N-CSR 1 d243409dncsr.htm AEF N-CSR AEF N-CSR
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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   

                     811-01424

AIM Equity Funds (Invesco Equity Funds)

(Exact name of registrant as specified in charter)

11 Greenway Plaza, Suite 1000     Houston, Texas 77046

(Address of principal executive offices) (Zip code)

Sheri Morris     11 Greenway Plaza, Suite 1000 Houston, Texas 77046

(Name and address of agent for service)

 

Registrant’s telephone number, including area code:           (713) 626-1919    
Date of fiscal year end:          10/31            
Date of reporting period:        10/31/17       


Item 1. Report to Stockholders.


LOGO


 

Letters to Shareholders

 

 

 

LOGO

        Philip Taylor

   

Dear Shareholders:

This annual report includes information about your Fund, including performance data and a complete list of its investments as of the close of the reporting period. Inside is a discussion of how your Fund was managed and the factors that affected its performance during the reporting period.

    American voters went to the polls just days after the start of the reporting period, and their decisions quickly affected markets. The US stock market rallied strongly after the election, with major market indexes rising, and setting record highs, throughout the reporting period. Generally positive economic data, strong corporate earnings and hope for tax and regulatory reform contributed to the rally. US and global bond markets, as well as emerging market equities, sold off immediately following the election – with the US bond market eventually recovering most of its losses. Overseas, economic data were mixed, prompting the European Central Bank and central

banks in China and Japan, among other countries, to maintain extraordinarily accommodative monetary policies. Citing positive economic trends – specifically, realized and expected labor market conditions and inflation – the US Federal Reserve raised interest rates three times during the reporting period: first in December 2016, and then again in March and June 2017. Health care and tax reform proved to be more difficult than expected to enact, with little progress achieved by the end of the reporting period.

    Short-term market volatility can prompt some investors to abandon their investment plans – and can cause others to settle for whatever returns the market has to offer. The investment professionals at Invesco, in contrast, invest with high conviction. This means that, no matter the asset class or the strategy, each investment team has a passion to exceed. We want to help investors achieve better outcomes, such as seeking higher returns, helping mitigate risk and generating income. Of course, investing with high conviction can’t guarantee a profit or ensure success; no investment strategy can. To learn more about how we invest with high conviction, visit invesco.com/HighConviction.

    You, too, can invest with high conviction by maintaining a long-term investment perspective and by working with your financial adviser on a regular basis. During periods of short-term market volatility or uncertainty, your financial adviser can keep you focused on your long-term investment goals – a new home, a child’s college education or a secure retirement. He or she also can share research about the economy, the markets and individual investment options.

Visit our website for more information on your investments

Our website, invesco.com/us, offers a wide range of market insights and investment perspectives. On the website, you’ll find detailed information about our funds, including performance, holdings and portfolio manager commentaries. You can access information about your account by completing a simple, secure online registration. To do so, select “Log In” on the right side of the homepage, and then select “Register for Individual Account Access.”

    In addition to the resources accessible on our website and through our mobile app, you can obtain timely updates to help you stay informed about the markets and the economy by connecting with Invesco on Twitter, LinkedIn or Facebook. You can access our blog at blog.invesco.us.com. Our goal is to provide you the information you want, when and where you want it.

    Finally, I’m pleased to share with you Invesco’s commitment to both the Principles for Responsible Investment and to considering environmental, social and governance issues in our robust investment process. I invite you to learn more at invesco.com/esg.

Have questions?

For questions about your account, contact an Invesco client services representative at 800 959 4246. For Invesco-related questions or comments, please email me directly at phil@invesco.com.

    All of us at Invesco look forward to serving your investment management needs. Thank you for investing with us.

Sincerely,

 

LOGO

Philip Taylor

Senior Managing Director, Invesco Ltd.

 

2                             Invesco Charter Fund


 

 

LOGO

      Bruce Crockett

     

Dear Fellow Shareholders:

Among the many important lessons I’ve learned in more than 40 years in a variety of business endeavors is the value of a trusted advocate.

    As independent chair of the Invesco Funds Board, I can assure you that the members of the Board are strong advocates for the interests of investors in Invesco’s mutual funds. We work hard to represent your interests through oversight of the quality of the investment management services your funds receive and other matters important to your investment, including but not limited to:

     

Ensuring that Invesco offers a diverse lineup of mutual funds that your financial adviser can use to strive to meet your financial needs as your investment goals change over time.

     

Monitoring how the portfolio management teams of the Invesco funds are performing in light of changing economic and market conditions.

  Assessing each portfolio management team’s investment performance within the context of the investment strategy described in the fund’s prospectus.
  Monitoring for potential conflicts of interests that may impact the nature of the services that your funds receive.

    We believe one of the most important services we provide our fund shareholders is the annual review of the funds’ advisory and sub-advisory contracts with Invesco Advisers and its affiliates. This review is required by the Investment Company Act of 1940 and focuses on the nature and quality of the services Invesco provides as the adviser to the Invesco funds and the reasonableness of the fees that it charges for those services. Each year, we spend months carefully reviewing information received from Invesco and a variety of independent sources, such as performance and fee data prepared by Lipper, Inc. (a subsidiary of Broadridge Financial Solutions, Inc.), an independent, third-party firm widely recognized as a leader in its field. We also meet with our independent legal counsel and other independent advisers to review and help us assess the information that we have received. Our goal is to assure that you receive quality investment management services for a reasonable fee.

    I trust the measures outlined above provide assurance that you have a worthy advocate when it comes to choosing the Invesco Funds.

    As always, please contact me at bruce@brucecrockett.com with any questions or concerns you may have. On behalf of the Board, we look forward to continuing to represent your interests and serving your needs.

Sincerely,

 

LOGO

Bruce L. Crockett

Independent Chair

Invesco Funds Board of Trustees

 

3                             Invesco Charter Fund


 

Management’s Discussion of Fund Performance

 

 

Performance summary

For the fiscal year ended October 31, 2017, Class A shares of Invesco Charter Fund (the Fund), at net asset value (NAV), underperformed the Russell 1000 Index, the Fund’s style-specific benchmark.

    Your Fund’s long-term performance appears later in this report.

 

 

Fund vs. Indexes

Total returns, 10/31/16 to 10/31/17, at net asset value (NAV). Performance shown does not include applicable contingent deferred sales charges (CDSC) or front-end sales charges, which would have reduced performance.

 

Class A Shares       13.83 %
Class B Shares       12.96
Class C Shares       12.98
Class R Shares       13.53
Class S Shares       13.94
Class Y Shares       14.13
Class R5 Shares       14.19
Class R6 Shares       14.27
S&P 500 Index (Broad Market Index)       23.63
Russell 1000 Index (Style-Specific Index)       23.67
Lipper Large Cap Core Funds Index (Peer Group Index)       22.74

 

Source(s): FactSet Research Systems Inc.; Lipper Inc.

 

   

 

 

Market conditions and your Fund

Despite highly destructive hurricanes that threatened to derail a years-long recovery, the US economy continued to expand throughout the fiscal year ended October 31, 2017. Gross domestic product (GDP) – the value of all goods and services produced in the US – grew by 1.8% in the fourth quarter of 2016, by 1.2% in the first quarter and by 3.1% in the second quarter of 2017.1 Inflation remained subdued even as the labor market continued to strengthen. Unemployment continued its multi-year decline, hitting just 4.2% in September – a 16-year low.2

    Given signs of an improving economy, the US Federal Reserve (the Fed) raised interest rates three times during the reporting period, most recently in June 2017.3 The Fed pledged that “realized and expected economic conditions

relative to its objectives of maximum employment and 2 percent inflation” will guide its future actions. At the close of the reporting period, Fed policy remained accommodative, and the fed funds target rate stood at a range of 1.00% to 1.25% – up 75 basis points for the reporting period.3 (A basis point is 0.01%.)

    Despite the Fed’s actions, major US stock market indexes repeatedly hit all-time highs throughout the reporting period. The stock market rally began immediately following the outcome of the US presidential election in November 2016, based on investors’ hopes for reduced regulation, lowered corporate and personal tax rates and increased infrastructure spending. The stock market rally continued throughout the reporting period, fueled by generally positive economic data, strong corporate earnings and improved consumer

 

confidence – even as the prospect for health care and tax reform faded somewhat.

    During the fiscal year, stock selection in the consumer staples sector was the largest contributor to the Fund’s performance relative to its style-specific benchmark, as was underweight exposure to the sector. Stock selection in the telecommunication services sector also added to the Fund’s performance. The largest detractors from the Fund’s performance included the Fund’s cash position, as well as stock selection in the health care, information technology (IT) and energy sectors.

    The largest individual contributor to the Fund’s performance was Progressive. During the fiscal year, the company reported better-than-expected earnings and total revenue gains across its personal lines segment. American Express also benefited from strong revenue and earnings growth. In addition, Cognizant Technology Solutions advanced due to consistently upbeat revenue growth across its primary business units, as well as stronger performance overseas during the fiscal year.

    The largest individual detractor from the Fund’s performance was Range Resources, a natural gas company, which saw its stock price weaken due to declining gas prices. We sold our position in Range Resources during the reporting period. Shares of semiconductor company Qualcomm suffered after it was sued by Apple (not a Fund holding), one of its biggest customers, for unfair business practices. Also detracting from the Fund’s performance for the reporting period was Allergan, which fell amid criticism following a controversial patent agreement.

    Finally, the Fund’s conservative positioning and allocation to cash hampered

 
Portfolio Composition     
By sector       % of total net assets  
Information Technology       20.1 %
Consumer Discretionary       18.7
Financials       16.4
Health Care       14.0
Industrials       9.3
Energy       4.4
Consumer Staples       1.7
Materials       1.3
Utilities       1.2
Telecommunication Services       1.0
Real Estate       0.8

Money Market Funds

Plus Other Assets Less Liabilities

      11.1
Top 10 Equity Holdings*     
    % of total net assets
  1.  Alphabet Inc.-Class C       3.2 %

  2.  Cognizant Technology

       Solutions Corp.-Class A

      3.1
  3.   AIA Group Ltd.       2.9
  4.   Oracle Corp.       2.8
  5.  Stanley Black & Decker Inc.       2.5
  6.  Comcast Corp.-Class A       2.5
  7.  American Express Co.       2.5
  8.  Delphi Automotive PLC       2.5

  9.  Taiwan Semiconductor

       Manufacturing Co. Ltd.

      2.4
10.  Thermo Fisher Scientific, Inc.       2.1

 

Total Net Assets

   

 

$

 

3.8 billion

 

Total Number of Holdings*

     

 

54

 

 

The Fund’s holdings are subject to change, and there is no assurance that the Fund will continue to hold any particular security.

*Excluding money market fund holdings.

Data presented here are as of October 31, 2017.

 

 

4                             Invesco Charter Fund


its performance during the fiscal year. We have been active in deploying cash during periods of market volatility but continue to be selective due to valuations.

    During the reporting period, the Fund’s largest overweight position relative to its style-specific benchmark was in the consumer discretionary sector. The Fund also had slight overweight position in the financials sector. Our underweight positions were in the consumer staples, energy, health care, industrials, information technology, materials, real estate, telecommunication services and utilities sectors.

    Following our mandate as a conservative cornerstone for our clients’ portfolios, we continue to focus on high quality companies with attractive valuations and strong future growth prospects.

    We thank you for your continued investment in Invesco Charter Fund.

 

1 Source: Bureau of Economic Analysis
2 Sources: Bureau of Labor Statistics, Bloomberg
3 Source: US Federal Reserve

The views and opinions expressed in management’s discussion of Fund performance are those of Invesco Advisers, Inc. These views and opinions are subject to change at any time based on factors such as market and economic conditions. These views and opinions may not be relied upon as investment advice or recommendations, or as an offer for a particular security. The information is not a complete analysis of every aspect of any market, country, industry, security or the Fund. Statements of fact are from sources considered reliable, but Invesco Advisers, Inc. makes no representation or warranty as to their completeness or accuracy. Although historical performance is no guarantee of future results, these insights may help you understand our investment management philosophy.

See important Fund and, if applicable, index disclosures later in this report.

 

LOGO  

Ronald Sloan

Chartered Financial Analyst, Portfolio Manager and Co-Chief Investment Officer of

Invesco’s Global Core Equity Team, is lead manager of Invesco Charter Fund. He joined Invesco in 1998. Mr. Sloan earned a BS in business administration and an MBA from the University of Missouri.
LOGO  

Brian Nelson

Chartered Financial Analyst, Portfolio Manager, is manager of Invesco Charter Fund. He

joined Invesco in 2004. Mr. Nelson earned a BA from the University of California, Santa Barbara.
 

 

5                             Invesco Charter Fund


 

Your Fund’s Long-Term Performance

 

 

Results of a $10,000 Investment – Oldest Share Class(es)

Fund and index data from 10/31/07

 

LOGO

 

 

Past performance cannot guarantee comparable future results

    The data shown in the chart include re-invested distributions, applicable sales charges and Fund expenses including

management fees. Index results include reinvested dividends, but they do not reflect sales charges. Performance of the peer group, if applicable, reflects fund expenses and management fees; performance

of a market index does not. Performance shown in the chart and table(s) does not reflect deduction of taxes a shareholder would pay on Fund distributions or sale of Fund shares.

 

 

6                             Invesco Charter Fund


 

 

 

 

Average Annual Total Returns

As of 10/31/17, including maximum applicable sales charges
Class A Shares          
Inception (11/26/68)       10.49 %
10 Years       4.98
  5 Years       8.72
  1 Year       7.54
Class B Shares          
Inception (6/26/95)       7.13 %
10 Years       4.95
  5 Years       8.83
  1 Year       7.96
Class C Shares          
Inception (8/4/97)       4.70 %
10 Years       4.79
  5 Years       9.12
  1 Year       11.98
Class R Shares          
Inception (6/3/02)       6.62 %
10 Years       5.31
  5 Years       9.66
  1 Year       13.53
Class S Shares          
10 Years       5.66 %
  5 Years       10.06
  1 Year       13.94
Class Y Shares          
10 Years       5.82 %
  5 Years       10.22
  1 Year       14.13
Class R5 Shares          
Inception (7/30/91)       8.26 %
10 Years       5.98
  5 Years       10.31
  1 Year       14.19
Class R6 Shares          
10 Years       5.80 %
  5 Years       10.41
  1 Year       14.27

Class S shares incepted on September 25, 2009. Performance shown prior to that date is that of Class A shares and includes the 12b-1 fees applicable to Class A shares.

    Class Y shares incepted on October 3, 2008. Performance shown prior to that date is that of Class A shares and includes the 12b-1 fees applicable to Class A shares.

    Class R6 shares incepted on September 24, 2012. Performance shown prior to that date is that of Class A shares and includes the 12b-1 fees applicable to Class A shares.

    The performance data quoted represent

 

Average Annual Total Returns

 

As of 9/30/17, the most recent calendar quarter end, including maximum applicable sales charges    
Class A Shares          
Inception (11/26/68)       10.52 %
10 Years       5.23
  5 Years       8.60
  1 Year       5.66
Class B Shares          
Inception (6/26/95)       7.19 %
10 Years       5.20
  5 Years       8.71
  1 Year       5.90
Class C Shares          
Inception (8/4/97)       4.75 %
10 Years       5.04
  5 Years       9.02
  1 Year       9.99
Class R Shares          
Inception (6/3/02)       6.70 %
10 Years       5.56
  5 Years       9.57
  1 Year       11.49
Class S Shares          
10 Years       5.91 %
  5 Years       9.94
  1 Year       11.86
Class Y Shares          
10 Years       6.06 %
  5 Years       10.12
  1 Year       12.05
Class R5 Shares          
Inception (7/30/91)       8.31 %
10 Years       6.23
  5 Years       10.20
  1 Year       12.18
Class R6 Shares          
10 Years       6.05 %
  5 Years       10.30
  1 Year       12.26

past performance and cannot guarantee comparable future results; current performance may be lower or higher. Please visit invesco.com/performance for the most recent month-end performance. Performance figures reflect reinvested distributions, changes in net asset value and the effect of the maximum sales charge unless otherwise stated. Investment return and principal value will fluctuate so that you may have a gain or loss when you sell shares.

    The net annual Fund operating expense ratio set forth in the most recent Fund prospectus as of the date of this

report for Class A, Class B, Class C, Class R, Class S, Class Y, Class R5 and Class R6 shares was 1.12%, 1.87%, 1.87%, 1.37%, 1.02%, 0.87%, 0.76% and 0.69%, respectively.1 The total annual Fund operating expense ratio set forth in the most recent Fund prospectus as of the date of this report for Class A, Class B, Class C, Class R, Class S, Class Y, Class R5 and Class R6 shares was 1.13%, 1.88%, 1.88%, 1.38%, 1.03%, 0.88%, 0.77% and 0.70%, respectively. The expense ratios presented above may vary from the expense ratios presented in other sections of this report that are based on expenses incurred during the period covered by this report.

    Class A share performance reflects the maximum 5.50% sales charge, and Class B and Class C share performance reflects the applicable contingent deferred sales charge (CDSC) for the period involved. The CDSC on Class B shares declines from 5% beginning at the time of purchase to 0% at the beginning of the seventh year. The CDSC on Class C shares is 1% for the first year after purchase. Class R, Class S, Class Y, Class R5 and Class R6 shares do not have a front-end sales charge or a CDSC; therefore, performance is at net asset value.

    The performance of the Fund’s share classes will differ primarily due to different sales charge structures and class expenses.

    Fund performance reflects any applicable fee waivers and/or expense reimbursements. Had the adviser not waived fees and/or reimbursed expenses currently or in the past, returns would have been lower. See current prospectus for more information.

 

1 Total annual Fund operating expenses after any contractual fee waivers and/or expense reimbursements by the adviser in effect through at least June 30, 2019. See current prospectus for more information.
 

 

7                             Invesco Charter Fund


 

Invesco Charter Fund’s investment objective is long-term growth of capital.

  Unless otherwise stated, information presented in this report is as of October 31, 2017, and is based on total net assets.
  Unless otherwise noted, all data provided by Invesco.
  To access your Fund’s reports/prospectus, visit invesco.com/fundreports.

 

 

About share classes

  Class B shares may not be purchased for new or additional investments. Please see the prospectus for more information.
  Class R shares are generally available only to employee benefit plans. Please see the prospectus for more information.
  Class S shares and Class Y shares are available only to certain investors. Please see the prospectus for more information.
  Class R5 shares and Class R6 shares are available for use by retirement plans that meet certain standards and for institutional investors. Class R6 shares are also available through intermediaries that have established an agreement with Invesco Distributors, Inc. to make such shares available for use in retail omnibus accounts. Please see the prospectus for more information.

 

 

Principal risks of investing in the Fund

  Cash/cash equivalents risk. In rising markets, holding cash or cash equivalents will negatively affect the Fund’s performance relative to its benchmark.
  Debt Securities Risk. The prices of debt securities held by the Fund will be affected by changes in interest rates, the creditworthiness of the issuer and other factors. An increase in prevailing interest rates typically causes the value of existing debt securities to fall and often has a greater impact on longer-duration debt securities and higher quality debt securities. Falling interest rates will cause the Fund to reinvest the proceeds of debt securities that have been repaid by the issuer at lower interest rates. Falling interest rates may also reduce the Fund’s distributable income because interest payments on floating rate debt instruments held by the Fund will decline. The Fund could lose money on investments in debt securities if the issuer or borrower fails to meet its obligations to make interest payments
 

and/or to repay principal in a timely manner. Changes in an issuer’s financial strength, the market’s perception of such strength or in the credit rating of the issuer or the security may affect the value of debt securities. The Adviser’s credit analysis may fail to anticipate such changes, which could result in buying a debt security at an inopportune time or failing to sell a debt security in advance of a price decline or other credit event.

  Derivatives risk. The value of a derivative instrument depends largely on (and is derived from) the value of an underlying security, currency, commodity, interest rate, index or other asset (each referred to as an underlying asset). In addition to risks relating to the underlying assets, the use of derivatives may include other, possibly greater, risks, including counterparty, leverage and liquidity risks. Counterparty risk is the risk that the counterparty to the derivative contract will default on its obligation to pay the Fund the amount owed or otherwise perform under the derivative contract. Derivatives create leverage risk because they do not require payment up front equal to the economic exposure created by owning the derivative. As a result, an adverse change in the value of the underlying asset could result in the Fund sustaining a loss that is substantially greater than the amount invested in the derivative, which may make the Fund’s returns more volatile and increase the risk of loss. Derivative instruments may also be less liquid than more traditional investments and the Fund may be unable to sell or close out its derivative positions at a desirable time or price. This risk may be more acute under adverse market conditions, during which the Fund may be most in need of liquidating its derivative positions. Derivatives may also be harder to value, less tax efficient and subject to changing government regulation that could impact the Fund’s ability to use certain derivatives or their
    cost. Also, derivatives used for hedging or to gain or limit exposure to a particular market segment may not provide the expected benefits, particularly during adverse market conditions.
  Foreign securities risk. The Fund’s foreign investments may be adversely affected by political and social instability, changes in economic or taxation policies, difficulty in enforcing obligations, decreased liquidity or increased volatility. Foreign investments also involve the risk of the possible seizure, nationalization or expropriation of the issuer or foreign deposits (in which the Fund could lose its entire investments in a certain market) and the possible adoption of foreign governmental restrictions such as exchange controls. Unless the Fund has hedged its foreign securities risk, foreign securities risk also involves the risk of negative foreign currency rate fluctuations, which may cause the value of securities denominated in such foreign currency (or other instruments through which the Fund has exposure to foreign currencies) to decline in value. Currency exchange rates may fluctuate significantly over short periods of time. Currency hedging strategies, if used, are not always successful.
  Management risk. The Fund is actively managed and depends heavily on the Adviser’s judgment about markets, interest rates or the attractiveness, relative values, liquidity, or potential appreciation of particular investments made for the Fund’s portfolio. The Fund could experience losses if these judgments prove to be incorrect. Additionally, legislative, regulatory, or tax developments may adversely affect management of the Fund and, therefore, the ability of the Fund to achieve its investment objective.
  Market risk. The market values of the Fund’s investments, and therefore the value of the Fund’s shares, will go up and down, sometimes rapidly or unpredictably. Market risk may affect a single issuer, industry or section of the economy, or it may affect the market as a whole. Individual stock prices tend to go up and down more dramatically than those of certain other types of investments, such as bonds. During a general downturn in the financial
 

 

This report must be accompanied or preceded by a currently effective Fund prospectus, which contains more complete information, including sales charges and expenses. Investors should read it carefully before investing.

 

 

NOT FDIC INSURED  |  MAY LOSE VALUE  |  NO BANK GUARANTEE

 

8                             Invesco Charter Fund


 

markets, multiple asset classes may decline in value. When markets perform well, there can be no assurance that specific investments held by the Fund will rise in value.

  Small- and mid-capitalization companies risks. Small- and mid-capitalization companies tend to be more vulnerable to changing market conditions, may have little or no operating history or track record of success, and may have more limited product lines and markets, less experienced management and fewer financial resources than larger companies. These companies’ securities may be more volatile and less liquid than those of more established companies, and their returns may vary, sometimes significantly, from the overall securities market.

 

 

About indexes used in this report

  The S&P 500® Index is an unmanaged index considered representative of the US stock market.
  The Russell 1000® Index is an unmanaged index considered representative of large-cap stocks. The Russell 1000 Index is a trademark/service mark of the Frank Russell Co. Russell® is a trademark of the Frank Russell Co.
  The Lipper Large Cap Core Funds Index is an unmanaged index considered representative of large-cap core funds tracked by Lipper.
  The Fund is not managed to track the performance of any particular index, including the index(es) described here, and consequently, the performance of the Fund may deviate significantly from the performance of the index(es).
  A direct investment cannot be made in an index. Unless otherwise indicated, index results include reinvested dividends, and they do not reflect sales charges. Performance of the peer group, if applicable, reflects fund expenses; performance of a market index does not.

 

Other information

  The returns shown in management’s discussion of Fund performance are based on net asset values (NAVs) calculated for shareholder transactions. Generally accepted accounting principles require adjustments to be made to the net assets of the Fund at period end for financial reporting purposes, and as such, the NAVs for shareholder transactions and the returns based on those NAVs may differ from the NAVs and returns reported in the Financial Highlights.
  Industry classifications used in this report are generally according to the Global Industry Classification Standard, which was developed by and is the exclusive property and a service mark of MSCI Inc. and Standard & Poor’s.

 

 

 

 

9                             Invesco Charter Fund


Schedule of Investments(a)

October 31, 2017

 

     Shares      Value  

Common Stocks & Other Equity Interests–88.85%

 

Advertising–1.21%  

Publicis Groupe S.A. (France)

    701,687      $ 45,741,435  
Aerospace & Defense–3.01%  

General Dynamics Corp.

    281,346        57,107,611  

United Technologies Corp.

    471,752        56,497,020  
               113,604,631  
Air Freight & Logistics–1.14%  

United Parcel Service, Inc.–Class B

    365,678        42,978,135  
Apparel, Accessories & Luxury Goods–2.79%  

Hanesbrands, Inc.

    1,625,888        36,582,480  

LVMH Moet Hennessy Louis Vuitton S.E. (France)

    229,261        68,395,638  
               104,978,118  
Asset Management & Custody Banks–1.10%  

Northern Trust Corp.

    441,366        41,276,548  
Auto Parts & Equipment–2.50%  

Delphi Automotive PLC

    949,140        94,325,533  
Biotechnology–6.01%  

Biogen Inc.(b)

    231,829        72,251,826  

BioMarin Pharmaceutical Inc.(b)

    285,324        23,422,247  

Celgene Corp.(b)

    755,377        76,270,416  

Shire PLC–ADR

    370,209        54,653,955  
               226,598,444  
Cable & Satellite–2.51%  

Comcast Corp.–Class A

    2,626,674        94,639,064  
Casinos & Gaming–1.17%  

Wynn Resorts Ltd.

    297,930        43,941,696  
Consumer Finance–2.51%  

American Express Co.

    988,927        94,462,307  
Data Processing & Outsourced Services–1.28%  

Mastercard Inc.–Class A

    323,060        48,061,636  
Distillers & Vintners–1.76%  

Diageo PLC (United Kingdom)

    1,936,229        66,154,067  
Diversified Banks–2.93%  

Svenska Handelsbanken AB–Class A (Sweden)

    3,435,774        49,178,413  

U.S. Bancorp

    1,126,268        61,246,454  
               110,424,867  
Electric Utilities–1.19%  

Duke Energy Corp.

    508,588        44,913,406  
Electronic Manufacturing Services–1.61%  

TE Connectivity Ltd.

    666,737        60,653,065  
     Shares      Value  
Footwear–1.29%  

NIKE, Inc.–Class B

    887,252      $ 48,789,987  
General Merchandise Stores–1.18%  

Dollar General Corp.

    551,257        44,563,616  
Health Care Facilities–1.53%  

HCA Healthcare, Inc.(b)

    762,761        57,702,870  
Health Care Supplies–1.36%  

Dentsply Sirona Inc.

    837,538        51,148,446  
Home Improvement Retail–1.86%  

Home Depot, Inc. (The)

    423,729        70,245,794  
Household Appliances–1.00%  

Whirlpool Corp.

    230,475        37,781,767  
Housewares & Specialties–1.60%  

Newell Brands, Inc.

    1,474,143        60,115,552  
Industrial Conglomerates–1.40%  

Siemens AG (Germany)

    369,162        52,679,510  
Industrial Gases–1.32%  

Air Liquide S.A. (France)

    390,392        49,706,103  
Industrial Machinery–3.72%  

Illinois Tool Works Inc.

    291,791        45,671,127  

Stanley Black & Decker Inc.

    586,302        94,717,088  
               140,388,215  
Insurance Brokers–1.73%  

Marsh & McLennan Cos., Inc.

    807,374        65,340,778  
Integrated Oil & Gas–1.62%  

Suncor Energy, Inc. (Canada)

    1,801,230        61,169,771  
Internet & Direct Marketing Retail–1.55%  

Priceline Group Inc. (The)(b)

    30,626        58,555,687  
Internet Software & Services–4.91%  

Alphabet Inc.–Class C(b)

    119,035        121,015,742  

eBay Inc.(b)

    1,702,829        64,094,484  
               185,110,226  
IT Consulting & Other Services–3.08%  

Cognizant Technology Solutions Corp.–
Class A

    1,533,104        116,009,980  
Life & Health Insurance–2.87%  

AIA Group Ltd. (Hong Kong)

    14,373,200        108,148,132  
Life Sciences Tools & Services–2.06%  

Thermo Fisher Scientific, Inc.

    399,635        77,461,252  
Multi-Sector Holdings–2.02%  

Berkshire Hathaway Inc.–Class A(b)

    272        76,287,840  
 

 

See accompanying Notes to Financial Statements which are an integral part of the financial statements.

 

10                         Invesco  Charter Fund


     Shares      Value  
Oil & Gas Equipment & Services–1.25%  

Halliburton Co.

    1,101,780      $ 47,090,077  
Oil & Gas Exploration & Production–1.51%  

Concho Resources Inc.(b)

    424,341        56,950,806  
Pharmaceuticals–3.01%  

Allergan PLC

    360,529        63,896,555  

Merck & Co., Inc.

    901,659        49,672,394  
               113,568,949  
Property & Casualty Insurance–1.85%  

Progressive Corp. (The)

    1,431,658        69,650,162  
Regional Banks–1.38%  

First Republic Bank

    533,714        51,983,744  
Retail REIT’s–0.80%  

GGP Inc.

    1,555,929        30,278,378  
Semiconductors–4.72%  

Analog Devices, Inc.

    474,834        43,352,344  

QUALCOMM Inc.

    848,898        43,302,287  

Taiwan Semiconductor Manufacturing Co. Ltd. (Taiwan)

    11,294,019        91,213,202  
               177,867,833  
     Shares      Value  
Systems Software–4.55%  

Microsoft Corp.

    793,721      $ 66,021,713  

Oracle Corp.

    2,073,123        105,521,960  
               171,543,673  
Wireless Telecommunication Services–0.96%  

Vodafone Group PLC–ADR (United Kingdom)

    1,248,837        36,191,296  

Total Common Stocks & Other Equity Interests
(Cost $2,429,731,139)

 

     3,349,083,396  

Money Market Funds–10.93%

 

  

Invesco Government & Agency Portfolio–Institutional Class, 0.95%(c)

    247,163,734        247,163,734  

Invesco Treasury Portfolio–Institutional Class, 0.94%(c)

    164,775,822        164,775,822  

Total Money Market Funds
(Cost $411,939,556)

 

     411,939,556  

TOTAL INVESTMENTS IN SECURITIES–99.78%
(Cost $2,841,670,695)

 

     3,761,022,952  

OTHER ASSETS LESS LIABILITIES–0.22%

 

     8,241,320  

NET ASSETS–100.00%

 

   $ 3,769,264,272  
 

Investment Abbreviations:

 

ADR  

– American Depositary Receipt

REIT  

– Real Estate Investment Trust

Notes to Schedule of Investments:

 

(a)  Industry and/or sector classifications used in this report are generally according to the Global Industry Classification Standard, which was developed by and is the exclusive property and a service mark of MSCI Inc. and Standard & Poor’s.
(b)  Non-income producing security.
(c)  The money market fund and the Fund are affiliated by having the same investment adviser. The rate shown is the 7-day SEC standardized yield as of October 31, 2017.

 

See accompanying Notes to Financial Statements which are an integral part of the financial statements.

 

11                         Invesco  Charter Fund


Statement of Assets and Liabilities

October 31, 2017

 

 

Assets:

 

Investments in securities, at value (Cost $2,429,731,139)

  $ 3,349,083,396  

Investments in affiliated money market funds, at value and cost

    411,939,556  

Foreign currencies, at value (Cost $10,385,236)

    10,550,734  

Receivable for:

 

Investments sold

    528,195  

Fund shares sold

    509,626  

Dividends

    2,013,803  

Investment for trustee deferred compensation and retirement plans

    1,804,254  

Other assets

    95,541  

Total assets

    3,776,525,105  

Liabilities:

 

Payable for:

 

Fund shares reacquired

    2,978,943  

Accrued fees to affiliates

    2,254,018  

Accrued trustees’ and officers’ fees and benefits

    6,075  

Accrued other operating expenses

    25,276  

Trustee deferred compensation and retirement plans

    1,996,521  

Total liabilities

    7,260,833  

Net assets applicable to shares outstanding

  $ 3,769,264,272  

Net assets consist of:

 

Shares of beneficial interest

  $ 2,617,454,668  

Undistributed net investment income

    16,839,398  

Undistributed net realized gain

    215,474,449  

Net unrealized appreciation

    919,495,757  
    $ 3,769,264,272  

Net Assets:

 

Class A

  $ 3,363,072,923  

Class B

  $ 12,493,822  

Class C

  $ 167,072,678  

Class R

  $ 30,186,705  

Class S

  $ 19,028,400  

Class Y

  $ 129,284,793  

Class R5

  $ 29,835,372  

Class R6

  $ 18,289,579  

Shares outstanding, no par value,
with an unlimited number of shares authorized:

 

Class A

    179,391,753  

Class B

    710,822  

Class C

    9,465,440  

Class R

    1,626,992  

Class S

    1,014,250  

Class Y

    6,862,143  

Class R5

    1,524,008  

Class R6

    934,250  

Class A:

 

Net asset value per share

  $ 18.75  

Maximum offering price per share

 

(Net asset value of $18.75 ¸ 94.50%)

  $ 19.84  

Class B:

 

Net asset value and offering price per share

  $ 17.58  

Class C:

 

Net asset value and offering price per share

  $ 17.65  

Class R:

 

Net asset value and offering price per share

  $ 18.55  

Class S:

 

Net asset value and offering price per share

  $ 18.76  

Class Y:

 

Net asset value and offering price per share

  $ 18.84  

Class R5:

 

Net asset value and offering price per share

  $ 19.58  

Class R6:

 

Net asset value and offering price per share

  $ 19.58  
 

 

See accompanying Notes to Financial Statements which are an integral part of the financial statements.

 

12                         Invesco  Charter Fund


Statement of Operations

For the year ended October 31, 2017

 

Investment income:

 

Dividends (net of foreign withholding taxes of $1,571,447)

  $ 59,483,269  

Dividends from affiliated money market funds

    2,762,951  

Total investment income

    62,246,220  

Expenses:

 

Advisory fees

    24,127,945  

Administrative services fees

    601,722  

Custodian fees

    231,053  

Distribution fees:

 

Class A

    8,637,424  

Class B

    200,922  

Class C

    1,861,891  

Class R

    168,106  

Class S

    28,579  

Transfer agent fees — A, B, C, R, S and Y

    6,869,820  

Transfer agent fees — R5

    35,174  

Transfer agent fees — R6

    1,698  

Trustees’ and officers’ fees and benefits

    95,173  

Registration and filing fees

    178,092  

Reports to shareholders

    1,105,426  

Professional services fees

    67,489  

Other

    64,776  

Total expenses

    44,275,290  

Less: Fees waived and expense offset arrangement(s)

    (576,745

Net expenses

    43,698,545  

Net investment income

    18,547,675  

Realized and unrealized gain from:

 

Net realized gain from:

 

Investment securities (includes net gains (losses) from securities sold to affiliates of $(577,325))

    237,243,898  

Foreign currencies

    241,964  
      237,485,862  

Change in net unrealized appreciation of:

 

Investment securities

    249,500,636  

Foreign currencies

    217,432  
      249,718,068  

Net realized and unrealized gain

    487,203,930  

Net increase in net assets resulting from operations

  $ 505,751,605  

 

See accompanying Notes to Financial Statements which are an integral part of the financial statements.

 

13                         Invesco  Charter Fund


Statement of Changes in Net Assets

For the years ended October 31, 2017 and 2016

 

     2017      2016  

Operations:

 

  

Net investment income

  $ 18,547,675      $ 35,185,443  

Net realized gain

    237,485,862        380,414,262  

Change in net unrealized appreciation (depreciation)

    249,718,068        (293,152,839

Net increase in net assets resulting from operations

    505,751,605        122,446,866  

Distributions to shareholders from net investment income:

    

Class A

    (30,633,877      (40,042,458

Class B

    (22,307      (101,578

Class C

    (165,647      (516,916

Class R

    (212,669      (336,604

Class S

    (181,181      (222,679

Class Y

    (1,150,067      (2,354,903

Class R5

    (463,957      (1,147,498

Class R6

    (40,672      (1,886,883

Total distributions from net investment income

    (32,870,377      (46,609,519

Distributions to shareholders from net realized gains:

    

Class A

    (329,859,254      (428,206,831

Class B

    (2,669,783      (5,446,571

Class C

    (19,825,289      (27,716,876

Class R

    (3,292,840      (4,925,504

Class S

    (1,746,058      (2,152,527

Class Y

    (9,572,906      (19,900,365

Class R5

    (3,507,497      (8,997,994

Class R6

    (290,493      (13,770,029

Total distributions from net realized gains

    (370,764,120      (511,116,697

Share transactions–net:

    

Class A

    (195,241,082      (49,993,523

Class B

    (15,347,934      (15,153,462

Class C

    (36,929,723      (16,283,874

Class R

    (6,325,944      (4,284,253

Class S

    132,278        822,416  

Class Y

    21,372,829        (63,518,983

Class R5

    (9,692,424      (64,238,142

Class R6

    15,232,725        (98,538,831

Net increase (decrease) in net assets resulting from share transactions

    (226,799,275      (311,188,652

Net increase (decrease) in net assets

    (124,682,167      (746,468,002

Net assets:

    

Beginning of year

    3,893,946,439        4,640,414,441  

End of year (includes undistributed net investment income of $16,839,398 and $30,952,356, respectively)

  $ 3,769,264,272      $ 3,893,946,439  

Notes to Financial Statements

October 31, 2017

NOTE 1—Significant Accounting Policies

Invesco Charter Fund (the “Fund”) is a series portfolio of AIM Equity Funds (Invesco Equity Funds) (the “Trust”). The Trust is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end series management investment company consisting of three separate portfolios, each authorized to issue an unlimited number of shares of beneficial interest. The assets, liabilities and operations of each portfolio are accounted for separately. Information presented in these financial statements pertains only to the Fund. Matters affecting each portfolio or class will be voted on exclusively by the shareholders of such portfolio or class.

 

14                         Invesco  Charter Fund


The Fund’s investment objective is long-term growth of capital.

The Fund currently consists of eight different classes of shares: Class A, Class B, Class C, Class R, Class S, Class Y, Class R5 and Class R6. Class Y shares are available only to certain investors. Class A shares are sold with a front-end sales charge unless certain waiver criteria are met and under certain circumstances load waived shares may be subject to contingent deferred sales charges (“CDSC”). Class C shares are sold with a CDSC. Class R, Class S, Class Y, Class R5 and Class R6 shares are sold at net asset value. Effective November 30, 2010, new or additional investments in Class B shares are no longer permitted. Existing shareholders of Class B shares may continue to reinvest dividends and capital gains distributions in Class B shares until they convert to Class A shares. Also, shareholders in Class B shares will be able to exchange those shares for Class B shares of other Invesco Funds offering such shares until they convert to Class A shares. Generally, Class B shares will automatically convert to Class A shares on or about the month-end, which is at least eight years after the date of purchase. Redemption of Class B shares prior to the conversion date will be subject to a CDSC.

The Fund is an investment company and accordingly follows the investment company accounting and reporting guidance in accordance with Financial Accounting Standards Board Accounting Standards Codification Topic 946, Financial Services — Investment Companies.

The following is a summary of the significant accounting policies followed by the Fund in the preparation of its financial statements.

A. Security Valuations — Securities, including restricted securities, are valued according to the following policy.

A security listed or traded on an exchange (except convertible securities) is valued at its last sales price or official closing price as of the close of the customary trading session on the exchange where the security is principally traded, or lacking any sales or official closing price on a particular day, the security may be valued at the closing bid price on that day. Securities traded in the over-the-counter market are valued based on prices furnished by independent pricing services or market makers. When such securities are valued by an independent pricing service they may be considered fair valued. Futures contracts are valued at the final settlement price set by an exchange on which they are principally traded. Listed options are valued at the mean between the last bid and asked prices from the exchange on which they are principally traded. Options not listed on an exchange are valued by an independent source at the mean between the last bid and asked prices. For purposes of determining net asset value (“NAV”) per share, futures and option contracts generally are valued 15 minutes after the close of the customary trading session of the New York Stock Exchange (“NYSE”).

Investments in open-end and closed-end registered investment companies that do not trade on an exchange are valued at the end-of-day net asset value per share. Investments in open-end and closed-end registered investment companies that trade on an exchange are valued at the last sales price or official closing price as of the close of the customary trading session on the exchange where the security is principally traded.

Debt obligations (including convertible securities) and unlisted equities are fair valued using an evaluated quote provided by an independent pricing service. Evaluated quotes provided by the pricing service may be determined without exclusive reliance on quoted prices, and may reflect appropriate factors such as institution-size trading in similar groups of securities, developments related to specific securities, dividend rate (for unlisted equities), yield (for debt obligations), quality, type of issue, coupon rate (for debt obligations), maturity (for debt obligations), individual trading characteristics and other market data. Pricing services generally value debt obligations assuming orderly transactions of institutional round lot size, but a fund may hold or transact in the same securities in smaller, odd lot sizes. Odd lots often trade at lower prices than institutional round lots. Debt obligations are subject to interest rate and credit risks. In addition, all debt obligations involve some risk of default with respect to interest and/or principal payments.

Foreign securities’ (including foreign exchange contracts) prices are converted into U.S. dollar amounts using the applicable exchange rates as of the close of the NYSE. If market quotations are available and reliable for foreign exchange-traded equity securities, the securities will be valued at the market quotations. Because trading hours for certain foreign securities end before the close of the NYSE, closing market quotations may become unreliable. If between the time trading ends on a particular security and the close of the customary trading session on the NYSE, events occur that the investment adviser determines are significant and make the closing price unreliable, the Fund may fair value the security. If the event is likely to have affected the closing price of the security, the security will be valued at fair value in good faith using procedures approved by the Board of Trustees. Adjustments to closing prices to reflect fair value may also be based on a screening process of an independent pricing service to indicate the degree of certainty, based on historical data, that the closing price in the principal market where a foreign security trades is not the current value as of the close of the NYSE. Foreign securities’ prices meeting the approved degree of certainty that the price is not reflective of current value will be priced at the indication of fair value from the independent pricing service. Multiple factors may be considered by the independent pricing service in determining adjustments to reflect fair value and may include information relating to sector indices, American Depositary Receipts and domestic and foreign index futures. Foreign securities may have additional risks including exchange rate changes, potential for sharply devalued currencies and high inflation, political and economic upheaval, the relative lack of issuer information, relatively low market liquidity and the potential lack of strict financial and accounting controls and standards.

Securities for which market prices are not provided by any of the above methods may be valued based upon quotes furnished by independent sources. The last bid price may be used to value equity securities. The mean between the last bid and asked prices is used to value debt obligations, including corporate loans.

Securities for which market quotations are not readily available or became unreliable are valued at fair value as determined in good faith by or under the supervision of the Trust’s officers following procedures approved by the Board of Trustees. Issuer specific events, market trends, bid/asked quotes of brokers and information providers and other market data may be reviewed in the course of making a good faith determination of a security’s fair value.

The Fund may invest in securities that are subject to interest rate risk, meaning the risk that the prices will generally fall as interest rates rise and, conversely, the prices will generally rise as interest rates fall. Specific securities differ in their sensitivity to changes in interest rates depending on their individual characteristics. Changes in interest rates may result in increased market volatility, which may affect the value and/or liquidity of certain Fund investments.

Valuations change in response to many factors including the historical and prospective earnings of the issuer, the value of the issuer’s assets, general economic conditions, interest rates, investor perceptions and market liquidity. Because of the inherent uncertainties of valuation, the values reflected in the financial statements may materially differ from the value received upon actual sale of those investments.

 

15                         Invesco  Charter Fund


B. Securities Transactions and Investment Income — Securities transactions are accounted for on a trade date basis. Realized gains or losses on sales are computed on the basis of specific identification of the securities sold. Interest income (net of withholding tax, if any) is recorded on the accrual basis from settlement date. Dividend income (net of withholding tax, if any) is recorded on the ex-dividend date.

The Fund may periodically participate in litigation related to Fund investments. As such, the Fund may receive proceeds from litigation settlements. Any proceeds received are included in the Statement of Operations as realized gain (loss) for investments no longer held and as unrealized gain (loss) for investments still held.

Brokerage commissions and mark ups are considered transaction costs and are recorded as an increase to the cost basis of securities purchased and/or a reduction of proceeds on a sale of securities. Such transaction costs are included in the determination of net realized and unrealized gain (loss) from investment securities reported in the Statement of Operations and the Statement of Changes in Net Assets and the net realized and unrealized gains (losses) on securities per share in the Financial Highlights. Transaction costs are included in the calculation of the Fund’s net asset value and, accordingly, they reduce the Fund’s total returns. These transaction costs are not considered operating expenses and are not reflected in net investment income reported in the Statement of Operations and the Statement of Changes in Net Assets, or the net investment income per share and the ratios of expenses and net investment income reported in the Financial Highlights, nor are they limited by any expense limitation arrangements between the Fund and the investment adviser.

The Fund allocates income and realized and unrealized capital gains and losses to a class based on the relative net assets of each class.

C. Country Determination — For the purposes of making investment selection decisions and presentation in the Schedule of Investments, the investment adviser may determine the country in which an issuer is located and/or credit risk exposure based on various factors. These factors include the laws of the country under which the issuer is organized, where the issuer maintains a principal office, the country in which the issuer derives 50% or more of its total revenues and the country that has the primary market for the issuer’s securities, as well as other criteria. Among the other criteria that may be evaluated for making this determination are the country in which the issuer maintains 50% or more of its assets, the type of security, financial guarantees and enhancements, the nature of the collateral and the sponsor organization. Country of issuer and/or credit risk exposure has been determined to be the United States of America, unless otherwise noted.
D. Distributions — Distributions from net investment income and net realized capital gain, if any, are generally declared and paid annually and recorded on the ex-dividend date. The Fund may elect to treat a portion of the proceeds from redemptions as distributions for federal income tax purposes.
E. Federal Income Taxes — The Fund intends to comply with the requirements of Subchapter M of the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), necessary to qualify as a regulated investment company and to distribute substantially all of the Fund’s taxable earnings to shareholders. As such, the Fund will not be subject to federal income taxes on otherwise taxable income (including net realized capital gain) that is distributed to shareholders. Therefore, no provision for federal income taxes is recorded in the financial statements.

The Fund recognizes the tax benefits of uncertain tax positions only when the position is more likely than not to be sustained. Management has analyzed the Fund’s uncertain tax positions and concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions. Management is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next 12 months.

The Fund files tax returns in the U.S. Federal jurisdiction and certain other jurisdictions. Generally, the Fund is subject to examinations by such taxing authorities for up to three years after the filing of the return for the tax period.

F. Expenses — Fees provided for under the Rule 12b-1 plan of a particular class of the Fund are charged to the operations of such class. Transfer agency fees and expenses and other shareholder recordkeeping fees and expenses attributable to Class R5 and Class R6 are allocated to each share class based on relative net assets. Sub-accounting fees attributable to Class R5 are charged to the operations of the class. Transfer agency fees and expenses and other shareholder recordkeeping fees and expenses relating to all other classes are allocated among those classes based on relative net assets. All other expenses are allocated among the classes based on relative net assets.
G. Accounting Estimates — The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period including estimates and assumptions related to taxation. Actual results could differ from those estimates by a significant amount. In addition, the Fund monitors for material events or transactions that may occur or become known after the period-end date and before the date the financial statements are released to print.
H. Indemnifications — Under the Trust’s organizational documents, each Trustee, officer, employee or other agent of the Trust is indemnified against certain liabilities that may arise out of the performance of their duties to the Fund. Additionally, in the normal course of business, the Fund enters into contracts, including the Fund’s servicing agreements, that contain a variety of indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. The risk of material loss as a result of such indemnification claims is considered remote.
I. Foreign Currency Translations — Foreign currency is valued at the close of the NYSE based on quotations posted by banks and major currency dealers. Portfolio securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at date of valuation. Purchases and sales of portfolio securities (net of foreign taxes withheld on disposition) and income items denominated in foreign currencies are translated into U.S. dollar amounts on the respective dates of such transactions. The Fund does not separately account for the portion of the results of operations resulting from changes in foreign exchange rates on investments and the fluctuations arising from changes in market prices of securities held. The combined results of changes in foreign exchange rates and the fluctuation of market prices on investments (net of estimated foreign tax withholding) are included with the net realized and unrealized gain or loss from investments in the Statement of Operations. Reported net realized foreign currency gains or losses arise from (1) sales of foreign currencies, (2) currency gains or losses realized between the trade and settlement dates on securities transactions, and (3) the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign currency gains and losses arise from changes in the fair values of assets and liabilities, other than investments in securities at fiscal period end, resulting from changes in exchange rates.

 

16                         Invesco  Charter Fund


The Fund may invest in foreign securities, which may be subject to foreign taxes on income, gains on investments or currency repatriation, a portion of which may be recoverable. Foreign taxes, if any, are recorded based on the tax regulations and rates that exist in the foreign markets in which the Fund invests and are shown in the Statement of Operations.

J. Forward Foreign Currency Contracts — The Fund may engage in foreign currency transactions either on a spot (i.e. for prompt delivery and settlement) basis, or through forward foreign currency contracts, to manage or minimize currency or exchange rate risk.

The Fund may also enter into forward foreign currency contracts for the purchase or sale of a security denominated in a foreign currency in order to “lock in” the U.S. dollar price of that security, or the Fund may also enter into forward foreign currency contracts that do not provide for physical settlement of the two currencies, but instead are settled by a single cash payment calculated as the difference between the agreed upon exchange rate and the spot rate at settlement based upon an agreed upon notional amount (non-deliverable forwards). The Fund will set aside liquid assets in an amount equal to the daily mark-to-market obligation for forward foreign currency contracts.

A forward foreign currency contract is an obligation between two parties (“Counterparties”) to purchase or sell a specific currency for an agreed-upon price at a future date. The use of forward foreign currency contracts does not eliminate fluctuations in the price of the underlying securities the Fund owns or intends to acquire but establishes a rate of exchange in advance. Fluctuations in the value of these contracts are measured by the difference in the contract date and reporting date exchange rates and are recorded as unrealized appreciation (depreciation) until the contracts are closed. When the contracts are closed, realized gains (losses) are recorded. Realized and unrealized gains (losses) on the contracts are included in the Statement of Operations. The primary risks associated with forward foreign currency contracts include failure of the Counterparty to meet the terms of the contract and the value of the foreign currency changing unfavorably. These risks may be in excess of the amounts reflected in the Statement of Assets and Liabilities.

NOTE 2—Advisory Fees and Other Fees Paid to Affiliates

The Trust has entered into a master investment advisory agreement with Invesco Advisers, Inc. (the “Adviser” or “Invesco”). Under the terms of the investment advisory agreement, the Fund accrues daily and pays monthly an advisory fee to the Adviser based on the annual rate of the Fund’s average daily net assets as follows:

 

Average Daily Net Assets   Rate  

First $250 million

    0 .695%   

Next $4.05 billion

    0 .615%   

Next $3.9 billion

    0 .57%   

Next $1.8 billion

    0 .545%   

Over $10 billion

    0 .52%         

For the year ended October 31, 2017, the effective advisory fees incurred by the Fund was 0.62%.

Under the terms of a master sub-advisory agreement between the Adviser and each of Invesco Asset Management Deutschland GmbH, Invesco Asset Management Limited, Invesco Asset Management (Japan) Limited, Invesco Hong Kong Limited, Invesco Senior Secured Management, Inc. and Invesco Canada Ltd. (collectively, the “Affiliated Sub-Advisers”) the Adviser, not the Fund, will pay 40% of the fees paid to the Adviser to any such Affiliated Sub-Adviser(s) that provide(s) discretionary investment management services to the Fund based on the percentage of assets allocated to such Affiliated Sub-Adviser(s).

The Adviser has contractually agreed, through at least June 30, 2018, to waive advisory fees and/or reimburse expenses of all shares to the extent necessary to limit total annual fund operating expenses after fee waiver and/or expense reimbursement (excluding certain items discussed below) of Class A, Class B, Class C, Class R, Class S, Class Y, Class R5 and Class R6 shares to 2.00%, 2.75%, 2.75%, 2.25%, 1.90%, 1.75%, 1.75% and 1.75%, respectively, of average daily net assets (the “expense limits”). In determining the Adviser’s obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account, and could cause the total annual fund operating expenses after fee waiver and/or expense reimbursement to exceed the numbers reflected above: (1) interest; (2) taxes; (3) dividend expense on short sales; (4) extraordinary or non-routine items, including litigation expenses; and (5) expenses that the Fund has incurred but did not actually pay because of an expense offset arrangement. Unless Invesco continues the fee waiver agreement, it will terminate on June 30, 2018. During its term, the fee waiver agreement cannot be terminated or amended to increase the expense limits or reduce the advisory fee waiver without approval of the Board of Trustees. The Adviser did not waive fees and/or reimburse expenses during the period under these expense limits.

Further, the Adviser has contractually agreed, through at least June 30, 2019, to waive the advisory fee payable by the Fund in an amount equal to 100% of the net advisory fees the Adviser receives from the affiliated money market funds on investments by the Fund of uninvested cash in such affiliated money market funds.

For the year ended October 31, 2017, the Adviser waived advisory fees of $490,073.

The Trust has entered into a master administrative services agreement with Invesco pursuant to which the Fund has agreed to pay Invesco for certain administrative costs incurred in providing accounting services to the Fund. For the year ended October 31, 2017, expenses incurred under the agreement are shown in the Statement of Operations as Administrative services fees.

The Trust has entered into a transfer agency and service agreement with Invesco Investment Services, Inc. (“IIS”) pursuant to which the Fund has agreed to pay IIS a fee for providing transfer agency and shareholder services to the Fund and reimburse IIS for certain expenses incurred by IIS in the course of providing such services. IIS may make payments to intermediaries that provide omnibus account services, sub-accounting services and/or networking services. All fees payable by IIS to intermediaries that provide omnibus account services or sub-accounting services are charged back to the Fund, subject to certain limitations approved by the Trust’s Board of Trustees. For the year ended October 31, 2017, expenses incurred under the agreement are shown in the Statement of Operations as Transfer agent fees.

The Trust has entered into master distribution agreements with Invesco Distributors, Inc. (“IDI”) to serve as the distributor for the Class A, Class B, Class C, Class R, Class S, Class Y, Class R5 and Class R6 shares of the Fund. The Trust has adopted plans pursuant to Rule 12b-1 under the 1940 Act with respect to the Fund’s Class A, Class B, Class C, Class R and Class S shares (collectively, the “Plans”). The Fund, pursuant to the Plans, pays IDI compensation at the annual rate of 0.25% of the Fund’s average daily net assets of Class A shares, 1.00% of the average daily net assets of Class B

 

17                         Invesco  Charter Fund


and Class C shares, 0.50% of the average daily net assets of Class R shares and 0.15% of the average daily net assets of Class S shares. The fees are accrued daily and paid monthly. Of the Plan payments, up to 0.25% of the average daily net assets of Class A, Class B, Class C and Class R shares and 0.15% of the average daily net assets of Class S shares may be paid to furnish continuing personal shareholder services to customers who purchase and own shares of such classes. Any amounts not paid as a service fee under the Plans would constitute an asset-based sales charge. Rules of the Financial Industry Regulatory Authority (“FINRA”) impose a cap on the total sales charges, including asset-based sales charges, that may be paid by any class of shares of the Fund. For the year ended October 31, 2017, expenses incurred under the Plans are shown in the Statement of Operations as Distribution fees.

Front-end sales commissions and CDSC (collectively, the “sales charges”) are not recorded as expenses of the Fund. Front-end sales commissions are deducted from proceeds from the sales of Fund shares prior to investment in Class A shares of the Fund. CDSC are deducted from redemption proceeds prior to remittance to the shareholder. During the year ended October 31, 2017, IDI advised the Fund that IDI retained $157,034 in front-end sales commissions from the sale of Class A shares and $7,431, $409 and $4,594 from Class A, Class B and Class C shares, respectively, for CDSC imposed on redemptions by shareholders.

For the year ended October 31, 2017, the Fund incurred $2,783 in brokerage commissions with Invesco Capital Markets, Inc., an affiliate of the Adviser and IDI, for portfolio transactions executed on behalf of the Fund.

Certain officers and trustees of the Trust are officers and directors of the Adviser, IIS and/or IDI.

NOTE 3—Additional Valuation Information

GAAP defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, under current market conditions. GAAP establishes a hierarchy that prioritizes the inputs to valuation methods, giving the highest priority to readily available unadjusted quoted prices in an active market for identical assets (Level 1) and the lowest priority to significant unobservable inputs (Level 3), generally when market prices are not readily available or are unreliable. Based on the valuation inputs, the securities or other investments are tiered into one of three levels. Changes in valuation methods may result in transfers in or out of an investment’s assigned level:

  Level 1 — Prices are determined using quoted prices in an active market for identical assets.
  Level 2 — Prices are determined using other significant observable inputs. Observable inputs are inputs that other market participants may use in pricing a security. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk, yield curves, loss severities, default rates, discount rates, volatilities and others.
  Level 3 — Prices are determined using significant unobservable inputs. In situations where quoted prices or observable inputs are unavailable (for example, when there is little or no market activity for an investment at the end of the period), unobservable inputs may be used. Unobservable inputs reflect the Fund’s own assumptions about the factors market participants would use in determining fair value of the securities or instruments and would be based on the best available information.

The following is a summary of the tiered valuation input levels, as of October 31, 2017. The level assigned to the securities valuations may not be an indication of the risk or liquidity associated with investing in those securities. Because of the inherent uncertainties of valuation, the values reflected in the financial statements may materially differ from the value received upon actual sale of those investments.

The Fund’s policy is to recognize transfers in and out of the valuation levels as of the end of the reporting period. During the year ended October 31, 2017, there were transfers from Level 1 to Level 2 of $91,213,202 and from Level 2 to Level 1 of $66,154,067, due to foreign fair value adjustments.

 

     Level 1        Level 2        Level 3        Total  

Common Stocks & Other Equity Interests

  $ 3,208,691,781        $ 140,391,615        $        $ 3,349,083,396  

Money Market Funds

    411,939,556                            411,939,556  

Total Investments

  $ 3,620,631,337        $ 140,391,615        $        $ 3,761,022,952  

NOTE 4—Security Transactions with Affiliated Funds

The Fund is permitted to purchase or sell securities from or to certain other Invesco Funds under specified conditions outlined in procedures adopted by the Board of Trustees of the Trust. The procedures have been designed to ensure that any purchase or sale of securities by the Fund from or to another fund or portfolio that is or could be considered an affiliate by virtue of having a common investment adviser (or affiliated investment advisers), common Trustees and/or common officers complies with Rule 17a-7 of the 1940 Act. Further, as defined under the procedures, each transaction is effected at the current market price. Pursuant to these procedures, for the year ended October 31, 2017, the Fund engaged in securities purchases of $4,643,302 and securities sales of $616,244, which resulted in net realized gains (losses) of $(577,325).

NOTE 5—Expense Offset Arrangement(s)

The expense offset arrangement is comprised of transfer agency credits which result from balances in demand deposit accounts used by the transfer agent for clearing shareholder transactions. For the year ended October 31, 2017, the Fund received credits from this arrangement, which resulted in the reduction of the Fund’s total expenses of $86,672.

 

18                         Invesco  Charter Fund


NOTE 6—Trustees’ and Officers’ Fees and Benefits

Trustees’ and Officers’ Fees and Benefits include amounts accrued by the Fund to pay remuneration to certain Trustees and Officers of the Fund. Trustees have the option to defer compensation payable by the Fund, and Trustees’ and Officers’ Fees and Benefits also include amounts accrued by the Fund to fund such deferred compensation amounts. Those Trustees who defer compensation have the option to select various Invesco Funds in which their deferral accounts shall be deemed to be invested. Finally, certain current Trustees were eligible to participate in a retirement plan that provided for benefits to be paid upon retirement to Trustees over a period of time based on the number of years of service. The Fund may have certain former Trustees who also participate in a retirement plan and receive benefits under such plan. Trustees’ and Officers’ Fees and Benefits include amounts accrued by the Fund to fund such retirement benefits. Obligations under the deferred compensation and retirement plans represent unsecured claims against the general assets of the Fund.

NOTE 7—Cash Balances

The Fund is permitted to temporarily carry a negative or overdrawn balance in its account with State Street Bank and Trust Company, the custodian bank. Such balances, if any at period-end, are shown in the Statement of Assets and Liabilities under the payable caption Amount due custodian. To compensate the custodian bank for such overdrafts, the overdrawn Fund may either (1) leave funds as a compensating balance in the account so the custodian bank can be compensated by earning the additional interest; or (2) compensate by paying the custodian bank at a rate agreed upon by the custodian bank and Invesco, not to exceed the contractually agreed upon rate.

NOTE 8—Distributions to Shareholders and Tax Components of Net Assets

Tax Character of Distributions to Shareholders Paid During the Fiscal Years Ended October 31, 2017 and 2016:

 

     2017        2016  

Ordinary income

  $ 38,353,715        $ 46,609,519  

Long-term capital gain

    365,280,782          511,116,697  

Total distributions

  $ 403,634,497        $ 557,726,216  

Tax Components of Net Assets at Period-End:

 

     2017  

Undistributed ordinary income

  $ 18,694,838  

Undistributed long-term gain

    227,841,943  

Net unrealized appreciation — investments

    916,250,212  

Net unrealized appreciation — other

    143,500  

Temporary book/tax differences

    (1,855,440

Capital loss carryforward

    (9,265,449

Shares of beneficial interest

    2,617,454,668  

Total net assets

  $ 3,769,264,272  

The difference between book-basis and tax-basis unrealized appreciation (depreciation) is due to differences in the timing of recognition of gains and losses on investments for tax and book purposes. The Fund’s net unrealized appreciation difference is attributable primarily to wash sales.

The temporary book/tax differences are a result of timing differences between book and tax recognition of income and/or expenses. The Fund’s temporary book/tax differences are the result of the trustee deferral of compensation and retirement plan benefits.

Capital loss carryforward is calculated and reported as of a specific date. Results of transactions and other activity after that date may affect the amount of capital loss carryforward actually available for the Fund to utilize. Capital losses generated in years beginning after December 22, 2010 can be carried forward for an unlimited period, whereas previous losses expire in eight tax years. Capital losses with an expiration period may not be used to offset capital gains until all net capital losses without an expiration date have been utilized. Capital loss carryforwards with no expiration date will retain their character as either short-term or long-term capital losses instead of as short-term capital losses as under prior law. The ability to utilize capital loss carryforwards in the future may be limited under the Internal Revenue Code and related regulations based on the results of future transactions.

The Fund has a capital loss carryforward as of October 31, 2017, which expires as follows:

 

Capital Loss Carryforward*  
Expiration   Short-Term        Long-Term        Total  

October 31, 2018

  $ 9,265,449        $        $ 9,265,449  

 

* Capital loss carryforward as of the date listed above is reduced for limitations, if any, to the extent required by the Internal Revenue Code and may be further limited depending upon a variety of factors, including the realization of net unrealized gains or losses as of the date of any reorganization.

 

19                         Invesco  Charter Fund


NOTE 9—Investment Transactions

The aggregate amount of investment securities (other than short-term securities, U.S. Treasury obligations and money market funds, if any) purchased and sold by the Fund during the year ended October 31, 2017 was $1,044,271,466 and $1,556,008,997, respectively. Cost of investments, including any derivatives, on a tax basis includes the adjustments for financial reporting purposes as of the most recently completed federal income tax reporting period-end.

 

Unrealized Appreciation (Depreciation) of Investments on a Tax Basis  

Aggregate unrealized appreciation of investments

  $ 1,023,931,972  

Aggregate unrealized (depreciation) of investments

    (107,681,760

Net unrealized appreciation of investments

  $ 916,250,212  

Cost of investments for tax purposes is $2,844,772,740.

NOTE 10—Reclassification of Permanent Differences

Primarily as a result of differing book/tax treatment of distributions, partnerships and foreign currency transactions, on October 31, 2017, undistributed net investment income was increased by $209,744, undistributed net realized gain was decreased by $209,359 and shares of beneficial interest was decreased by $385. This reclassification had no effect on the net assets of the Fund.

 

20                         Invesco  Charter Fund


NOTE 11—Share Information

 

     Summary of Share Activity  
    Years ended October 31,  
    2017(a)      2016  
     Shares      Amount      Shares      Amount  

Sold:

          

Class A

    4,569,205      $ 82,741,213        5,334,229      $ 94,685,694  

Class B

    24,867        422,361        27,826        468,455  

Class C

    436,199        7,444,011        701,037        11,808,469  

Class R

    303,397        5,418,192        368,052        6,559,975  

Class S

    36,177        651,636        37,290        673,670  

Class Y

    6,641,648        119,752,597        3,193,027        58,366,827  

Class R5

    164,547        3,105,751        568,624        10,445,497  

Class R6

    946,512        18,478,115        231,849        4,451,467  

Issued as reinvestment of dividends:

          

Class A

    20,317,114        352,501,925        25,760,253        434,833,073  

Class B

    163,588        2,679,564        334,842        5,364,162  

Class C

    1,186,808        19,511,118        1,631,764        26,222,439  

Class R

    203,583        3,503,660        314,013        5,259,713  

Class S

    111,080        1,927,239        139,733        2,357,300  

Class Y

    580,352        10,098,134        1,057,284        17,889,253  

Class R5

    219,408        3,964,698        576,673        10,091,783  

Class R6

    18,273        330,017        895,192        15,656,912  

Automatic conversion of Class B shares to Class A shares:

          

Class A

    801,175        14,494,313        849,593        15,165,383  

Class B

    (851,102      (14,494,313      (897,893      (15,165,383

Reacquired:

          

Class A

    (35,709,531      (644,978,533      (33,114,867      (594,677,673

Class B

    (232,862      (3,955,546      (342,950      (5,820,696

Class C

    (3,732,740      (63,884,852      (3,181,030      (54,314,782

Class R

    (846,331      (15,247,796      (906,761      (16,103,941

Class S

    (135,278      (2,446,597      (125,808      (2,208,554

Class Y

    (5,915,191      (108,477,902      (7,665,882      (139,775,063

Class R5

    (890,881      (16,762,873      (4,388,890      (84,775,422

Class R6

    (185,291      (3,575,407      (6,959,527      (118,647,210

Net increase (decrease) in share activity

    (11,775,274    $ (226,799,275      (15,562,327    $ (311,188,652

 

(a)  There are entities that are record owners of more than 5% of the outstanding shares of the Fund and in the aggregate own 40% of the outstanding shares of the Fund. IDI has an agreement with these entities to sell Fund shares. The Fund, Invesco and/or Invesco affiliates may make payments to these entities, which are considered to be related to the Fund, for providing services to the Fund, Invesco and/or Invesco affiliates including but not limited to services such as securities brokerage, distribution, third party record keeping and account servicing. The Fund has no knowledge as to whether all or any portion of the shares owned of record by these entities are also owned beneficially.

 

21                         Invesco  Charter Fund


NOTE 12—Financial Highlights

The following schedule presents financial highlights for a share of the Fund outstanding throughout the periods indicated.

 

     Net asset
value,
beginning
of period
    Net
investment
income
(loss)(a)
    Net gains
(losses)
on securities
(both
realized and
unrealized)
    Total from
investment
operations
    Dividends
from net
investment
income
    Distributions
from net
realized
gains
    Total
distributions
    Net asset
value, end
of period
    Total
return(b)
    Net assets,
end of period
(000’s omitted)
    Ratio of
expenses
to average
net assets
with fee waivers
and/or expenses
absorbed
    Ratio of
expenses
to average net
assets without
fee waivers
and/or expenses
absorbed
    Ratio of net
investment
income (loss)
to average
net assets
    Portfolio
turnover(c)
 

Class A

 

Year ended 10/31/17

  $ 18.31     $ 0.09     $ 2.29     $ 2.38     $ (0.17   $ (1.77   $ (1.94   $ 18.75       13.83   $ 3,363,073       1.10 %(d)      1.11 %(d)      0.50 %(d)      30

Year ended 10/31/16

    20.30       0.16       0.34       0.50       (0.21     (2.28     (2.49     18.31       3.54       3,467,887       1.11       1.12       0.88       28  

Year ended 10/31/15

    23.28       0.19       (0.74     (0.55     (0.13     (2.30     (2.43     20.30       (2.53     3,869,488       1.07       1.08       0.89       47  

Year ended 10/31/14

    22.22       0.12       2.09       2.21       (0.20     (0.95     (1.15     23.28       10.48       4,517,960       1.05       1.07       0.53       23  

Year ended 10/31/13

    17.73       0.19       4.49       4.68       (0.19           (0.19     22.22       26.63       4,529,846       1.05       1.07       0.94       35  

Class B

 

Year ended 10/31/17

    17.26       (0.04     2.15       2.11       (0.02     (1.77     (1.79     17.58       12.96       12,494       1.85 (d)      1.86 (d)      (0.25 )(d)      30  

Year ended 10/31/16

    19.24       0.02       0.32       0.34       (0.04     (2.28     (2.32     17.26       2.74       27,731       1.86       1.87       0.13       28  

Year ended 10/31/15

    22.21       0.03       (0.70     (0.67           (2.30     (2.30     19.24       (3.22     47,808       1.82       1.83       0.14       47  

Year ended 10/31/14

    21.25       (0.05     2.00       1.95       (0.04     (0.95     (0.99     22.21       9.62       78,125       1.80       1.82       (0.22     23  

Year ended 10/31/13

    16.96       0.04       4.30       4.34       (0.05           (0.05     21.25       25.63       108,696       1.80       1.82       0.19       35  

Class C

 

Year ended 10/31/17

    17.32       (0.04     2.16       2.12       (0.02     (1.77     (1.79     17.65       12.98       167,073       1.85 (d)      1.86 (d)      (0.25 )(d)      30  

Year ended 10/31/16

    19.30       0.02       0.32       0.34       (0.04     (2.28     (2.32     17.32       2.73       200,499       1.86       1.87       0.13       28  

Year ended 10/31/15

    22.27       0.03       (0.70     (0.67           (2.30     (2.30     19.30       (3.22     239,765       1.82       1.83       0.14       47  

Year ended 10/31/14

    21.30       (0.05     2.01       1.96       (0.04     (0.95     (0.99     22.27       9.64       282,091       1.80       1.82       (0.22     23  

Year ended 10/31/13

    17.00       0.04       4.31       4.35       (0.05           (0.05     21.30       25.63       283,655       1.80       1.82       0.19       35  

Class R

 

Year ended 10/31/17

    18.13       0.05       2.26       2.31       (0.12     (1.77     (1.89     18.55       13.53       30,187       1.35 (d)      1.36 (d)      0.25 (d)      30  

Year ended 10/31/16

    20.12       0.11       0.34       0.45       (0.16     (2.28     (2.44     18.13       3.24       35,654       1.36       1.37       0.63       28  

Year ended 10/31/15

    23.07       0.13       (0.72     (0.59     (0.06     (2.30     (2.36     20.12       (2.72     44,079       1.32       1.33       0.64       47  

Year ended 10/31/14

    22.03       0.06       2.07       2.13       (0.14     (0.95     (1.09     23.07       10.19       67,910       1.30       1.32       0.28       23  

Year ended 10/31/13

    17.59       0.14       4.44       4.58       (0.14           (0.14     22.03       26.23       77,769       1.30       1.32       0.69       35  

Class S

 

Year ended 10/31/17

    18.32       0.11       2.28       2.39       (0.18     (1.77     (1.95     18.76       13.94       19,028       1.00 (d)      1.01 (d)      0.60 (d)      30  

Year ended 10/31/16

    20.32       0.18       0.34       0.52       (0.24     (2.28     (2.52     18.32       3.63       18,364       1.01       1.02       0.98       28  

Year ended 10/31/15

    23.30       0.21       (0.74     (0.53     (0.15     (2.30     (2.45     20.32       (2.42     19,329       0.97       0.98       0.99       47  

Year ended 10/31/14

    22.24       0.14       2.09       2.23       (0.22     (0.95     (1.17     23.30       10.57       23,137       0.95       0.97       0.63       23  

Year ended 10/31/13

    17.75       0.21       4.48       4.69       (0.20           (0.20     22.24       26.73       24,014       0.95       0.97       1.04       35  

Class Y

 

Year ended 10/31/17

    18.39       0.14       2.29       2.43       (0.21     (1.77     (1.98     18.84       14.13       129,285       0.85 (d)      0.86 (d)      0.75 (d)      30  

Year ended 10/31/16

    20.40       0.20       0.34       0.54       (0.27     (2.28     (2.55     18.39       3.76       102,182       0.86       0.87       1.13       28  

Year ended 10/31/15

    23.38       0.25       (0.75     (0.50     (0.18     (2.30     (2.48     20.40       (2.24     183,005       0.82       0.83       1.14       47  

Year ended 10/31/14

    22.31       0.18       2.09       2.27       (0.25     (0.95     (1.20     23.38       10.75       479,371       0.80       0.82       0.78       23  

Year ended 10/31/13

    17.81       0.24       4.49       4.73       (0.23           (0.23     22.31       26.89       469,066       0.80       0.82       1.19       35  

Class R5

 

Year ended 10/31/17

    19.05       0.16       2.38       2.54       (0.24     (1.77     (2.01     19.58       14.19       29,835       0.77 (d)      0.78 (d)      0.83 (d)      30  

Year ended 10/31/16

    21.03       0.23       0.36       0.59       (0.29     (2.28     (2.57     19.05       3.92       38,682       0.75       0.76       1.24       28  

Year ended 10/31/15

    24.04       0.27       (0.78     (0.51     (0.20     (2.30     (2.50     21.03       (2.22     110,943       0.73       0.74       1.23       47  

Year ended 10/31/14

    22.90       0.20       2.16       2.36       (0.27     (0.95     (1.22     24.04       10.87       414,713       0.72       0.74       0.86       23  

Year ended 10/31/13

    18.29       0.26       4.61       4.87       (0.26           (0.26     22.90       26.99       413,033       0.72       0.74       1.27       35  

Class R6

 

Year ended 10/31/17

    19.05       0.17       2.38       2.55       (0.25     (1.77     (2.02     19.58       14.27       18,290       0.69 (d)      0.70 (d)      0.91 (d)      30  

Year ended 10/31/16

    21.04       0.24       0.36       0.60       (0.31     (2.28     (2.59     19.05       3.99       2,948       0.68       0.69       1.31       28  

Year ended 10/31/15

    24.05       0.29       (0.77     (0.48     (0.23     (2.30     (2.53     21.04       (2.12     125,997       0.64       0.65       1.32       47  

Year ended 10/31/14

    22.91       0.22       2.16       2.38       (0.29     (0.95     (1.24     24.05       10.96       135,294       0.63       0.65       0.95       23  

Year ended 10/31/13

    18.29       0.28       4.62       4.90       (0.28           (0.28     22.91       27.15       130,764       0.63       0.65       1.36       35  

 

(a)  Calculated using average shares outstanding.
(b)  Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Does not include sales charges and is not annualized for periods less than one year, if applicable.
(c)  Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year, if applicable.
(d)  Ratios are based on average daily net assets (000’s omitted) of $3,454,970, $20,092, $186,189, $33,621, $19,052, $134,592, $35,009 and $7,197 for Class A, Class B, Class C, Class R, Class S, Class Y, Class R5 and Class R6 shares, respectively.

NOTE 13—Subsequent Event

On December 1, 2017, the Fund’s Board of Trustees approved the early conversion of the remaining assets in the Fund’s Class B shares into Class A shares to occur on or about January 26, 2018. At the close of business on or about January 26, 2018, (the “Conversion Date”) all outstanding Class B shares of the Fund will be converted to Class A shares of the Fund, which is prior to the date the Class B shares would normally be converted to Class A shares. Once the conversion is completed, Class B shares will be closed and become inactive. No contingent deferred sales charges will be payable in connection with this early conversion. The conversion of the Fund’s Class B shares into Class A shares on the Conversion Date is not expected to be a taxable event for federal income tax purposes, and should not result in the recognition of gain or loss by converting shareholders, although each shareholder should consult with his or her own tax adviser.

 

22                         Invesco  Charter Fund


Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees of AIM Equity Funds (Invesco Equity Funds)

and Shareholders of Invesco Charter Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Invesco Charter Fund (one of the portfolios constituting the AIM Equity Funds (Invesco Equity Funds), hereafter referred to as the “Fund”) as of October 31, 2017, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities as of October 31, 2017 by correspondence with the custodian, transfer agent and brokers, and when replies were not received from brokers, we performed other auditing procedures, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Houston, Texas

December 21, 2017

 

23                         Invesco  Charter Fund


Calculating your ongoing Fund expenses

Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, which may include sales charges (loads) on purchase payments or contingent deferred sales charges on redemptions, if any; and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period May 1, 2017 through October 31, 2017.

Actual expenses

The table below provides information about actual account values and actual expenses. You may use the information in this table, 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 table under the heading entitled “Actual Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical example for comparison purposes

The table below also provides information about hypothetical account values and hypothetical expenses based on the 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 the 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 the table are meant to highlight your ongoing costs only and do not reflect any transaction costs, such as sales charges (loads) on purchase payments or contingent deferred sales charges on redemptions, if any. Therefore, the hypothetical information 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 transaction costs were included, your costs would have been higher.

 

Class   Beginning
Account Value
(05/01/17)
    ACTUAL    

HYPOTHETICAL
(5% annual return before

expenses)

     Annualized
Expense
Ratio
 
    Ending
Account Value
(10/31/17)1
    Expenses
Paid During
Period2
    Ending
Account Value
(10/31/17)
    Expenses
Paid During
Period2
    
A   $ 1,000.00     $ 1,044.00     $ 5.56     $ 1,019.76     $ 5.50        1.08
B     1,000.00       1,039.60       9.41       1,015.98       9.30        1.83  
C     1,000.00       1,039.50       9.41       1,015.98       9.30        1.83  
R     1,000.00       1,042.10       6.85       1,018.50       6.77        1.33  
S     1,000.00       1,044.00       5.05       1,020.27       4.99        0.98  
Y     1,000.00       1,044.90       4.28       1,021.02       4.23        0.83  
R5     1,000.00       1,045.40       3.87       1,021.42       3.82        0.75  
R6     1,000.00       1,045.90       3.51       1,021.78       3.47        0.68  

 

1  The actual ending account value is based on the actual total return of the Fund for the period May 1, 2017 through October 31, 2017, after actual expenses and will differ from the hypothetical ending account value which is based on the Fund’s expense ratio and a hypothetical annual return of 5% before expenses.
2  Expenses are equal to the Fund’s annualized expense ratio as indicated above multiplied by the average account value over the period, multiplied by 184/365 to reflect the most recent fiscal half year.

 

24                         Invesco  Charter Fund


Approval of Investment Advisory and Sub-Advisory Contracts

 

The Board of Trustees (the Board) of AIM Equity Funds (Invesco Equity Funds) is required under the Investment Company Act of 1940, as amended, to approve annually the renewal of Invesco Charter Fund’s (the Fund) investment advisory agreements. During contract renewal meetings held on June 12-13, 2017, the Board as a whole, and the disinterested or “independent” Trustees, who comprise over 75% of the Board, voting separately, approved the continuance for the Fund of the Master Investment Advisory Agreement with Invesco Advisers, Inc. (Invesco Advisers and the investment advisory agreement) and the Master Intergroup Sub-Advisory Contract for Mutual Funds with Invesco Asset Management Deutschland GmbH, Invesco Asset Management Limited, Invesco Asset Management (Japan) Limited, Invesco Hong Kong Limited, Invesco Senior Secured Management, Inc. and Invesco Canada Ltd (collectively, the Affiliated Sub-Advisers and the sub-advisory contracts) for another year, effective July 1, 2017.

In evaluating the fairness and reasonableness of compensation under the Fund’s investment advisory agreement and sub-advisory contracts, the Board considered, among other things, the factors discussed below. The Board determined that continuation of the Fund’s investment advisory agreement and the sub-advisory contracts is in the best interest of the Fund and its shareholders and that the compensation payable to Invesco Advisers and the Affiliated Sub-Advisers under the agreements is fair and reasonable.

The Board’s Fund Evaluation Process

The Board’s Investments Committee has established three Sub-Committees, which meet throughout the year to review the performance of funds advised by Invesco Advisers (the Invesco Funds). Over the course of each year, the Sub-Committees meet with portfolio managers for their assigned Invesco Funds and other members of management to review the performance, investment objective(s), policies, strategies, limitations and investment risks of these funds. The Board had the benefit of reports from the Sub-Committees and Investments Committee throughout the year in considering approval of the continuance of each Invesco Fund’s investment advisory agreement and sub-advisory contracts for another year.

During the contract renewal process, the Board receives comparative performance and fee data regarding the Invesco Funds prepared by Invesco Advisers and Broadridge Financial Solutions, Inc. (Broadridge), an independent provider of investment company data. The Board also receives an independent written evaluation from the Senior Officer, an officer of the Invesco Funds who reports directly to the independent Trustees. The Senior Officer’s evaluation is prepared as part of his

responsibility to manage the process by which the Invesco Funds’ proposed management fees are negotiated during the annual contract renewal process to ensure they are negotiated in a manner that is at arms’ length and reasonable. In addition to meetings with Invesco Advisers and fund counsel, the independent Trustees also discuss the continuance of the investment advisory agreement and sub-advisory contracts in separate sessions with the Senior Officer and with independent legal counsel.

The Trustees recognized that the advisory fee rates for the Invesco Funds are, in most cases, the result of years of review and negotiation. The Trustees’ deliberations and conclusions in a particular year may be based in part on their deliberations and conclusions regarding these arrangements throughout the year and in prior years. The Trustees’ review and conclusions are based on the comprehensive consideration of all information presented to them and are not the result of any single determinative factor. Moreover, one Trustee may have weighed a particular piece of information or factor differently than another Trustee.

The discussion below is a summary of the Senior Officer’s independent written evaluation with respect to the Fund’s investment advisory agreement as well as a discussion of the material factors and related conclusions that formed the basis for the Board’s approval of the Fund’s investment advisory agreement and sub-advisory contracts. This information is current as of June 13, 2017, and does not reflect consideration of factors that became known to the Board after that date.

Factors and Conclusions and Summary of Independent Written Fee Evaluation

A. Nature, Extent and Quality of Services Provided by Invesco Advisers and the Affiliated Sub-Advisers

The Board reviewed the advisory services provided to the Fund by Invesco Advisers under the Fund’s investment advisory agreement, the performance of Invesco Advisers in providing these services, and the credentials and experience of the officers and employees of Invesco Advisers who provide these services, including the Fund’s portfolio manager or managers. The Board’s review included consideration of Invesco Advisers’ investment process oversight, credit analysis and investment risk management. The Board also considered non-advisory services that Invesco Advisers and its affiliates provide to the Invesco Funds such as various back office support functions, trading operations, internal audit, valuation and legal and compliance.

In determining whether to continue the Fund’s investment advisory agreement, the Board considered the benefits of reapproving an existing relationship as contrasted with the

greater uncertainty that may be associated with entering into a new relationship. The Board concluded that the nature, extent and quality of the services provided to the Fund by Invesco Advisers are appropriate and satisfactory.

The Board reviewed the services that may be provided by the Affiliated Sub-Advisers under the sub-advisory contracts and the credentials and experience of the officers and employees of the Affiliated Sub-Advisers who provide these services. The Board noted that the Affiliated Sub-Advisers have offices and personnel that are located in financial centers around the world. As a result, the Board noted that the Affiliated Sub-Advisers can provide research and investment analysis on the markets and economies of various countries in which the Fund may invest, make recommendations regarding securities and assist with security trades. The Board concluded that the sub-advisory contracts may benefit the Fund and its shareholders by permitting Invesco Advisers to use the resources and talents of the Affiliated Sub-Advisers in managing the Fund. The Board concluded that the nature, extent and quality of the services that may be provided by the Affiliated Sub-Advisers are appropriate and satisfactory.

B. Fund Investment Performance

The Board considered Fund investment performance as a relevant factor in considering whether to approve the investment advisory agreement. The Board did not view Fund performance as a relevant factor in considering whether to approve the sub-advisory contracts for the Fund, as no Affiliated Sub-Adviser currently manages assets of the Fund.

The Board compared the Fund’s investment performance during the past one, three and five calendar years to the performance of funds in the Broadridge performance universe and against the Lipper Large-Cap Core Funds Index. The Board noted that performance of Class A shares of the Fund was in the third quintile of its performance universe for the one year period and the fifth quintile for the three and five year periods (the first quintile being the best performing funds and the fifth quintile being the worst performing funds). The Board noted that performance of Class A shares of the Fund was below the performance of the Index for the one, three and five year periods. The Trustees also reviewed more recent Fund performance and this review did not change their conclusions.

C. Advisory and Sub-Advisory Fees

The Board compared the Fund’s contractual management fee rate to the contractual management fee rates of funds in the Fund’s Broadridge expense group at a common asset level. The Board noted that the contractual management fee rate for Class A shares of the Fund was above the median contractual management fee rate of funds in its expense group. The Board noted that the term

 

 

25                         Invesco  Charter Fund


“contractual management fee” for funds in the expense group may include both advisory and certain administrative services fees, but that Broadridge does not provide information on a fund by fund basis as to what is included. The Board noted that Invesco Advisers does not separately charge the Invesco Funds for the administrative services included in the term as defined by Broadridge. The Board also reviewed the methodology used by Broadridge in providing expense group information, which includes using each fund’s contractual management fee schedule (including any applicable breakpoints) as reported in the most recent prospectus or statement of additional information for each fund in the expense group.

The Board also compared the Fund’s effective advisory fee rate (the advisory fee rate after advisory fee waivers and before other expense limitations/waivers) to the effective advisory fee rates of other mutual funds advised by Invesco Advisers and its affiliates with investment strategies comparable to those of the Fund, based on asset balances as of December 31, 2016. The Board noted that the Fund’s rate was above the rate of one mutual fund advised by Invesco Advisers using a similar investment process.

The Board also considered the fees charged by Invesco Advisers and the Affiliated Sub-Advisers to other client accounts with investment strategies comparable to those of the Fund. The Board noted that Invesco Advisers or the Affiliated Sub-Advisers may charge lower fees to large institutional clients. Invesco Advisers reviewed with the Board the significantly greater scope of services it provides to the Invesco Funds relative to certain other types of client accounts. These additional services include provision of administrative services, officers and office space, oversight of service providers, preparation of annual registration statement updates and financial information and regulatory compliance under the Investment Company Act of 1940, as amended.

Invesco Advisers also reviewed generally the higher frequency of shareholder purchases and redemptions in the Invesco Funds relative to the flow of assets for other client accounts. Invesco Advisers advised the Board that advance notice of redemptions is often provided to Invesco Advisers by institutional clients. The Board did note that sub-advisory fee rates charged by the Affiliated Sub-Advisers to manage the Invesco Funds and to manage other client accounts tended to be more comparable, reflecting a similar scope of services.

The Board also considered the services that may be provided by the Affiliated Sub-Advisers pursuant to the sub-advisory contracts, as well as the fees payable by Invesco Advisers to the Affiliated Sub-Advisers pursuant to the sub-advisory contracts. The Board also noted that the sub-advisory fees are not paid directly by the Fund, but rather, are payable by Invesco Advisers to the Affiliated Sub-Advisers.

D. Economies of Scale and Breakpoints

The Board considered the extent to which there are economies of scale in the provision of advisory services to the Fund. The Board also considered that the Fund benefits from economies of scale through contractual breakpoints in the Fund’s advisory fee schedule. The Board noted that the Fund shares directly in economies of scale through lower fees charged by third party service providers based on the combined size of the Invesco Funds advised by Invesco Advisers.

E. Profitability and Financial Resources

The Board reviewed information from Invesco Advisers concerning the costs of the advisory and other services that Invesco Advisers and its affiliates provide to the Fund and the Invesco Funds and the profitability of Invesco Advisers and its affiliates in providing these services. The Board noted that Invesco Advisers continues to operate at a net profit from services Invesco Advisers and its affiliates provide to the Invesco Funds and the Fund. The Board did not deem the level of profits realized by Invesco Advisers and its affiliates from providing services to the Fund to be excessive given the nature, quality and extent of the services provided. The Board received and accepted information from Invesco Advisers demonstrating that Invesco Advisers and each Affiliated Sub-Adviser are financially sound and have the resources necessary to perform their obligations under the investment advisory agreement and sub-advisory contracts.

F. Collateral Benefits to Invesco Advisers and its Affiliates

The Board considered various other benefits received by Invesco Advisers and its affiliates from the relationship with the Fund, including the fees received for providing transfer agency and distribution services to the Fund. The Board considered comparative information regarding fees charged for these services, including information provided by Broadridge and other independent sources. The Board considered the performance of Invesco Advisers and its affiliates in providing these services and the organizational structure employed to provide these services. The Board also considered that these services are provided to the Fund pursuant to written contracts that are reviewed and approved on an annual basis by the Board; and that the services are required for the operation of the Fund.

The Board considered the benefits realized by Invesco Advisers and the Affiliated Sub-Advisers as a result of portfolio brokerage transactions executed through “soft dollar” arrangements. The Board also noted how the Fund’s rate compared to the effective sub-adviser fee rate of one fund sub-advised by Invesco Advisers. The Board also considered that it receives periodic reports from the Chief Compliance Officer of the Invesco Funds demonstrating that these arrangements are consistent with regulatory requirements. The Board did not deem the soft dollar arrangements to be inappropriate.

The Board considered that the Fund’s uninvested cash and cash collateral from any securities lending arrangements may be invested in money market funds advised by Invesco Advisers pursuant to procedures approved by the Board. The Board noted that Invesco Advisers receives advisory fees from these affiliated money market funds attributable to such investments, although Invesco Advisers has contractually agreed to waive through varying periods the advisory fees payable by the Invesco Funds with respect to certain investments in the affiliated money market funds. The waiver is in an amount equal to 100% of the net advisory fee Invesco Advisers receives from the affiliated money market funds with respect to the Fund’s investment in the affiliated money market funds of uninvested cash, but not cash collateral. The Board concluded that the amount of advisory fees received by Invesco Advisers from the Fund’s investment of cash collateral from any securities lending arrangements in the affiliated money market funds is fair and reasonable.

The Board also considered that the Fund may use an affiliated broker to execute certain trades for the Fund to, among other things, control information leakage, and was advised that such trades would be executed in compliance with rules under the federal securities laws and consistent with best execution obligations.

 

 

26                         Invesco  Charter Fund


Tax Information

Form 1099-DIV, Form 1042-S and other year-end tax information provide shareholders with actual calendar year amounts that should be included in their tax returns. Shareholders should consult their tax advisors.

The following distribution information is being provided as required by the Internal Revenue Code or to meet a specific state’s requirement.

The Fund designates the following amounts or, if subsequently determined to be different, the maximum amount allowable for its fiscal year ended October 31, 2017:

 

Federal and State Income Tax

 

Long-Term Capital Gain Distributions

  $ 365,280,782  

Qualified Dividend Income*

    100

Corporate Dividends Received Deduction*

    100

U.S. Treasury Obligations*

    0

 

  * The above percentages are based on ordinary income dividends paid to shareholders during the Fund’s fiscal year.

 

Non-Resident Alien Shareholders

 

Qualified Short-Term Gains

   $ 5,067,614  

 

27                         Invesco  Charter Fund


Trustees and Officers

 

The address of each trustee and officer is AIM Equity Funds (Invesco Equity Funds) (the “Trust”), 11 Greenway Plaza, Suite 1000, Houston, Texas 77046-1173. The trustees serve for the life of the Trust, subject to their earlier death, incapacitation, resignation, retirement or removal as more specifically provided in the Trust’s organizational documents. Each officer serves for a one year term or until their successors are elected and qualified. Column two below includes length of time served with predecessor entities, if any.

 

Name, Year of Birth and
Position(s) Held with the Trust
  Trustee and/
or Officer Since
  Principal Occupation(s)
During Past 5 Years
  Number of
Funds in Fund
Complex
Overseen by
Trustee
  Other Directorship(s)
Held by Trustee During
Past 5 Years
Interested Persons                
Martin L. Flanagan1 — 1960 Trustee   2007  

Executive Director, Chief Executive Officer and President, Invesco Ltd. (ultimate parent of Invesco and a global investment management firm); Trustee, The Invesco Funds; Vice Chair, Investment Company Institute; and Member of Executive Board, SMU Cox School of Business

 

Formerly: Advisor to the Board, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.); Chairman and Chief Executive Officer, Invesco Advisers, Inc. (registered investment adviser); Director, Chairman, Chief Executive Officer and President, Invesco Holding Company (US), Inc. (formerly IVZ Inc.) (holding company), Invesco Group Services, Inc. (service provider) and Invesco North American Holdings, Inc. (holding company); Director, Chief Executive Officer and President, Invesco Holding Company Limited (parent of Invesco and a global investment management firm); Director, Invesco Ltd.; Chairman, Investment Company Institute and President, Co-Chief Executive Officer, Co-President, Chief Operating Officer and Chief Financial Officer, Franklin Resources, Inc. (global investment management organization)

  158   None
Philip A. Taylor2 — 1954 Trustee and Senior Vice President   2006  

Head of the Americas and Senior Managing Director, Invesco Ltd.; Director, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); Director, Chairman, Chief Executive Officer and President, Invesco Management Group, Inc. (formerly known as Invesco Aim Management Group, Inc.) (financial services holding company); Director and Chairman, Invesco Investment Services, Inc. (formerly known as Invesco Aim Investment Services, Inc.) (registered transfer agent); Chief Executive Officer, Invesco Corporate Class Inc. (corporate mutual fund company); Director, Chairman and Chief Executive Officer, Invesco Canada Ltd. (formerly known as Invesco Trimark Ltd./Invesco Trimark Ltèe) (registered investment adviser and registered transfer agent); Trustee and Senior Vice President, The Invesco Funds; Director, Invesco Investment Advisers LLC (formerly known as Van Kampen Asset Management).

 

Formerly: Co-Chairman, Co-President and Co-Chief Executive Officer, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); Director, Chief Executive Officer and President, Van Kampen Exchange Corp; President and Principal Executive Officer, The Invesco Funds (other than AIM Treasurer’s Series Trust (Invesco Treasurer’s Series Trust), Short-Term Investments Trust and Invesco Management Trust); Executive Vice President, The Invesco Funds (AIM Treasurer’s Series Trust (Invesco Treasurer’s Series Trust), Short-Term Investments Trust and Invesco Management Trust only); Director and President, INVESCO Funds Group, Inc. (registered investment adviser and registered transfer agent); Director and Chairman, IVZ Distributors, Inc. (formerly known as INVESCO Distributors, Inc.) (registered broker dealer); Director, President and Chairman, Invesco Inc. (holding company), Invesco Canada Holdings Inc. (holding company), Trimark Investments Ltd./Placements Trimark Ltèe and Invesco Financial Services Ltd/Services Financiers Invesco Ltèe; Chief Executive Officer, Invesco Canada Fund Inc. (corporate mutual fund company); Director and Chairman, Van Kampen Investor Services Inc.; Director, Chief Executive Officer and President, 1371 Preferred Inc. (holding company) and Van Kampen Investments Inc.; Director and President, AIM GP Canada Inc. (general partner for limited partnerships) and Van Kampen Advisors, Inc.; Director and Chief Executive Officer, Invesco Trimark Dealer Inc. (registered broker dealer); Director, Invesco Distributors, Inc. (formerly known as Invesco Aim Distributors, Inc.) (registered broker dealer); Manager, Invesco PowerShares Capital Management LLC; Director, Chief Executive Officer and President, Invesco Advisers, Inc.; Director, Chairman, Chief Executive Officer and President, Invesco Aim Capital Management, Inc.; President, Invesco Trimark Dealer Inc. and Invesco Trimark Ltd./Invesco Trimark Ltèe; Director and President, AIM Trimark Corporate Class Inc. and AIM Trimark Canada Fund Inc.; Senior Managing Director, Invesco Holding Company Limited; Director and Chairman, Fund Management Company (former registered broker dealer); President and Principal Executive Officer, The Invesco Funds (AIM Treasurer’s Series Trust (Invesco Treasurer’s Series Trust), and Short-Term Investments Trust only); President, AIM Trimark Global Fund Inc. and AIM Trimark Canada Fund Inc.

  158   None

 

1  Mr. Flanagan is considered an interested person (within the meaning of Section 2(a)(19) of the 1940 Act) of the Trust because he is an officer of the Adviser to the Trust, and an officer and a director of Invesco Ltd., ultimate parent of the Adviser.

 

2  Mr. Taylor is considered an interested person (within the meaning of Section 2(a)(19) of the 1940 Act) of the Trust because he is an officer and a director of the Adviser.

 

T-1                         Invesco  Charter Fund


Trustees and Officers—(continued)

 

Name, Year of Birth and
Position(s) Held with the Trust
  Trustee and/
or Officer Since
  Principal Occupation(s)
During Past 5 Years
  Number of
Funds in Fund
Complex
Overseen by
Trustee
  Other Directorship(s)
Held by Trustee During
Past 5 Years
Independent Trustees                

Bruce L. Crockett — 1944

Trustee and Chair

  1993  

Chairman, Crockett Technologies Associates (technology consulting company)

 

Formerly: Director, Captaris (unified messaging provider); Director, President and Chief Executive Officer, COMSAT Corporation; Chairman, Board of Governors of INTELSAT (international communications company); ACE Limited (insurance company); Independent Directors Council and Investment Company Institute: Member of the Audit Committee, Investment Company Institute; Member of the Executive Committee and Chair of the Governance Committee, Independent Directors Council

  158   Director and Chairman of the Audit Committee, ALPS (Attorneys Liability Protection Society) (insurance company); Director and Member of the Audit Committee, Ferroglobe PLC (metallurgical company)

David C. Arch — 1945

Trustee

  2010   Chairman of Blistex Inc. (consumer health care products manufacturer); Member, World Presidents’ Organization   158   Board member of the Illinois Manufacturers’ Association

James T. Bunch — 1942

Trustee

  2003  

Managing Member, Grumman Hill Group LLC (family office/private equity investments)

 

Formerly: Chairman of the Board, Denver Film Society; Chairman of the Board of Trustees, Evans Scholarship Foundation; Chairman, Board of Governors, Western Golf Association

  158   Trustee, Evans Scholarship Foundation

Jack M. Fields — 1952

Trustee

  1997  

Chief Executive Officer, Twenty First Century Group, Inc. (government affairs company); and Discovery Learning Alliance (non-profit)

 

Formerly: Owner and Chief Executive Officer, Dos Angeles Ranch L.P. (cattle, hunting, corporate entertainment); Director, Insperity, Inc. (formerly known as Administaff) (human resources provider); Chief Executive Officer, Texana Timber LP (sustainable forestry company); Director of Cross Timbers Quail Research Ranch (non-profit); and member of the U.S. House of Representatives

  158   None

Cynthia Hostetler — 1962

Trustee

  2017  

Non-Executive Director and Trustee of a number of public and private business corporations

 

Formerly: Head of Investment Funds and Private Equity, Overseas Private Investment Corporation; President, First Manhattan Bancorporation, Inc.; Attorney, Simpson Thacher & Bartlett LLP

  158   Vulcan Materials Company (construction materials company); Trilinc Global Impact Fund; Aberdeen Investment Funds (4 portfolios); Artio Global Investment LLC (mutual fund complex); Edgen Group, Inc. (specialized energy and infrastructure products distributor)

Eli Jones — 1961

Trustee

  2016  

Professor and Dean, Mays Business School — Texas A&M University

 

Formerly: Professor and Dean, Walton College of Business, University of Arkansas and E.J. Ourso College of Business, Louisiana State University; Director, Arvest Bank

  158   Insperity, Inc. (formerly known as Administaff) (human resources provider)

Prema Mathai-Davis — 1950

Trustee

  1998  

Retired.

 

Formerly: Chief Executive Officer, YWCA of the U.S.A.

  158   None

Teresa M. Ressel — 1962

Trustee

  2017  

Non-executive director and trustee of a number of public and private business corporations

 

Formerly: Chief Financial Officer, Olayan America, The Olayan Group (international investor/commercial/industrial); Chief Executive Officer, UBS Securities LLC; Group Chief Operating Officer, Americas, UBS AG; Assistant Secretary for Management & Budget and CFO, US Department of the Treasury; Chief Compliance Officer, Kaiser Permanente (healthcare consortium); Program Manager, Hewlett-Packard; Nuclear Engineering, General Dynamics Corporation (aerospace and defense company)

  158   Atlantic Power Corporation (power generation company); ON Semiconductor Corp. (semiconductor supplier)

Larry Soll — 1942

Trustee

  2003  

Retired.

 

Formerly: Chairman, Chief Executive Officer and President, Synergen Corp. (a biotechnology company)

  158   None

Ann Barnett Stern — 1957

Trustee

  2017  

President and Chief Executive Officer, Houston Endowment Inc. (private philanthropic institution)

 

Formerly: Executive Vice President and General Counsel, Texas Children’s Hospital; Attorney, Beck, Redden and Secrest, LLP; Business Law Instructor, University of St. Thomas; Attorney, Andrews & Kurth LLP

  158   Federal Reserve Bank of Dallas

Raymond Stickel, Jr. — 1944

Trustee

  2005  

Retired.

 

Formerly: Director, Mainstay VP Series Funds, Inc. (25 portfolios); Partner, Deloitte & Touche

  158   None

Robert C. Troccoli — 1949

Trustee

  2016  

Adjunct Professor, University of Denver — Daniels College of Business

 

Formerly: Senior Partner, KPMG LLP

  158   None

 

T-2                         Invesco  Charter Fund


Trustees and Officers—(continued)

 

Name, Year of Birth and
Position(s) Held with the Trust
  Trustee and/
or Officer Since
  Principal Occupation(s)
During Past 5 Years
  Number of
Funds in Fund
Complex
Overseen by
Trustee
  Other Directorship(s)
Held by Trustee During
Past 5 Years
Independent Trustees—(continued)

Christopher L. Wilson — 1957

Trustee

  2017  

Managing Partner, CT2, LLC (investing and consulting firm)

 

Formerly: President/Chief Executive Officer, Columbia Funds, Bank of America Corporation; President/Chief Executive Officer, CDC IXIS Asset Management Services, Inc.; Principal & Director of Operations, Scudder Funds, Scudder, Stevens & Clark, Inc.; Assistant Vice President, Fidelity Investments

  158   TD Asset Management USA Inc. (mutual fund complex) (22 portfolios); ISO New England, Inc. (non-profit organization managing regional electricity market)
Other Officers                

Sheri Morris — 1964

President, Principal Executive Officer and Treasurer

  1999  

President, Principal Executive Officer and Treasurer, The Invesco Funds; Vice President, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); and Vice President, PowerShares Exchange-Traded Fund Trust, PowerShares Exchange-Traded Fund Trust II, PowerShares India Exchange-Traded Fund Trust, PowerShares Actively Managed Exchange-Traded Fund Trust and PowerShares Actively Managed Exchange-Traded Commodity Fund Trust

 

Formerly: Vice President and Principal Financial Officer, The Invesco Funds; Vice President, Invesco Aim Advisers, Inc., Invesco Aim Capital Management, Inc. and Invesco Aim Private Asset Management, Inc.; Assistant Vice President and Assistant Treasurer, The Invesco Funds and Assistant Vice President, Invesco Advisers, Inc., Invesco Aim Capital Management, Inc. and Invesco Aim Private Asset Management, Inc.; and Treasurer, PowerShares Exchange-Traded Fund Trust, PowerShares Exchange-Traded Fund Trust II, PowerShares India Exchange-Traded Fund Trust and PowerShares Actively Managed Exchange-Traded Fund Trust

  N/A   N/A

Russell C. Burk — 1958

Senior Vice President and Senior Officer

  2005   Senior Vice President and Senior Officer, The Invesco Funds   N/A   N/A

John M. Zerr — 1962

Senior Vice President, Chief Legal Officer and Secretary

  2006  

Director, Senior Vice President, Secretary and General Counsel, Invesco Management Group, Inc. (formerly known as Invesco AIM Management Group, Inc.); Senior Vice President, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); Senior Vice President and Secretary, Invesco Distributors, Inc. (formerly known as Invesco AIM Distributors, Inc.); Director, Vice President and Secretary, Invesco Investment Services, Inc. (formerly known as Invesco AIM Investment Services, Inc.) Senior Vice President, Chief Legal Officer and Secretary, The Invesco Funds; Managing Director, Invesco PowerShares Capital Management LLC; Director, Secretary and General Counsel, Invesco Investment Advisers LLC (formerly known as Van Kampen Asset Management); Secretary and General Counsel, Invesco Capital Markets, Inc. (formerly known as Van Kampen Funds Inc.) and Chief Legal Officer, PowerShares Exchange-Traded Fund Trust, PowerShares Exchange-Traded Fund Trust II, PowerShares India Exchange-Traded Fund Trust, PowerShares Actively Managed Exchange-Traded Fund Trust and PowerShares Actively Managed Exchange-Traded Commodity Fund Trust; Manager and Secretary, Invesco Indexing LLC

 

Formerly: Director, Secretary, General Counsel and Senior Vice President, Van Kampen Exchange Corp.; Director, Vice President and Secretary, IVZ Distributors, Inc. (formerly known as INVESCO Distributors, Inc.); Director and Vice President, INVESCO Funds Group, Inc.; Director and Vice President, Van Kampen Advisors Inc.; Director, Vice President, Secretary and General Counsel, Van Kampen Investor Services Inc.; Director, Invesco Distributors, Inc. (formerly known as Invesco AIM Distributors, Inc.); Director, Senior Vice President, General Counsel and Secretary, Invesco AIM Advisers, Inc. and Van Kampen Investments Inc.; Director, Vice President and Secretary, Fund Management Company; Director, Senior Vice President, Secretary, General Counsel and Vice President, Invesco AIM Capital Management, Inc.; Chief Operating Officer and General Counsel, Liberty Ridge Capital, Inc. (an investment adviser); Vice President and Secretary, PBHG Funds (an investment company) and PBHG Insurance Series Fund (an investment company); Chief Operating Officer, General Counsel and Secretary, Old Mutual Investment Partners (a broker-dealer); General Counsel and Secretary, Old Mutual Fund Services (an administrator) and Old Mutual Shareholder Services (a shareholder servicing center); Executive Vice President, General Counsel and Secretary, Old Mutual Capital, Inc. (an investment adviser); and Vice President and Secretary, Old Mutual Advisors Funds (an investment company)

  N/A   N/A

Gregory G. McGreevey — 1962

Senior Vice President

  2012  

Senior Managing Director, Invesco Ltd.; Director, Chairman, President, and Chief Executive Officer, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); Senior Vice President, Invesco Management Group, Inc.; Director, Invesco Mortgage Capital, Inc. and Invesco Senior Secured Management, Inc.; and Senior Vice President, The Invesco Funds

 

Formerly: Assistant Vice President, The Invesco Funds

  N/A   N/A

 

T-3                         Invesco  Charter Fund


Trustees and Officers—(continued)

 

Name, Year of Birth and
Position(s) Held with the Trust
  Trustee and/
or Officer Since
  Principal Occupation(s)
During Past 5 Years
  Number of
Funds in Fund
Complex
Overseen by
Trustee
  Other Directorship(s)
Held by Trustee During
Past 5 Years
Other Officers—(continued)                

Kelli Gallegos — 1970

Vice President, Principal Financial Officer and Assistant Treasurer

  2008  

Vice President, Principal Financial Officer and Assistant Treasurer, The Invesco Funds; Assistant Treasurer, Invesco PowerShares Capital Management LLC, PowerShares Exchange-Traded Fund Trust, PowerShares Exchange-Traded Fund Trust II, PowerShares India Exchange-Traded Fund Trust, PowerShares Actively Managed Exchange-Traded Fund Trust and PowerShares Actively Managed Exchange-Traded Commodity Fund Trust

 

Formerly: Assistant Vice President, The Invesco Funds

  N/A   N/A

Tracy Sullivan — 1962

Vice President, Chief Tax Officer and Assistant Treasurer

  2008  

Vice President, Chief Tax Officer and Assistant Treasurer, The Invesco Funds; Assistant Treasurer, Invesco PowerShares Capital Management LLC, PowerShares Exchange-Traded Fund Trust, PowerShares Exchange-Traded Fund Trust II, PowerShares India Exchange-Traded Fund Trust, PowerShares Actively Managed Exchange-Traded Fund Trust and PowerShares Actively Managed Exchange-Traded Commodity Fund Trust

 

Formerly: Assistant Vice President, The Invesco Funds

  N/A   N/A

Crissie M. Wisdom — 1969

Anti-Money Laundering Compliance Officer

  2013  

Anti-Money Laundering Compliance Officer, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser), Invesco Capital Markets, Inc. (formerly known as Van Kampen Funds Inc.), Invesco Distributors, Inc., Invesco Investment Services, Inc., Invesco Management Group, Inc., The Invesco Funds, and PowerShares Exchange-Traded Fund Trust, PowerShares Exchange-Traded Fund Trust II, PowerShares India Exchange-Traded Fund Trust, PowerShares Actively Managed Exchange-Traded Fund Trust and PowerShares Actively Managed Exchange-Traded Commodity Fund Trust; Anti-Money Laundering Compliance Officer and Bank Secrecy Act Officer, INVESCO National Trust Company and Invesco Trust Company; and Fraud Prevention Manager and Controls and Risk Analysis Manager for Invesco Investment Services, Inc.

 

Formerly: Anti-Money Laundering Compliance Officer, Van Kampen Exchange Corp.

  N/A   N/A

Robert R. Leveille — 1969

Chief Compliance Officer

  2016  

Chief Compliance Officer, Invesco Advisers, Inc. (registered investment adviser); and Chief Compliance Officer, The Invesco Funds

 

Formerly: Chief Compliance Officer, Putnam Investments and the Putnam Funds

  N/A   N/A

The Statement of Additional Information of the Trust includes additional information about the Fund’s Trustees and is available upon request, without charge, by calling 1.800.959.4246. Please refer to the Fund’s Statement of Additional Information for information on the Fund’s sub-advisers.

 

Office of the Fund

11 Greenway Plaza, Suite 1000

Houston, TX 77046-1173

 

Investment Adviser

Invesco Advisers, Inc.

1555 Peachtree Street, N.E.

Atlanta, GA 30309

 

Distributor

Invesco Distributors, Inc.

11 Greenway Plaza, Suite 1000

Houston, TX 77046-1173

 

Auditors

PricewaterhouseCoopers LLP

1000 Louisiana Street, Suite 5800

Houston, TX 77002-5678

     

Counsel to the Fund

Stradley Ronon Stevens & Young, LLP

2005 Market Street, Suite 2600

Philadelphia, PA 19103-7018

 

Counsel to the Independent Trustees

Goodwin Procter LLP

901 New York Avenue, N.W.

Washington, D.C. 20001

 

Transfer Agent

Invesco Investment Services, Inc.

11 Greenway Plaza, Suite 1000

Houston, TX 77046-1173

 

Custodian

State Street Bank and Trust Company

225 Franklin Street

Boston, MA 02110-2801

 

T-4                         Invesco  Charter Fund


 

Explore High-Conviction Investing with Invesco

 

 

LOGO

Go paperless with eDelivery

Visit invesco.com/edelivery to enjoy the convenience and security of anytime electronic access to your investment documents.

With eDelivery, you can elect to have any or all of the following materials delivered straight to your inbox to download, save and print from your own computer:

 

  Fund reports and prospectuses
  Quarterly statements
  Daily confirmations
  Tax forms

 

 

Invesco mailing information

Send general correspondence to Invesco Investment Services, Inc., P.O. Box 219078, Kansas City, MO 64121-9078.

 

 

Important notice regarding delivery of security holder documents

To reduce Fund expenses, only one copy of most shareholder documents may be mailed to shareholders with multiple accounts at the same address (Householding). Mailing of your shareholder documents may be householded indefinitely unless you instruct us otherwise. If you do not want the mailing of these documents to be combined with those for other members of your household, please contact Invesco Investment Services, Inc. at 800 959 4246 or contact your financial institution. We will begin sending you individual copies for each account within 30 days after receiving your request.

 

 

Fund holdings and proxy voting information

The Fund provides a complete list of its holdings four times in each fiscal year, at the quarter ends. For the second and fourth quarters, the lists appear in the Fund’s semiannual and annual reports to shareholders. For the first and third quarters, the Fund files the lists with the Securities and Exchange Commission (SEC) on Form N-Q. The most recent list of portfolio holdings is available at invesco.com/completeqtrholdings. Shareholders can also look up the Fund’s Forms N-Q on the SEC website at sec.gov. Copies of the Fund’s Forms N-Q may be reviewed and copied at the SEC Public Reference Room in Washington, D.C. You can obtain information on the operation of the Public Reference Room, including information about duplicating fee charges, by calling 202 551 8090 or 800 732 0330, or by electronic request at the following email address: publicinfo@sec.gov. The SEC file numbers for the Fund are shown below.

    A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge, upon request, from our Client Services department at 800 959 4246 or at invesco.com/proxyguidelines. The information is also available on the SEC website, sec.gov.

    Information regarding how the Fund voted proxies related to its portfolio securities during the most recent 12-month period ended June 30 is available at invesco.com/proxysearch. The information is also available on the SEC website, sec.gov.

    Invesco Advisers, Inc. is an investment adviser; it provides investment advisory services to individual and institutional clients and does not sell securities. Invesco Distributors, Inc. is the US distributor for Invesco Ltd.’s retail mutual funds, exchange-traded funds and institutional money market funds. Both are wholly owned, indirect subsidiaries of Invesco Ltd.

  LOGO

 

SEC file numbers: 811-01424 and 002-25469    Invesco Distributors, Inc.    CHT-AR-1                    12112017        1247


LOGO


 

Letters to Shareholders

 

 

 

LOGO

        Philip Taylor

   

Dear Shareholders:

This annual report includes information about your Fund, including performance data and a complete list of its investments as of the close of the reporting period. Inside is a discussion of how your Fund was managed and the factors that affected its performance during the reporting period.

    American voters went to the polls just days after the start of the reporting period, and their decisions quickly affected markets. The US stock market rallied strongly after the election, with major market indexes rising, and setting record highs, throughout the reporting period. Generally positive economic data, strong corporate earnings and hope for tax and regulatory reform contributed to the rally. US and global bond markets, as well as emerging market equities, sold off immediately following the election – with the US bond market

eventually recovering most of its losses. Overseas, economic data were mixed, prompting the European Central Bank and central banks in China and Japan, among other countries, to maintain extraordinarily accommodative monetary policies. Citing positive economic trends – specifically, realized and expected labor market conditions and inflation – the US Federal Reserve raised interest rates three times during the reporting period: first in December 2016, and then again in March and June 2017. Health care and tax reform proved to be more difficult than expected to enact, with little progress achieved by the end of the reporting period.

    Short-term market volatility can prompt some investors to abandon their investment plans – and can cause others to settle for whatever returns the market has to offer. The investment professionals at Invesco, in contrast, invest with high conviction. This means that, no matter the asset class or the strategy, each investment team has a passion to exceed. We want to help investors achieve better outcomes, such as seeking higher returns, helping mitigate risk and generating income. Of course, investing with high conviction can’t guarantee a profit or ensure success; no investment strategy can. To learn more about how we invest with high conviction, visit invesco.com/HighConviction.

    You, too, can invest with high conviction by maintaining a long-term investment perspective and by working with your financial adviser on a regular basis. During periods of short-term market volatility or uncertainty, your financial adviser can keep you focused on your long-term investment goals – a new home, a child’s college education or a secure retirement. He or she also can share research about the economy, the markets and individual investment options.

Visit our website for more information on your investments

Our website, invesco.com/us, offers a wide range of market insights and investment perspectives. On the website, you’ll find detailed information about our funds, including performance, holdings and portfolio manager commentaries. You can access information about your account by completing a simple, secure online registration. To do so, select “Log In” on the right side of the homepage, and then select “Register for Individual Account Access.”

    In addition to the resources accessible on our website and through our mobile app, you can obtain timely updates to help you stay informed about the markets and the economy by connecting with Invesco on Twitter, LinkedIn or Facebook. You can access our blog at blog.invesco.us.com. Our goal is to provide you the information you want, when and where you want it.

    Finally, I’m pleased to share with you Invesco’s commitment to both the Principles for Responsible Investment and to considering environmental, social and governance issues in our robust investment process. I invite you to learn more at invesco.com/esg.

Have questions?

For questions about your account, contact an Invesco client services representative at 800 959 4246. For Invesco-related questions or comments, please email me directly at phil@invesco.com.

    All of us at Invesco look forward to serving your investment management needs. Thank you for investing with us.

Sincerely,

 

LOGO

Philip Taylor

Senior Managing Director, Invesco Ltd.

 

2                             Invesco Diversified Dividend Fund


LOGO

      Bruce Crockett

   

Dear Fellow Shareholders:

Among the many important lessons I’ve learned in more than 40 years in a variety of business endeavors is the value of a trusted advocate.

     As independent chair of the Invesco Funds Board, I can assure you that the members of the Board are strong advocates for the interests of investors in Invesco’s mutual funds. We work hard to represent your interests through oversight of the quality of the investment management services your funds receive and other matters important to your investment, including but not limited to:

  Ensuring that Invesco offers a diverse lineup of mutual funds that your financial adviser can use to strive to meet your financial needs as your investment goals change over time.

  Monitoring how the portfolio management teams of the Invesco funds are performing in light of changing economic and market conditions.

  Assessing each portfolio management team’s investment performance within the context of the investment strategy described in the fund’s prospectus.
  Monitoring for potential conflicts of interests that may impact the nature of the services that your funds receive.

    We believe one of the most important services we provide our fund shareholders is the annual review of the funds’ advisory and sub-advisory contracts with Invesco Advisers and its affiliates. This review is required by the Investment Company Act of 1940 and focuses on the nature and quality of the services Invesco provides as the adviser to the Invesco funds and the reasonableness of the fees that it charges for those services. Each year, we spend months carefully reviewing information received from Invesco and a variety of independent sources, such as performance and fee data prepared by Lipper, Inc. (a subsidiary of Broadridge Financial Solutions, Inc.), an independent, third-party firm widely recognized as a leader in its field. We also meet with our independent legal counsel and other independent advisers to review and help us assess the information that we have received. Our goal is to assure that you receive quality investment management services for a reasonable fee.

    I trust the measures outlined above provide assurance that you have a worthy advocate when it comes to choosing the Invesco Funds.

    As always, please contact me at bruce@brucecrockett.com with any questions or concerns you may have. On behalf of the Board, we look forward to continuing to represent your interests and serving your needs.

Sincerely,

 

LOGO

Bruce L. Crockett

Independent Chair

Invesco Funds Board of Trustees

 

3                             Invesco Diversified Dividend Fund


 

Management’s Discussion of Fund Performance

 

 

Performance summary

For the fiscal year ended October 31, 2017, Class A shares of Invesco Diversified Dividend Fund (the Fund), at net asset value (NAV), underperformed the Russell 1000 Value Index, the Fund’s style-specific benchmark.

    Your Fund’s long-term performance appears later in this report.

 

 

Fund vs. Indexes

Total returns, 10/31/16 to 10/31/17, at net asset value (NAV). Performance shown does not include applicable contingent deferred sales charges (CDSC) or front-end sales charges, which would have reduced performance.

 

Class A Shares       11.65 %
Class B Shares       10.83
Class C Shares       10.84
Class R Shares       11.40
Class Y Shares       11.93
Investor Class Shares       11.69
Class R5 Shares       11.99
Class R6 Shares       12.15
S&P 500 Index (Broad Market Index)       23.63
Russell 1000 Value Index (Style-Specific Index)       17.78
Lipper Large-Cap Value Funds Index (Peer Group Index)       20.67

Source(s): FactSet Research Systems Inc.; Lipper Inc.

 

 

Market conditions and your Fund

The US economy continued to expand throughout the fiscal year ended October 31, 2017. This improvement led the US Federal Reserve (the Fed) to raise interest rates three times during the reporting period, most recently in June 2017.1 At the close of the reporting period, Fed policy remained accommodative, and the fed funds target rate upper bound was 1.25% – up 75 basis points for the reporting period.1 (A basis point is 0.01%.)

    Despite the Fed’s actions, major US stock market indexes repeatedly hit all-time highs throughout the reporting period. The stock market rally began immediately following the outcome of the US presidential election in November 2016, based on investors’ hopes for reduced regulation, lowered corporate and personal tax rates and increased infrastructure spending. The stock market

rally continued throughout the reporting period, fueled by generally positive economic data, strong corporate earnings and improved consumer confidence.

    Within the S&P 500 Index, information technology (IT) and financials were the best-performing sectors for the fiscal year, while telecommunication services, energy and consumer staples were the worst-performing sectors. It is important to view the market’s performance within the context of a full market cycle. This cycle, which began in June 2009, is one of the longest expansions on record with one of the largest bull markets, despite a historically low recovery in revenue versus previous cycle troughs.2 In this environment, we remained focused on our assessment of each investment’s risk reward profile.

    During the reporting period, our total return approach continued to emphasize long-term capital appreciation, current

 

income and capital preservation. We believe the Fund may serve as an equity foundation within a well-diversified asset allocation strategy, complementing more aggressive and cyclical investments. We look for dividend-paying companies with strong profitability, solid balance sheets and capital allocation policies that support sustained or increasing dividends and share repurchases. We perform extensive fundamental research, incorporating both financial statement analysis and an assessment of the potential reward relative to the downside risk, to determine a fair valuation over our two- to three-year investment horizon for each stock. We believe this process may provide a valuable combination of dividend income, price appreciation and capital preservation. We also maintain a rigorous sell discipline and consider selling or reducing shares in stocks that no longer meet our investment criteria.

    During the fiscal year, holdings in the financials sector were the largest contributors to the Fund’s performance. American Express, Hartford Financial Services and Zions Bancorp were the top three contributors. Shares of American Express rose as the company’s co-branded card business stabilized amid a backdrop of technological and competitive industry changes. The company also showed strong top-line growth as it executed on its strategy to expand lending into the small and medium market channels. The company’s long-term CEO also announced his retirement, putting an end to an overhang on the stock over succession plans. Hartford’s stock price appreciated following an expansion in earnings within its property and casualty operations, management’s renewed focus on improving underwriting results within the company’s personal auto lines operation, as well as a favorable state regulatory ruling concerning the company’s ability to

 
Portfolio Composition     
By sector   % of total net assets

 

Consumer Staples

      19.7 %
Utilities       16.4
Financials       13.8
Industrials       8.4
Consumer Discretionary       6.9
Energy       6.8
Health Care       5.9
Telecommunication Services       5.1
Materials       2.3
Real Estate       1.6
Information Technology       0.9

Money Market Funds

Plus Other Assets Less Liabilities

      12.2
Top 10 Equity Holdings*     
   

% of total net assets  

 

  1.  General Mills, Inc.       2.9 %    

  2.  Hartford Financial Services

       Group, Inc. (The)

      2.8
  3.  PPL Corp.       2.8
  4.  Coca-Cola Co. (The)       2.7
  5.  Exelon Corp.       2.7
  6.  AT&T Inc.       2.6
  7.  Suncor Energy, Inc.       2.2
  8.  TOTAL S.A.       2.0
  9.  Entergy Corp.       2.0
10.  Dominion Energy, Inc.       2.0

Total Net Assets

    $ 23.8 billion

Total Number of Holdings*

      70

The Fund’s holdings are subject to change, and there is no assurance that the Fund will continue to hold any particular security.

*Excluding money market fund holdings.

Data presented here are as of October 31, 2017.

 

 

4                             Invesco Diversified Dividend Fund


potentially divest non-core businesses. Zions reported higher earnings as loan growth increased from strength in residential mortgages and moderate growth in commercial loans. The company also saw improved profitability through continued efficiency initiatives. Concerns about the company’s energy loan portfolio abated, benefiting its asset quality and stock price. In addition, Zion’s regulatory capital and liquidity levels remained high.

    Within the consumer staples sector, General Mills was the largest detractor from the Fund’s performance. The company saw weaker revenue trends driven by declines in its yogurt, and meals and baking categories. Management is focused on increasing innovation in yogurt and building on its organics and naturals platform to reinvigorate growth.

    Telecommunication services sector holding BT Group was also a large detractor from the Fund’s performance. The company’s stock price declined due to losses within its global services business, as well as the loss of several key public service contracts in the UK. During the reporting period, the company faced regulatory uncertainty regarding independence of its infrastructure unit and pricing regulation of its products.

    Within the Fund’s style-specific benchmark, financials, materials and IT were the best-performing sectors, while telecommunication services, energy and consumer staples were the worst-performing sectors during the fiscal year. The Fund’s overweight position in the consumer staples sector detracted from its performance versus the style-specific index. The Fund’s underweight positions in the financials and IT sectors also detracted from the Fund’s relative performance, as did the Fund’s unusually large cash position in a rising market environment. While the Fund’s cash position was higher than normal for much of the fiscal year, it did decrease and end the reporting period closer to normal levels. Strong stock selection and underweight position in the energy sector helped the Fund’s relative performance.

    The Fund has successfully navigated multiple market cycles over its history with a consistent long-term mandate to emphasize capital appreciation, current income and capital preservation.

    It has been our privilege to oversee Invesco Diversified Dividend Fund, and we thank you for your continued investment.

 

1 Source: US Federal Reserve
2 Sources: National Bureau of Economic Research, Ned Davis Research and FactSet Research Systems Inc.

The views and opinions expressed in management’s discussion of Fund performance are those of Invesco Advisers, Inc. These views and opinions are subject to change at any time based on factors such as market and economic conditions. These views and opinions may not be relied upon as investment advice or recommendations, or as an offer for a particular security. The information is not a complete analysis of every aspect of any market, country, industry, security or the Fund. Statements of fact are from sources considered reliable, but Invesco Advisers, Inc. makes no representation or warranty as to their completeness or accuracy. Although historical performance is no guarantee of future results, these insights may help you understand our investment management philosophy.

See important Fund and, if applicable, index disclosures later in this report.

 

LOGO   

Meggan Walsh

Chartered Financial Analyst, Portfolio Manager and Head of Invesco’s Dividend Value Team, is lead

manager of Invesco Diversified Dividend Fund. She joined Invesco in 1991. Ms. Walsh earned a BS in finance from the University of Maryland and an MBA from Loyola University Maryland.

 

LOGO   

Robert Botard

Chartered Financial Analyst, Portfolio Manager, is manager of Invesco Diversified Dividend Fund. He joined Invesco in 1993.

Mr. Botard earned a BBA in finance and a BBA in international business from The University of Texas at Austin. He also earned a Master of International Management degree from the Thunderbird School of Global Management.

 

LOGO   

Kristina Bradshaw

Chartered Financial Analyst, Portfolio Manager, is manager of Invesco Diversified Dividend Fund. She joined Invesco in 2006.

Ms. Bradshaw earned a BBA with honors from The University of Texas at Austin and an MBA from Stanford University’s Graduate School of Business.

 

LOGO   

Chris McMeans

Chartered Financial Analyst, Portfolio Manager is manager of Invesco Diversified Dividend Fund. He joined Invesco in 2008.

Mr. McMeans earned a BA in economics from The University of Texas at Austin and an MBA with honors from the University of Houston.

    

 

 

5                             Invesco Diversified Dividend Fund


 

Your Fund’s Long-Term Performance

 

 

Results of a $10,000 Investment – Oldest Share Class(es)

Fund and index data from 10/31/07

 

LOGO

 

Past performance cannot guarantee comparable future results.

    The data shown in the chart include reinvested distributions, applicable sales charges Fund expenses including management fees. Results for Class B shares are calculated as if a hypothetical

shareholder had liquidated his entire investment in the Fund at the close of the reporting period and paid the contingent deferred sales charges, if applicable. Index results include reinvested dividends, but they do not reflect sales charges. Performance of the peer group,

if applicable, reflects fund expenses and management fees; performance of a market index does not. Performance shown in the chart and table(s) does not reflect deduction of taxes a shareholder would pay on Fund distributions or sale of Fund shares.

 

 

6                             Invesco Diversified Dividend Fund


 

 

Average Annual Total Returns

 

As of 10/31/17, including maximum applicable sales charges

    

 

 

Class A Shares        
Inception (12/31/01)     7.54
10 Years     6.85  
  5 Years     11.27  
  1 Year     5.49  
Class B Shares        
Inception (12/31/01)     7.56
10 Years     6.81  
  5 Years     11.43  
  1 Year     5.83  
Class C Shares        
Inception (12/31/01)     7.15
10 Years     6.66  
  5 Years     11.70  
  1 Year     9.84  
Class R Shares        
Inception (10/25/05)     8.22
10 Years     7.21  
  5 Years     12.25  
  1 Year     11.40  
Class Y Shares        
10 Years     7.70
  5 Years     12.81  
  1 Year     11.93  
Investor Class Shares        
Inception (7/15/05)     8.05
10 Years     7.51  
  5 Years     12.57  
  1 Year     11.69  
Class R5 Shares        
Inception (10/25/05)     8.83
10 Years     7.82  
  5 Years     12.87  
  1 Year     11.99  
Class R6 Shares        
10 Years     7.67
  5 Years     12.99  
  1 Year     12.15  

Class Y shares incepted on October 3, 2008. Performance shown prior to that date is that of Class A shares and includes the 12b-1 fees applicable to Class A shares.

    Class R6 shares incepted on September 24, 2012. Performance shown prior to that date is that of Class A shares and includes the 12b-1 fees applicable to Class A shares.

    The performance data quoted represent past performance and cannot guarantee comparable future results; current performance may be lower or higher. Please visit invesco.com/performance

 

Average Annual Total Returns

 

As of 9/30/17, the most recent calendar quarter end, including maximum applicable sales
charges
 
Class A Shares        
Inception (12/31/01)     7.54
10 Years     6.83  
  5 Years     11.26  
  1 Year     4.29  
Class B Shares        
Inception (12/31/01)     7.56
10 Years     6.81  
  5 Years     11.42  
  1 Year     4.51  
Class C Shares        
Inception (12/31/01)     7.15
10 Years     6.65  
  5 Years     11.66  
  1 Year     8.46  
Class R Shares        
Inception (10/25/05)     8.23
10 Years     7.20  
  5 Years     12.25  
  1 Year     10.10  
Class Y Shares        
10 Years     7.69
  5 Years     12.81  
  1 Year     10.61  
Investor Class Shares        
Inception (7/15/05)     8.06
10 Years     7.50  
  5 Years     12.56  
  1 Year     10.38  
Class R5 Shares        
Inception (10/25/05)     8.84
10 Years     7.81  
  5 Years     12.86  
  1 Year     10.68  
Class R6 Shares        
10 Years     7.65
  5 Years     12.96  
  1 Year     10.78  

for the most recent month-end performance. Performance figures reflect reinvested distributions, changes in net asset value and the effect of the maximum sales charge unless otherwise stated. Investment return and principal value will fluctuate so that you may have a gain or loss when you sell shares.

    The net annual Fund operating expense ratio set forth in the most recent Fund prospectus as of the date of this report for Class A, Class B, Class C, Class R, Class Y, Investor Class, Class R5 and Class R6 shares was 0.82%,

1.57%, 1.57%, 1.07%, 0.57%, 0.78%, 0.52% and 0.42%, respectively.1 The total annual Fund operating expense ratio set forth in the most recent Fund prospectus as of the date of this report for Class A, Class B, Class C, Class R Class Y, Investor Class, Class R5 and Class R6 shares was 0.84%, 1.59%, 1.59%, 1.09%, 0.59%, 0.80%, 0.54% and 0.44%, respectively. The expense ratios presented above may vary from the expense ratios presented in other sections of this report that are based on expenses incurred during the period covered by this report.

    Class A share performance reflects the maximum 5.50% sales charge, and Class B and Class C share performance reflects the applicable contingent deferred sales charge (CDSC) for the period involved. The CDSC on Class B shares declines from 5% beginning at the time of purchase to 0% at the be-ginning of the seventh year. The CDSC on Class C shares is 1% for the first year after purchase. Class R, Class Y, Investor Class, Class R5 and Class R6 shares do not have a front-end sales charge or a CDSC; therefore, performance is at net asset value.

    The performance of the Fund’s share classes will differ primarily due to different sales charge structures and class expenses.

    Fund performance reflects any applicable fee waivers and/or expense reimbursements. Had the adviser not waived fees and/or reimbursed expenses currently or in the past, returns would have been lower. See current prospectus for more information.

 

1 Total annual Fund operating expenses after any contractual fee waivers and/or expense reimbursements by the adviser in effect through at least June 30, 2019. See current prospectus for more information.
 

 

7                             Invesco Diversified Dividend Fund


 

Invesco Diversified Dividend Fund’s investment objective is long-term growth of capital and, secondarily, current income.

  Unless otherwise stated, information presented in this report is as of October 31, 2017, and is based on total net assets.
  Unless otherwise noted, all data provided by Invesco.
  To access your Fund’s reports/prospectus, visit invesco.com/fundreports.

 

 

About share classes

  Class B shares may not be purchased for new or additional investments. Please see the prospectus for more information.
  Class R shares are generally available only to employer sponsored retirement and benefit plans. Please see the prospectus for more information.
  Class Y shares and Investor Class shares are available only to certain investors. Please see the prospectus for more information.
  Class R5 shares and Class R6 shares are available for use by retirement plans that meet certain standards and for institutional investors. Class R6 shares are also available through intermediaries that have established an agreement with Invesco Distributors, Inc. to make such shares available for use in retail omnibus accounts. Please see the prospectus for more information.

 

 

Principal risks of investing in the Fund

  Foreign securities risk. The Fund’s foreign investments may be adversely affected by political and social instability, changes in economic or taxation policies, difficulty in enforcing obligations, decreased liquidity or increased volatility. Foreign investments also involve the risk of the possible seizure, nationalization or expropriation of the issuer or foreign deposits (in which the Fund could lose its entire investments in a certain market) and the possible adoption of foreign governmental restrictions such as exchange controls. Unless the Fund has hedged its foreign securities risk, foreign securities risk also involves the risk of negative foreign currency rate fluctuations, which may cause the value of securities denominated in such foreign currency (or other instruments through which the Fund has exposure to foreign currencies) to decline in value. Currency exchange rates may fluctuate significantly
   

over short periods of time. Currency hedging strategies, if used, are not always successful.

  Management risk. The Fund is actively managed and depends heavily on the Adviser’s judgment about markets, interest rates or the attractiveness, relative values, liquidity, or potential appreciation of particular investments made for the Fund’s portfolio. The Fund could experience losses if these judgments prove to be incorrect. Additionally, legislative, regulatory, or tax developments may adversely affect management of the Fund and, therefore, the ability of the Fund to achieve its investment objective.
  Market risk. The market values of the Fund’s investments, and therefore the value of the Fund’s shares, will go up and down, sometimes rapidly or unpredictably. Market risk may affect a single issuer, industry or section of the economy, or it may affect the market as a whole. Individual stock prices tend to go up and down more dramatically than those of certain other types of investments, such as bonds. During a general downturn in the financial markets, multiple asset classes may decline in value. When markets perform well, there can be no assurance that specific investments held by the Fund will rise in value.
  Value investing style risk. A value investing style subjects the Fund to the risk that the valuations never improve or that the returns on value equity securities are less than returns on other styles of investing or the overall stock market.

 

 

About indexes used in this report

  The S&P 500® Index is an unmanaged index considered representative of the US stock market.
  The Russell 1000® Value Index is an unmanaged index considered representative of large-cap value stocks. The Russell 1000 Value Index is a trademark/service mark of the Frank Russell Co. Russell® is a trademark of the Frank Russell Co.
  The Lipper Large-Cap Value Funds Index is an unmanaged index considered representative of large-cap value funds tracked by Lipper.
  The Fund is not managed to track the performance of any particular index, including the index(es) described here, and consequently, the performance of the Fund may deviate significantly from the performance of the index(es).
  A direct investment cannot be made in an index. Unless otherwise indicated, index results include reinvested dividends, and they do not reflect sales charges. Performance of the peer group, if applicable, reflects fund expenses; performance of a market index does not.

 

 

Other information

  The returns shown in management’s discussion of Fund performance are based on net asset values (NAVs) calculated for shareholder transactions. Generally accepted accounting principles require adjustments to be made to the net assets of the Fund at period end for financial reporting purposes, and as such, the NAVs for shareholder transactions and the returns based on those NAVs may differ from the NAVs and returns reported in the Financial Highlights.
  Industry classifications used in this report are generally according to the Global Industry Classification Standard, which was developed by and is the exclusive property and a service mark of MSCI Inc. and Standard & Poor’s.
 

 

 

This report must be accompanied or preceded by a currently effective Fund prospectus, which contains more complete information, including sales charges and expenses. Investors should read it carefully before investing.

 

 

NOT FDIC INSURED  |  MAY LOSE VALUE  |  NO BANK GUARANTEE

 

8                             Invesco Diversified Dividend Fund


Schedule of Investments(a)

October 31, 2017

 

 

     Shares      Value  

Common Stocks & Other Equity Interests–87.83%

 

Aerospace & Defense–1.74%  

General Dynamics Corp.

    1,319,381      $ 267,807,955  

Raytheon Co.

    815,787        147,004,818  
         414,812,773  
Air Freight & Logistics–1.23%  

United Parcel Service, Inc.–Class B

    2,495,588        293,306,458  
Apparel Retail–0.69%     

TJX Cos., Inc. (The)

    2,345,756        163,733,769  
Apparel, Accessories & Luxury Goods–0.84%  

Columbia Sportswear Co.

    1,388,853        86,636,650  

Tapestry, Inc.

    2,741,614        112,269,093  
         198,905,743  
Asset Management & Custody Banks–0.94%  

Federated Investors, Inc.–Class B

    3,998,788        124,242,343  

Legg Mason, Inc.

    2,623,031        100,147,324  
         224,389,667  
Brewers–1.54%  

Heineken N.V. (Netherlands)

    3,772,794        367,679,654  
Consumer Finance–1.76%  

American Express Co.

    4,382,919        418,656,423  
Data Processing & Outsourced Services–0.92%  

Automatic Data Processing, Inc.

    1,893,467        220,134,473  
Drug Retail–0.84%  

Walgreens Boots Alliance, Inc.

    3,025,145        200,476,359  
Electric Utilities–11.56%  

American Electric Power Co., Inc.

    4,778,425        355,562,604  

Duke Energy Corp.

    4,313,392        380,915,648  

Entergy Corp.

    5,531,589        477,154,867  

Exelon Corp.

    15,899,927        639,336,065  

PPL Corp.

    17,654,917        663,118,682  

SSE PLC (United Kingdom)

    12,938,128        237,524,468  
         2,753,612,334  
Electrical Components & Equipment–2.62%  

ABB Ltd. (Switzerland)

    11,297,425        295,653,424  

Emerson Electric Co.

    5,077,995        327,327,557  
         622,980,981  
Food Distributors–1.29%  

Sysco Corp.

    5,516,540        306,829,955  
General Merchandise Stores–1.67%  

Target Corp.

    6,757,334        398,952,999  
Health Care Equipment–0.78%  

Stryker Corp.

    1,193,719        184,871,261  
     Shares      Value  
Hotels, Resorts & Cruise Lines–0.53%  

Accor S.A. (France)

    2,523,210      $ 125,904,373  
Household Products–3.16%  

Kimberly-Clark Corp.

    2,662,730        299,583,752  

Procter & Gamble Co. (The)

    5,255,638        453,771,785  
         753,355,537  
Housewares & Specialties–0.55%  

Newell Brands, Inc.

    3,238,815        132,078,876  
Human Resource & Employment Services–0.54%  

Robert Half International, Inc.

    2,477,549        128,262,712  
Industrial Conglomerates–0.18%  

Siemens AG (Germany)

    293,059        41,819,593  
Industrial Machinery–2.10%  

Flowserve Corp.(b)

    7,512,040        331,055,603  

Pentair PLC (United Kingdom)

    2,392,531        168,577,734  
         499,633,337  
Integrated Oil & Gas–5.01%  

Royal Dutch Shell PLC–Class B (United Kingdom)

    5,683,775        182,967,919  

Suncor Energy, Inc. (Canada)

    15,422,400        523,603,689  

TOTAL S.A. (France)

    8,746,675        487,747,512  
         1,194,319,120  
Integrated Telecommunication Services–5.10%  

AT&T Inc.

    18,303,357        615,907,963  

BT Group PLC (United Kingdom)

    82,493,968        285,249,721  

Deutsche Telekom AG (Germany)

    17,239,901        314,094,377  
         1,215,252,061  
Motorcycle Manufacturers–1.05%  

Harley-Davidson, Inc.

    5,263,542        249,176,078  
Movies & Entertainment–0.88%  

Time Warner Inc.

    2,127,874        209,148,735  
Multi-Line Insurance–2.83%  

Hartford Financial Services Group, Inc. (The)

    12,256,855        674,739,868  
Multi-Utilities–4.86%  

Consolidated Edison, Inc.

    4,595,299        395,425,479  

Dominion Energy, Inc.

    5,872,555        476,499,113  

Sempra Energy

    2,421,182        284,488,885  
         1,156,413,477  
Oil & Gas Equipment & Services–0.23%  

Baker Hughes, a GE Co.

    1,716,916        53,962,670  
Oil & Gas Exploration & Production–1.54%  

ConocoPhillips

    7,158,652        366,165,050  
 

 

See accompanying Notes to Financial Statements which are an integral part of the financial statements.

 

9                         Invesco Diversified Dividend Fund


     Shares      Value  
Packaged Foods & Meats–7.41%  

Campbell Soup Co.

    6,324,540      $ 299,593,460  

Danone S.A. (France)

    1,965,033        160,555,155  

General Mills, Inc.

    13,370,983        694,221,438  

Kraft Heinz Co. (The)

    4,060,155        313,971,786  

Mondelez International, Inc.–Class A

    7,171,554        297,117,482  
         1,765,459,321  
Paper Packaging–2.29%  

Avery Dennison Corp.

    1,215,284        129,026,702  

International Paper Co.

    5,236,518        299,895,386  

Sonoco Products Co.

    2,264,695        117,288,554  
         546,210,642  
Personal Products–0.78%  

L’Oreal S.A. (France)

    835,132        185,862,088  
Pharmaceuticals–5.15%  

Bayer AG (Germany)

    1,833,697        239,511,352  

Bristol-Myers Squibb Co.

    7,003,419        431,830,815  

Eli Lilly and Co.

    4,274,574        350,258,594  

Johnson & Johnson

    1,467,509        204,585,430  
         1,226,186,191  
Property & Casualty Insurance–0.97%  

Travelers Cos., Inc. (The)

    1,746,496        231,323,395  
Regional Banks–7.31%  

Cullen/Frost Bankers, Inc.

    1,626,972        160,256,742  

Fifth Third Bancorp

    9,751,225        281,810,402  

KeyCorp

    12,069,575        220,269,744  

M&T Bank Corp.

    2,404,392        400,980,454  
     Shares      Value  
Regional Banks–(continued)  

PNC Financial Services Group, Inc. (The)

    2,238,830      $ 306,249,556  

Zions Bancorp.

    7,990,117        371,220,836  
         1,740,787,734  
Restaurants–0.71%  

Darden Restaurants, Inc.

    2,049,866        168,642,476  
Soft Drinks–2.68%  

Coca-Cola Co. (The)

    13,909,040        639,537,659  
Specialized REIT’s–1.59%  

Weyerhaeuser Co.

    10,542,405        378,577,764  
Tobacco–1.96%  

Altria Group, Inc.

    2,640,117        169,548,314  

Philip Morris International Inc.

    2,850,249        298,250,055  
         467,798,369  

Total Common Stocks & Other Equity Interests
(Cost $16,224,353,620)

 

     20,919,959,975  

Money Market Funds–12.22%

 

Invesco Government & Agency Portfolio–Institutional Class, 0.95%(c)

    1,746,351,642        1,746,351,642  

Invesco Treasury Portfolio– Institutional Class, 0.94%(c)

    1,164,234,429        1,164,234,429  

Total Money Market Funds
(Cost $2,910,586,071)

             2,910,586,071  

TOTAL INVESTMENTS IN
SECURITIES–100.05%
(Cost $19,134,939,691)

 

     23,830,546,046  

OTHER ASSETS LESS LIABILITIES–(0.05)%

 

     (11,301,729

NET ASSETS–100.00%

           $ 23,819,244,317  
 

Investment Abbreviations:

 

REIT  

– Real Estate Investment Trust

Notes to Schedule of Investments:

 

(a)  Industry and/or sector classifications used in this report are generally according to the Global Industry Classification Standard, which was developed by and is the exclusive property and a service mark of MSCI Inc. and Standard & Poor’s.
(b)  Affiliated company during the period. The Investment Company Act of 1940 defines an “affiliated person” as an issuance in which a fund holds 5% or more of the outstanding voting securities. The Fund has not owned enough of the outstanding voting securities of the issuer to have control (as defined in the Investment Company Act of 1940) of that issuer. The value of this security as of October 31, 2017 represented 1.39% of the Fund’s Net Assets. See Note 5.
(c)  The money market fund and the Fund are affiliated by having the same investment adviser. The rate shown is the 7-day SEC standardized yield as of October 31, 2017.

 

See accompanying Notes to Financial Statements which are an integral part of the financial statements.

 

10                         Invesco Diversified Dividend Fund


Open Forward Foreign Currency Contracts  

Settlement
Date

 

    

Counterparty

   Contract to      Unrealized
Appreciation
(Depreciation)
 
        Deliver      Receive     
11/17/2017      Citigroup Global Markets Inc.      CAD       108,815,368        USD       88,724,576      $ 4,364,405  
11/17/2017      Citigroup Global Markets Inc.      EUR       188,270,775        USD       226,199,975        6,682,672  
11/17/2017      Goldman Sachs International      CAD       108,815,368        USD       88,703,529        4,343,358  
11/17/2017      Goldman Sachs International      EUR       191,022,784        USD       229,513,383        6,787,331  
11/17/2017      Merrill Lynch International      CAD       108,815,368        USD       88,673,241        4,313,071  
11/17/2017      Merrill Lynch International      EUR       213,687,286        USD       255,902,447        6,750,358  
11/17/2017      State Street Bank and Trust Co.      EUR       216,167,337        USD       259,459,642        7,415,898  
Subtotal                                               40,657,093  
11/17/2017      Citigroup Global Markets Inc.      USD       1,924,239        CAD       2,411,820        (54,452
11/17/2017      Goldman Sachs International      USD       1,655,911        CAD       2,041,639        (73,111
11/17/2017      State Street Bank and Trust Co.      USD       4,663,078        EUR       3,942,163        (66,651
Subtotal                                               (194,214

Total Forward Foreign Currency Contracts — Currency Risk

                              $ 40,462,879  

Abbreviations:

 

CAD  

– Canadian Dollar

EUR  

– Euro

USD  

– United States Dollar

 

See accompanying Notes to Financial Statements which are an integral part of the financial statements.

 

11                         Invesco Diversified Dividend Fund


Statement of Assets and Liabilities

October 31, 2017

 

 

Assets:

 

Investments in securities, at value (Cost $15,895,830,759)

  $ 20,588,904,372  

Investments in affiliates, at value (Cost $3,239,108,932)

    3,241,641,674  

Other investments:

 

Unrealized appreciation on forward foreign currency contracts outstanding

    40,657,093  

Foreign currencies, at value (Cost $335,682)

    418,877  

Receivable for:

 

Investments sold

    42,021,067  

Fund shares sold

    32,312,905  

Dividends

    35,584,850  

Investment for trustee deferred compensation and retirement plans

    791,633  

Other assets

    410,545  

Total assets

    23,982,743,016  

Liabilities:

 

Other investments:

 

Unrealized depreciation on forward foreign currency contracts outstanding

    194,214  

Payable for:

 

Investments purchased

    117,989,576  

Fund shares reacquired

    36,040,648  

Accrued fees to affiliates

    8,102,494  

Accrued trustees’ and officers’ fees and benefits

    29,875  

Accrued other operating expenses

    142,116  

Trustee deferred compensation and retirement plans

    999,776  

Total liabilities

    163,498,699  

Net assets applicable to shares outstanding

  $ 23,819,244,317  

Net assets consist of:

 

Shares of beneficial interest

  $ 18,849,182,518  

Undistributed net investment income

    96,932,291  

Undistributed net realized gain

    137,234,475  

Net unrealized appreciation

    4,735,895,033  
    $ 23,819,244,317  

Net Assets:

 

Class A

  $ 6,029,664,193  

Class B

  $ 9,091,765  

Class C

  $ 840,124,892  

Class R

  $ 358,417,692  

Class Y

  $ 4,278,325,142  

Investor Class

  $ 2,113,750,364  

Class R5

  $ 3,845,847,952  

Class R6

  $ 6,344,022,317  

Shares outstanding, no par value,
with an unlimited number of shares authorized:

 

Class A

    298,820,740  

Class B

    455,865  

Class C

    42,174,962  

Class R

    17,707,027  

Class Y

    211,797,117  

Investor Class

    104,830,514  

Class R5

    190,557,894  

Class R6

    314,287,884  

Class A:

 

Net asset value per share

  $ 20.18  

Maximum offering price per share

 

(Net asset value of $20.18 ¸ 94.50%)

  $ 21.35  

Class B:

 

Net asset value and offering price per share

  $ 19.94  

Class C:

 

Net asset value and offering price per share

  $ 19.92  

Class R:

 

Net asset value and offering price per share

  $ 20.24  

Class Y:

 

Net asset value and offering price per share

  $ 20.20  

Investor Class:

 

Net asset value and offering price per share

  $ 20.16  

Class R5:

 

Net asset value and offering price per share

  $ 20.18  

Class R6:

 

Net asset value and offering price per share

  $ 20.19  
 

 

See accompanying Notes to Financial Statements which are an integral part of the financial statements.

 

12                         Invesco Diversified Dividend Fund


Statement of Operations

For the year ended October 31, 2017

 

Investment income:

 

Dividends (net of foreign withholding taxes of $8,441,718)

   $ 565,816,987  

Dividends from affiliates

     28,503,913  

Total investment income

     594,320,900  

Expenses:

  

Advisory fees

     85,422,458  

Administrative services fees

     1,156,978  

Custodian fees

     735,459  

Distribution fees:

  

Class A

     15,422,467  

Class B

     130,283  

Class C

     8,527,619  

Class R

     1,518,057  

Investor Class

     4,390,728  

Transfer agent fees — A, B, C, R, Y and Investor

     22,893,339  

Transfer agent fees — R5

     3,817,498  

Transfer agent fees — R6

     142,112  

Trustees’ and officers’ fees and benefits

     328,870  

Registration and filing fees

     846,820  

Reports to shareholders

     3,131,520  

Professional services fees

     225,099  

Other

     239,158  

Total expenses

     148,928,465  

Less: Fees waived and expense offset arrangement(s)

     (4,158,149

Net expenses

     144,770,316  

Net investment income

     449,550,584  

Realized and unrealized gain (loss) from:

  

Net realized gain (loss) from:

  

Investment securities

     229,948,391  

Foreign currencies

     (704,756

Forward foreign currency contracts

     (65,805,540
       163,438,095  

Change in net unrealized appreciation (depreciation) of:

  

Investment securities

     1,734,729,683  

Foreign currencies

     (68,766

Forward foreign currency contracts

     26,168,084  
       1,760,829,001  

Net realized and unrealized gain

     1,924,267,096  

Net increase in net assets resulting from operations

   $ 2,373,817,680  

 

See accompanying Notes to Financial Statements which are an integral part of the financial statements.

 

13                         Invesco Diversified Dividend Fund


Statement of Changes in Net Assets

For the years ended October 31, 2017 and 2016

 

     2017      2016  

Operations:

    

Net investment income

  $ 449,550,584      $ 281,720,602  

Net realized gain

    163,438,095        489,070,361  

Change in net unrealized appreciation

    1,760,829,001        120,872,570  

Net increase in net assets resulting from operations

    2,373,817,680        891,663,533  

Distributions to shareholders from net investment income:

    

Class A

    (104,371,576      (87,597,660

Class B

    (127,541      (186,213

Class C

    (8,002,015      (5,342,554

Class R

    (4,314,212      (2,826,974

Class Y

    (98,168,591      (38,800,678

Investor Class

    (37,353,627      (35,300,336

Class R5

    (75,226,213      (55,949,846

Class R6

    (81,891,302      (29,669,892

Total distributions from net investment income

    (409,455,077      (255,674,153

Distributions to shareholders from net realized gains:

    

Class A

    (151,389,232      (187,921,659

Class B

    (388,597      (884,906

Class C

    (20,020,835      (18,558,267

Class R

    (6,235,896      (8,075,563

Class Y

    (102,046,387      (46,717,282

Investor Class

    (52,848,731      (78,259,112

Class R5

    (87,151,961      (96,137,321

Class R6

    (68,937,644      (33,943,581

Total distributions from net realized gains

    (489,019,283      (470,497,691

Share transactions-net:

    

Class A

    (387,579,942      1,217,893,699  

Class B

    (8,203,248      (6,485,243

Class C

    4,014,291        328,459,436  

Class R

    101,239,116        33,543,725  

Class Y

    303,448,708        2,439,382,508  

Investor Class

    (150,451,618      101,759,931  

Class R5

    176,556,635        990,438,812  

Class R6

    3,470,617,666        1,759,334,300  

Net increase in net assets resulting from share transactions

    3,509,641,608        6,864,327,168  

Net increase in net assets

    4,984,984,928        7,029,818,857  

Net assets:

    

Beginning of year

    18,834,259,389        11,804,440,532  

End of year (includes undistributed net investment income of $96,932,291 and $57,541,540, respectively)

  $ 23,819,244,317      $ 18,834,259,389  

Notes to Financial Statements

October 31, 2017

NOTE 1—Significant Accounting Policies

Invesco Diversified Dividend Fund (the “Fund”) is a series portfolio of AIM Equity Funds (Invesco Equity Funds) (the “Trust”). The Trust is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end series management investment company consisting of three separate portfolios, each authorized to issue an unlimited number of shares of beneficial interest. The assets, liabilities and operations of each portfolio are accounted for separately. Information presented in these financial statements pertains only to the Fund. Matters affecting each portfolio or class will be voted on exclusively by the shareholders of such portfolio or class.

 

14                         Invesco Diversified Dividend Fund


The Fund’s investment objective is long-term growth of capital and, secondarily, current income.

The Fund currently consists of eight different classes of shares: Class A, Class B, Class C, Class R, Class Y, Investor Class, Class R5 and Class R6. Class Y and Investor Class shares are available only to certain investors. Class A shares are sold with a front-end sales charge unless certain waiver criteria are met and under certain circumstances load waived shares may be subject to contingent deferred sales charges (“CDSC”). Class C shares are sold with a CDSC. Class R, Class Y, Investor Class, Class R5 and Class R6 shares are sold at net asset value. Effective November 30, 2010, new or additional investments in Class B shares are no longer permitted. Existing shareholders of Class B shares may continue to reinvest dividends and capital gains distributions in Class B shares until they convert to Class A shares. Also, shareholders in Class B shares will be able to exchange those shares for Class B shares of other Invesco Funds offering such shares until they convert to Class A shares. Generally, Class B shares will automatically convert to Class A shares on or about the month-end, which is at least eight years after the date of purchase. Redemption of Class B shares prior to the conversion date will be subject to a CDSC.

The Fund is an investment company and accordingly follows the investment company accounting and reporting guidance in accordance with Financial Accounting Standards Board Accounting Standards Codification Topic 946, Financial Services — Investment Companies.

The following is a summary of the significant accounting policies followed by the Fund in the preparation of its financial statements.

A. Security Valuations — Securities, including restricted securities, are valued according to the following policy.

A security listed or traded on an exchange (except convertible securities) is valued at its last sales price or official closing price as of the close of the customary trading session on the exchange where the security is principally traded, or lacking any sales or official closing price on a particular day, the security may be valued at the closing bid price on that day. Securities traded in the over-the-counter market are valued based on prices furnished by independent pricing services or market makers. When such securities are valued by an independent pricing service they may be considered fair valued. Futures contracts are valued at the final settlement price set by an exchange on which they are principally traded. Listed options are valued at the mean between the last bid and asked prices from the exchange on which they are principally traded. Options not listed on an exchange are valued by an independent source at the mean between the last bid and asked prices. For purposes of determining net asset value (“NAV”) per share, futures and option contracts generally are valued 15 minutes after the close of the customary trading session of the New York Stock Exchange (“NYSE”).

Investments in open-end and closed-end registered investment companies that do not trade on an exchange are valued at the end-of-day net asset value per share. Investments in open-end and closed-end registered investment companies that trade on an exchange are valued at the last sales price or official closing price as of the close of the customary trading session on the exchange where the security is principally traded.

Debt obligations (including convertible securities) and unlisted equities are fair valued using an evaluated quote provided by an independent pricing service. Evaluated quotes provided by the pricing service may be determined without exclusive reliance on quoted prices, and may reflect appropriate factors such as institution-size trading in similar groups of securities, developments related to specific securities, dividend rate (for unlisted equities), yield (for debt obligations), quality, type of issue, coupon rate (for debt obligations), maturity (for debt obligations), individual trading characteristics and other market data. Pricing services generally value debt obligations assuming orderly transactions of institutional round lot size, but a fund may hold or transact in the same securities in smaller, odd lot sizes. Odd lots often trade at lower prices than institutional round lots. Debt obligations are subject to interest rate and credit risks. In addition, all debt obligations involve some risk of default with respect to interest and/or principal payments.

Foreign securities’ (including foreign exchange contracts) prices are converted into U.S. dollar amounts using the applicable exchange rates as of the close of the NYSE. If market quotations are available and reliable for foreign exchange-traded equity securities, the securities will be valued at the market quotations. Because trading hours for certain foreign securities end before the close of the NYSE, closing market quotations may become unreliable. If between the time trading ends on a particular security and the close of the customary trading session on the NYSE, events occur that the investment adviser determines are significant and make the closing price unreliable, the Fund may fair value the security. If the event is likely to have affected the closing price of the security, the security will be valued at fair value in good faith using procedures approved by the Board of Trustees. Adjustments to closing prices to reflect fair value may also be based on a screening process of an independent pricing service to indicate the degree of certainty, based on historical data, that the closing price in the principal market where a foreign security trades is not the current value as of the close of the NYSE. Foreign securities’ prices meeting the approved degree of certainty that the price is not reflective of current value will be priced at the indication of fair value from the independent pricing service. Multiple factors may be considered by the independent pricing service in determining adjustments to reflect fair value and may include information relating to sector indices, American Depositary Receipts and domestic and foreign index futures. Foreign securities may have additional risks including exchange rate changes, potential for sharply devalued currencies and high inflation, political and economic upheaval, the relative lack of issuer information, relatively low market liquidity and the potential lack of strict financial and accounting controls and standards.

Securities for which market prices are not provided by any of the above methods may be valued based upon quotes furnished by independent sources. The last bid price may be used to value equity securities. The mean between the last bid and asked prices is used to value debt obligations, including corporate loans.

Securities for which market quotations are not readily available or became unreliable are valued at fair value as determined in good faith by or under the supervision of the Trust’s officers following procedures approved by the Board of Trustees. Issuer specific events, market trends, bid/asked quotes of brokers and information providers and other market data may be reviewed in the course of making a good faith determination of a security’s fair value.

The Fund may invest in securities that are subject to interest rate risk, meaning the risk that the prices will generally fall as interest rates rise and, conversely, the prices will generally rise as interest rates fall. Specific securities differ in their sensitivity to changes in interest rates depending on their individual characteristics. Changes in interest rates may result in increased market volatility, which may affect the value and/or liquidity of certain Fund investments.

Valuations change in response to many factors including the historical and prospective earnings of the issuer, the value of the issuer’s assets, general economic conditions, interest rates, investor perceptions and market liquidity. Because of the inherent uncertainties of valuation, the values reflected in the financial statements may materially differ from the value received upon actual sale of those investments.

B. Securities Transactions and Investment Income — Securities transactions are accounted for on a trade date basis. Realized gains or losses on sales are computed on the basis of specific identification of the securities sold. Interest income (net of withholding tax, if any) is recorded on the accrual basis from settlement date. Dividend income (net of withholding tax, if any) is recorded on the ex-dividend date.

 

15                         Invesco Diversified Dividend Fund


The Fund may periodically participate in litigation related to Fund investments. As such, the Fund may receive proceeds from litigation settlements. Any proceeds received are included in the Statement of Operations as realized gain (loss) for investments no longer held and as unrealized gain (loss) for investments still held.

Brokerage commissions and mark ups are considered transaction costs and are recorded as an increase to the cost basis of securities purchased and/or a reduction of proceeds on a sale of securities. Such transaction costs are included in the determination of net realized and unrealized gain (loss) from investment securities reported in the Statement of Operations and the Statement of Changes in Net Assets and the net realized and unrealized gains (losses) on securities per share in the Financial Highlights. Transaction costs are included in the calculation of the Fund’s net asset value and, accordingly, they reduce the Fund’s total returns. These transaction costs are not considered operating expenses and are not reflected in net investment income reported in the Statement of Operations and the Statement of Changes in Net Assets, or the net investment income per share and the ratios of expenses and net investment income reported in the Financial Highlights, nor are they limited by any expense limitation arrangements between the Fund and the investment adviser.

The Fund allocates income and realized and unrealized capital gains and losses to a class based on the relative net assets of each class.

C. Country Determination — For the purposes of making investment selection decisions and presentation in the Schedule of Investments, the investment adviser may determine the country in which an issuer is located and/or credit risk exposure based on various factors. These factors include the laws of the country under which the issuer is organized, where the issuer maintains a principal office, the country in which the issuer derives 50% or more of its total revenues and the country that has the primary market for the issuer’s securities, as well as other criteria. Among the other criteria that may be evaluated for making this determination are the country in which the issuer maintains 50% or more of its assets, the type of security, financial guarantees and enhancements, the nature of the collateral and the sponsor organization. Country of issuer and/or credit risk exposure has been determined to be the United States of America, unless otherwise noted.
D. Distributions — Distributions from net investment income, if any, are declared and paid quarterly and are recorded on the ex-dividend date. Distributions from net realized capital gain, if any, are generally declared and paid annually and recorded on the ex-dividend date. The Fund may elect to treat a portion of the proceeds from redemptions as distributions for federal income tax purposes.
E. Federal Income Taxes — The Fund intends to comply with the requirements of Subchapter M of the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), necessary to qualify as a regulated investment company and to distribute substantially all of the Fund’s taxable earnings to shareholders. As such, the Fund will not be subject to federal income taxes on otherwise taxable income (including net realized capital gain) that is distributed to shareholders. Therefore, no provision for federal income taxes is recorded in the financial statements.

The Fund recognizes the tax benefits of uncertain tax positions only when the position is more likely than not to be sustained. Management has analyzed the Fund’s uncertain tax positions and concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions. Management is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next 12 months.

The Fund files tax returns in the U.S. Federal jurisdiction and certain other jurisdictions. Generally, the Fund is subject to examinations by such taxing authorities for up to three years after the filing of the return for the tax period.

F. Expenses — Fees provided for under the Rule 12b-1 plan of a particular class of the Fund are charged to the operations of such class. Transfer agency fees and expenses and other shareholder recordkeeping fees and expenses attributable to Class R5 and Class R6 are allocated to each share class based on relative net assets. Sub-accounting fees attributable to Class R5 are charged to the operations of the class. Transfer agency fees and expenses and other shareholder recordkeeping fees and expenses relating to all other classes are allocated among those classes based on relative net assets. All other expenses are allocated among the classes based on relative net assets.
G. Accounting Estimates — The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period including estimates and assumptions related to taxation. Actual results could differ from those estimates by a significant amount. In addition, the Fund monitors for material events or transactions that may occur or become known after the period-end date and before the date the financial statements are released to print.
H. Indemnifications — Under the Trust’s organizational documents, each Trustee, officer, employee or other agent of the Trust is indemnified against certain liabilities that may arise out of the performance of their duties to the Fund. Additionally, in the normal course of business, the Fund enters into contracts, including the Fund’s servicing agreements, that contain a variety of indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. The risk of material loss as a result of such indemnification claims is considered remote.
I. Foreign Currency Translations — Foreign currency is valued at the close of the NYSE based on quotations posted by banks and major currency dealers. Portfolio securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at date of valuation. Purchases and sales of portfolio securities (net of foreign taxes withheld on disposition) and income items denominated in foreign currencies are translated into U.S. dollar amounts on the respective dates of such transactions. The Fund does not separately account for the portion of the results of operations resulting from changes in foreign exchange rates on investments and the fluctuations arising from changes in market prices of securities held. The combined results of changes in foreign exchange rates and the fluctuation of market prices on investments (net of estimated foreign tax withholding) are included with the net realized and unrealized gain or loss from investments in the Statement of Operations. Reported net realized foreign currency gains or losses arise from (1) sales of foreign currencies, (2) currency gains or losses realized between the trade and settlement dates on securities transactions, and (3) the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign currency gains and losses arise from changes in the fair values of assets and liabilities, other than investments in securities at fiscal period end, resulting from changes in exchange rates.

The Fund may invest in foreign securities, which may be subject to foreign taxes on income, gains on investments or currency repatriation, a portion of which may be recoverable. Foreign taxes, if any, are recorded based on the tax regulations and rates that exist in the foreign markets in which the Fund invests and are shown in the Statement of Operations.

 

16                         Invesco Diversified Dividend Fund


J. Forward Foreign Currency Contracts — The Fund may engage in foreign currency transactions either on a spot (i.e. for prompt delivery and settlement) basis, or through forward foreign currency contracts, to manage or minimize currency or exchange rate risk.

The Fund may also enter into forward foreign currency contracts for the purchase or sale of a security denominated in a foreign currency in order to “lock in” the U.S. dollar price of that security, or the Fund may also enter into forward foreign currency contracts that do not provide for physical settlement of the two currencies, but instead are settled by a single cash payment calculated as the difference between the agreed upon exchange rate and the spot rate at settlement based upon an agreed upon notional amount (non-deliverable forwards). The Fund will set aside liquid assets in an amount equal to the daily mark-to-market obligation for forward foreign currency contracts.

A forward foreign currency contract is an obligation between two parties (“Counterparties”) to purchase or sell a specific currency for an agreed-upon price at a future date. The use of forward foreign currency contracts does not eliminate fluctuations in the price of the underlying securities the Fund owns or intends to acquire but establishes a rate of exchange in advance. Fluctuations in the value of these contracts are measured by the difference in the contract date and reporting date exchange rates and are recorded as unrealized appreciation (depreciation) until the contracts are closed. When the contracts are closed, realized gains (losses) are recorded. Realized and unrealized gains (losses) on the contracts are included in the Statement of Operations. The primary risks associated with forward foreign currency contracts include failure of the Counterparty to meet the terms of the contract and the value of the foreign currency changing unfavorably. These risks may be in excess of the amounts reflected in the Statement of Assets and Liabilities.

NOTE 2—Advisory Fees and Other Fees Paid to Affiliates

The Trust has entered into a master investment advisory agreement with Invesco Advisers, Inc. (the “Adviser” or “Invesco”). Under the terms of the investment advisory agreement, the Fund accrues daily and pays monthly an advisory fee to the Adviser based on the annual rate of the Fund’s average daily net assets as follows:

 

Average Daily Net Assets   Rate  

First $350 million

    0 .60%   

Next $350 million

    0 .55%   

Next $1.3 billion

    0 .50%   

Next $2 billion

    0 .45%   

Next $2 billion

    0 .40%   

Next $2 billion

    0 .375%   

Over $8 billion

    0 .35%         

For the year ended October 31, 2017, the effective advisory fees incurred by the Fund was 0.38%.

Under the terms of a master sub-advisory agreement between the Adviser and each of Invesco Asset Management Deutschland GmbH, Invesco Asset Management Limited, Invesco Asset Management (Japan) Limited, Invesco Hong Kong Limited, Invesco Senior Secured Management, Inc. and Invesco Canada Ltd. (collectively, the “Affiliated Sub-Advisers”) the Adviser, not the Fund, will pay 40% of the fees paid to the Adviser to any such Affiliated Sub-Adviser(s) that provide(s) discretionary investment management services to the Fund based on the percentage of assets allocated to such Affiliated Sub-Adviser(s).

The Adviser has contractually agreed, through at least June 30, 2018, to waive advisory fees and/or reimburse expenses of all shares to the extent necessary to limit total annual fund operating expenses after fee waiver and/or expense reimbursement (excluding certain items discussed below) of Class A, Class B, Class C, Class R, Class Y, Investor Class, Class R5 and Class R6 shares to 2.00%, 2.75%, 2.75%, 2.25%, 1.75%, 2.00%, 1.75% and 1.75%, respectively, of average daily net assets (the “expense limits”). In determining the Adviser’s obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account, and could cause the total annual fund operating expenses after fee waiver and/or expense reimbursement to exceed the numbers reflected above: (1) interest; (2) taxes; (3) dividend expense on short sales; (4) extraordinary or non-routine items, including litigation expenses; and (5) expenses that the Fund has incurred but did not actually pay because of an expense offset arrangement. Unless Invesco continues the fee waiver agreement, it will terminate on June 30, 2018. During its term, the fee waiver agreement cannot be terminated or amended to increase the expense limits or reduce the advisory fee waiver without approval of the Board of Trustees. The Adviser did not waive fees and/or reimburse expenses during the period under these expense limits.

Further, the Adviser has contractually agreed, through at least June 30, 2019, to waive the advisory fee payable by the Fund in an amount equal to 100% of the net advisory fees the Adviser receives from the affiliated money market funds on investments by the Fund of uninvested cash in such affiliated money market funds.

For the year ended October 31, 2017, the Adviser waived advisory fees of $4,097,896.

The Trust has entered into a master administrative services agreement with Invesco pursuant to which the Fund has agreed to pay Invesco for certain administrative costs incurred in providing accounting services to the Fund. For the year ended October 31, 2017, expenses incurred under the agreement are shown in the Statement of Operations as Administrative services fees.

The Trust has entered into a transfer agency and service agreement with Invesco Investment Services, Inc. (“IIS”) pursuant to which the Fund has agreed to pay IIS a fee for providing transfer agency and shareholder services to the Fund and reimburse IIS for certain expenses incurred by IIS in the course of providing such services. IIS may make payments to intermediaries that provide omnibus account services, sub-accounting services and/or networking services. All fees payable by IIS to intermediaries that provide omnibus account services or sub-accounting services are charged back to the Fund, subject to certain limitations approved by the Trust’s Board of Trustees. For the year ended October 31, 2017, expenses incurred under the agreement are shown in the Statement of Operations as Transfer agent fees.

The Trust has entered into master distribution agreements with Invesco Distributors, Inc. (“IDI”) to serve as the distributor for the Class A, Class B, Class C, Class R, Class Y, Investor Class, Class R5 and Class R6 shares of the Fund. The Trust has adopted plans pursuant to Rule 12b-1 under the 1940 Act with respect to the Fund’s Class A, Class B, Class C, Class R and Investor Class shares (collectively, the “Plans”). The Fund, pursuant to the Plans, pays IDI compensation at the annual rate of 0.25% of the Fund’s average daily net assets of Class A shares, 1.00% of the average daily net

 

17                         Invesco Diversified Dividend Fund


assets of Class B and Class C shares and 0.50% of the average daily net assets of Class R shares. The Fund, pursuant to the Investor Class Plan, reimburses IDI for its allocated share of expenses incurred pursuant to the Investor Class Plan for the period, up to a maximum annual rate of 0.25% of the average daily net assets of Investor Class shares. The fees are accrued daily and paid monthly. Of the Plan payments, up to 0.25% of the average daily net assets of each class of shares may be paid to furnish continuing personal shareholder services to customers who purchase and own shares of such classes. Any amounts not paid as a service fee under the Plans would constitute an asset-based sales charge. Rules of the Financial Industry Regulatory Authority (“FINRA”) impose a cap on the total sales charges, including asset-based sales charges, that may be paid by any class of shares of the Fund. For the year ended October 31, 2017, expenses incurred under the Plans are shown in the Statement of Operations as Distribution fees.

Front-end sales commissions and CDSC (collectively, the “sales charges”) are not recorded as expenses of the Fund. Front-end sales commissions are deducted from proceeds from the sales of Fund shares prior to investment in Class A shares of the Fund. CDSC are deducted from redemption proceeds prior to remittance to the shareholder. During the year ended October 31, 2017, IDI advised the Fund that IDI retained $1,595,391 in front-end sales commissions from the sale of Class A shares and $148,346, $862 and $175,234 from Class A, Class B and Class C shares, respectively, for CDSC imposed on redemptions by shareholders.

For the year ended October 31, 2017, the Fund incurred $861 in brokerage commissions with Invesco Capital Markets, Inc., an affiliate of the Adviser and IDI, for portfolio transactions executed on behalf of the Fund.

Certain officers and trustees of the Trust are officers and directors of the Adviser, IIS and/or IDI.

NOTE 3—Additional Valuation Information

GAAP defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, under current market conditions. GAAP establishes a hierarchy that prioritizes the inputs to valuation methods, giving the highest priority to readily available unadjusted quoted prices in an active market for identical assets (Level 1) and the lowest priority to significant unobservable inputs (Level 3), generally when market prices are not readily available or are unreliable. Based on the valuation inputs, the securities or other investments are tiered into one of three levels. Changes in valuation methods may result in transfers in or out of an investment’s assigned level:

  Level 1 — Prices are determined using quoted prices in an active market for identical assets.
  Level 2 — Prices are determined using other significant observable inputs. Observable inputs are inputs that other market participants may use in pricing a security. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk, yield curves, loss severities, default rates, discount rates, volatilities and others.
  Level 3 — Prices are determined using significant unobservable inputs. In situations where quoted prices or observable inputs are unavailable (for example, when there is little or no market activity for an investment at the end of the period), unobservable inputs may be used. Unobservable inputs reflect the Fund’s own assumptions about the factors market participants would use in determining fair value of the securities or instruments and would be based on the best available information.

The following is a summary of the tiered valuation input levels, as of October 31, 2017. The level assigned to the securities valuations may not be an indication of the risk or liquidity associated with investing in those securities. Because of the inherent uncertainties of valuation, the values reflected in the financial statements may materially differ from the value received upon actual sale of those investments.

The Fund’s policy is to recognize transfers in and out of the valuation levels as of the end of the reporting period. During the year ended October 31, 2017, there were transfers from Level 2 to Level 1 of $1,140,676,887, due to foreign fair value adjustments.

 

     Level 1        Level 2        Level 3        Total  

Common Stocks & Other Equity Interests

  $ 20,201,827,280        $ 718,132,695        $        $ 20,919,959,975  

Money Market Funds

    2,910,586,071                            2,910,586,071  
      23,112,413,351          718,132,695                   23,830,546,046  

Forward Foreign Currency Contracts*

             40,462,879                   40,462,879  

Total Investments

  $ 23,112,413,351        $ 758,595,574        $        $ 23,871,008,925  

 

* Unrealized appreciation.

NOTE 4—Derivative Investments

The Fund may enter into an International Swaps and Derivatives Association Master Agreement (“ISDA Master Agreement”) under which a Fund may trade OTC derivatives. An OTC transaction entered into under an ISDA Master Agreement typically involves a collateral posting arrangement, payment netting provisions and close-out netting provisions. These netting provisions allow for reduction of credit risk through netting of contractual obligations. The enforceability of the netting provisions of the ISDA Master Agreement depends on the governing law of the ISDA Master Agreement, among other factors.

For financial reporting purposes, the Fund does not offset OTC derivative assets or liabilities that are subject to ISDA Master Agreements in the Statement of Assets and Liabilities.

 

18                         Invesco Diversified Dividend Fund


Value of Derivative Investments at Period–End

The table below summarizes the value of the Fund’s derivative investments, detailed by primary risk exposure, held as of October 31, 2017:

 

    Value  
Derivative Assets   Currency Risk  

Unrealized appreciation on forward foreign currency contracts outstanding

  $ 40,657,093  

Derivatives not subject to master netting agreements

     

Total Derivative Assets subject to master netting agreements

  $ 40,657,093  
    Value  
Derivative Liabilities   Currency Risk  

Unrealized depreciation on forward foreign currency contracts outstanding

  $ (194,214

Derivatives not subject to master netting agreements

     

Total Derivative Liabilities subject to master netting agreements

  $ (194,214

Offsetting Assets and Liabilities

The table below reflects the Fund’s exposure to Counterparties subject to either an ISDA Master Agreement or other agreement for OTC derivative transactions as of October 31, 2017.

 

    Financial
Derivative

Assets
     Financial
Derivative
Liabilities
            Collateral
(Received)/Pledged
        
Counterparty   Forward Foreign
Currency Contracts
     Forward Foreign
Currency Contracts
     Net Value of
Derivatives
     Non-Cash      Cash      Net
Amount
 

Citigroup Global Markets Inc.

  $ 11,047,077      $ (54,452    $ 10,992,625      $      $      $ 10,992,625  

Goldman Sachs International

    11,130,689        (73,111      11,057,578                      11,057,578  

Merrill Lynch International

    11,063,429               11,063,429                      11,063,429  

State Street Bank & Trust Co.

    7,415,898        (66,651      7,349,247                      7,349,247  

Total

  $ 40,657,093      $ (194,214    $ 40,462,879                    $ 40,462,879  

Effect of Derivative Investments for the year ended October 31, 2017

The table below summarizes the gains (losses) on derivative investments, detailed by primary risk exposure, recognized in earnings during the period:

 

     Location of
Gain (Loss)
on Statement
of Operations
 
  Currency Risk  

Realized Gain (Loss):

 

Forward foreign currency contracts

  $ (65,805,540

Change in Net Unrealized Appreciation:

 

Forward foreign currency contracts

    26,168,084  

Total

  $ (39,637,456

The table below summarizes the average notional value of forward foreign currency contracts outstanding during the period.

 

    

Forward

Foreign Currency
Contracts

 

Average notional value

  $ 932,585,393  

NOTE 5—Investments in Other Affiliates

The 1940 Act defines an “affiliated person” as an issuance in which a fund holds 5% or more of the outstanding voting securities. The Fund has not owned enough of the outstanding voting securities of the issuer to have control (as defined in the 1940 Act) of that issuer. The following is a summary of the investments in other affiliates (excluding affiliated money market funds) for the year ended October 31, 2017.

 

    

Value

10/31/16

       Purchases
at Cost
       Proceeds
from Sales
       Change in
Unrealized
Appreciation
       Realized
Gain
      

Value

10/31/17

       Dividend
Income
 

Flowserve Corp.

  $ 243,325,101        $ 80,528,736        $        $ 7,201,766        $        $ 331,055,603        $ 5,265,041  

NOTE 6—Expense Offset Arrangement(s)

The expense offset arrangement is comprised of transfer agency credits which result from balances in demand deposit accounts used by the transfer agent for clearing shareholder transactions. For the year ended October 31, 2017, the Fund received credits from this arrangement, which resulted in the reduction of the Fund’s total expenses of $60,253.

 

19                         Invesco Diversified Dividend Fund


NOTE 7—Trustees’ and Officers’ Fees and Benefits

Trustees’ and Officers’ Fees and Benefits include amounts accrued by the Fund to pay remuneration to certain Trustees and Officers of the Fund. Trustees have the option to defer compensation payable by the Fund, and Trustees’ and Officers’ Fees and Benefits also include amounts accrued by the Fund to fund such deferred compensation amounts. Those Trustees who defer compensation have the option to select various Invesco Funds in which their deferral accounts shall be deemed to be invested. Finally, certain current Trustees were eligible to participate in a retirement plan that provided for benefits to be paid upon retirement to Trustees over a period of time based on the number of years of service. The Fund may have certain former Trustees who also participate in a retirement plan and receive benefits under such plan. Trustees’ and Officers’ Fees and Benefits include amounts accrued by the Fund to fund such retirement benefits. Obligations under the deferred compensation and retirement plans represent unsecured claims against the general assets of the Fund.

NOTE 8—Cash Balances

The Fund is permitted to temporarily carry a negative or overdrawn balance in its account with State Street Bank and Trust Company, the custodian bank. Such balances, if any at period-end, are shown in the Statement of Assets and Liabilities under the payable caption Amount due custodian. To compensate the custodian bank for such overdrafts, the overdrawn Fund may either (1) leave funds as a compensating balance in the account so the custodian bank can be compensated by earning the additional interest; or (2) compensate by paying the custodian bank at a rate agreed upon by the custodian bank and Invesco, not to exceed the contractually agreed upon rate.

NOTE 9—Distributions to Shareholders and Tax Components of Net Assets

Tax Character of Distributions to Shareholders Paid During the Fiscal Years Ended October 31, 2017 and 2016:

 

     2017        2016  

Ordinary income

  $ 409,455,077        $ 267,023,011  

Long-term capital gain

    489,019,283          459,148,833  

Total distributions

  $ 898,474,360        $ 726,171,844  

Tax Components of Net Assets at Period-End:

 

     2017  

Undistributed ordinary income

  $ 105,276,934  

Undistributed long-term gain

    170,862,617  

Net unrealized appreciation — investments

    4,695,026,788  

Net unrealized appreciation (depreciation) — foreign currencies

    (174,202

Temporary book/tax differences

    (930,338

Shares of beneficial interest

    18,849,182,518  

Total net assets

  $ 23,819,244,317  

The difference between book-basis and tax-basis unrealized appreciation (depreciation) is due to differences in the timing of recognition of gains and losses on investments for tax and book purposes. The Fund’s net unrealized appreciation (depreciation) difference is attributable primarily to forward foreign currency contracts and wash sales.

The temporary book/tax differences are a result of timing differences between book and tax recognition of income and/or expenses. The Fund’s temporary book/tax differences are the result of the trustee deferral of compensation and retirement plan benefits.

Capital loss carryforward is calculated and reported as of a specific date. Results of transactions and other activity after that date may affect the amount of capital loss carryforward actually available for the Fund to utilize. Capital losses generated in years beginning after December 22, 2010 can be carried forward for an unlimited period, whereas previous losses expire in eight tax years. Capital losses with an expiration period may not be used to offset capital gains until all net capital losses without an expiration date have been utilized. Capital loss carryforwards with no expiration date will retain their character as either short-term or long-term capital losses instead of as short-term capital losses as under prior law. The ability to utilize capital loss carryforwards in the future may be limited under the Internal Revenue Code and related regulations based on the results of future transactions.

The Fund does not have a capital loss carryforward as of October 31, 2017.

NOTE 10—Investment Transactions

The aggregate amount of investment securities (other than short-term securities, U.S. Treasury obligations and money market funds, if any) purchased and sold by the Fund during the year ended October 31, 2017 was $4,904,489,197 and $1,520,904,785, respectively. Cost of investments, including any derivatives, on a tax basis includes the adjustments for financial reporting purposes as of the most recently completed federal income tax reporting period-end.

 

Unrealized Appreciation (Depreciation) of Investments on a Tax Basis       

Aggregate unrealized appreciation of investments

  $ 4,892,518,905  

Aggregate unrealized (depreciation) of investments

    (197,492,117

Net unrealized appreciation of investments

  $ 4,695,026,788  

Cost of investments for tax purposes is $19,175,982,137.

 

20                         Invesco Diversified Dividend Fund


NOTE 11—Reclassification of Permanent Differences

Primarily as a result of differing book/tax treatment of foreign currency transactions, on October 31, 2017, undistributed net investment income was decrease by $704,756 and undistributed net realized gain was increased by $704,756. This reclassification had no effect on the net assets of the Fund.

NOTE 12—Share Information

 

     Summary of Share Activity  
    Years ended October 31,  
    2017(a)      2016  
     Shares      Amount      Shares      Amount  

Sold:

          

Class A

    74,830,049      $ 1,469,085,962        108,979,405      $ 2,005,788,792  

Class B

    53,228        1,029,356        151,159        2,737,031  

Class C

    12,129,887        235,075,117        23,552,942        427,973,231  

Class R

    9,917,689        196,514,334        6,720,938        124,503,593  

Class Y

    214,593,938        4,224,691,102        167,451,174        3,100,807,223  

Investor Class

    5,057,606        99,030,821        13,026,207        240,459,190  

Class R5

    50,291,041        985,430,188        70,801,603        1,300,534,108  

Class R6

    203,344,265        4,030,093,052        106,486,741        1,989,408,864  

Issued as reinvestment of dividends:

          

Class A

    12,344,710        240,902,638        13,066,538        230,265,852  

Class B

    25,244        485,276        58,325        1,007,338  

Class C

    1,345,778        25,875,317        1,259,068        21,799,540  

Class R

    538,188        10,541,545        616,089        10,841,357  

Class Y

    8,930,366        174,828,820        4,198,659        74,674,258  

Investor Class

    4,310,879        84,051,057        6,012,378        105,660,767  

Class R5

    7,966,357        155,655,406        7,939,892        140,140,576  

Class R6

    7,642,194        149,715,670        3,528,232        62,800,636  

Automatic conversion of Class B shares to Class A shares:

          

Class A

    343,370        6,781,802        327,801        6,042,821  

Class B

    (347,375      (6,781,802      (331,527      (6,042,821

Reacquired:

          

Class A

    (106,628,670      (2,104,350,344      (55,515,159      (1,024,203,766

Class B

    (151,421      (2,936,078      (231,547      (4,186,791

Class C

    (13,191,725      (256,936,143      (6,658,102      (121,313,335

Class R

    (5,332,458      (105,816,763      (5,633,746      (101,801,225

Class Y

    (206,476,128      (4,096,071,214      (39,830,247      (736,098,973

Investor Class

    (16,949,114      (333,533,496      (13,325,518      (244,360,026

Class R5

    (48,840,360      (964,528,959      (24,574,635      (450,235,872

Class R6

    (35,840,069      (709,191,056      (16,074,584      (292,875,200

Net increase in share activity

    179,907,469      $ 3,509,641,608        372,002,086      $ 6,864,327,168  

 

(a)  There are entities that are record owners of more than 5% of the outstanding shares of the Fund and in the aggregate own 46% of the outstanding shares of the Fund. IDI has an agreement with these entities to sell Fund shares. The Fund, Invesco and/or Invesco affiliates may make payments to these entities, which are considered to be related to the Fund, for providing services to the Fund, Invesco and/or Invesco affiliates including but not limited to services such as securities brokerage, distribution, third party record keeping and account servicing. The Fund has no knowledge as to whether all or any portion of the shares owned of record by these entities are also owned beneficially.

 

21                         Invesco Diversified Dividend Fund


NOTE 13—Financial Highlights

The following schedule presents financial highlights for a share of the Fund outstanding throughout the periods indicated.

 

     Net asset
value,
beginning
of period
    Net
investment
income(a)
    Net gains
on securities
(both
realized and
unrealized)
    Total from
investment
operations
    Dividends
from net
investment
income
    Distributions
from net
realized
gains
    Total
distributions
    Net asset
value, end
of period
    Total
return(b)
    Net assets,
end of period
(000’s omitted)
    Ratio of
expenses
to average
net assets
with fee waivers
and/or expenses
absorbed
    Ratio of
expenses
to average net
assets without
fee waivers
and/or expenses
absorbed
    Ratio of net
investment
income
to average
net assets
    Portfolio
turnover(c)
 

Class A

                           

Year ended 10/31/17

  $ 18.83     $ 0.37     $ 1.79     $ 2.16     $ (0.34   $ (0.47   $ (0.81   $ 20.18       11.65   $ 6,029,664       0.80 %(d)      0.82 %(d)      1.85 %(d)      8

Year ended 10/31/16

    18.78       0.33       0.76       1.09       (0.31     (0.73     (1.04     18.83       6.27       5,985,548       0.80       0.82       1.79       11  

Year ended 10/31/15

    18.17       0.30       0.95       1.25       (0.28     (0.36     (0.64     18.78       7.09       4,715,635       0.82       0.83       1.63       11  

Year ended 10/31/14

    16.52       0.28       1.78       2.06       (0.25     (0.16     (0.41     18.17       12.68       4,206,935       0.83       0.84       1.59       6  

Year ended 10/31/13

    13.54       0.25       3.20       3.45       (0.26     (0.21     (0.47     16.52       26.07       3,700,473       0.86       0.87       1.65       9  

Class B

                           

Year ended 10/31/17

    18.61       0.21       1.78       1.99       (0.19     (0.47     (0.66     19.94       10.83       9,092       1.55 (d)      1.57 (d)      1.10 (d)      8  

Year ended 10/31/16

    18.58       0.19       0.74       0.93       (0.17     (0.73     (0.90     18.61       5.41       16,309       1.55       1.57       1.04       11  

Year ended 10/31/15

    17.97       0.16       0.95       1.11       (0.14     (0.36     (0.50     18.58       6.35       22,845       1.57       1.58       0.88       11  

Year ended 10/31/14

    16.35       0.14       1.76       1.90       (0.12     (0.16     (0.28     17.97       11.77       29,691       1.58       1.59       0.84       6  

Year ended 10/31/13

    13.40       0.13       3.17       3.30       (0.14     (0.21     (0.35     16.35       25.16       35,912       1.61       1.62       0.90       9  

Class C

                           

Year ended 10/31/17

    18.59       0.21       1.77       1.98       (0.18     (0.47     (0.65     19.92       10.84       840,125       1.55 (d)      1.57 (d)      1.10 (d)      8  

Year ended 10/31/16

    18.56       0.19       0.74       0.93       (0.17     (0.73     (0.90     18.59       5.41       778,829       1.55       1.57       1.04       11  

Year ended 10/31/15

    17.95       0.16       0.95       1.11       (0.14     (0.36     (0.50     18.56       6.36       440,482       1.57       1.58       0.88       11  

Year ended 10/31/14

    16.33       0.14       1.76       1.90       (0.12     (0.16     (0.28     17.95       11.79       348,340       1.58       1.59       0.84       6  

Year ended 10/31/13

    13.38       0.13       3.17       3.30       (0.14     (0.21     (0.35     16.33       25.19       276,653       1.61       1.62       0.90       9  

Class R

                           

Year ended 10/31/17

    18.88       0.32       1.80       2.12       (0.29     (0.47     (0.76     20.24       11.40       358,418       1.05 (d)      1.07 (d)      1.60 (d)      8  

Year ended 10/31/16

    18.84       0.28       0.75       1.03       (0.26     (0.73     (0.99     18.88       5.93       237,638       1.05       1.07       1.54       11  

Year ended 10/31/15

    18.22       0.26       0.96       1.22       (0.24     (0.36     (0.60     18.84       6.87       204,956       1.07       1.08       1.38       11  

Year ended 10/31/14

    16.57       0.23       1.79       2.02       (0.21     (0.16     (0.37     18.22       12.36       138,078       1.08       1.09       1.34       6  

Year ended 10/31/13

    13.58       0.22       3.20       3.42       (0.22     (0.21     (0.43     16.57       25.77       109,444       1.11       1.12       1.40       9  

Class Y

                           

Year ended 10/31/17

    18.85       0.42       1.79       2.21       (0.39     (0.47     (0.86     20.20       11.93       4,278,325       0.55 (d)      0.57 (d)      2.10 (d)      8  

Year ended 10/31/16

    18.80       0.38       0.75       1.13       (0.35     (0.73     (1.08     18.85       6.53       3,670,662       0.55       0.57       2.04       11  

Year ended 10/31/15

    18.19       0.35       0.95       1.30       (0.33     (0.36     (0.69     18.80       7.36       1,183,312       0.57       0.58       1.88       11  

Year ended 10/31/14

    16.54       0.32       1.79       2.11       (0.30     (0.16     (0.46     18.19       12.95       841,750       0.58       0.59       1.84       6  

Year ended 10/31/13

    13.56       0.29       3.19       3.48       (0.29     (0.21     (0.50     16.54       26.35       485,248       0.61       0.62       1.90       9  

Investor Class

                           

Year ended 10/31/17

    18.81       0.37       1.79       2.16       (0.34     (0.47     (0.81     20.16       11.69 (e)      2,113,750       0.75 (d)(e)      0.77 (d)(e)      1.90 (d)(e)      8  

Year ended 10/31/16

    18.77       0.33       0.76       1.09       (0.32     (0.73     (1.05     18.81       6.29 (e)      2,114,404       0.76 (e)      0.78 (e)      1.83 (e)      11  

Year ended 10/31/15

    18.16       0.31       0.96       1.27       (0.30     (0.36     (0.66     18.77       7.16 (e)      2,002,938       0.80 (e)      0.81 (e)      1.65 (e)      11  

Year ended 10/31/14

    16.51       0.29       1.78       2.07       (0.26     (0.16     (0.42     18.16       12.70 (e)      1,972,400       0.76 (e)      0.77 (e)      1.66 (e)      6  

Year ended 10/31/13

    13.53       0.25       3.20       3.45       (0.26     (0.21     (0.47     16.51       26.11       1,910,866       0.86       0.87       1.64       9  

Class R5

                           

Year ended 10/31/17

    18.83       0.43       1.79       2.22       (0.40     (0.47     (0.87     20.18       11.99       3,845,848       0.49 (d)      0.51 (d)      2.16 (d)      8  

Year ended 10/31/16

    18.78       0.39       0.76       1.15       (0.37     (0.73     (1.10     18.83       6.59       3,410,571       0.50       0.52       2.09       11  

Year ended 10/31/15

    18.17       0.36       0.95       1.31       (0.34     (0.36     (0.70     18.78       7.41       2,385,096       0.53       0.54       1.92       11  

Year ended 10/31/14

    16.52       0.33       1.78       2.11       (0.30     (0.16     (0.46     18.17       12.99       1,947,461       0.54       0.55       1.88       6  

Year ended 10/31/13

    13.54       0.29       3.20       3.49       (0.30     (0.21     (0.51     16.52       26.47       1,408,407       0.57       0.58       1.94       9  

Class R6

                           

Year ended 10/31/17

    18.83       0.45       1.79       2.24       (0.41     (0.47     (0.88     20.19       12.15       6,344,022       0.39 (d)      0.41 (d)      2.26 (d)      8  

Year ended 10/31/16

    18.79       0.41       0.74       1.15       (0.38     (0.73     (1.11     18.83       6.63       2,620,298       0.40       0.42       2.19       11  

Year ended 10/31/15

    18.17       0.37       0.97       1.34       (0.36     (0.36     (0.72     18.79       7.57       849,176       0.43       0.44       2.02       11  

Year ended 10/31/14

    16.52       0.35       1.78       2.13       (0.32     (0.16     (0.48     18.17       13.10       937,485       0.44       0.45       1.98       6  

Year ended 10/31/13

    13.54       0.31       3.19       3.50       (0.31     (0.21     (0.52     16.52       26.56       535,077       0.48       0.49       2.03       9  

 

(a)  Calculated using average shares outstanding.
(b)  Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Does not include sales charges and is not annualized for periods less than one year, if applicable.
(c) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year, if applicable.
(d)  Ratios are based on average daily net assets (000’s omitted) of $6,168,987, $13,028, $852,762, $303,611, $5,062,000, $2,165,646, $3,818,614 and $4,014,625 for Class A, Class B, Class C, Class R, Class Y, Investor Class, Class R5 and Class R6 shares, respectively.
(e)  The total return, ratio of expenses to average net assets and ratio of net investment income to average net assets reflect actual 12b-1 fees 0.20%, 0.21%, 0.23% and 0.18% for the years ended October 31, 2017, 2016, 2015 and 2014, respectively.

NOTE 14—Subsequent Event

On December 1, 2017, the Fund’s Board of Trustees approved the early conversion of the remaining assets in the Fund’s Class B shares into Class A shares to occur on or about January 26, 2018. At the close of business on or about January 26, 2018, (the “Conversion Date”) all outstanding Class B shares of the Fund will be converted to Class A shares of the Fund, which is prior to the date the Class B shares would normally be converted to Class A shares. Once the conversion is completed, Class B shares will be closed and become inactive. No contingent deferred sales charges will be payable in connection with this early conversion. The conversion of the Fund’s Class B shares into Class A shares on the Conversion Date is not expected to be a taxable event for federal income tax purposes, and should not result in the recognition of gain or loss by converting shareholders, although each shareholder should consult with his or her own tax adviser.

 

22                         Invesco Diversified Dividend Fund


Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees of AIM Equity Funds (Invesco Equity Funds)

and Shareholders of Invesco Diversified Dividend Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Invesco Diversified Dividend Fund (one of the portfolios constituting the AIM Equity Funds (Invesco Equity Funds), hereafter referred to as the “Fund”) as of October 31, 2017, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities as of October 31, 2017 by correspondence with the custodian, transfer agent and brokers, and when replies were not received from brokers, we performed other auditing procedures, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Houston, Texas

December 21, 2017

 

23                         Invesco Diversified Dividend Fund


Calculating your ongoing Fund expenses

Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, which may include sales charges (loads) on purchase payments or contingent deferred sales charges on redemptions, if any; and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period May 1, 2017 through October 31, 2017.

Actual expenses

The table below provides information about actual account values and actual expenses. You may use the information in this table, 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 table under the heading entitled “Actual Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical example for comparison purposes

The table below also provides information about hypothetical account values and hypothetical expenses based on the 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 the 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 the table are meant to highlight your ongoing costs only and do not reflect any transaction costs, such as sales charges (loads) on purchase payments or contingent deferred sales charges on redemptions, if any. Therefore, the hypothetical information 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 transaction costs were included, your costs would have been higher.

 

Class   Beginning
Account Value
(05/01/17)
    ACTUAL    

HYPOTHETICAL

(5% annual return before
expenses)

     Annualized
Expense
Ratio
 
    Ending
Account Value
(10/31/17)1
     Expenses
Paid During
Period2
    Ending
Account Value
(10/31/17)
     Expenses
Paid During
Period2
    
A   $ 1,000.00     $ 1,030.30      $ 4.09     $ 1,021.17      $ 4.08        0.80
B     1,000.00       1,026.20        7.92       1,017.39        7.88        1.55  
C     1,000.00       1,026.20        7.92       1,017.39        7.88        1.55  
R     1,000.00       1,029.00        5.37       1,019.91        5.35        1.05  
Y     1,000.00       1,031.60        2.82       1,022.43        2.80        0.55  
Investor     1,000.00       1,030.50        3.94       1,021.32        3.92        0.77  
R5     1,000.00       1,031.80        2.51       1,022.74        2.50        0.49  
R6     1,000.00       1,032.90        2.05       1,023.19        2.04        0.40  

 

1  The actual ending account value is based on the actual total return of the Fund for the period May 1, 2017 through October 31, 2017, after actual expenses and will differ from the hypothetical ending account value which is based on the Fund’s expense ratio and a hypothetical annual return of 5% before expenses.
2  Expenses are equal to the Fund’s annualized expense ratio as indicated above multiplied by the average account value over the period, multiplied by 184/365 to reflect the most recent fiscal half year.

 

24                         Invesco Diversified Dividend Fund


Approval of Investment Advisory and Sub-Advisory Contracts

 

The Board of Trustees (the Board) of AIM Equity Funds (Invesco Equity Funds) is required under the Investment Company Act of 1940, as amended, to approve annually the renewal of Invesco Diversified Dividend Fund’s (the Fund) investment advisory agreements. During contract renewal meetings held on June 12-13, 2017, the Board as a whole, and the disinterested or “independent” Trustees, who comprise over 75% of the Board, voting separately, approved the continuance for the Fund of the Master Investment Advisory Agreement with Invesco Advisers, Inc. (Invesco Advisers and the investment advisory agreement) and the Master Intergroup Sub-Advisory Contract for Mutual Funds with Invesco Asset Management Deutschland GmbH, Invesco Asset Management Limited, Invesco Asset Management (Japan) Limited, Invesco Hong Kong Limited, Invesco Senior Secured Management, Inc. and Invesco Canada Ltd. (collectively, the Affiliated Sub-Advisers and the sub-advisory contracts) for another year, effective July 1, 2017.

In evaluating the fairness and reasonableness of compensation under the Fund’s investment advisory agreement and sub-advisory contracts, the Board considered, among other things, the factors discussed below. The Board determined that continuation of the Fund’s investment advisory agreement and the sub-advisory contracts is in the best interest of the Fund and its shareholders and that the compensation payable to Invesco Advisers and the Affiliated Sub-Advisers under the agreements is fair and reasonable.

The Board’s Fund Evaluation Process

The Board’s Investments Committee has established three Sub-Committees, which meet throughout the year to review the performance of funds advised by Invesco Advisers (the Invesco Funds). Over the course of each year, the Sub-Committees meet with portfolio managers for their assigned Invesco Funds and other members of management to review the performance, investment objective(s), policies, strategies, limitations and investment risks of these funds. The Board had the benefit of reports from the Sub-Committees and Investments Committee throughout the year in considering approval of the continuance of each Invesco Fund’s investment advisory agreement and sub-advisory contracts for another year.

During the contract renewal process, the Board receives comparative performance and fee data regarding the Invesco Funds prepared by Invesco Advisers and Broadridge Financial Solutions, Inc. (Broadridge), an independent provider of investment company data. The Board also receives an independent written evaluation from the Senior Officer, an officer of the Invesco Funds who reports directly to the independent Trustees. The Senior Officer’s

evaluation is prepared as part of his responsibility to manage the process by which the Invesco Funds’ proposed management fees are negotiated during the annual contract renewal process to ensure they are negotiated in a manner that is at arms’ length and reasonable. In addition to meetings with Invesco Advisers and fund counsel, the independent Trustees also discuss the continuance of the investment advisory agreement and sub-advisory contracts in separate sessions with the Senior Officer and with independent legal counsel.

The Trustees recognized that the advisory fee rates for the Invesco Funds are, in most cases, the result of years of review and negotiation. The Trustees’ deliberations and conclusions in a particular year may be based in part on their deliberations and conclusions regarding these arrangements throughout the year and in prior years. The Trustees’ review and conclusions are based on the comprehensive consideration of all information presented to them and are not the result of any single determinative factor. Moreover, one Trustee may have weighed a particular piece of information or factor differently than another Trustee.

The discussion below is a summary of the Senior Officer’s independent written evaluation with respect to the Fund’s investment advisory agreement as well as a discussion of the material factors and related conclusions that formed the basis for the Board’s approval of the Fund’s investment advisory agreement and sub-advisory contracts. This information is current as of June 13, 2017, and does not reflect consideration of factors that became known to the Board after that date.

Factors and Conclusions and Summary of Independent Written Fee Evaluation

A. Nature, Extent and Quality of Services Provided by Invesco Advisers and the Affiliated Sub-Advisers

The Board reviewed the advisory services provided to the Fund by Invesco Advisers under the Fund’s investment advisory agreement, the performance of Invesco Advisers in providing these services, and the credentials and experience of the officers and employees of Invesco Advisers who provide these services, including the Fund’s portfolio manager or managers. The Board’s review included consideration of Invesco Advisers’ investment process oversight, credit analysis and investment risk management. The Board also considered non-advisory services that Invesco Advisers and its affiliates provide to the Invesco Funds such as various back office support functions, trading operations, internal audit, valuation and legal and compliance.

In determining whether to continue the Fund’s investment advisory agreement, the Board considered the benefits of reapproving an

existing relationship as contrasted with the greater uncertainty that may be associated with entering into a new relationship. The Board concluded that the nature, extent and quality of the services provided to the Fund by Invesco Advisers are appropriate and satisfactory.

The Board reviewed the services that may be provided by the Affiliated Sub-Advisers under the sub-advisory contracts and the credentials and experience of the officers and employees of the Affiliated Sub-Advisers who provide these services. The Board noted that the Affiliated Sub-Advisers have offices and personnel that are located in financial centers around the world. As a result, the Board noted that the Affiliated Sub-Advisers can provide research and investment analysis on the markets and economies of various countries in which the Fund may invest, make recommendations regarding securities and assist with security trades. The Board concluded that the sub-advisory contracts may benefit the Fund and its shareholders by permitting Invesco Advisers to use the resources and talents of the Affiliated Sub-Advisers in managing the Fund. The Board concluded that the nature, extent and quality of the services that may be provided by the Affiliated Sub-Advisers are appropriate and satisfactory.

B. Fund Investment Performance

The Board considered Fund investment performance as a relevant factor in considering whether to approve the investment advisory agreement. The Board did not view Fund performance as a relevant factor in considering whether to approve the sub-advisory contracts for the Fund, as no Affiliated Sub-Adviser currently manages assets of the Fund.

The Board compared the Fund’s investment performance over multiple time periods ending December 31, 2016 to the performance of funds in the Broadridge performance universe and against the Lipper Large-Cap Value Funds Index. The Board noted that performance of Class A shares of the Fund was in the third quintile of its performance universe for the one year period and the first quintile for the three and five year periods (the first quintile being the best performing funds and the fifth quintile being the worst performing funds). The Board noted that performance of Class A shares of the Fund was below the performance of the Index for the one year period and above the performance of the Index for the three and five year periods. The Trustees also reviewed more recent Fund performance and this review did not change their conclusions.

C. Advisory and Sub-Advisory Fees

The Board compared the Fund’s contractual management fee rate to the contractual management fee rates of funds in the Fund’s Broadridge expense group at a common asset level. The Board noted that the contractual management fee rate for Class A shares of the

 

 

25                         Invesco Diversified Dividend Fund


Fund was below the median contractual management fee rate of funds in its expense group. The Board noted that the term “contractual management fee” for funds in the expense group may include both advisory and certain administrative services fees, but that Broadridge does not provide information on a fund by fund basis as to what is included. The Board noted that Invesco Advisers does not separately charge the Invesco Funds for the administrative services included in the term as defined by Broadridge. The Board also reviewed the methodology used by Broadridge in providing expense group information, which includes using each fund’s contractual management fee schedule (including any applicable breakpoints) as reported in the most recent prospectus or statement of additional information for each fund in the expense group.

The Board also compared the Fund’s effective advisory fee rate (the advisory fee rate after advisory fee waivers and before other expense limitations/waivers) to the effective advisory fee rates of other mutual funds advised by Invesco Advisers and its affiliates with investment strategies comparable to those of the Fund, based on asset balances as of December 31, 2016. The Board noted that the Fund’s rate was below the rate of one mutual fund and below the rate of an offshore fund advised by Invesco Advisers using a similar investment process.

The Board also considered the fees charged by Invesco Advisers and the Affiliated Sub-Advisers to other client accounts with investment strategies comparable to those of the Fund. The Board noted that Invesco Advisers or the Affiliated Sub-Advisers may charge lower fees to large institutional clients. Invesco Advisers reviewed with the Board the significantly greater scope of services it provides to the Invesco Funds relative to certain other types of client accounts. These additional services include provision of administrative services, officers and office space, oversight of service providers, preparation of annual registration statement updates and financial information and regulatory compliance under the Investment Company Act of 1940, as amended.

Invesco Advisers also reviewed generally the higher frequency of shareholder purchases and redemptions in the Invesco Funds relative to the flow of assets for other client accounts. Invesco Advisers advised the Board that advance notice of redemptions is often provided to Invesco Advisers by institutional clients. The Board did note that sub-advisory fee rates charged by the Affiliated Sub-Advisers to manage the Invesco Funds and to manage other client accounts tended to be more comparable, reflecting a similar scope of services.

The Board also considered the services that may be provided by the Affiliated Sub-Advisers pursuant to the sub-advisory contracts, as well as the fees payable by Invesco Advisers to the Affiliated Sub-Advisers pursuant to the sub-advisory contracts. The Board also noted

that the sub-advisory fees are not paid directly by the Fund, but rather, are payable by Invesco Advisers to the Affiliated Sub-Advisers.

D. Economies of Scale and Breakpoints

The Board considered the extent to which there are economies of scale in the provision of advisory services to the Fund. The Board also considered that the Fund benefits from economies of scale through contractual breakpoints in the Fund’s advisory fee schedule. The Board noted that the Fund shares directly in economies of scale through lower fees charged by third party service providers based on the combined size of the Invesco Funds advised by Invesco Advisers.

E. Profitability and Financial Resources

The Board reviewed information from Invesco Advisers concerning the costs of the advisory and other services that Invesco Advisers and its affiliates provide to the Fund and the Invesco Funds and the profitability of Invesco Advisers and its affiliates in providing these services. The Board noted that Invesco Advisers continues to operate at a net profit from services Invesco Advisers and its affiliates provide to the Invesco Funds and the Fund. The Board did not deem the level of profits realized by Invesco Advisers and its affiliates from providing services to the Fund to be excessive given the nature, quality and extent of the services provided. The Board received and accepted information from Invesco Advisers demonstrating that Invesco Advisers and each Affiliated Sub-Adviser are financially sound and have the resources necessary to perform their obligations under the investment advisory agreement and sub-advisory contracts.

F. Collateral Benefits to Invesco Advisers and its Affiliates

The Board considered various other benefits received by Invesco Advisers and its affiliates from the relationship with the Fund, including the fees received for providing transfer agency and distribution services to the Fund. The Board considered comparative information regarding fees charged for these services, including information provided by Broadridge and other independent sources. The Board considered the performance of Invesco Advisers and its affiliates in providing these services and the organizational structure employed to provide these services. The Board also considered that these services are provided to the Fund pursuant to written contracts that are reviewed and approved on an annual basis by the Board; and that the services are required for the operation of the Fund.

The Board considered the benefits realized by Invesco Advisers and the Affiliated Sub-Advisers as a result of portfolio brokerage transactions executed through “soft dollar” arrangements. The Board noted that soft dollar arrangements may result in the Fund bearing costs to purchase research that may be used by Invesco Advisers or the Affiliated Sub-Advisers with other clients and may reduce Invesco Advisers’ or the Affiliated Sub-Advisers’ expenses. The Board also considered that it receives periodic reports from the Chief Compliance Officer of the

Invesco Funds demonstrating that these arrangements are consistent with regulatory requirements. The Board did not deem the soft dollar arrangements to be inappropriate.

The Board considered that the Fund’s uninvested cash and cash collateral from any securities lending arrangements may be invested in money market funds advised by Invesco Advisers pursuant to procedures approved by the Board. The Board noted that Invesco Advisers receives advisory fees from these affiliated money market funds attributable to such investments, although Invesco Advisers has contractually agreed to waive through varying periods the advisory fees payable by the Invesco Funds with respect to certain investments in the affiliated money market funds. The waiver is in an amount equal to 100% of the net advisory fee Invesco Advisers receives from the affiliated money market funds with respect to the Fund’s investment in the affiliated money market funds of uninvested cash, but not cash collateral. The Board concluded that the amount of advisory fees received by Invesco Advisers from the Fund’s investment of cash collateral from any securities lending arrangements in the affiliated money market funds is fair and reasonable.

The Board also considered that the Fund may use an affiliated broker to execute certain trades for the Fund to, among other things, control information leakage, and was advised that such trades would be executed in compliance with rules under the federal securities laws and consistent with best execution obligations.

 

 

26                         Invesco Diversified Dividend Fund


Tax Information

Form 1099-DIV, Form 1042-S and other year–end tax information provide shareholders with actual calendar year amounts that should be included in their tax returns. Shareholders should consult their tax advisors.

The following distribution information is being provided as required by the Internal Revenue Code or to meet a specific state’s requirement.

The Fund designates the following amounts or, if subsequently determined to be different, the maximum amount allowable for its fiscal year ended October 31, 2017:

 

Federal and State Income Tax

 

Long-Term Capital Gain Distributions

  $  489,019,283  

Qualified Dividend Income*

    100

Corporate Dividends Received Deduction*

    100

U.S. Treasury Obligations*

    0

 

  * The above percentages are based on ordinary income dividends paid to shareholders during the Fund’s fiscal year.

 

27                         Invesco Diversified Dividend Fund


Trustees and Officers

 

The address of each trustee and officer is AIM Equity Funds (Invesco Equity Funds) (the “Trust”), 11 Greenway Plaza, Suite 1000, Houston, Texas 77046-1173. The trustees serve for the life of the Trust, subject to their earlier death, incapacitation, resignation, retirement or removal as more specifically provided in the Trust’s organizational documents. Each officer serves for a one year term or until their successors are elected and qualified. Column two below includes length of time served with predecessor entities, if any.

 

Name, Year of Birth and
Position(s) Held with the Trust
  Trustee and/
or Officer Since
  Principal Occupation(s)
During Past 5 Years
  Number of
Funds in Fund
Complex
Overseen by
Trustee
  Other Directorship(s)
Held by Trustee During
Past 5 Years
Interested Persons                
Martin L. Flanagan1 — 1960 Trustee   2007  

Executive Director, Chief Executive Officer and President, Invesco Ltd. (ultimate parent of Invesco and a global investment management firm); Trustee, The Invesco Funds; Vice Chair, Investment Company Institute; and Member of Executive Board, SMU Cox School of Business

 

Formerly: Advisor to the Board, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.); Chairman and Chief Executive Officer, Invesco Advisers, Inc. (registered investment adviser); Director, Chairman, Chief Executive Officer and President, Invesco Holding Company (US), Inc. (formerly IVZ Inc.) (holding company), Invesco Group Services, Inc. (service provider) and Invesco North American Holdings, Inc. (holding company); Director, Chief Executive Officer and President, Invesco Holding Company Limited (parent of Invesco and a global investment management firm); Director, Invesco Ltd.; Chairman, Investment Company Institute and President, Co-Chief Executive Officer, Co-President, Chief Operating Officer and Chief Financial Officer, Franklin Resources, Inc. (global investment management organization)

  158   None
Philip A. Taylor2 — 1954 Trustee and Senior Vice President   2006  

Head of the Americas and Senior Managing Director, Invesco Ltd.; Director, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); Director, Chairman, Chief Executive Officer and President, Invesco Management Group, Inc. (formerly known as Invesco Aim Management Group, Inc.) (financial services holding company); Director and Chairman, Invesco Investment Services, Inc. (formerly known as Invesco Aim Investment Services, Inc.) (registered transfer agent); Chief Executive Officer, Invesco Corporate Class Inc. (corporate mutual fund company); Director, Chairman and Chief Executive Officer, Invesco Canada Ltd. (formerly known as Invesco Trimark Ltd./Invesco Trimark Ltèe) (registered investment adviser and registered transfer agent); Trustee and Senior Vice President, The Invesco Funds; Director, Invesco Investment Advisers LLC (formerly known as Van Kampen Asset Management).

 

Formerly: Co-Chairman, Co-President and Co-Chief Executive Officer, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); Director, Chief Executive Officer and President, Van Kampen Exchange Corp; President and Principal Executive Officer, The Invesco Funds (other than AIM Treasurer’s Series Trust (Invesco Treasurer’s Series Trust), Short-Term Investments Trust and Invesco Management Trust); Executive Vice President, The Invesco Funds (AIM Treasurer’s Series Trust (Invesco Treasurer’s Series Trust), Short-Term Investments Trust and Invesco Management Trust only); Director and President, INVESCO Funds Group, Inc. (registered investment adviser and registered transfer agent); Director and Chairman, IVZ Distributors, Inc. (formerly known as INVESCO Distributors, Inc.) (registered broker dealer); Director, President and Chairman, Invesco Inc. (holding company), Invesco Canada Holdings Inc. (holding company), Trimark Investments Ltd./Placements Trimark Ltèe and Invesco Financial Services Ltd/Services Financiers Invesco Ltèe; Chief Executive Officer, Invesco Canada Fund Inc. (corporate mutual fund company); Director and Chairman, Van Kampen Investor Services Inc.; Director, Chief Executive Officer and President, 1371 Preferred Inc. (holding company) and Van Kampen Investments Inc.; Director and President, AIM GP Canada Inc. (general partner for limited partnerships) and Van Kampen Advisors, Inc.; Director and Chief Executive Officer, Invesco Trimark Dealer Inc. (registered broker dealer); Director, Invesco Distributors, Inc. (formerly known as Invesco Aim Distributors, Inc.) (registered broker dealer); Manager, Invesco PowerShares Capital Management LLC; Director, Chief Executive Officer and President, Invesco Advisers, Inc.; Director, Chairman, Chief Executive Officer and President, Invesco Aim Capital Management, Inc.; President, Invesco Trimark Dealer Inc. and Invesco Trimark Ltd./Invesco Trimark Ltèe; Director and President, AIM Trimark Corporate Class Inc. and AIM Trimark Canada Fund Inc.; Senior Managing Director, Invesco Holding Company Limited; Director and Chairman, Fund Management Company (former registered broker dealer); President and Principal Executive Officer, The Invesco Funds (AIM Treasurer’s Series Trust (Invesco Treasurer’s Series Trust), and Short-Term Investments Trust only); President, AIM Trimark Global Fund Inc. and AIM Trimark Canada Fund Inc.

  158   None

 

1  Mr. Flanagan is considered an interested person (within the meaning of Section 2(a)(19) of the 1940 Act) of the Trust because he is an officer of the Adviser to the Trust, and an officer and a director of Invesco Ltd., ultimate parent of the Adviser.

 

2  Mr. Taylor is considered an interested person (within the meaning of Section 2(a)(19) of the 1940 Act) of the Trust because he is an officer and a director of the Adviser.

 

T-1                         Invesco  Diversified Dividend Fund


Trustees and Officers—(continued)

 

Name, Year of Birth and
Position(s) Held with the Trust
  Trustee and/
or Officer Since
  Principal Occupation(s)
During Past 5 Years
  Number of
Funds in Fund
Complex
Overseen by
Trustee
  Other Directorship(s)
Held by Trustee During
Past 5 Years
Independent Trustees                

Bruce L. Crockett — 1944

Trustee and Chair

  1993  

Chairman, Crockett Technologies Associates (technology consulting company)

 

Formerly: Director, Captaris (unified messaging provider); Director, President and Chief Executive Officer, COMSAT Corporation; Chairman, Board of Governors of INTELSAT (international communications company); ACE Limited (insurance company); Independent Directors Council and Investment Company Institute: Member of the Audit Committee, Investment Company Institute; Member of the Executive Committee and Chair of the Governance Committee, Independent Directors Council

  158   Director and Chairman of the Audit Committee, ALPS (Attorneys Liability Protection Society) (insurance company); Director and Member of the Audit Committee, Ferroglobe PLC (metallurgical company)

David C. Arch — 1945

Trustee

  2010   Chairman of Blistex Inc. (consumer health care products manufacturer); Member, World Presidents’ Organization   158   Board member of the Illinois Manufacturers’ Association

James T. Bunch — 1942

Trustee

  2003  

Managing Member, Grumman Hill Group LLC (family office/private equity investments)

 

Formerly: Chairman of the Board, Denver Film Society; Chairman of the Board of Trustees, Evans Scholarship Foundation; Chairman, Board of Governors, Western Golf Association

  158   Trustee, Evans Scholarship Foundation

Jack M. Fields — 1952

Trustee

  1997  

Chief Executive Officer, Twenty First Century Group, Inc. (government affairs company); and Discovery Learning Alliance (non-profit)

 

Formerly: Owner and Chief Executive Officer, Dos Angeles Ranch L.P. (cattle, hunting, corporate entertainment); Director, Insperity, Inc. (formerly known as Administaff) (human resources provider); Chief Executive Officer, Texana Timber LP (sustainable forestry company); Director of Cross Timbers Quail Research Ranch (non-profit); and member of the U.S. House of Representatives

  158   None

Cynthia Hostetler — 1962

Trustee

  2017  

Non-Executive Director and Trustee of a number of public and private business corporations

 

Formerly: Head of Investment Funds and Private Equity, Overseas Private Investment Corporation; President, First Manhattan Bancorporation, Inc.; Attorney, Simpson Thacher & Bartlett LLP

  158   Vulcan Materials Company (construction materials company); Trilinc Global Impact Fund; Aberdeen Investment Funds (4 portfolios); Artio Global Investment LLC (mutual fund complex); Edgen Group, Inc. (specialized energy and infrastructure products distributor)

Eli Jones — 1961

Trustee

  2016  

Professor and Dean, Mays Business School — Texas A&M University

 

Formerly: Professor and Dean, Walton College of Business, University of Arkansas and E.J. Ourso College of Business, Louisiana State University; Director, Arvest Bank

  158   Insperity, Inc. (formerly known as Administaff) (human resources provider)

Prema Mathai-Davis — 1950

Trustee

  1998  

Retired.

 

Formerly: Chief Executive Officer, YWCA of the U.S.A.

  158   None

Teresa M. Ressel — 1962

Trustee

  2017  

Non-executive director and trustee of a number of public and private business corporations

 

Formerly: Chief Financial Officer, Olayan America, The Olayan Group (international investor/commercial/industrial); Chief Executive Officer, UBS Securities LLC; Group Chief Operating Officer, Americas, UBS AG; Assistant Secretary for Management & Budget and CFO, US Department of the Treasury; Chief Compliance Officer, Kaiser Permanente (healthcare consortium); Program Manager, Hewlett-Packard; Nuclear Engineering, General Dynamics Corporation (aerospace and defense company)

  158   Atlantic Power Corporation (power generation company); ON Semiconductor Corp. (semiconductor supplier)

Larry Soll — 1942

Trustee

  2003  

Retired.

 

Formerly: Chairman, Chief Executive Officer and President, Synergen Corp. (a biotechnology company)

  158   None

Ann Barnett Stern — 1957

Trustee

  2017  

President and Chief Executive Officer, Houston Endowment Inc. (private philanthropic institution)

 

Formerly: Executive Vice President and General Counsel, Texas Children’s Hospital; Attorney, Beck, Redden and Secrest, LLP; Business Law Instructor, University of St. Thomas; Attorney, Andrews & Kurth LLP

  158   Federal Reserve Bank of Dallas

Raymond Stickel, Jr. — 1944

Trustee

  2005  

Retired.

 

Formerly: Director, Mainstay VP Series Funds, Inc. (25 portfolios); Partner, Deloitte & Touche

  158   None

Robert C. Troccoli — 1949

Trustee

  2016  

Adjunct Professor, University of Denver — Daniels College of Business

 

Formerly: Senior Partner, KPMG LLP

  158   None

 

T-2                         Invesco  Diversified Dividend Fund


Trustees and Officers—(continued)

 

Name, Year of Birth and
Position(s) Held with the Trust
  Trustee and/
or Officer Since
  Principal Occupation(s)
During Past 5 Years
  Number of
Funds in Fund
Complex
Overseen by
Trustee
  Other Directorship(s)
Held by Trustee During
Past 5 Years
Independent Trustees—(continued)

Christopher L. Wilson — 1957

Trustee

  2017  

Managing Partner, CT2, LLC (investing and consulting firm)

 

Formerly: President/Chief Executive Officer, Columbia Funds, Bank of America Corporation; President/Chief Executive Officer, CDC IXIS Asset Management Services, Inc.; Principal & Director of Operations, Scudder Funds, Scudder, Stevens & Clark, Inc.; Assistant Vice President, Fidelity Investments

  158   TD Asset Management USA Inc. (mutual fund complex) (22 portfolios); ISO New England, Inc. (non-profit organization managing regional electricity market)
Other Officers                

Sheri Morris — 1964

President, Principal Executive Officer and Treasurer

  1999  

President, Principal Executive Officer and Treasurer, The Invesco Funds; Vice President, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); and Vice President, PowerShares Exchange-Traded Fund Trust, PowerShares Exchange-Traded Fund Trust II, PowerShares India Exchange-Traded Fund Trust, PowerShares Actively Managed Exchange-Traded Fund Trust and PowerShares Actively Managed Exchange-Traded Commodity Fund Trust

 

Formerly: Vice President and Principal Financial Officer, The Invesco Funds; Vice President, Invesco Aim Advisers, Inc., Invesco Aim Capital Management, Inc. and Invesco Aim Private Asset Management, Inc.; Assistant Vice President and Assistant Treasurer, The Invesco Funds and Assistant Vice President, Invesco Advisers, Inc., Invesco Aim Capital Management, Inc. and Invesco Aim Private Asset Management, Inc.; and Treasurer, PowerShares Exchange-Traded Fund Trust, PowerShares Exchange-Traded Fund Trust II, PowerShares India Exchange-Traded Fund Trust and PowerShares Actively Managed Exchange-Traded Fund Trust

  N/A   N/A

Russell C. Burk — 1958

Senior Vice President and Senior Officer

  2005   Senior Vice President and Senior Officer, The Invesco Funds   N/A   N/A

John M. Zerr — 1962

Senior Vice President, Chief Legal Officer and Secretary

  2006  

Director, Senior Vice President, Secretary and General Counsel, Invesco Management Group, Inc. (formerly known as Invesco AIM Management Group, Inc.); Senior Vice President, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); Senior Vice President and Secretary, Invesco Distributors, Inc. (formerly known as Invesco AIM Distributors, Inc.); Director, Vice President and Secretary, Invesco Investment Services, Inc. (formerly known as Invesco AIM Investment Services, Inc.) Senior Vice President, Chief Legal Officer and Secretary, The Invesco Funds; Managing Director, Invesco PowerShares Capital Management LLC; Director, Secretary and General Counsel, Invesco Investment Advisers LLC (formerly known as Van Kampen Asset Management); Secretary and General Counsel, Invesco Capital Markets, Inc. (formerly known as Van Kampen Funds Inc.) and Chief Legal Officer, PowerShares Exchange-Traded Fund Trust, PowerShares Exchange-Traded Fund Trust II, PowerShares India Exchange-Traded Fund Trust, PowerShares Actively Managed Exchange-Traded Fund Trust and PowerShares Actively Managed Exchange-Traded Commodity Fund Trust; Manager and Secretary, Invesco Indexing LLC

 

Formerly: Director, Secretary, General Counsel and Senior Vice President, Van Kampen Exchange Corp.; Director, Vice President and Secretary, IVZ Distributors, Inc. (formerly known as INVESCO Distributors, Inc.); Director and Vice President, INVESCO Funds Group, Inc.; Director and Vice President, Van Kampen Advisors Inc.; Director, Vice President, Secretary and General Counsel, Van Kampen Investor Services Inc.; Director, Invesco Distributors, Inc. (formerly known as Invesco AIM Distributors, Inc.); Director, Senior Vice President, General Counsel and Secretary, Invesco AIM Advisers, Inc. and Van Kampen Investments Inc.; Director, Vice President and Secretary, Fund Management Company; Director, Senior Vice President, Secretary, General Counsel and Vice President, Invesco AIM Capital Management, Inc.; Chief Operating Officer and General Counsel, Liberty Ridge Capital, Inc. (an investment adviser); Vice President and Secretary, PBHG Funds (an investment company) and PBHG Insurance Series Fund (an investment company); Chief Operating Officer, General Counsel and Secretary, Old Mutual Investment Partners (a broker-dealer); General Counsel and Secretary, Old Mutual Fund Services (an administrator) and Old Mutual Shareholder Services (a shareholder servicing center); Executive Vice President, General Counsel and Secretary, Old Mutual Capital, Inc. (an investment adviser); and Vice President and Secretary, Old Mutual Advisors Funds (an investment company)

  N/A   N/A

Gregory G. McGreevey — 1962

Senior Vice President

  2012  

Senior Managing Director, Invesco Ltd.; Director, Chairman, President, and Chief Executive Officer, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); Senior Vice President, Invesco Management Group, Inc.; Director, Invesco Mortgage Capital, Inc. and Invesco Senior Secured Management, Inc.; and Senior Vice President, The Invesco Funds

 

Formerly: Assistant Vice President, The Invesco Funds

  N/A   N/A

 

T-3                         Invesco  Diversified Dividend Fund


Trustees and Officers—(continued)

 

Name, Year of Birth and
Position(s) Held with the Trust
  Trustee and/
or Officer Since
  Principal Occupation(s)
During Past 5 Years
  Number of
Funds in Fund
Complex
Overseen by
Trustee
  Other Directorship(s)
Held by Trustee During
Past 5 Years
Other Officers—(continued)                

Kelli Gallegos — 1970

Vice President, Principal Financial Officer and Assistant Treasurer

  2008  

Vice President, Principal Financial Officer and Assistant Treasurer, The Invesco Funds; Assistant Treasurer, Invesco PowerShares Capital Management LLC, PowerShares Exchange-Traded Fund Trust, PowerShares Exchange-Traded Fund Trust II, PowerShares India Exchange-Traded Fund Trust, PowerShares Actively Managed Exchange-Traded Fund Trust and PowerShares Actively Managed Exchange-Traded Commodity Fund Trust

 

Formerly: Assistant Vice President, The Invesco Funds

  N/A   N/A

Tracy Sullivan — 1962

Vice President, Chief Tax Officer and Assistant Treasurer

  2008  

Vice President, Chief Tax Officer and Assistant Treasurer, The Invesco Funds; Assistant Treasurer, Invesco PowerShares Capital Management LLC, PowerShares Exchange-Traded Fund Trust, PowerShares Exchange-Traded Fund Trust II, PowerShares India Exchange-Traded Fund Trust, PowerShares Actively Managed Exchange-Traded Fund Trust and PowerShares Actively Managed Exchange-Traded Commodity Fund Trust

 

Formerly: Assistant Vice President, The Invesco Funds

  N/A   N/A

Crissie M. Wisdom — 1969

Anti-Money Laundering Compliance Officer

  2013  

Anti-Money Laundering Compliance Officer, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser), Invesco Capital Markets, Inc. (formerly known as Van Kampen Funds Inc.), Invesco Distributors, Inc., Invesco Investment Services, Inc., Invesco Management Group, Inc., The Invesco Funds, and PowerShares Exchange-Traded Fund Trust, PowerShares Exchange-Traded Fund Trust II, PowerShares India Exchange-Traded Fund Trust, PowerShares Actively Managed Exchange-Traded Fund Trust and PowerShares Actively Managed Exchange-Traded Commodity Fund Trust; Anti-Money Laundering Compliance Officer and Bank Secrecy Act Officer, INVESCO National Trust Company and Invesco Trust Company; and Fraud Prevention Manager and Controls and Risk Analysis Manager for Invesco Investment Services, Inc.

 

Formerly: Anti-Money Laundering Compliance Officer, Van Kampen Exchange Corp.

  N/A   N/A

Robert R. Leveille — 1969

Chief Compliance Officer

  2016  

Chief Compliance Officer, Invesco Advisers, Inc. (registered investment adviser); and Chief Compliance Officer, The Invesco Funds

 

Formerly: Chief Compliance Officer, Putnam Investments and the Putnam Funds

  N/A   N/A

The Statement of Additional Information of the Trust includes additional information about the Fund’s Trustees and is available upon request, without charge, by calling 1.800.959.4246. Please refer to the Fund’s Statement of Additional Information for information on the Fund’s sub-advisers.

 

Office of the Fund

11 Greenway Plaza, Suite 1000

Houston, TX 77046-1173

 

Investment Adviser

Invesco Advisers, Inc.

1555 Peachtree Street, N.E.

Atlanta, GA 30309

 

Distributor

Invesco Distributors, Inc.

11 Greenway Plaza, Suite 1000

Houston, TX 77046-1173

 

Auditors

PricewaterhouseCoopers LLP

1000 Louisiana Street, Suite 5800

Houston, TX 77002-5678

     

Counsel to the Fund

Stradley Ronon Stevens & Young, LLP

2005 Market Street, Suite 2600

Philadelphia, PA 19103-7018

 

Counsel to the Independent Trustees

Goodwin Procter LLP

901 New York Avenue, N.W.

Washington, D.C. 20001

 

Transfer Agent

Invesco Investment Services, Inc.

11 Greenway Plaza, Suite 1000

Houston, TX 77046-1173

 

Custodian

State Street Bank and Trust Company

225 Franklin Street

Boston, MA 02110-2801

 

T-4                         Invesco  Diversified Dividend Fund


Explore High-Conviction Investing with Invesco

 

 

 

LOGO

Go paperless with eDelivery

Visit invesco.com/edelivery to enjoy the convenience and security of anytime electronic access to your investment documents.

With eDelivery, you can elect to have any or all of the following materials delivered straight to your inbox to download, save and print from your own computer:

 

  Fund reports and prospectuses
  Quarterly statements
  Daily confirmations
  Tax forms

 

 

Invesco mailing information

Send general correspondence to Invesco Investment Services, Inc., P.O. Box 219078, Kansas City, MO 64121-9078.

 

 

Important notice regarding delivery of security holder documents

To reduce Fund expenses, only one copy of most shareholder documents may be mailed to shareholders with multiple accounts at the same address (Householding). Mailing of your shareholder documents may be householded indefinitely unless you instruct us otherwise. If you do not want the mailing of these documents to be combined with those for other members of your household, please contact Invesco Investment Services, Inc. at 800 959 4246 or contact your financial institution. We will begin sending you individual copies for each account within 30 days after receiving your request.

 

 

Fund holdings and proxy voting information

The Fund provides a complete list of its holdings four times in each fiscal year, at the quarter ends. For the second and fourth quarters, the lists appear in the Fund’s semiannual and annual reports to shareholders. For the first and third quarters, the Fund files the lists with the Securities and Exchange Commission (SEC) on Form N-Q. The most recent list of portfolio holdings is available at invesco.com/completeqtrholdings. Shareholders can also look up the Fund’s Forms N-Q on the SEC website at sec.gov. Copies of the Fund’s Forms N-Q may be reviewed and copied at the SEC Public Reference Room in Washington, D.C. You can obtain information on the operation of the Public Reference Room, including information about duplicating fee charges, by calling 202 551 8090 or 800 732 0330, or by electronic request at the following email address: publicinfo@sec.gov. The SEC file numbers for the Fund are shown below.

    A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge, upon request, from our Client Services department at 800 959 4246 or at invesco.com/proxyguidelines. The information is also available on the SEC website, sec.gov.

    Information regarding how the Fund voted proxies related to its portfolio securities during the most recent 12-month period ended June 30 is available at invesco.com/proxysearch. The information is also available on the SEC website, sec.gov.

     Invesco Advisers, Inc. is an investment adviser; it provides investment advisory services to individual and institutional clients and does not sell securities. Invesco Distributors, Inc. is the US distributor for Invesco Ltd.’s retail mutual funds, exchange-traded funds and institutional money market funds. Both are wholly owned, indirect subsidiaries of Invesco Ltd.

  LOGO

 

SEC file numbers: 811-01424 and 002-25469                Invesco Distributors, Inc.                                             DDI-AR-1            12112017      1446


LOGO


 

Letters to Shareholders

 

 

LOGO

        Philip Taylor

   

Dear Shareholders:

This annual report includes information about your Fund, including performance data and a complete list of its investments as of the close of the reporting period. Inside is a discussion of how your Fund was managed and the factors that affected its performance during the reporting period.

    American voters went to the polls just days after the start of the reporting period, and their decisions quickly affected markets. The US stock market rallied strongly after the election, with major market indexes rising, and setting record highs, throughout the reporting period. Generally positive economic data, strong corporate earnings and hope for tax and regulatory reform contributed to the rally. US and global bond markets, as well as emerging market equities, sold off immediately following the election – with the US bond market eventually recovering most of its losses. Overseas, economic data were mixed, prompting the

European Central Bank and central banks in China and Japan, among other countries, to maintain extraordinarily accommodative monetary policies. Citing positive economic trends – specifically, realized and expected labor market conditions and inflation – the US Federal Reserve raised interest rates three times during the reporting period: first in December 2016, and then again in March and June 2017. Health care and tax reform proved to be more difficult than expected to enact, with little progress achieved by the end of the reporting period.

    Short-term market volatility can prompt some investors to abandon their investment plans – and can cause others to settle for whatever returns the market has to offer. The investment professionals at Invesco, in contrast, invest with high conviction. This means that, no matter the asset class or the strategy, each investment team has a passion to exceed. We want to help investors achieve better outcomes, such as seeking higher returns, helping mitigate risk and generating income. Of course, investing with high conviction can’t guarantee a profit or ensure success; no investment strategy can. To learn more about how we invest with high conviction, visit invesco.com/HighConviction.

    You, too, can invest with high conviction by maintaining a long-term investment perspective and by working with your financial adviser on a regular basis. During periods of short-term market volatility or uncertainty, your financial adviser can keep you focused on your long-term investment goals – a new home, a child’s college education or a secure retirement. He or she also can share research about the economy, the markets and individual investment options.

Visit our website for more information on your investments

Our website, invesco.com/us, offers a wide range of market insights and investment perspectives. On the website, you’ll find detailed information about our funds, including performance, holdings and portfolio manager commentaries. You can access information about your account by completing a simple, secure online registration. To do so, select “Log In” on the right side of the homepage, and then select “Register for Individual Account Access.”

    In addition to the resources accessible on our website and through our mobile app, you can obtain timely updates to help you stay informed about the markets and the economy by connecting with Invesco on Twitter, LinkedIn or Facebook. You can access our blog at blog.invesco.us.com. Our goal is to provide you the information you want, when and where you want it.

    Finally, I’m pleased to share with you Invesco’s commitment to both the Principles for Responsible Investment and to considering environmental, social and governance issues in our robust investment process. I invite you to learn more at invesco.com/esg.

Have questions?

For questions about your account, contact an Invesco client services representative at 800 959 4246. For Invesco-related questions or comments, please email me directly at phil@invesco.com.

    All of us at Invesco look forward to serving your investment management needs. Thank you for investing with us.

Sincerely,

 

LOGO

Philip Taylor

Senior Managing Director, Invesco Ltd.

 

2                             Invesco Summit Fund


 

 

LOGO

Bruce Crockett

   

 

Dear Fellow Shareholders:

Among the many important lessons I’ve learned in more than 40 years in a variety of business endeavors is the value of a trusted advocate.

    As independent chair of the Invesco Funds Board, I can assure you that the members of the Board are strong advocates for the interests of investors in Invesco’s mutual funds. We work hard to represent your interests through oversight of the quality of the investment management services your funds receive and other matters important to your investment, including but not limited to:

      Ensuring that Invesco offers a diverse lineup of mutual funds that your financial adviser can use to strive to meet your financial needs as your investment goals change over time.
      Monitoring how the portfolio management teams of the Invesco funds are performing in light of changing economic and market conditions.
  Assessing each portfolio management team’s investment performance within the context of the investment strategy described in the fund’s prospectus.
  Monitoring for potential conflicts of interests that may impact the nature of the services that your funds receive.

    We believe one of the most important services we provide our fund shareholders is the annual review of the funds’ advisory and sub-advisory contracts with Invesco Advisers and its affiliates. This review is required by the Investment Company Act of 1940 and focuses on the nature and quality of the services Invesco provides as the adviser to the Invesco funds and the reasonableness of the fees that it charges for those services. Each year, we spend months carefully reviewing information received from Invesco and a variety of independent sources, such as performance and fee data prepared by Lipper, Inc. (a subsidiary of Broadridge Financial Solutions, Inc.), an independent, third-party firm widely recognized as a leader in its field. We also meet with our independent legal counsel and other independent advisers to review and help us assess the information that we have received. Our goal is to assure that you receive quality investment management services for a reasonable fee.

    I trust the measures outlined above provide assurance that you have a worthy advocate when it comes to choosing the Invesco Funds.

    As always, please contact me at bruce@brucecrockett.com with any questions or concerns you may have. On behalf of the Board, we look forward to continuing to represent your interests and serving your needs.

Sincerely,

 

LOGO

Bruce L. Crockett

Independent Chair

Invesco Funds Board of Trustees

 

3                             Invesco Summit Fund


 

Management’s Discussion of Fund Performance

 

 

Performance summary

For the fiscal year ended October 31, 2017, Class A shares of Invesco Summit Fund (the Fund), at net asset value (NAV), underperformed the Russell 1000 Growth Index, the Fund’s style-specific benchmark.

    Your Fund’s long-term performance appears later in this report.

 

 

Fund vs. Indexes

Total returns, 10/31/16 to 10/31/17, at net asset value (NAV). Performance shown does not include applicable contingent deferred sales charges (CDSC) or front-end sales charges, which would have reduced performance.

 

Class A Shares       29.20 %
Class B Shares       28.21
Class C Shares       28.15
Class P Shares       29.32
Class S Shares       29.29
Class Y Shares       29.46
Class R5 Shares       29.56
Class R6 Shares*       29.36
S&P 500 Index (Broad Market Index)       23.63
Russell 1000 Growth Index (Style-Specific Index)       29.71
Lipper Multi-Cap Growth Funds Index (Peer Group Index)       28.87

 

Source(s): FactSet Research Systems Inc.; Lipper Inc.

   
*Class R6 shares incepted on April 4, 2017. See page 7 for more information.    

 

Market conditions and your Fund

Despite highly destructive hurricanes that threatened to derail a years-long recovery, the US economy continued to expand throughout the fiscal year ended October 31, 2017. Gross domestic product (GDP) – the value of all goods and services produced in the US – grew by 1.8% in the fourth quarter of 2016, and by 1.2% in the first quarter of 2017 and by 3.1% in the second quarter of 2017.1 Inflation remained subdued even as the labor market continued to strengthen. Unemployment continued its multiyear decline, hitting just 4.2% in September – a 16-year low.2

    Given signs of an improving economy, the US Federal Reserve (the Fed) raised interest rates three times during the reporting period, most recently in June 2017.3 The Fed pledged that “realized and expected economic conditions

relative to its objectives of maximum employment and 2 percent inflation” will guide its future actions. At the close of the reporting period, Fed policy remained accommodative, and the fed funds target rate stood at a range of 1.00% to 1.25% – up 75 basis points for the reporting period.3 (A basis point is 0.01%.)

    Despite the Fed’s actions, major US stock market indexes repeatedly hit alltime highs throughout the reporting period. The stock market rally began immediately following the outcome of the US presidential election in November 2016, based on investors’ hopes for reduced regulation, lowered corporate and personal tax rates and increased infrastructure spending. The stock market rally continued throughout the reporting period, fueled by generally positive economic data, strong corporate earnings and improved consumer

 

confidence – even as the prospect for health care and tax reform faded somewhat.

    In this market environment, the Fund had double-digit positive returns at NAV and performed in line with its style-specific index. On the positive side, relative performance was driven by Fund exposure to the information technology (IT), consumer discretionary and consumer staples sectors. In contrast, underperformance in the health care, energy and telecommunication services sectors detracted from relative returns.

    The Fund outperformed its style-specific index by the widest margin in the IT sector, driven by positive stock selection in and overweight exposure to the sector. Video game developer Take-Two Interactive Software posted a strong return and led Fund performance for the reporting period. The company benefited from renewed interest in the company’s “Grand Theft Auto” game, as consumer demand for new downloadable content (DLC) was better than expected. Take-Two was also helped by anticipation for expected new releases in 2018, including, “Red Dead Redemption 2,” “NBA 2K18,” a new title in the Borderlands series and, potentially an NBA 2K eSports league. Alibaba Group, an e-commerce company based in China, was also a leading contributor to relative performance. Alibaba was helped by strength in its core retail segment, driven by increased video and social interaction on the Alibaba platform.

    Solid stock selection in the consumer discretionary sector also contributed to the Fund’s relative performance. Retail and e-commerce giant Amazon.com was a leading contributor to Fund performance during the reporting period. After a short pause in the second half of 2016, the company’s stock price rose throughout the reporting period on better-than-expected

 

Portfolio Composition

 

By sector

       % of total net assets

Information Technology

      45.3 %

Consumer Discretionary

      20.7

Health Care

      11.9

Industrials

      7.3

Consumer Staples

      5.8

Financials

      3.2

Materials

      2.0

Energy

      1.4
Telecommunication Services       1.2

Real Estate

      0.9
Money Market Funds Plus Other Assets Less Liabilities       0.3
Top 10 Equity Holdings*  
  % of total net assets  
  1.   Alphabet Inc.-Class C      6.7
  2.   Amazon.com, Inc.      6.1  
  3.   Facebook, Inc.-Class A      6.0  
  4.   Visa Inc.-Class A      4.5  
  5.   Apple Inc.      4.1  
  6.   UnitedHealth Group Inc.      2.9  
  7.   Alibaba Group Holding Ltd.-ADR      2.9  
  8.   Electronic Arts Inc.      2.7  
  9.   Take-Two Interactive Software, Inc.      2.5  
10.   Activision Blizzard, Inc.      2.4  

Total Net Assets

     $ 2.1 billion

Total Number of Holdings*

       90

The Fund’s holdings are subject to change, and there is no assurance that the Fund will continue to hold any particular security.

*Excluding money market fund holdings.

Data presented here are as of October 31, 2017.

 

 

4                             Invesco Summit Fund


quarterly results as Amazon continued to take market share in the retail space. The acquisition of Whole Foods also aided the company’s performance. Royal Caribbean Cruises also contributed to performance within the sector. The stock price rose during the fiscal year as cruise bookings and pricing were trending ahead of expectations. The company’s 2018 outlook was also positive, with bookings coming in ahead of expectations. Investors have been generally positive on cruise lines, as many believe the industry has some protection from Amazon.

    Stock selection in and underweight exposure to the consumer staples sector contributed to relative Fund performance as well. Underweight exposure to the sector was beneficial as consumer staples was one of the weaker-performing sectors within the style-specific index during the reporting period due to what many investors believed were extended valuations and slow global economic growth. The leading contributor to performance in the consumer staples sector was Lamb Weston, a global supplier of french fries to restaurants and retailers. We added the company in January of this year due to its significant market share in the industry. Lamb Weston has since produced better-than-expected quarterly results and acted as a contributor to Fund performance.

    Some of the Fund’s outperformance was offset by the impact of other low-performing sectors. Stock selection in and underweight exposure to the health care sector was a detractor from relative Fund results. Pharmaceutical giant Allergan was the leading detractor in the sector. The company was negatively affected by uncertainty around potential generic competition for its dry eye drug Restasis. Amgen, a biotechnology company, was also a notable detractor from relative performance during the reporting period. The stock declined after the company issued concerning guidance surrounding the durability of its legacy franchises.

    Overweight exposure to the energy sector was also a detractor from relative performance. The energy sector was the worst-performing sector in the style-specific index during the reporting period as crude prices declined on concerns over increasing US energy supplies and fears that the OPEC cuts enacted in November 2016 would not be continued after June 2017. Despite OPEC members eventually agreeing to extend the cuts in May of this year that are expected to last through

March 2018, the sector still has yet to fully recover. The Fund’s holdings were not immune to the decline in the sector, as Newfield Exploration and Halliburton were two of the largest detractors from both absolute and relative performance during the reporting period.

    We think the traditional business cycle recovery has not fully materialized, as results over the last several years have been mixed, depending on which sector we evaluate. However, it is possible that this is just a very slow normalization, and we believe is some evidence we may yet see a more classic recovery and reacceleration in growth. Given this scenario, we are seeking opportunities in companies that are taking market share within their respective industries. Though we anticipate a possible slowdown in the economy, we continue to prudently balance the Fund between dynamic growth opportunities and more durable growth opportunities.

    Thank you for your investment in Invesco Summit Fund and for sharing our long-term investment horizon.

 

1 Source: Bureau of Economic Analysis
2 Sources: Bureau of Labor Statistics, Bloomberg
3 Source: US Federal Reserve

The views and opinions expressed in management’s discussion of Fund performance are those of Invesco Advisers, Inc. These views and opinions are subject to change at any time based on factors such as market and economic conditions. These views and opinions may not be relied upon as investment advice or recommendations, or as an offer for a particular security. The information is not a complete analysis of every aspect of any market, country, industry, security or the Fund. Statements of fact are from sources considered reliable, but Invesco Advisers, Inc. makes no representation or warranty as to their completeness or accuracy. Although historical performance is no guarantee of future results, these insights may help you understand our investment management philosophy.

See important Fund and, if applicable, index disclosures later in this report.

LOGO   

Erik Voss

Chartered Financial Analyst, Portfolio Manager, is lead manager of Invesco Summit Fund. He joined Invesco

in 2010. Mr. Voss earned a BS in mathematics and an MS in finance from the University of Wisconsin.

 

LOGO   

Ido Cohen

Portfolio Manager, is manager of Invesco Summit Fund. He joined Invesco in 2010. Mr. Cohen earned a BS in

economics from The Wharton School of the University of Pennsylvania.
 

 

5                             Invesco Summit Fund


 

Your Fund’s Long-Term Performance

 

 

Results of a $10,000 Investment – Oldest Share Class(es)

Fund and index data from 10/31/07

 

LOGO

 

Past performance cannot guarantee comparable future results.

    The data shown in the chart include reinvested distributions, applicable sales charges and Fund expenses including management fees. Results for Class B shares are calculated as if a hypothetical

shareholder had liquidated his entire investment in the Fund at the close of the reporting period and paid the contingent deferred sales charges, if applicable. Index results include reinvested dividends, but they do not reflect sales charges. Performance of the peer group,

if applicable, reflects fund expenses and management fees; performance of a market index does not. Performance shown in the chart and table(s) does not reflect deduction of taxes a shareholder would pay on Fund distributions or sale of Fund shares.

 

 

6                             Invesco Summit Fund


 

 

Average Annual Total Returns

 

As of 10/31/17, including maximum applicable sales charges

 

Class A Shares        
Inception (10/31/05)     7.94
10 Years     6.23  
  5 Years     15.06  
  1 Year     22.12  
Class B Shares        
Inception (10/31/05)     7.92
10 Years     6.22  
  5 Years     15.25  
  1 Year     23.21  
Class C Shares        
Inception (10/31/05)     7.63
10 Years     6.03  
  5 Years     15.48  
  1 Year     27.15  
Class P Shares        
Inception (11/1/82)     9.57
10 Years     7.00  
  5 Years     16.53  
  1 Year     29.32  
Class S Shares        
10 Years     6.93
  5 Years     16.46  
  1 Year     29.29  
Class Y Shares        
10 Years     7.08
  5 Years     16.62  
  1 Year     29.46  
Class R5 Shares        
10 Years     7.18
  5 Years     16.74  
  1 Year     29.56  
Class R6 Shares        
10 Years     6.85
  5 Years     16.40  
  1 Year     29.36  

Class S shares incepted on September 25, 2009. Performance shown prior to that date is that of Class A shares and includes the 12b-1 fees applicable to Class A shares.

    Class Y shares incepted on October 3, 2008. Performance shown prior to that date is that of Class A shares and includes the 12b-1 fees applicable to Class A shares.

    Class R5 shares incepted on October 3, 2008. Performance shown prior to that date is that of Class A shares and includes the 12b-1 fees applicable to Class A shares.

Average Annual Total Returns

 

As of 9/30/17, the most recent calendar quarter end, including maximum applicable sales charges

 

Class A Shares        
Inception (10/31/05)     7.74
10 Years     6.21  
5 Years     13.74  
1 Year     16.27  
Class B Shares        
Inception (10/31/05)     7.72
10 Years     6.19  
5 Years     13.92  
1 Year     17.10  
Class C Shares        
Inception (10/31/05)     7.44
10 Years     6.01  
5 Years     14.18  
1 Year     21.11  
Class P Shares        
Inception (11/1/82)     9.50
10 Years     6.97  
5 Years     15.20  
1 Year     23.20  
Class S Shares        
10 Years     6.91
5 Years     15.15  
1 Year     23.18  
Class Y Shares        
10 Years     7.05
5 Years     15.30  
1 Year     23.32  
Class R5 Shares        
10 Years     7.15
5 Years     15.41  
1 Year     23.30  
Class R6 Shares        
10 Years     6.83
5 Years     15.07  
1 Year     23.21  

    Class R6 shares incepted on April 4, 2017. Performance shown prior to that date is that of Class A shares and includes the 12b-1 fees applicable to Class A shares.

    The performance data quoted represent past performance and cannot guarantee comparable future results; current performance may be lower or higher. Please visit invesco.com/performance for the most recent month-end performance. Performance figures reflect reinvested distributions, changes in net asset value and the effect of the maximum sales charge unless otherwise

stated. Investment return and principal value will fluctuate so that you may have a gain or loss when you sell shares.

    The total annual Fund operating expense ratio set forth in the most recent Fund prospectus as of the date of this report for Class A, Class B, Class C, Class P, Class S, Class Y, Class R5 and Class R6 shares was 1.05%, 1.80%, 1.80%, 0.90%,0.95%, 0.80%, 0.74% and 0.73%, respectively. The expense ratios presented above may vary from the expense ratios presented in other sections of this report that are based on expenses incurred during the period covered by this report.

    Class A share performance reflects the maximum 5.50% sales charge, and Class B and Class C share performance reflects the applicable contingent deferred sales charge (CDSC) for the period involved. The CDSC on Class B shares declines from 5% beginning at the time of purchase to 0% at the beginning of the seventh year. The CDSC on Class C shares is 1% for the first year after purchase. Class P, Class S, Class Y, Class R5 and Class R6 shares do not have a front-end sales charge or contingent deferred sales charge (CDSC); therefore, returns shown are at net asset value.

    The performance numbers shown do not reflect the creation and sales charges and other fees assessed by the AIM Summit Investors Plans, which were dissolved effective December 8, 2006.

    The performance of the Fund’s share classes will differ primarily due to different sales charge structures and class expenses.

    Fund performance reflects any applicable fee waivers and/or expense reimbursements. Had the adviser not waived fees and/or reimbursed expenses currently or in the past, returns would have been lower. See current prospectus for more information.

 

 

7                             Invesco Summit Fund


 

Invesco Summit Fund’s investment objective is long-term growth of capital.

  Unless otherwise stated, information presented in this report is as of October 31, 2017, and is based on total net assets.
  Unless otherwise noted, all data provided by Invesco.
  To access your Fund’s reports/prospectus, visit invesco.com/fundreports.

 

 

About share classes

  Class B shares may not be purchased for new or additional investments. Please see the prospectus for more information.
  Class P shares, Class S shares and Class Y shares are available only to certain investors. Please see the prospectus for more information.
  Class R5 shares and Class R6 shares are available for use by retirement plans that meet certain standards and for institutional investors. Class R6 shares are also available through intermediaries that have established an agreement with Invesco Distributors, Inc. to make such shares available for use in retail omnibus accounts. Please see the prospectus for more information.

 

 

Principal risks of investing in the Fund

  Foreign securities risk. The Fund’s foreign investments may be adversely affected by political and social instability, changes in economic or taxation policies, difficulty in enforcing obligations, decreased liquidity or increased volatility. Foreign investments also involve the risk of the possible seizure, nationalization or expropriation of the issuer or foreign deposits (in which the Fund could lose its entire investments in a certain market) and the possible adoption of foreign governmental restrictions such as exchange controls. Unless the Fund has hedged its foreign securities risk, foreign securities risk also involves the risk of negative foreign currency rate fluctuations, which may cause the value of securities denominated in such foreign currency (or other instruments through which the Fund has exposure to foreign currencies) to decline in value. Currency exchange rates may fluctuate significantly over short periods of time. Currency hedging strategies, if used, are not always successful.
  Growth investing risk. Growth stocks tend to be more expensive relative to the issuing company’s earnings or assets
 

compared with other types of stock. As a result, they tend to be more sensitive to changes in, or investors’ expectations of, the issuing company’s earnings and can be more volatile.

  Management risk. The Fund is actively managed and depends heavily on the Adviser’s judgment about markets, interest rates or the attractiveness, relative values, liquidity, or potential appreciation of particular investments made for the Fund’s portfolio. The Fund could experience losses if these judgments prove to be incorrect. Additionally, legislative, regulatory, or tax developments may adversely affect management of the Fund and, therefore, the ability of the Fund to achieve its investment objective.
  Market risk. The market values of the Fund’s investments, and therefore the value of the Fund’s shares, will go up and down, sometimes rapidly or unpredictably. Market risk may affect a single issuer, industry or section of the economy, or it may affect the market as a whole. Individual stock prices tend to go up and down more dramatically than those of certain other types of investments, such as bonds. During a general downturn in the financial markets, multiple asset classes may decline in value. When markets perform well, there can be no assurance that specific investments held by the Fund will rise in value.
  Sector focus risk. The Fund may from time to time invest a significant amount of its assets (i.e. over 25%) in one market sector or group of related industries. In this event, the Fund’s performance will depend to a greater extent on the overall condition of the sector or group of industries and there is increased risk that the Fund will lose significant value if conditions adversely affect that sector or group of industries.
  Small- and mid-capitalization companies risks. Small- and mid-capitalization companies tend to be more vulnerable to changing market conditions, may have little or no operating history or track record of success, and may have
 

more limited product lines and markets, less experienced management and fewer financial resources than larger companies. These companies’ securities may be more volatile and less liquid than those of more established companies, and their returns may vary, sometimes significantly, from the overall securities market.

 

 

About indexes used in this report

  The S&P 500® Index is an unmanaged index considered representative of the US stock market.
  The Russell 1000® Growth Index is an unmanaged index considered representative of large-cap growth stocks. The Russell 1000 Growth Index is a trademark/service mark of the Frank Russell Co. Russell® is a trademark of the Frank Russell Co.
  The Lipper Multi-Cap Growth Funds Index is an unmanaged index considered representative of multicap growth funds tracked by Lipper.
  The Fund is not managed to track the performance of any particular index, including the index(es) described here, and consequently, the performance of the Fund may deviate significantly from the performance of the index(es).
  A direct investment cannot be made in an index. Unless otherwise indicated, index results include reinvested dividends, and they do not reflect sales charges. Performance of the peer group, if applicable, reflects fund expenses; performance of a market index does not.

 

 

Other information

  The returns shown in management’s discussion of Fund performance are based on net asset values (NAVs) calculated for shareholder transactions. Generally accepted accounting principles require adjustments to be made to the net assets of the Fund at period end for financial reporting purposes, and as such, the NAVs for shareholder transactions and the returns based on those NAVs may differ from the NAVs and returns reported in the Financial Highlights.
  Industry classifications used in this report are generally according to the Global Industry Classification Standard, which was developed by and is the exclusive property and a service mark of MSCI Inc. and Standard & Poor’s.
 

This report must be accompanied or preceded by a currently effective Fund prospectus, which contains more complete information, including sales charges and expenses. Investors should read it carefully before investing.

  
    
NOT FDIC INSURED  |  MAY LOSE VALUE  |  NO BANK GUARANTEE   

 

8                             Invesco Summit Fund


Schedule of Investments(a)

October 31, 2017

 

     Shares      Value  

Common Stocks & Other Equity Interests–99.72%

 

Aerospace & Defense–3.35%  

Northrop Grumman Corp.

    57,617      $ 17,027,552  

Raytheon Co.

    156,002        28,111,561  

Teledyne Technologies Inc.(b)

    158,144        26,878,154  
               72,017,267  
Airlines–0.56%  

Alaska Air Group, Inc.

    181,912        12,011,649  
Application Software–1.80%  

salesforce.com, inc.(b)

    377,385        38,621,581  
Biotechnology–4.07%  

Alexion Pharmaceuticals, Inc.(b)

    225,201        26,947,552  

Amgen Inc.

    28,071        4,918,601  

Celgene Corp.(b)

    461,122        46,559,488  

Incyte Corp.(b)

    80,401        9,105,413  
               87,531,054  
Cable & Satellite–3.26%  

Altice USA, Inc.–Class A(b)(c)

    353,640        8,374,195  

Charter Communications, Inc.–Class A(b)

    80,715        26,972,532  

Comcast Corp.–Class A

    267,907        9,652,689  

DISH Network Corp.–Class A(b)

    517,844        25,136,148  
               70,135,564  
Coal & Consumable Fuels–0.57%  

Peabody Energy Corp.(b)

    396,232        12,239,606  
Commodity Chemicals–0.63%  

Westlake Chemical Corp.

    158,418        13,451,272  
Consumer Electronics–1.86%  

Sony Corp. (Japan)

    920,400        40,073,319  
Data Processing & Outsourced Services–6.05%  

Mastercard Inc.–Class A

    141,197        21,005,878  

Vantiv, Inc.–Class A(b)

    176,581        12,360,670  

Visa Inc.–Class A

    879,195        96,693,866  
               130,060,414  
Diversified Banks–0.43%  

Bank of America Corp.

    339,649        9,302,986  
Electronic Equipment & Instruments–0.62%  

Keysight Technologies, Inc.(b)

    299,726        13,388,760  
Environmental & Facilities Services–1.51%  

Waste Connections, Inc. (Canada)

    213,032        15,054,971  

Waste Management, Inc.

    212,044        17,423,656  
               32,478,627  
Financial Exchanges & Data–1.42%  

Intercontinental Exchange, Inc.

    310,765        20,541,566  
     Shares      Value  
Financial Exchanges & Data–(continued)  

London Stock Exchange Group PLC (United Kingdom)

    141,068      $ 7,047,916  

S&P Global Inc.

    18,898        2,956,970  
               30,546,452  
Health Care Equipment–1.56%  

Boston Scientific Corp.(b)

    666,982        18,768,873  

Intuitive Surgical, Inc.(b)

    39,066        14,663,814  
               33,432,687  
Home Entertainment Software–9.42%  

Activision Blizzard, Inc.

    793,268        51,951,121  

Electronic Arts Inc.(b)

    483,533        57,830,547  

Nintendo Co., Ltd. (Japan)

    100,900        39,303,645  

Take-Two Interactive Software, Inc.(b)

    482,911        53,434,102  
               202,519,415  
Home Improvement Retail–3.31%  

Home Depot, Inc. (The)

    177,458        29,418,987  

Lowe’s Cos., Inc.

    520,491        41,613,256  
               71,032,243  
Hotels, Resorts & Cruise Lines–2.56%  

Norwegian Cruise Line Holdings Ltd.(b)

    623,363        34,752,487  

Royal Caribbean Cruises Ltd.

    163,310        20,212,879  
               54,965,366  
Housewares & Specialties–0.62%  

Newell Brands, Inc.

    325,260        13,264,103  
Industrial Gases–0.36%  

Praxair, Inc.

    52,380        7,653,766  
Industrial Machinery–0.44%  

Stanley Black & Decker Inc.

    58,653        9,475,392  
Internet & Direct Marketing Retail–7.88%  

Amazon.com, Inc.(b)

    118,569        131,051,944  

Netflix Inc.(b)

    38,042        7,472,590  

Priceline Group Inc. (The)(b)

    16,113        30,807,412  
               169,331,946  
Internet Software & Services–16.61%  

Alibaba Group Holding Ltd.–ADR (China)(b)

    331,772        61,341,325  

Alphabet Inc.–Class A(b)

    10,830        11,187,823  

Alphabet Inc.–Class C(b)

    142,541        144,912,882  

Facebook, Inc.–Class A(b)

    715,941        128,912,337  

Sea Ltd.–ADR (Singapore)(b)(c)

    698,416        10,532,113  
               356,886,480  
Investment Banking & Brokerage–1.10%  

Charles Schwab Corp. (The)

    23,440        1,051,049  

E*TRADE Financial Corp.(b)

    434,730        18,949,881  

Lazard Ltd.–Class A

    74,170        3,526,042  
         23,526,972  
 

 

See accompanying Notes to Financial Statements which are an integral part of the financial statements.

 

9                         Invesco Summit Fund


     Shares      Value  
Life Sciences Tools & Services–1.07%  

PRA Health Sciences, Inc.(b)

    125,220      $ 10,196,665  

Thermo Fisher Scientific, Inc.

    65,647        12,724,358  
         22,921,023  
Managed Health Care–2.86%  

UnitedHealth Group Inc.

    292,455        61,479,890  
Movies & Entertainment–0.40%  

IMAX Corp.(b)

    358,095        8,683,804  
Oil & Gas Equipment & Services–0.01%  

Halliburton Co.

    5,049        215,794  
Oil & Gas Exploration & Production–0.77%  

Cimarex Energy Co.

    41,611        4,865,574  

Newfield Exploration Co.(b)

    72,048        2,218,358  

Parsley Energy, Inc.–Class A(b)

    347,053        9,231,610  

Pioneer Natural Resources Co.

    1,472        220,314  
         16,535,856  
Packaged Foods & Meats–4.76%  

Blue Buffalo Pet Products, Inc.(b)

    460,672        13,327,241  

Lamb Weston Holdings, Inc.

    302,230        15,410,708  

Marine Harvest ASA (Norway)

    1,036,566        20,240,721  

Mondelez International, Inc.–Class A

    329,087        13,634,074  

Pinnacle Foods Inc.

    128,184        6,975,773  

Tyson Foods, Inc.–Class A

    448,076        32,669,221  
         102,257,738  
Personal Products–0.26%  

Estee Lauder Cos. Inc. (The)–Class A

    20,703        2,314,803  

Unilever N.V. (United Kingdom)

    54,417        3,163,496  
         5,478,299  
Pharmaceuticals–2.33%  

Allergan PLC

    140,857        24,964,086  

Zoetis Inc.

    394,865        25,200,284  
         50,164,370  
Regional Banks–0.29%  

SVB Financial Group(b)

    28,856        6,327,544  
Research & Consulting Services–0.21%  

Equifax Inc.

    42,492        4,611,657  
Restaurants–0.13%  

Papa John’s International, Inc.

    39,881        2,713,902  
Semiconductor Equipment–0.63%  

Applied Materials, Inc.

    106,259        5,996,195  

ASML Holding N.V.–New York Shares (Netherlands)

    42,132        7,615,359  
         13,611,554  
Semiconductors–3.98%  

Broadcom Ltd.

    193,294        51,012,219  

Integrated Device Technology, Inc.(b)

    843,999        26,223,049  
     Shares      Value  
Semiconductors–(continued)  

NVIDIA Corp.

    39,991      $ 8,270,539  
         85,505,807  
Soft Drinks–0.76%  

Monster Beverage Corp.(b)

    274,151        15,881,567  

PepsiCo, Inc.

    3,803        419,205  
         16,300,772  
Specialized Consumer Services–0.49%  

Service Corp. International

    299,499        10,620,235  
Specialized REIT’s–0.87%  

Crown Castle International Corp.

    102,790        11,006,753  

SBA Communications Corp.–Class A(b)

    49,449        7,772,394  
         18,779,147  
Specialty Chemicals–1.04%  

Sherwin-Williams Co. (The)

    56,372        22,275,396  
Specialty Stores–0.20%  

National Vision Holdings, Inc.(b)

    148,553        4,278,326  
Systems Software–2.13%  

Microsoft Corp.

    439,244        36,536,316  

ServiceNow, Inc.(b)

    72,225        9,127,073  
         45,663,389  
Technology Hardware, Storage & Peripherals–4.08%  

Apple Inc.

    519,167        87,759,990  
Trading Companies & Distributors–1.27%  

Watsco, Inc.

    164,038        27,323,810  
Wireless Telecommunication Services–1.19%  

Sprint Corp.(b)

    3,594,179        23,505,930  

T-Mobile US, Inc.(b)

    34,897        2,085,794  
         25,591,724  

Total Common Stocks & Other Equity Interests
(Cost $1,186,838,204)

 

     2,143,046,948  

Money Market Funds–0.03%

 

Invesco Government & Agency Portfolio–Institutional
Class, 0.95%(d)

    355,676        355,676  

Invesco Treasury Portfolio–Institutional Class, 0.94%(d)

    237,118        237,118  

Total Money Market Funds
(Cost $592,794)

 

     592,794  

TOTAL INVESTMENTS IN SECURITIES (excluding investments purchased with cash collateral from securities on loan)–99.75%
(Cost $1,187,430,998)

 

     2,143,639,742  
 

 

See accompanying Notes to Financial Statements which are an integral part of the financial statements.

 

10                         Invesco Summit Fund


     Shares      Value  

Money Market Fund–0.46%

 

Invesco Government & Agency Portfolio– Institutional Class, 0.95%
(Cost $9,909,467)(d)(e)

    9,909,467      $ 9,909,467  

TOTAL INVESTMENTS IN SECURITIES–100.21%
(Cost $1,197,340,465)

 

     2,153,549,209  

OTHER ASSETS LESS LIABILITIES–(0.21)%

 

     (4,503,870

NET ASSETS–100.00%

 

   $ 2,149,045,339  
 

Investment Abbreviations:

 

ADR  

– American Depositary Receipt

REIT  

– Real Estate Investment Trust

Notes to Schedule of Investments:

 

(a)  Industry and/or sector classifications used in this report are generally according to the Global Industry Classification Standard, which was developed by and is the exclusive property and a service mark of MSCI Inc. and Standard & Poor’s.
(b)  Non-income producing security.
(c)  All or a portion of this security was out on loan at October 31, 2017.
(d)  The money market fund and the Fund are affiliated by having the same investment adviser. The rate shown is the 7-day SEC standardized yield as of October 31, 2017.
(e)  The security has been segregated to satisfy the commitment to return the cash collateral received in securities lending transactions upon the borrower’s return of the securities loaned. See Note 1I.

 

See accompanying Notes to Financial Statements which are an integral part of the financial statements.

 

11                         Invesco Summit Fund


Statement of Assets and Liabilities

October 31, 2017

 

Assets:

 

Investments in securities, at value (Cost $1,186,838,204)*

  $ 2,143,046,948  

Investments in affiliated money market funds, at value and cost

    10,502,261  

Receivable for:

 

Investments sold

    5,318,659  

Fund shares sold

    415,868  

Dividends

    475,889  

Investment for trustee deferred compensation and retirement plans

    422,919  

Other assets

    93,846  

Total assets

    2,160,276,390  

Liabilities:

 

Payable for:

 

Collateral upon return of securities loaned

    9,909,467  

Fund shares reacquired

    290,039  

Accrued fees to affiliates

    534,766  

Accrued trustees’ and officers’ fees and benefits

    4,839  

Accrued other operating expenses

    21,971  

Trustee deferred compensation and retirement plans

    469,969  

Total liabilities

    11,231,051  

Net assets applicable to shares outstanding

  $ 2,149,045,339  

Net assets consist of:

 

Shares of beneficial interest

  $ 1,119,832,965  

Undistributed net investment income

    (204,399

Undistributed net realized gain

    73,209,615  

Net unrealized appreciation

    956,207,158  
    $ 2,149,045,339  

Net Assets:

 

Class A

  $ 77,519,135  

Class B

  $ 347,085  

Class C

  $ 9,324,602  

Class P

  $ 2,044,420,856  

Class S

  $ 3,521,093  

Class Y

  $ 13,880,685  

Class R5

  $ 20,282  

Class R6

  $ 11,601  

Shares outstanding, no par value,
with an unlimited number of shares authorized:

 

Class A

    3,849,923  

Class B

    18,789  

Class C

    506,386  

Class P

    100,259,350  

Class S

    173,926  

Class Y

    682,340  

Class R5

    993  

Class R6

    568  

Class A:

 

Net asset value per share

  $ 20.14  

Maximum offering price per share

 

(Net asset value of $20.14 ¸ 94.50%)

  $ 21.31  

Class B:

 

Net asset value and offering price per share

  $ 18.47  

Class C:

 

Net asset value and offering price per share

  $ 18.41  

Class P:

 

Net asset value and offering price per share

  $ 20.39  

Class S:

 

Net asset value and offering price per share

  $ 20.24  

Class Y:

 

Net asset value and offering price per share

  $ 20.34  

Class R5:

 

Net asset value and offering price per share

  $ 20.42  

Class R6:

 

Net asset value and offering price per share

  $ 20.42  

 

* At October 31, 2017, securities with an aggregate value of $7,942,854 were on loan to brokers.
 

 

See accompanying Notes to Financial Statements which are an integral part of the financial statements.

 

12                         Invesco Summit Fund


Statement of Operations

For the year ended October 31, 2017

 

Investment income:

 

Dividends (net of foreign withholding taxes of $102,147)

   $ 17,784,601  

Dividends from affiliated money market funds (includes securities lending income of $36,411)

     65,642  

Total investment income

     17,850,243  

Expenses:

  

Advisory fees

     12,425,454  

Administrative services fees

     436,920  

Custodian fees

     69,122  

Distribution fees:

  

Class A

     151,447  

Class B

     3,384  

Class C

     65,641  

Class P

     1,875,233  

Class S

     5,161  

Transfer agent fees — A, B, C, P, S and Y

     2,120,164  

Transfer agent fees — R5

     13  

Transfer agent fees — R6

     5  

Trustees’ and officers’ fees and benefits

     51,953  

Registration and filing fees

     120,988  

Reports to shareholders

     205,943  

Professional services fees

     63,119  

Other

     38,915  

Total expenses

     17,633,462  

Less: Fees waived and expense offset arrangement(s)

     (54,224

Net expenses

     17,579,238  

Net investment income

     271,005  

Realized and unrealized gain from:

  

Net realized gain from:

  

Investment securities (includes net gains (losses) from securities sold to affiliates of $(47,186))

     75,431,586  

Foreign currencies

     15,698  
       75,447,284  

Change in net unrealized appreciation of:

  

Investment securities

     426,300,052  

Foreign currencies

     3,243  
       426,303,295  

Net realized and unrealized gain

     501,750,579  

Net increase in net assets resulting from operations

   $ 502,021,584  

 

See accompanying Notes to Financial Statements which are an integral part of the financial statements.

 

13                         Invesco Summit Fund


Statement of Changes in Net Assets

For the years ended October 31, 2017 and 2016

 

     2017      2016  

Operations:

    

Net investment income

  $ 271,005      $ 1,605,230  

Net realized gain

    75,447,284        104,976,732  

Change in net unrealized appreciation (depreciation)

    426,303,295        (94,175,179

Net increase in net assets resulting from operations

    502,021,584        12,406,783  

Distributions to shareholders from net investment income:

    

Class P

    (1,095,288       

Class S

    (455       

Class Y

    (6,596       

Class R5

    (38       

Total distributions from net investment income

    (1,102,377       

Distributions to shareholders from net realized gains:

    

Class A

    (3,020,626      (3,614,176

Class B

    (17,091      (41,771

Class C

    (305,415      (383,143

Class P

    (101,344,615      (115,878,847

Class S

    (189,501      (227,949

Class Y

    (238,831      (155,911

Class R5

    (993      (1,127

Total distributions from net realized gains

    (105,117,072      (120,302,924

Share transactions–net:

    

Class A

    14,871,919        3,485,315  

Class B

    3,229        (227,529

Class C

    3,074,179        644,565  

Class P

    (44,084,588      (9,421,646

Class S

    (334,883      (151,816

Class Y

    8,572,792        1,461,091  

Class R6

    10,005         

Net increase (decrease) in net assets resulting from share transactions

    (17,887,347      (4,210,020

Net increase (decrease) in net assets

    377,914,788        (112,106,161

Net assets:

    

Beginning of year

    1,771,130,551        1,883,236,712  

End of year (includes undistributed net investment income of $(204,399) and $613,834, respectively)

  $ 2,149,045,339      $ 1,771,130,551  

Notes to Financial Statements

October 31, 2017

NOTE 1—Significant Accounting Policies

Invesco Summit Fund (the “Fund”) is a series portfolio of AIM Equity Funds (Invesco Equity Funds) (the “Trust”). The Trust is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end series management investment company consisting of three separate portfolios, each authorized to issue an unlimited number of shares of beneficial interest. The assets, liabilities and operations of each portfolio are accounted for separately. Information presented in these financial statements pertains only to the Fund. Matters affecting each portfolio or class will be voted on exclusively by the shareholders of such portfolio or class.

The Fund’s investment objective is long-term growth of capital.

The Fund currently consists of eight different classes of shares: Class A, Class B, Class C, Class P, Class S, Class Y, Class R5 and Class R6. On April 4, 2017, the Fund began offering Class R6 shares. Class P shares are not sold to members of the general public. Only shareholders who had accounts in the AIM Summit Investors Plans I and AIM Summit Investors Plans II at the close of business on December 8, 2006, may continue to purchase Class P shares as described in the Fund’s prospectus. Class Y shares are available only to certain investors. Class A shares are sold with a front-end sales charge unless certain waiver criteria are met and under certain circumstances load waiver shares may be subject to contingent deferred sales charges (“CDSC”). Class C shares are sold with a CDSC. Class P, Class S, Class Y, Class R5 and Class R6 shares are sold at net asset

 

14                         Invesco Summit Fund


value. Effective November 30, 2010, new or additional investments in Class B shares are no longer permitted. Existing shareholders of Class B shares may continue to reinvest dividends and capital gains distributions in Class B shares until they convert to Class A shares. Also, shareholders in Class B shares will be able to exchange those shares for Class B shares of other Invesco Funds offering such shares until they convert to Class A shares. Generally, Class B shares will automatically convert to Class A shares on or about the month-end, which is at least eight years after the date of purchase. Redemption of Class B shares prior to the conversion date will be subject to a CDSC.

The Fund is an investment company and accordingly follows the investment company accounting and reporting guidance in accordance with Financial Accounting Standards Board Accounting Standards Codification Topic 946, Financial Services — Investment Companies.

The following is a summary of the significant accounting policies followed by the Fund in the preparation of its financial statements.

A. Security Valuations — Securities, including restricted securities, are valued according to the following policy.

A security listed or traded on an exchange (except convertible securities) is valued at its last sales price or official closing price as of the close of the customary trading session on the exchange where the security is principally traded, or lacking any sales or official closing price on a particular day, the security may be valued at the closing bid price on that day. Securities traded in the over-the-counter market are valued based on prices furnished by independent pricing services or market makers. When such securities are valued by an independent pricing service they may be considered fair valued. Futures contracts are valued at the final settlement price set by an exchange on which they are principally traded. Listed options are valued at the mean between the last bid and asked prices from the exchange on which they are principally traded. Options not listed on an exchange are valued by an independent source at the mean between the last bid and asked prices. For purposes of determining net asset value (“NAV”) per share, futures and option contracts generally are valued 15 minutes after the close of the customary trading session of the New York Stock Exchange (“NYSE”).

Investments in open-end and closed-end registered investment companies that do not trade on an exchange are valued at the end-of-day net asset value per share. Investments in open-end and closed-end registered investment companies that trade on an exchange are valued at the last sales price or official closing price as of the close of the customary trading session on the exchange where the security is principally traded.

Debt obligations (including convertible securities) and unlisted equities are fair valued using an evaluated quote provided by an independent pricing service. Evaluated quotes provided by the pricing service may be determined without exclusive reliance on quoted prices, and may reflect appropriate factors such as institution-size trading in similar groups of securities, developments related to specific securities, dividend rate (for unlisted equities), yield (for debt obligations), quality, type of issue, coupon rate (for debt obligations), maturity (for debt obligations), individual trading characteristics and other market data. Pricing services generally value debt obligations assuming orderly transactions of institutional round lot size, but a fund may hold or transact in the same securities in smaller, odd lot sizes. Odd lots often trade at lower prices than institutional round lots. Debt obligations are subject to interest rate and credit risks. In addition, all debt obligations involve some risk of default with respect to interest and/or principal payments.

Foreign securities’ (including foreign exchange contracts) prices are converted into U.S. dollar amounts using the applicable exchange rates as of the close of the NYSE. If market quotations are available and reliable for foreign exchange-traded equity securities, the securities will be valued at the market quotations. Because trading hours for certain foreign securities end before the close of the NYSE, closing market quotations may become unreliable. If between the time trading ends on a particular security and the close of the customary trading session on the NYSE, events occur that the investment adviser determines are significant and make the closing price unreliable, the Fund may fair value the security. If the event is likely to have affected the closing price of the security, the security will be valued at fair value in good faith using procedures approved by the Board of Trustees. Adjustments to closing prices to reflect fair value may also be based on a screening process of an independent pricing service to indicate the degree of certainty, based on historical data, that the closing price in the principal market where a foreign security trades is not the current value as of the close of the NYSE. Foreign securities’ prices meeting the approved degree of certainty that the price is not reflective of current value will be priced at the indication of fair value from the independent pricing service. Multiple factors may be considered by the independent pricing service in determining adjustments to reflect fair value and may include information relating to sector indices, American Depositary Receipts and domestic and foreign index futures. Foreign securities may have additional risks including exchange rate changes, potential for sharply devalued currencies and high inflation, political and economic upheaval, the relative lack of issuer information, relatively low market liquidity and the potential lack of strict financial and accounting controls and standards.

Securities for which market prices are not provided by any of the above methods may be valued based upon quotes furnished by independent sources. The last bid price may be used to value equity securities. The mean between the last bid and asked prices is used to value debt obligations, including corporate loans.

Securities for which market quotations are not readily available or became unreliable are valued at fair value as determined in good faith by or under the supervision of the Trust’s officers following procedures approved by the Board of Trustees. Issuer specific events, market trends, bid/asked quotes of brokers and information providers and other market data may be reviewed in the course of making a good faith determination of a security’s fair value.

The Fund may invest in securities that are subject to interest rate risk, meaning the risk that the prices will generally fall as interest rates rise and, conversely, the prices will generally rise as interest rates fall. Specific securities differ in their sensitivity to changes in interest rates depending on their individual characteristics. Changes in interest rates may result in increased market volatility, which may affect the value and/or liquidity of certain Fund investments.

Valuations change in response to many factors including the historical and prospective earnings of the issuer, the value of the issuer’s assets, general economic conditions, interest rates, investor perceptions and market liquidity. Because of the inherent uncertainties of valuation, the values reflected in the financial statements may materially differ from the value received upon actual sale of those investments.

B. Securities Transactions and Investment Income — Securities transactions are accounted for on a trade date basis. Realized gains or losses on sales are computed on the basis of specific identification of the securities sold. Interest income (net of withholding tax, if any) is recorded on the accrual basis from settlement date. Dividend income (net of withholding tax, if any) is recorded on the ex-dividend date.

The Fund may periodically participate in litigation related to Fund investments. As such, the Fund may receive proceeds from litigation settlements. Any proceeds received are included in the Statement of Operations as realized gain (loss) for investments no longer held and as unrealized gain (loss) for investments still held.

 

15                         Invesco Summit Fund


Brokerage commissions and mark ups are considered transaction costs and are recorded as an increase to the cost basis of securities purchased and/or a reduction of proceeds on a sale of securities. Such transaction costs are included in the determination of net realized and unrealized gain (loss) from investment securities reported in the Statement of Operations and the Statement of Changes in Net Assets and the net realized and unrealized gains (losses) on securities per share in the Financial Highlights. Transaction costs are included in the calculation of the Fund’s net asset value and, accordingly, they reduce the Fund’s total returns. These transaction costs are not considered operating expenses and are not reflected in net investment income reported in the Statement of Operations and the Statement of Changes in Net Assets, or the net investment income per share and the ratios of expenses and net investment income reported in the Financial Highlights, nor are they limited by any expense limitation arrangements between the Fund and the investment adviser.

The Fund allocates income and realized and unrealized capital gains and losses to a class based on the relative net assets of each class.

C. Country Determination — For the purposes of making investment selection decisions and presentation in the Schedule of Investments, the investment adviser may determine the country in which an issuer is located and/or credit risk exposure based on various factors. These factors include the laws of the country under which the issuer is organized, where the issuer maintains a principal office, the country in which the issuer derives 50% or more of its total revenues and the country that has the primary market for the issuer’s securities, as well as other criteria. Among the other criteria that may be evaluated for making this determination are the country in which the issuer maintains 50% or more of its assets, the type of security, financial guarantees and enhancements, the nature of the collateral and the sponsor organization. Country of issuer and/or credit risk exposure has been determined to be the United States of America, unless otherwise noted.
D. Distributions — Distributions from net investment income and net realized capital gain, if any, are generally declared and paid annually and recorded on the ex-dividend date. The Fund may elect to treat a portion of the proceeds from redemptions as distributions for federal income tax purposes.
E. Federal Income Taxes — The Fund intends to comply with the requirements of Subchapter M of the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), necessary to qualify as a regulated investment company and to distribute substantially all of the Fund’s taxable earnings to shareholders. As such, the Fund will not be subject to federal income taxes on otherwise taxable income (including net realized capital gain) that is distributed to shareholders. Therefore, no provision for federal income taxes is recorded in the financial statements.

The Fund recognizes the tax benefits of uncertain tax positions only when the position is more likely than not to be sustained. Management has analyzed the Fund’s uncertain tax positions and concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions. Management is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next 12 months.

The Fund files tax returns in the U.S. Federal jurisdiction and certain other jurisdictions. Generally, the Fund is subject to examinations by such taxing authorities for up to three years after the filing of the return for the tax period.

F. Expenses — Fees provided for under the Rule 12b-1 plan of a particular class of the Fund are charged to the operations of such class. Transfer agency fees and expenses and other shareholder recordkeeping fees and expenses attributable to Class R5 and Class R6 are allocated to each share class based on relative net assets. Sub-accounting fees attributable to Class R5 are charged to the operations of the class. Transfer agency fees and expenses and other shareholder recordkeeping fees and expenses relating to all other classes are allocated among those classes based on relative net assets. All other expenses are allocated among the classes based on relative net assets.
G. Accounting Estimates  The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period including estimates and assumptions related to taxation. Actual results could differ from those estimates by a significant amount. In addition, the Fund monitors for material events or transactions that may occur or become known after the period-end date and before the date the financial statements are released to print.
H. Indemnifications — Under the Trust’s organizational documents, each Trustee, officer, employee or other agent of the Trust is indemnified against certain liabilities that may arise out of the performance of their duties to the Fund. Additionally, in the normal course of business, the Fund enters into contracts, including the Fund’s servicing agreements, that contain a variety of indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. The risk of material loss as a result of such indemnification claims is considered remote.
I. Securities Lending — The Fund may lend portfolio securities having a market value up to one-third of the Fund’s total assets. Such loans are secured by collateral equal to no less than the market value of the loaned securities determined daily by the securities lending provider. Such collateral will be cash or debt securities issued or guaranteed by the U.S. Government or any of its sponsored agencies. Cash collateral received in connection with these loans is invested in short-term money market instruments or affiliated money market funds and is shown as such on the Schedule of Investments. The Fund bears the risk of loss with respect to the investment of collateral. It is the Fund’s policy to obtain additional collateral from or return excess collateral to the borrower by the end of the next business day, following the valuation date of the securities loaned. Therefore, the value of the collateral held may be temporarily less than the value of the securities on loan. When loaning securities, the Fund retains certain benefits of owning the securities, including the economic equivalent of dividends or interest generated by the security. Lending securities entails a risk of loss to the Fund if, and to the extent that, the market value of the securities loaned were to increase and the borrower did not increase the collateral accordingly, and the borrower failed to return the securities. The securities loaned are subject to termination at the option of the borrower or the Fund. Upon termination, the borrower will return to the Fund the securities loaned and the Fund will return the collateral. Upon the failure of the borrower to return the securities, collateral may be liquidated and the securities may be purchased on the open market to replace the loaned securities. The Fund could experience delays and costs in gaining access to the collateral and the securities may lose value during the delay which could result in potential losses to the Fund. Some of these losses may be indemnified by the lending agent. The Fund bears the risk of any deficiency in the amount of the collateral available for return to the borrower due to any loss on the collateral invested. Dividends received on cash collateral investments for securities lending transactions, which are net of compensation to counterparties, are included in Dividends from affiliated money market funds on the Statement of Operations. The aggregate value of securities out on loan, if any, is shown as a footnote on the Statement of Assets and Liabilities.

 

16                         Invesco Summit Fund


J. Foreign Currency Translations — Foreign currency is valued at the close of the NYSE based on quotations posted by banks and major currency dealers. Portfolio securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at date of valuation. Purchases and sales of portfolio securities (net of foreign taxes withheld on disposition) and income items denominated in foreign currencies are translated into U.S. dollar amounts on the respective dates of such transactions. The Fund does not separately account for the portion of the results of operations resulting from changes in foreign exchange rates on investments and the fluctuations arising from changes in market prices of securities held. The combined results of changes in foreign exchange rates and the fluctuation of market prices on investments (net of estimated foreign tax withholding) are included with the net realized and unrealized gain or loss from investments in the Statement of Operations. Reported net realized foreign currency gains or losses arise from (1) sales of foreign currencies, (2) currency gains or losses realized between the trade and settlement dates on securities transactions, and (3) the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign currency gains and losses arise from changes in the fair values of assets and liabilities, other than investments in securities at fiscal period end, resulting from changes in exchange rates.

The Fund may invest in foreign securities, which may be subject to foreign taxes on income, gains on investments or currency repatriation, a portion of which may be recoverable. Foreign taxes, if any, are recorded based on the tax regulations and rates that exist in the foreign markets in which the Fund invests and are shown in the Statement of Operations.

K. Forward Foreign Currency Contracts — The Fund may engage in foreign currency transactions either on a spot (i.e. for prompt delivery and settlement) basis, or through forward foreign currency contracts, to manage or minimize currency or exchange rate risk.

The Fund may also enter into forward foreign currency contracts for the purchase or sale of a security denominated in a foreign currency in order to “lock in” the U.S. dollar price of that security, or the Fund may also enter into forward foreign currency contracts that do not provide for physical settlement of the two currencies, but instead are settled by a single cash payment calculated as the difference between the agreed upon exchange rate and the spot rate at settlement based upon an agreed upon notional amount (non-deliverable forwards). The Fund will set aside liquid assets in an amount equal to the daily mark-to-market obligation for forward foreign currency contracts.

A forward foreign currency contract is an obligation between two parties (“Counterparties”) to purchase or sell a specific currency for an agreed-upon price at a future date. The use of forward foreign currency contracts does not eliminate fluctuations in the price of the underlying securities the Fund owns or intends to acquire but establishes a rate of exchange in advance. Fluctuations in the value of these contracts are measured by the difference in the contract date and reporting date exchange rates and are recorded as unrealized appreciation (depreciation) until the contracts are closed. When the contracts are closed, realized gains (losses) are recorded. Realized and unrealized gains (losses) on the contracts are included in the Statement of Operations. The primary risks associated with forward foreign currency contracts include failure of the Counterparty to meet the terms of the contract and the value of the foreign currency changing unfavorably. These risks may be in excess of the amounts reflected in the Statement of Assets and Liabilities.

NOTE 2—Advisory Fees and Other Fees Paid to Affiliates

The Trust has entered into a master investment advisory agreement with Invesco Advisers, Inc. (the “Adviser” or “Invesco”). Under the terms of the investment advisory agreement, the Fund accrues daily and pays monthly an advisory fee to the Adviser based on the annual rate of the Fund’s average daily net assets as follows:

 

Average Daily Net Assets   Rate  

First $10 million

    1 .00%   

Next $140 million

    0 .75%   

Over $150 million

    0 .625%         

For the year ended October 31, 2017, the effective advisory fees incurred by the Fund was 0.64%.

Under the terms of a master sub-advisory agreement between the Adviser and each of Invesco Asset Management Deutschland GmbH, Invesco Asset Management Limited, Invesco Asset Management (Japan) Limited, Invesco Hong Kong Limited, Invesco Senior Secured Management, Inc. and Invesco Canada Ltd. (collectively, the “Affiliated Sub-Advisers”) the Adviser, not the Fund, will pay 40% of the fees paid to the Adviser to any such Affiliated Sub-Adviser(s) that provide(s) discretionary investment management services to the Fund based on the percentage of assets allocated to such Affiliated Sub-Adviser(s).

The Adviser has contractually agreed, through at least June 30, 2018, to waive advisory fees and/or reimburse expenses of all shares to the extent necessary to limit total annual fund operating expenses after fee waiver and/or expense reimbursement (excluding certain items discussed below) of Class A, Class B, Class C, Class P, Class S, Class Y, Class R5 and Class R6 shares to 2.00%, 2.75%, 2.75%, 1.85%, 1.90%, 1.75%, 1.75% and 1.75%, respectively, of average daily net assets (the “expense limits”). In determining the Adviser’s obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account, and could cause the total annual fund operating expenses after fee waiver and/or expense reimbursement to exceed the numbers reflected above: (1) interest; (2) taxes; (3) dividend expense on short sales; (4) extraordinary or non-routine items, including litigation expenses; and (5) expenses that the Fund has incurred but did not actually pay because of an expense offset arrangement. Unless Invesco continues the fee waiver agreement, it will terminate on June 30, 2018. During its term, the fee waiver agreement cannot be terminated or amended to increase the expense limits or reduce the advisory fee waiver without approval of the Board of Trustees. The Adviser did not waive fees and/or reimburse expenses during the period under these expense limits.

Further, the Adviser has contractually agreed, through at least June 30, 2019, to waive the advisory fee payable by the Fund in an amount equal to 100% of the net advisory fees the Adviser receives from the affiliated money market funds on investments by the Fund of uninvested cash (excluding investments of cash collateral from securities lending) in such affiliated money market funds.

For the year ended October 31, 2017, the Adviser waived advisory fees of $8,615.

The Trust has entered into a master administrative services agreement with Invesco pursuant to which the Fund has agreed to pay Invesco for certain administrative costs incurred in providing accounting services to the Fund. For the year ended October 31, 2017, expenses incurred under the agreement are shown in the Statement of Operations as Administrative services fees.

 

17                         Invesco Summit Fund


The Trust has entered into a transfer agency and service agreement with Invesco Investment Services, Inc. (“IIS”) pursuant to which the Fund has agreed to pay IIS a fee for providing transfer agency and shareholder services to the Fund and reimburse IIS for certain expenses incurred by IIS in the course of providing such services. IIS may make payments to intermediaries that provide omnibus account services, sub-accounting services and/or networking services. All fees payable by IIS to intermediaries that provide omnibus account services or sub-accounting services are charged back to the Fund, subject to certain limitations approved by the Trust’s Board of Trustees. For the year ended October 31, 2017, expenses incurred under the agreement are shown in the Statement of Operations as Transfer agent fees.

The Fund has entered into master distribution agreements with Invesco Distributors, Inc. (“IDI”) to serve as the distributor for the Class A, Class B, Class C, Class P, Class S, Class Y, Class R5 and Class R6 shares. The Fund has adopted plans pursuant to Rule 12b-1 under the 1940 Act with respect to the Fund’s Class A, Class B, Class C shares, Class P shares and Class S shares (collectively, the “Plans”). The Fund, pursuant to the Plans, pays IDI compensation at the annual rate of 0.25% of the Fund’s average daily net assets of Class A shares, 1.00% of the average daily net assets of Class B and Class C shares, 0.10% of the average daily net assets of Class P shares and 0.15% of the average daily net assets of Class S shares. The fees are accrued daily and paid monthly. Of the Plan payments, up to 0.25% of the average daily net assets of Class A, Class B and Class C shares, 0.10% of the average daily net assets of Class P shares and 0.15% of the average daily net assets of Class S shares may be paid to furnish continuing personal shareholder services to customers who purchase and own shares of such classes. Any amounts not paid as a service fee under the Plans would constitute an asset-based sales charge. Rules of the Financial Industry Regulatory Authority (“FINRA”) impose a cap on the total sales charges, including asset-based sales charges, that may be paid by any class of shares of the Fund. For the year ended October 31, 2017, expenses incurred under the Plans are shown in the Statement of Operations as Distribution fees.

Front-end sales commissions and CDSC (collectively, the “sales charges”) are not recorded as expenses of the Fund. Front-end sales commissions are deducted from proceeds from the sales of Fund shares prior to investment in Class A shares of the Fund. CDSC are deducted from redemption proceeds prior to remittance to the shareholder. During the year ended October 31, 2017, IDI advised the Fund that IDI retained $48,341 in front-end sales commissions from the sale of Class A shares and $1,098, $37 and $64 from Class A, Class B and Class C shares, respectively, for CDSC imposed on redemptions by shareholders.

For the year ended October 31, 2017, the Fund incurred $15,605 in brokerage commissions with Invesco Capital Markets, Inc., an affiliate of the Adviser and IDI, for portfolio transactions executed on behalf of the Fund.

Certain officers and trustees of the Trust are officers and directors of the Adviser, IIS and/or IDI.

NOTE 3—Additional Valuation Information

GAAP defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, under current market conditions. GAAP establishes a hierarchy that prioritizes the inputs to valuation methods, giving the highest priority to readily available unadjusted quoted prices in an active market for identical assets (Level 1) and the lowest priority to significant unobservable inputs (Level 3), generally when market prices are not readily available or are unreliable. Based on the valuation inputs, the securities or other investments are tiered into one of three levels. Changes in valuation methods may result in transfers in or out of an investment’s assigned level:

  Level 1 — Prices are determined using quoted prices in an active market for identical assets.
  Level 2 — Prices are determined using other significant observable inputs. Observable inputs are inputs that other market participants may use in pricing a security. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk, yield curves, loss severities, default rates, discount rates, volatilities and others.
  Level 3 — Prices are determined using significant unobservable inputs. In situations where quoted prices or observable inputs are unavailable (for example, when there is little or no market activity for an investment at the end of the period), unobservable inputs may be used. Unobservable inputs reflect the Fund’s own assumptions about the factors market participants would use in determining fair value of the securities or instruments and would be based on the best available information.

The following is a summary of the tiered valuation input levels, as of October 31, 2017. The level assigned to the securities valuations may not be an indication of the risk or liquidity associated with investing in those securities. Because of the inherent uncertainties of valuation, the values reflected in the financial statements may materially differ from the value received upon actual sale of those investments.

The Fund’s policy is to recognize transfers in and out of the valuation levels as of the end of the reporting period.

During the year ended October 31, 2017, there were no material transfers between valuation levels.

 

     Level 1        Level 2        Level 3        Total  

Common Stocks & Other Equity Interests

  $ 2,063,669,984        $ 79,376,964        $        $ 2,143,046,948  

Money Market Funds

    10,502,261                            10,502,261  

Total Investments

  $ 2,074,172,245        $ 79,376,964        $        $ 2,153,549,209  

NOTE 4—Security Transactions with Affiliated Funds

The Fund is permitted to purchase or sell securities from or to certain other Invesco Funds under specified conditions outlined in procedures adopted by the Board of Trustees of the Trust. The procedures have been designed to ensure that any purchase or sale of securities by the Fund from or to another fund or portfolio that is or could be considered an affiliate by virtue of having a common investment adviser (or affiliated investment advisers), common Trustees and/or common officers complies with Rule 17a-7 of the 1940 Act. Further, as defined under the procedures, each transaction is effected at the current market price. Pursuant to these procedures, for the year ended October 31, 2017, the Fund engaged in securities sales of $2,620,089, which resulted in net realized gains (losses) of $(47,186).

 

18                         Invesco Summit Fund


NOTE 5—Expense Offset Arrangement(s)

The expense offset arrangement is comprised of transfer agency credits which result from balances in demand deposit accounts used by the transfer agent for clearing shareholder transactions. For the year ended October 31, 2017, the Fund received credits from this arrangement, which resulted in the reduction of the Fund’s total expenses of $45,609.

NOTE 6—Trustees’ and Officers’ Fees and Benefits

Trustees’ and Officers’ Fees and Benefits include amounts accrued by the Fund to pay remuneration to certain Trustees and Officers of the Fund. Trustees have the option to defer compensation payable by the Fund, and Trustees’ and Officers’ Fees and Benefits also include amounts accrued by the Fund to fund such deferred compensation amounts. Those Trustees who defer compensation have the option to select various Invesco Funds in which their deferral accounts shall be deemed to be invested. Finally, certain current Trustees were eligible to participate in a retirement plan that provided for benefits to be paid upon retirement to Trustees over a period of time based on the number of years of service. The Fund may have certain former Trustees who also participate in a retirement plan and receive benefits under such plan. Trustees’ and Officers’ Fees and Benefits include amounts accrued by the Fund to fund such retirement benefits. Obligations under the deferred compensation and retirement plans represent unsecured claims against the general assets of the Fund.

NOTE 7—Cash Balances

The Fund is permitted to temporarily carry a negative or overdrawn balance in its account with State Street Bank and Trust Company, the custodian bank. Such balances, if any at period-end, are shown in the Statement of Assets and Liabilities under the payable caption Amount due custodian. To compensate the custodian bank for such overdrafts, the overdrawn Fund may either (1) leave funds as a compensating balance in the account so the custodian bank can be compensated by earning the additional interest; or (2) compensate by paying the custodian bank at a rate agreed upon by the custodian bank and Invesco, not to exceed the contractually agreed upon rate.

NOTE 8—Distributions to Shareholders and Tax Components of Net Assets

Tax Character of Distributions to Shareholders Paid During the Fiscal Years Ended October 31, 2017 and 2016:

 

     2017        2016  

Ordinary income

  $ 1,102,377        $  

Long-term capital gain

    105,117,072          120,302,924  

Total distributions

  $ 106,219,449        $ 120,302,924  

Tax Components of Net Assets at Period-End:

 

     2017  

Undistributed ordinary income

  $ 5,888,472  

Undistributed long-term gain

    72,869,226  

Net unrealized appreciation — investments

    950,892,470  

Net unrealized appreciation (depreciation) — foreign currencies

    (1,586

Temporary book/tax differences

    (436,208

Shares of beneficial interest

    1,119,832,965  

Total net assets

  $ 2,149,045,339  

The difference between book-basis and tax-basis unrealized appreciation (depreciation) is due to differences in the timing of recognition of gains and losses on investments for tax and book purposes. The Fund’s net unrealized appreciation (depreciation) difference is attributable primarily to wash sales.

The temporary book/tax differences are a result of timing differences between book and tax recognition of income and/or expenses. The Fund’s temporary book/tax differences are the result of the trustee deferral of compensation and retirement plan benefits.

Capital loss carryforward is calculated and reported as of a specific date. Results of transactions and other activity after that date may affect the amount of capital loss carryforward actually available for the Fund to utilize. Capital losses generated in years beginning after December 22, 2010 can be carried forward for an unlimited period, whereas previous losses expire in eight tax years. Capital losses with an expiration period may not be used to offset capital gains until all net capital losses without an expiration date have been utilized. Capital loss carryforwards with no expiration date will retain their character as either short-term or long-term capital losses instead of as short-term capital losses as under prior law. The ability to utilize capital loss carryforwards in the future may be limited under the Internal Revenue Code and related regulations based on the results of future transactions.

The Fund does not have a capital loss carryforward as of October 31, 2017.

 

19                         Invesco Summit Fund


NOTE 9—Investment Transactions

The aggregate amount of investment securities (other than short-term securities, U.S. Treasury obligations and money market funds, if any) purchased and sold by the Fund during the year ended October 31, 2017 was $604,422,578 and $682,080,356, respectively. Cost of investments, including any derivatives, on a tax basis includes the adjustments for financial reporting purposes as of the most recently completed federal income tax reporting period-end.

 

Unrealized Appreciation (Depreciation) of Investments on a Tax Basis  

Aggregate unrealized appreciation of investments

  $ 974,066,785  

Aggregate unrealized (depreciation) of investments

    (23,174,315

Net unrealized appreciation of investments

  $ 950,892,470  

Cost of investments for tax purposes is $1,202,656,739.

NOTE 10—Reclassification of Permanent Differences

Primarily as a result of differing book/tax treatment of foreign currency transactions and partnerships, on October 31, 2017, undistributed net investment income was increased by $13,139 and undistributed net realized gain was decreased by $13,139. This reclassification had no effect on the net assets of the Fund.

NOTE 11—Share Information

 

     Summary of Share Activity  
    Years ended October 31,  
    2017      2016  
     Shares      Amount      Shares      Amount  

Sold:

          

Class A

    1,616,698      $ 29,365,182        1,586,776      $ 25,588,835  

Class B

    14,112        224,817        8,187        126,342  

Class C

    377,457        6,417,661        209,372        3,205,647  

Class P

    1,741,281        31,130,630        2,250,146        36,399,297  

Class S

    4,783        84,978        9,453        154,193  

Class Y

    633,118        11,532,147        425,083        6,711,110  

Class R6(a)

    568        10,005                

Issued as reinvestment of dividends:

          

Class A

    173,488        2,779,270        205,393        3,292,454  

Class B

    1,135        16,791        2,679        40,164  

Class C

    19,988        294,614        24,777        370,418  

Class P

    6,231,181        100,945,132        7,072,427        114,502,599  

Class S

    11,806        189,951        14,167        227,949  

Class Y

    14,223        229,700        8,724        140,813  

Automatic conversion of Class B shares to Class A shares:

          

Class A

    10,175        178,740        13,153        209,023  

Class B

    (11,042      (178,740      (14,108      (209,023

Reacquired:

          

Class A

    (982,545      (17,451,273      (1,635,699      (25,604,997

Class B

    (3,617      (59,639      (12,798      (185,012

Class C

    (217,575      (3,638,096      (202,095      (2,931,500

Class P

    (9,754,579      (176,160,350      (9,931,393      (160,323,542

Class S

    (32,871      (609,812      (34,384      (533,958

Class Y

    (179,003      (3,189,055      (342,458      (5,390,832

Net increase (decrease) in share activity

    (331,219    $ (17,887,347      (342,598    $ (4,210,020

 

(a)  Commencement date April 4, 2017.

 

20                         Invesco Summit Fund


NOTE 12—Financial Highlights

The following schedule presents financial highlights for a share of the Fund outstanding throughout the periods indicated.

 

     Net asset
value,
beginning
of period
    Net
investment
income
(loss)(a)
    Net gains
on securities
(both
realized and
unrealized)
    Total from
investment
operations
    Dividends
from net
investment
income
    Distributions
from net
realized
gains
    Total
distributions
    Net asset
value, end
of period
    Total
return(b)
    Net assets,
end of period
(000’s omitted)
    Ratio of
expenses
to average
net assets
with fee waivers
and/or expenses
absorbed
    Ratio of
expenses
to average net
assets without
fee waivers
and/or expenses
absorbed
    Ratio of net
investment
income (loss)
to average
net assets
    Portfolio
turnover(c)
 

Class A

                           

Year ended 10/31/17

  $ 16.56     $ (0.02   $ 4.60     $ 4.58     $     $ (1.00   $ (1.00   $ 20.14       29.20   $ 77,519       1.04 %(d)      1.04 %(d)      (0.13 )%(d)      31

Year ended 10/31/16

    17.59       (0.01     0.11       0.10             (1.13     (1.13     16.56       0.81       50,217       1.05       1.05       (0.05     47  

Year ended 10/31/15

    18.62       (0.03     1.44       1.41             (2.44     (2.44     17.59       8.86       50,349       1.04       1.04       (0.16     49  

Year ended 10/31/14

    16.40       (0.03     2.62       2.59       (0.03     (0.34     (0.37     18.62       16.06       30,382       1.05       1.05       (0.18     52  

Year ended 10/31/13

    12.67       0.03       3.72       3.75       (0.02           (0.02     16.40       29.68       23,025       1.06       1.06       0.20       49  

Class B

                           

Year ended 10/31/17

    15.38       (0.14     4.23       4.09             (1.00     (1.00     18.47       28.21       347       1.79 (d)      1.79 (d)      (0.88 )(d)      31  

Year ended 10/31/16

    16.53       (0.12     0.10       (0.02           (1.13     (1.13     15.38       0.09       280       1.80       1.80       (0.80     47  

Year ended 10/31/15

    17.77       (0.15     1.35       1.20             (2.44     (2.44     16.53       7.20       566       1.79       1.79       (0.91     49  

Year ended 10/31/14

    15.76       (0.15     2.50       2.35             (0.34     (0.34     17.77       15.19       676       1.80       1.80       (0.93     52  

Year ended 10/31/13

    12.25       (0.08     3.59       3.51                         15.76       28.65       831       1.81       1.81       (0.55     49  

Class C

                           

Year ended 10/31/17

    15.34       (0.15     4.22       4.07             (1.00     (1.00     18.41       28.15       9,325       1.79 (d)      1.79 (d)      (0.88 )(d)      31  

Year ended 10/31/16

    16.49       (0.12     0.10       (0.02           (1.13     (1.13     15.34       0.09       5,008       1.80       1.80       (0.80     47  

Year ended 10/31/15

    17.73       (0.15     1.35       1.20             (2.44     (2.44     16.49       8.02       4,855       1.79       1.79       (0.91     49  

Year ended 10/31/14

    15.73       (0.16     2.50       2.34             (0.34     (0.34     17.73       15.15       2,337       1.80       1.80       (0.93     52  

Year ended 10/31/13

    12.22       (0.08     3.59       3.51                         15.73       28.72       2,122       1.81       1.81       (0.55     49  

Class P

       

Year ended 10/31/17

    16.75       0.00       4.65       4.65       (0.01     (1.00     (1.01     20.39       29.32       2,044,421       0.89 (d)      0.89 (d)      0.02 (d)      31  

Year ended 10/31/16

    17.75       0.02       0.11       0.13             (1.13     (1.13     16.75       0.98       1,708,869       0.90       0.90       0.10       47  

Year ended 10/31/15

    18.74       (0.00     1.45       1.45             (2.44     (2.44     17.75       9.03       1,821,733       0.89       0.89       (0.01     49  

Year ended 10/31/14

    16.50       (0.01     2.63       2.62       (0.04     (0.34     (0.38     18.74       16.22       1,829,660       0.90       0.90       (0.03     52  

Year ended 10/31/13

    12.75       0.05       3.74       3.79       (0.04           (0.04     16.50       29.84       1,746,339       0.91       0.91       0.35       49  

Class S

                           

Year ended 10/31/17

    16.63       (0.01     4.62       4.61       (0.00     (1.00     (1.00     20.24       29.29       3,521       0.94 (d)      0.94 (d)      (0.03 )(d)      31  

Year ended 10/31/16

    17.64       0.01       0.11       0.12             (1.13     (1.13     16.63       0.92       3,164       0.95       0.95       0.05       47  

Year ended 10/31/15

    18.66       (0.01     1.43       1.42             (2.44     (2.44     17.64       8.90       3,546       0.94       0.94       (0.06     49  

Year ended 10/31/14

    16.43       (0.01     2.62       2.61       (0.04     (0.34     (0.38     18.66       16.18       3,685       0.95       0.95       (0.08     52  

Year ended 10/31/13

    12.70       0.04       3.73       3.77       (0.04           (0.04     16.43       29.74       4,490       0.96       0.96       0.30       49  

Class Y

                           

Year ended 10/31/17

    16.71       0.02       4.64       4.66       (0.03     (1.00     (1.03     20.34       29.46       13,881       0.79 (d)      0.79 (d)      0.12 (d)      31  

Year ended 10/31/16

    17.69       0.03       0.12       0.15             (1.13     (1.13     16.71       1.10       3,576       0.80       0.80       0.20       47  

Year ended 10/31/15

    18.67       0.02       1.44       1.46             (2.44     (2.44     17.69       9.13       2,170       0.79       0.79       0.09       49  

Year ended 10/31/14

    16.45       0.01       2.61       2.62       (0.06     (0.34     (0.40     18.67       16.23       699       0.80       0.80       0.07       52  

Year ended 10/31/13

    12.72       0.06       3.73       3.79       (0.06           (0.06     16.45       29.90       514       0.81       0.81       0.45       49  

Class R5

                           

Year ended 10/31/17

    16.77       0.03       4.66       4.69       (0.04     (1.00     (1.04     20.42       29.56       20       0.76 (d)      0.76 (d)      0.15 (d)      31  

Year ended 10/31/16

    17.75       0.04       0.11       0.15             (1.13     (1.13     16.77       1.10       17       0.74       0.74       0.26       47  

Year ended 10/31/15

    18.71       0.04       1.44       1.48             (2.44     (2.44     17.75       9.24       18       0.68       0.68       0.20       49  

Year ended 10/31/14

    16.46       0.03       2.63       2.66       (0.07     (0.34     (0.41     18.71       16.50       541       0.69       0.69       0.18       52  

Year ended 10/31/13

    12.73       0.08       3.72       3.80       (0.07           (0.07     16.46       30.05       114       0.71       0.71       0.55       49  

Class R6

                           

Year ended 10/31/17(e)

    17.61       0.01       2.80       2.81                         20.42       15.96       12       0.77 (d)(f)      0.77 (d)(f)     0.14 (d)(f)      31  

 

(a)  Calculated using average shares outstanding.
(b)  Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Does not include sales charges and is not annualized for periods less than one year, if applicable.
(c)  Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year, if applicable.
(d)  Ratios are based on average daily net assets (000’s omitted) of $60,579, $338, $6,564, $1,875,233, $3,441, $7,894, $18 and $11 for Class A, Class B, Class C, Class P, Class S Class Y, Class R5 and Class R6 shares, respectively.
(e)  Commencement date of April 4, 2017.
(f)  Annualized.

 

21                         Invesco Summit Fund


Note 13—Subsequent Event

On December 1, 2017, the Fund’s Board of Trustees approved the early conversion of the remaining assets in the Fund’s Class B shares into Class A shares to occur on or about January 26, 2018. At the close of business on or about January 26, 2018, (the “Conversion Date”) all outstanding Class B shares of the Fund will be converted to Class A shares of the Fund, which is prior to the date the Class B shares would normally be converted to Class A shares. Once the conversion is completed, Class B shares will be closed and become inactive. No contingent deferred sales charges will be payable in connection with this early conversion. The conversion of the Fund’s Class B shares into Class A shares on the Conversion Date is not expected to be a taxable event for federal income tax purposes, and should not result in the recognition of gain or loss by converting shareholders, although each shareholder should consult with his or her own tax adviser.

 

22                         Invesco Summit Fund


Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees of AIM Equity Funds (Invesco Equity Funds)

and Shareholders of Invesco Summit Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Invesco Summit Fund (one of the portfolios constituting the AIM Equity Funds (Invesco Equity Funds), hereafter referred to as the “Fund”) as of October 31, 2017, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated therein, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities as of October 31, 2017 by correspondence with the custodian, transfer agent and brokers, and when replies were not received from brokers, we performed other auditing procedures, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Houston, Texas

December 21, 2017

 

23                         Invesco Summit Fund


Calculating your ongoing Fund expenses

Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, which may include sales charges (loads) on purchase payments or contingent deferred sales charges on redemptions, if any; and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period May 1, 2017 through October 31, 2017.

Actual expenses

The table below provides information about actual account values and actual expenses. You may use the information in this table, 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 table under the heading entitled “Actual Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical example for comparison purposes

The table below also provides information about hypothetical account values and hypothetical expenses based on the 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 the 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 the table are meant to highlight your ongoing costs only and do not reflect any transaction costs, such as sales charges (loads) on purchase payments or contingent deferred sales charges on redemptions, if any. Therefore, the hypothetical information 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 transaction costs were included, your costs would have been higher.

 

Class   Beginning
Account Value
(05/01/17)
    ACTUAL    

HYPOTHETICAL

(5% annual return before
expenses)

     Annualized
Expense
Ratio
 
    Ending
Account Value
(10/31/17)1
     Expenses
Paid During
Period2
    Ending
Account Value
(10/31/17)
     Expenses
Paid During
Period2
    

A

  $ 1,000.00     $ 1,127.00      $ 5.58     $ 1,019.96      $ 5.30        1.04

B

    1,000.00       1,122.10        9.57       1,016.18        9.10        1.79  

C

    1,000.00       1,121.90        9.57       1,016.18        9.10        1.79  

P

    1,000.00       1,127.10        4.77       1,020.72        4.53        0.89  

S

    1,000.00       1,126.90        5.04       1,020.47        4.79        0.94  

Y

    1,000.00       1,128.10        4.24       1,021.22        4.02        0.79  

R5

    1,000.00       1,128.20        4.02       1,021.42        3.82        0.75  

R6

    1,000.00       1,128.20        4.08       1,021.37        3.87        0.76  

 

1  The actual ending account value is based on the actual total return of the Fund for the period May 1, 2017 through October 31, 2017, after actual expenses and will differ from the hypothetical ending account value which is based on the Fund’s expense ratio and a hypothetical annual return of 5% before expenses.
2  Expenses are equal to the Fund’s annualized expense ratio as indicated above multiplied by the average account value over the period, multiplied by 184/365 to reflect the most recent fiscal half year.

 

24                         Invesco Summit Fund


Approval of Investment Advisory and Sub-Advisory Contracts

 

The Board of Trustees (the Board) of AIM Equity Funds (Invesco Equity Funds) is required under the Investment Company Act of 1940, as amended, to approve annually the renewal of Invesco Summit Fund’s (the Fund) investment advisory agreements. During contract renewal meetings held on June 12-13, 2017, the Board as a whole, and the disinterested or “independent” Trustees, who comprise over 75% of the Board, voting separately, approved the continuance for the Fund of the Master Investment Advisory Agreement with Invesco Advisers, Inc. (Invesco Advisers and the investment advisory agreement) and the Master Intergroup Sub-Advisory Contract for Mutual Funds with Invesco Asset Management Deutschland GmbH, Invesco Asset Management Limited, Invesco Asset Management (Japan) Limited, Invesco Hong Kong Limited, Invesco Senior Secured Management, Inc. and Invesco Canada Ltd. (collectively, the Affiliated Sub-Advisers and the sub-advisory contracts) for another year, effective July 1, 2017.

In evaluating the fairness and reasonableness of compensation under the Fund’s investment advisory agreement and sub-advisory contracts, the Board considered, among other things, the factors discussed below. The Board determined that continuation of the Fund’s investment advisory agreement and the sub-advisory contracts is in the best interest of the Fund and its shareholders and that the compensation payable to Invesco Advisers and the Affiliated Sub-Advisers under the agreements is fair and reasonable.

The Board’s Fund Evaluation Process

The Board’s Investments Committee has established three Sub-Committees, which meet throughout the year to review the performance of funds advised by Invesco Advisers (the Invesco Funds). Over the course of each year, the Sub-Committees meet with portfolio managers for their assigned Invesco Funds and other members of management to review the performance, investment objective(s), policies, strategies, limitations and investment risks of these funds. The Board had the benefit of reports from the Sub-Committees and Investments Committee throughout the year in considering approval of the continuance of each Invesco Fund’s investment advisory agreement and sub-advisory contracts for another year.

During the contract renewal process, the Board receives comparative performance and fee data regarding the Invesco Funds prepared by Invesco Advisers and Broadridge Financial Solutions, Inc. (Broadridge), an independent provider of investment company data. The Board also receives an independent written evaluation from the Senior Officer, an officer of the Invesco Funds who reports directly to the independent Trustees. The Senior Officer’s evaluation is prepared as part of his

responsibility to manage the process by which the Invesco Funds’ proposed management fees are negotiated during the annual contract renewal process to ensure they are negotiated in a manner that is at arms’ length and reasonable. In addition to meetings with Invesco Advisers and fund counsel, the independent Trustees also discuss the continuance of the investment advisory agreement and sub-advisory contracts in separate sessions with the Senior Officer and with independent legal counsel.

The Trustees recognized that the advisory fee rates for the Invesco Funds are, in most cases, the result of years of review and negotiation. The Trustees’ deliberations and conclusions in a particular year may be based in part on their deliberations and conclusions regarding these arrangements throughout the year and in prior years. The Trustees’ review and conclusions are based on the comprehensive consideration of all information presented to them and are not the result of any single determinative factor. Moreover, one Trustee may have weighed a particular piece of information or factor differently than another Trustee.

The discussion below is a summary of the Senior Officer’s independent written evaluation with respect to the Fund’s investment advisory agreement as well as a discussion of the material factors and related conclusions that formed the basis for the Board’s approval of the Fund’s investment advisory agreement and sub-advisory contracts. This information is current as of June 13, 2017, and does not reflect consideration of factors that became known to the Board after that date.

Factors and Conclusions and Summary of Independent Written Fee Evaluation

A. Nature, Extent and Quality of Services Provided by Invesco Advisers and the Affiliated Sub-Advisers

The Board reviewed the advisory services provided to the Fund by Invesco Advisers under the Fund’s investment advisory agreement, the performance of Invesco Advisers in providing these services, and the credentials and experience of the officers and employees of Invesco Advisers who provide these services, including the Fund’s portfolio manager or managers. The Board’s review included consideration of Invesco Advisers’ investment process oversight, credit analysis and investment risk management. The Board also considered non-advisory services that Invesco Advisers and its affiliates provide to the Invesco Funds such as various back office support functions, trading operations, internal audit, valuation and legal and compliance.

In determining whether to continue the Fund’s investment advisory agreement, the Board considered the benefits of reapproving an existing relationship as contrasted with the

greater uncertainty that may be associated with entering into a new relationship. The Board concluded that the nature, extent and quality of the services provided to the Fund by Invesco Advisers are appropriate and satisfactory.

The Board reviewed the services that may be provided by the Affiliated Sub-Advisers under the sub-advisory contracts and the credentials and experience of the officers and employees of the Affiliated Sub-Advisers who provide these services. The Board noted that the Affiliated Sub-Advisers have offices and personnel that are located in financial centers around the world. As a result, the Board noted that the Affiliated Sub-Advisers can provide research and investment analysis on the markets and economies of various countries in which the Fund may invest, make recommendations regarding securities and assist with security trades. The Board concluded that the sub-advisory contracts may benefit the Fund and its shareholders by permitting Invesco Advisers to use the resources and talents of the Affiliated Sub-Advisers in managing the Fund. The Board concluded that the nature, extent and quality of the services that may be provided by the Affiliated Sub-Advisers are appropriate and satisfactory.

B. Fund Investment Performance

The Board considered Fund investment performance as a relevant factor in considering whether to approve the investment advisory agreement. The Board did not view Fund performance as a relevant factor in considering whether to approve the sub-advisory contracts for the Fund, as no Affiliated Sub-Adviser currently manages assets of the Fund.

The Board compared the Fund’s investment performance over multiple time periods ending December 31, 2016 to the performance of funds in the Broadridge performance universe and against the Lipper Multi-Cap Growth Funds Index. The Board noted that performance of Class A shares of the Fund was in the third quintile of its performance universe for the one and three year periods and the second quintile for the five year period (the first quintile being the best performing funds and the fifth quintile being the worst performing funds). The Board noted that performance of Class A shares of the Fund was below the performance of the Index for the one year period and above the performance of the Index for the three and five year periods. The Trustees also reviewed more recent Fund performance and this review did not change their conclusions.

C. Advisory and Sub-Advisory Fees

The Board compared the Fund’s contractual management fee rate to the contractual management fee rates of funds in the Fund’s Broadridge expense group at a common asset level. The Board noted that the contractual management fee rate for Class A shares of the Fund was below the median contractual

 

 

25                         Invesco Summit Fund


management fee rate of funds in its expense group. The Board noted that the term “contractual management fee” for funds in the expense group may include both advisory and certain administrative services fees, but that Broadridge does not provide information on a fund by fund basis as to what is included. The Board noted that Invesco Advisers does not separately charge the Invesco Funds for the administrative services included in the term as defined by Broadridge. The Board also reviewed the methodology used by Broadridge in providing expense group information, which includes using each fund’s contractual management fee schedule (including any applicable breakpoints) as reported in the most recent prospectus or statement of additional information for each fund in the expense group.

The Board noted that Invesco Advisers and the Affiliated Sub-Advisers do not manage other mutual funds or client accounts with investment strategies comparable to those of the Fund.

The Board also considered the services that may be provided by the Affiliated Sub-Advisers pursuant to the sub-advisory contracts, as well as the fees payable by Invesco Advisers to the Affiliated Sub-Advisers pursuant to the sub-advisory contracts. The Board also noted that the sub-advisory fees are not paid directly by the Fund, but rather, are payable by Invesco Advisers to the Affiliated Sub-Advisers.

D. Economies of Scale and Breakpoints

The Board considered the extent to which there are economies of scale in the provision of advisory services to the Fund. The Board also considered that the Fund benefits from economies of scale through contractual breakpoints in the Fund’s advisory fee schedule. The Board noted that the Fund shares directly in economies of scale through lower fees charged by third party service providers based on the combined size of the Invesco Funds advised by Invesco Advisers.

E. Profitability and Financial Resources

The Board reviewed information from Invesco Advisers concerning the costs of the advisory and other services that Invesco Advisers and its affiliates provide to the Fund and the Invesco Funds and the profitability of Invesco Advisers and its affiliates in providing these services. The Board noted that Invesco Advisers continues to operate at a net profit from services Invesco Advisers and its affiliates provide to the Invesco Funds and the Fund. The Board did not deem the level of profits realized by Invesco Advisers and its affiliates from providing services to the Fund to be excessive given the nature, quality and extent of the services provided. The Board received and accepted information from Invesco Advisers demonstrating that Invesco Advisers and each Affiliated Sub-Adviser are financially sound and have the resources necessary to perform their obligations under the investment advisory agreement and sub-advisory contracts.

F. Collateral Benefits to Invesco Advisers and its Affiliates

The Board considered various other benefits received by Invesco Advisers and its affiliates

from the relationship with the Fund, including the fees received for providing transfer agency and distribution services to the Fund. The Board considered comparative information regarding fees charged for these services, including information provided by Broadridge and other independent sources. The Board considered the performance of Invesco Advisers and its affiliates in providing these services and the organizational structure employed to provide these services. The Board also considered that these services are provided to the Fund pursuant to written contracts that are reviewed and approved on an annual basis by the Board; and that the services are required for the operation of the Fund.

The Board considered the benefits realized by Invesco Advisers and the Affiliated Sub-Advisers as a result of portfolio brokerage transactions executed through “soft dollar” arrangements. The Board noted that soft dollar arrangements may result in the Fund bearing costs to purchase research that may be used by Invesco Advisers or the Affiliated Sub-Advisers with other clients and may reduce Invesco Adviser’s or the Affiliated Sub-Adviser’s expenses. The Board also considered that it receives periodic reports from the Chief Compliance Officer of the Invesco Funds demonstrating that these arrangements are consistent with regulatory requirements. The Board did not deem the soft dollar arrangements to be inappropriate.

The Board considered that the Fund’s uninvested cash and cash collateral from any securities lending arrangements may be invested in money market funds advised by Invesco Advisers pursuant to procedures approved by the Board. The Board noted that Invesco Advisers receives advisory fees from these affiliated money market funds attributable to such investments, although Invesco Advisers has contractually agreed to waive through varying periods the advisory fees payable by the Invesco Funds with respect to certain investments in the affiliated money market funds. The waiver is in an amount equal to 100% of the net advisory fee Invesco Advisers receives from the affiliated money market funds with respect to the Fund’s investment in the affiliated money market funds of uninvested cash, but not cash collateral. The Board concluded that the amount of advisory fees received by Invesco Advisers from the Fund’s investment of cash collateral from any securities lending arrangements in the affiliated money market funds is fair and reasonable.

The Board also considered that the Fund may use an affiliated broker to execute certain trades for the Fund to, among other things, control information leakage, and was advised that such trades would be executed in compliance with rules under the federal securities laws and consistent with best execution obligations.

 

 

26                         Invesco Summit Fund


Tax Information

Form 1099-DIV, Form 1042-S and other year-end tax information provide shareholders with actual calendar year amounts that should be included in their tax returns. Shareholders should consult their tax advisors.

The following distribution information is being provided as required by the Internal Revenue Code or to meet a specific state’s requirement.

The Fund designates the following amounts or, if subsequently determined to be different, the maximum amount allowable for its fiscal year ended October 31, 2017:

 

Federal and State Income Tax

 

Long-Term Capital Gain Distributions

  $ 105,117,072  

Qualified Dividend Income*

    100

Corporate Dividends Received Deduction*

    100

U.S. Treasury Obligations*

    0

 

  * The above percentages are based on ordinary income dividends paid to shareholders during the Fund’s fiscal year.

 

27                         Invesco Summit Fund


Trustees and Officers

 

The address of each trustee and officer is AIM Equity Funds (Invesco Equity Funds) (the “Trust”), 11 Greenway Plaza, Suite 1000, Houston, Texas 77046-1173. The trustees serve for the life of the Trust, subject to their earlier death, incapacitation, resignation, retirement or removal as more specifically provided in the Trust’s organizational documents. Each officer serves for a one year term or until their successors are elected and qualified. Column two below includes length of time served with predecessor entities, if any.

 

Name, Year of Birth and
Position(s) Held with the Trust
  Trustee and/
or Officer Since
  Principal Occupation(s)
During Past 5 Years
  Number of
Funds in Fund
Complex
Overseen by
Trustee
  Other Directorship(s)
Held by Trustee During
Past 5 Years
Interested Persons                
Martin L. Flanagan1 — 1960 Trustee   2007  

Executive Director, Chief Executive Officer and President, Invesco Ltd. (ultimate parent of Invesco and a global investment management firm); Trustee, The Invesco Funds; Vice Chair, Investment Company Institute; and Member of Executive Board, SMU Cox School of Business

 

Formerly: Advisor to the Board, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.); Chairman and Chief Executive Officer, Invesco Advisers, Inc. (registered investment adviser); Director, Chairman, Chief Executive Officer and President, Invesco Holding Company (US), Inc. (formerly IVZ Inc.) (holding company), Invesco Group Services, Inc. (service provider) and Invesco North American Holdings, Inc. (holding company); Director, Chief Executive Officer and President, Invesco Holding Company Limited (parent of Invesco and a global investment management firm); Director, Invesco Ltd.; Chairman, Investment Company Institute and President, Co-Chief Executive Officer, Co-President, Chief Operating Officer and Chief Financial Officer, Franklin Resources, Inc. (global investment management organization)

  158   None
Philip A. Taylor2 — 1954 Trustee and Senior Vice President   2006  

Head of the Americas and Senior Managing Director, Invesco Ltd.; Director, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); Director, Chairman, Chief Executive Officer and President, Invesco Management Group, Inc. (formerly known as Invesco Aim Management Group, Inc.) (financial services holding company); Director and Chairman, Invesco Investment Services, Inc. (formerly known as Invesco Aim Investment Services, Inc.) (registered transfer agent); Chief Executive Officer, Invesco Corporate Class Inc. (corporate mutual fund company); Director, Chairman and Chief Executive Officer, Invesco Canada Ltd. (formerly known as Invesco Trimark Ltd./Invesco Trimark Ltèe) (registered investment adviser and registered transfer agent); Trustee and Senior Vice President, The Invesco Funds; Director, Invesco Investment Advisers LLC (formerly known as Van Kampen Asset Management).

 

Formerly: Co-Chairman, Co-President and Co-Chief Executive Officer, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); Director, Chief Executive Officer and President, Van Kampen Exchange Corp; President and Principal Executive Officer, The Invesco Funds (other than AIM Treasurer’s Series Trust (Invesco Treasurer’s Series Trust), Short-Term Investments Trust and Invesco Management Trust); Executive Vice President, The Invesco Funds (AIM Treasurer’s Series Trust (Invesco Treasurer’s Series Trust), Short-Term Investments Trust and Invesco Management Trust only); Director and President, INVESCO Funds Group, Inc. (registered investment adviser and registered transfer agent); Director and Chairman, IVZ Distributors, Inc. (formerly known as INVESCO Distributors, Inc.) (registered broker dealer); Director, President and Chairman, Invesco Inc. (holding company), Invesco Canada Holdings Inc. (holding company), Trimark Investments Ltd./Placements Trimark Ltèe and Invesco Financial Services Ltd/Services Financiers Invesco Ltèe; Chief Executive Officer, Invesco Canada Fund Inc. (corporate mutual fund company); Director and Chairman, Van Kampen Investor Services Inc.; Director, Chief Executive Officer and President, 1371 Preferred Inc. (holding company) and Van Kampen Investments Inc.; Director and President, AIM GP Canada Inc. (general partner for limited partnerships) and Van Kampen Advisors, Inc.; Director and Chief Executive Officer, Invesco Trimark Dealer Inc. (registered broker dealer); Director, Invesco Distributors, Inc. (formerly known as Invesco Aim Distributors, Inc.) (registered broker dealer); Manager, Invesco PowerShares Capital Management LLC; Director, Chief Executive Officer and President, Invesco Advisers, Inc.; Director, Chairman, Chief Executive Officer and President, Invesco Aim Capital Management, Inc.; President, Invesco Trimark Dealer Inc. and Invesco Trimark Ltd./Invesco Trimark Ltèe; Director and President, AIM Trimark Corporate Class Inc. and AIM Trimark Canada Fund Inc.; Senior Managing Director, Invesco Holding Company Limited; Director and Chairman, Fund Management Company (former registered broker dealer); President and Principal Executive Officer, The Invesco Funds (AIM Treasurer’s Series Trust (Invesco Treasurer’s Series Trust), and Short-Term Investments Trust only); President, AIM Trimark Global Fund Inc. and AIM Trimark Canada Fund Inc.

  158   None

 

1  Mr. Flanagan is considered an interested person (within the meaning of Section 2(a)(19) of the 1940 Act) of the Trust because he is an officer of the Adviser to the Trust, and an officer and a director of Invesco Ltd., ultimate parent of the Adviser.

 

2  Mr. Taylor is considered an interested person (within the meaning of Section 2(a)(19) of the 1940 Act) of the Trust because he is an officer and a director of the Adviser.

 

T-1                         Invesco Summit Fund


Trustees and Officers—(continued)

 

Name, Year of Birth and
Position(s) Held with the Trust
  Trustee and/
or Officer Since
  Principal Occupation(s)
During Past 5 Years
  Number of
Funds in Fund
Complex
Overseen by
Trustee
  Other Directorship(s)
Held by Trustee During
Past 5 Years
Independent Trustees                

Bruce L. Crockett — 1944

Trustee and Chair

  1993  

Chairman, Crockett Technologies Associates (technology consulting company)

 

Formerly: Director, Captaris (unified messaging provider); Director, President and Chief Executive Officer, COMSAT Corporation; Chairman, Board of Governors of INTELSAT (international communications company); ACE Limited (insurance company); Independent Directors Council and Investment Company Institute: Member of the Audit Committee, Investment Company Institute; Member of the Executive Committee and Chair of the Governance Committee, Independent Directors Council

  158   Director and Chairman of the Audit Committee, ALPS (Attorneys Liability Protection Society) (insurance company); Director and Member of the Audit Committee, Ferroglobe PLC (metallurgical company)

David C. Arch — 1945

Trustee

  2010   Chairman of Blistex Inc. (consumer health care products manufacturer); Member, World Presidents’ Organization   158   Board member of the Illinois Manufacturers’ Association

James T. Bunch — 1942

Trustee

  2003  

Managing Member, Grumman Hill Group LLC (family office/private equity investments)

 

Formerly: Chairman of the Board, Denver Film Society; Chairman of the Board of Trustees, Evans Scholarship Foundation; Chairman, Board of Governors, Western Golf Association

  158   Trustee, Evans Scholarship Foundation

Jack M. Fields — 1952

Trustee

  1997  

Chief Executive Officer, Twenty First Century Group, Inc. (government affairs company); and Discovery Learning Alliance (non-profit)

 

Formerly: Owner and Chief Executive Officer, Dos Angeles Ranch L.P. (cattle, hunting, corporate entertainment); Director, Insperity, Inc. (formerly known as Administaff) (human resources provider); Chief Executive Officer, Texana Timber LP (sustainable forestry company); Director of Cross Timbers Quail Research Ranch (non-profit); and member of the U.S. House of Representatives

  158   None

Cynthia Hostetler — 1962

Trustee

  2017  

Non-Executive Director and Trustee of a number of public and private business corporations

 

Formerly: Head of Investment Funds and Private Equity, Overseas Private Investment Corporation; President, First Manhattan Bancorporation, Inc.; Attorney, Simpson Thacher & Bartlett LLP

  158   Vulcan Materials Company (construction materials company); Trilinc Global Impact Fund; Aberdeen Investment Funds (4 portfolios); Artio Global Investment LLC (mutual fund complex); Edgen Group, Inc. (specialized energy and infrastructure products distributor)

Eli Jones — 1961

Trustee

  2016  

Professor and Dean, Mays Business School — Texas A&M University

 

Formerly: Professor and Dean, Walton College of Business, University of Arkansas and E.J. Ourso College of Business, Louisiana State University; Director, Arvest Bank

  158   Insperity, Inc. (formerly known as Administaff) (human resources provider)

Prema Mathai-Davis — 1950

Trustee

  1998  

Retired.

 

Formerly: Chief Executive Officer, YWCA of the U.S.A.

  158   None

Teresa M. Ressel — 1962

Trustee

  2017  

Non-executive director and trustee of a number of public and private business corporations

 

Formerly: Chief Financial Officer, Olayan America, The Olayan Group (international investor/commercial/industrial); Chief Executive Officer, UBS Securities LLC; Group Chief Operating Officer, Americas, UBS AG; Assistant Secretary for Management & Budget and CFO, US Department of the Treasury; Chief Compliance Officer, Kaiser Permanente (healthcare consortium); Program Manager, Hewlett-Packard; Nuclear Engineering, General Dynamics Corporation (aerospace and defense company)

  158   Atlantic Power Corporation (power generation company); ON Semiconductor Corp. (semiconductor supplier)

Larry Soll — 1942

Trustee

  2003  

Retired.

 

Formerly: Chairman, Chief Executive Officer and President, Synergen Corp. (a biotechnology company)

  158   None

Ann Barnett Stern — 1957

Trustee

  2017  

President and Chief Executive Officer, Houston Endowment Inc. (private philanthropic institution)

 

Formerly: Executive Vice President and General Counsel, Texas Children’s Hospital; Attorney, Beck, Redden and Secrest, LLP; Business Law Instructor, University of St. Thomas; Attorney, Andrews & Kurth LLP

  158   Federal Reserve Bank of Dallas

Raymond Stickel, Jr. — 1944

Trustee

  2005  

Retired.

 

Formerly: Director, Mainstay VP Series Funds, Inc. (25 portfolios); Partner, Deloitte & Touche

  158   None

Robert C. Troccoli — 1949

Trustee

  2016  

Adjunct Professor, University of Denver — Daniels College of Business

 

Formerly: Senior Partner, KPMG LLP

  158   None

 

T-2                         Invesco Summit Fund


Trustees and Officers—(continued)

 

Name, Year of Birth and
Position(s) Held with the Trust
  Trustee and/
or Officer Since
  Principal Occupation(s)
During Past 5 Years
  Number of
Funds in Fund
Complex
Overseen by
Trustee
  Other Directorship(s)
Held by Trustee During
Past 5 Years
Independent Trustees—(continued)

Christopher L. Wilson — 1957

Trustee

  2017  

Managing Partner, CT2, LLC (investing and consulting firm)

 

Formerly: President/Chief Executive Officer, Columbia Funds, Bank of America Corporation; President/Chief Executive Officer, CDC IXIS Asset Management Services, Inc.; Principal & Director of Operations, Scudder Funds, Scudder, Stevens & Clark, Inc.; Assistant Vice President, Fidelity Investments

  158   TD Asset Management USA Inc. (mutual fund complex) (22 portfolios); ISO New England, Inc. (non-profit organization managing regional electricity market)
Other Officers                

Sheri Morris — 1964

President, Principal Executive Officer and Treasurer

  1999  

President, Principal Executive Officer and Treasurer, The Invesco Funds; Vice President, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); and Vice President, PowerShares Exchange-Traded Fund Trust, PowerShares Exchange-Traded Fund Trust II, PowerShares India Exchange-Traded Fund Trust, PowerShares Actively Managed Exchange-Traded Fund Trust and PowerShares Actively Managed Exchange-Traded Commodity Fund Trust

 

Formerly: Vice President and Principal Financial Officer, The Invesco Funds; Vice President, Invesco Aim Advisers, Inc., Invesco Aim Capital Management, Inc. and Invesco Aim Private Asset Management, Inc.; Assistant Vice President and Assistant Treasurer, The Invesco Funds and Assistant Vice President, Invesco Advisers, Inc., Invesco Aim Capital Management, Inc. and Invesco Aim Private Asset Management, Inc.; and Treasurer, PowerShares Exchange-Traded Fund Trust, PowerShares Exchange-Traded Fund Trust II, PowerShares India Exchange-Traded Fund Trust and PowerShares Actively Managed Exchange-Traded Fund Trust

  N/A   N/A

Russell C. Burk — 1958

Senior Vice President and Senior Officer

  2005   Senior Vice President and Senior Officer, The Invesco Funds   N/A   N/A

John M. Zerr — 1962

Senior Vice President, Chief Legal Officer and Secretary

  2006  

Director, Senior Vice President, Secretary and General Counsel, Invesco Management Group, Inc. (formerly known as Invesco AIM Management Group, Inc.); Senior Vice President, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); Senior Vice President and Secretary, Invesco Distributors, Inc. (formerly known as Invesco AIM Distributors, Inc.); Director, Vice President and Secretary, Invesco Investment Services, Inc. (formerly known as Invesco AIM Investment Services, Inc.) Senior Vice President, Chief Legal Officer and Secretary, The Invesco Funds; Managing Director, Invesco PowerShares Capital Management LLC; Director, Secretary and General Counsel, Invesco Investment Advisers LLC (formerly known as Van Kampen Asset Management); Secretary and General Counsel, Invesco Capital Markets, Inc. (formerly known as Van Kampen Funds Inc.) and Chief Legal Officer, PowerShares Exchange-Traded Fund Trust, PowerShares Exchange-Traded Fund Trust II, PowerShares India Exchange-Traded Fund Trust, PowerShares Actively Managed Exchange-Traded Fund Trust and PowerShares Actively Managed Exchange-Traded Commodity Fund Trust; Manager and Secretary, Invesco Indexing LLC

 

Formerly: Director, Secretary, General Counsel and Senior Vice President, Van Kampen Exchange Corp.; Director, Vice President and Secretary, IVZ Distributors, Inc. (formerly known as INVESCO Distributors, Inc.); Director and Vice President, INVESCO Funds Group, Inc.; Director and Vice President, Van Kampen Advisors Inc.; Director, Vice President, Secretary and General Counsel, Van Kampen Investor Services Inc.; Director, Invesco Distributors, Inc. (formerly known as Invesco AIM Distributors, Inc.); Director, Senior Vice President, General Counsel and Secretary, Invesco AIM Advisers, Inc. and Van Kampen Investments Inc.; Director, Vice President and Secretary, Fund Management Company; Director, Senior Vice President, Secretary, General Counsel and Vice President, Invesco AIM Capital Management, Inc.; Chief Operating Officer and General Counsel, Liberty Ridge Capital, Inc. (an investment adviser); Vice President and Secretary, PBHG Funds (an investment company) and PBHG Insurance Series Fund (an investment company); Chief Operating Officer, General Counsel and Secretary, Old Mutual Investment Partners (a broker-dealer); General Counsel and Secretary, Old Mutual Fund Services (an administrator) and Old Mutual Shareholder Services (a shareholder servicing center); Executive Vice President, General Counsel and Secretary, Old Mutual Capital, Inc. (an investment adviser); and Vice President and Secretary, Old Mutual Advisors Funds (an investment company)

  N/A   N/A

Gregory G. McGreevey — 1962

Senior Vice President

  2012  

Senior Managing Director, Invesco Ltd.; Director, Chairman, President, and Chief Executive Officer, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); Senior Vice President, Invesco Management Group, Inc.; Director, Invesco Mortgage Capital, Inc. and Invesco Senior Secured Management, Inc.; and Senior Vice President, The Invesco Funds

 

Formerly: Assistant Vice President, The Invesco Funds

  N/A   N/A

 

T-3                         Invesco Summit Fund


Trustees and Officers—(continued)

 

Name, Year of Birth and
Position(s) Held with the Trust
  Trustee and/
or Officer Since
  Principal Occupation(s)
During Past 5 Years
  Number of
Funds in Fund
Complex
Overseen by
Trustee
  Other Directorship(s)
Held by Trustee During
Past 5 Years
Other Officers—(continued)                

Kelli Gallegos — 1970

Vice President, Principal Financial Officer and Assistant Treasurer

  2008  

Vice President, Principal Financial Officer and Assistant Treasurer, The Invesco Funds; Assistant Treasurer, Invesco PowerShares Capital Management LLC, PowerShares Exchange-Traded Fund Trust, PowerShares Exchange-Traded Fund Trust II, PowerShares India Exchange-Traded Fund Trust, PowerShares Actively Managed Exchange-Traded Fund Trust and PowerShares Actively Managed Exchange-Traded Commodity Fund Trust

 

Formerly: Assistant Vice President, The Invesco Funds

  N/A   N/A

Tracy Sullivan — 1962

Vice President, Chief Tax Officer and Assistant Treasurer

  2008  

Vice President, Chief Tax Officer and Assistant Treasurer, The Invesco Funds; Assistant Treasurer, Invesco PowerShares Capital Management LLC, PowerShares Exchange-Traded Fund Trust, PowerShares Exchange-Traded Fund Trust II, PowerShares India Exchange-Traded Fund Trust, PowerShares Actively Managed Exchange-Traded Fund Trust and PowerShares Actively Managed Exchange-Traded Commodity Fund Trust

 

Formerly: Assistant Vice President, The Invesco Funds

  N/A   N/A

Crissie M. Wisdom — 1969

Anti-Money Laundering Compliance Officer

  2013  

Anti-Money Laundering Compliance Officer, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser), Invesco Capital Markets, Inc. (formerly known as Van Kampen Funds Inc.), Invesco Distributors, Inc., Invesco Investment Services, Inc., Invesco Management Group, Inc., The Invesco Funds, and PowerShares Exchange-Traded Fund Trust, PowerShares Exchange-Traded Fund Trust II, PowerShares India Exchange-Traded Fund Trust, PowerShares Actively Managed Exchange-Traded Fund Trust and PowerShares Actively Managed Exchange-Traded Commodity Fund Trust; Anti-Money Laundering Compliance Officer and Bank Secrecy Act Officer, INVESCO National Trust Company and Invesco Trust Company; and Fraud Prevention Manager and Controls and Risk Analysis Manager for Invesco Investment Services, Inc.

 

Formerly: Anti-Money Laundering Compliance Officer, Van Kampen Exchange Corp.

  N/A   N/A

Robert R. Leveille — 1969

Chief Compliance Officer

  2016  

Chief Compliance Officer, Invesco Advisers, Inc. (registered investment adviser); and Chief Compliance Officer, The Invesco Funds

 

Formerly: Chief Compliance Officer, Putnam Investments and the Putnam Funds

  N/A   N/A

The Statement of Additional Information of the Trust includes additional information about the Fund’s Trustees and is available upon request, without charge, by calling 1.800.959.4246. Please refer to the Fund’s Statement of Additional Information for information on the Fund’s sub-advisers.

 

Office of the Fund

11 Greenway Plaza, Suite 1000

Houston, TX 77046-1173

 

Investment Adviser

Invesco Advisers, Inc.

1555 Peachtree Street, N.E.

Atlanta, GA 30309

 

Distributor

Invesco Distributors, Inc.

11 Greenway Plaza, Suite 1000

Houston, TX 77046-1173

 

Auditors

PricewaterhouseCoopers LLP

1000 Louisiana Street, Suite 5800

Houston, TX 77002-5678

     

Counsel to the Fund

Stradley Ronon Stevens & Young, LLP

2005 Market Street, Suite 2600

Philadelphia, PA 19103-7018

 

Counsel to the Independent Trustees

Goodwin Procter LLP

901 New York Avenue, N.W.

Washington, D.C. 20001

 

Transfer Agent

Invesco Investment Services, Inc.

11 Greenway Plaza, Suite 1000

Houston, TX 77046-1173

 

Custodian

State Street Bank and Trust Company

225 Franklin Street

Boston, MA 02110-2801

 

T-4                         Invesco Summit Fund


 

Explore High-Conviction Investing with Invesco

 

 

LOGO

Go paperless with eDelivery

Visit invesco.com/edelivery to enjoy the convenience and security of anytime electronic access to your investment documents.

With eDelivery, you can elect to have any or all of the following materials delivered straight to your inbox to download, save and print from your own computer:

 

  Fund reports and prospectuses
  Quarterly statements
  Daily confirmations
  Tax forms

 

 

Invesco mailing information

Send general correspondence to Invesco Investment Services, Inc., P.O. Box 219078, Kansas City, MO 64121-9078.

 

 

Important notice regarding delivery of security holder documents

To reduce Fund expenses, only one copy of most shareholder documents may be mailed to shareholders with multiple accounts at the same address (Householding). Mailing of your shareholder documents may be householded indefinitely unless you instruct us otherwise. If you do not want the mailing of these documents to be combined with those for other members of your household, please contact Invesco Investment Services, Inc. at 800 959 4246 or contact your financial institution. We will begin sending you individual copies for each account within 30 days after receiving your request.

 

 

Fund holdings and proxy voting information

The Fund provides a complete list of its holdings four times in each fiscal year, at the quarter ends. For the second and fourth quarters, the lists appear in the Fund’s semiannual and annual reports to shareholders. For the first and third quarters, the Fund files the lists with the Securities and Exchange Commission (SEC) on Form N-Q. The most recent list of portfolio holdings is available at invesco.com/completeqtrholdings. Shareholders can also look up the Fund’s Forms N-Q on the SEC website at sec.gov. Copies of the Fund’s Forms N-Q may be reviewed and copied at the SEC Public Reference Room in Washington, D.C. You can obtain information on the operation of the Public Reference Room, including information about duplicating fee charges, by calling 202 551 8090 or 800 732 0330, or by electronic request at the following email address: publicinfo@sec.gov. The SEC file numbers for the Fund are shown below.

    A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge, upon request, from our Client Services department at 800 959 4246 or at invesco.com/proxyguidelines. The information is also available on the SEC website, sec.gov.

    Information regarding how the Fund voted proxies related to its portfolio securities during the most recent 12-month period ended June 30 is available at invesco.com/proxysearch. The information is also available on the SEC website, sec.gov.

    Invesco Advisers, Inc. is an investment adviser; it provides investment advisory services to individual and institutional clients and does not sell securities. Invesco Distributors, Inc. is the US distributor for Invesco Ltd.’s retail mutual funds, exchange-traded funds and institutional money market funds. Both are wholly owned, indirect subsidiaries of Invesco Ltd.

  LOGO

 

SEC file numbers: 811-01424 and 002-25469    Invesco Distributors, Inc.    SUM-AR-1                    12132017        1016


ITEM 2. CODE OF ETHICS.

There were no amendments to the Code of Ethics (the “Code”) that applies to the Registrant’s Principal Executive Officer (“PEO”) and Principal Financial Officer (“PFO”) during the period covered by the report. The Registrant did not grant any waivers, including implicit waivers, from any provisions of the Code to the PEO or PFO during the period covered by this report.

 

ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.

The Board of Trustees has determined that the Registrant has at least one audit committee financial expert serving on its Audit Committee. The Audit Committee financial expert is Raymond Stickel, Jr. Mr. Stickel is “independent” within the meaning of that term as used in Form N-CSR.

 

ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

PricewaterhouseCoopers LLP informed the Trust that it has identified an issue related to its independence under Rule 2-01(c)(1)(ii)(A) of Regulation S-X (referred to as the Loan Rule). The Loan Rule prohibits accounting firms, such as PricewaterhouseCoopers LLP, from being deemed independent if they have certain financial relationships with their audit clients or certain affiliates of those clients. The Trust is required under various securities laws to have its financial statements audited by an independent accounting firm.

The Loan Rule specifically provides that an accounting firm would not be independent if it or certain affiliates and covered persons receives a loan from a lender that is a record or beneficial owner of more than ten percent of an audit client’s equity securities (referred to as a “more than ten percent owner”). For purposes of the Loan Rule, audit clients include the Funds as well as all registered investment companies advised by the Adviser and its affiliates, including other subsidiaries of the Adviser’s parent company, Invesco Ltd. (collectively, the Invesco Fund Complex). PricewaterhouseCoopers LLP informed the Trust it and certain affiliates and covered persons have relationships with lenders who hold, as record owner, more than ten percent of the shares of certain funds within the Invesco Fund Complex, which may implicate the Loan Rule.

On June 20, 2016, the SEC Staff issued a “no-action” letter to another mutual fund complex (see Fidelity Management & Research Company et al., No-Action Letter) related to the audit independence issue described above. In that letter, the SEC confirmed that it would not recommend enforcement action against a fund that relied on audit services performed by an audit firm that was not in compliance with the Loan Rule in certain specified circumstances. In connection with prior independence determinations, PricewaterhouseCoopers LLP communicated, as contemplated by the no-action letter, that it believes that it remains objective and impartial and that a reasonable investor possessing all the facts would conclude that PricewaterhouseCoopers LLP is able to exhibit the requisite objectivity and impartiality to report on the Funds’ financial statements as the independent registered public accounting firm. PricewaterhouseCoopers LLP also represented that it has complied with PCAOB Rule 3526(b)(1) and (2), which are conditions to the Funds relying on the no action letter, and affirmed that it is an independent accountant within the meaning of PCAOB Rule 3520. Therefore, the Adviser, the Funds and PricewaterhouseCoopers LLP concluded that PricewaterhouseCoopers LLP could continue as the Funds’ independent registered public accounting firm. The Invesco Fund Complex relied upon the no-action letter in reaching this conclusion.


If in the future the independence of PricewaterhouseCoopers LLP is called into question under the Loan Rule by circumstances that are not addressed in the SEC’s no-action letter, the Funds will need to take other action in order for the Funds’ filings with the SEC containing financial statements to be deemed compliant with applicable securities laws. Such additional actions could result in additional costs, impair the ability of the Funds to issue new shares or have other material adverse effects on the Funds. The SEC no-action relief was initially set to expire 18 months from issuance but has been extended by the SEC without an expiration date, except that the no-action letter will be withdrawn upon the effectiveness of any amendments to the Loan Rule designed to address the concerns expressed in the letter.

(a) to (d)

Fees Billed by PWC Related to the Registrant

PWC billed the Registrant aggregate fees for services rendered to the Registrant for the last two fiscal years as follows:

 

     Fees Billed for
Services Rendered to
the Registrant for
fiscal year end 2017
   Fees Billed for
Services Rendered to
the Registrant for
fiscal year end 2016

Audit Fees

   $    88,275    $    84,875

Audit-Related Fees(1)

   $      1,500    $             0

Tax Fees(2)

   $    46,402    $    25,225

All Other Fees

   $             0    $             0

Total Fees

   $  136,177    $  110,100

(g) PWC billed the Registrant aggregate non-audit fees of $47,902 for the fiscal year ended 2017, and $25,225 for the fiscal year ended 2016, for non-audit services rendered to the Registrant.

 

 

 

  (1)

Audit-Related fees for the fiscal year end 2017 include fees billed for reviewing regulatory filings.

 

  (2)

Tax fees for the fiscal year end October 31, 2017 includes fees billed for reviewing tax returns and/or services related to tax compliance. Tax fees for fiscal year end October 31, 2016 includes fees billed for reviewing tax returns and/or services related to tax compliance.


Fees Billed by PWC Related to Invesco and Invesco Affiliates

PWC billed Invesco Advisers, Inc. (“Invesco”), the Registrant’s adviser, and any entity controlling, controlled by or under common control with Invesco that provides ongoing services to the Registrant (“Invesco Affiliates”) aggregate fees for pre-approved non-audit services rendered to Invesco and Invesco Affiliates for the last two fiscal years as follows:

 

    

Fees Billed for Non-
Audit  Services
Rendered to Invesco
and Invesco Affiliates
for fiscal year end
2017 That Were
Required
to be Pre-Approved
by the  Registrant’s
Audit Committee

   Fees Billed for Non-
Audit Services
Rendered to Invesco
and Invesco  Affiliates
for fiscal year end
2016 That Were
Required
to be Pre-Approved
by the Registrant’s
Audit Committee

Audit-Related Fees

   $     662,000    $     635,000

Tax Fees

   $                0    $                0

All Other Fees

   $  1,245,000    $  2,193,000

Total Fees(1)

   $  1,907,000    $  2,828,000

 

 

 

(1)

Audit-Related fees for the year end 2017 include fees billed related to reviewing controls at a service organization. Audit-Related fees for the year end 2016 include fees billed related to reviewing controls at a service organization.

All other fees for the year end 2017 include fees billed related to the assessments for certain of the company’s risk management tools, current state analysis against regulatory requirements and identification of structural and organizational alternatives, informed by industry practices, for certain of the company’s administrative activities and functions All other fees for the year end 2016 include fees billed related to the identification of structural and organizational alternatives, informed by industry practices, for certain of the company’s administrative activities and functions.

(e)(2) There were no amounts that were pre-approved by the Audit Committee pursuant to the de minimis exception under Rule 2-01 of Regulation S-X.

(g) Including the fees for services not required to be pre-approved by the registrant’s audit committee, PWC billed Invesco and Invesco Affiliates aggregate non-audit fees of $4,890,000 for the fiscal year ended October 31, 2017, and $5,032,000 for the fiscal year ended October 31, 2016, for non-audit services rendered to Invesco and Invesco Affiliates.

PWC provided audit services to the Investment Company complex of approximately $22 million.

(h) The Audit Committee also has considered whether the provision of non-audit services that were rendered to Invesco and Invesco Affiliates that were not required to be pre-approved pursuant to SEC regulations, if any, is compatible with maintaining PWC’s independence.

(f) Not applicable.


(e)(1)

PRE-APPROVAL OF AUDIT AND NON-AUDIT SERVICES

POLICIES AND PROCEDURES

As adopted by the Audit Committees

of the Invesco Funds (the “Funds”)

Last Amended March 29, 2017

 

  I. Statement of Principles

The Audit Committees (the “Audit Committee”) of the Boards of Trustees of the Funds (the “Board”) have adopted these policies and procedures (the “Procedures”) with respect to the pre-approval of audit and non-audit services to be provided by the Funds’ independent auditor (the “Auditor”) to the Funds, and to the Funds’ investment adviser(s) and any entity controlling, controlled by, or under common control with the investment adviser(s) that provides ongoing services to the Funds (collectively, “Service Affiliates”).

Under Section 202 of the Sarbanes-Oxley Act of 2002, all audit and non-audit services provided to the Funds by the Auditor must be preapproved by the Audit Committee. Rule 2-01 of Regulation S-X requires that the Audit Committee also pre-approve a Service Affiliate’s engagement of the Auditor for non-audit services if the engagement relates directly to the operations and financial reporting of the Funds (a “Service Affiliate’s Covered Engagement”).

These Procedures set forth the procedures and the conditions pursuant to which the Audit Committee may pre-approve audit and non-audit services for the Funds and a Service Affiliate’s Covered Engagement pursuant to rules and regulations of the Securities and Exchange Commission (“SEC”) and other organizations and regulatory bodies applicable to the Funds (“Applicable Rules”).1 They address both general pre-approvals without consideration of specific case-by-case services (“general pre-approvals”) and pre-approvals on a case-by-case basis (“specific pre-approvals”). Any services requiring pre-approval that are not within the scope of general pre-approvals hereunder are subject to specific pre-approval. These Procedures also address the delegation by the Audit Committee of pre-approval authority to the Audit Committee Chair or Vice Chair.

 

  II. Pre-Approval of Fund Audit Services

The annual Fund audit services engagement, including terms and fees, is subject to specific pre-approval by the Audit Committee. Audit services include the annual financial statement audit and other procedures required to be performed by an independent auditor to be able to form an opinion on the Funds’ financial statements. The Audit Committee will receive, review and consider sufficient information concerning a proposed Fund audit engagement to make a reasonable evaluation of the Auditor’s qualifications and independence. The Audit Committee will oversee the Fund audit services engagement as necessary, including approving any changes in terms, audit scope, conditions and fees.

In addition to approving the Fund audit services engagement at least annually and specifically approving any changes, the Audit Committee may generally or specifically pre-approve engagements for other audit services, which are those services that only an independent auditor reasonably can provide. Other audit services may include services associated with SEC registration statements, periodic reports and other documents filed with the SEC.

 

 

1  Applicable Rules include, for example, New York Stock Exchange (“NYSE”) rules applicable to closed-end funds managed by Invesco and listed on NYSE.


  III. General and Specific Pre-Approval of Non-Audit Fund Services

The Audit Committee will consider, at least annually, the list of General Pre-Approved Non-Audit Services which list may be terminated or modified at any time by the Audit Committee. To inform the Audit Committee’s review and approval of General Pre-Approved Non-Audit Services, the Funds’ Treasurer (or his or her designee) and Auditor shall provide such information regarding independence or other matters as the Audit Committee may request.

Any services or fee ranges that are not within the scope of General Pre-Approved Non-Audit Services have not received general pre-approval and require specific pre-approval. Each request for specific pre-approval by the Audit Committee for services to be provided by the Auditor to the Funds must be submitted to the Audit Committee by the Funds’ Treasurer (or his or her designee) and must include detailed information about the services to be provided, the fees or fee ranges to be charged, and other relevant information sufficient to allow the Audit Committee to consider whether to pre-approve such engagement, including evaluating whether the provision of such services will impair the independence of the Auditor and is otherwise consistent with Applicable Rules.

 

  IV. Non-Audit Service Types

The Audit Committee may provide either general or specific pre-approval of audit-related, tax or other services, each as described in more detail below.

 

  a. Audit-Related Services

“Audit-related services” are assurance and related services that are reasonably related to the performance of the audit or review of the Fund’s financial statements or that are traditionally performed by an independent auditor. Audit-related services include, among others, accounting consultations related to accounting, financial reporting or disclosure matters not classified as “Audit services”; assistance with understanding and implementing new accounting and financial reporting guidance from rulemaking authorities; services related to mergers, acquisitions or dispositions; compliance with ratings agency requirements and interfund lending activities; and assistance with internal control reporting requirements.

 

  b. Tax Services

“Tax services” include, but are not limited to, the review and signing of the Funds’ federal tax returns, the review of required distributions by the Funds and consultations regarding tax matters such as the tax treatment of new investments or the impact of new regulations. The Audit Committee will not approve proposed services of the Auditor which the Audit Committee believes are to be provided in connection with a service or transaction initially recommended by the Auditor, the sole business purpose of which may be tax avoidance and the tax treatment of which may not be supported in the Internal Revenue Code and related regulations. The Audit Committee will consult with the Funds’ Treasurer (or his or her designee) and may consult with outside counsel or advisers as necessary to ensure the consistency of tax services rendered by the Auditor with the foregoing policy. The Auditor shall not represent any Fund or any Service Affiliate before a tax court, district court or federal court of claims.

Each request to provide tax services under either the general or specific pre-approval of the Audit Committee will include a description from the Auditor in writing of (i) the scope of the service, the fee structure for the engagement, and any side letter or other amendment to the engagement letter, or any other agreement (whether oral, written, or otherwise) between the Auditor and the Funds, relating to the service; and (ii) any compensation arrangement or other agreement, such as a referral agreement, a referral fee or fee-sharing arrangement, between the Auditor (or an affiliate of the Auditor) and any person (other than the Funds or Service Affiliates receiving the services) with respect to the promoting, marketing, or recommending of a transaction covered by the service. The Auditor will also discuss with


the Audit Committee the potential effects of the services on the independence of the Auditor, and document the substance of its discussion with the Audit Committee.

 

  c.

Other Services

The Audit Committee may pre-approve other non-audit services so long as the Audit Committee believes that the service will not impair the independence of the Auditor. Appendix I includes a list of services that the Auditor is prohibited from performing by the SEC rules. Appendix I also includes a list of services that would impair the Auditor’s independence unless the Audit Committee reasonably concludes that the results of the services will not be subject to audit procedures during an audit of the Funds’ financial statements.

 

  V.

Pre-Approval of Service Affiliate’s Covered Engagements

Rule 2-01 of Regulation S-X requires that the Audit Committee pre-approve a Service Affiliate’s engagement of the Auditor for non-audit services if the engagement relates directly to the operations and financial reporting of the Funds, defined above as a “Service Affiliate’s Covered Engagement”.

The Audit Committee may provide either general or specific pre-approval of any Service Affiliate’s Covered Engagement, including for audit-related, tax or other services, as described above, if the Audit Committee believes that the provision of the services to a Service Affiliate will not impair the independence of the Auditor with respect to the Funds. Any Service Affiliate’s Covered Engagements that are not within the scope of General Pre-Approved Non-Audit Services have not received general pre-approval and require specific pre-approval.

Each request for specific pre-approval by the Audit Committee of a Service Affiliate’s Covered Engagement must be submitted to the Audit Committee by the Funds’ Treasurer (or his or her designee) and must include detailed information about the services to be provided, the fees or fee ranges to be charged, a description of the current status of the pre-approval process involving other audit committees in the Invesco investment company complex (as defined in Rule 2-201 of Regulation S-X) with respect to the proposed engagement, and other relevant information sufficient to allow the Audit Committee to consider whether the provision of such services will impair the independence of the Auditor from the Funds. Additionally, the Funds’ Treasurer (or his or her designee) and the Auditor will provide the Audit Committee with a statement that the proposed engagement requires pre-approval by the Audit Committee, the proposed engagement, in their view, will not impair the independence of the Auditor and is consistent with Applicable Rules, and the description of the proposed engagement provided to the Audit Committee is consistent with that presented to or approved by the Invesco audit committee.

Information about all Service Affiliate engagements of the Auditor for non-audit services, whether or not subject to pre-approval by the Audit Committee, shall be provided to the Audit Committee at least quarterly, to allow the Audit Committee to consider whether the provision of such services is compatible with maintaining the Auditor’s independence from the Funds. The Funds’ Treasurer and Auditor shall provide the Audit Committee with sufficiently detailed information about the scope of services provided and the fees for such services, to ensure that the Audit Committee can adequately consider whether the provision of such services is compatible with maintaining the Auditor’s independence from the Funds.

 

  VI.

Pre-Approved Fee Levels or Established Amounts

Pre-approved fee levels or ranges for audit and non-audit services to be provided by the Auditor to the Funds, and for a Service Affiliate’s Covered Engagement, under general pre-approval or specific pre-approval will be set periodically by the Audit Committee. Any proposed fees exceeding 110% of the maximum pre-approved fee levels or ranges for such services or engagements will be promptly presented


to the Audit Committee and will require specific pre-approval by the Audit Committee before payment of any additional fees is made.

 

  VII. Delegation

The Audit Committee hereby delegates, subject to the dollar limitations set forth below, specific authority to its Chair, or in his or her absence, Vice Chair, to pre-approve audit and non-audit services proposed to be provided by the Auditor to the Funds and/or a Service Affiliate’s Covered Engagement, between Audit Committee meetings. Such delegation does not preclude the Chair or Vice Chair from declining, on a case by case basis, to exercise his or her delegated authority and instead convening the Audit Committee to consider and pre-approve any proposed services or engagements.

Notwithstanding the foregoing, the Audit Committee must pre-approve: (a) any non-audit services to be provided to the Funds for which the fees are estimated to exceed $500,000; (b) any Service Affiliate’s Covered Engagement for which the fees are estimated to exceed $500,000; or (c) any cost increase to any previously approved service or engagement that exceeds the greater of $250,000 or 50% of the previously approved fees up to a maximum increase of $500,000.

 

  VIII.

Compliance with Procedures

Notwithstanding anything herein to the contrary, failure to pre-approve any services or engagements that are not required to be pre-approved pursuant to the de minimis exception provided for in Rule 2-01(c)(7)(i)(C) of Regulation S-X shall not constitute a violation of these Procedures. The Audit Committee has designated the Funds’ Treasurer to ensure services and engagements are pre-approved in compliance with these Procedures. The Funds’ Treasurer will immediately report to the Chair of the Audit Committee, or the Vice Chair in his or her absence, any breach of these Procedures that comes to the attention of the Funds’ Treasurer or any services or engagements that are not required to be pre-approved pursuant to the de minimis exception provided for in Rule 2-01(c)(7)(i)(C) of Regulation S-X.

On at least an annual basis, the Auditor will provide the Audit Committee with a summary of all non-audit services provided to any entity in the investment company complex (as defined in section 2-01(f)(14) of Regulation S-X, including the Funds and Service Affiliates) that were not pre-approved, including the nature of services provided and the associated fees.

 

  IX.

Amendments to Procedures

All material amendments to these Procedures must be approved in advance by the Audit Committee. Non-material amendments to these Procedures may be made by the Legal and Compliance Departments and will be reported to the Audit Committee at the next regularly scheduled meeting of the Audit Committee.


Appendix I

Non-Audit Services That May Impair the Auditor’s Independence

The Auditor is not independent if, at any point during the audit and professional engagement, the Auditor provides the following non-audit services:

 

    Management functions;
    Human resources;
    Broker-dealer, investment adviser, or investment banking services ;
    Legal services;
    Expert services unrelated to the audit;
    Any service or product provided for a contingent fee or a commission;
    Services related to marketing, planning, or opining in favor of the tax treatment of confidential transactions or aggressive tax position transactions, a significant purpose of which is tax avoidance;
    Tax services for persons in financial reporting oversight roles at the Fund; and
    Any other service that the Public Company Oversight Board determines by regulation is impermissible.

An Auditor is not independent if, at any point during the audit and professional engagement, the Auditor provides the following non-audit services unless it is reasonable to conclude that the results of the services will not be subject to audit procedures during an audit of the Funds’ financial statements:

 

    Bookkeeping or other services related to the accounting records or financial statements of the audit client;
    Financial information systems design and implementation;
    Appraisal or valuation services, fairness opinions, or contribution-in-kind reports;
    Actuarial services; and
    Internal audit outsourcing services.

 

ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.

Not applicable.

 

ITEM 6. SCHEDULE OF INVESTMENTS.

Investments in securities of unaffiliated issuers is included as part of the reports to stockholders filed under Item 1 of this Form.

 

ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable.

 

ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT COMPANIES.

Not applicable.


ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.

Not applicable.

 

ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

None

 

ITEM 11. CONTROLS AND PROCEDURES.

 

(a) As of November 17, 2017, an evaluation was performed under the supervision and with the participation of the officers of the Registrant, including the PEO and PFO, to assess the effectiveness of the Registrant’s disclosure controls and procedures, as that term is defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”), as amended. Based on that evaluation, the Registrant’s officers, including the PEO and PFO, concluded that, as of November 17, 2017, the Registrant’s disclosure controls and procedures were reasonably designed to ensure: (1) that information required to be disclosed by the Registrant on Form N-CSR is recorded, processed, summarized and reported within the time periods specified by the rules and forms of the Securities and Exchange Commission; and (2) that material information relating to the Registrant is made known to the PEO and PFO as appropriate to allow timely decisions regarding required disclosure.

 

(b) There have been no changes in the Registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Registrant’s internal control over financial reporting.

 

ITEM 12. DISCLOSURE OF SECURITIES LENDING ACTIVITIES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable.

 

ITEM 13. EXHIBITS.

 

13(a) (1) Code of Ethics.

 

13(a) (2) Certifications of principal executive officer and principal financial officer as required by Rule 30a-2(a) under the Investment Company Act of 1940.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Registrant: AIM Equity Funds (Invesco Equity Funds)

 

By:  

  /s/ Sheri Morris

    Sheri Morris
    Principal Executive Officer
Date:     January 8, 2018

Pursuant to the requirements of the Securities and Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

 

By:  

  /s/ Sheri Morris

    Sheri Morris
    Principal Executive Officer
Date:     January 8, 2018

 

By:  

  /s/ Kelli Gallegos

    Kelli Gallegos
    Principal Financial Officer
Date:     January 8, 2018


EXHIBIT INDEX

 

12(a) (1)    Code of Ethics.
12(a) (2)    Certifications of principal executive officer and principal financial officer as required by Rule 30a-2(a) under the Investment Company Act of 1940.
12(a) (3)    Not applicable.
12(b)    Certifications of principal executive officer and principal financial officer as required by Rule 30a-2(b) under the Investment Company Act of 1940.