NPORT-EX 2 70R9TRP022924.htm T. ROWE PRICE RETIREMENT FUNDS, INC.
T.
ROWE
PRICE
Retirement
2045
Fund
February
29,
2024
(Unaudited)
1
Portfolio
of
Investments
(1)
(1)
$
Value
5/31/23
$
Purchase
Cost
$
Sales
Cost
Shares/Par
$
Value
2/29/24
(Cost
and
value
in
$000s)
BOND
MUTUAL
FUNDS
2.6%
T.
Rowe
Price
Funds:
New
Income
Fund 
75,497
123,093
14,894
22,219,895‌
175,982‌
U.S.
Treasury
Long-Term
Index
Fund 
56,807
91,437
8,123
16,464,749‌
123,321‌
International
Bond
Fund
(USD
Hedged) 
26,381
31,488
4,071
6,418,244‌
53,913‌
Dynamic
Global
Bond
Fund 
16,424
24,263
3,255
4,616,676‌
35,733‌
Limited
Duration
Inflation
Focused
Bond
Fund 
240
25,818
110
5,654,659‌
25,955‌
Total
Bond
Mutual
Funds
(Cost
$474,895)
414,904‌
EQUITY
MUTUAL
FUNDS
96.7%
T.
Rowe
Price
Funds:
Growth
Stock
Fund 
1,185,947
1,015,155
195,746
25,950,504‌
2,503,705‌
Value
Fund 
1,080,304
1,139,178
125,751
54,932,900‌
2,444,514‌
Equity
Index
500
Fund 
725,643
635,512
92,047
12,185,579‌
1,636,401‌
U.S.
Large-Cap
Core
Fund 
384,659
972,689
18,193
41,582,118‌
1,622,118‌
Overseas
Stock
Fund 
576,976
604,439
53,113
97,034,372‌
1,230,396‌
International
Value
Equity
Fund 
492,657
526,268
50,953
66,326,019‌
1,073,818‌
International
Stock
Fund 
479,866
538,439
47,775
53,425,518‌
1,036,455‌
Real
Assets
Fund 
312,577
643,205
23,574
69,449,791‌
944,517‌
Mid-Cap
Growth
Fund 
263,330
327,513
30,745
5,822,824‌
621,703‌
Mid-Cap
Value
Fund 
238,496
283,730
26,179
16,957,403‌
555,355‌
Emerging
Markets
Discovery
Stock
Fund 
212,069
261,124
28,298
33,371,042‌
438,162‌
Small-Cap
Stock
Fund 
177,743
200,775
19,275
6,695,728‌
398,798‌
Emerging
Markets
Stock
Fund 
181,881
222,944
19,952
10,325,163‌
352,708‌
Small-Cap
Value
Fund 
143,016
180,209
14,020
6,409,354‌
332,261‌
New
Horizons
Fund (2)
114,434
135,631
11,862
4,361,202‌
260,800‌
U.S.
Equity
Research
Fund 
256,569
41,446
222,160
2,119,178‌
106,573‌
Total
Equity
Mutual
Funds
(Cost
$12,322,453)
15,558,284‌
OTHER
MUTUAL
FUNDS
0.0%
T.
Rowe
Price
Funds:
Transition
Fund 
1,177
220,199
219,318
20,415‌
2,031‌
Total
Other
Mutual
Funds
(Cost
$2,025)
2,031‌
SHORT-TERM
INVESTMENTS
0.7%
Money
Market
Funds
0.7%
T.
Rowe
Price
U.S.
Treasury
Money
Fund,
5.40% (3)
198,269
416,895
507,738
107,425,762‌
107,426‌
T.
ROWE
PRICE
Retirement
2045
Fund
2
$
Value
5/31/23
$
Purchase
Cost
$
Sales
Cost
Shares/Par
$
Value
2/29/24
(Cost
and
value
in
$000s)
SHORT-TERM
INVESTMENTS
0.7%
(continued)
U.S.
Treasury
Obligations
0.0%
U.S.
Treasury
Bills,
5.271%,
4/25/24 (4)
12,000,000‌
11,903‌
Total
Short-Term
Investments
(Cost
$119,330)
119,329‌
Total
Investments
in
Securities
100.0%
(Cost
$12,918,703)
$
16,094,548‌
Other
Assets
Less
Liabilities
(0.0)%
(7,330‌)
Net
Assets
100.0%
$
16,087,218‌
(1)
Each
underlying
Price
Fund
is
an
affiliated
company;
the
fund
is
invested
in
the Z
Class
of
each
underlying
Price
Fund,
except
for
the
Transition
Fund,
if
held,
which
is
a
single
class
fund.
Additional
information
about
each underlying
Price
Fund
is
available
by
calling
1-877-495-1138
and
at www.troweprice.com.
(2)
Non-income
producing
(3)
Seven-day
yield
(4)
At
February
29,
2024,
all
or
a
portion
of
this
security
is
pledged
as
collateral
and/
or
margin
deposit
to
cover
future
funding
obligations.
T.
ROWE
PRICE
Retirement
2045
Fund
3
FUTURES
CONTRACTS
($000s)
Expiration
Date
Notional
Amount
Value
and
Unrealized
Gain
(Loss)
Short,
304
S&P
500
E-Mini
Index
contracts
3/24
(77,577)
$
(1,608‌)
Net
payments
(receipts)
of
variation
margin
to
date
1,262‌
Variation
margin
receivable
(payable)
on
open
futures
contracts
$
(346‌)
T.
ROWE
PRICE
Retirement
2045
Fund
4
The
accompanying
notes
are
an
integral
part
of
this
Portfolio
of
Investments.
AFFILIATED
COMPANIES
($000s)
The
fund
may
invest
in
certain
securities
that
are
considered
affiliated
companies.
As
defined
by
the
1940
Act,
an
affiliated
company
is
one
in
which
the
fund
owns
5%
or
more
of
the
outstanding
voting
securities,
or
a
company
that
is
under
common
ownership
or
control.
The
following
securities
were
considered
affiliated
companies
for
all
or
some
portion
of
the
nine
months
ended
February
29,
2024.
Net
realized
gain
(loss),
investment
income,
and
change
in
net
unrealized
gain/loss
reflect
all
activity
for
the
period
then
ended.
Affiliate
Net
Realized
Gain
(Loss)
Change
in
Net
Unrealized
Gain/Loss
Investment
Income
T.
Rowe
Price
Funds:
Dynamic
Global
Bond
Fund 
$
(283‌)
$
(1,699‌)
$
—‌
Emerging
Markets
Discovery
Stock
Fund 
(3,557‌)
(6,733‌)
8,240‌
Emerging
Markets
Stock
Fund 
(315‌)
(32,165‌)
4,432‌
Equity
Index
500
Fund 
29,837‌
367,293‌
8,934‌
Growth
Stock
Fund 
108,039‌
498,349‌
4,175‌
International
Bond
Fund
(USD
Hedged) 
(345‌)
115‌
—‌
International
Stock
Fund 
2,864‌
65,925‌
8,856‌
International
Value
Equity
Fund 
4,567‌
105,846‌
18,103‌
Limited
Duration
Inflation
Focused
Bond
Fund 
(1‌)
7‌
61‌
Mid-Cap
Growth
Fund 
18,676‌
61,605‌
2,149‌
Mid-Cap
Value
Fund 
18,428‌
59,308‌
4,708‌
New
Horizons
Fund 
1,022‌
22,597‌
—‌
New
Income
Fund 
(1,514‌)
(7,714‌)
3,049‌
Overseas
Stock
Fund 
5,525‌
102,094‌
16,660‌
Real
Assets
Fund 
880‌
12,309‌
10,824‌
Small-Cap
Stock
Fund 
8,105‌
39,555‌
1,909‌
Small-Cap
Value
Fund 
5,668‌
23,056‌
2,173‌
Transition
Fund 
(1,377‌)
(27‌)
202‌
U.S.
Equity
Research
Fund 
8,083‌
30,718‌
1,171‌
U.S.
Large-Cap
Core
Fund 
3,771‌
282,963‌
6,799‌
U.S.
Treasury
Long-Term
Index
Fund 
(1,675‌)
(16,800‌)
1,762‌
Value
Fund 
28,067‌
350,783‌
22,204‌
U.S.
Treasury
Money
Fund,
5.40%
—‌
—‌
5,199‌
Totals
$
234,465‌#
$
1,957,385‌
$
131,610‌+
#
Capital
gain
distributions
from
underlying
Price
funds
represented
$97,918
of
the
net
realized
gain
(loss).
+
Investment
income
comprised
$131,610
of
income
distributions
from
underlying
Price
Funds.
T.
ROWE
PRICE
Retirement
2045
Fund
Unaudited
Notes
to
Portfolio
of
Investments
5
T.
Rowe
Price
Retirement
2045
Fund (the
fund) is
registered
under
the
Investment
Company
Act
of
1940
(the
1940
Act)
as
an
open-end
management
investment
company
and
follows
accounting
and
reporting
guidance
of
the
Financial
Accounting
Standards
Board
Accounting
Standards
Codification
Topic
946.
The
accompanying
Portfolio
of
Investments
was
prepared
in
accordance
with
accounting
principles
generally
accepted
in
the
United
States
of
America
(GAAP).
On
February
16,
2024,
the
fund
acquired
substantially
all
of
the
assets
of
the
T.
Rowe
Price
Retirement
I
2045
Fund
in
exchange
for
I
Class
shares
of
the
fund,
pursuant
to
the
Agreement
and
Plan
of
Reorganization
dated
June
26,
2023.
For
additional
information
on
the
fund’s
significant
accounting
policies
and
investment
related
disclosures,
please
refer
to
the
fund’s
most
recent
semiannual
or
annual
shareholder
report
and
its
prospectus.
VALUATION 
Fair
Value
The
fund’s
financial
instruments
are
valued
at
the
close
of
the
New
York
Stock
Exchange
(NYSE),
normally
4
p.m.
ET,
each
day
the
NYSE
is
open
for
business.
The
fund’s
financial
instruments
are
reported
at
fair
value,
which
GAAP
defines
as
the
price
that
would
be
received
to
sell
an
asset
or
paid
to
transfer
a
liability
in
an
orderly
transaction
between
market
participants
at
the
measurement
date.
The
fund’s
Board
of
Directors
(the
Board)
has
designated
T.
Rowe
Price
Associates,
Inc.
as
the
fund’s
valuation
designee
(Valuation
Designee).
Subject
to
oversight
by
the
Board,
the
Valuation
Designee
performs
the
following
functions
in
performing
fair
value
determinations:
assesses
and
manages
valuation
risks;
establishes
and
applies
fair
value
methodologies;
tests
fair
value
methodologies;
and
evaluates
pricing
vendors
and
pricing
agents.
The
duties
and
responsibilities
of
the
Valuation
Designee
are
performed
by
its
Valuation
Committee.
The
Valuation
Designee
provides
periodic
reporting
to
the
Board
on
valuation
matters.
Various
valuation
techniques
and
inputs
are
used
to
determine
the
fair
value
of
financial
instruments.
GAAP
establishes
the
following
fair
value
hierarchy
that
categorizes
the
inputs
used
to
measure
fair
value:
Level
1 – quoted
prices
(unadjusted)
in
active
markets
for
identical
financial
instruments
that
the
fund
can
access
at
the
reporting
date
Level
2 – inputs
other
than
Level
1
quoted
prices
that
are
observable,
either
directly
or
indirectly
(including,
but
not
limited
to,
quoted
prices
for
similar
financial
instruments
in
active
markets,
quoted
prices
for
identical
or
similar
financial
instruments
in
inactive
markets,
interest
rates
and
yield
curves,
implied
volatilities,
and
credit
spreads)
T.
ROWE
PRICE
Retirement
2045
Fund
6
Level
3 – unobservable
inputs
(including
the
Valuation Designee’s
assumptions
in
determining
fair
value)
Observable
inputs
are
developed
using
market
data,
such
as
publicly
available
information
about
actual
events
or
transactions,
and
reflect
the
assumptions
that
market
participants
would
use
to
price
the
financial
instrument.
Unobservable
inputs
are
those
for
which
market
data
are
not
available
and
are
developed
using
the
best
information
available
about
the
assumptions
that
market
participants
would
use
to
price
the
financial
instrument.
GAAP
requires
valuation
techniques
to
maximize
the
use
of
relevant
observable
inputs
and
minimize
the
use
of
unobservable
inputs.
When
multiple
inputs
are
used
to
derive
fair
value,
the
financial
instrument
is
assigned
to
the
level
within
the
fair
value
hierarchy
based
on
the
lowest-level
input
that
is
significant
to
the
fair
value
of
the
financial
instrument.
Input
levels
are
not
necessarily
an
indication
of
the
risk
or
liquidity
associated
with
financial
instruments
at
that
level
but
rather
the
degree
of
judgment
used
in
determining
those
values.
Valuation
Techniques 
Investments
in
the
underlying
Price
Funds
are
valued
at
their
closing
net
asset
value
per
share
on
the
day
of
valuation.
Debt
securities
generally
are
traded
in
the
over-the-counter
(OTC)
market
and
are
valued
at
prices
furnished
by
independent
pricing
services
or
by
broker
dealers
who
make
markets
in
such
securities.
When
valuing
securities,
the
independent
pricing
services
consider
the
yield
or
price
of
bonds
of
comparable
quality,
coupon,
maturity,
and
type,
as
well
as
prices
quoted
by
dealers
who
make
markets
in
such
securities.
Futures
contracts
are
valued
at
closing
settlement
prices.
T.
ROWE
PRICE
Retirement
2045
Fund
7
Valuation
Inputs
The
following
table
summarizes
the
fund’s
financial
instruments,
based
on
the
inputs
used
to
determine
their
fair
values
on
February
29,
2024
(for
further
detail
by
category,
please
refer
to
the
accompanying
Portfolio
of
Investments):
OTHER
MATTERS 
Unpredictable
events
such
as
environmental
or
natural
disasters,
war
and
conflict,
terrorism,
geopolitical
events,
and
public
health
epidemics
and
similar
public
health
threats
may
significantly
affect
the
economy
and
the
markets
and
issuers
in
which
the
fund
invests.
Certain
events
may
cause
instability
across
global
markets,
including
reduced
liquidity
and
disruptions
in
trading
markets,
while
some
events
may
affect
certain
geographic
regions,
countries,
sectors,
and
industries
more
significantly
than
others,
and
exacerbate
other
pre-existing
political,
social,
and
economic
risks.
The
global
outbreak
of
COVID-19
and
the
related
governmental
and
public
responses
have
led
and
may
continue
to
lead
to
increased
market
volatility
and
the
potential
for
illiquidity
in
certain
classes
of
securities
and
sectors
of
the
market
either
in
specific
countries
or
worldwide.
In
February
2022,
Russian
forces
entered
Ukraine
and
commenced
an
armed
conflict,
leading
to
economic
sanctions
imposed
on
Russia
that
target
certain
of
its
citizens
and
issuers
and
sectors
of
the
Russian
economy,
creating
impacts
on
Russian-related
stocks
and
debt
and
greater
volatility
in
global
markets.
($000s)
Level
1
Level
2
Level
3
Total
Value
Assets
Bond
Mutual
Funds
$
414,904
$
—
$
—
$
414,904
Equity
Mutual
Funds
15,558,284
—
—
15,558,284
Other
Mutual
Funds
2,031
—
—
2,031
Short-Term
Investments
107,426
11,903
—
119,329
Total
$
16,082,645
$
11,903
$
—
$
16,094,548
Liabilities
Futures
Contracts*
$
1,608
$
—
$
—
$
1,608
*
The
fair
value
presented
includes
cumulative
gain
(loss)
on
open
futures
contracts;
however,
the
net
value
reflected
on
the
accompanying
Portfolio
of
Investments
is
only
the
unsettled
variation
margin
receivable
(payable)
at
that
date.
T.
ROWE
PRICE
Retirement
2045
Fund
8
In
March
2023,
the
banking
industry
experienced
heightened
volatility,
which
sparked
concerns
of
potential
broader
adverse
market
conditions.
The
extent
of
impact
of
these
events
on
the
US
and
global
markets
is
highly
uncertain.
These
are
recent
examples
of
global
events
which
may
have
a
negative
impact
on
the
values
of
certain
portfolio
holdings
or the
fund’s
overall
performance.
Management
is
actively
monitoring
the
risks
and
financial
impacts
arising
from
these
events.
F159-054Q3
02/24