T. ROWE PRICE SMALL-CAP VALUE FUND
September 30, 2020 (Unaudited)
| Portfolio of Investments‡ | Shares | $ Value |
| (Cost and value in $000s) | ||
| COMMON STOCKS 96.5% | ||
| COMMUNICATION SERVICES 2.1% | ||
| Diversified Telecommunication Services 0.4% | ||
| GCI Liberty, Class A (1) | 399,739 | 32,763 |
| 32,763 | ||
| Entertainment 0.1% | ||
| Cinemark Holdings (2) | 496,500 | 4,965 |
| 4,965 | ||
| Media 1.6% | ||
| Boston Omaha, Class A (1)(3) | 1,352,868 | 21,646 |
| Cable One | 55,000 | 103,699 |
| Saga Communications, Class A (3) | 411,696 | 8,184 |
| Scholastic | 536,400 | 11,259 |
| 144,788 | ||
| Total Communication Services | 182,516 | |
| CONSUMER DISCRETIONARY 10.8% | ||
| Auto Components 1.7% | ||
| Dorman Products (1) | 455,900 | 41,204 |
| Horizon Global (1)(3) | 3,427,390 | 19,708 |
| LCI Industries | 495,700 | 52,688 |
| Strattec Security (3) | 386,737 | 7,696 |
| Visteon (1) | 477,700 | 33,066 |
| 154,362 | ||
| Distributors 0.9% | ||
| Pool | 231,400 | 77,413 |
| 77,413 | ||
| Diversified Consumer Services 0.9% | ||
| American Public Education (1) | 540,360 | 15,233 |
| Perdoceo Education (1) | 1,749,291 | 21,411 |
| Strategic Education | 493,812 | 45,169 |
| 81,813 | ||
| Hotels, Restaurants & Leisure 1.8% | ||
| BJ's Restaurants | 1,002,050 | 29,500 |
The accompanying notes are an integral part of this Portfolio of Investments.
T. ROWE PRICE SMALL-CAP VALUE FUND
| Shares | $ Value | |||
| (Cost and value in $000s) | ||||
| Marriott Vacations Worldwide | 413,666 | 37,565 | ||
| Papa John's International | 580,200 | 47,739 | ||
| Planet Fitness, Class A (1) | 356,700 | 21,980 | ||
| Red Robin Gourmet Burgers (1)(2) | 586,328 | 7,716 | ||
| Wendy's | 500,700 | 11,163 | ||
| 155,663 | ||||
| Household Durables 1.4% | ||||
| Cavco Industries (1) | 346,600 | 62,495 | ||
| Meritage Homes (1) | 560,964 | 61,925 | ||
| 124,420 | ||||
| Internet & Direct Marketing Retail 0.0% | ||||
| Framebridge, EC, Acquisition Date: 5/19/20, Cost: $3,183 | ||||
| (1)(4)(5) | 3,183,264 | 1,280 | ||
| 1,280 | ||||
| Specialty Retail 3.1% | ||||
| Aaron's | 1,638,438 | 92,817 | ||
| Express (1)(2) | 1,218,861 | 743 | ||
| Lumber Liquidators Holdings (1)(3) | 2,177,505 | 48,014 | ||
| Monro | 681,800 | 27,661 | ||
| Sportsman's Warehouse Holdings (1)(3) | 4,038,568 | 57,792 | ||
| Winmark (3) | 249,447 | 42,950 | ||
| 269,977 | ||||
| Textiles, Apparel & Luxury Goods 1.0% | ||||
| Allbirds, Acquisition Date: 10/10/18 - 12/21/18, Cost: $6,158 | ||||
| (1)(4)(5) | 561,510 | 6,492 | ||
| Culp | 258,800 | 3,214 | ||
| Hanesbrands | 2,407,900 | 37,925 | ||
| J. G. Boswell | 2,919 | 1,592 | ||
| On Holding, Acquisition Date: 2/25/20, Cost: $9,961 (CHF) | ||||
| (1)(4)(5) | 1,095 | 11,829 | ||
| Steven Madden | 1,598,362 | 31,168 | ||
| 92,220 | ||||
| Total Consumer Discretionary | 957,148 | |||
The accompanying notes are an integral part of this Portfolio of Investments.
T. ROWE PRICE SMALL-CAP VALUE FUND
| Shares | $ Value | ||
| (Cost and value in $000s) | |||
| CONSUMER STAPLES 3.3% | |||
| Beverages 0.6% | |||
| Boston Beer, Class A (1) | 27,747 | 24,510 | |
| Coca-Cola Consolidated | 128,274 | 30,873 | |
| 55,383 | |||
| Food & Staples Retailing 0.3% | |||
| Grocery Outlet Holding (1) | 580,006 | 22,806 | |
| 22,806 | |||
| Food Products 2.2% | |||
| Nomad Foods (1) | 2,926,600 | 74,570 | |
| Post Holdings (1) | 585,354 | 50,340 | |
| Simply Good Foods (1) | 1,447,804 | 31,924 | |
| Utz Brands (2) | 1,982,470 | 35,486 | |
| Utz Brands, Warrants, 11/26/23 (1) | 663,856 | 4,342 | |
| 196,662 | |||
| Household Products 0.1% | |||
| Oil-Dri (3) | 347,600 | 12,434 | |
| 12,434 | |||
| Personal Products 0.1% | |||
| BellRing Brands, Class A (1) | 387,276 | 8,032 | |
| 8,032 | |||
| Total Consumer Staples | 295,317 | ||
| ENERGY 4.0% | |||
| Energy Equipment & Services 1.7% | |||
| Aspen Aerogels (1) | 426,613 | 4,671 | |
| Cactus, Class A | 1,383,883 | 26,557 | |
| ChampionX (1) | 2,662,400 | 21,273 | |
| Computer Modelling Group (CAD) | 819,380 | 3,175 | |
| Dril-Quip (1) | 578,000 | 14,311 | |
| Enerflex (CAD) | 3,442,300 | 11,944 | |
| Energy Reservoir Holdings, Class A-1, Acquisition Date: | |||
| 4/30/19, Cost: $20,875 (1)(3)(4)(5)(6) | 20,874,541 | 15,447 | |
| Frank's International (1) | 4,333,838 | 6,674 | |
| Liberty Oilfield Services, Class A (2) | 3,198,100 | 25,553 | |
The accompanying notes are an integral part of this Portfolio of Investments.
T. ROWE PRICE SMALL-CAP VALUE FUND
| Shares | $ Value | |
| (Cost and value in $000s) | ||
| NexTier Oilfield Solutions (1) | 6,159,802 | 11,396 |
| Ranger Energy Services (1)(3) | 1,036,520 | 2,705 |
| SEACOR Holdings (1) | 273,182 | 7,944 |
| SEACOR Marine Holdings (1) | 975,398 | 1,980 |
| 153,630 | ||
| Oil, Gas & Consumable Fuels 2.3% | ||
| Advantage Oil & Gas (CAD) (1) | 6,225,400 | 8,182 |
| Contango Oil & Gas (1) | 3,721,880 | 4,987 |
| Earthstone Energy, Class A (1)(2) | 265,648 | 688 |
| International Seaways | 773,746 | 11,304 |
| Kimbell Royalty Partners | 1,788,278 | 10,926 |
| Kosmos Energy (2) | 2,395,042 | 2,337 |
| Magnolia Oil & Gas, Class A (1) | 3,474,023 | 17,961 |
| Matador Resources (1) | 2,266,660 | 18,723 |
| Parsley Energy, Class A | 1,434,644 | 13,428 |
| Plains GP Holdings, Class A | 1,842,452 | 11,220 |
| REX American Resources (1)(3) | 365,400 | 23,974 |
| Seven Generations Energy, Class A (CAD) (1) | 6,607,904 | 17,816 |
| Venture Global LNG, Series B, Acquisition Date: 3/8/18, Cost: | ||
| $1,314 (1)(4)(5) | 435 | 1,674 |
| Venture Global LNG, Series C, Acquisition Date: 5/25/17 - | ||
| 3/8/18, Cost: $26,302 (1)(4)(5) | 7,197 | 27,694 |
| WPX Energy (1) | 5,608,100 | 27,480 |
| 198,394 | ||
| Total Energy | 352,024 | |
| FINANCIALS 25.9% | ||
| Banks 13.3% | ||
| American Business Bank (1)(3) | 364,459 | 8,273 |
| Atlantic Capital Bancshares (1) | 839,623 | 9,530 |
| BankUnited | 3,021,599 | 66,203 |
| BOK Financial | 380,989 | 19,625 |
| Bridge Bancorp | 532,165 | 9,276 |
| Burke & Herbert Bank & Trust | 9,486 | 15,628 |
| Columbia Banking System | 2,140,335 | 51,047 |
| CrossFirst Bankshares (1) | 1,217,854 | 10,583 |
The accompanying notes are an integral part of this Portfolio of Investments.
T. ROWE PRICE SMALL-CAP VALUE FUND
| Shares | $ Value | |
| (Cost and value in $000s) | ||
| Dogwood State Bank, Non-Voting Shares, Acquisition Date: | ||
| 5/6/19, Cost: $2,923 (1)(4)(5) | 292,336 | 1,535 |
| Dogwood State Bank, Voting Shares, Acquisition Date: 5/6/19, | ||
| Cost: $1,436 (1)(4)(5) | 143,582 | 754 |
| Dogwood State Bank, Warrants, 5/6/24, Acquisition Date: | ||
| 5/6/19, Cost: $- (1)(4)(5) | 43,592 | — |
| East West Bancorp | 740,299 | 24,237 |
| Farmers & Merchants Bank of Long Beach | 2,638 | 16,086 |
| FB Financial | 1,373,880 | 34,512 |
| First Bancshares | 712,523 | 14,942 |
| First Hawaiian | 1,085,129 | 15,702 |
| Glacier Bancorp | 1,155,200 | 37,024 |
| Grasshopper Bancorp, Acquisition Date: 10/12/18 - 5/2/19, | ||
| Cost: $5,034 (1)(4)(5) | 503,404 | 3,725 |
| Grasshopper Bancorp, Warrants, 10/12/28, Acquisition Date: | ||
| 10/12/18, Cost: $- (1)(4)(5) | 100,220 | 277 |
| HarborOne Bancorp (3) | 3,626,073 | 29,262 |
| Heritage Commerce | 1,603,342 | 10,670 |
| Heritage Financial | 1,039,133 | 19,110 |
| Home BancShares | 5,608,096 | 85,019 |
| Hope Bancorp | 2,371,690 | 17,989 |
| Howard Bancorp (1)(3) | 1,294,000 | 11,620 |
| Independent Bank, (MA) | 373,451 | 19,561 |
| Independent Bank Group | 817,580 | 36,121 |
| John Marshall Bancorp (1)(3) | 992,556 | 10,620 |
| Live Oak Bancshares (3) | 2,113,786 | 53,542 |
| National Bank Holdings, Class A (3) | 1,766,859 | 46,380 |
| Origin Bancorp | 713,480 | 15,240 |
| Pacific Premier Bancorp | 1,177,500 | 23,715 |
| Pinnacle Financial Partners | 1,389,333 | 49,446 |
| Popular | 1,134,400 | 41,145 |
| Preferred Bank (3) | 888,758 | 28,547 |
| Professional Holding, Class A (1) | 544,046 | 7,296 |
| Professional Holding, Series A, Acquisition Date: 8/28/20, Cost: | ||
| $1,208 (1)(5) | 112,411 | 1,432 |
| Prosperity Bancshares | 763,600 | 39,577 |
| Sandy Spring Bancorp | 707,230 | 16,323 |
| South State | 1,157,454 | 55,731 |
The accompanying notes are an integral part of this Portfolio of Investments.
T. ROWE PRICE SMALL-CAP VALUE FUND
| Shares | $ Value | |||
| (Cost and value in $000s) | ||||
| Southern First Bancshares (1) | 350,596 | 8,467 | ||
| SVB Financial Group (1) | 84,700 | 20,380 | ||
| Texas Capital Bancshares (1) | 874,000 | 27,208 | ||
| Towne Bank | 2,429,075 | 39,837 | ||
| Webster Financial | 1,253,073 | 33,094 | ||
| Western Alliance Bancorp | 2,033,954 | 64,314 | ||
| Wintrust Financial | 404,525 | 16,201 | ||
| 1,166,806 | ||||
| Capital Markets 2.6% | ||||
| Assetmark Financial Holdings (1) | 239,184 | 5,200 | ||
| Conyers Park II Acquisition (1) | 1,264,690 | 13,469 | ||
| Hamilton Lane, Class A | 86,124 | 5,563 | ||
| Hercules Capital (2) | 1,483,800 | 17,168 | ||
| Houlihan Lokey | 931,127 | 54,983 | ||
| Main Street Capital (2) | 557,800 | 16,494 | ||
| Open Lending, Class A (1) | 987,805 | 25,189 | ||
| OTC Markets Group, Class A | 465,285 | 13,842 | ||
| Safeguard Scientifics | 811,288 | 4,446 | ||
| StepStone Group, Acquisition Date: 8/19/19, Cost: $8,775 | ||||
| (1)(5) | 977,832 | 24,719 | ||
| StepStone Group, Class A (1) | 402,643 | 10,714 | ||
| Virtus Investment Partners | 289,242 | 40,103 | ||
| 231,890 | ||||
| Consumer Finance 1.0% | ||||
| Green Dot, Class A (1) | 1,270,900 | 64,320 | ||
| Nerdwallet, Class A, Acquisition Date: 3/18/20, Cost: $10,575 | ||||
| (1)(4)(5) | 1,510,726 | 10,575 | ||
| PRA Group (1) | 399,464 | 15,959 | ||
| 90,854 | ||||
| Diversified Financial Services 0.3% | ||||
| Cannae Holdings (1) | 740,111 | 27,577 | ||
| 27,577 | ||||
| Insurance 2.3% | ||||
| Axis Capital Holdings | 256,647 | 11,303 | ||
| BRP Group, Class A (1) | 1,186,175 | 29,548 | ||
| Employers Holdings | 500,600 | 15,143 | ||
The accompanying notes are an integral part of this Portfolio of Investments.
T. ROWE PRICE SMALL-CAP VALUE FUND
| Shares | $ Value | |
| (Cost and value in $000s) | ||
| James River Group Holdings | 352,433 | 15,694 |
| Lemonade (1)(2) | 130,753 | 6,501 |
| Palomar Holdings (1) | 400,686 | 41,768 |
| ProAssurance | 1,559,800 | 24,395 |
| Safety Insurance Group | 348,100 | 24,050 |
| Selectquote, Acquisition Date: 5/6/20 - 6/15/20, Cost: $7,844 | ||
| (1)(5) | 435,778 | 8,383 |
| State Auto Financial | 1,457,752 | 20,059 |
| 196,844 | ||
| Mortgage Real Estate Investment Trusts 2.0% | ||
| Blackstone Mortgage Trust, Class A, REIT | 564,357 | 12,399 |
| Capstead Mortgage, REIT (3) | 5,117,577 | 28,761 |
| Hannon Armstrong Sustainable Infrastructure Capital, REIT | 2,217,200 | 93,721 |
| PennyMac Mortgage Investment Trust, REIT | 2,701,635 | 43,415 |
| 178,296 | ||
| Thrifts & Mortgage Finance 4.4% | ||
| Columbia Financial (1) | 1,108,600 | 12,305 |
| FS Bancorp (3) | 228,890 | 9,384 |
| Kearny Financial (3) | 4,468,053 | 32,215 |
| Meridian Bancorp | 2,421,718 | 25,065 |
| PCSB Financial (3) | 1,016,737 | 12,272 |
| PDL Community Bancorp (1)(3) | 1,035,804 | 9,136 |
| PennyMac Financial Services | 2,492,560 | 144,868 |
| Provident Bancorp (3) | 1,239,207 | 9,653 |
| Radian Group | 3,631,458 | 53,056 |
| Sterling Bancorp | 945,577 | 2,846 |
| Walker & Dunlop | 279,196 | 14,797 |
| WSFS Financial | 2,287,688 | 61,699 |
| 387,296 | ||
| Total Financials | 2,279,563 | |
| HEALTH CARE 7.8% | ||
| Biotechnology 1.3% | ||
| Acceleron Pharma (1) | 119,359 | 13,431 |
| Blueprint Medicines (1) | 117,882 | 10,928 |
| CareDx (1) | 163,368 | 6,198 |
The accompanying notes are an integral part of this Portfolio of Investments.
T. ROWE PRICE SMALL-CAP VALUE FUND
| Shares | $ Value | |||
| (Cost and value in $000s) | ||||
| Insmed (1) | 126,900 | 4,079 | ||
| Kodiak Sciences (1) | 52,497 | 3,108 | ||
| Momenta Pharmaceuticals (1) | 886,948 | 46,547 | ||
| Progenic Pharmaceuticals, CVR (1)(2) | 1,146,000 | — | ||
| Radius Health (1) | 412,390 | 4,677 | ||
| Ultragenyx Pharmaceutical (1) | 186,299 | 15,312 | ||
| Xencor (1) | 398,385 | 15,453 | ||
| 119,733 | ||||
| Health Care Equipment & Supplies 3.3% | ||||
| Atrion | 89,523 | 56,041 | ||
| Avanos Medical (1) | 830,231 | 27,580 | ||
| Envista Holdings (1) | 1,662,389 | 41,028 | ||
| JAND, Class A, Acquisition Date: 3/9/18, Cost: $4,644 (1)(4)(5) | 295,474 | 7,248 | ||
| Lantheus Holdings (1) | 745,839 | 9,450 | ||
| Mesa Laboratories | 119,115 | 30,346 | ||
| Outset Medical (1) | 77,643 | 3,882 | ||
| Pax Labs, Class A, Acquisition Date: 4/18/19, Cost: $9,910 | ||||
| (1)(4)(5) | 2,631,808 | 4,986 | ||
| Quidel (1) | 409,929 | 89,930 | ||
| Utah Medical Products (3) | 188,019 | 15,017 | ||
| West Pharmaceutical Services | 20,400 | 5,608 | ||
| 291,116 | ||||
| Health Care Providers & Services 2.7% | ||||
| Alignment Healthcare Partners, Acquisition Date: 2/28/20, Cost: | ||||
| $8,625 (1)(4)(5) | 711,698 | 8,625 | ||
| Covetrus (1) | 1,505,062 | 36,723 | ||
| Ensign Group | 872,306 | 49,774 | ||
| Molina Healthcare (1) | 75,154 | 13,756 | ||
| Option Care Health (1) | 2,172,901 | 29,052 | ||
| Pennant Group (1) | 1,020,716 | 39,359 | ||
| Select Medical Holdings (1) | 2,797,534 | 58,244 | ||
| 235,533 | ||||
| Health Care Technology 0.3% | ||||
| Accolade (1) | 103,054 | 4,006 | ||
| Phreesia (1) | 685,699 | 22,031 | ||
| 26,037 | ||||
The accompanying notes are an integral part of this Portfolio of Investments.
T. ROWE PRICE SMALL-CAP VALUE FUND
| Shares | $ Value | |||
| (Cost and value in $000s) | ||||
| Life Sciences Tools & Services 0.1% | ||||
| Berkeley Lights (1)(2) | 102,326 | 7,814 | ||
| 7,814 | ||||
| Pharmaceuticals 0.1% | ||||
| Cara Therapeutics (1) | 450,734 | 5,736 | ||
| 5,736 | ||||
| Total Health Care | 685,969 | |||
| INDUSTRIALS & BUSINESS SERVICES 15.9% | ||||
| Aerospace & Defense 1.3% | ||||
| Cubic | 1,036,733 | 60,307 | ||
| Parsons (1) | 860,360 | 28,856 | ||
| Triumph Group (3) | 4,566,000 | 29,725 | ||
| 118,888 | ||||
| Airlines 0.1% | ||||
| Alclear Holdings, Class B, Acquisition Date: 12/13/18, Cost: | ||||
| $9,877 (1)(4)(5)(6) | 43,898 | 11,852 | ||
| 11,852 | ||||
| Building Products 1.8% | ||||
| CSW Industrials | 481,000 | 37,157 | ||
| Insteel Industries | 894,285 | 16,723 | ||
| JELD-WEN Holding (1) | 1,677,500 | 37,912 | ||
| UFP Industries | 1,224,100 | 69,174 | ||
| 160,966 | ||||
| Commercial Services & Supplies 2.3% | ||||
| Brady, Class A | 611,600 | 24,476 | ||
| McGrath RentCorp | 684,802 | 40,807 | ||
| MSA Safety | 308,600 | 41,405 | ||
| Stericycle (1) | 1,044,000 | 65,835 | ||
| Tetra Tech | 166,600 | 15,910 | ||
| UniFirst | 76,500 | 14,487 | ||
| 202,920 | ||||
| Construction & Engineering 0.9% | ||||
| Aegion (1)(3) | 3,589,052 | 50,713 | ||
The accompanying notes are an integral part of this Portfolio of Investments.
T. ROWE PRICE SMALL-CAP VALUE FUND
| Shares | $ Value | |
| (Cost and value in $000s) | ||
| Valmont Industries | 213,900 | 26,562 |
| 77,275 | ||
| Electrical Equipment 0.5% | ||
| Thermon Group Holdings (1)(3) | 1,720,823 | 19,325 |
| Vertiv Holdings (1) | 1,327,251 | 24,289 |
| 43,614 | ||
| Industrial Conglomerates 0.1% | ||
| Raven Industries | 276,648 | 5,954 |
| 5,954 | ||
| Machinery 4.1% | ||
| Alamo Group | 214,900 | 23,216 |
| Blue Bird (1) | 1,236,600 | 15,037 |
| CIRCOR International (1) | 797,585 | 21,814 |
| Enerpac Tool Group | 1,964,500 | 36,952 |
| ESCO Technologies | 628,800 | 50,656 |
| Flowserve | 776,135 | 21,181 |
| Helios Technologies | 914,134 | 33,274 |
| Hillenbrand | 684,300 | 19,407 |
| John Bean Technologies (2) | 166,100 | 15,263 |
| RBC Bearings (1) | 134,182 | 16,264 |
| Rexnord | 1,821,000 | 54,339 |
| SPX (1) | 809,700 | 37,554 |
| Timken | 306,300 | 16,607 |
| 361,564 | ||
| Marine 0.5% | ||
| Kirby (1) | 236,100 | 8,540 |
| Matson | 903,800 | 36,233 |
| 44,773 | ||
| Professional Services 2.0% | ||
| Clarivate (1) | 1,929,437 | 59,793 |
| FTI Consulting (1) | 696,900 | 73,851 |
| Korn Ferry | 727,800 | 21,106 |
| Upwork (1) | 1,001,146 | 17,460 |
| 172,210 |
The accompanying notes are an integral part of this Portfolio of Investments.
T. ROWE PRICE SMALL-CAP VALUE FUND
| Shares | $ Value | |
| (Cost and value in $000s) | ||
| Road & Rail 1.2% | ||
| Landstar System | 456,000 | 57,223 |
| Ryder System | 852,200 | 35,997 |
| U. S. Xpress Enterprises, Class A (1) | 1,510,595 | 12,478 |
| 105,698 | ||
| Trading Companies & Distributors 1.1% | ||
| Beacon Roofing Supply (1) | 1,841,200 | 57,206 |
| Rush Enterprises, Class A | 401,700 | 20,302 |
| Univar Solutions (1) | 954,800 | 16,117 |
| 93,625 | ||
| Total Industrials & Business Services | 1,399,339 | |
| INFORMATION TECHNOLOGY 7.8% | ||
| Communications Equipment 0.7% | ||
| Harmonic (1)(3) | 10,412,090 | 58,099 |
| 58,099 | ||
| Electronic Equipment, Instruments & Components 2.2% | ||
| Belden (3) | 2,657,500 | 82,701 |
| Knowles (1) | 2,609,200 | 38,877 |
| Littelfuse | 431,600 | 76,540 |
| 198,118 | ||
| IT Services 1.0% | ||
| Afterpay (AUD) (1) | 332,724 | 19,612 |
| I3 Verticals, Class A (1)(3) | 1,128,054 | 28,483 |
| Megaport (AUD) (1) | 3,647,635 | 42,308 |
| 90,403 | ||
| Semiconductors & Semiconductor Equipment 2.3% | ||
| Cabot Microelectronics | 219,512 | 31,349 |
| Entegris | 951,500 | 70,735 |
| Lattice Semiconductor (1) | 1,263,469 | 36,590 |
| MaxLinear (1) | 1,224,000 | 28,446 |
| Onto Innovation (1) | 434,671 | 12,944 |
| Semtech (1) | 342,696 | 18,149 |
| 198,213 | ||
The accompanying notes are an integral part of this Portfolio of Investments.
T. ROWE PRICE SMALL-CAP VALUE FUND
| Shares | $ Value | |
| (Cost and value in $000s) | ||
| Software 1.6% | ||
| Apiture, Acquisition Date: 7/1/20, Cost: $7,412 (1)(4)(5) | 467,672 | 7,412 |
| Ceridian HCM Holding (1) | 689,757 | 57,008 |
| Checkr, Acquisition Date: 6/29/18, Cost: $866 (1)(4)(5) | 70,474 | 1,726 |
| Cloudflare, Class A (1) | 387,226 | 15,900 |
| Descartes Systems Group (1) | 241,000 | 13,732 |
| nCino (1)(2) | 45,545 | 3,629 |
| nCino, Acquisition Date: 9/16/19, Cost: $8,644 (1)(5) | 397,429 | 30,084 |
| Toast, Acquisition Date: 9/14/18 - 11/14/18, Cost: $1,094 | ||
| (1)(4)(5) | 40,202 | 2,613 |
| Workiva (1) | 136,100 | 7,589 |
| Zenpayroll, Acquisition Date: 8/18/20, Cost: $493 (1)(4)(5) | 36,503 | 486 |
| 140,179 | ||
| Total Information Technology | 685,012 | |
| MATERIALS 5.6% | ||
| Chemicals 2.1% | ||
| AgroFresh Solutions (1)(3) | 6,090,695 | 14,800 |
| American Vanguard | 1,305,600 | 17,156 |
| Element Solutions (1) | 1,359,100 | 14,284 |
| Hawkins | 426,400 | 19,657 |
| Huntsman | 492,300 | 10,934 |
| Minerals Technologies | 819,900 | 41,897 |
| Orion Engineered Carbons | 1,602,091 | 20,042 |
| Quaker Chemical (2) | 224,900 | 40,417 |
| 179,187 | ||
| Containers & Packaging 0.2% | ||
| Myers Industries | 1,451,483 | 19,203 |
| 19,203 | ||
| Metals & Mining 2.0% | ||
| Alcoa (1) | 2,575,200 | 29,950 |
| Carpenter Technology | 1,839,800 | 33,411 |
| Constellium (1) | 5,006,400 | 39,300 |
| ERO Copper (CAD) (1) | 2,790,366 | 40,675 |
| Reliance Steel & Aluminum | 302,000 | 30,816 |
| 174,152 | ||
The accompanying notes are an integral part of this Portfolio of Investments.
T. ROWE PRICE SMALL-CAP VALUE FUND
| Shares | $ Value | |
| (Cost and value in $000s) | ||
| Paper & Forest Products 1.3% | ||
| Clearwater Paper (1)(3) | 1,015,479 | 38,527 |
| Stella-Jones (CAD) | 876,580 | 29,690 |
| West Fraser Timber (CAD) | 1,060,300 | 49,259 |
| 117,476 | ||
| Total Materials | 490,018 | |
| REAL ESTATE 8.5% | ||
| Equity Real Estate Investment Trusts 7.1% | ||
| Acadia Realty Trust, REIT | 383,200 | 4,024 |
| American Assets Trust, REIT | 719,771 | 17,339 |
| American Campus Communities, REIT | 815,117 | 28,464 |
| Cedar Realty Trust, REIT (3) | 10,719,201 | 8,683 |
| CubeSmart, REIT | 769,700 | 24,869 |
| Douglas Emmett, REIT | 172,200 | 4,322 |
| EastGroup Properties, REIT | 414,400 | 53,594 |
| Essential Properties Realty Trust, REIT | 611,345 | 11,200 |
| First Industrial Realty Trust, REIT | 636,422 | 25,330 |
| Healthcare Realty Trust, REIT | 1,756,592 | 52,908 |
| IQHQ, REIT (1)(4) | 1,105,380 | 18,360 |
| JBG SMITH Properties, REIT | 1,988,842 | 53,182 |
| Kilroy Realty, REIT | 87,200 | 4,531 |
| Pebblebrook Hotel Trust, REIT | 2,117,800 | 26,536 |
| PotlatchDeltic, REIT | 1,162,546 | 48,943 |
| PS Business Parks, REIT | 310,000 | 37,941 |
| Safehold, REIT | 398,200 | 24,728 |
| Saul Centers, REIT (3) | 1,209,506 | 32,149 |
| Sunstone Hotel Investors, REIT | 4,663,910 | 37,031 |
| Terreno Realty, REIT | 1,681,800 | 92,095 |
| Washington Real Estate Investment Trust, REIT | 1,075,300 | 21,646 |
| 627,875 | ||
| Real Estate Management & Development 1.4% | ||
| FirstService | 473,600 | 62,463 |
| FRP Holdings (1) | 161,100 | 6,713 |
The accompanying notes are an integral part of this Portfolio of Investments.
T. ROWE PRICE SMALL-CAP VALUE FUND
| St Joe(1) | 2,410,738 | 49,734 | ||
| 118,910 | ||||
| Total Real Estate | 746,785 | |||
| UTILITIES 4.8% | ||||
| Electric Utilities 1.5% | ||||
| MGE Energy | 562,037 | 35,217 | ||
| PNM Resources | 2,383,900 | 98,527 | ||
| 133,744 | ||||
| Gas Utilities 2.2% | ||||
| Chesapeake Utilities | 762,780 | 64,302 | ||
| ONE Gas | 1,138,000 | 78,534 | ||
| RGC Resources | 378,869 | 8,885 | ||
| Southwest Gas Holdings | 710,100 | 44,807 | ||
| 196,528 | ||||
| Independent Power & Renewable Electricity Producers 0.4% | ||||
| NextEra Energy Partners | 620,900 | 37,229 | ||
| 37,229 | ||||
| Water Utilities 0.7% | ||||
| California Water Service Group | 580,300 | 25,214 | ||
| Middlesex Water | 305,637 | 18,995 | ||
| SJW Group | 264,606 | 16,104 | ||
| 60,313 | ||||
| Total Utilities | 427,814 | |||
| Total Common Stocks (Cost $6,717,321) | 8,501,505 | |||
| CONVERTIBLE PREFERRED STOCKS 2.6% | ||||
| CONSUMER DISCRETIONARY 0.7% | ||||
| Hotels, Restaurants & Leisure 0.4% | ||||
| Cava Group, Series E, Acquisition Date: 6/23/20, Cost: $13,028 | ||||
| (1)(4)(5) | 574,954 | 13,029 | ||
| Sweetgreen, Series G, Acquisition Date: 8/15/16 - 2/27/18, | ||||
| Cost: $10,075 (1)(4)(5) | 1,119,428 | 18,571 | ||
| Sweetgreen, Series I, Acquisition Date: 9/13/19, Cost: $3,142 | ||||
| (1)(4)(5) | 183,785 | 3,049 | ||
| 34,649 | ||||
The accompanying notes are an integral part of this Portfolio of Investments.
T. ROWE PRICE SMALL-CAP VALUE FUND
| Shares | $ Value | |||
| (Cost and value in $000s) | ||||
| Internet & Direct Marketing Retail 0.1% | ||||
| Minted, Series E, Acquisition Date: 10/30/18, Cost: $5,471 | ||||
| (1)(4)(5) | 406,249 | 2,600 | ||
| Roofoods, Series F, Acquisition Date: 9/12/17, Cost: $10,300 | ||||
| (1)(4)(5) | 29,130 | 11,321 | ||
| Roofoods, Series G, Acquisition Date: 5/16/19, Cost: $332 | ||||
| (1)(4)(5) | 795 | 332 | ||
| 14,253 | ||||
| Textiles, Apparel & Luxury Goods 0.2% | ||||
| Allbirds, Series A, Acquisition Date: 10/10/18, Cost: $2,023 | ||||
| (1)(4)(5) | 184,315 | 2,131 | ||
| Allbirds, Series B, Acquisition Date: 10/10/18, Cost: $355 | ||||
| (1)(4)(5) | 32,380 | 375 | ||
| Allbirds, Series C, Acquisition Date: 10/9/18, Cost: $3,394 | ||||
| (1)(4)(5) | 309,470 | 3,578 | ||
| Allbirds, Series E, Acquisition Date: 9/22/20, Cost: $7,403 | ||||
| (1)(4)(5) | 640,264 | 7,403 | ||
| Allbirds, Series Seed, Acquisition Date: 10/10/18, Cost: $1,086 | ||||
| (1)(4)(5) | 99,030 | 1,145 | ||
| 14,632 | ||||
| Total Consumer Discretionary | 63,534 | |||
| CONSUMER STAPLES 0.4% | ||||
| Food Products 0.4% | ||||
| Farmers Business Network, Series D, Acquisition Date: 11/3/17, | ||||
| Cost: $15,529 (1)(4)(5) | 841,026 | 27,802 | ||
| Farmers Business Network, Series E, Acquisition Date: 2/11/19, | ||||
| Cost: $3,362 (1)(4)(5) | 144,247 | 4,768 | ||
| Farmers Business Network, Series F, Acquisition Date: 7/31/20, | ||||
| Cost: $881 (1)(4)(5) | 26,661 | 881 | ||
| Total Consumer Staples | 33,451 | |||
| FINANCIALS 0.1% | ||||
| Diversified Financial Services 0.1% | ||||
| Stash Financial, Series F, Acquisition Date: 4/24/20, Cost: | ||||
| $11,157 (1)(4)(5) | 445,224 | 11,157 | ||
| Total Financials | 11,157 | |||
The accompanying notes are an integral part of this Portfolio of Investments.
T. ROWE PRICE SMALL-CAP VALUE FUND
| Shares | $ Value | |||
| (Cost and value in $000s) | ||||
| HEALTH CARE 0.2% | ||||
| Health Care Equipment & Supplies 0.2% | ||||
| JAND, Series E, Acquisition Date: 3/9/18, Cost: $5,729 (1)(4)(5) | 364,498 | 8,941 | ||
| JAND, Series F, Acquisition Date: 4/3/20, Cost: $4,986 (1)(4)(5) | 255,789 | 6,275 | ||
| Total Health Care | 15,216 | |||
| INDUSTRIALS & BUSINESS SERVICES 0.2% | ||||
| Machinery 0.1% | ||||
| Xometry, Series A-2, Acquisition Date: 7/20/20, Cost: $803 | ||||
| (1)(4)(5) | 83,914 | 809 | ||
| Xometry, Series B, Acquisition Date: 7/20/20, Cost: $276 | ||||
| (1)(4)(5) | 28,804 | 278 | ||
| Xometry, Series C, Acquisition Date: 7/20/20, Cost: $291 | ||||
| (1)(4)(5) | 29,934 | 288 | ||
| Xometry, Series D, Acquisition Date: 7/20/20, Cost: $228 | ||||
| (1)(4)(5) | 23,230 | 224 | ||
| Xometry, Series E, Acquisition Date: 7/20/20, Cost: $2,289 | ||||
| (1)(4)(5) | 168,013 | 2,289 | ||
| Xometry, Series Seed-1, Acquisition Date: 9/4/20, Cost: $1,266 | ||||
| (1)(4)(5) | 158,292 | 1,266 | ||
| Xometry, Series Seed-2, Acquisition Date: 9/4/20, Cost: $557 | ||||
| (1)(4)(5) | 69,641 | 557 | ||
| 5,711 | ||||
| Road & Rail 0.1% | ||||
| Convoy, Series D, Acquisition Date: 10/30/19, Cost: $19,800 | ||||
| (1)(4)(5) | 1,462,353 | 14,652 | ||
| 14,652 | ||||
| Total Industrials & Business Services | 20,363 | |||
| INFORMATION TECHNOLOGY 1.0% | ||||
| Software 1.0% | ||||
| Checkr, Series C, Acquisition Date: 4/10/18, Cost: $4,046 | ||||
| (1)(4)(5) | 296,360 | 7,258 | ||
| Mesosphere, Series D, Acquisition Date: 5/4/18, Cost: $13,431 | ||||
| (1)(4)(5) | 1,214,930 | 7,894 | ||
| Toast, Series B, Acquisition Date: 9/14/18, Cost: $171 (1)(4)(5) | 9,907 | 644 | ||
| Toast, Series D, Acquisition Date: 6/27/18, Cost: $12,505 | ||||
| (1)(4)(5) | 722,552 | 46,966 | ||
The accompanying notes are an integral part of this Portfolio of Investments.
T. ROWE PRICE SMALL-CAP VALUE FUND
| Shares | $ Value | |||
| (Cost and value in $000s) | ||||
| Zenpayroll, Series B, Acquisition Date: 8/18/20, Cost: $1,746 | ||||
| (1)(4)(5) | 129,187 | 1,720 | ||
| Zenpayroll, Series B-2, Acquisition Date: 8/18/20, Cost: $3,259 | ||||
| (1)(4)(5) | 241,168 | 3,210 | ||
| ZenPayroll, Series C, Acquisition Date: 7/16/18, Cost: $5,412 | ||||
| (1)(4)(5) | 711,894 | 9,477 | ||
| ZenPayroll, Series D, Acquisition Date: 7/16/19, Cost: $7,227 | ||||
| (1)(4)(5) | 542,859 | 7,227 | ||
| Total Information Technology | 84,396 | |||
| Total Convertible Preferred Stocks (Cost $171,560) | 228,117 | |||
| SHORT-TERM INVESTMENTS 1.1% | ||||
| MONEY MARKET FUNDS 1.1% | ||||
| T. Rowe Price Government Reserve Fund, 0.09% (3)(7) | 100,682,604 | 100,682 | ||
| 100,682 | ||||
| Total Short-Term Investments (Cost $100,682) | 100,682 | |||
| SECURITIES LENDING COLLATERAL 0.4% | ||||
| INVESTMENTS IN A POOLED ACCOUNT THROUGH | ||||
| SECURITIES LENDING PROGRAM WITH JPMORGAN CHASE | ||||
| BANK 0.2% | ||||
| Short-Term Funds 0.2% | ||||
| T. Rowe Price Short-term Fund, 0.13% (3)(7) | 1,336,192 | 13,362 | ||
| Total Investments in a Pooled Account through Securities Lending Program with | ||||
| JPMorgan Chase Bank | 13,362 | |||
| INVESTMENTS IN A POOLED ACCOUNT THROUGH | ||||
| SECURITIES LENDING PROGRAM WITH STATE STREET | ||||
| BANK AND TRUST COMPANY 0.2% | ||||
| Short-Term Funds 0.2% | ||||
| T. Rowe Price Short-term Fund, 0.13% (3)(7) | 2,193,809 | 21,938 | ||
| Total Investments in a Pooled Account through Securities Lending Program with | ||||
| State Street Bank and Trust Company | 21,938 | |||
| Total Securities Lending Collateral (Cost $35,300) | 35,300 | |||
The accompanying notes are an integral part of this Portfolio of Investments.
T. ROWE PRICE SMALL-CAP VALUE FUND
| $ Value | ||||
| (Cost and value in $000s) | ||||
| Total Investments in Securities 100.6% | ||||
| (Cost $7,024,863) | $ | 8,865,604 | ||
| Other Assets Less Liabilities (0.6)% | (50,540 | ) | ||
| Net Assets 100.0% | $ | 8,815,064 | ||
| ‡ | Shares are denominated in U.S. dollars unless otherwise noted. | |||
| (1 | ) | Non-income producing | ||
| (2 | ) | All or a portion of this security is on loan at September 30, 2020. | ||
| (3 | ) | Affiliated Companies | ||
| (4 | ) | Level 3 in fair value hierarchy. | ||
| (5 | ) | Security cannot be offered for public resale without first being registered | ||
| under the Securities Act of 1933 and related rules ("restricted security"). | ||||
| Acquisition date represents the day on which an enforceable right to acquire | ||||
| such security is obtained and is presented along with related cost in the | ||||
| security description. The fund has registration rights for certain restricted | ||||
| securities. Any costs related to such registration are borne by the issuer. The | ||||
| aggregate value of restricted securities (excluding 144A holdings) at period- | ||||
| end amounts to $418,965 and represents 4.8% of net assets. | ||||
| (6 | ) | Investment in a partnership held indirectly through a limited liability company | ||
| that is owned by the fund and treated as a corporation for U. S. tax purposes. | ||||
| (7 | ) | Seven-day yield | ||
| AUD | Australian Dollar | |||
| CAD | Canadian Dollar | |||
| CHF | Swiss Franc | |||
| CVR | Contingent Value Rights | |||
| EC | Escrow CUSIP; represents a beneficial interest in a residual pool of assets; the | |||
| amount and timing of future distributions, if any, is uncertain; when presented, | ||||
| interest rate and maturity date are those of the original security. | ||||
| REIT | A domestic Real Estate Investment Trust whose distributions pass-through | |||
| with original tax character to the shareholder | ||||
The accompanying notes are an integral part of this Portfolio of Investments.
T. ROWE PRICE SMALL-CAP VALUE FUND
Affiliated Companies
($000s)
The fund may invest in certain securities that are considered affiliated companies. As defined
by the 1940 Act, an affiliated company is one in which the fund owns 5% or more of the
outstanding voting securities, or a company that is under common ownership or control. The
following securities were considered affiliated companies for all or some portion of the nine
months ended September 30, 2020. Net realized gain (loss), investment income, change in net
unrealized gain/loss, and purchase and sales cost reflect all activity for the period then ended.
| Change in Net | ||||||||
| Net Realized Gain | Unrealized | Investment | ||||||
| Affiliate | (Loss) | Gain/Loss | Income | |||||
| Aegion | $ | 1,488 | $ | (26,762) | $ | — | ||
| AgroFresh Solutions | (821) | (90) | — | |||||
| American Business Bank | 43 | (3,956) | — | |||||
| Atrion | 4,606 | (16,333) | 441 | |||||
| Belden | 2,750 | (64,220) | 395 | |||||
| Boston Omaha, Class A | 9 | 16 | — | |||||
| Burke & Herbert Bank & Trust | 341 | (5,986) | 575 | |||||
| Capstead Mortgage | (509) | (9,978) | 3,816 | |||||
| Cedar Realty Trust | (6,629) | (22,429) | 2,438 | |||||
| CIRCOR International | (13,040) | (14,400) | — | |||||
| Clearwater Paper | 575 | 12,394 | — | |||||
| Culp | 40 | (1,772) | 186 | |||||
| Energy Reservoir Holdings, | ||||||||
| Class A-1 | — | (5,428) | — | |||||
| Express | (15,415) | 1,936 | — | |||||
| FS Bancorp | 282 | (5,475) | 144 | |||||
| HarborOne Bancorp | 400 | (9,906) | 110 | |||||
| Harmonic | 1,888 | (25,398) | — | |||||
| Horizon Global | 245 | 7,522 | — | |||||
| Howard Bancorp | (385) | (7,937) | — | |||||
| I3 Verticals, Class A | 1,054 | (3,187) | — | |||||
| John Marshall Bancorp | 88 | (5,799) | — | |||||
| Kearny Financial | 273 | (27,556) | 1,028 | |||||
| Kimbell Royalty Partners | (1,654) | (15,338) | — | |||||
| Live Oak Bancshares | 460 | 12,839 | 192 | |||||
| Lumber Liquidators Holdings | (1,176) | 17,336 | — | |||||
| Myers Industries | 2,045 | (7,297) | 596 | |||||
| National Bank Holdings, Class A | 1,137 | (17,195) | 1,072 | |||||
| Oil-Dri | 2,991 | (3,482) | 326 | |||||
| PCSB Financial | 84 | (7,988) | 118 | |||||
| PDL Community Bancorp | 44 | (6,012) | — | |||||
| Preferred Bank | 1,699 | (26,925) | 815 | |||||
The accompanying notes are an integral part of this Portfolio of Investments.
T. ROWE PRICE SMALL-CAP VALUE FUND
| Affiliated Companies (continued) | ||||||||
| ($000s) | ||||||||
| Change in Net | ||||||||
| Net Realized Gain | Unrealized | Investment | ||||||
| Affiliate | (Loss) | Gain/Loss | Income | |||||
| Provident Bancorp | (12) | (5,634) | 75 | |||||
| Ranger Energy Services | (164) | (3,829) | — | |||||
| REX American Resources | 370 | (6,498) | — | |||||
| Saga Communications, Class A | 213 | (4,633) | 136 | |||||
| Saul Centers | 931 | (24,666) | 2,847 | |||||
| Sportsman's Warehouse | ||||||||
| Holdings | 870 | 24,765 | — | |||||
| Strattec Security | 45 | (855) | 53 | |||||
| Thermon Group Holdings | 234 | (20,933) | — | |||||
| Triumph Group | 734 | (93,200) | 180 | |||||
| Utah Medical Products | 419 | (6,257) | 164 | |||||
| Winmark | 1,172 | (7,657) | 138 | |||||
| T. Rowe Price Government | ||||||||
| Reserve Fund | — | — | 593 | |||||
| T. Rowe Price Short-Term Fund | — | — | —++ | |||||
| Affiliates not held at period end | (20,599) | 6,059 | — | |||||
| Totals | $ | (32,874) # | $ | (432,143) | $ | 16,438+ | ||
The accompanying notes are an integral part of this Portfolio of Investments.
T. ROWE PRICE SMALL-CAP VALUE FUND
| Affiliated Companies (continued) | ||||||
| ($000s) | ||||||
| Supplementary Investment Schedule | ||||||
| Value | Purchase | Sales | Value | |||
| Affiliate | 12/31/19 | Cost | Cost | 9/30/20 | ||
| Aegion | $ | 67,851 | 10,751 | 1,127 | $ 50,713 | |
| AgroFresh Solutions | 16,687 | — | 1,797 | 14,800 | ||
| American Business Bank | * | 2,905 | 346 | 8,273 | ||
| Atrion | 72,462 | — | 88 | * | ||
| Belden | 146,850 | 4,647 | 4,576 | 82,701 | ||
| Boston Omaha, Class A | — | 21,802 | 172 | 21,646 | ||
| Burke & Herbert Bank & | ||||||
| Trust | 22,156 | — | 542 | * | ||
| Capstead Mortgage | 42,191 | 2,284 | 5,736 | 28,761 | ||
| Cedar Realty Trust | 33,021 | — | 1,909 | 8,683 | ||
| CIRCOR International | 56,251 | 201 | 20,238 | * | ||
| Clearwater Paper | * | 14,729 | 137 | 38,527 | ||
| CSS Industries | 3,418 | — | 8,226 | — | ||
| Culp | 9,811 | — | 4,825 | * | ||
| Energy Reservoir Holdings, | ||||||
| Class A-1 | 20,875 | — | — | 15,447 | ||
| EverQuote, Class A | 24,061 | — | 18,781 | — | ||
| Express | * | 1,164 | 17,472 | * | ||
| FS Bancorp | 14,926 | 190 | 257 | 9,384 | ||
| HarborOne Bancorp | 35,264 | 4,925 | 1,021 | 29,262 | ||
| Harmonic | 84,961 | 774 | 2,238 | 58,099 | ||
| Horizon Global | 12,491 | — | 305 | 19,708 | ||
| Howard Bancorp | 17,539 | 3,501 | 1,483 | 11,620 | ||
| I3 Verticals, Class A | 32,523 | 1,324 | 2,177 | 28,483 | ||
| John Marshall Bancorp | 14,688 | 2,223 | 492 | 10,620 | ||
| Kearny Financial | * | 5,716 | 1,746 | 32,215 | ||
| Kelt Exploration | * | 3,345 | 33,436 | — | ||
| Kimbell Royalty Partners | 20,679 | 10,739 | 5,154 | * | ||
| Live Oak Bancshares | 41,959 | — | 1,256 | 53,542 | ||
| Lumber Liquidators | ||||||
| Holdings | * | 23,153 | 3,346 | 48,014 | ||
| Myers Industries | 34,083 | — | 7,583 | * | ||
| National Bank Holdings, | ||||||
| Class A | 64,983 | — | 1,408 | 46,380 | ||
| Oil-Dri | 19,756 | — | 3,840 | 12,434 | ||
| PCSB Financial | 20,165 | 753 | 658 | 12,272 | ||
The accompanying notes are an integral part of this Portfolio of Investments.
T. ROWE PRICE SMALL-CAP VALUE FUND
| Affiliated Companies (continued) | |||||||||
| ($000s) | |||||||||
| Supplementary Investment Schedule | |||||||||
| Value | Purchase | Sales | Value | ||||||
| Affiliate | 12/31/19 | Cost | Cost | 9/30/20 | |||||
| PDL Community Bancorp | 15,314 | 356 | 522 | 9,136 | |||||
| Preferred Bank | 55,767 | — | 295 | 28,547 | |||||
| Provident Bancorp | * | 7,461 | 400 | 9,653 | |||||
| Ranger Energy Services | 6,971 | — | 437 | 2,705 | |||||
| REX American Resources | 31,276 | — | 804 | 23,974 | |||||
| Rosetta Stone | 26,218 | — | 22,521 | — | |||||
| Saga Communications, | |||||||||
| Class A | 13,690 | — | 873 | 8,184 | |||||
| Saul Centers | * | 14,953 | 1,180 | 32,149 | |||||
| Sportsman's Warehouse | |||||||||
| Holdings | 34,041 | — | 1,014 | 57,792 | |||||
| Strattec Security | 5,219 | 3,547 | 215 | 7,696 | |||||
| TETRA Technologies | 13,236 | — | 21,674 | — | |||||
| Thermon Group Holdings | * | 7,483 | 973 | 19,325 | |||||
| Triumph Group | 114,488 | 3,649 | (4,788) | 29,725 | |||||
| Utah Medical Products | 23,072 | — | 1,798 | 15,017 | |||||
| Velocity Financial | * | 11,664 | 11,664 | — | |||||
| Winmark | 51,389 | 909 | 1,691 | 42,950 | |||||
| T. Rowe Price Government | |||||||||
| Reserve Fund | 156,685 | ¤ | ¤ | 100,682 | |||||
| T. Rowe Price Short-Term | |||||||||
| Fund | — | ¤ | ¤ | 35,300 | |||||
| Total | $ | 1,064,419^ | |||||||
| # | Capital gain distributions from mutual funds represented $0 of the net realized gain (loss) . | ||||||||
| ++ Excludes earnings on securities lending collateral, which are subject to rebates and fees. | |||||||||
| + | Investment income comprised $16,438 of dividend income and $0 of interest income. | ||||||||
| ¤ | Purchase and sale information not shown for cash management funds. | ||||||||
| ^ | The cost basis of investments in affiliated companies was $1,218,057. | ||||||||
| * | On the date indicated, issuer was held but not considered an affiliated company. | ||||||||
The accompanying notes are an integral part of this Portfolio of Investments.
T. ROWE PRICE SMALL-CAP VALUE FUND
Unaudited
NOTES TO PORTFOLIO OF
INVESTMENTS
T. Rowe Price Small-Cap Value Fund, Inc. (the fund) is registered under the Investment Company Act of 1940 (the 1940
Act) as an open-end management investment company and follows accounting and reporting guidance of the Financial
Accounting Standards Board Accounting Standards Codification Topic 946. The accompanying Portfolio of Investments
was prepared in accordance with accounting principles generally accepted in the United States of America (GAAP). For
additional information on the fund’s significant accounting policies and investment related disclosures, please refer to the
fund’s most recent semiannual or annual shareholder report and its prospectus.
VALUATION
The fund’s financial instruments are valued at the close of the New York Stock Exchange (NYSE), normally 4 p.m. ET,
each day the NYSE is open for business.
Fair Value
The fund’s financial instruments are reported at fair value, which GAAP defines as the price that would be received to
sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement
date. The T. Rowe Price Valuation Committee (the Valuation Committee) is an internal committee that has been
delegated certain responsibilities by the fund’s Board of Directors (the Board) to ensure that financial instruments are
appropriately priced at fair value in accordance with GAAP and the 1940 Act. Subject to oversight by the Board, the
Valuation Committee develops and oversees pricing-related policies and procedures and approves all fair value
determinations. Specifically, the Valuation Committee establishes procedures to value securities; determines pricing
techniques, sources, and persons eligible to effect fair value pricing actions; oversees the selection, services, and
performance of pricing vendors; oversees valuation-related business continuity practices; and provides guidance on
internal controls and valuation-related matters. The Valuation Committee reports to the Board and has representation
from legal, portfolio management and trading, operations, risk management, and the fund’s treasurer.
Various valuation techniques and inputs are used to determine the fair value of financial instruments. GAAP
establishes the following fair value hierarchy that categorizes the inputs used to measure fair value:
Level 1 - quoted prices (unadjusted) in active markets for identical financial instruments that the fund can access at
the reporting date
Level 2 - inputs other than Level 1 quoted prices that are observable, either directly or indirectly (including, but not
limited to, quoted prices for similar financial instruments in active markets, quoted prices for identical or
similar financial instruments in inactive markets, interest rates and yield curves, implied volatilities, and
credit spreads)
Level 3 - unobservable inputs
Observable inputs are developed using market data, such as publicly available information about actual events or
transactions, and reflect the assumptions that market participants would use to price the financial instrument.
Unobservable inputs are those for which market data are not available and are developed using the best information
available about the assumptions that market participants would use to price the financial instrument. GAAP requires
valuation techniques to maximize the use of relevant observable inputs and minimize the use of unobservable inputs.
When multiple inputs are used to derive fair value, the financial instrument is assigned to the level within the fair value
hierarchy based on the lowest-level input that is significant to the fair value of the financial instrument. Input levels are
not necessarily an indication of the risk or liquidity associated with financial instruments at that level but rather the
degree of judgment used in determining those values.
T. ROWE PRICE SMALL-CAP VALUE FUND
Valuation Techniques
Equity securities listed or regularly traded on a securities exchange or in the over-the-counter (OTC) market are valued
at the last quoted sale price or, for certain markets, the official closing price at the time the valuations are made. OTC
Bulletin Board securities are valued at the mean of the closing bid and asked prices. A security that is listed or traded on
more than one exchange is valued at the quotation on the exchange determined to be the primary market for such
security. Listed securities not traded on a particular day are valued at the mean of the closing bid and asked prices for
domestic securities and the last quoted sale or closing price for international securities.
For valuation purposes, the last quoted prices of non-U.S. equity securities may be adjusted to reflect the fair value of
such securities at the close of the NYSE. If the fund determines that developments between the close of a foreign market
and the close of the NYSE will affect the value of some or all of its portfolio securities, the fund will adjust the previous
quoted prices to reflect what it believes to be the fair value of the securities as of the close of the NYSE. In deciding
whether it is necessary to adjust quoted prices to reflect fair value, the fund reviews a variety of factors, including
developments in foreign markets, the performance of U.S. securities markets, and the performance of instruments
trading in U.S. markets that represent foreign securities and baskets of foreign securities. The fund may also fair value
securities in other situations, such as when a particular foreign market is closed but the fund is open. The fund uses
outside pricing services to provide it with quoted prices and information to evaluate or adjust those prices. The fund
cannot predict how often it will use quoted prices and how often it will determine it necessary to adjust those prices to
reflect fair value. As a means of evaluating its security valuation process, the fund routinely compares quoted prices, the
next day’s opening prices in the same markets, and adjusted prices.
Actively traded equity securities listed on a domestic exchange generally are categorized in Level 1 of the fair value
hierarchy. Non-U.S. equity securities generally are categorized in Level 2 of the fair value hierarchy despite the
availability of quoted prices because, as described above, the fund evaluates and determines whether those quoted prices
reflect fair value at the close of the NYSE or require adjustment. OTC Bulletin Board securities, certain preferred
securities, and equity securities traded in inactive markets generally are categorized in Level 2 of the fair value
hierarchy.
Investments denominated in foreign currencies are translated into U.S. dollar values each day at the prevailing exchange
rate, using the mean of the bid and asked prices of such currencies against U.S. dollars as quoted by a major bank.
Investments in mutual funds are valued at the mutual fund’s closing NAV per share on the day of valuation and are
categorized in Level 1 of the fair value hierarchy.
Thinly traded financial instruments and those for which the above valuation procedures are inappropriate or are
deemed not to reflect fair value are stated at fair value as determined in good faith by the Valuation Committee. The
objective of any fair value pricing determination is to arrive at a price that could reasonably be expected from a current
sale. Financial instruments fair valued by the Valuation Committee are primarily private placements, restricted
securities, warrants, rights, and other securities that are not publicly traded.
Subject to oversight by the Board, the Valuation Committee regularly makes good faith judgments to establish and
adjust the fair valuations of certain securities as events occur and circumstances warrant. For instance, in determining
the fair value of an equity investment with limited market activity, such as a private placement or a thinly traded public
company stock, the Valuation Committee considers a variety of factors, which may include, but are not limited to, the
issuer’s business prospects, its financial standing and performance, recent investment transactions in the issuer, new
rounds of financing, negotiated transactions of significant size between other investors in the company, relevant market
valuations of peer companies, strategic events affecting the company, market liquidity for the issuer, and general
economic conditions and events. In consultation with the investment and pricing teams, the Valuation Committee will
determine an appropriate valuation technique based on available information, which may include both observable and
unobservable inputs. The Valuation Committee typically will afford greatest weight to actual prices in arm’s length
transactions, to the extent they represent orderly transactions between market participants, transaction information can
be reliably obtained, and prices are deemed representative of fair value. However, the Valuation Committee may also
T. ROWE PRICE SMALL-CAP VALUE FUND
consider other valuation methods such as market-based valuation multiples; a discount or premium from market value
of a similar, freely traded security of the same issuer; or some combination. Fair value determinations are reviewed on a
regular basis and updated as information becomes available, including actual purchase and sale transactions of the
issue. Because any fair value determination involves a significant amount of judgment, there is a degree of subjectivity
inherent in such pricing decisions, and fair value prices determined by the Valuation Committee could differ from
those of other market participants. Depending on the relative significance of unobservable inputs, including the
valuation technique(s) used, fair valued securities may be categorized in Level 2 or 3 of the fair value hierarchy.
Valuation Inputs
The following table summarizes the fund’s financial instruments, based on the inputs used to determine their fair values
on September 30, 2020 (for further detail by category, please refer to the accompanying Portfolio of Investments):
| ($000s) | Level 1 | Level 2 | Level 3 | Total Value | ||||
| Assets | ||||||||
| Common Stocks | $ | 8,069,636 | $ 287,279 | $ 144,590 | $ 8,501,505 | |||
| Convertible Preferred Stocks | — | — | 228,117 | 228,117 | ||||
| Short-Term Investments | 100,682 | — | — | 100,682 | ||||
| Securities Lending Collateral | 35,300 | — | — | 35,300 | ||||
| Total | $ | 8,205,618 | $ 287,279 | $ 372,707 | $ 8,865,604 | |||
Following is a reconciliation of the fund’s Level 3 holdings for the period ended September 30, 2020. Gain (loss) reflects
both realized and change in unrealized gain/loss on Level 3 holdings during the period, if any. The change in unrealized
gain/loss on Level 3 instruments held at September 30, 2020, totaled $9,888,000 for the period ended September 30,
2020. During the period, transfers out of Level 3 were because observable market data became available for the security.
| ($000s) | |||||||||||||||||
| Beginning | Gain (Loss) | Transfers | Ending | ||||||||||||||
| Balance | During | Total | Out of | Balance | |||||||||||||
| 1/1/20 | Period | Purchases | Total Sales | Level 3 | 9/30/20 | ||||||||||||
| Investment in Securities | |||||||||||||||||
| Common Stocks | $ | 134,681 | $ | (17,412) | $ | 57,351 | $ | (11,728) | $ | (18,302) | $ | 144,590 | |||||
| Convertible | |||||||||||||||||
| Preferred Stocks | 157,780 | 25,869 | 48,171 | (3,703) | – | 228,117 | |||||||||||
| Total | $ | 292,461 | $ | 8,457 | $ | 105,522 | $ | (15,431) | $ | (18,302) | $ | 372,707 | |||||
T. ROWE PRICE SMALL-CAP VALUE FUND
In accordance with GAAP, the following table provides quantitative information about significant unobservable inputs
used to determine the fair valuations of the fund’s Level 3 assets, by class of financial instrument. Because the Valuation
Committee considers a wide variety of factors and inputs, both observable and unobservable, in determining fair values,
the unobservable inputs presented do not reflect all inputs significant to the fair value determination.
| Investments in | Value | Valuation | Significant | Value or Range | Weighted | Impact to | ||||
| Securities | (000s) | Technique(s) + | Unobservable Input(s) | of Input(s) | Average of | Valuation | ||||
| Input(s) * | from an | |||||||||
| Increase in | ||||||||||
| Input** | ||||||||||
| Common Stocks | $ | 144,590 | Recent | Discount Factor | -# | -# | -# | |||
| comparable | ||||||||||
| transaction | ||||||||||
| price(s) | ||||||||||
| Market performance | 14% - 26% | 16% | Decrease | |||||||
| adjustment | ||||||||||
| Expected | Discount Rate for Cost of | 20% - 23% | 23% | Decrease | ||||||
| present value | Equity | |||||||||
| Timing of events | 0.24 – 4.69yrs | 2.49yrs | Decrease | |||||||
| Discount for lack of | 0% - 75% | 27% | Decrease | |||||||
| collectability | ||||||||||
| Market | Enterprise Value to Sales | 7.2x | 7.2x | Increase | ||||||
| comparable | Multiple | |||||||||
| Discount for lack of | 10% | 10% | Decrease | |||||||
| marketability | ||||||||||
| Enterprise Value to Gross | 5.9x - 18.4x | 9.4x | Increase | |||||||
| Profit Multiple | ||||||||||
| Enterprise Value to | 6.6x - 7.9x | 7.5x | Increase | |||||||
| EBITDA Multiple | ||||||||||
| Projected Enterprise | 10.4x | 10.4x | Increase | |||||||
| Value to EBITDA Multiple | ||||||||||
| Market performance | 14% - 26% | 16% | Decrease | |||||||
| adjustment | ||||||||||
| Options pricing | Discount for lack of | 10% | 10% | Decrease | ||||||
| model | marketability | |||||||||
| Risk-free rate | 4% | 4% | Increase | |||||||
| Volatility | 23% | 23% | Increase | |||||||
| Market performance | 26% | 26% | Decrease | |||||||
| adjustment | ||||||||||
|
| ||||||||||
| Convertible | $ | 228,117 | Recent | Discount Factor | -# | -# | -# | |||
| Preferred Stocks | comparable | |||||||||
| transaction | ||||||||||
| price(s) | ||||||||||
| Market performance | 26% | 26% | Decrease | |||||||
| adjustment | ||||||||||
| Market | Sales Growth Rate | 10% - 91% | 68% | Increase | ||||||
| Comparable | ||||||||||
| Enterprise Value to Sales | 1.4x - 5.7x | 4.7x | Increase | |||||||
| Multiple | ||||||||||
| Discount for lack of | 10% | 10% | Decrease | |||||||
| marketability | ||||||||||
| Enterprise Value to Gross | 3.1x - 15.2x | 9.5x | Increase | |||||||
| Profit Multiple | ||||||||||
| Gross Profit Growth Rate | 11% - 24% | 21% | Increase | |||||||
| Market performance | 26% | 26% | Decrease | |||||||
| adjustment | ||||||||||
|
| ||||||||||
| # - No quantitative unobservable inputs significant to the valuation technique were created by the fund’s management. | ||||||||||
| *Unobservable inputs were weighted by the relative fair value of the instruments. | ||||||||||
| **Represents the directional change in the fair value of the Level 3 investment(s) that would have resulted from an increase in the | ||||||||||
| corresponding input at period end. A decrease in the unobservable input would have had the opposite effect. Significant increases and | ||||||||||
| decreases in these inputs in isolation could result in significantly higher or lower fair value measurements. | ||||||||||
| + Valuation techniques may change in order to reflect our judgment of current market participant assumptions. | ||||||||||