It takes

good
people to build
a great company

Nationwide®
©2009 Nationwide Mutual Insurance Company Code of Conduct
and Affiliated Companies. All Rights Reserved.
Home Office, One Nationwide Plaza, Columbus,
OH 43215-2220. Nationwide, the Nationwide Your Guide to Best Business Practices
framemark, and On Your Side are federally
registered service marks of Nationwide Mutual
Insurance Company.
Equal Opportunity Employer
 First and Foremost

Dear Nationwiders,
As one of the largest insurance and financial services organizations in the world,
seldom a day goes by that Nationwide® is not confronted with making difficult
At Nationwide,®
decisions in an ever-changing marketplace. honesty and
Our company is subject to a lot of intricate legal requirements. On top of that, integrity are the
customer expectations and public scrutiny continue to grow and challenge
us as we strive to deliver our On Your Side® promise. There are times at work cornerstones of
when the line that separates right from wrong is thin, or blurry, or both. It’s at our foundation and
times like these that Nationwide’s Code of Conduct is most relevant and most
valuable to you. these core values
Be sure to read all the information contained in the Code. should never be
Whether you’re new to the company or have been a Nationwider for decades, compromised. Ever.
you have a personal responsibility to know – and follow – the Code. But it
doesn’t stop there. You’re expected to help ensure your fellow associates are
doing their part to uphold the Code, too.

The bottom line is this: at Nationwide, honesty and integrity are the
cornerstones of our foundation and these core values should never be
compromised to meet a business plan or to make a profit.

If you ever feel pressured to commit an act that conflicts with the Code or if you
believe a colleague is violating the Code, please talk to your manager, Human
Resources, the Associate Relations Center, or make a confidential call to the
Office of Ethics (1-800-453-8442) immediately.

Thanks for taking the time to read the Code. With your adherence to the highest
ethical business standards and your unwavering commitment to good conduct,
you’re helping to transform Nationwide into a great company!

Sincerely,

Steve Rasmussen
Chief Executive Officer

Code of Conduct & Business Practices First and Foremost 1 3 5 7 9 11 13 2 4 6 8 10 12 First and Foremost Ethics Helpline 1-800-453-8442
 Table of Contents
1 First and Foremost 32 Competitor Information
Competitor Information: Handle with Care
7 Our Values
33 Community and Political Involvement
10 Important Things to Know About the Code Getting Involved
Waiver Requirements
35 More Points to Ponder
11 High Expectations
13 How to Contact the Office of Ethics
37 Handling Conflicts of Interest
14 The Core of the Code 39 Customers and the Company Come First
39 Gift, Favors and Entertainment
15 Equal Opportunity
It Takes All Kinds 44 Vendor Relationships

17 Safety and Privacy 44 Business with Family Members

Safety First, Second and Third 44 Outside Business Activities
19 Harassment 45 Insider Information and Securities Trading
We Hold These Truths to be Self-Evident 46 Disclosure Policy
21 Sales and Advertising 46 Special Rules for Asset Management Associates
Remember Whose Side We’re On and Others

23 Discrimination
Discrimination is Destructive 47 In Conclusion
25 Business Records and 47 We Value Open and Honest Two-Way
Financial Reporting Communication
We’re Truthful and Transparent 48 Get in Touch With Your Office of Ethics
26 Illegal, Fraudulent and 49 Frequently Asked Questions
Dishonest Acts 51 A Final Thought
Honesty Pays. Dishonesty Costs.
27 Company Assets and 53 Index of Key Terms
Confidential Information
Better to Be Safe Than Sorry
29 Fair Competition
We Compete Fairly and Legally
31 Solicitations and Endorsements
Don’t Ask, Don’t Sell

Photo?

Code of Conduct & Business Practices First and Foremost 1 3 5 7 9 11 13 2 4 6 8 10 12 First and Foremost Ethics Helpline 1-800-453-8442
 It’s no secret; there are
good people at Nationwide.®
People who act with honesty and integrity. People who
value diversity and respect the ideas and opinions of others.
People who know the difference between right and wrong.

In short, people like you.

But even good people sometimes need guidance when

the right course of action isn’t cut and dried. At times like
these, count on the Code to point you in the right direction.

Code of Conduct & Business Practices First and Foremost 1 3 5 7 9 11 13 2 4 6 8 10 12 First and Foremost Ethics Helpline 1-800-453-8442
 Our Values
At Nationwide,® we value our customers, ethical behavior,
diversity and our mutual heritage. We incorporate our values
in each transaction we conduct and in each relationship we
build, everywhere we do business.
Core Values Performance Values
We value people We have a bias for action and a passion for results
We are customer-focused We act accountably
We act with honesty and integrity We value coaching and feedback
We trust and respect each other We work as one team
We have fun

Code of Conduct & Business Practices First and Foremost 1 3 5 7 9 11 13 2 4 6 8 10 12 First and Foremost Ethics Helpline 1-800-453-8442
 Important
Things to Know
About the Code
The Code is the beginning
– not the end.
By no means is the Code a complete
rulebook. It’s a guide to help you
when the correct course of action
isn’t clear.
The Code serves.
And protects.
The Code is written in the spirit of
promoting open communication
between associates at all levels. It
serves as a guide to help ensure our
reputation is never compromised.
And it protects anyone who makes
a good faith report of misconduct
from retaliation.
The Code applies to
everyone at Nationwide®.
Everyone – at every level – is required
to abide by the Code.
Most important of all…
If you ever feel pressured to commit an
act that conflicts with the Code, or if you
believe anyone is violating the Code,
speak up.
The majority of concerns can be resolved
through good communications. You can
talk to your manager, Human Resources,
the Associate Relations Center (ARC) or
the Office of Ethics. You can reach the
Office of Ethics at 1-800-453-8442, and
you may choose to remain anonymous
when doing so.

Only in exceptional circumstances and only with approval

of Nationwide’s Chief Ethics Officer will a waiver of any part
of the Code be granted. A waiver requested by an executive
officer or director requires approval by the Board of Directors
or a designated committee of the Board; waivers will be
promptly disclosed as required.

Code of Conduct & Business Practices First and Foremost 1 3 5 7 9 11 13 2 4 6 8 10 12 First and Foremost Ethics Helpline 1-800-453-8442
 Nationwide® has
HIGH expectations
for the company – and of you
Your success – and Nationwide’s
success as a whole – depends on
strengthening the trust we have with
each other and with our customers,
policyholders, agents, stockholders
and vendors.
In other words, we need to earn
the trust of everyone we do
business with. Every day.
Acting with integrity, complying with
applicable laws, rules and regulations
(both the letter and the spirit) and living
up to the Code are basic requirements
to earn that trust. As a Nationwide®
associate, you are expected to read,
understand and acknowledge the
Code. Failure to comply with the Code
can result in appropriate disciplinary
action, up to and including termination
of employment.
Code of Conduct & Business Practices First and Foremost
No reason, including the desire to meet
business plans or objectives, can ever
be an excuse to compromise the law or
the guidelines in the Code. Additionally,
it’s never permissible to use a contractor,
consultant, agent, broker or other third
party to do anything prohibited by law
or Nationwide policy.
We must all be accountable. It’s your
personal responsibility to promptly
bring forward any matters that are
not consistent with the law, the
Code or Nationwide’s long-standing
commitment to honesty and integrity.
Reports of suspected wrongdoing can
be made to your manager, Human
Resources, the Associate Relations
Center or the Office of Ethics.
1 3 5 7
Know that the Office of Ethics is an
independent resource to provide
guidance in making ethical business
decisions and to investigate possible
misconduct.
Retaliation
Retaliation against anyone who makes
a good faith report of misconduct
is strictly forbidden. Reports of
retaliation will be investigated and
appropriate action will be taken if
substantiated. At the same time,
intentionally filing false or misleading
reports violates the Code.
9 11 13
And even
higher expectations
for management
Every manager is both a role model
and a resource for associates, and
is expected to promote an ethical
work environment.
An ethical workplace requires open and
honest two-way communication, as well
as being alert to indications that illegal
or unethical conduct has occurred.
While every associate is the keeper
of Nationwide’s reputation, officers
and board members have a special
responsibility to safeguard and
promote a culture of integrity and
honesty and are subject to the
requirements of the Code. It is the
duty of all officers, particularly senior
executive and financial officers, to
report any violations of the Code or
conflicts of interest to the Chief Ethics
Officer as soon as they are identified.
2 4 6 8 10 12 First and Foremost Ethics Helpline 1-800-453-8442
 Here’s how you can

contact
your Office of Ethics: The Core of the Code

Call Fax E-mail

the Ethics Helpline at inquiries or reports via Ethics@nationwide.com
a secure fax line at or send an anonymous
1-800-453-8442.
You may choose to remain 614-249-8442. e-mail by completing a
form on the Ethics website
anonymous. No caller ID
located on our intranet
or recording devices are
site on InSide Online.
used. A confidential case
number will be assigned to
you, allowing you to follow
up on your concerns.

Always know that the Office of Ethics is your resource to answer questions and provide guidance in making
ethical business decisions. Know too that filing false or misleading reports violates our Code.

Code of Conduct & Business Practices First and Foremost 1 3 5 7 9 11 13 14 16 18 20 22 24 26 28 30 32 34 36 The Core of the Code Ethics Helpline 1-800-453-8442
 Nationwide® believes having a workforce with a healthy mix of
educational experiences, backgrounds, ages, cultures, religions,
personal interests and more helps us better connect with our

It Takes All Kinds customers. And that makes us a better company. We truly believe
it takes all kinds, which is why we endorse the following policies.
Equal opportunity
All employment practices are based on ability and performance, including hiring,
promotions, training and development, compensation and disciplinary actions.
Employment decisions are made in compliance with national, state and local laws.

All such decisions are made without regard to race, color, religion, gender,
disability, age, veteran status, sexual orientation, ancestry, national origin or any
other legally protected characteristics.

Diversity
Our diverse workforce is a tremendous asset. Valuing each of us as a unique and
talented individual leads to a more productive and fulfilling work environment.

Q I’ve been passed over for several
promotional opportunities for
which I believe I am qualified. It
feels like discrimination. What
should I do?
A The first thing to do is to talk with your manager about the qualifications
and performance necessary for a promotion, and what you need to do to be
considered. If this conversation doesn’t provide you with the information you
need, or you still believe you may have been discriminated against, contact
Human Resources or the Associate Relations Center immediately.

Q At a recent off-site meeting, several A We don’t. Please express your concerns to your manager. Respect for people
associates ended the evening – associates, agents, customers, and the public – has been a long-standing
telling disgraceful off-color jokes. Nationwide value. If the situation continues, please contact Human Resources,
Why does Nationwide allow this? the Associate Relations Center or the Office of Ethics.

Code of Conduct & Business Practices The Core of the Code 15 17 19 21 23 25 27 29 31 33 35 14 16 18 20 22 24 26 28 30 32 34 36 The Core of the Code Ethics Helpline 1-800-453-8442
Safety First,
Second
and Third
Code of Conduct & Business Practices
Nationwide® is committed to maintaining a safe and healthy
work environment. To promote a healthy workforce and a safe
work environment, you’re expected to follow health and safety
guidelines, and make management aware of potential safety
hazards or threats of violence.
Nationwide® does not tolerate Weapons
violence or threatening behavior The unauthorized possession of any weapon is prohibited on Nationwide®
of any kind, including domestic property or while conducting Nationwide business.
violence that might impact the
workplace. If you’re a victim
of domestic violence you can
Alcohol and Drugs
receive assistance from Human You are expected to report to work free from the influence of any substance,
including alcohol or illegal drugs, which would impair your performance or
Resources, the Associate negatively impact the performance of others. The possession, sale, manufacture,
Relations Center, Associate use or distribution of illegal drugs in the workplace is strictly prohibited.
Health Services (AHS) and
Corporate Security.
Privacy and Confidentiality
In compliance with national and state laws, Nationwide protects the privacy and
confidentiality of every associate’s personal, medical, financial and claims records.
Never compromise a fellow associate’s trust by disclosing confidential information to
anyone, internally or externally, other than those with a legitimate business need for
the information who are authorized to receive it.
Q I’m concerned about a co-worker’s use A The health and safety of all associates is of critical importance to Nationwide.
of alcohol. If I report this concern, will my Accordingly, our initial response is to assist the associate with his or her
friend be fired? What should I do? challenge, not to terminate their employment. If you are concerned that a
co-worker is working under the influence of alcohol or drugs, speak with your
manager, Associate Health Services or Human Resources.
Q Both my spouse and I are associates A Because sharing information about any associate, even a spouse, is a violation of
at Nationwide. My spouse is being that associate’s privacy, unless there is a legitimate business reason to disclose it.
treated unfairly. I called to talk about
this with her manager, but he refused
to discuss this with me. Why?
The Core of the Code 15 17 19 21 23 25 27 29 31 33 35 14 16 18 20 22 24 26 28 30 32 34 36 The Core of the Code Ethics Helpline 1-800-453-8442
 We Hold These
Truths to be All associates have the right to work in an environment free
from harassment and discrimination, where privacy and

Self-Evident  dignity are respected and all are protected from offensive or
threatening behavior.
Nationwide® will not tolerate any
form of harassment based on an
individual’s race, color, religion,
gender, disability, age, veteran
status, sexual orientation,
ancestry, national origin or other
protected classifications.
Harassment
Nationwide® policy specifically prohibits sexual harassment of any kind,
including unwelcome sexual advances, requests for sexual favors and other
conduct that has the purpose or effect of creating an intimidating, hostile or
offensive working environment.
If you are uncomfortable with a co-worker’s behavior, let him or her know. If the
offensive behavior persists or if discussion with the co-worker does not seem
appropriate, contact your manager, Human Resources, the Associate Relations
Center or the Office of Ethics. All complaints will be investigated promptly and,
if substantiated, appropriate disciplinary action will be taken. All complaints will
be kept confidential to the maximum extent possible.

Q If I call and report an incident A No. Sexual harassment, or retaliation for reporting sexual harassment, is
involving sexual harassment, against Nationwide policy and is not tolerated in our workplace.
will I put my job in jeopardy?

Q I like to kid around with the people in A Maybe. After all, what you deem as “kidding” may be offensive to co-workers and
my department. It lightens the tension. could create an unacceptable environment. Don’t take the chance of insulting
Is there anything wrong with that? colleagues with comments or gestures that may be unwelcome.

Code of Conduct & Business Practices The Core of the Code 15 17 19 21 23 25 27 29 31 33 35 14 16 18 20 22 24 26 28 30 32 34 36 The Core of the Code Ethics Helpline 1-800-453-8442
 Remember The guideline for working with customers is a simple one:

Whose Side
treat them like you would like to be treated if you were in their
situation. You are expected to treat customers honestly, fairly
and courteously.
We’re On At all times.
Sales and Advertising
Nationwide® strives to provide truthful, accurate and clear advertising,
promotional literature, projections, quotes and communications with customers.
Full disclosure of risks and limitations is as important as accurate portrayal of
benefits and advantages.

Q A long-time friend and policyholder A It is. While your friend’s interests are important, sharing confidential
recently had an insurance loss with information with him is a violation of the trust Nationwide has placed in
us. He wants me to review the claims you. Violations of the law, regulations or company policy in order to please
notes and tell him if he’s getting a a customer are not acceptable.
fair shake. I know we’re supposed to
be customer-oriented, but this still
seems inappropriate.

Code of Conduct & Business Practices The Core of the Code 15 17 19 21 23 25 27 29 31 33 35 14 16 18 20 22 24 26 28 30 32 34 36 The Core of the Code Ethics Helpline 1-800-453-8442
 Nationwide® does not discriminate in offering or underwriting
its products and services based on race, gender, religion or any
other legally protected characteristic. Decisions must only be
Discrimination based on legally established criteria. Immediately discuss any
action or decision that may appear to be illegal discrimination

is Destructive in the marketing of our products or services with management,

the Office of General Counsel or the Office of Ethics.
Keep Privacy Protected
In accordance with Nationwide’s Privacy Policy, you must protect the privacy and
confidentiality of a customer’s personal, medical, financial and claims records.
Never compromise a customer’s trust by disclosing confidential information to
anyone, internally or externally, other than those with a legitimate business need
for the information. If you’re not sure, ask your manager.

Code of Conduct & Business Practices The Core of the Code 15 17 19 21 23 25 27 29 31 33 35 14 16 18 20 22 24 26 28 30 32 34 36 The Core of the Code Ethics Helpline 1-800-453-8442
 We’re Truthful Honesty Pays,
and Transparent Dishonesty Costs
Cooking the books can land you
(and Nationwide) in hot water.
Don’t do it.
Business Records and Financial Reporting You are expected to cooperate Business Communications
You’re required to comply with all laws, rules and regulations regarding business fully with all audits. Avoid All business records and communications should be clear, truthful and accurate.
records and financial reporting. All information must be recorded and reported any action that fraudulently Business records and communications often become public through litigation,
accurately and honestly. This includes reporting of hours worked, legitimate influences, coerces, manipulates government investigations or the media. Avoid exaggeration, colorful or
business expenses incurred, sales made, claims adjusted, and all other activities or misleads any independent inappropriate language, guesswork, legal conclusions, and derogatory remarks or
related to Nationwide® business. characterizations of people and companies.
public or certified accountant
Financial reports and records must accurately reflect real transactions and engaged in the performance
conform to Nationwide policy. No entry may be made on the company’s books of an audit of Nationwide’s Illegal, Fraudulent and Dishonest Acts
that hides or disguises the true nature of any transaction. Undisclosed or financial statements. You are required to notify Nationwide® within 30 days of any felony conviction, or
unrecorded accounts, funds or assets are not allowed.
any conviction involving fraudulent or dishonest acts.
Do not take an action that
fraudulently influences, coerces, To protect customers, Nationwide has purchased a fidelity bond to repay associate
Keep Sales Real theft of customer or company funds. All associates must be covered by the fidelity
manipulates or misleads any
No goal, objective or contest is worth jeopardizing your reputation – or your bond that insures the company against financial loss due to dishonesty.
job. Sales must only be recorded when they reflect real transactions. If you are compliance personnel in the
engaged in sales, you must be properly licensed. performance of their duties, Any associate who commits a dishonest or fraudulent act resulting in actual or
including duties related attempted financial loss will be subject to disciplinary action, which may include
termination of employment.
to compliance programs
Law-abiding Corporate Citizens mandated pursuant to Rule If you suspect that an applicant, associate or vendor is guilty of fraud,
You’re required to ensure compliance with all applicable laws, rules and regulations. 38a-1 of the Investment embezzlement, or any form of dishonesty, report all available facts to the Office of
This includes providing full, fair, accurate, timely and easy-to-understand disclosure in Ethics for investigation.
reports and documents that Nationwide may be required to file with the United States
Company Act of 1940.
Securities and Exchange Commission (SEC) and with state regulators. This includes
compliance with the requirements of the Sarbanes-Oxley Act of 2002 as applicable.

Q Although close, our department did
not meet the year-end objectives.
My boss just left my office after
telling me, “I don’t care how you do
it but make the numbers happen!
Our bonuses are riding on this.”
What should I do?
A Approach your boss candidly and sincerely. Discuss the importance of
reporting business and financial records accurately and honestly; reflect on
the consequences that will occur if the numbers are reported inaccurately.
If your manager’s direction hasn’t changed after your discussion, contact the
Office of Ethics for assistance.

Code of Conduct & Business Practices The Core of the Code 15 17 19 21 23 25 27 29 31 33 35 14 16 18 20 22 24 26 28 30 32 34 36 The Core of the Code Ethics Helpline 1-800-453-8442
Better to Be Each of us is entrusted with company assets in order to do our
jobs. You have a special responsibility to protect those assets

Safe Than Sorry (e.g. your computer, phone, corporate credit card, etc.) from
misuse, loss, damage or theft.
Company Assets
Checks, drafts, cash, and financial
records are especially important. No
one, without the prior approval of
management, may use Nationwide®
equipment, supplies, facilities,
information or personnel for activities
not related to Nationwide business.
Do not use company equipment to
access, store or distribute content that
is illegal, harassing or offensive.
Confidential Information
Nationwide’s confidential information and trade secrets are vital business assets
and should not be disclosed to anyone, internally or externally, other than those
with a legitimate business need for this information who are duly authorized to
receive it. Confidential information includes intellectual property and all nonpublic
information that might be of use to competitors if disclosed. For example,
information about products, non-public financial data, marketing or strategic plans,
and trademarks represent a competitive advantage for Nationwide and must be
protected. Confidential information also includes information that suppliers and
customers have entrusted to us.
The privacy and confidentiality of the personal, medical, financial and claims records
of policyholders, associates, agents and brokers must also be preserved. Never
compromise the trust that people place in Nationwide. Protecting the integrity and
privacy of all confidential information is an important responsibility. Protecting
computer passwords, securing sensitive documents, and following corporate record
retention policies are examples of prudent protection. You should also guard against
unintentionally disclosing confidential information. Conversations in airplanes,
elevators and other public places, for example, may reveal far more than anticipated.
What’s more, your obligation to preserve confidential information continues even
after your employment with Nationwide ends.

Q I’ve started my own business, A No. Using company equipment, supplies and/or Internet service for outside
and do a lot of my business over business interests is not acceptable.
the Internet. I’ve been using my
computer at work for e-mail and
Internet access, but only on my
lunch break or after work. Is this OK?

Code of Conduct & Business Practices The Core of the Code 15 17 19 21 23 25 27 29 31 33 35 14 16 18 20 22 24 26 28 30 32 34 36 The Core of the Code Ethics Helpline 1-800-453-8442
We Compete
Fairly and Legally We seek competitive advantage through superior performance,
never through illegal or unethical business practices.
Fair Competition If you have questions about potential antitrust implications, consult
and Antitrust the Office of General Counsel. Here are some examples of situations
that have fair competition and antitrust implications:
We comply with all applicable fair
competition and antitrust laws • You should not discuss or disclose, either directly or indirectly, any of the
everywhere we operate. These laws following subjects with competitors: prices, bids, discounts, promotions,
are very complex. They are intended profits, costs, terms or conditions of sale, boycotts or refusals to deal, and
to provide customers with a variety choices of customers or markets.
of products at competitive prices
unrestricted by artificial constraints • If, at any meeting where competitors are present, formal or informal discussion of
such as price fixing, illegal cartels, prices, discounts, terms and conditions of sale, or market segmentation occurs, you
boycotts and tie-ins. should leave the meeting and notify the Office of General Counsel immediately.

• Pricing, marketing and similar competitive information should primarily be

obtained from sources such as insurance departments, published articles,
advertisements, brochures, surveys or customers. If you contact a competitor
directly for such information, clearly disclose that you work for Nationwide®,
and only inquire about information that is available in the public domain.
Inquiries related to future pricing, marketing, underwriting practices or other
anti-competitive information should not be pursued directly with competitors.

Q What are “antitrust laws” and do they
apply to me?
A The term “antitrust” typically refers to the U.S. laws that promote fair
competition. As a U.S.-based multi-national company, these laws apply to
all Nationwide associates, even those based in business operations outside
the United States. Many other countries have laws designed to promote fair
competition. Nationwide is required to comply with those laws as well.

Q Several of us who have been in the
industry for a long time get together
every month or so to shoot the breeze
and exchange gossip. There’s no
problem with this, is there?
A Not if you keep your conversations away from areas where you could appear to
be colluding, fixing prices, dividing customers, and so on. One way to stay clear
of inappropriate topics is to imagine what an investigative reporter listening to
the conversation would think – and maybe report!

Code of Conduct & Business Practices The Core of the Code 15 17 19 21 23 25 27 29 31 33 35 14 16 18 20 22 24 26 28 30 32 34 36 The Core of the Code Ethics Helpline 1-800-453-8442
 Don’t Ask,
Don’t Sell
Solicitations
You may not solicit or distribute
non-Nationwide products or
information during work time in
work areas. Exceptions may be made
for company-sponsored charitable
activities such as Operation Feed or
United Way.
Q I sell cosmetics as a part-time job. Can I
set up a display by my desk?
Q One of our key vendors has asked me
for a statement describing our great
experience with their product. Can I
provide this?
Code of Conduct & Business Practices
Endorsements
The Nationwide® brand has great value
in the marketplace. To protect this
brand value, only use the Nationwide
name and logo on approved
products and services. Do not use the
Nationwide identity or publicly endorse
the products and services of other
companies, unless approved in advance
by Corporate Communications and the
Office of General Counsel.
A No. This would be considered solicitation, which is not permitted during
business hours.
A No. This is a form of endorsement that helps the vendor market their product
but has no direct benefit to Nationwide.
The Core of the Code 15 17 19 21
Competitor Information:
Handle with Care
Information about competitors,
customers and suppliers is
a valuable asset in a highly
competitive market. However,
no illegal or unethical means
of obtaining or retaining this
information will be tolerated
at Nationwide®.
Q While at a local restaurant I overheard
a competitor’s associate describing
their new marketing plan. Can I share
this with my co-workers?
Q At a professional conference, a
competitor gave a presentation on
some recent research. Can I use this
information in my work?
23 25 27 29 31 33 35 14 16 18 20 22 24
A Secret is a Secret
No information should be sought,
obtained, retained or used that
would violate fair competition and
antitrust laws or laws protecting
proprietary data. Possessing trade
secret information that was obtained
without the owner’s consent, or
inducing such disclosures by past or
present associates of other companies,
is prohibited.
A Generally, information overheard in a public setting would be acceptable to
share. However, there could be exceptions, so contact your manager and the
Office of General Counsel before disclosing any information.
A Yes. Using public information is perfectly appropriate. Presentations at
conferences, published articles and reports of financial analysts are all
considered public information.
26 28 30 32 34 36 The Core of the Code Ethics Helpline 1-800-453-8442
 Getting
Involved The quality of life in our communities is important to our
customers, our fellow associates, our company and our brand.
Personal Community and Nationwide® Political
Political Activities Activities
We live in a free country and you’re Corporate campaign contributions
free to participate in community and of all types are highly regulated. Any
political activities as you see fit. Keep political or campaign contributions
in mind though, in the conduct of your using corporate funds or other
personal, civic and political affairs, you resources must be approved by the
should make it clear that your views Office of General Counsel or the Office
and actions are your own, and not of Government Relations.
those of Nationwide®. Ensure that your
outside activities will not interfere with
your job performance. Gifts to Public Officials
Gifts to – or expenditures made on
You are free to make individual political
behalf of – public officials are subject
contributions to the party or candidates
to strict limitations and in most cases
of your choice, or to any of the political
are prohibited by law. Questions
action committees of Nationwide. No
should be directed to the Office of
one in the company may pressure
General Counsel or the Office of
you to contribute to a political action
Government Relations.
committee, political party or candidate,
or charitable organization.

Q I plan on running for mayor of
my town. Should I let anyone at
Nationwide® know about this?
A It’s probably a good idea to discuss this with your manager. You’ll need to work
with your manager to make sure your work as mayor does not interfere with
your job performance, and that your views are not misinterpreted as those of
Nationwide. If elected, you’ll also want to ensure that you’re never involved in a
conflict of interests between the town and Nationwide.

Code of Conduct & Business Practices The Core of the Code 15 17 19 21 23 25 27 29 31 33 35 14 16 18 20 22 24 26 28 30 32 34 36 The Core of the Code Ethics Helpline 1-800-453-8442
More
Points to
Ponder
Avoid the“Me”in Media
Only spokespersons designated by the
Office of Corporate Communications
are authorized to communicate to the
media on behalf of Nationwide®, or to
explain Nationwide business practices,
procedures and policy positions.
Associates receiving requests
from the media should immediately
contact Nationwide Corporate
Communications at 614-249-6349.
Business Abroad
Nationwide complies with all applicable laws and regulations, wherever we do
business. As a U.S.-based company, many U.S. laws apply to our business both inside
and outside of the United States. For example, these laws address prohibitions against
money laundering and foreign corrupt practices. The Foreign Corrupt Practices Act
(FCPA) prohibits associates, agents and representatives from offering or paying bribes
or other corrupt payments to government officials, political parties, candidates for
political office and officers of public international organizations directly or indirectly.
If you engage in business outside the U.S. you are encouraged to seek additional
guidance from the Office of General Counsel.

Green Is Good
Government Relations As a Nationwide associate we encourage you to act responsibly toward the
Nationwide cooperates with environment. Minimize, reuse and recycle waste at Nationwide facilities wherever
reasonable requests for information possible, and dispose of remaining waste responsibly. Strive to improve energy
from governmental agencies. All efficiency in all facilities.
information provided should be
truthful and accurate. Requests for
information other than routine forms
must be forwarded to the Office of
General Counsel.

Q The local newspaper just called me A It is important to refer these questions to Corporate Communications. Only
because a recent storm damaged designated personnel are authorized to talk to the media.
quite a few homes in the area. They
want to write a story about how
to file a claim. They are also asking
about plans of insurers to limit their
exposure in the area. How should I
handle the situation?

Q A government official in a foreign A Paying a “tip” or “facilitating payment” is permitted by the FCPA and some
country hinted that a small “tip” would countries if it is accurately accounted for in the company’s records. However, prior
speed up having our phone service to making any payment, contact the Office of General Counsel to ensure the
connected. Should we provide the tip? payment is legal.

Code of Conduct & Business Practices The Core of the Code 15 17 19 21 23 25 27 29 31 33 35 14 16 18 20 22 24 26 28 30 32 34 36 The Core of the Code Ethics Helpline 1-800-453-8442
 Handling
Conflicts
of
Interest Nationwide® values and expects ethical
decision-making and trusts you to make
choices in the best interests of our
customers and our company.
The following pages will help you make
good choices when the good choice
may not be crystal clear.

Code of Conduct & Business Practices Handling Conflicts of Interest 37 39 41 43 45 38 40 42 44 46 Handling Conflicts of Interest Ethics Helpline 1-800-453-8442
Customers and the
Company Come First
Your position at Nationwide® or
affiliation with any of our companies
cannot be used for personal gain or
advantage to you or a member of
your family. Any situation that may
create, or even appear to create, a
conflict between personal interests
and the interests of Nationwide must
be avoided. Disclose any questionable
situation to management and
the Office of Ethics as soon as the
situation arises.
Gifts and Favors: To Accept or Not to Accept?
Gifts and favors from any company or person who does business with, is a competitor
of, or may seek to do business with Nationwide may not be solicited. Some examples
of gifts and favors are objects, food, tickets, discounts, loans, contributions to charity,
prizes from drawings, and entertainment (when not accompanied by the provider).
Gifts and favors may be accepted if the combined fair market value of gifts and favors
received from that provider does not exceed $50 in a calendar year. You must notify
your manager of all gifts and favors you accept. It is never permissible to accept a gift
or favor in cash or cash equivalent (for example, gift cards, gift certificates, securities or
negotiable instruments).
Meals and Entertainment: Is it OK to Mix Pleasure
with Business?
Meals and entertainment from any company or person who does business with,
is a competitor of, or may seek to do business with Nationwide® may not be
solicited. Some examples of entertainment are events, activities, games, golf
outings, conferences, seminars, travel and lodging.
A meal may be accepted if you are accompanied by the provider and it is not a
frequent occurrence. Entertainment may be accepted if you are accompanied by
the provider and you have prior approval of your manager and the Office of Ethics.
Approval will be given only if the entertainment is reasonable under all the facts
and circumstances. In general, offers of travel and lodging will not be approved,
nor will offers to attend major sporting events such as the Super Bowl, the World
Series, college championships, or the Olympics.

Q A vendor wants to take me out A Yes, if you have obtained the approval of your manager and the Office
to a college basketball game. of Ethics.
Can I accept?

Code of Conduct & Business Practices Handling Conflicts of Interest 37 39 41 43 45 38 40 42 44 46 Handling Conflicts of Interest Ethics Helpline 1-800-453-8442
Don’t Even Think About It
Acceptance of any gift, favor or entertainment, regardless of amount, that would
have the actual or perceived effect of adversely influencing the negotiation of
a vendor contract or the objective evaluation of a vendor’s services should be
declined or not approved.
But Think About This…
There are exceptions and qualifications to these rules, and they include:
• Officers may impose stricter requirements for their area of responsibility with the
concurrence of the Chief Ethics Officer.

If you can influence vendor selection or contract negotiations, you may not
accept any gifts, favors or entertainment from the vendor(s) during contract
negotiations. By exception, this prohibition does not apply to vehicles or other
equipment loaned as part of a vendor evaluation process with management
approval, provided you only possess the item for a short time (such as one or two
months) and return it promptly after use.
• Associates in certain departments and roles may be subject to other or stricter
requirements by law or policy. Registered representatives of Nationwide® affiliated
broker-dealers and investment advisor representatives of affiliated registered
investment advisors must comply with all applicable rules, regulations and policies
regarding giving and receiving gifts, non-cash compensation and entertainment.
• Vendors may be asked to make charitable contributions on Nationwide’s behalf
only with the prior approval of an OCEO-level officer.

Code of Conduct & Business Practices Handling Conflicts of Interest 37 39 41 43 45 38 40 42 44 46 Handling Conflicts of Interest Ethics Helpline 1-800-453-8442
 What to Do If You Receive Prohibited Gifts, Favors Keep Gift-giving and
or Entertainment Favors to a Minimum
If you receive prohibited gifts, favors or entertainment, you should notify your Giving gifts, favors and entertainment
manager and politely return the gift with an explanation of Nationwide’s policy that are reasonable complements to a
to the provider. Here are some other things to consider if/when you receive a business relationship and are of modest
prohibited gift: value is generally permissible. We
expect all of our vendors to respect our
• If a gift is perishable and impractical to return, it should be shared with
gifts, favors and entertainment policy
the department or donated to a charitable organization with a letter of
when doing business with us. Similarly,
explanation to the provider. we will not give any gifts, favors and
entertainment that violate the rules
• If turning down a gift or favor would cause undue embarrassment to
or policies of the recipient. Bribes and
Nationwide®,you may accept it on behalf of the company and turn it over to
management for appropriate disposition and/or distribution.
kickbacks are unacceptable and illegal.
Gifts to or expenditures made on
• If the gift or favor was made directly to a charity, a letter should be written behalf of public officials are generally
to the provider explaining Nationwide’s policy and requesting that similar prohibited by law. Questions should
contributions not be made in the future. be directed to the Office of General
Counsel or Government Relations.
Offers of prohibited entertainment that you receive should be politely declined
with an explanation of Nationwide’s policy and you should notify your manager. Please note, you are not restricted from
giving other Nationwide® associates
common courtesy thank-you gifts or
gifts during the holidays.
Vendor Relationships
Vendors will be treated legally and
fairly. Products and services are to
be purchased solely based on the
value they provide Nationwide.
Wherever possible, purchase from
preferred vendors. Check with Supply
Management Services before working
with the vendor.
Business with
Family Members
A conflict of interest may arise when
doing Nationwide® business with
organizations that employ or are owned
by family members. The key here is
disclosure. Obtain written approval from
your management and the Office of
Ethics before conducting business with
family members or their organizations.
Outside Business Activities
Associates may not work for or accept compensation from a Nationwide
competitor or own more than one-tenth of one percent of a competitor.
Company equipment, personnel, facilities or supplies cannot be used to
conduct a personal business venture.
You must not directly or indirectly have any position with or substantial
interest in any business or property, or engage in any employment or other
activity, which takes time and attention away from the performance of your
job duties, conflicts or competes or might reasonably be supposed to conflict
or compete with Nationwide’s interests, or affects your independent judgment
to act in Nationwide’s interests. With respect to directors, all such cases will be
reported to and addressed by the Board or its designee(s).
Likewise, you may not work for, or own more than one-tenth of one percent
of companies that do business with Nationwide or in which Nationwide has
invested, unless you have the advance written approval of management and
the Office of Ethics.
All in all, you have a duty to advance the legitimate interests of Nationwide
when the opportunity arises. No associate may take advantage of any business
opportunity learned about through employment at Nationwide without first
offering the opportunity to Nationwide.

Q As long as it is okay with Nationwide, A No. We expect all our vendors to respect our gift and entertainment policy
can I give gifts to a vendor regardless when doing business with us. Similarly, we will not give any gifts or provide any
of the rules or policies of the entertainment that goes against the rules or policies of the recipient’s company.
recipient’s company?

Q Over the years, I’ve become personal A It is even more important to strictly follow all gift, entertainment and conflict

Q Why can’t I accept a gift or favor
from a vendor during negotiations?
I will not be influenced by this and it
seems like we’re making a big deal
out of nothing.
A Because it isn’t right and doesn’t look right. Besides, during our contract
friends with several of the people I do
business with. How do I handle this?
of interest guidelines when working with vendors who are friends. Your actions
will probably be more closely scrutinized by business colleagues and, therefore,
negotiations, we seek to obtain the best price for the products and services we you must strive to keep personal relationship separate from the business one.
purchase from vendors. Vendor-provided gifts or favors are ultimately charged You should also let your manager know about situations like this one, and
back to us, their customer. diplomatically excuse yourself from the vendor selection process when a friend
is under consideration.

Code of Conduct & Business Practices Handling Conflicts of Interest 37 39 41 43 45 38 40 42 44 46 Handling Conflicts of Interest Ethics Helpline 1-800-453-8442
Insider Information and
Securities Trading
Whether you’re an associate, agent or
director, you may not buy or sell stock
or any other kind of property, based
on material information that comes
from your job, if that information has
not been reported publicly. This is
known as insider trading. It is against
Nationwide® policy and the laws of the
United States and many countries.
Code of Conduct & Business Practices
Any information, positive or negative, is material if it might be of significance Disclosure Policy Special Rules for Asset
to an investor in determining whether to purchase, sell or hold securities.
Examples include: United States securities laws prohibit Management Associates
associates who are in regular
• a potential business acquisition communications with brokers and and Others
analysts from making selective There are special rules for all associates
• internal information about revenues, earnings or performance that differs from disclosure of non-public material working for Nationwide’s asset
market expectations information. management affiliates and its Office
of Investments, including significant
• the acquisition or loss of a major customer restrictions on personal securities
• rating agency actions, or trading. Contact the Office of Ethics for
further information.
• important transactions or business developments
If any doubt exists as to whether the information is material or has been released to
the public, you should contact the Office of General Counsel for specific instructions.
Q How do I know if something is A Insider information is news that has not been published outside the company.
material insider information? ”Materiality“ depends on what is important for an investor to know when
making an investment decision. If you have any doubt contact the Office of
General Counsel.
Handling Conflicts of Interest 37 39 41 43 45 38 40 42 44 46 Handling Conflicts of Interest Ethics Helpline 1-800-453-8442
In Conclusion
We Value Open and Honest
Two-way Communication
The majority of concerns you’ll
likely face can be resolved
through good communications
with management, Human
Resources or the Associate
Relations Center. The Office
of Ethics is another resource
to answer questions, provide
guidance in making ethical
decisions, or to report concerns
of suspected wrongdoing.
Code of Conduct & Business Practices
Get in Touch with
Your Office of Ethics
Inquiries or reports may be made anonymously by calling the Ethics Helpline at
1-800-453-8442. Callers outside of the U.S. may reverse charges to 614-249-2120.
Translation services are available. No caller ID or recording devices are used. Callers
PHONE: 1-800-45-ETHIC
interested in following up on their concerns will be assigned a confidential case (1-800-453-8442)
number. Knowingly filing false or misleading reports violates the Code.
FAX: 1-614-249-8442
Complaints or concerns regarding questionable accounting, internal accounting
(access to this secure fax is restricted to the Office of Ethics)
controls or auditing matters may also be directed to the Audit Committee of the
Board of Directors by calling the Ethics Helpline. Complaints or concerns may be
made on a confidential and anonymous basis. E-MAIL: ETHICS@nationwide.com
or send an anonymous e-mail by completing the form on the
Retaliation against any associate for making a good faith report is strictly forbidden.
Ethics Intranet site on InSide Online
MAIL: Office of Ethics and Business Practices
One Nationwide Plaza
PO Box 182653
Columbus, OH 43218-2653
(mail to this box is delivered unopened to the Office of Ethics)
In Conclusion 47 49 51 53 48 50 52 54 In Conclusion Ethics Helpline 1-800-453-8442
Frequently
Asked
Questions
About the Office of Ethics Q: A:
If I call the Office of Ethics, will No. The Office of Ethics does not record telephone conversations. The Office of
Ethics also does not have caller ID for calls to the Ethics Helpline.
the conversation be recorded?

If I call, will I have to give No. Your questions and concerns can be listened to and answered without any
identifying information.
my name?

How will I get an answer to Case numbers are assigned to all contacts. If you wish to remain anonymous,
you will be given a number to reference when you call
my question if you don’t for an update.
know my name?

Is calling the Office of Ethics No. You can meet with someone face-to-face, send information to
our secure fax line, mail information to our secure post office box or e-mail us.
the only way I can discuss
my concern?

Will my supervisor or manager No, unless your concern is a one-on-one issue with that supervisor
or manager.
know I contacted you?

Will anything be put in my No information about your questions or concerns will be put in your
personnel file.
personnel file?

How will I know anything The Office of Ethics initiates investigations. We work with Human Resources,
the Associate Relations Center, the Office of General Counsel, Internal Audits
happened? and our own Internal Investigations Unit to conduct investigations and bring
closure to them. When you call to follow up on your question or concern, we
will give you an answer, tell you that appropriate action was taken, or tell you
that the concern was unsubstantiated.

What if someone makes a Subjects are presumed innocent until proven otherwise. We are very thorough.
Disciplinary action is not taken without a full investigation. Any disciplinary
false accusation? action is conducted privately.

Code of Conduct & Business Practices In Conclusion 47 49 51 53 48 50 52 54 In Conclusion Ethics Helpline 1-800-453-8442
A Final Thought from the Office of Ethics

“Always If only it were that simple.

It can be difficult sometimes to determine the best course of action when
you have more than one option. And something might be legal but still not

do the
the right thing to do. When you run into a situation where the best decision
isn’t clear, test your potential decision by asking the following questions:

• Is it legal?

• Could my action be interpreted as inappropriate or unethical?

right
• Would I be proud to tell my spouse, parents, children or trusted
friends about my action?

• Would I like to see this action published on the front page of our
local newspaper?

• Is my action consistent with Nationwide’s Values and the Code

thing.”
of Conduct?

If you’re still unsure of what to do, seek clarification and guidance before
you act.

Our Code requires us to meet competitive challenges fairly and in ways

that maintain our reputation for honesty and fair dealing. If you ever
feel pressured to act in a way that conflicts with the Code, talk with your
manager, Human Resources, the Associate Relations Center or the Office of
Ethics. When in doubt, count on them to help you do the right thing.

Thank you for all you do to make Nationwide® a company we can be proud of.

LeRoy Johnston
Chief Ethics Officer

Code of Conduct & Business Practices In Conclusion 47 49 51 53 48 50 52 54 In Conclusion Ethics Helpline 1-800-453-8442
Index of Key Terms
Advertising 22 Discrimination 16, 20, 24 Management Responsibility 12
Alcohol and Drugs 18 Diversity 16 Media Relations 36
Antitrust and Fair Competition 30 Endorsements 31 Money Laundering 36
Asset Management Associates 46 Entertainment 40, 41, 43 Open Communications 10, 47
Associate Confidentiality 18 Environment 36 Outside Business Activites 44
Associate Responsibility 11 Equal Opportunity 16 Political Activities 34
Audit 26 Fair Competition 30 Political Contributions 34
Audit Committee 47 Family Members 39, 44 Privacy 18, 20, 24, 28
Board of Directors 10, 12, 47 FAQs — Office of Ethics 50 Public Officials 34
Bribery 34, 36, 43 Felony 26 Proprietary Information 28, 32
Business Communications 26 Fidelity Bond 26 Reporting a Concern 1, 10-12, 13, 26,
Business Records 24-26 Filing false/misleading reports 11, 13, 47-48, 52

Charitable Contributions 42, 43 24-26, 47 Reporting Fraudulent/Dishonest Acts 26

Chief Ethics Officer 52 Financial Reporting 25 Reputation 10, 22

Community Activities 34 Foreign Corrupt Practices Act 36 Retaliation 10-11, 47

Company Assets 26, 28, 44 Fraud and dishonesty 26 Safe Work Environment 18

Competitors 30, 32 Gifts 34, 39-43 Sales 25, 29

Compliance 25, 26 Global Business 36 Sarbanes-Oxley Act of 2002 25

Confidential Information 18, 20, 24, 28 Government Relations 36 Securities and Exchange Commission 25

Conflicts of Interest 38-46 Harassment 20 Solicitations 31

Contractors 11, 39-44 Hostile Work Environment 20 Values 7

Customer Relationships 22 Illegal Acts 25, 26 Vendor Relationships 11, 41-44

Data Privacy 18, 24, 28 Insider Trading 45-46 Waiver 10

Disclosure Policy 46 Integrity 1, 7, 11-12 Weapons 18

Code of Conduct & Business Practices In Conclusion 47 49 51 53 48 50 52 54 In Conclusion Ethics Helpline 1-800-453-8442