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: 811-00834
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 |
Registrant’s telephone number, including area code: (610) 669-1000
Date of fiscal year end: October 31
Date of reporting period: November 1, 2021—April 30, 2022
Item 1: Reports to Shareholders
About Your Fund’s Expenses | 1 |
Financial Statements | 4 |
Trustees Approve Advisory Arrangements | 19 |
Liquidity Risk Management | 21 |
• | Based on actual fund return. This section helps you to estimate the actual expenses that you paid over the period. The ”Ending Account Value“ shown is derived from the fund‘s actual return, and the third column shows the dollar amount that would have been paid by an investor who started with $1,000 in the fund. You may use the information here, together with the amount you invested, to estimate the expenses that you paid over the period. |
• | Based on hypothetical 5% yearly return. This section is intended to help you compare your fund‘s costs with those of other mutual funds. It assumes that the fund had a yearly return of 5% before expenses, but that the expense ratio is unchanged. In this case—because the return used is not the fund’s actual return—the results do not apply to your investment. The example is useful in making comparisons because the Securities and Exchange Commission requires all mutual funds to calculate expenses based on a 5% return. You can assess your fund’s costs by comparing this hypothetical example with the hypothetical examples that appear in shareholder reports of other funds. |
Six Months Ended April 30, 2022 | |||
Beginning Account Value 10/31/2021 | Ending Account Value 4/30/2022 | Expenses Paid During Period | |
Based on Actual Fund Return | |||
Windsor Fund | |||
Investor Shares | $1,000.00 | $985.40 | $1.77 |
Admiral™ Shares | 1,000.00 | 985.80 | 1.28 |
Based on Hypothetical 5% Yearly Return | |||
Windsor Fund | |||
Investor Shares | $1,000.00 | $1,023.01 | $1.81 |
Admiral Shares | 1,000.00 | 1,023.51 | 1.30 |
Communication Services | 5.7% |
Consumer Discretionary | 8.9 |
Consumer Staples | 3.8 |
Energy | 6.4 |
Financials | 20.4 |
Health Care | 16.7 |
Industrials | 8.5 |
Information Technology | 14.2 |
Materials | 5.3 |
Real Estate | 3.6 |
Utilities | 6.5 |
Other | 0.0 |
Face Amount ($000) | Market Value• ($000) | ||
Repurchase Agreement (0.9%) | |||
Bank of America Securities, LLC 0.300%, 5/2/22 (Dated 4/29/22, Repurchase Value $211,105,000, collateralized by Ginnie Mae 2.000%, 2/20/51, with a value of $215,322,000) | 211,100 | 211,100 | |
Total Temporary Cash Investments (Cost $794,163) | 794,196 | ||
Total Investments (101.4%) (Cost $19,203,118) | 23,429,209 | ||
Other Assets and Liabilities—Net (-1.4%) | (329,192) | ||
Net Assets (100%) | 23,100,017 | ||
Cost is in $000. |
• | See Note A in Notes to Financial Statements. |
* | Non-income-producing security. |
1 | Includes partial security positions on loan to broker-dealers. The total value of securities on loan is $263,747,000. |
2 | Security value determined using significant unobservable inputs. |
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 | Collateral of $282,315,000 was received for securities on loan. |
ADR—American Depositary Receipt. |
Futures Contracts | ||||
($000) | ||||
Expiration | Number of Long (Short) Contracts | Notional Amount | Value and Unrealized Appreciation (Depreciation) | |
Long Futures Contracts | ||||
E-mini S&P 500 Index | June 2022 | 951 | 196,263 | (8,089) |
($000s, except shares and per-share amounts) | Amount |
Assets | |
Investments in Securities, at Value1 | |
Unaffiliated Issuers (Cost $18,620,055) | 22,846,113 |
Affiliated Issuers (Cost $583,063) | 583,096 |
Total Investments in Securities | 23,429,209 |
Investment in Vanguard | 823 |
Cash Collateral Pledged—Futures Contracts | 10,794 |
Receivables for Investment Securities Sold | 80,919 |
Receivables for Accrued Income | 16,439 |
Receivables for Capital Shares Issued | 5,630 |
Total Assets | 23,543,814 |
Liabilities | |
Due to Custodian | 54,590 |
Payables for Investment Securities Purchased | 81,087 |
Collateral for Securities on Loan | 282,315 |
Payables to Investment Advisor | 9,314 |
Payables for Capital Shares Redeemed | 7,477 |
Payables to Vanguard | 1,503 |
Variation Margin Payable—Futures Contracts | 7,511 |
Total Liabilities | 443,797 |
Net Assets | 23,100,017 |
1 Includes $263,747 of securities on loan. | |
At April 30, 2022, net assets consisted of: | |
Paid-in Capital | 16,900,647 |
Total Distributable Earnings (Loss) | 6,199,370 |
Net Assets | 23,100,017 |
Investor Shares—Net Assets | |
Applicable to 221,268,070 outstanding $.001 par value shares of beneficial interest (unlimited authorization) | 5,145,925 |
Net Asset Value Per Share—Investor Shares | $23.26 |
Admiral Shares—Net Assets | |
Applicable to 228,918,669 outstanding $.001 par value shares of beneficial interest (unlimited authorization) | 17,954,092 |
Net Asset Value Per Share—Admiral Shares | $78.43 |
Six Months Ended April 30, 2022 | |
($000) | |
Investment Income | |
Income | |
Dividends1 | 218,121 |
Interest2 | 423 |
Securities Lending—Net | 1,448 |
Total Income | 219,992 |
Expenses | |
Investment Advisory Fees—Note B | |
Basic Fee | 15,235 |
Performance Adjustment | 476 |
The Vanguard Group—Note C | |
Management and Administrative—Investor Shares | 5,893 |
Management and Administrative—Admiral Shares | 11,211 |
Marketing and Distribution—Investor Shares | 211 |
Marketing and Distribution—Admiral Shares | 308 |
Custodian Fees | 660 |
Shareholders’ Reports—Investor Shares | 52 |
Shareholders’ Reports—Admiral Shares | 30 |
Trustees’ Fees and Expenses | 6 |
Other Expenses | 10 |
Total Expenses | 34,092 |
Expenses Paid Indirectly | (33) |
Net Expenses | 34,059 |
Net Investment Income | 185,933 |
Realized Net Gain (Loss) | |
Investment Securities Sold2 | 1,919,675 |
Futures Contracts | (18,337) |
Forward Currency Contracts | 16 |
Foreign Currencies | (472) |
Realized Net Gain (Loss) | 1,900,882 |
Change in Unrealized Appreciation (Depreciation) | |
Investment Securities2 | (2,403,505) |
Futures Contracts | (18,088) |
Foreign Currencies | (104) |
Change in Unrealized Appreciation (Depreciation) | (2,421,697) |
Net Increase (Decrease) in Net Assets Resulting from Operations | (334,882) |
1 | Dividends are net of foreign withholding taxes of $2,973,000. |
2 | Interest income, realized net gain (loss), capital gain distributions received, and change in unrealized appreciation (depreciation) from an affiliated company of the fund were $299,000, ($33,000), $10,000, and ($4,000), respectively. Purchases and sales are for temporary cash investment purposes. |
Six Months Ended April 30, 2022 | Year Ended October 31, 2021 | ||
($000) | ($000) | ||
Increase (Decrease) in Net Assets | |||
Operations | |||
Net Investment Income | 185,933 | 351,555 | |
Realized Net Gain (Loss) | 1,900,882 | 2,264,486 | |
Change in Unrealized Appreciation (Depreciation) | (2,421,697) | 6,317,297 | |
Net Increase (Decrease) in Net Assets Resulting from Operations | (334,882) | 8,933,338 | |
Distributions | |||
Investor Shares | (555,704) | (424,284) | |
Admiral Shares | (1,816,802) | (1,221,462) | |
Total Distributions | (2,372,506) | (1,645,746) | |
Capital Share Transactions | |||
Investor Shares | 37,194 | (723,894) | |
Admiral Shares | 1,501,607 | 439,865 | |
Net Increase (Decrease) from Capital Share Transactions | 1,538,801 | (284,029) | |
Total Increase (Decrease) | (1,168,587) | 7,003,563 | |
Net Assets | |||
Beginning of Period | 24,268,604 | 17,265,041 | |
End of Period | 23,100,017 | 24,268,604 |
Investor Shares | ||||||
For a Share Outstanding Throughout Each Period | Six Months Ended April 30, 2022 | Year Ended October 31, | ||||
2021 | 2020 | 2019 | 2018 | 2017 | ||
Net Asset Value, Beginning of Period | $26.24 | $18.55 | $21.76 | $22.02 | $23.38 | $19.70 |
Investment Operations | ||||||
Net Investment Income1 | .182 | .356 | .408 | .419 | .417 | .363 |
Net Realized and Unrealized Gain (Loss) on Investments | (.586) | 9.122 | (1.412) | 1.700 | (.753) | 4.345 |
Total from Investment Operations | (.404) | 9.478 | (1.004) | 2.119 | (.336) | 4.708 |
Distributions | ||||||
Dividends from Net Investment Income | (.178) | (.411) | (.420) | (.426) | (.378) | (.433) |
Distributions from Realized Capital Gains | (2.398) | (1.377) | (1.786) | (1.953) | (.646) | (.595) |
Total Distributions | (2.576) | (1.788) | (2.206) | (2.379) | (1.024) | (1.028) |
Net Asset Value, End of Period | $23.26 | $26.24 | $18.55 | $21.76 | $22.02 | $23.38 |
Total Return2 | -1.46% | 53.49% | -5.64% | 11.59% | -1.69% | 24.53% |
Ratios/Supplemental Data | ||||||
Net Assets, End of Period (Millions) | $5,146 | $5,728 | $4,570 | $4,549 | $4,468 | $5,191 |
Ratio of Total Expenses to Average Net Assets3 | 0.36% | 0.30% | 0.29% | 0.30% | 0.31% | 0.31% |
Ratio of Net Investment Income to Average Net Assets | 1.47% | 1.49% | 2.14% | 2.04% | 1.76% | 1.66% |
Portfolio Turnover Rate | 23% | 33% | 51% | 39% | 33% | 26% |
The expense ratio and net investment income ratio for the current period have been annualized. |
1 | Calculated based on average shares outstanding. |
2 | Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information about any applicable account service fees. |
3 | Includes performance-based investment advisory fee increases (decreases) of 0.00%, (0.05%), (0.07%), (0.05%), (0.05%), and (0.05%). |
Admiral Shares | ||||||
For a Share Outstanding Throughout Each Period | Six Months Ended April 30, 2022 | Year Ended October 31, | ||||
2021 | 2020 | 2019 | 2018 | 2017 | ||
Net Asset Value, Beginning of Period | $88.50 | $62.58 | $73.41 | $74.29 | $78.88 | $66.48 |
Investment Operations | ||||||
Net Investment Income1 | .648 | 1.278 | 1.448 | 1.484 | 1.484 | 1.295 |
Net Realized and Unrealized Gain (Loss) on Investments | (1.981) | 30.747 | (4.770) | 5.735 | (2.538) | 14.650 |
Total from Investment Operations | (1.333) | 32.025 | (3.322) | 7.219 | (1.054) | 15.945 |
Distributions | ||||||
Dividends from Net Investment Income | (.649) | (1.460) | (1.485) | (1.509) | (1.358) | (1.538) |
Distributions from Realized Capital Gains | (8.088) | (4.645) | (6.023) | (6.590) | (2.178) | (2.007) |
Total Distributions | (8.737) | (6.105) | (7.508) | (8.099) | (3.536) | (3.545) |
Net Asset Value, End of Period | $78.43 | $88.50 | $62.58 | $73.41 | $74.29 | $78.88 |
Total Return2 | -1.42% | 53.60% | -5.55% | 11.71% | -1.59% | 24.63% |
Ratios/Supplemental Data | ||||||
Net Assets, End of Period (Millions) | $17,954 | $18,541 | $12,695 | $14,647 | $13,948 | $14,366 |
Ratio of Total Expenses to Average Net Assets3 | 0.26% | 0.20% | 0.19% | 0.20% | 0.21% | 0.21% |
Ratio of Net Investment Income to Average Net Assets | 1.55% | 1.58% | 2.24% | 2.14% | 1.86% | 1.76% |
Portfolio Turnover Rate | 23% | 33% | 51% | 39% | 33% | 26% |
The expense ratio and net investment income ratio for the current period have been annualized. |
1 | Calculated based on average shares outstanding. |
2 | Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information about any applicable account service fees. |
3 | Includes performance-based investment advisory fee increases (decreases) of 0.00%, (0.05%), (0.07%), (0.05%), (0.05%), and (0.05%). |
A. | The following significant accounting policies conform to generally accepted accounting principles for U.S. investment companies. The fund consistently follows such policies in preparing its financial statements. |
B. | The investment advisory firms Wellington Management Company llp and Pzena Investment Management, LLC, each provide investment advisory services to a portion of the fund for a fee calculated at an annual percentage rate of average net assets managed by the advisor. The basic fee of Wellington Management Company llp is subject to quarterly adjustments based on |
C. | In accordance with the terms of a Funds' Service Agreement (the “FSA”) between Vanguard and the fund, Vanguard furnishes to the fund corporate management, administrative, marketing, distribution and cash management services at Vanguard’s cost of operations (as defined by the FSA). These costs of operations are allocated to the fund based on methods and guidelines approved by the board of trustees and are generally settled twice a month. |
D. | The fund has asked its investment advisors to direct certain security trades, subject to obtaining the best price and execution, to brokers who have agreed to rebate to the fund part of the commissions generated. Such rebates are used solely to reduce the fund’s management and administrative expenses. For the six months ended April 30, 2022, these arrangements reduced the fund’s expenses by $33,000 (an annual rate of less than 0.01% of average net assets). |
E. | Various inputs may be used to determine the value of the fund’s investments and derivatives. 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 ($000) | Level 2 ($000) | Level 3 ($000) | Total ($000) | |
Investments | ||||
Assets | ||||
Common Stocks | 21,510,360 | 1,124,653 | — | 22,635,013 |
Temporary Cash Investments | 583,096 | 211,100 | — | 794,196 |
Total | 22,093,456 | 1,335,753 | — | 23,429,209 |
Derivative Financial Instruments | ||||
Liabilities | ||||
Futures Contracts1 | 8,089 | — | — | 8,089 |
1 | Includes cumulative appreciation (depreciation) on futures contracts and centrally cleared swaps, if any, as reported in the Schedule of Investments. Only current day’s variation margin is reported within the Statement of Assets and Liabilities. |
F. | As of April 30, 2022, gross unrealized appreciation and depreciation for investments and derivatives based on cost for U.S. federal income tax purposes were as follows: |
Amount ($000) | |
Tax Cost | 19,209,012 |
Gross Unrealized Appreciation | 5,261,011 |
Gross Unrealized Depreciation | (1,048,903) |
Net Unrealized Appreciation (Depreciation) | 4,212,108 |
G. | During the six months ended April 30, 2022, the fund purchased $5,368,136,000 of investment securities and sold $5,851,401,000 of investment securities, other than temporary cash investments. |
H. | Capital share transactions for each class of shares were: |
Six Months Ended April 30, 2022 | Year Ended October 31, 2021 | ||||
Amount ($000) | Shares (000) | Amount ($000) | Shares (000) | ||
Investor Shares | |||||
Issued | 250,696 | 10,136 | 422,386 | 17,602 | |
Issued in Lieu of Cash Distributions | 536,769 | 23,277 | 412,533 | 19,492 | |
Redeemed | (750,271) | (30,443) | (1,558,813) | (65,085) | |
Net Increase (Decrease)—Investor Shares | 37,194 | 2,970 | (723,894) | (27,991) |
Six Months Ended April 30, 2022 | Year Ended October 31, 2021 | ||||
Amount ($000) | Shares (000) | Amount ($000) | Shares (000) | ||
Admiral Shares | |||||
Issued | 866,853 | 10,358 | 1,733,594 | 21,194 | |
Issued in Lieu of Cash Distributions | 1,686,354 | 21,692 | 1,138,412 | 15,936 | |
Redeemed | (1,051,600) | (12,629) | (2,432,141) | (30,502) | |
Net Increase (Decrease)—Admiral Shares | 1,501,607 | 19,421 | 439,865 | 6,628 |
I. | Management has determined that no other events or transactions occurred subsequent to April 30, 2022, that would require recognition or disclosure in these financial statements. |
About Your Fund’s Expenses | 1 |
Financial Statements | 4 |
Trustees Approve Advisory Arrangements | 18 |
Liquidity Risk Management | 20 |
• | Based on actual fund return. This section helps you to estimate the actual expenses that you paid over the period. The ”Ending Account Value“ shown is derived from the fund‘s actual return, and the third column shows the dollar amount that would have been paid by an investor who started with $1,000 in the fund. You may use the information here, together with the amount you invested, to estimate the expenses that you paid over the period. |
• | Based on hypothetical 5% yearly return. This section is intended to help you compare your fund‘s costs with those of other mutual funds. It assumes that the fund had a yearly return of 5% before expenses, but that the expense ratio is unchanged. In this case—because the return used is not the fund’s actual return—the results do not apply to your investment. The example is useful in making comparisons because the Securities and Exchange Commission requires all mutual funds to calculate expenses based on a 5% return. You can assess your fund’s costs by comparing this hypothetical example with the hypothetical examples that appear in shareholder reports of other funds. |
Six Months Ended April 30, 2022 | |||
Beginning Account Value 10/31/2021 | Ending Account Value 4/30/2022 | Expenses Paid During Period | |
Based on Actual Fund Return | |||
Windsor II Fund | |||
Investor Shares | $1,000.00 | $917.20 | $1.62 |
Admiral™ Shares | 1,000.00 | 917.50 | 1.24 |
Based on Hypothetical 5% Yearly Return | |||
Windsor II Fund | |||
Investor Shares | $1,000.00 | $1,023.11 | $1.71 |
Admiral Shares | 1,000.00 | 1,023.51 | 1.30 |
Communication Services | 7.1% |
Consumer Discretionary | 9.1 |
Consumer Staples | 6.2 |
Energy | 6.3 |
Financials | 16.7 |
Health Care | 17.7 |
Industrials | 9.1 |
Information Technology | 20.5 |
Materials | 2.6 |
Real Estate | 2.0 |
Utilities | 1.7 |
Other | 1.0 |
Shares | Market Value• ($000) | ||
International Paper Co. | 1,051,929 | 48,683 | |
1,338,252 | |||
Other (0.9%) | |||
1 | SPDR S&P 500 ETF Trust | 1,236,073 | 509,262 |
Real Estate (1.9%) | |||
Prologis Inc. | 3,107,070 | 498,032 | |
Crown Castle International Corp. | 1,560,000 | 288,928 | |
Sun Communities Inc. | 720,000 | 126,410 | |
Equity LifeStyle Properties Inc. | 1,600,000 | 123,648 | |
1,037,018 | |||
Utilities (1.6%) | |||
PPL Corp. | 11,229,703 | 317,913 | |
Xcel Energy Inc. | 3,913,704 | 286,718 | |
Atmos Energy Corp. | 2,332,700 | 264,528 | |
869,159 | |||
Total Common Stocks (Cost $36,032,044) | 52,085,271 | ||
Temporary Cash Investments (5.0%) | |||
Money Market Fund (5.0%) | |||
2,3 | Vanguard Market Liquidity Fund, 0.409% (Cost $2,690,452) | 26,908,708 | 2,690,602 |
Total Investments (101.0%) (Cost $38,722,496) | 54,775,873 | ||
Other Assets and Liabilities—Net (-1.0%) | (518,539) | ||
Net Assets (100%) | 54,257,334 | ||
Cost is in $000. |
• | See Note A in Notes to Financial Statements. |
* | Non-income-producing security. |
1 | Includes partial security positions on loan to broker-dealers. The total value of securities on loan is $524,460,000. |
2 | Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the 7-day yield. |
3 | Collateral of $555,652,000 was received for securities on loan. |
ADR—American Depositary Receipt. |
Futures Contracts | ||||
($000) | ||||
Expiration | Number of Long (Short) Contracts | Notional Amount | Value and Unrealized Appreciation (Depreciation) | |
Long Futures Contracts | ||||
E-mini S&P 500 Index | June 2022 | 2,269 | 468,265 | (39,714) |
($000s, except shares and per-share amounts) | Amount |
Assets | |
Investments in Securities, at Value1 | |
Unaffiliated Issuers (Cost $36,032,044) | 52,085,271 |
Affiliated Issuers (Cost $2,690,452) | 2,690,602 |
Total Investments in Securities | 54,775,873 |
Investment in Vanguard | 1,969 |
Cash | 529,846 |
Cash Collateral Pledged—Futures Contracts | 25,713 |
Foreign Currency, at Value (Cost $1) | 1 |
Receivables for Investment Securities Sold | 196,903 |
Receivables for Accrued Income | 58,982 |
Receivables for Capital Shares Issued | 17,264 |
Total Assets | 55,606,551 |
Liabilities | |
Payables for Investment Securities Purchased | 736,525 |
Collateral for Securities on Loan | 555,652 |
Payables to Investment Advisor | 17,042 |
Payables for Capital Shares Redeemed | 18,458 |
Payables to Vanguard | 3,639 |
Variation Margin Payable—Futures Contracts | 17,901 |
Total Liabilities | 1,349,217 |
Net Assets | 54,257,334 |
1 Includes $524,460 of securities on loan. | |
At April 30, 2022, net assets consisted of: | |
Paid-in Capital | 36,150,699 |
Total Distributable Earnings (Loss) | 18,106,635 |
Net Assets | 54,257,334 |
Investor Shares—Net Assets | |
Applicable to 285,358,502 outstanding $.001 par value shares of beneficial interest (unlimited authorization) | 11,793,641 |
Net Asset Value Per Share—Investor Shares | $41.33 |
Admiral Shares—Net Assets | |
Applicable to 579,043,815 outstanding $.001 par value shares of beneficial interest (unlimited authorization) | 42,463,693 |
Net Asset Value Per Share—Admiral Shares | $73.33 |
Six Months Ended April 30, 2022 | |
($000) | |
Investment Income | |
Income | |
Dividends1 | 459,579 |
Interest2 | 1,702 |
Securities Lending—Net | 418 |
Total Income | 461,699 |
Expenses | |
Investment Advisory Fees—Note B | |
Basic Fee | 36,555 |
Performance Adjustment | (1,567) |
The Vanguard Group—Note C | |
Management and Administrative—Investor Shares | 13,419 |
Management and Administrative—Admiral Shares | 30,732 |
Marketing and Distribution—Investor Shares | 488 |
Marketing and Distribution—Admiral Shares | 833 |
Custodian Fees | 518 |
Shareholders’ Reports—Investor Shares | 224 |
Shareholders’ Reports—Admiral Shares | 57 |
Trustees’ Fees and Expenses | 15 |
Other Expenses | 10 |
Total Expenses | 81,284 |
Net Investment Income | 380,415 |
Realized Net Gain (Loss) | |
Investment Securities Sold2 | 1,944,640 |
Futures Contracts | (41,192) |
Foreign Currencies | (103) |
Realized Net Gain (Loss) | 1,903,345 |
Change in Unrealized Appreciation (Depreciation) | |
Investment Securities—Unaffiliated Issuers2 | (7,129,491) |
Futures Contracts | (61,121) |
Foreign Currencies | (690) |
Change in Unrealized Appreciation (Depreciation) | (7,191,302) |
Net Increase (Decrease) in Net Assets Resulting from Operations | (4,907,542) |
1 | Dividends are net of foreign withholding taxes of $6,692,000. |
2 | Interest income, realized net gain (loss), capital gain distributions received, and change in unrealized appreciation (depreciation) from an affiliated company of the fund were $514,000, ($311,000), $47,000, and ($3,000), respectively. Purchases and sales are for temporary cash investment purposes. |
Six Months Ended April 30, 2022 | Year Ended October 31, 2021 | ||
($000) | ($000) | ||
Increase (Decrease) in Net Assets | |||
Operations | |||
Net Investment Income | 380,415 | 657,953 | |
Realized Net Gain (Loss) | 1,903,345 | 4,007,994 | |
Change in Unrealized Appreciation (Depreciation) | (7,191,302) | 15,751,779 | |
Net Increase (Decrease) in Net Assets Resulting from Operations | (4,907,542) | 20,417,726 | |
Distributions | |||
Investor Shares | (934,861) | (877,466) | |
Admiral Shares | (3,265,729) | (2,558,212) | |
Total Distributions | (4,200,590) | (3,435,678) | |
Capital Share Transactions | |||
Investor Shares | 63,778 | (1,563,435) | |
Admiral Shares | 2,734,931 | 3,159,805 | |
Net Increase (Decrease) from Capital Share Transactions | 2,798,709 | 1,596,370 | |
Total Increase (Decrease) | (6,309,423) | 18,578,418 | |
Net Assets | |||
Beginning of Period | 60,566,757 | 41,988,339 | |
End of Period | 54,257,334 | 60,566,757 |
Investor Shares | ||||||
For a Share Outstanding Throughout Each Period | Six Months Ended April 30, 2022 | Year Ended October 31, | ||||
2021 | 2020 | 2019 | 2018 | 2017 | ||
Net Asset Value, Beginning of Period | $48.48 | $34.85 | $37.22 | $37.39 | $38.81 | $35.03 |
Investment Operations | ||||||
Net Investment Income1 | .279 | .502 | .551 | .775 | .783 | .750 |
Net Realized and Unrealized Gain (Loss) on Investments | (4.071) | 15.971 | .607 | 2.628 | .950 | 5.847 |
Total from Investment Operations | (3.792) | 16.473 | 1.158 | 3.403 | 1.733 | 6.597 |
Distributions | ||||||
Dividends from Net Investment Income | (.288) | (.516) | (.635) | (.844) | (.740) | (.851) |
Distributions from Realized Capital Gains | (3.070) | (2.327) | (2.893) | (2.729) | (2.413) | (1.966) |
Total Distributions | (3.358) | (2.843) | (3.528) | (3.573) | (3.153) | (2.817) |
Net Asset Value, End of Period | $41.33 | $48.48 | $34.85 | $37.22 | $37.39 | $38.81 |
Total Return2 | -8.28% | 49.42% | 2.93% | 10.82% | 4.44% | 19.60% |
Ratios/Supplemental Data | ||||||
Net Assets, End of Period (Millions) | $11,794 | $13,734 | $10,997 | $12,119 | $12,061 | $13,638 |
Ratio of Total Expenses to Average Net Assets3 | 0.34% | 0.34% | 0.34% | 0.33% | 0.33% | 0.34% |
Ratio of Net Investment Income to Average Net Assets | 1.22% | 1.15% | 1.61% | 2.20% | 2.04% | 2.01% |
Portfolio Turnover Rate | 10% | 20% | 61% | 32% | 29% | 32% |
The expense ratio and net investment income ratio for the current period have been annualized. |
1 | Calculated based on average shares outstanding. |
2 | Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information about any applicable account service fees. |
3 | Includes performance-based investment advisory fee increases (decreases) of (0.01%), (0.00%), (0.01%), (0.03%), (0.03%), and (0.02%). |
Admiral Shares | ||||||
For a Share Outstanding Throughout Each Period | Six Months Ended April 30, 2022 | Year Ended October 31, | ||||
2021 | 2020 | 2019 | 2018 | 2017 | ||
Net Asset Value, Beginning of Period | $86.03 | $61.84 | $66.06 | $66.35 | $68.88 | $62.18 |
Investment Operations | ||||||
Net Investment Income1 | .525 | .950 | 1.027 | 1.426 | 1.443 | 1.377 |
Net Realized and Unrealized Gain (Loss) on Investments | (7.227) | 28.341 | 1.065 | 4.675 | 1.682 | 10.376 |
Total from Investment Operations | (6.702) | 29.291 | 2.092 | 6.101 | 3.125 | 11.753 |
Distributions | ||||||
Dividends from Net Investment Income | (.550) | (.972) | (1.178) | (1.547) | (1.371) | (1.565) |
Distributions from Realized Capital Gains | (5.448) | (4.129) | (5.134) | (4.844) | (4.284) | (3.488) |
Total Distributions | (5.998) | (5.101) | (6.312) | (6.391) | (5.655) | (5.053) |
Net Asset Value, End of Period | $73.33 | $86.03 | $61.84 | $66.06 | $66.35 | $68.88 |
Total Return2 | -8.25% | 49.55% | 3.00% | 10.93% | 4.52% | 19.68% |
Ratios/Supplemental Data | ||||||
Net Assets, End of Period (Millions) | $42,464 | $46,833 | $30,992 | $34,022 | $34,126 | $35,514 |
Ratio of Total Expenses to Average Net Assets3 | 0.26% | 0.26% | 0.26% | 0.25% | 0.25% | 0.26% |
Ratio of Net Investment Income to Average Net Assets | 1.30% | 1.22% | 1.69% | 2.28% | 2.12% | 2.09% |
Portfolio Turnover Rate | 10% | 20% | 61% | 32% | 29% | 32% |
The expense ratio and net investment income ratio for the current period have been annualized. |
1 | Calculated based on average shares outstanding. |
2 | Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information about any applicable account service fees. |
3 | Includes performance-based investment advisory fee increases (decreases) of (0.01%), (0.00%), (0.01%), (0.03%), (0.03%), and (0.02%). |
A. | The following significant accounting policies conform to generally accepted accounting principles for U.S. investment companies. The fund consistently follows such policies in preparing its financial statements. |
B. | The investment advisory firms Lazard Asset Management LLC, Hotchkis and Wiley Capital Management, LLC, Sanders Capital, LLC, and Aristotle Capital Management, LLC, each provide |
C. | In accordance with the terms of a Funds' Service Agreement (the “FSA”) between Vanguard and the fund, Vanguard furnishes to the fund corporate management, administrative, marketing, distribution and cash management services at Vanguard’s cost of operations (as defined by the FSA). These costs of operations are allocated to the fund based on methods and guidelines approved by the board of trustees and are generally settled twice a month. |
D. | Various inputs may be used to determine the value of the fund’s investments and derivatives. 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 ($000) | Level 2 ($000) | Level 3 ($000) | Total ($000) | |
Investments | ||||
Assets | ||||
Common Stocks | 50,352,292 | 1,732,979 | — | 52,085,271 |
Temporary Cash Investments | 2,690,602 | — | — | 2,690,602 |
Total | 53,042,894 | 1,732,979 | — | 54,775,873 |
Derivative Financial Instruments | ||||
Liabilities | ||||
Futures Contracts1 | 39,714 | — | — | 39,714 |
1 | Includes cumulative appreciation (depreciation) on futures contracts and centrally cleared swaps, if any, as reported in the Schedule of Investments. Only current day’s variation margin is reported within the Statement of Assets and Liabilities. |
E. | As of April 30, 2022, gross unrealized appreciation and depreciation for investments and derivatives based on cost for U.S. federal income tax purposes were as follows: |
Amount ($000) | |
Tax Cost | 38,761,817 |
Gross Unrealized Appreciation | 17,248,600 |
Gross Unrealized Depreciation | (1,274,258) |
Net Unrealized Appreciation (Depreciation) | 15,974,342 |
F. | During the six months ended April 30, 2022, the fund purchased $5,895,209,000 of investment securities and sold $6,552,224,000 of investment securities, other than temporary cash investments. |
G. | Capital share transactions for each class of shares were: |
Six Months Ended April 30, 2022 | Year Ended October 31, 2021 | ||||
Amount ($000) | Shares (000) | Amount ($000) | Shares (000) | ||
Investor Shares | |||||
Issued | 451,788 | 9,863 | 823,222 | 18,805 | |
Issued in Lieu of Cash Distributions | 910,696 | 20,585 | 856,941 | 22,227 | |
Redeemed | (1,298,706) | (28,373) | (3,243,598) | (73,302) | |
Net Increase (Decrease)—Investor Shares | 63,778 | 2,075 | (1,563,435) | (32,270) |
Six Months Ended April 30, 2022 | Year Ended October 31, 2021 | ||||
Amount ($000) | Shares (000) | Amount ($000) | Shares (000) | ||
Admiral Shares | |||||
Issued | 2,100,947 | 25,879 | 4,997,051 | 63,663 | |
Issued in Lieu of Cash Distributions | 3,064,286 | 39,046 | 2,400,086 | 35,053 | |
Redeemed | (2,430,302) | (30,258) | (4,237,332) | (55,504) | |
Net Increase (Decrease)—Admiral Shares | 2,734,931 | 34,667 | 3,159,805 | 43,212 |
H. | Management has determined that no events or transactions occurred subsequent to April 30, 2022, that would require recognition or disclosure in these financial statements. |
Item 2: Code of Ethics.
Not applicable.
Item 3: Audit Committee Financial Expert.
Not applicable.
Item 4: Principal Accountant Fees and Services.
Not applicable.
Item 5: Audit Committee of Listed Registrants.
Not applicable.
Item 6: Investments.
Not applicable. The complete schedule of investments is included as part of the report to shareholders 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 Investment Companies.
Not applicable.
Item 9: Purchase 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.
Not applicable.
Item 11: 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. There were no significant changes in the Registrant’s Internal Control Over Financial Reporting or in other factors that could significantly affect this control subsequent to the date of the evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.
Item 12: Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.
Not applicable.
Item 13: Exhibits.
(a)(1) | Not applicable. |
(a)(2) | Certifications filed herewith. |
(b) | Certifications filed herewith. |
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.
VANGUARD WINDSOR FUNDS | ||
BY: | /s/ MORTIMER J. BUCKLEY* | |
MORTIMER J. BUCKLEY | ||
CHIEF EXECUTIVE OFFICER |
Date: June 17, 2022
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: June 17, 2022
VANGUARD WINDSOR FUNDS | ||
BY: | /s/ CHRISTINE BUCHANAN* | |
CHRISTINE BUCHANAN | ||
CHIEF FINANCIAL OFFICER |
Date: June 17, 2022
* By: | /s/ Anne E. Robinson |
Anne E. Robinson, pursuant to a Power of Attorney filed on November 29, 2021 (see File Number 33-64845), a Power of Attorney filed on October 12, 2021 (see File Number 33-23444), and a Power of Attorney filed on August 26, 2021 (see file Number 811-02652), Incorporated by Reference.
Exhibit 99.CERT
CERTIFICATIONS
I, Mortimer J. Buckley, certify that:
1. I have reviewed this report on Form N-CSR 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 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; 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: June 17, 2022
/s/ Mortimer J. Buckley | |
Mortimer J. Buckley | |
Chief Executive Officer |
CERTIFICATIONS
I, Christine Buchanan, certify that:
1. I have reviewed this report on Form N-CSR 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 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; 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: June 17, 2022
/s/ Christine Buchanan | |
Christine Buchanan | |
Chief Financial Officer |
Exhibit 99.906CERT
Certification Pursuant to 18 U.S.C. Section 1350,
As Adopted Pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002
Name of Issuer: Vanguard Windsor Funds
In connection with the Report on Form N-CSR of the above-named issuer that is accompanied by this certification, the undersigned hereby certifies, to his knowledge, 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 issuer. |
Date: June 17, 2022
/s/ Mortimer J. Buckley | |
Mortimer J. Buckley | |
Chief Executive Officer |
Certification Pursuant to 18 U.S.C. Section 1350,
As Adopted Pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002
Name of Issuer: Vanguard Windsor Funds
In connection with the Report on Form N-CSR of the above-named issuer that is accompanied by this certification, the undersigned hereby certifies, to her knowledge, 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 issuer. |
Date: June 17, 2022
/s/ Christine Buchanan | |
Christine Buchanan | |
Chief Financial Officer |