N-CSRS 1 d142707dncsrs.htm RETIREMENT BLEND 2045 FUND_RFJ_F1354-051 Retirement Blend 2045 Fund_RFJ_F1354-051

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: 811-21149

T. Rowe Price Retirement Funds, Inc.

 

(Exact name of registrant as specified in charter)

100 East Pratt Street, Baltimore, MD 21202

 

(Address of principal executive offices)

David Oestreicher

100 East Pratt Street, Baltimore, MD 21202

 

(Name and address of agent for service)

Registrant’s telephone number, including area code: (410) 345-2000

Date of fiscal year end: May 31

Date of reporting period: November 30, 2023

Item 1. Reports to Shareholders

(a) Report pursuant to Rule 30e-1

Market
Commentary
Portfolio
Summary
Fund
Expense
Example
Financial
Highlights
Portfolio
of
Investments
Financial
Statements
and
Notes
Additional
Fund
Information
November
30,
2023
SemiAnnual
Report
T.
ROWE
PRICE
Retirement
Blend
Funds
For
more
insights
from
T.
Rowe
Price
investment
professionals,
go
to
troweprice.com
.
T.
ROWE
PRICE
Retirement
Blend
Funds
Log
in
to
your
account
at
troweprice.com
for
more
information.
*
An
account
service
fee
will
be
charged
annually
for
each
T.
Rowe
Price
mutual
fund
account
unless
you
meet
criteria
for
a
fee
waiver.
Go
to
troweprice.com/personal-investing/help/fees-and-
minimums.html
to
learn
more
about
this
account
service
fee,
including
other
ways
to
waive
it.
T.
ROWE
PRICE
Retirement
Blend
Funds
Market
Commentary
1
Dear
Shareholder
Major
global
stock
and
bond
indexes
produced
mixed
returns
during
the
first
half
of
your
fund’s
fiscal
year,
the
six-month
period
ended
November
30,
2023.
Nearly
all
equity
benchmarks
finished
the
period
with
positive
results
after
a
strong
rally
in
November;
however,
rising
U.S.
Treasury
yields
left
some
fixed
income
sectors
in
negative
territory.
Within
the
S&P
500
Index,
the
financials
sector
recovered
from
the
failure
of
three
large
regional
banks
earlier
in
the
year and
recorded
the
best
results
for
the
period.
The
information
technology
sector
also
delivered
strong
gains
as
technology
companies
benefited
from
investor
enthusiasm
for
artificial
intelligence
developments.
Outside
the
U.S.,
stocks
in
developed
markets
generally
outpaced
their
counterparts
in
emerging
markets,
although
emerging
Europe
and
Latin
America
produced
very
strong
returns
at
the
regional
level.
The
U.S.
economy
was
the
strongest
among
the
major
markets
during
the
period,
with
gross
domestic
product
growth
coming
in
at
5.2%
in
the
third
quarter’s
revised
estimate,
the
highest
since
the
end
of
2021.
Corporate
fundamentals
were
also
broadly
supportive.
Although
year-over-year
earnings
growth
contracted
in
the
first
and
second
quarters
of
2023,
results
were
better
than
expected,
and
earnings
growth
turned
positive
again
in
the
third
quarter.
Inflation
remained
a
concern
for
both
investors
and
policymakers,
but
lower-
than-expected
inflation
data
in
November
helped
spur
a
rally
late
in
the
period
as
many
investors
concluded
that
the
Federal
Reserve
had
reached
the
end
of
its
hiking
cycle.
The
Fed
raised
its
short-term
lending
benchmark
rate
to
a
target
range
of
5.25%
to
5.50%
in
July,
the
highest
level
since
March
2001,
and
then
held
rates
steady
for
the
remainder
of
the
period.
Despite
a
drop
in
yields
as
investor
sentiment
shifted
in
November,
intermediate-
and
longer-term
U.S.
Treasury
yields
finished
the
period
notably
higher.
After
starting
the
period
at
3.64%,
the
yield
on
the
benchmark
10-year
Treasury
note
briefly
reached
5.00%
in
October
for
the
first
time
since
late
2007
before
falling to
4.37%
by
the
end
of
November.
The
rise
in
yields
led
to
negative
returns
in
some
fixed
income
sectors,
but
both
investment-grade
and
high
yield
corporate
bonds
produced
solid
returns,
supported
by
the
higher
coupons
that
have
become
available
over
the
past
year
as
well
as
by increasing
hopes
that
the
economy
might
be
able
to
avoid
a
recession.
Global
economies
and
markets
showed
surprising
resilience
in
2023,
but
considerable
uncertainty
remains
as
we
look
ahead.
Geopolitical
events,
the
path
of
monetary
policy,
and
the
impact
of
the
Fed’s
rate
hikes
on
the
economy
all
raise
the
potential
for
additional
volatility.
We
believe
this
environment
T.
ROWE
PRICE
Retirement
Blend
Funds
2
makes
skilled
active
management
a
critical
tool
for
identifying
risks
and
opportunities,
and
our
investment
teams
will
continue
to
use
fundamental
research
to
help
identify
securities
that
can
add
value
to
your
portfolio
over
the
long
term.
You
may
notice
that
this
report
no
longer
contains
the
commentary
on
your
fund’s
performance
and
positioning
that
we
previously
included
in
the
semiannual
shareholder
letters.
The
Securities
and
Exchange
Commission
adopted
new
rules
recently
that
will
require
fund
reports
to
transition
to
a
new
format
known
as
a
Tailored
Shareholder
Report.
This
change
will
require
a
much
more
concise
summary
of
performance
rather
than
the
level
of
detail
we
have
provided
historically
while
also
aiming
to
be
more
visually
engaging.
As
we
prepare
to
make
changes
to
the
annual
reports
to
meet
the
new regulatory
requirements
by
mid-2024,
we
felt
the
time
was
right
to
discontinue
the
optional
six-month
semiannual
fund
letter
to
focus
on
the
changes
to
come.
Although
semiannual
fund
letters
will
no
longer
be
produced,
you
may
continue
to
access
current
fund
information
as
well
as
insights
and
perspectives
from
our
investment
team
on
our
personal
investing
website.
Thank
you
for
your
continued
confidence
in
T.
Rowe
Price.
Sincerely, 
Robert
Sharps
CEO
and
President
T.
ROWE
PRICE
Retirement
Blend
Funds
Portfolio
Summary
3
PORTFOLIO
HIGHLIGHTS
NEUTRAL
AND
ACTUAL
ALLOCATIONS
As
of
11/30/23
Retirement
Blend
2005
Fund
Sector(s)
Neutral
Allocation
Actual
Allocation
Position
U.S.
Large-Cap
Stocks
12.11‌%
12.26‌%
Equity
Index
500
4.04‌
4.04‌
Growth
Stock
4.04‌
3.76‌
Value
U.S.
Mid-Cap
Stocks
0.63‌ 
0.85‌ 
Mid-Cap
Growth
1.26‌
1.46‌
Mid-Cap
Index
0.63‌
0.64‌
Mid-Cap
Value
U.S.
Small-Cap
Stocks
0.63‌ 
0.48‌ 
New
Horizons
1.26‌
1.41‌
Small-Cap
Index
0.63‌
0.66‌
Small-Cap
Value
International
Developed
5.51‌ 
5.49‌ 
International
Equity
Index
Market
Stocks
1.84‌
1.55‌
International
Stock
1.84‌
1.62‌
International
Value
Equity
International
Emerging
Market
Stocks
0.81‌ 
1.17‌ 
Emerging
Markets
Discovery
Stock
0.81‌
0.98‌
Emerging
Markets
Stock
Inflation
Focused
Stocks
2.12‌ 
2.55‌ 
Real
Assets
Hedged
Equity
4.24‌ 
4.06‌ 
Hedged
Equity
U.S.
Stock
Index
Futures*
0.00‌ 
0.00‌ 
Stock
Index
Futures*
International
Stock
Index
Futures*
0.00‌ 
0.00‌ 
Stock
Index
Futures*
Total
Stocks
42.40‌ 
42.98‌ 
Core
Fixed
Income
4.03‌ 
3.82‌ 
Dynamic
Global
Bond
6.05‌
5.47‌
International
Bond
(USD
Hedged)
18.14‌
15.66‌
QM
U.S.
Bond
Index
Diversifying
Fixed
Income
1.72‌ 
1.44‌ 
Dynamic
Credit
3.44‌
3.76‌
Emerging
Markets
Bond
1.03‌
1.34‌
Floating
Rate
2.41‌
3.53‌
High
Yield
17.30‌
16.86‌
U.S.
Limited
Duration
TIPS
Index
3.50‌
3.42‌
U.S.
Treasury
Long-Term
Index
U.S.
Interest
Rate
Futures*
0.00‌ 
0.00‌ 
Interest
Rate
Futures*
Short-Term
Income
0.00‌ 
1.71‌ 
Cash
and
Collateral
Total
Bonds
57.62‌ 
57.01‌ 
Totals
under
the
neutral
and
actual
allocations
may
not
foot
due
to
rounding.
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.
*Actual
allocation
percentage
for
Futures
is
based
on
notional
value.
T.
ROWE
PRICE
Retirement
Blend
Funds
4
PORTFOLIO
HIGHLIGHTS
NEUTRAL
AND
ACTUAL
ALLOCATIONS
As
of
11/30/23
Retirement
Blend
2010
Fund
Sector(s)
Neutral
Allocation
Actual
Allocation
Position
U.S.
Large-Cap
Stocks
13.15‌%
13.04‌%
Equity
Index
500
4.38‌
4.40‌
Growth
Stock
4.38‌
4.10‌
Value
U.S.
Mid-Cap
Stocks
0.69‌ 
0.90‌ 
Mid-Cap
Growth
1.37‌
1.60‌
Mid-Cap
Index
0.69‌
0.70‌
Mid-Cap
Value
U.S.
Small-Cap
Stocks
0.69‌ 
0.51‌ 
New
Horizons
1.37‌
1.53‌
Small-Cap
Index
0.69‌
0.71‌
Small-Cap
Value
International
Developed
5.99‌ 
5.96‌ 
International
Equity
Index
Market
Stocks
2.00‌
1.69‌
International
Stock
2.00‌
1.76‌
International
Value
Equity
International
Emerging
Market
Stocks
0.88‌ 
1.28‌ 
Emerging
Markets
Discovery
Stock
0.88‌
1.08‌
Emerging
Markets
Stock
Inflation
Focused
Stocks
2.30‌ 
2.81‌ 
Real
Assets
Hedged
Equity
4.61‌ 
4.61‌ 
Hedged
Equity
U.S.
Stock
Index
Futures*
0.00‌ 
0.00‌ 
Stock
Index
Futures*
International
Stock
Index
Futures*
0.00‌ 
0.00‌ 
Stock
Index
Futures*
Total
Stocks
46.07‌ 
46.68‌ 
Core
Fixed
Income
3.87‌ 
3.81‌ 
Dynamic
Global
Bond
5.80‌
5.25‌
International
Bond
(USD
Hedged)
17.39‌
14.94‌
QM
U.S.
Bond
Index
Diversifying
Fixed
Income
1.62‌ 
1.20‌ 
Dynamic
Credit
3.24‌
3.55‌
Emerging
Markets
Bond
0.97‌
1.25‌
Floating
Rate
2.27‌
3.34‌
High
Yield
15.30‌
15.03‌
U.S.
Limited
Duration
TIPS
Index
3.50‌
3.55‌
U.S.
Treasury
Long-Term
Index
U.S.
Interest
Rate
Futures*
0.00‌ 
0.00‌ 
Interest
Rate
Futures*
Short-Term
Income
0.00‌ 
1.40‌ 
Cash
and
Collateral
Total
Bonds
53.96‌ 
53.32‌ 
Totals
under
the
neutral
and
actual
allocations
may
not
foot
due
to
rounding.
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.
*Actual
allocation
percentage
for
Futures
is
based
on
notional
value.
T.
ROWE
PRICE
Retirement
Blend
Funds
5
PORTFOLIO
HIGHLIGHTS
NEUTRAL
AND
ACTUAL
ALLOCATIONS
As
of
11/30/23
Retirement
Blend
2015
Fund
Sector(s)
Neutral
Allocation
Actual
Allocation
Position
U.S.
Large-Cap
Stocks
14.01‌%
14.05‌%
Equity
Index
500
4.67‌
4.70‌
Growth
Stock
4.67‌
4.37‌
Value
U.S.
Mid-Cap
Stocks
0.73‌ 
0.96‌ 
Mid-Cap
Growth
1.46‌
1.71‌
Mid-Cap
Index
0.73‌
0.75‌
Mid-Cap
Value
U.S.
Small-Cap
Stocks
0.73‌ 
0.55‌ 
New
Horizons
1.46‌
1.63‌
Small-Cap
Index
0.73‌
0.77‌
Small-Cap
Value
International
Developed
6.38‌ 
6.34‌ 
International
Equity
Index
Market
Stocks
2.13‌
1.78‌
International
Stock
2.13‌
1.88‌
International
Value
Equity
International
Emerging
Market
Stocks
0.94‌ 
1.36‌ 
Emerging
Markets
Discovery
Stock
0.94‌
1.14‌
Emerging
Markets
Stock
Inflation
Focused
Stocks
2.45‌ 
2.99‌ 
Real
Assets
Hedged
Equity
4.91‌ 
4.69‌ 
Hedged
Equity
U.S.
Stock
Index
Futures*
0.00‌ 
0.00‌ 
Stock
Index
Futures*
International
Stock
Index
Futures*
0.00‌ 
0.00‌ 
Stock
Index
Futures*
Total
Stocks
49.07‌ 
49.67‌ 
Core
Fixed
Income
3.77‌ 
3.60‌ 
Dynamic
Global
Bond
5.65‌
5.10‌
International
Bond
(USD
Hedged)
16.94‌
14.55‌
QM
U.S.
Bond
Index
Diversifying
Fixed
Income
1.56‌ 
1.19‌ 
Dynamic
Credit
3.12‌
3.41‌
Emerging
Markets
Bond
0.94‌
1.21‌
Floating
Rate
2.18‌
3.24‌
High
Yield
13.30‌
12.92‌
U.S.
Limited
Duration
TIPS
Index
3.50‌
3.39‌
U.S.
Treasury
Long-Term
Index
U.S.
Interest
Rate
Futures*
0.00‌ 
0.00‌ 
Interest
Rate
Futures*
Short-Term
Income
0.00‌ 
1.70‌ 
Cash
and
Collateral
Total
Bonds
50.96‌ 
50.31‌ 
Totals
under
the
neutral
and
actual
allocations
may
not
foot
due
to
rounding.
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.
*Actual
allocation
percentage
for
Futures
is
based
on
notional
value.
T.
ROWE
PRICE
Retirement
Blend
Funds
6
PORTFOLIO
HIGHLIGHTS
NEUTRAL
AND
ACTUAL
ALLOCATIONS
As
of
11/30/23
Retirement
Blend
2020
Fund
Sector(s)
Neutral
Allocation
Actual
Allocation
Position
U.S.
Large-Cap
Stocks
14.97‌%
14.98‌%
Equity
Index
500
4.99‌
5.03‌
Growth
Stock
4.99‌
4.67‌
Value
U.S.
Mid-Cap
Stocks
0.78‌ 
1.03‌ 
Mid-Cap
Growth
1.56‌
1.82‌
Mid-Cap
Index
0.78‌
0.79‌
Mid-Cap
Value
U.S.
Small-Cap
Stocks
0.78‌ 
0.59‌ 
New
Horizons
1.56‌
1.74‌
Small-Cap
Index
0.78‌
0.82‌
Small-Cap
Value
International
Developed
6.82‌ 
6.78‌ 
International
Equity
Index
Market
Stocks
2.27‌
1.89‌
International
Stock
2.27‌
2.01‌
International
Value
Equity
International
Emerging
Market
Stocks
1.00‌ 
1.44‌ 
Emerging
Markets
Discovery
Stock
1.00‌
1.22‌
Emerging
Markets
Stock
Inflation
Focused
Stocks
2.62‌ 
3.16‌ 
Real
Assets
Hedged
Equity
5.24‌ 
5.05‌ 
Hedged
Equity
U.S.
Stock
Index
Futures*
0.00‌ 
0.00‌ 
Stock
Index
Futures*
International
Stock
Index
Futures*
0.00‌ 
0.00‌ 
Stock
Index
Futures*
Total
Stocks
52.41‌ 
53.02‌ 
Core
Fixed
Income
3.63‌ 
3.46‌ 
Dynamic
Global
Bond
5.45‌
4.86‌
International
Bond
(USD
Hedged)
16.34‌
14.09‌
QM
U.S.
Bond
Index
Diversifying
Fixed
Income
1.48‌ 
1.14‌ 
Dynamic
Credit
2.96‌
3.25‌
Emerging
Markets
Bond
0.89‌
1.15‌
Floating
Rate
2.07‌
3.09‌
High
Yield
11.30‌
10.93‌
U.S.
Limited
Duration
TIPS
Index
3.50‌
3.40‌
U.S.
Treasury
Long-Term
Index
U.S.
Interest
Rate
Futures*
0.00‌ 
0.00‌ 
Interest
Rate
Futures*
Short-Term
Income
0.00‌ 
1.60‌ 
Cash
and
Collateral
Total
Bonds
47.62‌ 
46.97‌ 
Totals
under
the
neutral
and
actual
allocations
may
not
foot
due
to
rounding.
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.
*Actual
allocation
percentage
for
Futures
is
based
on
notional
value.
T.
ROWE
PRICE
Retirement
Blend
Funds
7
PORTFOLIO
HIGHLIGHTS
NEUTRAL
AND
ACTUAL
ALLOCATIONS
As
of
11/30/23
Retirement
Blend
2025
Fund
Sector(s)
Neutral
Allocation
Actual
Allocation
Position
U.S.
Large-Cap
Stocks
17.00‌%
17.10‌%
Equity
Index
500
5.67‌
5.61‌
Growth
Stock
5.67‌
5.30‌
Value
U.S.
Mid-Cap
Stocks
0.89‌ 
1.16‌ 
Mid-Cap
Growth
1.77‌
2.07‌
Mid-Cap
Index
0.89‌
0.90‌
Mid-Cap
Value
U.S.
Small-Cap
Stocks
0.89‌ 
0.66‌ 
New
Horizons
1.77‌
1.97‌
Small-Cap
Index
0.89‌
0.92‌
Small-Cap
Value
International
Developed
7.74‌ 
7.73‌ 
International
Equity
Index
Market
Stocks
2.58‌
2.17‌
International
Stock
2.58‌
2.27‌
International
Value
Equity
International
Emerging
Market
Stocks
1.14‌ 
1.64‌ 
Emerging
Markets
Discovery
Stock
1.14‌
1.38‌
Emerging
Markets
Stock
Inflation
Focused
Stocks
2.93‌ 
3.60‌ 
Real
Assets
Hedged
Equity
4.97‌ 
4.65‌ 
Hedged
Equity
U.S.
Stock
Index
Futures*
0.00‌ 
0.00‌ 
Stock
Index
Futures*
International
Stock
Index
Futures*
0.00‌ 
0.00‌ 
Stock
Index
Futures*
Total
Stocks
58.52‌ 
59.13‌ 
Core
Fixed
Income
3.33‌ 
3.17‌ 
Dynamic
Global
Bond
4.99‌
4.37‌
International
Bond
(USD
Hedged)
14.96‌
12.85‌
QM
U.S.
Bond
Index
Diversifying
Fixed
Income
1.08‌ 
0.83‌ 
Dynamic
Credit
2.62‌
2.84‌
Emerging
Markets
Bond
0.79‌
1.02‌
Floating
Rate
1.83‌
2.72‌
High
Yield
8.25‌
8.07‌
U.S.
Limited
Duration
TIPS
Index
3.66‌
3.55‌
U.S.
Treasury
Long-Term
Index
U.S.
Interest
Rate
Futures*
0.00‌ 
0.00‌ 
Interest
Rate
Futures*
Short-Term
Income
0.00‌ 
1.46‌ 
Cash
and
Collateral
Total
Bonds
41.51‌ 
40.88‌ 
Totals
under
the
neutral
and
actual
allocations
may
not
foot
due
to
rounding.
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.
*Actual
allocation
percentage
for
Futures
is
based
on
notional
value.
T.
ROWE
PRICE
Retirement
Blend
Funds
8
PORTFOLIO
HIGHLIGHTS
NEUTRAL
AND
ACTUAL
ALLOCATIONS
As
of
11/30/23
Retirement
Blend
2030
Fund
Sector(s)
Neutral
Allocation
Actual
Allocation
Position
U.S.
Large-Cap
Stocks
21.27‌%
21.64‌%
Equity
Index
500
7.09‌
6.88‌
Growth
Stock
7.09‌
6.48‌
Value
U.S.
Mid-Cap
Stocks
1.11‌ 
1.42‌ 
Mid-Cap
Growth
2.22‌
2.57‌
Mid-Cap
Index
1.11‌
1.10‌
Mid-Cap
Value
U.S.
Small-Cap
Stocks
1.11‌ 
0.80‌ 
New
Horizons
2.22‌
2.42‌
Small-Cap
Index
1.11‌
1.08‌
Small-Cap
Value
International
Developed
9.69‌ 
9.60‌ 
International
Equity
Index
Market
Stocks
3.23‌
2.68‌
International
Stock
3.23‌
2.80‌
International
Value
Equity
International
Emerging
Market
Stocks
1.43‌ 
2.02‌ 
Emerging
Markets
Discovery
Stock
1.43‌
1.67‌
Emerging
Markets
Stock
Inflation
Focused
Stocks
3.46‌ 
4.25‌ 
Real
Assets
Hedged
Equity
2.42‌ 
2.36‌ 
Hedged
Equity
U.S.
Stock
Index
Futures*
0.00‌ 
0.00‌ 
Stock
Index
Futures*
International
Stock
Index
Futures*
0.00‌ 
0.00‌ 
Stock
Index
Futures*
Total
Stocks
69.22‌ 
69.77‌ 
Core
Fixed
Income
2.76‌ 
2.61‌ 
Dynamic
Global
Bond
4.13‌
3.56‌
International
Bond
(USD
Hedged)
12.40‌
10.50‌
QM
U.S.
Bond
Index
Diversifying
Fixed
Income
0.31‌ 
0.23‌ 
Dynamic
Credit
2.04‌
2.13‌
Emerging
Markets
Bond
0.61‌
0.76‌
Floating
Rate
1.43‌
2.07‌
High
Yield
3.25‌
3.06‌
U.S.
Limited
Duration
TIPS
Index
3.88‌
3.66‌
U.S.
Treasury
Long-Term
Index
U.S.
Interest
Rate
Futures*
0.00‌ 
0.00‌ 
Interest
Rate
Futures*
Short-Term
Income
0.00‌ 
1.67‌ 
Cash
and
Collateral
Total
Bonds
30.81‌ 
30.25‌ 
Totals
under
the
neutral
and
actual
allocations
may
not
foot
due
to
rounding.
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.
*Actual
allocation
percentage
for
Futures
is
based
on
notional
value.
T.
ROWE
PRICE
Retirement
Blend
Funds
9
PORTFOLIO
HIGHLIGHTS
NEUTRAL
AND
ACTUAL
ALLOCATIONS
As
of
11/30/23
Retirement
Blend
2035
Fund
Sector(s)
Neutral
Allocation
Actual
Allocation
Position
U.S.
Large-Cap
Stocks
25.70‌%
26.61‌%
Equity
Index
500
8.57‌
8.16‌
Growth
Stock
8.57‌
7.75‌
Value
U.S.
Mid-Cap
Stocks
1.34‌ 
1.64‌ 
Mid-Cap
Growth
2.68‌
3.07‌
Mid-Cap
Index
1.34‌
1.31‌
Mid-Cap
Value
U.S.
Small-Cap
Stocks
1.34‌ 
0.93‌ 
New
Horizons
2.68‌
2.85‌
Small-Cap
Index
1.34‌
1.31‌
Small-Cap
Value
International
Developed
11.70‌ 
11.49‌ 
International
Equity
Index
Market
Stocks
3.90‌
3.20‌
International
Stock
3.90‌
3.31‌
International
Value
Equity
International
Emerging
Market
Stocks
1.72‌ 
2.45‌ 
Emerging
Markets
Discovery
Stock
1.72‌
1.96‌
Emerging
Markets
Stock
Inflation
Focused
Stocks
4.03‌ 
4.98‌ 
Real
Assets
Hedged
Equity
0.00‌ 
0.00‌ 
Hedged
Equity
U.S.
Stock
Index
Futures*
0.00‌ 
0.00‌ 
Stock
Index
Futures*
International
Stock
Index
Futures*
0.00‌ 
0.00‌ 
Stock
Index
Futures*
Total
Stocks
80.53‌ 
81.02‌ 
Core
Fixed
Income
1.95‌ 
1.70‌ 
Dynamic
Global
Bond
2.93‌
2.39‌
International
Bond
(USD
Hedged)
8.78‌
7.20‌
QM
U.S.
Bond
Index
Diversifying
Fixed
Income
0.00‌ 
0.00‌ 
Dynamic
Credit
1.24‌
1.29‌
Emerging
Markets
Bond
0.37‌
0.46‌
Floating
Rate
0.87‌
1.29‌
High
Yield
0.00‌
0.00‌
U.S.
Limited
Duration
TIPS
Index
3.38‌
2.99‌
U.S.
Treasury
Long-Term
Index
U.S.
Interest
Rate
Futures*
0.00‌ 
0.00‌ 
Interest
Rate
Futures*
Short-Term
Income
0.00‌ 
1.67‌ 
Cash
and
Collateral
Total
Bonds
19.52‌ 
18.99‌ 
Totals
under
the
neutral
and
actual
allocations
may
not
foot
due
to
rounding.
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.
*Actual
allocation
percentage
for
Futures
is
based
on
notional
value.
T.
ROWE
PRICE
Retirement
Blend
Funds
10
PORTFOLIO
HIGHLIGHTS
NEUTRAL
AND
ACTUAL
ALLOCATIONS
As
of
11/30/23
Retirement
Blend
2040
Fund
Sector(s)
Neutral
Allocation
Actual
Allocation
Position
U.S.
Large-Cap
Stocks
28.67‌%
29.74‌%
Equity
Index
500
9.56‌
9.01‌
Growth
Stock
9.56‌
8.64‌
Value
U.S.
Mid-Cap
Stocks
1.49‌ 
1.81‌ 
Mid-Cap
Growth
2.99‌
3.41‌
Mid-Cap
Index
1.49‌
1.46‌
Mid-Cap
Value
U.S.
Small-Cap
Stocks
1.49‌ 
1.03‌ 
New
Horizons
2.99‌
3.15‌
Small-Cap
Index
1.49‌
1.43‌
Small-Cap
Value
International
Developed
13.05‌ 
12.80‌ 
International
Equity
Index
Market
Stocks
4.35‌
3.57‌
International
Stock
4.35‌
3.69‌
International
Value
Equity
International
Emerging
Market
Stocks
1.92‌ 
2.74‌ 
Emerging
Markets
Discovery
Stock
1.92‌
2.19‌
Emerging
Markets
Stock
Inflation
Focused
Stocks
4.49‌ 
5.55‌ 
Real
Assets
Hedged
Equity
0.00‌ 
0.00‌ 
Hedged
Equity
U.S.
Stock
Index
Futures*
0.00‌ 
0.00‌ 
Stock
Index
Futures*
International
Stock
Index
Futures*
0.00‌ 
0.00‌ 
Stock
Index
Futures*
Total
Stocks
89.81‌ 
90.22‌ 
Core
Fixed
Income
1.02‌ 
0.80‌ 
Dynamic
Global
Bond
1.53‌
1.13‌
International
Bond
(USD
Hedged)
4.59‌
3.39‌
QM
U.S.
Bond
Index
Diversifying
Fixed
Income
0.00‌ 
0.00‌ 
Dynamic
Credit
0.51‌
0.51‌
Emerging
Markets
Bond
0.15‌
0.17‌
Floating
Rate
0.36‌
0.56‌
High
Yield
0.00‌
0.00‌
U.S.
Limited
Duration
TIPS
Index
2.04‌
1.65‌
U.S.
Treasury
Long-Term
Index
U.S.
Interest
Rate
Futures*
0.00‌ 
0.00‌ 
Interest
Rate
Futures*
Short-Term
Income
0.00‌ 
1.56‌ 
Cash
and
Collateral
Total
Bonds
10.20‌ 
9.77‌ 
Totals
under
the
neutral
and
actual
allocations
may
not
foot
due
to
rounding.
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.
*Actual
allocation
percentage
for
Futures
is
based
on
notional
value.
T.
ROWE
PRICE
Retirement
Blend
Funds
11
PORTFOLIO
HIGHLIGHTS
NEUTRAL
AND
ACTUAL
ALLOCATIONS
As
of
11/30/23
Retirement
Blend
2045
Fund
Sector(s)
Neutral
Allocation
Actual
Allocation
Position
U.S.
Large-Cap
Stocks
30.55‌%
31.72‌%
Equity
Index
500
10.18‌
9.53‌
Growth
Stock
10.18‌
9.21‌
Value
U.S.
Mid-Cap
Stocks
1.59‌ 
1.93‌ 
Mid-Cap
Growth
3.18‌
3.58‌
Mid-Cap
Index
1.59‌
1.56‌
Mid-Cap
Value
U.S.
Small-Cap
Stocks
1.59‌ 
1.12‌ 
New
Horizons
3.18‌
3.36‌
Small-Cap
Index
1.59‌
1.52‌
Small-Cap
Value
International
Developed
13.91‌ 
13.62‌ 
International
Equity
Index
Market
Stocks
4.64‌
3.80‌
International
Stock
4.64‌
3.93‌
International
Value
Equity
International
Emerging
Market
Stocks
2.05‌ 
2.90‌ 
Emerging
Markets
Discovery
Stock
2.05‌
2.32‌
Emerging
Markets
Stock
Inflation
Focused
Stocks
4.79‌ 
5.87‌ 
Real
Assets
Hedged
Equity
0.00‌ 
0.00‌ 
Hedged
Equity
U.S.
Stock
Index
Futures*
0.00‌ 
0.00‌ 
Stock
Index
Futures*
International
Stock
Index
Futures*
0.00‌ 
0.00‌ 
Stock
Index
Futures*
Total
Stocks
95.71‌ 
95.97‌ 
Core
Fixed
Income
0.43‌ 
0.27‌ 
Dynamic
Global
Bond
0.65‌
0.35‌
International
Bond
(USD
Hedged)
1.94‌
1.20‌
QM
U.S.
Bond
Index
Diversifying
Fixed
Income
0.00‌ 
0.00‌ 
Dynamic
Credit
0.00‌
0.00‌
Emerging
Markets
Bond
0.00‌
0.00‌
Floating
Rate
0.00‌
0.00‌
High
Yield
0.00‌
0.00‌
U.S.
Limited
Duration
TIPS
Index
1.29‌
0.78‌
U.S.
Treasury
Long-Term
Index
U.S.
Interest
Rate
Futures*
0.00‌ 
0.00‌ 
Interest
Rate
Futures*
Short-Term
Income
0.00‌ 
1.44‌ 
Cash
and
Collateral
Total
Bonds
4.31‌ 
4.04‌ 
Totals
under
the
neutral
and
actual
allocations
may
not
foot
due
to
rounding.
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.
*Actual
allocation
percentage
for
Futures
is
based
on
notional
value.
T.
ROWE
PRICE
Retirement
Blend
Funds
12
PORTFOLIO
HIGHLIGHTS
NEUTRAL
AND
ACTUAL
ALLOCATIONS
As
of
11/30/23
Retirement
Blend
2050
Fund
Sector(s)
Neutral
Allocation
Actual
Allocation
Position
U.S.
Large-Cap
Stocks
31.09‌%
32.35‌%
Equity
Index
500
10.36‌
9.65‌
Growth
Stock
10.36‌
9.38‌
Value
U.S.
Mid-Cap
Stocks
1.62‌ 
1.94‌ 
Mid-Cap
Growth
3.24‌
3.65‌
Mid-Cap
Index
1.62‌
1.60‌
Mid-Cap
Value
U.S.
Small-Cap
Stocks
1.62‌ 
1.09‌ 
New
Horizons
3.24‌
3.42‌
Small-Cap
Index
1.62‌
1.54‌
Small-Cap
Value
International
Developed
14.16‌ 
13.84‌ 
International
Equity
Index
Market
Stocks
4.72‌
3.87‌
International
Stock
4.72‌
3.99‌
International
Value
Equity
International
Emerging
Market
Stocks
2.08‌ 
2.96‌ 
Emerging
Markets
Discovery
Stock
2.08‌
2.35‌
Emerging
Markets
Stock
Inflation
Focused
Stocks
4.87‌ 
5.93‌ 
Real
Assets
Hedged
Equity
0.00‌ 
0.00‌ 
Hedged
Equity
U.S.
Stock
Index
Futures*
0.00‌ 
0.00‌ 
Stock
Index
Futures*
International
Stock
Index
Futures*
0.00‌ 
0.00‌ 
Stock
Index
Futures*
Total
Stocks
97.40‌ 
97.56‌ 
Core
Fixed
Income
0.26‌ 
0.11‌ 
Dynamic
Global
Bond
0.39‌
0.13‌
International
Bond
(USD
Hedged)
1.17‌
0.44‌
QM
U.S.
Bond
Index
Diversifying
Fixed
Income
0.00‌ 
0.00‌ 
Dynamic
Credit
0.00‌
0.00‌
Emerging
Markets
Bond
0.00‌
0.00‌
Floating
Rate
0.00‌
0.00‌
High
Yield
0.00‌
0.00‌
U.S.
Limited
Duration
TIPS
Index
0.78‌
0.31‌
U.S.
Treasury
Long-Term
Index
U.S.
Interest
Rate
Futures*
0.00‌ 
0.00‌ 
Interest
Rate
Futures*
Short-Term
Income
0.00‌ 
1.45‌ 
Cash
and
Collateral
Total
Bonds
2.60‌ 
2.44‌ 
Totals
under
the
neutral
and
actual
allocations
may
not
foot
due
to
rounding.
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.
*Actual
allocation
percentage
for
Futures
is
based
on
notional
value.
T.
ROWE
PRICE
Retirement
Blend
Funds
13
PORTFOLIO
HIGHLIGHTS
NEUTRAL
AND
ACTUAL
ALLOCATIONS
As
of
11/30/23
Retirement
Blend
2055
Fund
Sector(s)
Neutral
Allocation
Actual
Allocation
Position
U.S.
Large-Cap
Stocks
31.28‌%
32.61‌%
Equity
Index
500
10.43‌
9.68‌
Growth
Stock
10.43‌
9.41‌
Value
U.S.
Mid-Cap
Stocks
1.63‌ 
1.97‌ 
Mid-Cap
Growth
3.26‌
3.65‌
Mid-Cap
Index
1.63‌
1.61‌
Mid-Cap
Value
U.S.
Small-Cap
Stocks
1.63‌ 
1.10‌ 
New
Horizons
3.26‌
3.43‌
Small-Cap
Index
1.63‌
1.53‌
Small-Cap
Value
International
Developed
14.24‌ 
13.92‌ 
International
Equity
Index
Market
Stocks
4.75‌
3.89‌
International
Stock
4.75‌
4.01‌
International
Value
Equity
International
Emerging
Market
Stocks
2.10‌ 
2.99‌ 
Emerging
Markets
Discovery
Stock
2.10‌
2.38‌
Emerging
Markets
Stock
Inflation
Focused
Stocks
4.90‌ 
5.97‌ 
Real
Assets
Hedged
Equity
0.00‌ 
0.00‌ 
Hedged
Equity
U.S.
Stock
Index
Futures*
0.00‌ 
0.00‌ 
Stock
Index
Futures*
International
Stock
Index
Futures*
0.00‌ 
0.00‌ 
Stock
Index
Futures*
Total
Stocks
98.02‌ 
98.15‌ 
Core
Fixed
Income
0.20‌ 
0.10‌ 
Dynamic
Global
Bond
0.30‌
0.14‌
International
Bond
(USD
Hedged)
0.90‌
0.42‌
QM
U.S.
Bond
Index
Diversifying
Fixed
Income
0.00‌ 
0.00‌ 
Dynamic
Credit
0.00‌
0.00‌
Emerging
Markets
Bond
0.00‌
0.00‌
Floating
Rate
0.00‌
0.00‌
High
Yield
0.00‌
0.00‌
U.S.
Limited
Duration
TIPS
Index
0.60‌
0.28‌
U.S.
Treasury
Long-Term
Index
U.S.
Interest
Rate
Futures*
0.00‌ 
0.00‌ 
Interest
Rate
Futures*
Short-Term
Income
0.00‌ 
0.89‌ 
Cash
and
Collateral
Total
Bonds
2.00‌ 
1.83‌ 
Totals
under
the
neutral
and
actual
allocations
may
not
foot
due
to
rounding.
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.
*Actual
allocation
percentage
for
Futures
is
based
on
notional
value.
T.
ROWE
PRICE
Retirement
Blend
Funds
14
PORTFOLIO
HIGHLIGHTS
NEUTRAL
AND
ACTUAL
ALLOCATIONS
As
of
11/30/23
Retirement
Blend
2060
Fund
Sector(s)
Neutral
Allocation
Actual
Allocation
Position
U.S.
Large-Cap
Stocks
31.28‌%
32.53‌%
Equity
Index
500
10.43‌
9.72‌
Growth
Stock
10.43‌
9.42‌
Value
U.S.
Mid-Cap
Stocks
1.63‌ 
1.97‌ 
Mid-Cap
Growth
3.26‌
3.65‌
Mid-Cap
Index
1.63‌
1.60‌
Mid-Cap
Value
U.S.
Small-Cap
Stocks
1.63‌ 
1.11‌ 
New
Horizons
3.26‌
3.44‌
Small-Cap
Index
1.63‌
1.54‌
Small-Cap
Value
International
Developed
14.24‌ 
13.92‌ 
International
Equity
Index
Market
Stocks
4.75‌
3.89‌
International
Stock
4.75‌
4.03‌
International
Value
Equity
International
Emerging
Market
Stocks
2.10‌ 
2.99‌ 
Emerging
Markets
Discovery
Stock
2.10‌
2.38‌
Emerging
Markets
Stock
Inflation
Focused
Stocks
4.90‌ 
5.98‌ 
Real
Assets
Hedged
Equity
0.00‌ 
0.00‌ 
Hedged
Equity
U.S.
Stock
Index
Futures*
0.00‌ 
0.00‌ 
Stock
Index
Futures*
International
Stock
Index
Futures*
0.00‌ 
0.00‌ 
Stock
Index
Futures*
Total
Stocks
98.02‌ 
98.17‌ 
Core
Fixed
Income
0.20‌ 
0.10‌ 
Dynamic
Global
Bond
0.30‌
0.14‌
International
Bond
(USD
Hedged)
0.90‌
0.42‌
QM
U.S.
Bond
Index
Diversifying
Fixed
Income
0.00‌ 
0.00‌ 
Dynamic
Credit
0.00‌
0.00‌
Emerging
Markets
Bond
0.00‌
0.00‌
Floating
Rate
0.00‌
0.00‌
High
Yield
0.00‌
0.00‌
U.S.
Limited
Duration
TIPS
Index
0.60‌
0.28‌
U.S.
Treasury
Long-Term
Index
U.S.
Interest
Rate
Futures*
0.00‌ 
0.00‌ 
Interest
Rate
Futures*
Short-Term
Income
0.00‌ 
0.89‌ 
Cash
and
Collateral
Total
Bonds
2.00‌ 
1.83‌ 
Totals
under
the
neutral
and
actual
allocations
may
not
foot
due
to
rounding.
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.
*Actual
allocation
percentage
for
Futures
is
based
on
notional
value.
T.
ROWE
PRICE
Retirement
Blend
Funds
15
PORTFOLIO
HIGHLIGHTS
NEUTRAL
AND
ACTUAL
ALLOCATIONS
As
of
11/30/23
Retirement
Blend
2065
Fund
Sector(s)
Neutral
Allocation
Actual
Allocation
Position
U.S.
Large-Cap
Stocks
31.28‌%
32.42‌%
Equity
Index
500
10.43‌
9.70‌
Growth
Stock
10.43‌
9.40‌
Value
U.S.
Mid-Cap
Stocks
1.63‌ 
1.97‌ 
Mid-Cap
Growth
3.26‌
3.68‌
Mid-Cap
Index
1.63‌
1.61‌
Mid-Cap
Value
U.S.
Small-Cap
Stocks
1.63‌ 
1.13‌ 
New
Horizons
3.26‌
3.47‌
Small-Cap
Index
1.63‌
1.52‌
Small-Cap
Value
International
Developed
14.24‌ 
13.92‌ 
International
Equity
Index
Market
Stocks
4.75‌
3.89‌
International
Stock
4.75‌
4.01‌
International
Value
Equity
International
Emerging
Market
Stocks
2.10‌ 
2.99‌ 
Emerging
Markets
Discovery
Stock
2.10‌
2.40‌
Emerging
Markets
Stock
Inflation
Focused
Stocks
4.90‌ 
6.02‌ 
Real
Assets
Hedged
Equity
0.00‌ 
0.00‌ 
Hedged
Equity
U.S.
Stock
Index
Futures*
0.00‌ 
0.00‌ 
Stock
Index
Futures*
International
Stock
Index
Futures*
0.00‌ 
0.00‌ 
Stock
Index
Futures*
Total
Stocks
98.02‌ 
98.13‌ 
Core
Fixed
Income
0.20‌ 
0.10‌ 
Dynamic
Global
Bond
0.30‌
0.14‌
International
Bond
(USD
Hedged)
0.90‌
0.43‌
QM
U.S.
Bond
Index
Diversifying
Fixed
Income
0.00‌ 
0.00‌ 
Dynamic
Credit
0.00‌
0.00‌
Emerging
Markets
Bond
0.00‌
0.00‌
Floating
Rate
0.00‌
0.00‌
High
Yield
0.00‌
0.00‌
U.S.
Limited
Duration
TIPS
Index
0.60‌
0.28‌
U.S.
Treasury
Long-Term
Index
U.S.
Interest
Rate
Futures*
0.00‌ 
0.00‌ 
Interest
Rate
Futures*
Short-Term
Income
0.00‌ 
0.93‌ 
Cash
and
Collateral
Total
Bonds
2.00‌ 
1.88‌ 
Totals
under
the
neutral
and
actual
allocations
may
not
foot
due
to
rounding.
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.
*Actual
allocation
percentage
for
Futures
is
based
on
notional
value.
T.
ROWE
PRICE
Retirement
Blend
Funds
16
FUND
EXPENSE
EXAMPLE
As
a
mutual
fund
shareholder,
you
may
incur
two
types
of
costs:
(1)
transaction
costs,
such
as
redemption
fees
or
sales
loads,
and
(2)
ongoing
costs,
including
management
fees,
distribution
and
service
(12b-1)
fees,
and
other
fund
expenses.
The
following
example
is
intended
to
help
you
understand
your
ongoing
costs
(in
dollars)
of
investing
in
the
fund
and
to
compare
these
costs
with
the
ongoing
costs
of
investing
in
other
mutual
funds.
The
example
is
based
on
an
investment
of
$1,000
invested
at
the
beginning
of
the
most
recent
six-month
period
and
held
for
the
entire
period.
Please
note
that
the
fund
has
two
share
classes:
The
original
share
class
(Investor
Class)
charges
no
distribution
and
service
(12b-1)
fee,
and
I
Class
shares
are
available
to
institutionally
oriented
clients
and
impose
no
12b-1
or
administrative
fee
payment.
Each
share
class
is
presented
separately
in
the
table. 
Actual
Expenses
The
first
line
of
the
following
table
(Actual)
provides
information
about
actual
account
values
and
expenses
based
on
the
fund’s
actual
returns.
You
may
use
the
information
on
this
line,
together
with
your
account
balance,
to
estimate
the
expenses
that
you
paid
over
the
period.
Simply
divide
your
account
value
by
$1,000
(for
example,
an
$8,600
account
value
divided
by
$1,000
=
8.6),
then
multiply
the
result
by
the
number
on
the
first
line
under
the
heading
"Expenses
Paid
During
Period"
to
estimate
the
expenses
you
paid
on
your
account
during
this
period. 
Hypothetical
Example
for
Comparison
Purposes
The
information
on
the
second
line
of
the
table
(Hypothetical)
is
based
on
hypothetical
account
values
and
expenses
derived
from
the
fund’s
actual
expense
ratio
and
an
assumed
5%
per
year
rate
of
return
before
expenses
(not
the
fund’s
actual
return).
You
may
compare
the
ongoing
costs
of
investing
in
the
fund
with
other
funds
by
contrasting
this
5%
hypothetical
example
and
the
5%
hypothetical
examples
that
appear
in
the
shareholder
reports
of
the
other
funds.
The
hypothetical
account
values
and
expenses
may
not
be
used
to
estimate
the
actual
ending
account
balance
or
expenses
you
paid
for
the
period.
Note:
T.
Rowe
Price
charges
an
annual
account
service
fee
of
$20,
generally
for
accounts
with
less
than
$10,000.
The
fee
is
waived
for
any
investor
whose
T.
Rowe
Price
mutual
fund
accounts
total
$50,000
or
more;
accounts
electing
to
receive
electronic
delivery
of
account
statements,
transaction
confirmations,
prospectuses,
and
shareholder
reports;
or
accounts
of
an
investor
who
is
a
T.
Rowe
Price
Personal
Services
or
Enhanced
Personal
Services
client
(enrollment
in
these
programs
generally
requires
T.
Rowe
Price
assets
of
at
least
$250,000).
This
fee
is
not
included
in
the
accompanying
table.
If
you
are
subject
to
the
fee,
keep
it
in
mind
when
you
are
estimating
the
ongoing
expenses
of
investing
in
the
fund
and
when
comparing
the
expenses
of
this
fund
with
other
funds.
You
should
also
be
aware
that
the
expenses
shown
in
the
table
highlight
only
your
ongoing
costs
and
do
not
reflect
any
transaction
costs,
such
as
redemption
fees
or
sales
loads.
Therefore,
the
second
line
of
the
table
is
useful
in
comparing
ongoing
costs
only
and
will
not
help
you
determine
the
relative
total
costs
of
owning
different
funds.
To
the
extent
a
fund
charges
transaction
costs,
however,
the
total
cost
of
owning
that
fund
is
higher.
T.
ROWE
PRICE
Retirement
Blend
Funds
17
RETIREMENT
BLEND
2005
FUND
Beginning
Account
Value
6/1/23
Ending
Account
Value
11/30/23
Expenses
Paid
During
Period*
6/1/23
to
11/30/23
Investor
Class
Actual
$1,000.00
$1,038.00
$1.73
Hypothetical
(assumes
5%
return
before
expenses)
 1,000.00
  1,023.30
  1.72
I
Class
Actual
  1,000.00
  1,039.10
  0.97
Hypothetical
(assumes
5%
return
before
expenses)
 1,000.00
  1,024.05
  0.96
*
Expenses
are
equal
to
the
fund’s
annualized
expense
ratio
for
the
6-month
period,
multiplied
by
the
average
account
value
over
the
period,
multiplied
by
the
number
of
days
in
the
most
recent
fiscal
half
year
(183),
and
divided
by
the
days
in
the
year
(366)
to
reflect
the
half-year
period.
The
annualized
expense
ratio
of
the
1
Investor
Class
was
0.34%,
and
the
3
I Class
was
0.19%.
RETIREMENT
BLEND
2010
FUND
Beginning
Account
Value
6/1/23
Ending
Account
Value
11/30/23
Expenses
Paid
During
Period*
6/1/23
to
11/30/23
Investor
Class
Actual
$1,000.00
$1,040.40
$1.73
Hypothetical
(assumes
5%
return
before
expenses)
 1,000.00
  1,023.30
  1.72
I
Class
Actual
  1,000.00
  1,040.30
  0.97
Hypothetical
(assumes
5%
return
before
expenses)
 1,000.00
  1,024.05
  0.96
*
Expenses
are
equal
to
the
fund’s
annualized
expense
ratio
for
the
6-month
period,
multiplied
by
the
average
account
value
over
the
period,
multiplied
by
the
number
of
days
in
the
most
recent
fiscal
half
year
(183),
and
divided
by
the
days
in
the
year
(366)
to
reflect
the
half-year
period.
The
annualized
expense
ratio
of
the
1
Investor
Class
was
0.34%,
and
the
3
I Class
was
0.19%.
FUND
EXPENSE
EXAMPLE
(CONTINUED)
T.
ROWE
PRICE
Retirement
Blend
Funds
18
RETIREMENT
BLEND
2015
FUND
Beginning
Account
Value
6/1/23
Ending
Account
Value
11/30/23
Expenses
Paid
During
Period*
6/1/23
to
11/30/23
Investor
Class
Actual
$1,000.00
$1,042.60
$1.79
Hypothetical
(assumes
5%
return
before
expenses)
 1,000.00
  1,023.25
  1.77
I
Class
Actual
  1,000.00
  1,042.50
  1.02
Hypothetical
(assumes
5%
return
before
expenses)
 1,000.00
  1,024.00
  1.01
*
Expenses
are
equal
to
the
fund’s
annualized
expense
ratio
for
the
6-month
period,
multiplied
by
the
average
account
value
over
the
period,
multiplied
by
the
number
of
days
in
the
most
recent
fiscal
half
year
(183),
and
divided
by
the
days
in
the
year
(366)
to
reflect
the
half-year
period.
The
annualized
expense
ratio
of
the
1
Investor
Class
was
0.35%,
and
the
3
I Class
was
0.20%.
RETIREMENT
BLEND
2020
FUND
Beginning
Account
Value
6/1/23
Ending
Account
Value
11/30/23
Expenses
Paid
During
Period*
6/1/23
to
11/30/23
Investor
Class
Actual
$1,000.00
$1,043.60
$1.89
Hypothetical
(assumes
5%
return
before
expenses)
 1,000.00
  1,023.15
  1.87
I
Class
Actual
  1,000.00
  1,044.80
  1.07
Hypothetical
(assumes
5%
return
before
expenses)
 1,000.00
  1,023.95
  1.06
*
Expenses
are
equal
to
the
fund’s
annualized
expense
ratio
for
the
6-month
period,
multiplied
by
the
average
account
value
over
the
period,
multiplied
by
the
number
of
days
in
the
most
recent
fiscal
half
year
(183),
and
divided
by
the
days
in
the
year
(366)
to
reflect
the
half-year
period.
The
annualized
expense
ratio
of
the
1
Investor
Class
was
0.37%,
and
the
3
I Class
was
0.21%.
FUND
EXPENSE
EXAMPLE
(CONTINUED)
T.
ROWE
PRICE
Retirement
Blend
Funds
19
RETIREMENT
BLEND
2025
FUND
Beginning
Account
Value
6/1/23
Ending
Account
Value
11/30/23
Expenses
Paid
During
Period*
6/1/23
to
11/30/23
Investor
Class
Actual
$1,000.00
$1,048.50
$1.95
Hypothetical
(assumes
5%
return
before
expenses)
 1,000.00
  1,023.10
  1.92
I
Class
Actual
  1,000.00
  1,048.60
  1.13
Hypothetical
(assumes
5%
return
before
expenses)
 1,000.00
  1,023.90
  1.11
*
Expenses
are
equal
to
the
fund’s
annualized
expense
ratio
for
the
6-month
period,
multiplied
by
the
average
account
value
over
the
period,
multiplied
by
the
number
of
days
in
the
most
recent
fiscal
half
year
(183),
and
divided
by
the
days
in
the
year
(366)
to
reflect
the
half-year
period.
The
annualized
expense
ratio
of
the
1
Investor
Class
was
0.38%,
and
the
3
I Class
was
0.22%.
RETIREMENT
BLEND
2030
FUND
Beginning
Account
Value
6/1/23
Ending
Account
Value
11/30/23
Expenses
Paid
During
Period*
6/1/23
to
11/30/23
Investor
Class
Actual
$1,000.00
$1,055.40
$2.06
Hypothetical
(assumes
5%
return
before
expenses)
 1,000.00
  1,023.00
  2.02
I
Class
Actual
  1,000.00
  1,056.50
  1.18
Hypothetical
(assumes
5%
return
before
expenses)
 1,000.00
  1,023.85
  1.16
*
Expenses
are
equal
to
the
fund’s
annualized
expense
ratio
for
the
6-month
period,
multiplied
by
the
average
account
value
over
the
period,
multiplied
by
the
number
of
days
in
the
most
recent
fiscal
half
year
(183),
and
divided
by
the
days
in
the
year
(366)
to
reflect
the
half-year
period.
The
annualized
expense
ratio
of
the
1
Investor
Class
was
0.40%,
and
the
3
I Class
was
0.23%.
FUND
EXPENSE
EXAMPLE
(CONTINUED)
T.
ROWE
PRICE
Retirement
Blend
Funds
20
RETIREMENT
BLEND
2035
FUND
Beginning
Account
Value
6/1/23
Ending
Account
Value
11/30/23
Expenses
Paid
During
Period*
6/1/23
to
11/30/23
Investor
Class
Actual
$1,000.00
$1,062.50
$2.11
Hypothetical
(assumes
5%
return
before
expenses)
 1,000.00
  1,022.95
  2.07
I
Class
Actual
  1,000.00
  1,063.60
  1.24
Hypothetical
(assumes
5%
return
before
expenses)
 1,000.00
  1,023.80
  1.21
*
Expenses
are
equal
to
the
fund’s
annualized
expense
ratio
for
the
6-month
period,
multiplied
by
the
average
account
value
over
the
period,
multiplied
by
the
number
of
days
in
the
most
recent
fiscal
half
year
(183),
and
divided
by
the
days
in
the
year
(366)
to
reflect
the
half-year
period.
The
annualized
expense
ratio
of
the
1
Investor
Class
was
0.41%,
and
the
3
I Class
was
0.24%.
RETIREMENT
BLEND
2040
FUND
Beginning
Account
Value
6/1/23
Ending
Account
Value
11/30/23
Expenses
Paid
During
Period*
6/1/23
to
11/30/23
Investor
Class
Actual
$1,000.00
$1,070.10
$2.12
Hypothetical
(assumes
5%
return
before
expenses)
 1,000.00
  1,022.95
  2.07
I
Class
Actual
  1,000.00
  1,071.30
  1.24
Hypothetical
(assumes
5%
return
before
expenses)
 1,000.00
  1,023.80
  1.21
*
Expenses
are
equal
to
the
fund’s
annualized
expense
ratio
for
the
6-month
period,
multiplied
by
the
average
account
value
over
the
period,
multiplied
by
the
number
of
days
in
the
most
recent
fiscal
half
year
(183),
and
divided
by
the
days
in
the
year
(366)
to
reflect
the
half-year
period.
The
annualized
expense
ratio
of
the
1
Investor
Class
was
0.41%,
and
the
3
I Class
was
0.24%.
FUND
EXPENSE
EXAMPLE
(CONTINUED)
T.
ROWE
PRICE
Retirement
Blend
Funds
21
RETIREMENT
BLEND
2045
FUND
Beginning
Account
Value
6/1/23
Ending
Account
Value
11/30/23
Expenses
Paid
During
Period*
6/1/23
to
11/30/23
Investor
Class
Actual
$1,000.00
$1,074.70
$2.23
Hypothetical
(assumes
5%
return
before
expenses)
 1,000.00
  1,022.85
  2.17
I
Class
Actual
  1,000.00
  1,074.70
  1.30
Hypothetical
(assumes
5%
return
before
expenses)
 1,000.00
  1,023.75
  1.26
*
Expenses
are
equal
to
the
fund’s
annualized
expense
ratio
for
the
6-month
period,
multiplied
by
the
average
account
value
over
the
period,
multiplied
by
the
number
of
days
in
the
most
recent
fiscal
half
year
(183),
and
divided
by
the
days
in
the
year
(366)
to
reflect
the
half-year
period.
The
annualized
expense
ratio
of
the
1
Investor
Class
was
0.43%,
and
the
3
I Class
was
0.25%.
RETIREMENT
BLEND
2050
FUND
Beginning
Account
Value
6/1/23
Ending
Account
Value
11/30/23
Expenses
Paid
During
Period*
6/1/23
to
11/30/23
Investor
Class
Actual
$1,000.00
$1,075.80
$2.23
Hypothetical
(assumes
5%
return
before
expenses)
 1,000.00
  1,022.85
  2.17
I
Class
Actual
  1,000.00
  1,078.10
  1.30
Hypothetical
(assumes
5%
return
before
expenses)
 1,000.00
  1,023.75
  1.26
*
Expenses
are
equal
to
the
fund’s
annualized
expense
ratio
for
the
6-month
period,
multiplied
by
the
average
account
value
over
the
period,
multiplied
by
the
number
of
days
in
the
most
recent
fiscal
half
year
(183),
and
divided
by
the
days
in
the
year
(366)
to
reflect
the
half-year
period.
The
annualized
expense
ratio
of
the
1
Investor
Class
was
0.43%,
and
the
3
I Class
was
0.25%.
FUND
EXPENSE
EXAMPLE
(CONTINUED)
T.
ROWE
PRICE
Retirement
Blend
Funds
22
RETIREMENT
BLEND
2055
FUND
Beginning
Account
Value
6/1/23
Ending
Account
Value
11/30/23
Expenses
Paid
During
Period*
6/1/23
to
11/30/23
Investor
Class
Actual
$1,000.00
$1,075.90
$2.28
Hypothetical
(assumes
5%
return
before
expenses)
 1,000.00
  1,022.80
  2.23
I
Class
Actual
  1,000.00
  1,078.20
  1.35
Hypothetical
(assumes
5%
return
before
expenses)
 1,000.00
  1,023.70
  1.32
*
Expenses
are
equal
to
the
fund’s
annualized
expense
ratio
for
the
6-month
period,
multiplied
by
the
average
account
value
over
the
period,
multiplied
by
the
number
of
days
in
the
most
recent
fiscal
half
year
(183),
and
divided
by
the
days
in
the
year
(366)
to
reflect
the
half-year
period.
The
annualized
expense
ratio
of
the
1
Investor
Class
was
0.44%,
and
the
3
I Class
was
0.26%.
RETIREMENT
BLEND
2060
FUND
Beginning
Account
Value
6/1/23
Ending
Account
Value
11/30/23
Expenses
Paid
During
Period*
6/1/23
to
11/30/23
Investor
Class
Actual
$1,000.00
$1,076.10
$2.28
Hypothetical
(assumes
5%
return
before
expenses)
 1,000.00
  1,022.80
  2.23
I
Class
Actual
  1,000.00
  1,078.30
  1.35
Hypothetical
(assumes
5%
return
before
expenses)
 1,000.00
  1,023.70
  1.32
*
Expenses
are
equal
to
the
fund’s
annualized
expense
ratio
for
the
6-month
period,
multiplied
by
the
average
account
value
over
the
period,
multiplied
by
the
number
of
days
in
the
most
recent
fiscal
half
year
(183),
and
divided
by
the
days
in
the
year
(366)
to
reflect
the
half-year
period.
The
annualized
expense
ratio
of
the
1
Investor
Class
was
0.44%,
and
the
3
I Class
was
0.26%.
FUND
EXPENSE
EXAMPLE
(CONTINUED)
T.
ROWE
PRICE
Retirement
Blend
Funds
23
RETIREMENT
BLEND
2065
FUND
Beginning
Account
Value
6/1/23
Ending
Account
Value
11/30/23
Expenses
Paid
During
Period*
6/1/23
to
11/30/23
Investor
Class
Actual
$1,000.00
$1,075.70
$2.28
Hypothetical
(assumes
5%
return
before
expenses)
 1,000.00
  1,022.80
  2.23
I
Class
Actual
  1,000.00
  1,076.80
  1.35
Hypothetical
(assumes
5%
return
before
expenses)
 1,000.00
  1,023.70
  1.32
*
Expenses
are
equal
to
the
fund’s
annualized
expense
ratio
for
the
6-month
period,
multiplied
by
the
average
account
value
over
the
period,
multiplied
by
the
number
of
days
in
the
most
recent
fiscal
half
year
(183),
and
divided
by
the
days
in
the
year
(366)
to
reflect
the
half-year
period.
The
annualized
expense
ratio
of
the
1
Investor
Class
was
0.44%,
and
the
3
I Class
was
0.26%.
FUND
EXPENSE
EXAMPLE
(CONTINUED)
100
East
Pratt
Street
Baltimore,
MD
21202
T.
Rowe
Price
Investment
Services,
Inc.
Call
1-800-225-5132
to
request
a
prospectus
or
summary
prospectus;
each
includes
investment
objectives,
risks,
fees,
expenses,
and
other
information
that
you
should
read
and
consider
carefully
before
investing.
C18-051
1/24
November
30,
2023
SemiAnnual
Report
|
Financial
Statements
For
more
insights
from
T.
Rowe
Price
investment
professionals,
go
to
troweprice.com
.
T.
ROWE
PRICE
TRBQX
Retirement
Blend
2045
Fund
–
.
TBLKX
Retirement
Blend
2045
Fund–
.
I Class
T.
ROWE
PRICE
Retirement
Blend
2045
Fund
(Unaudited)
Financial
Highlights
26
For
a
share
outstanding
throughout
each
period
Investor
Class
(1)
6
Months
.
Ended
11/30/23
.
.
Year
Ended
5/31/23
7/26/21
(1)
Through
5/31/22
NET
ASSET
VALUE
Beginning
of
period
$
8.70‌
$
8.80‌
$
10.00‌
Investment
activities
Net
investment
income
(2)(3)
0.01‌
0.13‌
0.01‌
Net
realized
and
unrealized
gain/loss
0.64‌
(0.09‌)
(4)
(0.99‌)
Total
from
investment
activities
0.65‌
0.04‌
(0.98‌)
Distributions
Net
investment
income
—‌
(0.12‌)
(0.11‌)
Net
realized
gain
—‌
(0.02‌)
(0.11‌)
Total
distributions
—‌
(0.14‌)
(0.22‌)
NET
ASSET
VALUE
End
of
period
$
9.35‌
$
8.70‌
$
8.80‌
T.
ROWE
PRICE
Retirement
Blend
2045
Fund
(Unaudited)
Financial
Highlights
27
For
a
share
outstanding
throughout
each
period
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
Investor
Class
(1)
6
Months
.
Ended
11/30/23
.
.
Year
Ended
5/31/23
7/26/21
(1)
Through
5/31/22
Ratios/Supplemental
Data
Total
return
(3)(5)(6)
7.47‌%
0.56‌%
(10.06‌)%
Ratios
to
average
net
assets:
(3)
Gross
expenses
before
payments
by
Price
Associates
(6)
0.43‌%
(7)
0.43‌%
0.43‌%
(7)
Net
expenses
after
payments
by
Price
Associates
(6)
0.43‌%
(7)
0.43‌%
0.43‌%
(7)
Net
investment
income
(6)
0.27‌%
(7)
1.51‌%
0.08‌%
(7)
Portfolio
turnover
rate
(6)
7.6‌%
27.0‌%
32.6‌%
Net
assets,
end
of
period
(in
thousands)
$44,290
$33,228
$24,150
0‌%
0‌%
0‌%
(1)
Inception
date
(2)
Per
share
amounts
calculated
using
average
shares
outstanding
method.
(3)
See
Note
5
for
details
of
expense-related
arrangements
with
Price
Associates.
(4)
The
amount
presented
is
inconsistent
with
the
fund's
aggregate
gains
and
losses
because
of
the
timing
of
sales
and
redemptions
of
fund
shares
in
relation
to
fluctuating
market
values
for
the
investment
portfolio.
(5)
Total
return
reflects
the
rate
that
an
investor
would
have
earned
on
an
investment
in
the
fund
during
each
period,
assuming
reinvestment
of
all
distributions,
and
payment
of
no
redemption
or
account
fees,
if
applicable.
Total
return
is
not
annualized
for
periods
less
than
one
year.
The
fund's
total
return
may
be
higher
or
lower
than
the
investment
results
of
the
individual
underlying
Price
Funds.
(6)
Reflects
the
activity
of
the
fund,
and
does
not
include
the
activity
of
the
underlying
Price
Funds.
However,
investment
performance
of
the
fund
is
directly
related
to
the
investment
performance
of
the
underlying
Price
Funds
in
which
it
invests.
(7)
Annualized
T.
ROWE
PRICE
Retirement
Blend
2045
Fund
(Unaudited)
Financial
Highlights
28
For
a
share
outstanding
throughout
each
period
I
Class
(1)
6
Months
.
Ended
11/30/23
.
.
Year
Ended
5/31/23
7/26/21
(1)
Through
5/31/22
NET
ASSET
VALUE
Beginning
of
period
$
8.70‌
$
8.81‌
$
10.00‌
Investment
activities
Net
investment
income
(2)(3)
0.02‌
0.12‌
0.02‌
Net
realized
and
unrealized
gain/loss
0.63‌
(0.07‌)
(4)
(0.99‌)
Total
from
investment
activities
0.65‌
0.05‌
(0.97‌)
Distributions
Net
investment
income
—‌
(0.14‌)
(0.11‌)
Net
realized
gain
—‌
(0.02‌)
(0.11‌)
Total
distributions
—‌
(0.16‌)
(0.22‌)
NET
ASSET
VALUE
End
of
period
$
9.35‌
$
8.70‌
$
8.81‌
T.
ROWE
PRICE
Retirement
Blend
2045
Fund
(Unaudited)
Financial
Highlights
29
For
a
share
outstanding
throughout
each
period
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
I
Class
(1)
6
Months
.
Ended
11/30/23
.
.
Year
Ended
5/31/23
7/26/21
(1)
Through
5/31/22
Ratios/Supplemental
Data
Total
return
(3)(5)(6)
7.47‌%
0.68‌%
(9.91‌)%
Ratios
to
average
net
assets:
(3)
Gross
expenses
before
payments
by
Price
Associates
(6)
0.25‌%
(7)
0.25‌%
0.25‌%
(7)
Net
expenses
after
payments
by
Price
Associates
(6)
0.25‌%
(7)
0.25‌%
0.25‌%
(7)
Net
investment
income
(6)
0.45‌%
(7)
1.36‌%
0.32‌%
(7)
Portfolio
turnover
rate
(6)
7.6‌%
27.0‌%
32.6‌%
Net
assets,
end
of
period
(in
thousands)
$75,190
$40,785
$9,099
0‌%
0‌%
0‌%
(1)
Inception
date
(2)
Per
share
amounts
calculated
using
average
shares
outstanding
method.
(3)
See
Note
5
for
details
of
expense-related
arrangements
with
Price
Associates.
(4)
The
amount
presented
is
inconsistent
with
the
fund's
aggregate
gains
and
losses
because
of
the
timing
of
sales
and
redemptions
of
fund
shares
in
relation
to
fluctuating
market
values
for
the
investment
portfolio.
(5)
Total
return
reflects
the
rate
that
an
investor
would
have
earned
on
an
investment
in
the
fund
during
each
period,
assuming
reinvestment
of
all
distributions,
and
payment
of
no
redemption
or
account
fees,
if
applicable.
Total
return
is
not
annualized
for
periods
less
than
one
year.
The
fund's
total
return
may
be
higher
or
lower
than
the
investment
results
of
the
individual
underlying
Price
Funds.
(6)
Reflects
the
activity
of
the
fund,
and
does
not
include
the
activity
of
the
underlying
Price
Funds.
However,
investment
performance
of
the
fund
is
directly
related
to
the
investment
performance
of
the
underlying
Price
Funds
in
which
it
invests.
(7)
Annualized
T.
ROWE
PRICE
Retirement
Blend
2045
Fund
November
30,
2023
(Unaudited)
30
Portfolio
of
Investments
(1)
(1)
$
Value
5/31/23
$
Purchase
Cost
(2)
$
Sales
Cost
(2)
Shares
$
Value
11/30/23
(Cost
and
value
in
$000s)
BOND
MUTUAL
FUNDS
2
.6
%
T.
Rowe
Price
Funds:
QM
U.S.
Bond
Index
Fund 
799
702
50
152,126‌
1,430‌
U.S.
Treasury
Long-Term
Index
Fund 
572
477
37
128,525‌
937‌
International
Bond
Fund
(USD
Hedged) 
250
171
16
50,065‌
413‌
Dynamic
Global
Bond
Fund 
187
157
13
41,286‌
321‌
U.S.
Limited
Duration
TIPS
Index
Fund 
4
–
–
380‌
4‌
Total
Bond
Mutual
Funds
(Cost
$
3,294
)
3,105‌
EQUITY
MUTUAL
FUNDS
96
.0
%
T.
Rowe
Price
Funds:
Equity
Index
500
Fund 
23,986
14,190
2,891
314,742‌
37,904‌
International
Equity
Index
Fund 
10,371
5,868
529
1,063,940‌
16,278‌
Growth
Stock
Fund  (3)
6,759
3,903
335
129,495‌
11,389‌
Value
Fund 
6,379
4,303
368
265,599‌
11,001‌
Real
Assets
Fund 
3,195
3,895
245
515,095‌
7,011‌
International
Value
Equity
Fund 
2,934
1,688
183
296,889‌
4,691‌
International
Stock
Fund 
2,868
1,679
150
246,389‌
4,543‌
Mid-Cap
Index
Fund 
2,564
1,521
138
261,365‌
4,281‌
Small-Cap
Index
Fund 
2,499
1,581
143
307,618‌
4,021‌
Emerging
Markets
Discovery
Stock
Fund 
2,267
1,264
201
264,985‌
3,469‌
Emerging
Markets
Stock
Fund 
1,818
1,081
105
81,215‌
2,768‌
Mid-Cap
Growth
Fund 
1,413
861
76
22,882‌
2,304‌
Mid-Cap
Value
Fund 
1,157
683
91
59,974‌
1,863‌
Small-Cap
Value
Fund 
1,098
727
67
37,183‌
1,818‌
New
Horizons
Fund  (3)
831
549
50
25,862‌
1,339‌
Total
Equity
Mutual
Funds
(Cost
$
108,589
)
114,680‌
T.
ROWE
PRICE
Retirement
Blend
2045
Fund
31
$
Value
5/31/23
$
Purchase
Cost
(2)
$
Sales
Cost
(2)
Shares
$
Value
11/30/23
(Cost
and
value
in
$000s)
SHORT-TERM
INVESTMENTS
1
.4
%
Money
Market
Funds
1.4%
T.
Rowe
Price
U.S.
Treasury
Money
Fund,
5.43%  (4)
2,091
1,636
1,997
1,729,761‌
1,730‌
Total
Short-Term
Investments
(Cost
$
1,730
)
1,730‌
Total
Investments
in
Securities
100.0%
of
Net
Assets
(Cost
$113,613)
$
119,515‌
(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)
Purchase
cost
and
Sales
cost
for
affiliates
not
held
at
period
end
totaled
$25
and
$25,
respectively.
(3)
Non-income
producing
(4)
Seven-day
yield
T.
ROWE
PRICE
Retirement
Blend
2045
Fund
32
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
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
six
months
ended
November
30,
2023.
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 
$
(
2‌
)
$
(
10‌
)
$
6‌
Emerging
Markets
Discovery
Stock
Fund 
(
18‌
)
139‌
—‌
Emerging
Markets
Stock
Fund 
(
12‌
)
(
26‌
)
—‌
Equity
Index
500
Fund 
(
30‌
)
2,619‌
236‌
Growth
Stock
Fund 
10‌
1,062‌
1‌
International
Bond
Fund
(USD
Hedged) 
(
1‌
)
8‌
6‌
International
Equity
Index
Fund 
(
17‌
)
568‌
—‌
International
Stock
Fund 
(
7‌
)
146‌
—‌
International
Value
Equity
Fund 
(
5‌
)
252‌
—‌
Mid-Cap
Growth
Fund 
(
3‌
)
106‌
—‌
Mid-Cap
Index
Fund 
(
7‌
)
334‌
—‌
Mid-Cap
Value
Fund 
(
7‌
)
114‌
—‌
New
Horizons
Fund 
(
6‌
)
9‌
—‌
QM
U.S.
Bond
Index
Fund 
(
3‌
)
(
21‌
)
22‌
Real
Assets
Fund 
(
18‌
)
166‌
—‌
Small-Cap
Index
Fund 
(
12‌
)
84‌
—‌
Small-Cap
Value
Fund 
(
7‌
)
60‌
—‌
U.S.
Limited
Duration
TIPS
Index
Fund 
—‌
—‌
—‌
U.S.
Treasury
Long-Term
Index
Fund 
(
5‌
)
(
75‌
)
15‌
Value
Fund 
(
24‌
)
687‌
—‌
U.S.
Treasury
Money
Fund,
5.43%
—‌
—‌
61‌
Affiliates
not
held
at
period
end
—‌
—‌
—‌
Totals
$
(
174‌
)
#
$
6,222‌
$
347‌
+
#
Capital
gain
distributions
from
underlying
Price
funds
represented
$0
of
the
net
realized
gain
(loss).
+
Investment
income
comprised
$347
of
income
distributions
from
underlying
Price
Funds.
T.
ROWE
PRICE
Retirement
Blend
2045
Fund
November
30,
2023
(Unaudited)
Statement
of
Assets
and
Liabilities
33
($000s,
except
shares
and
per
share
amounts)
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
Assets
Investments
in
securities,
at
value
(cost
$113,613)
$
119,515‌
Receivable
for
shares
sold
378‌
Total
assets
119,893‌
Liabilities
Payable
for
investment
securities
purchased
371‌
Investment
management
and
administrative
fees
payable
37‌
Payable
for
shares
redeemed
5‌
Total
liabilities
413‌
NET
ASSETS
$
119,480‌
Net
Assets
Consist
of:
Total
distributable
earnings
(loss)
$
3,813‌
Paid-in
capital
applicable
to
12,775,580
shares
of
$0.0001
par
value
capital
stock
outstanding;
30,000,000,000
shares
of
the
Corporation
authorized
115,667‌
NET
ASSETS
$
119,480‌
NET
ASSET
VALUE
PER
SHARE
Investor
Class
(Net
assets:
$44,290;
Shares
outstanding:
4,736,823)
$
9.35‌
I
Class
(Net
assets:
$75,190;
Shares
outstanding:
8,038,757)
$
9.35‌
T.
ROWE
PRICE
Retirement
Blend
2045
Fund
(Unaudited)
Statement
of
Operations
34
($000s)
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
6
Months
Ended
11/30/23
Investment
Income
(Loss)
Income
distributions
from
underlying
Price
Funds
$
347‌
Investment
management
and
administrative
expense
160‌
Net
investment
income
187‌
Realized
and
Unrealized
Gain
/
Loss
–
Net
realized
loss
on
Sales
of
underlying
Price
Funds
(
174‌
)
Change
in
net
unrealized
gain
/
loss
on
underlying
Price
Funds
6,222‌
Net
realized
and
unrealized
gain
/
loss
6,048‌
INCREASE
IN
NET
ASSETS
FROM
OPERATIONS
$
6,235‌
T.
ROWE
PRICE
Retirement
Blend
2045
Fund
(Unaudited)
Statement
of
Changes
in
Net
Assets
35
($000s)
6
Months
Ended
11/30/23
Year
Ended
5/31/23
Increase
(Decrease)
in
Net
Assets
Operations
Net
investment
income
$
187‌
$
637‌
Net
realized
loss
(
174‌
)
(
1,781‌
)
Change
in
net
unrealized
gain
/
loss
6,222‌
2,312‌
Increase
in
net
assets
from
operations
6,235‌
1,168‌
Distributions
to
shareholders
Net
earnings
Investor
Class
–‌
(
432‌
)
I
Class
–‌
(
252‌
)
Decrease
in
net
assets
from
distributions
–‌
(
684‌
)
Capital
share
transactions
*
Shares
sold
Investor
Class
13,963‌
14,119‌
I
Class
39,104‌
41,544‌
Distributions
reinvested
Investor
Class
–‌
432‌
I
Class
–‌
252‌
Shares
redeemed
Investor
Class
(
5,478‌
)
(
5,380‌
)
I
Class
(
8,357‌
)
(
10,687‌
)
Increase
in
net
assets
from
capital
share
transactions
39,232‌
40,280‌
T.
ROWE
PRICE
Retirement
Blend
2045
Fund
(Unaudited)
Statement
of
Changes
in
Net
Assets
36
($000s)
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
6
Months
Ended
11/30/23
Year
Ended
5/31/23
Net
Assets
Increase
during
period
45,467‌
40,764‌
Beginning
of
period
74,013‌
33,249‌
End
of
period
$
119,480‌
$
74,013‌
*Share
information
(000s)
Shares
sold
Investor
Class
1,523‌
1,659‌
I
Class
4,282‌
4,915‌
Distributions
reinvested
Investor
Class
–‌
53‌
I
Class
–‌
31‌
Shares
redeemed
Investor
Class
(
604‌
)
(
639‌
)
I
Class
(
932‌
)
(
1,290‌
)
Increase
in
shares
outstanding
4,269‌
4,729‌
T.
ROWE
PRICE
Retirement
Blend
2045
Fund
Unaudited
NOTES
TO
FINANCIAL
STATEMENTS
37
T.
Rowe
Price
Retirement
Funds,
Inc.
(the
corporation)
is
registered
under
the
Investment
Company
Act
of
1940
(the
1940
Act).
T.
Rowe
Price
Retirement
Blend
2045
Fund
(the
fund)
is
a
diversified,
open-end
management
investment
company
and
is
one
of
the
portfolios
established
by
the
corporation.
The
fund
invests
in
a
portfolio
of
other
T.
Rowe
Price
stock
and
bond
funds
(underlying
Price
Funds)
that
represent
various
asset
classes
and
sectors.
The
fund’s
allocation
among
underlying
Price
Funds
will
change,
and
its
asset
mix
will
become
more
conservative
over
time.
The
fund
seeks
the
highest
total
return
over
time
consistent
with
an
emphasis
on
both
capital
growth
and
income.
The
fund
has
two classes
of
shares: the
Retirement
Blend
2045
Fund
(Investor
Class),
and
the
Retirement
Blend
2045
Fund–I
Class
(I
Class).
I
Class
shares
require
a
$500,000
initial
investment
minimum,
although
the
minimum
generally
is
waived
or
reduced
for
financial
intermediaries,
eligible
retirement
plans,
and
certain
other
accounts. Each
class
has
exclusive
voting
rights
on
matters
related
solely
to
that
class;
separate
voting
rights
on
matters
that
relate
to
both
classes;
and,
in
all
other
respects,
the
same
rights
and
obligations
as
the
other
class.
NOTE
1
-
SIGNIFICANT
ACCOUNTING
POLICIES 
Basis
of
Preparation
 The fund
is
an
investment
company
and
follows
accounting
and
reporting
guidance
in
the
Financial
Accounting
Standards
Board
Accounting
Standards
Codification
Topic
946
(ASC
946).
The
accompanying
financial
statements
were
prepared
in
accordance
with
accounting
principles
generally
accepted
in
the
United
States
of
America
(GAAP),
including,
but
not
limited
to,
ASC
946.
GAAP
requires
the
use
of
estimates
made
by
management.
Management
believes
that
estimates
and
valuations
of
the
underlying
Price
Funds
are
appropriate;
however,
actual
results
may
differ
from
those
estimates,
and
the
valuations
reflected
in
the
accompanying
financial
statements
may
differ
from
the
value
ultimately
realized
upon
sale
of
the
underlying
Price
Funds. 
Investment
Transactions,
Investment
Income,
and
Distributions
 Investment
transactions are
accounted
for
on
the
trade
date
basis.
Income
and
expenses
are
recorded
on
the
accrual
basis.
Realized
gains
and
losses are
reported
on
the
identified
cost
basis.
Income
tax-related
interest
and
penalties,
if
incurred,
are
recorded
as
income
tax
expense.
Dividends
received
from
underlying
Price
Fund
investments
are
reflected
as
dividend
income;
capital
gain
distributions
are
reflected
as
realized
gain/loss.
Income
and
capital
gain
distributions
from
the
underlying
Price
Funds
are
recorded
on
the
T.
ROWE
PRICE
Retirement
Blend
2045
Fund
38
ex-dividend
date.
Distributions
to
shareholders
are
recorded
on
the
ex-dividend
date.
Income
distributions,
if
any,
are
declared
and
paid
by
each
class
annually.
A
capital
gain
distribution,
if
any, may
also
be
declared
and
paid
by the
fund
annually.
Class
Accounting
 Investment
management
and
administrative
expenses
incurred
by
each
class
are
charged
directly
to
the
class
to
which
they
relate.
Expenses
common
to
all
classes,
investment
income,
and
realized
and
unrealized
gains
and
losses
are
allocated
to
the
classes
based
upon
the
relative
daily
net
assets
of
each
class.
Capital
Transactions
 Each
investor’s
interest
in
the
net
assets
of the
fund
is
represented
by
fund
shares. The
fund’s
net
asset
value
(NAV)
per
share
is
computed
at
the
close
of
the
New
York
Stock
Exchange
(NYSE),
normally
4
p.m.
ET,
each
day
the
NYSE
is
open
for
business.
However,
the
NAV
per
share
may
be
calculated
at
a
time
other
than
the
normal
close
of
the
NYSE
if
trading
on
the
NYSE
is
restricted,
if
the
NYSE
closes
earlier,
or
as
may
be
permitted
by
the
SEC.
Purchases
and
redemptions
of
fund
shares
are
transacted
at
the
next-computed
NAV
per
share,
after
receipt
of
the
transaction
order
by
T.
Rowe
Price
Associates,
Inc.,
or
its
agents.
Indemnification
 In
the
normal
course
of
business,
the fund
may
provide
indemnification
in
connection
with
its
officers
and
directors,
service
providers
and/or
private
company
investments. The
fund’s
maximum
exposure
under
these
arrangements
is
unknown;
however,
the
risk
of
material
loss
is
currently
considered
to
be
remote.
NOTE
2
-
VALUATION 
The fund’s
financial
instruments
are
valued
at
the
close
of
the
NYSE
and
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.
Investments
in
the
underlying
Price
Funds
are
valued
at
their
closing
NAV
per
share
on
the
day
of
valuation. Assets
and
liabilities
other
than
financial
instruments,
including
short-term
receivables
and
payables,
are
carried
at
cost,
or
estimated
realizable
value,
if
less,
which
approximates
fair
value. 
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
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.
T.
ROWE
PRICE
Retirement
Blend
2045
Fund
39
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)
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.
On
November
30,
2023,
all
of
the
fund’s
financial
instruments
were
classified
as
Level
1,
based
on
the
inputs
used
to
determine
their
fair
values.
NOTE
3
-
INVESTMENTS
IN
UNDERLYING
PRICE
FUNDS
Purchases
and
sales
of
the
underlying
Price
Funds
during
the
six
months
ended
November
30,
2023,
aggregated
$46,961,000
and
$7,536,000,
respectively.  
T.
ROWE
PRICE
Retirement
Blend
2045
Fund
40
NOTE
4
-
FEDERAL
INCOME
TAXES
Generally,
no
provision
for
federal
income
taxes
is
required
since the fund
intends
to continue
to
qualify
as
a
regulated
investment
company
under
Subchapter
M
of
the
Internal
Revenue
Code
and
distribute
to
shareholders
all
of
its taxable
income
and
gains.
Distributions
determined
in
accordance
with
federal
income
tax
regulations
may
differ
in
amount
or
character
from
net
investment
income
and
realized
gains
for
financial
reporting
purposes.
Financial
reporting
records
are
adjusted
for
permanent
book/
tax
differences
to
reflect
tax
character
but
are
not
adjusted
for
temporary
differences.
The
amount
and
character
of
tax-basis
distributions
and
composition
of
net
assets
are
finalized
at
fiscal
year-end;
accordingly,
tax-basis
balances
have
not
been
determined
as
of
the
date
of
this
report. 
At
November
30,
2023,
the
cost
of
investments
(including
derivatives,
if
any)
for
federal
income
tax
purposes
was
$116,196,000. Net
unrealized
gain
aggregated $3,319,000
at
period-end,
of
which $6,559,000
related
to
appreciated
investments
and $3,240,000
related
to
depreciated
investments.
NOTE
5
-
RELATED
PARTY
TRANSACTIONS
The
fund
is
managed
by
T.
Rowe
Price
Associates,
Inc.
(Price
Associates),
a
wholly
owned
subsidiary
of
T.
Rowe
Price
Group,
Inc.
Price
Associates,
directly
or
through
sub-advisory
agreements
with
its
wholly
owned
subsidiaries,
also
provides
investment
management
services
to
all
the
underlying
Price
Funds.
Certain
officers
and
directors
of
the
fund
are
also
officers
and
directors
of
Price
Associates
and
its
subsidiaries
and
the
underlying
Price
Funds. 
The
fund
operates
in
accordance
with
an
amended
investment
management
agreement
(amended
management
agreement),
between
the
corporation,
on
behalf
of
the
fund,
and
Price
Associates.
Under
the
amended
management
agreement,
the
fund
pays
an
all-inclusive
annual
fee
that
is
based
on
a
predetermined
fee
schedule
that ranges
from
0.44%
to
0.34%
for
the
Investor
Class
and
0.26%
to
0.19%
for
the
I
Class,
generally
declining
as
the
fund
reduces
its
overall
stock
exposure
along
its
investment
glide
path.
The
all-inclusive
management
fee
covers
investment
management
services
and
all
of
the
fund’s
operating
expenses
except
for
interest
expense;
expenses
related
to
borrowings,
taxes,
and brokerage;  nonrecurring,
extraordinary
expenses;
and
acquired
fund
fees
and
expenses.
Differences
in
the
all-inclusive
fees
between
certain
classes
relate
to
differences
in
expected
shareholder
servicing
expenses. At
November
30,
2023,
the
effective
all-
inclusive
management
fee
rate
was
0.43%
for
the
Investor
Class
and
0.25%
for
the
I
Class.
T.
ROWE
PRICE
Retirement
Blend
2045
Fund
41
In
addition,
the
fund
has entered
into
service
agreements
with
Price
Associates
and
two
wholly
owned
subsidiaries
of
Price
Associates,
each
an
affiliate
of
the
fund
(collectively,
Price).
Price
Associates
provides
certain
accounting
and
administrative
services
to
the
fund.
T.
Rowe
Price
Services,
Inc.
provides
shareholder
and
administrative
services
in
its
capacity
as
the
fund’s
transfer
and
dividend-disbursing
agent.
T.
Rowe
Price
Retirement
Plan
Services,
Inc.
provides
subaccounting
and
recordkeeping
services
for
certain
retirement
accounts
invested
in
the
fund.
Pursuant
to
the
all-inclusive
fee
arrangement
under
the
investment
management
and
administrative
agreement,
expenses
incurred
by
the
fund
pursuant
to
these
service
agreements
are
paid
by
Price
Associates.
T.
Rowe
Price
Investment
Services,
Inc.
(Investment
Services)
serves
as
distributor
to
the
fund.
Pursuant
to
an
underwriting
agreement,
no
compensation
for
any
distribution
services
provided
is
paid
to
Investment
Services
by
the
fund
(except
for
12b-1
fees
under
a
Board-approved
Rule
12b-1
plan).
The
fund
may
invest
in
the
T.
Rowe
Price
Transition
Fund
(Transition
Fund)
to
facilitate
the
fund’s
transition
between
the
various
underlying
Price
Funds
as
the
fund
rebalances
its
allocation
to
the
underlying
Price
Funds.
There
is
no
specific
neutral
allocation
to
the
Transition
Fund.
In
addition,
the
fund
may
also
maintain
a
small
position
in
the
Transition
Fund
when
it
is
not
actively
involved
in
a
transition. 
The
fund
does
not
invest
in
the
underlying
Price
Funds
for
the
purpose
of
exercising
management
or
control;
however,
investments
by
the
fund
may
represent
a
significant
portion
of
an
underlying
Price
Fund’s
net
assets.
At
November
30,
2023,
the
fund
held
less
than
25%
of
the
outstanding
shares
of
any
underlying
Price
Fund. 
NOTE
6
-
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.
T.
ROWE
PRICE
Retirement
Blend
2045
Fund
42
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.
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.
T.
ROWE
PRICE
Retirement
Blend
2045
Fund
43
INFORMATION
ON
PROXY
VOTING
POLICIES,
PROCEDURES,
AND
RECORDS
A
description
of
the
policies
and
procedures
used
by
T.
Rowe
Price
funds
to
determine
how
to
vote
proxies
relating
to
portfolio
securities
is
available
in
each
fund’s
Statement
of
Additional
Information.
You
may
request
this
document
by
calling
1-800-225-5132
or
by
accessing
the
SEC’s
website,
sec.gov.
The
description
of
our
proxy
voting
policies
and
procedures
is
also
available
on
our
corporate
website.
To
access
it,
please
visit
the
following
Web
page:
https://www.troweprice.com/corporate/us/en/utility/policies.html
Scroll
down
to
the
section
near
the
bottom
of
the
page
that
says,
“Proxy
Voting
Guidelines.”
Click
on
the
links
in
the
shaded
box.
Each
fund’s
most
recent
annual
proxy
voting
record
is
available
on
our
website
and
through
the
SEC’s
website.
To
access
it
through
T.
Rowe
Price,
visit
the
website
location
shown
above,
and
scroll
down
to
the
section
near
the
bottom
of
the
page
that
says,
“Proxy
Voting
Records.”
Click
on
the
Proxy
Voting
Records
link
in
the
shaded
box.
RESULTS
OF
PROXY
VOTING
A
Special
Meeting
of
Shareholders
was
held
on
July
24,
2023
for
shareholders
of
record
on
April
7,
2023,
to
elect
the
following
director-nominees
to
serve
on
the
Board
of
all
Price
Funds.
The
newly
elected
Directors
took
office
effective
July
24,
2023.
The
results
of
the
voting
were
as
follows:
Teresa
Bryce
Bazemore,
Bruce
W.
Duncan,
Robert
J.
Gerrard,
Jr.,
Paul
F.
McBride
and
David
Oestreicher
continue
to
serve
as
Directors
on
the
Board
of
all
Price
Funds.
HOW
TO
OBTAIN
QUARTERLY
PORTFOLIO
HOLDINGS
The
fund
files
a
complete
schedule
of
portfolio
holdings
with
the
Securities
and
Exchange
Commission
(SEC)
for
the
first
and
third
quarters
of
each
fiscal
year
as
an
exhibit
to
its
reports
on
Form
N-PORT.
The
fund’s
reports
on
Form
N-PORT
are
available
electronically
on
the
SEC’s
website
(sec.gov).
In
addition,
most
T.
Rowe
Price
funds
disclose
their
first
and
third
fiscal
quarter-end
holdings
on
troweprice.com
.
Votes
For
Votes
Withheld
Melody
Bianchetto
3,760,846,130
132,596,975
Mark
J.
Parrell
3,741,085,680
151,452,563
Kellye
L.
Walker
3,765,871,774
127,480,835
Eric
L.
Veiel
3,752,900,925
140,358,004
T.
ROWE
PRICE
Retirement
Blend
2045
Fund
44
TAILORED
SHAREHOLDER
REPORTS
FOR
MUTUAL
FUNDS
AND
EXCHANGE
TRADED
FUNDS
In
October
2022,
the
Securities
and
Exchange
Commission
(SEC)
adopted
rule
and
form
amendments
requiring
Mutual
Funds
and
Exchange-Traded
Funds
to
transmit
concise
and
visually
engaging
streamlined
annual
and
semiannual
reports
that
highlight
key
information
to
shareholders.
Other
information,
including
financial
statements,
will
no
longer
appear
in
the
funds’
shareholder
reports
but
will
be
available
online,
delivered
free
of
charge
upon
request,
and
filed
on
a
semiannual
basis
on
Form
N-CSR.
The
rule
and
form
amendments
have
a
compliance
date
of
July
24,
2024.
T.
ROWE
PRICE
Retirement
Blend
2045
Fund
45
LIQUIDITY
RISK
MANAGEMENT
PROGRAM
In accordance
with
Rule
22e-4
(Liquidity
Rule)
under
the
Investment
Company
Act
of
1940,
as
amended,
the
fund
has
established
a
liquidity
risk
management
program
(Liquidity
Program)
reasonably
designed
to
assess
and
manage
the
fund’s
liquidity
risk,
which
generally
represents
the
risk
that
the
fund
would
not
be
able
to
meet
redemption
requests
without
significant
dilution
of
remaining
investors’
interests
in
the
fund.
The
fund’s
Board
of
Directors
(Board)
has
appointed
the
fund’s
investment
adviser,
T.
Rowe
Price
Associates,
Inc.
(Adviser),
as
the
administrator
of
the
Liquidity
Program.
As
administrator,
the
Adviser
is
responsible
for
overseeing
the
day-to-day
operations
of
the
Liquidity
Program
and,
among
other
things,
is
responsible
for
assessing,
managing,
and
reviewing
with
the
Board
at
least
annually
the
liquidity
risk
of
each
T.
Rowe
Price
fund.
The
Adviser
has
delegated
oversight
of
the
Liquidity
Program
to
a
Liquidity
Risk
Committee
(LRC),
which
is
a
cross-functional
committee
composed
of
personnel
from
multiple
departments
within
the
Adviser.
The
Liquidity
Program’s
principal
objectives
include
supporting
the
T.
Rowe
Price
funds’
compliance
with
limits
on
investments
in
illiquid
assets
and
mitigating
the
risk
that
the
fund
will
be
unable
to
timely
meet
its
redemption
obligations.
The
Liquidity
Program
also
includes
a
number
of
elements
that
support
the
management
and
assessment
of
liquidity
risk,
including
an
annual
assessment
of
factors
that
influence
the
fund’s
liquidity
and
the
periodic
classification
and
reclassification
of
a
fund’s
investments
into
categories
that
reflect
the
LRC’s
assessment
of
their
relative
liquidity
under
current
market
conditions.
Under
the
Liquidity
Program,
every
investment
held
by
the
fund
is
classified
at
least
monthly
into
one
of
four
liquidity
categories
based
on
estimations
of
the
investment’s
ability
to
be
sold
during
designated
time
frames
in
current
market
conditions
without
significantly
changing
the
investment’s
market
value.
As
required
by
the
Liquidity
Rule,
at
a
meeting
held
on
July
24,
2023,
the
Board
was
presented
with
an
annual
assessment
that
was
prepared
by
the
LRC
on
behalf
of
the
Adviser
and
addressed
the
operation
of
the
Liquidity
Program
and
assessed
its
adequacy
and
effectiveness
of
implementation,
including
any
material
changes
to
the
Liquidity
Program
and
the
determination
of
each
fund’s
Highly
Liquid
Investment
Minimum
(HLIM).
The
annual
assessment
included
consideration
of
the
following
factors,
as
applicable:
the
fund’s
investment
strategy
and
liquidity
of
portfolio
investments
during
normal
and
reasonably
foreseeable
stressed
conditions,
including
whether
the
investment
strategy
is
appropriate
for
an
open-end
fund,
the
extent
to
which
the
strategy
involves
a
relatively
concentrated
portfolio
or
large
positions
in
particular
issuers,
and
the
use
of
borrowings
for
investment
purposes
and
derivatives;
short-term
and
long-term
cash
flow
projections
covering
both
normal
and
reasonably
foreseeable
stressed
conditions;
and
holdings
of
cash
and
cash
equivalents,
as
well
as
available
borrowing
arrangements.
T.
ROWE
PRICE
Retirement
Blend
2045
Fund
46
For the
fund
and
other
T.
Rowe
Price
funds,
the
annual
assessment
incorporated
a
report
related
to
a
fund’s
holdings,
shareholder
and
portfolio
concentration,
any
borrowings
during
the
period,
cash
flow
projections,
and
other
relevant
data
for
the
period
of
April
1,
2022,
through
March
31,
2023.
The
report
described
the
methodology
for
classifying
a
fund’s
investments
(including
any
derivative
transactions)
into
one
of
four
liquidity
categories,
as
well
as
the
percentage
of
a
fund’s
investments
assigned
to
each
category.
It
also
explained
the
methodology
for
establishing
a
fund’s
HLIM
and
noted
that
the
LRC
reviews
the
HLIM
assigned
to
each
fund
no
less
frequently
than
annually.
During
the
period
covered
by
the
annual
assessment,
the
LRC
has
concluded,
and
reported
to
the
Board,
that
the
Liquidity
Program
continues
to
operate
adequately
and
effectively
and
is
reasonably
designed
to
assess
and
manage
the
fund’s
liquidity
risk.
LIQUIDITY
RISK
MANAGEMENT
PROGRAM
(continued)
100
East
Pratt
Street
Baltimore,
MD
21202
T.
Rowe
Price
Investment
Services,
Inc.
Call
1-800-225-5132
to
request
a
prospectus
or
summary
prospectus;
each
includes
investment
objectives,
risks,
fees,
expenses,
and
other
information
that
you
should
read
and
consider
carefully
before
investing.
F1354-051
1/24

    

Item 1. (b) Notice pursuant to Rule 30e-3.

Not applicable.

Item 2. Code of Ethics.

A code of ethics, as defined in Item 2 of Form N-CSR, applicable to its principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions is filed as an exhibit to the registrant’s annual Form N-CSR. No substantive amendments were approved or waivers were granted to this code of ethics during the registrant’s most recent fiscal half-year.

Item 3. Audit Committee Financial Expert.

Disclosure required in registrant’s annual Form N-CSR.

Item 4. Principal Accountant Fees and Services.

Disclosure required in registrant’s annual Form N-CSR.

Item 5. Audit Committee of Listed Registrants.

Not applicable.

Item 6. Investments.

(a) Not applicable. The complete schedule of investments is included in Item 1 of this Form N-CSR.

(b) Not applicable.

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. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

Not applicable.

Item 10. Submission of Matters to a Vote of Security Holders.

There has been no change to the procedures by which shareholders may recommend nominees to the registrant’s board of directors.

 

    

Item 11. Controls and Procedures.

(a)   The registrant’s principal executive officer and principal financial officer have evaluated the registrant’s disclosure controls and procedures within 90 days of this filing and have concluded that the registrant’s disclosure controls and procedures were effective, as of that date, in ensuring that information required to be disclosed by the registrant in this Form N-CSR was recorded, processed, summarized, and reported timely.

(b)   The registrant’s principal executive officer and principal financial officer are aware of no 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.

Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

Not applicable.

Item 13. Exhibits.

 

(a)(1)    

The registrant’s code of ethics pursuant to Item 2 of Form N-CSR is filed with the registrant’s annual Form N-CSR.

     (2)    

Separate certifications by the registrant’s principal executive officer and principal financial officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 and required by Rule 30a-2(a) under the Investment Company Act of 1940, are attached.

     (3)    

Written solicitation to repurchase securities issued by closed-end companies: not applicable.

(b)        

A certification by the registrant’s principal executive officer and principal financial officer, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and required by Rule 30a-2(b) under the Investment Company Act of 1940, is attached.

 

    

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

T. Rowe Price Retirement Funds, Inc.
By  

/s/ David Oestreicher

  
  David Oestreicher  
  Principal Executive Officer             
Date       January 19, 2024  

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.

 

By  

/s/ David Oestreicher

  
  David Oestreicher             
  Principal Executive Officer  
Date      

January 19, 2024

  

 

By  

/s/ Alan S. Dupski

             
  Alan S. Dupski  
  Principal Financial Officer  
Date      

January 19, 2024