N-CSR 1 mimsgf4138671-ncsr.htm CERTIFIED SHAREHOLDER REPORT

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:       811-04547
     
Exact name of registrant as specified in charter:   Voyageur Mutual Funds III
     
Address of principal executive offices:  

610 Market Street

Philadelphia, PA 19106

     
Name and address of agent for service:  

David F. Connor, Esq.

610 Market Street

Philadelphia, PA 19106

     
Registrant’s telephone number, including area code:   (800) 523-1918
     
Date of fiscal year end:   October 31
     
Date of reporting period:   October 31, 2022

Item 1. Reports to Stockholders

Table of Contents

Annual report

US equity mutual fund

Delaware Select Growth Fund

October 31, 2022

Carefully consider the Fund’s investment objectives, risk factors, charges, and expenses before investing. This and other information can be found in the Fund’s prospectus and its summary prospectus, which may be obtained by visiting delawarefunds.com/literature or calling 800 523-1918. Investors should read the prospectus and the summary prospectus carefully before investing.

You can obtain shareholder reports and prospectuses online instead of in the mail.
Visit delawarefunds.com/edelivery.


Table of Contents

Experience Delaware Funds by Macquarie®

Macquarie Asset Management (MAM) is a global asset manager that aims to deliver positive impact for everyone. MAM Public Investments traces its roots to 1929 and partners with institutional and individual clients to deliver specialist active investment capabilities across global equities, fixed income, and multi-asset solutions using a conviction-based, long-term approach to investing. In the US, retail investors recognize our Delaware Funds by Macquarie family of funds as one of the oldest mutual fund families.

If you are interested in learning more about creating an investment plan, contact your financial advisor.

You can learn more about Delaware Funds or obtain a prospectus for Delaware Select Growth Fund at delawarefunds.com/literature.

Manage your account online

Check your account balance and transactions
View statements and tax forms
Make purchases and redemptions

Visit delawarefunds.com/account-access.

Macquarie Asset Management (MAM) is the asset management division of Macquarie Group. MAM is a full-service asset manager offering a diverse range of products across public and private markets including fixed income, equities, multi-asset solutions, private credit, infrastructure, renewables, natural assets, real estate, and asset finance. The Public Investments business is a part of MAM and includes the following investment advisers: Macquarie Investment Management Business Trust (MIMBT), Macquarie Funds Management Hong Kong Limited, Macquarie Investment Management Austria Kapitalanlage AG, Macquarie Investment Management Global Limited, Macquarie Investment Management Europe Limited, and Macquarie Investment Management Europe S.A.

The Fund is distributed by Delaware Distributors, L.P. (DDLP), an affiliate of MIMBT and Macquarie Group Limited.

Other than Macquarie Bank Limited ABN 46 008 583 542 (“Macquarie Bank”), any Macquarie Group entity noted in this document is not an authorized deposit-taking institution for the purposes of the Banking Act 1959 (Commonwealth of Australia). The obligations of these other Macquarie Group entities do not represent deposits or other liabilities of Macquarie Bank. Macquarie Bank does not guarantee or otherwise provide assurance in respect of the obligations of these other Macquarie Group entities. In addition, if this document relates to an investment, (a) the investor is subject to investment risk including possible delays in repayment and loss of income and principal invested and (b) none of Macquarie Bank or any other Macquarie Group entity guarantees any particular rate of return on or the performance of the investment, nor do they guarantee repayment of capital in respect of the investment.

The Fund is governed by US laws and regulations.

Table of contents

Portfolio management review 1
Performance summary 6
Disclosure of Fund expenses 10
Security type / sector allocations and top
10 equity holdings
12
Schedule of investments 14
Statement of assets and liabilities 16
Statement of operations 18
Statements of changes in net assets 19
Financial highlights 22
Notes to financial statements 30
Report of independent
registered public accounting firm
42
Other Fund information 43
Board of trustees / directors
and officers addendum
49

This annual report is for the information of Delaware Select Growth Fund shareholders, but it may be used with prospective investors when preceded or accompanied by the Delaware Fund fact sheet for the most recently completed calendar quarter. These documents are available at delawarefunds.com/literature.

Unless otherwise noted, views expressed herein are current as of October 31, 2022, and subject to change for events occurring after such date.

The Fund is not FDIC insured and is not guaranteed. It is possible to lose the principal amount invested.

Advisory services provided by Delaware Management Company, a series of MIMBT, a US registered investment advisor.

All third-party marks cited are the property of their respective owners.

© 2022 Macquarie Management Holdings, Inc.


Table of Contents

Portfolio management review  
Delaware Select Growth Fund October 31, 2022 (Unaudited)

Performance preview (for the year ended October 31, 2022)        
Delaware Select Growth Fund (Institutional Class shares)      1-year return      -49.98%  
Delaware Select Growth Fund (Class A shares)  1-year return  -50.11%  
Russell 3000® Growth Index (benchmark)  1-year return  -24.67%  

Past performance does not guarantee future results.

For complete, annualized performance for Delaware Select Growth Fund, please see the table on page 6.

Institutional Class shares are not subject to a sales charge and are offered for sale exclusively to certain eligible investors. In addition, Institutional Class shares pay no distribution and service fee.

The performance of Class A shares excludes the applicable sales charge. The performance of both Institutional Class shares and Class A shares reflects the reinvestment of all distributions.

Please see page 8 for a description of the index. Index performance returns do not reflect any management fees, transaction costs, or expenses. Indices are unmanaged and one cannot invest directly in an index.

Investment objective

The Fund seeks long-term capital appreciation.

Market review

Although widespread price increases were prevalent throughout the latter half of 2021, the US Federal Reserve continued to describe inflation as transitory even as Delaware Select Growth Fund’s fiscal year began on November 1, 2021. Just a month later, however, Fed Chair Jerome Powell said that was no longer the case and in mid-December declared that inflation was enemy No. 1 in the effort to maintain economic growth.

The economy ran hot throughout 2021, the result of the Fed’s 18-month-long $4 trillion asset-purchasing program and the government-provided fiscal relief that put thousands of dollars into consumers’ pockets. With the availability of COVID-19 vaccines and the easing of economic lockdowns, consumer spending on goods and activities increased dramatically. The Fed responded with a tightening cycle that began in March 2022 and included five increases totaling 3 percentage points before the end of the fiscal period on October 31, 2022.

During the Fund’s fiscal year:
 
The information technology (IT) sector as a whole was a net detractor from performance, but three individual holdings in the sector contributed to the Fund’s relative performance.
   
The IT sector was also home to the most significant detractors from Fund performance.
   
Microsoft did not have a stellar year, but as a big company perceived as a safe haven, it attracted investors and contributed to the Fund’s performance.
   
The Fund had no exposure to the energy, materials, real estate, and utilities sectors, which detracted from relative performance.

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Portfolio management review
Delaware Select Growth Fund

Higher rates had an immediate and significant effect on the economy and markets. Equity, bond, and cryptocurrency markets sold off sharply and the economy slowed. Higher rates reduce liquidity, dimming visibility and impeding both economic planning and investing. The result was a bear market in most asset classes during the fiscal year.

The tight labor market also contributed to inflation. The pandemic-induced economic shutdowns initially resulted in significant layoffs in affected industries, including travel and leisure, energy, materials, industrials, and cyclicals. At the same time, other industries, notably related to ecommerce and streaming media, benefited from the pandemic, creating employment opportunities. In 2021, as the economic lockdowns eased, businesses that were reopening tried, with only limited success, to hire back workers previously let go. Renewed demand and reduced availability for labor pushed wages and inflation higher.

While the economy did weaken during the period, there were some bright spots, banks and consumers chief among them. Unlike the recession of 2008-2009, when banks were overleveraged, the banking system today is not threatened. Since the global financial crisis, banks have been more heavily regulated and forced to undergo repeated stress testing. As a result, they have been more careful in underwriting loans. Unable to borrow money as freely as they did prior to 2008, consumers are generally on a solid foundation. Although layoffs increased and the economy weakened toward the end of the fiscal year, we did not see the high level of stress in the system that would lead to significant concern.

The legislation enacted into law during the fiscal year, including the Creating Helpful Incentives to Produce Semiconductors (CHIPS) and Science Act, Infrastructure Investment and Jobs Act, and Inflation Reduction Act of 2022, was another positive in the period. The CHIPS Act recognizes that semiconductor fabrication is a key defensive industry. Certain chips are essential components in airplanes and weapons that should be developed and produced in the US rather than relying on production in China and Taiwan, as is the case now. We think the $50 billion provided by the bill will create jobs and fabrication facilities at home and benefit the domestic economy.

The $1.2 trillion infrastructure bill will also be beneficial, in our opinion, though its spending will be spread out over several years. We note that the bill passed with bipartisan support and includes funding for development of clean energy projects. As with the CHIPS Act, this can be viewed as another homeland security issue that will ultimately benefit the economy. Similarly, the Inflation Reduction Act, despite criticism from some who think it will contribute to inflation rather than inhibit it, will also be supportive, in our view.

Source: Bloomberg, unless otherwise noted.

Within the Fund

For the fiscal year ended October 31, 2022, Delaware Select Growth Fund declined, underperforming its benchmark, the Russell 3000 Growth Index, which also declined. The Fund’s Institutional Class shares declined 49.98%. The Fund’s Class A shares lost 50.11% at net asset value and 52.99% at maximum offer price (both figures reflect all distributions reinvested). For the same period, the benchmark declined 24.67%. For complete, annualized performance of Delaware Select Growth Fund, see the table on page 6.

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During the fiscal period, the Fed raised rates at the fastest pace we’ve seen in decades, which had a significantly negative effect on equity markets and the Fund. Higher rates reduce liquidity, which makes it more difficult to borrow money. As a result, we saw fewer mergers and acquisitions. Higher mortgage rates – borrowing costs rose from 3% to 7% – crushed the housing market. The cost of carrying inventory skyrocketed. These and other related problems had a severe impact on small companies, which lack the resources of larger businesses. During periods of stress, such as the pandemic or an economic contraction, small companies face especially difficult challenges. As a result, during the fiscal year, small companies were as out of favor as they had been in decades.

Growth companies were similarly out of favor during the period. After outperforming for 9 out of 10 years in the 2010s, growth underperformed last year. Value had underperformed throughout the last decade and in the first half of 2020 suffered a depression as the pandemic suppressed economic activity. With the lifting of lockdowns, however, value not only recovered and did well in 2021 but continued to perform well in 2022. In a rising rate environment, growth companies suffer as investors worry about rates, earnings, and cash flow. With their higher multiples, growth stocks get compressed more than value stocks when equities decline. In the past year, growth stocks underperformed value stocks the most we had seen in decades.

The difficult environment for both small and growth companies had a significantly negative effect on equity markets. Added to that, consumer sentiment is at a 35-year low, suggesting many, if not most, investors are anticipating a bear market. For Delaware Select Growth Fund, which pursues a pure growth strategy and is invested to a large extent in small and mid-sized companies, the past year was challenging.

The Fund seeks to invest in companies that can benefit from lifestyle changes and disruptions that are often induced by innovation or technology. While we focus mainly on individual stock selection, on a sector level, disadvantageous stock selection contributed to weak relative performance in the information technology (IT), healthcare, and consumer discretionary sectors. A small overweight in the healthcare sector also detracted from relative performance. During the fiscal year, none of the Fund’s sectors outperformed those in the benchmark.

The Fund had no exposure to the energy, materials, real estate, and utilities sectors, which detracted from relative performance. The growth trends that we seek as investments are not typically found in these areas. That said, energy, in particular, has enjoyed two years of solid growth as the economy reopened and the war in Ukraine led to shortages or higher prices.

While the IT sector as a whole was a net detractor from performance during the period, three individual holdings in the sector – Arista Networks Inc., Microsoft Corp., and NVIDIA Corp. – contributed to the Fund’s relative performance during the fiscal year.

Arista, which makes switches and other networking equipment for large data center and cloud-based networks, benefited as growing internet traffic created demand for increased speed, even in a challenging economic environment. The company now provides equipment for 400G networks. A leader in networking technology, Arista has continued to pick up market share from Cisco Systems Inc. Although Arista experienced

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Portfolio management review
Delaware Select Growth Fund

some supply chain issues, it was able to manage through them.

Microsoft did witness some slowing during the year related to companies pulling back on enterprise software spend after strong activity associated with COVID-19. During the pandemic, companies and individuals bought the computer technology necessary to facilitate working from home. A year later, however, the computer business was sluggish. Despite this slowdown, Microsoft’s key products are generally seen as critical to operating an enterprise and facilitating worker productivity; thus, they may better withstand fluctuations in the overall economy. We believe this resiliency attracted investors to the stock and contributed to the Fund’s performance.

The Fund also benefited from a small relative underweight of semiconductor company NVIDIA, which builds specialized graphics chips for gaming and crypto mining. It suffered during the fiscal year when both end markets declined. In our case, owning less than the index enabled us to outperform. Similarly, the Fund had no position at all in Adobe Inc., which underperformed in the index.

The IT sector was also home to the most significant detractors from Fund performance during the fiscal year. Block Inc. (formerly Square Inc.), Bill.com Holdings Inc., and EPAM Systems Inc. are all innovative companies that have, in the past, achieved success as disruptors, finding new, better, and cheaper ways to accomplish a goal. However, the economic and geopolitical events of the past year significantly affected their performance.

Despite its name change, Block remains best known for its Square brand of retail payment and management systems. The company’s performance during the year suffered mainly on economic concerns. The business is closely tied to the volume of processed retail transactions, which declined. The company’s Spiral subsidiary, engaged in promoting bitcoin for worldwide use, also suffered as cryptocurrency markets sold off.

Shares of Bill.com declined during the period as investors grew concerned that higher interest rates would adversely affect software sales. Because software companies depend on higher growth to earn money and generate cash flow, investors believe that software companies’ business models will suffer as the economy slows. That said, the company, which provides a full suite of online financial payment and management tools, beat estimates and continued to add value.

Based in Kyiv, Ukraine, EPAM was significantly affected by the outbreak of the Russia-Ukraine war earlier this year. The company provides IT services that can supplement those of an internal department. EPAM had employees working in Russia when the conflict broke out. Those employees were relocated, and the company managed to continue its work. Nonetheless, investors were nervous, the stock was crushed, and we exited the Fund’s position.

At the end of the fiscal year, the Fund was positioned much as it had been throughout the period, with an overweight of the healthcare sector. We like healthcare because it is countercyclical. People will still see their doctors and have procedures done regardless of actions taken by the Fed. Prior to the pandemic, procedures had been growing 2% to 4% annually. The pandemic initially turned that into a 10% to 15% decline as hospitals and doctors ceased in-person visits except for emergencies. Now that the pandemic has been downgraded to endemic status, we think

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that procedures will bounce back, and we expect hospital companies to do well.

Despite the Fund’s underperformance in the fiscal period, we did not deviate from what we do. We look for disruptions and things that will add value, and we stick to that as best we can. We have not changed our stripes, turnover has not increased, and we haven’t deviated from the kinds of companies that we buy. We have just experienced one of the worst downturns in decades.

We believe the economy is on solid footing. Banks and consumers are doing fine, and businesses are not overextended. We don’t have millions of unsold homes or cars, or businesses going bankrupt. Just as important, the trends that we invest in are durable and remain strong. In past downturns, there came a point at which the markets snapped back quickly. We can’t predict if or when that will occur this time, but we believe our portfolio is well positioned to potentially benefit if and when it does.

 

Effective December 5, 2022, Bradley M. Klapmeyer and Brad Angermeier serve as the Fund’s portfolio managers. Please see the supplements to the summary and statutory prospectuses and statement of additional information dated December 5, 2022, for further information about the changes to the portfolio managers and principal investment strategies.

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Performance summary  
Delaware Select Growth Fund October 31, 2022 (Unaudited)

The performance quoted represents past performance and does not guarantee future results. Investment return and principal value of an investment will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance quoted. Performance data current to the most recent month end may be obtained by calling 800 523-1918 or visiting delawarefunds.com/performance.

Fund and benchmark performance1,2 Average annual total returns through October 31, 2022
       1 year      5 year      10 year  
Class A (Est. May 16, 1994)           
Excluding sales charge  -50.11%  +0.43%  +5.48%  
Including sales charge  -52.99%  -0.76%  +4.85%  
Class C (Est. May 20, 1994)           
Excluding sales charge  -50.50%  -0.34%  +4.68%  
Including sales charge  -50.93%  -0.34%  +4.68%  
Class R (Est. June 2, 2003)           
Excluding sales charge  -50.25%  +0.17%  +5.21%  
Including sales charge  -50.25%  +0.17%  +5.21%  
Institutional Class (Est. August 28, 1997)           
Excluding sales charge  -49.98%  +0.68%  +5.74%  
Including sales charge  -49.98%  +0.68%  +5.74%  
Russell 3000 Growth Index  -24.67%  +12.07%  +14.37%  

1 Returns reflect the reinvestment of all distributions and are presented both with and without the applicable sales charges described below. Returns do not reflect the deduction of taxes the shareholder would pay on Fund distributions or redemptions of Fund shares.
  Expense limitations were in effect for certain classes during some or all of the periods shown in the “Fund and benchmark performance” table. Expenses for each class are listed in the “Fund expense ratios” table on page 7. Performance would have been lower had expense limitations not been in effect.
  Institutional Class shares are not subject to a sales charge and are offered for sale exclusively to certain eligible investors. In addition, Institutional Class shares pay no distribution and service (12b-1) fee.
  Class A shares are sold with a maximum front-end sales charge of 5.75%, and have an annual 12b-1 fee of 0.25% of average daily net assets. Performance for Class A shares, excluding sales charges, assumes that no front-end sales charge applied.
  Class C shares are sold with a contingent deferred sales charge (CDSC) of 1.00% if redeemed during the first 12 months. They are also subject to an annual 12b-1 fee of 1.00% of average daily net assets. Performance for Class C shares, excluding sales charges, assumes either that CDSCs did not apply or that the investment was not redeemed.
  Class R shares are available only for certain retirement plan products. They are sold

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  without a sales charge and have an annual 12b-1 fee of 0.50% of average daily net assets.
  Investments in small and/or medium-sized companies typically exhibit greater risk and higher volatility than larger, more established companies.
  The disruptions caused by natural disasters, pandemics, or similar events could prevent the Fund from executing advantageous investment decisions in a timely manner and could negatively impact the Fund’s ability to achieve its investment objective and the value of the Fund’s investments.
2 The expense ratios below may differ from the expense ratios in the “Financial highlights” since they are based on different time periods and the expense ratios in the prospectus include acquired fund fees and expenses, if any. See Note 2 in “Notes to financial statements” for additional details.

Fund expense ratios      Class A      Class C      Class R      Institutional
Class
 
Total annual operating expenses
(without fee waivers)
  1.20%  1.95%  1.45%  0.95%  
Net expenses (including fee
waivers, if any)
  1.15%  1.90%  1.40%  0.90%  
Type of waiver  Contractual  Contractual  Contractual  Contractual  

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Performance summary
Delaware Select Growth Fund

Performance of a $10,000 investment1

For the period October 31, 2012 through October 31, 2022

         Starting value      Ending value
Russell 3000 Growth Index        $10,000        $38,286
Delaware Select Growth Fund — Institutional
Class shares
   $10,000    $17,472
Delaware Select Growth Fund — Class A shares    $9,425    $16,061

1 The “Performance of a $10,000 investment” graph assumes $10,000 invested in Institutional Class and Class A shares of the Fund on October 31, 2012, and includes the effect of a 5.75% front-end sales charge (for Class A shares) and the reinvestment of all distributions. The graph does not reflect the deduction of taxes the shareholders would pay on Fund distributions or redemptions of Fund shares. Expense limitations were in effect for some or all of the periods shown. Performance would have been lower had expense limitations not been in effect. Expenses are listed in the “Fund expense ratios” table on page 7. Please note additional details on pages 6 through 9.

The graph also assumes $10,000 invested in the Russell 3000 Growth Index as of October 31, 2012. The Russell 3000 Growth Index measures the performance of the broad growth segment of the US equity universe. It includes those Russell 3000 companies with higher price-to-book ratios and higher forecasted growth values.

Frank Russell Company is the source and owner of the trademarks, service marks, and copyrights related to the Russell Indexes. Russell® is a trademark of Frank Russell Company.

Index performance returns do not reflect any management fees, transaction costs, or expenses. Indices are unmanaged and one cannot invest directly in an index. Past performance is not a guarantee of future results.

Performance of other Fund classes will vary due to different charges and expenses.

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       Nasdaq symbols      CUSIPs  
Class A  DVEAX  928931104  
Class C  DVECX  928931203  
Class R  DFSRX  928931740  
Institutional Class  VAGGX  928931757  

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Disclosure of Fund expenses
For the six-month period from May 1, 2022 to October 31, 2022 (Unaudited)

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, reinvested dividends, or other distributions; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; distribution and service (12b-1) fees; and other Fund expenses. This 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 period and held for the entire six-month period from May 1, 2022 to October 31, 2022.

Actual expenses

The first section of the table shown, “Actual Fund return,” provides information about actual account values and actual expenses. You may use the information in this section of the table, together with the amount you invested, 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 in the first section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical example for comparison purposes

The second section of the table shown, “Hypothetical 5% return,” provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the second section of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher. The Fund’s expenses shown in the table reflect fee waivers in effect and assume reinvestment of all dividends and distributions.

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Delaware Select Growth Fund
Expense analysis of an investment of $1,000

       Beginning
Account Value
5/1/22
      Ending
Account Value
10/31/22
      Annualized
Expense Ratio
      Expenses
Paid During Period
5/1/22 to 10/31/22*
Actual Fund return                                                                  
Class A   $1,000.00    $841.50    1.17%    $5.43 
Class C   1,000.00    837.60    1.91%    8.85 
Class R   1,000.00    840.50    1.41%    6.54 
Institutional Class   1,000.00    842.70    0.92%    4.27 
Hypothetical 5% return (5% return before expenses)            
Class A   $1,000.00    $1,019.31    1.17%    $5.96 
Class C   1,000.00    1,015.58    1.91%    9.70 
Class R   1,000.00    1,018.10    1.41%    7.17 
Institutional Class   1,000.00    1,020.57    0.92%    4.69 

* “Expenses Paid During Period” are equal to the Fund’s annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).
Because actual returns reflect only the most recent six-month period, the returns shown may differ significantly from fiscal year returns.

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Security type / sector allocations and top 10 equity holdings
Delaware Select Growth Fund As of October 31, 2022 (Unaudited)

Sector designations may be different from the sector designations presented in other Fund materials.

Security type / sector  Percentage of net assets
Common Stocks t                        99.86%                  
Communication Services    5.36%  
Consumer Discretionary    22.11%  
Healthcare*    31.32%  
Industrials    5.27%  
Information Technology*    35.80%  
Total Value of Securities    99.86%  
Receivables and Other Assets Net of Liabilities    0.14%  
Total Net Assets    100.00%  

Narrow industries are utilized for compliance purposes for concentration whereas broad sectors are used for financial reporting.
* To monitor compliance with the Fund’s concentration guidelines as described in the Fund’s Prospectus and Statement of Additional Information, the Healthcare and Information Technology sectors (as disclosed herein for financial reporting purposes) are subdivided into a variety of “industries” (in accordance with the requirements of the Investment Company Act of 1940, as amended). The Healthcare sector consisted of Commercial Services, Healthcare-Products, Internet and Pharmaceuticals. As of October 31, 2022, such amounts, as a percentage of total net assets were 7.74%, 12.58%, 3.34% and 7.66%, respectively. The Information Technology sector consisted of Commercial Services, Energy-Alternate Sources, Internet, Semiconductors, Software and Telecommunications. As of October 31, 2022, such amounts, as a percentage of total net assets were 4.58%, 2.67%, 2.18%, 2.73%, 19.63% and 4.01%, respectively. The percentage in any such single industry will comply with the Fund’s concentration policy even if the percentage in the Healthcare and Information Technology sectors for financial reporting purposes may exceed 25%.

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Holdings are for informational purposes only and are subject to change at any time. They are not a recommendation to buy, sell, or hold any security.

Top 10 equity holdings  Percentage of net assets
Progyny                         7.74%                   
Inspire Medical Systems    6.32%  
Inari Medical    6.27%  
Bill.com Holdings    4.64%  
Shift4 Payments Class A    4.58%  
Dexcom    4.57%  
Trade Desk Class A    4.17%  
Arista Networks    4.01%  
Chewy Class A    3.96%  
Chipotle Mexican Grill    3.80%  

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Schedule of investments  
Delaware Select Growth Fund October 31, 2022

       Number of
shares
       Value (US $) 
Common Stocks – 99.86% t        
Communication Services – 5.36%          
Alphabet Class A †   22,950   $2,169,005 
Trade Desk Class A †   141,658    7,541,872 
         9,710,877 
Consumer Discretionary – 22.11%          
Amazon.com †   40,630    4,162,137 
Chewy Class A †   184,833    7,158,582 
Chipotle Mexican Grill †   4,595    6,884,826 
Lululemon Athletica †   15,895    5,230,091 
Tesla †   29,654    6,747,471 
TopBuild †   16,715    2,843,890 
Ulta Beauty †   10,161    4,261,219 
YETI Holdings †   84,851    2,722,020 
         40,010,236 
Healthcare – 31.32%          
Dexcom †   68,515    8,275,242 
Figs Class A †   817,830    6,035,585 
Inari Medical †   147,616    11,356,099 
Inspire Medical Systems †   58,658    11,435,377 
Pacira BioSciences †   107,716    5,575,380 
Progyny †   315,003    14,008,184 
         56,685,867 
Industrials – 5.27%          
SiteOne Landscape Supply †   23,589    2,733,257 
Trex †   38,005    1,827,660 
Uber Technologies †   187,157    4,972,762 
         9,533,679 
Information Technology – 35.80%          
Advanced Micro Devices †   17,162    1,030,750 
Arista Networks †   60,075    7,260,664 
Bill.com Holdings †   62,925    8,391,678 
Cloudflare Class A †   67,650    3,810,048 
Datadog Class A †   70,137    5,646,730 
Enphase Energy †   15,760    4,838,320 
HubSpot †   10,295    3,053,085 
Intuit   2,940    1,256,850 
Marvell Technology   71,604    2,841,247 
Microsoft   22,138    5,138,894 
NVIDIA   7,843    1,058,570 
Palo Alto Networks †   23,022    3,950,345 

14


Table of Contents

       Number of
shares
       Value (US $) 
Common Stocks t (continued)        
Information Technology (continued)          
ServiceNow †   10,668   $4,488,454 
Shift4 Payments Class A †   180,255    8,286,322 
Snowflake Class A †   23,310    3,736,593 
         64,788,550 
Total Common Stocks (cost $220,330,599)        180,729,209 
Total Value of Securities–99.86%
(cost $220,330,599)
       $180,729,209 

t Narrow industries are utilized for compliance purposes for concentration whereas broad sectors are used for financial reporting.
Non-income producing security.

See accompanying notes, which are an integral part of the financial statements.

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Statement of assets and liabilities  
Delaware Select Growth Fund October 31, 2022

Assets:         
Investments, at value*  $180,729,209 
Cash   1,444,971 
Receivable for securities sold   1,072,478 
Receivable for fund shares sold   178,602 
Foreign tax reclaims receivable   40,584 
Prepaid expenses   16,971 
Other assets   2,450 
Total Assets   183,485,265 
Liabilities:     
Payable for securities purchased   2,075,290 
Other accrued expenses   188,846 
Payable for fund shares redeemed   112,206 
Investment management fees payable to affiliates   88,540 
Distribution fees payable to affiliates   33,506 
Administration expenses payable to affiliates   10,427 
Distribution payable   401 
Total Liabilities   2,509,216 
Total Net Assets  $180,976,049 
      
Net Assets Consist of:     
Paid-in capital  $250,405,095 
Total distributable earnings (loss)   (69,429,046)
Total Net Assets  $180,976,049 

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Net Asset Value         
      
Class A:     
Net assets  $152,320,895 
Shares of beneficial interest outstanding, unlimited authorization, no par   7,818,583 
Net asset value per share  $19.48 
Sales charge   5.75%
Offering price per share, equal to net asset value per share /
(1 - sales charge)
  $20.67 
      
Class C:     
Net assets  $2,378,553 
Shares of beneficial interest outstanding, unlimited authorization, no par   305,139 
Net asset value per share  $7.79 
      
Class R:     
Net assets  $973,702 
Shares of beneficial interest outstanding, unlimited authorization, no par   57,539 
Net asset value per share  $16.92 
      
Institutional Class:     
Net assets  $25,302,899 
Shares of beneficial interest outstanding, unlimited authorization, no par   1,090,752 
Net asset value per share  $23.20 
      
* Investments, at cost        $220,330,599 

See accompanying notes, which are an integral part of the financial statements.

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Statement of operations  
Delaware Select Growth Fund Year ended October 31, 2022

Investment Income:        
Dividends  $136,982 
      
Expenses:     
Management fees   1,868,536 
Distribution expenses — Class A   517,672 
Distribution expenses — Class C   33,271 
Distribution expenses — Class R   8,854 
Dividend disbursing and transfer agent fees and expenses   370,179 
Accounting and administration expenses   74,298 
Reports and statements to shareholders expenses   51,189 
Legal fees   36,336 
Registration fees   33,873 
Audit and tax fees   32,036 
Trustees’ fees and expenses   10,202 
Custodian fees   8,649 
Other   25,510 
    3,070,605 
Less expenses waived   (194,084)
Less expenses paid indirectly   (530)
Total operating expenses   2,875,991 
Net Investment Income (Loss)   (2,739,009)
      
Net Realized and Unrealized Gain (Loss):     
Net realized gain (loss) on:     
Investments   (27,544,243)
Foreign currencies   (116)
Foreign currency exchange contracts   (6)
Net realized gain (loss)   (27,544,365)
      
Net change in unrealized appreciation (depreciation) on:     
Investments   (159,062,411)
Foreign currencies   (2,502)
Net change in unrealized appreciation (depreciation)   (159,064,913)
Net Realized and Unrealized Gain (Loss)   (186,609,278)
Net Increase (Decrease) in Net Assets Resulting from Operations  $(189,348,287)

See accompanying notes, which are an integral part of the financial statements.

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Statements of changes in net assets
Delaware Select Growth Fund

   Year ended 
   10/31/22   10/31/21 
Increase (Decrease) in Net Assets from Operations:                  
Net investment income (loss)  $(2,739,009)  $(4,051,086)
Net realized gain (loss)   (27,544,365)   24,147,979 
Net change in unrealized appreciation (depreciation)   (159,064,913)   88,041,066 
Net increase (decrease) in net assets resulting from
operations
   (189,348,287)   108,137,959 
           
Dividends and Distributions to Shareholders from:          
Distributable earnings:          
Class A   (15,426,412)   (3,302,845)
Class C   (645,058)   (207,131)
Class R   (181,373)   (36,260)
Institutional Class   (2,514,494)   (539,698)
Return of capital:          
Class A   (1,143,290)    
Class C   (18,348)    
Class R   (9,739)    
Institutional Class   (204,042)    
    (20,142,756)   (4,085,934)
           
Capital Share Transactions:          
Proceeds from shares sold:          
Class A   13,439,891    17,014,507 
Class C   1,111,786    1,636,637 
Class R   902,661    547,420 
Institutional Class   4,735,990    15,064,465 
Net asset value of shares issued upon reinvestment of
dividends and distributions:
          
Class A   16,375,718    3,269,270 
Class C   663,018    206,892 
Class R   191,112    36,257 
Institutional Class   2,704,934    537,045 
    40,125,110    38,312,493 

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Statements of changes in net assets
Delaware Select Growth Fund

   Year ended 
   10/31/22   10/31/21 
Capital Share Transactions (continued):                  
Cost of shares redeemed:          
Class A  $(28,661,716)  $(36,342,300)
Class C   (1,822,038)   (5,211,230)
Class R   (1,918,194)   (503,802)
Institutional Class   (13,594,340)   (17,803,801)
    (45,996,288)   (59,861,133)
Decrease in net assets derived from capital share
transactions
   (5,871,178)   (21,548,640)
Net Increase (Decrease) in Net Assets   (215,362,221)   82,503,385 
           
Net Assets:          
Beginning of year   396,338,270    313,834,885 
End of year  $180,976,049   $396,338,270 

See accompanying notes, which are an integral part of the financial statements.

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Table of Contents

Financial highlights
Delaware Select Growth Fund Class A

Selected data for each share of the Fund outstanding throughout each period were as follows:

Net asset value, beginning of period
 
Income (loss) from investment operations:
Net investment loss1
Net realized and unrealized gain (loss)
Total from investment operations
 
Less dividends and distributions from:
Net realized gain
Return of capital
Total dividends and distributions
 
Net asset value, end of period
 
Total return2
 
Ratios and supplemental data:
Net assets, end of period (000 omitted)
Ratio of expenses to average net assets
Ratio of expenses to average net assets prior to fees waived
Ratio of net investment loss to average net assets
Ratio of net investment loss to average net assets prior to fees waived
Portfolio turnover

1 Calculated using average shares outstanding.
2 Total return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value and does not reflect the impact of a sales charge.
3 Total return during the period reflects waivers by the manager and/or distributor. Performance would have been lower had the waivers not been in effect.
4 The Fund’s portfolio turnover rate increased substantially during the year ended October 31, 2020 due to a change in the Fund’s portfolio managers and associated repositioning.

See accompanying notes, which are an integral part of the financial statements.

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  Year ended       
  10/31/22   10/31/21   10/31/20   10/31/19   10/31/18   
  $41.41   $31.03   $33.70   $39.74   $39.46   
     
     
   (0.30)   (0.42)   (0.26)   (0.16)   (0.17)  
   (19.35)   11.20    9.64    3.75    2.69   
   (19.65)   10.78    9.38    3.59    2.52   
     
     
   (2.13)   (0.40)   (12.05)   (9.63)   (2.24)  
   (0.15)                  
   (2.28)   (0.40)   (12.05)   (9.63)   (2.24)  
     
  $19.48   $41.41   $31.03   $33.70   $39.74   
     
   (50.11%)3   34.92%    27.51%    11.42%3    6.84%3   
     
     
  $ 152,321   $ 325,157   $256,348   $231,410   $241,009   
   1.18%    1.20%    1.24%    1.25%    1.24%   
   1.26%    1.20%    1.24%    1.25%    1.24%   
   (1.13%)   (1.09%)   (0.76%)   (0.48%)   (0.42%)  
   (1.21%)   (1.09%)   (0.76%)   (0.48%)   (0.42%)  
   87%    32%    134%4    48%    51%   

23


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Financial highlights
Delaware Select Growth Fund Class C

Selected data for each share of the Fund outstanding throughout each period were as follows:

Net asset value, beginning of period
 
Income (loss) from investment operations:
Net investment loss1
Net realized and unrealized gain (loss)
Total from investment operations
 
Less dividends and distributions from:
Net realized gain
Return of capital
Total dividends and distributions
 
Net asset value, end of period
 
Total return2
 
Ratios and supplemental data:
Net assets, end of period (000 omitted)
Ratio of expenses to average net assets
Ratio of expenses to average net assets prior to fees waived
Ratio of net investment loss to average net assets
Ratio of net investment loss to average net assets prior to fees waived
Portfolio turnover

1 Calculated using average shares outstanding.
2 Total return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value and does not reflect the impact of a sales charge.
3 Total return during the period reflects waivers by the manager and/or distributor. Performance would have been lower had the waivers not been in effect.
4 The Fund’s portfolio turnover rate increased substantially during the year ended October 31, 2020 due to a change in the Fund’s portfolio managers and associated repositioning.

See accompanying notes, which are an integral part of the financial statements.

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  Year ended       
  10/31/22   10/31/21   10/31/20   10/31/19   10/31/18   
  $18.10   $13.86   $20.37   $27.92   $28.60   
   
     
   (0.20)   (0.31)   (0.29)   (0.25)   (0.33)  
   (7.92)   4.95    5.83    2.33    1.89   
   (8.12)   4.64    5.54    2.08    1.56   
   
     
   (2.13)   (0.40)   (12.05)   (9.63)   (2.24)  
   (0.06)                  
   (2.19)   (0.40)   (12.05)   (9.63)   (2.24)  
   
  $7.79   $18.10   $13.86   $20.37   $27.92   
   
   (50.50%)3    33.86%    26.55%    10.613    6.02%3   
   
     
  $2,378   $5,607   $7,086   $9,578   $13,759   
   1.93%    1.95%    1.99%    2.00%    1.99%   
   2.01%    1.95%    1.99%    2.00%    1.99%   
   (1.88%)   (1.84%)   (1.51%)   (1.23%)   (1.17%)  
   (1.96%)   (1.84%)   (1.51%)   (1.23%)   (1.17%)  
   87%    32%    134%4    48%    51%   

25


Table of Contents

Financial highlights
Delaware Select Growth Fund Class R

Selected data for each share of the Fund outstanding throughout each period were as follows:

Net asset value, beginning of period
 
Income (loss) from investment operations:
Net investment loss1
Net realized and unrealized gain (loss)
Total from investment operations
 
Less dividends and distributions from:
Net realized gain
Return of capital
Total dividends and distributions
 
Net asset value, end of period
 
Total return2
 
Ratios and supplemental data:
Net assets, end of period (000 omitted)
Ratio of expenses to average net assets
Ratio of expenses to average net assets prior to fees waived
Ratio of net investment loss to average net assets
Ratio of net investment loss to average net assets prior to fees waived
Portfolio turnover

1 Calculated using average shares outstanding.
2 Total return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value.
3 Total return during the period reflects waivers by the manager and/or distributor. Performance would have been lower had the waivers not been in effect.
4 The Fund’s portfolio turnover rate increased substantially during the year ended October 31, 2020 due to a change in the Fund’s portfolio managers and associated repositioning.

See accompanying notes, which are an integral part of the financial statements.

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Table of Contents

  Year ended       
  10/31/22   10/31/21   10/31/20   10/31/19   10/31/18   
  $36.37   $27.36   $30.90   $37.29   $37.26   
   
     
   (0.33)   (0.45)   (0.32)   (0.22)   (0.25)  
   (16.86)   9.86    8.83    3.46    2.52   
   (17.19)   9.41    8.51    3.24    2.27   
   
     
   (2.13)   (0.40)   (12.05)   (9.63)   (2.24)  
   (0.13)                  
   (2.26)   (0.40)   (12.05)   (9.63)   (2.24)  
   
  $16.92   $36.37   $27.36   $30.90   $37.29   
   
   (50.25%)3    34.59%   27.15%   11.17%3    6.55%3   
   
     
  $974   $3,343   $2,447   $2,882   $4,100   
   1.43%    1.45%    1.49%    1.50%    1.49%   
   1.51%    1.45%    1.49%    1.50%    1.49%   
   (1.38%)   (1.34%)   (1.01%)   (0.73%)   (0.67%)  
   (1.46%)   (1.34%)   (1.01%)   (0.73%)   (0.67%)  
   87%    32%    134%4    48%    51%   

27


Table of Contents

Financial highlights
Delaware Select Growth Fund Institutional Class

Selected data for each share of the Fund outstanding throughout each period were as follows:

Net asset value, beginning of period
 
Income (loss) from investment operations:
Net investment loss1
Net realized and unrealized gain (loss)
Total from investment operations
 
Less dividends and distributions from:
Net realized gain
Return of capital
Total dividends and distributions
 
Net asset value, end of period
 
Total return2
 
Ratios and supplemental data:
Net assets, end of period (000 omitted)
Ratio of expenses to average net assets
Ratio of expenses to average net assets prior to fees waived
Ratio of net investment loss to average net assets
Ratio of net investment loss to average net assets prior to fees waived
Portfolio turnover

1 Calculated using average shares outstanding.
2 Total return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value.
3 Total return during the period reflects waivers by the manager and/or distributor. Performance would have been lower had the waivers not been in effect.
4 The Fund’s portfolio turnover rate increased substantially during the year ended October 31, 2020 due to a change in the Fund’s portfolio managers and associated repositioning.

See accompanying notes, which are an integral part of the financial statements.

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Table of Contents

  Year ended       
  10/31/22   10/31/21   10/31/20   10/31/19   10/31/18   
  $48.74   $36.37   $37.81   $43.34   $42.73   
     
     
   (0.28)   (0.38)   (0.20)   (0.08)   (0.07)  
   (22.96)   13.15    10.81    4.18    2.92   
   (23.24)   12.77    10.61    4.10    2.85   
     
     
   (2.13)   (0.40)   (12.05)   (9.63)   (2.24)  
   (0.17)                  
   (2.30)   (0.40)   (12.05)   (9.63)   (2.24)  
     
  $23.20   $48.74   $36.37   $37.81   $43.34   
     
   (49.98%)3   35.27%   27.78%   11.71%3   7.10%3  
     
     
  $25,303   $62,231   $47,954   $45,718   $50,287   
   0.93%    0.95%    0.99%    1.00%    0.99%   
   1.01%    0.95%    0.99%    1.00%    0.99%   
   (0.88%)   (0.84%)   (0.51%)   (0.23%)   (0.17%)  
   (0.96%)   (0.84%)   (0.51%)   (0.23%)   (0.17%)  
   87%    32%    134%4    48%    51%  

29


Table of Contents

Notes to financial statements  
Delaware Select Growth Fund October 31, 2022

Voyageur Mutual Funds III (Trust) is organized as a Delaware statutory trust and offers one series: Delaware Select Growth Fund (Fund). The Trust is an open-end investment company. The Fund is considered diversified under the Investment Company Act of 1940, as amended and offers Class A, Class C, Class R, and Institutional Class shares. Class A shares are sold with a maximum front-end sales charge of 5.75%. There is no front-end sales charge when you purchase $1,000,000 or more of Class A shares. However, if Delaware Distributors, L.P. (DDLP) paid your financial intermediary a commission on your purchase of $1,000,000 or more of Class A shares, for shares purchased prior to July 1, 2020, you will have to pay a limited contingent deferred sales charge (Limited CDSC) of 1.00% if you redeem these shares within the first year after your purchase and 0.50% if you redeem shares within the second year; and for shares purchased on or after July 1, 2020, you will have to pay a Limited CDSC of 1.00% if you redeem these shares within the first 18 months after your purchase; unless a specific waiver of the Limited CDSC applies. Class C shares are sold with a contingent deferred sales charge (CDSC) of 1.00%, which will be incurred if redeemed during the first 12 months. Class R and Institutional Class shares are not subject to a sales charge and are offered for sale exclusively to certain eligible investors.

1. Significant Accounting Policies

The Fund follows accounting and reporting guidance under Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946, Financial Services — Investment Companies. The following accounting policies are in accordance with US generally accepted accounting principles (US GAAP) and are consistently followed by the Fund.

Security Valuation — Equity securities, except those traded on the Nasdaq Stock Market LLC (Nasdaq), are valued at the last quoted sales price as of the time of the regular close of the New York Stock Exchange on the valuation date. Equity securities traded on the Nasdaq are valued in accordance with the Nasdaq Official Closing Price, which may not be the last sales price. If, on a particular day, an equity security does not trade, the mean between the bid and the ask prices will be used, which approximates fair value. Equity securities listed on a foreign exchange are normally valued at the last quoted sales price on the valuation date. Generally, other securities and assets for which market quotations are not readily available are valued at fair value as determined in good faith under the direction of the Trust’s Board of Trustees (Board). In determining whether market quotations are readily available or fair valuation will be used, various factors will be taken into consideration, such as market closures or suspension of trading in a security. The Fund may use fair value pricing more frequently for securities traded primarily in non-US markets because, among other things, most foreign markets close well before the Fund values its securities, generally as of 4:00pm ET. The earlier close of these foreign markets gives rise to the possibility that significant events, including broad market moves, government actions or pronouncements, aftermarket trading, or news events may have occurred in the interim. Whenever such a significant event occurs, the Fund may value foreign securities using fair value prices based on third-party vendor modeling tools (international fair value pricing). Restricted securities are valued at fair value using methods approved by the Board.

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Federal and Foreign Income Taxes — No provision for federal income taxes has been made as the Fund intends to continue to qualify for federal income tax purposes as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended, and make the requisite distributions to shareholders. The Fund evaluates tax positions taken or expected to be taken in the course of preparing the Fund’s tax returns to determine whether the tax positions are “more-likely-than-not” of being sustained by the applicable tax authority. Tax positions not deemed to meet the “more-likely-than-not” threshold are recorded as a tax benefit or expense in the current year. Management has analyzed the Fund’s tax positions taken or expected to be taken on the Fund’s federal income tax returns through the year ended October 31, 2022, and for all open tax years (years ended October 31, 2019-October 31, 2021), and has concluded that no provision for federal income tax is required in the Fund’s financial statements. In regard to foreign taxes only, the Fund has open tax years in certain foreign countries in which it invests in that may date back to the inception of the Fund. If applicable, the Fund recognizes interest accrued on unrecognized tax benefits in interest expense and penalties in “Other” on the “Statement of operations.” During the year ended October 31, 2022, the Fund did not incur any interest or tax penalties.

Class Accounting — Investment income, common expenses, and realized and unrealized gain (loss) on investments are allocated to the various classes of the Fund on the basis of daily net assets of each class. Distribution expenses relating to a specific class are charged directly to that class.

Foreign Currency Transactions — Transactions denominated in foreign currencies are recorded at the prevailing exchange rates on the valuation date in accordance with the Fund’s prospectus. The value of all assets and liabilities denominated in foreign currencies is translated daily into US dollars at the exchange rate of such currencies against the US dollar. Transaction gains or losses resulting from changes in exchange rates during the reporting period or upon settlement of the foreign currency transaction are reported in operations for the current period. The Fund generally does not bifurcate that portion of realized gains and losses on investments which is due to changes in foreign exchange rates from that which is due to changes in market prices. These gains and losses are included on the “Statement of operations” under “Net realized gain (loss) on investments.” The Fund reports certain foreign currency related transactions as components of realized gains (losses) for financial reporting purposes, whereas such components are treated as ordinary income (loss) for federal income tax purposes.

Use of Estimates — The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the fair value of investments, the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates and the differences could be material.

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Notes to financial statements
Delaware Select Growth Fund

1. Significant Accounting Policies (continued)

Other — Expenses directly attributable to the Fund are charged directly to the Fund. Other expenses common to various funds within the Delaware Funds by Macquarie® (Delaware Funds) are generally allocated among such fund on the basis of average net assets. Management fees and certain other expenses are paid monthly. Security transactions are recorded on the date the securities are purchased or sold (trade date) for financial reporting purposes. Costs used in calculating realized gains and losses on the sale of investment securities are those of the specific securities sold. Dividend income is recorded on the ex-dividend date and interest income is recorded on the accrual basis. Taxable non-cash dividends are recorded as dividend income. Distributions received from investments in real estate investment trusts are recorded as dividend income on the ex-dividend date, subject to reclassification upon notice of the character of such distributions by the issuer. Foreign dividends are also recorded on the ex-dividend date or as soon after the ex-dividend date that the Fund is aware of such dividends, net of all tax withholdings, a portion of which may be reclaimable. Withholding taxes and reclaims on foreign dividends have been recorded in accordance with the Fund’s understanding of the applicable country’s tax rules and rates. The Fund declares and pays dividends from net investment income and distributions from net realized gain on investments, if any, annually. The Fund may distribute more frequently, if necessary for tax purposes. Dividends and distributions, if any, are recorded on the ex-dividend date.

The Fund receives earnings credits from its custodian when positive cash balances are maintained, which may be used to offset custody fees. There were no such earnings credits for the year ended October 31, 2022.

The Fund receives earnings credits from its transfer agent when positive cash balances are maintained, which may be used to offset transfer agent fees. If the amount earned is greater than $1, the expenses paid under this arrangement are included on the “Statement of operations” under “Dividend disbursing and transfer agent fees and expenses” with the corresponding expenses offset included under “Less expenses paid indirectly.”

2. Investment Management, Administration Agreements, and Other Transactions with Affiliates

In accordance with the terms of its investment management agreement, the Fund pays Delaware Management Company (DMC), a series of Macquarie Investment Management Business Trust and the investment manager, an annual fee which is calculated daily and paid monthly at the rates of 0.75% on the first $500 million of average daily net assets of the Fund, 0.70% on the next $500 million, 0.65% on the next $1.5 billion, and 0.60% on average daily net assets in excess of $2.5 billion.

DMC may permit its affiliates, Macquarie Investment Management Global Limited (MIMGL) and Macquarie Funds Management Hong Kong Limited (together, the “Affiliated Sub-Advisors”), to execute Fund equity security trades on its behalf. DMC may also seek quantitative support from MIMGL. Although the Affiliated Sub-Advisors serve as sub-advisors, DMC has ultimate

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responsibility for all investment advisory services. For these services, DMC, not the Fund, may pay each Affiliated Sub-Advisor a portion of its investment management fee.

DMC has contractually agreed to waive all or a portion, if any, of its management fee and/or pay/reimburse expenses (excluding any distribution and service (12b-1) fees, acquired fund fees and expenses, taxes, interest, short sale dividend and interest expenses, brokerage fees, certain insurance costs, and nonroutine expenses or costs, including, but not limited to, those relating to reorganizations, litigation, conducting shareholder meetings, and liquidations), in order to prevent total annual fund operating expenses from exceeding 0.90% of the Fund’s average daily net assets from February 25, 2022 through February 28, 2023.* Prior to February 25, 2022, the expense waiver was 0.99% of the Fund’s average daily net assets. These waivers and reimbursements may only be terminated by agreement of DMC and the Fund. The waivers and reimbursements are accrued daily and received monthly.

Delaware Investments Fund Services Company (DIFSC), an affiliate of DMC, provides fund accounting and financial administrative oversight services to the Fund. For these services, DIFSC’s fees are calculated daily and paid monthly, based on the aggregate daily net assets of all funds within the Delaware Funds at the following annual rates: 0.00475% of the first $35 billion; 0.0040% of the next $10 billion; and 0.0025% of the next $45 billion; and 0.0015% of aggregate average daily net assets in excess of $90 billion (Total Fee). Each Fund in the Delaware Funds pays a minimum of $4,000, which, in aggregate, is subtracted from the Total Fee. Each Fund then pays its portion of the remainder of the Total Fee on a relative NAV basis. This amount is included on the “Statement of operations” under “Accounting and administration expenses.” For the year ended October 31, 2022, the Fund paid $12,625 for these services.

DIFSC is also the transfer agent and dividend disbursing agent of the Fund. For these services, DIFSC’s fees are calculated daily and paid monthly, based on the aggregate daily net assets of the retail funds within the Delaware Funds at the following annual rates: 0.014% of the first $20 billion; 0.011% of the next $5 billion; 0.007% of the next $5 billion; 0.005% of the next $20 billion; and 0.0025% of average daily net assets in excess of $50 billion. The fees payable to DIFSC under the shareholder services agreement described above are allocated among all retail funds in the Delaware Funds on a relative NAV basis. This amount is included on the “Statement of operations” under “Dividend disbursing and transfer agent fees and expenses.” For the year ended October 31, 2022, the Fund paid $22,699 for these services. Pursuant to a sub-transfer agency agreement between DIFSC and BNY Mellon Investment Servicing (US) Inc. (BNYMIS), BNYMIS provides certain sub-transfer agency services to the Fund. Sub-transfer agency fees are paid by the Fund and are also included on the “Statement of operations” under “Dividend disbursing and transfer agent fees and expenses.” The fees are calculated daily and paid as invoices are received on a monthly or quarterly basis.

Pursuant to a distribution agreement and distribution plan, the Fund pays DDLP, the distributor and an affiliate of DMC, an annual 12b-1 fee of 0.25%, 1.00%, and 0.50% of the average daily net assets of the Class A, Class C, and Class R shares, respectively. These fees are calculated daily and paid monthly. Institutional Class shares do not pay 12b-1 fees.

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Notes to financial statements
Delaware Select Growth Fund

2. Investment Management, Administration Agreements, and Other Transactions with Affiliates (continued)

As provided in the investment management agreement, the Fund bears a portion of the cost of certain resources shared with DMC, including the cost of internal personnel of DMC and/or its affiliates that provide legal and regulatory reporting services to the Fund. For the year ended October 31, 2022, the Fund paid $7,711 for internal legal and regulatory reporting services provided by DMC and/or its affiliates’ employees. This amount is included on the “Statement of operations” under “Legal fees.”

For the year ended October 31, 2022, DDLP earned $7,737 for commissions on sales of the Fund’s Class A shares. For the year ended October 31, 2022, DDLP received gross CDSC commissions of $557 and $88 on redemptions of the Fund’s Class A and Class C shares, respectively, and these commissions were entirely used to offset upfront commissions previously paid by DDLP to broker/dealers on sales of those shares.

Trustees’ fees include expenses accrued by the Fund for each Trustee’s retainer and meeting fees. Certain officers of DMC, DIFSC, and DDLP are officers and/or Trustees of the Trust. These officers and Trustees are paid no compensation by the Fund.

Cross trades for the year ended October 31, 2022 were executed by the Fund pursuant to procedures adopted by the Board designed to ensure compliance with Rule 17a-7 under the 1940 Act. Cross trading is the buying or selling of portfolio securities between funds of investment companies, or between a fund of an investment company and another entity, that are or could be considered affiliates by virtue of having a common investment advisor (or affiliated investment advisors), common directors/trustees and/ or common officers. At its regularly scheduled meetings, the Board reviews report related to the Fund’s compliance with the procedures adopted by the Board. Pursuant to these procedures, for the year ended October 31, 2022, the Fund engaged in Rule 17a-7 securities purchases of $11,905,230. The Fund engaged in Rule 17a-7 securities sales of $6,770,300 for the year ended October 31, 2022, resulting in gains of $3,002,931.

3. Investments

For the year ended October 31, 2022, the Fund made purchases and sales of investment securities other than short-term investments as follows:

Purchases      $221,083,178 
Sales   250,453,512 

The tax cost of investments includes adjustments to net unrealized appreciation (depreciation), which may not necessarily be the final tax cost basis adjustments but approximates the tax basis unrealized gains and losses that may be realized and distributed to shareholders. At

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October 31, 2022, the cost and unrealized appreciation (depreciation) of investments for federal income tax purposes for the Fund were as follows:

Cost of investments      $225,334,386 
Aggregate unrealized appreciation of investments  $6,962,534 
Aggregate unrealized depreciation of investments   (51,567,711)
Net unrealized depreciation of investments  $(44,605,177)

US GAAP defines fair value as the price that the Fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date under current market conditions. A three-level hierarchy for fair value measurements has been established based upon the transparency of inputs to the valuation of an asset or liability. Inputs may be observable or unobservable and refer broadly to the assumptions that market participants would use in pricing the asset or liability. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions that market participants would use in pricing the asset or liability based on the best information available under the circumstances. The Fund’s investment in its entirety is assigned a level based upon the observability of the inputs which are significant to the overall valuation. The three-level hierarchy of inputs is summarized as follows:

Level 1 – Inputs are quoted prices in active markets for identical investments. (Examples: equity securities, open-end investment companies, futures contracts, and exchange-traded options contracts)
   
Level 2 – Other observable inputs, including, but not limited to: quoted prices for similar assets or liabilities in markets that are active, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the assets or liabilities (such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks, and default rates) or other market-corroborated inputs. (Examples: debt securities, government securities, swap contracts, foreign currency exchange contracts, foreign securities utilizing international fair value pricing, broker-quoted securities, and fair valued securities)
   
Level 3 – Significant unobservable inputs, including the Fund’s own assumptions used to determine the fair value of investments. (Examples: broker-quoted securities and fair valued securities)

Level 3 investments are valued using significant unobservable inputs. The Fund may also use an income-based valuation approach in which the anticipated future cash flows of the investment are discounted to calculate fair value. Discounts may also be applied due to the nature or duration of any restrictions on the disposition of the investments. Valuations may also be based upon current market prices of securities that are comparable in coupon, rating, maturity, and industry. The derived value of a Level 3 investment may not represent the value which is received upon disposition and this could impact the results of operations.

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Notes to financial statements
Delaware Select Growth Fund

3. Investments (continued)

The following table summarizes the valuation of the Fund’s investments by fair value hierarchy levels as of October 31, 2022:

   Level 1  
Securities         
Assets:     
Common Stocks  $180,729,209 

During the year ended October 31, 2022, there were no transfers into or out of Level 3 investments. The Fund’s policy is to recognize transfers into or out of Level 3 investments based on fair value at the beginning of the reporting period.

A reconciliation of Level 3 investments is presented when the Fund has a significant amount of Level 3 investments at the beginning, or end of the period in relation to the Fund’s net assets. During the year ended October 31, 2022, there were no Level 3 investments.

4. Dividend and Distribution Information

Income and long-term capital gain distributions are determined in accordance with federal income tax regulations, which may differ from US GAAP. Additionally, distributions from net gains on foreign currency transactions and net short-term gains on sales of investment securities are treated as ordinary income for federal income tax purposes. The tax character of dividends and distributions paid during the years ended October 31, 2022 and 2021 were as follows:

   Year ended 
   10/31/22   10/31/21 
Ordinary income      $8,948,820   $2,471,996 
Long-term capital gains   9,818,517    1,613,938 
Return of capital   1,375,419     
Total  $20,142,756   $4,085,934 

5. Components of Net Assets on a Tax Basis

As of October 31, 2022, the components of net assets on a tax basis were as follows:

Shares of beneficial interest      $250,405,095 
Qualified late year loss deferrals   (2,033,106)
Capital loss carryforwards   (22,790,763)
Net unrealized depreciation on investments and foreign currencies   (44,605,177)
Net assets  $180,976,049 

The differences between book basis and tax basis components of net assets are primarily attributable to tax deferral of losses on wash sales.

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For financial reporting purposes, capital accounts are adjusted to reflect the tax character of permanent book/tax differences. Reclassifications are primarily due to net operating losses, tax treatment of partnership non-deductible expense and the tax treatment of passive foreign investment companies. Results of operations and net assets were not affected by these reclassifications. For the year ended October 31, 2022, the Fund recorded the following reclassifications:

Paid-in capital      $(706,025)
Total distributable earnings (loss)   706,025 

Qualified late year ordinary losses (including currency and specified gain/loss items) represent losses realized January 1, 2022 through October 31, 2022, respectively, that, in accordance with federal income tax regulations, the Funds have elected to defer and treat as having arisen in the following fiscal year.

For federal income tax purposes, capital loss carryforwards may be carried forward and applied against future capital gains.

At October 31, 2022, capital loss carryforwards available to offset future realized capital gains are as follows:

  Loss carryforward character       
  Short-term       Long-term        Total   
  $22,790,763               $—                $22,790,763   

6. Capital Shares

Transactions in capital shares were as follows:

   Year ended
   10/31/22      10/31/21
Shares sold:              
Class A  603,222  453,063
Class C  91,514  96,483
Class R  37,357  16,710
Institutional Class  157,177  342,767
       
Shares issued upon reinvestment of dividends and distributions:      
Class A  465,881  89,938
Class C  46,823  12,931
Class R  6,245  1,133
Institutional Class  64,789  12,580
   1,473,008  1,025,605

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Notes to financial statements
Delaware Select Growth Fund

6. Capital Shares (continued)

    Year ended 
        10/31/22         10/31/21 
           
Shares redeemed:          
Class A   (1,102,578)   (953,247)
Class C   (142,914)   (311,147)
Class R   (77,989)   (15,366)
Institutional Class   (407,951)   (397,122)
    (1,731,432)   (1,676,882)
Net decrease   (258,424)   (651,277)

Certain shareholders may exchange shares of one class for shares of another class in the same Fund. These exchange transactions are included as subscriptions and redemptions in the table above and on the “Statements of changes in net assets.” For the years ended October 31, 2022 and October 31, 2021, the Fund had the following exchange transactions:

    Exchange Redemptions  Exchange Subscriptions    
    Class A
Shares
  Class C
Shares
  Institutional
Class
Shares
  Class A
Shares
  Institutional
Class
Shares
  Value
Year ended                              
10/31/22        4,671        13,370        59        5,456        3,961       $320,897
10/31/21    8,100    57,045        25,074    6,889    1,246,348

7. Line of Credit

The Fund, along with certain other funds in the Delaware Funds (Participants), was a participant in a $355,000,000 revolving line of credit (Agreement) intended to be used for temporary or emergency purposes as an additional source of liquidity to fund redemptions of investor shares. Under the Agreement, the Participants were charged an annual commitment fee of 0.15%, which was allocated across the Participants based on a weighted average of the respective net assets of each Participant. The Participants were permitted to borrow up to a maximum of one-third of their net assets under the Agreement. Each Participant was individually, and not jointly, liable for its particular advances, if any, under the line of credit. The line of credit available under the Agreement expired on October 31, 2022.

On October 31, 2022, the Fund, along with the other Participants, entered into an amendment to the agreement for a $355,000,000 revolving line of credit to be used as described above. It operates substantially the same manner as the Original Agreement. Under the amendment to the agreement, the Participants are charged an annual commitment fee of 0.15%, which is allocated across the Participants based on a weighted average of the respective net assets of each Participant. The line of credit available under the agreement expires on October 30, 2023.

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The Fund had no amounts outstanding as of October 31, 2022, or at any time during the year then ended.

8. Securities Lending

The Fund, along with other funds in the Delaware Funds, may lend its securities pursuant to a security lending agreement (Lending Agreement) with The Bank of New York Mellon (BNY Mellon). At the time a security is loaned, the borrower must post collateral equal to the required percentage of the market value of the loaned security, including any accrued interest. The required percentage is: (1) 102% with respect to US securities and foreign securities that are denominated and payable in US dollars; and (2) 105% with respect to foreign securities. With respect to each loan, if on any business day the aggregate market value of securities collateral plus cash collateral held is less than the aggregate market value of the securities which are the subject of such loan, the borrower will be notified to provide additional collateral by the end of the following business day, which, together with the collateral already held, will be not less than the applicable initial collateral requirements for such security loan. If the aggregate market value of securities collateral and cash collateral held with respect to a security loan exceeds the applicable initial collateral requirement, upon the request of the borrower, BNY Mellon must return enough collateral to the borrower by the end of the following business day to reduce the value of the remaining collateral to the applicable initial collateral requirement for such security loan. As a result of the foregoing, the value of the collateral held with respect to a loaned security on any particular day, may be more or less than the value of the security on loan. The collateral percentage with respect to the market value of the loaned security is determined by the security lending agent.

Cash collateral received by each fund of the Trust is generally invested in a series of individual separate accounts, each corresponding to a fund. The investment guidelines permit each separate account to hold certain securities that would be considered eligible securities for a money market fund. Cash collateral received is generally invested in government securities; certain obligations issued by government sponsored enterprises; repurchase agreements collateralized by US Treasury securities; obligations issued by the central government of any Organization for Economic Cooperation and Development (OECD) country or its agencies, instrumentalities, or establishments; obligations of supranational organizations; commercial paper, notes, bonds, and other debt obligations; certificates of deposit, time deposits, and other bank obligations; certain money market funds; and asset-backed securities. The Fund can also accept US government securities and letters of credit (non-cash collateral) in connection with securities loans.

In the event of default or bankruptcy by the lending agent, realization and/or retention of the collateral may be subject to legal proceedings. In the event the borrower fails to return loaned securities and the collateral received is insufficient to cover the value of the loaned securities and provided such collateral shortfall is not the result of investment losses, the lending agent has agreed to pay the amount of the shortfall to the Fund or, at the discretion of the lending agent, replace the loaned securities. The Fund continues to record dividends or interest, as applicable,

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Notes to financial statements
Delaware Select Growth Fund

8. Securities Lending (continued)

on the securities loaned and is subject to changes in value of the securities loaned that may occur during the term of the loan. The Fund has the right under the Lending Agreement to recover the securities from the borrower on demand. With respect to security loans collateralized by non-cash collateral, the Fund receives loan premiums paid by the borrower. With respect to security loans collateralized by cash collateral, the earnings from the collateral investments are shared among the Fund, the security lending agent, and the borrower. The Fund records security lending income net of allocations to the security lending agent and the borrower.

The Fund may incur investment losses as a result of investing securities lending collateral. This could occur if an investment in the collateral investment account defaulted or became impaired. Under those circumstances, the value of the Fund’s cash collateral account may be less than the amount the Fund would be required to return to the borrowers of the securities and the Fund would be required to make up for this shortfall.

During the year ended October 31, 2022, the Fund had no securities out on loan.

9. Credit and Market Risk

Beginning in January 2020, global financial markets have experienced and may continue to experience significant volatility resulting from the spread of a novel coronavirus known as COVID-19. The outbreak of COVID-19 has resulted in travel and border restrictions, quarantines, supply chain disruptions, lower consumer demand, and general market uncertainty. The effects of COVID-19 have and may continue to adversely affect the global economy, the economies of certain nations, and individual issuers, all of which may negatively impact the Fund’s performance.

Investments in equity securities in general are subject to market risks that may cause their prices to fluctuate over time. Fluctuations in the value of equity securities in which the Fund invests will cause the NAV of the Fund to fluctuate.

The Fund invests in growth stocks (such as those in the technology sector), which reflect projections of future earnings and revenue. These prices may rise or fall dramatically depending on whether those projections are met. These companies’ stock prices may be more volatile, particularly over the short term.

The Fund invests a significant portion of its assets in small- and mid-sized companies and may be subject to certain risks associated with ownership of securities of such companies. Investments in small- or mid-sized companies may be more volatile than investments in larger companies for a number of reasons, which include limited financial resources or a dependence on narrow product lines.

Some countries in which the Fund may invest require governmental approval for the repatriation of investment income, capital, or the proceeds of sales of securities by foreign investors. In addition, if there is deterioration in a country’s balance of payments or for other reasons, a country may impose temporary restrictions on foreign capital remittances abroad.

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The securities exchanges of certain foreign markets are substantially smaller, less liquid, and more volatile than the major securities markets in the US. Consequently, acquisition and disposition of securities by the Fund may be inhibited. In addition, a significant portion of the aggregate market value of equity securities listed on the major securities exchanges in emerging markets is held by a smaller number of investors. This may limit the number of shares available for acquisition or disposition by the Fund.

The Fund may invest up to 15% of its net assets in illiquid securities, which may include securities with contractual restrictions on resale, securities exempt from registration under Rule 144A promulgated under the Securities Act of 1933, as amended, and other securities which may not be readily marketable. The relative illiquidity of these securities may impair the Fund from disposing of them in a timely manner and at a fair price when it is necessary or desirable to do so. While maintaining oversight, the Board has delegated to DMC, the day-to-day functions of determining whether individual securities are liquid for purposes of the Fund’s limitation on investments in illiquid securities. Securities eligible for resale pursuant to Rule 144A, which are determined to be liquid, are not subject to the Fund’s 15% limit on investments in illiquid securities. As of October 31, 2022, there were no Rule 144A securities held by the Fund.

Beginning in late February 2022, global financial markets have experienced and may continue to experience significant volatility related to military action by Russia in Ukraine. As a result of this military action, the US and many other countries have imposed sanctions on Russia and certain Russian individuals, banks and corporations. The ongoing hostilities and resulting sanctions are expected to have a severe adverse effect on the region’s economies and more globally, including significant negative impact on markets for certain securities and commodities, such as oil and natural gas. Any cessation of trading on the Russian securities markets will impact the value and liquidity of certain portfolio holdings. The extent and duration of military action, sanctions, and resulting market disruptions are impossible to predict, but could be substantial and prolonged and impact your Fund’s performance.

10. Contractual Obligations

The Fund enters into contracts in the normal course of business that contain a variety of indemnifications. The Fund’s maximum exposure under these arrangements is unknown. However, the Fund has not had prior claims or losses pursuant to these contracts. Management has reviewed the Fund’s existing contracts and expects the risk of loss to be remote.

11. Subsequent Events

Management has determined that no material events or transactions occurred subsequent to October 31, 2022, that would require recognition or disclosure in the Fund’s financial statements.

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Report of independent
registered public accounting firm

To the Board of Trustees of Voyageur Mutual Funds III and Shareholders of Delaware Select Growth Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Delaware Select Growth Fund (constituting Voyageur Mutual Funds III, referred to hereafter as the “Fund”) as of October 31, 2022, the related statement of operations for the year ended October 31, 2022, the statements of changes in net assets for each of the two years in the period ended October 31, 2022, including the related notes, and the financial highlights for each of the five years in the period ended October 31, 2022 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of October 31, 2022, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period ended October 31, 2022 and the financial highlights for each of the five years in the period ended October 31, 2022 in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of October 31, 2022 by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

/s/Pricewaterhouse Coopers LLP

Philadelphia, Pennsylvania

December 21, 2022

We have served as the auditor of one or more investment companies in Delaware Funds by Macquarie® since 2010.

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Other Fund information (Unaudited)
Delaware Select Growth Fund

Liquidity Risk Management Program

The Securities and Exchange Commission (the “SEC”) has adopted Rule 22e-4 under the Investment Company Act of 1940 (the “Liquidity Rule”), which requires all open-end funds (other than money market funds) to adopt and implement a program reasonably designed to assess and manage the fund’s “liquidity risk,” defined as the risk that the fund could not meet requests to redeem shares issued by the fund without significant dilution of remaining investors’ interests in the fund.

The Fund has adopted and implemented a liquidity risk management program in accordance with the Liquidity Rule (the “Program”). The Board has designated a member of the US Operational Risk Group of Macquarie Asset Management as the Program Administrator for each Fund in the Trust.

As required by the Liquidity Rule, the Program includes policies and procedures that provide for: (1) assessment, management, and review (no less frequently than annually) of the Fund’s liquidity risk; (2) classification of each of the Fund’s portfolio holdings into one of four liquidity categories (Highly Liquid, Moderately Liquid, Less Liquid, and Illiquid); (3) for funds that do not primarily hold assets that are Highly Liquid, establishing and maintaining a minimum percentage of the Fund’s net assets in Highly Liquid investments (called a “Highly Liquid Investment Minimum” or “HLIM”); and (4) prohibiting the Fund’s acquisition of Illiquid investments if, immediately after the acquisition, the Fund would hold more than 15% of its net assets in Illiquid assets. The Program also requires reporting to the SEC (on a non-public basis) and to the Board if the Fund’s holdings of Illiquid assets exceed 15% of the Fund’s net assets. Funds with HLIMs must have procedures for addressing HLIM shortfalls, including reporting to the Board and, with respect to HLIM shortfalls lasting more than seven consecutive calendar days, reporting to the SEC (on a non-public basis).

In assessing and managing the Fund’s liquidity risk, the Program Administrator considers, as relevant, a variety of factors, including: (1) the Fund’s investment strategy and liquidity of portfolio investments during both normal and reasonably foreseeable stressed conditions; (2) short-term and long-term cash flow projections for the Fund during both normal and reasonably foreseeable stressed conditions; and (3) the Fund’s holdings of cash and cash equivalents and any borrowing arrangements. Classification of the Fund’s portfolio holdings in the four liquidity categories is based on the number of days it is reasonably expected to take to convert the investment to cash (for Highly Liquid and Moderately Liquid holdings) or to sell or dispose of the investment (for Less Liquid and Illiquid investments), in current market conditions without significantly changing the investment’s market value. The Fund primarily holds assets that are classified as Highly Liquid, and therefore is not required to establish an HLIM.

At a meeting of the Board held on May 17-19, 2022, the Program Administrator provided the required written annual report to the Board addressing the Program’s operation and assessing the adequacy and effectiveness of its implementation for the period from April 1, 2021 through March 31, 2022. The report concluded that the Program is appropriately designed and effectively implemented and that it meets the requirements of Rule 22e-4 and the Fund’s liquidity needs. The Fund’s HLIM is set at an appropriate level and the Fund complied with its HLIM at all times during the reporting period.

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Other Fund information (Unaudited)
Delaware Select Growth Fund

Tax Information

The information set forth below is for the Fund’s fiscal year as required by federal income tax laws. Shareholders, however, must report distributions on a calendar year basis for income tax purposes, which may include distributions for portions of two fiscal years of the Fund. Accordingly, the information needed by shareholders for income tax purposes will be sent to them in January of each year. Please consult your tax advisor for proper treatment of this information.

All disclosures are based on financial information available as of the date of this annual report and, accordingly are subject to change. For any and all items requiring reporting, it is the intention of the Fund to report the maximum amount permitted under the Internal Revenue Code and the regulations thereunder.

For the fiscal year ended October 31, 2022, the Fund reports distributions paid during the year as follows:

(A) Long-Term Capital Gain Distributions (Tax Basis)       48.74%
(B) Ordinary Income Distributions (Tax Basis)*   44.43%
(C) Return of Capital (Tax Basis)   6.83%
Total Distributions (Tax Basis)   100.00%

 

(A),(B) and (C) are based on a percentage of the Fund’s total distributions.

Board Consideration of Investment Management Agreement and Sub-Advisory Agreements at a Meeting Held on August 9-11, 2022

At a meeting held on August 9-11, 2022 (the “Annual Contract Renewal Meeting”), the Board of Trustees (the “Board”), including a majority of Trustees each of whom is not an “interested person” as defined under the Investment Company Act of 1940 (the “Independent Trustees”), approved the renewal of the Delaware Select Growth Fund (the “Fund”) Investment Management Agreement with Delaware Management Company (“DMC”); and the Sub-Advisory Agreements with Macquarie Investment Management Global Limited (“MIMGL”) and Macquarie Funds Management Hong Kong Limited (“MFMHKL” and together with MIMGL, the “Affiliated Sub-Advisers”).

Prior to the Meeting, including at a Board meeting held in May 2022, the Trustees conferred extensively among themselves and with representatives of DMC about these matters. Also, the Board was assisted by the applicable Investment Committee, with each Investment Committee assisting the full Board in the discharge of its duties in reviewing investment performance and other matters throughout the year. The Independent Trustees were assisted in their evaluation of the Investment Management Agreement and the Sub-Advisory Agreements by independent legal counsel, from whom they received separate legal advice and with whom they met separately.

In providing information to the Board, DMC was guided by a detailed set of requests for information submitted to them by independent legal counsel on behalf of the Independent Trustees at the start of the Board’s annual contract renewal process earlier in 2022. In

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considering and approving the Investment Management Agreement and the Sub-Advisory Agreements, the Trustees considered the information they believed 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 DMC about various topics. In this regard, the Board reviewed reports of DMC at each of its quarterly meetings, which included information about, among other things, Fund performance, investment strategies, and expenses. In addition, the Investment Committees confer with portfolio managers at various times throughout the year. In considering information relating to the approval of the Fund’s Investment Management Agreement and the Sub-Advisory Agreements, the Independent Trustees also received information from an independent fund consultant, JDL Consultants, LLC (“JDL”).

The Board did not identify any particular information or consideration that was all-important or controlling, and each individual Trustee may have attributed different weights to various factors.

After its deliberations, the Board unanimously approved the continuation of the Investment Management Agreement and the Sub-Advisory Agreements for a one-year term. The following summarizes a number of important, but not necessarily all, factors considered by the Board in support of its approval.

Nature, extent, and quality of services. The Board received and considered various information regarding the nature, extent, and quality of the advisory services provided to the Fund by DMC under its Investment Management Agreement, and the experience of the officers and employees of DMC who provide these services, including the Fund’s portfolio managers. The Board’s review included consideration of DMC’s investment process and oversight and research and analysis capabilities, and its ability to attract and retain qualified investment professionals. The Board considered information regarding DMC’s programs for risk management, including investment, operational, liquidity, valuation, and compliance risks. The Board received information with respect to the cybersecurity program and business continuity plans of DMC and its affiliates. The Board also considered non-advisory services that DMC and its affiliates provide to the Delaware Funds, including third party oversight, transfer agent, internal audit, valuation, portfolio trading, and legal and compliance. The Board took into account the benefits to shareholders of investing in a Fund that is part of a family of funds managed by an affiliate of Macquarie Group Ltd. (“Macquarie”), the parent company of DMC, and the resources available to DMC as part of Macquarie’s global asset management business.

The Board received and considered various information with respect to the services provided by the Affiliated Sub-Advisers under the Sub-Advisory Agreements and the credentials and experience of the officers and employees of the Affiliated Sub-Advisers who provide these services. The Board considered the division of responsibilities between DMC and the Affiliated Sub-Advisers and the oversight provided by DMC. The Board considered the expertise of the Affiliated Sub-Advisers with respect to certain asset classes and/or investment styles. The Affiliated Sub-Advisers are part of Macquarie’s global investment platform that has offices and personnel that are located around the world. As a result, the Board noted that DMC had noted that the Affiliated Sub-Advisers can provide research, investment, and trading analysis on the markets and economies of various countries in which the Fund may invest; make

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Other Fund information (Unaudited)
Delaware Select Growth Fund

Board Consideration of Investment Management Agreement and Sub-Advisory Agreements at a Meeting Held on August 9-11, 2022 (continued)

recommendations regarding securities; and assist with security trades, as applicable. The Board took into account that the Sub-Advisory Agreements may benefit the Fund and its shareholders by permitting DMC to use the resources and talents of the Affiliated Sub-Advisers in managing the Fund.

The Board concluded that, overall, it was satisfied with the nature, extent, and quality of services provided (and expected to be provided) to the Fund by DMC and the Affiliated Sub-Advisers.

Investment performance. The Board received and considered information with respect to the investment performance of the Fund, including performance reports and discussions with portfolio managers at meetings of the Board’s Investment Committees throughout the year as well as reports provided by Broadridge Financial Solutions, an independent investment company data provider (“Broadridge”), furnished for the Annual Contract Renewal Meeting. The Broadridge reports prepared for the Fund showed its investment performance in comparison to a group of similar funds (the “Performance Universe”). The Board received a description of the methodology used by Broadridge to select the funds in the Performance Universe. Comparative annualized performance for the Fund was shown for the past 1-, 3-, 5-, and 10-year periods and since inception, as applicable, ended December 31, 2021.

The Performance Universe for the Fund consisted of the Fund and all retail and institutional multi-cap growth funds, regardless of asset size or primary channel of distribution. The Board noted that the Broadridge report comparison showed that the Fund’s total return for the 1-, 3-, 5-, and 10-year periods was in the fourth quartile of its Performance Universe. The Broadridge report comparison showed that the Fund’s total return for the 1-, 3-, 5-, and 10-year periods was below the median of its Performance Universe. The Board also noted that the Fund underperformed its benchmark index for the 1-, 3-, 5-, and 10-year periods. The Board noted the explanations from DMC concerning the reasons for the Fund’s relative underperformance versus the Performance Universe and its benchmark for the various periods. The Board also noted that the investment performance of the current portfolio manager only began as of July 2020.

Comparative expenses. The Board received and considered expense data for the Fund. Management provided the Board with information on pricing levels and fee structures for the Fund as of its most recently completed fiscal year. The Board also considered on the comparative analysis of contractual management fees and actual total expense ratios of the Fund versus contractual management fees and actual total expense ratios of a group of similar funds as selected by Broadridge (the “Expense Group”). In reviewing comparative costs, the Fund’s contractual management fee and the actual management fee incurred by the Fund were compared with the contractual management fees (assuming all funds were similar in size to the Fund) and actual management fees, taking into account any applicable breakpoints and fee waivers, with the Fund’s expense universe, which is comprised of the Fund, its Expense Group and all other similar institutional funds, excluding outliers (the “Expense Universe”). The Fund’s total expenses were also compared with those of its Expense Universe. The Broadridge total

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expenses, for comparative consistency, were shown by Broadridge for Institutional Class shares and comparative total expenses including 12b-1 and non-12b-1 service fees.

The expense comparisons for the Fund showed that its actual management fee was above the median of its Expense Universe and its actual total expenses were above its Expense Group average.

The Board also received and considered information about the nature and extent of services offered and fee rates charged by DMC to other types of clients with investment strategies similar to those of the Fund. In this regard, the Board received information about the significantly greater scope of services, and compliance, reporting, and other legal burdens and risks of managing registered investment companies compared with those associated with managing assets of other types of clients, including third-party sub-advised fund clients, unregistered funds, and separately managed accounts.

The Board noted that DMC, and not the Fund, pays the sub-advisory fees to the Affiliated Sub-Advisers and, accordingly, that the retention of the Affiliated Sub-Advisers does not increase the fees and expenses incurred by the Fund.

Based on its consideration of the factors and information it deemed relevant, including those described here, the Board determined that the compensation payable to DMC under the Investment Management Agreement and to the Affiliated Sub-Advisers under the Sub-Advisory Agreements was reasonable.

Economies of scale. The Board received and considered information about the potential for DMC to realize economies of scale in the provision of management services to the Fund, the difficulties of calculating economies of scale at an individual Fund level, and the extent to which potential scale benefits are shared with shareholders, including the extent to which any economies of scale are reflected in the level of management fees charged. DMC discussed its advisory fee pricing and structure for the Delaware Funds complex, including the current breakpoints. The Board noted that the Fund may also benefit from economies of scale through initial fee setting, fee waivers, and expense reimbursements, as well as DMC’s investment in its business, including investments in business infrastructure, technology, and cybersecurity.

Management profitability. The Board received and considered the Investment Management Profitability Analysis that addressed the overall profitability of DMC’s business in providing management and other services to the Fund and the Delaware Funds as a whole, including the methodology used by DMC in allocating costs for the purpose of determining profitability. The Board also reviewed a report prepared by JDL regarding DMC’s profitability as compared to certain peer fund complexes and the Independent Trustees discussed DMC’s profitability in such context with representatives from JDL. Based on its review, the Board determined that DMC’s profitability was not excessive in light of the nature, extent, and quality of the services provided to the Fund.

Ancillary benefits. The Board received and considered information regarding the extent to which DMC and its affiliates might derive ancillary benefits from fund operations, including the potential for procuring additional business as a result of the prestige and visibility associated with its role as investment manager to the Delaware Funds; the benefits from allocation of fund

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Other Fund information (Unaudited)
Delaware Select Growth Fund

Board Consideration of Investment Management Agreement and Sub-Advisory Agreements at a Meeting Held on August 9-11, 2022 (continued)

brokerage to improve trading efficiencies; and the fees that various affiliates received for serving as transfer agent and for overseeing fund accounting and financial administration services to the Delaware Funds. The Board received information from DMC regarding its view of the performance of its affiliates in providing transfer agent and fund accounting and financial administration oversight services and the organizational structure employed to provide these services pursuant to their contracts with the Fund.

Based on its consideration of the factors and information it deemed relevant, including the costs of providing investment management and other services to the Fund and the ongoing commitment of DMC and its affiliates to the Fund, the Board did not find that any ancillary benefits received by DMC and its affiliates were unreasonable.

Conclusion. Based on its review, consideration, and evaluation of all factors it believed relevant, including the above-described factors and conclusions, the Board, including all of the Independent Trustees, approved the continuation of DMC’s Investment Management Agreement and of the Affiliated Sub-Advisers’ Sub-Advisory Agreements for an additional one-year period.

Form N-PORT and proxy voting information

The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (SEC) for the first and third quarters of each fiscal year on Form N-PORT. The Fund’s Form N-PORT, as well as a description of the policies and procedures that the Fund uses to determine how to vote proxies (if any) relating to portfolio securities, are available without charge (i) upon request, by calling 800 523-1918; and (ii) on the SEC’s website at sec.gov. In addition, a description of the policies and procedures that the Fund uses to determine how to vote proxies (if any) relating to portfolio securities and the Schedule of Investments included in the Fund’s most recent Form N-PORT are available without charge on the Fund’s website at delawarefunds.com/literature.

Information (if any) regarding how the Fund voted proxies relating to portfolio securities during the most recently disclosed 12-month period ended June 30 is available without charge (i) through the Fund’s website at delawarefunds.com/proxy; and (ii) on the SEC’s website at sec.gov.

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Board of trustees / directors and officers addendum
Delaware Funds by Macquarie®

A mutual fund is governed by a Board of Trustees/Directors (“Trustees”), which has oversight responsibility for the management of a fund’s business affairs. Trustees establish procedures and oversee and review the performance of the investment manager, the distributor, and others who perform services for the fund. The independent fund trustees, in particular, are advocates for shareholder interests. Each trustee has served in that capacity since he or she was elected to or appointed to the Board of Trustees, and will continue to serve until his or her retirement or the election of a new trustee in his or her place. The following is a list of the Trustees and Officers with certain background and related information.

Name,
Address,
and Birth Date
      Position(s)
Held with
the Trust
      Length of Time
Served1
      Number of
Funds in Fund
Complex Overseen
by Trustee
      Principal
Occupation(s)
During the
Past Five Years
      Other
Directorships
Held by Trustee
During the
Past Five Years
Interested Trustee              
                
Shawn K. Lytle2
100 Independence
610 Market Street
Philadelphia, PA
19106-2354
February 1970
  President, Chief Executive Officer, and Trustee 

President and Chief Executive Officer since August 2015

Trustee since September 2015

  127  Macquarie Asset Management3 (2015–Present)
-Global Head of Macquarie Asset Management Public Investments (2019–Present)
-Head of Americas of Macquarie Group (2017–Present)
-Deputy Global Head of Macquarie Asset Management (2017–2019)
-Head of Macquarie Asset Management Americas (2015–2017)
  None

49


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Board of trustees / directors and officers addendum
Delaware Funds by Macquarie®

Name,
Address,
and Birth Date
       Position(s)
Held with
the Trust
       Length of Time
 Served1
       Number of
Funds in Fund
Complex Overseen
by Trustee
        Principal
Occupation(s)
During the
Past Five Years
       Other
Directorships
Held by Trustee
During the
Past Five Years
Independent Trustees           
            
Jerome D.
Abernathy
100 Independence
610 Market Street
Philadelphia, PA
19106-2354
July 1959
  Trustee  Since January 2019  127  Stonebrook Capital Management, LLC (financial technology: macro factors and databases)
-Managing Member (1993-Present)
  None
                
Thomas L. Bennett
100 Independence
610 Market Street
Philadelphia, PA
19106-2354
October 1947
  Chair and Trustee  Trustee since March 2005 Chair since March 2015  127  Private Investor (2004–Present)  None
                
Ann D. Borowiec
100 Independence
610 Market Street
Philadelphia, PA
19106-2354
November 1958
  Trustee  Since March 2015  127  J.P. Morgan Chase & Co. (1987-2013)
-Chief Executive Officer, Private Wealth Management (2011–2013)
  Banco Santander International (2016–2019) Santander Bank, N.A. (2016-2019)

50


Table of Contents

Name,
Address,
and Birth Date
       Position(s)
Held with
the Trust
       Length of Time
Served1
       Number of
 Funds in Fund
 Complex Overseen
 by Trustee
       Principal
 Occupation(s)
 During the
 Past Five Years
       Other
 Directorships
 Held by Trustee
 During the
 Past Five Years
                
Joseph W. Chow
100 Independence
610 Market Street
Philadelphia, PA
19106-2354
January 1953
  Trustee  Since January 2013  127  Private Investor (2011–Present)  None
                
H. Jeffrey Dobbs
100 Independence
610 Market Street
Philadelphia, PA
19106-2354
May 1955
  Trustee  Since April 20194  127  KPMG LLP (2002-2015)
-Global Sector Chairman, Industrial Manufacturing (2010-2015)
  TechAccel LLC (2015–Present) PatientsVoices, Inc. (2018–Present) Valparaiso University Board (2012-Present) Ivy Funds Complex (2019-2021)

51


Table of Contents

Board of trustees / directors and officers addendum
Delaware Funds by Macquarie®

Name,
 Address,
 and Birth Date
  Position(s)
 Held with
 the Trust
  Length of Time
 Served1
  Number of
 Funds in Fund
 Complex Overseen
 by Trustee
  Principal
 Occupation(s)
 During the
 Past Five Years
  Other
 Directorships
 Held by Trustee
 During the
 Past Five Years
                
John A. Fry
100 Independence
610 Market Street
Philadelphia, PA
19106-2354
May 1960
       Trustee       Since January 2001       127       Drexel University
-President (2010–Present)
       Federal Reserve Bank of Philadelphia (2020–Present) FS Credit Real Estate Income Trust, Inc.
(2018–Present)
vTv Therapeutics Inc. (2017–Present) Community Health Systems (2004–Present) Drexel Morgan & Co. (2015–2019)

52


Table of Contents

Name,
Address,
and Birth Date
       Position(s)
Held with
the Trust
       Length of Time
Served1
       Number of
Funds in Fund
Complex Overseen
by Trustee
       Principal
Occupation(s)
During the
Past Five Years
       Other
 Directorships
 Held by Trustee
 During the
 Past Five Years
                
Joseph Harroz, Jr.
100 Independence 610 Market Street
Philadelphia, PA
19106-2354
January 1967
  Trustee  Since November 19984  127  University of Oklahoma
-President (2020–Present)
-Interim President (2019–2020)
-Vice President and Dean, College of Law
(2010–2019) Brookhaven Investments LLC (commercial enterprises)
-Managing Member (2019–Present) St. Clair, LLC (commercial enterprises)
-Managing Member (2019–Present)
  OU Medicine, Inc. (2020–Present) Big 12 Athletic Conference (2019-Present) Valliance Bank (2007–Present) Ivy Funds Complex (1998-2021)

53


Table of Contents

Board of trustees / directors and officers addendum
Delaware Funds by Macquarie®

Name,
Address,
and Birth Date
       Position(s)
 Held with
 the Trust
       Length of Time
Served1
       Number of
 Funds in Fund
 Complex Overseen
 by Trustee
       Principal
 Occupation(s)
 During the
 Past Five Years
       Other
 Directorships
 Held by Trustee
 During the
 Past Five Years
                
Sandra A.J.
 Lawrence
100 Independence
 610 Market Street
 Philadelphia, PA
 19106-2354
 September 1957
  Trustee  Since April 20194  127  Children’s Mercy Hospitals and Clinics (2005–2019)
-Chief Administrative Officer
(2016–2019)
  Brixmor Property Group Inc. (2021-Present) Sera Prognostics Inc. (biotechnology) (2021-Present) Recology (resource recovery) (2021-Present) Evergy, Inc., Kansas City Power & Light Company, KCP&L Greater Missouri Operations Company, Westar Energy, Inc. and Kansas Gas and Electric Company (related utility companies) (2018-Present) National Association of Corporate Directors (2017-Present)
Ivy Funds Complex (2019-2021) American Shared Hospital Services (medical device) (2017-2021)
Westar Energy (utility) (2004-2018)

54


Table of Contents

Name,
Address,
 and Birth Date
  Position(s)
Held with
the Trust
  Length of Time
Served1
  Number of
Funds in Fund
Complex Overseen
by Trustee
  Principal
Occupation(s)
During the
Past Five Years
  Other
Directorships
Held by Trustee
During the
Past Five Years
                
Frances A.
 Sevilla-Sacasa
 100 Independence
 610 Market Street
 Philadelphia, PA
 19106-2354
 January 1956
  Trustee  Since September 2011  127  Banco Itaú International
-Chief Executive Officer (2012–2016)
  Florida Chapter of National Association of Corporate Directors (2021-Present) Callon Petroleum Company (2019-Present) Camden Property Trust (2011-Present) New Senior Investment Group Inc. (2021)
Carrizo Oil & Gas, Inc.
(2018-2019)
                
Thomas K. Whitford
100 Independence
610 Market Street
Philadelphia, PA
19106-2354
March 1956
  Trustee  Since January 2013  127  PNC Financial Services Group (1983–2013)
-Vice Chairman (2009-2013)
  HSBC USA Inc. (2014–2022)
HSBC North America Holdings Inc.
(2013–2022)
HSBC Finance Corporation
(2013–2018)

55


Table of Contents

Board of trustees / directors and officers addendum
Delaware Funds by Macquarie®

Name,
Address,
 and Birth Date
       Position(s)
Held with
the Trust
       Length of Time
Served1
       Number of
Funds in Fund
Complex Overseen
by Trustee
       Principal
Occupation(s)
During the
Past Five Years
       Other
Directorships
Held by Trustee
During the
Past Five Years
                
Christianna Wood
 100 Independence
 610 Market Street
 Philadelphia, PA
 19106-2354
 August 1959
  Trustee  Since January 2019  127  Gore Creek Capital, Ltd.
-Chief Executive Officer and President (2009–Present)
  The Merger Fund (2013–2021),
The Merger Fund VL
(2013–2021), WCM Alternatives: Event-Driven Fund (2013–2021),
and WCM Alternatives: Credit Event Fund (2017–2021) Grange Insurance (2013–Present) H&R Block Corporation
(2008–Present)

56


Table of Contents

Name,
Address,
 and Birth Date
      Position(s)
Held with
the Trust
       Length of Time
Served1
       Number of
Funds in Fund
Complex Overseen
by Trustee
       Principal
Occupation(s)
During the
Past Five Years
       Other
Directorships
Held by Trustee
During the
Past Five Years
                
Janet L. Yeomans
 100 Independence
 610 Market Street
 Philadelphia, PA
 19106-2354
 July 1948
  Trustee  Since April 1999  127  3M Company (1995-2012)
-Vice President and Treasurer (2006–2012)
  Okabena Company (2009–2017)
                
Officers               
                
David F. Connor
 100 Independence
 610 Market Street
 Philadelphia, PA
 19106-2354
 December 1963
  Senior Vice President, General Counsel, and Secretary  Senior Vice President, since May 2013;
General Counsel since May 2015;
Secretary since October 2005
  127  David F. Connor has served in various capacities at different times at Macquarie Asset Management.  None5
                
Daniel V. Geatens
 100 Independence
 610 Market Street
 Philadelphia, PA
 19106-2354
 October 1972
  Senior Vice President and Treasurer  Senior Vice President and Treasurer since October 2007  127  Daniel V. Geatens has served in various capacities at different times at Macquarie Asset Management.  None5

57


Table of Contents

Board of trustees / directors and officers addendum
Delaware Funds by Macquarie®

Name,
Address,
and Birth Date
      Position(s)
Held with
the Trust
      Length of Time
Served1
      Number of
Funds in Fund
Complex Overseen
by Trustee
      Principal
Occupation(s)
During the
Past Five Years
      Other
Directorships
Held by Trustee
During the
Past Five Years
                
Richard Salus
100 Independence
 610 Market Street
 Philadelphia, PA
 19106-2354
 October 1963
  Senior Vice President and Chief Financial Officer  Senior Vice President and Chief Financial Officer since November 2006  127  Richard Salus has served in various capacities at different times at Macquarie Asset Management.  None

1 “Length of Time Served” refers to the time since the Trustee or officer began serving one or more of the Trusts in the Delaware Funds complex.
2 Shawn K. Lytle is considered to be an “Interested Trustee” because he is an executive officer of the Funds’ investment advisor.
3 Macquarie Asset Management is the marketing name for certain companies comprising the asset management division of Macquarie Group, including the Funds’ investment advisor, principal underwriter, and transfer agent.
4 Includes time served on the Board of Ivy Funds prior to the date when Ivy Funds joined the Delaware Funds complex.
5 David F. Connor serves as Senior Vice President and Secretary, and Daniel V. Geatens serves as Senior Vice President, Treasurer, and Chief Financial Officer, for the six portfolios of the Optimum Fund Trust, which have the same investment manager, principal underwriter, and transfer agent as the Funds. Mr. Geatens also serves as the Chief Financial Officer and Treasurer for Macquarie Global Infrastructure Total Return Fund Inc., which has the same investment manager as the Funds.

The Statement of Additional Information for the Fund(s) includes additional information about the Trustees and Officers and is available, without charge, upon request by calling 800 523-1918.

58


Item 2. Code of Ethics

The registrant has adopted a code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party. A copy of the registrant’s Code of Business Ethics has been posted on the Delaware Funds by Macquarie® Internet Web site at www.delawarefunds.com. Any amendments to the Code of Business Ethics, and information on any waiver from its provisions granted by the registrant, will also be posted on this Web site within five business days of such amendment or waiver and will remain on the Web site for at least 12 months.

Item 3. Audit Committee Financial Expert

The registrant’s Board of Trustees has determined that certain members of the registrant’s Audit Committee are audit committee financial experts, as defined below. For purposes of this item, an “audit committee financial expert” is a person who has the following attributes:

a. An understanding of generally accepted accounting principles and financial statements;

b. The ability to assess the general application of such principles in connection with the accounting for estimates, accruals, and reserves;

c. Experience preparing, auditing, analyzing, or evaluating financial statements that present a breadth and level of complexity of accounting issues that are generally comparable to the breadth and complexity of issues that can reasonably be expected to be raised by the registrant’s financial statements, or experience actively supervising one or more persons engaged in such activities;

d. An understanding of internal controls and procedures for financial reporting; and

e. An understanding of audit committee functions.

An “audit committee financial expert” shall have acquired such attributes through:

a. Education and experience as a principal financial officer, principal accounting officer, controller, public accountant, or auditor or experience in one or more positions that involve the performance of similar functions;

b. Experience actively supervising a principal financial officer, principal accounting officer, controller, public accountant, auditor, or person performing similar functions;

c. Experience overseeing or assessing the performance of companies or public accountants with respect to the preparation, auditing, or evaluation of financial statements; or

d. Other relevant experience.

The registrant’s Board of Trustees has also determined that each member of the registrant’s Audit Committee is independent. In order to be “independent” for purposes of this item, the Audit Committee member may not: (i) other than in his or her capacity as a member of the Board of Trustees or any committee thereof, accept directly or indirectly any consulting, advisory or other compensatory fee from the issuer; or (ii) be an “interested person” of the registrant as defined in Section 2(a)(19) of the Investment Company Act of 1940.


The names of the audit committee financial experts on the registrant’s Audit Committee are set forth below:

H. Jeffrey Dobbs

Sandra A.J. Lawrence

Frances Sevilla-Sacasa, Chair

Item 4. Principal Accountant Fees and Services

(a) Audit fees.

The aggregate fees billed for services provided to the registrant by its independent auditors for the audit of the registrant’s annual financial statements and for services normally provided by the independent auditors in connection with statutory and regulatory filings or engagements were $30,283 for the fiscal year ended October 31, 2022.

The aggregate fees billed for services provided to the registrant by its independent auditors for the audit of the registrant’s annual financial statements and for services normally provided by the independent auditors in connection with statutory and regulatory filings or engagements were $27,783 for the fiscal year ended October 31, 2021.

(b) Audit-related fees.

The aggregate fees billed by the registrant’s independent auditors for services relating to the performance of the audit of the registrant’s financial statements and not reported under paragraph (a) of this Item were $0 for the fiscal year ended October 31, 2022.

The aggregate fees billed by the registrant’s independent auditors for services relating to the performance of the audit of the financial statements of the registrant’s investment adviser and other service providers under common control with the adviser and that relate directly to the operations or financial reporting of the registrant were $2,050,189 for the registrant’s fiscal year ended October 31, 2022. The percentage of these fees relating to services approved by the registrant’s Audit Committee pursuant to the de minimis exception from the pre-approval requirement in Rule 2-01(c)(7)(i)(C) of Regulation S-X was 0%. These audit-related services were as follows: year end audit procedures; group reporting and subsidiary statutory audits.

The aggregate fees billed by the registrant’s independent auditors for services relating to the performance of the audit of the registrant’s financial statements and not reported under paragraph (a) of this Item were $0 for the fiscal year ended October 31, 2021.

The aggregate fees billed by the registrant’s independent auditors for services relating to the performance of the audit of the financial statements of the registrant’s investment adviser and other service providers under common control with the adviser and that relate directly to the operations or financial reporting of the registrant were $1,134,001 for the registrant’s fiscal year ended October 31, 2021. The percentage of these fees relating to services approved by the registrant’s Audit Committee pursuant to the de minimis exception from the pre-approval requirement in Rule 2-01(c)(7)(i)(C) of Regulation S-X was 0%. These audit-related services were as follows: year end audit procedures; group reporting and subsidiary statutory audits.


(c) Tax fees.

The aggregate fees billed by the registrant’s independent auditors for tax-related services provided to the registrant were $4,671 for the fiscal year ended October 31, 2022. The percentage of these fees relating to services approved by the registrant’s Audit Committee pursuant to the de minimis exception from the pre-approval requirement in Rule 2-01(c)(7)(i)(C) of Regulation S-X was 0%. These tax-related services were as follows: review of income tax returns and review of annual excise distribution calculations.

The aggregate fees billed by the registrant’s independent auditors for tax-related services provided to the registrant’s investment adviser and other service providers under common control with the adviser and that relate directly to the operations or financial reporting of the registrant were $0 for the registrant’s fiscal year ended October 31, 2022.

The aggregate fees billed by the registrant’s independent auditors for tax-related services provided to the registrant were $4,365 for the fiscal year ended October 31, 2021. The percentage of these fees relating to services approved by the registrant’s Audit Committee pursuant to the de minimis exception from the pre-approval requirement in Rule 2-01(c)(7)(i)(C) of Regulation S-X was 0%. These tax-related services were as follows: review of income tax returns and review of annual excise distribution calculations.

The aggregate fees billed by the registrant’s independent auditors for tax-related services provided to the registrant’s investment adviser and other service providers under common control with the adviser and that relate directly to the operations or financial reporting of the registrant were $0 for the registrant’s fiscal year ended October 31, 2021.

(d) All other fees.

The aggregate fees billed for all services provided by the independent auditors to the registrant other than those set forth in paragraphs (a), (b) and (c) of this Item were $0 for the fiscal year ended October 31, 2022.

The aggregate fees billed for all services other than those set forth in paragraphs (b) and (c) of this Item provided by the registrant’s independent auditors to the registrant’s adviser and other service providers under common control with the adviser and that relate directly to the operations or financial reporting of the registrant were $0 for the registrant’s fiscal year ended October 31, 2022. The percentage of these fees relating to services approved by the registrant’s Audit Committee pursuant to the de minimis exception from the pre-approval requirement in Rule 2-01(c)(7)(i)(C) of Regulation S-X was 0%.

The aggregate fees billed for all services provided by the independent auditors to the registrant other than those set forth in paragraphs (a), (b) and (c) of this Item were $0 for the fiscal year ended October 31, 2021.

The aggregate fees billed for all services other than those set forth in paragraphs (b) and (c) of this Item provided by the registrant’s independent auditors to the registrant’s adviser and other service providers under common control with the adviser and that relate directly to the operations or financial reporting of the registrant were $0 for the registrant’s fiscal year ended October 31, 2021. The percentage of these fees relating to services approved by the registrant’s Audit Committee pursuant to the de minimis exception from the pre-approval requirement in Rule 2-01(c)(7)(i)(C) of Regulation S-X was 0%.


(e) The registrant’s Audit Committee has established pre-approval policies and procedures as permitted by Rule 2-01(c)(7)(i)(B) of Regulation S-X (the “Pre-Approval Policy”) with respect to services provided by the registrant’s independent auditors. Pursuant to the Pre-Approval Policy, the Audit Committee has pre-approved the services set forth in the table below with respect to the registrant up to the specified fee limits. Certain fee limits are based on aggregate fees to the registrant and other registrants within the Delaware Funds by Macquarie®.

Service Range of Fees
Audit Services  
Statutory audits or financial audits for new Funds up to $50,000 per Fund
Services associated with SEC registration statements (e.g., Form N-1A, Form N-14, etc.), periodic reports and other documents filed with the SEC or other documents issued in connection with securities offerings (e.g., comfort letters for closed-end Fund offerings, consents), and assistance in responding to SEC comment letters

up to $10,000 per Fund

Consultations by Fund management as to the accounting or disclosure treatment of transactions or events and/or the actual or potential impact of final or proposed rules, standards or interpretations by the SEC, FASB, or other regulatory or standard-setting bodies (Note: Under SEC rules, some consultations may be considered “audit-related services” rather than “audit services”)

up to $25,000 in the aggregate

Audit-Related Services  
Consultations by Fund management as to the accounting or disclosure treatment of transactions or events and /or the actual or potential impact of final or proposed rules, standards or interpretations by the SEC, FASB, or other regulatory or standard-setting bodies (Note: Under SEC rules, some consultations may be considered “audit services” rather than “audit-related services”) up to $25,000 in the aggregate
Tax Services  
U.S. federal, state and local and international tax planning and advice (e.g., consulting on statutory, regulatory or administrative developments, evaluation of Funds’ tax compliance function, etc.)

up to $25,000 in the aggregate

U.S. federal, state and local tax compliance (e.g., excise distribution reviews, etc.) up to $5,000 per Fund
Review of federal, state, local and international income, franchise and other tax returns up to $5,000 per Fund

Under the Pre-Approval Policy, the Audit Committee has also pre-approved the services set forth in the table below with respect to the registrant’s investment adviser and other entities controlling, controlled by or under common control with the investment adviser that provide ongoing services to the registrant (the “Control Affiliates”) up to the specified fee limit. This fee limit is based on aggregate fees to the investment adviser and its Control Affiliates.

Service Range of Fees
Non-Audit Services  
Services associated with periodic reports and other documents filed with the SEC and assistance in responding to SEC comment letters up to $10,000 in the aggregate

The Pre-Approval Policy requires the registrant’s independent auditors to report to the Audit Committee at each of its regular meetings regarding all services initiated since the last such report was rendered, including those services authorized by the Pre-Approval Policy.

(f) Not applicable.

(g) The aggregate non-audit fees billed by the registrant’s independent auditors for services rendered to the registrant and to its investment adviser and other service providers under common control with the adviser were $9,044,000 and $9,044,00 for the registrant’s fiscal years ended October 31, 2022 and October 31, 2021, respectively.

(h) In connection with its selection of the independent auditors, the registrant’s Audit Committee has considered the independent auditors’ provision of non-audit services to the registrant’s investment adviser and other service providers under common control with the adviser that were not required to be pre-approved pursuant to Rule 2-01(c)(7)(ii) of Regulation S-X. The Audit Committee has determined that the independent auditors’ provision of these services is compatible with maintaining the auditors’ independence.

Item 5. Audit Committee of Listed Registrants

Not applicable.

Item 6. Investments

(a) Included as part of report to shareholders filed under Item 1 of this Form N-CSR.

(b) Divestment of securities in accordance with Section 13(c) of the Investment Company Act of 1940.

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 Companies and Affiliated Purchasers

Not applicable.

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

Not applicable.


Item 11. Controls and Procedures

The registrant’s principal executive officer and principal financial officers, or persons performing similar functions, have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (17 CFR 270.30a-3(c))) are effective, as of a date within 90 days of the filing of this report, based on their evaluation of these controls and procedures required by Rule 30a-3(b) under the Investment Company Act of 1940 (17 CFR 270.30a-3(b)) and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934, as amended (17 CFR 240.13a-15(b) or 240.15d-15(b)) and provide reasonable assurance that the information required to be disclosed by the registrant in its reports or statements filed under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission.

There were no significant changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940 (17 CFR 270.30a-3(d)) that occurred during the period covered by the report to stockholders included herein that have materially affected, or are 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) Code of Ethics

Not applicable.

(2) Certifications of Principal Executive Officer and Principal Financial Officer pursuant to Rule 30a-2 under the Investment Company Act of 1940 are attached hereto as Exhibit 99.CERT.

(3) Written solicitations to purchase securities pursuant to Rule 23c-1 under the Securities Exchange Act of 1934.

Not applicable.

(b) Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 are furnished herewith as Exhibit 99.906CERT.

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.

VOYAGEUR MUTUAL FUNDS III

/s/SHAWN K. LYTLE  
By:   Shawn K. Lytle  
Title:   President and Chief Executive Officer
Date:   January 4, 2023

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.

/s/SHAWN K. LYTLE  
By:   Shawn K. Lytle  
Title:   President and Chief Executive Officer
Date:   January 4, 2023
       
/s/RICHARD SALUS  
By:   Richard Salus  
Title:   Chief Financial Officer
Date:   January 4, 2023