 2022. Please note that all indices are unmanaged and are not available for direct investment.

This commentary may include statements that constitute "forward looking statements" under the U.S. securities laws. Forward-looking statements include, among other things, projections, estimates, and information about possible or future results related to the Fund, market or regulatory developments. The views expressed above are not guarantees of future performance or economic results and involve certain risks, uncertainties and assumptions that could cause actual outcomes and results to differ materially from the views expressed herein. The views expressed above are subject to change at any time based upon economic, market, or other conditions and the subadvisory firm undertakes no obligation to update the views expressed herein. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. The views expressed above (including any forward-looking statement) may not be relied upon as investment advice or as an indication of the Fund's trading intent. Information about the Fund's holdings, asset allocation or country diversification is historical and is not an indication of future Fund composition, which may vary. Direct investment in any index is not possible. The performance of any index mentioned in this commentary has not been adjusted for ongoing management, distribution and operating expenses, and sales charges applicable to mutual fund investments. In addition, the returns do not reflect additional fees charged by separate accounts or variable insurance contracts that an investor in the Fund may pay. If these additional fees were reflected, performance would have been lower.

COMPARISON OF CHANGE IN VALUE OF $10,000 INVESTMENT IN
THE M LARGE CAP VALUE FUND AND THE RUSSELL 1000 VALUE INDEX (Unaudited)

The M Large Cap Value Fund's total return is calculated net of Investment Advisory Fees and operating expenses. Performance figures represent past performance and are not indicative of future performance of the M Large Cap Value Fund or Index. Share value will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original investment. Please note that all indices are unmanaged, do not incur expenses, and are not available for direct investment. Persons who invest in the M Large Cap Value Fund through a variable annuity or variable life insurance contract should note this graph does not reflect separate account expenses deducted by the insurance company.

RUSSELL 1000^® VALUE INDEX

¹ Russell 1000^® companies with lower price-to-book ratios and lower forecasted growth. Investors cannot invest directly in an Index.

M International Equity Fund

SCHEDULE OF INVESTMENTS

December 31, 2022

The accompanying notes are an integral part of these financial statements.

M International Equity Fund

SCHEDULE OF INVESTMENTS (Continued)

December 31, 2022

The accompanying notes are an integral part of these financial statements.

M International Equity Fund

SCHEDULE OF INVESTMENTS (Continued)

December 31, 2022

The accompanying notes are an integral part of these financial statements.

M International Equity Fund

SCHEDULE OF INVESTMENTS (Continued)

December 31, 2022

The accompanying notes are an integral part of these financial statements.

M International Equity Fund

SCHEDULE OF INVESTMENTS (Continued)

December 31, 2022

The accompanying notes are an integral part of these financial statements.

M International Equity Fund

SCHEDULE OF INVESTMENTS (Continued)

December 31, 2022