0001193125-20-001287.txt : 20200103 0001193125-20-001287.hdr.sgml : 20200103 20200103142611 ACCESSION NUMBER: 0001193125-20-001287 CONFORMED SUBMISSION TYPE: N-CSR PUBLIC DOCUMENT COUNT: 42 CONFORMED PERIOD OF REPORT: 20191031 FILED AS OF DATE: 20200103 DATE AS OF CHANGE: 20200103 EFFECTIVENESS DATE: 20200103 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AIM EQUITY FUNDS (INVESCO EQUITY FUNDS) CENTRAL INDEX KEY: 0000105377 IRS NUMBER: 132576643 STATE OF INCORPORATION: DE FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: N-CSR SEC ACT: 1940 Act SEC FILE NUMBER: 811-01424 FILM NUMBER: 20504620 BUSINESS ADDRESS: STREET 1: 11 GREENWAY PLZ STREET 2: STE 1000 CITY: HOUSTON STATE: TX ZIP: 77046 BUSINESS PHONE: 7136261919 MAIL ADDRESS: STREET 1: 11 GREENWAY PLAZA STREET 2: SUITE 1000 CITY: HOUSTON STATE: TX ZIP: 77046 FORMER COMPANY: FORMER CONFORMED NAME: AIM EQUITY FUNDS DATE OF NAME CHANGE: 20000713 FORMER COMPANY: FORMER CONFORMED NAME: AIM EQUITY FUNDS INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: WEINGARTEN EQUITY FUND INC DATE OF NAME CHANGE: 19880929 0000105377 S000000277 Invesco Charter Fund C000000677 Class A CHTRX C000000679 Class C CHTCX C000000680 Class R CHRRX C000021943 CLASS R5 CHTVX C000069441 Class Y CHTYX C000081511 CLASS S CHRSX C000120713 Class R6 CHFTX 0000105377 S000000281 Invesco Diversified Dividend Fund C000000691 Class A LCEAX C000000693 Class C LCEVX C000021945 CLASS R5 DDFIX C000029594 Class R DDFRX C000029595 Investor Class LCEIX C000069443 Class Y LCEYX C000120714 Class R6 LCEFX 0000105377 S000022173 INVESCO SUMMIT FUND C000063683 CLASS A ASMMX C000063685 CLASS C CSMMX C000063686 CLASS P SMMIX C000069444 Class Y ASMYX C000069445 CLASS R5 SMITX C000081512 CLASS S SMMSX C000188847 Class R6 0000105377 S000064631 Invesco Oppenheimer Main Street All Cap Fund C000209243 Class R6 C000209244 Class R5 C000209245 Class Y C000209246 Class R C000209247 Class C C000209248 Class A 0000105377 S000064633 Invesco Oppenheimer Rising Dividends Fund C000209268 Class C C000209270 Class R C000209271 Class Y C000209272 Class R5 C000209273 Class R6 C000209276 Class A N-CSR 1 d857787dncsr.htm N-CSR N-CSR

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:

    10/31/19           


Item 1.

Reports to Stockholders.


 

 

LOGO

 

Annual Report to Shareholders

 

   October 31, 2019

 

 

 

 

Invesco Charter Fund

 

Nasdaq:

A: CHTRX C: CHTCX R: CHRRX S: CHRSX Y: CHTYX R5: CHTVX R6: CHFTX

 

LOGO


 

Letters to Shareholders

 

LOGO

  Andrew Schlossberg

  

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.

Despite marked market volatility along the way, most global equity markets produced solid gains for the reporting period. As the reporting period unfolded in the final months of 2018, global equities were reeling from a sharp sell-off. The catalyst for the sell-off was a combination of ongoing trade concerns between the US and China, fears of a global economic slowdown and lower oil prices from a supply glut. Gains posted earlier in 2018 for global equities were erased, while US Treasury bonds, along with government and municipal bonds, rallied as investors fled to “safe haven” assets.

At the start of 2019, global equity markets rebounded strongly buoyed by more policy from central banks and optimism about a potential US-China trade deal. In May, US-China trade concerns and slowing global growth led to a global equity sell-off and rally in US Treasuries. Despite the May sell-off, domestic equity markets rallied in June in anticipation of a US Federal Reserve (the Fed) interest rate cut and closed the second quarter with modest gains. Continued US-China trade worries and signs of slowing global economic growth left global equity markets largely flat for the third quarter. As the reporting period came to a close in October 2019, a raft of upbeat positive corporate earnings results and a US interest rate cut buoyed domestic equity results with some domestic indices recording record highs.

The Fed, in fact, both raised and lowered the federal funds rate during the reporting period. Given signs of a strong economy, the Fed raised rates in December 2018. In 2019, however, the Fed altered its outlook on further rate hikes leaving rates unchanged for the first half of the year. In July, the Fed lowered interest rates for the first time in 11 years. It again lowered rates in September and once again in October. As the year continues to unfold, we’ll see how the interplay of interest rates, economic data, geopolitics and a host of other factors affect US and overseas equity and fixed income markets.

Investor uncertainty and market volatility, such as we witnessed during the reporting period, are unfortunate facts of life when it comes to investing. That’s why Invesco encourages investors to work with a professional financial adviser who can stress the importance of starting to save and invest early and the importance of adhering to a disciplined investment plan. A financial adviser who knows your unique financial situation, investment goals and risk tolerance can be an invaluable partner as you seek to achieve your financial goals. He or she can offer a long-term perspective when markets are volatile and time-tested advice and guidance when your financial situation or investment goals change.

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.

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

Sincerely,

 

LOGO

Andrew Schlossberg

Head of the Americas,

Senior Managing Director, Invesco Ltd.

 

2                              Invesco Charter Fund


LOGO

  Bruce Crockett

  

Dear 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.

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, 2019, 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, October 31, 2018 to October 31, 2019, 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*      12.96%   
Class C Shares*      12.14      
Class R Shares*      12.68      
Class S Shares*      13.09      
Class Y Shares*      13.24      
Class R5 Shares*      13.34      
Class R6 Shares*      13.38      
S&P 500 Index (Broad Market Index)      14.33      
Russell 1000 Index (Style-Specific Index)      14.15      
Lipper Large-Cap Core Funds Index¾ (Peer Group Index)      12.62      
Source(s): RIMES Technologies Corp.; ¾Lipper Inc.         

*  Performance includes litigation proceeds. Had these proceeds not been received, total returns would have been lower.

   

 

 

Market conditions and your Fund

The US economy continued to exhibit decent economic growth, low unemployment and modest inflation during the fiscal year. This was driven partly by tax cuts, technological innovation and falling regulatory hurdles. That said, the effect of the strain from US-China trade tensions has been a headwind to growth, but not nearly enough to offset the momentum in the economy.

Opinions in the market have become highly polarized in our view. On one hand, relative safe-haven equity investments, like consumer staples stocks and utilities, were bid up to lofty valuations. On the other hand, speculation remained at an elevated level during the fiscal year. The mania around cryptocurrency and now cannabis stocks are symptoms of this sentiment. More recently, the initial

public offering market has been very active. We believe an equally big risk to stock prices is the stock market’s preference for so-called “disruptors” and the potential for stocks with this perceived characteristic to become crowded trades and have valuations that are untethered to financial reality. We are looking both to avoid the disrupted companies, while also gaining exposure to disruptors that are trading at reasonable valuations.

Please note there was a portfolio management change effective June 21, 2019 and the portfolio was transitioned to reflect the investment philosophy and process of the new management team during the final four months of the fiscal year.

During the fiscal year, stock selection within the financials, information technology (IT) and utilities sectors were the largest contributors to the Fund’s perfor-

 

mance versus the Russell 1000 Index. This was offset by weaker stock selection within the communication services and industrials sectors. The Fund’s underweight exposures to the real estate and IT sectors and slight overweight exposure to the energy sector also detracted from the Fund’s performance versus the style-specific index.

The largest individual contributors to the Fund’s performance relative to the style-specific benchmark during the fiscal year included EPAM Systems, Master-card, and WEC Energy. EPAM Systems is a digital provider of software engineering solutions and technology consulting. The company has benefited from the move to digital, which has driven strong growth rates and increasing margins. However, we exited this position after the portfolio management change.

Mastercard’s fundamentals remained strong during the fiscal year with mid-teens revenue growth, margin expansion and capital return mainly through stock buybacks. Mastercard’s wide moat from its lead in global merchant acceptance, technology innovation and wide variety of payments services business has well-positioned the company to compete and partner with emerging mobile-based payment models, such as digital wallets.

WEC Energy is an electric and natural gas utility in Wisconsin. WEC benefited from general outperformance by the utilities sector, which was a result of investors’ preference for more defensive-oriented stocks and so-called bond proxies that tend to outperform in a low interest rate environment. The company has also generated consistent earnings growth and an attractive return on equity.

The largest individual detractors from the Fund’s performance relative to the style-specific index during the fiscal year

 
Portfolio Composition

 

By sector      % of total net assets  
Financials      18.68%   
Information Technology      17.50      
Health Care      14.85      
Consumer Discretionary      12.87      
Industrials      8.60      
Communication Services      7.70      
Consumer Staples      7.36      
Energy      6.32      
Utilities      2.28      
Real Estate      2.06      
Money Market Funds Plus Other Assets Less Liabilities      1.78      
Top 10 Equity Holdings*

 

     % of total net assets  

  1. Microsoft Corp.

     7.65%   

  2. JPMorgan Chase & Co.

     4.85      

  3. Procter & Gamble Co. (The)

     3.90      

  4. Facebook, Inc., Class A

     3.70      

  5. Amazon.com, Inc.

     3.67      

  6. UnitedHealth Group, Inc.

     3.66      

  7. Berkshire Hathaway, Inc., Class B

     3.24      

  8. Merck & Co., Inc.

     3.19      

  9. Lockheed Martin Corp.

     2.98      

10. Capital One Financial Corp.

     2.61      
Total Net Assets      $3.2 billion  
Total Number of Holdings*      56  

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, if any.

Data presented here are as of October 31, 2019.

 

 

4                              Invesco Charter Fund


included Activision, Facebook and Concho. Activision saw many transitions throughout calendar year 2019, following a challenging 2018. The company experienced a leadership change at its Blizzard unit, lost its chief financial officer to Netflix (not a Fund holding), exited an underperforming game title and reallocated internal resources to focus on delivering continuous content releases. We exited this position before the close of the fiscal year.

Facebook’s stock experienced strong gains for the style-specific index for the fiscal year but was not owned in the Fund prior to the portfolio management change in late June. We established a position in July 2019, after most of the stock’s gains for the fiscal year had already been achieved.

Concho is an oil and gas exploration and production company focused on the Permian Basin in Texas. The stock was negatively impacted by general weakness across the energy sector, which was the only sector within the Russell 1000 Index with negative returns during the fiscal year. Additionally, investors reacted negatively to the prices the company paid for land in the Permian given the drop in oil prices. We sold our position in this company after the portfolio management change.

As of the close of the fiscal year, we transitioned the Fund to reflect our discipline around valuation and focus on companies with competitive advantages and skilled management teams that are out-executing peers. The evidence of this that we look for in our companies include high returns on invested capital, consistently strong pricing power and/or rising market shares. During times of economic volatility such companies frequently widen their lead over weaker competitors. We seek to invest in companies characterized by these qualities at compelling valuations and believe this disciplined approach is essential to generating superior long-term performance, especially in down markets.

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

 

 

Portfolio Managers:

Manind Govil - Lead

Paul Larson

Benjamin Ram

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.

    

 

 

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 10/31/09

 

 

   LOGO  

 

Russell 1000 Index1

 

S&P 500 Index1

 

Lipper Large-Cap Core Funds Index2

 

Invesco Charter Fund–Class A Shares

 

1

Source: RIMES Technologies Corp.

2

Source: Lipper Inc.

 

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. 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; perfor-

mance of a market index does not. Performance shown in the chart 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 10/31/19, including maximum applicable sales charges

 

    

 

 Class A Shares         
 Inception (11/26/68)      10.32
 10 Years      8.12  
   5 Years      4.16  
   1 Year      6.75  
 Class C Shares         
 Inception (8/4/97)      5.19
 10 Years      7.92  
   5 Years      4.56  
   1 Year      11.14  
 Class R Shares         
 Inception (6/3/02)      6.56
 10 Years      8.46  
   5 Years      5.09  
   1 Year      12.68  
 Class S Shares         
 Inception (9/25/09)      8.69
 10 Years      8.84  
   5 Years      5.45  
   1 Year      13.09  
 Class Y Shares         
 Inception (10/3/08)      8.41
 10 Years      9.01  
   5 Years      5.61  
   1 Year      13.24  
 Class R5 Shares         
 Inception (7/30/91)      8.14
 10 Years      9.11  
   5 Years      5.68  
   1 Year      13.34  
 Class R6 Shares         
 10 Years      9.05
   5 Years      5.76  

   1 Year

     13.38  

Performance includes litigation proceeds. Had these proceeds not been received, total returns would have been lower.

 

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 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. Performance figures do not reflect deduction of taxes a shareholder would pay on Fund

 Average Annual Total Returns

 

As of 9/30/19, the most recent calendar quarter end, including maximum applicable sales charges

 

 Class A Shares         
 Inception (11/26/68)      10.30
 10 Years      7.77  
   5 Years      3.81  
   1 Year      –2.99  
 Class C Shares         
 Inception (8/4/97)      5.14
 10 Years      7.58  
   5 Years      4.22  
   1 Year      1.01  
 Class R Shares         
 Inception (6/3/02)      6.49
 10 Years      8.11  
   5 Years      4.73  
   1 Year      2.33  
 Class S Shares         
 Inception (9/25/09)      8.59
 10 Years      8.49  
   5 Years      5.11  
   1 Year      2.75  
 Class Y Shares         
 Inception (10/3/08)      8.32
 10 Years      8.66  
   5 Years      5.27  
   1 Year      2.93  
 Class R5 Shares         
 Inception (7/30/91)      8.10
 10 Years      8.77  
   5 Years      5.34  
   1 Year      2.94  
 Class R6 Shares         
 10 Years      8.70
   5 Years      5.43  
   1 Year      3.07  

Performance includes litigation proceeds. Had these proceeds not been received, total returns would have been lower.

 

distributions or sale of Fund shares. 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 C, Class R, Class S, Class Y, Class R5 and Class R6 shares was 1.08%, 1.83%, 1.33%, 0.98%, 0.83%, 0.77% and 0.70%, 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 C, Class R, Class S, Class Y, Class R5 and Class R6 shares was 1.09%, 1.84%, 1.34%, 0.99%, 0.84%,

0.78% and 0.71%, 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 C share performance reflects the applicable contingent deferred sales charge (CDSC) for the period involved. 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, 2021. 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, 2019, 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 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 finan-
    cial 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 counter-party, 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 holding a position in 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 or the anticipated value of the underlying asset, 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.
  Derivatives strategies may not always be successful. For example, 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
 

 

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


 

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.

  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, 2019

 

      Shares      Value  

Common Stocks & Other Equity Interests–98.22%

 

Aerospace & Defense–4.11%

 

Lockheed Martin Corp.

     253,794      $ 95,599,124  

 

 

United Technologies Corp.

     252,764        36,291,855  

 

 
        131,890,979  

 

 

Automotive Retail–0.94%

 

O’Reilly Automotive, Inc.(b)

     69,509        30,271,865  

 

 

Brewers–0.85%

 

Anheuser-Busch InBev S.A./N.V. (Belgium)

     335,546        27,101,786  

 

 

Communications Equipment–2.40%

 

Motorola Solutions, Inc.

     463,511        77,091,150  

 

 

Computer & Electronics Retail–1.17%

 

Best Buy Co., Inc.

     522,335        37,519,323  

 

 

Consumer Finance–4.02%

 

American Express Co.

     386,183        45,291,542  

 

 

Capital One Financial Corp.

     895,193        83,476,747  

 

 
          128,768,289  

 

 

Data Processing & Outsourced Services–1.33%

 

Mastercard, Inc., Class A

     154,373        42,731,990  

 

 

Distillers & Vintners–0.93%

 

Constellation Brands, Inc., Class A

     156,206        29,730,688  

 

 

Diversified Banks–5.04%

 

Danske Bank A/S (Denmark)

     429,785        6,135,122  

 

 

JPMorgan Chase & Co.

     1,243,470        155,334,272  

 

 
        161,469,394  

 

 

Financial Exchanges & Data–1.92%

 

Moody’s Corp.

     279,291        61,636,731  

 

 

Gas Utilities–0.48%

 

UGI Corp.

     320,012        15,254,972  

 

 

Health Care Equipment–3.26%

 

Boston Scientific Corp.(b)

     425,859        17,758,320  

 

 

Medtronic PLC

     267,892        29,173,439  

 

 

Zimmer Biomet Holdings, Inc.

     416,964        57,636,934  

 

 
        104,568,693  

 

 

Health Care Facilities–0.90%

 

HCA Healthcare, Inc.

     215,905        28,831,954  

 

 

Home Improvement Retail–2.38%

 

Home Depot, Inc. (The)

     325,790        76,423,818  

 

 

Homebuilding–0.74%

 

D.R. Horton, Inc.

     450,507        23,593,052  

 

 
      Shares      Value  

Household Products–3.90%

 

Procter & Gamble Co. (The)

     1,004,679      $ 125,092,582  

 

 

Industrial Conglomerates–2.08%

 

Honeywell International, Inc.

     386,213        66,710,571  

 

 

Industrial Machinery–0.64%

 

Stanley Black & Decker, Inc.

     134,561        20,363,116  

 

 

Industrial REITs–2.06%

 

Prologis, Inc.

     753,106        66,092,583  

 

 

Insurance Brokers–1.28%

 

Marsh & McLennan Cos., Inc.

     395,005        40,930,418  

 

 

Integrated Oil & Gas–3.78%

 

Chevron Corp.

     368,285        42,772,620  

 

 

Suncor Energy, Inc. (Canada)

     2,642,514        78,456,241  

 

 
        121,228,861  

 

 

Integrated Telecommunication Services–2.01%

 

Verizon Communications, Inc.

     1,064,244        64,354,835  

 

 

Interactive Media & Services–5.69%

 

Alphabet, Inc., Class A(b)

     50,694        63,813,607  

 

 

Facebook, Inc., Class A(b)

     618,313        118,499,687  

 

 
          182,313,294  

 

 

Internet & Direct Marketing Retail–6.03%

 

Amazon.com, Inc.(b)

     66,197        117,609,562  

 

 

Booking Holdings, Inc.(b)

     36,979        75,761,466  

 

 
        193,371,028  

 

 

IT Consulting & Other Services–0.99%

 

Amdocs Ltd.

     487,994        31,817,209  

 

 

Life Sciences Tools & Services–1.57%

 

Thermo Fisher Scientific, Inc.

     166,676        50,332,818  

 

 

Managed Health Care–3.66%

 

UnitedHealth Group, Inc.

     464,292        117,326,588  

 

 

Multi–Sector Holdings–3.24%

 

Berkshire Hathaway, Inc., Class B(b)

     488,782        103,905,278  

 

 

Multi–Utilities–1.81%

 

WEC Energy Group, Inc.

     613,746        57,937,622  

 

 

Oil & Gas Equipment & Services–1.09%

 

Schlumberger Ltd.

     1,066,460        34,862,577  

 

 

Oil & Gas Storage & Transportation–1.45%

 

Magellan Midstream Partners, L.P.

     747,279        46,570,427  

 

 

Other Diversified Financial Services–1.95%

 

AXA Equitable Holdings, Inc.

     2,894,880        62,529,408  

 

 
 

 

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

 

10                              Invesco Charter Fund


      Shares      Value  

Pharmaceuticals–5.46%

 

AstraZeneca PLC, ADR (United Kingdom)

     1,155,409      $ 56,649,703  

 

 

Elanco Animal Health, Inc.(b)

     600,023        16,212,621  

 

 

Merck & Co., Inc.

     1,180,216        102,277,519  

 

 
        175,139,843  

 

 

Property & Casualty Insurance–1.12%

 

Fidelity National Financial, Inc.

     353,501        16,204,486  

 

 

Progressive Corp. (The)

     283,514        19,760,926  

 

 
        35,965,412  

 

 

Railroads–1.66%

     

Union Pacific Corp.

     320,929        53,100,912  

 

 

Regional Banks–0.12%

 

SVB Financial Group(b)

     16,742        3,708,018  

 

 

Restaurants–0.89%

     

Starbucks Corp.

     338,752        28,644,869  

 

 

Semiconductor Equipment–1.98%

 

Applied Materials, Inc.

     1,169,401        63,451,698  

 

 

Semiconductors–2.39%

 

QUALCOMM, Inc.

     391,061        31,456,947  

 

 

Texas Instruments, Inc.

     383,809        45,285,624  

 

 
        76,742,571  

 

 

Soft Drinks–1.68%

 

PepsiCo, Inc.

     392,800        53,880,376  

 

 
      Shares      Value  

Specialty Stores–0.71%

     

Ulta Beauty, Inc.(b)

     97,862      $ 22,816,525  

 

 

Systems Software–8.39%

 

Microsoft Corp.

     1,710,007        245,163,703  

 

 

ServiceNow, Inc.(b)

     96,788        23,931,801  

 

 
        269,095,504  

 

 

Trading Companies & Distributors–0.12%

 

Fastenal Co.

     102,885        3,697,687  

 

 

Total Common Stocks & Other Equity Interests
(Cost $2,668,760,600)

 

     3,148,867,314  

 

 

Money Market Funds–1.81%

     

Invesco Government & Agency Portfolio, Institutional Class, 1.71%(c)

     20,327,443        20,327,443  

 

 

Invesco Liquid Assets Portfolio, Institutional Class, 1.90%(c)

     14,515,265        14,521,072  

 

 

Invesco Treasury Portfolio, Institutional Class, 1.66%(c)

     23,231,364        23,231,364  

 

 

Total Money Market Funds
(Cost $58,079,434)

 

     58,079,879  

 

 

TOTAL INVESTMENTS IN SECURITIES–100.03%
(Cost $2,726,840,034)

 

     3,206,947,193  

 

 

OTHER ASSETS LESS LIABILITIES–(0.03)%

 

     (1,049,651

 

 

NET ASSETS–100.00%

 

   $ 3,205,897,542  

 

 
 

 

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, 2019.

 

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, 2019

 

Assets:

  

Investments in securities, at value
(Cost $2,668,760,600)

   $ 3,148,867,314  

 

 

Investments in affiliated money market funds, at value
(Cost $58,079,434)

     58,079,879  

 

 

Foreign currencies, at value (Cost $177,826)

     180,990  

 

 
Receivable for:   

Dividends

     2,771,570  

 

 

Fund shares sold

     140,887  

 

 

Investment for trustee deferred compensation and retirement plans

     1,697,106  

 

 
Other assets      61,452  

 

 

Total assets

     3,211,799,198  

 

 

Liabilities:

  
Payable for:   

Fund shares reacquired

     2,017,617  

 

 

Accrued fees to affiliates

     1,819,723  

 

 

Accrued trustees’ and officers’ fees and benefits

     4,416  

 

 

Accrued other operating expenses

     220,346  

 

 

Trustee deferred compensation and retirement plans

     1,839,554  

 

 

Total liabilities

     5,901,656  

 

 
Net assets applicable to shares outstanding    $ 3,205,897,542  

 

 

Net assets consist of:

  
Shares of beneficial interest    $ 2,210,920,440  

 

 
Distributable earnings      994,977,102  

 

 
   $ 3,205,897,542  

 

 

Net Assets:

  
Class A    $ 3,007,391,024  

 

 
Class C    $ 40,492,845  

 

 
Class R    $ 19,772,063  

 

 
Class S    $ 16,905,758  

 

 
Class Y    $ 93,142,670  

 

 
Class R5    $ 9,162,746  

 

 
Class R6    $ 19,030,436  

 

 

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

 

Class A

     169,061,416  

 

 

Class C

     2,458,019  

 

 

Class R

     1,122,393  

 

 

Class S

     949,866  

 

 

Class Y

     5,209,935  

 

 

Class R5

     489,678  

 

 

Class R6

     1,017,442  

 

 

Class A:

  

Net asset value per share

   $ 17.79  

 

 

Maximum offering price per share
(Net asset value of $17.79 ÷ 94.50%)

   $ 18.83  

 

 

Class C:

  

Net asset value and offering price per share

   $ 16.47  

 

 

Class R:

  

Net asset value and offering price per share

   $ 17.62  

 

 

Class S:

  

Net asset value and offering price per share

   $ 17.80  

 

 

Class Y:

  

Net asset value and offering price per share

   $ 17.88  

 

 

Class R5:

  

Net asset value and offering price per share

   $ 18.71  

 

 

Class R6:

  

Net asset value and offering price per share

   $ 18.70  

 

 
 

 

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, 2019

 

Investment income:   
Dividends (net of foreign withholding taxes of $908,146)    $ 57,136,853  

 

 
Dividends from affiliated money market funds      895,075  

 

 

Total investment income

     58,031,928  

 

 
Expenses:   
Advisory fees      19,886,882  

 

 
Administrative services fees      473,695  

 

 
Distribution fees:   

Class A

     7,436,267  

 

 

Class C

     652,589  

 

 

Class R

     104,055  

 

 

Class S

     25,603  

 

 
Transfer agent fees – A, C, R, S and Y      5,425,584  

 

 
Transfer agent fees – R5      9,905  

 

 
Transfer agent fees – R6      7,040  

 

 
Trustees’ and officers’ fees and benefits      60,388  

 

 
Registration and filing fees      130,217  

 

 
Reports to shareholders      256,637  

 

 
Professional services fees      61,987  

 

 
Other      16,833  

 

 

Total expenses

     34,547,682  

 

 
Less: Fees waived and/or expense offset arrangement(s)      (110,018

 

 

Net expenses

     34,437,664  

 

 
Net investment income      23,594,264  

 

 
Realized and unrealized gain (loss) from:   
Net realized gain (loss) from:   

Investment securities (includes net gains from securities sold to affiliates of $55,181,506)

     496,547,333  

 

 

Foreign currencies

     (117,995

 

 
     496,429,338  

 

 
Change in net unrealized appreciation (depreciation) of:   

Investment securities

     (133,612,549

 

 

Foreign currencies

     26,114  

 

 
     (133,586,435

 

 
Net realized and unrealized gain      362,842,903  

 

 
Net increase in net assets resulting from operations    $ 386,437,167  

 

 

 

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, 2019 and 2018

 

     2019     2018  

 

 
Operations:     

Net investment income

   $ 23,594,264     $ 11,829,540  

 

 

Net realized gain

     496,429,338       312,460,544  

 

 

Change in net unrealized appreciation (depreciation)

     (133,586,435     (305,827,517

 

 

Net increase in net assets resulting from operations

     386,437,167       18,462,567  

 

 
Distributions to shareholders from distributable earnings:     

Class A

     (284,822,261     (220,440,781

 

 

Class B

           (751,285

 

 

Class C

     (13,185,191     (10,627,614

 

 

Class R

     (2,153,234     (1,810,151

 

 

Class S

     (1,689,390     (1,275,165

 

 

Class Y

     (10,112,841     (8,540,377

 

 

Class R5

     (1,140,865     (1,952,783

 

 

Class R6

     (1,963,684     (1,266,614

 

 

Total distributions from distributable earnings

     (315,067,466     (246,664,770

 

 
Share transactions-net:     

Class A

     (21,102,703     (206,489,185

 

 

Class B

           (12,744,633

 

 

Class C

     (85,274,153     (22,815,713

 

 

Class R

     (3,782,587     (5,255,412

 

 

Class S

     (838,015     (523,015

 

 

Class Y

     (9,786,525     (20,054,996

 

 

Class R5

     (2,789,887     (16,618,011

 

 

Class R6

     (1,856,211     3,396,818  

 

 

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

     (125,430,081     (281,104,147

 

 

Net increase (decrease) in net assets

     (54,060,380     (509,306,350

 

 
Net assets:     

Beginning of year

     3,259,957,922       3,769,264,272  

 

 

End of year

   $ 3,205,897,542     $ 3,259,957,922  

 

 

 

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

 

14                              Invesco Charter Fund


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 10/31/19

     $ 17.52      $ 0.13     $ 1.86 (d)      $ 1.99     $ (0.07 )     $ (1.65 )     $ (1.72 )     $ 17.79        12.96 %(d)     $ 3,007,391        1.07 %(e)       1.07 %(e)       0.74 %(e)       82 %

Year ended 10/31/18

       18.75        0.06       (0.04 )       0.02       (0.10 )       (1.15 )       (1.25 )       17.52        (0.04 )       2,951,279        1.07       1.08       0.35       46

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       1.11       0.50       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

Class C

                                                           

Year ended 10/31/19

       16.39        (0.00 )       1.73 (d)        1.73             (1.65 )       (1.65 )       16.47        12.14 (d)        40,493        1.82 (e)        1.82 (e)        (0.01 )(e)       82

Year ended 10/31/18

       17.65        (0.07 )       (0.04 )       (0.11 )             (1.15 )       (1.15 )       16.39        (0.80 )       133,804        1.82       1.83       (0.40 )       46

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       1.86       (0.25 )       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

Class R

                                                           

Year ended 10/31/19

       17.34        0.08       1.85 (d)        1.93             (1.65 )       (1.65 )       17.62        12.68 (d)        19,772        1.32 (e)        1.32 (e)        0.49 (e)        82

Year ended 10/31/18

       18.55        0.02       (0.04 )       (0.02 )       (0.04 )       (1.15 )       (1.19 )       17.34        (0.24 )       23,251        1.32       1.33       0.10       46

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       1.36       0.25       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

Class S

                                                           

Year ended 10/31/19

       17.53        0.14       1.87 (d)        2.01       (0.09 )       (1.65 )       (1.74 )       17.80        13.09 (d)        16,906        0.97 (e)        0.97 (e)        0.84 (e)        82

Year ended 10/31/18

       18.76        0.08       (0.04 )       0.04       (0.12 )       (1.15 )       (1.27 )       17.53        0.07       17,317        0.97       0.98       0.45       46

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       1.01       0.60       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

Class Y

 

                                                      

Year ended 10/31/19

       17.61        0.17       1.87 (d)        2.04       (0.12 )       (1.65 )       (1.77 )       17.88        13.24 (d)        93,143        0.82 (e)        0.82 (e)        0.99 (e)        82

Year ended 10/31/18

       18.84        0.11       (0.04 )       0.07       (0.15 )       (1.15 )       (1.30 )       17.61        0.23       101,885        0.82       0.83       0.60       46

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       0.86       0.75       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

Class R5

 

                                                      

Year ended 10/31/19

       18.34        0.19       1.96 (d)        2.15       (0.13 )       (1.65 )       (1.78 )       18.71        13.34 (d)        9,163        0.75 (e)        0.75 (e)        1.06 (e)        82

Year ended 10/31/18

       19.58        0.13       (0.06 )       0.07       (0.16 )       (1.15 )       (1.31 )       18.34        0.25       12,018        0.76       0.77       0.66       46

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       0.78       0.83       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

Class R6

 

                                                      

Year ended 10/31/19

       18.34        0.20       1.95 (d)        2.15       (0.14 )       (1.65 )       (1.79 )       18.70        13.38 (d)        19,030        0.69 (e)        0.69 (e)        1.12 (e)        82

Year ended 10/31/18

       19.58        0.14       (0.05 )       0.09       (0.18 )       (1.15 )       (1.33 )       18.34        0.34       20,404        0.69       0.70       0.73       46

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       0.70       0.91       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

 

(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) 

Includes litigation proceeds received during the year. Had these litigation proceeds not been received, Net gains (losses) on securities (both realized and unrealized) per share would have been $1.81, $1.68, $1.80, $1.82, $1.82, $1.91 and $1.90 for Class A, Class C, Class R, Class S, Class Y, Class R5, and Class R6 shares, respectively. Total returns would have been lower.

(e) 

Ratios are based on average daily net assets (000’s omitted) of $2,974,507, $65,259, $20,811, $17,069, $93,973, $9,917 and $19,584 for Class A, Class C, Class R, Class S, Class Y, Class R5 and Class R6 shares, respectively.

 

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

 

15                              Invesco Charter Fund


Notes to Financial Statements

October 31, 2019

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 authorized to issue an unlimited number of shares of beneficial interest. Information presented in these financial statements pertains only to the Fund. Matters affecting the Fund or each class will be voted on exclusively by the shareholders of the Fund or each class.

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

The Fund currently consists of seven different classes of shares: Class A, 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. 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. Class C shares held for ten years after purchase are eligible for automatic conversion into Class A shares of the same Fund (the “Conversion Feature”). The automatic conversion pursuant to the Conversion Feature will generally occur at the end of the month following the tenth anniversary after a purchase of Class C shares.

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.

 

16                              Invesco Charter Fund


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.

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 the 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

 

17                              Invesco Charter Fund


 

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.

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    0.570%
Next $1.8 billion    0.545%

Over $10 billion

   0.520%

For the year ended October 31, 2019, the effective advisory fee rate 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, 2020, 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 C, Class R, Class S, Class Y, Class R5 and Class R6 shares to 2.00%, 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, 2020. 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.

The Adviser has contractually agreed, through at least June 30, 2021, 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, 2019, the Adviser waived advisory fees of $46,910.

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, 2019, expenses incurred under the agreement are shown in the Statement of Operations as Administrative services fees. Invesco has entered into a sub-administration agreement whereby State Street Bank and Trust Company (“SSB”) serves as fund accountant and provides certain administrative services to the Fund. Pursuant to a custody agreement with the Trust on behalf of the Fund, SSB also serves as the Fund’s custodian.

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, 2019, expenses incurred under the agreement are shown in the Statement of Operations as Transfer agent fees.

 

18                              Invesco Charter Fund


The Trust has entered into master distribution agreements with Invesco Distributors, Inc. (“IDI”) to serve as the distributor for the Class A, 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 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 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 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, 2019, 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, 2019, IDI advised the Fund that IDI retained $108,270 in front-end sales commissions from the sale of Class A shares and $833 and $1,872 from Class A and Class C shares, respectively, for CDSC imposed upon redemptions by shareholders.

For the year ended October 31, 2019, the Fund incurred $3,607 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, 2019. 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.

 

      Level 1      Level 2      Level 3      Total  

Investments in Securities

                                   
Common Stocks & Other Equity Interests    $ 3,115,630,406      $ 33,236,908        $–      $ 3,148,867,314  
Money Market Funds      58,079,879                      58,079,879  

Total Investments

   $ 3,173,710,285      $ 33,236,908        $–      $ 3,206,947,193  

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, 2019, the Fund engaged in securities purchases of $531,719,708 and securities sales of $131,369,711, which resulted in net realized gains of $55,181,506.

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, 2019, the Fund received credits from this arrangement, which resulted in the reduction of the Fund’s total expenses of $63,108.

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

 

19                              Invesco Charter Fund


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 SSB, 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, 2019 and 2018

      2019      2018  
Ordinary income    $ 12,054,389      $ 18,753,597  

 

 

Long-term capital gain

     303,013,077        227,911,173  

 

 

Total distributions

   $ 315,067,466      $ 246,664,770  

 

 

Tax Components of Net Assets at Period-End:

      2019  
Undistributed ordinary income    $ 30,307,542  

 

 
Undistributed long-term capital gain      490,477,219  

 

 
Net unrealized appreciation – investments      475,792,165  

 

 
Net unrealized appreciation (depreciation) - foreign currencies      (25,354

 

 
Temporary book/tax differences      (1,574,470

 

 

Shares of beneficial interest

     2,210,920,440  

 

 

Total net assets

   $ 3,205,897,542  

 

 

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 does not have a capital loss carryforward as of October 31, 2019.

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, 2019 was $2,588,699,230 and $3,000,573,585, 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      $526,397,335  

 

 

Aggregate unrealized (depreciation) of investments

     (50,605,170

 

 

Net unrealized appreciation of investments

     $475,792,165  

 

 

Cost of investments for tax purposes is $2,731,155,028.

NOTE 10–Reclassification of Permanent Differences

Primarily as a result of differing book/tax treatment of foreign currency transactions, on October 31, 2019, undistributed net investment income was decreased by $117,996 and undistributed net realized gain was increased by $117,996. This reclassification had no effect on the net assets or the distributable earnings of the Fund.

 

20                              Invesco Charter Fund


NOTE 11–Share Information

 

     Summary of Share Activity  

 

 
     Years ended October 31,  
     2019(a)     2018  
     Shares     Amount     Shares     Amount  

 

 

Sold:

        

Class A

     2,723,373     $ 45,605,051       3,170,069     $ 58,228,262  

 

 

Class B(b)

     -       -       1,210       21,625  

 

 

Class C

     285,023       4,416,381       330,129       5,708,817  

 

 

Class R

     221,684       3,675,629       212,312       3,840,617  

 

 

Class S

     29,310       492,536       26,948       496,453  

 

 

Class Y

     1,118,460       19,115,839       1,744,023       32,297,466  

 

 

Class R5

     51,308       902,015       47,307       818,104  

 

 

Class R6

     153,493       2,697,321       615,081       11,837,302  

 

 

Issued as reinvestment of dividends:

        

Class A

     17,496,395       266,994,964       11,640,076       208,473,736  

 

 

Class B(b)

     -       -       42,636       715,869  

 

 

Class C

     883,643       12,574,245       604,288       10,194,340  

 

 

Class R

     142,128       2,153,233       101,923       1,810,151  

 

 

Class S

     110,679       1,688,958       71,238       1,275,165  

 

 

Class Y

     506,566       7,755,521       344,635       6,189,638  

 

 

Class R5

     70,967       1,136,186       104,095       1,946,586  

 

 

Class R6

     106,721       1,707,537       66,133       1,235,374  

 

 

Conversion of Class B shares to Class A shares:(c)

        

Class A

     -       -       628,757       12,059,566  

 

 

Class B

     -       -       (614,926     (12,059,566

 

 

Automatic conversion of Class C shares to Class A shares:

        

Class A

     5,413,624       86,019,834       -       -  

 

 

Class C

     (5,816,137     (86,019,834     -       -  

 

 

Reacquired:

        

Class A

     (25,043,141     (419,722,552     (26,359,490     (485,250,749

 

 

Class B(b)

     -       -       (139,742     (1,422,561

 

 

Class C

     (1,056,902     (16,244,945     (2,237,465     (38,718,870

 

 

Class R

     (582,661     (9,611,449     (599,985     (10,906,180

 

 

Class S

     (177,985     (3,019,509     (124,574     (2,294,633

 

 

Class Y

     (2,201,732     (36,657,885     (3,164,160     (58,542,100

 

 

Class R5

     (287,719     (4,828,088     (1,020,288     (19,382,701

 

 

Class R6

     (355,291     (6,261,069     (502,945     (9,675,858

 

 

Net increase (decrease) in share activity

     (6,208,194   $ (125,430,081     (15,012,715   $ (281,104,147

 

 

 

(a) 

There are entities that are record owners of more than 5% of the outstanding shares of the Fund and in the aggregate own 38% 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.

(b) 

Class B shares activity for the period November 1, 2017 through January 26, 2018 (date of conversion).

(c) 

Effective as of the close of business January 26, 2018, all outstanding Class B shares were converted to Class A shares.

 

21                              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

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Invesco Charter Fund (one of the funds constituting AIM Equity Funds (Invesco Equity Funds), referred to hereafter as the “Fund”) as of October 31, 2019, the related statement of operations for the year ended October 31, 2019, the statement of changes in net assets for each of the two years in the period ended October 31, 2019, including the related notes, and the financial highlights for each of the five years in the period ended October 31, 2019 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of October 31, 2019, 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 ended October 31, 2019 and the financial highlights for each of the five years in the period ended October 31, 2019 in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of October 31, 2019 by correspondence with the custodian, transfer agent and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

Houston, Texas

December 27, 2019

We have served as the auditor of one or more of the investment companies in the Invesco group of investment companies since at least 1995. We have not been able to determine the specific year we began serving as auditor.

 

22                              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, 2019 through October 31, 2019.

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.

 

               HYPOTHETICAL     
          ACTUAL  

(5% annual return before

expenses)

    
     Beginning   Ending   Expenses   Ending   Expenses   Annualized  
     Account Value   Account Value   Paid During   Account Value   Paid During   Expense  
     (05/01/19)   (10/31/19)1   Period2   (10/31/19)   Period2   Ratio  

Class A

  $1,000.00   $1,018.90   $5.50   $1,019.76   $5.50   1.08%

Class C

    1,000.00     1,014.80     9.29     1,015.98     9.30   1.83    

Class R

    1,000.00     1,017.90     6.76     1,018.50     6.77   1.33    

Class S

    1,000.00     1,019.50     4.99     1,020.27     4.99   0.98    

Class Y

    1,000.00     1,020.60     4.23     1,021.02     4.23   0.83    

Class R5

    1,000.00     1,020.20     3.92     1,021.32     3.92   0.77    

Class R6

    1,000.00     1,020.70     3.57     1,021.68     3.57   0.70    

 

1 

The actual ending account value is based on the actual total return of the Fund for the period May 1, 2019 through October 31, 2019, 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.

 

23                              Invesco Charter Fund


Approval of Investment Advisory and Sub-Advisory Contracts

 

At meetings held on June 10, 2019, the Board of Trustees (the Board or the Trustees) of AIM Equity Funds (Invesco Equity Funds) as a whole, and the independent Trustees, who comprise over 75% of the Board, voting separately, approved the continuance of the Invesco Charter Fund’s (the Fund) 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, 2019. After evaluating the factors discussed below, among others, the Board approved the renewal of the Fund’s investment advisory agreement and the sub-advisory contracts and determined that the compensation payable by the Fund to Invesco Advisers and by Invesco Advisers to the Affiliated Sub-Advisers is fair and reasonable.

The Board’s 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). As part of a regularly scheduled basis of in-person Board meetings, the Sub-Committees meet with portfolio managers for their assigned Invesco Funds and other members of management to review detailed information about investment performance and portfolio attributes of these funds. The Board took into account evaluations and reports that it received from the Investments Committee and Sub-Committees, as well as the information provided to such committees and the Board throughout the year, in considering whether to approve each Invesco Fund’s investment advisory agreement and sub-advisory contracts.

As part of the contract renewal process, the Board reviews and considers information provided in response to detailed requests for information submitted to management by the independent Trustees with assistance from legal counsel to the independent Trustees. The Board receives comparative investment performance and fee data regarding the Invesco Funds prepared by Invesco Advisers and Broadridge Financial Solutions, Inc. (Broadridge), an independent mutual fund data provider. 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 throughout the year, 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 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. The Trustees’ review and conclusions are based on the comprehensive consideration of all information presented to them during the course of the year and in prior years 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. This information is current as of June 10, 2019.

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 nature, extent and quality of the advisory services provided to the Fund by Invesco Advisers under the Fund’s investment advisory agreement, and the credentials and experience of the officers and employees of Invesco Advisers who provide these services, including the Fund’s portfolio manager(s). The Board’s review included consideration of Invesco Advisers’ investment process oversight and structure, 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, third party oversight, internal audit, valuation, portfolio trading and legal and compliance. The Board also received and reviewed information about Invesco Advisers’ role as administrator of the Invesco Funds’ liquidity risk management program. The Board also reviewed and considered the benefits to shareholders of investing in a fund that is part of the Invesco family of funds under the umbrella of Invesco Ltd., Invesco Advisers’ parent company, and noted Invesco Ltd.’s depth and experience in conducting an investment management business, as well as its

commitment of financial and other resources to such business. The Board reviewed and considered information about the resources that Invesco Advisers intends to continue to commit to managing the Invesco family of funds following Invesco Ltd.’s acquisition of OppenheimerFunds, Inc. and its subsidiaries. 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 the Affiliated Sub-Advisers’ expertise with respect to certain asset classes and 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 investment 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, 2018 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 fifth quintile for the one, 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 Board noted that the Fund’s high quality bias and

 

 

24                              Invesco Charter Fund


underweight and overweight exposures to certain securities and sectors detracted from Fund performance. The Trustees also reviewed more recent Fund performance and this review did not change their conclusions.

C.

Advisory and Sub-Advisory Fees and Fund Expenses

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. The Board noted that the contractual management fee rate for Class A shares of the Fund was reasonably comparable to 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 non-portfolio management administrative services fees, but that Broadridge does not provide information on a fund by fund basis as to what is included. 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 considered comparative information regarding the Fund’s total expense ratio and its various components. The Board noted that the Fund’s actual management fees and total expense ratio were in the fourth and fifth quintile, respectively, of its expense group and discussed with management reasons for such relative actual management fees and total expenses.

The Board noted that Invesco Advisers has contractually agreed to waive fees and/or limit expenses of the Fund for the term disclosed in the Fund’s registration statement in an amount necessary to limit total annual operating expenses to a specified percentage of average daily net assets for each class of the Fund.

The Board also considered the fees charged by Invesco Advisers and the Affiliated Sub-Advisers to other similarly managed client accounts. 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 differences in the scope of services it provides to the Invesco Funds relative to certain other types of client accounts, including management of cash flows as a result of redemptions and purchases, necessary infrastructure such as officers, office space, technology, legal and distribution, oversight of service providers, costs and business risks associated with launching new funds and sponsoring and maintaining the product line, preparation of annual registration statement updates and financial information and compliance with federal and state laws and regulations.

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.

D.

Economies of Scale and Breakpoints

The Board considered the extent to which there may be economies of scale in the provision of advisory services to the Fund. The Board considered Invesco’s reinvestment in its business, including investments in business infrastructure and cybersecurity. The Board also considered that the Fund benefits from economies of scale through contractual breakpoints in the Fund’s advisory fee schedule, which generally operate to reduce the Fund’s expense ratio as it grows in size. 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. The Board noted that the Fund may also benefit from economies of scale through initial fee setting, fee waivers and expense reimbursements.

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 considered the methodology used for calculating profitability and noted the periodic review of such methodology by an independent consultant. 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, extent and quality of the services provided. The Board received information from Invesco Advisers demonstrating that Invesco Advisers and the Affiliated Sub-Advisers 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 administrative, 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 Invesco representing 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 considered information regarding the returns of the affiliated money market funds relative to comparable overnight investments, as well as the costs to the Fund of such investments. 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 an affiliated broker may receive commissions for executing certain trades for the Fund. Invesco Advisers and the Affiliated Sub-Advisers may use the affiliated broker to, among other things, control order routing and minimize information leakage, and the Board was advised that such trades are executed in compliance with rules under the federal securities laws and consistent with best execution obligations.

 

 

25                              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 advisers.

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, 2019:

 

  Federal and State Income Tax   
  Long-Term Capital Gain Distributions    $ 303,013,077  

                

  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.

 

26                              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 and Vice Chair

   2007   

Executive Director, Chief Executive Officer and President, Invesco Ltd. (ultimate parent of Invesco and a global investment management firm); Trustee and Vice Chair, 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)

   229    None
   

Philip A. Taylor2 – 1954

Trustee

   2006   

Vice Chair, Invesco Ltd.; Trustee, The Invesco Funds

 

Formerly: Director, Invesco Canada Ltd. (formerly known as Invesco Trimark Ltd./Invesco Trimark Ltèe) (registered investment adviser and registered transfer agent); 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 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); Chairman and Chief Executive Officer, Invesco Canada Ltd. (formerly known as Invesco Trimark Ltd./Invesco Trimark Ltèe) (registered investment adviser and registered transfer agent); Senior Vice President, The Invesco Funds; Director, Invesco Investment Advisers LLC (formerly known as Van Kampen Asset Management); Director, Chairman, Chief Executive Officer and President, Invesco Management Group, Inc. (formerly known as Invesco AIM Management Group, Inc.) (financial services holding company); 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 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.

   229    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

   229    Director and Chairman of the Audit Committee, ALPS (Attorneys Liability Protection Society) (insurance company); Director and Member of the Audit Committee and Compensation Committee, Ferroglobe PLC (metallurgical company)
   
David C. Arch – 1945 Trustee    2010    Chairman of Blistex Inc. (consumer health care products manufacturer); Member, World Presidents’ Organization    229    Board member of the Illinois Manufacturers’ Association
         
Beth Ann Brown – 1968 Trustee    2019   

Independent Consultant

 

Formerly: Head of Intermediary Distribution, Managing Director, Strategic Relations, Managing Director, Head of National Accounts, Senior Vice President, National Account Manager and Senior Vice President, Key Account Manager, Columbia Management Investment Advisers LLC; Vice President, Key Account Manager, Liberty Funds Distributor, Inc.; and Trustee of certain Oppenheimer Funds

   229    Director, Board of Directors of Caron Engineering Inc.; President and Director, Acton Shapleigh Youth Conservation Corps (non - profit); and Vice President and Director of Grahamtastic Connection (non- profit)
   
Jack M. Fields – 1952 Trustee    1997   

Chief Executive Officer, Twenty First Century Group, Inc. (government affairs company); and Chairman, 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

   229    None
   
Cynthia Hostetler – 1962 Trustee    2017   

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

 

Formerly: Director, Aberdeen Investment Funds (4 portfolios); Head of Investment Funds and Private Equity, Overseas Private Investment Corporation; President, First Manhattan Bancorporation, Inc.; Attorney, Simpson Thacher & Bartlett LLP

   229    Vulcan Materials Company (construction materials company); Trilinc Global Impact Fund; Genesee & Wyoming, Inc. (railroads); Artio Global Investment LLC (mutual fund complex); Edgen Group, Inc. (specialized energy and infrastructure products distributor); Investment Company Institute (professional organization); Independent Directors Council (professional organization)

 

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)

         
   

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

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

Elizabeth Krentzman – 1959

Trustee

   2019    Formerly: Principal and Chief Regulatory Advisor for Asset Management Services and U.S. Mutual Fund Leader of Deloitte & Touche LLP; General Counsel of the Investment Company Institute (trade association); National Director of the Investment Management Regulatory Consulting Practice, Principal, Director and Senior Manager of Deloitte & Touche LLP; Assistant Director of the Division of Investment Management - Office of Disclosure and Investment Adviser Regulation of the U.S. Securities and Exchange Commission and various positions with the Division of Investment Management - Office of Regulatory Policy of the U.S. Securities and Exchange Commission; Associate at Ropes & Gray LLP; Advisory Board Member of the Securities and Exchange Commission Historical Society; and Trustee of certain Oppenheimer Funds    229    Trustee of the University of Florida National Board Foundation and Audit Committee Member; Member of the Cartica Funds Board of Directors (private investment funds); Member of the University of Florida Law Center Association, Inc. Board of Trustees and Audit Committee Member
   

Anthony J. LaCava, Jr. – 1956

Trustee

   2019    Formerly: Director and Member of the Audit Committee, Blue Hills Bank (publicly traded financial institution) and Managing Partner, KPMG LLP    229    Blue Hills Bank; Chairman, Bentley University; Member, Business School Advisory Council; and Nominating Committee KPMG LLP
   

Prema Mathai-Davis – 1950

Trustee

   1998   

Retired

 

Co-Owner & Partner of Quantalytics Research, LLC, (a FinTech Investment Research Platform for the Self-Directed Investor)

   229    None
         

Joel W. Motley – 1952

Trustee

   2019   

Director of Office of Finance, Federal Home Loan Bank; Member of the Vestry of Trinity Wall Street; Managing Director of Carmona Motley Inc. (privately held financial advisor); Member of the Finance and Budget Committee of the Council on Foreign Relations, Member of the Investment Committee and Board of Human Rights Watch and Member of the Investment Committee and Board of Historic Hudson Valley (non-profit cultural organization)

 

Formerly: Managing Director of Public Capital Advisors, LLC (privately held financial advisor); Managing Director of Carmona Motley Hoffman, Inc. (privately held financial advisor); Trustee of certain Oppenheimer Funds; and Director of Columbia Equity Financial Corp. (privately held financial advisor)

   229    Director of Greenwall Foundation (bioethics research foundation); Member of Board and Investment Committee of The Greenwall Foundation; Director of Southern Africa Legal Services Foundation; Board Member and Investment Committee Member of Pulizer Center for Crisis Reporting (non-profit journalism)
   

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

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

 

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

Independent Trustees–(continued)

         
   

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

   229    Federal Reserve Bank of Dallas
         

Raymond Stickel, Jr. – 1944

Trustee

   2005   

Retired

 

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

   229    None
   

Robert C. Troccoli – 1949

Trustee

   2016   

Retired

 

Formerly: Adjunct Professor, University of Denver - Daniels College of Business; Senior Partner, KPMG LLP

   229    None
         

Daniel S. Vandivort – 1954

Trustee

   2019   

Treasurer, Chairman of the Audit and Finance Committee, and Trustee, Board of Trustees, Huntington Disease Foundation of America; and President, Flyway Advisory Services LLC (consulting and property management)

 

Formerly: Trustee and Governance Chair, of certain Oppenheimer Funds

   229    Chairman and Lead Independent Director, Chairman of the Audit Committee, and Director, Board of Directors, Value Line Funds
   

James D. Vaughn – 1945

Trustee

   2019   

Retired

 

Formerly: Managing Partner, Deloitte & Touche LLP; Trustee and Chairman of the Audit Committee, Schroder Funds; Board Member, Mile High United Way, Boys and Girls Clubs, Boy Scouts, Colorado Business Committee for the Arts, Economic Club of Colorado and Metro Denver Network (economic development corporation); and Trustee of certain Oppenheimer Funds

   229    Board member and Chairman of Audit Committee of AMG National Trust Bank; Trustee and Investment Committee member, University of South Dakota Foundation; Board member, Audit Committee Member and past Board Chair, Junior Achievement (non-profit)
   

Christopher L. WIlson – 1957

Trustee, Vice Chair and Chair Designate

   2017   

Reitred

 

Formerly: Director, TD Asset Management USA Inc. (mutual fund complex) (22 portfolios); Managing Partner, CT2, LLC (investing and consulting firm); 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

   229    ISO New England, Inc. (non-profit organization managing regional electricity market)

 

T-4                              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

                   
   
Sheri Morris – 1964 President, Principal Executive Officer and Treasurer    1999   

Head of Global Fund Services, Invesco Ltd.; 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, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Commodity Fund Trust and Invesco Exchange-Traded Self-Indexed Fund Trust; and Vice President, OppenheimerFunds, Inc.

 

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, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust and Invesco 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
   
Jeffrey H. Kupor – 1968 Senior Vice President, Chief Legal Officer and Secretary    2018   

Head of Legal of the Americas, Invesco Ltd.; Senior Vice President and Secretary, 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.); 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; 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, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Commodity Fund Trust and Invesco Exchange-Traded Self-Indexed Fund Trust; Secretary, Invesco Indexing LLC; Secretary, W.L. Ross & Co., LLC

 

Formerly: Secretary and Vice President, Jemstep, Inc.; Head of Legal, Worldwide Institutional, Invesco Ltd.; Secretary and General Counsel, INVESCO Private Capital Investments, Inc.; Senior Vice President, Secretary and General Counsel, Invesco Management Group, Inc. (formerly known as Invesco AIM Management Group, Inc.); Assistant Secretary, INVESCO Asset Management (Bermuda) Ltd.; Secretary and General Counsel, Invesco Private Capital, Inc.; Assistant Secretary and General Counsel, INVESCO Realty, Inc.; Secretary and General Counsel, Invesco Senior Secured Management, Inc.; and Secretary, Sovereign G./P. Holdings Inc.

   N/A    N/A
         

Andrew R. Schlossberg – 1974

Senior Vice President

   2019   

Head of the Americas and Senior Managing Director, Invesco Ltd.; Director and Senior Vice President, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); Director and Chairman, Invesco Investment Services, Inc. (formerly known as Invesco AIM Investment Services, Inc.) (registered transfer agent); Senior Vice President, The Invesco Funds; Director, Invesco Investment Advisers LLC (formerly known as Van Kampen Asset Management); Director, President and Chairman, Invesco Insurance Agency, Inc.

 

Formerly: Director, Invesco UK Limited; Director and Chief Executive, Invesco Asset Management Limited and Invesco Fund Managers Limited; Assistant Vice President, The Invesco Funds; Senior Vice President, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); Director and Chief Executive, Invesco Administration Services Limited and Invesco Global Investment Funds Limited; Director, Invesco Distributors, Inc.; Head of EMEA, Invesco Ltd.; President, Invesco Actively Managed Exchange-Traded Commodity Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II and Invesco India Exchange-Traded Fund Trust; Managing Director and Principal Executive Officer, Invesco Capital Management LLC

   N/A    N/A

 

T-5                              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)

              
   

John M. Zerr – 1962

Senior Vice President

   2006   

Chief Operating Officer of the Americas; Senior Vice President, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); Senior Vice President, Invesco Distributors, Inc. (formerly known as Invesco AIM Distributors, Inc.); Director and Vice President, Invesco Investment Services, Inc. (formerly known as Invesco AIM Investment Services, Inc.) Senior Vice President, The Invesco Funds; Managing Director, Invesco Capital Management LLC; Director, Invesco Investment Advisers LLC (formerly known as Van Kampen Asset Management); Senior Vice President, Invesco Capital Markets, Inc. (formerly known as Van Kampen Funds Inc.); Manager, Invesco Indexing LLC; Manager, Invesco Specialized Products, LLC; Director and Senior Vice President, Invesco Insurance Agency, Inc.; Member, Invesco Canada Funds Advisory Board; Director, President and Chief Executive Officer, Invesco Corporate Class Inc. (corporate mutual fund company); and Director, Chairman, President and Chief Executive Officer, Invesco Canada Ltd. (formerly known as Invesco Trimark Ltd./Invesco Trimark Ltèe) (registered investment adviser and registered transfer agent)

 

Formerly: Director and Senior Vice President, Invesco Management Group, Inc. (formerly known as Invesco AIM Management Group, Inc.); Secretary and General Counsel, Invesco Management Group, Inc. (formerly known as Invesco AIM Management Group, Inc.); Secretary, Invesco Investment Services, Inc. (formerly known as Invesco AIM Investment Services, Inc.); Chief Legal Officer and Secretary, The Invesco Funds; 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.); Chief Legal Officer, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Commodity Fund Trust and Invesco Exchange-Traded Self-Indexed Fund Trust; Secretary, Invesco Indexing LLC; 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 and Secretary, 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)

   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); Director, Invesco Mortgage Capital, Inc. and Invesco Senior Secured Management, Inc.; and Senior Vice President, The Invesco Funds; and President, SNW Asset Management Corporation

 

Formerly: Senior Vice President, Invesco Management Group, Inc. and Invesco Advisers, Inc.; Assistant Vice President, The Invesco Funds

   N/A    N/A
   

Kelli Gallegos – 1970

Vice President, Principal Financial Officer and Assistant Treasurer

   2008   

Principal Financial and Accounting Officer - Investments Pool, Invesco Specialized Products, LLC; Vice President, Principal Financial Officer and Assistant Treasurer, The Invesco Funds; Principal Financial and Accounting Officer - Pooled Investments, Invesco Capital Management LLC; Vice President and Treasurer, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Commodity Fund Trust and Invesco Exchange-Traded Self-Indexed Fund Trust

 

Formerly: Assistant Treasurer, Invesco Specialized Products, LLC; Assistant Treasurer, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Commodity Fund Trust and Invesco Exchange-Traded Self-Indexed Fund Trust; Assistant Treasurer, Invesco Capital Management LLC; Assistant Vice President, The Invesco Funds

   N/A    N/A

 

T-6                              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)

              
   

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., The Invesco Funds, and Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Commodity Fund Trust and Invesco Exchange-Traded Self-Indexed 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. and Invesco Management Group, Inc.

   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    Investment Adviser    Distributor    Auditors

11 Greenway Plaza, Suite 1000

Houston, TX 77046-1173

  

Invesco Advisers, Inc.

1555 Peachtree Street, N.E.

Atlanta, GA 30309

  

Invesco Distributors, Inc.

11 Greenway Plaza, Suite 1000

Houston, TX 77046-1173

   PricewaterhouseCoopers
LLP

1000 Louisiana Street,
Suite 5800

Houston, TX 77002-5678

Counsel to the Fund    Counsel to the Independent Trustees    Transfer Agent    Custodian

Stradley Ronon Stevens & Young, LLP

2005 Market Street, Suite 2600

Philadelphia, PA 19103-7018

  

Goodwin Procter LLP

901 New York Avenue, N.W.

Washington, D.C. 20001

  

Invesco Investment Services, Inc.

11 Greenway Plaza, Suite 1000

Houston, TX 77046-1173

   State Street Bank and
Trust Company

225 Franklin Street

Boston, MA 02110-2801

 

T-7                              Invesco Charter Fund


 

 

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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 list appears 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) as an exhibit to its reports on Form N-PORT. The most recent list of portfolio holdings is available at invesco.com/completeqtrholdings. Shareholders can also look up the Fund’s Form N-PORT filings on the SEC website, 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. This 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


 

 

 
LOGO  

Annual Report to Shareholders

 

    

 

October 31, 2019

 

 

 

 

 

 
  Invesco Diversified Dividend Fund

 

 

Nasdaq:

 

  A: LCEAX C: LCEVX R: DDFRX Y: LCEYX Investor: LCEIX R5: DDFIX R6: LCEFX

 

 

LOGO


 

Letters to Shareholders

 

LOGO

  Andrew Schlossberg

    

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.

Despite marked market volatility along the way, most global equity markets produced solid
gains for the reporting period. As the reporting period unfolded in the final months of 2018,
global equities were reeling from a sharp sell-off. The catalyst for the sell-off was a
combination of ongoing trade concerns between the US and China, fears of a global economic
slowdown and lower oil prices from a supply glut. Gains posted earlier in 2018 for global
equities were erased, while US Treasury bonds, along with government and municipal bonds,
rallied as investors fled to “safe haven” assets.

At the start of 2019, global equity markets rebounded strongly buoyed by more policy from central banks and optimism about a potential US-China trade deal. In May, US-China trade concerns and slowing global growth led to a global equity sell-off and rally in US Treasuries. Despite the May sell-off, domestic equity markets rallied in June in anticipation of a US Federal Reserve (the Fed) interest rate cut and closed the second quarter with modest gains. Continued US-China trade worries and signs of slowing global economic growth left global equity markets largely flat for the third quarter. As the reporting period came to a close in October 2019, a raft of upbeat positive corporate earnings results and a US interest rate cut buoyed domestic equity results with some domestic indices recording record highs.

The Fed, in fact, both raised and lowered the federal funds rate during the reporting period. Given signs of a strong economy, the Fed raised rates in December 2018. In 2019, however, the Fed altered its outlook on further rate hikes leaving rates unchanged for the first half of the year. In July, the Fed lowered interest rates for the first time in 11 years. It again lowered rates in September and once again in October. As the year continues to unfold, we’ll see how the interplay of interest rates, economic data, geopolitics and a host of other factors affect US and overseas equity and fixed income markets.

Investor uncertainty and market volatility, such as we witnessed during the reporting period, are unfortunate facts of life when it comes to investing. That’s why Invesco encourages investors to work with a professional financial adviser who can stress the importance of starting to save and invest early and the importance of adhering to a disciplined investment plan. A financial adviser who knows your unique financial situation, investment goals and risk tolerance can be an invaluable partner as you seek to achieve your financial goals. He or she can offer a long-term perspective when markets are volatile and time-tested advice and guidance when your financial situation or investment goals change.

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.

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

Sincerely,

 

LOGO

Andrew Schlossberg

Head of the Americas,

Senior Managing Director, Invesco Ltd.

 

2                              Invesco Diversified Dividend Fund


 

 

LOGO

  Bruce Crockett

   Dear 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.

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, 2019, Class A shares of Invesco Diversified Dividend Fund (the Fund), at net asset value (NAV), outperformed 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, October 31, 2018 to October 31, 2019, 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      12.94%   
Class C Shares      12.08      
Class R Shares      12.69      
Class Y Shares      13.27      
Investor Class Shares      13.00      
Class R5 Shares      13.29      
Class R6 Shares      13.44      
S&P 500 Index (Broad Market Index)      14.33      
Russell 1000 Value Index (Style-Specific Index)      11.21      
Lipper Large-Cap Value Funds Index (Peer Group Index)      10.39      
Source(s): RIMES Technologies Corp.; Lipper Inc.         

 

 

Market conditions and your Fund

The fiscal year began with increased market volatility in the final months of 2018, as US equity markets suffered a sharp sell-off due to ongoing US-China trade disputes, fears of a global economic slowdown and lower oil prices. The US Federal Reserve (the Fed) raised interest rates in December 2018.

Equity markets rebounded in the first quarter of 2019, as optimism about a potential US-China trade deal increased and the Fed signaled there would be no further interest rate hikes in 2019, a surprising shift in monetary policy. The Fed’s more accommodative stance provided a supportive environment for equities and fixed income, despite mixed US economic data and slower overseas growth. Against this backdrop, the S&P 500 Index posted its best first quarter returns since 1998.

Although the S&P 500 Index posted modest gains for the second quarter of 2019, the US stock market experienced increased volatility. After four consecutive months of rising stock markets, the market sold off in May 2019, along with bond yields and oil prices, as investors weighed the impact of the lingering US-China trade war, as well as potential tariffs on Mexico. In addition, economic data continued to show a slowing domestic and global economy.

These investor concerns carried over into the third quarter of 2019. The US-China trade conflict worried investors and stifled business investment, even as the Fed cut interest rates by 0.25% twice in the quarter. This uncertainty increased both market volatility and risk aversion, and investors crowded into asset classes perceived as safe havens, such as US Treasuries and gold. The US Treasury yield curve inverted several

 

times, increasing fears of a possible US recession. However, the Fed’s accommodative tone provided some support for risk assets.

In October 2019, optimism that phase one of a US-China trade deal would be completed, a delay in the Brexit agreement until January 2020 and better-than-expected third-quarter corporate earnings results, helped send risk assets higher. During its October meeting, the Fed cut interest rates by another 0.25% based on business investment and exports remaining weak. Despite increased market volatility, most US-based equity indexes produced modest to strong returns for the fiscal year.

Within the S&P 500 Index, information technology (IT) was the best-performing sector for the fiscal year, while energy was the worst-performing sector and the only one to post a loss. 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.1 In this environment, we remain focused on our assessment of each investment’s risk-reward profile.

During the fiscal year, the Fund’s management discipline remained unchanged. 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

 
Portfolio Composition

 

By sector                         % of total  net assets

 

Consumer Staples      23.37%   
Utilities      18.31      
Financials      14.16      
Industrials      9.14      
Health Care      7.58      
Energy      5.45      
Consumer Discretionary      4.81      
Communication Services      4.69      
Materials      4.00      
Other Sectors, Each Less than 2% of Net Assets      3.09      
Money Market Funds Plus Other Assets Less Liabilities      5.40      
Top 10 Equity Holdings*

 

% of total net assets

 

  1. Entergy Corp.

     3.46%   

  2. Hartford Financial Services Group, Inc. (The)

     3.19      

  3. Procter & Gamble Co. (The)

     3.05      

  4. General Mills, Inc.

     3.01      

  5. Coca-Cola Co. (The)

     2.81      

  6. AT&T, Inc.

     2.72      

  7. Dominion Energy, Inc.

     2.49      

  8. PPL Corp.

     2.45      

  9. Exelon Corp.

     2.24      

10. Kimberly-Clark Corp.

     2.09      
Total Net Assets      $19.2 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, if any.

Data presented here are as of October 31, 2019.

 

 

4                              Invesco Diversified Dividend Fund


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.

Within the Fund’s style-specific benchmark, real estate, utilities and IT were the best-performing sectors, while energy was the worst-performing sector during the fiscal year. The Fund’s overweight exposure to the utilities and consumer staples sectors contributed the most to the Fund’s performance relative to the style-specific index. The Fund’s underweight exposure to energy also helped relative performance, as did stock selection in the health care sector. Underweight positions in the IT and real estate sectors detracted the most from the Fund’s relative performance during the fiscal year. Stock selection in the industrials sector also hurt the Fund’s performance relative to the style-specific benchmark.

During the fiscal year, holdings in the utilities and consumer staples sectors were the largest contributors to the Fund’s performance. Utility company Entergy was the largest contributor to Fund performance. The company has focused on exiting its merchant power business and transitioning to a fully regulated utility in order to deliver more consistent earnings. In addition, success in securing regulatory improvements in several state jurisdictions drove outperformance. Household and personal products company Procter & Gamble also made a significant contribution to Fund performance. The company experienced improving organic sales growth and better price realization during the fiscal year. In addition, management worked to improve shareholder returns by driving more focus at the business unit level, strengthening and accelerating productivity, investing in innovation and streamlining execution.

The Fund’s holdings in the energy sector were the largest detractors from performance during the fiscal year. Conoco-Phillips stock declined during the fiscal year, as did energy stocks in general. The company has consistently generated cash flows above expectations from higher unit profitability and faster debt

reduction. In line with our thesis, management continues to increase the return of capital to shareholders. Conoco-Phillips recently announced a 38% dividend increase and an annual share buyback of $3 billion. Packaged food company Kraft Heinz was also a large detractor from the Fund’s performance during the fiscal year. The company faced increasing costs that have lowered profitability and revenue growth has disappointed. The stock was also impacted by previous management actions that included a decrease in the dividend and an impairment of company assets. We believe new management initiatives to improve operations and invest in brands should improve Kraft Heinz profitability and organic sales.

The Fund used currency forward contracts for the purpose of hedging currency exposure of some of the non-US-based companies held in the portfolio and not for speculative purposes or leverage. The use of currency forward contracts had a very small positive impact on the Fund’s performance during the fiscal year.

The Fund has successfully navigated multiple market cycles during its 16-plus year history with a consistent long-term mandate to emphasize capital appreciation, current income and capital preservation over a full market cycle.

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

 

1

Sources: National Bureau of Economic Research, Ned Davis Research and FactSet Research Systems Inc.

 

 

Portfolio Managers:

Robert Botard

Kristina Bradshaw

Chris McMeans

Meggan Walsh - Lead

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.

 

 

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 10/31/09

 

LOGO   

 

S&P 500 Index1

 

Russell 1000 Value Index1

Lipper Large-Cap Value Funds Index2

 

Invesco Diversified Dividend Fund–Class A Shares

 

Invesco Diversified Dividend Fund–Class C Shares

 

1

Source: RIMES Technologies Corp.

2

Source: Lipper Inc.

 

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. 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 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 10/31/19, including maximum applicable sales charges

 

 

Class A Shares

        

Inception (12/31/01)

     7.38

10 Years

     10.57  

  5 Years

     6.22  

  1 Year

     6.72  

Class C Shares

        

Inception (12/31/01)

     7.30

10 Years

     10.36  

  5 Years

     6.63  

  1 Year

     11.08  

Class R Shares

        

Inception (10/25/05)

     7.88

10 Years

     10.94  

  5 Years

     7.17  

  1 Year

     12.69  

Class Y Shares

        

Inception (10/3/08)

     9.94

10 Years

     11.48  

  5 Years

     7.71  

  1 Year

     13.27  

Investor Class Shares

        

Inception (7/15/05)

     7.79

10 Years

     11.24  

  5 Years

     7.49  

  1 Year

     13.00  

Class R5 Shares

        

Inception (10/25/05)

     8.48

10 Years

     11.54  

  5 Years

     7.76  

  1 Year

     13.29  

Class R6 Shares

        

10 Years

     11.50

  5 Years

     7.87  

  1 Year

     13.44  

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 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. Performance figures do not reflect deduction of taxes a shareholder would pay on Fund distributions or sale of Fund shares. Investment return and principal value

Average Annual Total Returns

 

As of 9/30/19, the most recent calendar quarter end, including maximum applicable sales charges

 

Class A Shares

        

Inception (12/31/01)

     7.39

10 Years

     10.28  

  5 Years

     6.62  

  1 Year

     2.25  

Class C Shares

        

Inception (12/31/01)

     7.31

10 Years

     10.08  

  5 Years

     7.03  

  1 Year

     6.40  

Class R Shares

        

Inception (10/25/05)

     7.91

10 Years

     10.65  

  5 Years

     7.56  

  1 Year

     7.90  

Class Y Shares

        

Inception (10/3/08)

     9.98

10 Years

     11.18  

  5 Years

     8.10  

  1 Year

     8.45  

Investor Class Shares

        

Inception (7/15/05)

     7.81

10 Years

     10.96  

  5 Years

     7.88  

  1 Year

     8.24  

Class R5 Shares

        

Inception (10/25/05)

     8.51

10 Years

     11.27  

  5 Years

     8.16  

  1 Year

     8.51  

Class R6 Shares

        

10 Years

     11.21

  5 Years

     8.25  

  1 Year

     8.61  

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 C, Class R, Class Y, Investor Class, Class R5 and Class R6 shares was 0.81%, 1.56%, 1.06%, 0.56%, 0.76%, 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 C, Class R, Class Y, Investor Class, Class R5 and Class R6 shares was 0.82%, 1.57%, 1.07%, 0.57%, 0.77%, 0.53% and 0.43%, 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 C share performance reflects the applicable contingent deferred sales charge (CDSC) for the period involved. 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, 2021. 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, 2019, 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 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, 2019

 

     Shares     Value  

Common Stocks & Other Equity Interests–94.60%

 

Aerospace & Defense–1.72%

 

 

General Dynamics Corp.

    1,233,211     $ 218,031,705  

 

 

Raytheon Co.

    525,727       111,564,526  

 

 
      329,596,231  

 

 
Air Freight & Logistics–1.01%

 

United Parcel Service, Inc., Class B

    1,683,577       193,897,563  

 

 
Apparel Retail–1.28%

 

TJX Cos., Inc. (The)

    4,253,020       245,186,603  

 

 
Apparel, Accessories & Luxury Goods–0.43%

 

Columbia Sportswear Co.

    903,433       81,715,515  

 

 
Asset Management & Custody Banks–0.57%

 

Federated Investors, Inc., Class B

    3,410,369       108,927,186  

 

 
Brewers–2.98%

 

Anheuser-Busch InBev S.A./N.V. (Belgium)

    2,679,183       216,395,497  

 

 

Heineken N.V. (Netherlands)

    3,487,825       355,902,966  

 

 
      572,298,463  

 

 
Construction Machinery & Heavy Trucks–0.98%

 

Cummins, Inc.

    1,087,608       187,590,628  

 

 
Consumer Finance–1.31%

 

American Express Co.

    2,134,851       250,375,325  

 

 
Data Processing & Outsourced Services–1.19%

 

Automatic Data Processing, Inc.

    1,411,544       228,994,783  

 

 
Diversified Chemicals–0.73%

 

BASF S.E. (Germany)

    1,849,550       140,774,290  

 

 
Electric Utilities–12.28%

 

American Electric Power Co., Inc.

    3,189,872       301,092,018  

 

 

Duke Energy Corp.

    2,578,860       243,083,344  

 

 

Entergy Corp.

    5,469,861       664,478,714  

 

 

Exelon Corp.

    9,427,795       428,870,395  

 

 

PPL Corp.

    14,013,235       469,303,240  

 

 

SSE PLC (United Kingdom)

    14,945,278       248,540,361  

 

 
      2,355,368,072  

 

 
Electrical Components & Equipment–1.74%

 

ABB Ltd. (Switzerland)

    11,063,018       232,188,839  

 

 

Emerson Electric Co.

    1,454,735       102,049,660  

 

 
      334,238,499  

 

 
Fertilizers & Agricultural Chemicals–0.53%

 

Nutrien Ltd. (Canada)

    2,140,297       102,391,704  

 

 
Food Distributors–1.28%

 

Sysco Corp.

    3,063,356       244,670,244  

 

 
      Shares      Value  
General Merchandise Stores–1.37%

 

Target Corp.

     2,451,432      $ 262,082,595  

 

 
Health Care Equipment–0.24%

 

Stryker Corp.

     216,631        46,850,786  

 

 
Household Products–5.14%

 

Kimberly–Clark Corp.

     3,014,728        400,597,057  

 

 

Procter & Gamble Co. (The)

     4,692,992        584,324,434  

 

 
        984,921,491  

 

 
Industrial Conglomerates–1.16%

 

Siemens AG (Germany)

     1,926,479        222,216,370  

 

 
Industrial Machinery–2.53%

 

Flowserve Corp.(b)

     7,621,382        372,228,297  

 

 

Pentair PLC

     2,711,271        112,436,408  

 

 
        484,664,705  

 

 
Integrated Oil & Gas–3.46%

 

Royal Dutch Shell PLC, Class B (United Kingdom)

     2,044,789        58,890,086  

 

 

Suncor Energy, Inc. (Canada)

     7,957,996        236,607,033  

 

 

TOTAL S.A. (France)

     6,976,440        367,720,160  

 

 
        663,217,279  

 

 
Integrated Telecommunication Services–4.69%

 

AT&T, Inc.

     13,540,190        521,161,913  

 

 

BT Group PLC (United Kingdom)

     65,954,939        174,946,776  

 

 

Deutsche Telekom AG (Germany)

     11,581,478        203,676,673  

 

 
        899,785,362  

 

 
IT Consulting & Other Services–0.36%

 

International Business Machines Corp.

     514,078        68,747,651  

 

 
Motorcycle Manufacturers–1.35%

 

Harley-Davidson, Inc.

     6,637,496        258,264,969  

 

 
Multi-line Insurance–3.19%

 

Hartford Financial Services Group, Inc. (The)

     10,714,332        611,574,071  

 

 
Multi-Utilities–6.02%

 

Consolidated Edison, Inc.

     3,243,449        299,110,867  

 

 

Dominion Energy, Inc.

     5,781,430        477,257,046  

 

 

Sempra Energy

     2,622,652        378,999,441  

 

 
        1,155,367,354  

 

 
Oil & Gas Equipment & Services–0.72%

 

Baker Hughes Co.

     6,448,831        138,004,983  

 

 
Oil & Gas Exploration & Production–1.27%

 

ConocoPhillips

     4,415,990        243,762,648  

 

 
Packaged Foods & Meats–9.72%

 

Campbell Soup Co.

     8,475,754        392,512,168  

 

 
 

 

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–(continued)

 

Danone S.A. (France)

     1,586,830      $ 131,782,214  

 

 

General Mills, Inc.

     11,366,532        578,101,817  

 

 

Kraft Heinz Co. (The)

     4,085,616        132,087,965  

 

 

Mondelez International, Inc., Class A

     7,063,745        370,493,425  

 

 

Nestle S.A. (Switzerland)

     2,435,982        260,106,780  

 

 
        1,865,084,369  

 

 
Paper Packaging–2.32%      

Avery Dennison Corp.

     840,657        107,486,404  

 

 

International Paper Co.

     4,604,920        201,142,906  

 

 

Sonoco Products Co.

     2,355,955        135,938,603  

 

 
        444,567,913  

 

 
Personal Products–1.45%      

L’Oreal S.A. (France)

     949,302        277,286,598  

 

 
Pharmaceuticals–7.34%      

Bayer AG (Germany)

     3,744,723        290,532,640  

 

 

Bristol-Myers Squibb Co.

     5,078,366        291,345,857  

 

 

Eli Lilly and Co.

     2,521,480        287,322,646  

 

 

Johnson & Johnson

     1,573,927        207,821,321  

 

 

Merck & Co., Inc.

     3,817,985        330,866,580  

 

 
        1,407,889,044  

 

 
Property & Casualty Insurance–1.65%

 

  

Travelers Cos., Inc. (The)

     2,418,346        316,948,427  

 

 
Regional Banks–7.44%      

Comerica, Inc.

     1,620,843        106,035,549  

 

 

Cullen/Frost Bankers, Inc.

     1,423,255        128,206,810  

 

 

Fifth Third Bancorp

     6,343,016        184,454,905  

 

 

KeyCorp

     2,796,501        50,253,123  

 

 

M&T Bank Corp.

     2,457,698        384,703,468  

 

 

 

      Shares      Value  
Regional Banks–(continued)

 

PNC Financial Services Group, Inc. (The)

     1,698,895      $ 249,227,897  

 

 

Zions Bancorp. N.A.

     6,696,044        324,557,253  

 

 
        1,427,439,005  

 

 
Restaurants–0.39%      

Darden Restaurants, Inc.

     666,495        74,827,394  

 

 
Soft Drinks–2.81%      

Coca-Cola Co. (The)

     9,898,261        538,762,346  

 

 
Specialized REITs–1.54%

 

  

Weyerhaeuser Co.

     10,087,950        294,669,020  

 

 
Specialty Chemicals–0.41%

 

  

DuPont de Nemours, Inc.

     1,208,098        79,625,739  

 

 

Total Common Stocks & Other Equity Interests
(Cost $13,517,661,984)

 

     18,142,585,225  

 

 

Money Market Funds–5.29%

 

  

Invesco Government & Agency Portfolio, Institutional Class, 1.71%(c)

     354,815,044        354,815,044  

 

 

Invesco Liquid Assets Portfolio, Institutional Class, 1.90%(c)

     253,435,771        253,537,145  

 

 

Invesco Treasury Portfolio, Institutional Class, 1.66%(c)

     405,502,907        405,502,907  

 

 

Total Money Market Funds (Cost $1,013,789,171)

        1,013,855,096  

 

 

TOTAL INVESTMENTS IN SECURITIES-99.89%
(Cost $14,531,451,155)

 

     19,156,440,321  

 

 

OTHER ASSETS LESS LIABILITIES–0.11%

 

     21,875,239  

 

 

NET ASSETS-100.00%

      $ 19,178,315,560  

 

 
 

 

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, 2019 represented 1.94% of the Fund’s Net Assets.

 

    

Value

10/31/18

    

Purchases

at Cost

    

Proceeds

from Sales

    Change in
Unrealized
Appreciation
     Realized
Gain
    

Value

10/31/19

     Dividend
Income
 

 

 

Flowserve Corp.

   $ 365,743,226      $ 9,518,345      $ (29,384,607   $ 25,806,908      $ 544,425      $ 372,228,297      $ 6,021,335  

 

 

 

(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, 2019.

 

Open Forward Foreign Currency Contracts  

 

 

Settlement

Date

   Counterparty   

Contract to

     Unrealized
Appreciation
(Depreciation)
 
   Deliver      Receive  

 

 
Currency Risk            

 

 

12/16/2019

   Goldman Sachs International      EUR  396,043,614        USD  441,905,465        $(1,080,005

 

 

 

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–(continued)  

 

 
Settlement
Date
           Counterparty    Contract to     

Unrealized

Appreciation

(Depreciation)

 
   Deliver      Receive  

 

 
12/16/2019            JPMorgan Chase Bank, N.A.      EUR  396,736,710        USD  442,601,051        $(1,159,664

 

 

Subtotal-Depreciation

           (2,239,669

 

 

Total Forward Foreign Currency Contracts

           $(2,239,669

 

 

Abbreviations:

EUR - Euro

USD - U.S. 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, 2019

 

Assets:

 

  

Investments in securities, at value
(Cost $13,189,956,914)

   $ 17,770,356,928  

 

 

Investments in affiliates, at value
(Cost $1,341,494,241)

     1,386,083,393  

 

 

Foreign currencies, at value
(Cost $826,858)

     828,845  

 

 

Receivable for:

  

Dividends

     34,529,536  

 

 

Investments sold

     20,297,273  

 

 

Fund shares sold

     16,658,647  

 

 

Investment for trustee deferred compensation and retirement plans

     806,038  

 

 

Other assets

     83,725  

 

 

Total assets

     19,229,644,385  

 

 
Liabilities:   

Other investments:

  

Unrealized depreciation on forward foreign currency contracts outstanding

     2,239,669  

 

 

Payable for:

  

Investments purchased

     11,544,662  

 

 

Fund shares reacquired

     28,734,884  

 

 

Accrued fees to affiliates

     7,137,834  

 

 

Accrued trustees’ and officers’ fees and benefits

     20,320  

 

 

Accrued other operating expenses

     666,163  

 

 

Trustee deferred compensation and retirement plans

     985,293  

 

 

Total liabilities

     51,328,825  

 

 

Net assets applicable to shares outstanding

   $ 19,178,315,560  

 

 
Net assets consist of:   

Shares of beneficial interest

   $ 13,964,676,024  

 

 

Distributable earnings

     5,213,639,536  

 

 
   $ 19,178,315,560  

 

 
Net Assets:   

Class A

   $ 4,995,726,031  

 

 

Class C

   $ 449,837,626  

 

 

Class R

   $ 255,482,474  

 

 

Class Y

   $ 2,547,134,094  

 

 

Investor Class

   $ 1,817,250,998  

 

 

Class R5

   $ 3,915,167,532  

 

 

Class R6

   $ 5,197,716,805  

 

 

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

 

Class A

     243,671,605  

 

 

Class C

     22,243,849  

 

 

Class R

     12,420,758  

 

 

Class Y

     124,092,858  

 

 

Investor Class

     88,671,546  

 

 

Class R5

     190,939,425  

 

 

Class R6

     253,450,037  

 

 

Class A:

  

Net asset value per share

   $ 20.50  

 

 

Maximum offering price per share
(Net asset value of $20.50 ÷ 94.50%)

   $ 21.69  

 

 

Class C:

  

Net asset value and offering price per share

   $ 20.22  

 

 

Class R:

  

Net asset value and offering price per share

   $ 20.57  

 

 

Class Y:

  

Net asset value and offering price per share

   $ 20.53  

 

 

Investor Class:

  

Net asset value and offering price per share

   $ 20.49  

 

 

Class R5:

  

Net asset value and offering price per share

   $ 20.50  

 

 

Class R6:

  

Net asset value and offering price per share

   $ 20.51  

 

 
 

 

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, 2019

 

Investment income:   

Dividends (net of foreign withholding taxes of $13,472,736)

   $ 597,677,925  

 

 

Dividends from affiliates

     28,181,712  

 

 

Total investment income

     625,859,637  

 

 
Expenses:   

Advisory fees

     74,291,784  

 

 

Administrative services fees

     2,430,271  

 

 

Custodian fees

     441,232  

 

 

Distribution fees:

  

Class A

     12,316,050  

 

 

Class C

     5,019,971  

 

 

Class R

     1,365,555  

 

 

Investor Class

     3,184,397  

 

 

Transfer agent fees – A, C, R, Y and Investor

     15,907,108  

 

 

Transfer agent fees – R5

     3,719,422  

 

 

Transfer agent fees – R6

     226,732  

 

 

Trustees’ and officers’ fees and benefits

     265,667  

 

 

Registration and filing fees

     291,585  

 

 

Reports to shareholders

     1,140,659  

 

 

Professional services fees

     201,309  

 

 

Other

     167,958  

 

 

Total expenses

     120,969,700  

 

 

Less: Fees waived and/or expense offset arrangement(s)

     (1,188,007

 

 

Net expenses

     119,781,693  

 

 

Net investment income

     506,077,944  

 

 
Realized and unrealized gain (loss) from:   

Net realized gain from:

  

Investment securities

     474,586,399  

 

 

Foreign currencies

     4,993,645  

 

 

Forward foreign currency contracts

     59,596,564  

 

 
     539,176,608  

 

 

Change in net unrealized appreciation (depreciation) of:

  

Investment securities

     1,338,631,447  

 

 

Foreign currencies

     147,670  

 

 

Forward foreign currency contracts

     (22,671,407

 

 
     1,316,107,710  

 

 

Net realized and unrealized gain

     1,855,284,318  

 

 

Net increase in net assets resulting from operations

   $ 2,361,362,262  

 

 

 

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, 2019 and 2018

 

      2019     2018  
Operations:     

Net investment income

   $ 506,077,944     $ 536,482,893  

 

 

Net realized gain

     539,176,608       917,909,631  

 

 

Change in net unrealized appreciation (depreciation)

     1,316,107,710       (1,429,295,776

 

 

Net increase in net assets resulting from operations

     2,361,362,262       25,096,748  

 

 
Distributions to shareholders from distributable earnings:     

Class A

     (351,815,831     (164,774,412

 

 

Class B

           (101,750

 

 

Class C

     (38,365,245     (16,786,350

 

 

Class R

     (20,032,184     (9,233,576

 

 

Class Y

     (200,165,580     (118,691,198

 

 

Investor Class

     (129,867,806     (58,326,262

 

 

Class R5

     (271,593,863     (124,983,876

 

 

Class R6

     (425,139,139     (213,238,919

 

 

Total distributions from distributable earnings

     (1,436,979,648     (706,136,343

 

 
Share transactions–net:     

Class A

     (232,824,873     (884,267,650

 

 

Class B

           (9,425,590

 

 

Class C

     (197,879,552     (183,579,211

 

 

Class R

     (62,747,471     (42,483,297

 

 

Class Y

     (413,898,527     (1,327,883,943

 

 

Investor Class

     (87,969,174     (240,151,819

 

 

Class R5

     (7,437,105     (29,888,681

 

 

Class R6

     (944,856,073     (218,978,810

 

 

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

     (1,947,612,775     (2,936,659,001

 

 

Net increase (decrease) in net assets

     (1,023,230,161     (3,617,698,596

 

 
Net assets:     

Beginning of year

     20,201,545,721       23,819,244,317  

 

 

End of year

   $ 19,178,315,560     $ 20,201,545,721  

 

 

 

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

 

14                              Invesco Diversified Dividend Fund


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
(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

to average
net assets

 

Portfolio
turnover (c)

Class A                                           
Year ended 10/31/19     $19.55       $0.47       $1.89       $2.36       $(0.51     $(0.90     $(1.41     $20.50       12.94     $4,995,726                  0.81%(d)     0.82%(d)              2.45%(d)     5
Year ended 10/31/18     20.18       0.44       (0.49     (0.05     (0.43     (0.15     (0.58     19.55       (0.28     4,979,893       0.79     0.80     2.17     10  
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     0.82     1.85     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  
Class C                                  
Year ended 10/31/19     19.30       0.32       1.86       2.18       (0.36     (0.90     (1.26     20.22       12.08       449,838       1.56(d)     1.57(d)     1.70(d)     5  
Year ended 10/31/18     19.92       0.28       (0.47     (0.19     (0.28     (0.15     (0.43     19.30       (1.01     634,394       1.54     1.55     1.42     10  
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     1.57     1.10     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  
Class R                                  
Year ended 10/31/19     19.61       0.43       1.89       2.32       (0.46     (0.90     (1.36     20.57       12.69       255,482       1.06(d)     1.07(d)     2.20(d)     5  
Year ended 10/31/18     20.24       0.39       (0.49     (0.10     (0.38     (0.15     (0.53     19.61       (0.52     306,070       1.04     1.05     1.92     10  
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     1.07     1.60     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  
Class Y                                  
Year ended 10/31/19     19.57       0.52       1.90       2.42       (0.56     (0.90     (1.46     20.53       13.27       2,547,134       0.56(d)     0.57(d)     2.70(d)     5  
Year ended 10/31/18     20.20       0.49       (0.49     0.00       (0.48     (0.15     (0.63     19.57       (0.03     2,844,688       0.54     0.55     2.42     10  
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     0.57     2.10     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  
Investor Class                                  
Year ended 10/31/19     19.54       0.49       1.88       2.37       (0.52     (0.90     (1.42     20.49       13.00 (e)      1,817,251       0.74(d)(e)     0.75(d)(e)     2.52(d)(e)     5  
Year ended 10/31/18     20.16       0.45       (0.48     (0.03     (0.44     (0.15     (0.59     19.54       (0.19 )(e)      1,815,421       0.74(e)     0.75(e)     2.22(e)     10  
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(e)     0.77(e)     1.90(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  
Class R5                                  
Year ended 10/31/19     19.55       0.54       1.88       2.42       (0.57     (0.90     (1.47     20.50       13.29       3,915,168       0.50(d)     0.51(d)     2.76(d)     5  
Year ended 10/31/18     20.18       0.50       (0.49     0.01       (0.49     (0.15     (0.64     19.55       0.02       3,715,586       0.50     0.51     2.46     10  
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     0.51     2.16     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  
Class R6                                  
Year ended 10/31/19     19.55       0.55       1.90       2.45       (0.59     (0.90     (1.49     20.51       13.44       5,197,717       0.41(d)     0.42(d)     2.85(d)     5  
Year ended 10/31/18     20.19       0.51       (0.49     0.02       (0.51     (0.15     (0.66     19.55       0.07       5,905,494       0.40     0.41     2.56     10  
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     0.41     2.26     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  

 

(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 $4,926,420, $501,997, $273,111, $2,589,857, $1,790,568, $3,789,662 and $5,347,466 for Class A, 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 of 0.18%, 0.20%, 0.20%, 0.21% and 0.23% for the years ended October 31, 2019, 2018, 2017, 2016 and 2015, respectively.

 

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

 

15                              Invesco Diversified Dividend Fund


Notes to Financial Statements

October 31, 2019

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 authorized to issue an unlimited number of shares of beneficial interest. Information presented in these financial statements pertains only to the Fund. Matters affecting the Fund or each class will be voted on exclusively by the shareholders of the Fund or each class.

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

The Fund currently consists of seven different classes of shares: Class A, 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. 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. Class C shares held for ten years after purchase are eligible for automatic conversion into Class A shares of the same Fund (the “Conversion Feature”). The automatic conversion pursuant to the Conversion Feature will generally occur at the end of the month following the tenth anniversary after a purchase of Class C shares.

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.

 

16                              Invesco Diversified Dividend Fund


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.

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 the 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

 

17                              Invesco Diversified Dividend Fund


 

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.

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      0.600%  

 

 

Next $350 million

     0.550%  

 

 

Next $1.3 billion

     0.500%  

 

 

Next $2 billion

     0.450%  

 

 

Next $2 billion

     0.400%  

 

 

Next $2 billion

     0.375%  

 

 

Over $8 billion

     0.350%  

 

 

For the year ended October 31, 2019, the effective advisory fee rate incurred by the Fund was 0.39%.

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, 2020, 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 C, Class R, Class Y, Investor Class, Class R5 and Class R6 shares to 2.00%, 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, 2020. 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.

The Adviser has contractually agreed, through at least June 30, 2021, 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, 2019, the Adviser waived advisory fees of $1,140,044.

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, 2019, expenses incurred under the agreement are shown in the Statement of Operations as Administrative services fees. Invesco has entered into a sub-administration agreement whereby State Street Bank and Trust Company (“SSB”) serves as fund accountant and provides certain administrative services to the Fund. Pursuant to a custody agreement with the Trust on behalf of the Fund, SSB also serves as the Fund’s custodian.

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

 

18                              Invesco Diversified Dividend Fund


the Fund, subject to certain limitations approved by the Trust’s Board of Trustees. For the year ended October 31, 2019, 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 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 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 assets of 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, 2019, 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, 2019, IDI advised the Fund that IDI retained $598,103 in front-end sales commissions from the sale of Class A shares and $23,183 and $26,212 from Class A and Class C shares, respectively, for CDSC imposed upon redemptions by shareholders.

For the year ended October 31, 2019, the Fund incurred $37,559 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, 2019. 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.

 

     Level 1      Level 2     Level 3   Total  

 

 
Investments in Securities          

 

 

Common Stocks & Other Equity Interests

     $14,961,624,975        $3,180,960,250       $–         $18,142,585,225  

 

 

Money Market Funds

     1,013,855,096                    1,013,855,096  

 

 
Total Investments in Securities      15,975,480,071        3,180,960,250             19,156,440,321  

 

 
Other Investments - Liabilities*          

 

 

Forward Foreign Currency Contracts

            (2,239,669           (2,239,669

 

 

Total Investments

     $15,975,480,071        $3,178,720,581       $–       $19,154,200,652  

 

 

 

*

Unrealized appreciation (depreciation).

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.

 

19                              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, 2019:

 

     Value  
Derivative Liabilities   

Currency

Risk

 

 

 
Unrealized depreciation on forward foreign currency contracts outstanding    $ (2,239,669

 

 

Derivatives not subject to master netting agreements

     -  

 

 

Total Derivative Liabilities subject to master netting agreements

   $ (2,239,669

 

 

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, 2019.

 

     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

 

 

 
Goldman Sachs International    $-      $(1,080,005   $ (1,080,005   $-    $-    $ (1,080,005

 

 
JPMorgan Chase Bank, N.A.      -      (1,159,664     (1,159,664     -      -      (1,159,664

 

 

Total

   $-      $(2,239,669   $ (2,239,669   $-    $-    $ (2,239,669

 

 

Effect of Derivative Investments for the year ended October 31, 2019

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:   

Forward foreign currency contracts

     $ 59,596,564  

Change in Net Unrealized Appreciation (Depreciation):

  

Forward foreign currency contracts

     (22,671,407)  
Total      $ 36,925,157  

The table below summarizes the average notional value of derivatives held during the period.

 

     

Forward

Foreign Currency

Contracts

 
Average notional value      $904,787,436  

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, 2019, the Fund received credits from this arrangement, which resulted in the reduction of the Fund’s total expenses of $47,963.

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 SSB, 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

 

20                              Invesco Diversified Dividend Fund


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, 2019 and 2018

 

      2019        2018  
Ordinary income    $ 536,231,450        $ 535,039,424  
Long-term capital gain      900,748,198          171,096,919  
Total distributions    $ 1,436,979,648        $ 706,136,343  

Tax Components of Net Assets at Period-End:

     2019  

 

 
Undistributed ordinary income    $ 95,976,882  

 

 
Undistributed long-term capital gain      501,737,937  

 

 
Net unrealized appreciation – investments      4,616,817,373  

 

 
Net unrealized appreciation (depreciation) – foreign currencies      (42,530

 

 
Temporary book/tax differences      (850,126

 

 
Shares of beneficial interest      13,964,676,024  

 

 
Total net assets    $ 19,178,315,560  

 

 

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 and forward foreign currency contracts.

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, 2019.

On December 28, 2018, a total of 4,427,853 Class R6 shares of the Fund valued at $76,911,804 were redeemed by significant shareholders and settled through a redemption-in-kind transaction, of which $4,821,258 consisted of cash, which resulted in a realized gain (loss) of $(7,680,540) to the Fund for book purposes. From a federal income tax perspective, the realized gains (losses) are not recognized.

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, 2019 was $908,968,610 and $3,508,348,303, 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

   $ 5,105,382,676  

 

 

Aggregate unrealized (depreciation) of investments

     (488,565,303

 

 

Net unrealized appreciation of investments

   $ 4,616,817,373  

 

 

Cost of investments for tax purposes is $14,537,383,279.

  

NOTE 10–Reclassification of Permanent Differences

Primarily as a result of differing book/tax treatment of foreign currency transactions and real estate investments distributions, on October 31, 2019, undistributed net investment income was decreased by $8,244,768 and undistributed net realized gain was increased by $8,244,768. This reclassification had no effect on the net assets or the distributable earnings of the Fund.

 

21                              Invesco Diversified Dividend Fund


NOTE 11–Share Information

 

           Summary of Share Activity        

 

 
     Years ended October 31,  
     2019(a)     2018  
     Shares     Amount     Shares     Amount  

 

 
Sold:         

Class A

     24,412,210     $ 471,277,278       28,924,893     $ 580,423,086  

 

 

Class B(b)

     -       -       6,148       124,354  

 

 

Class C

     2,727,373       51,664,464       3,686,590       73,250,992  

 

 

Class R

     1,907,144       37,104,995       3,552,739       71,570,802  

 

 

Class Y

     37,070,082       715,412,888       46,011,505       929,419,492  

 

 

Investor Class

     1,818,691       35,336,910       2,089,174       41,892,838  

 

 

Class R5

     37,625,648       708,074,585       48,399,623       956,945,773  

 

 

Class R6

     37,737,549       731,949,356       92,419,916       1,862,795,671  

 

 
Issued as reinvestment of dividends:         

Class A

     17,742,073       328,402,028       7,738,483       155,261,455  

 

 

Class B(b)

     -       -       4,758       95,535  

 

 

Class C

     1,908,252       34,544,670       765,384       15,214,465  

 

 

Class R

     1,081,709       20,020,083       458,168       9,229,628  

 

 

Class Y

     8,761,820       162,216,487       4,846,794       97,341,228  

 

 

Investor Class

     6,497,701       120,231,365       2,694,174       54,011,105  

 

 

Class R5

     14,369,271       266,851,133       6,097,457       122,210,853  

 

 

Class R6

     22,753,159       421,270,905       10,519,733       210,727,661  

 

 
Conversion of Class B shares to Class A shares:(c)         

Class A

     -       -       335,663       7,082,493  

 

 

Class B

     -       -       (340,970     (7,082,493

 

 
Automatic conversion of Class C shares to Class A shares:         

Class A

     7,037,711       130,466,106       -       -  

 

 

Class C

     (7,131,106     (130,466,106     -       -  

 

 
Reacquired:         

Class A

     (60,283,484     (1,162,970,285     (81,056,684     (1,627,034,684

 

 

Class B(b)

     -       -       (125,801     (2,562,986

 

 

Class C

     (8,137,934     (153,622,580     (13,749,672     (272,044,668

 

 

Class R

     (6,176,732     (119,872,549     (6,109,297     (123,283,727

 

 

Class Y

     (67,108,430     (1,291,527,902     (117,286,030     (2,354,644,663

 

 

Investor Class

     (12,572,298     (243,537,449     (16,686,410     (336,055,762

 

 

Class R5

     (51,119,158     (982,362,823     (54,991,310     (1,109,045,307

 

 

Class R6

     (109,076,580     (2,098,076,334     (115,191,624     (2,292,502,142

 

 

Net increase (decrease) in share activity

     (98,155,329   $ (1,947,612,775     (146,986,596   $ (2,936,659,001

 

 

 

(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.

(b)

Class B shares activity for the period November 1, 2017 through January 26, 2018 (date of conversion).

(c)

Effective as of the close of business January 26, 2018, all outstanding Class B shares were converted to Class A shares.

 

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

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Invesco Diversified Dividend Fund (one of the funds constituting AIM Equity Funds (Invesco Equity Funds), referred to hereafter as the “Fund”) as of October 31, 2019, the related statement of operations for the year ended October 31, 2019, the statement of changes in net assets for each of the two years in the period ended October 31, 2019, including the related notes, and the financial highlights for each of the five years in the period ended October 31, 2019 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of October 31, 2019, 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 ended October 31, 2019 and the financial highlights for each of the five years in the period ended October 31, 2019 in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of October 31, 2019 by correspondence with the custodian, transfer agent and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

Houston, Texas

December 23, 2019

We have served as the auditor of one or more of the investment companies in the Invesco group of investment companies since at least 1995. We have not been able to determine the specific year we began serving as auditor.

 

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, 2019 through October 31, 2019.

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.

 

                                               ACTUAL   

HYPOTHETICAL

(5% annual return before

expenses)

  

    Annualized    

Expense

Ratio

  

Beginning

    Account Value    

(05/01/19)

  

Ending

    Account Value    

(10/31/19)

  

Expenses

    Paid During    

Period2

  

Ending

    Account Value    

(10/31/19)

  

Expenses

    Paid During    

Period2

Class A      $ 1,000.00      $ 1,049.50      $ 4.18      $ 1,021.12      $ 4.13    0.81%
Class C        1,000.00        1,045.70        8.04        1,017.34        7.93    1.56
Class R        1,000.00        1,048.60        5.47        1,019.86        5.40    1.06
Class Y        1,000.00        1,051.20        2.90        1,022.38        2.85    0.56
Investor Class        1,000.00        1,049.80        3.82        1,021.48        3.77    0.74
Class R5        1,000.00        1,051.00        2.64        1,022.63        2.60    0.51
Class R6        1,000.00        1,052.00        2.17        1,023.09        2.14    0.42

 

1 

The actual ending account value is based on the actual total return of the Fund for the period May 1, 2019 through October 31, 2019, 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

 

At meetings held on June 10, 2019, the Board of Trustees (the Board or the Trustees) of AIM Equity Funds (Invesco Equity Funds) as a whole, and the independent Trustees, who comprise over 75% of the Board, voting separately, approved the continuance of the Invesco Diversified Dividend Fund’s (the Fund) 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, 2019. After evaluating the factors discussed below, among others, the Board approved the renewal of the Fund’s investment advisory agreement and the sub-advisory contracts and determined that the compensation payable by the Fund to Invesco Advisers and by Invesco Advisers to the Affiliated Sub-Advisers is fair and reasonable.

The Board’s 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). As part of a regularly scheduled basis of in-person Board meetings, the Sub-Committees meet with portfolio managers for their assigned Invesco Funds and other members of management to review detailed information about investment performance and portfolio attributes of these funds. The Board took into account evaluations and reports that it received from the Investments Committee and Sub-Committees, as well as the information provided to such committees and the Board throughout the year, in considering whether to approve each Invesco Fund’s investment advisory agreement and sub-advisory contracts.

As part of the contract renewal process, the Board reviews and considers information provided in response to detailed requests for information submitted to management by the independent Trustees with assistance from legal counsel to the independent Trustees. The Board receives comparative investment performance and fee data regarding the Invesco Funds prepared by Invesco Advisers and Broadridge Financial Solutions, Inc. (Broadridge), an independent mutual fund data provider. 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 throughout the year, 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 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. The Trustees’ review and conclusions are based on the comprehensive consideration of all information presented to them during the course of the year and in prior years 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. This information is current as of June 10, 2019.

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 nature, extent and quality of the advisory services provided to the Fund by Invesco Advisers under the Fund’s investment advisory agreement, and the credentials and experience of the officers and employees of Invesco Advisers who provide these services, including the Fund’s portfolio manager(s). The Board’s review included consideration of Invesco Advisers’ investment process oversight and structure, 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, third party oversight, internal audit, valuation, portfolio trading and legal and compliance. The Board also received and reviewed information about Invesco Advisers’ role as administrator of the Invesco Funds’ liquidity risk management program. The Board also reviewed and considered the benefits to shareholders of investing in a fund that is part of the Invesco family of funds under the umbrella of Invesco Ltd., Invesco Advisers’ parent company, and noted Invesco Ltd.’s depth and experience in conducting an investment management business, as well as its

commitment of financial and other resources to such business. The Board reviewed and considered information about the resources that Invesco Advisers intends to continue to commit to managing the Invesco family of funds following Invesco Ltd.’s acquisition of OppenheimerFunds, Inc. and its subsidiaries. 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 the Affiliated Sub-Advisers’ expertise with respect to certain asset classes and 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 investment 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, 2018 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 second quintile of its performance universe for the one year period, the fifth quintile for the three year period and the third 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 reasonably comparable to the performance of

 

 

25                              Invesco Diversified Dividend Fund


the Index for the one year period and below the performance of the Index for the three and five year periods. The Board noted that the Fund’s overweight exposure to certain defensive sectors and underweight exposure to certain cyclically-oriented sectors negatively impacted performance. The Trustees also reviewed more recent Fund performance and this review did not change their conclusions.

C.

Advisory and Sub-Advisory Fees and Fund Expenses

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. The Board noted that the contractual management fee rate for Class A shares of the 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 non-portfolio management administrative services fees, but that Broadridge does not provide information on a fund by fund basis as to what is included. 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 considered comparative information regarding the Fund’s total expense ratio and its various components.

The Board noted that Invesco Advisers has contractually agreed to waive fees and/or limit expenses of the Fund for the term disclosed in the Fund’s registration statement in an amount necessary to limit total annual operating expenses to a specified percentage of average daily net assets for each class of the Fund.

The Board also considered the fees charged by Invesco Advisers and the Affiliated Sub-Advisers to other similarly managed client accounts. 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 differences in the scope of services it provides to the Invesco Funds relative to certain other types of client accounts, including management of cash flows as a result of redemptions and purchases, necessary infrastructure such as officers, office space, technology, legal and distribution, oversight of service providers, costs and business risks associated with launching new funds and sponsoring and maintaining the product line, preparation of annual registration statement updates and financial information and compliance with federal and state laws and regulations.

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 similarly managed third-party mutual funds advised or sub-advised by Invesco Advisers and its affiliates, based on asset balances as of December 31, 2018.

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.

D.

Economies of Scale and Breakpoints

The Board considered the extent to which there may be economies of scale in the provision of advisory services to the Fund. The Board considered Invesco’s reinvestment in its business, including investments in business infrastructure and cybersecurity. The Board also considered that the Fund benefits from economies of scale through contractual breakpoints in the Fund’s advisory fee schedule, which generally operate to reduce the Fund’s expense ratio as it grows in size. 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. The Board noted that the Fund may also benefit from economies of scale through initial fee setting, fee waivers and expense reimbursements.

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 considered the methodology used for calculating profitability and noted the periodic review of such methodology by an independent consultant. 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, extent and quality of the services provided. The Board received information from Invesco Advisers demonstrating that Invesco Advisers and the Affiliated Sub-Advisers 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 administrative, 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 Invesco representing 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 considered information regarding the returns of the affiliated money market funds relative to comparable overnight investments, as well as the costs to the Fund of such investments. 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 an affiliated broker may receive commissions for executing certain trades for the Fund. Invesco Advisers and the Affiliated Sub-Advisers may use the affiliated broker to, among other things, control order routing and minimize information leakage, and the Board was advised that such trades are 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 advisers.

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, 2019:

 

 

Federal and State Income Tax

  
 

Long-Term Capital Gain Distributions

   $ 900,748,198  

              

 

Qualified Dividend Income*

     100.00
 

Corporate Dividends Received Deduction*

     88.95
 

U.S. Treasury Obligations*

     0.00

 

  *

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 and Vice Chair   2007   

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

 

  229   None
         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)        
Philip A. Taylor2 – 1954 Trustee   2006   

Vice Chair, Invesco Ltd.; Trustee, The Invesco Funds

 

Formerly: Director, Invesco Canada Ltd. (formerly known as Invesco Trimark Ltd./Invesco Trimark Ltèe) (registered investment adviser and registered transfer agent); 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 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); Chairman and Chief Executive Officer, Invesco Canada Ltd. (formerly known as Invesco Trimark Ltd./Invesco Trimark Ltèe) (registered investment adviser and registered transfer agent); Senior Vice President, The Invesco Funds; Director, Invesco Investment Advisers LLC (formerly known as Van Kampen Asset Management); Director, Chairman, Chief Executive Officer and President, Invesco Management Group, Inc. (formerly known as Invesco AIM Management Group, Inc.) (financial services holding company); 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 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.

  229   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

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

David C. Arch – 1945

Trustee

  2010    Chairman of Blistex Inc. (consumer health care products manufacturer); Member, World Presidents’ Organization   229   Board member of the Illinois Manufacturers’ Association

Beth Ann Brown – 1968

Trustee

  2019   

Independent Consultant

 

Formerly: Head of Intermediary Distribution, Managing Director, Strategic Relations, Managing Director, Head of National Accounts, Senior Vice President, National Account Manager and Senior Vice President, Key Account Manager, Columbia Management Investment Advisers LLC; Vice President, Key Account Manager, Liberty Funds Distributor, Inc.; and Trustee of certain Oppenheimer Funds

  229   Director, Board of Directors of Caron Engineering Inc.; President and Director, Acton Shapleigh Youth Conservation Corps (non - profit); and Vice President and Director of Grahamtastic Connection (non-profit)

Jack M. Fields – 1952

Trustee

  1997   

Chief Executive Officer, Twenty First Century Group, Inc. (government affairs company); and Chairman, 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

  229   None
Cynthia Hostetler – 1962 Trustee   2017   

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

 

Formerly: Director, Aberdeen Investment Funds (4 portfolios); Head of Investment Funds and Private Equity, Overseas Private Investment Corporation; President, First Manhattan Bancorporation, Inc.; Attorney, Simpson Thacher & Bartlett LLP

  229   Vulcan Materials Company (construction materials company); Trilinc Global Impact Fund; Genesee & Wyoming, Inc. (railroads); Artio Global Investment LLC (mutual fund complex); Edgen Group, Inc. (specialized energy and infrastructure products distributor); Investment Company Institute (professional organization); Independent Directors Council (professional organization)

 

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)        

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

  229   Insperity, Inc. (formerly known as Administaff) (human resources provider)
Elizabeth Krentzman – 1959 Trustee   2019   Formerly: Principal and Chief Regulatory Advisor for Asset Management Services and U.S. Mutual Fund Leader of Deloitte & Touche LLP; General Counsel of the Investment Company Institute (trade association); National Director of the Investment Management Regulatory Consulting Practice, Principal, Director and Senior Manager of Deloitte & Touche LLP; Assistant Director of the Division of Investment Management - Office of Disclosure and Investment Adviser Regulation of the U.S. Securities and Exchange Commission and various positions with the Division of Investment Management - Office of Regulatory Policy of the U.S. Securities and Exchange Commission; Associate at Ropes & Gray LLP; Advisory Board Member of the Securities and Exchange Commission Historical Society; and Trustee of certain Oppenheimer Funds   229   Trustee of the University of Florida National Board Foundation and Audit Committee Member; Member of the Cartica Funds Board of Directors (private investment funds); Member of the University of Florida Law Center Association, Inc. Board of Trustees and Audit Committee Member
Anthony J. LaCava, Jr. – 1956 Trustee   2019   Formerly: Director and Member of the Audit Committee, Blue Hills Bank (publicly traded financial institution) and Managing Partner, KPMG LLP   229   Blue Hills Bank; Chairman, Bentley University; Member, Business School Advisory Council; and Nominating Committee KPMG LLP
Prema Mathai-Davis – 1950 Trustee   1998  

Retired

 

Co-Owner & Partner of Quantalytics Research, LLC, (a FinTech Investment Research Platform for the Self-Directed Investor)

  229   None
Joel W. Motley – 1952 Trustee   2019  

Director of Office of Finance, Federal Home Loan Bank; Member of the Vestry of Trinity Wall Street; Managing Director of Carmona Motley Inc. (privately held financial advisor); Member of the Finance and Budget Committee of the Council on Foreign Relations, Member of the Investment Committee and Board of Human Rights Watch and Member of the Investment Committee and Board of Historic Hudson Valley (non-profit cultural organization)

 

Formerly: Managing Director of Public Capital Advisors, LLC (privately held financial advisor); Managing Director of Carmona Motley Hoffman, Inc. (privately held financial advisor); Trustee of certain Oppenheimer Funds; and Director of Columbia Equity Financial Corp. (privately held financial advisor)

  229   Director of Greenwall Foundation (bioethics research foundation); Member of Board and Investment Committee of The Greenwall Foundation; Director of Southern Africa Legal Services Foundation; Board Member and Investment Committee Member of Pulizer Center for Crisis Reporting (non-profit journalism)
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

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

 

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

Independent Trustees–(continued)          
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

   229    Federal Reserve Bank of Dallas
Raymond Stickel, Jr. – 1944 Trustee    2005   

Retired

 

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

   229    None
Robert C. Troccoli – 1949 Trustee    2016   

Retired

 

Formerly: Adjunct Professor, University of Denver – Daniels College of Business; Senior Partner, KPMG LLP

   229    None
Daniel S. Vandivort –1954 Trustee    2019    Treasurer, Chairman of the Audit and Finance Committee, and Trustee, Board of Trustees, Huntington Disease Foundation of America; and President, Flyway Advisory Services LLC (consulting and property management) Formerly: Trustee and Governance Chair, of certain Oppenheimer Funds    229    Chairman and Lead Independent Director, Chairman of the Audit Committee, and Director, Board of Directors, Value Line Funds
James D. Vaughn – 1945 Trustee    2019   

Retired

 

Formerly: Managing Partner, Deloitte & Touche LLP; Trustee and Chairman of the Audit Committee, Schroder Funds; Board Member, Mile High United Way, Boys and Girls Clubs, Boy Scouts, Colorado Business Committee for the Arts, Economic Club of Colorado and Metro Denver Network (economic development corporation); and Trustee of certain Oppenheimer Funds

   229    Board member and Chairman of Audit Committee of AMG National Trust Bank; Trustee and Investment Committee member, University of South Dakota Foundation; Board member, Audit Committee Member and past Board Chair, Junior Achievement (non-profit)

Christopher L. WIlson - 1957 Trustee,

Vice Chair and Chair Designate

   2017   

Reitred

 

Formerly: Director, TD Asset Management USA Inc. (mutual fund complex) (22 portfolios); Managing Partner, CT2, LLC (investing and consulting firm); 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

   229    ISO New England, Inc. (non-profit organization managing regional electricity market)

 

T-4                              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                 
   

Sheri Morris – 1964

President, Principal Executive Officer and Treasurer

  1999   

Head of Global Fund Services, Invesco Ltd.; 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, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Commodity Fund Trust and Invesco Exchange-Traded Self-Indexed Fund Trust; and Vice President, OppenheimerFunds, Inc.

 

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, Invesco Exchange-Traded FundTrust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust and Invesco 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
   

Jeffrey H. Kupor – 1968

Senior Vice President, Chief Legal Officer and Secretary

  2018   

Head of Legal of the Americas, Invesco Ltd.; Senior Vice President and Secretary, 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.); 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; 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, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Commodity Fund Trust and Invesco Exchange-Traded Self-Indexed Fund Trust; Secretary, Invesco Indexing LLC; Secretary, W.L. Ross & Co., LLC

 

Formerly: Secretary and Vice President, Jemstep, Inc.; Head of Legal, Worldwide Institutional, Invesco Ltd.; Secretary and General Counsel, INVESCO Private Capital Investments, Inc.; Senior Vice President, Secretary and General Counsel, Invesco Management Group, Inc. (formerly known as Invesco AIM Management Group, Inc.); Assistant Secretary, INVESCO Asset Management (Bermuda) Ltd.; Secretary and General Counsel, Invesco Private Capital, Inc.; Assistant Secretary and General Counsel, INVESCO Realty, Inc.; Secretary and General Counsel, Invesco Senior Secured Management, Inc.; and Secretary, Sovereign G./P. Holdings Inc.

  N/A   N/A
   

Andrew R. Schlossberg – 1974

Senior Vice President

  2019   

Head of the Americas and Senior Managing Director, Invesco Ltd.; Director and Senior Vice President, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); Director and Chairman, Invesco Investment Services, Inc. (formerly known as Invesco AIM Investment Services, Inc.) (registered transfer agent); Senior Vice President, The Invesco Funds; Director, Invesco Investment Advisers LLC (formerly known as Van Kampen Asset Management); Director, President and Chairman, Invesco Insurance Agency, Inc.

 

Formerly: Director, Invesco UK Limited; Director and Chief Executive, Invesco Asset Management Limited and Invesco Fund Managers Limited; Assistant Vice President, The Invesco Funds; Senior Vice President, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); Director and Chief Executive, Invesco Administration Services Limited and Invesco Global Investment Funds Limited; Director, Invesco Distributors, Inc.; Head of EMEA, Invesco Ltd.; President, Invesco Actively Managed Exchange-Traded Commodity Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II and Invesco India Exchange-Traded Fund Trust; Managing Director and Principal Executive Officer, Invesco Capital Management LLC

 

  N/A   N/A

 

T-5                              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)
   

John M. Zerr – 1962

Senior Vice President

  2006   

Chief Operating Officer of the Americas; Senior Vice President, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); Senior Vice President, Invesco Distributors, Inc. (formerly known as Invesco AIM Distributors, Inc.); Director and Vice President, Invesco Investment Services, Inc. (formerly known as Invesco AIM Investment Services, Inc.) Senior Vice President, The Invesco Funds; Managing Director, Invesco Capital Management LLC; Director, Invesco Investment Advisers LLC (formerly known as Van Kampen Asset Management); Senior Vice President, Invesco Capital Markets, Inc. (formerly known as Van Kampen Funds Inc.); Manager, Invesco Indexing LLC; Manager, Invesco Specialized Products, LLC; Director and Senior Vice President, Invesco Insurance Agency, Inc.; Member, Invesco Canada Funds Advisory Board; Director, President and Chief Executive Officer, Invesco Corporate Class Inc. (corporate mutual fund company); and Director, Chairman, President and Chief Executive Officer, Invesco Canada Ltd. (formerly known as Invesco Trimark Ltd./Invesco Trimark Ltèe) (registered investment adviser and registered transfer agent)

 

Formerly: Director and Senior Vice President, Invesco Management Group, Inc. (formerly known as Invesco AIM Management Group, Inc.); Secretary and General Counsel, Invesco Management Group, Inc. (formerly known as Invesco AIM Management Group, Inc.); Secretary, Invesco Investment Services, Inc. (formerly known as Invesco AIM Investment Services, Inc.); Chief Legal Officer and Secretary, The Invesco Funds; 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.); Chief Legal Officer, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Commodity Fund Trust and Invesco Exchange-Traded Self-Indexed Fund Trust; Secretary, Invesco Indexing LLC; 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 and Secretary, 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)

  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); Director, Invesco Mortgage Capital, Inc. and Invesco Senior Secured Management, Inc.; and Senior Vice President, The Invesco Funds; and President, SNW Asset Management Corporation

 

Formerly: Senior Vice President, Invesco Management Group, Inc. and Invesco Advisers, Inc.; Assistant Vice President, The Invesco Funds

  N/A   N/A
   

Kelli Gallegos – 1970

Vice President, Principal Financial Officer and Assistant Treasurer

  2008   

Principal Financial and Accounting Officer – Investments Pool, Invesco Specialized Products, LLC; Vice President, Principal Financial Officer and Assistant Treasurer, The Invesco Funds; Principal Financial and Accounting Officer – Pooled Investments, Invesco Capital Management LLC; Vice President and Treasurer, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Commodity Fund Trust and Invesco Exchange-Traded Self-Indexed Fund Trust

 

Formerly: Assistant Treasurer, Invesco Specialized Products, LLC; Assistant Treasurer, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Commodity Fund Trust and Invesco Exchange-Traded Self-Indexed Fund Trust; Assistant Treasurer, Invesco Capital Management LLC; Assistant Vice President, The Invesco Funds

  N/A   N/A

 

T-6                              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)
   

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., The Invesco Funds, and Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Commodity Fund Trust and Invesco Exchange-Traded Self-Indexed 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. and Invesco Management Group, Inc.

  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   Investment Adviser   Distributor   Auditors

11 Greenway Plaza, Suite 1000

Houston, TX 77046-1173

 

Invesco Advisers, Inc.

1555 Peachtree Street, N.E.

Atlanta, GA 30309

 

Invesco Distributors, Inc.

11 Greenway Plaza, Suite 1000

Houston, TX 77046-1173

 

PricewaterhouseCoopers LLP

1000 Louisiana Street, Suite 5800

Houston, TX 77002-5678

Counsel to the Fund   Counsel to the Independent Trustees   Transfer Agent   Custodian

Stradley Ronon Stevens & Young, LLP

2005 Market Street, Suite 2600

Philadelphia, PA 19103-7018

 

Goodwin Procter LLP

901 New York Avenue, N.W.

Washington, D.C. 20001

 

Invesco Investment Services, Inc.

11 Greenway Plaza, Suite 1000

Houston, TX 77046-1173

 

State Street Bank and Trust Company

225 Franklin Street

Boston, MA 02110-2801

 

T-7                              Invesco Diversified Dividend Fund


 

 

 

(This page intentionally left blank)


 

 

 

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 list appears 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) as an exhibit to its reports on Form N-PORT. The most recent list of portfolio holdings is available at invesco.com/completeqtrholdings. Shareholders can also look up the Fund’s Form N-PORT filings on the SEC website, 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. This 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   


 

 

LOGO

 

Annual Report to Shareholders

 

  

October 31, 2019

 

 

 

  Invesco Summit Fund   
 

 

Nasdaq:

  A: ASMMX C: CSMMX P: SMMIX S: SMMSX Y: ASMYX R5: SMITX R6: SMISX

 

LOGO


 

Letters to Shareholders

 

LOGO

  Andrew Schlossberg

  

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.

Despite marked market volatility along the way, most global equity markets produced solid gains for the reporting period. As the reporting period unfolded in the final months of 2018, global equities were reeling from a sharp sell-off. The catalyst for the sell-off was a combination of ongoing trade concerns between the US and China, fears of a global economic slowdown and lower oil prices from a supply glut. Gains posted earlier in 2018 for global equities were erased, while US Treasury bonds, along with government and municipal bonds, rallied as investors fled to “safe haven” assets.

At the start of 2019, global equity markets rebounded strongly buoyed by more policy from central banks and optimism about a potential US-China trade deal. In May, US-China trade concerns and slowing global growth led to a global equity sell-off and rally in US Treasuries. Despite the May sell-off, domestic equity markets rallied in June in anticipation of a US Federal Reserve (the Fed) interest rate cut and closed the second quarter with modest gains. Continued US-China trade worries and signs of slowing global economic growth left global equity markets largely flat for the third quarter. As the reporting period came to a close in October 2019, a raft of upbeat positive corporate earnings results and a US interest rate cut buoyed domestic equity results with some domestic indices recording record highs.

The Fed, in fact, both raised and lowered the federal funds rate during the reporting period. Given signs of a strong economy, the Fed raised rates in December 2018. In 2019, however, the Fed altered its outlook on further rate hikes leaving rates unchanged for the first half of the year. In July, the Fed lowered interest rates for the first time in 11 years. It again lowered rates in September and once again in October. As the year continues to unfold, we’ll see how the interplay of interest rates, economic data, geopolitics and a host of other factors affect US and overseas equity and fixed income markets.

Investor uncertainty and market volatility, such as we witnessed during the reporting period, are unfortunate facts of life when it comes to investing. That’s why Invesco encourages investors to work with a professional financial adviser who can stress the importance of starting to save and invest early and the importance of adhering to a disciplined investment plan. A financial adviser who knows your unique financial situation, investment goals and risk tolerance can be an invaluable partner as you seek to achieve your financial goals. He or she can offer a long-term perspective when markets are volatile and time-tested advice and guidance when your financial situation or investment goals change.

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.

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

Sincerely,

 

LOGO

Andrew Schlossberg

Head of the Americas,

Senior Managing Director, Invesco Ltd.

 

2                              Invesco Summit Fund


LOGO

  Bruce Crockett

   Dear 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.

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, 2019, Class A shares of Invesco Summit Fund (the Fund), at net asset value (NAV), outperformed 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, October 31, 2018 to October 31, 2019, 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      17.36
Class C Shares      16.43  
Class P Shares      17.55  
Class S Shares      17.44  
Class Y Shares      17.65  
Class R5 Shares      17.63  
Class R6 Shares      17.73  
S&P 500 Index (Broad Market Index)      14.33  
Russell 1000 Growth Index (Style-Specific Index)      17.10  
Lipper Multi-Cap Growth Funds Index¾ (Peer Group Index)      15.43  
Source(s): RIMES Technologies Corp.;¾ Lipper Inc.   

 

 

Market conditions and your Fund

The fiscal year began with noticeable market volatility in the final few months of 2018, which continued through year-end, as US equity markets suffered a sharp sell-off due to ongoing trade concerns between the US and China, fears of a global economic slowdown and lower oil prices from a supply glut. Oil prices plummeted from near $64 per barrel in early November 2018 to around $45 per barrel in late December 2018.1 There was a flight to safety, as investors fled to more defensive areas of the markets, such as health care, utilities and US Treasuries. The US Federal Reserve (the Fed) raised interest rates once during the fiscal year in December 2018.2

Following a sharp sell-off during the fourth quarter of 2018, equity markets rebounded in the first quarter of 2019, fueled by optimism about a potential US-China trade deal and the Fed’s indication that there would be no interest rate hikes

in 2019, a surprising shift in monetary policy. The Fed’s more accommodative stance provided a supportive environment for equities and fixed income, even as US economic data were mixed and overseas growth appeared to be slowing. Against this backdrop, the S&P 500 Index posted its best first quarter returns since 1998.

Although the S&P 500 Index posted modest gains for the second quarter of 2019, the US stock market experienced increased volatility. After four consecutive months of rising stock markets, the market sold off in May 2019, along with bond yields and oil prices, as investors weighed the impact of the lingering trade war between the US and China, as well as potential tariffs imposed on Mexico. In addition, economic data showed a slowing domestic and global economy.

Key issues that concerned investors in the second quarter of 2019 carried over into the third quarter. The US-China

 

 

trade conflict worried investors and stifled business investment, even as the Fed cut interest rates by 0.25% in July and again in September 2019.2 This environment, combined with evidence of slowing global economic growth, fueled market volatility in August 2019. The US Treasury yield curve inverted several times, increasing fears of a possible US recession. As a result, August saw increased risk aversion, with investors crowding into asset classes perceived as safe havens, such as US Treasuries and gold. However, the Fed’s accommodative tone provided some support for risk assets.

In October 2019, optimism that phase one of a US-China trade deal would be completed, a delay in the Brexit agreement until January 2020 and better-than-expected third-quarter corporate earnings results, helped send risk assets higher. During its October meeting, the Fed cut interest rates again by 0.25% based on business investment and exports remaining weak.2 Despite increased market volatility, most US-based equity indexes produced modest to strong returns for the fiscal year.

In this market environment, the Fund produced a positive return at NAV and outperformed the Russell 1000 Growth Index, its style-specific benchmark, for the fiscal year. Overall, stock selection contributed to the Fund’s relative returns while market allocation detracted from the Fund’s relative performance. Stock selection in the industrials and information technology (IT) sectors was a key contributor to the Fund’s relative performance. Stock selection in the consumer staples and financials sectors was also beneficial. In contrast, stock selection in and overweight allocations to the energy and consumer discretionary sectors, as well as stock selection in the materials sector detracted from the Fund’s relative performance.

 
Portfolio Composition     
By sector   

% of total net assets  

 

Information Technology    27.97%
Consumer Discretionary    19.90    
Communication Services    19.76    
Health Care    11.98    
Industrials    9.77    
Financials    4.48    
Consumer Staples    4.01    
Other Sectors, Each Less than 2% of Net Assets    2.12    
Money Market Funds Plus Other Assets Less Liabilities    0.01    
Top 10 Equity Holdings*         
    

 

% of total net assets  

 

 

 

  1. Amazon.com, Inc.

     8.54%  

  2. Alphabet, Inc., Class C

     5.87      

  3. Facebook, Inc., Class A

     4.62      

  4. Mastercard, Inc., Class A

     4.23      

  5. Microsoft Corp.

     3.60      

  6. Apple, Inc.

     2.44      

  7. salesforce.com, inc.

     2.43      

  8. Alibaba Group Holding Ltd., ADR

     2.39      

  9. Lowe’s Cos., Inc.

     2.31      

10. Visa, Inc., Class A

     2.02      
Total Net Assets    $2.4 billion
Total Number of Holdings*    104

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, if any.

Data presented here are as of October 31, 2019.

 

 

4                              Invesco Summit Fund


The leading individual contributors to Fund performance during the fiscal year included Visa, Facebook and Amazon.com. Visa contributed to both absolute and relative performance as the company implemented price increases across almost all of its products and reported very positive earnings results despite slowing cross-border volumes. Network economics and competition remained healthy during the fiscal year, and Visa has performed well despite the company’s slight delay in participating in the emerging alternative payments space. Following Visa’s strong performance, we trimmed the Fund’s exposure during the fiscal year.

Social networking company, Facebook, was an overall strong contributor to the Fund’s absolute and relative returns, despite slow-moving performance toward the end of the fiscal year as a result of increased anti-trust scrutiny and slow-to-materialize support for its newly announced Libra cryptocurrency. Although we believed that the Libra cryptocurrency is an interesting long-term option for Facebook, we did not expect it to provide a financial contribution to the company anytime soon. Instead, we believed increasing monetization for areas of Facebook, such as “Stories,” “Watch” and “Messenger,” as well as improving margins from slowing regulatory and privacy costs would be more impactful to the company in the near-term.

During the fiscal year, an overweight allocation to Amazon.com benefited the Fund’s performance on a relative and absolute basis. The company switched from two-day to one-day guaranteed shipping for its Prime subscription service and ramped up its salesforce headcount for Amazon Web Services, its cloud computing service. We viewed these changes as actions that will deepen Amazon.com’s position as the leading eCommerce provider and could drive better-than-expected revenue growth in the future. From a valuation standpoint, we viewed Amazon.com as extremely attractive with upside potential from e-commerce penetration of consumables, food and goods, as well as automobiles.

Individual detractors from the Fund’s performance for the fiscal year included Activision Blizzard, Take-Two Interactive Software and UnitedHealth Group. Within communication services, an overweight position in video game developers Activision Blizzard and Take-Two Interactive Software detracted from the Fund’s performance on a relative and absolute

basis. While our long-term view on Activision Blizzard has not changed, the company announced slower-than-expected growth for its Destiny franchise due to a delayed launch schedule for its Destiny 2 title, as well as a delay in its Blizzard studio’s launch schedule in the fourth quarter of 2018. Together, these issues were expected to slow the company’s growth over the near-term. We viewed these issues as transitory and continued to hold the stock. Activision Blizzard saw improvement in August 2019 due to strong earnings from its Call of Duty and Hearthstone titles. The stock also gained momentum from key catalysts, such as the launch of Call of Duty for mobile devices in October 2019 and Blizzcon, the company’s annual gaming convention, in November 2019.

Take-Two Interactive Software reported strong results from sales of its Red Dead Redemption 2 title, but gave guidance that suggested slow momentum for the online version. Despite this delay in revenue, we believed Take-Two was well positioned with a strong portfolio of game franchises like Red Dead and Grand Theft Auto, as well as multiple key sports franchises, such as NBA2K and WWE. In general, we are constructive on the video game software industry due to several themes: a strong console cycle; the shift from physical to digital distribution; an increase in mobile phone processing power, which leads to a larger addressable audience for established franchises and game libraries; an increase in viewership for eSports; and the potential for new markets through new peripherals using virtual reality (VR) and augmented reality (AR) interactive experiences.

During the fiscal year, UnitedHealth Group, along with the entire managed health care industry, lagged due to the increased political rhetoric surrounding the “Medicare for All” platform. Also weighing on the stock was a proposal from the Trump administration to eliminate rebates from government drug plans as part of an effort to lower prescription drug prices, which was later dropped. We believed the discussion of opposing viewpoints would continue at least through the primary election season and, as a result, reduced the Fund’s position in UnitedHealth Group. We continue to have high confidence in the company in the long term. UnitedHealth Group features a vertically integrated business model that is driven by its Optum division, which brings artificial intelligence, technology and a growing provider network

to drive lower costs of care and better outcomes to its customers and patients.

At the close of the fiscal year, the Fund had overweight exposures to the communication services, consumer discretionary and financials sectors relative to the Fund’s style-specific index. Within consumer discretionary, we focused on companies with technology-driven share shift capabilities, demographics and changing behaviors. The Fund’s position within the financials sector remained a small portion overall and was focused primarily on alternative asset managers that we believed had potential for sales growth and profit expansion. Relative to the Fund’s style-specific index, the Fund had underweight exposures to the IT, health care and real estate sectors. The Fund remained underweight in the IT sector given late economic cycle dynamics of excess inventory, slowing growth rates and peak profits. Within health care, our positioning continued to emphasize industries that provide equipment, tools and services for large pharmaceutical and biotechnology companies.

Recent central bank actions supported continued growth by keeping the cost of debt low. The labor market remains healthy with job and wage gains, which we believe is beneficial to consumers. However, these are clearly the late innings of the economic cycle and, therefore, we expect only modest growth from here, as well as continued volatility spurred by trade and election headlines. True growth is likely to be scarce and we believe the market will favor companies that can produce growth and compound earnings in spite of the economic cycle. We believe change is the fuel for growth. Thus, we are seeking to identify “share-takers,” which are companies that can gain market share from technology-enabled advantages in their business models despite disruptive shifts in consumer behavior.

Thank you for your investment in Invesco Summit Fund and for sharing our long-term investment horizon.

1 Source: Bloomberg

2 Source: US Federal Reserve

 

 

Portfolio managers:

Ido Cohen

Erik Voss - Lead

The views and opinions expressed in management’s discussion of Fund performance are those of Invesco Advisers, Inc. These views and opinions are

 

 

5                              Invesco Summit Fund


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.

 

 

6                              Invesco Summit Fund


 

Your Fund’s Long-Term Performance

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

Fund and index data from 10/31/09

 

LOGO

 

1

Source: RIMES Technologies Corp.

2

Source: Lipper Inc.

*

The Fund’s oldest share class (Class P) does not have a sales charge; therefore, the second-oldest share classes with a sales charge (Class A and Class C) are also included in the chart.

 

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. 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 does not reflect deduction of taxes a shareholder would pay on Fund distributions or sale of Fund shares.

 

 

7                              Invesco Summit Fund


Average Annual Total Returns        
As of 10/31/19, including maximum applicable sales charges

 

Class A Shares        
Inception (10/31/05)     8.51%  
10 Years     12.95     

5 Years

    10.96     

1 Year

    10.89     
Class C Shares        
Inception (10/31/05)     8.36%  
10 Years     12.74     

5 Years

    11.37     

1 Year

    15.43     
Class P Shares        
Inception (11/1/82)     9.71%  
10 Years     13.76     

5 Years

    12.39     

1 Year

    17.55     
Class S Shares        
Inception (9/25/09)     13.46%  
10 Years     13.71     

5 Years

    12.32     

1 Year

    17.44     
Class Y Shares        
Inception (10/3/08)     11.83%  
10 Years     13.88     

5 Years

    12.51     

1 Year

    17.65     
Class R5 Shares        
Inception (10/3/08)     11.93%  
10 Years     13.97     

5 Years

    12.55     

1 Year

    17.63     
Class R6 Shares        
10 Years     13.68%  

5 Years

    12.39     

1 Year

    17.73     

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. Performance figures do not reflect deduction of taxes a shareholder would pay on Fund distributions or sale of Fund shares. Investment return and principal value

Average Annual Total Returns        
As of 9/30/19, the most recent calendar quarter end, including maximum applicable sales charges

 

Class A Shares        
Inception (10/31/05)     8.35%  
10 Years     12.43     

5 Years

    10.93     

1 Year

    –4.63     
Class C Shares        
Inception (10/31/05)     8.20%  
10 Years     12.23     

5 Years

    11.35     

1 Year

    –0.72     
Class P Shares        
Inception (11/1/82)     9.65%  
10 Years     13.24     

5 Years

    12.35     

1 Year

    1.06     
Class S Shares  
Inception (9/25/09)     13.26%  
10 Years     13.19     

5 Years

    12.30     

1 Year

    0.98     
Class Y Shares        
Inception (10/3/08)     11.64%  
10 Years     13.36     

5 Years

    12.46     

1 Year

    1.16     
Class R5 Shares  
Inception (10/3/08)     11.74%  
10 Years     13.45     

5 Years

    12.52     

1 Year

    1.15     
Class R6 Shares        
10 Years     13.15%  

5 Years

    12.35     

1 Year

    1.24     

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 C, Class P, Class S, Class Y, Class R5 and Class R6 shares was 1.02%, 1.77%, 0.87%, 0.92%, 0.77%, 0.72% and 0.72%, 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 C share performance reflects the applicable contingent deferred sales charge (CDSC) for the period involved. 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.

 

 

8                              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, 2019, 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 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 multi-cap 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,
 

 

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  

 

9                              Invesco Summit Fund


  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.
 

 

10                              Invesco Summit Fund


Schedule of Investments(a)

October 31, 2019

 

      Shares        Value

Common Stocks & Other Equity Interests–99.99%

Aerospace & Defense–3.58%

Airbus S.E. (France)

     225,700      $    32,344,614

Boeing Co. (The)

     22,500      7,647,975

L3Harris Technologies, Inc.

     35,000      7,220,850

Lockheed Martin Corp.

     40,700      15,330,876

Teledyne Technologies, Inc.(b)

     72,900      24,027,840
       86,572,155
Agricultural & Farm Machinery–0.40%
Deere & Co.      55,000      9,577,700
Application Software–4.92%

Adobe, Inc.(b)

     52,000      14,452,360

RealPage, Inc.(b)

     321,300      19,454,715

salesforce.com, inc.(b)

     376,200      58,871,538

Splunk, Inc.(b)

     75,000      8,997,000

Trade Desk, Inc. (The), Class A(b)

     86,500      17,369,200
       119,144,813
Asset Management & Custody Banks–2.63%

Apollo Global Management, Inc.

     511,500      21,053,340

Ares Management Corp., Class A

     881,010      26,051,466

Carlyle Group L.P. (The)(c)

     468,000      12,767,040

Legg Mason, Inc.

     100,944      3,761,173
       63,633,019
Biotechnology–0.61%

Alnylam Pharmaceuticals, Inc.(b)

     66,000      5,724,840

BeiGene Ltd., ADR (China)(b)

     20,000      2,766,800

Bluebird Bio, Inc.(b)

     20,000      1,620,000

Moderna, Inc.(b)

     170,000      2,847,500

Sage Therapeutics, Inc.(b)

     14,000      1,899,100
       14,858,240
Cable & Satellite–1.46%

Altice USA, Inc., Class A(b)

     611,000      18,910,450

Charter Communications, Inc., Class A(b)

     25,000      11,696,500

DISH Network Corp., Class A(b)

     135,000      4,641,300
       35,248,250
Commodity Chemicals–0.30%
Westlake Chemical Corp.      115,010      7,267,482
Consumer Electronics–1.46%
Sony Corp. (Japan)      581,100      35,408,170
Data Processing & Outsourced Services–9.01%

Fidelity National Information Services, Inc.

     258,300      34,033,608

Mastercard, Inc., Class A

     369,900      102,392,019

PayPal Holdings, Inc.(b)

     314,100      32,697,810
      Shares        Value
Data Processing & Outsourced Services–(continued)

Visa, Inc., Class A

     274,100      $    49,025,526
       218,148,963
Diversified Support Services–1.13%
Cintas Corp.      101,400      27,243,138
Environmental & Facilities Services–2.31%

Casella Waste Systems, Inc.,
Class A(b)

     316,400      13,791,876

Clean Harbors, Inc.(b)

     233,000      19,213,180

Waste Connections, Inc.

     79,865      7,379,526

Waste Management, Inc.

     138,000      15,484,980
       55,869,562
Financial Exchanges & Data–0.75%

Intercontinental Exchange, Inc.

     134,000      12,638,880

London Stock Exchange Group PLC (United Kingdom)

     61,100      5,510,251
       18,149,131
Health Care Equipment–4.66%

Baxter International, Inc.

     241,200      18,500,040

Boston Scientific Corp.(b)

     699,004      29,148,467

Intuitive Surgical, Inc.(b)

     40,000      22,118,000

Teleflex, Inc.

     88,800      30,850,008

Zimmer Biomet Holdings, Inc.

     87,164      12,048,680
       112,665,195
Health Care Services–0.69%
LHC Group, Inc.(b)      150,300      16,678,791
Home Improvement Retail–3.53%

Home Depot, Inc. (The)

     126,200      29,603,996

Lowe’s Cos., Inc.

     500,490      55,859,689
       85,463,685
Hotels, Resorts & Cruise Lines–1.97%

Norwegian Cruise Line Holdings Ltd.(b)

     725,000      36,801,000

Royal Caribbean Cruises Ltd.

     100,000      10,883,000
       47,684,000
Industrial Conglomerates–0.41%
Roper Technologies, Inc.      29,520      9,947,059
Industrial Gases–0.17%
Linde PLC (United Kingdom)      21,252      4,215,334
Industrial Machinery–0.34%
Stanley Black & Decker, Inc.      53,800      8,141,554
Interactive Home Entertainment–6.68%

Activision Blizzard, Inc.

     811,400      45,462,742

Electronic Arts, Inc.(b)

     298,800      28,804,320

Nintendo Co., Ltd. (Japan)

     114,500      40,839,754

Sea Ltd., ADR (Taiwan)(b)

     594,000      17,677,440
 

 

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


 

      Shares        Value
Interactive Home Entertainment–(continued)

Take-Two Interactive Software, Inc.(b)

     239,000      $    28,763,650
       161,547,906
Interactive Media & Services–10.52%

Alphabet, Inc., Class A(b)

     650      818,220

Alphabet, Inc., Class C(b)

     112,800      142,140,408

Facebook, Inc., Class A(b)

     582,918      111,716,235
       254,674,863
Internet & Direct Marketing Retail–12.33%

Alibaba Group Holding Ltd., ADR (China)(b)

     327,355      57,833,808

Amazon.com, Inc.(b)

     116,280      206,590,025

Booking Holdings, Inc.(b)

     14,760      30,239,845

JD.com, Inc., ADR (China)(b)

     117,000      3,644,550
       298,308,228
Investment Banking & Brokerage–0.65%

Goldman Sachs Group, Inc. (The)

     33,000      7,041,540

LPL Financial Holdings, Inc.

     107,000      8,649,880
       15,691,420
Life Sciences Tools & Services–3.37%

10X Genomics, Inc., Class A(b)

     120,600      6,994,800

Avantor, Inc.(b)

     715,000      10,160,150

Illumina, Inc.(b)

     138,600      40,959,072

Thermo Fisher Scientific, Inc.

     77,400      23,373,252
       81,487,274
Managed Health Care–1.65%

Humana, Inc.

     50,900      14,974,780

UnitedHealth Group, Inc.

     98,859      24,981,669
       39,956,449
Movies & Entertainment–1.10%

IMAX Corp.(b)

     332,000      7,088,200

Netflix, Inc.(b)

     37,260      10,708,897

Vivendi S.A. (France)

     320,000      8,922,588
       26,719,685
Oil & Gas Exploration & Production–0.31%
Viper Energy Partners L.P.      312,200      7,514,654
Oil & Gas Refining & Marketing–0.71%

Marathon Petroleum Corp.

     117,000      7,482,150

PBF Energy, Inc., Class A

     300,500      9,700,140
       17,182,290
Packaged Foods & Meats–4.01%

Conagra Brands, Inc.

     359,100      9,713,655

Lamb Weston Holdings, Inc.

     150,200      11,721,608

Mondelez International, Inc., Class A

     221,100      11,596,695

Mowi ASA (Norway)

     518,400      12,658,857

Nomad Foods Ltd. (United Kingdom)(b)

     405,000      7,901,550

Tyson Foods, Inc., Class A

     525,000      43,464,750
       97,057,115
      Shares        Value
Pharmaceuticals–1.00%

Novo Nordisk A/S, Class B (Denmark)

     88,235      $      4,858,062

Zoetis, Inc.

     152,100      19,456,632
       24,314,694
Railroads–1.12%

Kansas City Southern

     126,000      17,738,280

Union Pacific Corp.

     56,000      9,265,760
       27,004,040
Regional Banks–0.25%
SVB Financial Group(b)      27,000      5,979,960
Reinsurance–0.20%
Reinsurance Group of America, Inc.      30,500      4,955,335
Restaurants–0.27%

Restaurant Brands International, Inc. (Canada)(c)

     97,958      6,410,372
Semiconductor Equipment–2.31%

Applied Materials, Inc.

     529,092      28,708,532

ASML Holding N.V., New York Shares (Netherlands)

     104,030      27,252,739
       55,961,271
Semiconductors–3.67%

NVIDIA Corp.

     51,300      10,312,326

QUALCOMM, Inc.

     248,000      19,949,120

Semtech Corp.(b)

     492,000      24,826,320

Silicon Motion Technology Corp., ADR (Taiwan)

     804,000      33,808,200
       88,895,966
Specialized Consumer Services–0.34%
Service Corp. International      180,000      8,186,400
Specialized REITs–0.19%

Crown Castle International Corp.

     16,500      2,290,035

SBA Communications Corp., Class A

     9,800      2,358,370
       4,648,405
Specialty Chemicals–0.44%
Sherwin-Williams Co. (The)      18,560      10,622,259
Systems Software–5.61%

Microsoft Corp.

     606,808      86,998,063

Palo Alto Networks, Inc.(b)

     133,500      30,356,565

ServiceNow, Inc.(b)

     74,100      18,321,966
       135,676,594
Technology Hardware, Storage & Peripherals–2.44%
Apple, Inc.      237,619      59,110,102
Trucking–0.49%      

Lyft, Inc., Class A(b)

     164,000      6,796,160
 

 

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


 

      Shares      Value
Trucking–(continued)

Uber Technologies, Inc.(b)(c)

     163,000      $      5,134,500
       11,930,660

Total Common Stocks & Other Equity Interests
(Cost $1,361,355,934)

 

   2,419,752,183

Money Market Funds–0.00%

Invesco Government & Agency Portfolio, Institutional Class, 1.71%(d)

     40      40

Invesco Treasury Portfolio, Institutional Class, 1.66%(d)

     45      45

Total Money Market Funds (Cost $85)

 

   85

TOTAL INVESTMENTS IN SECURITIES
(excluding investments purchased with cash collateral from securities on loan)-99.99%
(Cost $1,361,356,019)

 

   2,419,752,268
      Shares      Value  

Investments Purchased with Cash Collateral from Securities on Loan

 

Money Market Funds–0.32%

 

Invesco Government & Agency Portfolio, Institutional Class, 1.71%(d)(e)

     5,084,830      $ 5,084,830  

 

 

Invesco Liquid Assets Portfolio, Institutional Class, 1.90%(d)(e)

     2,718,191        2,719,278  

 

 

Total Investments Purchased with Cash Collateral from Securities on Loan (Cost $7,803,934)

 

     7,804,108  

 

 

TOTAL INVESTMENTS IN SECURITIES–100.31%
(Cost $1,369,159,953)

 

     2,427,556,376  

 

 

OTHER ASSETS LESS LIABILITIES–(0.31)%

 

     (7,443,150

 

 

NET ASSETS–100.00%

 

   $ 2,420,113,226  

 

 
 

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, 2019.

(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, 2019.

(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.
13                              Invesco Summit Fund


Statement of Assets and Liabilities

October 31, 2019

 

Assets:   

Investments in securities, at value
(Cost $1,361,355,934)*

   $ 2,419,752,183  

Investments in affiliated money market funds, at value
(Cost $7,804,019)

     7,804,193  

Foreign currencies, at value
(Cost $2,608)

     2,627  
Receivable for:   

Investments sold

     1,037,365  

Dividends

     938,035  

Fund shares sold

     400,877  

Investment for trustee deferred compensation and retirement plans

     409,618  

Other assets

     59,133  

Total assets

     2,430,404,031  
Liabilities:   
Payable for:   

Fund shares reacquired

     720,134  

Amount due custodian

     575,334  

Collateral upon return of securities loaned

     7,803,934  

Accrued fees to affiliates

     629,677  

Accrued trustees’ and officers’ fees and benefits

     3,022  

Accrued other operating expenses

     112,546  

Trustee deferred compensation and retirement plans

     446,158  

Total liabilities

     10,290,805  
Net assets applicable to shares outstanding    $ 2,420,113,226  
Net assets consist of:   

Shares of beneficial interest

   $ 1,162,020,516  
Distributable earnings      1,258,092,710  
     $ 2,420,113,226  

 

Net Assets:   
Class A    $ 169,882,825  

 

 
Class C    $ 15,470,306  

 

 
Class P    $ 2,204,984,427  

 

 
Class S    $ 3,710,607  

 

 
Class Y    $ 13,413,747  

 

 
Class R5    $ 95,682  

 

 
Class R6    $ 12,555,632  

 

 

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

 

Class A      7,804,539  

 

 
Class C      801,985  

 

 
Class P      99,514,994  

 

 
Class S      169,034  

 

 
Class Y      606,505  

 

 
Class R5      4,306  

 

 
Class R6      564,627  

 

 
Class A:   

Net asset value per share

   $ 21.77  

 

 

Maximum offering price per share (Net asset value of $21.77 ÷ 94.50%)

   $ 23.04  

 

 
Class C:   

Net asset value and offering price per share

   $ 19.29  

 

 
Class P:   

Net asset value and offering price per share

   $ 22.16  

 

 
Class S:   

Net asset value and offering price per share

   $ 21.95  

 

 
Class Y:   

Net asset value and offering price per share

   $ 22.12  

 

 
Class R5:   

Net asset value and offering price per share

   $ 22.22  

 

 
Class R6:   

Net asset value and offering price per share

   $ 22.24  

 

 

 

*

At October 31, 2019, securities with an aggregate value of $7,630,007 were on loan to brokers.

 

 

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


Statement of Operations

For the year ended October 31, 2019

 

Investment income:   
Dividends (net of foreign withholding taxes of $498,374)    $ 18,354,808  

 

 
Dividends from affiliated money market funds (includes securities lending income of $540,599)      671,097  

 

 

Total investment income

     19,025,905  

 

 
Expenses:   
Advisory fees      14,467,533  

 

 
Administrative services fees      348,499  

 

 
Custodian fees      67,037  

 

 
Distribution fees:   

Class A

     340,998  

 

 

Class C

     153,722  

 

 

Class P

     2,099,897  

 

 

Class S

     5,362  

 

 
Transfer agent fees – A, C, P, S and Y      2,165,219  

 

 
Transfer agent fees – R5      83  

 

 
Transfer agent fees – R6      4,780  

 

 
Trustees’ and officers’ fees and benefits      47,749  

 

 
Registration and filing fees      109,193  

 

 
Reports to shareholders      63,909  

 

 
Professional services fees      62,680  

 

 
Other      24,607  

 

 

Total expenses

     19,961,268  

 

 
Less: Fees waived and/or expense offset arrangement(s)      (44,497

 

 

Net expenses

     19,916,771  

 

 
Net investment income (loss)      (890,866

 

 
Realized and unrealized gain (loss) from:   
Net realized gain (loss) from:   

Investment securities (includes net gains from securities sold to affiliates of $34,091,959)

     205,407,308  

 

 

Foreign currencies

     (13,201

 

 
     205,394,107  

 

 
Change in net unrealized appreciation of:   

Investment securities

     165,019,766  

 

 

Foreign currencies

     74  

 

 
     165,019,840  

 

 
Net realized and unrealized gain      370,413,947  

 

 
Net increase in net assets resulting from operations    $ 369,523,081  

 

 

 

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


Statement of Changes in Net Assets

For the years ended October 31, 2019 and 2018

 

 

     2019     2018  

 

 
Operations:     

Net investment income (loss)

   $ (890,866   $ (2,380,420

 

 

Net realized gain

     205,394,107       221,027,996  

 

 

Change in net unrealized appreciation (depreciation)

     165,019,840       (62,831,310

 

 

Net increase in net assets resulting from operations

     369,523,081       155,816,266  

 

 
Distributions to shareholders from distributable earnings:     

Class A

     (11,802,245     (2,989,383

 

 

Class B

           (13,801

 

 

Class C

     (1,924,446     (469,794

 

 

Class P

     (200,986,497     (74,612,584

 

 

Class S

     (342,325     (128,917

 

 

Class Y

     (1,432,310     (636,582

 

 

Class R5

     (7,405     (769

 

 

Class R6

     (1,111,514     (439

 

 

Total distributions from distributable earnings

     (217,606,742     (78,852,269

 

 
Share transactions–net:     

Class A

     45,113,185       35,805,441  

 

 

Class B

           (369,921

 

 

Class C

     (1,676,851     7,522,064  

 

 

Class P

     41,247,361       (95,477,221

 

 

Class S

     86,338       (247,728

 

 

Class Y

     (2,237,075     261,843  

 

 

Class R5

     16,489       55,373  

 

 

Class R6

     721,839       11,366,414  

 

 

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

     83,271,286       (41,083,735

 

 

Net increase in net assets

     235,187,625       35,880,262  

 

 
Net assets:     

Beginning of year

     2,184,925,601       2,149,045,339  

 

 

End of year

   $ 2,420,113,226     $ 2,184,925,601  

 

 

 

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


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 10/31/19     $ 20.75     $ (0.04 )     $ 3.17     $ 3.13     $     $ (2.11 )     $ (2.11 )     $ 21.77       17.36 %     $ 169,883       1.01 %(d)       1.01 %(d)       (0.18 )%(d)       29 %
Year ended 10/31/18       20.14       (0.05 )       1.41       1.36             (0.75 )       (0.75 )       20.75       6.95       114,570       1.02       1.02       (0.24 )       35
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       1.04       (0.13 )       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
Class C                                                        
Year ended 10/31/19       18.77       (0.17 )       2.80       2.63             (2.11 )       (2.11 )       19.29       16.43       15,470       1.76 (d)        1.76 (d)        (0.93 )(d)       29
Year ended 10/31/18       18.41       (0.19 )       1.30       1.11             (0.75 )       (0.75 )       18.77       6.22       16,792       1.77       1.77       (0.99 )       35
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       1.79       (0.88 )       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
Class P                                                        
Year ended 10/31/19       21.05       (0.01 )       3.23       3.22             (2.11 )       (2.11 )       22.16       17.55       2,204,984       0.86 (d)        0.86 (d)        (0.03 )(d)       29
Year ended 10/31/18       20.39       (0.02 )       1.43       1.41       (0.00 )       (0.75 )       (0.75 )       21.05       7.13       2,024,211       0.87       0.87       (0.09 )       35
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       0.89       0.02       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
Class S                                                        
Year ended 10/31/19       20.89       (0.02 )       3.19       3.17             (2.11 )       (2.11 )       21.95       17.44       3,711       0.91 (d)        0.91 (d)        (0.08 )(d)       29
Year ended 10/31/18       20.24       (0.03 )       1.43       1.40             (0.75 )       (0.75 )       20.89       7.12       3,405       0.92       0.92       (0.14 )       35
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       0.94       (0.03 )       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
Class Y                                                        
Year ended 10/31/19       21.00       0.02       3.21       3.23             (2.11 )       (2.11 )       22.12       17.65       13,414       0.76 (d)        0.76 (d)        0.07 (d)        29
Year ended 10/31/18       20.34       0.00       1.43       1.43       (0.02 )       (0.75 )       (0.77 )       21.00       7.25       14,818       0.77       0.77       0.01       35
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       0.79       0.12       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
Class R5                                                        
Year ended 10/31/19       21.09       0.01       3.23       3.24             (2.11 )       (2.11 )       22.22       17.63       96       0.77 (d)        0.77 (d)        0.06 (d)        29
Year ended 10/31/18       20.42       0.01       1.43       1.44       (0.02 )       (0.75 )       (0.77 )       21.09       7.30       73       0.72       0.72       0.06       35
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       0.76       0.15       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
Class R6                                                        
Year ended 10/31/19       21.09       0.03       3.23       3.26             (2.11 )       (2.11 )       22.24       17.73       12,556       0.71 (d)        0.71 (d)        0.12 (d)        29
Year ended 10/31/18       20.42       0.01       1.43       1.44       (0.02 )       (0.75 )       (0.77 )       21.09       7.29       11,057       0.72       0.72       0.06       35
Year ended 10/31/17(e)       17.61       0.01       2.80       2.81                         20.42       15.96       12       0.77 (f)        0.77 (f)        0.14 (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 $136,399, $15,372, $2,099,897, $3,574, $13,760, $83 and $11,719 for Class A, Class C, Class P, Class S, Class Y, Class R5 and Class R6 shares, respectively.

(e) 

Commencement date of April 4, 2017.

(f) 

Annualized.

 

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


Notes to Financial Statements

October 31, 2019

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 authorized to issue an unlimited number of shares of beneficial interest. Information presented in these financial statements pertains only to the Fund. Matters affecting the Fund or each class will be voted on exclusively by the shareholders of the Fund or each class.

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

The Fund currently consists of seven different classes of shares: Class A, Class C, Class P, Class S, Class Y, Class R5 and Class R6. 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. 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 value. Class C shares held for ten years after purchase are eligible for automatic conversion into Class A shares of the same Fund (the “Conversion Feature”). The automatic conversion pursuant to the Conversion Feature will generally occur at the end of the month following the tenth anniversary after a purchase of Class C shares (the Conversion Date).

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

 

18                              Invesco Summit Fund


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.

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

 

19                              Invesco Summit Fund


 

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.

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 the 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

   1.000%

Next $140 million

   0.750%
Over $150 million    0.625%

For the year ended October 31, 2019, the effective advisory fee rate incurred by the Fund was 0.63%.

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, 2020, 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 C, Class P, Class S, Class Y, Class R5 and Class R6 shares to 2.00%, 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, 2020. During its term, the fee waiver agreement

 

20                              Invesco Summit Fund


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.

The Adviser has contractually agreed, through at least June 30, 2021, 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, 2019, the Adviser waived advisory fees of $7,185.

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, 2019, expenses incurred under the agreement are shown in the Statement of Operations as Administrative services fees. Invesco has entered into a sub-administration agreement whereby State Street Bank and Trust Company (“SSB”) serves as fund accountant and provides certain administrative services to the Fund. Pursuant to a custody agreement with the Trust on behalf of the Fund, SSB also serves as the Fund’s custodian.

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, 2019, 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 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 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 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 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, 2019, 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, 2019, IDI advised the Fund that IDI retained $109,604 in front-end sales commissions from the sale of Class A shares and $951 and $1,691 from Class A and Class C shares, respectively, for CDSC imposed upon redemptions by shareholders.

For the year ended October 31, 2019, the Fund incurred $15,398 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, 2019. 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.

 

      Level 1      Level 2          Level 3          Total
Investments in Securities                                

Common Stocks & Other Equity Interests

     $2,279,209,887          $ 140,542,296        $-          $2,419,752,183

Money Market Funds

     7,804,193        -        -      7,804,193

Total Investments

     $2,287,014,080        $140,542,296        $-      $2,427,556,376

 

21                              Invesco Summit Fund


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, 2019, the Fund engaged in securities purchases of $83,357,967 and securities sales of $68,778,649, which resulted in net realized gains of $34,091,959.

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, 2019, the Fund received credits from this arrangement, which resulted in the reduction of the Fund’s total expenses of $37,312.

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 SSB, 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, 2019 and 2018

 

     2019      2018  

 

 
Ordinary income    $ 86,978      $ 5,946,634  

 

 
Long-term capital gain      217,519,764        72,905,635  

 

 
Total distributions    $ 217,606,742      $ 78,852,269  

 

 

Tax Components of Net Assets at Period-End:

 

     2019  

 

 
Undistributed long-term capital gain    $ 203,247,000  

 

 
Net unrealized appreciation – investments      1,055,905,981  

 

 
Net unrealized appreciation (depreciation) – foreign currencies      (735

 

 
Temporary book/tax differences      (379,849

 

 
Late-Year ordinary loss deferral      (679,687

 

 
Shares of beneficial interest      1,162,020,516  

 

 
Total net assets    $ 2,420,113,226  

 

 

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 does not have a capital loss carryforward as of October 31, 2019.

 

22                              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, 2019 was $667,100,794 and $795,880,688, 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      $1,074,567,868  

 

 
Aggregate unrealized (depreciation) of investments      (18,661,887

 

 
Net unrealized appreciation of investments      $1,055,905,981  

 

 

Cost of investments for tax purposes is $1,371,650,395.

NOTE 10–Reclassification of Permanent Differences

Primarily as a result of differing book/tax treatment of net operating losses, partnership transactions and REIT distributions, on October 31, 2019, undistributed net investment income (loss) was increased by $317,190 and undistributed net realized gain was decreased by $317,190. This reclassification had no effect on the net assets or the distributable earnings of the Fund.

NOTE 11–Share Information

 

            Summary of Share Activity         

 

 
            Years ended October 31,         
  

 

 

 
     2019          2018  
  

 

 

      

 

 

 
     Shares      Amount          Shares      Amount  

 

 
Sold:

 

Class A

     3,148,737      $ 63,824,110          2,747,684      $   58,734,837  

 

 

Class B(a)

     -        -          796        14,719  

 

 

Class C

     316,732        5,619,115          645,661        12,462,679  

 

 

Class P

     1,279,251        26,015,956          1,343,366        28,723,804  

 

 

Class S

     5,172        106,063          3,893        83,837  

 

 

Class Y

     274,954        5,491,428          600,267        12,700,327  

 

 

Class R5

     673        13,508          2,500        55,861  

 

 

Class R6

     134,890        2,776,548          611,749        13,282,861  

 

 
Issued as reinvestment of dividends:

 

Class A

     641,737        11,397,250          147,603        2,894,554  

 

 

Class B(a)

     -        -          758        13,577  

 

 

Class C

     111,801        1,772,053          25,759        460,049  

 

 

Class P

     10,930,519        197,405,168          3,694,772        73,415,062  

 

 

Class S

     19,124        342,325          6,502        128,288  

 

 

Class Y

     69,581        1,253,149          30,410        602,431  

 

 

Class R5

     294        5,313          -        -  

 

 

Class R6

     60,394        1,093,129          -        -  

 

 
Conversion of Class B shares to Class A shares:(b)

 

Class A

     -        -          16,457        354,658  

 

 

Class B

     -        -          (18,081      (354,658

 

 
Automatic conversion of Class C shares to Class A shares:

 

Class A

     135,282        2,539,403          -        -  

 

 

Class C

     (151,835      (2,539,403        -        -  

 

 

 

23                              Invesco Summit Fund


     Summary of Share Activity  

 

 
            Years ended October 31,         
  

 

 

 
     2019          2018  
  

 

 

      

 

 

 
     Shares      Amount          Shares      Amount  

 

 
Reacquired:              

Class A

     (1,643,166    $ (32,647,578        (1,239,718    $ (26,178,608

 

 

Class B(a)

     -        -          (2,262      (43,559

 

 

Class C

     (369,501      (6,528,616        (283,018      (5,400,664

 

 

Class P

     (8,846,916      (182,173,763        (9,145,348      (197,616,087

 

 

Class S

     (18,293      (362,050        (21,290      (459,853

 

 

Class Y

     (443,704      (8,981,652        (607,343      (13,040,915

 

 

Class R5

     (131      (2,332        (23      (488

 

 

Class R6

     (154,905      (3,147,838        (88,069      (1,916,447

 

 
Net increase (decrease) in share activity      5,500,690      $ 83,271,286          (1,526,975    $ (41,083,735

 

 

 

(a) 

Class B shares activity for the period November 1, 2017 through January 26, 2018 (date of conversion).

(b) 

Effective as of the close of business January 26, 2018, all outstanding Class B shares were converted to Class A shares.

 

24                              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

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Invesco Summit Fund (one of the funds constituting AIM Equity Funds (Invesco Equity Funds), referred to hereafter as the “Fund”) as of October 31, 2019, the related statement of operations for the year ended October 31, 2019, the statement of changes in net assets for each of the two years in the period ended October 31, 2019, including the related notes, and the financial highlights for each of the periods indicated therein (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of October 31, 2019, 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 ended October 31, 2019 and the financial highlights for each of the periods indicated therein in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of October 31, 2019 by correspondence with the custodian, transfer agent and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

Houston, Texas

December 23, 2019

We have served as the auditor of one or more of the investment companies in the Invesco group of investment companies since at least 1995. We have not been able to determine the specific year we began serving as auditor.

 

25                              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, 2019 through October 31, 2019.

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.

 

        HYPOTHETICAL  
        (5% annual return before  
    ACTUAL expenses)  
  Beginning Ending Expenses Ending Expenses Annualized
  Account Value Account Value Paid During Account Value Paid During Expense
  (05/01/19) (10/31/19)1 Period2 (10/31/19) Period2 Ratio
Class A   $1,000.00   $1,039.60   $5.14   $1,020.16   $5.09   1.00 %
Class C   1,000.00   1,035.40   8.98   1,016.38   8.89   1.75
Class P   1,000.00   1,040.40   4.37   1,020.92   4.33   0.85
Class S   1,000.00   1,039.80   4.63   1,020.67   4.58   0.90
Class Y   1,000.00   1,040.90   3.86   1,021.42   3.82   0.75
Class R5   1,000.00   1,040.70   3.91   1,021.37   3.87   0.76
Class R6   1,000.00   1,041.20   3.65   1,021.63   3.62   0.71

 

1 

The actual ending account value is based on the actual total return of the Fund for the period May 1, 2019 through October 31, 2019, 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.

 

26                              Invesco Summit Fund


Approval of Investment Advisory and Sub-Advisory Contracts

 

At meetings held on June 10, 2019, the Board of Trustees (the Board or the Trustees) of AIM Equity Funds (Invesco Equity Funds) as a whole, and the independent Trustees, who comprise over 75% of the Board, voting separately, approved the continuance of the Invesco Summit Fund’s (the Fund) 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, 2019. After evaluating the factors discussed below, among others, the Board approved the renewal of the Fund’s investment advisory agreement and the sub-advisory contracts and determined that the compensation payable by the Fund to Invesco Advisers and by Invesco Advisers to the Affiliated Sub-Advisers is fair and reasonable.

The Board’s 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). As part of a regularly scheduled basis of in-person Board meetings, the Sub-Committees meet with portfolio managers for their assigned Invesco Funds and other members of management to review detailed information about investment performance and portfolio attributes of these funds. The Board took into account evaluations and reports that it received from the Investments Committee and Sub-Committees, as well as the information provided to such committees and the Board throughout the year, in considering whether to approve each Invesco Fund’s investment advisory agreement and sub-advisory contracts.

As part of the contract renewal process, the Board reviews and considers information provided in response to detailed requests for information submitted to management by the independent Trustees with assistance from legal counsel to the independent Trustees. The Board receives comparative investment performance and fee data regarding the Invesco Funds prepared by Invesco Advisers and Broadridge Financial Solutions, Inc. (Broadridge), an independent mutual fund data provider. 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 throughout the year, 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 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. The Trustees’ review and conclusions are based on the comprehensive consideration of all information presented to them during the course of the year and in prior years 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. This information is current as of June 10, 2019.

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 nature, extent and quality of the advisory services provided to the Fund by Invesco Advisers under the Fund’s investment advisory agreement, and the credentials and experience of the officers and employees of Invesco Advisers who provide these services, including the Fund’s portfolio manager(s). The Board’s review included consideration of Invesco Advisers’ investment process oversight and structure, 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, third party oversight, internal audit, valuation, portfolio trading and legal and compliance. The Board also received and reviewed information about Invesco Advisers’ role as administrator of the Invesco Funds’ liquidity risk management program. The Board also reviewed and considered the benefits to shareholders of investing in a fund that is part of the Invesco family of funds under the umbrella of Invesco Ltd., Invesco Advisers’ parent company, and noted Invesco Ltd.’s depth and experience in conducting an investment management business, as well as its

commitment of financial and other resources to such business. The Board reviewed and considered information about the resources that Invesco Advisers intends to continue to commit to managing the Invesco family of funds following Invesco Ltd.’s acquisition of OppenheimerFunds, Inc. and its subsidiaries. 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 the Affiliated Sub-Advisers’ expertise with respect to certain asset classes and 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 investment 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, 2018 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, 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 above the performance of the Index for the one year period, and reasonably comparable to the performance of the Index for

 

 

27                              Invesco Summit Fund


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 and Fund Expenses

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. The Board noted that the contractual management fee rate for Class A shares of the 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 non-portfolio management administrative services fees, but that Broadridge does not provide information on a fund by fund basis as to what is included. 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 considered comparative information regarding the Fund’s total expense ratio and its various components.

The Board noted that Invesco Advisers has contractually agreed to waive fees and/or limit expenses of the Fund for the term disclosed in the Fund’s registration statement in an amount necessary to limit total annual operating expenses to a specified percentage of average daily net assets for each class of the Fund.

The Board noted that Invesco Advisers and the Affiliated Sub-Advisers do not manage other similarly managed mutual funds or client accounts.

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.

D.

Economies of Scale and Breakpoints

The Board considered the extent to which there may be economies of scale in the provision of advisory services to the Fund. The Board considered Invesco’s reinvestment in its business, including investments in business infrastructure and cybersecurity. The Board also considered that the Fund benefits from economies of scale through contractual breakpoints in the Fund’s advisory fee schedule, which generally operate to reduce the Fund’s expense ratio as it grows in size. 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. The Board noted that the Fund may also benefit from

economies of scale through initial fee setting, fee waivers and expense reimbursements.

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 considered the methodology used for calculating profitability and noted the periodic review of such methodology by an independent consultant. 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, extent and quality of the services provided. The Board received information from Invesco Advisers demonstrating that Invesco Advisers and the Affiliated Sub-Advisers 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 administrative, 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 Invesco representing 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 considered information regarding the returns of the affiliated money market funds relative to comparable overnight investments, as well as the costs to the Fund of such investments. 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 an affiliated broker may receive commissions for executing certain trades for the Fund. Invesco Advisers and the Affiliated Sub-Advisers may use the affiliated broker to, among other things, control order routing and minimize information leakage, and the Board was advised that such trades are executed in compliance with rules under the federal securities laws and consistent with best execution obligations.

 

 

28                              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 advisers.

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, 2019:

 

Federal and State Income Tax

    
Long-Term Capital Gain Distributions    $ 217,519,764    
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.

 

29                              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 and Vice Chair    2007   

Executive Director, Chief Executive Officer and President, Invesco Ltd. (ultimate parent of Invesco and a global investment management firm); Trustee and Vice Chair, 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)

   229    None
Philip A. Taylor2 – 1954 Trustee    2006   

Vice Chair, Invesco Ltd.; Trustee, The Invesco Funds

 

Formerly: Director, Invesco Canada Ltd. (formerly known as Invesco Trimark Ltd./Invesco Trimark Ltèe) (registered investment adviser and registered transfer agent); 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 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); Chairman and Chief Executive Officer, Invesco Canada Ltd. (formerly known as Invesco Trimark Ltd./Invesco Trimark Ltèe) (registered investment adviser and registered transfer agent); Senior Vice President, The Invesco Funds; Director, Invesco Investment Advisers LLC (formerly known as Van Kampen Asset Management); Director, Chairman, Chief Executive Officer and President, Invesco Management Group, Inc. (formerly known as Invesco AIM Management Group, Inc.) (financial services holding company); 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 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.

   229   

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

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

David C. Arch – 1945

Trustee

   2010    Chairman of Blistex Inc. (consumer health care products manufacturer); Member, World Presidents’ Organization    229    Board member of the Illinois Manufacturers’ Association

Beth Ann Brown – 1968

Trustee

   2019   

Independent Consultant

 

Formerly: Head of Intermediary Distribution, Managing Director, Strategic Relations, Managing Director, Head of National Accounts, Senior Vice President, National Account Manager and Senior Vice President, Key Account Manager, Columbia Management Investment Advisers LLC; Vice President, Key Account Manager, Liberty Funds Distributor, Inc.; and Trustee of certain Oppenheimer Funds

   229    Director, Board of Directors of Caron Engineering Inc.; President and Director, Acton Shapleigh Youth Conservation Corps (non - profit); and Vice President and Director of Grahamtastic Connection (non-profit)

Jack M. Fields – 1952

Trustee

   1997   

Chief Executive Officer, Twenty First Century Group, Inc. (government affairs company); and Chairman, 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

   229    None

Cynthia Hostetler –1962

Trustee

   2017   

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

 

Formerly: Director, Aberdeen Investment Funds (4 portfolios); Head of Investment Funds and Private Equity, Overseas Private Investment Corporation; President, First Manhattan Bancorporation, Inc.; Attorney, Simpson Thacher & Bartlett LLP

   229    Vulcan Materials Company (construction materials company); Trilinc Global Impact Fund; Genesee & Wyoming, Inc. (railroads); Artio Global Investment LLC (mutual fund complex); Edgen Group, Inc. (specialized energy and infrastructure products distributor); Investment Company Institute (professional organization); Independent Directors Council (professional organization)

 

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)               

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

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

Elizabeth Krentzman – 1959

Trustee

   2019    Formerly: Principal and Chief Regulatory Advisor for Asset Management Services and U.S. Mutual Fund Leader of Deloitte & Touche LLP; General Counsel of the Investment Company Institute (trade association); National Director of the Investment Management Regulatory Consulting Practice, Principal, Director and Senior Manager of Deloitte & Touche LLP; Assistant Director of the Division of Investment Management - Office of Disclosure and Investment Adviser Regulation of the U.S. Securities and Exchange Commission and various positions with the Division of Investment Management – Office of Regulatory Policy of the U.S. Securities and Exchange Commission; Associate at Ropes & Gray LLP; Advisory Board Member of the Securities and Exchange Commission Historical Society; and Trustee of certain Oppenheimer Funds    229    Trustee of the University of Florida National Board Foundation and Audit Committee Member; Member of the Cartica Funds Board of Directors (private investment funds); Member of the University of Florida Law Center Association, Inc. Board of Trustees and Audit Committee Member

Anthony J. LaCava, Jr. – 1956

Trustee

   2019    Formerly: Director and Member of the Audit Committee, Blue Hills Bank (publicly traded financial institution) and Managing Partner, KPMG LLP    229    Blue Hills Bank; Chairman, Bentley University; Member, Business School Advisory Council; and Nominating Committee KPMG LLP

Prema Mathai-Davis – 1950

Trustee

   1998   

Retired

 

Co-Owner & Partner of Quantalytics Research, LLC, (a FinTech Investment Research Platform for the Self-Directed Investor)

   229    None

Joel W. Motley – 1952

Trustee

   2019   

Director of Office of Finance, Federal Home Loan Bank; Member of the Vestry of Trinity Wall Street; Managing Director of Carmona Motley Inc. (privately held financial advisor); Member of the Finance and Budget Committee of the Council on Foreign Relations, Member of the Investment Committee and Board of Human Rights Watch and Member of the Investment Committee and Board of Historic Hudson Valley (non-profit cultural organization)

 

Formerly: Managing Director of Public Capital Advisors, LLC (privately held financial advisor); Managing Director of Carmona Motley Hoffman, Inc. (privately held financial advisor); Trustee of certain Oppenheimer Funds; and Director of Columbia Equity Financial Corp. (privately held financial advisor)

   229    Director of Greenwall Foundation (bioethics research foundation); Member of Board and Investment Committee of The Greenwall Foundation; Director of Southern Africa Legal Services Foundation; Board Member and Investment Committee Member of Pulizer Center for Crisis Reporting (non-profit journalism)
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

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

 

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

Independent Trustees–(continued)               

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

   229    Federal Reserve Bank of Dallas

Raymond Stickel, Jr. – 1944

Trustee

   2005   

Retired

 

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

   229    None

Robert C. Troccoli – 1949

Trustee

   2016   

Retired

 

Formerly: Adjunct Professor, University of Denver – Daniels College of Business; Senior Partner, KPMG LLP

   229    None

Daniel S. Vandivort –1954

Trustee

   2019   

Treasurer, Chairman of the Audit and Finance Committee, and Trustee, Board of Trustees, Huntington Disease Foundation of America; and President, Flyway Advisory Services LLC (consulting and property management)

 

Formerly: Trustee and Governance Chair, of certain Oppenheimer Funds

   229    Chairman and Lead Independent Director, Chairman of the Audit Committee, and Director, Board of Directors, Value Line Funds

James D. Vaughn – 1945

Trustee

   2019   

Retired

 

Formerly: Managing Partner, Deloitte & Touche LLP; Trustee and Chairman of the Audit Committee, Schroder Funds; Board Member, Mile High United Way, Boys and Girls Clubs, Boy Scouts, Colorado Business Committee for the Arts, Economic Club of Colorado and Metro Denver Network (economic development corporation); and Trustee of certain Oppenheimer Funds

   229    Board member and Chairman of Audit Committeeof AMG National Trust Bank; Trustee and Investment Committee member, University of South Dakota Foundation; Board member, Audit Committee Member and past Board Chair, Junior Achievement (non-profit)
Christopher L. WIlson - 1957 Trustee, Vice Chair and Chair Designate    2017   

Reitred

 

Formerly: Director, TD Asset Management USA Inc. (mutual fund complex) (22 portfolios); Managing Partner, CT2, LLC (investing and consulting firm); 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

   229    ISO New England, Inc. (non-profit organization managing regional electricity market)

 

T-4                              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                    

Sheri Morris – 1964

President, Principal Executive Officer and Treasurer

   1999   

Head of Global Fund Services, Invesco Ltd.; 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, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Commodity Fund Trust and Invesco Exchange-Traded Self-Indexed Fund Trust; and Vice President, OppenheimerFunds, Inc.

 

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, Invesco Exchange-Traded FundTrust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust and Invesco 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

Jeffrey H. Kupor – 1968

Senior Vice President, Chief Legal Officer and Secretary

   2018   

Head of Legal of the Americas, Invesco Ltd.; Senior Vice President and Secretary, 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.); 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; 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, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Commodity Fund Trust and Invesco Exchange-Traded Self-Indexed Fund Trust; Secretary, Invesco Indexing LLC; Secretary, W.L. Ross & Co., LLC

 

Formerly: Secretary and Vice President, Jemstep, Inc.; Head of Legal, Worldwide Institutional, Invesco Ltd.; Secretary and General Counsel, INVESCO Private Capital Investments, Inc.; Senior Vice President, Secretary and General Counsel, Invesco Management Group, Inc. (formerly known as Invesco AIM Management Group, Inc.); Assistant Secretary, INVESCO Asset Management (Bermuda) Ltd.; Secretary and General Counsel, Invesco Private Capital, Inc.; Assistant Secretary and General Counsel, INVESCO Realty, Inc.; Secretary and General Counsel, Invesco Senior Secured Management, Inc.; and Secretary, Sovereign G./P. Holdings Inc.

   N/A    N/A

Andrew R. Schlossberg – 1974

Senior Vice President

   2019   

Head of the Americas and Senior Managing Director, Invesco Ltd.; Director and Senior Vice President, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); Director and Chairman, Invesco Investment Services, Inc. (formerly known as Invesco AIM Investment Services, Inc.) (registered transfer agent); Senior Vice President, The Invesco Funds; Director, Invesco Investment Advisers LLC (formerly known as Van Kampen Asset Management); Director, President and Chairman, Invesco Insurance Agency, Inc.

 

Formerly: Director, Invesco UK Limited; Director and Chief Executive, Invesco Asset Management Limited and Invesco Fund Managers Limited; Assistant Vice President, The Invesco Funds; Senior Vice President, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); Director and Chief Executive, Invesco Administration Services Limited and Invesco Global Investment Funds Limited; Director, Invesco Distributors, Inc.; Head of EMEA, Invesco Ltd.; President, Invesco Actively Managed Exchange-Traded Commodity Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II and Invesco India Exchange-Traded Fund Trust; Managing Director and Principal Executive Officer, Invesco Capital Management LLC

   N/A    N/A

 

T-5                              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)                    

John M. Zerr – 1962

Senior Vice President

   2006    Chief Operating Officer of the Americas; Senior Vice President, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); Senior Vice President, Invesco Distributors, Inc. (formerly known as Invesco AIM Distributors, Inc.); Director and Vice President, Invesco Investment Services, Inc. (formerly known as Invesco AIM Investment Services, Inc.) Senior Vice President, The Invesco Funds; Managing Director, Invesco Capital Management LLC; Director, Invesco Investment Advisers LLC (formerly known as Van Kampen Asset Management); Senior Vice President, Invesco Capital Markets, Inc. (formerly known as Van Kampen Funds Inc.); Manager, Invesco Indexing LLC; Manager, Invesco Specialized Products, LLC; Director and Senior Vice President, Invesco Insurance Agency, Inc.; Member, Invesco Canada Funds Advisory Board; Director, President and Chief Executive Officer, Invesco Corporate Class Inc. (corporate mutual fund company); and Director, Chairman, President and Chief Executive Officer, Invesco Canada Ltd. (formerly known as Invesco Trimark Ltd./Invesco Trimark Ltèe) (registered investment adviser and registered transfer agent)    N/A    N/A
   
          Formerly: Director and Senior Vice President, Invesco Management Group, Inc. (formerly known as Invesco AIM Management Group, Inc.); Secretary and General Counsel, Invesco Management Group, Inc. (formerly known as Invesco AIM Management Group, Inc.); Secretary, Invesco Investment Services, Inc. (formerly known as Invesco AIM Investment Services, Inc.); Chief Legal Officer and Secretary, The Invesco Funds; 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.); Chief Legal Officer, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Commodity Fund Trust and Invesco Exchange-Traded Self-Indexed Fund Trust; Secretary, Invesco Indexing LLC; 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 and Secretary, 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)          
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); Director, Invesco Mortgage Capital, Inc. and Invesco Senior Secured Management, Inc.; and Senior Vice President, The Invesco Funds; and President, SNW Asset Management Corporation

 

Formerly: Senior Vice President, Invesco Management Group, Inc. and Invesco Advisers, Inc.; Assistant Vice President, The Invesco Funds

   N/A    N/A
Kelli Gallegos – 1970 Vice President, Principal Financial Officer and Assistant Treasurer    2008   

Principal Financial and Accounting Officer – Investments Pool, Invesco Specialized Products, LLC; Vice President, Principal Financial Officer and Assistant Treasurer, The Invesco Funds; Principal Financial and Accounting Officer – Pooled Investments, Invesco Capital Management LLC; Vice President and Treasurer, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Commodity Fund Trust and Invesco Exchange-Traded Self-Indexed Fund Trust

 

Formerly: Assistant Treasurer, Invesco Specialized Products, LLC; Assistant Treasurer, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Commodity Fund Trust and Invesco Exchange-Traded Self-Indexed Fund Trust; Assistant Treasurer, Invesco Capital Management LLC; Assistant Vice President, The Invesco Funds

   N/A    N/A

 

T-6                              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)                    
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., The Invesco Funds, and Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Commodity Fund Trust and Invesco Exchange-Traded Self-Indexed 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. and Invesco Management Group, Inc.

   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   Investment Adviser   Distributor   Auditors

11 Greenway Plaza, Suite 1000

Houston, TX 77046-1173

 

Invesco Advisers, Inc.

1555 Peachtree Street, N.E.

Atlanta, GA 30309

 

Invesco Distributors, Inc.

11 Greenway Plaza, Suite 1000

Houston, TX 77046-1173

 

PricewaterhouseCoopers LLP

1000 Louisiana Street, Suite 5800

Houston, TX 77002-5678

Counsel to the Fund   Counsel to the Independent Trustees   Transfer Agent   Custodian

Stradley Ronon Stevens & Young, LLP

2005 Market Street, Suite 2600

Philadelphia, PA 19103-7018

 

Goodwin Procter LLP

901 New York Avenue, N.W.

Washington, D.C. 20001

 

Invesco Investment Services, Inc.

11 Greenway Plaza, Suite 1000

Houston, TX 77046-1173

 

State Street Bank and Trust Company

225 Franklin Street

Boston, MA 02110-2801

 

T-7                              Invesco Summit Fund


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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 list appears 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) as an exhibit to its reports on Form N-PORT. The most recent list of portfolio holdings is available at invesco.com/completeqtrholdings. Shareholders can also look up the Fund’s Form N-PORT filings on the SEC website, 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. This information is also available on the SEC website, sec.gov.

  LOGO

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.

 

SEC file numbers: 811-01424 and 002-25469                        Invesco Distributors, Inc.   

SUM-AR-1

  


LOGO

 

Annual Report

 

   10/31/2019                

Invesco

Oppenheimer

Rising Dividends

Fund*

Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the Fund’s shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports from the Fund or from your financial intermediary, such as a broker-dealer or bank. Instead, the reports will be made available on the Fund’s website, and you will be notified by mail each time a report is posted and provided with a website link to access the report.

If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Fund electronically by contacting your financial intermediary (such as a broker-dealer or bank) or, if you are a direct investor, by enrolling at invesco.com/edelivery.

You may elect to receive all future reports in paper free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with the Fund, you can call 800 959 4246 to let the Fund know you wish to continue receiving paper copies of your shareholder reports. Your election to receive reports in paper will apply to all funds held with your financial intermediary or all funds held with the fund complex if you invest directly with the Fund.

*Prior to the close of business on May 24, 2019, the Fund’s name was Oppenheimer Rising Dividends Fund. See Important Update on the following page for more information.

 


Important Update

On October 18, 2018, Massachusetts Mutual Life Insurance Company, an indirect corporate parent of OppenheimerFunds, Inc. and its subsidiaries OFI Global Asset Management, Inc., OFI SteelPath, Inc. and OFI Advisors, LLC, announced that it had entered into an agreement whereby Invesco Ltd., a global investment management company would acquire OppenheimerFunds and its subsidiaries (together, “OppenheimerFunds”). After the close of business on May 24, 2019 Invesco Ltd. completed the acquisition of OppenheimerFunds. This Fund was included in that acquisition and as of that date, became part of the Invesco family of funds. Please visit invesco.com for more information or call Invesco’s Client Services team at 800-959-4246.


Table of Contents

Fund Performance Discussion      5  
Top Holdings and Allocations      8  
Fund Expenses      11  
Schedule of Investments      14  
Statement of Assets and Liabilities      17  
Statement of Operations      19  
Statement of Changes in Net Assets      21  
Financial Highlights      22  
Notes to Financial Statements      28  
Report of Independent Registered Public Accounting Firm      42  
Independent Registered Public Accounting Firm      44  
Federal Income Tax Information      45  
Approval of Investment Advisory and Sub-Advisory Contracts      46  
Portfolio Proxy Voting Policies and Guidelines; Updates to Schedule of Investments      51  
Shareholder Proxy      52  
Trustees and Officers      53  
Invesco’s Privacy Notice      66  

 

 

Class A Shares

AVERAGE ANNUAL TOTAL RETURNS AT 10/31/19

 

    

 

Class A Shares of the Fund    

       
    

        Without Sales Charge        

 

 

        With Sales Charge        

 

 

S&P 500 Index

 

 

Russell 1000 Index  

 

1-Year        12.30 %               6.14 %               14.33 %           14.15 %        
5-Year        7.45       6.24       10.78       10.55
10-Year        10.62       9.99       13.70       13.72

Performance quoted is past performance and cannot guarantee comparable future results; current performance may be lower or higher. Visit invesco.com for the most recent month-end performance. Performance figures reflect reinvested distributions and changes in net asset value (NAV). Investment return and principal value will vary so that you may have a gain or a loss when you sell shares. Fund returns include changes in share price, reinvested distributions and a 5.50% maximum applicable sales charge except where “without sales charge” is indicated. Returns for periods of less than one year are cumulative and not annualized. As the result of a reorganization after the close of business on May 24, 2019, the returns of the Fund for periods on or prior to May 24, 2019 reflect performance of the Oppenheimer predecessor fund. Share class returns will differ from those of the predecessor fund because they have different expenses. Returns do not consider capital gains or income taxes on an individual’s investment. See Fund

 

3      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


prospectus and summary prospectus for more information on share classes, sales charges and new fee agreements, if any. Fund literature is available at invesco.com.

 

4      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


Fund Performance Discussion

The Fund produced a net return of 12.30% during the reporting period, marginally lagging the Russell 1000 Index’s (the “Index”) return of 14.15%. The Fund’s under-performance can be attributed to stock selection within the Communication Services and Consumer Staples sections. This was offset by strong selection In Information Technology, Financials and Real Estate sectors.

 

MARKET OVERVIEW

The reporting period encompassed a volatile environment for equities in general. The last quarter of 2018, in particular, saw a significant sell-off in equities, as investors stampeded for the door, volatility spiked significantly as macro risks (tariff wars, China slowdown, FED Interest rate moves, Government shutdown, slowing International markets) over took decent domestic economic fundamentals. We enjoyed a sharp rally to begin 2019, and optimism continued throughout most of 2019 as markets surged higher despite several sentiment driven

pullbacks. Volatility has made a comeback due to a combination of the U.S. Administration’s trade wars, a rise in geopolitical tensions, and interest rates/yield curve uncertainty.

FUND OVERVIEW

Top performing stocks for the Fund this reporting period included Microsoft, American Tower Corp. and Applied Materials.

Microsoft reported strong second quarter 2019 results delivering constant currency

 

 

 

COMPARISON OF CHANGE IN VALUE OF $10,000 HYPOTHETICAL INVESTMENTS IN:

 

 

LOGO

 

5      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


revenue growth of 16%. Results were strong across business segments with particular strength in commercial cloud which posted constant currency revenue growth of 43% and comprised just over 30% of revenue. The company continued to drive leverage in the model with operating margins up 290 basis points year over year.

American Tower Corp. reported strong trends in domestic leasing, and announced a settlement with Tata, a partner in their India venture that has faced a high degree of churn. The outperformance in the US and certainty in India caused an improvement in American Tower’s multiple.

Applied Materials engages in the provision of materials engineering solutions used to produce new chip and advanced display. Investors are forecasting growth in both semis and display markets in 2020. Applied Materials could achieve healthy long-term profit growth with its dominant market share in semiconductor- production equipment.

Detractors from the Fund’s performance this reporting period included Altria Group, Marathon Petroleum Corp. and Pfizer. We exited our positions in both Altria Group and Marathon Petroleum Corp.

Altria Group, Inc. is a holding company, which engages in the manufacture and sale of cigarettes in the United States. It operates through the following segments: Smokeable Products, Smokeless Products, and Wine. Investors became disenchanted with

their investment in Juul, as the regulatory environment has cracked down on vaping which may hamper the industries growth.

Marathon Petroleum Corp. operates as a crude oil refining company. The company refines, supplies, markets and transports petroleum products. Strong 3Q 2019 refining performance is being offset by emissions violations in several states. In addition, retirements of both the CEO and Vice-Chairman leave a leadership gap during a period of activist activity.

Pfizer along with all of pharma has underperformed (after having strong performance in 2018) the sector in 1Q/19 as we’ve seen a rotation into medical device and life science tools companies that don’t have exposure to drug pricing reform concerns. Also, Pfizer has little in the way of meaningful data readouts (catalysts) while one of their larger drugs will go off patent next year (Lyrica). Also in July, Pfizer announced the spin-merger of Upjohn (PFE’s established products business and Mylan) through a Reverse Morris Trust. The outlook for RemainCo is lower sales at a lower contribution margin resulting in a rebasing of earnings and valuation, which sent the stock lower.

STRATEGY & OUTLOOK

Our long-term investment process remains the same. We seek dynamic companies with above-average, sustainable revenue and earnings growth that we believe are

 

 

6      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


positioned to outperform. This includes leading firms in structurally attractive industries with committed management teams that have proven records of performance.

In the short-term, we expect the U.S. economy to continue to show economic growth, albeit at slower rates than experienced in 2018, driven by favorable consumer confidence, falling regulatory hurdles, and technological innovation.

However, there are several warning signs on the horizon including global synchronized growth becoming less synchronized, weakening transport volumes, elevated levels of inventories as companies hedge their risk of tariffs, and the flattening/inversion of the yield curve implying a slowing economy.

While a recession late this year or early next would not surprise us, it is not our base case assumption at this time.

We continue to maintain our discipline around valuation and focus on companies showing competitive advantages and skilled management teams that are out-executing peers.

Manind Govil, Portfolio Manager

Raman Vardharaj, Portfolio Manager

 

 

7      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


Top Holdings and Allocations

 

TOP TEN COMMON STOCK HOLDINGS

 

Microsoft Corp.      5.5
Apple, Inc.      5.0  
JPMorgan Chase & Co.      3.2  
Home Depot, Inc. (The)      2.4  
Visa, Inc., Cl. A      2.3  
UnitedHealth Group, Inc.      2.3  
Chevron Corp.      2.2  
Mastercard, Inc., Cl. A      2.1  
Procter & Gamble Co. (The)      2.1  
Marsh & McLennan Cos., Inc.      2.0  

Holdings and allocations are subject to change and are not buy/sell recommendations. Percentages are as of October 31, 2019, and are based on net assets.

TOP TEN COMMON STOCK INDUSTRIES

 

Real Estate Investment Trusts (REITs)      7.4
IT Services      7.0  
Software      6.2  
Oil, Gas & Consumable Fuels      5.8  
Capital Markets      5.6  
Commercial Banks      5.2  
Technology Hardware, Storage & Peripherals      5.0  
Specialty Retail      4.3  
Aerospace & Defense      4.3  
Pharmaceuticals      3.7  

Holdings and allocations are subject to change and are not buy/sell recommendations. Percentages are as of October 31, 2019, and are based on net assets.

 

 

SECTOR ALLOCATION

 

LOGO

Holdings and allocations are subject to change and are not buy/sell recommendations. Percentages are as of October 31, 2019, and are based on the total market value of common stocks.

For more current Fund holdings, please visit invesco.com.

 

8      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


Share Class Performance

AVERAGE ANNUAL TOTAL RETURNS WITHOUT SALES CHARGE AS OF 10/31/19

 

     Inception                          
     Date           1-Year             5-Year             10-Year  
Class A (OARDX)      4/30/80             12.30             7.45             10.62
Class C (OCRDX)      9/1/93             11.44       6.65       9.79  
Class R (ONRDX)      3/1/01             12.00       7.18       10.29  
Class Y (OYRDX)      12/16/96             12.52       7.71       10.88  
Class R5 (RSDQX)1      5/24/19             12.52       7.49       10.64  
Class R6 (OIRDX)      2/28/12             12.72       7.90       9.99 2  

AVERAGE ANNUAL TOTAL RETURNS WITH SALES CHARGE AS OF 10/31/19

 

     Inception                          
     Date           1-Year             5-Year             10-Year  
Class A (OARDX)      4/30/80             6.14             6.24             9.99
Class C (OCRDX)      9/1/93             10.44       6.65       9.79  
Class R (ONRDX)      3/1/01             12.00       7.18       10.29  
Class Y (OYRDX)      12/16/96             12.52       7.71       10.88  
Class R5 (RSDQX)1      5/24/19             12.52       7.49       10.64  
Class R6 (OIRDX)      2/28/12             12.72       7.90       9.99 2  

1. Class R5 shares’ performance shown prior to the inception date is that of the predecessor fund’s Class A shares at net asset value (NAV) and includes the 12b-1 fees applicable to Class A shares. Class A shares’ performance reflects any applicable fee waivers and/or expense reimbursements.

2. Shows performance since inception.

Performance quoted is past performance and cannot guarantee comparable future results; current performance may be lower or higher. Visit invesco.com for the most recent month-end performance. Performance figures reflect reinvested distributions and changes in net asset value (NAV). Investment return and principal value will vary so that you may have a gain or a loss when you sell shares. Performance shown at NAV does not include the applicable front-end sales charge, which would have reduced the performance. The current maximum initial sales charge for Class A shares is 5.50%, and the contingent deferred sales charge for Class C shares is 1% for the 1-year period. Class R, Class Y, Class R5 and Class R6 shares have no sales charge; therefore, performance is at NAV. Effective after the close of business on May 24, 2019, Class A, Class C, Class R, Class Y, and Class I shares of the predecessor fund were reorganized into Class A, Class C, Class R, Class Y, and Class R6 shares, respectively, of the Fund. Class R5 shares’ performance shown prior to the inception date is that of the predecessor fund’s Class A shares at NAV and includes the 12b-1 fees applicable to Class A shares. Class A shares’ performance reflects any applicable fee waivers and/or expense reimbursements. Returns shown for Class A, Class C, Class R, Class Y, Class R5, and Class R6 shares are blended returns of the predecessor fund and the Fund. Share class returns will differ from those of the predecessor fund because of different expenses. See Fund prospectuses and summary prospectuses for more information on share classes, sales charges and new fee agreements, if any. Fund literature is available at invesco.com.

 

9      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


The Fund’s performance is compared to the performance of the S&P 500 Index and the Russell 1000 Index. The S&P 500 Index is a capitalization-weighted index of 500 stocks intended to be a representative sample of leading companies in leading industries within the U.S. economy. The Russell 1000 Index measures the performance of the large-cap segment of the U.S. equity universe. It is a subset of the Russell 3000 Index and includes approximately 1,000 of the largest securities based on a combination of their market cap and current index membership. The Russell 1000 represents approximately 92% of the Russell 3000 Index. The indices are unmanaged and cannot be purchased directly by investors. While index comparisons may be useful to provide a benchmark for the Fund’s performance, it must be noted that the Fund’s investments are not limited to the investments comprising the indices. Index performance includes reinvestment of income, but does not reflect transaction costs, fees, expenses or taxes. Index performance is shown for illustrative purposes only as a benchmark for the Fund’s performance, and does not predict or depict performance of the Fund. The Fund’s performance reflects the effects of the Fund’s business and operating expenses.

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.

Before investing, investors should carefully read the prospectus and/or summary prospectus and carefully consider the investment objectives, risks, charges and expenses. For this and more complete information about the fund(s), investors should ask their advisors for a prospectus/summary prospectus or visit invesco.com/fundprospectus.

Shares of Invesco funds are not deposits or obligations of any bank, are not guaranteed by any bank, are not insured by the FDIC or any other agency, and involve investment risks, including the possible loss of the principal amount invested.

 

10      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


Fund Expenses

Fund Expenses. As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, which may include sales charges (loads) on purchase payments and/or contingent deferred sales charges on redemptions; and (2) ongoing costs, including management fees; distribution and service fees; and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000.00 invested at the beginning of the period and held for the entire 6-month period ended October 31, 2019.

Actual Expenses. The first section of the table provides information about actual account values and actual expenses. You may use the information in this section for the class of shares you hold, together with the amount you invested, to estimate the expense that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600.00 account value divided by $1,000.00 = 8.60), then multiply the result by the number in the first section under the heading entitled “Expenses Paid During 6 Months Ended October 31, 2019” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes. The second section of the table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio for each class of shares, and an assumed rate of return of 5% per year for each class 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 for the class of shares you hold 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 transactional costs, such as front-end or contingent deferred sales charges (loads). Therefore, the “hypothetical” section of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

11      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


Actual    Beginning
Account
Value
May 1, 2019
  

Ending

Account

Value
October 31, 2019

   Expenses
Paid During
6 Months Ended
October 31, 20191,2  
Class A      $ 1,000.00      $ 1,042.00      $         5.37 
Class C          1,000.00            1,038.50        9.29 
Class R        1,000.00        1,041.10        6.66 
Class Y        1,000.00        1,043.10        4.08 
Class R5        1,000.00        1,044.00        3.10 
Class R6        1,000.00        1,044.00        3.30 

Hypothetical

(5% return before expenses)

              
Class A        1,000.00        1,019.96        5.31 
Class C        1,000.00        1,016.13        9.19 
Class R        1,000.00        1,018.70        6.58 
Class Y        1,000.00        1,021.22        4.03 
Class R5        1,000.00        1,021.73        3.52 
Class R6        1,000.00        1,021.98        3.27 

1. Actual expenses paid for Class A, C, R, Y, and R6 are equal to the Fund’s annualized expense ratio for that class, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). Actual expenses paid for Class R5 are equal to the Fund’s annualized expense ratio for that class, multiplied by the average account value over the period, multiplied by 160/365 to reflect the period from after the close of business on May 24, 2019 (inception of offering) to October 31, 2019.

2. Hypothetical expenses paid for all classes are equal to the Fund’s annualized expense ratio for that class, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Those annualized expense ratios, excluding indirect expenses from affiliated funds, based on the 6-month period ended October 31, 2019 for Classes A, C, R, Y and R6 and for the period from after the close of business on May 24, 2019 (inception of offering) to October 31, 2019 for Class R5 are as follows:

 

Class    Expense Ratios            
Class A      1.04
Class C      1.80  
Class R      1.29  
Class Y      0.79  
Class R5      0.69  
Class R6      0.64  

The expense ratios reflect voluntary and/or contractual waivers and/or reimbursements of expenses by the Fund’s Manager. Some of these undertakings may be modified or terminated at any time, as indicated in the Fund’s prospectus. The “Financial Highlights” tables in the

 

12      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


Fund’s financial statements, included in this report, also show the gross expense ratios, without such waivers or reimbursements and reduction to custodian expenses, if applicable.

 

13      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


SCHEDULE OF INVESTMENTS October 31, 2019

 

     Shares      Value  
Common Stocks—99.0%

 

        
Consumer Discretionary—11.9%

 

        
Auto Components—0.9%

 

        
Lear Corp.     

 

201,557

 

 

 

   $

 

       23,737,368

 

  

 

Hotels, Restaurants & Leisure—2.7%

 

        
McDonald’s Corp.      247,777        48,737,736  
Royal Caribbean Cruises Ltd.      260,764        28,378,946  
     

 

 

 

       

 

77,116,682

 

 

 

Media—2.8%                  
Comcast Corp., Cl. A      767,069        34,380,033  
Fox Corp., Cl. B      821,624        25,667,534  
Sirius XM Holdings, Inc.      2,879,052        19,347,229  
     

 

 

 

       

 

79,394,796

 

 

 

Specialty Retail—4.3%

 

        
Home Depot, Inc. (The)      292,042        68,507,212  
Ross Stores, Inc.      242,130        26,554,397  
TJX Cos., Inc. (The)      473,666        27,306,845  
     

 

 

 

       

 

122,368,454

 

 

 

Textiles, Apparel & Luxury Goods—1.2%

 

Kering SA     

 

57,730

 

 

 

    

 

32,878,815

 

 

 

Consumer Staples—5.2%

 

        
Beverages—3.1%                  
Coca-Cola Co. (The)      662,318        36,049,969  
Diageo plc      545,357        22,326,841  
Pernod Ricard SA      159,187        29,392,452  
     

 

 

 

       

 

87,769,262

 

 

 

Household Products—2.1%

 

        
Procter & Gamble Co. (The)     

 

479,786

 

 

 

    

 

59,738,155

 

 

 

Energy—5.8%      
Oil, Gas & Consumable Fuels—5.8%

 

        
Chevron Corp.      539,692        62,679,829  
ConocoPhillips      455,140        25,123,728  
Suncor Energy, Inc.      903,486        26,824,499  
TC Energy Corp.      361,315        18,184,984  
Valero Energy Corp.      325,107        31,528,877  
     

 

 

 

       

 

164,341,917

 

 

 

Financials—22.8%                  
Capital Markets—5.6%

 

        
CME Group, Inc., Cl. A      188,750        38,835,313  
Intercontinental Exchange, Inc.      403,364        38,045,292  
     Shares      Value  
Capital Markets (Continued)

 

        
Northern Trust Corp.      315,611      $        31,460,104   
S&P Global, Inc.      187,713        48,428,077  
     

 

 

 

       

 

156,768,786

 

 

 

Commercial Banks—5.2%

 

        
East West Bancorp, Inc.      411,902        17,678,834  
Huntington Bancshares, Inc.      2,738,078        38,689,042  
JPMorgan Chase & Co.      730,505        91,254,685  
     

 

 

 

       

 

147,622,561

 

 

 

Consumer Finance—1.0%

 

        
Capital One Financial Corp.     

 

301,917

 

 

 

    

 

28,153,760

 

 

 

Insurance—3.6%                  
Fidelity National Financial, Inc.      640,459        29,358,640  
Marsh & McLennan Cos., Inc.      537,676        55,713,987  
Progressive Corp. (The)      249,958        17,422,073  
     

 

 

 

       

 

102,494,700

 

 

 

Real Estate Investment Trusts (REITs)—7.4%

 

American Tower Corp.      253,557        55,295,710  
EPR Properties      466,181        36,264,220  
Lamar Advertising Co., Cl. A      521,558        41,729,856  
Prologis, Inc.      574,275        50,398,374  
SL Green Realty Corp.      280,183        23,423,299  
     

 

 

 

       

 

207,111,459

 

 

 

Health Care—12.5%                  
Health Care Equipment & Supplies—3.0%

 

Medtronic plc      253,678        27,625,534  
STERIS plc      100,270        14,195,224  
Stryker Corp.      193,539        41,856,680  
     

 

 

 

       

 

83,677,438

 

 

 

Health Care Providers & Services—3.3%

 

Humana, Inc.      97,713        28,747,165  
UnitedHealth Group, Inc.      253,849        64,147,642  
     

 

 

 

       

 

92,894,807

 

 

 

Life Sciences Tools & Services—2.5%

 

        
Lonza Group AG1      79,996        28,800,363  
 

 

14      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


 

     Shares      Value  
Life Sciences Tools & Services (Continued)

 

Thermo Fisher Scientific, Inc.      142,979      $        43,176,798   
     

 

 

 

       

 

71,977,161

 

 

 

Pharmaceuticals—3.7%

 

        
Merck & Co., Inc.      417,697        36,197,622  
Pfizer, Inc.      605,300        23,225,361  
Zoetis, Inc., Cl. A      349,012        44,645,615  
     

 

 

 

       

 

104,068,598

 

 

 

Industrials—9.9%                  
Aerospace & Defense—4.3%

 

        
Airbus SE      196,680        28,185,825  
Boeing Co. (The)      130,776        44,452,070  
Lockheed Martin Corp.      126,412        47,616,872  
     

 

 

 

       

 

120,254,767

 

 

 

Commercial Services & Supplies—1.6%

 

Cintas Corp.      86,835        23,329,960  
Republic Services, Inc., Cl. A      258,928        22,658,789  
     

 

 

 

       

 

45,988,749

 

 

 

Industrial Conglomerates—1.3%

 

        
Honeywell International, Inc.     

 

210,084

 

 

 

    

 

36,287,809

 

 

 

Machinery—1.2%                  
Illinois Tool Works, Inc.     

 

208,679

 

 

 

    

 

35,179,106

 

 

 

Road & Rail—1.5%                  
Union Pacific Corp.     

 

247,279

 

 

 

    

 

40,914,783

 

 

 

Information Technology—24.9%

 

        
Communications Equipment—3.0%

 

        
Cisco Systems, Inc.      1,024,761        48,686,395  
Motorola Solutions, Inc.      216,152        35,950,401  
     

 

 

 

       

 

84,636,796

 

 

 

IT Services—7.0%                  
Accenture plc, Cl. A      248,047        45,992,875  
Fidelity National Information Services, Inc.      194,616        25,642,604  
Mastercard, Inc., Cl. A      217,984        60,340,151  
Visa, Inc., Cl. A      365,342        65,345,070  
     

 

 

 

        197,320,700  
     Shares     Value  
Semiconductors & Semiconductor Equipment—3.7%

 

Applied Materials, Inc.      614,636     $        33,350,149   
ASML Holding NV      100,110       26,225,817  
Texas Instruments, Inc.      365,040       43,071,070  
    

 

 

 

      

 

102,647,036

 

 

 

Software—6.2%                 
Intuit, Inc.      74,968       19,304,260  
Microsoft Corp.      1,089,758       156,238,604  
    

 

 

 

      

 

175,542,864

 

 

 

Technology Hardware, Storage & Peripherals—5.0%

 

Apple, Inc.     

 

568,855

 

 

 

   

 

141,508,370

 

 

 

Materials—1.3%                 
Chemicals—1.3%                 
Air Products & Chemicals, Inc.     

 

171,814

 

 

 

   

 

36,641,054

 

 

 

Utilities—4.7%                 
Electric Utilities—3.0%

 

       
Duke Energy Corp.      514,695       48,515,151  
Evergy, Inc.      584,105       37,330,150  
    

 

 

 

      

 

85,845,301

 

 

 

Gas Utilities—0.6%                 
Atmos Energy Corp.     

 

144,326

 

 

 

   

 

16,233,788

 

 

 

Independent Power and Renewable Electricity Producers—1.1%

 

NRG Energy, Inc.      743,931       29,846,512  
    

 

 

 

Total Common Stocks (Cost $2,057,175,186)

 

      

 

2,790,962,354

 

 

 

Investment Company—1.1%

 

       

Invesco Government & Agency Portfolio, Institutional Class, 1.71%2 (Cost $30,479,100)

 

    

 

30,479,100

 

 

 

   

 

30,479,100

 

 

 

Total Investments, at Value (Cost $2,087,654,286)      100.1%       2,821,441,454  
Net Other Assets (Liabilities)      (0.1     (2,652,063
  

 

 

 
Net Assets      100.0%     $   2,818,789,391  
  

 

 

 
 

 

15      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


SCHEDULE OF INVESTMENTS Continued

 

Footnotes to Statement of Investments

1. Non-income producing security.

2. 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, 2019.

See accompanying Notes to Financial Statements.

 

16      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


STATEMENT OF ASSETS AND LIABILITIES October 31, 2019    

 

Assets

 

        
Investments, at value—see accompanying schedule of investments:   
Unaffiliated companies (cost $2,057,175,186)    $ 2,790,962,354    
Affiliated companies (cost $30,479,100)      30,479,100  
       2,821,441,454  
Cash      2,995,437  
Receivables and other assets:   
Investments sold      10,706,389  
Dividends      1,979,110  
Shares of beneficial interest sold      695,482  
Other      198,871  
Total assets     

 

2,838,016,743

 

 

 

Liabilities

 

        
Amount due to custodian-foreign      71,241  
Payables and other liabilities:   
Investments purchased      14,122,338  
Shares of beneficial interest redeemed      2,724,051  
Transfer and shareholder servicing agent fees      950,211  
Distribution and service plan fees      744,742  
Trustees’ compensation      305,316  
Shareholder communications      211,270  
Advisory fees      46,222  
Administration fees      474  
Other      51,487  
  

 

 

 

Total liabilities     

 

19,227,352

 

 

 

Net Assets    $ 2,818,789,391  
  

 

 

 

  

Composition of Net Assets

 

        
Shares of beneficial interest    $ 1,991,021,648  
Total distributable earnings      827,767,743  
  

 

 

 

Net Assets    $   2,818,789,391  
  

 

 

 

 

17      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


STATEMENT OF ASSETS AND LIABILITIES Continued    

 

Net Asset Value Per Share

 

        
Class A Shares:   
Net asset value and redemption price per share (based on net assets of $2,055,642,851 and 101,704,990 shares of beneficial interest outstanding)    $ 20.21    

Maximum offering price per share (net asset value plus sales charge of 5.50% of offering price)

 

   $

 

21.39

 

 

 

Class C Shares:   

Net asset value, redemption price (excludes applicable contingent deferred sales charge) and offering price per share (based on net assets of $317,474,679 and 18,935,229 shares of beneficial interest outstanding)

 

   $

 

16.77

 

 

 

Class R Shares:   

Net asset value, redemption price and offering price per share (based on net assets of $104,286,878 and 5,199,100 shares of beneficial interest outstanding)

 

   $

 

20.06

 

 

 

Class Y Shares:   

Net asset value, redemption price and offering price per share (based on net assets of $311,750,176 and 14,829,304 shares of beneficial interest outstanding)

 

   $

 

21.02

 

 

 

Class R5 Shares:   

Net asset value, redemption price and offering price per share (based on net assets of $10,834 and 536 shares of beneficial interest outstanding)

 

   $

 

20.21

 

 

 

Class R6 Shares:   
Net asset value, redemption price and offering price per share (based on net assets of $29,623,973 and 1,412,583 shares of beneficial interest outstanding)    $ 20.97  

See accompanying Notes to Financial Statements.

 

18      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


STATEMENT

OF OPERATIONS For the Year Ended October 31, 2019

 

Investment Income

 

        
Dividends:         
Unaffiliated companies (net of foreign withholding taxes of $459,778)    $     60,539,747    
Affiliated companies      794,501  
Interest      70,614  
  

 

 

 

Total investment income

 

    

 

61,404,862

 

 

 

Expenses

 

        
Advisory fees      16,781,933  
Administration fees      171,992  
Distribution and service plan fees:   
Class A      4,811,421  
Class C      4,053,670  
Class R      516,244  
Transfer and shareholder servicing agent fees:   
Class A      3,543,316  
Class C      743,524  
Class R      188,326  
Class Y      575,020  
Class R5      3  
Class R6      5,748  
Shareholder communications:   
Class A      164,226  
Class C      29,165  
Class R      8,517  
Class Y      24,911  
Class R5      1  
Class R6      2,216  
Borrowing fees      48,146  
Trustees’ compensation      47,520  
Custodian fees and expenses      22,595  
Other      219,854  
  

 

 

 

Total expenses      31,958,348  
Less waivers and reimbursement of expenses      (34,819
  

 

 

 

Net expenses     

 

31,923,529

 

 

 

Net Investment Income      29,481,333  

 

19      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


STATEMENT    

OF OPERATIONS Continued

 

Realized and Unrealized Gain

 

        
Net realized gain (loss) on:   
Investment transactions in unaffiliated companies (includes net gain (loss) from securities sold to affiliates of $607,116)    $ 91,006,770    
Foreign currency transactions      49,237  
  

 

 

 

Net realized gain     

 

91,056,007

 

 

 

Net change in unrealized appreciation/(depreciation) on:   
Investment transactions in unaffiliated companies      198,976,081  
Translation of assets and liabilities denominated in foreign currencies      6,987  
  

 

 

 

Net change in unrealized appreciation/(depreciation)

 

    

 

198,983,068

 

 

 

Net Increase in Net Assets Resulting from Operations    $     319,520,408  
  

 

 

 

See accompanying Notes to Financial Statements.

 

20      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


STATEMENT OF CHANGES IN NET ASSETS    

 

     

Year Ended
October 31, 2019

 

 

Year Ended
October 31, 2018

 

 

Operations

 

                
Net investment income    $ 29,481,333       $ 31,985,047  
Net realized gain      91,056,007       218,656,742  
Net change in unrealized appreciation/(depreciation)      198,983,068       (105,616,948
  

 

 

 

Net increase in net assets resulting from operations

 

    

 

319,520,408

 

 

 

   

 

145,024,841

 

 

 

Dividends and/or Distributions to Shareholders

 

                
Distributions to shareholders from distributable earnings:     
Class A      (148,441,686     (188,267,465
Class B1            (1,468,312
Class C      (38,808,896     (51,054,553
Class R      (7,628,712     (9,646,752
Class Y      (25,506,364     (39,206,844
Class R5      (67      
Class R6      (1,868,881     (1,999,969
  

 

 

 

Total distributions from distributable earnings

 

    

 

(222,254,606

 

 

   

 

(291,643,895

 

 

Beneficial Interest Transactions

 

                
Net increase (decrease) in net assets resulting from beneficial interest transactions:     
Class A      (1,247,458     (58,970,092
Class B1            (20,227,225
Class C      (157,408,225     (32,733,790
Class R      (4,569,374     (1,486,900
Class Y      (43,978,936     (101,215,362
Class R5      10,000        
Class R6      4,152,973       3,710,006  
  

 

 

 

Total beneficial interest transactions

 

    

 

(203,041,020

 

 

   

 

(210,923,363

 

 

Net Assets

 

                
Total increase (decrease)      (105,775,218     (357,542,417
Beginning of period      2,924,564,609       3,282,107,026  
  

 

 

 

End of period    $   2,818,789,391     $   2,924,564,609  
  

 

 

 

1. Effective June 1, 2018, all Class B shares converted to Class A shares.

See accompanying Notes to Financial Statements.

 

21      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


FINANCIAL HIGHLIGHTS

 

Class A    Year Ended
October 31,
2019
    Year Ended
October 31,
2018
    Year Ended
October 31,
2017
    Year Ended
October 31,
2016
    Year Ended
October 30,
20151
 

Per Share Operating Data

 

                                        
Net asset value, beginning of period      $19.48       $20.45       $18.26       $19.88       $20.99  
Income (loss) from investment operations:           
Net investment income2      0.22       0.22       0.27       0.24       0.17  
Net realized and unrealized gain (loss)      1.98       0.63       3.11       (0.48)       0.62  
Total from investment operations      2.20       0.85       3.38       (0.24)       0.79  
Dividends and/or distributions to shareholders:           
Dividends from net investment income      (0.18)       (0.23)       (0.29)       (0.25)       (0.17)  
Distributions from net realized gain      (1.29)       (1.59)       (0.90)       (1.13)       (1.73)  
Total dividends and/or distributions to shareholders      (1.47)       (1.82)       (1.19)       (1.38)       (1.90)  
Net asset value, end of period      $20.21       $19.48       $20.45       $18.26       $19.88  
                                        
          

Total Return, at Net Asset Value3

 

     12.30%       4.39%       19.42%       (1.37)%       3.72%  
          

Ratios/Supplemental Data

 

                                        
Net assets, end of period (in thousands)      $2,055,643       $1,980,262       $2,131,479       $2,201,657       $2,615,039  
Average net assets (in thousands)      $1,961,321       $2,110,412       $2,175,064       $2,406,601       $2,727,301  
Ratios to average net assets:4           
Net investment income      1.13%       1.11%       1.43%       1.29%       0.85%  
Expenses excluding specific expenses listed below      1.05%       1.06%       1.07%       1.07%       1.05%  
Interest and fees from borrowings      0.00%5       0.00%5       0.00%5       0.00%5       0.00%5  
Total expenses6      1.05%       1.06%       1.07%       1.07%       1.05%  
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses      1.05%7       1.06%7       1.06%       1.07%7       1.05%7  
Portfolio turnover rate8      29%       58%       78%       96%       60%  

1. Represents the last business day of the Fund’s reporting period.

2. Per share amounts calculated based on the average shares outstanding during the period.

3. 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.

4. Annualized for periods less than one full year.

5. Less than 0.005%.

6. Total expenses including indirect expenses from affiliated fund fees and expenses were as follows:

 

Year Ended October 31, 2019      1.05
Year Ended October 31, 2018      1.06
Year Ended October 31, 2017      1.07
Year Ended October 31, 2016      1.07
Year Ended October 30, 2015      1.05

7. Waiver was less than 0.005%.

8. Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year, if applicable.

See accompanying Notes to Financial Statements.

 

22      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


Class C    Year Ended
October 31,
2019
    Year Ended
October 31,
2018
    Year Ended
October 31,
2017
    Year Ended
October 31,
2016
    Year Ended
October 30,
20151
 

Per Share Operating Data

 

                                        
Net asset value, beginning of period      $16.44       $17.54       $15.83       $17.43       $18.63  
Income (loss) from investment operations:           
Net investment income2      0.06       0.06       0.11       0.09       0.02  
Net realized and unrealized gain (loss)      1.64       0.54       2.68       (0.42)       0.55  
Total from investment operations      1.70       0.60       2.79       (0.33)       0.57  
Dividends and/or distributions to shareholders:           
Dividends from net investment income      (0.08)       (0.11)       (0.18)       (0.14)       (0.04)  
Distributions from net realized gain      (1.29)       (1.59)       (0.90)       (1.13)       (1.73)  
Total dividends and/or distributions to shareholders      (1.37)       (1.70)       (1.08)       (1.27)       (1.77)  
Net asset value, end of period      $16.77       $16.44       $17.54       $15.83       $17.43  
                                        
          

Total Return, at Net Asset Value3

 

     11.44%       3.65%       18.54%       (2.13)%       2.97%  
          

Ratios/Supplemental Data

 

                                        
Net assets, end of period (in thousands)      $317,475       $470,544       $534,216       $586,282       $716,184  
Average net assets (in thousands)      $405,793       $512,837       $561,839       $653,546       $750,751  
Ratios to average net assets:4           
Net investment income      0.38%       0.36%       0.68%       0.54%       0.10%  
Expenses excluding specific expenses listed below      1.80%       1.81%       1.83%       1.82%       1.80%  
Interest and fees from borrowings      0.00%5       0.00%5       0.00%5       0.00%5       0.00%5  
Total expenses6      1.80%       1.81%       1.83%       1.82%       1.80%  
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses      1.80%7       1.81%7       1.82%       1.82%7       1.80%7  
Portfolio turnover rate8      29%       58%       78%       96%       60%  

1. Represents the last business day of the Fund’s reporting period.

2. Per share amounts calculated based on the average shares outstanding during the period.

3. 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.

4. Annualized for periods less than one full year.

5. Less than 0.005%.

6. Total expenses including indirect expenses from affiliated fund fees and expenses were as follows:

 

Year Ended October 31, 2019      1.80
Year Ended October 31, 2018      1.81
Year Ended October 31, 2017      1.83
Year Ended October 31, 2016      1.82
Year Ended October 30, 2015      1.80

7. Waiver was less than 0.005%.

8. Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year, if applicable.

See accompanying Notes to Financial Statements.

 

23      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


FINANCIAL HIGHLIGHTS Continued

 

Class R    Year Ended
October 31,
2019
    Year Ended
October 31,
2018
    Year Ended
October 31,
2017
    Year Ended
October 31,
2016
    Year Ended
October 30,
20151
 

Per Share Operating Data

 

                                        
Net asset value, beginning of period      $19.35       $20.32       $18.15       $19.77       $20.88  
Income (loss) from investment operations:           
Net investment income2      0.17       0.17       0.23       0.19       0.12  
Net realized and unrealized gain (loss)      1.97       0.63       3.08       (0.48)       0.61  
Total from investment operations      2.14       0.80       3.31       (0.29)       0.73  
Dividends and/or distributions to shareholders:           
Dividends from net investment income      (0.14)       (0.18)       (0.24)       (0.20)       (0.11)  
Distributions from net realized gain      (1.29)       (1.59)       (0.90)       (1.13)       (1.73)  
Total dividends and/or distributions to shareholders      (1.43)       (1.77)       (1.14)       (1.33)       (1.84)  
Net asset value, end of period      $20.06       $19.35       $20.32       $18.15       $19.77  
                                        
          

Total Return, at Net Asset Value3

 

     12.00%       4.16%       19.12%       (1.63)%       3.47%  
          

Ratios/Supplemental Data

 

                                        
Net assets, end of period (in thousands)      $104,287       $104,523       $111,030       $118,374       $142,003  
Average net assets (in thousands)      $104,073       $110,250       $117,073       $128,499       $150,181  
Ratios to average net assets:4           
Net investment income      0.88%       0.86%       1.20%       1.04%       0.60%  
Expenses excluding specific expenses listed below      1.30%       1.31%       1.33%       1.32%       1.30%  
Interest and fees from borrowings      0.00%5       0.00%5       0.00%5       0.00%5       0.00%5  
Total expenses6      1.30%       1.31%       1.33%       1.32%       1.30%  
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses      1.30%7       1.31%7       1.31%       1.32%7       1.30%7  
Portfolio turnover rate8      29%       58%       78%       96%       60%  

1. Represents the last business day of the Fund’s reporting period.

2. Per share amounts calculated based on the average shares outstanding during the period.

3. 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.

4. Annualized for periods less than one full year.

5. Less than 0.005%.

6. Total expenses including indirect expenses from affiliated fund fees and expenses were as follows:

 

Year Ended October 31, 2019      1.30
Year Ended October 31, 2018      1.31
Year Ended October 31, 2017      1.33
Year Ended October 31, 2016      1.32
Year Ended October 30, 2015      1.30

7. Waiver was less than 0.005%.

8. Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year, if applicable.

See accompanying Notes to Financial Statements.

 

24      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


Class Y    Year Ended
October 31,
2019
    Year Ended
October 31,
2018
    Year Ended
October 31,
2017
    Year Ended
October 31,
2016
    Year Ended
October 30,
20151
 

Per Share Operating Data

 

                                        
Net asset value, beginning of period      $20.21       $21.14       $18.84       $20.45       $21.53  
Income (loss) from investment operations:           
Net investment income2      0.27       0.28       0.34       0.32       0.23  
Net realized and unrealized gain (loss)      2.06       0.66       3.20       (0.52)       0.63  
Total from investment operations      2.33       0.94       3.54       (0.20)       0.86  
Dividends and/or distributions to shareholders:           
Dividends from net investment income      (0.23)       (0.28)       (0.34)       (0.28)       (0.21)  
Distributions from net realized gain      (1.29)       (1.59)       (0.90)       (1.13)       (1.73)  
Total dividends and/or distributions to shareholders      (1.52)       (1.87)       (1.24)       (1.41)       (1.94)  
Net asset value, end of period      $21.02       $20.21       $21.14       $18.84       $20.45  
                                        
          

Total Return, at Net Asset Value3

 

     12.52%       4.68%       19.69%       (1.11)%       4.01%  
          

Ratios/Supplemental Data

 

                                        
Net assets, end of period (in thousands)      $311,750       $345,108       $462,807       $485,497       $1,644,707  
Average net assets (in thousands)      $316,747       $390,440       $489,430       $1,140,392       $1,807,893  
Ratios to average net assets:4           
Net investment income      1.38%       1.36%       1.69%       1.67%       1.12%  
Expenses excluding specific expenses listed below      0.80%       0.81%       0.83%       0.82%       0.81%  
Interest and fees from borrowings      0.00%5       0.00%5       0.00%5       0.00%5       0.00%5  
Total expenses6      0.80%       0.81%       0.83%       0.82%       0.81%  
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses      0.80%7       0.81%7       0.82%       0.82%7       0.81%7  
Portfolio turnover rate8      29%       58%       78%       96%       60%  

1. Represents the last business day of the Fund’s reporting period.

2. Per share amounts calculated based on the average shares outstanding during the period.

3. 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.

4. Annualized for periods less than one full year.

5. Less than 0.005%.

6. Total expenses including indirect expenses from affiliated fund fees and expenses were as follows:

 

Year Ended October 31, 2019      0.80
Year Ended October 31, 2018      0.81
Year Ended October 31, 2017      0.83
Year Ended October 31, 2016      0.82
Year Ended October 31, 2015      0.81

7. Waiver was less than 0.005%.

8. Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year, if applicable.

See accompanying Notes to Financial Statements.

 

25      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


FINANCIAL HIGHLIGHTS Continued

 

Class R5    Period
Ended
October 31,
20191
 

Per Share Operating Data

 

        
Net asset value, beginning of period      $18.65  
Income (loss) from investment operations:   
Net investment income2      0.13  
Net realized and unrealized gain      1.55  
Total from investment operations      1.68  
Dividends and/or distributions to shareholders:   
Dividends from net investment income      (0.12)  
Distributions from net realized gain      0.00  
Total dividends and/or distributions to shareholders      (0.12)  
Net asset value, end of period      $20.21  
        
  

Total Return, at Net Asset Value3

 

     9.05%  
  

Ratios/Supplemental Data

 

        
Net assets, end of period (in thousands)      $11  
Average net assets (in thousands)      $11  
Ratios to average net assets:4   
Net investment income      1.49%  
Expenses excluding specific expenses listed below      0.70%  
Interest and fees from borrowings      0.00%5  
Total expenses6      0.70%  
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses      0.69%  
Portfolio turnover rate7      29%  

1. For the period from after the close of business on May 24, 2019 (inception of offering) to October 31, 2019.

2. Per share amounts calculated based on the average shares outstanding during the period.

3. 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.

4. Annualized for periods less than one full year.

5. Waiver was less than 0.005%.

6. Total expenses including indirect expenses from affiliated fund fees and expenses were as follows:

 

Period Ended October 31, 2019      0.70

7. Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year, if applicable.

See accompanying Notes to Financial Statements.

 

26      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


Class R6    Year Ended
October 31,
2019
    Year Ended
October 31,
2018
    Year Ended
October 31,
2017
    Year Ended
October 31,
2016
    Year Ended
October 30,
20151
 

Per Share Operating Data

 

                                        
Net asset value, beginning of period      $20.16       $21.10       $18.81       $20.43       $21.52  
Income (loss) from investment operations:           
Net investment income2      0.30       0.31       0.35       0.37       0.26  
Net realized and unrealized gain (loss)      2.06       0.65       3.21       (0.53)       0.64  
Total from investment operations      2.36       0.96       3.56       (0.16)       0.90  
Dividends and/or distributions to shareholders:           
Dividends from net investment income      (0.26)       (0.31)       (0.37)       (0.33)       (0.26)  
Distributions from net realized gain      (1.29)       (1.59)       (0.90)       (1.13)       (1.73)  
Total dividends and/or distributions to shareholders      (1.55)       (1.90)       (1.27)       (1.46)       (1.99)  
Net asset value, end of period      $20.97       $20.16       $21.10       $18.81       $20.43  
                                        
          

Total Return, at Net Asset Value3

 

     12.72%       4.82%       19.89%       (0.92)%       4.19%  
          

Ratios/Supplemental Data

 

                                        
Net assets, end of period (in thousands)      $29,624       $24,128       $21,409       $8,978       $45,049  
Average net assets (in thousands)      $25,995       $23,333       $9,823       $24,379       $47,979  
Ratios to average net assets:4           
Net investment income      1.54%       1.52%       1.78%       1.95%       1.28%  
Expenses excluding specific expenses listed below      0.64%       0.65%       0.64%       0.63%       0.62%  
Interest and fees from borrowings      0.00%5       0.00%5       0.00%5       0.00%5       0.00%5  
Total expenses6      0.64%       0.65%       0.64%       0.63%       0.62%  
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses      0.64%7       0.65%7       0.64%7       0.63%7       0.62%7  
Portfolio turnover rate8      29%       58%       78%       96%       60%  

1. Represents the last business day of the Fund’s reporting period.

2. Per share amounts calculated based on the average shares outstanding during the period.

3. 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.

4. Annualized for periods less than one full year.

5. Less than 0.005%.

6. Total expenses including indirect expenses from affiliated fund fees and expenses were as follows:

 

Year Ended October 31, 2019      0.64
Year Ended October 31, 2018      0.65
Year Ended October 31, 2017      0.64
Year Ended October 31, 2016      0.63
Year Ended October 30, 2015      0.62

7. Waiver was less than 0.005%.

8. Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year, if applicable.

See accompanying Notes to Financial Statements.

 

27      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


NOTES TO FINANCIAL STATEMENTS October 31, 2019

Note 1 - Significant Accounting Policies

Invesco Oppenheimer Rising Dividends 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 authorized to issue an unlimited number of shares of beneficial interest. Information presented in these financial statements pertains only to the Fund. Matters affecting the Fund or each class will be voted on exclusively by the shareholders of such Fund or each class.

Prior to the close of business on May 24, 2019, the Fund operated as Oppenheimer Rising Dividends Fund (the “Acquired Fund” or “Predecessor Fund”). The Acquired Fund was reorganized after the close of business on May 24, 2019 (the “Reorganization Date”) through the transfer of all of its assets and liabilities to the Fund (the “Reorganization”).

Upon closing of the Reorganization, holders of the Acquired Fund’s Class A, Class C, Class R, and Class Y shares received the corresponding class of shares of the Fund and holders of the Acquired Fund’s Class I shares received Class R6 shares of the Fund. Information for the Acquired Fund’s Class I shares prior to the Reorganization is included with Class R6 shares throughout this report. Class R5 shares commenced operations on the Reorganization Date.

The Fund’s investment objective is to seek total return.

The Fund currently consists of six different classes of shares: Class A, Class C, Class R, 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 Y, Class R5 and Class R6 shares are sold at net asset value. Class C shares held for ten years after purchase are eligible for automatic conversion into Class A shares of the same Fund (the “Conversion Feature”). The automatic conversion pursuant to the Conversion Feature will generally occur at the end of the month following the tenth anniversary after a purchase of Class C shares.

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

 

28      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


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

 

29      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


NOTES TO FINANCIAL STATEMENTS Continued

 

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.

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 transactions 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

 

30      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


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.

The Fund recharacterizes distributions received from REIT investments based on information provided by the REIT into the following categories: ordinary income, long-term and short-term capital gains, and return of capital. If information is not available on a timely basis from the REIT, the recharacterization will be based on available information which may include the previous year’s allocation. If new or additional information becomes available from the REIT at a later date, a recharacterization will be made in the following year. The Fund records as dividend income the amount recharacterized as ordinary income and as realized gain the amount recharacterized as capital gain in the Statement of Operations, and the amount recharacterized as return of capital as a reduction of the cost of the related investment. These recharacterizations are reflected in the accompanying financial statements.

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.

D.

Distributions - Dividends and distributions to shareholders, which are determined in accordance with income tax regulations and may differ from accounting principles generally accepted in the United States of America (“GAAP”), are recorded on the ex-dividend date. Income and capital gain distributions, if any, are declared and paid annually or at other times as determined necessary by the Adviser.

E.

Return of Capital - Distributions received from the Fund’s investments in MLPs generally are comprised of income and return of capital. The Fund records investment income and return of capital based on estimates made at the time such distributions are received. The return of capital portion of the distribution is a reduction to investment income that results in an equivalent reduction in the cost basis of the associated investments and increases net realized gains (losses) and change in unrealized appreciation (depreciation). Such estimates are based on historical information available from each MLP and other industry sources. These estimates will subsequently be revised and may materially differ primarily based on information received from the MLPs after their tax reporting periods are concluded.

F.

Federal Income Taxes - The Fund intends to comply with provisions of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all of its investment company taxable income, including any net realized gain on

 

31      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


NOTES TO FINANCIAL STATEMENTS Continued

 

investments not offset by capital loss carryforwards, if any, to shareholders. Therefore, no federal income or excise tax provision is required. The Fund files income tax returns in U.S. federal and applicable state jurisdictions. The statute of limitations on the Fund’s tax return filings generally remains open for the three preceding fiscal reporting period ends. The Fund has analyzed its tax positions for the fiscal year ended October 31, 2019, including open tax years, and does not believe there are any uncertain tax positions requiring recognition in the Fund’s financial statements.

The tax components of capital shown in the following table represent distribution requirements the Fund must satisfy under the income tax regulations, losses the Fund may be able to offset against income and gains realized in future years and unrealized appreciation or depreciation of securities and other investments for federal income tax purposes.

 

Undistributed

Net Investment

Income

   Undistributed
Long-Term
Gain
     Accumulated
Loss
Carryforward1,2
     Net Unrealized
Appreciation
Based on cost of
Securities and
Other Investments
for Federal Income
Tax Purposes
 
$3,768,570      $91,613,691        $—        $732,687,960  

1. During the reporting period, the Fund did not utilize any capital loss carryforward.

2. During the previous reporting period, the Fund did not utilize any capital loss carryforward.

Net investment income (loss) and net realized gain (loss) may differ for financial statement and tax purposes. The character of dividends and distributions made during the fiscal year from net investment income or net realized gains are determined in accordance with federal income tax requirements, which may differ from the character of net investment income or net realized gains presented in those financial statements in accordance with U.S. GAAP. Also, due to timing of dividends and distributions, the fiscal year in which amounts are distributed may differ from the fiscal year in which the income or net realized gain was recorded by the Fund.

Accordingly, the following amounts have been reclassified for the reporting period. Net assets of the Fund were unaffected by the reclassifications.

 

Reduction

to Paid-in Capital

   Increase
to Accumulated Net
Earnings
 
$1,803      $1,803  

The tax character of distributions paid during the reporting periods:

 

32      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


      Year Ended
October 31, 2019
     Year Ended
October 31, 2018
 
Distributions paid from:      
Ordinary income     $ 25,693,082      $ 119,813,534   
Long-term capital gain      196,561,524        171,830,361   
  

 

 

 
Total     $         222,254,606      $         291,643,895   
  

 

 

 

The aggregate cost of securities and other investments and the composition of unrealized appreciation and depreciation of securities and other investments for federal income tax purposes at period end are noted in the following table. The primary difference between book and tax appreciation or depreciation of securities and other investments, if applicable, is attributable to the tax deferral of losses or tax realization of financial statement unrealized gain or loss.

 

Federal tax cost of securities     $   2,088,753,494    
  

 

 

 

Gross unrealized appreciation     $ 794,697,476  
Gross unrealized depreciation      (62,009,516
  

 

 

 

Net unrealized appreciation     $ 732,687,960  
  

 

 

 

 

G.

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.

H.

Accounting Estimates - The financial statements are prepared on a basis in conformity with GAAP, which 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.

I.

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.

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

 

33      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


NOTES TO FINANCIAL STATEMENTS Continued

 

and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at the 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

 

34      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


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:

 

Fee Schedule*      
Up to $800 million      0.65 %         
Next $700 million      0.60  
Next $1.0 billion      0.58  
Next $2.5 billion      0.56  
Next $5 billion      0.54  
Over $10 billion      0.52  

*The advisory fee paid by the Fund shall be reduced by any amounts paid by the Fund under the administrative services agreement with the Adviser.

For the year ended October 31, 2019, the effective advisory fee incurred by the Fund was 0.60% annualized.

From the beginning of the fiscal period until the date of the Reorganization, the Acquired Fund paid $9,497,759 in advisory fees to OFI Global Asset Management, Inc. based on the annual rates above of the Acquired Fund’s average daily net assets.

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. and separate sub-advisory agreements with Invesco Capital Management LLC, and Invesco Asset Management (India) Private Limited (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). Invesco has also entered into a Sub-Advisory Agreement with OppenheimerFunds, Inc. to provide discretionary management services to the Funds.

Effective on the Reorganization Date, the Adviser has contractually agreed, through at least May 31, 2021, to waive advisory fees and/or reimburse expenses of all shares to the extent necessary to limit the total annual fund operating expenses after fee waiver and/or expense reimbursement (excluding certain items discussed below) of Class A, Class C, Class R, Class Y, Class R5 and Class R6 shares to 1.08%, 1.83%, 1.33%, 0.83%, 0.69% and 0.64%, respectively, of the Fund’s 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 total annual fund operating expenses after fee waivers and/or expense reimbursement to exceed the numbers reflected above: (1) interest; (2) taxes; (3) dividend expenses on short sales; (4) extraordinary or non-routine items, including litigation expenses; and (5) expenses that the Fund has incurred but did not actually

 

35      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


NOTES TO FINANCIAL STATEMENTS Continued

 

pay because of an expense offset arrangement. Unless Invesco continues the fee waiver agreement, it will terminate May 31, 2021. 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.

Further, the Adviser has contractually agreed, through at least June 30, 2021, 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, 2019, the Adviser waived advisory fees of $34,444 and reimbursed fund expenses of $375 for Class R6

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, 2019, expenses incurred under the agreement are shown in the Statement of Operations as Administration fees. Additionally, Invesco has entered into service agreements Citibank serves as custodian to the Fund. Prior to the Reorganization, the Acquired Fund paid administrative fees to OFI Global Asset Management, Inc.

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. Prior to the Reorganization, the Acquired Fund paid transfer agent fees to OFI Global Asset Management, Inc. and Shareholder Services, Inc. For the year ended October 31, 2019, expenses incurred under these agreements are shown in the Statement of Operations as Transfer and shareholder servicing 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 C, Class R, 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 C and Class R shares (collectively the “Plan”). The Fund, pursuant to the Class A Plan, reimburses IDI in an amount up to an annual rate of 0.25% of the average daily net assets of Class A shares. The Fund pursuant to the Class C and Class R Plan, pays IDI compensation at the annual rate of 1.00% of the average daily net assets of Class C shares and 0.50% of the average daily net assets of Class R 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 Plan 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 plans. Prior to the Reorganization, the Acquired Fund paid distribution fees to OppenheimerFunds

 

36      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


Distributor, Inc. For the year ended October 31, 2019, expenses incurred under the plans are shown in the Statement of Operations as Distribution and service plan 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, 2019, IDI advised the Fund that IDI retained $106,840 in front-end sales commissions from the sale of Class A shares and $260 and $10,336 from Class A and Class C shares, respectively, for CDSC imposed on redemptions by shareholders. From the beginning of the fiscal year to the date of the Reorganization, OppenheimerFunds Distributor, Inc. retained $254,011 in front–end sales commissions from the sale of Class A shares and $2,100 and $9,501 from Class A and Class C shares, respectively, for CDSC imposed on redemption by shareholders.

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, 2019. 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

 

37      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


NOTES TO FINANCIAL STATEMENTS Continued

 

valuation, the values reflected in the financial statements may materially differ from the value received upon actual sale of those investments.

 

      Level 1—
Unadjusted
Quoted Prices
     Level 2—
Other Significant
Observable Inputs
    

Level 3—
Significant

Unobservable

Inputs

     Value  
Assets Table            
Investments, at Value:            
Common Stocks            

Consumer Discretionary

     $     302,617,300        $      32,878,815        $            —        $     335,496,115  

Consumer Staples

     95,788,124        51,719,293               147,507,417  

Energy

     164,341,917                      164,341,917  

Financials

     642,151,266                      642,151,266  

Health Care

     323,817,641        28,800,363               352,618,004  

Industrials

     250,439,389        28,185,825               278,625,214  

Information Technology

     701,655,766                      701,655,766  

Materials

     36,641,054                      36,641,054  

Utilities

     131,925,601                      131,925,601  
Investment Company      30,479,100                      30,479,100  
  

 

 

 
Total Assets      $  2,679,857,158        $    141,584,296        $            —        $  2,821,441,454  
  

 

 

 

Forward currency exchange contracts and futures contracts, if any, are reported at their unrealized appreciation/depreciation at measurement date, which represents the change in the contract’s value from trade date. All additional assets and liabilities included in the above table are reported at their market value at measurement date.

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 period November 1, 2018 to May 24, 2019, the Predecessor Fund engaged in transactions with affiliates as listed: Securities purchases of $2,777,846 and securities sales of $1,977,325, which resulted in net realized gains of $607,116. For the period May 25, 2019 to October 31, 2019, the Fund did not engage in transactions with affiliates.

Note 5 - Trustee and Officer Fees and Benefits

The Fund has adopted an unfunded retirement plan (the “Plan”) for the Fund’s Independent Trustees. Benefits are based on years of service and fees paid to each Trustee during their period of service. The Plan was frozen with respect to adding new participants effective

 

38      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


December 31, 2006 (the “Freeze Date”) and existing Plan Participants as of the Freeze Date will continue to receive accrued benefits under the Plan. Active Independent Trustees as of the Freeze Date have each elected a distribution method with respect to their benefits under the Plan.

During the reporting period, the Fund’s projected benefit obligations, payments to retired Trustees and accumulated liability were as follows:

 

Projected Benefit Obligations Increased    $ 7,543  
Payments Made to Retired Trustees      15,126  
Accumulated Liability as of October 31, 2019                  123,566  

Certain trustees have executed a Deferred Compensation Agreement pursuant to which they have the option to elect to defer receipt of all or a portion of the annual compensation they are entitled to receive from the Fund. For purposes of determining the amount owed to the Trustee under the plan, deferred amounts are treated as though equal dollar amounts had been invested in shares of the Fund or in other Invesco and/or Invesco Oppenheimer funds selected by the Trustee. The Fund purchases shares of the funds selected for deferral by the Trustee in amounts equal to his or her deemed investment, resulting in a Fund asset equal to the deferred compensation liability. Such assets are included as a component of “Other” within the asset section of the Statement of Assets and Liabilities. Deferral of Trustees’ fees under the plan will not affect the net assets of the Fund and will not materially affect the Fund’s assets, liabilities or net investment income per share. Amounts will be deferred until distributed in accordance with the compensation deferral plan.

Note 6 - Cash Balances

The Fund is permitted to temporarily carry a negative or overdrawn balance in its account with Citibank, N.A., 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 to 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 7 - 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, 2019 was $805,382,627 and $1,193,866,732, respectively.

 

39      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


NOTES TO FINANCIAL STATEMENTS Continued

 

Note 8 - Share Information

Transactions in shares of beneficial interest were as follows:

 

     Year Ended October 31, 20191     Year Ended October 31, 2018  
      Shares     Amount     Shares     Amount  
Class A         
Sold      7,014,508     $     132,091,757       7,507,226     $     148,946,863    
Automatic Conversion Class C to Class A Shares      5,644,612       110,073,631             —    
Dividends and/or distributions reinvested      7,999,039       143,666,720       9,442,091       181,037,367    
Redeemed      (20,583,859     (387,079,566     (19,535,186     (388,954,322)   
  

 

 

 
Net increase (decrease)      74,300     $ (1,247,458 )      (2,585,869 )    $ (58,970,092)   
  

 

 

 
   
Class B         
Sold          $       4,967     $ 82,883    
Dividends and/or distributions reinvested                  85,633       1,400,955    
Redeemed2                  (1,285,022     (21,711,063)   
  

 

 

 
Net increase (decrease)          $       (1,194,422   $ (20,227,225)   
  

 

 

 
   
Class C         
Sold      2,293,225     $ 35,601,789       2,342,739     $ 39,246,967    
Dividends and/or distributions reinvested      2,406,930       35,846,047       2,891,269       46,838,910    
Automatic conversion Class C to Class A Shares      (6,794,033     (110,073,631           —    
Redeemed      (7,601,350     (118,782,430     (7,060,617     (118,819,667)   
  

 

 

 
Net increase (decrease)      (9,695,228 )    $ (157,408,225 )      (1,826,609 )    $ (32,733,790)   
  

 

 

 
   
Class R         
Sold      776,127     $ 14,464,779       861,315     $ 16,976,552    
Dividends and/or distributions reinvested      411,631       7,326,229       481,199       9,161,260    
Redeemed      (1,390,570     (26,360,382     (1,404,051     (27,624,712)   
  

 

 

 
Net increase (decrease)      (202,812 )    $ (4,569,374 )      (61,537 )    $ (1,486,900)   
  

 

 

 
   
Class Y         
Sold              2,407,809     $ 46,801,289       3,121,653     $ 64,383,684    
Dividends and/or distributions reinvested      974,384       18,209,546       1,472,851       29,251,590    
Redeemed      (5,633,179     (108,989,771     (9,407,638     (194,850,636)   
  

 

 

 
Net increase (decrease)      (2,250,986 )    $ (43,978,936 )      (4,813,134 )    $ (101,215,362)   
  

 

 

 
   
Class R53         
Sold      536     $ 10,000           $ —    
Dividends and/or distributions reinvested                        —    
Redeemed                        —    
  

 

 

 
Net increase (decrease)      536     $ 10,000           $     
  

 

 

 

 

40      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


     Year Ended October 31, 20191     Year Ended October 31, 2018  
      Shares     Amount     Shares     Amount  
Class R6         
Sold      538,105     $ 10,525,025       553,595     $ 11,454,861    
Dividends and/or distributions reinvested      92,845       1,735,240       100,369       1,992,020    
Redeemed      (415,201     (8,107,292     (471,908     (9,736,875)   
  

 

 

 
Net increase (decrease)      215,749     $ 4,152,973       182,056     $ 3,710,006    
  

 

 

 

1. There are entities that are record owners of more than 5% of the outstanding shares of the Fund and own 20% 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.

2. All outstanding Class B shares converted to Class A shares on June 1, 2018.

3. Commencement date after the close of business on May 24, 2019.

Note 9 – Borrowings

Joint Credit Facility. A number of mutual funds managed by the Adviser participate in a $1.95 billion revolving credit facility (the “Facility”) intended to provide short-term financing, if necessary, subject to certain restrictions in connection with atypical redemption activity. Expenses and fees related to the Facility are paid by the participating funds and are disclosed separately or as other expenses on the Statement of Operations. The Fund did not utilize the Facility during the reporting period. The Facility terminated May 24, 2019.

 

41      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

 

To the Board of Trustees of AIM Equity Funds (Invesco Equity Funds) and Shareholders of Invesco Oppenheimer Rising Dividends Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Invesco Oppenheimer Rising Dividends Fund (one of the funds constituting AIM Equity Funds (Invesco Equity Funds), referred to hereafter as the “Fund”) as of October 31, 2019, the related statements of operations and of changes in net assets for the year ended October 31, 2019, including the related notes, and the financial highlights for each of the periods ended October 31, 2019 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of October 31, 2019, the results of its operations and changes in its net assets for the year ended October 31, 2019 and the financial highlights for each of the periods ended October 31, 2019 in conformity with accounting principles generally accepted in the United States of America.

The financial statements of Invesco Oppenheimer Rising Dividends Fund (formerly known as Oppenheimer Rising Dividends Fund) as of and for the year ended October 31, 2018 and the financial highlights for each of the periods ended on or prior to October 31, 2018 (not presented herein, other than the statement of changes in net assets and the financial highlights) were audited by other auditors whose report dated December 21, 2018 expressed an unqualified opinion on those financial statements and financial highlights.

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of October 31, 2019 by correspondence with the custodian, transfer agent and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audit provides a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP

Houston, Texas

December 23, 2019

 

42      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


We have served as the auditor of one or more of the investment companies in the Invesco group of investment companies since at least 1995. We have not been able to determine the specific year we began serving as auditor.

 

43      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

 

The Audit Committee of the Board of Trustees appointed, and the Board of Trustees ratified and approved, PricewaterhouseCoopers LLP (“PwC”) as the independent registered public accounting firm of the Fund for the fiscal periods ending after May 24, 2019. Prior to the close of business on May 24, 2019, the Predecessor Fund was a separate series of an unaffiliated investment company and its financial statements were audited by a different independent registered public accounting firm (the “Prior Auditor”).

Effective after the close of business on May 24, 2019, the Prior Auditor resigned as the independent registered public accounting firm of the Fund. The Prior Auditor’s report on the financial statements of the Predecessor Fund for the past two fiscal years did not contain an adverse or disclaimer of opinion, and was not qualified or modified as to uncertainty, audit scope or accounting principles. During the Predecessor Fund’s two most recent fiscal years and through the close of business on May 24, 2019, there were no (1) disagreements with the Prior Auditor on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the Prior Auditor’s satisfaction, would have caused it to make reference to that matter in connection with its report; or (2) “reportable events,” as that term is defined in Item 304(a)(1)(v) of Regulation S-K under the Securities Exchange Act of 1934.

 

44      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


FEDERAL INCOME TAX INFORMATION

 

 

In early 2019, if applicable, shareholders of record received information regarding all dividends and distributions paid to them by the Fund during calendar year 2018.

Capital gain distributions of $1.28753 per share were paid to Class A, Class C, Class R, Class Y and Class R6 shareholders, respectively, on December 6, 2018. Whether received in stock or in cash, the capital gain distribution should be treated by shareholders as a gain from the sale of the capital assets held for more than one year (long-term capital gains).

Dividends, if any, paid by the Fund during the reporting period which are not designated as capital gain distributions should be multiplied by the maximum amount allowable but not less than 100% to arrive at the amount eligible for the corporate dividend-received deduction.

A portion, if any, of the dividends paid by the Fund during the reporting period which are not designated as capital gain distributions are eligible for lower individual income tax rates to the extent that the Fund has received qualified dividend income as stipulated by recent tax legislation. The maximum amount allowable but not less than $54,619,643 of the Fund’s fiscal year taxable income may be eligible for the lower individual income tax rates. In early 2019, shareholders of record received information regarding the percentage of distributions that are eligible for lower individual income tax rates.

Recent tax legislation allows a regulated investment company to designate distributions not designated as capital gain distributions, as either interest related dividends or short-term capital gain dividends, both of which are exempt from the U.S. withholding tax applicable to non U.S. taxpayers. For the reporting period, the maximum amount allowable but not less than $381,393 of the ordinary distributions to be paid by the Fund qualifies as an interest related dividend.

The foregoing information is presented to assist shareholders in reporting distributions received from the Fund to the Internal Revenue Service. Because of the complexity of the federal regulations which may affect your individual tax return and the many variations in state and local tax regulations, we recommend that you consult your tax advisor for specific guidance.

 

45      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


APPROVAL OF INVESTMENT ADVISORY AND SUB-ADVISORY CONTRACTS

 

 

At meetings held on December 14, 2018, the Board of Trustees (the Board or the Trustees) of AIM Equity Funds (Invesco Equity Funds) (the Trust) as a whole, and the independent Trustees, who comprise over 75% of the Board, voting separately, approved (i) an amendment to the Trust’s Master Investment Advisory Agreement with Invesco Advisers, Inc. (Invesco Advisers and the investment advisory agreement) to add Invesco Oppenheimer Rising Dividends Fund (the Fund), (ii) an amendment to 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. to add the Fund, (iii) an amendment to the separate sub-advisory contract with Invesco Capital Management LLC to add the Fund, (iv) an amendment to the separate sub-advisory contract with Invesco Asset Management (India) Private Limited to add the Fund, and (v) an initial sub-advisory contract with OppenheimerFunds, Inc. (collectively, the Affiliated Sub-Advisers and the sub-advisory contracts). Additionally, on March 26, 2019, the Board re-approved an initial sub-advisory contract with OppenheimerFunds, Inc. following its change of control as a result of the acquisition of OppenheimerFunds, Inc. and its subsidiaries, including the Oppenheimer mutual funds (each, an Oppenheimer Fund), by Invesco Ltd. (the OFI Transaction). After evaluating the factors discussed below, among others, the Board approved the Fund’s investment advisory agreement and the sub-advisory contracts and determined that the compensation payable by the Fund to Invesco Advisers and by Invesco Advisers to the Affiliated Sub-Advisers is fair and reasonable.

The Board’s Evaluation Process

The Board noted that it had previously approved establishing the Fund at the Board meeting held on October 23, 2018 and that the Fund was formed to acquire the assets and liabilities of an Oppenheimer Fund (the Acquired Fund) with the same investment objective and substantially similar principal investment strategies and risks. At the time of approval, the Fund had no assets and no performance history and the portfolio managers were not employed by Invesco Advisers or any of the Affiliated Sub-Advisers except OppenheimerFunds, Inc., which was not affiliated with Invesco at that time.

In approving the investment advisory agreement and sub-advisory contracts, the Board followed a process similar to the process that it follows in annually reviewing and approving investment advisory agreements and sub-advisory contracts for the series portfolios of funds advised by Invesco Advisers and considered the information provided in the most recent annual review process for those funds as well as the information provided with respect to the Fund. As part of the approval process, the Board reviewed and considered information provided in response to detailed requests for information submitted to management by the independent Trustees with assistance from legal counsel to the independent Trustees. The Board reviewed comparative investment performance and fee data prepared by Invesco Advisers and an independent mutual fund data provider. The Board was assisted in its

 

46      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


review by the Senior Officer, an officer of the Invesco Funds who reports directly to the independent Trustees, and by independent legal counsel.

The discussion below serves as a summary 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. 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. This information is current as of December 14, 2018 and March 26, 2019 for the sub-advisory contract with OppenheimerFunds, Inc.

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 nature, extent and quality of the advisory services to be provided to the Fund by Invesco Advisers under the Fund’s investment advisory agreement, and the credentials and experience of the officers and employees of Invesco Advisers who will provide these services. The Board’s review included consideration of the investment process oversight and structure, credit analysis and investment risk management to be employed in providing advisory services to the Fund. The Board also considered non-advisory services that Invesco Advisers and its affiliates provide to the Invesco Funds and will provide to the Fund, such as various back office support functions, third party oversight, internal audit, valuation, portfolio trading and legal and compliance. The Board also received and reviewed information about Invesco Advisers’ role as administrator of the Invesco Funds’ liquidity risk management program. The Board also reviewed and considered the benefits to shareholders of investing in a fund that is part of the Invesco family of funds under the umbrella of Invesco Ltd., Invesco Advisers’ parent company, and noted Invesco Ltd.’s depth and experience in conducting an investment management business, as well as its commitment of financial and other resources to such business. The Board reviewed and considered information about the resources that Invesco Advisers intends to continue to commit to managing the Invesco family of funds, including the Fund, following the OFI Transaction. The Board concluded that the nature, extent and quality of the services to be 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 the Affiliated Sub-Advisers’ expertise with respect to certain asset classes and 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

 

47      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


APPROVAL OF INVESTMENT ADVISORY AND SUB-ADVISORY CONTRACTS Continued

 

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 noted that the Fund would continue the historical performance information of the Acquired Fund following the consummation of the OFI Transaction. The Board considered the performance of the Acquired Fund and the fact that, at the closing of the OFI Transaction, management anticipates that the Fund will be managed pursuant to substantially similar investment strategies and by substantially the same portfolio management team as managed the Acquired Fund. 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, 2017 to the performance of funds in the Morningstar performance universe and against the Fund’s benchmark index. The Trustees also reviewed more recent Fund performance and this review did not change their conclusions.

C. Advisory and Sub-Advisory Fees and Fund Expenses

The Board compared the Fund’s contractual management fee rate to the contractual management fee rates of funds in the Fund’s Morningstar expense group. The Board also considered comparative information regarding the Fund’s total expense ratio and its various components.

The Board noted that Invesco Advisers has contractually agreed to waive fees and/or limit expenses of the Fund for at least two years from the closing date of the OFI Transaction in an amount necessary to limit total annual operating expenses to a specified percentage of average daily net assets for each class of the Fund.

The Board also considered the fees charged by Invesco Advisers and the Affiliated Sub-Advisers to other similarly managed client accounts. 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 differences in the scope of services it provides to the Invesco Funds relative to certain other types of client accounts, including management of cash flows as a result of redemptions and purchases, necessary infrastructure such as officers, office space, technology, legal and distribution, oversight of service providers, costs and business risks associated with launching new funds and sponsoring and maintaining the

 

48      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


product line, preparation of annual registration statement updates and financial information and compliance with federal and state laws and regulations.

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.

D. Economies of Scale and Breakpoints

The Board considered the extent to which there may be economies of scale in the provision of advisory services to the Fund. The Board considered Invesco’s reinvestment in its business, including investments in business infrastructure and cybersecurity. The Board also considered that the Fund may benefit from economies of scale through contractual breakpoints in the Fund’s advisory fee schedule, which generally operate to reduce the Fund’s expense ratio as it grows in size. The Board noted that the Fund will share directly in economies of scale through lower fees charged by third party service providers based on the combined size of the Invesco Funds. The Board noted that the Fund may also benefit from economies of scale through initial fee setting, fee waivers and expense reimbursements.

E. Profitability and Financial Resources

The Board reviewed information from the 2018 contract renewal process provided by Invesco Advisers concerning the costs of the advisory and other services that Invesco Advisers and its affiliates provide to the Invesco Funds and the profitability of Invesco Advisers and its affiliates in providing these services. The Board considered the methodology used for calculating profitability and noted the periodic review of such methodology by an independent consultant. The Board noted that Invesco Advisers will continue to operate at a net profit from services Invesco Advisers and its affiliates provide to the Invesco Funds. The Board did not deem the level of profits realized by Invesco Advisers and its affiliates from providing services to the Invesco Funds, and the profits estimated to be realized by the Fund, to be excessive given the nature, extent and quality of the services provided. The Board received information from Invesco Advisers demonstrating that Invesco Advisers and the Affiliated Sub-Advisers 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 to be received by Invesco Advisers and its affiliates from the relationship with the Fund, including the fees to be received for providing administrative, transfer agency and distribution services to the Fund. The Board considered the performance of Invesco Advisers and its affiliates in providing these services to other Invesco Funds and the organizational structure employed to provide these services. The Board also considered that these services will be provided to the Fund pursuant to written

 

49      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


APPROVAL OF INVESTMENT ADVISORY AND SUB-ADVISORY CONTRACTS Continued

 

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 will receive periodic reports from Invesco representing 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 considered that Invesco Advisers will receive 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 will receive 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 to be 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 an affiliated broker may receive commissions for executing certain trades for the Fund. Invesco Advisers and the Affiliated Sub-Advisers may use the affiliated broker to, among other things, control order routing and minimize information leakage, and the Board was advised that such trades will be executed in compliance with rules under the federal securities laws and consistent with best execution obligations.

 

50      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


PORTFOLIO PROXY VOTING POLICIES AND GUIDELINES;

UPDATES TO SCHEDULE OF INVESTMENTS

 

 

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) as an exhibit to its reports on Form N-PORT. The most recent list of portfolio holdings is available at invesco.com/completeqtrholdings. Shareholders can also look up the Fund’s Forms N-PORT on the SEC website at sec.gov.

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.

 

51      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


SHAREHOLDER PROXY

 

 

A Special Meeting (“Meeting”) of Shareholders of Invesco Oppenheimer Rising Dividends Fund was held on April 12, 2019. The Meeting was held for the following purpose:

(1) Approval of an Agreement and Plan of Reorganization that provides for the reorganization of Oppenheimer Rising Dividends Fund into Invesco Oppenheimer Rising Dividends Fund.

The results of the voting on the above matter was as follows:

 

  Matter   

Votes

For

     Votes
      Against
     Votes
      Abstain
     Broker
    Non-Votes
 
  (1) Approval of an Agreement and Plan of Reorganization      70,677,694        4,530,893        7,057,489        0  

 

52      INVESCO OPPENHEIMER RISING DIVIDENDS 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. Flanagan — 1960

Trustee and Vice Chair

  2007    

Executive Director, Chief Executive Officer and President, Invesco Ltd. (ultimate parent of Invesco and a global investment management firm); Trustee and Vice Chair, 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)

 

 

    

 

 

  229     None

Philip A. Taylor 2 — 1954

Trustee

  2006    

Vice Chair, Invesco Ltd.; Trustee, The Invesco Funds

 

Formerly: Director, Invesco Canada Ltd. (formerly known as Invesco Trimark Ltd./ Invesco Trimark Ltèe) (registered investment adviser and registered transfer agent); 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);

 

      229     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 of Invesco Ltd., ultimate parent of the Adviser.

 

53      INVESCO OPPENHEIMER RISING DIVIDENDS 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

 

INTERESTED PERSONS (CONTINUED)

 

                    
Philip A. Taylor (Continued)      

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); Chairman and Chief Executive Officer, Invesco Canada Ltd. (formerly known as Invesco Trimark Ltd./Invesco Trimark Ltèe) (registered investment adviser and registered transfer agent); Senior Vice President, The Invesco Funds; Director, Invesco Investment Advisers LLC (formerly known as Van Kampen Asset Management); Director, Chairman, Chief Executive Officer and President, Invesco Management Group, Inc. (formerly known as Invesco AIM Management Group, Inc.) (financial services holding company); 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

 

            

 

54      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


    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 (CONTINUED)

 

                    
Philip A. Taylor (Continued)      

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 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.

 

            

 

55      INVESCO OPPENHEIMER RISING DIVIDENDS 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

  2003    

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

 

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

David C. Arch – 1945

Trustee

  2010    

Chairman of Blistex Inc. (consumer health care products manufacturer); Member, World Presidents’ Organization

 

      229    

Board member of the Illinois Manufacturers’ Association

 

Beth Ann Brown – 1968

Trustee

  2019    

Independent Consultant

 

Formerly: Head of Intermediary Distribution, Managing Director, Strategic Relations, Managing Director, Head of National Accounts, Senior Vice President, National Account Manager and Senior Vice President, Key Account Manager, Columbia Management Investment Advisers LLC; Vice President, Key Account Manager, Liberty Funds Distributor, Inc.; and Trustee of certain Oppenheimer Funds

      229    

Director, Board of Directors of Caron Engineering Inc.; Advisor, Board of Advisors of Caron Engineering Inc.; President and Director, of Acton Shapleigh Youth Conservation Corps (non-profit); and Vice President and Director of Grahamtastic Connection (non-profit)

 

Jack M. Fields – 1952

Trustee

  2003    

Chief Executive Officer, Twenty First Century Group, Inc. (government affairs company); and Chairman, 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

 

      229     None

 

56      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


    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)

 

                    

Cynthia Hostetler —1962

Trustee

  2017    

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

 

Formerly: Director, Aberdeen Investment Funds (4 portfolios); Head of Investment Funds and Private Equity, Overseas Private Investment Corporation; President, First Manhattan Bancorporation, Inc.; Attorney, Simpson Thacher & Bartlett LLP

      229    

Vulcan Materials Company (construction materials company); Trilinc Global Impact Fund; Genesee & Wyoming, Inc. (railroads); Artio Global Investment LLC (mutual fund complex); Edgen Group, Inc. (specialized energy and infrastructure products distributor); Investment Company Institute (professional organization); Independent Directors Council (professional organization)

 

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

 

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

Elizabeth Krentzman – 1959

Trustee

  2019    

Formerly: Principal and Chief Regulatory Advisor for Asset Management Services and U.S. Mutual Fund Leader of Deloitte & Touche LLP; General Counsel of the Investment Company Institute (trade association); National Director of the Investment Management Regulatory Consulting Practice, Principal, Director and Senior Manager of Deloitte & Touche LLP; Assistant Director of the Division of Investment Management - Office of Disclosure and Investment Adviser Regulation of the U.S. Securities and Exchange Commission and various positions with the Division of Investment Management – Office of Regulatory Policy of the U.S. Securities and Exchange Commission; Associate at Ropes & Gray LLP.; Advisory Board Member of the Securities and Exchange Commission Historical Society; and Trustee of certain Oppenheimer Funds

 

      229     Trustee of the University of Florida National Board Foundation and Audit Committee Member; Member of the Cartica Funds Board of Directors (private investment funds); Member of the University of Florida Law Center Association, Inc. Board of Trustees and Audit Committee Member

 

57      INVESCO OPPENHEIMER RISING DIVIDENDS 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)

 

                    

Anthony J. LaCava, Jr. – 1956

Trustee

  2019     Formerly: Director and Member of the Audit Committee, Blue Hills Bank (publicly traded financial institution) and Managing Partner, KPMG LLP       229    

Blue Hills Bank; Chairman of Bentley University; Member, Business School Advisory Council; and Nominating Committee, KPMG LLP

 

Prema Mathai-Davis – 1950

Trustee

  2003    

Retired

 

Co-Owner & Partner of Quantalytics Research, LLC, (a FinTech Investment Research Platform for the Self-Directed Investor)

 

      229     None

Joel W. Motley – 1952

Trustee

  2019    

Director of Office of Finance, Federal Home Loan Bank; Member of the Vestry of Trinity Wall Street; Managing Director of Carmona Motley Hoffman, Inc. (privately held financial advisor); Member of the Finance and Budget Committee of the Council on Foreign Relations, Member of the Investment Committee and Board of Human Rights Watch and Member of the Investment Committee and Board of Historic Hudson Valley (non-profit cultural organization).

 

Formerly: Managing Director of Public Capital Advisors, LLC (privately held financial advisor); Managing Director of Carmona Motley Hoffman, Inc. (privately held financial advisor); Trustee of certain Oppenheimer Funds; and Director of Columbia Equity Financial Corp. (privately held financial advisor)

 

      229     Director of Greenwall Foundation (bioethics research foundation); Member of Board and Investment Committee of The Greenwall Foundation; Director of Southern Africa Legal Services Foundation; Board Member and Investment Committee Member of Pulitzer Center for Crisis Reporting (non-profit journalism)

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

 

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

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;

 

      229     Federal Reserve Bank of Dallas

 

58      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


    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)

 

                    
Ann Barnett Stern (Continued)      

Attorney, Beck, Redden and Secrest, LLP; Business Law Instructor, University of St. Thomas; Attorney, Andrews & Kurth LLP

 

            

Raymond Stickel, Jr. – 1944

Trustee

  2005    

Retired

 

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

 

      229     None

Robert C. Troccoli – 1949

Trustee

  2016    

Retired

 

Formerly: Adjunct Professor, University of Denver – Daniels College of Business, Senior Partner, KPMG LLP

 

      229     None

Daniel S. Vandivort –1954

Trustee

  2019    

Treasurer, Chairman of the Audit and Finance Committee, and Trustee, Board of Trustees, Huntington Disease Foundation of America; and President, Flyway Advisory Services LLC (consulting and property management).

 

Formerly: Trustee and Governance Chair, of certain Oppenheimer Funds

 

      229     Chairman and Lead Independent Director, Chairman of the Audit Committee, and Director, Board of Directors, Value Line Funds

James D. Vaughn – 1945

Trustee

  2019    

Retired

 

Formerly: Managing Partner, Deloitte & Touche LLP; Trustee and Chairman of the Audit Committee, Schroder Funds; Board Member, Mile High United Way, Boys and Girls Clubs, Boy Scouts, Colorado Business Committee for the Arts, Economic Club of Colorado and Metro Denver Network (economic development corporation); and Trustee of certain Oppenheimer Funds

      229    

Board member and Chairman of Audit Committee of AMG National Trust Bank; Trustee and Investment Committee member, University of South Dakota Foundation; Board member, Audit Committee Member and past Board Chair, Junior Achievement (non-profit)

 

Christopher L. Wilson – 1957

Trustee, Vice Chair and Chair Designate

  2017    

Retired

 

Formerly: Director, TD Asset Management USA Inc. (mutual fund complex) (22 portfolios); Managing Partner, CT2, LLC (investing and consulting firm); 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

 

      229     ISO New England, Inc. (non-profit organization managing regional electricity market)

 

59      INVESCO OPPENHEIMER RISING DIVIDENDS 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

 

                    

Sheri Morris — 1964

President, Principal Executive Officer and Treasurer

  2003    

Head of Global Fund Services, Invesco Ltd.; 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, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Commodity Fund Trust and Invesco Exchange-Traded Self-Indexed Fund Trust, and Vice President, OppenheimerFunds, Inc.

 

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, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust and Invesco 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

Jeffrey H. Kupor – 1968

Senior Vice President, Chief Legal Officer and Secretary

  2018    

Head of Legal of the Americas, Invesco Ltd.; Senior Vice President and Secretary, 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.); 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; 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

 

      N/A     N/A

 

60      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


    

 

    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)

 

                    
Jeffrey H. Kupor (Continued)      

Officer, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Commodity Fund Trust and Invesco Exchange-Traded Self-Indexed Fund Trust; Secretary, Invesco Indexing LLC; Secretary, W.L. Ross & Co., LLC

 

Formerly: Secretary and Vice President, Jemstep, Inc.; Head of Legal, Worldwide Institutional, Invesco Ltd.; Secretary and General Counsel, INVESCO Private Capital Investments, Inc.; Senior Vice President, Secretary and General Counsel, Invesco Management Group, Inc. (formerly known as Invesco AIM Management Group, Inc.); Assistant Secretary, INVESCO Asset Management (Bermuda) Ltd.; Secretary and General Counsel, Invesco Private Capital, Inc.; Assistant Secretary and General Counsel, INVESCO Realty, Inc.; Secretary and General Counsel, Invesco Senior Secured Management, Inc.; and Secretary, Sovereign G./P. Holdings Inc.

 

            

Andrew R. Schlossberg – 1974

Senior Vice President

  2019    

Head of the Americas and Senior Managing Director, Invesco Ltd.; Director and Senior Vice President, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); Director and Chairman, Invesco Investment Services, Inc. (formerly known as Invesco AIM Investment Services, Inc.) (registered transfer agent); Senior Vice President, The Invesco Funds; Director, Invesco Investment Advisers LLC (formerly known as Van Kampen Asset Management); Director, President and Chairman, Invesco Insurance Agency, Inc.

 

Formerly: Director, Invesco UK Limited; Director and Chief Executive, Invesco Asset Management Limited and Invesco Fund Managers Limited; Assistant Vice President, The Invesco Funds; Senior Vice President, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); Director and Chief Executive, Invesco Administration Services

 

      N/A     N/A

 

61      INVESCO OPPENHEIMER RISING DIVIDENDS 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)

 

                    
Andrew R. Schlossberg (Continued)      

Limited and Invesco Global Investment Funds Limited; Director, Invesco Distributors, Inc.; Head of EMEA, Invesco Ltd.; President, Invesco Actively Managed Exchange-Traded Commodity Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II and Invesco India Exchange-Traded Fund Trust; Managing Director and Principal Executive Officer, Invesco Capital Management LLC

 

            

John M. Zerr — 1962

Senior Vice President

  2006    

Chief Operating Officer of the Americas; Senior Vice President, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); Senior Vice President, Invesco Distributors, Inc. (formerly known as Invesco AIM Distributors, Inc.); Director and Vice President, Invesco Investment Services, Inc. (formerly known as Invesco AIM Investment Services, Inc.) Senior Vice President, The Invesco Funds; Managing Director, Invesco Capital Management LLC; Director, Invesco Investment Advisers LLC (formerly known as Van Kampen Asset Management); Senior Vice President, Invesco Capital Markets, Inc. (formerly known as Van Kampen Funds Inc.); Manager, Invesco Indexing LLC; Manager, Invesco Specialized Products, LLC; Director and Senior Vice President, Invesco Insurance Agency, Inc.; Member, Invesco Canada Funds Advisory Board; Director, President and Chief Executive Officer, Invesco Corporate Class Inc. (corporate mutual fund company); and Director, Chairman, President and Chief Executive Officer, Invesco Canada Ltd. (formerly known as Invesco Trimark Ltd./Invesco Trimark Ltèe) (registered investment adviser and registered transfer agent)

 

Formerly: Director and Senior Vice President, Invesco Management Group, Inc. (formerly known as Invesco AIM Management Group, Inc.); Secretary and General Counsel, Invesco Management Group, Inc. (formerly known as Invesco AIM Management Group, Inc.); Secretary, Invesco Investment Services, Inc. (formerly known as Invesco AIM Investment Services, Inc.); Chief Legal Officer and

      N/A     N/A

 

62      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


    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)

 

                    
John M. Zerr (Continued)      

Secretary, The Invesco Funds; 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.); Chief Legal Officer, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Actively Managed Exchange- Traded Commodity Fund Trust and Invesco Exchange-Traded Self-Indexed Fund Trust; Secretary, Invesco Indexing LLC; 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 and Secretary, 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)

 

            

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); Director, Invesco Mortgage Capital, Inc. and Invesco Senior Secured Management, Inc.; and Senior Vice President, The Invesco Funds; and President, SNW Asset Management Corporation

 

Formerly: Senior Vice President, Invesco

 

      N/A     N/A

 

63      INVESCO OPPENHEIMER RISING DIVIDENDS 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)

 

                    
Gregory G. McGreevey (Continued)      

Management Group, Inc. and Invesco Advisers, Inc.; Assistant Vice President, The Invesco Funds

 

            

Kelli Gallegos – 1970

Vice President, Principal

Financial Officer and Assistant Treasurer

  2008    

Principal Financial and Accounting Officer – Investments Pool, Invesco Specialized Products, LLC; Vice President, Principal Financial Officer and Assistant Treasurer, The Invesco Funds; Principal Financial and Accounting Officer – Pooled Investments, Invesco Capital Management LLC; Vice President and Treasurer, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Commodity Fund Trust and Invesco Exchange-Traded Self- Indexed Fund Trust

 

Formerly: Assistant Treasurer, Invesco Specialized Products, LLC; Assistant Treasurer, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Commodity Fund Trust and Invesco Exchange-Traded Self-Indexed Fund Trust; Assistant Treasurer, Invesco Capital Management LLC; 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., The Invesco Funds, and Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Commodity Fund Trust and Invesco Exchange-Traded Self-Indexed 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

 

      N/A     N/A

 

64      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


 

    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)

 

                    
Crissie M. Wisdom (Continued)      

Controls and Risk Analysis Manager for Invesco Investment Services, Inc.

 

Formerly: Anti-Money Laundering Compliance Officer, Van Kampen Exchange Corp. and Invesco Management Group, Inc.

 

            

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

 

Counsel to the Fund

Stradley Ronon Stevens & Young, LLP

2005 Market Street,

Suite 2600

Philadelphia, PA 19103-7018

  

Investment Adviser

Invesco Advisers, Inc.

1555 Peachtree Street, N.E.

Atlanta, GA 30309

 

Counsel to the Independent

Trustees

Goodwin Procter LLP

901 New York Avenue, N.W.

Washington, D.C. 20001

  

Distributor

Invesco Distributors, Inc.

11 Greenway Plaza,

Suite 1000

Houston, TX

77046-1173

Transfer Agent

Invesco Investment Services, Inc.

11 Greenway Plaza,

Suite 1000

Houston, TX

77046-1173

  

Auditors PricewaterhouseCoopers LLP

1000 Louisiana Street,

Suite 5800

Houston, TX 77002-5021

Custodian

Citibank, N.A.

111 Wall Street

New York, NY 10005

 

65      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


 

INVESCO’S PRIVACY NOTICE

 

Invesco recognizes the importance of protecting your personal and financial information when you visit our website located at www.invesco.com (the “Website”). The following information is designed to help you understand the information collection practices at this Website. We will not sell, share or rent your personally identifiable information to others in contravention of this Privacy Policy. When we refer to ourselves as “we” or “Invesco” in this Privacy Policy, we mean our entire company including our affiliates, such as subsidiaries.

By visiting this Website, you are accepting the practices described in this Privacy Policy. If you do not agree to this policy, you may not use this Website. This Privacy Policy is subject to change without notice, from time to time in our sole discretion. You acknowledge that by accessing the Website after we have posted changes to this Privacy Policy, you are agreeing to this Privacy Policy as modified. Please review the Terms of Use1 to learn of other terms and conditions applicable to your use of the Website.

Please note that this Privacy Policy is not an exclusive statement of our privacy principles across all products and services. Other privacy principles or policies may apply depending on the products or services you obtain from Invesco, or the jurisdiction in which you transact with Invesco.

This Privacy Policy was last updated on May 6, 2018.

Information We Collect and Use

We collect personal information you choose to submit to the Website in order to process transactions requested by you and meet our contractual obligations. For example, you can choose to provide your name, contact information, social security number, or tax identification number in connection with accessing your account, or you can choose to provide your personal information when you fill out a secure account question form. Any information collected about you from the Website can, from time to time, be associated with other identifying information we have about you.

In addition, we may gather information about you automatically through your use of the Website, e.g. your IP address, how you navigate the Website, the organization from which you are accessing the Website, and the websites that you access before and after you visit the Website.

When you access the Website, we may also collect information such as unique device identifiers, your screen resolution and other device settings, information about your location, and analytical information about how you use the device from which you are viewing the Website. Where applicable, we may ask your permission before collecting certain information, such as precise geolocation information.

From time to time, we use or augment the personal information we have about you with information obtained from third parties. For example, we use third party information to confirm contact or financial information or to better understand your interests by associating demographic information from third parties with the information you have provided.

How We Use Personal Information

We use your personal information to respond to your inquiries and provide the products and services you request. We also use your information from time to time to deliver the content and services we believe

1 NTD

 

66      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


you will find the most relevant and to provide customer service and support.

We also use the information you provide to further develop and improve our products and services. We aggregate and/or de-identify data about visitors to the Website for various business purposes including product and service development and improvement activities.

How We Share Personal Information

We collaborate with other companies and individuals to perform services for us and on our behalf and we collaborate with our affiliates, other companies and individuals with respect to particular products or services (“Providers”). Examples of Providers include data analysis firms, customer service and support providers, email and SMS vendors, and web-hosting and development companies. Some Providers collect information for us or on our behalf on our Website. These Providers can be provided with access to personal information needed to perform their functions.

We reserve the right to disclose your personal information as required by law, when we believe disclosure is necessary to comply with a regulatory requirement, judicial proceeding, court order or legal process served on us, to protect the safety, rights or property of our customers, the public or Invesco or to enforce the Terms of Use.

If we sell or transfer a business unit (such as a subsidiary) or an asset (such as a website) to another company, we will share your personal information with such company. You will receive notice of such an event and the new entity will inform you of any changes to the practices in this Privacy Policy. If the new entity wishes to make additional use of your information, you have the right to decline such use at that time.

We occasionally disclose aggregate or de-identified data that is not personally identifiable with third parties.

Cookies and Other Tools

Invesco and its Providers collect information about you by using cookies, tracking pixels and other technologies. We use this information to better understand, customize and improve user experience with our websites, services and offerings as well as to manage our advertising. For example, we use web analytics services that use these technologies to gather information to help us understand how visitors engage with and navigate our Website, e.g., how and when pages in a site are visited and by how many visitors. We are also able to offer our visitors a more customized, relevant experience on our sites using these technologies by delivering content and functionality based on your preferences and interests.

Depending on their purpose, some cookies will only operate for the length of a single browsing session, while others have a longer life span to ensure that they fulfill their longer-term purposes. Your web browser can be set to allow you to control whether you will accept cookies or reject cookies, to notify you each time a cookie is sent to your browser, or to delete cookies that have already been set. If your browser is set to reject cookies, certain aspects of the Website that are cookie-enabled will not recognize you when you return to the website, and some Website functionality may be lost. The “Help” section of your browser may tell you how to prevent your browser from accepting cookies. To find out more about cookies, visit www.aboutcookies.org.

 

67      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


  

INVESCO’S PRIVACY NOTICE Continued

 

 

Security

No data transmission over the internet can be 100% secure, so Invesco cannot ensure or warrant the security of any information you submit to us on this Website. However, Invesco seeks to protect your personal information from unauthorized access or use when you transact business on our Website using technical, administrative and procedural measures. Invesco makes no representation as to the reasonableness, efficacy, or appropriateness of the measures we use to safeguard such information.

Users are responsible for maintaining the secrecy of their own passwords. If you have reason to believe that your interaction with us is no longer secure (for example, if you feel that the security of any account you might have with us has been compromised), please immediately notify us by contacting us as specified below.

Transfer of Data to Other Countries

Any information you provide to Invesco through use of the Website may be stored and processed, transferred between and accessed from the United States, Canada and other countries which do not guarantee the same level of protection of personal information as the one in which you reside. However, Invesco will handle your personal information in accordance with this Privacy Policy regardless of where your personal information is stored/accessed.

Children’s Privacy

We are committed to protecting the privacy of children. We do not knowingly collect personal information from children under the age of 18. If you are under the age of 18, do not provide us with any personal information.

Contact Us

Please contact us if you have any questions or concerns about your personal information or require assistance in managing your choices.

Invesco Ltd.

1555 Peachtree St. NE

Atlanta, GA 30309

By phone:

(404) 439-3236

By fax:

(404) 962-8288

By email:

Anne.Gerry@invesco.com

Please update your account information by logging in or contact us by email or telephone as specified above to update your account information whenever such information ceases to be complete or accurate.

You may also contact us to:

 

68      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


     Request that we amend, rectify, delete or update the personal data we hold about you;

     Where possible (e.g. in relation to marketing) amend or update your choices around processing;

     Request a copy of personal data held by us.

Disclaimer

Where the Website contains links to third-party websites/content/services that are not owned or controlled by Invesco, Invesco is not responsible for how these properties operate or treat your personal information so we recommend that you read the privacy policies and terms associated with these third party properties carefully.

 

69      INVESCO OPPENHEIMER RISING DIVIDENDS FUND


 

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Explore High-Conviction Investing with Invesco

 

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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.

  

 

     LOGO  

                                                                                                                       Invesco Distributors, Inc.

     O-RISD-AR-1        12272019        


LOGO     

  

 

Shareholder Report for the

 

Three Months Ended 10/31/2019

 

  

 

  
  

 

Invesco

Oppenheimer

   Main Street All Cap Fund*
  

 

Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the Fund’s shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports from the Fund or from your financial intermediary, such as a broker-dealer or bank. Instead, the reports will be made available on the Fund’s website, and you will be notified by mail each time a report is posted and provided with a website link to access the report.

  

 

If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Fund electronically by contacting your financial intermediary (such as a broker-dealer or bank) or, if you are a direct investor, by enrolling at invesco.com/edelivery.

  

 

You may elect to receive all future reports in paper free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with the Fund, you can call 800 959 4246 to let the Fund know you wish to continue receiving paper copies of your shareholder reports. Your election to receive reports in paper will apply to all funds held with your financial intermediary or all funds held with the fund complex if you invest directly with the Fund.

   *Prior to the close of business on May 24, 2019, the Fund’s name was Oppenheimer Main Street All Cap Fund. See Important Update on the following page for more information.


Important Update

On October 18, 2018, Massachusetts Mutual Life Insurance Company, an indirect corporate parent of OppenheimerFunds, Inc. and its subsidiaries OFI Global Asset Management, Inc., OFI SteelPath, Inc. and OFI Advisors, LLC, announced that it had entered into an agreement whereby Invesco Ltd., a global investment management company would acquire OppenheimerFunds and its subsidiaries (together, “OppenheimerFunds”). After the close of business on May 24, 2019 Invesco Ltd. completed the acquisition of OppenheimerFunds. This Fund was included in that acquisition and as of that date, became part of the Invesco family of funds. Please visit invesco.com for more information or call Invesco’s Client Services team at 800-959-4246.


Table of Contents

 

Fund Performance Discussion      4  
Top Holdings and Allocations      6  
Fund Expenses      9  
Schedule of Investments      12  
Statement of Assets and Liabilities      15  
Statement of Operations      17  
Statement of Changes in Net Assets      19  
Financial Highlights      20  
Notes to Financial Statements      30  
Report of Independent Registered Public Accounting Firm      42  
Federal Income Tax Information      44  
Portfolio Proxy Voting Policies and Guidelines; Updates to Schedule of Investments      45  
Trustees and Officers      46  
Invesco’s Privacy Notice      59  

 

 

Class A Shares

AVERAGE ANNUAL TOTAL RETURNS AT 10/31/19

 

    

 

Class A Shares of the Fund            

   
     Without Sales Charge   With Sales Charge   Russell 3000 Index    
1-Year      13.27     7.06     13.49
5-Year      7.21       6.00       10.31  
10-Year      10.74             10.12             13.62        

Performance quoted is past performance and cannot guarantee comparable future results; current performance may be lower or higher. Visit invesco.com for the most recent month-end performance. Performance figures reflect reinvested distributions and changes in net asset value (NAV). Investment return and principal value will vary so that you may have a gain or a loss when you sell shares. Fund returns include changes in share price, reinvested distributions and a 5.50% maximum applicable sales charge except where “without sales charge” is indicated. Returns for periods of less than one year are cumulative and not annualized. As the result of a reorganization after the close of business on May 24, 2019, the returns of the Fund for periods on or prior to May 24, 2019 reflect performance of the Oppenheimer predecessor fund. Share class returns will differ from those of the predecessor fund because they have different expenses. Returns do not consider capital gains or income taxes on an individual’s investment. See Fund prospectus and summary prospectus for more information on share classes, sales charges and new fee agreements, if any. Fund literature is available at invesco.com.

 

3      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


Fund Performance Discussion

The Fund slightly underperformed the Russell 3000 Index during the three-month period ended October 31, 2019. The Fund’s underperformance was mainly driven by stock selection within the financials and communication services sectors. This was partially offset by stronger selection within the Information Technology and Consumer Discretionary sectors.

MARKET OVERVIEW

The U.S. economy continues to exhibit decent economic growth, low unemployment and modest inflation. This is driven partly by tax cuts, technological innovation and falling regulatory hurdles. That said, the effects of the strain in the trading relationship with China have been a headwind to growth, but not nearly enough to offset the momentum in the economy.

Opinions in the market have become highly polarized. On one hand, relative safe-haven equity investments like consumer staples

stocks and utilities have been bid up to lofty valuations. On the other hand, speculation remains at an elevated level. Previous mania around cryptocurrency and now cannabis stocks are symptoms of this. More recently, the IPO market has been very active. We believe an equally big risk to stock prices is the stock market’s preference for so called “disruptors” and the potential for stocks with this perceived characteristic to become crowded trades and have valuations untethered to financial reality. We are looking both to avoid the companies getting disrupted

 

 

 

COMPARISON OF CHANGE IN VALUE OF $10,000 HYPOTHETICAL INVESTMENTS IN:

 

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4      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


while also gaining exposure to disruptors that are trading at reasonable valuations.

FUND REVIEW

The top individual contributors to the Fund’s relative performance during the two-month reporting period included JPMorgan Chase, NVIDIA, and Duke Energy.

JPMorgan benefitted from general strength in the bank sub-sector. Additionally, the company continues to display strong execution relative to their peers. NVIDIA saw a stabilization in its gaming and data center businesses after it experienced two challenging quarters. The company maintains a leadership position in both markets and secular growth drivers remain intact for both. Duke Energy, an electric utility, benefitted from general strength in the utilities sector which significantly outperformed the broad market during the reporting period.

The key individual detractors from performance during the reporting period included ServiceNow, Prudential, and Progressive. The Fund’s relative results were also negatively impacted by having an underweight exposure to Apple, one of the largest and best performing names within the index during the period.

ServiceNow was negatively impacted by a broad-based selloff in the software-as-a-service (Saas) group. Additionally, the company announced CEO change. Prudential and Progressive were both negatively

impacted by general weakness across the life insurance and property and casualty insurance subsectors.

STRATEGY & OUTLOOK

We continue to maintain our discipline around valuation and focus on companies that demonstrate competitive advantages and skilled management teams that are out-executing peers. The evidence of this we look for in our companies include high returns on invested capital, consistently strong pricing power, and/or rising market shares. During times of economic volatility such companies frequently widen their lead over weaker competitors. We seek to invest in companies characterized by these qualities at compelling valuations and believe this disciplined approach is essential to generating superior long-term performance, especially in down markets.

Magnus Krantz, Portfolio Manager

Joy Budzinski, Portfolio Manager

Jeff Everett, Portfolio Manager

 

 

5      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


Top Holdings and Allocations

 

TOP TEN COMMON STOCK HOLDINGS

 

Microsoft Corp.      5.4
JPMorgan Chase & Co.      4.8  
Facebook, Inc., Cl. A      3.3  
Amazon.com, Inc.      3.1  
Alphabet, Inc., Cl. A      3.0  
Walmart, Inc.      2.5  
Verizon Communications, Inc.      2.4  
Duke Energy Corp.      2.3  
Apple, Inc.      2.2  
Mastercard, Inc., Cl. A      2.1  

Holdings and allocations are subject to change and are not buy/sell recommendations. Percentages are as of October 31, 2019, and are based on net assets.

TOP TEN COMMON STOCK INDUSTRIES

 

Commercial Banks      8.0
Interactive Media & Services      7.1  
Software      5.9  
Semiconductors & Semiconductor Equipment      5.5  
Specialty Retail      5.4  
Pharmaceuticals      4.7  
Health Care Equipment & Supplies      4.7  
Real Estate Investment Trusts (REITs)      4.1  
Oil, Gas & Consumable Fuels      3.9  
Insurance      3.9  

Holdings and allocations are subject to change and are not buy/sell recommendations. Percentages are as of October 31, 2019, and are based on net assets.

 

 

SECTOR ALLOCATION

 

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Holdings and allocations are subject to change and are not buy/sell recommendations. Percentages are as of October 31, 2019, and are based on total market value of investments.

For more current Fund holdings, please visit invesco.com.

 

6      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


Share Class Performance

AVERAGE ANNUAL TOTAL RETURNS WITHOUT SALES CHARGE AS OF 10/31/19

 

    Inception
Date
       1-Year        5-Year        10-Year            
Class A (OMSOX)     9/25/00          13.27        7.21        10.74 %     
Class C (OMSCX)     9/25/00          12.37          6.40          9.91  
Class R (OMSNX)     3/1/01          12.90          6.94          10.44  
Class Y (OMSYX)     9/25/00          13.48          7.47          11.05  
Class R5(MSAZX)     5/24/19          13.45          7.24          10.76  
Class R6(IOAPX)     5/24/19          13.45          7.24          10.76  

AVERAGE ANNUAL TOTAL RETURNS WITH SALES CHARGE AS OF 10/31/19

 

    Inception
Date
       1-Year        5-Year        10-Year            
Class A (OMSOX)     9/25/00          7.06        6.00        10.12 %     
Class C (OMSCX)     9/25/00          11.37          6.40          9.91  
Class R (OMSNX)     3/1/01          12.90          6.94          10.44  
Class Y (OMSYX)     9/25/00          13.48          7.47          11.05  
Class R5(MSAZX)     5/24/19          13.45          7.24          10.76  
Class R6(IOAPX)     5/24/19          13.45          7.24          10.76  

* Class R5 and R6 shares’ performance shown prior to the inception date is that of the predecessor fund’s Class A shares at net asset value (NAV) and includes the 12b-1 fees applicable to Class A shares. Class A shares’ performance reflects any applicable fee waivers and/or expense reimbursements.

Performance quoted is past performance and cannot guarantee comparable future results; current performance may be lower or higher. Visit invesco.com for the most recent month-end performance. Performance figures reflect reinvested distributions and changes in net asset value (NAV). Investment return and principal value will vary so that you may have a gain or a loss when you sell shares. Performance shown at NAV does not include the applicable front-end sales charge, which would have reduced the performance. The current maximum initial sales charge for Class A shares is 5.50%, and the contingent deferred sales charge for Class C shares is 1% for the 1-year period. Class R, Class Y, Class R5 and Class R6 shares have no sales charge; therefore, performance is at NAV. Effective after the close of business on May 24, 2019, Class A, Class C, Class R, Class Y, and Class I shares of the predecessor fund were reorganized into Class A, Class C, Class R, Class Y, and Class R6 shares, respectively, of the Fund. Class R5 shares’ performance shown prior to the inception date is that of the predecessor fund’s Class A shares at NAV and includes the 12b-1 fees applicable to Class A shares. Class A shares’ performance reflects any applicable fee waivers and/or expense reimbursements. Returns shown for Class A, Class C, Class R, Class Y, Class R5, and Class R6 shares are blended returns of the predecessor fund and the Fund. Share class returns will differ from those of the predecessor fund because of different expenses. See Fund prospectuses and summary prospectuses for more information on share classes, sales charges and new fee agreements, if any. Fund literature is available at invesco.com.

The Fund’s performance is compared to the performance of the Russell 3000 Index. The Russell 3000 Index measures the performance of the largest 3,000 U.S. companies,

 

7      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


representing approximately 98% of the investable U.S. equity market. The Index is unmanaged and cannot be purchased directly by investors. While index comparisons may be useful to provide a benchmark for the Fund’s performance, it must be noted that the Fund’s investments are not limited to the investments comprising the Index. Index performance includes reinvestment of income, but does not reflect transaction costs, fees, expenses or taxes. Index performance is shown for illustrative purposes only as a benchmark for the Fund’s performance, and does not predict or depict performance of the Fund. The Fund’s performance reflects the effects of the Fund’s business and operating expenses.

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.

Before investing, investors should carefully read the prospectus and/or summary prospectus and carefully consider the investment objectives, risks, charges and expenses. For this and more complete information about the fund(s), investors should ask their advisors for a prospectus/summary prospectus or visit invesco. com/fundprospectus.

Shares of Invesco funds are not deposits or obligations of any bank, are not guaranteed by any bank, are not insured by the FDIC or any other agency, and involve investment risks, including the possible loss of the principal amount invested.

 

8      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


Fund Expenses

Fund Expenses. As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, which may include sales charges (loads) on purchase payments and/or contingent deferred sales charges on redemptions; and (2) ongoing costs, including management fees; distribution and service fees; and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000.00 invested at the beginning of the period and held for the entire 6-month period ended October 31, 2019.

Actual Expenses. The first section of the table provides information about actual account values and actual expenses. You may use the information in this section for the class of shares you hold, together with the amount you invested, to estimate the expense that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600.00 account value divided by $1,000.00 = 8.60), then multiply the result by the number in the first section under the heading entitled “Expenses Paid During 6 Months Ended October 31, 2019” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes. The second section of the table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio for each class of shares, and an assumed rate of return of 5% per year for each class 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 for the class of shares you hold 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 transactional costs, such as front-end or contingent deferred sales charges (loads). Therefore, the “hypothetical” section of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

9      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


Actual   

Beginning

Account

Value

May 1, 2019

 

Ending

Account

Value

October 31, 2019

 

Expenses

Paid During

6 Months Ended

October 31, 20191,2         

Class A      $     1,000.00       $     1,028.90       $ 5.85  
Class C      1,000.00       1,024.60       9.74  
Class R      1,000.00       1,026.90       7.18  
Class Y      1,000.00       1,029.80       4.67  
Class R5      1,000.00       1,030.50       3.75  
Class R6      1,000.00       1,030.50       3.74  
Hypothetical             
(5% return before expenses)             
Class A      1,000.00       1,019.46       5.82  
Class C      1,000.00       1,015.63       9.70  
Class R      1,000.00       1,018.15       7.15  
Class Y      1,000.00       1,020.62       4.65  
Class R5      1,000.00       1,020.97       4.29  
Class R6      1,000.00                   1,021.53                   3.73              

1. Actual expenses paid for Class A, C, R, and Y are equal to the Fund’s annualized expense ratio for that class, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). Actual expenses paid for Class R5 and R6 are equal to the Fund’s annualized expense ratio for that class, multiplied by the average account value over the period, multiplied by 160/365 to reflect the period from after the close of business on May 24, 2019 (inception of offering) to October 31, 2019.

2. Hypothetical expenses paid for all classes are equal to the Fund’s annualized expense ratio for that class, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Those annualized expense ratios, excluding indirect expenses from affiliated funds, based on the 6-month period ended October 31, 2019 for Classes A, C, R, and Y and for the period from after the close of business on May 24, 2019 (inception of offering) to October 31, 2019 for Classes R5 and R6 are as follows:

 

Class    Expense Ratios            
Class A      1.14
Class C      1.90  
Class R      1.40  
Class Y      0.91  
Class R5      0.84  
Class R6      0.73    

The expense ratios reflect voluntary and/or contractual waivers and/or reimbursements of expenses by the Fund’s Manager. Some of these undertakings may be modified or terminated at any time, as indicated in the Fund’s prospectus. The “Financial Highlights” tables in the

 

10      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


Fund’s financial statements, included in this report, also show the gross expense ratios, without such waivers or reimbursements and reduction to custodian expenses, if applicable.

 

11      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


SCHEDULE OF INVESTMENTS October 31, 2019

 

     Shares                        Value  
Common Stocks—98.9%

 

        
Consumer Discretionary—21.3%

 

        
Automobiles—0.7%                  
General Motors Co.      208,580      $ 7,750,833  
Entertainment—1.4%                  
Zynga, Inc., Cl. A1      2,540,520        15,675,008  
Hotels, Restaurants & Leisure—1.6%

 

        
McDonald’s Corp.      89,480        17,600,716  
Household Durables—0.8%

 

        
DR Horton, Inc.      177,160        9,277,869  
Interactive Media & Services—7.1%

 

        
Alphabet, Inc., Cl. A1      26,702        33,612,477  
Facebook, Inc., Cl. A1      196,860        37,728,219  
Snap, Inc., Cl. A1      538,660        8,112,220  
        79,452,916  
Internet & Catalog Retail—3.1%

 

        
Amazon.com, Inc.1      19,582        34,790,556  
Specialty Retail—5.4%

 

        
Burlington Stores, Inc.1      77,550        14,902,783  
CarMax, Inc.1      150,310        14,004,383  
Home Depot, Inc. (The)      97,560        22,885,625  
O’Reilly Automotive, Inc.1      22,050        9,602,996  
        61,395,787  
Textiles, Apparel & Luxury Goods—1.2%

 

NIKE, Inc., Cl. B      153,200        13,719,060  
Consumer Staples—7.2%

 

        
Beverages—2.9%                  
Coca-Cola Co. (The)      424,700        23,116,421  
Constellation Brands, Inc., Cl. A      48,940        9,314,750  
        32,431,171  
Food & Staples Retailing—2.5%

 

        
Walmart, Inc.      241,320        28,297,183  
Household Products—1.8%

 

        
Procter & Gamble Co. (The)      165,068        20,552,617  
Energy—4.4%                  
Energy Equipment & Services—0.5%

 

        
Schlumberger Ltd.      174,660        5,709,635  
     Shares                        Value  
Oil, Gas & Consumable Fuels—3.9%

 

        
Chevron Corp.      90,740      $ 10,538,544  
EQT Corp.      313,009        3,361,717  
Exxon Mobil Corp.      184,100        12,439,637  
Noble Energy, Inc.      437,640        8,428,946  
Suncor Energy, Inc.      327,260        9,716,349  
        44,485,193  
Financials—17.7%                  
Capital Markets—1.7%                  
Intercontinental Exchange, Inc.      138,860        13,097,275  
Tradeweb Markets, Inc., Cl. A      131,400        5,485,950  
        18,583,225  
Commercial Banks—8.0%

 

        
East West Bancorp, Inc.      247,455        10,620,769  
IBERIABANK Corp.      117,090        8,593,235  
JPMorgan Chase & Co.      435,911        54,454,002  
Signature Bank (New York)      48,150        5,697,108  
SVB Financial Group1      47,479        10,515,649  
        89,880,763  
Insurance—3.9%                  
Arthur J. Gallagher & Co.      95,210        8,685,056  
Fidelity National Financial, Inc.      288,380        13,219,339  
Progressive Corp. (The)      88,090        6,139,873  
Prudential Financial, Inc.      180,170        16,420,694  
        44,464,962  
Real Estate Investment Trusts (REITs)—4.1%

 

EPR Properties      187,310        14,570,845  
Prologis, Inc.      262,308        23,020,150  
SL Green Realty Corp.      106,900        8,936,840  
        46,527,835  
Health Care—12.6%                  
Biotechnology—1.1%                  
uniQure NV1      59,060        2,955,362  
Vertex Pharmaceuticals, Inc.1      49,630        9,701,673  
        12,657,035  
 

 

12      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


    

 

     Shares                        Value  
Health Care Equipment & Supplies—4.7%

 

Becton Dickinson & Co.      57,660      $ 14,760,960  
Boston Scientific Corp.1      270,800        11,292,360  
Intuitive Surgical, Inc.1      18,180        10,052,631  
Zimmer Biomet Holdings, Inc.      116,550        16,110,707  
        52,216,658  
Health Care Providers & Services—2.1%

 

Anthem, Inc.      66,490        17,891,129  
LHC Group, Inc.1      54,660        6,065,620  
        23,956,749  
Pharmaceuticals—4.7%                  
AstraZeneca plc, Sponsored ADR      202,110        9,909,453  
Johnson & Johnson      161,610        21,338,984  
Merck & Co., Inc.      248,710        21,553,209  
        52,801,646  
Industrials—7.8%                  
Aerospace & Defense—1.4%

 

        
Lockheed Martin Corp.      42,700        16,084,236  
Airlines—0.6%                  
Spirit Airlines, Inc.1      175,425        6,588,963  
Commercial Services & Supplies—1.0%

 

        
ACCO Brands Corp.      737,363        6,746,872  
IAA, Inc.1      124,820        4,761,883  
        11,508,755  
Industrial Conglomerates—1.4%

 

        
Honeywell International, Inc.      93,207        16,099,645  
Machinery—0.9%                  
Stanley Black & Decker, Inc.      62,670        9,483,851  
Professional Services—0.8%

 

        
Korn Ferry      250,840        9,203,320  
Road & Rail—0.8%                  
Union Pacific Corp.      53,540        8,858,728  
Trading Companies & Distributors—0.9%

 

Fastenal Co.      274,380        9,861,217  
Information Technology—19.8%

 

        
Communications Equipment—1.8%

 

        
Motorola Solutions, Inc.      121,340        20,181,269  
     Shares                        Value  
IT Services—3.7%                  
Fiserv, Inc.1      105,589      $ 11,207,216  
Mastercard, Inc., Cl. A      83,760        23,185,606  
Perspecta, Inc.      276,048        7,326,314  
        41,719,136  
Semiconductors & Semiconductor Equipment—5.5%

 

Applied Materials, Inc.      322,260        17,485,828  
NVIDIA Corp.      107,760        21,661,915  
QUALCOMM, Inc.      144,110        11,592,208  
Texas Instruments, Inc.      98,430        11,613,756  
        62,353,707  
Software—5.9%                  
Microsoft Corp.      423,190        60,672,751  
Q2 Holdings, Inc.1      84,070        6,010,164  
        66,682,915  
Technology Hardware, Storage & Peripherals—2.9%

 

Apple, Inc.      100,910        25,102,371  
Western Digital Corp.      146,140        7,548,131  
        32,650,502  
Materials—0.9%                  
Chemicals—0.9%                  
Eastman Chemical Co.      139,520        10,609,101  
Telecommunication Services—2.4%

 

        
Diversified Telecommunication Services—2.4%

 

Verizon Communications, Inc.      442,670        26,768,255  
Utilities—4.8%                  
Electric Utilities—2.3%                  
Duke Energy Corp.      271,370        25,579,336  
Gas Utilities—0.8%                  
Suburban Propane Partners LP      390,155        9,441,751  
Multi-Utilities—1.7%                  
Dominion Energy, Inc.      229,160        18,917,158  
Total Common Stocks
(Cost $918,806,471)
        1,114,819,262  
 

 

13      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


SCHEDULE OF INVESTMENTS Continued

 

     Shares                        Value  
Investment Company—1.2%

 

        
Invesco Government & Agency Portfolio, Institutional Class, 1.71%2
(Cost $13,324,912)
     13,324,912      $ 13,324,912  
             Shares                        Value  
Total Investments, at Value
(Cost $932,131,383)
     100.1%      $ 1,128,144,174  
Net Other Assets (Liabilities)      (0.1)        (1,484,806
        
Net Assets      100.0%      $   1,126,659,368  
        
 

 

Footnotes to Schedule of Investments

1. Non-income producing security.

2. 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, 2019.

 

Glossary:   
Definitions   
ADR    American Depositary Receipt

See accompanying Notes to Financial Statements.

 

14      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


STATEMENT OF ASSETS AND LIABILITIES October 31, 2019

 

Assets        
Investments, at value—see accompanying schedule of investments:  
Unaffiliated companies (cost $918,806,471)   $   1,114,819,262    
Affiliated companies (cost $13,324,912)     13,324,912    
 

 

 

 
    1,128,144,174    

 

 
Cash     500,000    

 

 
Receivables and other assets:  
Dividends     835,351    
Shares of beneficial interest sold     179,697    
Other     306,086    
 

 

 

 
Total assets     1,129,965,308    

 

 
Liabilities  
Payables and other liabilities:  
Investments purchased     1,217,702    
Shares of beneficial interest redeemed     1,038,239    
Transfer and shareholder servicing agent fees     441,451    
Distribution and service plan fees     260,736    
Trustees’ compensation     137,219    
Shareholder communications     98,638    
Advisory fees     20,485    
Due to advisor     19,654    
Administration fees     442    
Other     71,374    
 

 

 

 
Total liabilities     3,305,940    

 

 
Net Assets   $ 1,126,659,368    
 

 

 

 
 

 

 
Composition of Net Assets  
Shares of beneficial interest   $ 923,532,060    

 

 
Total distributable earnings     203,127,308    
 

 

 

 
Net Assets   $ 1,126,659,368    
 

 

 

 

 

15      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


STATEMENT OF ASSETS AND LIABILITIES Continued

 

Net Asset Value Per Share         
Class A Shares:   
Net asset value and redemption price per share (based on net assets of $957,528,534 and 51,688,581 shares of beneficial interest outstanding)    $ 18.53  
Maximum offering price per share (net asset value plus sales charge of 5.50% of offering price)    $ 19.61  
Class C Shares:   
Net asset value, redemption price (excludes applicable contingent deferred sales charge) and offering price per share (based on net assets of $69,735,993 and 4,185,161 shares of beneficial interest outstanding)    $ 16.66  
Class R Shares:   
Net asset value, redemption price and offering price per share (based on net assets of $53,064,302 and 2,962,192 shares of beneficial interest outstanding)    $ 17.91  
Class Y Shares:   
Net asset value, redemption price and offering price per share (based on net assets of $46,308,872 and 2,435,615 shares of beneficial interest outstanding)    $ 19.01  
Class R5 Shares:   
Net asset value, redemption price and offering price per share (based on net assets of $10,832 and 583.771 shares of beneficial interest outstanding)    $ 18.56  
Class R6 Shares:   
Net asset value, redemption price and offering price per share (based on net assets of $10,835 and 583.771 shares of beneficial interest outstanding)    $ 18.56  

See accompanying Notes to Financial Statements.

 

16      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


STATEMENT

OF OPERATIONS

 

   

Three Months Ended

October 31, 2019

 

Year Ended

July 31, 2019

 

Investment Income

           
Dividends:    
Unaffiliated companies (net of foreign withholding taxes of $15,526 and $79,347, respectively)   $ 5,212,770     $        20,716,349     
Affiliated companies     91,721     485,444     
Interest     44     20,363     
 

 

 

Total investment income     5,304,535     21,222,156     

 

Expenses

           
Advisory fees     1,866,758     7,666,930     
Administration fees     40,315     13,745     
Distribution and service plan fees:    
Class A     571,869     2,111,995     
Class C     178,954     1,746,028     
Class R     67,360     272,287     
Transfer and shareholder servicing agent fees:    
Class A     458,683     1,685,177     
Class C     34,180     340,649     
Class R     25,732     106,909     
Class Y     21,234     82,266     
Class R5     3     2     
Class R6     1     1     
Shareholder communications:    
Class A     61,150     44,615     
Class C     4,505     7,717     
Class R     3,406     2,456     
Class Y     2,878     1,946     
Class R6     1     —     
Trustees’ compensation     5,922     33,672     
Custodian fees and expenses     1,575     6,425     
Borrowing fees         26,669     
Other     35,884     100,268     
 

 

 

Total expenses     3,380,410     14,249,757     
Less waivers and reimbursements of expenses     (4,752   (22,138)    
 

 

 

Net expenses

 

   

 

3,375,658

 

 

 

 

14,227,619     

 

 

Net Investment Income

    1,928,877     6,994,537     

 

17      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


STATEMENT

OF OPERATIONS Continued

 

   

Three Months Ended

October 31, 2019

 

Year Ended

July 31, 2019

Realized and Unrealized Gain (Loss)            
Net realized gain (loss) on:    
Investment transactions (includes net losses from securities sold to affiliates of $— and $(140,962), respectively)   $ 11,849,349     $            9,359,444     
Foreign currency transactions         (18,706)    
 

 

 

Net realized gain     11,849,349     9,340,738     
Net change in unrealized appreciation/(depreciation) on:    
Investment transactions     (300,650   44,103,838     
Translation of assets and liabilities denominated in foreign currencies         5,867     
 

 

 

Net change in unrealized appreciation/(depreciation)     (300,650   44,109,705     

 

Net Increase in Net Assets Resulting from Operations

  $ 13,477,576     $          60,444,980     
 

 

 

See accompanying Notes to Financial Statements.

 

18      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


STATEMENT OF CHANGES IN NET ASSETS

 

       

Three Months

Ended

October 31, 2019

 

Year Ended

July 31, 2019

 

Year Ended

July 31, 2018

 

Operations

               
Net investment income   $   1,928,877      $        6,994,537      $        4,544,714   
Net realized gain       11,849,349      9,340,738      81,650,047   
Net change in unrealized appreciation/(depreciation)     (300,650)     44,109,705      37,166,460   
 

 

Net increase in net assets resulting from operations     13,477,576      60,444,980      123,361,221   

 

Dividends and/or Distributions to Shareholders

               
Distributions to shareholders from distributable earnings:        
Class A     —      (64,129,025)     (117,170,106)  
Class B     —      —      (599,823)  
Class C     —      (14,411,614)     (27,982,587)  
Class R     —      (4,069,768)     (7,544,826)  
Class Y     —      (3,096,787)     (5,612,493)  
Class R5     —      —      —   
Class R6     —      —      —   
 

 

Total distributions from distributable earnings     —      (85,707,194)     (158,909,835)  

 

Beneficial Interest Transactions

               
Net increase (decrease) in net assets resulting from beneficial interest transactions:        
Class A     (30,136,411)     67,261,954      28,094,931   
Class B     —      —      (8,237,758)  
Class C     (4,373,259)     (119,526,083)     (9,531,397)  
Class R     (2,816,900)     (1,837,777)     (2,354,763)  
Class Y     1,006,663      2,830,296      (373,132)  
Class R5     —      10,000      —   
Class R6     —      10,000      —   
 

 

Total beneficial interest transactions     (36,319,907)     (51,251,610)     7,597,881   
Net Assets                
Total decrease       (22,842,331)     (76,513,824)     (27,950,733)  
Beginning of period     1,149,501,699      1,226,015,523      1,253,966,256   
 

 

End of period   $   1,126,659,368      $  1,149,501,699      $  1,226,015,523   
 

 

See accompanying Notes to Financial Statements.

 

19      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


FINANCIAL HIGHLIGHTS

 

Class A   

Three Months

Ended
October 31,

2019

   

Year Ended

July 31, 2019

   

Year Ended

July 31, 2018

   

Year Ended

July 31, 2017

   

Year Ended

July 31, 2016

   

Year Ended

July 31, 2015

 

 

Per Share Operating Data

                                                
Net asset value, beginning of period      $18.30       $18.77       $19.40       $18.35       $20.29       $19.09  
Income (loss) from investment operations:             
Net investment income1      0.03       0.13       0.09       0.17       0.14       0.10  
Net realized and unrealized gain      0.20       0.75       1.84       2.21       0.002       1.17  
Total from investment operations      0.23       0.88       1.93       2.38       0.14       1.27  
Dividends and/or distributions to shareholders:             
Dividends from net investment income      0.00       (0.07)       (0.18)       (0.20)       (0.10)       (0.07)  
Distributions from net realized gain      0.00       (1.28)       (2.38)       (1.13)       (1.98)       0.00  
Total dividends and/or distributions to shareholders      0.00       (1.35)       (2.56)       (1.33)       (2.08)       (0.07)  
Net asset value, end of period      $18.53       $18.30       $18.77       $19.40       $18.35       $20.29  
        
            
Total Return, at Net Asset Value3      1.26%       5.84%       10.55%       13.67%       1.26%       6.67%  
            
Ratios/Supplemental Data                                                 
Net assets, end of period (in thousands)      $957,529       $976,093       $923,741       $919,892       $927,091       $1,038,270  
Average net assets (in thousands)      $954,192       $867,734       $924,084       $915,013       $930,473       $1,083,643  
Ratios to average net assets:4             
Net investment income      0.73%       0.73%       0.50%       0.92%       0.80%       0.51%  
Expenses excluding specific expenses listed below      1.14%       1.13%       1.14%       1.15%       1.14%       1.14%  
Interest and fees from borrowings      0.00%       0.00%5       0.00%5       0.00%5       0.00%5       0.00%5  
Total expenses6      1.14%       1.13%       1.14%       1.15%       1.14%       1.14%  
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses      1.14%7       1.13%7       1.13%       1.14%       1.14%7       1.14%7  
Portfolio turnover rate8      7%       48%       48%       89%       67%       74%  

 

20      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


    

 

1. Per share amounts calculated based on the average shares outstanding during the period.

2. Less than $0.005 per share.

3. 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.

4. Annualized for periods less than one full year.

5. Less than 0.005%.

6. Total expenses including indirect expenses from affiliated fund fees and expenses were as follows:

 

Three Months Ended October 31, 2019     1.14  
Year Ended July 31, 2019     1.13  
Year Ended July 31, 2018     1.14  
Year Ended July 31, 2017     1.15  
Year Ended July 31, 2016     1.14  
Year Ended July 31, 2015     1.14  

7. Waiver was less than 0.005%.

8. Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year, if applicable.

See accompanying Notes to Financial Statements.

 

21      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


FINANCIAL HIGHLIGHTS Continued

 

Class C   

Three Months

Ended

October 31,

2019

   

Year Ended

July 31, 2019

   

Year Ended

July 31, 2018

   

Year Ended

July 31, 2017

    Year Ended
July 31, 2016
    Year Ended
July 31, 2015
 
Per Share Operating Data                                                 
Net asset value, beginning of period      $16.49       $17.10       $17.88       $17.01       $19.00       $17.95  
Income (loss) from investment operations:             
Net investment income (loss)1      0.002       (0.00)2       (0.04)       0.03       0.01       (0.05)  
Net realized and unrealized gain (loss)      0.17       0.67       1.68       2.04       (0.02)       1.10  
Total from investment operations      0.17       0.67       1.64       2.07       (0.01)       1.05  
Dividends and/or distributions to shareholders:             
Dividends from net investment income      0.00       0.00       (0.04)       (0.07)       0.00       (0.00)2  
Distributions from net realized gain      0.00       (1.28)       (2.38)       (1.13)       (1.98)       0.00  
Total dividends and/or distributions to shareholders      0.00       (1.28)       (2.42)       (1.20)       (1.98)       (0.00)2  
Net asset value, end of period      $16.66       $16.49       $17.10       $17.88       $17.01       $19.00  
        
            
Total Return, at Net Asset Value3      1.03%       5.18%       9.67%       12.84%       0.48%       5.86%  
            
Ratios/Supplemental Data                                                 
Net assets, end of period (in thousands)      $69,736       $73,404       $201,771       $219,426       $228,811       $260,200  
Average net assets (in thousands)      $71,061       $174,644       $212,553       $221,928       $232,194       $269,678  
Ratios to average net assets:4             
Net investment income (loss)      (0.03)%       (0.02)%       (0.25)%       0.17%       0.05%       (0.25)%  
Expenses excluding specific expenses listed below      1.90%       1.89%       1.89%       1.90%       1.89%       1.90%  
Interest and fees from borrowings      0.00%       0.00%5       0.00%5       0.00%5       0.00%5       0.00%5  
Total expenses6      1.90%       1.89%       1.89%       1.90%       1.89%       1.90%  
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses      1.90%7       1.89%7       1.88%       1.89%       1.89%7       1.90%7  
Portfolio turnover rate8      7%       48%       48%       89%       67%       74%  

 

22      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


    

 

1. Per share amounts calculated based on the average shares outstanding during the period.

2. Less than $0.005 per share.

3. 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.

4. Annualized for periods less than one full year.

5. Less than 0.005%.

6. Total expenses including indirect expenses from affiliated fund fees and expenses were as follows:

 

Three Months Ended October 31, 2019     1.90  
Year Ended July 31, 2019     1.89  
Year Ended July 31, 2018     1.89  
Year Ended July 31, 2017     1.90  
Year Ended July 31, 2016     1.89  
Year Ended July 31, 2015     1.90  

7. Waiver was less than 0.005%.

8. Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year, if applicable.

See accompanying Notes to Financial Statements.

 

23      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


FINANCIAL HIGHLIGHTS Continued

 

Class R   

Three Months

Ended

October 31,

2019

   

Year Ended

July 31, 2019

    Year Ended
July 31, 2018
    Year Ended
July 31, 2017
    Year Ended
July 31, 2016
    Year Ended
July 31, 2015
 
Per Share Operating Data                                                 
Net asset value, beginning of period      $17.70       $18.20       $18.88       $17.89       $19.83       $18.65  
Income (loss) from investment operations:             
Net investment income1      0.02       0.08       0.05       0.12       0.10       0.05  
Net realized and unrealized gain (loss)      0.19       0.73       1.78       2.16       (0.02)       1.15  
Total from investment operations      0.21       0.81       1.83       2.28       0.08       1.20  
Dividends and/or distributions to shareholders:             
Dividends from net investment income      0.00       (0.03)       (0.13)       (0.16)       (0.04)       (0.02)  
Distributions from net realized gain      0.00       (1.28)       (2.38)       (1.13)       (1.98)       0.00  
Total dividends and/or distributions to shareholders      0.00       (1.31)       (2.51)       (1.29)       (2.02)       (0.02)  
Net asset value, end of period      $17.91       $17.70       $18.20       $18.88       $17.89       $19.83  
        
            
Total Return, at Net Asset Value2      1.19%       5.63%       10.27%       13.40%       0.96%       6.43%  
            
Ratios/Supplemental Data                                                 
Net assets, end of period (in thousands)      $53,064       $55,265       $58,150       $62,250       $61,124       $74,477  
Average net assets (in thousands)      $53,484       $55,022       $59,234       $60,661       $64,020       $82,378  
Ratios to average net assets:3             
Net investment income      0.47%       0.48%       0.25%       0.67%       0.55%       0.26%  
Expenses excluding specific expenses listed below      1.40%       1.38%       1.39%       1.40%       1.39%       1.39%  
Interest and fees from borrowings      0.00%       0.00%4       0.00%4       0.00%4       0.00%4       0.00%4  
Total expenses5      1.40%       1.38%       1.39%       1.40%       1.39%       1.39%  
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses      1.40%6       1.38%6       1.38%       1.39%       1.39%6       1.39%6  
Portfolio turnover rate7      7%       48%       48%       89%       67%       74%  

 

24      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


    

 

1. Per share amounts calculated based on the average shares outstanding during the period.

2. 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.

3. Annualized for periods less than one full year.

4. Less than 0.005%.

5. Total expenses including indirect expenses from affiliated fund fees and expenses were as follows:

 

Three Months Ended October 31, 2019     1.40  
Year Ended July 31, 2019     1.38  
Year Ended July 31, 2018     1.39  
Year Ended July 31, 2017     1.40  
Year Ended July 31, 2016     1.39  
Year Ended July 31, 2015     1.39  

6. Waiver was less than 0.005%.

7. Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year, if applicable.

See accompanying Notes to Financial Statements.

 

25      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


FINANCIAL HIGHLIGHTS Continued

 

Class Y  

Three Months

Ended

October 31,

2019

   

Year Ended

July 31, 2019

   

Year Ended

July 31, 2018

   

Year Ended

July 31, 2017

   

Year Ended

July 31, 2016

   

Year Ended

July 31, 2015

 
             
Per Share Operating Data            
Net asset value, beginning of period     $18.77       $19.22       $19.81       $18.70       $20.65       $19.43  
Income (loss) from investment operations:            
Net investment income1     0.05       0.18       0.14       0.22       0.19       0.15  
Net realized and unrealized gain (loss)     0.19       0.77       1.88       2.26       (0.02)       1.19  
Total from investment operations     0.24       0.95       2.02       2.48       0.17       1.34  
Dividends and/or distributions to shareholders:            
Dividends from net investment income     0.00       (0.12)       (0.23)       (0.24)       (0.14)       (0.12)  
Distributions from net realized gain     0.00       (1.28)       (2.38)       (1.13)       (1.98)       0.00  
Total dividends and/or distributions to shareholders     0.00       (1.40)       (2.61)       (1.37)       (2.12)       (0.12)  
Net asset value, end of period     $19.01       $18.77       $19.22       $19.81       $18.70       $20.65  
                                               
           
Total Return, at Net Asset Value2     1.28%       6.11%       10.84%       13.96%       1.43%       6.95%  
           
             
Ratios/Supplemental Data            
Net assets, end of period (in thousands)     $46,309       $44,719       $42,354       $43,905       $32,254       $53,018  
Average net assets (in thousands)     $44,205       $42,369       $43,351       $32,465       $37,452       $55,960  
Ratios to average net assets:3            
Net investment income     0.97%       0.98%       0.74%       1.15%       1.05%       0.75%  
Expenses excluding specific expenses listed below     0.91%       0.89%       0.89%       0.91%       0.89%       0.89%  
Interest and fees from borrowings     0.00%       0.00%4       0.00%4       0.00%4       0.00%4       0.00%4  
Total expenses5     0.91%       0.89%       0.89%       0.91%       0.89%       0.89%  
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses    
0.91%6
 
 
   
0.89%6
 
 
    0.88%       0.90%      
0.89%6
 
 
   
0.89%6
 
 
Portfolio turnover rate7     7%       48%       48%       89%       67%       74%  

 

26      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


    

 

1. Per share amounts calculated based on the average shares outstanding during the period.

2. 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.

3. Annualized for periods less than one full year.

4. Less than 0.005%.

5. Total expenses including indirect expenses from affiliated fund fees and expenses were as follows:

 

Three Months Ended October 31, 2019      0.91  
Year Ended July 31, 2019      0.89  
Year Ended July 31, 2018      0.89  
Year Ended July 31, 2017      0.91  
Year Ended July 31, 2016      0.89  
Year Ended July 31, 2015      0.89  

6. Waiver was less than 0.005%.

7. Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year, if applicable.

See accompanying Notes to Financial Statements.

 

27      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


FINANCIAL HIGHLIGHTS Continued

 

Class R5   

Three Months

Ended

October 31,

2019

 

Period

Ended

July 31, 20191

 

Per Share Operating Data

                
Net asset value, beginning of period      $18.31       $17.13  
Income (loss) from investment operations:     
Net investment income2      0.05         0.04    
Net realized and unrealized gain      0.20         1.14    
Total from investment operations      0.25         1.18    
Dividends and/or distributions to shareholders:     
Dividends from net investment income      0.00         0.00    
Distributions from net realized gain      0.00         0.00    
Total dividends and/or distributions to shareholders      0.00         0.00    
Net asset value, end of period      $18.56       $18.31  
        
    
Total Return, at Net Asset Value3      1.37%       6.89%  
    

 

Ratios/Supplemental Data

                
Net assets, end of period (in thousands)      $11         $11    
Average net assets (in thousands)      $11         $10    
Ratios to average net assets:4     
Net investment income      1.04%       1.07%  
Expenses excluding specific expenses listed below      0.84%       0.79%  
Interest and fees from borrowings      0.00%       0.00%  
Total expenses5      0.84%       0.79%  
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses      0.84% 6      0.79% 6 
Portfolio turnover rate7      7%         48%    

1. For the period from after the close of business on May 24, 2019 (inception of offering) to July 31, 2019.

2. Per share amounts calculated based on the average shares outstanding during the period.

3. 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.

4. Annualized for periods less than one full year.

5. Total expenses including indirect expenses from affiliated fund fees and expenses were as follows:

 

Three Months Ended October 31, 2019      0.84  
Period Ended July 31, 2019      0.79  

6. Waiver was less than 0.005%.

7. Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year, if applicable.

See accompanying Notes to Financial Statements.

 

28      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


    

 

Class R6   

Three Months

Ended

October 31,

2019

 

Period

Ended

July 31, 20191

 

Per Share Operating Data

                
Net asset value, beginning of period      $18.31       $17.13  
Income (loss) from investment operations:     
Net investment income2      0.05         0.04    
Net realized and unrealized gain      0.20         1.14    
Total from investment operations      0.25         1.18    
Dividends and/or distributions to shareholders:     
Dividends from net investment income      0.00         0.00    
Distributions from net realized gain      0.00         0.00    
Total dividends and/or distributions to shareholders      0.00         0.00    
Net asset value, end of period      $18.56       $18.31  
        
    
Total Return, at Net Asset Value3      1.37%       6.89%  
    

 

Ratios/Supplemental Data

                
Net assets, end of period (in thousands)      $11         $11    
Average net assets (in thousands)      $11         $10    
Ratios to average net assets:4     
Net investment income      1.15%       1.12%  
Expenses excluding specific expenses listed below      0.73%       0.74%  
Interest and fees from borrowings      0.00%       0.00%  
Total expenses5      0.73%       0.74%  
Expenses after payments, waivers and/or reimbursements and reduction to custodian expenses      0.73% 6      0.74% 6 
Portfolio turnover rate7      7%         48%    

1. For the period from after the close of business on May 24, 2019 (inception of offering) to July 31, 2019.

2. Per share amounts calculated based on the average shares outstanding during the period.

3. 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.

4. Annualized for periods less than one full year.

5. Total expenses including indirect expenses from affiliated fund fees and expenses were as follows:

 

Three Months Ended October 31, 2019      0.73  
Period Ended July 31, 2019      0.74  

6. Waiver was less than 0.005%.

7. Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year, if applicable.

See accompanying Notes to Financial Statements.

 

29      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


NOTES TO FINANCIAL STATEMENTS October 31, 2019

Note 1 - Significant Accounting Policies

Invesco Oppenheimer Main Street All Cap 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 authorized to issue an unlimited number of shares of beneficial interest. Information presented in these financial statements pertains only to the Fund. Matters affecting the Fund or each class will be voted on exclusively by the shareholders of such Fund or each class.

Prior to the close of business on May 24, 2019, the Fund operated as Oppenheimer Main Street All Cap Fund (the “Acquired Fund” or “Predecessor Fund”). The Acquired Fund was reorganized after the close of business on May 24, 2019 (the “Reorganization Date”) through the transfer of all of its assets and liabilities to the Fund (the “Reorganization”).

Upon closing of the Reorganization, holders of the Acquired Fund’s Class A, Class C, Class R, and Class Y shares received the corresponding class of shares of the Fund. Class R5 and Class R6 shares commenced operations on the Reorganization Date.

Effective October 31, 2019, the Fund’s fiscal year end changed from July 31 to October 31.

The Fund’s investment objective is to seek capital appreciation.

The Fund currently consists of six different classes of shares: Class A, Class C, Class R, 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 Y, Class R5 and Class R6 shares are sold at net asset value. Class C shares held for ten years after purchase are eligible for automatic conversion into class A shares of the same Fund (the “Conversion Feature”). The automatic conversion pursuant to the Conversion Feature will generally occur at the end of the month following the tenth anniversary after a purchase of Class C shares.

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

 

30      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


    

 

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,

 

31      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


NOTES TO FINANCIAL STATEMENTS Continued

 

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.

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 transactions 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

 

32      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


    

 

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.

D. Distributions - Dividends and distributions to shareholders, which are determined in accordance with income tax regulations and may differ from accounting principles generally accepted in the United States of America (“GAAP”), are recorded on the ex-dividend date. Income and capital gain distributions, if any, are declared and paid annually or at other times as determined necessary by the Adviser.

E. Federal Income Taxes - The Fund intends to comply with provisions of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all of its investment company taxable income, including any net realized gain on investments not offset by capital loss carryforwards, if any, to shareholders. Therefore, no federal income or excise tax provision is required. The Fund files income tax returns in U.S. federal and applicable state jurisdictions. The statute of limitations on the Fund’s tax return filings generally remains open for the three preceding fiscal reporting period ends. The Fund has analyzed its tax positions for the fiscal year ended October 31, 2019, including open tax years, and does not believe there are any uncertain tax positions requiring recognition in the Fund’s financial statements.

The tax components of capital shown in the following table represent distribution requirements the Fund must satisfy under the income tax regulations, losses the Fund may be able to offset against income and gains realized in future years and unrealized appreciation or depreciation of securities and other investments for federal income tax purposes.

 

Undistributed

Net Investment

Income

  

Undistributed

Long-Term

Gain

    

Accumulated

Loss
    Carryforward1,2

    

Net Unrealized

Appreciation

Based on cost of

Securities and

Other Investments

for Federal Income

Tax Purposes

 
$3,277,003      $3,961,552        $—        $196,024,257  

1. During the reporting period, the Fund did not utilize any capital loss carryforward.

 

33      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


NOTES TO FINANCIAL STATEMENTS Continued

 

2. During the previous reporting period, the Fund did not utilize any capital loss carryforward.

Net investment income (loss) and net realized gain (loss) may differ for financial statement and tax purposes. The character of dividends and distributions made during the fiscal year from net investment income or net realized gains are determined in accordance with federal income tax requirements, which may differ from the character of net investment income or net realized gains presented in those financial statements in accordance with U.S. GAAP. Also, due to timing of dividends and distributions, the fiscal year in which amounts are distributed may differ from the fiscal year in which the income or net realized gain was recorded by the Fund.

The tax character of distributions paid during the reporting periods:

 

    

  Three Months Ended

October 31, 2019

            Year Ended
July 31, 2019
    Year Ended
July 31, 2018
 
 Distributions paid from:                         
 Ordinary income      $     $ 8,619,341     $ 42,177,131  
 Long-term capital gain            77,087,853       116,732,704  
  

 

 

 
 Total      $     —     $             85,707,194     $             158,909,835  
  

 

 

 

The aggregate cost of securities and other investments and the composition of unrealized appreciation and depreciation of securities and other investments for federal income tax purposes at period end are noted in the following table. The primary difference between book and tax appreciation or depreciation of securities and other investments, if applicable, is attributable to the tax deferral of losses or tax realization of financial statement unrealized gain or loss.

 

Federal tax cost of securities      $     932,119,917  
  

 

 

 

Gross unrealized appreciation      $ 222,235,438  
Gross unrealized depreciation      (26,211,181
  

 

 

 

Net unrealized appreciation      $ 196,024,257  
  

 

 

 

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 financial statements are prepared on a basis in conformity with GAAP, which 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

 

34      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


    

 

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 the 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 transactions 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.

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:

 

35      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


NOTES TO FINANCIAL STATEMENTS Continued

 

 Fee Schedule*      
 Up to $200 million      0.75
 Next $200 million      0.72          
 Next $200 million      0.69  
 Next $200 million      0.66  
 Next $4.2 billion      0.60  
 Over $5 billion      0.58  

*The advisory fee paid by the Fund shall be reduced by any amounts paid by the Fund under the administrative services agreement with the Adviser.

For the period ended October 31, 2019, the effective advisory fee incurred by the Fund were 0.66% annualized.

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. and separate sub-advisory agreements with Invesco Capital Management LLC, and Invesco Asset Management (India) Private Limited (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). Invesco has also entered into a Sub-Advisory Agreement with OppenheimerFunds, Inc. to provide discretionary management services to the Funds.

Effective on the Reorganization Date, the Adviser has contractually agreed, through at least May 28, 2021, to waive advisory fees and/or reimburse expenses of all shares to the extent necessary to limit the total annual fund operating expenses after fee waiver and/or expense reimbursement (excluding certain items discussed below) of Class A, Class C, Class R, Class Y, Class R5 and Class R6 shares to 1.16%, 1.90%, 1.41%, 0.91%, 0.86% and 0.81%, respectively, of the Fund’s 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 total annual fund operating expenses after fee waivers and/or expense reimbursement to exceed the numbers reflected above: (1) interest; (2) taxes; (3) dividend expenses 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 May 28, 2021. 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.

Further, the Adviser has contractually agreed, through at least June 30, 2021, 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 period ended October 31, 2019, the Adviser waived advisory fees of $4,752.

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

 

36      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


    

 

incurred in providing accounting services to the Fund. For the period ended October 31, 2019, expenses incurred under the agreement are shown in the Statement of Operations as Administration fees. Additionally, Invesco has entered into service agreements whereby Brown Brothers Harriman & Co. serves as custodian to the Fund. Prior to the Reorganization, the Acquired Fund paid administrative fees to OFI Global Asset Management, Inc.

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. Prior to the Reorganization, the Acquired Fund paid transfer agent fees to OFI Global Asset Management, Inc. and Shareholder Services, Inc. For the period ended October 31, 2019, expenses incurred under these agreements are shown in the Statement of Operations as Transfer and shareholder servicing 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 C, Class R, 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 C and Class R shares (collectively the “Plan”). The Fund, pursuant to the Class A Plan, reimburses IDI in an amount up to an annual rate of 0.25% of the average daily net assets of Class A shares. The Fund pursuant to the Class C and Class R Plan, pays IDI compensation at the annual rate of 1.00% of the average daily net assets of Class C shares and 0.50% of the average daily net assets of Class R 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 Plan 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 plans. Prior to the Reorganization, the Acquired Fund paid distribution fees to OppenheimerFunds Distributor, Inc. For the period ended October 31, 2019, expenses incurred under the plans are shown in the Statement of Operations as Distribution and service plan 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 period ended October 31, 2019, IDI advised the Fund that IDI retained $17,549 in front-end sales commissions from the sale of Class A shares and $1,106 from Class C shares, for CDSC imposed on redemptions by shareholders. From the beginning of the fiscal year to the date of the Reorganization, OppenheimerFunds Distributor, Inc. retained $120,365 in front–end sales commissions from the sale of Class A shares and $1,492 and $4,418 from Class A and Class C shares, respectively, for CDSC imposed on redemption by shareholders.

 

37      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


NOTES TO FINANCIAL STATEMENTS Continued

 

 

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.

As of October 31, 2019, all of the securities in this Fund were valued based on Level 1 inputs (see the Schedule of Investments for security categories). 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.

Note 4 – Trustee and Officer Fees and Benefits

Certain Trustees have executed a Deferred Compensation Agreement pursuant to which they have the option to elect to defer receipt of all or a portion of the annual compensation they are entitled to receive from the Fund. For purposes of determining the amount owed to the Trustees under the plan, deferred amounts are treated as though equal dollar amounts had been invested in shares of the Fund or in other Invesco and/or Invesco Oppenheimer funds selected by the Trustees. The Fund purchases shares of the funds selected for deferral by the

 

38      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


    

 

Trustees in amounts equal to his or her deemed investment, resulting in a Fund asset equal to the deferred compensation liability. Such assets are included as a component of “Other” within the asset section of the Statement of Assets and Liabilities. Deferral of Trustees’ fees under the plan will not affect the net assets of the Fund and will not materially affect the Fund’s assets, liabilities or net investment income per share. Amounts will be deferred until distributed in accordance with the compensation deferral plan.

Note 5 – Cash Balances

The Fund is permitted to temporarily carry a negative or overdrawn balance in its account with Brown Brothers Harriman & Co., 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 to 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 6 – 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 period ended October 31, 2019 was $76,456,808 and $99,602,301, respectively.

Note 7 – Share Information

Transactions in shares of beneficial interest were as follows:

 

    

Three Months Ended

October 31, 20191

    Year Ended July 31, 20192       Year Ended July 31, 2018    
      Shares       Amount     Shares       Amount       Shares       Amount    
Class A             
Sold      582,672     $     10,605,829       8,420,218     $     148,772,926       2,615,009     $     49,085,668  
Automatic Conversion Class C to Class A Shares      124,373     $ 2,274,150                          
Dividends and/or distributions reinvested                  4,010,631       63,006,669       6,418,432       115,018,277  
Redeemed      (2,368,765     (43,016,390     (8,303,167     (144,517,641     (7,238,611     (136,009,014
Net increase (decrease)      (1,661,720   $ (30,136,411     4,127,682     $ 67,261,954       1,794,830     $ 28,094,931  
        

 

39      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


NOTES TO FINANCIAL STATEMENTS Continued

 

    

Three Months Ended 

October 31, 20191  

    Year Ended July 31, 20192       Year Ended July 31, 2018    
      Shares       Amount      Shares       Amount       Shares       Amount    
Class B             
Sold          $           $       1,508     $ 25,153  
Dividends and/or distributions reinvested                              36,806       599,564  
Redeemed3                              (517,070     (8,862,475
Net increase (decrease)          $           $       (478,756   $ (8,237,758
        
            
Class C                                                 
Sold      144,704     $     2,357,218       713,877     $ 11,055,699       600,054     $     10,299,416  
Dividends and/or distributions reinvested                  1,007,860       14,331,776       1,692,772       27,761,456  
Automatic Conversion Class C to Class A Shares      (138,191   $ (2,274,150                        
Redeemed      (273,180     (4,456,327     (9,072,800     (144,913,558     (2,764,633     (47,592,269
Net increase (decrease)      (266,667   $ (4,373,259     (7,351,063   $ (119,526,083     (471,807   $ (9,531,397
        
            
Class R                                                 
Sold      89,332     $ 1,563,360       440,682     $ 7,492,901       370,092     $ 6,760,789  
Dividends and/or distributions reinvested                  262,796       4,002,380       425,433       7,406,798  
Redeemed      (248,627     (4,380,260     (776,262     (13,333,058     (898,008     (16,522,350
Net increase (decrease)      (159,295   $ (2,816,900     (72,784   $ (1,837,777     (102,483   $ (2,354,763
        
            
Class Y                                                 
Sold      225,960     $ 4,247,428       925,980     $ 16,305,110       780,552     $ 15,067,733  
Dividends and/or distributions reinvested                  191,020       3,073,517       285,297       5,226,638  
Redeemed      (173,175     (3,240,765     (938,053     (16,548,331     (1,078,208     (20,667,503
Net increase (decrease)      52,785     $ 1,006,663       178,947     $ 2,830,296       (12,359   $ (373,132
        

 

40      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


    

 

     Three Months Ended 
October 31, 20191  
    

Year Ended July 31, 20192

 

    

Year Ended July 31, 2018  

 

 
      Shares        Amount       Shares        Amount       Shares        Amount    
Class R54                  
Sold           $        584      $ 10,000             $    
Dividends and/or distributions reinvested                                          
Redeemed                                          
Net increase (decrease)           $        584      $ 10,000             $  
        
                 
Class R64                                                      
Sold           $        584      $ 10,000             $  
Dividends and/or distributions reinvested                                          
Redeemed                                          
Net increase (decrease)           $        584      $ 10,000             $  
        

1. There are entities that are record owners of more than 5% of the outstanding shares of the Fund and own 11% 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.

2. There are entities that are record owners of more than 5% of the outstanding shares of the Fund and own 11% 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.

3. All outstanding Class B shares converted to Class A shares on June 1, 2018.

4. Commencement date after the close of business on May 24, 2019.

Note 8 – Borrowings

Joint Credit Facility. A number of mutual funds managed by the Adviser participate in a $1.95 billion revolving credit facility (the “Facility”) intended to provide short-term financing, if necessary, subject to certain restrictions in connection with atypical redemption activity. Expenses and fees related to the Facility are paid by the participating funds and are disclosed separately or as other expenses on the Statement of Operations. The Fund did not utilize the Facility during the reporting period. The Facility terminated May 24, 2019.

 

41      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

 

To the Board of Trustees of AIM Equity Funds (Invesco Equity Funds) and Shareholders of Invesco Oppenheimer Main Street All Cap Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Invesco Oppenheimer Main Street All Cap Fund (one of the funds constituting AIM Equity Funds (Invesco Equity Funds), referred to hereafter as the “Fund”) as of October 31, 2019, the related statements of operations and of changes in net assets for each of the periods indicated in the table below, including the related notes, and the financial highlights for each of the periods indicated in the table below (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of October 31, 2019, the results of its operations, the changes in its net assets and the financial highlights for each of the periods indicated in the table below in conformity with accounting principles generally accepted in the United States of America.

 

   

Statement of Operations and Statement of

Changes in Net Assets

   Financial Highlights
   
For the period from August 1, 2019 through October 31, 2019 and the year ended July 31, 2019    For the period from August 1, 2019 through October 31, 2019 and the year ended July 31, 2019 for Class A, Class C, Class R and Class Y
   
     For the period from August 1, 2019 through October 31, 2019 and the period from May 24, 2019 (inception of offering) through July 31, 2019 for Class R5 and Class R6

The financial statements of Invesco Oppenheimer Main Street All Cap Fund (formerly known as Oppenheimer Main Street All Cap Fund) as of and for the year ended July 31, 2018 and the financial highlights for each of the periods ended on or prior to July 31, 2018 (not presented herein, other than the statement of changes in net assets and the financial highlights) were audited by other auditors whose report dated September 26, 2018 expressed an unqualified opinion on those financial statements and financial highlights.

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of October 31, 2019 by correspondence with

 

42      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


    

 

the custodian, transfer agent and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP

Houston, Texas

December 23, 2019

We have served as the auditor of one or more of the investment companies in the Invesco group of investment companies since at least 1995. We have not been able to determine the specific year we began serving as auditor.

 

43      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


FEDERAL INCOME TAX INFORMATION

 

 

In early 2019, if applicable, shareholders of record received information regarding all dividends and distributions paid to them by the Fund during calendar year 2018.

Dividends, if any, paid by the Fund during the reporting period which are not designated as capital gain distributions should be multiplied by the maximum amount allowable but not less than 100% to arrive at the amount eligible for the corporate dividend-received deduction.

A portion, if any, of the dividends paid by the Fund during the reporting period which are not designated as capital gain distributions are eligible for lower individual income tax rates to the extent that the Fund has received qualified dividend income as stipulated by recent tax legislation. The maximum amount allowable but not less than $4,653,323 of the Fund’s fiscal year taxable income may be eligible for the lower individual income tax rates. In early 2019, shareholders of record received information regarding the percentage of distributions that are eligible for lower individual income tax rates.

Recent tax legislation allows a regulated investment company to designate distributions not designated as capital gain distributions, as either interest related dividends or short-term capital gain dividends, both of which are exempt from the U.S. withholding tax applicable to non U.S. taxpayers. For the reporting period, the maximum amount allowable but not less than $33,226 of the ordinary distributions to be paid by the Fund qualifies as an interest related dividend.

The foregoing information is presented to assist shareholders in reporting distributions received from the Fund to the Internal Revenue Service. Because of the complexity of the federal regulations which may affect your individual tax return and the many variations in state and local tax regulations, we recommend that you consult your tax advisor for specific guidance.

 

44      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


PORTFOLIO PROXY VOTING POLICIES AND GUIDELINES;

UPDATES TO SCHEDULE OF INVESTMENTS

 

 

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) as an exhibit to its reports on Form N-PORT. The most recent list of portfolio holdings is available at invesco.com/completeqtrholdings. Shareholders can also look up the Fund’s Forms N-PORT on the SEC website at sec.gov.

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.

 

45      INVESCO OPPENHEIMER MAIN STREET ALL CAP 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. Flanagan 1 — 1960

Trustee and Vice Chair

   2007    Executive Director, Chief Executive Officer and President, Invesco Ltd. (ultimate parent of Invesco and a global investment management firm); Trustee and Vice Chair, The Invesco Funds; Vice Chair, Investment Company Institute; and Member of Executive Board, SMU Cox School of Business    229    None
   
          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)          
   

Philip A. Taylor 2 — 1954

Trustee

   2006   

Vice Chair, Invesco Ltd.; Trustee, The Invesco Funds

 

Formerly: Director, Invesco Canada Ltd. (formerly known as Invesco Trimark Ltd./ Invesco Trimark Ltèe) (registered investment adviser and registered transfer agent); 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);

   229    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 of Invesco Ltd., ultimate parent of the Adviser.

 

46      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


    

 

         
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

(CONTINUED)

                   
   

Philip A. Taylor (Continued)

        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); Chairman and Chief Executive Officer, Invesco Canada Ltd. (formerly known as Invesco Trimark Ltd./Invesco Trimark Ltèe) (registered investment adviser and registered transfer agent); Senior Vice President, The Invesco Funds; Director, Invesco Investment Advisers LLC (formerly known as Van Kampen Asset Management); Director, Chairman, Chief Executive Officer and President, Invesco Management Group, Inc. (formerly known as Invesco AIM Management Group, Inc.) (financial services holding company); 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          

 

47      INVESCO OPPENHEIMER MAIN STREET ALL CAP 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

   

INTERESTED PERSONS

(CONTINUED)

                   
   

Philip A. Taylor (Continued)

        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 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.          

 

48      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


    

 

         
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

   2003   

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

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

David C. Arch – 1945

Trustee

   2010    Chairman of Blistex Inc. (consumer health care products manufacturer); Member, World Presidents’ Organization    229    Board member of the Illinois Manufacturers’ Association
   

Beth Ann Brown – 1968

Trustee

   2019   

Independent Consultant

 

Formerly: Head of Intermediary Distribution, Managing Director, Strategic Relations, Managing Director, Head of National Accounts, Senior Vice President, National Account Manager and Senior Vice President, Key Account Manager, Columbia Management Investment Advisers LLC; Vice President, Key Account Manager, Liberty Funds Distributor, Inc.; and Trustee of certain Oppenheimer Funds

   229    Director, Board of Directors of Caron Engineering Inc.; Advisor, Board of Advisors of Caron Engineering Inc.; President and Director, of Acton Shapleigh Youth Conservation Corps (non -profit); and Vice President and Director of Grahamtastic Connection (non- profit)
   

Jack M. Fields – 1952

Trustee

   2003   

Chief Executive Officer, Twenty First Century Group, Inc. (government affairs company); and Chairman, 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

   229    None

 

49      INVESCO OPPENHEIMER MAIN STREET ALL CAP 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)

                   
   

Cynthia Hostetler —1962

Trustee

   2017   

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

 

Formerly: Director, Aberdeen Investment Funds (4 portfolios); Head of Investment Funds and Private Equity, Overseas Private Investment Corporation; President, First Manhattan Bancorporation, Inc.; Attorney, Simpson Thacher & Bartlett LLP

   229    Vulcan Materials Company (construction materials company); Trilinc Global Impact Fund; Genesee & Wyoming, Inc. (railroads); Artio Global Investment LLC (mutual fund complex); Edgen Group, Inc. (specialized energy and infrastructure products distributor); Investment Company Institute (professional organization); Independent Directors Council (professional organization)
   

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

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

Elizabeth Krentzman – 1959

Trustee

   2019    Formerly: Principal and Chief Regulatory Advisor for Asset Management Services and U.S. Mutual Fund Leader of Deloitte & Touche LLP; General Counsel of the Investment Company Institute (trade association); National Director of the Investment Management Regulatory Consulting Practice, Principal, Director and Senior Manager of Deloitte & Touche LLP; Assistant Director of the Division of Investment Management - Office of Disclosure and Investment Adviser Regulation of the U.S. Securities and Exchange Commission and various positions with the Division of Investment Management – Office of Regulatory Policy of the U.S. Securities and Exchange Commission; Associate at Ropes & Gray LLP.; Advisory Board Member of the Securities and Exchange Commission Historical Society; and Trustee of certain Oppenheimer Funds    229    Trustee of the University of Florida National Board Foundation and Audit Committee Member; Member of the Cartica Funds Board of Directors (private investment funds); Member of the University of Florida Law Center Association, Inc. Board of Trustees and Audit Committee Member

 

50      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


    

 

         
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)

                   
   

Anthony J. LaCava, Jr. – 1956

Trustee

   2019    Formerly: Director and Member of the Audit Committee, Blue Hills Bank (publicly traded financial institution) and Managing Partner, KPMG LLP    229    Blue Hills Bank; Chairman of Bentley University; Member, Business School Advisory Council; and Nominating Committee, KPMG LLP
   

Prema Mathai-Davis – 1950

Trustee

   2003   

Retired

 

Co-Owner & Partner of Quantalytics Research, LLC, (a FinTech Investment Research Platform for the Self-Directed Investor)

   229    None
   

Joel W. Motley – 1952

Trustee

   2019   

Director of Office of Finance, Federal Home Loan Bank; Member of the Vestry of Trinity Wall Street; Managing Director of Carmona Motley Hoffman, Inc. (privately held financial advisor); Member of the Finance and Budget Committee of the Council on Foreign Relations, Member of the Investment Committee and Board of Human Rights Watch and Member of the Investment Committee and Board of Historic Hudson Valley (non-profit cultural organization).

 

Formerly: Managing Director of Public Capital Advisors, LLC (privately held financial advisor); Managing Director of Carmona Motley Hoffman, Inc. (privately held financial advisor); Trustee of certain Oppenheimer Funds; and Director of Columbia Equity Financial Corp. (privately held financial advisor)

   229    Director of Greenwall Foundation (bioethics research foundation); Member of Board and Investment Committee of The Greenwall Foundation; Director of Southern Africa Legal Services Foundation; Board Member and Investment Committee Member of Pulitzer Center for Crisis Reporting (non-profit journalism)
   

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

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

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;

   229    Federal Reserve Bank of Dallas

 

51      INVESCO OPPENHEIMER MAIN STREET ALL CAP 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)

                   
   

Ann Barnett Stern (Continued)

        Attorney, Beck, Redden and Secrest, LLP; Business Law Instructor, University of St. Thomas; Attorney, Andrews & Kurth LLP          
   

Raymond Stickel, Jr. – 1944

Trustee

   2005   

Retired

 

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

   229    None
   

Robert C. Troccoli – 1949

Trustee

   2016   

Retired

 

Formerly: Adjunct Professor, University of Denver – Daniels College of Business, Senior Partner, KPMG LLP

   229    None
   

Daniel S. Vandivort –1954

Trustee

   2019   

Treasurer, Chairman of the Audit and Finance Committee, and Trustee, Board of Trustees, Huntington Disease Foundation of America; and President, Flyway Advisory Services LLC (consulting and property management).

 

Formerly: Trustee and Governance Chair, of certain Oppenheimer Funds

   229    Chairman and Lead Independent Director, Chairman of the Audit Committee, and Director, Board of Directors, Value Line Funds
   

James D. Vaughn – 1945

Trustee

   2019   

Retired

 

Formerly: Managing Partner, Deloitte & Touche LLP; Trustee and Chairman of the Audit Committee, Schroder Funds; Board Member, Mile High United Way, Boys and Girls Clubs, Boy Scouts, Colorado Business Committee for the Arts, Economic Club of Colorado and Metro Denver Network (economic development corporation); and Trustee of certain Oppenheimer Funds

   229    Board member and Chairman of Audit Committee of AMG National Trust Bank; Trustee and Investment Committee member, University of South Dakota Foundation; Board member, Audit Committee Member and past Board Chair, Junior Achievement (non-profit)
   

Christopher L. Wilson – 1957

Trustee, Vice Chair and Chair Designate

   2017   

Retired

 

Formerly: Director, TD Asset Management USA Inc. (mutual fund complex) (22 portfolios); Managing Partner, CT2, LLC (investing and consulting firm); 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

   229    ISO New England, Inc. (non-profit organization managing regional electricity market)

 

52      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


    

 

         
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

                   
   

Sheri Morris — 1964

President, Principal Executive Officer and Treasurer

   2003   

Head of Global Fund Services, Invesco Ltd.; 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, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Commodity Fund Trust and Invesco Exchange-Traded Self-Indexed Fund Trust, and Vice President, OppenheimerFunds, Inc.

 

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, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust and Invesco 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
   

Jeffrey H. Kupor – 1968

Senior Vice President, Chief Legal Officer and Secretary

   2018    Head of Legal of the Americas, Invesco Ltd.; Senior Vice President and Secretary, 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.); 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; 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    N/A    N/A

 

53      INVESCO OPPENHEIMER MAIN STREET ALL CAP 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)

                   
   

Jeffrey H. Kupor (Continued)

       

Officer, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Actively Managed Exchange- Traded Commodity Fund Trust and Invesco Exchange-Traded Self-Indexed Fund Trust; Secretary, Invesco Indexing LLC; Secretary, W.L. Ross & Co., LLC

 

Formerly: Secretary and Vice President, Jemstep, Inc.; Head of Legal, Worldwide Institutional, Invesco Ltd.; Secretary and General Counsel, INVESCO Private Capital Investments, Inc.; Senior Vice President, Secretary and General Counsel, Invesco Management Group, Inc. (formerly known as Invesco AIM Management Group, Inc.); Assistant Secretary, INVESCO Asset Management (Bermuda) Ltd.; Secretary and General Counsel, Invesco Private Capital, Inc.; Assistant Secretary and General Counsel, INVESCO Realty, Inc.; Secretary and General Counsel, Invesco Senior Secured Management, Inc.; and Secretary, Sovereign G./P. Holdings Inc.

         
   

Andrew R. Schlossberg – 1974

Senior Vice President

   2019   

Head of the Americas and Senior Managing Director, Invesco Ltd.; Director and Senior Vice President, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); Director and Chairman, Invesco Investment Services, Inc. (formerly known as Invesco AIM Investment Services, Inc.) (registered transfer agent); Senior Vice President, The Invesco Funds; Director, Invesco Investment Advisers LLC (formerly known as Van Kampen Asset Management); Director, President and Chairman, Invesco Insurance Agency, Inc.

 

Formerly: Director, Invesco UK Limited; Director and Chief Executive, Invesco Asset Management Limited and Invesco Fund Managers Limited; Assistant Vice President, The Invesco Funds; Senior Vice President, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); Director and Chief Executive, Invesco Administration Services

   N/A    N/A

 

54      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


    

 

         
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)

                   
   

Andrew R. Schlossberg

(Continued)

        Limited and Invesco Global Investment Funds Limited; Director, Invesco Distributors, Inc.; Head of EMEA, Invesco Ltd.; President, Invesco Actively Managed Exchange-Traded Commodity Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II and Invesco India Exchange-Traded Fund Trust; Managing Director and Principal Executive Officer, Invesco Capital Management LLC          
   

John M. Zerr — 1962

Senior Vice President

   2006   

Chief Operating Officer of the Americas; Senior Vice President, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); Senior Vice President, Invesco Distributors, Inc. (formerly known as Invesco AIM Distributors, Inc.); Director and Vice President, Invesco Investment Services, Inc. (formerly known as Invesco AIM Investment Services, Inc.) Senior Vice President, The Invesco Funds; Managing Director, Invesco Capital Management LLC; Director, Invesco Investment Advisers LLC (formerly known as Van Kampen Asset Management); Senior Vice President, Invesco Capital Markets, Inc. (formerly known as Van Kampen Funds Inc.); Manager, Invesco Indexing LLC; Manager, Invesco Specialized Products, LLC; Director and Senior Vice President, Invesco Insurance Agency, Inc.; Member, Invesco Canada Funds Advisory Board; Director, President and Chief Executive Officer, Invesco Corporate Class Inc. (corporate mutual fund company); and Director, Chairman, President and Chief Executive Officer, Invesco Canada Ltd. (formerly known as Invesco Trimark Ltd./Invesco Trimark Ltèe) (registered investment adviser and registered transfer agent)

 

Formerly: Director and Senior Vice President, Invesco Management Group, Inc. (formerly known as Invesco AIM Management Group, Inc.); Secretary and General Counsel, Invesco Management Group, Inc. (formerly known as Invesco AIM Management Group, Inc.); Secretary, Invesco Investment Services, Inc. (formerly known as Invesco AIM Investment Services, Inc.); Chief Legal Officer and

   N/A    N/A

 

55      INVESCO OPPENHEIMER MAIN STREET ALL CAP 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)

                   
   

John M. Zerr (Continued)

        Secretary, The Invesco Funds; 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.); Chief Legal Officer, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Actively Managed Exchange- Traded Commodity Fund Trust and Invesco Exchange-Traded Self-Indexed Fund Trust; Secretary, Invesco Indexing LLC; 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 and Secretary, 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)          
   

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); Director, Invesco Mortgage Capital, Inc. and Invesco Senior Secured Management, Inc.; and Senior Vice President, The Invesco Funds; and President, SNW Asset Management Corporation

 

Formerly: Senior Vice President, Invesco

   N/A    N/A

 

56      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


    

 

         
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)

                   
   

Gregory G. McGreevey

(Continued)

        Management Group, Inc. and Invesco Advisers, Inc.; Assistant Vice President, The Invesco Funds          
   

Kelli Gallegos – 1970

Vice President, Principal

Financial Officer and Assistant

Treasurer

   2008   

Principal Financial and Accounting Officer – Investments Pool, Invesco Specialized Products, LLC; Vice President, Principal Financial Officer and Assistant Treasurer, The Invesco Funds; Principal Financial and Accounting Officer – Pooled Investments, Invesco Capital Management LLC; Vice President and Treasurer, Invesco Exchange- Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Commodity Fund Trust and Invesco Exchange-Traded Self-Indexed Fund Trust

 

Formerly: Assistant Treasurer, Invesco Specialized Products, LLC; Assistant Treasurer, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Commodity Fund Trust and Invesco Exchange-Traded Self-Indexed Fund Trust; Assistant Treasurer, Invesco Capital Management LLC; 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., The Invesco Funds, and Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Commodity Fund Trust and Invesco Exchange-Traded Self-Indexed 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    N/A    N/A

 

57      INVESCO OPPENHEIMER MAIN STREET ALL CAP 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)                    
   
Crissie M. Wisdom (Continued)        

Controls and Risk Analysis Manager for Invesco Investment Services, Inc.

 

Formerly: Anti-Money Laundering Compliance Officer, Van Kampen Exchange Corp. and Invesco Management Group, Inc.

         
   
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    Investment Adviser    Distributor    Auditors

11 Greenway Plaza,

Suite 1000

Houston, TX 77046-1173

  

Invesco Advisers, Inc.

1555 Peachtree Street, N.E.

Atlanta, GA 30309

  

Invesco Distributors, Inc.

11 Greenway Plaza,

Suite 1000

Houston, TX

77046-1173

  

PricewaterhouseCoopers LLP

1000 Louisiana Street,

Suite 5800

Houston, TX 77002-5021

Counsel to the Fund    Counsel to the    Transfer Agent    Custodian

Stradley Ronon Stevens & Young, LLP

2005 Market Street,

Suite 2600

Philadelphia, PA 19103-7018

  

Independent Trustees

Goodwin Procter LLP

901 New York Avenue, N.W.

Washington, D.C. 20001

  

Invesco Investment

Services, Inc.

11 Greenway Plaza,

Suite 1000

Houston, TX

77046-1173

  

Brown Brothers Harriman & Co.

40 Water Street

Boston, MA 02109-3661

 

58      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


INVESCO’S PRIVACY NOTICE

 

 

Invesco recognizes the importance of protecting your personal and financial information when you visit our website located at www.invesco.com (the “Website”). The following information is designed to help you understand the information collection practices at this Website. We will not sell, share or rent your personally identifiable information to others in contravention of this Privacy Policy. When we refer to ourselves as “we” or “Invesco” in this Privacy Policy, we mean our entire company including our affiliates, such as subsidiaries.

By visiting this Website, you are accepting the practices described in this Privacy Policy. If you do not agree to this policy, you may not use this Website. This Privacy Policy is subject to change without notice, from time to time in our sole discretion. You acknowledge that by accessing the Website after we have posted changes to this Privacy Policy, you are agreeing to this Privacy Policy as modified. Please review the Terms of Use1 to learn of other terms and conditions applicable to your use of the Website.

Please note that this Privacy Policy is not an exclusive statement of our privacy principles across all products and services. Other privacy principles or policies may apply depending on the products or services you obtain from Invesco, or the jurisdiction in which you transact with Invesco.

This Privacy Policy was last updated on May 6, 2018.

Information We Collect and Use

We collect personal information you choose to submit to the Website in order to process transactions requested by you and meet our contractual obligations. For example, you can choose to provide your name, contact information, social security number, or tax identification number in connection with accessing your account, or you can choose to provide your personal information when you fill out a secure account question form. Any information collected about you from the Website can, from time to time, be associated with other identifying information we have about you.

In addition, we may gather information about you automatically through your use of the Website, e.g. your IP address, how you navigate the Website, the organization from which you are accessing the Website, and the websites that you access before and after you visit the Website.

When you access the Website, we may also collect information such as unique device identifiers, your screen resolution and other device settings, information about your location, and analytical information about how you use the device from which you are viewing the Website. Where applicable, we may ask your permission before collecting certain information, such as precise geolocation information.

From time to time, we use or augment the personal information we have about you with information obtained from third parties. For example, we use third party information to confirm contact or financial information or to better understand your interests by associating demographic information from third parties with the information you have provided.

How We Use Personal Information

We use your personal information to respond to your inquiries and provide the products and services you request. We also use your information from time to time to deliver the content and services we believe

1NTD

 

59      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


INVESCO’S PRIVACY NOTICE Continued

 

 

you will find the most relevant and to provide customer service and support.

We also use the information you provide to further develop and improve our products and services. We aggregate and/or de-identify data about visitors to the Website for various business purposes including product and service development and improvement activities.

How We Share Personal Information

We collaborate with other companies and individuals to perform services for us and on our behalf and we collaborate with our affiliates, other companies and individuals with respect to particular products or services (“Providers”). Examples of Providers include data analysis firms, customer service and support providers, email and SMS vendors, and web-hosting and development companies. Some Providers collect information for us or on our behalf on our Website. These Providers can be provided with access to personal information needed to perform their functions.

We reserve the right to disclose your personal information as required by law, when we believe disclosure is necessary to comply with a regulatory requirement, judicial proceeding, court order or legal process served on us, to protect the safety, rights or property of our customers, the public or Invesco or to enforce the Terms of Use.

If we sell or transfer a business unit (such as a subsidiary) or an asset (such as a website) to another company, we will share your personal information with such company. You will receive notice of such an event and the new entity will inform you of any changes to the practices in this Privacy Policy. If the new entity wishes to make additional use of your information, you have the right to decline such use at that time.

We occasionally disclose aggregate or de-identified data that is not personally identifiable with third parties.

Cookies and Other Tools

Invesco and its Providers collect information about you by using cookies, tracking pixels and other technologies. We use this information to better understand, customize and improve user experience with our websites, services and offerings as well as to manage our advertising. For example, we use web analytics services that use these technologies to gather information to help us understand how visitors engage with and navigate our Website, e.g., how and when pages in a site are visited and by how many visitors. We are also able to offer our visitors a more customized, relevant experience on our sites using these technologies by delivering content and functionality based on your preferences and interests.

Depending on their purpose, some cookies will only operate for the length of a single browsing session, while others have a longer life span to ensure that they fulfill their longer-term purposes. Your web browser can be set to allow you to control whether you will accept cookies or reject cookies, to notify you each time a cookie is sent to your browser, or to delete cookies that have already been set. If your browser is set to reject cookies, certain aspects of the Website that are cookie-enabled will not recognize you when you return to the website, and some Website functionality may be lost. The “Help” section of your browser may tell you how to prevent your browser from accepting cookies. To find out more about cookies, visit www.aboutcookies.org.

 

60      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


    

 

Security

No data transmission over the internet can be 100% secure, so Invesco cannot ensure or warrant the security of any information you submit to us on this Website. However, Invesco seeks to protect your personal information from unauthorized access or use when you transact business on our Website using technical, administrative and procedural measures. Invesco makes no representation as to the reasonableness, efficacy, or appropriateness of the measures we use to safeguard such information.

Users are responsible for maintaining the secrecy of their own passwords. If you have reason to believe that your interaction with us is no longer secure (for example, if you feel that the security of any account you might have with us has been compromised), please immediately notify us by contacting us as specified below.

Transfer of Data to Other Countries

Any information you provide to Invesco through use of the Website may be stored and processed, transferred between and accessed from the United States, Canada and other countries which do not guarantee the same level of protection of personal information as the one in which you reside. However, Invesco will handle your personal information in accordance with this Privacy Policy regardless of where your personal information is stored/accessed.

Children’s Privacy

We are committed to protecting the privacy of children. We do not knowingly collect personal information from children under the age of 18. If you are under the age of 18, do not provide us with any personal information.

Contact Us

Please contact us if you have any questions or concerns about your personal information or require assistance in managing your choices.

Invesco Ltd.

1555 Peachtree St. NE

Atlanta, GA 30309

By phone:

(404) 439-3236

By fax:

(404) 962-8288

By email:

Anne.Gerry@invesco.com

Please update your account information by logging in or contact us by email or telephone as specified above to update your account information whenever such information ceases to be complete or accurate.

You may also contact us to:

 

61      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


  

INVESCO’S PRIVACY NOTICE Continued

 

 

  ·  

Request that we amend, rectify, delete or update the personal data we hold about you;

 

  ·  

Where possible (e.g. in relation to marketing) amend or update your choices around processing;

 

  ·  

Request a copy of personal data held by us.

Disclaimer

Where the Website contains links to third-party websites/content/services that are not owned or controlled by Invesco, Invesco is not responsible for how these properties operate or treat your personal information so we recommend that you read the privacy policies and terms associated with these third party properties carefully.

 

62      INVESCO OPPENHEIMER MAIN STREET ALL CAP FUND


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Invesco Distributors, Inc.                                                                  O-MSA-AR-1    12272019          


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 experts are David C. Arch, Bruce L. Crockett, Cynthia Hostetler, Elizabeth Krentzman, Anthony J. LaCava, Jr., Teresa M. Ressel, Raymond Stickel, Jr. Robert C. Troccoli and James Vaughn. David C. Arch, Bruce L. Crockett, Cynthia Hostetler, Elizabeth Krentzman, Anthony J. LaCava, Jr., Teresa M. Ressel, Raymond Stickel, Jr. Robert C. Troccoli and James Vaughn are “independent” within the meaning of that term as used in Form N-CSR.

ITEM 4.    PRINCIPAL ACCOUNTANT FEES AND SERVICES.

During the reporting period, PricewaterhouseCoopers LLC (“PwC”) advised the Audit Committee of the following matters for consideration under the SEC’s auditor independence rules. PwC advised the Audit Committee that a PwC Director, a PwC Manager and a PwC Senior Associate each held financial interests in investment companies within the Invesco Fund Complex that were inconsistent with the requirements of Rule 2-01(c)(1) of Regulation S-X. PwC noted, among other things, that during the time of its audit, the engagement team was not aware of the investments, (or with respect to the PwC Senior Associate was not aware until after the investments were confirmed as SEC exceptions), the individuals were not in the chain of command of the audit or the audit partners of Invesco or the affiliate of the Registrant, the services each individual provided were not relied upon by the audit engagement team with respect to the audit of the Registrant or its affiliates (or with respect to the PwC Senior Associate, the services were performed by an individual who did not have decision-making responsibility for matters that materially affected the audit and were reviewed by team members at least two levels higher than the PwC Senior Associate), and the investments were not material to the net worth of each individual or their respective immediate family members which PwC considered in reaching its conclusion. PwC advised the Audit Committee that it believes its objectivity and impartiality had not been adversely affected by these matters as they related to the audit of the Registrant.

On May 24, 2019, certain investment advisor subsidiaries of Invesco Ltd. assumed management responsibility from Oppenheimer Funds, Inc. (“OFI”) for 83 open-end mutual funds and 20 exchange-traded funds (collectively, the “Oppenheimer Funds”). Assumption of management responsibility for the Oppenheimer Funds was accomplished through the reorganization of each Oppenheimer Fund into a new Invesco shell fund (collectively, the “New Invesco Funds”) that did not have pre-existing assets (together, the “Reorganizations”). The Reorganizations were part of the acquisition by Invesco Ltd. (together with its subsidiaries, “Invesco”) of the asset management business of OFI (including the Oppenheimer Funds) from Massachusetts Mutual Life Insurance Company (“MassMutual”), which was also consummated on May 24, 2019 (the “Acquisition”). Subsequent to the Acquisition, MassMutual became a significant shareholder of Invesco, and the Invesco Ltd. board of directors expanded by one director with the addition of a director selected by MassMutual.

Prior to the consummation of the Acquisition and the Reorganizations on May 24, 2019, PwC completed an independence assessment to evaluate the services and relationships with OFI and its affiliates, which became affiliates of Invesco upon the closing of the Acquisition. The assessment identified the following relationship and services that are inconsistent with the auditor independence rules under Rule 2-01 of


Regulation S-X (“Rule 2-01”) if provided to an affiliate of an audit client. A retired PwC partner who receives a benefit from PwC that is not fully funded, served as a member of Audit Committee of the Boards of Trustees of certain Oppenheimer Funds prior to the Acquisition (the “Pre-Reorganization Relationship”). Additionally, PwC provided certain non-audit services including, expert legal services to one Oppenheimer Fund, custody of client assets in connection with payroll services, a non-audit service performed pursuant to a success-based fee, non-audit services in which PwC acted as an advocate on behalf of a MassMutual foreign affiliate and certain employee activities undertaken in connection with the provision of non-audit services for MassMutual and certain MassMutual foreign affiliates (collectively, the “Pre-Reorganization Services”).

PwC and the Audit Committees of the New Invesco Funds each considered the impact that the Pre-Reorganization Relationship and Services have on PwC’s independence with respect to the New Invesco Funds. On the basis of the nature of the relationship and services performed, and in particular the mitigating factors described below, PwC concluded that a reasonable investor, possessing knowledge of all the relevant facts and circumstances regarding the Pre-Reorganization Relationship and Services, would conclude that the Pre-Reorganization Relationship and Services do not impair PwC’s ability to exhibit the requisite objectivity and impartiality to report on the financial statements of the New Invesco Funds for the years ending May 31, 2019 – April 30, 2020 (“PwC’s Conclusion”).

The Audit Committees of the Boards of Trustees of the New Invesco Funds, based upon PwC’s Conclusion and the concurrence of Invesco, considered the relevant facts and circumstances including the mitigating factors described below and, after careful consideration, concluded that PwC is capable of exercising objective and impartial judgment in connection with its audits of the financial statements of the New Invesco Funds that the respective Boards of Trustees oversee.

Mitigating factors that PwC and the Audit Committees considered in reaching their respective conclusions included, among others, the following factors:

·  

none of the Pre-Reorganization Relationship or Services created a mutuality of interest between PwC and the New Invesco Funds;

·  

PwC will not act in a management or employee capacity for the New Invesco Funds or their affiliates during any portion of PwC’s professional engagement period;

·  

other than the expert legal services, Pre-Reorganization Services that have been provided to OFI, MassMutual and their affiliates do not have any impact on the financial statements of the New Invesco Funds;

·  

as it relates to the expert legal services, while the service provided by PwC related to litigation involving one Oppenheimer Fund, the impact of the litigation on the Oppenheimer Fund’s financial statements was based upon OFI’s decision, and OFI management represented that the PwC service was not considered a significant component of its decision;

·  

while certain employees of OFI who were involved in the financial reporting process of the Oppenheimer Funds will be employed by Invesco subsequent to the Reorganizations, existing officers of other Invesco Funds will serve as Principal Executive Officer and Principal Financial Officer or equivalent roles for the New Invesco Funds, and are ultimately responsible for the accuracy of all financial statement assertions for the entirety of the financial reporting periods for the New Invesco Funds;

·  

the Pre-Reorganization Services giving rise to the lack of independence were provided to, or entered into with, OFI, MassMutual and their affiliates at a time when PwC had no independence restriction with respect to these entities;


·  

with the exception of the expert legal service provided to one Oppenheimer Fund, none of the Pre-Reorganization Services affected the operations or financial reporting of the New Invesco Funds;

·  

the Pre-Reorganization Services provided by PwC to OFI, MassMutual and their affiliates were performed by persons who were not, and will not be, part of the audit engagement team for the New Invesco Funds; and

·  

the fees associated with the Pre-Reorganization Services were not material to MassMutual, Invesco or PwC.

(a) to (d)

Item 4. Principal Accountant Fees and Services

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 shown in the following table. The Audit Committee pre-approved all audit and non-audit services provided to the Registrant.

 

        Fees Billed by PwC for Services
    Rendered to the Registrant for
         fiscal year end 2019
       Fees Billed by PwC for Services
    Rendered to the Registrant  for
fiscal year end 2018
 

Audit Fees

    $    152,469                         $    101,075              

Audit-Related Fees

    $               0                $               0     

Tax Fees(1)

    $    103,385                $      60,193     

All Other Fees

    $               0                $               0     

Total Fees

    $    255,854                $     161268     
(g) PwC billed the Registrant aggregate non-audit fees of $103,385 for the fiscal year ended 2019, and $60,193 for the fiscal year ended 2018, for non-audit services rendered to the Registrant.

 

  

 

 

  (1)

Tax Fees for the fiscal year end October 31, 2019 include fees billed for preparation of U.S. Tax Returns and Taxable Income calculations, including excise tax and year-to-date estimates for various book-to-tax differences. Tax Fees for the fiscal year end October 31, 2018 include 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 investment 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 shown in the following table. The Audit Committee pre-approved all non-audit services provided to Invesco and Invesco Affiliates that were required to pre-approved.

 

    

Fees Billed for Non-Audit Services Rendered to
     Invesco and Invesco Affiliates for fiscal year end    
2019 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 2018 That
Were Required

to be Pre-Approved

by the Registrant’s

Audit Committee

Audit-Related Fees(1)

     $     690,000     $     662,000

Tax Fees

     $ 0     $ 0

All Other Fees

     $ 0     $ 0
    

 

 

     

 

 

 

Total Fees

     $ 690,000     $ 662,000

 

 


(1)

Audit-Related Fees for the fiscal years ended 2019 and 2018 include fees billed related to reviewing controls at a service organization.

 

(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.

(f) Not applicable.

(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 $3,984,000 for the fiscal year ended October 31, 2019, and $3,639,000 for the fiscal year ended October 31, 2018, for non-audit services rendered to Invesco and Invesco Affiliates.

PwC provided audit services to the Investment Company complex of approximately $34 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.

(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

 

1 Applicable Rules include, for example, New York Stock Exchange (“NYSE”) rules applicable to closed-end funds managed by Invesco and listed on NYSE.


(“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.

 

  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 December 18, 2019, an evaluation was performed under the supervision and with the participation of the officers of the Registrant, including the Principal Executive Officer (“PEO”) and Principal Financial Officer (“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 (“Act”), as amended. Based on that evaluation, the Registrant’s officers, including the PEO and PFO, concluded that, as of December 18, 2019, the Registrant’s disclosure controls and procedures were reasonably designed so as 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 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.
13(a) (3)      Not applicable.
13(a) (4)      Registrant’s Independent Public Accountant, attached as Exhibit 99.ACCT
13(b)      Certifications of principal executive officer and principal financial officer as required by Rule 30a-2(b) 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 3, 2020

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 3, 2020

By:    

   /s/ Kelli Gallegos
 

 Kelli Gallegos

 

 Principal Financial Officer

Date:    

 

 January 3, 2020

 

EX-99.CODE 2 d857787dex99code.htm EX-99.CODE EX-99.CODE

THE INVESCO FUNDS CODE OF ETHICS FOR COVERED OFFICERS

 

  I.

Introduction

The Boards of Trustees (“Board”) of the Invesco Funds (the “Funds”) have adopted this code of ethics (this “Code”) applicable to their Principal Executive Officer and Principal Financial Officer (or persons performing similar functions) (collectively, the “Covered Officers”) to promote:

 

  ·  

honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships;

  ·  

full, fair, accurate, timely and understandable disclosure in reports and documents filed with, or submitted to, the Securities and Exchange Commission (“SEC”) and in other public communications made by the Funds;

  ·  

compliance with applicable governmental laws, rules and regulations;

  ·  

the prompt internal reporting of violations to the Code to an appropriate person or persons identified in the Code; and

  ·  

accountability for adherence to the Code.

  II.

Covered Officers Should Act Honestly and Candidly

Each Covered Officer named in Exhibit A to this Code owes a duty to the Funds to act with integrity. Integrity requires, among other things, being honest and candid. Deceit and subordination of principle are inconsistent with integrity.

Each Covered Officer must:

 

  ·  

act with integrity, including being honest and candid while still maintaining the confidentiality of information where required by law or the Funds’ policies;

  ·  

observe both the form and spirit of laws and governmental rules and regulations, accounting standards and policies of the Funds;

  ·  

adhere to a high standard of business ethics; and

  ·  

place the interests of the Funds and their shareholders before the Covered Officer’s own personal interests.

Business practices Covered Officers should be guided by and adhere to these fiduciary standards.

 

  III.

Covered Officers Should Handle Ethically Actual and Apparent Conflicts of Interest

Guiding Principles. A “conflict of interest” occurs when an individual’s personal interest actually or potentially interferes with the interests of the Funds or their shareholders. A conflict of interest can arise when a Covered Officer takes actions or has interests that may make it difficult to perform his or her duties as a Fund officer objectively and effectively. For example, a conflict of interest would arise if a Covered Officer, or a member of his or her family, receives improper personal benefits as a result of his or her position as a Fund officer. In addition, investment companies should be sensitive to situations that create apparent, but not actual, conflicts of interest. Service to the Funds should never be subordinated to personal gain an advantage.

Certain conflicts of interest covered by this Code arise out of the relationships between Covered Officers and the Funds that already are subject to conflict of interest provisions in the Investment Company Act of 1940, as amended and the Investment Advisers Act of 1940, as amended. For example, Covered Officers may not individually engage in certain transactions (such as the purchase or sale of securities or other property) with the Funds because of their status as “affiliated persons” of the Funds. Therefore, as to the existing statutory and regulatory prohibitions on individual behavior, they will be deemed to be incorporated in this Code and therefore any material violation will also be deemed a violation of this Code. Covered Officers must in all cases comply with applicable statutes and regulations. In addition, the Funds


and their investment adviser have adopted Codes of Ethics designed to prevent, identify and/or correct violations of these statutes and regulations. This Code does not, and is not intended to, repeat or replace such Codes of Ethics.

As to conflicts arising from, or as a result of the contractual relationship between, the Funds and the investment adviser of which the Covered Officers are also officers or employees, it is recognized by the Board that, subject to the adviser’s fiduciary duties to the Funds, the Covered Officers will in the normal course of their duties (whether formally for the Funds or for the adviser, or for both) be involved in establishing policies and implementing decisions which will have different effects on the adviser and the Funds. The Board recognizes that the participation of the Covered Officers in such activities is inherent in the contractual relationship between the Funds and the adviser and is consistent with the expectation of the Board of the performance by the Covered Officers of their duties as officers of the Funds. In addition, it is recognized by the Board that the Covered Officers may also be officers or employees of other investment companies advised or serviced by the same adviser and the codes which apply to senior officers of those investment companies will apply to the Covered Officers acting in those distinct capacities.

Each Covered Officer must:

 

  ·  

avoid conflicts of interest wherever possible;

  ·  

handle any actual or apparent conflict of interest ethically;

  ·  

not use his or her personal influence or personal relationships to influence investment decisions or financial reporting by an investment company whereby the Covered Officer would benefit personally to the detriment of any of the Funds;

  ·  

not cause an investment company to take action, or fail to take action, for the personal benefit of the Covered Officer rather than the benefit of such company;

  ·  

not use knowledge of portfolio transactions made or contemplated for an investment company to profit or cause others to profit, by the market effect of such transactions; and

  ·  

as described in more detail below, discuss any material transaction or relationship that could reasonably be expected to give rise to a conflict of interest with the Chief Compliance Officer of the Funds (the “CCO”).

Some conflict of interest situations that should always be discussed with the CCO, if material, include the following:

 

  ·  

any outside business activity that detracts from an individual’s ability to devote appropriate time and attention to his or her responsibilities with the Funds;

  ·  

being in the position of supervising, reviewing or having any influence on the job evaluation, pay or benefit of any immediate family member;

  ·  

any direct ownership interest in, or any consulting or employment relationship with, any of the Funds’ service providers, other than its investment adviser, distributor or other Invesco Ltd. affiliated entities and other than a de minimis ownership interest (for purposes of this section of the Code an ownership interest of 1% or less shall constitute a de minimis ownership interest, and an ownership interest of more than 1% creates a rebuttable presumption that there may be a material conflict of interest); and

  ·  

a direct or indirect financial interest in commissions, transaction charges or spreads paid by the Funds for effecting portfolio transactions or for selling or redeeming shares, other than an interest arising from the Covered Officer’s employment with Invesco, its subsidiaries, its parent organizations and any affiliates or subsidiaries thereof, such as compensation or equity ownership, and other than an interest arising from a de minimis ownership interest in a company with which the Funds execute portfolios transactions or a company that receives commissions or other fees related to its sales and redemptions of shares of the Funds (for purposes of this section of the Code an ownership interest of 1% or less shall constitute a de minimis ownership interest, and an ownership interest of more than 1% creates a rebuttable presumption that there may be a material conflict of interest).


  IV.

Disclosure

Each Covered Officer is required to be familiar, and comply, with the Funds’ disclosure controls and procedures so that the Funds’ subject reports and documents filed with the SEC comply in all material respects with the applicable federal securities laws and SEC rules. In addition, each Covered Officer having direct or supervisory authority regarding these SEC filings or the Funds’ other public communications should, to the extent appropriate within his area of responsibility, consult with other officers and employees of the Funds and take other appropriate steps regarding these disclosures with the goal of making full, fair, accurate, timely and understandable disclosure.

Each Covered Officer must:

 

  ·  

familiarize himself/herself with the disclosure requirements applicable to the Funds as well as the business and financial operations of the Funds; and

  ·  

not knowingly misrepresent, or cause others to misrepresent, facts about the Funds to others, whether within or outside the Funds, including representations to the Funds’ internal auditors, independent Directors/Trustees, independent auditors, and to governmental regulators and self-regulatory organizations.

  V.

Compliance

It is the Funds’ policy to comply in all material respects with all applicable governmental laws, rules and regulations. It is the personal responsibility of each Covered Officer to adhere to the standards and restrictions imposed by those laws, rules and regulations, including those relating to affiliated transactions, accounting and auditing matters.

 

  VI.

Reporting and Accountability

Each Covered Officer must:

 

  ·  

upon becoming a Covered Officer and receipt of this Code, sign and submit to the CCO of the Funds (or the CCO’s designee) an acknowledgement stating that he or she has received, read, and understands this Code.

  ·  

annually thereafter submit a form to the CCO of the Funds (or the CCO’s designee) confirming that he or she has received, read and understands this Code and has complied with the requirements of this Code.

  ·  

not retaliate against any employee or other Covered Officer for reports of potential violations that are made in good faith.

  ·  

notify the CCO promptly if he becomes aware of any existing or potential violation of this Code. Failure to do so is itself a violation of this Code.

Except as described otherwise below, the CCO is responsible for applying this Code to specific situations in which questions are presented to him or her and has the authority to interpret this Code in any particular situation. The CCO shall take all action he or she considers appropriate to investigate any actual or potential violations reported to him or her.

The CCO is authorized to consult, as appropriate, with the Chairman of the Audit Committees of the Board, counsel to the Funds and counsel to the Board members who are not “interested persons” of the Funds as defined in the 1940 Act (“Independent Trustees”), and is encouraged to do so.

The CCO is responsible for granting waivers and determining sanctions, as appropriate. In addition, approvals, interpretations, or waivers sought by the Covered Officers may also be considered by the Chairman of the Audit Committees of the Board.

The Funds will follow these procedures in investigating and enforcing this Code, and in reporting on the Code:


  ·  

the CCO will take all appropriate action to investigate any potential violations reported to him or her;

  ·  

any matter that the CCO believes is a violation or potential violation will be reported to the Chairman of the Audit Committees of the Board after such investigation;

  ·  

if the Chairman of the Audit Committees concurs that a violation has occurred, he or she will inform the Board, which will take all appropriate disciplinary or preventive action;

  ·  

appropriate disciplinary or preventive action may include review of, and appropriate modifications to, applicable policies and procedures; notification to appropriate personnel of the investment adviser or its board; or a recommendation to dismiss the Covered Officer; a letter of censure, suspension, dismissal; or, in the event of criminal or other serious violations of law, notification to the SEC or other appropriate law enforcement authorities;

  ·  

the CCO will be responsible for granting waivers of this Code, as appropriate; and

  ·  

any changes to or waivers of this Code will, to the extent required, be disclosed as provided by SEC rules.

  VII.

Other Policies and Procedures

The Funds’ and the Advisers’ and Principal Underwriters’ codes of ethics under Rule 17j-1 under the Investment Company Act and the Advisers’ more detailed policies and procedures set forth in its Compliance and Supervisory Procedures Manual are separate requirements applying to Covered Officers and others, and are not part of this Code.

 

  VIII.

Amendments

Any material amendments to this Code, other than amendments to Exhibit A, must be approved or ratified by a majority vote of the Funds’ Board, including a majority of Independent Trustees.

 

  IX.

Confidentiality

All reports and records prepared or maintained pursuant to this Code shall be considered confidential and shall be maintained and protected accordingly. Except as otherwise required by law or this Code, such matters shall not be disclosed to anyone other than the members of the Funds’ Board, counsel to the Funds, counsel to the Independent Trustees.


Exhibit A

Persons Covered by this Code of Ethics:

Sheri Morris – Principal Executive Officers

Kelli Gallegos – Principal Financial Officer


INVESCO FUNDS

CODE OF ETHICS FOR COVERED OFFICERS--ACKNOWLEDGEMENT

I hereby acknowledge that I am a Principal Officer of the Funds and I am aware of and subject to the Funds’ Code of Ethics for Covered Officers. Accordingly, I have read and understood the requirements of the Code of Ethics for Covered Officers and I am committed to fully comply with the Code of Ethics for Covered Officers

I also recognize my obligation to promote:

1.    Honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships;

2.    Full, fair, accurate, timely, and understandable disclosure in reports and documents that the Funds file with, or submit to, the Commission and in other public communications made by the Funds; and

3.    Compliance with applicable governmental laws, rules, and regulations.

4.    The prompt internal reporting of violations to the Code to an appropriate person or persons identified in the Code; and

5.    Accountability for adherence to the Code.

 

 

  Date

  

      

 

 

  Name:

           Title:

 

EX-99.CERT 3 d857787dex99cert.htm EX-99.CERT EX-99.CERT

I, Sheri Morris, Principal Executive Officer, certify that:

1.     I have reviewed this report on Form N-CSR of AIM Equity Funds (Invesco Equity Funds);

2.     Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.    Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

4.     The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report, based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

5.     The registrant’s other certifying officer and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of trustees (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

    Date: January 3, 2020    /s/ Sheri Morris                                                   
   Sheri Morris, Principal Executive Officer  


I, Kelli Gallegos, Principal Financial Officer, certify that:

1.     I have reviewed this report on Form N-CSR of AIM Equity Funds (Invesco Equity Funds);

2.     Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.    Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

4.     The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report, based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

5.     The registrant’s other certifying officer and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of trustees (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

    Date: January 3, 2020    /s/ Kelli Gallegos                                                    
   Kelli Gallegos, Principal Financial Officer  
EX-99.ACCT 4 d857787dex99acct.htm EX-99.ACCT EX-99.ACCT

Exhibit 99.ACCT

EXHIBIT(a)(4)

Registrant’s Independent Public Accountant

AIM EQUITY FUNDS (INVESCO EQUITY FUNDS)

Invesco Oppenheimer Rising Dividends Fund

The Board of Trustees appointed, upon recommendation of the Audit Committee, PricewaterhouseCoopers LLP (“PwC”) as the independent registered public accounting firm of the Fund for the Fund’s current fiscal year. PwC serves as the independent registered public accounting firm for other Invesco Funds.

Prior to the close of business on May 24, 2019, Oppenheimer Rising Dividends Fund (the “Predecessor Fund”) was an unaffiliated investment company that was audited by a different independent registered public accounting firm (the “Prior Auditor”).    

Effective after the close of business on May 24, 2019, the Prior Auditor resigned as the independent registered public accounting firm of the Predecessor Fund. The Prior Auditor’s report on the financial statements of the Predecessor Fund for the past two years did not contain an adverse opinion or disclaimer of opinion, and was not qualified or modified as to uncertainty, audit scope or accounting principles. During the Predecessor Fund’s two most recent fiscal years and through May 24, 2019, there were no (1) disagreements with the Prior Auditor on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the Prior Auditor’s satisfaction, would have caused it to make reference to that matter in connection with its report; or (2) “reportable events,” as that term is defined in Item 304(a)(1)(v) of Regulation S-K under the Securities Exchange Act of 1934.

The Trust has requested that the Prior Auditor furnish it with a letter addressed to the U.S. Securities and Exchange Commission stating whether or not it agrees with the above statements. A copy of such letter, dated January 3, 2020 is attached as Attachment A to this exhibit.


January 3, 2020

Securities and Exchange Commission

Washington, D.C. 20549

Ladies and Gentlemen:

We were previously principal accountants for Oppenheimer Rising Dividends Fund, and under the date of December 21, 2018, we reported on the financial statements of Oppenheimer Rising Dividends Fund as of and for the years ended October 31, 2018 and 2017. On May 24, 2019, we resigned as independent public accountant.

We have read the statements made by AIM Equity Funds (Invesco Equity Funds) included under Item 13(a)(4) of Form N-CSR dated January 3, 2020, and we agree with such statements except that we are not in a position to agree or disagree with the statement that the Board of Trustees appointed, upon recommendation of the Audit Committee, PricewaterhouseCoopers LLP as the independent registered public accounting firm of Invesco Oppenheimer Rising Dividends Fund.

Very truly yours,

KPMG LLP

EX-99.906CERT 5 d857787dex99906cert.htm EX-99.906CERT EX-99.906CERT

CERTIFICATION OF SHAREHOLDER REPORT

In connection with the Certified Shareholder Report of AIM Equity Funds (Invesco Equity Funds) (the “Company”) on Form N-CSR for the period ended October 31, 2019, as filed with the Securities and Exchange Commission (the “Report”), I, Sheri Morris, Principal Executive Officer of the Company, certify, pursuant to 18 U.S.C. section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002, that:

(1)        The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)        The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

 

    Date: January 3, 2020    /s/ Sheri Morris                                                   
   Sheri Morris, Principal Executive Officer

A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided by the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.


CERTIFICATION OF SHAREHOLDER REPORT

In connection with the Certified Shareholder Report of AIM Equity Funds (Invesco Equity Funds) (the “Company”) on Form N-CSR for the period ended October 31, 2019, as filed with the Securities and Exchange Commission (the “Report”), I, Kelli Gallegos, Principal Financial Officer of the Company, certify, pursuant to 18 U.S.C. section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002, that:

(1)        The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)        The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

 

    Date: January 3, 2020    /s/ Kelli Gallegos                                                    
   Kelli Gallegos, Principal Financial Officer

A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided by the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

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