0000932471-18-007150.txt : 20180927 0000932471-18-007150.hdr.sgml : 20180927 20180927155943 ACCESSION NUMBER: 0000932471-18-007150 CONFORMED SUBMISSION TYPE: N-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20180731 FILED AS OF DATE: 20180927 DATE AS OF CHANGE: 20180927 EFFECTIVENESS DATE: 20180927 FILER: COMPANY DATA: COMPANY CONFORMED NAME: VANGUARD WINDSOR FUNDS CENTRAL INDEX KEY: 0000107606 IRS NUMBER: 510082711 STATE OF INCORPORATION: DE FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: N-Q SEC ACT: 1940 Act SEC FILE NUMBER: 811-00834 FILM NUMBER: 181091004 BUSINESS ADDRESS: STREET 1: PO BOX 2600 STREET 2: V26 CITY: VALLEY FORGE STATE: PA ZIP: 19482 BUSINESS PHONE: 6106691000 MAIL ADDRESS: STREET 1: PO BOX 2600 STREET 2: V26 CITY: VALLEY FORGE STATE: PA ZIP: 19482 FORMER COMPANY: FORMER CONFORMED NAME: VANGUARD WINDSOR FUNDS/ DATE OF NAME CHANGE: 20011121 FORMER COMPANY: FORMER CONFORMED NAME: VANGUARD/WINDSOR FUNDS INC DATE OF NAME CHANGE: 19931203 FORMER COMPANY: FORMER CONFORMED NAME: WINDSOR FUNDS INC DATE OF NAME CHANGE: 19920703 0000107606 S000004417 Vanguard Windsor Fund C000012178 Investor Shares VWNDX C000012179 Admiral Shares VWNEX 0000107606 S000004418 Vanguard Windsor II Fund C000012180 Investor Shares VWNFX C000012181 Admiral Shares VWNAX N-Q 1 windsorfundsfinal.htm windsorfundsfinal.htm - Generated by SEC Publisher for SEC Filing

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM N-Q

QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF
REGISTERED MANAGEMENT COMPANY

 

Investment Company Act file number: 811-00834

 

Name of Registrant: Vanguard Windsor Funds

 

Address of Registrant:

P.O. Box 2600
Valley Forge, PA 19482

 

Name and address of agent for service:

Anne E. Robinson, Esquire
P.O. Box 876
Valley Forge, PA 19482

 

Date of fiscal year end: October 31

 

Date of reporting period: July 31, 2018

 

Item 1: Schedule of Investments

 


Vanguard Windsor Fund    
 
 
 
Schedule of Investments (unaudited)    
As of July 31, 2018    
 
      Market
      Value
    Shares ($000)
Common Stocks (97.4%)1    
Consumer Discretionary (8.9%)    
  Newell Brands Inc. 8,872,953 232,383
  TJX Cos. Inc. 1,947,225 189,387
  Ford Motor Co. 17,932,958 180,047
  Comcast Corp. Class A 4,491,300 160,699
* Norwegian Cruise Line Holdings Ltd. 2,643,698 132,264
  Expedia Group Inc. 940,477 125,873
  DR Horton Inc. 2,678,683 117,058
  Omnicom Group Inc. 1,662,541 114,433
  Interpublic Group of Cos. Inc. 4,983,648 112,381
  General Motors Co. 2,928,508 111,020
  Hilton Worldwide Holdings Inc. 1,240,300 97,562
  Lowe's Cos. Inc. 813,773 80,840
  Lennar Corp. Class A 1,233,568 64,479
  News Corp. Class A 4,001,857 60,308
  Kohl's Corp. 343,475 25,372
      1,804,106
Consumer Staples (5.6%)    
  British American Tobacco plc 3,772,660 207,393
* US Foods Holding Corp. 5,491,493 185,667
  Archer-Daniels-Midland Co. 3,189,300 153,916
  Kroger Co. 4,911,681 142,439
  Walmart Inc. 1,403,400 125,225
* Post Holdings Inc. 1,444,827 125,064
  Coty Inc. Class A 6,782,590 90,955
  Ingredion Inc. 485,354 49,166
  Kellogg Co. 625,000 44,394
      1,124,219
Energy (9.6%)    
  Pioneer Natural Resources Co. 1,428,983 270,464
  Royal Dutch Shell plc ADR 3,336,671 228,128
* Concho Resources Inc. 1,428,936 208,410
  Anadarko Petroleum Corp. 2,709,585 198,206
  Halliburton Co. 3,832,812 162,588
  Chevron Corp. 1,216,900 153,658
  Exxon Mobil Corp. 1,713,960 139,705
* Newfield Exploration Co. 4,715,926 135,442
  BP plc ADR 2,975,024 134,144
  Canadian Natural Resources Ltd. 2,995,561 109,757
  National Oilwell Varco Inc. 1,994,099 96,953
  Cenovus Energy Inc. 6,621,254 66,477
  Murphy Oil Corp. 474,954 15,797
  Baker Hughes a GE Co. 404,150 13,976
      1,933,705
Financials (22.0%)    
  Bank of America Corp. 15,659,374 483,562
  American International Group Inc. 7,274,733 401,638
  Citigroup Inc. 5,503,218 395,626
  MetLife Inc. 7,826,914 358,003

 


 

Wells Fargo & Co. 5,296,691 303,447
Comerica Inc. 2,106,735 204,227
PNC Financial Services Group Inc. 1,364,323 197,595
JPMorgan Chase & Co. 1,559,517 179,267
Arthur J Gallagher & Co. 2,493,514 177,912
Capital One Financial Corp. 1,797,232 169,515
Unum Group 4,027,459 160,011
ING Groep NV ADR 8,733,673 133,363
UBS Group AG 7,567,589 124,260
* AXA Equitable Holdings Inc. 5,594,427 123,021
Morgan Stanley 2,395,936 121,139
* Voya Financial Inc. 2,353,572 118,902
Goldman Sachs Group Inc. 493,525 117,178
Axis Capital Holdings Ltd. 1,685,313 95,321
Franklin Resources Inc. 2,695,150 92,498
Intercontinental Exchange Inc. 980,817 72,492
KeyCorp 3,143,625 65,607
Fifth Third Bancorp 2,159,384 63,896
* KKR & Co. Inc. Class A 2,130,259 58,327
M&T Bank Corp. 313,885 54,412
Principal Financial Group Inc. 929,473 53,984
Willis Towers Watson plc 205,562 32,771
Zions Bancorporation 606,260 31,344
Allstate Corp. 308,319 29,327
Invesco Ltd. 695,225 18,764
* Brighthouse Financial Inc. 184,920 8,031
    4,445,440
Health Care (13.5%)    
Bristol-Myers Squibb Co. 6,017,627 353,536
UnitedHealth Group Inc. 1,170,723 296,451
* Mylan NV 7,657,017 285,683
Medtronic plc 2,956,114 266,730
Koninklijke Philips NV 4,577,201 200,939
Allergan plc 991,279 182,485
HCA Healthcare Inc. 1,399,866 173,905
Amgen Inc. 847,946 166,664
McKesson Corp. 1,301,548 163,474
Merck & Co. Inc. 2,367,092 155,920
* Biogen Inc. 398,772 133,337
Pfizer Inc. 3,236,417 129,230
* Express Scripts Holding Co. 1,328,137 105,534
CVS Health Corp. 688,190 44,636
Cardinal Health Inc. 822,527 41,085
Cigna Corp. 170,556 30,601
    2,730,210
Industrials (9.9%)    
Harris Corp. 1,591,815 262,570
Eaton Corp. plc 2,830,929 235,448
* IHS Markit Ltd. 3,530,565 187,226
Honeywell International Inc. 1,068,834 170,639
Raytheon Co. 810,210 160,446
* Sensata Technologies Holding plc 2,867,412 155,901
Johnson Controls International plc 3,920,600 147,062
Dover Corp. 1,596,742 132,498
JB Hunt Transport Services Inc. 1,067,005 127,934
General Electric Co. 7,997,178 109,002

 


 

  American Airlines Group Inc. 2,189,529 86,574
  Stanley Black & Decker Inc. 368,612 55,096
  Parker-Hannifin Corp. 317,760 53,717
^ Schneider National Inc. Class B 1,739,179 45,462
  L3 Technologies Inc. 166,050 35,608
  Knight-Swift Transportation Holdings Inc. 801,847 26,100
      1,991,283
Information Technology (14.8%)    
  Broadcom Inc. 1,379,946 306,031
* Arrow Electronics Inc. 3,675,285 278,734
* Micron Technology Inc. 4,694,344 247,814
  Lam Research Corp. 1,180,375 225,027
  Apple Inc. 1,091,817 207,762
* VeriSign Inc. 1,372,302 199,299
* Keysight Technologies Inc. 3,162,727 183,438
  KLA-Tencor Corp. 1,542,970 181,176
  Marvell Technology Group Ltd. 7,975,183 169,951
  Oracle Corp. 3,473,300 165,607
  SS&C Technologies Holdings Inc. 2,968,761 157,552
  Cisco Systems Inc. 3,716,139 157,155
  QUALCOMM Inc. 2,296,812 147,203
  Hewlett Packard Enterprise Co. 8,187,213 126,411
  Cognizant Technology Solutions Corp. Class A 1,364,386 111,197
  Cypress Semiconductor Corp. 4,626,400 82,396
  Microsoft Corp. 310,179 32,904
  Micro Focus International plc ADR 126,795 2,054
      2,981,711
Materials (4.8%)    
  Celanese Corp. Class A 2,186,499 258,247
  FMC Corp. 2,198,957 197,642
* Alcoa Corp. 2,959,290 128,049
  Reliance Steel & Aluminum Co. 1,229,405 110,892
  PPG Industries Inc. 982,613 108,736
  Vulcan Materials Co. 851,400 95,357
  International Paper Co. 1,447,616 77,781
      976,704
Other (0.4%)    
^,2 Vanguard Value ETF 703,525 76,445
 
Real Estate (3.2%)    
  American Tower Corp. 1,683,997 249,636
  Host Hotels & Resorts Inc. 7,387,345 154,691
  Public Storage 565,589 123,202
  Weyerhaeuser Co. 3,468,407 118,550
      646,079
Telecommunication Services (1.6%)    
  Verizon Communications Inc. 5,598,340 289,098
  AT&T Inc. 815,225 26,063
  Nippon Telegraph & Telephone Corp. 310,200 14,348
      329,509
Utilities (3.1%)    
  Edison International 3,529,009 235,138
  NextEra Energy Inc. 1,225,702 205,354
  Sempra Energy 880,465 101,773
  Avangrid Inc. 1,258,907 63,021

 


 

  Entergy Corp.     367,502 29,870
          635,156
Total Common Stocks (Cost $14,492,435)       19,674,567
    Coupon      
Temporary Cash Investments (2.9%)1        
Money Market Fund (1.6%)        
3,4 Vanguard Market Liquidity Fund 2.145%   3,341,483 334,149
        Face  
      Maturity Amount  
      Date ($000)  
Repurchase Agreement (1.2%)        
  Bank of America Securities, LLC        
  (Dated 7/31/18, Repurchase Value        
  $242,513,000, collateralized by Federal        
  National Mortgage Assn. 3.000%-4.500%,        
  2/1/26-5/1/48, with a value of        
  $247,350,000) 1.930% 8/1/18 242,500 242,500
 
U.S. Government and Agency Obligations (0.1%)        
  United States Treasury Bill 1.928% 10/4/18 3,000 2,990
5 United States Treasury Bill 1.982% 10/18/18 3,100 3,087
5 United States Treasury Bill 2.034% 11/15/18 2,300 2,286
5 United States Treasury Bill 2.122% 1/10/19 2,000 1,981
          10,344
Total Temporary Cash Investments (Cost $587,009)       586,993
Total Investments (100.3%) (Cost $15,079,444)       20,261,560
Other Assets and Liabilities-Net (-0.3%)4       (55,150)
Net Assets (100%)       20,206,410

 

* Non-income-producing security.
^ Includes partial security positions on loan to broker-dealers. The total value of securities on loan is $29,415,000.
1 The fund invests a portion of its cash reserves in equity markets through the use of index futures contracts. After
giving effect to futures investments, the fund's effective common stock and temporary cash investment positions
represent 98.1% and 2.2%, respectively, of net assets.
2 Considered an affiliated company of the fund as the issuer is another member of The Vanguard Group.
3 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by
Vanguard. Rate shown is the 7-day yield.
4 Includes $30,049,000 of collateral received for securities on loan.
5 Securities with a value of $6,707,000 have been segregated as initial margin for open futures contracts.
ADR—American Depositary Receipt.

Derivative Financial Instruments Outstanding as of Period End      
Futures Contracts        
        ($000)
        Value and
    Number of   Unrealized
    Long (Short) Notional  Appreciation
  Expiration Contracts Amount  (Depreciation)
Long Futures Contracts        
E-mini S&P 500 Index 9/21/2018 1,072 150,997 1,486

 


 

Windsor Fund

Unrealized appreciation (depreciation) on open futures contracts is required to be treated as realized gain (loss) for tax purposes.

Forward Currency Contracts            
      Contract Amount (000)  
            Unrealized
  Contract         Appreciation
  Settlement         (Depreciation)
Counterparty Date   Receive   Deliver ($000)
Toronto-Dominion Bank 9/19/18 JPY 1,502,000 USD 13,685 (206)
Deutsche Bank AG 9/19/18 JPY 738,100 USD 6,586 38
Bank of America, N.A. 9/19/18 USD 34,522 JPY 3,790,446 505
            337
JPY—Japanese yen.            
USD—U.S. dollar.            

 

Unrealized appreciation (depreciation) on open forward currency contracts is treated as realized gain (loss) for tax purposes.

A. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been affected by events occurring before the fund's pricing time but after the close of the securities’ primary markets, are valued at their fair values calculated according to procedures adopted by the board of trustees. These procedures include obtaining quotations from an independent pricing service, monitoring news to identify significant market- or security-specific events, and evaluating changes in the values of foreign market proxies (for example, ADRs, futures contracts, or exchange-traded funds), between the time the foreign markets close and the fund's pricing time. When fair-value pricing is employed, the prices of securities used by a fund to calculate its net asset value may differ from quoted or published prices for the same securities. Investments in Vanguard Market Liquidity Fund are valued at that fund’s net asset value. Temporary cash investments are valued using the latest bid prices or using valuations based on a matrix system (which considers such factors as security prices, yields, maturities, and ratings), both as furnished by independent pricing services.

B. Foreign Currency: Securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars using exchange rates obtained from an independent third party as of the fund's pricing time on the valuation date. Realized gains (losses) and unrealized appreciation (depreciation) on investment securities include the effects of changes in exchange rates since the securities were purchased, combined with the effects of changes in security prices. Fluctuations in the value of other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains (losses) until the assets or liabilities are settled in cash, at which time they are recorded as realized foreign currency gains (losses).


 

Windsor Fund

C. Repurchase Agreements: The fund enters into repurchase agreements with institutional counterparties. Securities pledged as collateral to the fund under repurchase agreements are held by a custodian bank until the agreements mature, and in the absence of a default, such collateral cannot be repledged, resold, or rehypothecated. Each agreement requires that the market value of the collateral be sufficient to cover payments of interest and principal. The fund further mitigates its counterparty risk by entering into repurchase agreements only with a diverse group of prequalified counterparties, monitoring their financial strength, and entering into master repurchase agreements with its counterparties. The master repurchase agreements provide that, in the event of a counterparty's default (including bankruptcy), the fund may terminate any repurchase agreements with that counterparty, determine the net amount owed, and sell or retain the collateral up to the net amount owed to the fund. Such action may be subject to legal proceedings, which may delay or limit the disposition of collateral.

D. Various inputs may be used to determine the value of the fund's investments. These inputs are summarized in three broad levels for financial statement purposes. The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those securities.

Level 1—Quoted prices in active markets for identical securities.

Level 2—Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).

Level 3—Significant unobservable inputs (including the fund's own assumptions used to determine the fair value of investments). Any investments valued with significant unobservable inputs are noted on the Schedule of Investments.

The following table summarizes the market value of the fund's investments as of July 31, 2018, based on the inputs used to value them:

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks 19,251,888 422,679
Temporary Cash Investments 334,149 252,844
Futures Contracts—Assets1 886
Forward Currency Contracts—Assets 543
Forward Currency Contracts—Liabilities   (206)  
Total 19,586,923 675,860
1 Represents variation margin on the last day of the reporting period.      

 

E. Futures and Forward Currency Contracts: The fund uses index futures contracts to a limited extent, with the objective of maintaining full exposure to the stock market while maintaining liquidity. The fund may purchase or sell futures contracts to achieve a desired level of investment, whether to accommodate portfolio turnover or cash flows from capital share transactions. The primary risks associated with the use of futures contracts are imperfect correlation between changes in market values of stocks held by the fund and the prices of futures contracts, and the possibility of an illiquid market. Counterparty risk involving futures is mitigated because a regulated clearinghouse is the counterparty instead of the clearing broker. To further mitigate counterparty risk, the fund trades futures contracts on an exchange, monitors the financial strength of its clearing brokers and clearinghouse, and has entered into clearing agreements with its clearing brokers. The clearinghouse imposes initial margin requirements to secure the fund's performance and requires daily settlement of variation margin representing changes in the market value of each contract. Any assets pledged as initial margin for open contracts are noted in the Schedule of Investments.


 

Windsor Fund

The fund enters into forward currency contracts to provide the appropriate currency exposure related to any open futures contracts or to protect the value of securities and related receivables and payables against changes in foreign exchange rates. The fund's risks in using these contracts include movement in the values of the foreign currencies relative to the U.S. dollar and the ability of the counterparties to fulfill their obligations under the contracts. The fund mitigates its counterparty risk by entering into forward currency contracts only with a diverse group of prequalified counterparties, monitoring their financial strength, entering into master netting arrangements with its counterparties, and requiring its counterparties to transfer collateral as security for their performance. In the absence of a default, the collateral pledged or received by the fund cannot be repledged, resold, or rehypothecated. The master netting arrangements provide that, in the event of a counterparty’s default (including bankruptcy), the fund may terminate the forward currency contracts, determine the net amount owed by either party in accordance with its master netting arrangements, and sell or retain any collateral held up to the net amount owed to the fund under the master netting arrangements. The forward currency contracts contain provisions whereby a counterparty may terminate open contracts if the fund's net assets decline below a certain level, triggering a payment by the fund if the fund is in a net liability position at the time of the termination. The payment amount would be reduced by any collateral the fund has pledged. Any assets pledged as collateral for open contracts are noted in the Schedule of Investments. The value of collateral received or pledged is compared daily to the value of the forward currency contracts exposure with each counterparty, and any difference, if in excess of a specified minimum transfer amount, is adjusted and settled within two business days.

Futures contracts are valued at their quoted daily settlement prices. Forward currency contracts are valued at their quoted daily prices obtained from an independent third party, adjusted for currency risk based on the expiration date of each contract. The notional amounts of the contracts are not recorded in the Schedule of Investments. Fluctuations in the value of the contracts are recorded as an asset (liability).

F. At July 31, 2018, the cost of investment securities for tax purposes was $15,079,444,000. Net unrealized appreciation of investment securities for tax purposes was $5,182,116,000, consisting of unrealized gains of $5,573,472,000 on securities that had risen in value since their purchase and $391,356,000 in unrealized losses on securities that had fallen in value since their purchase.


Vanguard Windsor II Fund    
 
 
 
Schedule of Investments (unaudited)    
As of July 31, 2018    
 
      Market
      Value
    Shares ($000)
Common Stocks (98.2%)1    
Consumer Discretionary (10.1%)    
  Lowe's Cos. Inc. 9,995,896 992,992
  Comcast Corp. Class A 22,509,107 805,376
  Dollar General Corp. 6,390,991 627,276
2 Adient plc 6,032,177 287,313
  Aptiv plc 2,126,576 208,553
  General Motors Co. 5,381,238 204,003
* Discovery Communications Inc. 8,064,700 197,988
  McDonald's Corp. 1,231,725 194,046
  Omnicom Group Inc. 2,692,524 185,326
  DR Horton Inc. 3,837,656 167,706
  Starbucks Corp. 2,865,270 150,112
  Lennar Corp. Class A 2,807,920 146,770
* Dollar Tree Inc. 1,359,700 124,113
  CBS Corp. Class B 1,801,200 94,869
  Goodyear Tire & Rubber Co. 3,212,700 77,780
  Magna International Inc. 1,209,800 73,532
  Harley-Davidson Inc. 1,315,300 56,413
  Genuine Parts Co. 563,581 54,842
* AutoZone Inc. 75,110 52,992
  Whirlpool Corp. 357,300 46,842
  Publicis Groupe SA 687,520 43,875
  Interpublic Group of Cos. Inc. 1,543,200 34,799
  Bed Bath & Beyond Inc. 1,630,200 30,534
  Hyundai Motor Co. 263,261 30,510
*,^ Discovery Communications Inc. Class A 1,118,000 29,716
* Meritage Homes Corp. 284,390 12,271
  Best Buy Co. Inc. 34,271 2,571
  Las Vegas Sands Corp. 34,291 2,466
  Lennar Corp. Class B 47,457 2,050
  Lear Corp. 11,027 1,986
  PulteGroup Inc. 65,230 1,858
* Liberty Media Corp-Liberty SiriusXM A 39,309 1,853
  Ralph Lauren Corp. Class A 13,450 1,816
  Kohl's Corp. 22,205 1,640
  News Corp. Class B 96,906 1,483
  H&R Block Inc. 39,712 999
  Macy's Inc. 23,318 926
  Gentex Corp. 33,349 774
  Toll Brothers Inc. 19,044 672
* Liberty Latin America Ltd. Class A 25,863 494
  Twenty-First Century Fox Inc. 9,900 440
  Ford Motor Co. 26,795 269
  Darden Restaurants Inc. 1,686 180
* Liberty Media Corp-Liberty SiriusXM C 1,873 89
      4,953,115
Consumer Staples (6.4%)    
  Philip Morris International Inc. 7,041,262 607,661
  Altria Group Inc. 8,558,293 502,201

 


 

Coca-Cola Co. 10,768,387 502,130
Imperial Brands plc ADR 12,623,648 483,612
PepsiCo Inc. 2,911,021 334,767
Procter & Gamble Co. 2,008,251 162,427
Mondelez International Inc. Class A 2,751,913 119,378
Nestle SA 1,448,100 118,011
Kroger Co. 3,907,152 113,307
Unilever plc ADR 1,411,600 80,475
Molson Coors Brewing Co. Class B 1,022,678 68,519
Kellogg Co. 525,976 37,360
Lamb Weston Holdings Inc. 31,043 2,181
Sysco Corp. 31,258 2,101
JM Smucker Co. 18,716 2,080
Walmart Inc. 20,950 1,869
Ingredion Inc. 13,574 1,375
Tyson Foods Inc. Class A 18,811 1,085
Conagra Brands Inc. 3,392 125
Clorox Co. 755 102
    3,140,766
Energy (12.5%)    
Schlumberger Ltd. 11,962,334 807,697
ConocoPhillips 10,008,775 722,333
BP plc ADR 15,266,487 688,366
Occidental Petroleum Corp. 7,748,656 650,345
Phillips 66 4,932,531 608,378
Chevron Corp. 3,674,745 464,010
Apache Corp. 5,815,900 267,531
Suncor Energy Inc. 5,853,380 246,661
Marathon Oil Corp. 11,184,226 236,211
Hess Corp. 3,408,500 223,700
Halliburton Co. 5,173,125 219,444
EOG Resources Inc. 1,669,500 215,265
Cabot Oil & Gas Corp. 7,483,823 175,870
National Oilwell Varco Inc. 2,629,500 127,846
Murphy Oil Corp. 3,585,435 119,252
Royal Dutch Shell plc ADR 1,718,906 117,522
Pioneer Natural Resources Co. 596,912 112,978
Andeavor 429,700 64,481
* Kosmos Energy Ltd. 5,732,500 43,452
Exxon Mobil Corp. 95,831 7,811
Valero Energy Corp. 25,104 2,971
Anadarko Petroleum Corp. 30,300 2,216
HollyFrontier Corp. 28,501 2,126
* Continental Resources Inc. 24,921 1,592
    6,128,058
Financials (19.5%)    
Wells Fargo & Co. 26,654,047 1,527,010
JPMorgan Chase & Co. 9,481,566 1,089,906
Citigroup Inc. 13,099,865 941,749
American International Group Inc. 13,536,166 747,332
US Bancorp 12,452,062 660,084
Bank of America Corp. 20,146,621 622,128
American Express Co. 6,029,617 600,068
Bank of New York Mellon Corp. 9,118,578 487,570
Citizens Financial Group Inc. 8,279,348 329,352
SunTrust Banks Inc. 4,213,351 303,656

 


 

Intercontinental Exchange Inc. 3,588,300 265,211
Fifth Third Bancorp 6,824,114 201,926
Capital One Financial Corp. 1,831,000 172,700
Goldman Sachs Group Inc. 614,718 145,953
Aon plc 1,001,350 143,744
Navient Corp. 9,795,109 129,393
Travelers Cos. Inc. 948,800 123,477
Sterling Bancorp 5,557,600 123,379
Discover Financial Services 1,723,300 123,061
* SLM Corp. 9,795,020 110,586
State Street Corp. 1,067,966 94,312
Barclays plc 36,326,564 92,408
Commerce Bancshares Inc. 1,360,950 90,911
* AXA Equitable Holdings Inc. 3,869,700 85,095
Ally Financial Inc. 2,109,470 56,449
China Construction Bank Corp. 56,748,000 51,884
CIT Group Inc. 821,600 43,487
Banco de Sabadell SA 24,989,467 41,602
Sumitomo Mitsui Financial Group Inc. 1,036,900 41,152
Morgan Stanley 790,548 39,970
Synchrony Financial 1,360,621 39,376
Industrial & Commercial Bank of China Ltd. 45,262,000 33,637
Aflac Inc. 62,594 2,913
Allstate Corp. 27,702 2,635
Regions Financial Corp. 127,570 2,374
Progressive Corp. 39,036 2,343
Santander Consumer USA Holdings Inc. 110,783 2,132
Torchmark Corp. 22,875 2,015
T. Rowe Price Group Inc. 16,284 1,939
Zions Bancorporation 37,371 1,932
Comerica Inc. 19,889 1,928
Ameriprise Financial Inc. 13,203 1,923
* E*TRADE Financial Corp. 31,927 1,910
Brown & Brown Inc. 63,635 1,862
Unum Group 37,831 1,503
Lincoln National Corp. 17,887 1,218
MetLife Inc. 17,059 780
Fidelity National Financial Inc. 11,290 457
* Voya Financial Inc. 3,663 185
* SVB Financial Group 548 169
PNC Financial Services Group Inc. 1,092 158
    9,588,944
Health Care (16.6%)    
Medtronic plc 16,049,968 1,448,189
Pfizer Inc. 33,312,316 1,330,161
Johnson & Johnson 8,578,956 1,136,883
* Express Scripts Holding Co. 8,193,786 651,078
Sanofi ADR 13,826,565 599,520
CVS Health Corp. 7,430,465 481,940
Cardinal Health Inc. 7,858,003 392,507
UnitedHealth Group Inc. 1,292,500 327,287
Anthem Inc. 1,177,267 297,848
Gilead Sciences Inc. 2,946,100 229,295
Cigna Corp. 1,129,855 202,718
Zoetis Inc. 1,936,447 167,464
GlaxoSmithKline plc ADR 3,261,600 135,650
Danaher Corp. 1,308,451 134,221

 


 

* Biogen Inc. 365,615 122,251
Humana Inc. 344,910 108,364
Roche Holding AG 429,900 105,603
Merck & Co. Inc. 1,246,839 82,129
Thermo Fisher Scientific Inc. 252,700 59,266
AbbVie Inc. 591,281 54,534
Koninklijke Philips NV 998,311 43,746
Zimmer Biomet Holdings Inc. 325,300 40,832
Eli Lilly & Co. 48,159 4,759
* Laboratory Corp. of America Holdings 12,703 2,227
Amgen Inc. 10,863 2,135
Agilent Technologies Inc. 31,405 2,074
Universal Health Services Inc. Class B 16,330 1,994
Quest Diagnostics Inc. 15,427 1,662
Abbott Laboratories 22,038 1,444
Perrigo Co. plc 16,339 1,316
* IQVIA Holdings Inc. 9,700 1,183
    8,170,280
Industrials (9.0%)    
United Technologies Corp. 7,532,341 1,022,440
Johnson Controls International plc 23,172,228 869,190
General Electric Co. 42,062,736 573,315
General Dynamics Corp. 1,647,473 329,099
Raytheon Co. 1,403,156 277,867
Eaton Corp. plc 2,944,418 244,887
Honeywell International Inc. 975,921 155,806
Norfolk Southern Corp. 911,918 154,114
CNH Industrial NV 12,311,700 144,293
Cummins Inc. 949,181 135,553
Wabtec Corp. 1,119,500 123,503
Rockwell Automation Inc. 606,602 113,774
Deere & Co. 650,600 94,200
Stanley Black & Decker Inc. 488,022 72,945
* Gates Industrial Corp. plc 3,249,200 50,590
PACCAR Inc. 660,878 43,433
Embraer SA ADR 1,339,300 27,389
WW Grainger Inc. 7,490 2,596
Allison Transmission Holdings Inc. 43,017 2,022
Expeditors International of Washington Inc. 24,293 1,851
Caterpillar Inc. 11,384 1,637
KAR Auction Services Inc. 24,765 1,472
American Airlines Group Inc. 30,912 1,222
Pentair plc 16,050 717
Waste Management Inc. 5,869 528
Delta Air Lines Inc. 6,691 364
    4,444,807
Information Technology (17.4%)    
Microsoft Corp. 15,950,592 1,692,039
Oracle Corp. 19,761,855 942,245
Apple Inc. 4,655,636 885,921
QUALCOMM Inc. 10,525,649 674,589
* Alphabet Inc. Class A 458,898 563,169
* Alphabet Inc. Class C 396,656 482,833
Cisco Systems Inc. 9,532,771 403,141
Samsung Electronics Co. Ltd. 7,670,000 318,384
Hewlett Packard Enterprise Co. 20,545,000 317,215

 


 

Taiwan Semiconductor Manufacturing Co. Ltd. ADR 7,567,119 311,841
Intel Corp. 5,011,988 241,077
* eBay Inc. 7,163,134 239,607
* Visa Inc. Class A 1,456,600 199,175
Corning Inc. 5,910,900 196,124
Analog Devices Inc. 1,918,801 184,473
Telefonaktiebolaget LM Ericsson ADR 20,439,100 160,651
Skyworks Solutions Inc. 1,594,600 150,817
Motorola Solutions Inc. 1,175,720 142,615
DXC Technology Co. 1,584,500 134,271
* Worldpay Inc. Class A 941,100 77,349
* Palo Alto Networks Inc. 378,300 75,002
* Electronic Arts Inc. 324,780 41,815
* Teradata Corp. 943,500 36,127
TE Connectivity Ltd. 385,300 36,052
International Business Machines Corp. 29,310 4,248
HP Inc. 129,411 2,987
NetApp Inc. 32,184 2,495
* Advanced Micro Devices Inc. 113,192 2,075
Western Union Co. 100,508 2,026
Seagate Technology plc 36,619 1,927
Marvell Technology Group Ltd. 85,927 1,831
* Dell Technologies Inc. Class V 19,093 1,766
* NVIDIA Corp. 7,050 1,726
* Micron Technology Inc. 27,056 1,428
* Zebra Technologies Corp. 9,836 1,357
Broadcom Inc. 3,150 699
* First Solar Inc. 5,999 314
    8,531,411
Materials (3.3%)    
Air Products & Chemicals Inc. 4,169,234 684,463
DowDuPont Inc. 9,519,293 654,642
International Paper Co. 1,717,600 92,287
Steel Dynamics Inc. 1,850,750 87,152
Vulcan Materials Co. 623,300 69,810
LyondellBasell Industries NV Class A 24,787 2,746
Huntsman Corp. 64,264 2,155
Freeport-McMoRan Inc. 127,950 2,111
Westlake Chemical Corp. 16,950 1,817
* Alcoa Corp. 41,047 1,776
WR Grace & Co. 4,922 363
Reliance Steel & Aluminum Co. 2,945 266
Chemours Co. 1,356 62
    1,599,650
Other (0.4%)    
SPDR S&P 500 ETF Trust 460,743 129,621
3 Vanguard Value ETF 444,068 48,252
    177,873
Real Estate (0.4%)    
Prologis Inc. 2,632,686 172,757
Weyerhaeuser Co. 71,392 2,440
Host Hotels & Resorts Inc. 107,130 2,243
Jones Lang LaSalle Inc. 11,651 1,993
Gaming and Leisure Properties Inc. 53,909 1,958
Park Hotels & Resorts Inc. 61,121 1,912
Spirit Realty Capital Inc. 213,943 1,791

 


 

  Extra Space Storage Inc.     17,807 1,673
          186,767
Telecommunication Services (1.2%)        
  Verizon Communications Inc.     4,217,099 217,771
  Vodafone Group plc ADR     7,857,536 192,902
  AT&T Inc.     5,584,943 178,551
          589,224
Utilities (1.4%)        
  Exelon Corp.     5,790,054 246,077
  Dominion Energy Inc.     3,355,835 240,647
  Southern Co.     1,786,800 86,838
  PPL Corp.     2,930,300 84,305
  NextEra Energy Inc.     24,374 4,084
  FirstEnergy Corp.     70,945 2,514
  Entergy Corp.     27,562 2,240
  AES Corp.     151,790 2,028
  MDU Resources Group Inc.     68,704 1,992
  NRG Energy Inc.     59,038 1,870
  National Fuel Gas Co.     26,382 1,417
  Public Service Enterprise Group Inc.     1,291 66
          674,078
Total Common Stocks (Cost $34,444,990)       48,184,973
    Coupon      
Temporary Cash Investments (2.1%)1        
Money Market Fund (2.0%)        
4,5 Vanguard Market Liquidity Fund 2.145%   9,748,716 974,872
 
        Face  
      Maturity Amount  
      Date ($000)  
U.S. Government and Agency Obligations (0.1%)      
  United States Treasury Bill 1.941% 9/27/18 7,200 7,178
6 United States Treasury Bill 1.934% 10/11/18 100 100
6 United States Treasury Bill 2.022%–2.078% 11/15/18 12,100 12,029
6 United States Treasury Bill 2.033% 11/23/18 15,000 14,905
          34,212
Total Temporary Cash Investments (Cost $1,009,138)     1,009,084
Total Investments (100.3%) (Cost $35,454,128)       49,194,057
Other Assets and Liabilities-Net (-0.3%)5       (126,850)
Net Assets (100%)       49,067,207

 

* Non-income-producing security.
^ Includes partial security positions on loan to broker-dealers. The total value of securities on loan is $4,678,000.
1 The fund invests a portion of its cash reserves in equity markets through the use of index futures contracts. After
giving effect to futures investments, the fund's effective common stock and temporary cash investment positions
represent 98.8% and 1.5%, respectively, of net assets.
2 Considered an affiliated company of the fund as the fund owns more than 5% of the outstanding voting securities
of such company.
3 Considered an affiliated company of the fund as the issuer is another member of The Vanguard Group.
4 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by
Vanguard. Rate shown is the 7-day yield.
5 Includes $4,752,000 of collateral received for securities on loan.
6 Securities with a value of $13,319,000 have been segregated as initial margin for open futures contracts.
ADR—American Depositary Receipt.


 

Windsor II Fund        
 
 
Derivative Financial Instruments Outstanding as of Period End      
Futures Contracts        
        ($000)
        Value and
    Number of   Unrealized
    Long (Short) Notional  Appreciation
  Expiration Contracts  Amount (Depreciation)
Long Futures Contracts        
E-mini S&P 500 Index September 2018 2,135 300,725 1,215

 

Unrealized appreciation (depreciation) on open futures contracts is required to be treated as realized gain (loss) for tax purposes.

A. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been materially affected by events occurring before the fund's pricing time but after the close of the securities’ primary markets, are valued by methods deemed by the board of trustees to represent fair value. These procedures include obtaining quotations from an independent pricing service,monitoring news to identify significant market- or security-specific events, and evaluating changesin the values of foreign market proxies (for example, ADRs, futures contracts, or exchange-tradedfunds), between the time the foreign markets close and the fund’s pricing time. When fair-valuepricing is employed, the prices of securities used by a fund to calculate its net asset value may differfrom quoted or published prices for the same securities. Investments in Vanguard Market Liquidity Fund are valued at that fund's net asset value. Temporary cash investments are valued using the latest bid prices or using valuations based on a matrix system (which considers such factors as security prices, yields, maturities, and ratings), both as furnished by independent pricing services.

B. Foreign Currency: Securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars using exchange rates obtained from an independent third party as of the fund's pricing time on the valuation date. Realized gains (losses) and unrealized appreciation (depreciation) on investment securities include the effects of changes in exchange rates since the securities were purchased, combined with the effects of changes in security prices. Fluctuations in the value of other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains (losses) until the assets or liabilities are settled in cash, at which time they are recorded as realized foreign currency gains (losses).

C. Various inputs may be used to determine the value of the fund's investments. These inputs are summarized in three broad levels for financial statement purposes. The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those securities.

Level 1—Quoted prices in active markets for identical securities.

Level 2—Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).

Level 3—Significant unobservable inputs (including the fund's own assumptions used to determine the fair value of investments). Any investments valued with significant unobservable inputs are noted on the Schedule of Investments.

The following table summarizes the market value of the fund's investments as of July 31, 2018, based on the inputs used to value them:


 

Windsor II Fund      
 
 
 
 
  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks 47,307,906 877,067
Temporary Cash Investments 974,872 34,212
Futures Contracts—Assets1 1,667
Total 48,284,445 911,279
1 Represents variation margin on the last day of the reporting period.      

 

D. Futures Contracts: The fund uses index futures contracts to a limited extent, with the objective of maintaining full exposure to the stock market while maintaining liquidity. The fund may purchase or sell futures contracts to achieve a desired level of investment, whether to accommodate portfolio turnover or cash flows from capital share transactions. The primary risks associated with the use of futures contracts are imperfect correlation between changes in market values of stocks held by the fund and the prices of futures contracts, and the possibility of an illiquid market. Counterparty risk involving futures is mitigated because a regulated clearinghouse is the counterparty instead of the clearing broker. To further mitigate counterparty risk, the fund trades futures contracts on an exchange, monitors the financial strength of its clearing brokers and clearinghouse, and has entered into clearing agreements with its clearing brokers. The clearinghouse imposes initial margin requirements to secure the fund's performance and requires daily settlement of variation margin representing changes in the market value of each contract. Any assets pledged as initial margin for open contracts are noted in the Schedule of Investments.

Futures contracts are valued at their quoted daily settlement prices. The notional amounts of the contracts are not recorded in the Schedule of Investments. Fluctuations in the value of the contracts are recorded as an asset (liability).

E. At July 31, 2018, the cost of investment securities for tax purposes was $35,454,128,000. Net unrealized appreciation of investment securities for tax purposes was $13,739,929,000, consisting of unrealized gains of $15,278,072,000 on securities that had risen in value since their purchase and $1,538,143,000 in unrealized losses on securities that had fallen in value since their purchase.

F. Certain of the fund's investments are in companies that are considered to be affiliated companies of the fund because the fund owns more than 5% of the outstanding voting securities of the company or the issuer is another member of The Vanguard Group. Transactions during the period in securities of these companies were as follows:

          Current Period Transactions  
  Oct. 31,   Proceeds Net   Change in     July 31,
  2017   from Realized  Net   Capital Gain 2018
  Market  Purchases  Securities Gain  Unrealized   Distributions Market
  Value at Cost Sold (Loss)  App.(Dep.) Income Received Value
  ($000) ($000) ($000) ($000) ($000) ($000) ($000) ($000)
Adient plc NA1 242,129 41,294 (9,010) (152,454) 4,045 287,313
Vanguard Market                
Liquidity Fund 1,240,439 NA2 NA2 (49) (45) 14,270 974,872
Vanguard Value ETF 64,101 19,769 10,631 (6,711) 955 48,252
Total 1,304,540 242,129 61,063 1,572 (159,210) 19,270 — 1,310,437

 

1 Not applicable—at October 31, 2017, the issuer was not an affiliated company of the fund.
2 Not applicable—purchases and sales are for temporary cash investment purposes.


 

Windsor II Fund


Item 2: Controls and Procedures

(a) Disclosure Controls and Procedures. The Principal Executive and Financial Officers concluded that the Registrant’s Disclosure Controls and Procedures are effective based on their evaluation of the Disclosure Controls and Procedures as of a date within 90 days of the filing date of this report.

(b) Internal Control Over Financial Reporting. During the last fiscal quarter, there was no significant change in the Registrant’s internal control over financial reporting that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 3: Exhibits

(a) Certifications

  VANGUARD WINDSOR FUNDS

 

By:

/s/ MORTIMER J. BUCKLEY*
  MORTIMER J. BUCKLEY
  CHIEF EXECUTIVE OFFICER

 

Date: September 13, 2018

Pursuant to the requirements of the Securities 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.

 

  VANGUARD WINDSOR FUNDS

 

By:

/s/ MORTIMER J. BUCKLEY*
  MORTIMER J. BUCKLEY
  CHIEF EXECUTIVE OFFICER

Date: September 13, 2018

 

VANGUARD WINDSOR FUNDS

 

By:

/s/ THOMAS J. HIGGINS*
  THOMAS J. HIGGINS
  CHIEF FINANCIAL OFFICER

Date: September 13, 2018

 

*By: /s/ Anne E. Robinson
Anne E. Robinson, pursuant to a Power of Attorney filed on January 18, 2018 see file Number 33-32216, Incorporated by Reference.

EX-99.CERT 2 windsorcertifications.htm windsorcertifications.htm - Generated by SEC Publisher for SEC Filing

CERTIFICATIONS

I, Mortimer J. Buckley, certify that:

1. I have reviewed this report on Form N-Q of Vanguard Windsor 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 schedules of investments included in this report fairly present in all material respects the investments of the registrant as of the end of the fiscal quarter for which the report is filed;

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 registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (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: September 13, 2018 /s/ Mortimer J. Buckley
  Mortimer J. Buckley
  Chief Executive Officer

 


 

CERTIFICATIONS

I, Thomas J. Higgins, certify that:

1. I have reviewed this report on Form N-Q of Vanguard Windsor 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 schedules of investments included in this report fairly present in all material respects the investments of the registrant as of the end of the fiscal quarter for which the report is filed;

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 registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (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: September 13, 2018 /s/ Thomas J. Higgins
  Thomas J. Higgins
  Chief Financial Officer