International Value Equity Fund_IGI_F127-051
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: 811-02958
T. Rowe Price International 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: October 31
Date of reporting
period: April 30, 2024
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
For
more
insights
from
T.
Rowe
Price
investment
professionals,
go
to
troweprice.com
.
T.
ROWE
PRICE
TRIGX
International
Value
Equity
Fund
–
.
PAIGX
International
Value
Equity
Fund–
.
Advisor
Class
RRIGX
International
Value
Equity
Fund–
.
R
Class
TRTIX
International
Value
Equity
Fund–
.
I
Class
TROZX
International
Value
Equity
Fund–
.
Z Class
T.
ROWE
PRICE
International
Value
Equity
Fund
Go
Paperless
Going
paperless
offers
a
host
of
benefits,
which
include:
Timely
delivery
of
important
documents
Convenient
access
to
your
documents
anytime,
anywhere
Strong
security
protocols
to
safeguard
sensitive
data
Waive
your
account
service
fee
by
going
paperless.*
To
Enroll:
˃
If
you
invest
directly
with
T.
Rowe
Price,
go
to
troweprice.com/paperless
.
If
you
invest
through
a
financial
intermediary
such
as
an
investment
advisor,
a
bank,
or
a
brokerage
firm,
please
contact
that
organization
and
ask
if
it
can
provide
electronic
documentation.
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
International
Value
Equity
Fund
Market
Commentary
Dear
Shareholder
Major
global
stock
and
bond
indexes
produced
positive
results
during
the
first
half
of
your
fund’s
fiscal
year,
the
six-month
period
ended
April
30,
2024.
Investor
sentiment
was
bolstered
by
rising
hopes
at
the
end
of
2023
that
central
banks
would
be
able
to
cut
interest
rates
soon;
however,
stronger-than-expected
inflation
data
in
the
first
quarter
of
2024
contributed
to
a
downturn
in
April
that
offset
some
of
the
strong
gains
recorded
earlier
in
the
period.
Growth
stocks
outperformed
value
shares
over
the
six-month
period,
and
stocks
in
developed
markets
generally
outpaced
their
counterparts
in
emerging
markets.
Currency
movements
were
mixed
over
the
period—a
weaker
U.S.
dollar
versus
some
major
European
currencies
was
beneficial
for
U.S.
investors
in
European
securities,
while
a
downturn
in
the
Japanese
yen
had
the
reverse
effect.
Technology
companies
benefited
from
investor
enthusiasm
for
artificial
intelligence
developments
and
produced
some
of
the
strongest
results
in
the
equity
market.
Within
the
U.S.-focused
S&P
500
Index,
the
communication
services,
financials, information
technology,
and
industrials sectors
all
recorded
strong
gains,
while
returns
for
energy
companies
were
more
muted
as
oil
prices
dipped
at
the
end
of
2023
before
rebounding
in
the
new
year.
U.S.
Treasury
yields
finished
the
period
lower,
which
supported
broadly
positive
results
in
the
fixed
income
market.
High
yield
corporate
bonds
produced
some
of
the
strongest
returns,
aided
by
the
higher
coupons
that
have
become
available
since
the
Fed
began
hiking
rates
about
two
years
ago,
as
well
as
strength
in
the
economy
that
kept
default
expectations
at
low
levels.
The
U.S.
economy
was
the
strongest
among
the
major
markets
during
the
period,
although
first-quarter
gross
domestic
product
growth—according
to
a
preliminary
estimate—slowed
from
the
level
reported
at
the
end
of
2023.
Meanwhile,
after
flirting
with
a
recession
late
last
year,
growth
in
the
eurozone
appeared
to
be
healthier
in
the
latest
reports,
and
China’s
economy
showed
signs
of
recovery
after
a
sluggish
performance
in
2023.
T.
ROWE
PRICE
International
Value
Equity
Fund
The
positive
economic
news
aided
investor
sentiment
following
widespread
expectations
for
a
downturn
last
year.
But
the
outlook
for
monetary
policy
as
global
central
banks
continued
their
fight
against
inflation
was
more
difficult
to
decipher.
After
significant
progress
in
reducing
the
rate
of
price
increases—
12-month
consumer
price
index
inflation
dropped
from
6.4%
to
3.3%
over
the
course
of
2023—Federal
Reserve
policymakers
helped
boost
sentiment
when
their
year-end
economic
projections
indicated
that
three
quarter-point
interest
rate
cuts
were
likely
in
2024,
up
from
the
two
they
had
forecast
previously.
However,
with
inflation
improvements
stalling
so
far
this
year,
Fed
officials
indicated
that
they
will
take
a
patient
approach
to
loosening
monetary
policy,
a
message
that
weighed
on
markets
near
the
end
of
our
reporting
period.
Outside
the
U.S.,
the
European
Central
Bank was
also
facing
sticky
inflation,
but
officials
indicated
that
they
would
like
to
begin
cutting
rates
soon
if
upcoming
reports
are
favorable.
Meanwhile,
moving
in
the
other
direction,
the
Bank
of
Japan
lifted
short-term
interest
rates
from
negative
territory
for
the
first
time
in
over
seven
years
following
a
long
campaign
against
disinflation,
although
Japan’s
monetary
policy
remains
among
the
most
accommodative
in
the
world.
Global
economies
have
displayed
continued
resilience
in
the
year-to-date
period,
but
risks
remain
as
we
look
ahead.
Elevated
geopolitical
tensions,
uncertainty
about
the
path
of
monetary
policy,
and
fading
fiscal
stimulus
all
raise
the
potential
for
additional
volatility.
We
believe
this
environment
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.
Thank
you
for
your
continued
confidence
in
T.
Rowe
Price.
Sincerely,
Robert
Sharps
CEO
and
President
T.
ROWE
PRICE
International
Value
Equity
Fund
Portfolio
Summary
SECTOR
DIVERSIFICATION
Percent
of
Net
Assets
10/31/23
4/30/24
Financials
23
.7
%
24
.0
%
Industrials
and
Business
Services
15
.0
15
.2
Health
Care
12
.8
11
.8
Consumer
Discretionary
9
.4
8
.5
Materials
7
.8
6
.9
Energy
6
.1
6
.6
Information
Technology
5
.9
5
.9
Consumer
Staples
5
.8
5
.7
Communication
Services
6
.1
5
.2
Utilities
3
.2
3
.1
Real
Estate
2
.5
2
.8
Other
and
Reserves
1
.7
4
.3
Total
100
.0
%
100
.0
%
Historical
weightings
reflect
current
industry/sector
classifications.
T.
ROWE
PRICE
International
Value
Equity
Fund
PORTFOLIO
HIGHLIGHTS
TWENTY-FIVE
LARGEST
HOLDINGS
Percent
of
Net
Assets
4/30/24
AstraZeneca,
United
Kingdom
2
.9
%
TotalEnergies,
France
2
.5
Rolls-Royce
Holdings,
United
Kingdom
2
.0
ING
Groep,
Netherlands
2
.0
Toyota
Motor,
Japan
1
.9
Sanofi,
France
1
.8
AXA,
France
1
.7
Hitachi,
Japan
1
.6
UniCredit,
Italy
1
.5
Unilever,
United
Kingdom
1
.5
Siemens,
Germany
1
.4
Roche
Holding,
Switzerland
1
.4
HSBC
Holdings,
United
Kingdom
1
.4
Mitsubishi
UFJ
Financial
Group,
Japan
1
.3
BP,
United
Kingdom
1
.3
Airbus,
France
1
.3
BHP
Group,
Australia
1
.3
ASML
Holding,
Netherlands
1
.3
BNP
Paribas,
France
1
.2
Samsung
Electronics,
South
Korea
1
.2
GSK,
United
Kingdom
1
.1
Taiwan
Semiconductor
Manufacturing,
Taiwan
1
.1
Koninklijke
Philips,
Netherlands
1
.1
Galp
Energia,
Portugal
1
.1
Cenovus
Energy,
Canada
1
.1
Total
38
.0
%
Note:
The
information
shown
does
not
reflect
any
exchange-traded
funds
(ETFs),
cash
reserves,
or
collateral
for
securities
lending
that
may
be
held
in
the
portfolio.
T.
ROWE
PRICE
International
Value
Equity
Fund
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
five
share
classes:
The
original
share
class
(Investor
Class)
charges
no
distribution
and
service
(12b-1)
fee,
Advisor
Class
shares
are
offered
only
through
unaffiliated
brokers
and
other
financial
intermediaries
and
charge
a
0.25%
12b-1
fee,
R
Class
shares
are
available
to
retirement
plans
serviced
by
intermediaries
and
charge
a
0.50%
12b-1
fee,
I
Class
shares
are
available
to
institutionally
oriented
clients
and
impose
no
12b-1
or
administrative
fee
payment,
and
Z
Class
shares
are
offered
only
to
funds
advised
by
T.
Rowe
Price
and
other
advisory
clients
of
T.
Rowe
Price
or
its
affiliates
that
are
subject
to
a
contractual
fee
for
investment
management
services
and
impose
no
12b-1
fee
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.
T.
ROWE
PRICE
International
Value
Equity
Fund
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.
FUND
EXPENSE
EXAMPLE
(CONTINUED)
T.
ROWE
PRICE
International
Value
Equity
Fund
INTERNATIONAL
VALUE
EQUITY
FUND
Beginning
Account
Value
11/1/23
Ending
Account
Value
4/30/24
Expenses
Paid
During
Period*
11/1/23
to
4/30/24
Investor
Class
Actual
$1,000.00
$1,181.80
$4.83
Hypothetical
(assumes
5%
return
before
expenses)
1,000.00
1,020.44
4.47
Advisor
Class
Actual
1,000.00
1,180.70
5.91
Hypothetical
(assumes
5%
return
before
expenses)
1,000.00
1,019.44
5.47
R
Class
Actual
1,000.00
1,179.90
7.10
Hypothetical
(assumes
5%
return
before
expenses)
1,000.00
1,018.35
6.57
I
Class
Actual
1,000.00
1,183.60
3.69
Hypothetical
(assumes
5%
return
before
expenses)
1,000.00
1,021.48
3.42
Z
Class
Actual
1,000.00
1,186.90
0.00
Hypothetical
(assumes
5%
return
before
expenses)
1,000.00
1,024.86
0.00
*
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
(182),
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
0.89%,
the
2
Advisor Class
was
1.09%,
the
3
R
Class
was
1.31%,
the
4
I Class
was
0.68%,
and
the
5
Z Class
was
0.00%.
FUND
EXPENSE
EXAMPLE
(CONTINUED)
T.
ROWE
PRICE
International
Value
Equity
Fund
(Unaudited)
For
a
share
outstanding
throughout
each
period
Investor
Class
6
Months
.
Ended
4/30/24
..
Year
..
..
Ended
.
10/31/23
10/31/22
10/31/21
10/31/20
10/31/19
NET
ASSET
VALUE
Beginning
of
period
$
14
.72
$
12
.67
$
16
.31
$
11
.54
$
13
.86
$
13
.20
Investment
activities
Net
investment
income
(1)(2)
0
.20
0
.46
0
.43
0
.30
0
.26
0
.38
Net
realized
and
unrealized
gain/
loss
2
.45
2
.00
(
3
.68
)
4
.66
(
2
.18
)
0
.58
Total
from
investment
activities
2
.65
2
.46
(
3
.25
)
4
.96
(
1
.92
)
0
.96
Distributions
Net
investment
income
(
0
.43
)
(
0
.41
)
(
0
.37
)
(
0
.19
)
(
0
.40
)
(
0
.30
)
Net
realized
gain
—
—
(
0
.02
)
—
—
—
Total
distributions
(
0
.43
)
(
0
.41
)
(
0
.39
)
(
0
.19
)
(
0
.40
)
(
0
.30
)
NET
ASSET
VALUE
End
of
period
$
16
.94
$
14
.72
$
12
.67
$
16
.31
$
11
.54
$
13
.86
T.
ROWE
PRICE
International
Value
Equity
Fund
(Unaudited)
For
a
share
outstanding
throughout
each
period
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
Investor
Class
6
Months
.
Ended
4/30/24
..
Year
..
..
Ended
.
10/31/23
10/31/22
10/31/21
10/31/20
10/31/19
Ratios/Supplemental
Data
Total
return
(2)(3)
18
.18
%
19
.59
%
(
20
.35
)
%
43
.23
%
(
14
.38
)
%
7
.58
%
Ratios
to
average
net
assets:
(2)
Gross
expenses
before
waivers/
payments
by
Price
Associates
0
.89
%
(4)
0
.85
%
0
.89
%
0
.79
%
0
.81
%
0
.81
%
Net
expenses
after
waivers/
payments
by
Price
Associates
0
.89
%
(4)
0
.85
%
0
.89
%
0
.79
%
0
.81
%
0
.81
%
Net
investment
income
2
.50
%
(4)
3
.06
%
2
.96
%
1
.98
%
2
.04
%
2
.91
%
Portfolio
turnover
rate
9
.2
%
17
.5
%
20
.7
%
21
.7
%
24
.2
%
39
.9
%
Net
assets,
end
of
period
(in
millions)
$317
$386
$205
$392
$1,049
$8,106
0
%
0
%
0
%
0
%
0
%
0
%
(1)
Per
share
amounts
calculated
using
average
shares
outstanding
method.
(2)
Includes
the
impact
of
expense-related
arrangements
with
Price
Associates.
(3)
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.
(4)
Annualized
T.
ROWE
PRICE
International
Value
Equity
Fund
(Unaudited)
For
a
share
outstanding
throughout
each
period
Advisor
Class
6
Months
.
Ended
4/30/24
..
Year
..
..
Ended
.
10/31/23
10/31/22
10/31/21
10/31/20
10/31/19
NET
ASSET
VALUE
Beginning
of
period
$
14
.92
$
12
.83
$
16
.50
$
11
.73
$
14
.11
$
13
.40
Investment
activities
Net
investment
income
(1)(2)
0
.19
0
.39
0
.42
0
.32
0
.21
0
.35
Net
realized
and
unrealized
gain/
loss
2
.48
2
.08
(
3
.74
)
4
.68
(
2
.20
)
0
.59
Total
from
investment
activities
2
.67
2
.47
(
3
.32
)
5
.00
(
1
.99
)
0
.94
Distributions
Net
investment
income
(
0
.42
)
(
0
.38
)
(
0
.33
)
(
0
.23
)
(
0
.39
)
(
0
.23
)
Net
realized
gain
—
—
(
0
.02
)
—
—
—
Total
distributions
(
0
.42
)
(
0
.38
)
(
0
.35
)
(
0
.23
)
(
0
.39
)
(
0
.23
)
NET
ASSET
VALUE
End
of
period
$
17
.17
$
14
.92
$
12
.83
$
16
.50
$
11
.73
$
14
.11
T.
ROWE
PRICE
International
Value
Equity
Fund
(Unaudited)
For
a
share
outstanding
throughout
each
period
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
Advisor
Class
6
Months
.
Ended
4/30/24
..
Year
..
..
Ended
.
10/31/23
10/31/22
10/31/21
10/31/20
10/31/19
Ratios/Supplemental
Data
Total
return
(2)(3)
18
.07
%
19
.37
%
(
20
.50
)
%
42
.92
%
(
14
.62
)
%
7
.24
%
Ratios
to
average
net
assets:
(2)
Gross
expenses
before
waivers/
payments
by
Price
Associates
1
.09
%
(4)
1
.07
%
1
.08
%
1
.07
%
1
.09
%
1
.09
%
Net
expenses
after
waivers/
payments
by
Price
Associates
1
.09
%
(4)
1
.07
%
1
.08
%
1
.07
%
1
.09
%
1
.09
%
Net
investment
income
2
.36
%
(4)
2
.59
%
2
.84
%
2
.07
%
1
.67
%
2
.64
%
Portfolio
turnover
rate
9
.2
%
17
.5
%
20
.7
%
21
.7
%
24
.2
%
39
.9
%
Net
assets,
end
of
period
(in
thousands)
$30,750
$27,085
$24,983
$36,712
$30,221
$60,288
0
%
0
%
0
%
0
%
0
%
0
%
(1)
Per
share
amounts
calculated
using
average
shares
outstanding
method.
(2)
Includes
the
impact
of
expense-related
arrangements
with
Price
Associates.
(3)
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.
(4)
Annualized
T.
ROWE
PRICE
International
Value
Equity
Fund
(Unaudited)
For
a
share
outstanding
throughout
each
period
R
Class
6
Months
.
Ended
4/30/24
..
Year
..
..
Ended
.
10/31/23
10/31/22
10/31/21
10/31/20
10/31/19
NET
ASSET
VALUE
Beginning
of
period
$
14
.61
$
12
.57
$
16
.17
$
11
.50
$
13
.87
$
13
.19
Investment
activities
Net
investment
income
(1)(2)
0
.17
0
.35
0
.38
0
.28
0
.19
0
.30
Net
realized
and
unrealized
gain/
loss
2
.44
2
.03
(
3
.67
)
4
.59
(
2
.18
)
0
.59
Total
from
investment
activities
2
.61
2
.38
(
3
.29
)
4
.87
(
1
.99
)
0
.89
Distributions
Net
investment
income
(
0
.39
)
(
0
.34
)
(
0
.29
)
(
0
.20
)
(
0
.38
)
(
0
.21
)
Net
realized
gain
—
—
(
0
.02
)
—
—
—
Total
distributions
(
0
.39
)
(
0
.34
)
(
0
.31
)
(
0
.20
)
(
0
.38
)
(
0
.21
)
NET
ASSET
VALUE
End
of
period
$
16
.83
$
14
.61
$
12
.57
$
16
.17
$
11
.50
$
13
.87
T.
ROWE
PRICE
International
Value
Equity
Fund
(Unaudited)
For
a
share
outstanding
throughout
each
period
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
R
Class
6
Months
.
Ended
4/30/24
..
Year
..
..
Ended
.
10/31/23
10/31/22
10/31/21
10/31/20
10/31/19
Ratios/Supplemental
Data
Total
return
(2)(3)
17
.99
%
19
.00
%
(
20
.69
)
%
42
.60
%
(
14
.86
)
%
6
.96
%
Ratios
to
average
net
assets:
(2)
Gross
expenses
before
waivers/
payments
by
Price
Associates
1
.31
%
(4)
1
.31
%
1
.33
%
1
.32
%
1
.35
%
1
.42
%
Net
expenses
after
waivers/
payments
by
Price
Associates
1
.31
%
(4)
1
.31
%
1
.33
%
1
.32
%
1
.35
%
1
.42
%
Net
investment
income
2
.11
%
(4)
2
.33
%
2
.65
%
1
.83
%
1
.51
%
2
.27
%
Portfolio
turnover
rate
9
.2
%
17
.5
%
20
.7
%
21
.7
%
24
.2
%
39
.9
%
Net
assets,
end
of
period
(in
thousands)
$33,357
$30,645
$29,692
$35,836
$26,821
$34,988
0
%
0
%
0
%
0
%
0
%
0
%
(1)
Per
share
amounts
calculated
using
average
shares
outstanding
method.
(2)
Includes
the
impact
of
expense-related
arrangements
with
Price
Associates.
(3)
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.
(4)
Annualized
T.
ROWE
PRICE
International
Value
Equity
Fund
(Unaudited)
For
a
share
outstanding
throughout
each
period
I
Class
6
Months
.
Ended
4/30/24
..
Year
..
..
Ended
.
10/31/23
10/31/22
10/31/21
10/31/20
10/31/19
NET
ASSET
VALUE
Beginning
of
period
$
14
.62
$
12
.60
$
16
.22
$
11
.53
$
13
.83
$
13
.19
Investment
activities
Net
investment
income
(1)(2)
0
.23
0
.44
0
.48
0
.39
0
.26
0
.40
Net
realized
and
unrealized
gain/
loss
2
.42
2
.03
(
3
.68
)
4
.59
(
2
.16
)
0
.57
Total
from
investment
activities
2
.65
2
.47
(
3
.20
)
4
.98
(
1
.90
)
0
.97
Distributions
Net
investment
income
(
0
.48
)
(
0
.45
)
(
0
.40
)
(
0
.29
)
(
0
.40
)
(
0
.33
)
Net
realized
gain
—
—
(
0
.02
)
—
—
—
Total
distributions
(
0
.48
)
(
0
.45
)
(
0
.42
)
(
0
.29
)
(
0
.40
)
(
0
.33
)
NET
ASSET
VALUE
End
of
period
$
16
.79
$
14
.62
$
12
.60
$
16
.22
$
11
.53
$
13
.83
T.
ROWE
PRICE
International
Value
Equity
Fund
(Unaudited)
For
a
share
outstanding
throughout
each
period
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
I
Class
6
Months
.
Ended
4/30/24
..
Year
..
..
Ended
.
10/31/23
10/31/22
10/31/21
10/31/20
10/31/19
Ratios/Supplemental
Data
Total
return
(2)(3)
18
.36
%
19
.77
%
(
20
.18
)
%
43
.58
%
(
14
.27
)
%
7
.70
%
Ratios
to
average
net
assets:
(2)
Gross
expenses
before
waivers/
payments
by
Price
Associates
0
.68
%
(4)
0
.69
%
0
.69
%
0
.68
%
0
.66
%
0
.66
%
Net
expenses
after
waivers/
payments
by
Price
Associates
0
.68
%
(4)
0
.69
%
0
.68
%
0
.68
%
0
.66
%
0
.66
%
Net
investment
income
2
.85
%
(4)
2
.98
%
3
.31
%
2
.51
%
2
.06
%
3
.09
%
Portfolio
turnover
rate
9
.2
%
17
.5
%
20
.7
%
21
.7
%
24
.2
%
39
.9
%
Net
assets,
end
of
period
(in
millions)
$1,022
$826
$671
$834
$207
$2,609
0
%
0
%
0
%
0
%
0
%
0
%
(1)
Per
share
amounts
calculated
using
average
shares
outstanding
method.
(2)
Includes
the
impact
of
expense-related
arrangements
with
Price
Associates.
(3)
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.
(4)
Annualized
T.
ROWE
PRICE
International
Value
Equity
Fund
(Unaudited)
For
a
share
outstanding
throughout
each
period
Z
Class
(1)
6
Months
.
Ended
4/30/24
..
Year
..
..
Ended
.
3/16/20
(1)
Through
10/31/20
10/31/23
10/31/22
10/31/21
NET
ASSET
VALUE
Beginning
of
period
$
14
.72
$
12
.70
$
16
.35
$
11
.59
$
9
.21
Investment
activities
Net
investment
income
(2)(3)
0
.28
0
.54
0
.57
0
.48
0
.22
Net
realized
and
unrealized
gain/loss
2
.43
2
.05
(
3
.69
)
4
.62
2
.16
(4)
Total
from
investment
activities
2
.71
2
.59
(
3
.12
)
5
.10
2
.38
Distributions
Net
investment
income
(
0
.57
)
(
0
.57
)
(
0
.51
)
(
0
.34
)
—
Net
realized
gain
—
—
(
0
.02
)
—
—
Total
distributions
(
0
.57
)
(
0
.57
)
(
0
.53
)
(
0
.34
)
—
NET
ASSET
VALUE
End
of
period
$
16
.86
$
14
.72
$
12
.70
$
16
.35
$
11
.59
T.
ROWE
PRICE
International
Value
Equity
Fund
(Unaudited)
For
a
share
outstanding
throughout
each
period
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
Z Class
(1)
6
Months
.
Ended
4/30/24
..
Year
..
..
Ended
.
3/16/20
(1)
Through
10/31/20
10/31/23
10/31/22
10/31/21
Ratios/Supplemental
Data
Total
return
(3)(5)
18
.69
%
20
.64
%
(
19
.63
)
%
44
.47
%
25
.84
%
Ratios
to
average
net
assets:
(3)
Gross
expenses
before
waivers/payments
by
Price
Associates
0
.66
%
(6)
0
.66
%
0
.66
%
0
.65
%
0
.66
%
(6)
Net
expenses
after
waivers/
payments
by
Price
Associates
0
.00
%
(6)
0
.00
%
0
.00
%
0
.00
%
0
.00
%
(6)
Net
investment
income
3
.54
%
(6)
3
.65
%
3
.92
%
3
.15
%
3
.01
%
(6)
Portfolio
turnover
rate
9
.2
%
17
.5
%
20
.7
%
21
.7
%
24
.2
%
Net
assets,
end
of
period
(in
millions)
$10,348
$8,536
$8,218
$12,257
$8,798
0
%
0
%
0
%
0
%
0
%
(1)
Inception
date
(2)
Per
share
amounts
calculated
using
average
shares
outstanding
method.
(3)
Includes
the
impact
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.
(6)
Annualized
T.
ROWE
PRICE
International
Value
Equity
Fund
April
30,
2024
(Unaudited)
Portfolio
of
Investments
‡
Shares
$
Value
(
Cost
and
value
in
$000s)
‡
AUSTRALIA
2.6%
Common
Stocks 2.6%
BHP
Group
2,495,220
68,434
BHP
Group
(GBP)
(1)
2,955,347
81,625
Downer
EDI
17,363,484
52,126
South32
32,439,213
74,010
Worley
3,384,954
32,676
Total
Australia
(Cost
$292,485)
308,871
AUSTRIA
2.1%
Common
Stocks 2.1%
BAWAG
Group
1,976,310
118,007
Erste
Group
Bank
1,432,281
66,795
OMV
1,365,766
64,807
Total
Austria
(Cost
$185,302)
249,609
BELGIUM
0.5%
Common
Stocks 0.5%
KBC
Group
800,768
59,484
Total
Belgium
(Cost
$57,197)
59,484
BRAZIL
0.3%
Common
Stocks 0.3%
Multiplan
Empreendimentos
Imobiliarios
7,500,903
32,936
Total
Brazil
(Cost
$35,355)
32,936
CANADA
3.2%
Common
Stocks 3.2%
BRP
869,893
58,526
Cenovus
Energy
6,089,376
125,092
Definity
Financial
1,254,435
41,816
Magna
International
(USD)
608,935
29,107
National
Bank
of
Canada
786,262
63,134
Sun
Life
Financial
1,265,153
64,597
Total
Canada
(Cost
$301,109)
382,272
T.
ROWE
PRICE
International
Value
Equity
Fund
Shares
$
Value
(Cost
and
value
in
$000s)
CHINA 1.6%
Common
Stocks 1.6%
Alibaba
Group
Holding,
ADR
(USD)
969,778
72,588
Baidu,
ADR
(USD)
(2)
433,371
44,811
Fosun
International
(HKD)
30,704,500
18,115
JOYY,
ADR
(USD)
415,182
13,543
Yangzijiang
Shipbuilding
Holdings
(SGD)
26,918,600
34,553
Total
China
(Cost
$268,242)
183,610
FINLAND
0.6%
Common
Stocks 0.6%
Sampo,
Class
A
1,799,337
73,023
Total
Finland
(Cost
$63,862)
73,023
FRANCE
12.4%
Common
Stocks 12.4%
Airbus
941,722
154,968
Alstom
(1)
2,285,515
36,038
ArcelorMittal
2,220,952
55,486
AXA
5,643,345
194,986
BNP
Paribas
2,016,431
145,106
Cie
de
Saint-Gobain
1,016,111
80,357
Dassault
Aviation
249,275
53,357
Engie
5,948,521
103,270
Euronext
497,304
44,783
Forvia
(2)
2,189,010
34,837
Sanofi
2,117,600
209,204
TotalEnergies
4,001,095
290,474
Ubisoft
Entertainment
(2)
2,371,149
55,839
Total
France
(Cost
$1,195,548)
1,458,705
GERMANY
8.9%
Common
Stocks 8.3%
Allianz
389,479
110,528
BASF
977,462
51,216
Bayer
1,776,741
51,829
Covestro
(2)
1,702,030
85,245
T.
ROWE
PRICE
International
Value
Equity
Fund
Shares
$
Value
(Cost
and
value
in
$000s)
Daimler
Truck
Holding
1,718,856
77,514
Deutsche
Post
1,675,713
70,162
Deutsche
Telekom
4,722,066
108,161
Fresenius
1,683,380
50,233
Heidelberg
Materials
608,961
61,283
KION
Group
875,605
40,355
Mercedes-Benz
Group
981,463
74,239
Puma
679,941
31,393
Siemens
875,768
164,061
976,219
Preferred
Stocks 0.6%
Volkswagen
(1)
527,731
64,650
64,650
Total
Germany
(Cost
$1,032,868)
1,040,869
HONG
KONG
2.2%
Common
Stocks 2.2%
AIA
Group
16,454,800
120,521
CK
Hutchison
Holdings
7,960,000
38,660
Galaxy
Entertainment
Group
9,201,000
41,284
Hongkong
Land
Holdings
(USD)
9,501,503
30,359
Wharf
Real
Estate
Investment
7,305,000
22,664
Total
Hong
Kong
(Cost
$332,493)
253,488
HUNGARY
0.5%
Common
Stocks 0.5%
OTP
Bank
1,199,307
59,445
Total
Hungary
(Cost
$40,837)
59,445
INDIA
0.5%
Common
Stocks 0.5%
ICICI
Bank,
ADR
(USD)
2,085,559
57,415
Total
India
(Cost
$22,337)
57,415
ITALY
4.2%
Common
Stocks 4.2%
Enel
18,452,058
121,275
T.
ROWE
PRICE
International
Value
Equity
Fund
Shares
$
Value
(Cost
and
value
in
$000s)
Leonardo
4,726,387
108,622
Stellantis
3,920,674
86,783
UniCredit
4,875,780
178,962
Total
Italy
(Cost
$325,041)
495,642
JAPAN
18.7%
Common
Stocks 18.7%
Asahi
Group
Holdings
2,191,400
74,966
Astellas
Pharma
4,817,200
46,235
Fujitsu
4,443,000
68,636
Hitachi
2,059,000
189,965
Isetan
Mitsukoshi
Holdings
2,431,800
34,155
Kao
1,739,500
71,758
MatsukiyoCocokara
3,101,700
43,984
Minebea
Mitsumi
1,734,100
32,480
Mitsubishi
Electric
5,107,900
89,030
Mitsubishi
Estate
5,262,500
96,434
Mitsubishi
UFJ
Financial
Group
15,892,000
158,306
Mitsui
Fudosan
12,255,900
124,729
Nippon
Sanso
Holdings
1,695,100
50,349
Nippon
Steel
2,350,200
52,689
Nippon
Telegraph
&
Telephone
85,299,200
92,094
Niterra
1,168,100
38,311
ORIX
4,283,100
87,656
Otsuka
Holdings
1,200,900
51,347
Persol
Holdings
35,539,600
49,162
Resona
Holdings
7,575,200
47,904
Seven
&
i
Holdings
4,402,000
56,879
Sompo
Holdings
4,380,900
86,699
Stanley
Electric
1,706,800
30,205
SUMCO
2,752,900
41,055
Sumitomo
2,844,400
74,800
Taiheiyo
Cement
1,966,000
44,967
Takeda
Pharmaceutical
1,818,400
47,791
Tokyo
Electron
383,400
84,097
Toyota
Motor
10,038,300
228,960
Total
Japan
(Cost
$1,576,403)
2,195,643
NETHERLANDS
7.6%
Common
Stocks 7.6%
AerCap
Holdings
(USD)
(2)
719,208
60,766
T.
ROWE
PRICE
International
Value
Equity
Fund
Shares
$
Value
(Cost
and
value
in
$000s)
Akzo
Nobel
830,911
54,825
ASML
Holding
171,370
149,265
ASR
Nederland
1,021,804
51,131
Heineken
882,555
85,890
ING
Groep
(1)
14,676,255
232,036
Koninklijke
Philips
(2)
4,957,494
131,652
Prosus
2,311,646
77,347
Signify
1,682,851
45,894
Total
Netherlands
(Cost
$709,938)
888,806
PORTUGAL
1.5%
Common
Stocks 1.5%
Banco
Comercial
Portugues,
Class
R
(2)
150,388,202
52,508
Galp
Energia
6,055,415
130,077
Total
Portugal
(Cost
$123,390)
182,585
RUSSIA
0.0%
Common
Stocks 0.0%
Gazprom
(2)(3)
12,742,080
—
Total
Russia
(Cost
$54,960)
—
SINGAPORE
0.8%
Common
Stocks 0.8%
United
Overseas
Bank
4,270,836
94,773
Total
Singapore
(Cost
$67,135)
94,773
SOUTH
KOREA
2.3%
Common
Stocks 2.3%
KB
Financial
Group
683,205
37,055
KT,
ADR
(USD)
(2)
4,327,666
54,702
LG
Chem
129,226
37,133
Lotte
Chemical
15,675
1,211
Samsung
Electronics
2,586,768
143,790
Total
South
Korea
(Cost
$215,728)
273,891
T.
ROWE
PRICE
International
Value
Equity
Fund
Shares
$
Value
(Cost
and
value
in
$000s)
SPAIN 0.7%
Common
Stocks 0.7%
Iberdrola
6,697,010
82,116
Total
Spain
(Cost
$44,823)
82,116
SWEDEN
2.1%
Common
Stocks 2.1%
Boliden
(1)
1,539,980
50,611
Millicom
International
Cellular,
SDR
(2)
2,265,696
46,489
Swedbank,
Class
A
4,020,266
76,877
Telefonaktiebolaget
LM
Ericsson,
Class
B
13,479,740
68,408
Total
Sweden
(Cost
$273,112)
242,385
SWITZERLAND
3.3%
Common
Stocks 3.3%
Julius
Baer
Group
1,004,608
53,906
Novartis
1,064,072
103,276
Roche
Holding
679,584
162,838
Sandoz
Group
(2)
2,014,760
68,475
Total
Switzerland
(Cost
$332,894)
388,495
TAIWAN
1.1%
Common
Stocks 1.1%
Taiwan
Semiconductor
Manufacturing
5,506,000
131,834
Total
Taiwan
(Cost
$25,652)
131,834
UNITED
KINGDOM
18.0%
Common
Stocks 18.0%
Amcor,
CDI
(AUD)
4,403,531
39,154
AstraZeneca,
ADR
(USD)
4,415,065
335,015
Barclays
36,835,379
92,873
BP
24,512,362
157,998
British
American
Tobacco
1,523,024
44,710
BT
Group
36,332,106
46,462
Great
Portland
Estates
4,472,722
21,789
GSK,
ADR
(USD)
3,203,248
132,742
T.
ROWE
PRICE
International
Value
Equity
Fund
Shares
$
Value
(Cost
and
value
in
$000s)
HSBC
Holdings
18,393,968
159,438
Imperial
Brands
5,221,004
119,301
Informa
6,143,166
60,817
Investec
5,181,330
32,820
Lloyds
Banking
Group
125,880,903
81,241
Pearson
4,171,209
50,613
Prudential
9,738,048
84,695
Rolls-Royce
Holdings
(2)
45,396,606
232,795
Smiths
Group
2,629,012
53,001
SSE
2,917,785
60,650
Taylor
Wimpey
26,873,109
44,035
Unilever
3,384,183
175,066
WPP
8,841,799
88,623
Total
United
Kingdom
(Cost
$1,822,228)
2,113,838
SHORT-TERM
INVESTMENTS
3.0%
Money
Market
Funds
3.0%
T.
Rowe
Price
Government
Reserve
Fund,
5.37%
(4)(5)
357,624,153
357,624
Total
Short-Term
Investments
(Cost
$357,624)
357,624
SECURITIES
LENDING
COLLATERAL
2.0%
INVESTMENTS
IN
A
POOLED
ACCOUNT
THROUGH
SECURITIES
LENDING
PROGRAM
WITH
JPMORGAN
CHASE
BANK
2.0%
Money
Market
Funds
2.0%
T.
Rowe
Price
Government
Reserve
Fund,
5.37%
(4)(5)
229,932,326
229,932
Total
Investments
in
a
Pooled
Account
through
Securities
Lending
Program
with
JPMorgan
Chase
Bank
229,932
Total
Securities
Lending
Collateral
(Cost
$229,932)
229,932
Total
Investments
in
Securities
100.7%
of
Net
Assets
(Cost
$9,986,495)
$
11,837,291
‡
Country
classifications
are
generally
based
on
MSCI
categories
or
another
unaffiliated
third
party
data
provider;
Shares
are
denominated
in
the
currency
of
the
country
presented
unless
otherwise
noted.
(1)
See
Note
3
.
All
or
a
portion
of
this
security
is
on
loan
at
April
30,
2024.
(2)
Non-income
producing
T.
ROWE
PRICE
International
Value
Equity
Fund
.
.
.
.
.
.
.
.
.
.
(3)
See
Note
2.
Level
3
in
fair
value
hierarchy.
(4)
Seven-day
yield
(5)
Affiliated
Companies
ADR
American
Depositary
Receipts
AUD
Australian
Dollar
CDI
CHESS
or
CREST
Depositary
Interest
GBP
British
Pound
HKD
Hong
Kong
Dollar
SDR
Swedish
Depository
Receipts
SGD
Singapore
Dollar
USD
U.S.
Dollar
T.
ROWE
PRICE
International
Value
Equity
Fund
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
April
30,
2024.
Net
realized
gain
(loss),
investment
income,
change
in
net
unrealized
gain/loss,
and
purchase
and
sales
cost
reflect
all
activity
for
the
period
then
ended.
Affiliate
Net
Realized
Gain
(Loss)
Change
in
Net
Unrealized
Gain/Loss
Investment
Income
T.
Rowe
Price
Government
Reserve
Fund,
5.37%
$
—
$
—
$
4,175
++
Totals
$
—
#
$
—
$
4,175
+
Supplementary
Investment
Schedule
Affiliate
Value
10/31/23
Purchase
Cost
Sales
Cost
Value
04/30/24
T.
Rowe
Price
Government
Reserve
Fund,
5.37%
$
109,222
¤
¤
$
587,556
Total
$
587,556
^
#
Capital
gain
distributions
from
underlying
Price
funds
represented
$0
of
the
net
realized
gain
(loss).
++
Excludes
earnings
on
securities
lending
collateral,
which
are
subject
to
rebates
and
fees
as
described
in
Note
3
.
+
Investment
income
comprised
$4,175
of
dividend
income
and
$0
of
interest
income.
¤
Purchase
and
sale
information
not
shown
for
cash
management
funds.
^
The
cost
basis
of
investments
in
affiliated
companies
was
$587,556.
T.
ROWE
PRICE
International
Value
Equity
Fund
April
30,
2024
(Unaudited)
Statement
of
Assets
and
Liabilities
($000s,
except
shares
and
per
share
amounts)
Assets
Investments
in
securities,
at
value
(cost
$9,986,495)
$
11,837,291
Dividends
receivable
60,564
Foreign
currency
(cost
$35,063)
31,966
Receivable
for
investment
securities
sold
12,434
Due
from
affiliates
5,466
Receivable
for
shares
sold
4,364
Cash
4
Other
assets
50,318
Total
assets
12,002,407
Liabilities
Obligation
to
return
securities
lending
collateral
229,937
Payable
for
investment
securities
purchased
8,820
Investment
management
fees
payable
6,100
Payable
for
shares
redeemed
4,911
Payable
to
directors
3
Other
liabilities
366
Total
liabilities
250,137
Commitments
and
Contingent
Liabilities
(note
6
)
NET
ASSETS
$
11,752,270
T.
ROWE
PRICE
International
Value
Equity
Fund
April
30,
2024
(Unaudited)
Statement
of
Assets
and
Liabilities
($000s,
except
shares
and
per
share
amounts)
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
Net
Assets
Consist
of:
Total
distributable
earnings
(loss)
$
1,422,100
Paid-in
capital
applicable
to
697,128,977
shares
of
$0.01
par
value
capital
stock
outstanding;
18,000,000,000
shares
of
the
Corporation
authorized
10,330,170
NET
ASSETS
$
11,752,270
NET
ASSET
VALUE
PER
SHARE
Investor
Class
(Net
assets:
$317,406;
Shares
outstanding:
18,738,698)
$
16.94
Advisor
Class
(Net
assets:
$30,750;
Shares
outstanding:
1,791,014)
$
17.17
R
Class
(Net
assets:
$33,357;
Shares
outstanding:
1,982,060)
$
16.83
I
Class
(Net
assets:
$1,022,415;
Shares
outstanding:
60,905,668)
$
16.79
Z Class
(Net
assets:
$10,348,342;
Shares
outstanding:
613,711,537)
$
16.86
T.
ROWE
PRICE
International
Value
Equity
Fund
(Unaudited)
6
Months
Ended
4/30/24
Investment
Income
(Loss)
Income
Dividend
(net
of
foreign
taxes
of
$15,822)
$
189,912
Securities
lending
1,096
Interest
3
Other
14
Total
income
191,025
Expenses
Investment
management
34,301
Shareholder
servicing
Investor
Class
$
349
Advisor
Class
27
R
Class
26
I
Class
128
530
Rule
12b-1
fees
Advisor
Class
37
R
Class
82
119
Prospectus
and
shareholder
reports
Investor
Class
15
I
Class
3
Z
Class
5
23
Custody
and
accounting
770
Legal
and
audit
147
Registration
52
Directors
18
Proxy
and
annual
meeting
4
Miscellaneous
181
Waived
/
paid
by
Price
Associates
(
31,168
)
Total
expenses
4,977
Net
investment
income
186,048
T.
ROWE
PRICE
International
Value
Equity
Fund
(Unaudited)
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
6
Months
Ended
4/30/24
Realized
and
Unrealized
Gain
/
Loss
–
Net
realized
gain
(loss)
Securities
(net
of
foreign
taxes
of
$3,904)
349,161
Foreign
currency
transactions
64
Net
realized
gain
349,225
Change
in
net
unrealized
gain
/
loss
Securities
1,268,171
Other
assets
and
liabilities
denominated
in
foreign
currencies
(
358
)
Change
in
net
unrealized
gain
/
loss
1,267,813
Net
realized
and
unrealized
gain
/
loss
1,617,038
INCREASE
IN
NET
ASSETS
FROM
OPERATIONS
$
1,803,086
T.
ROWE
PRICE
International
Value
Equity
Fund
(Unaudited)
Statement
of
Changes
in
Net
Assets
6
Months
Ended
4/30/24
Year
Ended
10/31/23
Increase
(Decrease)
in
Net
Assets
Operations
Net
investment
income
$
186,048
$
369,444
Net
realized
gain
349,225
98,510
Change
in
net
unrealized
gain
/
loss
1,267,813
1,409,070
Increase
in
net
assets
from
operations
1,803,086
1,877,024
Distributions
to
shareholders
Net
earnings
Investor
Class
(
8,326
)
(
6,537
)
Advisor
Class
(
751
)
(
725
)
R
Class
(
787
)
(
781
)
I
Class
(
27,353
)
(
24,273
)
Z Class
(
329,127
)
(
358,628
)
Decrease
in
net
assets
from
distributions
(
366,344
)
(
390,944
)
Capital
share
transactions
*
Shares
sold
Investor
Class
49,613
275,586
Advisor
Class
2,727
4,812
R
Class
1,804
3,638
I
Class
111,125
172,326
Z Class
1,017,571
561,041
Distributions
reinvested
Investor
Class
7,848
6,035
Advisor
Class
738
715
R
Class
787
781
I
Class
25,522
23,349
Z Class
329,127
358,628
Shares
redeemed
Investor
Class
(
172,150
)
(
130,477
)
Advisor
Class
(
3,864
)
(
7,539
)
R
Class
(
4,439
)
(
8,347
)
I
Class
(
64,508
)
(
150,961
)
Z Class
(
792,117
)
(
1,938,370
)
Increase
(decrease)
in
net
assets
from
capital
share
transactions
509,784
(
828,783
)
T.
ROWE
PRICE
International
Value
Equity
Fund
(Unaudited)
Statement
of
Changes
in
Net
Assets
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
6
Months
Ended
4/30/24
Year
Ended
10/31/23
Net
Assets
Increase
during
period
1,946,526
657,297
Beginning
of
period
9,805,744
9,148,447
End
of
period
$
11,752,270
$
9,805,744
*
Share
information
(000s)
Shares
sold
Investor
Class
3,087
18,335
Advisor
Class
166
315
R
Class
112
242
I
Class
6,889
11,751
Z Class
62,674
37,421
Distributions
reinvested
Investor
Class
492
426
Advisor
Class
46
50
R
Class
50
55
I
Class
1,615
1,663
Z Class
20,792
25,525
Shares
redeemed
Investor
Class
(
11,073
)
(
8,686
)
Advisor
Class
(
237
)
(
496
)
R
Class
(
277
)
(
562
)
I
Class
(
4,069
)
(
10,193
)
Z Class
(
49,809
)
(
129,904
)
Increase
(decrease)
in
shares
outstanding
30,458
(
54,058
)
T.
ROWE
PRICE
International
Value
Equity
Fund
Unaudited
NOTES
TO
FINANCIAL
STATEMENTS
T.
Rowe
Price
International
Funds,
Inc.
(the
corporation) is
registered
under
the
Investment
Company
Act
of
1940
(the
1940
Act).
The
International
Value
Equity
Fund
(the
fund)
is a
diversified, open-end
management
investment
company
established
by
the
corporation. The
fund
seeks
long-term
capital
growth
and
current
income
primarily
through
investments
in
non-U.S.
stocks.
The
fund
has five classes
of
shares:
the
International
Value
Equity
Fund
(Investor
Class),
the
International
Value
Equity
Fund–Advisor
Class
(Advisor
Class),
the
International
Value
Equity
Fund–R
Class
(R
Class),
the
International
Value
Equity
Fund–I
Class
(I
Class)
and
the
International
Value
Equity
Fund–Z Class
(Z Class).
Advisor
Class
shares
are
sold
only
through
various
brokers
and
other
financial
intermediaries,
and
R
Class
shares
are
available
through
financial
intermediaries
for
employer-sponsored
defined
contribution
retirement
plans
and
certain
other
retirement
accounts.
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.
The
Z
Class
is
only
available
to
funds
advised
by
T.
Rowe
Price
Associates,
Inc.
and
its
affiliates
and
other
clients
that
are
subject
to
a
contractual
fee
for
investment
management
services.
The
Advisor
Class
and
R
Class
each
operate
under
separate
Board-approved
Rule
12b-1
plans,
pursuant
to
which
each
class
compensates
financial
intermediaries
for
distribution,
shareholder
servicing,
and/
or
certain
administrative
services;
the
Investor
and
I
Classes
do
not
pay
Rule
12b-1
fees. Each
class
has
exclusive
voting
rights
on
matters
related
solely
to
that
class;
separate
voting
rights
on
matters
that
relate
to
all
classes;
and,
in
all
other
respects,
the
same
rights
and
obligations
as
the
other
classes.
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
(FASB)
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
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
or
maturity.
T.
ROWE
PRICE
International
Value
Equity
Fund
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 other
investment
companies are
reflected
as
dividend income;
capital
gain
distributions
are
reflected
as
realized
gain/loss. Dividend
income and
capital
gain
distributions
are
recorded
on
the
ex-dividend
date. Non-cash
dividends,
if
any,
are
recorded
at
the
fair
market
value
of
the
asset
received. Proceeds
from
litigation
payments,
if
any,
are
included
in
either
net
realized
gain
(loss)
or
change
in
net
unrealized
gain/loss
from
securities. 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.
Currency
Translation
Assets,
including
investments,
and
liabilities
denominated
in
foreign
currencies
are
translated
into
U.S.
dollar
values
each
day
at
the
prevailing
exchange
rate,
using
the
mean
of
the
bid
and
asked
prices
of
such
currencies
against
U.S.
dollars
as
provided
by
an
outside
pricing
service.
Purchases
and
sales
of
securities,
income,
and
expenses
are
translated
into
U.S.
dollars
at
the
prevailing
exchange
rate
on
the
respective
date
of
such
transaction.
The
effect
of
changes
in
foreign
currency
exchange
rates
on
realized
and
unrealized
security
gains
and
losses
is
not
bifurcated
from
the
portion
attributable
to
changes
in
market
prices.
Class
Accounting
Shareholder
servicing,
prospectus,
and
shareholder
report
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.
The
Advisor
Class
and
R
Class
each
pay
Rule
12b-1
fees,
in
an
amount
not
exceeding
0.25%
and
0.50%,
respectively,
of
the
class’s
average
daily
net
assets.
In-Kind
Redemptions
In
accordance
with
guidelines
described
in
the
fund’s
prospectus,
and
when
considered
to
be
in
the
best
interest
of
all
shareholders,
the
fund
may
distribute
portfolio
securities
rather
than
cash
as
payment
for
a
redemption
of
fund
shares
(in-kind
redemption).
Gains
and
losses
realized
on
in-kind
redemptions
are
not
recognized
for
tax
purposes
and
are
reclassified
from
undistributed
realized
gain
(loss)
to
paid-in
capital.
During
the
six
months ended
April
30,
2024,
the
fund
realized
$40,334,000 of
net
gain
on
$137,807,000
of
in-kind
redemptions.
T.
ROWE
PRICE
International
Value
Equity
Fund
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
Fair
Value
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. 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
T.
ROWE
PRICE
International
Value
Equity
Fund
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.
Valuation
Techniques
Equity
securities,
including
exchange-traded
funds, listed
or
regularly
traded
on
a
securities
exchange
or
in
the
over-the-
counter
(OTC)
market
are
valued
at
the
last
quoted
sale
price
or,
for
certain
markets,
the
official
closing
price
at
the
time
the
valuations
are
made.
OTC
Bulletin
Board
securities
are
valued
at
the
mean
of
the
closing
bid
and
asked
prices.
A
security
that
is
listed
or
traded
on
more
than
one
exchange
is
valued
at
the
quotation
on
the
exchange
determined
to
be
the
primary
market
for
such
security.
Listed
securities
not
traded
on
a
particular
day
are
valued
at
the
mean
of
the
closing
bid
and
asked
prices
for
domestic
securities
and
the
last
quoted
sale
or
closing
price
for
international
securities.
The
last
quoted
prices
of
non-U.S.
equity
securities
may
be
adjusted
to
reflect
the
fair
value
of
such
securities
at
the
close
of
the
NYSE,
if
the Valuation
Designee
determines
that
developments
between
the
close
of
a
foreign
market
and
the
close
of
the
NYSE
will
affect
the
value
of
some
or
all
of
the
fund’s portfolio
securities.
Each
business
day,
the
Valuation
Designee uses
information
from
outside
pricing
services
to
evaluate
the
quoted
prices
of
portfolio
securities
and,
if
appropriate,
decide whether
it
is
necessary
to
adjust
quoted
prices
to
reflect
fair
value
by
reviewing
a
variety
of
factors,
including
T.
ROWE
PRICE
International
Value
Equity
Fund
developments
in
foreign
markets,
the
performance
of
U.S.
securities
markets,
and
the
performance
of
instruments
trading
in
U.S.
markets
that
represent
foreign
securities
and
baskets
of
foreign
securities. The Valuation
Designee
uses
outside
pricing
services
to
provide
it
with
quoted
prices
and
information
to
evaluate
or
adjust
those
prices.
The Valuation
Designee
cannot
predict
how
often
it
will
use
quoted
prices
and
how
often
it
will
determine
it
necessary
to
adjust
those
prices
to
reflect
fair
value.
Investments
in
mutual
funds
are
valued
at
the
mutual
fund’s
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.
Investments
for
which
market
quotations are
not
readily
available
or
deemed
unreliable
are
valued
at
fair
value
as
determined
in
good
faith
by
the
Valuation
Designee.
The
Valuation
Designee
has
adopted
methodologies
for
determining
the
fair
value
of
investments
for
which
market
quotations
are
not
readily
available
or
deemed
unreliable,
including
the
use
of
other
pricing
sources.
Factors
used
in
determining
fair
value
vary
by
type
of
investment
and
may
include
market
or
investment
specific
considerations.
The
Valuation
Designee typically
will
afford
greatest
weight
to
actual
prices
in
arm’s
length
transactions,
to
the
extent
they
represent
orderly
transactions
between
market
participants,
transaction
information
can
be
reliably
obtained,
and
prices
are
deemed
representative
of
fair
value.
However,
the
Valuation
Designee may
also
consider
other
valuation
methods
such
as
market-based
valuation
multiples;
a
discount
or
premium
from
market
value
of
a
similar,
freely
traded
security
of
the
same
issuer;
discounted
cash
flows;
yield
to
maturity;
or
some
combination.
Fair
value
determinations
are
reviewed
on
a
regular
basis.
Because
any
fair
value
determination
involves
a
significant
amount
of
judgment,
there
is
a
degree
of
subjectivity
inherent
in
such
pricing
decisions. Fair
value
prices
determined
by
the
Valuation
Designee could
differ
from
those
of
other
market
participants,
and
it
is
possible
that
the
fair
value
determined
for
a
security
may
be
materially
different
from
the
value
that
could
be
realized
upon
the
sale
of
that
security.
T.
ROWE
PRICE
International
Value
Equity
Fund
Valuation
Inputs
The
following
table
summarizes
the
fund’s
financial
instruments,
based
on
the
inputs
used
to
determine
their
fair
values
on
April
30,
2024
(for
further
detail
by
category,
please
refer
to
the
accompanying
Portfolio
of
Investments):
NOTE
3
-
OTHER
INVESTMENT
TRANSACTIONS
Consistent
with
its
investment
objective,
the
fund
engages
in
the
following
practices
to
manage
exposure
to
certain
risks
and/or
to
enhance
performance.
The
investment
objective,
policies,
program,
and
risk
factors
of
the
fund
are
described
more
fully
in
the
fund's
prospectus
and
Statement
of
Additional
Information.
Securities
Lending
The fund
may
lend
its
securities
to
approved
borrowers
to
earn
additional
income.
Its
securities
lending
activities
are
administered
by
a
lending
agent
in
accordance
with
a
securities
lending
agreement.
Security
loans
generally
do
not
have
stated
maturity
dates,
and
the
fund
may
recall
a
security
at
any
time.
The
fund
receives
collateral
in
the
form
of
cash
or
U.S.
government
securities.
Collateral
is
maintained
over
the
life
of
the
loan
in
an
amount
not
less
than
the
value
of
loaned
securities;
any
additional
collateral
required
due
to
changes
in
security
values
is
delivered
to
the
fund
the
next
business
day.
Cash
collateral
is
invested
in
accordance
with
investment
guidelines
approved
by
fund
management.
Additionally,
the
lending
agent
indemnifies
the
fund
against
losses
resulting
from
borrower
default.
Although
risk
is
mitigated
by
the
collateral
and
indemnification,
the
fund
could
experience
a
delay
in
recovering
its
securities
and
a
possible
loss
of
income
or
value
if
the
borrower
fails
to
return
the
securities,
collateral
investments
decline
in
value,
and
the
lending
agent
fails
to
perform.
Securities
lending
revenue
consists
of
earnings
on
invested
($000s)
Level
1
Level
2
Level
3
Total
Value
Assets
Common
Stocks
$
800,689
$
10,384,396
$
—
$
11,185,085
Preferred
Stocks
—
64,650
—
64,650
Short-Term
Investments
357,624
—
—
357,624
Securities
Lending
Collateral
229,932
—
—
229,932
Total
$
1,388,245
$
10,449,046
$
—
$
11,837,291
T.
ROWE
PRICE
International
Value
Equity
Fund
collateral
and
borrowing
fees,
net
of
any
rebates
to
the
borrower,
compensation
to
the
lending
agent,
and
other
administrative
costs.
In
accordance
with
GAAP,
investments
made
with
cash
collateral
are
reflected
in
the
accompanying
financial
statements,
but
collateral
received
in
the
form
of
securities
is
not.
At
April
30,
2024,
the
value
of
loaned
securities
was
$218,745,000;
the
value
of
cash
collateral
and
related
investments
was
$229,937,000.
Other
Purchases
and
sales
of
portfolio
securities
other
than
in-kind
transactions,
if
any,
and short-term securities
aggregated $1,100,464,000 and
$971,690,000,
respectively,
for
the
six
months ended
April
30,
2024.
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.
The
fund
intends
to
retain
realized
gains
to
the
extent
of
available
capital
loss
carryforwards.
Net
realized
capital
losses
may
be
carried
forward
indefinitely
to
offset
future
realized
capital
gains.
As
of
October
31,
2023,
the
fund
had
$795,489,000
of
available
capital
loss
carryforwards.
At
April
30,
2024,
the
cost
of
investments
(including
derivatives,
if
any)
for
federal
income
tax
purposes
was
$10,049,585,000.
Net
unrealized
gain
aggregated
$1,784,747,000
at
period-end,
of
which
$2,678,243,000
related
to
appreciated
investments
and
$893,496,000
related
to
depreciated
investments.
T.
ROWE
PRICE
International
Value
Equity
Fund
NOTE
5
-
FOREIGN
TAXES
The
fund
is
subject
to
foreign
income
taxes
imposed
by
certain
countries
in
which
it
invests.
Additionally,
capital
gains
realized
upon
disposition
of
securities
issued
in
or
by
certain
foreign
countries
are
subject
to
capital
gains
tax
imposed
by
those
countries.
All
taxes
are
computed
in
accordance
with
the
applicable
foreign
tax
law,
and,
to
the
extent
permitted,
capital
losses
are
used
to
offset
capital
gains.
Taxes
attributable
to
income
are
accrued
by
the
fund
as
a
reduction
of
income.
Current
and
deferred
tax
expense
attributable
to
capital
gains
is
reflected
as
a
component
of
realized
or
change
in
unrealized
gain/
loss
on
securities
in
the
accompanying
financial
statements.
To
the
extent
that
the
fund
has
country
specific
capital
loss
carryforwards,
such
carryforwards
are
applied
against
net
unrealized
gains
when
determining
the
deferred
tax
liability.
Any
deferred
tax
liability
incurred
by
the
fund
is
included
in
either
Other
liabilities
or
Deferred
tax
liability
on
the
accompanying
Statement
of
Assets
and
Liabilities.
NOTE
6
-
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
Group). Price
Associates
has
entered
into
a
sub-advisory
agreement(s)
with
one
or
more
of
its
wholly
owned
subsidiaries,
to
provide
investment
advisory
services
to
the
fund.
The
investment
management
agreement
between
the
fund
and
Price
Associates
provides
for
an
annual
investment
management
fee,
which
is
computed
daily
and
paid
monthly. The
fee
consists
of
an
individual
fund
fee,
equal
to
0.35%
of
the
fund’s
average
daily
net
assets,
and
a
group
fee.
The
group
fee
rate
is
calculated
based
on
the
combined
net
assets
of
certain
mutual
funds
sponsored
by
Price
Associates
(the
group)
applied
to
a
graduated
fee
schedule,
with
rates
ranging
from
0.48%
for
the
first
$1
billion
of
assets
to
0.260%
for
assets
in
excess
of
$845
billion.
The
fund’s
group
fee
is
determined
by
applying
the
group
fee
rate
to
the
fund’s
average
daily
net
assets. At
April
30,
2024,
the
effective
annual
group
fee
rate
was
0.29%.
The Advisor
Class and R
Class are
each
subject
to
a
contractual
expense
limitation
through
the
expense
limitation
dates
indicated
in
the
table
below.
Effective
November
1,
2023,
the Investor
Class is
subject
to
a
contractual
expense
limitation
through
the
expense
limitation
date
indicated
in
the
table
below.
Prior
to
November
1,
2023,
the
Investor
Class was
not
subject
to
a
contractual
expense
limitation.
During
the
limitation
period,
Price
Associates
T.
ROWE
PRICE
International
Value
Equity
Fund
is required
to
waive
or
pay
any
expenses
(excluding
interest;
expenses
related
to
borrowings,
taxes,
and
brokerage;
non-recurring,
extraordinary
expenses;
and
acquired
fund
fees
and
expenses)
that
would
otherwise
cause
the
class’s
ratio
of
annualized
total
expenses
to
average
net
assets
(net
expense
ratio)
to
exceed
its
expense
limitation.
Each
class
is
required
to
repay
Price
Associates
for
expenses
previously
waived/paid
to
the
extent
the
class’s
net
assets
grow
or
expenses
decline
sufficiently
to
allow
repayment
without
causing
the
class’s
net
expense
ratio
(after
the
repayment
is
taken
into
account)
to
exceed
the
lesser
of:
(1)
the
expense
limitation
in
place
at
the
time
such
amounts
were
waived;
or
(2)
the
class’s
current
expense
limitation.
However,
no
repayment
will
be
made
more
than
three
years
after
the
date
of
a
payment
or
waiver.
The
I
Class
is
also
subject
to
an
operating
expense
limitation
(I
Class
Limit)
pursuant
to
which
Price
Associates
is
contractually
required
to
pay
all
operating
expenses
of
the
I
Class,
excluding
management
fees;
interest;
expenses
related
to
borrowings,
taxes,
and
brokerage; non-recurring,
extraordinary expenses; and
acquired
fund
fees
and
expenses, to
the
extent
such
operating
expenses,
on
an
annualized
basis,
exceed
the
I
Class
Limit. This
agreement
will
continue
through
the
expense
limitation
date
indicated
in
the
table
below,
and
may
be
renewed,
revised,
or
revoked
only
with
approval
of
the
fund’s
Board.
The
I
Class
is
required
to
repay
Price
Associates
for
expenses
previously
paid
to
the
extent
the
class’s
net
assets
grow
or
expenses
decline
sufficiently
to
allow
repayment
without
causing
the
class’s
operating
expenses
(after
the
repayment
is
taken
into
account)
to
exceed
the
lesser
of:
(1)
the
I
Class
Limit
in
place
at
the
time
such
amounts
were
paid;
or
(2)
the
current
I
Class
Limit.
However,
no
repayment
will
be
made
more
than
three
years
after
the
date
of
a
payment
or
waiver.
The
Z
Class
is
also
subject
to
a
contractual
expense
limitation
agreement
whereby
Price
Associates
has
agreed
to
waive
and/or
bear
all
of
the
Z
Class’
expenses
(excluding
interest;
expenses
related
to
borrowings,
taxes,
and
brokerage;
non-recurring,
extraordinary
expenses;
and
acquired
fund
fees
and
expenses)
in
their
entirety.
This
fee
waiver
and/or
expense
reimbursement
arrangement
is
expected
to
remain
in
place
indefinitely,
and
the
agreement
may
only
be
amended
or
terminated
with
approval
by
the
fund’s
Board.
Expenses
of
the
fund
waived/paid
by
the
manager
are
not
subject
to
later
repayment
by
the
fund.
Pursuant
to
these
agreements,
expenses
were
waived/paid
by
and/or
repaid
to
Price
Associates
during
the
six
months ended April
30,
2024
as
indicated
in
the
table
below.
Including these
amounts,
expenses
previously
waived/paid
by
Price
T.
ROWE
PRICE
International
Value
Equity
Fund
Associates
in
the
amount
of $70,000 remain
subject
to
repayment
by
the
fund
at
April
30,
2024.
Any
repayment
of
expenses
previously
waived/paid
by
Price
Associates
during
the
period
would
be
included
in
the
net
investment
income
and
expense
ratios
presented
on
the
accompanying
Financial
Highlights.
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
Investor
Class,
R
Class
and
Advisor
Class.
For
the
six
months
ended
April
30,
2024,
expenses
incurred
pursuant
to
these
service
agreements
were
$54,000
for
Price
Associates;
$186,000
for
T.
Rowe
Price
Services,
Inc.;
and
$24,000
for
T.
Rowe
Price
Retirement
Plan
Services,
Inc.
All
amounts
due
to
and
due
from
Price,
exclusive
of
investment
management
fees
payable,
are
presented
net
on
the
accompanying
Statement
of
Assets
and
Liabilities.
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).
Additionally,
the
fund
is
one
of
several
mutual
funds
in
which
certain
college
savings
plans
managed
by
Price
Associates invests.
As
approved
by
the
fund’s
Board
of
Directors,
shareholder
servicing
costs
associated
with
each
college
savings
plan
are
borne
by
the
fund
in
proportion
to
the
average
daily
value
of
its
shares
owned
by
the
college
savings
plan.
Price
has
agreed
to waive/reimburse
Investor
Class
Advisor
Class
R
Class
I
Class
Z Class
Expense
limitation/I
Class
Limit
0.99%
1.24%
1.49%
0.05%
0.00%
Expense
limitation
date
02/28/26
02/28/26
02/28/26
02/28/26
N/A
(Waived)/
repaid
during
the
period
($000s)
$—
$—
$—
$2
$(31,170)
T.
ROWE
PRICE
International
Value
Equity
Fund
shareholder
servicing
costs in
excess
of
0.05%
of
the
fund’s
average
daily
value
of
its
shares
owned
by
the
college
savings
plan.
Any
amounts
waived/
paid
by
Price
under
this
voluntary
agreement
are
not
subject
to
repayment
by
the
fund.
Price
may
amend
or
terminate
this
voluntary
arrangement
at
any
time
without
prior
notice.
For
the
six
months ended
April
30,
2024,
the
fund
was
charged $102,000 for
shareholder
servicing
costs
related
to
the
college
savings
plans, of
which
$73,000
was
for
services
provided
by
Price.
All
amounts
due
to
and
due
from
Price,
exclusive
of
investment
management
fees
payable,
are
presented
net
on
the
accompanying
Statement
of
Assets
and
Liabilities. At
April
30,
2024,
approximately
45%
of
the
outstanding
shares
of
the
I
Class
were
held
by
college
savings
plans.
Mutual
funds,
trusts,
and
other
accounts
managed
by
Price
Associates
or
its
affiliates
(collectively,
Price
Funds
and
accounts)
may
invest
in
the
fund.
No
Price
fund
or
account
may
invest
for
the
purpose
of
exercising
management
or
control
over
the
fund.
At
April
30,
2024, 100%
of
the
Z
Class's
outstanding
shares
were
held
by
Price
Funds
and
accounts.
The fund
may
invest
its
cash
reserves
in
certain
open-end
management
investment
companies
managed
by
Price
Associates
and
considered
affiliates
of
the
fund:
the
T.
Rowe
Price
Government
Reserve
Fund
or
the
T.
Rowe
Price
Treasury
Reserve
Fund,
organized
as
money
market
funds
(together,
the
Price
Reserve
Funds).
The
Price
Reserve
Funds
are
offered
as
short-term
investment
options
to
mutual
funds,
trusts,
and
other
accounts
managed
by
Price
Associates
or
its
affiliates
and
are
not
available
for
direct
purchase
by
members
of
the
public.
Cash
collateral
from
securities
lending,
if
any,
is
invested
in
the
T.
Rowe
Price
Government
Reserve Fund. The
Price
Reserve
Funds
pay
no
investment
management
fees.
The
fund may
participate
in
securities
purchase
and
sale
transactions
with
other
funds
or
accounts
advised
by
Price
Associates
(cross
trades),
in
accordance
with
procedures
adopted
by the
fund’s
Board
and
Securities
and
Exchange
Commission
rules,
which
require,
among
other
things,
that
such
purchase
and
sale
cross
trades
be
effected
at
the
independent
current
market
price
of
the
security.
During
the
six
months
ended
April
30,
2024,
the
fund
had
no
purchases
or
sales
cross
trades
with
other
funds
or
accounts
advised
by
Price
Associates.
T.
ROWE
PRICE
International
Value
Equity
Fund
NOTE
7
-
INTERFUND
LENDING
PROGRAM
Price
Associates
has
developed
and
manages
an
interfund
lending
program
that
provides
temporary
liquidity
to
the
T.
Rowe
Price-sponsored
mutual
funds.
The
program
permits
the
borrowing
and
lending
of
cash
between
the
fund
and
other
T.
Rowe
Price-sponsored
mutual
funds
at
rates
beneficial
to
both
the
borrowing
and
lending
funds.
Pursuant
to
program
guidelines,
the
fund
may
lend
up
to
15%
of
its
net
assets,
and
no
more
than
5%
of
its
net
assets
may
be
lent
to
any
one
borrower.
Loans
totaling
10%
or
more
of
a
borrowing
fund’s
total
assets
require
collateralization
at
102%
of
the
value
of
the
loan;
loans
of
less
than
10%
are
unsecured.
During
the
six
months ended
April
30,
2024,
the
fund
earned $3,000
in
interest
income
related
to
loans
made
to
other
funds
on
two days
in
the
average
amount
of
$7,800,000
and
at
an
average
annual
rate
of
6.94%.
At
April
30,
2024,
there
were
no
loans
outstanding.
NOTE
8
-
OTHER
MATTERS
Unpredictable environmental,
political,
social
and
economic
events,
including
but
not
limited
to,
environmental
or
natural
disasters,
war
and
conflict
(including
Russia’s
military
invasion
of
Ukraine
and
the
conflict
in
Israel,
Gaza
and
surrounding
areas),
terrorism,
geopolitical
developments
(including
trading
and
tariff
arrangements,
sanctions
and
cybersecurity
attacks),
and
public
health
epidemics
(including
the
global
outbreak
of
COVID-19)
and
similar
public
health
threats,
may
significantly
affect
the
economy
and
the
markets
and
issuers
in
which
a
fund
invests.
The
extent
and
duration
of
such
events
and
resulting
market
disruptions
cannot
be
predicted.
These
and
other
similar
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
fund’s
performance
could
be
negatively
impacted
if
the
value
of
a
portfolio
holding
were
harmed
by
these
or
such
events.
Management
actively
monitors
the
risks
and
financial
impacts
arising
from
such
events.
T.
ROWE
PRICE
International
Value
Equity
Fund
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.
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
.
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
International
Value
Equity
Fund
APPROVAL
OF
INVESTMENT
MANAGEMENT
AGREEMENT
AND
SUBADVISORY
AGREEMENT
Each
year,
the
fund’s
Board
of
Directors
(Board)
considers
the
continuation
of
the
investment
management
agreement
(Advisory
Contract)
between
the
fund
and
its
investment
adviser,
T.
Rowe
Price
Associates,
Inc.
(Adviser),
as
well
as
the
investment
subadvisory
agreement
(Subadvisory
Contract)
that
the
Adviser
has
entered
into
with
T.
Rowe
Price
International
Ltd
(Subadviser)
on
behalf
of
the
fund.
In
that
regard,
at
a
meeting
held
on
March
11–12,
2024
(Meeting),
the
Board,
including
all
of
the
fund’s
independent
directors
present
in
person
at
the
Meeting,
approved
the
continuation
of
the
fund’s
Advisory
Contract
and
Subadvisory
Contract.
At
the
Meeting,
the
Board
considered
the
factors
and
reached
the
conclusions
described
below
relating
to
the
selection
of
the
Adviser
and
Subadviser
and
the
approval
of
the
Advisory
Contract
and
Subadvisory
Contract.
The
independent
directors
were
assisted
in
their
evaluation
of
the
Advisory
Contract
and
Subadvisory
Contract
by
independent
legal
counsel
from
whom
they
received
separate
legal
advice
and
with
whom
they
met
separately.
In
providing
information
to
the
Board,
the
Adviser
was
guided
by
a
detailed
set
of
requests
for
information
submitted
by
independent
legal
counsel
on
behalf
of
the
independent
directors.
In
considering
and
approving
the
continuation
of
the
Advisory
Contract
and
Subadvisory
Contract,
the
Board
considered
the
information
it
believed
was
relevant,
including,
but
not
limited
to,
the
information
discussed
below.
The
Board
considered
not
only
the
specific
information
presented
in
connection
with
the
Meeting,
but
also
the
knowledge
gained
over
time
through
interaction
with
the
Adviser
and
Subadviser
about
various
topics.
The
Board
meets
regularly
and,
at
each
of
its
meetings,
covers
an
extensive
agenda
of
topics
and
materials
and
considers
factors
that
are
relevant
to
its
annual
consideration
of
the
renewal
of
the
T.
Rowe
Price
funds’
advisory
contracts,
including
performance
and
the
services
and
support
provided
to
the
funds
and
their
shareholders.
Services
Provided
by
the
Adviser
and
Subadviser
The
Board
considered
the
nature,
quality,
and
extent
of
the
services
provided
to
the
fund
by
the
Adviser
and
Subadviser.
These
services
included,
but
were
not
limited
to,
directing
the
fund’s
investments
in
accordance
with
its
investment
program
and
the
overall
management
of
the
fund’s
portfolio,
as
well
as
a
variety
of
related
activities
such
as
financial,
investment
operations,
and
administrative
services;
compliance;
maintaining
the
fund’s
records
and
registrations;
and
shareholder
communications.
The
Board
also
reviewed
the
background
and
experience
of
the
Adviser’s
and
Subadviser’s
senior
management
teams
and
investment
personnel
involved
in
the
management
of
the
fund,
as
well
as
the
Adviser’s
compliance
record.
The
Board
concluded
that
the
information
it
considered
with
respect
to
the
nature,
quality,
and
extent
of
the
services
provided
by
the
Adviser
and
Subadviser,
as
well
as
the
other
factors
considered
at
the
Meeting,
supported
the
Board’s
approval
of
the
continuation
of
the
Advisory
Contract
and
Subadvisory
Contract.
T.
ROWE
PRICE
International
Value
Equity
Fund
Investment
Performance
of
the
Fund
The
Board
took
into
account
discussions
with
the
Adviser
and
detailed
reports
that
it
regularly
receives
throughout
the
year
on
relative
and
absolute
performance
for
the
T.
Rowe
Price
funds.
In
connection
with
the
Meeting,
the
Board
reviewed
information
provided
by
the
Adviser
that
compared
the
fund’s
total
returns,
as
well
as
a
wide
variety
of
other
previously
agreed-upon
performance
measures
and
market
data,
against
relevant
benchmark
indexes
and
peer
groups
of
funds
with
similar
investment
programs
for
various
periods
through
December
31,
2023.
Additionally,
the
Board
reviewed
the
fund’s
relative
performance
information
as
of
September
30,
2023,
which
ranked
the
returns
of
the
fund’s
Investor
Class
for
various
periods
against
a
universe
of
funds
with
similar
investment
programs
selected
by
Broadridge,
an
independent
provider
of
mutual
fund
data.
In
the
course
of
its
deliberations,
the
Board
considered
performance
information
provided
throughout
the
year
and
in
connection
with
the
Advisory
Contract
review
at
the
Meeting,
as
well
as
information
provided
during
investment
review
meetings
conducted
with
portfolio
managers
and
senior
investment
personnel
during
the
course
of
the
year
regarding
the
fund’s
performance.
The
Board
also
considered
relevant
factors,
such
as
overall
market
conditions
and
trends
that
could
adversely
impact
the
fund’s
performance,
the
length
of
the
fund’s
performance
track
record,
and
how
closely
the
fund’s
strategies
align
with
its
benchmarks
and
peer
groups.
The
Board
concluded
that
the
information
it
considered
with
respect
to
the
fund’s
performance,
as
well
as
the
other
factors
considered
at
the
Meeting,
supported
the
Board’s
approval
of
the
continuation
of
the
Advisory
Contract
and
Subadvisory
Contract.
Costs,
Benefits,
Profits,
and
Economies
of
Scale
The
Board
reviewed
detailed
information
regarding
the
revenues
received
by
the
Adviser
under
the
Advisory
Contract
and
other
direct
and
indirect
benefits
that
the
Adviser
(and
its
affiliates,
including
the
Subadviser)
may
have
realized
from
its
relationship
with
the
fund.
In
considering
soft-dollar
arrangements
pursuant
to
which
research
may
be
received
from
broker-dealers
that
execute
the
fund’s
portfolio
transactions,
the
Board
noted
that
during
2023
the
Adviser
paid
the
costs
of
research
services
for
all
client
accounts
that
it
advises,
including
the
T.
Rowe
Price
funds.
However,
effective
January
1,
2024,
the
Adviser
will
begin
using
brokerage
commissions
in
connection
with
certain
T.
Rowe
Price
funds’
securities
transactions
to
pay
for
research
when
permissible.
APPROVAL
OF
INVESTMENT
MANAGEMENT
AGREEMENT
AND
SUBADVISORY
AGREEMENT
(continued)
T.
ROWE
PRICE
International
Value
Equity
Fund
The
Board
received
information
on
the
estimated
costs
incurred
and
profits
realized
by
the
Adviser
from
managing
the
T.
Rowe
Price
funds.
The
Board
also
reviewed
estimates
of
the
profits
realized
from
managing
the
fund
in
particular,
and
the
Board
concluded
that
the
Adviser’s
profits
were
reasonable
in
light
of
the
services
provided
to
the
fund.
The
Board
also
considered
whether
the
fund
benefits
under
the
fee
levels
set
forth
in
the
Advisory
Contract
or
otherwise
from
any
economies
of
scale
realized
by
the
Adviser.
Under
the
Advisory
Contract,
the
fund
pays
a
fee
to
the
Adviser
for
investment
management
services
composed
of
two
components—a
group
fee
rate
based
on
the
combined
average
net
assets
of
most
of
the
T.
Rowe
Price
funds
(including
the
fund)
that
declines
at
certain
asset
levels
and
an
individual
fund
fee
rate
based
on
the
fund’s
average
daily
net
assets—and
the
fund
pays
its
own
expenses
of
operations.
Under
the
Subadvisory
Contract,
the
Adviser
may
pay
the
Subadviser
up
to
60%
of
the
advisory
fees
that
the
Adviser
receives
from
the
fund.
The
group
fee
rate
decreases
as
total
T.
Rowe
Price
fund
assets
grow,
which
reduces
the
management
fee
rate
for
any
fund
that
has
a
group
fee
component
to
its
management
fee,
and
reflects
that
certain
resources
utilized
to
operate
the
fund
are
shared
with
other
T.
Rowe
Price
funds,
thus
allowing
shareholders
of
those
funds
to
share
potential
economies
of
scale.
The
fund’s
shareholders
also
benefit
from
potential
economies
of
scale
through
a
decline
in
certain
operating
expenses
as
the
fund
grows
in
size.
However,
the
fund
is
also
subject
to
contractual
expense
limitations
that
require
the
Adviser
to
waive
its
fees
and/or
bear
any
expenses
that
would
otherwise
cause
the
expenses
of
a
share
class
of
the
fund
to
exceed
a
certain
percentage
based
on
the
class’s
net
assets.
The
expense
limitations
mitigate
the
potential
for
an
increase
in
operating
expenses
above
a
certain
level
that
could
impact
shareholders.
The
fund
also
offers
a
Z
Class,
which
serves
as
an
underlying
investment
within
certain
T.
Rowe
Price
fund
of
funds
arrangements.
The
Adviser
waives
its
advisory
fee
on
the
Z
Class
and
waives
or
bears
the
Z
Class’s
other
operating
expenses,
with
certain
exceptions.
The
Board
considered
whether
the
advisory
fee
and
operating
expense
waivers
on
the
Z
Class
may
present
a
means
for
cross-
subsidization
of
the
Z
Class
by
other
share
classes
of
the
fund.
In
that
regard,
the
Board
noted
that
the
Z
Class
operating
expenses
are
largely
covered
by
the
all-inclusive
fees
charged
by
the
investing
T.
Rowe
Price
fund
of
funds
and
that
any
Z
Class
operating
expenses
not
covered
by
the
investing
T.
Rowe
Price
fund
of
funds’
fees
are
paid
by
the
Adviser
and
not
by
shareholders
of
any
other
share
class
of
the
fund.
APPROVAL
OF
INVESTMENT
MANAGEMENT
AGREEMENT
AND
SUBADVISORY
AGREEMENT
(continued)
T.
ROWE
PRICE
International
Value
Equity
Fund
In
addition,
the
Board
noted
that
the
fund
potentially
shares
in
indirect
economies
of
scale
through
the
Adviser’s
and
Subadviser’s
ongoing
investments
in
their
business
in
support
of
the
T.
Rowe
Price
funds,
including
investments
in
trading
systems,
technology,
and
regulatory
support
enhancements,
and
the
ability
to
possibly
negotiate
lower
fee
arrangements
with
third-party
service
providers.
The
Board
concluded
that
the
advisory
fee
structure
for
the
fund
provides
for
a
reasonable
sharing
of
benefits
from
any
economies
of
scale
with
the
fund’s
investors.
Fees
and
Expenses
The
Board
was
provided
with
information
regarding
industry
trends
in
management
fees
and
expenses.
Among
other
things,
the
Board
reviewed
data
for
peer
groups
that
were
compiled
by
Broadridge,
which
compared:
(i)
contractual
management
fees,
actual
management
fees,
nonmanagement
expenses,
and
total
expenses
of
the
Investor
Class
of
the
fund
with
a
group
of
competitor
funds
selected
by
Broadridge
(Investor
Class
Expense
Group);
(ii)
actual
management
fees
and
total
expenses
of
the
Advisor
Class
of
the
fund
with
a
group
of
competitor
funds
selected
by
Broadridge
(Advisor
Class
Expense
Group);
and
(iii)
actual
management
fees,
nonmanagement
expenses,
and
total
expenses
of
the
Investor
Class
of
the
fund
with
a
broader
set
of
funds
within
the
Lipper
investment
classification
(Expense
Universe).
The
Board
considered
the
fund’s
contractual
management
fee
rate,
actual
management
fee
rate
(which
reflects
the
management
fees
actually
received
from
the
fund
by
the
Adviser
after
any
applicable
waivers,
reductions,
or
reimbursements),
operating
expenses,
and
total
expenses
(which
reflect
the
net
total
expense
ratio
of
the
fund
after
any
waivers,
reductions,
or reimbursements)
in
comparison
with
the
information
for
the
Broadridge
peer
groups.
Broadridge
generally
constructed
the
peer
groups
by
seeking
the
most
comparable
funds
based
on
similar
investment
classifications
and
objectives,
expense
structure,
asset
size,
and
operating
components
and
attributes
and
ranked
funds
into
quintiles,
with
the
first
quintile
representing
the
funds
with
the
lowest
relative
expenses
and
the
fifth
quintile
representing
the
funds
with
the
highest
relative
expenses.
The
information
provided
to
the
Board
indicated
that
the
fund’s
contractual
management
fee
ranked
in
the
first
quintile
(Investor
Class
Expense
Group),
the
fund’s
actual
management
fee
rate
ranked
in
the
second
quintile
(Investor
Class
Expense
Group,
Advisor
Class
Expense
Group,
and
Expense
Universe),
and
the
fund’s
total
expenses
ranked
in
the
second
quintile
(Investor
Class
Expense
Group
and
Expense
Universe)
and
first
quintile
(Advisor
Class
Expense
Group).
The
Board
also
reviewed
the
fee
schedules
for
other
investment
portfolios
with
similar
mandates
that
are
advised
or
subadvised
by
the
Adviser
and
its
affiliates,
including
separately
managed
accounts
for
institutional
and
individual
investors;
subadvised
funds;
and
other
sponsored
investment
portfolios,
including
collective
investment
trusts
and
pooled
vehicles
organized
and
offered
to
investors
outside
APPROVAL
OF
INVESTMENT
MANAGEMENT
AGREEMENT
AND
SUBADVISORY
AGREEMENT
(continued)
T.
ROWE
PRICE
International
Value
Equity
Fund
the
United
States.
Management
provided
the
Board
with
information
about
the
Adviser’s
responsibilities
and
services
provided
to
subadvisory
and
other
institutional
account
clients,
including
information
about
how
the
requirements
and
economics
of
the
institutional
business
are
fundamentally
different
from
those
of
the
proprietary
mutual
fund
business.
The
Board
considered
information
showing
that
the
Adviser’s
mutual
fund
business
is
generally
more
complex
from
a
business
and
compliance
perspective
than
its
institutional
account
business
and
considered
various
relevant
factors,
such
as
the
broader
scope
of
operations
and
oversight,
more
extensive
shareholder
communication
infrastructure,
greater
asset
flows,
heightened
business
risks,
and
differences
in
applicable
laws
and
regulations
associated
with
the
Adviser’s
proprietary
mutual
fund
business.
In
assessing
the
reasonableness
of
the
fund’s
management
fee
rate,
the
Board
considered
the
differences
in
the
nature
of
the
services
required
for
the
Adviser
to
manage
its
mutual
fund
business
versus
managing
a
discrete
pool
of
assets
as
a
subadviser
to
another
institution’s
mutual
fund
or
for
an
institutional
account
and
that
the
Adviser
generally
performs
significant
additional
services
and
assumes
greater
risk
in
managing
the
fund
and
other
T.
Rowe
Price
funds
than
it
does
for
institutional
account
clients,
including
subadvised
funds.
On
the
basis
of
the
information
provided
and
the
factors
considered,
the
Board
concluded
that
the
fees
paid
by
the
fund
under
the
Advisory
Contract
are
reasonable.
Approval
of
the
Advisory
Contract
and
Subadvisory
Contract
As
noted,
the
Board
approved
the
continuation
of
the
Advisory
Contract
and
Subadvisory
Contract.
No
single
factor
was
considered
in
isolation
or
to
be
determinative
to
the
decision.
Rather,
the
Board
concluded,
in
light
of
a
weighting
and
balancing
of
all
factors
considered,
that
it
was
in
the
best
interests
of
the
fund
and
its
shareholders
for
the
Board
to
approve
the
continuation
of
the
Advisory
Contract
and
Subadvisory
Contract
(including
the
fees
to
be
charged
for
services
thereunder).
APPROVAL
OF
INVESTMENT
MANAGEMENT
AGREEMENT
AND
SUBADVISORY
AGREEMENT
(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.
F127-051
6/24
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.
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.
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| T. Rowe Price International Funds, Inc. |
|
|
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| By |
|
/s/ David Oestreicher |
|
|
|
|
David Oestreicher |
|
|
|
|
Principal Executive Officer |
|
|
|
|
|
| Date |
|
June 17, 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.
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|
|
| By |
|
/s/ David Oestreicher |
|
|
|
|
David Oestreicher |
|
|
|
|
Principal Executive Officer |
|
|
|
|
|
| Date |
|
June 17, 2024 |
|
|
|
|
|
|
|
| By |
|
/s/ Alan S. Dupski |
|
|
|
|
Alan S. Dupski |
|
|
|
|
Principal Financial Officer |
|
|
|
|
|
| Date |
|
June 17, 2024 |
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