UNITED STATES

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number: 811-03364

EMPOWER FUNDS, INC.

(Exact name of registrant as specified in charter)

8515 E. Orchard Road, Greenwood Village, Colorado 80111
(Address of principal executive offices)

Jonathan D. Kreider

President & Chief Executive Officer
Empower Funds, Inc.

8515 E. Orchard Road

Greenwood Village, Colorado 80111

(Name and address of agent for service)

Registrant's telephone number, including area code: (866) 831-7129

Date of fiscal year end: December 31

Date of reporting period: December 31, 2023

Item 1. REPORTS TO STOCKHOLDERS

EMPOWER FUNDS, INC.

Empower Bond Funds (Institutional Class and Investor Class)

Annual Report

December 31, 2023

This report and the financial statements attached are submitted for general information and are not authorized for distribution to prospective investors unless preceded or accompanied by an effective prospectus. Nothing herein is to be considered an offer of the sale of shares of the Funds. Such offering is made only by the prospectus of each Fund, which includes details as to offering price and other information.

Empower Bond Index Fund

Management Discussion

The Fund’s investment adviser is Empower Capital Management, LLC (“ECM”)

For the twelve-month period ended December 31, 2023, the Fund (Investor Class shares) returned 5.02%, relative to a 5.53% return for the Bloomberg U.S. Aggregate Bond Index, the Fund’s benchmark index.

U.S. economic growth continued to be resilient throughout the fourth quarter of 2023. Consumer spending remained the primary force, but business investment and government spending were also positive contributors throughout the year. Third quarter gross domestic product grew an impressive 4.9% and the fourth quarter tracked close to 2.2%. The economy was able to cope with materially higher interest rates and expectations of a recession came down, which surprised market participants. The probability that the economy could regain price stability and stay near full employment without enduring a sharp slowdown in growth continued to increase.

The Fund’s benchmark index had strong total returns for the fourth quarter as real interest rates declined across the yield curve and the benchmark index finished the year up 5.53%.

The views and opinions in this report were current as of December 31, 2023 and are subject to change at any time. They are not guarantees of performance or investment results and should not be taken as investment advice. Fund holdings are subject to change at any time. Fund returns are net of fees unless otherwise noted.

Growth of $10,000 (unaudited)

This graph compares the value of a hypothetical $10,000 investment in the Fund over the past 10 fiscal year periods or since inception (for funds lacking 10-year records) with the performance of the Fund’s benchmark index. Results include the reinvestment of all dividends and capital gains distributions. Past performance is no guarantee of future results. The graph does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Performance does not include any fees or expenses of variable insurance contracts, individual retirement accounts (“IRA(s)”), qualified retirement plans or college savings programs. If such fees and expenses were included, returns would be lower.

Note: Performance for the Institutional Class shares may vary due to their differing fee structure. See returns table below.

Average Annual Total Returns for the Periods Ended December 31, 2023 (unaudited)

	One Year	Five Year	Ten Year / Since Inception(a)
Institutional Class	5.38%	0.84%	1.06%
Investor Class	5.02%	0.50%	1.29%

(a) Institutional Class inception date was May 1, 2015.

Results include the reinvestment of all dividends and capital gains distributions. Past performance is no guarantee of future results. The table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Performance does not include any fees or expenses of variable insurance contracts, IRAs, qualified retirement plans or college savings programs. If such fees and expenses were included, returns would be lower.

Empower Core Bond Fund

Management Discussion

The Fund’s sub-advisers are Goldman Sachs Asset Management, L.P. (“Goldman Sachs”) and Wellington Management Company, LLP (“Wellington”)

For the twelve-month period ended December 31, 2023, the Fund (Investor Class shares) returned 6.20%, relative to a 5.53% return for the Bloomberg U.S. Aggregate Bond Index, the Fund’s benchmark index.

2023 was a round-trip year for financial markets. At first glance, investors feared the U.S. economy would falter given rates were at their highest level in 22 years. Soon, resilient growth and labor market data suggested the Federal Reserve could cool inflation without triggering a recession. Nonetheless, central banks, barring the Bank of Japan, maintained a tightening bias accelerating market fears around “higher-for-longer” policy and potential potholes such as banking sector health and debt servicing costs as firms refinance maturing debt and households re-mortgage.

China’s recovery from stringent lockdown restrictions also came into focus, as the abrupt recovery anticipated by investors did not materialize given structural shifts and an ailing property market. Furthermore, while artificial intelligence has been around for decades, recent innovations such as ChatGPT enthused markets over the technology’s investment potential and implications on productivity. Notwithstanding these developments, war in Ukraine, U.S. debt ceiling negotiations, U.S.-China tensions, and Hamas’ attack on Israel highlighted fragilities in both political and geopolitical landscapes. Closing the year, fixed income bonds rallied on market optimism around central bank easing.

The main contributors to the Goldman Sachs sub-advised portion of the Fund’s performance were corporate selection strategy and cross-sector positioning. The duration strategy did not materially impact performance over the period. While tactical positioning contributed to performance, a directional short in Japan rates offset the gains.

Cross-sector positioning positively impacted returns. An overweight to investment grade corporates and collateralized loan obligations drove the outperformance. Overweights to commercial mortgage-backed securities and emerging markets debt also added to returns. Meanwhile, the portfolio's credit hedge, which pairs the overweight to corporate credit with an overweight to U.S. interest rates, detracted from performance. An overweight to mortgage-backed securities was also a headwind to returns. Overall, security selection strategies outperformed. The corporate strategy contributed the most to returns, driven by specific name selection within industrial and financial credits. Additionally, an emphasis on the intermediate segment of the credit curve and a down-in-quality bias added to performance. The government/swaps selection strategy also contributed to returns.

Global fixed income sectors generated positive total returns during 2023, despite elevated interest rate volatility over most of the period. Higher-yielding sectors generally performed best, benefiting from their coupon advantage, and spread tightening. Global sovereign yields ended mixed. Yields rose earlier in

the period amid multiple rate hikes from the Federal Reserve and other major central banks across Europe, while Asian central banks pursued more dovish approaches. Yields plunged by the end of the period in response to accommodative central bank policy expectations amid weaker economic data, including moderating inflation.

For the Wellington sub-advised portion of the Fund, duration posture and yield curve positioning had a positive impact on results. Exposure to securitized sectors contributed favorably to relative performance over the period as spreads tightened for most sectors. Of these sectors, non-agency residential mortgage-backed securities were the largest contributor to performance. Allocations to asset-backed securities and collateralized loan obligations also had positive impacts on results. An overweight to agency mortgage-backed securities pass-throughs detracted from performance. Positioning within investment grade credit benefited relative performance, particularly an overweight to and security selection within financials and utilities. Inflation positioning via an allocation to Treasury inflation-protected securities had a positive impact. During the period, derivatives were used to help implement the overall investment strategy, including credit default swap indices, interest rate swaps, and Treasury bond futures. Investment grade credit default swap indices exposure contributed positively to relative results, while Treasury derivatives detracted overall from relative results.

The views and opinions in this report were current as of December 31, 2023 and are subject to change at any time. They are not guarantees of performance or investment results and should not be taken as investment advice. Fund holdings are subject to change at any time. Fund returns are net of fees unless otherwise noted.

Growth of $10,000 (unaudited)

This graph compares the value of a hypothetical $10,000 investment in the Fund over the past 10 fiscal year periods or since inception (for funds lacking 10-year records) with the performance of the Fund’s benchmark index. Results include the reinvestment of all dividends and capital gains distributions. Past performance is no guarantee of future results. The graph does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Performance does not include any fees or expenses of variable insurance contracts, individual retirement accounts (“IRA(s)”), qualified retirement plans or college savings programs. If such fees and expenses were included, returns would be lower.

Note: Performance for the Institutional Class shares may vary due to their differing fee structure. See returns table below.

Average Annual Total Returns for the Periods Ended December 31, 2023 (unaudited)

	One Year	Five Year	Ten Year / Since Inception(a)
Institutional Class	6.62%	1.38%	1.51%
Investor Class	6.20%	1.02%	1.63%

(a) Institutional Class inception date was May 1, 2015.

Results include the reinvestment of all dividends and capital gains distributions. Past performance is no guarantee of future results. The table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Performance does not include any fees or expenses of variable insurance contracts, IRAs, qualified retirement plans or college savings programs. If such fees and expenses were included, returns would be lower.

Empower Global Bond Fund

Management Discussion

The Fund’s sub-advisers are Insight North America LLC (“Insight”) and RBC Global Asset Management (UK) Limited (“RBC GAM”)

For the twelve-month period ended December 31, 2023, the Fund (Investor Class shares) returned 5.13%, relative to a 5.72% return for the Bloomberg Global Aggregate Index, the Fund’s benchmark index.

In 2023, it became apparent that the inflation surge, which took off in 2022, had peaked and begun to reverse course. The world’s major central banks continued to tighten monetary policy, fearful of allowing inflation to return, or becoming ingrained in expectations and sentiment. Interest rates were taken to levels not imposed since before the 2008 global financial crisis and government bond yields followed suit. However, as it became clear that the battle against inflation was being won, markets began to anticipate, potentially prematurely, a forthcoming easing cycle starting in 2024, leading bond yields substantially lower in the fourth quarter. That trend has been supported by the softness of economic growth and expectations for sub-trend levels of activity ahead.

Risk assets had notably strong performance across 2023. There were some periodic bouts of volatility throughout, but both equity and credit markets generated strong performance overall as stock prices increased and credit spreads tightened, notably so in the final two months of the year. 

For the portion of the Fund sub-advised by Insight, relative performance was roughly flat in the first quarter with positive results in January and February being offset by a difficult March. Second quarter performance was positive with a significant amount of alpha accruing in June. The third quarter was more challenging as increasing stress in the treasury market began to pressure risk assets wider. Fourth quarter performance was exceptionally strong as the portfolio benefitted from adding a significant amount of duration as well as spread product in the second half of October. Looking at the year in aggregate, performance was supported by contributions from agency mortgage-backed securities, developed market curve trades, successful security selection, intra-European government bond positioning, effective management of credit beta and positioning in inflation-linked assets. Conversely, positioning in developed market duration was a modest negative with the bulk of the negative alpha associated with this risk factor accruing in March and May.

For 2023, 10-year U.S. Treasury yields ended exactly where they started the year. Meanwhile, 10-year Bund yields were lower for the year. Global sovereign credit spreads were confined to a narrow range of 30 basis points (“bps”), with a spike wider in March and again in September and October, before settling 5bps tighter on the year at 117bps. Meanwhile, global corporate spreads started the year positively, supported by the demand for fixed income. However, the banking concerns hit spreads hard in March,

widening by 40bps at one point and suffering two of the worst days of spread widening ever, before rallying back. As with sovereigns, there was some pressure in October before a solid rally into year-end. Overall, global corporate spreads finished the year at their tightest at 115bps, having been north of 170bps at one point in March.

For the RBC GAM sub-advised portion of the Fund, in terms of performance, term structure was down with the Japanese short position detracting from performance. Meanwhile, the UK and Canada were also detractors, although these are currently relative value strategies versus the U.S. A long position earlier in the year helped Brazilian positions and current positions in Mexico and South Africa added to performance. These were offset by positions in Korea, Poland and Sweden over the period, which cumulatively detracted from performance. European duration contributed to performance, with the vast majority coming from carry, where there is an overweight to European versus U.S. assets.

Sovereign beta and alpha were contributors to performance, particularly Romania (the portfolio’s main overweight). Mexico, Greece and Israel all contributed, with weakness in Italy and France detracting. Corporate beta detracted, while alpha was up, led by an overweight to financials, owned no guarantee, transportation and technology. Offsetting some of this were index hedges and, unfortunately, the Swedish real estate investment trust SBB, which proved to be a disappointing credit choice. Foreign exchange detracted with G10 countries accounting for a significant portion of the loss. Weakness in the Japanese yen, UK sterling and positions in the Norwegian krone and Swiss franc all detracted from performance. Exposure to the euro and Canadian dollar contributed to performance. Meanwhile, non-G10 currencies added to performance, with positions in the Chilean, Brazilian and Mexican pesos contributing as well as the Polish zloty, Thai baht and Icelandic krona.

The views and opinions in this report were current as of December 31, 2023 and are subject to change at any time. They are not guarantees of performance or investment results and should not be taken as investment advice. Fund holdings are subject to change at any time. Fund returns are net of fees unless otherwise noted.

Growth of $10,000 (unaudited)

This graph compares the value of a hypothetical $10,000 investment in the Fund over the past 10 fiscal year periods or since inception (for funds lacking 10-year records) with the performance of the Fund’s benchmark index. Results include the reinvestment of all dividends and capital gains distributions. Past performance is no guarantee of future results. The graph does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Performance does not include any fees or expenses of variable insurance contracts, individual retirement accounts (“IRA(s)”), qualified retirement plans or college savings programs. If such fees and expenses were included, returns would be lower.

Note: Performance for the Institutional Class shares may vary due to their differing fee structure. See returns table below.

Average Annual Total Returns for the Periods Ended December 31, 2023 (unaudited)

	One Year	Five Year	Ten Year / Since Inception(a)
Institutional Class	5.42%	-1.31%	-0.75%
Investor Class	5.13%	-1.65%	-0.78%

(a) Institutional Class inception date was May 1, 2015.

Results include the reinvestment of all dividends and capital gains distributions. Past performance is no guarantee of future results. The table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Performance does not include any fees or expenses of variable insurance contracts, IRAs, qualified retirement plans or college savings programs. If such fees and expenses were included, returns would be lower.

Empower High Yield Bond Fund

Management Discussion

The Fund’s sub-adviser is Putnam Investment Management, LLC (“Putnam”)

For the twelve-month period ended December 31, 2023, the Fund (Investor Class shares) returned 11.14%, relative to a 13.79% return for the J.P. Morgan Developed High Yield Index, and a 13.39% return for its composite index (which has an 80% weighting to the ICE BofA U.S. High Yield Index and a 20% weighting to the ICE BofA All U.S. Convertible Index), the Fund’s benchmark indexes.

Fixed income markets recorded gains in the first quarter despite market volatility in February and March. Investors were encouraged by easing inflation data and improving global growth. U.S. Treasury yields rallied across the intermediate and long end of the curve as inflation showed signs of deceleration. However, as the Federal Reserve continued its monetary tightening cycle, a higher-than-expected inflation print weighed on market sentiment, and the failure of two regional banks in the U.S. in early March sparked concern about instability in the financial system. The yield on the 10-year U.S. Treasury rose above 4.0% in early March before rallying significantly following the failures of Silicon Valley Bank and Signature Bank in the U.S. and Credit Suisse in Europe, to end the quarter at 3.47%.

Fixed income markets recorded gains in the second quarter adding to the strong start to the year. Investors were encouraged by easing inflation data and resilient corporate earnings. U.S. Treasury yields rallied across the intermediate and long end of the curve as inflation showed signs of deceleration. However, as the Federal Reserve continued its monetary tightening cycle, higher rates and tighter credit conditions continued to weigh on investors as growth began to slow. The yield on the 10-year U.S. Treasury remained range-bound and ended June at 3.82%.

Fixed income markets recorded modest gains in the third quarter. Investors were challenged by continued hawkish rhetoric from central banks. U.S. Treasury yields sold off at the end of the quarter across the intermediate and long end of the curve as the Federal Reserve signaled they were likely to keep rates higher for longer. In addition, as the Federal Reserve continued its monetary tightening cycle, higher rates and tighter credit conditions continued to weigh on investors as growth continued to slow. The yield on the 10-year U.S. Treasury rose steadily and ended September at 4.57%.

Fixed income markets recorded strong gains in the fourth quarter. Investors were encouraged by better than feared third quarter earnings results and dovish rhetoric from the Federal Reserve. U.S. Treasury yields rallied at the end of the quarter across the intermediate and long end of the curve as the Federal Reserve signaled they were likely to cut rates in 2024. In addition, as the Federal Reserve paused its monetary tightening cycle, higher rates and tighter credit conditions continued to weigh on investors as demand had started to weaken. The yield on the 10-year U.S. Treasury declined steadily and ended December at 3.86%.

The Fund’s top contributors to relative returns included underweight positioning to utility and transportation, plus security selection within paper and packaging. Overweight positioning and security selection within gaming, lodging & leisure; security selection within services; as well as underweight exposure and security selection within automotive detracted from relative returns.   

The views and opinions in this report were current as of December 31, 2023 and are subject to change at any time. They are not guarantees of performance or investment results and should not be taken as investment advice. Fund holdings are subject to change at any time. Fund returns are net of fees unless otherwise noted.

Growth of $10,000 (unaudited)

This graph compares the value of a hypothetical $10,000 investment in the Fund over the past 10 fiscal year periods or since inception (for funds lacking 10-year records) with the performance of the Fund’s benchmark index. Results include the reinvestment of all dividends and capital gains distributions. Past performance is no guarantee of future results. The graph does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Performance does not include any fees or expenses of variable insurance contracts, individual retirement accounts (“IRA(s)”), qualified retirement plans or college savings programs. If such fees and expenses were included, returns would be lower.

Note: Performance for the Institutional Class shares may vary due to their differing fee structure. See returns table below.

Average Annual Total Returns for the Periods Ended December 31, 2023 (unaudited)

	One Year	Five Year	Ten Year / Since Inception(a)
Institutional Class	11.55%	5.54%	4.34%
Investor Class	11.14%	5.19%	4.02%

(a) Institutional Class inception date was May 1, 2015.

Results include the reinvestment of all dividends and capital gains distributions. Past performance is no guarantee of future results. The table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Performance does not include any fees or expenses of variable insurance contracts, IRAs, qualified retirement plans or college savings programs. If such fees and expenses were included, returns would be lower.

Empower Inflation-Protected Securities Fund

Management Discussion

The Fund’s sub-adviser is Goldman Sachs Asset Management, L.P. (“Goldman Sachs”)

For the twelve-month period ended December 31, 2023, the Fund (Investor Class shares) returned 4.76%, relative to a 4.36% return for the Bloomberg 1-10 Year U.S. Treasury Inflation-Protected Securities Index, the Fund’s benchmark index.

Overall, 2023 was a period of heightened rate volatility. U.S. interest rates broadly sold off for the majority of the year in light of policy rate hikes, a higher-for-longer narrative by the Federal Open Market Committee, banking sector crisis, the potential for a government shutdown, and geopolitical strife. However, by November, a “Santa rally” came early, as growing signs of disinflation and soft-landing optimism led to positive performance in bonds and equities, marking the strongest month for the Bloomberg Global Aggregate Index since December 2008. The rebound continued in December, with markets closing the year in high spirits as the Federal Reserve signaled 75 basis points of rate cuts in 2024, reflecting more easing than the 50 basis points previously projected.

The Fund’s duration and yield curve positioning slightly detracted from returns due to a small overweight duration position as rates sold off for a large part of the year. The Fund’s sector allocation strategy contributed to returns, driven by its overweight positioning to collateralized loan obligations, which were one of the best performing fixed income assets of the year. Meanwhile, AAA index spreads generally widened until the beginning of July, before tightening over the second half of the year. The Fund’s overweight positioning reflected the spread movements in the sector. The Fund moderated its overweight as spreads tightened, given the relative valuations of the asset class became slightly less attractive. Nevertheless, collateralized loan obligations are still viewed as a strong carry trade.

The Fund’s overweight to investment-grade corporate credit also contributed as sector spreads tightened in light of healthy corporate fundamentals and positive inflation readings over the second half of the year. The Fund’s security selection strategy also contributed to returns. This was driven by investment-grade corporate credit, collateralized loan obligations, and commercial mortgage-backed security selection strategies. Within investment-grade credit, portfolio positioning is defensive. The Fund’s Treasury inflation-protected securities and government/sovereign fixed income selection detracted from returns over the year.

The views and opinions in this report were current as of December 31, 2023 and are subject to change at any time. They are not guarantees of performance or investment results and should not be taken as investment advice. Fund holdings are subject to change at any time. Fund returns are net of fees unless otherwise noted.

Growth of $10,000 (unaudited)

This graph compares the value of a hypothetical $10,000 investment in the Fund over the past 10 fiscal year periods or since inception (for funds lacking 10-year records) with the performance of the Fund’s benchmark index. Results include the reinvestment of all dividends and capital gains distributions. Past performance is no guarantee of future results. The graph does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Performance does not include any fees or expenses of variable insurance contracts, individual retirement accounts (“IRA(s)”), qualified retirement plans or college savings programs. If such fees and expenses were included, returns would be lower.

*For the period from January 5, 2018 (inception) through December 31, 2018.

Note: Performance for the Institutional Class shares may vary due to their differing fee structure. See returns table below.

Average Annual Total Returns for the Periods Ended December 31, 2023 (unaudited)

	One Year	Five Year	Since Inception(a)
Institutional Class	5.13%	3.08%	2.41%
Investor Class	4.76%	2.72%	2.05%

(a) Institutional Class and Investor Class inception date was January 05, 2018.

Results include the reinvestment of all dividends and capital gains distributions. Past performance is no guarantee of future results. The table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Performance does not include any fees or expenses of variable insurance contracts, IRAs, qualified retirement plans or college savings programs. If such fees and expenses were included, returns would be lower.

Empower Multi-Sector Bond Fund

Management Discussion

The Fund’s sub-advisers are Loomis, Sayles & Company, L.P. (“Loomis Sayles”) and Virtus Fixed Income Advisers, LLC (“Virtus”)

For the twelve-month period ended December 31, 2023, the Fund (Investor Class shares) returned 7.88%, relative to a 6.05% return for the Bloomberg Multiverse Index, the Fund’s benchmark index.

The bond market finished 2023 with positive total returns, but the favorable end result obscures the elevated volatility that occurred along the way. For most of the year, bonds were under pressure from concerns about persistent inflation and the Federal Reserve’s (the “Fed”) continued interest rate increases. As late as October, U.S. investment-grade bond indexes were in negative territory on a year-to-date basis amid worries that the Fed would have to keep interest rates “higher for longer.”

This backdrop changed considerably in November and December, as the concerns that had weighed on the market throughout 2023 dissipated rapidly. Inflation continued to decline unabated, despite concerns about rising oil prices in the third quarter. In November, the headline consumer price index came in at inflation rates not seen since early 2021. With inflation receding, the markets grew comfortable with the idea that the Fed was finished raising rates. In December, Fed Chairman Jerome Powell suggested that rate cuts could begin as early as the first half of 2024. Bond prices increased in response, erasing all of the previous losses, and helping the fixed income market close with solid gains for the full year. Income also made a meaningful contribution to total returns thanks to the increase in yields over the past two years.

Developed-market government bonds generated gains in 2023, although weakness in foreign currencies dampened returns somewhat for U.S. dollar investors. Emerging markets debt outperformed U.S. investment-grade bonds thanks to investors’ hearty appetite for risk and the positive economic growth trends for many countries in the asset class.

The Loomis Sayles sub-advised portion of the Fund’s performance was driven primarily by security selection while sector allocation contributed strongly throughout the year. Investment grade credit, high yield credit, and securitized sectors were the top contributors. On an excess basis, investment grade credit positively contributed to performance as the sector generated the greatest returns within the strategy. An overweight allocation to high yield credit also positively impacted performance during the year. Exposure to securitized markets was also positive for the period. The overweight exposure to emerging markets credit detracted from overall performance for the period and security selection subtracted most in this sector.

2023 - the recession that never was. Few economists or strategists saw 2023 playing out the way it did in financial markets. While economies slowed around the globe and geopolitical events remained top of mind, central bankers appeared close to declaring victory over the inflation that has ravaged the landscape since the Covid-19 pandemic. The U.S., in particular, defied expectations for an economic slowdown and a more meaningful increase in the unemployment rate following 11 increases in the

federal funds rate for a total of 525 basis points since March 2022. The consensus was that the Fed pulled off the elusive “soft landing.” As this consensus built toward the end of the year, financial markets responded with rallies in risk assets as well as risk-free rates.

Over the year, the Virtus sub-advised portion of the Fund reduced exposure to U.S. Treasury securities and cash. Sales proceeds were redeployed into agency mortgages, high yield bank loans, asset-backed securities, and commercial MBS. In addition to changes to sector allocation during the year, Virtus continues to optimize positioning within sectors based on its view of the best relative value. Corporate high yield, high yield bank loans (particularly an allocation to bank loans), investment grade corporates and emerging markets high yield were all contributors to performance. Underweight non-U.S. dollar, asset-backed securities, high yield bank loans (issue selection and the funds up in quality positioning versus the bank loan benchmark) and U.S. treasuries detracted from performance.

The views and opinions in this report were current as of December 31, 2023 and are subject to change at any time. They are not guarantees of performance or investment results and should not be taken as investment advice. Fund holdings are subject to change at any time. Fund returns are net of fees unless otherwise noted.

Growth of $10,000 (unaudited)

This graph compares the value of a hypothetical $10,000 investment in the Fund over the past 10 fiscal year periods or since inception (for funds lacking 10-year records) with the performance of the Fund’s benchmark index. Results include the reinvestment of all dividends and capital gains distributions. Past performance is no guarantee of future results. The graph does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Performance does not include any fees or expenses of variable insurance contracts, individual retirement accounts (“IRA(s)”), qualified retirement plans or college savings programs. If such fees and expenses were included, returns would be lower.

Note: Performance for the Institutional Class shares may vary due to their differing fee structure. See returns table below.

Average Annual Total Returns for the Periods Ended December 31, 2023 (unaudited)

	One Year	Five Year	Ten Year / Since Inception(a)
Institutional Class	8.17%	3.63%	2.95%
Investor Class	7.88%	3.28%	2.68%

(a) Institutional Class inception date was May 1, 2015.

Results include the reinvestment of all dividends and capital gains distributions. Past performance is no guarantee of future results. The table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Performance does not include any fees or expenses of variable insurance contracts, IRAs, qualified retirement plans or college savings programs. If such fees and expenses were included, returns would be lower.

Empower Short Duration Bond Fund

Management Discussion

The Fund’s investment adviser is Empower Capital Management, LLC (“ECM”)

For the twelve-month period ended December 31, 2023, the Fund (Investor Class shares) returned 5.67%, relative to a 5.28% return for the Bloomberg 1-3 Year U.S. Credit Bond Index, the Fund’s benchmark index.

U.S. economic growth continued to be resilient throughout the fourth quarter of 2023. Consumer spending remained the primary force, but business fixed investment and government spending were also positive contributors throughout the year. Third quarter gross domestic product grew an impressive 4.9% and the fourth quarter tracked close to 2.2%. The economy was able to cope with materially higher interest rates and expectations of a recession came down, which surprised market participants. The probability that the economy could regain price stability and stay near full employment without enduring a sharp slowdown in growth continued to increase.

The Fund performed well throughout the year as the U.S. economy held up better than expected despite dramatically higher interest rates. The Fund’s performance for the year was driven primarily by security selection and an allocation to high yield bonds, bank loans, asset-backed securities, and collateralized loan obligations as well as an underweight to government-related securities. The Fund’s duration positioning was neutral versus the benchmark index during the year in anticipation of higher interest rate volatility and uncertainty due to changes in Federal Reserve policy.

The Fund was overweight lower-rated securities within investment grade and held out-of-benchmark positions in high yield bonds and bank loans as well as asset-backed securities. These overweight allocations were contributors to the Fund’s performance as credit spreads tightened throughout the year. The Fund remained underweight government-related securities. Security selection within high yield bond, bank loans and asset-backed securities was the main driver of outperformance. Sectors such as healthcare, real estate investment trusts, industrials, and collateralized loan obligations were some of the best performers. Holdings in the finance sector offset some of the contributors as pressures remained after the regional banking crisis in the spring. 

The views and opinions in this report were current as of December 31, 2023 and are subject to change at any time. They are not guarantees of performance or investment results and should not be taken as investment advice. Fund holdings are subject to change at any time. Fund returns are net of fees unless otherwise noted.

Growth of $10,000 (unaudited)

This graph compares the value of a hypothetical $10,000 investment in the Fund over the past 10 fiscal year periods or since inception (for funds lacking 10-year records) with the performance of the Fund’s benchmark index. Results include the reinvestment of all dividends and capital gains distributions. Past performance is no guarantee of future results. The graph does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Performance does not include any fees or expenses of variable insurance contracts, individual retirement accounts (“IRA(s)”), qualified retirement plans or college savings programs. If such fees and expenses were included, returns would be lower.

Note: Performance for the Institutional Class shares may vary due to their differing fee structure. See returns table below.

Average Annual Total Returns for the Periods Ended December 31, 2023 (unaudited)

	One Year	Five Year	Ten Year / Since Inception(a)
Institutional Class	5.98%	2.56%	2.09%
Investor Class	5.67%	2.21%	1.69%

(a) Institutional Class inception date was May 1, 2015.

Results include the reinvestment of all dividends and capital gains distributions. Past performance is no guarantee of future results. The table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Performance does not include any fees or expenses of variable insurance contracts, IRAs, qualified retirement plans or college savings programs. If such fees and expenses were included, returns would be lower.

Empower U.S. Government Securities Fund

Management Discussion

The Fund’s investment adviser is Empower Capital Management, LLC (“ECM”)

For the twelve-month period ended December 31, 2023, the Fund (Investor Class shares) returned 4.44%, relative to a 4.45% return for the Bloomberg U.S. Government/Mortgage Index, the Fund’s benchmark index.

U.S. economic growth continued to be resilient throughout the fourth quarter of 2023. Consumer spending remained the primary force, but business fixed investment and government spending were also positive contributors throughout the year. Third quarter gross domestic product grew an impressive 4.9% and the fourth quarter tracked close to 2.2%. The economy was able to cope with materially higher interest rates and expectations of a recession came down, which surprised market participants. The probability that the economy could regain price stability and stay near full employment without enduring a sharp slowdown in growth continued to increase.

The Fund maintained an overweight to varying degrees in both agency mortgage-backed securities (“MBS”) and agency commercial mortgage-backed securities (“CMBS”) throughout 2023. Agency MBS and CMBS started out strong in January and February, turning sharply negative in March following the failures of Silicon Valley Bank and First Republic Bank. Nevertheless, valuations remained attractive throughout and the conviction around these sectors paid off as they rallied heavily in the fourth quarter, resulting in solid outperformance for the year. Credit sectors also had a strong year as markets rallied in 2023. Out-of-benchmark positions in asset-backed securities, collateralized loan obligations and non-agency CMBS participated heavily in this rally and these overweights resulted in significant outperformance as well.

The views and opinions in this report were current as of December 31, 2023 and are subject to change at any time. They are not guarantees of performance or investment results and should not be taken as investment advice. Fund holdings are subject to change at any time. Fund returns are net of fees unless otherwise noted.

Growth of $10,000 (unaudited)

This graph compares the value of a hypothetical $10,000 investment in the Fund over the past 10 fiscal year periods or since inception (for funds lacking 10-year records) with the performance of the Fund’s benchmark index. Results include the reinvestment of all dividends and capital gains distributions. Past performance is no guarantee of future results. The graph does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Performance does not include any fees or expenses of variable insurance contracts, individual retirement accounts (“IRA(s)”), qualified retirement plans or college savings programs. If such fees and expenses were included, returns would be lower.

Note: Performance for the Institutional Class shares may vary due to their differing fee structure. See returns table below.

Average Annual Total Returns for the Periods Ended December 31, 2023 (unaudited)

	One Year	Five Year	Ten Year / Since Inception(a)
Institutional Class	4.76%	0.54%	0.86%
Investor Class	4.44%	0.19%	1.10%

(a) Institutional Class inception date was May 1, 2015.

Results include the reinvestment of all dividends and capital gains distributions. Past performance is no guarantee of future results. The table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Performance does not include any fees or expenses of variable insurance contracts, IRAs, qualified retirement plans or college savings programs. If such fees and expenses were included, returns would be lower.

Summary of Investments by Ratings or Country as of December 31, 2023 (unaudited)

Empower Bond Index Fund

Rating	Percentage of Fund Investments
Aaa	71.87%
Aa1	0.23
Aa2	1.13
Aa3	0.78
A1	4.31
A2	3.50
A3	3.92
Baa1	3.43
Baa2	5.84
Baa3	1.93
Ba1	0.43
Not Rated	0.05
Short Term Investments	2.58
Total	100.00%

Empower Core Bond Fund

Rating	Percentage of Fund Investments
Aaa	58.85%
Aa1	0.09
Aa2	0.68
Aa3	0.81
A1	3.89
A2	2.42
A3	3.73
Baa1	5.70
Baa2	6.65
Baa3	4.23
Ba1	0.58
Ba3	0.07
Equities	0.01
Not Rated	4.46
Short Term Investments	7.83
Total	100.00%

Empower Global Bond Fund

Country	Percentage of Fund Investments
United States	48.98%
Mexico	7.22
Japan	4.58
United Kingdom	3.90
Italy	3.63
France	3.17
Romania	3.10
Germany	2.90
South Korea	1.86
Spain	1.79
South Africa	1.79
Switzerland	1.74
New Zealand	1.64
China	1.42
Netherlands	1.32
Greece	1.01
Canada	0.96
Austria	0.80
Luxembourg	0.72
Australia	0.71
Belgium	0.64
Israel	0.61
Togo	0.55
Egypt	0.50
Estonia	0.49
Cayman Islands	0.47
Ireland	0.43
Peru	0.36
Indonesia	0.35
Denmark	0.33
Latvia	0.31
Iceland	0.30
Thailand	0.22
Chile	0.19
Singapore	0.18
Bermuda	0.15
Finland	0.14
Hungary	0.13
Portugal	0.11
Poland	0.10
Sweden	0.08
Nigeria	0.06
Slovenia	0.06
Total	100.00%

Empower High Yield Bond Fund

Rating	Percentage of Fund Investments
A3	0.34%
Baa1	0.16
Baa2	0.56
Baa3	2.44
Ba1	3.54
Ba2	9.61
Ba3	9.65
B1	15.71
B2	13.00
B3	9.20
CCC, CC, C	1.65
Equities	2.32
Not Rated	21.11
Short Term Investments	10.71
Total	100.00%

Empower Inflation-Protected Securities Fund

Rating	Percentage of Fund Investments
Aaa	79.70%
Aa1	0.12
Aa2	0.17
Aa3	0.35
A1	0.81
A2	0.50
A3	1.86
Baa1	3.21
Baa2	5.77
Baa3	4.16
Ba1	0.88
Ba2	0.48
Ba3	0.26
Not Rated	1.31
Short Term Investments	0.42
Total	100.00%

Empower Multi-Sector Bond Fund

Rating	Percentage of Fund Investments
	0.00%
Aaa	9.29
Aa1	0.52
Aa2	0.46
Aa3	0.58
A1	2.16
A2	2.33
A3	2.38
Baa1	5.41
Baa2	9.44
Baa3	12.16
Ba1	4.23
Ba2	4.38
Ba3	3.11
B1	2.95
B2	2.45
B3	2.53
CCC, CC, C	3.32
Equities	0.49
Not Rated	16.66
Short Term Investments	15.15
Total	100.00%

Empower Short Duration Bond Fund

Rating	Percentage of Fund Investments
Aaa	21.42%
Aa1	2.08
Aa2	4.89
Aa3	2.01
A1	13.66
A2	10.83
A3	4.04
Baa1	6.43
Baa2	15.98
Baa3	9.48
Ba1	2.32
Ba2	1.96
Ba3	0.11
B1	0.61
B3	0.35
CCC, CC, C	0.42
Not Rated	1.13
Short Term Investments	2.28
Total	100.00%

Empower U.S. Government Securities Fund

Rating	Percentage of Fund Investments
Aaa	92.55%
Aa1	0.81
Aa2	2.55
Aa3	1.05
A1	0.46
A2	0.37
Baa2	0.54
Not Rated	0.32
Short Term Investments	1.35
Total	100.00%

Shareholder Expense Example (unaudited)

As a shareholder of a Fund, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in a Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

Each Fund Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2023 to December 31, 2023).

Actual Expenses

The first row of each Fund's table below provides information about actual account values and actual expenses. You may use the information in this row, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first row under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second row of each Fund's table below provides information about hypothetical account values and hypothetical expenses based on such Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in each Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in each Fund's table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second row of each Fund's table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Empower Bond Index Fund	Beginning Account Value		Ending Account Value		Expenses Paid During Period*
	(07/01/23)		(12/31/23)		(07/01/23 – 12/31/23)
Institutional Class
Actual	$1,000.00		$1,030.66		$0.72
Hypothetical (5% return before expenses)	$1,000.00		$1,024.50		$0.71
Investor Class
Actual	$1,000.00		$1,030.03		$2.56
Hypothetical (5% return before expenses)	$1,000.00		$1,022.68		$2.55

* Expenses are equal to the Fund's annualized expense ratio of 0.14% for the Institutional Class shares and 0.50% for the Investor Class shares, multiplied by the average account value over the period, multiplied by 184/365 days to reflect the one-half year period.   Performance does not include any fees or expenses of variable insurance contracts, IRAs, qualified retirement plans or college savings programs, if applicable.  If such fees or expenses were included, returns would be lower.

Empower Core Bond Fund	Beginning Account Value		Ending Account Value		Expenses Paid During Period*
	(07/01/23)		(12/31/23)		(07/01/23 – 12/31/23)
Institutional Class
Actual	$1,000.00		$1,037.37		$1.80
Hypothetical (5% return before expenses)	$1,000.00		$1,023.40		$1.79
Investor Class
Actual	$1,000.00		$1,035.52		$3.59
Hypothetical (5% return before expenses)	$1,000.00		$1,021.70		$3.57

* Expenses are equal to the Fund's annualized expense ratio of 0.35% for the Institutional Class shares and 0.70% for the Investor Class shares, multiplied by the average account value over the period, multiplied by 184/365 days to reflect the one-half year period.   Performance does not include any fees or expenses of variable insurance contracts, IRAs, qualified retirement plans or college savings programs, if applicable.  If such fees or expenses were included, returns would be lower.

Empower Global Bond Fund	Beginning Account Value		Ending Account Value		Expenses Paid During Period*
	(07/01/23)		(12/31/23)		(07/01/23 – 12/31/23)
Institutional Class
Actual	$1,000.00		$1,050.27		$3.36
Hypothetical (5% return before expenses)	$1,000.00		$1,021.90		$3.31
Investor Class
Actual	$1,000.00		$1,048.49		$5.16
Hypothetical (5% return before expenses)	$1,000.00		$1,020.20		$5.09

* Expenses are equal to the Fund's annualized expense ratio of 0.65% for the Institutional Class shares and 1.00% for the Investor Class shares, multiplied by the average account value over the period, multiplied by 184/365 days to reflect the one-half year period.   Performance does not include any fees or expenses of variable insurance contracts, IRAs, qualified retirement plans or college savings programs, if applicable.  If such fees or expenses were included, returns would be lower.

Empower High Yield Bond Fund	Beginning Account Value		Ending Account Value		Expenses Paid During Period*
	(07/01/23)		(12/31/23)		(07/01/23 – 12/31/23)
Institutional Class
Actual	$1,000.00		$1,063.25		$3.43
Hypothetical (5% return before expenses)	$1,000.00		$1,021.88		$3.36
Investor Class
Actual	$1,000.00		$1,061.27		$5.35
Hypothetical (5% return before expenses)	$1,000.00		$1,020.01		$5.24

* Expenses are equal to the Fund's annualized expense ratio of 0.66% for the Institutional Class shares and 1.03% for the Investor Class shares, multiplied by the average account value over the period, multiplied by 184/365 days to reflect the one-half year period.   Performance does not include any fees or expenses of variable insurance contracts, IRAs, qualified retirement plans or college savings programs, if applicable.  If such fees or expenses were included, returns would be lower.

Empower Inflation-Protected Securities Fund	Beginning Account Value		Ending Account Value		Expenses Paid During Period*
	(07/01/23)		(12/31/23)		(07/01/23 – 12/31/23)
Institutional Class
Actual	$1,000.00		$1,031.33		$1.79
Hypothetical (5% return before expenses)	$1,000.00		$1,023.40		$1.79
Investor Class
Actual	$1,000.00		$1,030.69		$3.58
Hypothetical (5% return before expenses)	$1,000.00		$1,021.70		$3.57

* Expenses are equal to the Fund's annualized expense ratio of 0.35% for the Institutional Class shares and 0.70% for the Investor Class shares, multiplied by the average account value over the period, multiplied by 184/365 days to reflect the one-half year period.   Performance does not include any fees or expenses of variable insurance contracts, IRAs, qualified retirement plans or college savings programs, if applicable.  If such fees or expenses were included, returns would be lower.

Empower Multi-Sector Bond Fund	Beginning Account Value		Ending Account Value		Expenses Paid During Period*
	(07/01/23)		(12/31/23)		(07/01/23 – 12/31/23)
Institutional Class
Actual	$1,000.00		$1,051.73		$2.84
Hypothetical (5% return before expenses)	$1,000.00		$1,022.43		$2.80
Investor Class
Actual	$1,000.00		$1,049.79		$4.65
Hypothetical (5% return before expenses)	$1,000.00		$1,020.67		$4.58

* Expenses are equal to the Fund's annualized expense ratio of 0.55% for the Institutional Class shares and 0.90% for the Investor Class shares, multiplied by the average account value over the period, multiplied by 184/365 days to reflect the one-half year period.   Performance does not include any fees or expenses of variable insurance contracts, IRAs, qualified retirement plans or college savings programs, if applicable.  If such fees or expenses were included, returns would be lower.

Empower Short Duration Bond Fund	Beginning Account Value		Ending Account Value		Expenses Paid During Period*
	(07/01/23)		(12/31/23)		(07/01/23 – 12/31/23)
Institutional Class
Actual	$1,000.00		$1,039.01		$1.28
Hypothetical (5% return before expenses)	$1,000.00		$1,023.95		$1.28
Investor Class
Actual	$1,000.00		$1,038.15		$3.08
Hypothetical (5% return before expenses)	$1,000.00		$1,022.18		$3.06

* Expenses are equal to the Fund's annualized expense ratio of 0.25% for the Institutional Class shares and 0.60% for the Investor Class shares, multiplied by the average account value over the period, multiplied by 184/365 days to reflect the one-half year period.   Performance does not include any fees or expenses of variable insurance contracts, IRAs, qualified retirement plans or college savings programs, if applicable.  If such fees or expenses were included, returns would be lower.

Empower U.S. Government Securities Fund	Beginning Account Value		Ending Account Value		Expenses Paid During Period*
	(07/01/23)		(12/31/23)		(07/01/23 – 12/31/23)
Institutional Class
Actual	$1,000.00		$1,027.38		$1.28
Hypothetical (5% return before expenses)	$1,000.00		$1,023.95		$1.28
Investor Class
Actual	$1,000.00		$1,025.34		$3.06
Hypothetical (5% return before expenses)	$1,000.00		$1,022.18		$3.06

* Expenses are equal to the Fund's annualized expense ratio of 0.25% for the Institutional Class shares and 0.60% for the Investor Class shares, multiplied by the average account value over the period, multiplied by 184/365 days to reflect the one-half year period.   Performance does not include any fees or expenses of variable insurance contracts, IRAs, qualified retirement plans or college savings programs, if applicable.  If such fees or expenses were included, returns would be lower.

EMPOWER FUNDS, INC.

EMPOWER BOND INDEX FUND

Schedule of Investments

As of December 31, 2023

Annual Report - December 31, 2023

EMPOWER FUNDS, INC.

EMPOWER BOND INDEX FUND

Schedule of Investments

As of December 31, 2023

Annual Report - December 31, 2023

EMPOWER FUNDS, INC.

EMPOWER BOND INDEX FUND

Schedule of Investments

As of December 31, 2023

Annual Report - December 31, 2023

EMPOWER FUNDS, INC.

EMPOWER BOND INDEX FUND

Schedule of Investments

As of December 31, 2023

Annual Report - December 31, 2023

EMPOWER FUNDS, INC.

EMPOWER BOND INDEX FUND

Schedule of Investments

As of December 31, 2023

Annual Report - December 31, 2023

EMPOWER FUNDS, INC.

EMPOWER BOND INDEX FUND

Schedule of Investments

As of December 31, 2023

Annual Report - December 31, 2023

EMPOWER FUNDS, INC.

EMPOWER BOND INDEX FUND

Schedule of Investments

As of December 31, 2023

Annual Report - December 31, 2023

EMPOWER FUNDS, INC.

EMPOWER BOND INDEX FUND

Schedule of Investments

As of December 31, 2023

Annual Report - December 31, 2023

EMPOWER FUNDS, INC.

EMPOWER BOND INDEX FUND

Schedule of Investments

As of December 31, 2023

Annual Report - December 31, 2023

EMPOWER FUNDS, INC.

EMPOWER BOND INDEX FUND

Schedule of Investments

As of December 31, 2023

Annual Report - December 31, 2023

EMPOWER FUNDS, INC.

EMPOWER BOND INDEX FUND

Schedule of Investments

As of December 31, 2023

Annual Report - December 31, 2023

EMPOWER FUNDS, INC.

EMPOWER BOND INDEX FUND

Schedule of Investments

As of December 31, 2023

Annual Report - December 31, 2023

EMPOWER FUNDS, INC.

EMPOWER BOND INDEX FUND

Schedule of Investments

As of December 31, 2023

Annual Report - December 31, 2023

EMPOWER FUNDS, INC.

EMPOWER BOND INDEX FUND

Schedule of Investments

As of December 31, 2023

Annual Report - December 31, 2023

EMPOWER FUNDS, INC.

EMPOWER BOND INDEX FUND

Schedule of Investments

As of December 31, 2023