23 | |
23 | |
26 | |
28 | |
32 | |
32 | |
34 | |
38 | |
40 | |
41 | |
42 | |
43 |
|
Investor Shares |
Admiral Shares |
Sales Charge (Load) Imposed on Purchases |
|
|
Purchase Fee |
|
|
Sales Charge (Load) Imposed on Reinvested Dividends |
|
|
Redemption Fee |
|
|
Account Service Fee Per Year
(for certain fund account balances below $10,000) |
$ |
$ |
|
Investor Shares |
Admiral Shares |
Management Fees |
|
|
12b-1 Distribution Fee |
|
|
Other Expenses |
|
|
Total Annual Fund Operating Expenses |
|
|
|
1 Year |
3 Years |
5 Years |
10 Years |
Investor Shares |
$ |
$ |
$ |
$ |
Admiral Shares |
$ |
$ |
$ |
$ |
|
Total Return |
Quarter |
|
|
|
|
- |
|
|
1 Year |
5 Years |
10 Years |
Vanguard Windsor Fund Investor Shares |
|
|
|
Return Before Taxes |
7.44% |
10.44% |
10.85% |
Return After Taxes on Distributions |
5.02 |
8.33 |
9.35 |
Return After Taxes on Distributions and Sale of Fund Shares |
5.42 |
7.90 |
8.67 |
Vanguard Windsor Fund Admiral Shares |
|
|
|
Return Before Taxes |
7.52% |
10.55% |
10.96% |
Comparative Indexes
(reflect no deduction for fees, expenses, or taxes) |
|
|
|
Russell 1000 Value Index |
2.80% |
9.74% |
10.50% |
Dow Jones U.S. Total Stock Market Float Adjusted Index |
20.79 |
15.36 |
13.74 |
Plain Talk About Fund Expenses |
All mutual funds have operating expenses. These expenses, which are
deducted from a fund’s gross income, are expressed as a percentage of the
net assets of the fund. Assuming that operating expenses remain as stated
in the Fees and Expenses section, Vanguard Windsor Fund’s expense ratios
would be as follows: for Investor Shares, 0.29%, or $2.90 per $1,000 of
average net assets; for Admiral Shares, 0.19%, or $1.90 per $1,000 of
average net assets. The average expense ratio for multi-cap value funds in
2019 was 0.99%, or $9.90 per $1,000 of average net assets (derived from
data provided by Lipper, a Thomson Reuters Company, which reports on the
mutual fund industry). |
Plain Talk About Costs of Investing |
Costs are an important consideration in choosing a mutual fund. That is
because you, as a shareholder, pay a proportionate share of the costs of
operating a fund and any transaction costs incurred when the fund buys or
sells securities. These costs can erode a substantial portion of the gross
income or the capital appreciation a fund achieves. Even seemingly small
differences in expenses can, over time, have a dramatic effect on a
fund’s performance. |
Plain Talk About Growth Funds and Value Funds |
Growth investing and value investing are two styles employed by stock-fund
managers. Growth funds generally invest in stocks of companies believed to
have above-average potential for growth in revenue, earnings, cash flow, or
other similar criteria. These stocks typically have low dividend yields, if any,
and above-average prices in relation to measures such as earnings and book
value. Value funds typically invest in stocks whose prices are below average
in relation to those measures; these stocks often have above-average
dividend yields. Value stocks also may remain undervalued by the market for
long periods of time. Growth and value stocks have historically produced
similar long-term returns, though each category has periods when it
outperforms the other. |
Plain Talk About Derivatives |
Derivatives can take many forms. Some forms of derivatives—such as
exchange-traded futures and options on securities, commodities, or
indexes—have been trading on regulated exchanges for decades. These
types of derivatives are standardized contracts that can easily be bought and
sold and whose market values are determined and published daily. On the
other hand, non-exchange-traded derivatives—such as certain swap
agreements and foreign currency exchange forward contracts—tend to be
more specialized or complex and may be more difficult to accurately value. |
Plain Talk About Vanguard’s Unique Corporate Structure |
The Vanguard Group is owned jointly by the funds it oversees and thus
indirectly by the shareholders in those funds. Most other mutual funds are
operated by management companies that are owned by third parties—either
public or private stockholders—and not by the funds they serve. |
Plain Talk About Distributions |
As a shareholder, you are entitled to your portion of a fund’s income from
interest and dividends as well as capital gains from the fund’s sale of
investments. Income consists of both the dividends that the fund earns from
any stock holdings and the interest it receives from any money market and
bond investments. Capital gains are realized whenever the fund sells
securities for higher prices than it paid for them. These capital gains are
either short-term or long-term, depending on whether the fund held the
securities for one year or less or for more than one year. |
Plain Talk About Buying a Dividend |
Unless you are a tax-exempt investor or investing through a tax-advantaged
account (such as an IRA or an employer-sponsored retirement or savings
plan), you should consider avoiding a purchase of fund shares shortly before
the fund makes a distribution, because doing so can cost you money in
taxes. This is known as “buying a dividend.” For example: On December 15,
you invest $5,000, buying 250 shares for $20 each. If the fund pays a
distribution of $1 per share on December 16, its share price will drop to $19
(not counting market change). You still have only $5,000 (250 shares x $19 =
$4,750 in share value, plus 250 shares x $1 = $250 in distributions), but you
owe tax on the $250 distribution you received—even if you reinvest it in
more shares. To avoid buying a dividend, check a fund’s distribution schedule
before you invest. |
|
Year Ended October 31, | ||||
For a Share Outstanding Throughout Each Period |
2020 |
2019 |
2018 |
2017 |
2016 |
Net Asset Value, Beginning of Period |
$21.76 |
$22.02 |
$23.38 |
$19.70 |
$21.06 |
Investment Operations |
|
|
|
|
|
Net Investment Income |
0.4081 |
0.4191 |
0.4171 |
0.3631 |
0.394 |
Net Realized and Unrealized Gain (Loss) on
Investments |
(1.412) |
1.700 |
(0.753) |
4.345 |
(0.168) |
Total from Investment Operations |
(1.004) |
2.119 |
(0.336) |
4.708 |
0.226 |
Distributions |
|
|
|
|
|
Dividends from Net Investment Income |
(0.420) |
(0.426) |
(0.378) |
(0.433) |
(0.317) |
Distributions from Realized Capital Gains |
(1.786) |
(1.953) |
(0.646) |
(0.595) |
(1.269) |
Total Distributions |
(2.206) |
(2.379) |
(1.024) |
(1.028) |
(1.586) |
Net Asset Value, End of Period |
$18.55 |
$21.76 |
$22.02 |
$23.38 |
$19.70 |
Total Return2 |
–5.64% |
11.59% |
–1.69% |
24.53% |
1.27% |
Ratios/Supplemental Data |
|
|
|
|
|
Net Assets, End of Period (Millions) |
$4,570 |
$4,549 |
$4,468 |
$5,191 |
$4,896 |
Ratio of Total Expenses to Average Net Assets3 |
0.29% |
0.30% |
0.31% |
0.31% |
0.30% |
Ratio of Net Investment Income to Average Net Assets |
2.14% |
2.04% |
1.76% |
1.66% |
2.01% |
Portfolio Turnover Rate |
51% |
39% |
33% |
26% |
26% |
|
Year Ended October 31, | ||||
For a Share Outstanding Throughout Each Period |
2020 |
2019 |
2018 |
2017 |
2016 |
Net Asset Value, Beginning of Period |
$73.41 |
$74.29 |
$78.88 |
$66.48 |
$71.04 |
Investment Operations |
|
|
|
|
|
Net Investment Income |
1.4481 |
1.4841 |
1.4841 |
1.2951 |
1.398 |
Net Realized and Unrealized Gain (Loss) on
Investments |
(4.770) |
5.735 |
(2.538) |
14.650 |
(0.545) |
Total from Investment Operations |
(3.322) |
7.219 |
(1.054) |
15.945 |
0.853 |
Distributions |
|
|
|
|
|
Dividends from Net Investment Income |
(1.485) |
(1.509) |
(1.358) |
(1.538) |
(1.134) |
Distributions from Realized Capital Gains |
(6.023) |
(6.590) |
(2.178) |
(2.007) |
(4.279) |
Total Distributions |
(7.508) |
(8.099) |
(3.536) |
(3.545) |
(5.413) |
Net Asset Value, End of Period |
$62.58 |
$73.41 |
$74.29 |
$78.88 |
$66.48 |
Total Return2 |
–5.55% |
11.71% |
–1.59% |
24.63% |
1.41% |
Ratios/Supplemental Data |
|
|
|
|
|
Net Assets, End of Period (Millions) |
$12,695 |
$14,647 |
$13,948 |
$14,366 |
$11,703 |
Ratio of Total Expenses to Average Net Assets3 |
0.19% |
0.20% |
0.21% |
0.21% |
0.20% |
Ratio of Net Investment Income to Average Net
Assets |
2.24% |
2.14% |
1.86% |
1.76% |
2.11% |
Portfolio Turnover Rate |
51% |
39% |
33% |
26% |
26% |
Web |
|
Vanguard.com |
For the most complete source of Vanguard news
For fund, account, and service information
For most account transactions
For literature requests
24 hours a day, 7 days a week |
Phone | |
Vanguard Tele-Account®
800-662-6273 |
For automated fund and account information
Toll-free, 24 hours a day, 7 days a week |
Investor Information 800-662-7447
(Text telephone for people with
hearing impairment at 800-749-7273) |
For fund and service information
For literature requests |
Client Services 800-662-2739
(Text telephone for people with
hearing impairment at 800-749-7273) |
For account information
For most account transactions |
Participant Services 800-523-1188
(Text telephone for people with
hearing impairment at 800-749-7273) |
For information and services for participants in
employer-sponsored plans |
Institutional Division
888-809-8102 |
For information and services for large institutional
investors |
Financial Advisor and Intermediary
Sales Support 800-997-2798 |
For information and services for financial intermediaries
including financial advisors, broker-dealers, trust
institutions, and insurance companies |
Financial Advisory and Intermediary
Trading Support 800-669-0498 |
For account information and trading support for
financial intermediaries including financial advisors,
broker-dealers, trust institutions, and insurance
companies |
|
Inception
Date |
Newspaper
Abbreviation |
Vanguard
Fund Number |
CUSIP
Number |
Windsor Fund |
|
|
|
|
Investor Shares |
10/23/1958 |
Wndsr |
22 |
922018106 |
Admiral Shares |
11/12/2001 |
WndsrAdml |
5022 |
922018403 |
25 | |
25 | |
28 | |
30 | |
34 | |
34 | |
36 | |
40 | |
42 | |
43 | |
43 | |
44 |
|
Investor Shares |
Admiral Shares |
Sales Charge (Load) Imposed on Purchases |
|
|
Purchase Fee |
|
|
Sales Charge (Load) Imposed on Reinvested Dividends |
|
|
Redemption Fee |
|
|
Account Service Fee Per Year
(for certain fund account balances below $10,000) |
$ |
$ |
|
Investor Shares |
Admiral Shares |
Management Fees |
|
|
12b-1 Distribution Fee |
|
|
Other Expenses |
|
|
Total Annual Fund Operating Expenses |
|
|
|
1 Year |
3 Years |
5 Years |
10 Years |
Investor Shares |
$ |
$ |
$ |
$ |
Admiral Shares |
$ |
$ |
$ |
$ |
|
Total Return |
Quarter |
|
|
|
|
- |
|
|
1 Year |
5 Years |
10 Years |
Vanguard Windsor II Fund Investor Shares |
|
|
|
Return Before Taxes |
14.45% |
12.32% |
11.66% |
Return After Taxes on Distributions |
12.51 |
10.05 |
9.89 |
Return After Taxes on Distributions and Sale of Fund Shares |
9.84 |
9.41 |
9.25 |
Vanguard Windsor II Fund Admiral Shares |
|
|
|
Return Before Taxes |
14.53% |
12.41% |
11.75% |
Comparative Indexes
(reflect no deduction for fees, expenses, or taxes) |
|
|
|
Russell 1000 Value Index |
2.80% |
9.74% |
10.50% |
Dow Jones U.S. Total Stock Market Float Adjusted Index |
20.79 |
15.36 |
13.74 |
Plain Talk About Fund Expenses |
All mutual funds have operating expenses. These expenses, which are
deducted from a fund’s gross income, are expressed as a percentage of the
net assets of the fund. Assuming that operating expenses remain as stated
in the Fees and Expenses section, Vanguard Windsor II Fund’s expense
ratios would be as follows: for Investor Shares, 0.34%, or $3.40 per $1,000
of average net assets; for Admiral Shares, 0.26%, or $2.60 per $1,000 of
average net assets. The average expense ratio for large-cap value funds in
2019 was 1.01%, or $10.10 per $1,000 of average net assets (derived from
data provided by Lipper, a Thomson Reuters Company, which reports on the
mutual fund industry). |
Plain Talk About Costs of Investing |
Costs are an important consideration in choosing a mutual fund. That is
because you, as a shareholder, pay a proportionate share of the costs of
operating a fund and any transaction costs incurred when the fund buys or
sells securities. These costs can erode a substantial portion of the gross
income or the capital appreciation a fund achieves. Even seemingly small
differences in expenses can, over time, have a dramatic effect on a
fund’s performance. |
Plain Talk About Growth Funds and Value Funds |
Growth investing and value investing are two styles employed by stock-fund
managers. Growth funds generally invest in stocks of companies believed to
have above-average potential for growth in revenue, earnings, cash flow, or
other similar criteria. These stocks typically have low dividend yields, if any,
and above-average prices in relation to measures such as earnings and book
value. Value funds typically invest in stocks whose prices are below average
in relation to those measures; these stocks often have above-average
dividend yields. Value stocks also may remain undervalued by the market for
long periods of time. Growth and value stocks have historically produced
similar long-term returns, though each category has periods when it
outperforms the other. |
Plain Talk About Derivatives |
Derivatives can take many forms. Some forms of derivatives—such as
exchange-traded futures and options on securities, commodities, or
indexes—have been trading on regulated exchanges for decades. These
types of derivatives are standardized contracts that can easily be bought and
sold and whose market values are determined and published daily. On the
other hand, non-exchange-traded derivatives—such as certain swap
agreements and foreign currency exchange forward contracts—tend to be
more specialized or complex and may be more difficult to accurately value. |
Plain Talk About Vanguard’s Unique Corporate Structure |
The Vanguard Group is owned jointly by the funds it oversees and thus
indirectly by the shareholders in those funds. Most other mutual funds are
operated by management companies that are owned by third parties—either
public or private stockholders—and not by the funds they serve. |
Plain Talk About Distributions |
As a shareholder, you are entitled to your portion of a fund’s income from
interest and dividends as well as capital gains from the fund’s sale of
investments. Income consists of both the dividends that the fund earns from
any stock holdings and the interest it receives from any money market and
bond investments. Capital gains are realized whenever the fund sells
securities for higher prices than it paid for them. These capital gains are
either short-term or long-term, depending on whether the fund held the
securities for one year or less or for more than one year. |
Plain Talk About Buying a Dividend |
Unless you are a tax-exempt investor or investing through a tax-advantaged
account (such as an IRA or an employer-sponsored retirement or savings
plan), you should consider avoiding a purchase of fund shares shortly before
the fund makes a distribution, because doing so can cost you money in
taxes. This is known as “buying a dividend.” For example: On December 15,
you invest $5,000, buying 250 shares for $20 each. If the fund pays a
distribution of $1 per share on December 16, its share price will drop to $19
(not counting market change). You still have only $5,000 (250 shares x $19 =
$4,750 in share value, plus 250 shares x $1 = $250 in distributions), but you
owe tax on the $250 distribution you received—even if you reinvest it in
more shares. To avoid buying a dividend, check a fund’s distribution schedule
before you invest. |
|
Year Ended October 31, | ||||
For a Share Outstanding Throughout Each Period |
2020 |
2019 |
2018 |
2017 |
2016 |
Net Asset Value, Beginning of Period |
$37.22 |
$37.39 |
$38.81 |
$35.03 |
$36.73 |
Investment Operations |
|
|
|
|
|
Net Investment Income1 |
0.551 |
0.775 |
0.783 |
0.750 |
0.847 |
Net Realized and Unrealized Gain (Loss) on
Investments |
0.607 |
2.628 |
0.950 |
5.847 |
0.096 |
Total from Investment Operations |
1.158 |
3.403 |
1.733 |
6.597 |
0.943 |
Distributions |
|
|
|
|
|
Dividends from Net Investment Income |
(0.635) |
(0.844) |
(0.740) |
(0.851) |
(0.781) |
Distributions from Realized Capital Gains |
(2.893) |
(2.729) |
(2.413) |
(1.966) |
(1.862) |
Total Distributions |
(3.528) |
(3.573) |
(3.153) |
(2.817) |
(2.643) |
Net Asset Value, End of Period |
$34.85 |
$37.22 |
$37.39 |
$38.81 |
$35.03 |
Total Return2 |
2.93% |
10.82% |
4.44% |
19.60% |
2.86% |
Ratios/Supplemental Data |
|
|
|
|
|
Net Assets, End of Period (Millions) |
$10,997 |
$12,119 |
$12,061 |
$13,638 |
$13,773 |
Ratio of Total Expenses to Average Net Assets3 |
0.34% |
0.33% |
0.33% |
0.34% |
0.33% |
Ratio of Net Investment Income to Average Net
Assets |
1.61% |
2.20% |
2.04% |
2.01% |
2.46% |
Portfolio Turnover Rate |
61% |
32% |
29% |
32% |
33% |
|
Year Ended October 31, | ||||
For a Share Outstanding Throughout Each Period |
2020 |
2019 |
2018 |
2017 |
2016 |
Net Asset Value, Beginning of Period |
$66.06 |
$66.35 |
$68.88 |
$62.18 |
$65.20 |
Investment Operations |
|
|
|
|
|
Net Investment Income1 |
1.027 |
1.426 |
1.443 |
1.377 |
1.552 |
Net Realized and Unrealized Gain (Loss) on
Investments |
1.065 |
4.675 |
1.682 |
10.376 |
0.168 |
Total from Investment Operations |
2.092 |
6.101 |
3.125 |
11.753 |
1.720 |
Distributions |
|
|
|
|
|
Dividends from Net Investment Income |
(1.178) |
(1.547) |
(1.371) |
(1.565) |
(1.437) |
Distributions from Realized Capital Gains |
(5.134) |
(4.844) |
(4.284) |
(3.488) |
(3.303) |
Total Distributions |
(6.312) |
(6.391) |
(5.655) |
(5.053) |
(4.740) |
Net Asset Value, End of Period |
$61.84 |
$66.06 |
$66.35 |
$68.88 |
$62.18 |
Total Return2 |
3.00% |
10.93% |
4.52% |
19.68% |
2.94% |
Ratios/Supplemental Data |
|
|
|
|
|
Net Assets, End of Period (Millions) |
$30,992 |
$34,022 |
$34,126 |
$35,514 |
$30,991 |
Ratio of Total Expenses to Average Net Assets3 |
0.26% |
0.25% |
0.25% |
0.26% |
0.25% |
Ratio of Net Investment Income to Average Net
Assets |
1.69% |
2.28% |
2.12% |
2.09% |
2.54% |
Portfolio Turnover Rate |
61% |
32% |
29% |
32% |
33% |
Web |
|
Vanguard.com |
For the most complete source of Vanguard news
For fund, account, and service information
For most account transactions
For literature requests
24 hours a day, 7 days a week |
Phone | |
Vanguard Tele-Account®
800-662-6273 |
For automated fund and account information
Toll-free, 24 hours a day, 7 days a week |
Investor Information 800-662-7447
(Text telephone for people with
hearing impairment at 800-749-7273) |
For fund and service information
For literature requests |
Client Services 800-662-2739
(Text telephone for people with
hearing impairment at 800-749-7273) |
For account information
For most account transactions |
Participant Services 800-523-1188
(Text telephone for people with
hearing impairment at 800-749-7273) |
For information and services for participants in
employer-sponsored plans |
Institutional Division
888-809-8102 |
For information and services for large institutional
investors |
Financial Advisor and Intermediary
Sales Support 800-997-2798 |
For information and services for financial intermediaries
including financial advisors, broker-dealers, trust
institutions, and insurance companies |
Financial Advisory and Intermediary
Trading Support 800-669-0498 |
For account information and trading support for
financial intermediaries including financial advisors,
broker-dealers, trust institutions, and insurance
companies |
|
Inception
Date |
Newspaper
Abbreviation |
Vanguard
Fund Number |
CUSIP
Number |
Windsor II Fund |
|
|
|
|
Investor Shares |
6/24/1985 |
WndsrII |
73 |
922018205 |
Admiral Shares |
5/14/2001 |
WdsrIIAdml |
573 |
922018304 |
B-1 | |
B-4 | |
B-4 | |
B-22 | |
B-22 | |
B-24 | |
B-37 | |
B-48 | |
B-50 | |
B-50 | |
B-51 |
|
Share Classes1 | |
Vanguard Fund2 |
Investor |
|
Vanguard Windsor Fund |
VWNDX |
|
Vanguard Windsor II Fund |
VWNFX |
Vanguard Fund |
Capital
Contribution
to Vanguard |
Percentage of
Fund’s Average
Net Assets |
Percent of
Vanguard Funds’
Contribution |
Vanguard Windsor Fund |
$ 731,000 |
0.01% |
0.29% |
Vanguard Windsor II Fund |
1,804,000 |
0.01 |
0.72 |
Annual Shared Fund Operating Expenses
(Shared Expenses Deducted From Fund Assets) | |||
Vanguard Fund |
2018 |
2019 |
2020 |
Vanguard Windsor Fund |
|
|
|
Management and Administrative Expenses |
0.15% |
0.15% |
0.15% |
Marketing and Distribution Expenses |
0.01 |
Less than 0.01 |
Less than 0.01 |
Vanguard Windsor II Fund |
|
|
|
Management and Administrative Expenses |
0.15% |
0.15% |
0.15% |
Marketing and Distribution Expenses |
0.01 |
Less than 0.01 |
Less than 0.01 |
Name, Year of Birth |
Position(s)
Held With
Funds |
Vanguard
Funds’ Trustee/
Officer Since |
Principal Occupation(s)
During the Past Five Years,
Outside Directorships,
and Other Experience |
Number of
Vanguard Funds
Overseen by
Trustee/Officer |
Interested Trustee1 |
|
|
|
|
Mortimer J. Buckley
(1969) |
Chairman of the
Board, Chief
Executive
Officer, and
President |
January 2018 |
Chairman of the board (2019–present) of Vanguard and
of each of the investment companies served by
Vanguard; chief executive officer (2018–present) of
Vanguard; chief executive officer, president, and
trustee (2018–present) of each of the investment
companies served by Vanguard; president and director
(2017–present) of Vanguard; and president
(2018–present) of Vanguard Marketing Corporation.
Chief investment officer (2013–2017), managing
director (2002–2017), head of the Retail Investor Group
(2006–2012), and chief information officer (2001–2006)
of Vanguard. Chairman of the board (2011–2017) and
trustee (2009–2017) of the Children’s Hospital of
Philadelphia; and trustee (2018–present) and vice chair
(2019–present) of The Shipley School. |
211 |
1 Mr. Buckley is considered an “interested person” as defined in the 1940 Act because he is an officer of the Trust. |
Name, Year of Birth |
Position(s)
Held With
Funds |
Vanguard
Funds’ Trustee/
Officer Since |
Principal Occupation(s)
During the Past Five Years,
Outside Directorships,
and Other Experience |
Number of
Vanguard Funds
Overseen by
Trustee/Officer |
Independent Trustees |
|
|
|
|
Emerson U. Fullwood
(1948) |
Trustee |
January 2008 |
Executive chief staff and marketing officer for North
America and corporate vice president (retired 2008) of
Xerox Corporation (document management products
and services). Former president of the Worldwide
Channels Group, Latin America, and Worldwide
Customer Service and executive chief staff officer of
Developing Markets of Xerox. Executive in residence
and 2009–2010 Distinguished Minett Professor at the
Rochester Institute of Technology. Director of SPX
FLOW, Inc. (multi-industry manufacturing). Director of
the University of Rochester Medical Center, the
Monroe Community College Foundation, the United
Way of Rochester, North Carolina A&T University, and
Roberts Wesleyan College. Trustee of the University of
Rochester. |
211 |
Amy Gutmann
(1949) |
Trustee |
June 2006 |
President (2004–present) of the University of
Pennsylvania. Christopher H. Browne Distinguished
Professor of Political Science, School of Arts and
Sciences, and professor of communication, Annenberg
School for Communication, with secondary faculty
appointments in the Department of Philosophy, School
of Arts and Sciences, and at the Graduate School of
Education, University of Pennsylvania. |
211 |
F. Joseph Loughrey
(1949) |
Trustee |
October 2009 |
President and chief operating officer (retired 2009) and
vice chairman of the board (2008–2009) of Cummins
Inc. (industrial machinery). Chairman of the board of
Hillenbrand, Inc. (specialized consumer services).
Director of the V Foundation. Member of the advisory
council for the College of Arts and Letters and chair of
the advisory board to the Kellogg Institute for
International Studies, both at the University of Notre
Dame. Chairman of the board of Saint Anselm College. |
211 |
Mark Loughridge
(1953) |
Lead
Independent
Trustee |
March 2012 |
Senior vice president and chief financial officer (retired
2013) of IBM (information technology services).
Fiduciary member of IBM’s Retirement Plan
Committee (2004–2013), senior vice president and
general manager (2002–2004) of IBM Global Financing,
vice president and controller (1998–2002) of IBM, and
a variety of other prior management roles at IBM.
Member of the Council on Chicago Booth. |
211 |
Scott C. Malpass
(1962) |
Trustee |
March 2012 |
Chief investment officer and vice president of the
University of Notre Dame (retired June 2020).
Assistant professor of finance at the Mendoza College
of Business, University of Notre Dame (retired June
2020), and member of the Notre Dame 403(b)
Investment Committee. Member of the board of
Catholic Investment Services, Inc. (investment
advisors) and the board of superintendence of the
Institute for the Works of Religion. |
211 |
Name, Year of Birth |
Position(s)
Held With
Funds |
Vanguard
Funds’ Trustee/
Officer Since |
Principal Occupation(s)
During the Past Five Years,
Outside Directorships,
and Other Experience |
Number of
Vanguard Funds
Overseen by
Trustee/Officer |
Deanna Mulligan
(1963) |
Trustee |
January 2018 |
Board chair (2020), chief executive officer (2011–2020),
and president (2010–2019) of The Guardian Life
Insurance Company of America. Chief operating officer
(2010–2011) and executive vice president (2008–2010)
of Individual Life and Disability of The Guardian Life
Insurance Company of America. Member of the board
of the Economic Club of New York. Trustee of the
Partnership for New York City (business leadership),
the Chief Executives for Corporate Purpose, the New
York-Presbyterian Hospital, and the Bruce Museum
(arts and science). Member of the Advisory Council for
the Stanford Graduate School of Business. |
211 |
André F. Perold
(1952) |
Trustee |
December 2004 |
George Gund Professor of Finance and Banking,
Emeritus at the Harvard Business School (retired
2011). Chief investment officer and co-managing
partner of HighVista Strategies LLC (private
investment firm). Board member (2018–present) of RIT
Capital Partners (investment firm); investment
committee member of Partners Health Care System. |
211 |
Sarah Bloom Raskin
(1961) |
Trustee |
January 2018 |
Deputy secretary (2014–2017) of the United States
Department of the Treasury. Governor (2010–2014) of
the Federal Reserve Board. Commissioner
(2007–2010) of financial regulation for the State of
Maryland. Director (2017–present) of i(x) Investments,
LLC. Rubenstein Fellow (2017–2020) of Duke
University; trustee (2017–present) of Amherst College;
and member of Amherst College Investment
Committee (2019–present). |
211 |
Peter F. Volanakis
(1955) |
Trustee |
July 2009 |
President and chief operating officer (retired 2010) of
Corning Incorporated (communications equipment)
and director of Corning Incorporated (2000–2010) and
Dow Corning (2001–2010). Director (2012) of SPX
Corporation (multi-industry manufacturing). Overseer
of the Amos Tuck School of Business Administration,
Dartmouth College (2001–2013). Chairman of the
board of trustees of Colby-Sawyer College. Member of
the BMW Group Mobility Council. |
211 |
Executive Officers |
|
|
|
|
John Bendl
(1970) |
Chief Financial
Officer |
October 2019 |
Principal of Vanguard. Chief financial officer
(2019–present) of each of the investment companies
served by Vanguard. Chief accounting officer, treasurer,
and controller of Vanguard (2017–present). Partner
(2003–2016) at KPMG (audit, tax, and advisory
services). |
211 |
Christine M. Buchanan
(1970) |
Treasurer |
November 2017 |
Principal of Vanguard. Treasurer (2017–present) of each
of the investment companies served by Vanguard.
Partner (2005–2017) at KPMG (audit, tax, and advisory
services). |
211 |
David Cermak
(1960) |
Finance Director |
October 2019 |
Principal of Vanguard. Finance director (2019–present)
of each of the investment companies served by
Vanguard. Managing director and head (2017–present)
of Vanguard Investments Singapore. Managing director
and head (2017–2019) of Vanguard Investments Hong
Kong. Representative director and head (2014–2017)
of Vanguard Investments Japan. |
211 |
Name, Year of Birth |
Position(s)
Held With
Funds |
Vanguard
Funds’ Trustee/
Officer Since |
Principal Occupation(s)
During the Past Five Years,
Outside Directorships,
and Other Experience |
Number of
Vanguard Funds
Overseen by
Trustee/Officer |
John Galloway
(1973) |
Investment
Stewardship
Officer |
September 2020 |
Principal of Vanguard. Investment stewardship officer
(September 2020–present) of each of the investment
companies served by Vanguard. Head of Investor
Advocacy (February 2020–present) and head of
Marketing Strategy and Planning (2017–2020) at
Vanguard. Deputy Assistant to the President of the
United States (2015). |
211 |
Peter Mahoney
(1974) |
Controller |
May 2015 |
Principal of Vanguard. Controller (2015–present) of
each of the investment companies served by
Vanguard. Head of International Fund Services (2008–
2014) at Vanguard. |
211 |
Anne E. Robinson
(1970) |
Secretary |
September 2016 |
General counsel (2016–present) of Vanguard.
Secretary (2016–present) of Vanguard and of each of
the investment companies served by Vanguard.
Managing director (2016–present) of Vanguard.
Managing director and general counsel of Global Cards
and Consumer Services (2014–2016) at Citigroup.
Counsel (2003–2014) at American Express. |
211 |
Michael Rollings
(1963) |
Finance Director |
February 2017 |
Finance director (2017–present) and treasurer (2017)
of each of the investment companies served by
Vanguard. Managing director (2016–present) of
Vanguard. Chief financial officer (2016–present) of
Vanguard. Director (2016–present) of Vanguard
Marketing Corporation. Executive vice president and
chief financial officer (2006–2016) of MassMutual
Financial Group. |
211 |
John E. Schadl
(1972) |
Chief
Compliance
Officer |
March 2019 |
Principal of Vanguard. Chief compliance officer
(2019–present) of Vanguard and of each of the
investment companies served by Vanguard. Assistant
vice president (2019–present) of Vanguard Marketing
Corporation. |
211 |
Trustee |
Aggregate
Compensation From
the Funds1 |
Pension or Retirement
Benefits Accrued as Part of
the Funds’ Expenses1 |
Accrued Annual
Retirement Benefit at
January 1, 20212 |
Total Compensation
From All Vanguard
Funds Paid to Trustees3 |
Mortimer J. Buckley |
— |
— |
— |
— |
Emerson U. Fullwood |
$ 10,081 |
— |
— |
$ 287,500 |
Amy Gutmann |
10,081 |
— |
— |
287,500 |
F. Joseph Loughrey |
10,782 |
— |
— |
307,500 |
Mark Loughridge |
12,538 |
— |
— |
357,500 |
Scott C. Malpass |
10,081 |
— |
— |
287,500 |
Deanna Mulligan |
10,081 |
— |
— |
287,500 |
André F. Perold |
10,081 |
— |
— |
287,500 |
Sarah Bloom Raskin |
10,782 |
— |
— |
307,500 |
Peter F. Volanakis |
10,782 |
— |
— |
307,500 |
Vanguard Fund |
Trustee |
Dollar Range of
Fund Shares
Owned by Trustee |
Aggregate Dollar Range
of Vanguard Fund Shares
Owned by Trustee |
Vanguard Windsor Fund |
Mortimer J. Buckley |
Over $100,000 |
Over $100,000 |
|
Emerson U. Fullwood |
— |
Over $100,000 |
|
Amy Gutmann |
— |
Over $100,000 |
|
F. Joseph Loughrey |
— |
Over $100,000 |
|
Mark Loughridge |
— |
Over $100,000 |
|
Scott C. Malpass |
— |
Over $100,000 |
|
Deanna Mulligan |
— |
Over $100,000 |
|
André F. Perold |
— |
Over $100,000 |
|
Sarah Bloom Raskin |
— |
Over $100,000 |
|
Peter F. Volanakis |
— |
Over $100,000 |
|
|
|
|
Vanguard Windsor II Fund |
Mortimer J. Buckley |
— |
Over $100,000 |
|
Emerson U. Fullwood |
— |
Over $100,000 |
|
Amy Gutmann |
— |
Over $100,000 |
|
F. Joseph Loughrey |
— |
Over $100,000 |
|
Mark Loughridge |
— |
Over $100,000 |
|
Scott C. Malpass |
— |
Over $100,000 |
|
Deanna Mulligan |
— |
Over $100,000 |
|
André F. Perold |
— |
Over $100,000 |
|
Sarah Bloom Raskin |
— |
Over $100,000 |
|
Peter F. Volanakis |
— |
Over $100,000 |
Vanguard Fund |
Share Class |
Owner and Address |
Percentage
of Ownership |
Vanguard Windsor Fund |
Investor Shares |
VANGUARD STAR FUND VALLEY
FORGE, PA |
39.20% |
|
|
VANGUARD DIVERSITY EQUITY FUND
VALLEY FORGE, PA |
8.87% |
|
Admiral Shares |
FEDEX CORPORATION RETIREMENT
SAVINGS PLAN MEMPHIS, TN |
7.05% |
Vanguard Fund |
Share Class |
Owner and Address |
Percentage
of Ownership |
Vanguard Windsor II Fund |
Investor Shares |
VANGUARD STAR FUND VALLEY
FORGE, PA |
30.35% |
|
|
VARIABLE ANNUITY LIFE INSURANCE
COMPANY HOUSTON, TX |
14.09% |
|
Admiral Shares |
FIDELITY INVESTMENTS
INSTITUTIONAL OPERATIONS CO INC
COVINGTON, KY |
8.41% |
Portfolio Manager |
|
No. of
accounts |
Total assets |
No. of accounts with
performance-based
fees |
Total assets in
accounts with
performance-based
fees |
Richard Pzena |
Registered investment companies1 |
9
|
$ 21.3B |
2 |
$ 19.3B |
|
Other pooled investment vehicles |
15 |
$ 338M |
2 |
$ 113M |
|
Other accounts |
52 |
$ 894M |
0 |
$ 0 |
Benjamin S. Silver |
Registered investment companies1 |
11 |
$ 21.4B |
2 |
$ 19.3B |
|
Other pooled investment vehicles |
32 |
$ 5.6B |
4 |
$ 370M |
|
Other accounts |
98 |
$ 5.4B |
0 |
$ 0 |
John J. Flynn |
Registered investment companies1 |
11 |
$ 21.4B |
2 |
$ 19.3B |
|
Other pooled investment vehicles |
14 |
$ 273M |
1 |
$ 4M |
|
Other accounts |
82 |
$ 2.1B |
0 |
$ 0 |
Portfolio Manager |
|
No. of
accounts |
Total assets |
No. of accounts with
performance-based
fees |
Total assets in
accounts with
performance-based
fees |
David Palmer |
Registered investment companies1 |
4
|
$ 18.2B |
1 |
$ 17.3B |
|
Other pooled investment vehicles |
6 |
$ 217M |
1 |
$ 10.3M |
|
Other accounts |
4 |
$ 842M |
0 |
$ 0 |
Portfolio Manager |
|
No. of
accounts |
Total assets |
No. of accounts with
performance-based
fees |
Total assets in
accounts with
performance-based
fees |
Howard Gleicher |
Registered investment companies1 |
10
|
$ 45B |
1 |
$ 42B |
|
Other pooled investment vehicles |
12 |
$ 6.3B |
0 |
$ 0 |
|
Other accounts |
2,847 |
$ 14.5B |
3 |
$ 1.2B |
Gregory Padilla |
Registered investment companies1 |
8 |
$ 45B |
1 |
$ 42B |
|
Other pooled investment vehicles |
11 |
$ 6B |
0 |
$ 0 |
|
Other accounts |
2,430 |
$ 13.2B |
3 |
$ 1.2B |
Portfolio Manager |
|
No. of
accounts |
Total assets |
No. of accounts with
performance-based
fees |
Total assets in
accounts with
performance-based
fees |
George H. Davis, Jr. |
Registered investment companies1 |
20
|
$ 48B |
2 |
$ 43B |
|
Other pooled investment vehicles |
12 |
$ 1.2B |
1 |
$ 22.2M |
|
Other accounts |
51 |
$ 7.3B |
5 |
$ 1.5B |
Scott McBride |
Registered investment companies1 |
20 |
$ 48B |
2 |
$ 43B |
|
Other pooled investment vehicles |
12 |
$ 1.2B |
1 |
$ 22.2M |
|
Other accounts |
51 |
$ 7.3B |
5 |
$ 1.5B |
Portfolio Manager |
|
No. of
accounts |
Total assets |
No. of accounts with
performance-based
fees |
Total assets in
accounts with
performance-based
fees |
Andrew Lacey |
Registered investment companies1 |
14
|
$ 63B |
2 |
$ 58B |
|
Other pooled investment vehicles |
8 |
$ 2.7B |
2 |
$ 806M |
|
Other accounts |
102 |
$ 5.3B |
0 |
$ 0 |
Ronald Temple |
Registered investment companies1 |
11 |
$ 48B |
2 |
$ 42B |
|
Other pooled investment vehicles |
10 |
$ 2.8B |
2 |
$ 806M |
|
Other accounts |
105 |
$ 5.3B |
0 |
$ 0 |
Portfolio Manager |
|
No. of
accounts |
Total assets |
No. of accounts with
performance-based
fees |
Total assets in
accounts with
performance-based
fees |
Lewis A. Sanders |
Registered investment companies1 |
1
|
$ 42B |
1 |
$ 42B |
|
Other pooled investment vehicles |
13 |
$ 5.2B |
0 |
$ 0 |
|
Other accounts |
81 |
$ 29.7B |
5 |
$ 3.3B |
John P. Mahedy |
Registered investment companies1 |
1 |
$ 42B |
1 |
$ 42B |
|
Other pooled investment vehicles |
13 |
$ 5.2B |
0 |
$ 0 |
|
Other accounts |
77 |
$ 29.2B |
5 |
$ 3.3B |
Vanguard Fund |
Securities Lending Activities |
Vanguard Windsor Fund |
|
Gross income from securities lending activities |
$5,058,465 |
Fees paid to securities lending agent from a revenue split |
$0 |
Fees paid for any cash collateral management service (including fees deducted from a pooled cash
collateral reinvestment vehicle) that are not included in the revenue split |
$4,358 |
Administrative fees not included in revenue split |
$48,598 |
Indemnification fee not included in revenue split |
$0 |
Rebate (paid to borrower) |
$180,780 |
Other fees not included in revenue split (specify) |
$0 |
Aggregate fees/compensation for securities lending activities |
$233,736 |
Net income from securities lending activities |
$4,824,729 |
Vanguard Windsor II Fund |
|
Gross income from securities lending activities |
$2,131,292 |
Fees paid to securities lending agent from a revenue split |
$0 |
Fees paid for any cash collateral management service (including fees deducted from a pooled cash
collateral reinvestment vehicle) that are not included in the revenue split |
$10,151 |
Administrative fees not included in revenue split |
$21,390 |
Indemnification fee not included in revenue split |
$0 |
Rebate (paid to borrower) |
$204,862 |
Other fees not included in revenue split (specify) |
$0 |
Aggregate fees/compensation for securities lending activities |
$236,403 |
Net income from securities lending activities |
$1,894,889 |
Vanguard Fund |
2018 |
2019 |
2020 |
Vanguard Windsor Fund |
$ 6,228,000 |
$ 6,988,000 |
$ 7,746,000 |
Vanguard Windsor II Fund1 |
14,596,000 |
11,338,000 |
15,299,000 |
Vanguard Fund |
Regular Broker or Dealer (or Parent) |
Aggregate Holdings |
Vanguard Windsor Fund |
Citigroup Global Markets Inc. |
$ 115,107,000 |
|
J.P. Morgan Securities Inc. |
119,463,000 |
|
Merrill Lynch, Pierce, Fenner & Smith Inc. |
370,806,000 |
|
Morgan Stanley |
116,077,000 |
|
Wells Fargo Securities, LLC |
125,980,000 |
Vanguard Windsor II Fund |
Barclays Capital Inc. |
46,146,000 |
|
Citigroup Global Markets Inc. |
545,663,000 |
|
Goldman, Sachs & Co. |
185,079,000 |
|
J.P. Morgan Securities Inc. |
528,210,000 |
|
Merrill Lynch, Pierce, Fenner & Smith Inc. |
650,576,000 |
|
Morgan Stanley |
57,020,000 |
Factors For Approval |
Factors Against Approval |
Nominated slate results in board made up of a majority of
independent directors |
Nominated slate results in board made up of a majority of non-independent
directors. |
All members of the Audit, Nominating, and Compensation
committees are independent of management |
Audit, Nominating, and/or Compensation committees include
non-independent members. |
|
Incumbent board member failed to attend at least 75% of meetings in the
previous year. |
|
Actions of committee(s) on which nominee serves are inconsistent with other
guidelines (e.g., excessive option grants, substantial non-audit fees, lack of
board independence). |
|
Nominee is a CEO or other senior executive who serves on more than two
public company boards in addition to his own, or, if not a CEO or senior
executive, serves on more than four such boards. |
Factors For Approval |
Factors Against Approval |
Company requires senior executives to hold a minimum
amount of company stock (frequently expressed as a
multiple of salary). |
Total potential dilution (including all stock-based plans) exceeds 15% of shares
outstanding. |
Company requires stock acquired through option exercise to
be held for a certain period of time. |
Annual option grants have exceeded 2% of shares outstanding. |
Compensation program includes performance-vesting
awards, indexed options, or other performance-linked grants. |
Plan has below market value exercise prices on the date of issuance. |
Concentration of options grants to senior executives is
limited (indicating that the plan is very broad-based). |
Plan permits re-pricing or replacement of options without shareholder
approval. |
Stock-based compensation is clearly used as a substitute for
cash in delivering market-competitive total pay. |
Plan provides for the issuance of reload options. |
Company must expense compensatory employee stock
options. |
Plan contains automatic share replenishment (evergreen) feature. |
|
Disclosure of terms of executive compensation plan is inadequate. |
Factors For Approval |
Factors Against Approval |
Plan is relatively short-term (3-5 years). |
Plan is long term (>5 years). |
Plan requires shareholder approval for renewal. |
Renewal of plan is automatic or does not require shareholder approval. |
Plan incorporates review by a committee of independent
directors at least every three years (so-called TIDE
provisions). |
Ownership trigger is less than 15%. |
Plan includes permitted-bid-/qualified-offer feature (chewable
pill) that mandates a shareholder vote in certain situations. |
Classified board. |
Ownership trigger is reasonable (15-20%). Highly
independent, non-classified board. |
Board with limited independence. |
(a) |
Articles of Incorporation,
Amended and Restated Agreement and Declaration of Trust, filed with Post-Effective
Amendment No. 111, dated February 27, 2009, is hereby incorporated by reference. |
(b) |
By-Laws, Amended and Restated By-Laws, are filed herewith. |
(c) |
Instruments Defining Rights of Security Holders, reference is made to Articles III and V of the Registrant’s
Amended and Restated Agreement and Declaration of Trust, refer to Exhibit (a) above. |
(d) |
Investment Advisory Contracts, for
Wellington Management Company LLP, filed with Post-Effective Amendment
No. 110 dated February 27, 2008; for
Hotchkis and Wiley Capital Management, LLC, filed with Post-Effective
Amendment No. 112 on February 25, 2010; for
Sanders Capital, LLC, filed with Post-Effective Amendment No. 114
dated February 25, 2010; and for
Lazard Asset Management LLC, filed with Post-Effective Amendment No. 117
dated February 27, 2012; for
Pzena Investment Management, LLC, filed with Post-Effective Amendment No. 124
dated February 26, 2014; and for
Aristotle Capital Management, LLC, filed with Post-Effective Amendment No. 138
dated February 27, 2020, are hereby incorporated by reference. |
(e) |
Underwriting Contracts, not applicable. |
(f) |
Bonus or Profit Sharing Contracts, reference is made to the section entitled “Management of the Funds” in Part B
of this Registration Statement. |
(g) |
|
(h) |
Other Material Contracts,
Fifth Amended and Restated Funds’ Service Agreement, filed with Post-Effective
Amendment No. 138 dated February 27, 2020, is hereby incorporated by reference. |
(i) |
Legal Opinion, not applicable. |
(j) |
|
(k) |
Omitted Financial Statements, not applicable. |
(l) |
Initial Capital Agreements, not applicable. |
(m) |
Rule 12b-1 Plan, not applicable. |
(n) |
Rule 18f-3 Plan, is filed herewith. |
(o) |
Reserved. |
(p) |
Codes of Ethics, for
Sanders Capital, LLC, and for
Hotchkis and Wiley Capital Management, LLC, filed with
Post-Effective Amendment No. 135 dated February 27, 2019, are hereby incorporated by reference. For
Aristotle
Capital Management, LLC,
Pzena Investment Management, LLC,
Lazard Asset Management LLC, and
Wellington
Management Company LLP, are filed herewith. |
(a) |
Vanguard Marketing Corporation, a wholly owned subsidiary of The Vanguard Group, Inc., is the principal underwriter
of each fund within the Vanguard group of investment companies, a family of over 200 funds. |
(b) |
The principal business address of each named director and officer of Vanguard Marketing Corporation is 100
Vanguard Boulevard, Malvern, PA 19355. |
Name |
Positions and Office with Underwriter |
Positions and Office with Funds |
Matthew Benchener |
Chairman, Director, Principal, and Chief
Executive Officer Designee |
None |
Karin A. Risi |
Director and Principal |
None |
Scott A. Conking |
Director and Principal |
None |
Thomas M. Rampulla |
Director and Principal |
None |
Michael Rollings |
Director and Principal |
Finance Director |
Name |
Positions and Office with Underwriter |
Positions and Office with Funds |
Caroline Cosby |
Director, Principal, General Counsel, and
Assistant Secretary |
None |
Matthew C. Brancato |
Director and Principal |
None |
Mortimer J. Buckley |
President |
Chairman of the Board of Trustees, Chief
Executive Officer, and President |
John E. Schadl |
Assistant Vice President |
Chief Compliance Officer |
Beth Morales Singh |
Secretary |
None |
Erica Green |
Chief Compliance Officer |
None |
John T. Marcante |
Chief Information Officer |
None |
Alonzo Ellis |
Chief Information Security Officer |
None |
Salvatore L. Pantalone |
Financial and Operations Principal and
Treasurer |
None |
Celeste Hagerty |
Financial and Operations Principal |
None |
Danielle Corey |
Annuity and Insurance Officer |
None |
Jeff Seglem |
Annuity and Insurance Officer |
None |
John Bendl |
Principal |
Chief Financial Officer |
Barbara Bock |
Principal |
None |
Saundra K. Cusumano |
Principal |
None |
James M. Delaplane Jr. |
Principal |
None |
Andrew Kadjeski |
Principal |
None |
Michael V. Lucci |
Principal |
None |
Brian P. McCarthy |
Principal |
None |
Matthew P. McCarthy |
Principal |
None |
Douglas R. Mento |
Principal |
None |
Jim O’Rourke |
Principal |
None |
David Petty |
Principal |
None |
Monica Verma |
Principal |
None |
(c) |
Not applicable. |
Signature |
Title |
Date |
/s/ Mortimer J. Buckley*
Mortimer J. Buckley |
Chairman and Chief Executive Officer |
February 25, 2021 |
/s/ Emerson U. Fullwood*
Emerson U. Fullwood |
Trustee |
February 25, 2021 |
/s/ Amy Gutmann*
Amy Gutmann |
Trustee |
February 25, 2021 |
/s/ Joseph Loughrey*
Joseph Loughrey |
Trustee |
February 25, 2021 |
/s/ Mark Loughridge*
Mark Loughridge |
Trustee |
February 25, 2021 |
/s/ Scott C. Malpass*
Scott C. Malpass |
Trustee |
February 25, 2021 |
/s/ Deanna Mulligan*
Deanna Mulligan |
Trustee |
February 25, 2021 |
/s/ André F. Perold*
André F. Perold |
Trustee |
February 25, 2021 |
/s/ Sarah Bloom Raskin*
Sarah Bloom Raskin |
Trustee |
February 25, 2021 |
/s/ Peter F. Volanakis*
Peter F. Volanakis |
Trustee |
February 25, 2021 |
/s/ John Bendl*
John Bendl |
Chief Financial Officer |
February 25, 2021 |