0001193125-15-250228.txt : 20150710 0001193125-15-250228.hdr.sgml : 20150710 20150710143858 ACCESSION NUMBER: 0001193125-15-250228 CONFORMED SUBMISSION TYPE: 485BPOS PUBLIC DOCUMENT COUNT: 4 FILED AS OF DATE: 20150710 DATE AS OF CHANGE: 20150710 EFFECTIVENESS DATE: 20150710 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NATIONWIDE VLI SEPARATE ACCOUNT 4 CENTRAL INDEX KEY: 0001041357 IRS NUMBER: 314156830 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 485BPOS SEC ACT: 1933 Act SEC FILE NUMBER: 333-137202 FILM NUMBER: 15983468 BUSINESS ADDRESS: STREET 1: NATIONWIDE LIFE INSURANCE CO STREET 2: ONE NATIONWIDE PLAZA CITY: COLUMBUS STATE: OH ZIP: 43215 BUSINESS PHONE: 614-249-7111 MAIL ADDRESS: STREET 1: NATIONWIDE LIFE INSURANCE CO STREET 2: ONE NATIONWIDE PLAZA CITY: COLUMBUS STATE: OH ZIP: 43215 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NATIONWIDE VLI SEPARATE ACCOUNT 4 CENTRAL INDEX KEY: 0001041357 IRS NUMBER: 314156830 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 485BPOS SEC ACT: 1940 Act SEC FILE NUMBER: 811-08301 FILM NUMBER: 15983469 BUSINESS ADDRESS: STREET 1: NATIONWIDE LIFE INSURANCE CO STREET 2: ONE NATIONWIDE PLAZA CITY: COLUMBUS STATE: OH ZIP: 43215 BUSINESS PHONE: 614-249-7111 MAIL ADDRESS: STREET 1: NATIONWIDE LIFE INSURANCE CO STREET 2: ONE NATIONWIDE PLAZA CITY: COLUMBUS STATE: OH ZIP: 43215 0001041357 S000009474 NATIONWIDE VLI SEPARATE ACCOUNT 4 C000039187 Next Generation Corporate Variable Universal Life(R) 485BPOS 1 d97913d485bpos.htm NEXT GENERATION CORPORATE VARIABLE UNIVERSAL LIFE Next Generation Corporate Variable Universal Life
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-6
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 File No. 333-137202
Pre-Effective Amendment No. □
Post-Effective Amendment No. 19 ☑
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 File No. 811-08301
Amendment No. 214 ☑
(Check appropriate box or boxes.)
Nationwide VLI Separate Account - 4
(Exact Name of Registrant)
Nationwide Life Insurance Company
(Name of Depositor)
One Nationwide Plaza, Columbus, Ohio 43215
(Address of Depositor's Principal Executive Offices) (Zip Code)
(614) 249-7111
Depositor's Telephone Number, including Area Code
Robert W. Horner III, Vice President Corporate Governance and Secretary,
One Nationwide Plaza, Columbus, Ohio 43215
(Name and Address of Agent for Service)
July 10, 2015
Approximate Date of Proposed Public Offering
It is proposed that this filing will become effective (check appropriate box)
☑ immediately upon filing pursuant to paragraph (b)
□ on [date] pursuant to paragraph (b)
□ 60 days after filing pursuant to paragraph (a)(1)
□ on (date) pursuant to paragraph (a)(1)
If appropriate, check the following box:
□ this post-effective amendment designates a new effective date for a previously filed post-effective amendment.

Prospectus supplement dated July 10, 2015
to the following prospectus(es):
Next Generation Corporate Variable Universal Life prospectus dated May 1, 2015
This supplement updates certain information contained in your prospectus. Please read it and keep it with your prospectus for future reference.
(1) Effective July 10, 2015, the following underlying mutual fund is added as an investment option under the policy. This underlying mutual fund is added to Appendix A: Underlying Mutual Funds.
Lord Abbett Series Fund, Inc. - Total Return Portfolio: Class VC
Investment Advisor: Lord, Abbett & Co. LLC
Investment Objective: The Fund’s investment objective is to seek income and capital appreciation to produce a high total return.
Designation: LTF
(2) The Legal Proceedings section of the prospectus with respect to Nationwide Life Insurance is deleted and replaced in its entirety with the following:
Nationwide Financial Services, Inc. (NFS, or collectively with its subsidiaries, “the Company”) was formed in November 1996. NFS is the holding company for Nationwide Life Insurance Company (NLIC), Nationwide Life and Annuity Insurance Company (NLAIC) and other companies that comprise the life insurance and retirement savings operations of the Nationwide group of companies (Nationwide). This group includes Nationwide Financial Network (NFN), an affiliated distribution network that markets directly to its customer base. NFS is incorporated in Delaware and maintains its principal executive offices in Columbus, Ohio.
The Company is subject to legal and regulatory proceedings in the ordinary course of its business. The Company's legal and regulatory matters include proceedings specific to the Company and other proceedings generally applicable to business practices in the industries in which the Company operates. These matters are subject to many uncertainties, and given their complexity and scope, their outcomes cannot be predicted. Regulatory proceedings could also affect the outcome of one or more of the Company's litigation matters. Furthermore, it is often not possible to determine the ultimate outcomes of the pending regulatory investigations and legal proceedings or to provide reasonable ranges of potential losses with any degree of certainty. Some matters, including certain of those referred to below, are in very preliminary stages, and the Company does not have sufficient information to make an assessment of the plaintiffs' claims for liability or damages. In some of the cases seeking to be certified as class actions, the court has not yet decided whether a class will be certified or (in the event of certification) the size of the class and class period. In many of the cases, the plaintiffs are seeking undefined amounts of damages or other relief, including punitive damages and equitable remedies, which are difficult to quantify and cannot be defined based on the information currently available. The Company believes, however, that based on currently known information, the ultimate outcome of all pending legal and regulatory matters is not likely to have a material adverse effect on the Company's condensed consolidated financial position. Nonetheless, given the large or indeterminate amounts sought in certain of these matters and the inherent unpredictability of litigation, it is possible that such outcomes could materially affect the Company's condensed consolidated financial position or results of operations in a particular quarter or annual period.
The various businesses conducted by the Company are subject to oversight by numerous federal and state regulatory entities, including but not limited to the Securities and Exchange Commission, the Financial Industry Regulatory Authority, the Department of Labor, the Internal Revenue Service, the Federal Reserve Bank and state insurance authorities. Such regulatory entities may, in the normal course, be engaged in general or targeted inquiries, examinations and investigations of the Company and/or its affiliates. The financial services industry has been the subject of increasing scrutiny in connection with a broad spectrum of regulatory issues; with respect to all such scrutiny directed at the Company and/or its affiliates, the Company is cooperating with regulators. The Company will cooperate with Nationwide Mutual Insurance Company (NMIC) insofar as any inquiry, examination or investigation encompasses NMIC’s operations.
On August 15, 2001, NFS and NLIC were named in a lawsuit filed in the United States District Court for the District of Connecticut entitled Lou Haddock, as trustee of the Flyte Tool & Die, Incorporated Deferred Compensation Plan, et al v. Nationwide Financial Services, Inc. and Nationwide Life Insurance Company. On November 18, 2009, the plaintiffs filed a sixth amended complaint amending the list of named plaintiffs and claiming to represent a class of qualified retirement plan trustees under the Employee Retirement Income Security Act of 1974 (ERISA) that purchased variable annuities from NLIC. The plaintiffs allege that they invested ERISA plan assets in their variable annuity contracts and that NLIC and
VLOB-0367-7
1

NFS breached ERISA fiduciary duties by allegedly accepting service payments from certain mutual funds. The complaint seeks damages in an amount equivalent to some or all of the payments allegedly received by NFS and NLIC, other unspecified relief for restitution, declaratory and injunctive relief, and attorneys fees. On November 6, 2009, the Court granted the plaintiffs motion for class certification. On October 21, 2010, the District Court dismissed NFS from the lawsuit. On February 6, 2012, the Second Circuit Court of Appeals vacated the November 6, 2009 order granting class certification and remanded the case back to the District Court for further consideration. On September 6, 2013, the District Court granted the plaintiffs motion for class certification. On December 11, 2014, the plaintiffs filed a 7th Amended Complaint adding another sub class of defendants that held trust platform products. On December 11, 2014, plaintiff filed a motion for preliminary approval of settlement. On January 5, 2015, the Court signed the Order Preliminarily Approving Settlement and Approving Form and Manner of Notice. On March 31, 2015, the Court held a Fairness Hearing. On April 9, 2015, the Court entered the Final Order and Consent Judgment. NFS has made adequate provision for all probable and reasonably estimable losses associated with this settlement.
VLOB-0367-7
2

Incorporation by Reference
The prospectus and statement of additional information and Part C that were effective May 1, 2015, previously filed with the Commission under SEC file No. 333-137202, are hereby incorporated by reference and made a part of this registration statement.

SIGNATURES
As required by the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant certifies that it meets the requirements of Rule 485(b) under the Securities Act of 1933 for effectiveness of the Registration Statement and has caused this Registration Statement to be signed by the undersigned, duly authorized, in the City of Columbus, and State of Ohio, on July 10, 2015.
Nationwide VLI Separate Account - 4
(Registrant)
Nationwide Life Insurance Company
(Depositor)
By: /s/ JAMIE RUFF CASTO
Jamie Ruff Casto
Attorney-in-Fact
As required by the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities indicated, on July 10, 2015.
KIRT A. WALKER  
Kirt A. Walker, President and Chief Operating Officer, and Director  
MARK R. THRESHER  
Mark R. Thresher, Executive Vice President and Director  
TIMOTHY G. FROMMEYER  
Timothy G. Frommeyer, Senior Vice President-Chief Financial Officer and Director  
ERIC S. HENDERSON  
Eric S. Henderson, Senior Vice President - Individual Products & Solutions and Director  
JOHN L. CARTER  
John L. Carter, Senior Vice President – Nationwide Retirement Plans and Director  
STEPHEN S. RASMUSSEN  
Stephen S. Rasmussen, Director  
  By /s/ JAMIE RUFF CASTO
  Jamie Ruff Casto
Attorney-in-Fact

EX-99.(N) 2 d97913dex99n.htm CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Consent of Independent Registered Public Accounting Firm

Consent of Independent Registered Public Accounting Firm
The Board of Directors and Shareholder
Nationwide Life Insurance Company:
We consent to the incorporation by reference in this Registration Statement on Form N-6 our reports on Nationwide VLI Separate Account - 4 and Nationwide Life Insurance Company and subsidiaries, dated March 13, 2015 and February 25, 2015, respectively, which appear in the Registration Statement on Form N-6 (File No. 333-137202). We also consent to the reference to our firm under the heading “Independent Registered Public Accounting Firm” in the Registration Statement on Form N-6 (File No. 333-137202), incorporated by reference into this Registration Statement.
/s/ KPMG LLP
Columbus, Ohio
July 10, 2015

EX-99.(99) 3 d97913dex9999.htm POWER OF ATTORNEY Power of Attorney

POWER OF ATTORNEY
Each of the undersigned as directors and/or officers of NATIONWIDE LIFE INSURANCE COMPANY and NATIONWIDE LIFE AND ANNUITY INSURANCE COMPANY, both Ohio corporations, which have filed or will file with the U.S. Securities and Exchange Commission under the provisions of the Securities Act of 1933, as amended; the Investment Company Act of 1940, as amended; and, if applicable, the Securities Exchange Act of 1934, various registration statements and amendments thereto for the registration of current, as well as any future, separate accounts established by said corporations for the purpose of registering under said Act(s) immediate or deferred variable annuity contracts, fixed interest rate options subject to a market value adjustment, group flexible fund retirement annuity contracts and variable life insurance policies in connection with the separate accounts and contracts listed below:
Variable Annuities and Variable Life Insurance Policies
Separate Account (1940 Act File No.)   1933 Act File Nos.
MFS Variable Account (811-2662)   002-73432
Multi-Flex Variable Account (811-3338)   033-23905, 002-75174
Nationwide Variable Account (811-2716)   002-58043, 333-80481, 033-60239, 333-176908
Nationwide Variable Account-II (811-3330)   002-75059, 033-67636, 033-60063, 333-103093, 333-103094, 333-103095, 333-104513, 333-104511, 333-104512, 333-104510, 333-151990, 333-105992, 333-147273, 333-140621, 333-144053, 333-147198, 333-160635, 333-164886, 333-168818, 333-177934, 333-177581, 333-177582, 333-177316, 333-177319, 333-177439, 333-177441, 333-177729, 333-177731, 333-173349, 333-177938, 333-182494
Nationwide Variable Account-3 (811-5405)   033-18422, 033-24434
Nationwide Variable Account-4 (811-5701)   033-25734, 033-26454, 333-62692, 333-135650, 333-140812, 333-201820
Nationwide Variable Account-5 (811-8142)   033-71440
Nationwide Variable Account-6 (811-8684)   033-82370, 333-21909
Nationwide Variable Account-7 (811-8666)   033-82190, 033-82174, 033-89560
Nationwide Variable Account-8 (811-7357)   033-62637, 033-62659
Nationwide Variable Account-9 (811-08241)   333-28995, 333-52579, 333-56073, 333-53023, 333-79327, 333-69014, 333-75360
Nationwide Variable Account-10 (811-09407)   333-81701
Nationwide Variable Account-11 (811-10591)   333-74904, 333-74908
Nationwide Variable Account-12 (811-21099)   333-88612, 333-108894, 333-178057, 333-178059
Nationwide Variable Account-13 (811-21139)   333-91890
Nationwide Variable Account-14 (811-21205)   333-104339
Nationwide VA Separate Account-A (811-5606)   033-85164, 033-22940
Nationwide VA Separate Account-B (811-06399)   033-86408, 033-93482, 333-11415
Nationwide VA Separate Account-C (811-7908)   033-66496, 333-44485
Nationwide VA Separate Account-D (811-10139)   333-45976
Nationwide VLI Separate Account (811-4399)   033-00145, 033-44290, 033-35698
Nationwide VLI Separate Account-2 (811-5311)   033-16999, 033-62795, 033-42180, 033-35783, 033-63179, 333-27133
Nationwide VLI Separate Account-3 (811-6140)   033-44789, 033-44296
Nationwide VLI Separate Account-4 (811-08301)   333-31725, 333-43671, 333-52617, 333-94037, 333-52615, 333-53728, 333-69160, 333-83010, 333-137202, 333-153343, 333-169879
Nationwide VLI Separate Account-5 (811-10143)   333-46338, 333-46412, 333-66572, 333-121881, 333-125481, 333-125482
Nationwide VLI Separate Account-6 (811-21398)   333-106908
Nationwide VLI Separate Account-7 (811-21610)   333-117998, 333-121879, 333-146649, 333-140606, 333-149295, 333-156020, 333-182893, 333-182887
Nationwide VL Separate Account-A (811-6137)   033-44792, 033-44300, 033-35775, 333-27123, 333-22677

Variable Annuities and Variable Life Insurance Policies
Separate Account (1940 Act File No.)   1933 Act File Nos.
Nationwide VL Separate Account-B (811-07819)   333-12333
Nationwide VL Separate Account-C (811-8351)   333-43639, 333-36869
Nationwide VL Separate Account-D (811-08891)   333-59517
Nationwide VL Separate Account-G (811-21697)   333-121878, 333-140608, 333-146073, 333-146650, 333-149213, 333-155153, 333-182897, 333-182896
Nationwide Provident VA Separate Account 1 (811-7708)   333-164127; 333-164125; 333-164126; 333-164124
Nationwide Provident VLI Separate Account 1 (811-4460)   333-164180; 333-164117; 333-164178; 333-164179; 333-164119; 333-164120; 333-164115; 333-164118; 333-164116
Nationwide Provident VA Separate Account A (811-6484)   333-164131; 333-164130; 333-164132; 333-164129; 333-164128
Nationwide Provident VLI Separate Account A (811-8722)   333-164188; 333-164123; 333-164185; 333-164122; 333-164121
    
General Account Products
Insurance Company   1933 Act File Nos.
Nationwide Life Insurance Company   333-133163, 333-196863, 333-149613, 333-155368, 333-160418, 333-200329, 333-203062
Nationwide Life and Annuity Insurance Company   333-47640
hereby constitute and appoint Stephen S. Rasmussen, Kirt A. Walker, John L. Carter, Eric S. Henderson, Jamie Ruff Casto, Paige L. Ryan, Stephen M. Jackson, and Jeanny V. Simaitis, and each of them with power to act without the others, as his/her attorney, with full power of substitution for and in his/her name, place and stead, in any and all capacities, to approve, and sign such Registration Statements, and any and all amendments thereto, with power to affix the corporate seal of said corporation thereto and to attest said seal and to file the same, with all exhibits thereto and other documents in connection therewith, with the U.S. Securities and Exchange Commission, hereby granting unto said attorneys, and each of them, full power and authority to do and perform all and every act and thing requisite to all intents and purposes as he/she might or could do in person, hereby ratifying and confirming that which said attorneys, or any of them, may lawfully do or cause to be done by virtue hereof. This instrument may be executed in one or more counterparts.
IN WITNESS WHEREOF, the undersigned have herewith set their names as of this 17th day of April, 2015.
/s/ Timothy G. Frommeyer   /s/ Eric S. Henderson
TIMOTHY G. FROMMEYER, Director   ERIC S. HENDERSON, Director
/s/ Stephen S. Rasmussen   /s/ Mark R. Thresher
STEPHEN S. RASMUSSEN, Director   MARK R. THRESHER, Director
/s/ Kirt A. Walker   /s/ John L.Carter
KIRT A. WALKER, Director   JOHN L. CARTER, Director

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