Rule 497(e)Registration No. 002-304471940 Act File No. 811-01728 SUPPLEMENT DATED AUGUST 29, 2016TO THE PROSPECTUS AND STATEMENT OF ADDITIONAL INFORMATION DATED JULY 31, 2016OF Nicholas Fund, Inc. THIS SUPPLEMENT UPDATES THE PROSPECTUS AND STATEMENT OF ADDITIONAL INFORMATION.PLEASE READ AND KEEP IT TOGETHER WITH YOUR COPY OF THE PROSPECTUS AND STATEMENT OFADDITIONAL INFOMARTION FOR FUTURE REFERENCE. The purpose of this supplement is to notify the shareholders of Nicholas Fund, Inc. (the “Fund”) with deep and sincere regrets that Mr. Albert O. Nicholas passed away on August 4, 2016. He was very hard working, diligent, humble, and generous. Effective immediately, Mr. David O. Nicholas is the Lead Portfolio Manager of Nicholas Fund, Inc. and Michael L. Shelton is the Portfolio Manager. The information regarding the previous portfolio manager found in the following sections of the prospectus dated July 31, 2016 is deleted and replaced with the following effective August 29, 2016. PART A: INFORMATION REQUIRED IN THE PROSPECTUS: 1. The section “SUMMARY -- Portfolio Managers” on page 3 of the prospectus is revised and restated as follows: Portfolio Managers Mr. David O. Nicholas is the Lead Portfolio Manager of the Fund and is primarily responsible for the day-to-day management of the Fund's portfolio. Mr. Nicholas is the President of the Fund and has been the Lead Portfolio Manager of the Fund since August 2016. He formerly served as the Associate Portfolio Manager of the Fund from April 2011 to August 2016. Mr. Shelton has been Portfolio Manager of the Fund since August 2016, and has been employed by the Adviser since 2006. 2. The last paragraph of the section captioned “THE FUND'S INVESTMENT ADVISER” on page 9 of the prospectus is revised and restated as follows: Mr. David O. Nicholas is the Lead Portfolio Manager of the Fund and is primarily responsible for the day-to-day management of the Fund's portfolio. Mr. Nicholas was the Associate Portfolio Manager of the Fund from April 2011 to August 2016 and served Co-Portfolio Manager of the Fund from November 1996 to April 2008. Mr. Nicholas is President of the Fund, a Director of the Adviser and the President, Chief Executive Officer and Chief Investment Officer of the Adviser. Mr. Nicholas also serves as a Portfolio Manager to other funds managed by the Adviser, and is a Chartered Financial Analyst. In August 2016, Mr. Michael L. Shelton became Portfolio Manager of the Fund. Mr. Shelton also serves as the Lead Portfolio Manager to another fund managed by the Adviser, and has been employed by the Adviser since 2006, and is a Chartered Financial Analyst and a Certified Public Accountant. 3. The last paragraph of the section captioned “THE FUND'S INVESTMENT ADVISER” on page 10 of the prospectus is revised and restated as follows: David O. Nicholas is a controlling person of the Adviser through his ownership of 60% of the outstanding voting securities of the Adviser which are held in trust for his benefit. Part B: INFORMATION REQUIRED IN THE STATEMENT OF ADDITIONAL INFORMATION: 1. The second full paragraph of the section captioned “THE FUND'S INVESTMENT ADVISER” on page 7 of the statement of additional information is revised and restated as follows:


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David O. Nicholas, President and Lead Portfolio Manager of the Fund, is President, Chief Executive Officer, Chief Investment Officer and a Director of the Adviser, and is a controlling person of the Adviser through his ownership of 60% of the outstanding voting securities of the Adviser which are held in trust for his benefit. Michael L. Shelton, Vice President and Portfolio Manager of the Fund, is an employee of the Adviser. David L. Johnson is Executive Vice President of the Fund and Executive Vice President of the Adviser. He is an uncle of David O. Nicholas. Lynn S. Nicholas, Senior Vice President of the Fund, is Senior Vice President of the Adviser. Lynn S. Nicholas is the sister of David O. Nicholas. Lawrence J. Pavelec, Senior Vice President and Secretary of the Fund, is Senior Vice President, Secretary and Chief Operating Officer of the Adviser. Candace L. Lesak, Vice President of the Fund, is an employee of the Adviser. Jennifer R. Kloehn, Senior Vice President, Treasurer and Chief Compliance Officer of the Fund, is Senior Vice President, Treasurer, Chief Financial Officer and Chief Compliance Officer of the Adviser. K. Thor Lundgren, 100 E. Wisconsin Avenue, Milwaukee, Wisconsin, is a Director of the Adviser. Mr. Lundgren is a partner with the law firm of Michael Best & Friedrich LLP, Milwaukee, Wisconsin, legal counsel to the Fund and the Adviser. In addition, effective August 1, 2016, Mr. Robert H. Bock submitted his bona fide resignation as a Director of the Fund. Accordingly, all references to Mr. Bock in the Statement of Additional Information are deleted and should be disregarded in their entirety. 2. On page 7, the entries for Albert O. Nicholas and Robert H. Bock in the second and third paragraphs of the section captioned “MANAGEMENT – DIRECTORS AND EXECUTIVE OFFICERS OF THE CORPORATION AND PORTFOLIO MANAGERS OF THE FUND” are deleted in their entirety. To reflect the changes in board membership and changes to officer appointments, the biographical table appearing in the section captioned “MANAGEMENT – DIRECTORS AND EXECUTIVE OFFICERS OF THE CORPORATION AND PORTFOLIO MANAGERS OF THE FUND” is deleted in its entirety and replaced with the following table. The pertinent information about the Fund's officers and directors is as of August 29, 2016. OtherNumber of

   DirectorshipsTerm of

   

   Portfolios

   Held byOffice and

   

   in Fund

   DirectorPositions

   Length of

   

   Complex

   during theHeld With

   Time

   Principal Occupations

   Overseen

   Past FiveName and Age

   Fund

   Served

   during Past Five Years

   by Director

   YearsDISINTERESTEDDIRECTORJay H. Robertson, 64

   Director

   (1), 14 years

   Private Investor, April 2000

   6

   Noneto present. Chairman of theBoard of Robertson-Ryanand Associates, Inc., aninsurance brokerage firmfrom 1993 to March 2000.


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OtherNumber of

   DirectorshipsTerm of

   

   Portfolios

   Held byOffice and

   

   in Fund

   DirectorPositions

   Length of

   

   Complex

   during theHeld With

   Time

   Principal Occupations

   Overseen

   Past FiveName and Age

   Fund

   Served

   during Past Five Years

   by Director

   YearsOFFICERSDavid O. Nicholas, 55

   President

   Annual,

   President, Chief Executive

   N/A

   N/Aand Lead

   27 years

   Officer (since August 2016),Portfolio

   

   Chief Investment OfficerManager

   

   and Director, NicholasCompany, Inc., the Adviserto the Fund and employedby the Adviser since 1986.He has been PortfolioManager for, and primarilyresponsible for the day-to-day management of theportfolios of Nicholas II,Inc. and Nicholas LimitedEdition, Inc. since March1993 and Lead PortfolioManager of the Fund andPortfolio Manager ofNicholas Equity IncomeFund, Inc. since August2016. He served asAssociate Portfolio Managerof the Fund from April 2011to August 2016. He is aChartered Financial Analyst.David L. Johnson, 74

   Executive

   Annual,

   Executive Vice President,

   N/A

   N/AVice

   36 years

   Nicholas Company, Inc., thePresident

   

   Adviser to the Fund, andemployed by the Advisersince 1980. He is aChartered Financial Analyst.Lynn S. Nicholas, 60

   Senior Vice

   Annual,

   Senior Vice President,

   N/A

   N/APresident

   31 years

   Nicholas Company, Inc., theAdviser to the Fund, andemployed by the Advisersince September 1983. Sheis a Chartered FinancialAnalyst.Lawrence J. Pavelec, 57

   Senior Vice

   Annual,

   Senior Vice President (since

   N/A

   N/APresident

   11 years

   April 2003), Secretary andand

   

   Chief Operating OfficerSecretary

   

   (since August 2016),Nicholas Company, Inc., theAdviser to the Fund, andemployed by the Advisersince April 2003. He isPortfolio Manager for andprimarily responsible for theday-to-day management ofthe portfolio of NicholasHigh Income Fund, Inc.,since April 2008. He servedas Co-Portfolio Manager ofNicholas High IncomeFund, Inc. from April 2003until April 2008. He is aChartered Financial Analyst.


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OtherNumber of

   DirectorshipsTerm of

   

   

   Portfolios

   Held byOffice and

   

   

   in Fund

   DirectorPositions

   Length of

   

   

   Complex

   during theHeld With

   Time

   

   Principal Occupations

   Overseen

   Past FiveName and Age

   Fund

   Served

   

   during Past Five Years

   by Director

   YearsCandace L. Lesak, 58

   Vice

   Annual,

   

   Employee, Nicholas

   N/A

   N/APresident

   31years

   

   Company, Inc., the Adviserto the Fund, since February1983. She is a CertifiedFinancial Planner.Michael L. Shelton, 44

   Vice

   Annual,

   

   Employee, Nicholas

   N/A

   N/APresident

   Since

   

   Company, Inc., the Adviserand

   August

   

   to the Fund, since July 2006.Portfolio

   2016

   

   He has been Lead PortfolioManager

   

   

   Manager for and primarilyresponsible for the day-to-day management of theportfolio of the NicholasEquity Income Fund, Inc.since August 2016. Heserved Co-PortfolioManager of Nicholas EquityIncome Fund, Inc. fromApril 2011 to August 2016.He is a Chartered FinancialAnalyst and Certified PublicAccountant.Jennifer R. Kloehn, 43

   Senior Vice

   Annual,

   

   Senior Vice President,

   N/A

   N/APresident,

   Since

   

   Treasurer, Chief FinancialTreasurer

   August

   

   Officer (since August 2016)and Chief

   2016 and

   

   and Chief ComplianceCompliance

   May 2016

   

   Officer (since May 2016),Officer

   

   

   Nicholas Company, Inc., theAdviser to the Fund;Compliance Officer andAssistant Vice President,Nicholas Company, Inc.,July 2004 to April 2016. Sheis a Certified PublicAccountant.
  (1)

   Until duly elected or re-elected at a subsequent annual meeting of the Fund.