N-CSRS 1 lp1_763.htm SEMI-ANNUAL REPORT lp1_763.htm - Generated by SEC Publisher for SEC Filing

 

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

811-05719

 

 

 

Dreyfus Stock Index Fund, Inc.

 

 

(Exact name of Registrant as specified in charter)

 

 

 

 

 

 

c/o The Dreyfus Corporation

200 Park Avenue

New York, New York  10166

 

 

(Address of principal executive offices)        (Zip code)

 

 

 

 

 

Bennett A. MacDougall, Esq.

200 Park Avenue

New York, New York  10166

 

 

(Name and address of agent for service)

 

 

Registrant's telephone number, including area code: 

(212) 922-6400

 

 

Date of fiscal year end:

 

12/31

 

Date of reporting period:

06/30/17

 

             

 

 


 

FORM N-CSR

Item 1.       Reports to Stockholders.

 


 

Dreyfus Stock Index Fund, Inc.

     

 

SEMIANNUAL REPORT
June 30, 2017

   
 

 

 

The views expressed in this report reflect those of the portfolio manager(s) only through the end of the period covered and do not necessarily represent the views of Dreyfus or any other person in the Dreyfus organization. Any such views are subject to change at any time based upon market or other conditions and Dreyfus disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Dreyfus fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Dreyfus fund.

 

Not FDIC-Insured • Not Bank-Guaranteed • May Lose Value

 

Contents

THE FUND

FOR MORE INFORMATION

 

Back Cover

 

       
 


Dreyfus Stock Index Fund, Inc.

 

The Fund

A LETTER FROM THE CEO OF DREYFUS

Dear Shareholder:

We are pleased to present this semiannual report for Dreyfus Stock Index Fund, Inc., covering the six-month period from January 1, 2017 through June 30, 2017. For information about how the fund performed during the reporting period, as well as general market perspectives, we provide a Discussion of Fund Performance on the pages that follow.

Financial markets generally rallied over the first half of 2017 as corporate earnings grew and global economic conditions improved. While the rally was relatively broad-based, U.S. stock market leadership shifted toward larger, growth-oriented companies and away from smaller, economically sensitive companies that had been expected to benefit from a new presidential administration’s stimulative policy proposals. International stocks fared particularly well amid more positive economic data from Europe and the emerging markets. In the bond market, despite short-term interest-rate hikes from the Federal Reserve Board, yields of longer-term U.S. government securities moderated somewhat and prices rose when it became clear that major tax and fiscal reforms would take time and political capital to enact.

The markets’ strong performance has been supported by solid underlying fundamentals, most notably rising corporate profits, a robust labor market, and muted inflation. While we currently expect these favorable conditions to persist over the second half of the year, we remain watchful for economic and political risks that could derail the rallies. As always, we encourage you to discuss the risks and opportunities of today’s investment environment with your financial advisor.

Thank you for your continued confidence and support.

Sincerely,

Mark D. Santero
Chief Executive Officer
The Dreyfus Corporation
July 17, 2017

2

 

DISCUSSION OF FUND PERFORMANCE

For the period from January 1, 2017 through June 30, 2017, as provided by portfolio managers Thomas J. Durante, CFA, Karen Q. Wong, CFA, and Richard A. Brown, CFA, of Mellon Capital Management Corporation, Sub-Investment Adviser

Market and Fund Performance Overview

For the six-month period ended June 30, 2017, Dreyfus Stock Index Fund, Inc.’s Initial Shares produced a total return of 9.21%, and its Service Shares produced a total return of 9.06%.1 In comparison, the S&P 500® Index (the “Index”), the fund’s benchmark, produced a total return of 9.33% for the same period.2,3

U.S. stocks gained ground amid better-than-expected corporate earnings and improving domestic and global growth prospects. The difference in returns between the fund and the Index was primarily the result of transaction costs and operating expenses that are not reflected in the Index’s results.

The Fund’s Investment Approach

The fund seeks to match the total return of the Index. To pursue its goal, the fund generally is fully invested in stocks included in the Index and in futures whose performance is tied to the Index. The fund generally invests in all 500 stocks in the Index in proportion to their weighting in the Index.

Markets Rose Despite Political Uncertainties

Over the first half of 2017, equities continued to build on gains achieved during the final months of 2016. Consecutive quarters of better-than-expected corporate earnings, a robust U.S. labor market, and encouraging economic developments in the United States, Europe, and China drove the Index to a series of new highs in January and February. While concerns about the new U.S. presidential administration’s ability to implement its business-friendly policy proposals slowed the pace of the market’s advance in the early spring, U.S. stocks improved as consumer spending remained resilient and global economic growth appeared to gain momentum. In addition, some companies and industry groups benefited from waning concerns about potentially protectionist U.S. trade policies. These developments bolstered investor confidence and enabled the Index to reach new all-time highs in May and June.

Technology and Health Care Stocks Led the Market’s Advance

The information technology sector was the top-performing market sector in the Index for the reporting period. A number of companies benefited from greater adoption of technical innovations in products ranging from appliances to automobiles. Cybersecurity software developers encountered greater demand for their products, and producers of smartphone components benefited from new product cycles. Gains were especially pronounced for some of the technology industry’s largest companies, such as Facebook, Alphabet, eBay, and Microsoft. Laggards during the reporting period included so-called “legacy” companies, such as PC manufacturers, that have been slow to adapt to new technological trends.

The health care sector posted strong results despite uncertainty surrounding new health care reform legislation. Still, pharmaceutical companies advanced amid expectations that more business-friendly regulators would speed drug approvals and relax marketing restrictions,

3

 

DISCUSSION OF FUND PERFORMANCE (continued)

and previous concerns eased regarding potential price controls. Medical device manufacturers rallied amid expectations that taxes imposed by the Affordable Care Act would be eliminated.

The consumer discretionary sector also fared relatively well, bolstered by online service providers such as Amazon.com, Priceline Group, and Netflix. Rising travel volumes buoyed revenues and earnings of several hotel operators, restaurant chains, and leisure companies. However, brick-and-mortar retailers struggled with online competition, and automobile manufacturers experienced a sales slump.

The energy sector proved to be the weakest segment of the Index over the reporting period due to declining commodity prices. Large, integrated oil companies lost value amid an oversupply of oil and gas, and some of the more leveraged offshore drillers and oil services providers were particularly hard hit by reduced demand. The telecommunication services sector also lagged broader market averages, mainly due to competitive and pricing pressures among wireless carriers and the persistent struggles of landline service providers.

Replicating the Performance of the Index

Although we do not actively manage the fund’s investments in response to macroeconomic trends, it is worth noting that the U.S. and global economic recoveries appear to be sustainable, and corporate earnings have continued to grow. However, these constructive market conditions could be undermined by geopolitical instability and ongoing uncertainty surrounding the presidential administration’s ability to enact its policy proposals into law. As always, we have continued to monitor the factors considered by the fund’s investment model in light of current market conditions.

July 17, 2017

Equities are subject generally to market, market sector, market liquidity, issuer, and investment style risks, among other factors, to varying degrees, all of which are more fully described in the fund’s prospectus.

The fund is only available as a funding vehicle under variable life insurance policies or variable annuity contracts issued by insurance companies. Individuals may not purchase shares of the fund directly. A variable annuity is an insurance contract issued by an insurance company that enables investors to accumulate assets on a tax-deferred basis for retirement or other long-term goals. The investment objective and policies of Dreyfus Stock Index Fund, Inc., made available through insurance products may be similar to those of other funds managed by Dreyfus. However, the investment results of the fund may be higher or lower than, and may not be comparable to, those of any other Dreyfus fund.

1 Total return includes reinvestment of dividends and any capital gains paid. Past performance is no guarantee of future results. Share price and investment return fluctuate such that upon redemption, fund shares may be worth more or less than their original cost. The fund’s performance does not reflect the deduction of additional charges and expenses imposed in connection with investing in variable insurance contracts, which will reduce returns.

2 Source: Lipper Inc. — The S&P 500® Index is widely regarded as the best single gauge of large-cap U.S. equities. The index includes 500 leading companies and captures approximately 80% coverage of available market capitalization. Investors cannot invest directly in any index.

3 “Standard & Poor’sÒ,” “S&PÒ,” “Standard & Poor’s 500Ô,”and “S&P 500Ò” are trademarks of Standard & Poor’s Financial Services LLC (“Standard & Poor’s”) and have been licensed for use by the fund. The fund is not sponsored, endorsed, sold, or promoted by Standard & Poor’s, and Standard & Poor’s does not make any representation regarding the advisability of investing in the fund.

4

 

UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)

As a mutual fund investor, you pay ongoing expenses, such as management fees and other expenses. Using the information below, you can estimate how these expenses affect your investment and compare them with the expenses of other funds. You also may pay one-time transaction expenses, including sales charges (loads), redemption fees and expenses associated with variable annuity or insurance contracts, which are not shown in this section and would have resulted in higher total expenses. For more information, see your fund’s prospectus or talk to your financial adviser.

Review your fund’s expenses

The table below shows the expenses you would have paid on a $1,000 investment in Dreyfus Stock Index Fund, Inc. from January 1, 2017 to June 30, 2017. It also shows how much a $1,000 investment would be worth at the close of the period, assuming actual returns and expenses.

                 

Expenses and Value of a $1,000 Investment

assuming actual returns for the six months ended June 30, 2017

         

Initial Shares

Service Shares

Expenses paid per $1,000

       

 

$1.40

 

$2.70

Ending value (after expenses)

       

 

$1,092.10

 

$1,090.60

COMPARING YOUR FUND’S EXPENSES
WITH THOSE OF OTHER FUNDS
(Unaudited)

Using the SEC’s method to compare expenses

The Securities and Exchange Commission (SEC) has established guidelines to help investors assess fund expenses. Per these guidelines, the table below shows your fund’s expenses based on a $1,000 investment, assuming a hypothetical 5% annualized return. You can use this information to compare the ongoing expenses (but not transaction expenses or total cost) of investing in the fund with those of other funds. All mutual fund shareholder reports will provide this information to help you make this comparison. Please note that you cannot use this information to estimate your actual ending account balance and expenses paid during the period.

                 

Expenses and Value of a $1,000 Investment

assuming a hypothetical 5% annualized return for the six months ended June 30, 2017

         

Initial Shares

Service Shares

Expenses paid per $1,000

       

 

$1.35

 

$$2.61

Ending value (after expenses)

       

 

$1,023.46

 

$1,022.22

 Expenses are equal to the fund’s annualized expense ratio of .27% for Initial shares and .52% for Service shares, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).

5

 

STATEMENT OF INVESTMENTS

June 30, 2017 (Unaudited)

           
 

Common Stocks - 98.6%

 

Shares

 

Value ($)

 

Automobiles & Components - .7%

         

BorgWarner

 

22,544

 

954,964

 

Delphi Automotive

 

30,173

 

2,644,663

 

Ford Motor

 

438,733

 

4,909,422

 

General Motors

 

152,908

 

5,341,076

 

Goodyear Tire & Rubber

 

28,449

 

994,577

 

Harley-Davidson

 

19,853

 

1,072,459

 
       

15,917,161

 

Banks - 6.4%

         

Bank of America

 

1,117,622

 

27,113,510

 

BB&T

 

90,937

 

4,129,449

 

Citigroup

 

309,239

 

20,681,904

 

Citizens Financial Group

 

57,947

 

2,067,549

 

Comerica

 

19,736

 

1,445,465

 

Fifth Third Bancorp

 

84,656

 

2,197,670

 

Huntington Bancshares

 

120,280

 

1,626,186

 

JPMorgan Chase & Co.

 

398,860

 

36,455,804

 

KeyCorp

 

120,009

 

2,248,969

 

M&T Bank

 

17,493

 

2,832,991

 

People's United Financial

 

38,480

a

679,557

 

PNC Financial Services Group

 

54,777

 

6,840,004

 

Regions Financial

 

135,635

 

1,985,696

 

SunTrust Banks

 

54,932

 

3,115,743

 

U.S. Bancorp

 

179,236

 

9,305,933

 

Wells Fargo & Co.

 

504,423

 

27,950,078

 

Zions Bancorporation

 

22,714

 

997,372

 
       

151,673,880

 

Capital Goods - 7.3%

         

3M

 

66,817

 

13,910,631

 

Acuity Brands

 

4,836

a

983,062

 

Allegion

 

10,112

 

820,285

 

AMETEK

 

26,728

 

1,618,915

 

Arconic

 

47,568

 

1,077,415

 

Boeing

 

63,116

 

12,481,189

 

Caterpillar

 

65,632

 

7,052,815

 

Cummins

 

17,639

 

2,861,399

 

Deere & Co.

 

33,002

 

4,078,717

 

Dover

 

17,880

 

1,434,334

 

6

 

           
 

Common Stocks - 98.6% (continued)

 

Shares

 

Value ($)

 

Capital Goods - 7.3% (continued)

         

Eaton

 

50,988

 

3,968,396

 

Emerson Electric

 

72,168

 

4,302,656

 

Fastenal

 

31,803

 

1,384,385

 

Flowserve

 

15,401

a

715,068

 

Fluor

 

16,371

 

749,464

 

Fortive

 

32,998

 

2,090,423

 

Fortune Brands Home & Security

 

17,037

 

1,111,494

 

General Dynamics

 

31,923

 

6,323,946

 

General Electric

 

978,249

 

26,422,505

 

Honeywell International

 

85,535

 

11,400,960

 

Illinois Tool Works

 

35,332

 

5,061,309

 

Ingersoll-Rand

 

28,415

 

2,596,847

 

Jacobs Engineering Group

 

14,359

 

780,986

 

Johnson Controls International

 

103,938

 

4,506,752

 

L3 Technologies

 

8,644

 

1,444,240

 

Lockheed Martin

 

28,155

 

7,816,110

 

Masco

 

37,351

 

1,427,182

 

Northrop Grumman

 

19,712

 

5,060,268

 

PACCAR

 

39,083

 

2,581,041

 

Parker-Hannifin

 

15,147

 

2,420,794

 

Pentair

 

19,571

 

1,302,254

 

Quanta Services

 

17,872

b

588,346

 

Raytheon

 

33,155

 

5,353,869

 

Rockwell Automation

 

14,501

 

2,348,582

 

Rockwell Collins

 

18,172

 

1,909,514

 

Roper Technologies

 

11,439

 

2,648,472

 

Snap-on

 

6,158

 

972,964

 

Stanley Black & Decker

 

16,844

 

2,370,456

 

Textron

 

30,623

 

1,442,343

 

TransDigm Group

 

5,592

a

1,503,521

 

United Rentals

 

9,478

b

1,068,265

 

United Technologies

 

84,102

 

10,269,695

 

W.W. Grainger

 

6,148

a

1,109,898

 

Xylem

 

20,832

 

1,154,718

 
       

172,526,485

 

Commercial & Professional Services - .6%

         

Cintas

 

9,555

 

1,204,312

 

Equifax

 

13,218

 

1,816,418

 

IHS Markit

 

35,511

b

1,563,904

 

7

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

           
 

Common Stocks - 98.6% (continued)

 

Shares

 

Value ($)

 

Commercial & Professional Services - .6% (continued)

         

Nielsen Holdings

 

37,549

 

1,451,644

 

Republic Services

 

25,974

 

1,655,323

 

Robert Half International

 

14,162

 

678,785

 

Stericycle

 

9,001

b

686,956

 

Verisk Analytics

 

16,926

b

1,428,047

 

Waste Management

 

45,420

 

3,331,557

 
       

13,816,946

 

Consumer Durables & Apparel - 1.2%

         

Coach

 

30,907

 

1,463,137

 

D.R. Horton

 

36,719

 

1,269,376

 

Garmin

 

13,496

a

688,701

 

Hanesbrands

 

44,265

a

1,025,177

 

Hasbro

 

12,490

 

1,392,760

 

Leggett & Platt

 

15,445

a

811,326

 

Lennar, Cl. A

 

21,831

 

1,164,029

 

Mattel

 

38,436

 

827,527

 

Michael Kors Holdings

 

17,735

b

642,894

 

Mohawk Industries

 

6,840

b

1,653,160

 

Newell Brands

 

53,529

 

2,870,225

 

NIKE, Cl. B

 

148,575

 

8,765,925

 

PulteGroup

 

32,584

 

799,286

 

PVH

 

8,808

 

1,008,516

 

Ralph Lauren

 

6,800

 

501,840

 

Under Armour, Cl. A

 

19,597

a,b

426,431

 

Under Armour, Cl. C

 

19,737

a,b

397,898

 

VF

 

36,131

 

2,081,146

 

Whirlpool

 

8,509

 

1,630,495

 
       

29,419,849

 

Consumer Services - 1.8%

         

Carnival

 

46,974

 

3,080,085

 

Chipotle Mexican Grill

 

3,366

b

1,400,593

 

Darden Restaurants

 

13,976

 

1,263,989

 

H&R Block

 

23,543

 

727,714

 

Hilton Worldwide Holdings

 

22,998

 

1,422,426

 

Marriott International, Cl. A

 

34,970

 

3,507,841

 

McDonald's

 

91,840

 

14,066,214

 

Royal Caribbean Cruises

 

18,501

 

2,020,864

 

Starbucks

 

162,478

 

9,474,092

 

Wyndham Worldwide

 

11,886

 

1,193,473

 

8

 

           
 

Common Stocks - 98.6% (continued)

 

Shares

 

Value ($)

 

Consumer Services - 1.8% (continued)

         

Wynn Resorts

 

8,817

 

1,182,536

 

Yum! Brands

 

37,799

 

2,788,054

 
       

42,127,881

 

Diversified Financials - 5.2%

         

Affiliated Managers Group

 

6,136

 

1,017,717

 

American Express

 

84,977

 

7,158,462

 

Ameriprise Financial

 

17,732

 

2,257,106

 

Bank of New York Mellon

 

116,485

 

5,943,065

 

Berkshire Hathaway, Cl. B

 

213,174

b

36,105,280

 

BlackRock

 

13,605

 

5,746,888

 

Capital One Financial

 

54,095

 

4,469,329

 

CBOE Holdings

 

10,181

 

930,543

 

Charles Schwab

 

135,871

 

5,837,018

 

CME Group

 

38,114

 

4,773,397

 

Discover Financial Services

 

42,823

 

2,663,162

 

E*TRADE Financial

 

31,841

b

1,210,913

 

Franklin Resources

 

39,315

 

1,760,919

 

Goldman Sachs Group

 

41,349

 

9,175,343

 

Intercontinental Exchange

 

66,442

 

4,379,857

 

Invesco

 

46,380

 

1,632,112

 

Leucadia National

 

36,004

 

941,865

 

Moody's

 

19,070

 

2,320,438

 

Morgan Stanley

 

161,247

 

7,185,166

 

Nasdaq

 

12,915

 

923,293

 

Navient

 

33,214

 

553,013

 

Northern Trust

 

23,678

 

2,301,738

 

Raymond James Financial

 

14,350

 

1,151,157

 

S&P Global

 

29,011

 

4,235,316

 

State Street

 

39,826

 

3,573,587

 

Synchrony Financial

 

87,828

 

2,619,031

 

T. Rowe Price Group

 

27,698

 

2,055,469

 
       

122,921,184

 

Energy - 5.9%

         

Anadarko Petroleum

 

62,278

 

2,823,685

 

Apache

 

42,178

a

2,021,592

 

Baker Hughes

 

47,874

 

2,609,612

 

Cabot Oil & Gas

 

53,027

 

1,329,917

 

Chesapeake Energy

 

82,642

a,b

410,731

 

Chevron

 

212,615

 

22,182,123

 

9

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

           
 

Common Stocks - 98.6% (continued)

 

Shares

 

Value ($)

 

Energy - 5.9% (continued)

         

Cimarex Energy

 

10,161

 

955,236

 

Concho Resources

 

16,278

b

1,978,265

 

ConocoPhillips

 

138,790

 

6,101,208

 

Devon Energy

 

58,076

 

1,856,690

 

EOG Resources

 

64,175

 

5,809,121

 

EQT

 

19,128

a

1,120,710

 

Exxon Mobil

 

475,588

 

38,394,219

 

Halliburton

 

96,422

 

4,118,184

 

Helmerich & Payne

 

11,578

a

629,149

 

Hess

 

29,141

 

1,278,416

 

Kinder Morgan

 

213,089

 

4,082,785

 

Marathon Oil

 

92,145

 

1,091,918

 

Marathon Petroleum

 

58,834

 

3,078,783

 

Murphy Oil

 

17,753

a

455,009

 

National Oilwell Varco

 

42,376

a

1,395,865

 

Newfield Exploration

 

21,655

b

616,301

 

Noble Energy

 

50,991

 

1,443,045

 

Occidental Petroleum

 

85,270

 

5,105,115

 

ONEOK

 

38,014

a

1,982,810

 

Phillips 66

 

49,633

 

4,104,153

 

Pioneer Natural Resources

 

18,835

 

3,005,689

 

Range Resources

 

20,816

 

482,307

 

Schlumberger

 

156,028

 

10,272,884

 

TechnipFMC

 

52,112

b

1,417,446

 

Tesoro

 

16,922

 

1,583,899

 

Transocean

 

43,127

b

354,935

 

Valero Energy

 

50,323

 

3,394,790

 

Williams Cos.

 

92,181

 

2,791,241

 
       

140,277,833

 

Food & Staples Retailing - 1.9%

         

Costco Wholesale

 

49,115

 

7,854,962

 

CVS Health

 

115,346

 

9,280,739

 

Kroger

 

103,933

 

2,423,718

 

Sysco

 

56,316

 

2,834,384

 

Walgreens Boots Alliance

 

95,449

 

7,474,611

 

Wal-Mart Stores

 

166,035

 

12,565,529

 

Whole Foods Market

 

36,049

a

1,518,023

 
       

43,951,966

 

10

 

           
 

Common Stocks - 98.6% (continued)

 

Shares

 

Value ($)

 

Food, Beverage & Tobacco - 5.2%

         

Altria Group

 

216,999

 

16,159,916

 

Archer-Daniels-Midland

 

64,432

 

2,666,196

 

Brown-Forman, Cl. B

 

20,464

 

994,550

 

Campbell Soup

 

21,537

 

1,123,155

 

Coca-Cola

 

431,890

 

19,370,266

 

Conagra Brands

 

47,421

 

1,695,775

 

Constellation Brands, Cl. A

 

19,301

 

3,739,183

 

Dr. Pepper Snapple Group

 

20,824

 

1,897,275

 

General Mills

 

65,968

 

3,654,627

 

Hershey

 

15,647

 

1,680,018

 

Hormel Foods

 

30,510

a

1,040,696

 

J.M. Smucker

 

13,067

 

1,546,218

 

Kellogg

 

28,197

 

1,958,564

 

Kraft Heinz

 

66,739

 

5,715,528

 

McCormick & Co.

 

12,696

 

1,237,987

 

Molson Coors Brewing, Cl. B

 

20,603

 

1,778,863

 

Mondelez International, Cl. A

 

170,503

 

7,364,025

 

Monster Beverage

 

45,238

b

2,247,424

 

PepsiCo

 

160,312

 

18,514,433

 

Philip Morris International

 

174,298

 

20,471,300

 

Reynolds American

 

92,260

 

6,000,590

 

Tyson Foods, Cl. A

 

32,436

 

2,031,467

 
       

122,888,056

 

Health Care Equipment & Services - 5.7%

         

Abbott Laboratories

 

194,710

 

9,464,853

 

Aetna

 

37,154

 

5,641,092

 

Align Technology

 

8,475

b

1,272,267

 

AmerisourceBergen

 

18,817

 

1,778,771

 

Anthem

 

29,577

 

5,564,321

 

Baxter International

 

54,838

 

3,319,893

 

Becton Dickinson & Co.

 

25,259

 

4,928,283

 

Boston Scientific

 

153,570

b

4,256,960

 

C.R. Bard

 

8,091

 

2,557,646

 

Cardinal Health

 

35,855

 

2,793,822

 

Centene

 

18,782

b

1,500,306

 

Cerner

 

33,666

b

2,237,779

 

Cigna

 

28,442

 

4,760,906

 

Cooper

 

5,413

 

1,295,980

 

Danaher

 

68,270

 

5,761,305

 

11

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

           
 

Common Stocks - 98.6% (continued)

 

Shares

 

Value ($)

 

Health Care Equipment & Services - 5.7% (continued)

         

DaVita

 

18,519

b

1,199,290

 

Dentsply Sirona

 

26,537

 

1,720,659

 

Edwards Lifesciences

 

23,685

b

2,800,514

 

Envision Healthcare

 

13,016

b

815,713

 

Express Scripts Holding

 

66,751

b

4,261,384

 

HCA Healthcare

 

32,728

b

2,853,882

 

Henry Schein

 

9,080

b

1,661,822

 

Hologic

 

30,704

b

1,393,348

 

Humana

 

16,241

 

3,907,909

 

IDEXX Laboratories

 

10,005

b

1,615,007

 

Intuitive Surgical

 

4,135

b

3,867,755

 

Laboratory Corporation of America Holdings

 

11,472

b

1,768,294

 

McKesson

 

23,674

 

3,895,320

 

Medtronic

 

153,942

 

13,662,352

 

Patterson

 

8,902

a

417,949

 

Quest Diagnostics

 

15,627

 

1,737,097

 

Stryker

 

34,510

 

4,789,298

 

UnitedHealth Group

 

108,144

 

20,052,060

 

Universal Health Services, Cl. B

 

9,918

 

1,210,789

 

Varian Medical Systems

 

10,410

a,b

1,074,208

 

Zimmer Biomet Holdings

 

22,224

 

2,853,562

 
       

134,692,396

 

Household & Personal Products - 1.9%

         

Church & Dwight

 

28,846

 

1,496,530

 

Clorox

 

14,230

 

1,896,005

 

Colgate-Palmolive

 

99,049

 

7,342,502

 

Coty, Cl. A

 

52,515

 

985,181

 

Estee Lauder, Cl. A

 

24,842

 

2,384,335

 

Kimberly-Clark

 

39,787

 

5,136,900

 

Procter & Gamble

 

287,014

 

25,013,270

 
       

44,254,723

 

Insurance - 2.7%

         

Aflac

 

44,689

 

3,471,442

 

Allstate

 

41,608

 

3,679,812

 

American International Group

 

98,509

 

6,158,783

 

Aon

 

29,438

 

3,913,782

 

Arthur J. Gallagher & Co.

 

19,515

 

1,117,234

 

Assurant

 

6,756

 

700,530

 

Chubb

 

52,118

 

7,576,915

 

12

 

           
 

Common Stocks - 98.6% (continued)

 

Shares

 

Value ($)

 

Insurance - 2.7% (continued)

         

Cincinnati Financial

 

16,547

 

1,198,830

 

Everest Re Group

 

4,610

 

1,173,660

 

Hartford Financial Services Group

 

42,320

 

2,224,762

 

Lincoln National

 

26,037

 

1,759,580

 

Loews

 

29,711

 

1,390,772

 

Marsh & McLennan Cos.

 

57,453

 

4,479,036

 

MetLife

 

121,842

 

6,693,999

 

Principal Financial Group

 

29,434

 

1,885,836

 

Progressive

 

63,859

 

2,815,543

 

Prudential Financial

 

48,090

 

5,200,453

 

Torchmark

 

12,416

 

949,824

 

Travelers

 

31,792

 

4,022,642

 

Unum Group

 

26,855

 

1,252,249

 

Willis Towers Watson

 

14,412

 

2,096,370

 

XL Group

 

30,751

 

1,346,894

 
       

65,108,948

 

Materials - 2.8%

         

Air Products & Chemicals

 

24,418

 

3,493,239

 

Albemarle

 

12,452

 

1,314,184

 

Avery Dennison

 

9,402

 

830,855

 

Ball

 

38,690

 

1,633,105

 

CF Industries Holdings

 

26,561

a

742,646

 

Dow Chemical

 

125,378

 

7,907,590

 

E.I. du Pont de Nemours & Co.

 

97,281

 

7,851,550

 

Eastman Chemical

 

15,775

 

1,324,942

 

Ecolab

 

29,023

 

3,852,803

 

FMC

 

14,534

 

1,061,709

 

Freeport-McMoRan

 

148,227

b

1,780,206

 

International Flavors & Fragrances

 

8,741

 

1,180,035

 

International Paper

 

45,948

 

2,601,116

 

LyondellBasell Industries, Cl. A

 

37,389

 

3,155,258

 

Martin Marietta Materials

 

7,323

 

1,629,953

 

Monsanto

 

49,228

 

5,826,626

 

Mosaic

 

38,848

 

886,900

 

Newmont Mining

 

59,389

 

1,923,610

 

Nucor

 

35,070

 

2,029,501

 

PPG Industries

 

28,875

 

3,175,095

 

Praxair

 

31,725

 

4,205,149

 

Sealed Air

 

21,775

 

974,649

 

13

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

           
 

Common Stocks - 98.6% (continued)

 

Shares

 

Value ($)

 

Materials - 2.8% (continued)

         

Sherwin-Williams

 

8,924

 

3,131,967

 

Vulcan Materials

 

14,607

 

1,850,415

 

WestRock

 

28,714

 

1,626,965

 
       

65,990,068

 

Media - 3.0%

         

CBS, Cl. B

 

41,902

 

2,672,510

 

Charter Communications, Cl. A

 

24,199

b

8,151,433

 

Comcast, Cl. A

 

530,246

 

20,637,174

 

Discovery Communications, Cl. A

 

16,584

a,b

428,365

 

Discovery Communications, Cl. C

 

26,524

b

668,670

 

DISH Network, Cl. A

 

25,285

b

1,586,887

 

Interpublic Group of Companies

 

45,293

 

1,114,208

 

News Corp., Cl. A

 

41,851

 

573,359

 

News Corp., Cl. B

 

11,509

a

162,852

 

Omnicom Group

 

26,705

 

2,213,845

 

Scripps Networks Interactive, Cl. A

 

10,781

a

736,450

 

Time Warner

 

86,680

 

8,703,539

 

Twenty-First Century Fox, Cl. A

 

118,748

 

3,365,318

 

Twenty-First Century Fox, Cl. B

 

53,869

 

1,501,329

 

Viacom, Cl. B

 

39,027

 

1,310,136

 

Walt Disney

 

163,565

 

17,378,781

 
       

71,204,856

 

Pharmaceuticals, Biotechnology & Life Sciences - 8.6%

         

AbbVie

 

178,783

 

12,963,555

 

Agilent Technologies

 

36,773

 

2,181,007

 

Alexion Pharmaceuticals

 

25,113

b

3,055,499

 

Allergan

 

37,436

 

9,100,317

 

Amgen

 

82,561

 

14,219,481

 

Biogen

 

24,015

b

6,516,710

 

Bristol-Myers Squibb

 

185,139

 

10,315,945

 

Celgene

 

87,617

b

11,378,820

 

Eli Lilly & Co.

 

108,947

 

8,966,338

 

Gilead Sciences

 

146,537

 

10,371,889

 

Illumina

 

16,219

b

2,814,321

 

Incyte

 

19,554

b

2,462,044

 

Johnson & Johnson

 

302,502

 

40,017,990

 

Mallinckrodt

 

12,563

b

562,948

 

Merck & Co.

 

306,779

 

19,661,466

 

Mettler-Toledo International

 

2,967

b

1,746,198

 

14

 

           
 

Common Stocks - 98.6% (continued)

 

Shares

 

Value ($)

 

Pharmaceuticals, Biotechnology & Life Sciences - 8.6% (continued)

         

Mylan

 

51,019

b

1,980,558

 

PerkinElmer

 

11,983

 

816,522

 

Perrigo

 

15,914

 

1,201,825

 

Pfizer

 

669,740

 

22,496,567

 

Regeneron Pharmaceuticals

 

8,546

b

4,197,282

 

Thermo Fisher Scientific

 

44,075

 

7,689,765

 

Vertex Pharmaceuticals

 

27,768

b

3,578,462

 

Waters

 

8,887

b

1,633,786

 

Zoetis

 

54,870

 

3,422,791

 
       

203,352,086

 

Real Estate - 2.9%

         

Alexandria Real Estate Equities

 

9,847

c

1,186,268

 

American Tower

 

47,491

c

6,284,009

 

Apartment Investment & Management, Cl. A

 

16,929

c

727,439

 

AvalonBay Communities

 

15,356

c

2,950,963

 

Boston Properties

 

17,192

c

2,114,960

 

CBRE Group, Cl. A

 

33,110

b,c

1,205,204

 

Crown Castle International

 

41,047

c

4,112,088

 

Digital Realty Trust

 

17,665

a,c

1,995,262

 

Equinix

 

8,701

c

3,734,121

 

Equity Residential

 

41,043

c

2,701,861

 

Essex Property Trust

 

7,353

c

1,891,706

 

Extra Space Storage

 

13,557

c

1,057,446

 

Federal Realty Investment Trust

 

8,089

c

1,022,369

 

GGP

 

63,946

 

1,506,568

 

HCP

 

51,776

c

1,654,761

 

Host Hotels & Resorts

 

82,336

c

1,504,279

 

Iron Mountain

 

26,633

c

915,110

 

Kimco Realty

 

46,609

c

855,275

 

Macerich

 

14,083

c

817,659

 

Mid-America Apartment Communities

 

12,616

c

1,329,474

 

Prologis

 

58,941

c

3,456,300

 

Public Storage

 

16,637

c

3,469,314

 

Realty Income

 

30,249

c

1,669,140

 

Regency Centers

 

16,298

c

1,020,907

 

Simon Property Group

 

35,481

c

5,739,407

 

SL Green Realty

 

10,859

c

1,148,882

 

UDR

 

28,750

c

1,120,388

 

Ventas

 

39,010

c

2,710,415

 

15

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

           
 

Common Stocks - 98.6% (continued)

 

Shares

 

Value ($)

 

Real Estate - 2.9% (continued)

         

Vornado Realty Trust

 

19,404

c

1,822,036

 

Welltower

 

40,410

c

3,024,689

 

Weyerhaeuser

 

83,158

c

2,785,793

 
       

67,534,093

 

Retailing - 5.4%

         

Advance Auto Parts

 

7,975

 

929,805

 

Amazon.com

 

44,519

b

43,094,392

 

AutoNation

 

7,329

a,b

308,991

 

AutoZone

 

3,233

b

1,844,297

 

Bed Bath & Beyond

 

17,138

a

520,995

 

Best Buy

 

30,645

 

1,756,878

 

CarMax

 

21,728

a,b

1,370,168

 

Dollar General

 

29,001

 

2,090,682

 

Dollar Tree

 

25,887

b

1,810,019

 

Expedia

 

13,382

 

1,993,249

 

Foot Locker

 

15,171

 

747,627

 

Gap

 

26,084

a

573,587

 

Genuine Parts

 

16,868

 

1,564,676

 

Home Depot

 

134,387

 

20,614,966

 

Kohl's

 

19,875

a

768,566

 

L Brands

 

26,809

a

1,444,737

 

LKQ

 

33,827

b

1,114,600

 

Lowe's

 

97,223

 

7,537,699

 

Macy's

 

34,397

a

799,386

 

Netflix

 

48,166

b

7,196,482

 

Nordstrom

 

13,065

a

624,899

 

O'Reilly Automotive

 

10,317

a,b

2,256,741

 

Priceline Group

 

5,525

b

10,334,623

 

Ross Stores

 

44,855

 

2,589,479

 

Signet Jewelers

 

7,847

a

496,244

 

Staples

 

67,738

 

682,122

 

Target

 

62,821

 

3,284,910

 

The TJX Companies

 

72,364

 

5,222,510

 

Tiffany & Co.

 

12,571

a

1,180,040

 

Tractor Supply

 

14,646

 

793,960

 

TripAdvisor

 

11,966

a,b

457,101

 

Ulta Beauty

 

6,557

b

1,884,088

 
       

127,888,519

 

16

 

           
 

Common Stocks - 98.6% (continued)

 

Shares

 

Value ($)

 

Semiconductors & Semiconductor Equipment - 3.3%

         

Advanced Micro Devices

 

86,757

a,b

1,082,727

 

Analog Devices

 

40,509

 

3,151,600

 

Applied Materials

 

121,190

 

5,006,359

 

Broadcom

 

44,873

 

10,457,653

 

Intel

 

528,965

 

17,847,279

 

KLA-Tencor

 

17,200

 

1,573,972

 

Lam Research

 

18,127

 

2,563,702

 

Microchip Technology

 

25,688

a

1,982,600

 

Micron Technology

 

118,895

b

3,550,205

 

NVIDIA

 

66,733

 

9,646,922

 

Qorvo

 

14,371

b

909,972

 

QUALCOMM

 

164,800

 

9,100,256

 

Skyworks Solutions

 

20,943

 

2,009,481

 

Texas Instruments

 

112,226

 

8,633,546

 

Xilinx

 

28,060

 

1,804,819

 
       

79,321,093

 

Software & Services - 13.1%

         

Accenture, Cl. A

 

69,368

 

8,579,434

 

Activision Blizzard

 

77,304

 

4,450,391

 

Adobe Systems

 

55,504

b

7,850,486

 

Akamai Technologies

 

19,594

b

975,977

 

Alliance Data Systems

 

6,322

 

1,622,794

 

Alphabet, Cl. A

 

33,400

b

31,051,312

 

Alphabet, Cl. C

 

33,491

b

30,434,276

 

ANSYS

 

9,596

b

1,167,641

 

Autodesk

 

21,924

b

2,210,378

 

Automatic Data Processing

 

50,453

 

5,169,414

 

CA

 

34,877

 

1,202,210

 

Citrix Systems

 

17,105

b

1,361,216

 

Cognizant Technology Solutions, Cl. A

 

66,248

 

4,398,867

 

CSRA

 

14,976

 

475,488

 

DXC Technology

 

31,674

 

2,430,029

 

eBay

 

113,629

b

3,967,925

 

Electronic Arts

 

34,466

b

3,643,746

 

Facebook, Cl. A

 

265,304

b

40,055,598

 

Fidelity National Information Services

 

37,068

 

3,165,607

 

Fiserv

 

24,100

b

2,948,394

 

Gartner

 

10,078

b

1,244,734

 

Global Payments

 

17,024

 

1,537,608

 

17

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

           
 

Common Stocks - 98.6% (continued)

 

Shares

 

Value ($)

 

Software & Services - 13.1% (continued)

         

International Business Machines

 

96,198

 

14,798,138

 

Intuit

 

27,341

 

3,631,158

 

Mastercard, Cl. A

 

105,645

 

12,830,585

 

Microsoft

 

866,507

 

59,728,328

 

Oracle

 

337,074

 

16,900,890

 

Paychex

 

35,330

 

2,011,690

 

PayPal Holdings

 

124,821

b

6,699,143

 

Red Hat

 

19,734

b

1,889,531

 

salesforce.com

 

74,977

b

6,493,008

 

Symantec

 

68,400

 

1,932,300

 

Synopsys

 

16,759

b

1,222,234

 

Total System Services

 

18,543

 

1,080,130

 

VeriSign

 

10,002

a,b

929,786

 

Visa, Cl. A

 

207,364

a

19,446,596

 

Western Union

 

55,914

a

1,065,162

 
       

310,602,204

 

Technology Hardware & Equipment - 5.5%

         

Amphenol, Cl. A

 

34,389

 

2,538,596

 

Apple

 

585,476

 

84,320,254

 

Cisco Systems

 

560,313

 

17,537,797

 

Corning

 

105,910

 

3,182,595

 

F5 Networks

 

7,699

b

978,235

 

FLIR Systems

 

14,992

 

519,623

 

Harris

 

13,901

 

1,516,321

 

Hewlett Packard Enterprise

 

184,686

 

3,063,941

 

HP

 

191,242

 

3,342,910

 

Juniper Networks

 

42,421

 

1,182,697

 

Motorola Solutions

 

18,501

 

1,604,777

 

NetApp

 

31,164

 

1,248,118

 

Seagate Technology

 

33,050

a

1,280,688

 

TE Connectivity

 

39,700

 

3,123,596

 

Western Digital

 

32,653

 

2,893,056

 

Xerox

 

23,822

 

684,406

 
       

129,017,610

 

Telecommunication Services - 2.1%

         

AT&T

 

689,947

 

26,031,700

 

CenturyLink

 

60,809

a

1,452,119

 

Level 3 Communications

 

32,131

b

1,905,368

 

18

 

           
 

Common Stocks - 98.6% (continued)

 

Shares

 

Value ($)

 

Telecommunication Services - 2.1% (continued)

         

Verizon Communications

 

457,805

 

20,445,571

 
       

49,834,758

 

Transportation - 2.3%

         

Alaska Air Group

 

13,579

a

1,218,851

 

American Airlines Group

 

56,764

a

2,856,364

 

CH Robinson Worldwide

 

15,908

a

1,092,561

 

CSX

 

104,015

 

5,675,058

 

Delta Air Lines

 

82,021

 

4,407,809

 

Expeditors International of Washington

 

20,206

a

1,141,235

 

FedEx

 

27,594

 

5,997,004

 

J.B. Hunt Transport Services

 

10,046

 

918,003

 

Kansas City Southern

 

12,108

 

1,267,102

 

Norfolk Southern

 

33,166

 

4,036,302

 

Southwest Airlines

 

69,214

 

4,300,958

 

Union Pacific

 

91,309

 

9,944,463

 

United Continental Holdings

 

31,755

b

2,389,564

 

United Parcel Service, Cl. B

 

76,930

 

8,507,689

 
       

53,752,963

 

Utilities - 3.1%

         

AES

 

70,211

 

780,044

 

Alliant Energy

 

25,186

 

1,011,722

 

Ameren

 

26,999

 

1,476,035

 

American Electric Power

 

55,149

 

3,831,201

 

American Water Works

 

19,732

 

1,538,109

 

CenterPoint Energy

 

48,953

 

1,340,333

 

CMS Energy

 

31,250

 

1,445,313

 

Consolidated Edison

 

33,709

 

2,724,361

 

Dominion Resources

 

70,557

a

5,406,783

 

DTE Energy

 

19,737

 

2,087,977

 

Duke Energy

 

78,223

 

6,538,661

 

Edison International

 

35,860

 

2,803,893

 

Entergy

 

20,148

 

1,546,762

 

Eversource Energy

 

35,409

 

2,149,680

 

Exelon

 

102,640

 

3,702,225

 

FirstEnergy

 

49,308

 

1,437,821

 

NextEra Energy

 

52,522

 

7,359,908

 

NiSource

 

36,196

 

917,931

 

NRG Energy

 

36,931

 

635,952

 

PG&E

 

57,273

 

3,801,209

 

19

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

           
 

Common Stocks - 98.6% (continued)

 

Shares

 

Value ($)

 

Utilities - 3.1% (continued)

         

Pinnacle West Capital

 

12,328

 

1,049,852

 

PPL

 

75,763

 

2,928,998

 

Public Service Enterprise Group

 

55,726

 

2,396,775

 

SCANA

 

15,908

 

1,065,995

 

Sempra Energy

 

27,734

 

3,127,008

 

Southern

 

110,838

 

5,306,923

 

WEC Energy Group

 

35,504

 

2,179,236

 

Xcel Energy

 

56,624

 

2,597,909

 
       

73,188,616

 

Total Common Stocks (cost $902,338,878)

     

2,331,264,174

 

Short-Term Investments - .1%

 

Principal Amount ($)

 

Value ($)

 

U.S. Treasury Bills

         

1.08%, 12/7/17
(cost $1,731,696)

 

1,740,000

d

1,731,918

 

Other Investment - 1.4%

 

Shares

 

Value ($)

 

Registered Investment Company;

         

Dreyfus Institutional Preferred Government Plus Money Market Fund
(cost $34,234,190)

 

34,234,190

e

34,234,190

 

Investment of Cash Collateral for Securities Loaned - .7%

         

Registered Investment Company;

         

Dreyfus Institutional Preferred Money Market Fund, Hamilton Shares
(cost $15,978,341)

 

15,978,341

e

15,978,341

 

Total Investments (cost $954,283,105)

 

100.8%

 

2,383,208,623

 

Liabilities, Less Cash and Receivables

 

(.8%)

 

(19,383,946)

 

Net Assets

 

100.0%

 

2,363,824,677

 

a Security, or portion thereof, on loan. At June 30, 2017, the value of the fund’s securities on loan was $68,434,340 and the value of the collateral held by the fund was $69,828,375, consisting of cash collateral of $15,978,341 and U.S. Government & Agency securities valued at $53,850,034.

b Non-income producing security.

c Investment in real estate investment trust.

d Held by or on behalf of a counterparty for open futures contracts.

e Investment in affiliated money market mutual fund.

20

 

   

Portfolio Summary (Unaudited)

Value (%)

Software & Services

13.1

Pharmaceuticals, Biotechnology & Life Sciences

8.6

Capital Goods

7.3

Banks

6.4

Energy

5.9

Health Care Equipment & Services

5.7

Technology Hardware & Equipment

5.5

Retailing

5.4

Diversified Financials

5.2

Food, Beverage & Tobacco

5.2

Semiconductors & Semiconductor Equipment

3.3

Utilities

3.1

Media

3.0

Real Estate

2.9

Materials

2.8

Insurance

2.7

Transportation

2.3

Short-Term/Money Market Investments

2.2

Telecommunication Services

2.1

Household & Personal Products

1.9

Food & Staples Retailing

1.9

Consumer Services

1.8

Consumer Durables & Apparel

1.2

Automobiles & Components

.7

Commercial & Professional Services

.6

 

100.8

 Based on net assets.

See notes to financial statements.

21

 

STATEMENT OF FUTURES

June 30, 2017 (Unaudited)

             
 

Contracts

Market Value Covered by Contracts ($)

Expiration

Unrealized (Depreciation) ($)

 
           

Futures Long

   

Standard & Poor's 500 E-mini

309

 

37,402,905

September 2017

(127,199)

 

Gross Unrealized Depreciation

 

(127,199)

 

See notes to financial statements.

22

 

STATEMENT OF ASSETS AND LIABILITIES

June 30, 2017 (Unaudited)

             

 

 

 

 

 

 

 

 

 

 

Cost

 

Value

 

Assets ($):

 

 

 

 

Investments in securities—See Statement of Investments
(including securities on loan, valued at $68,434,340)—Note 1(b):

 

 

 

 

Unaffiliated issuers

 

904,070,574

 

2,332,996,092

 

Affiliated issuers

 

50,212,531

 

50,212,531

 

Cash

 

 

 

 

442,742

 

Dividends and securities lending income receivable

 

 

 

 

2,359,767

 

Receivable for futures variation margin—Note 4

 

 

 

 

25,705

 

Prepaid expenses

 

 

 

 

11,299

 

 

 

 

 

 

2,386,048,136

 

Liabilities ($):

 

 

 

 

Due to The Dreyfus Corporation and affiliates—Note 3(c)

 

 

 

 

526,523

 

Liability for securities on loan—Note 1(b)

 

 

 

 

15,978,341

 

Payable for shares of Common Stock redeemed

 

 

 

 

4,765,609

 

Payable for investment securities purchased

 

 

 

 

777,951

 

Accrued expenses

 

 

 

 

175,035

 

 

 

 

 

 

22,223,459

 

Net Assets ($)

 

 

2,363,824,677

 

Composition of Net Assets ($):

 

 

 

 

Paid-in capital

 

 

 

 

951,748,965

 

Accumulated undistributed investment income—net

 

 

 

 

870,645

 

Accumulated net realized gain (loss) on investments

 

 

 

 

(17,593,252)

 

Accumulated net unrealized appreciation (depreciation)
on investments [including ($127,199) net unrealized
(depreciation) on futures]

 

 

 

1,428,798,319

 

Net Assets ($)

 

 

2,363,824,677

 

 

       

Net Asset Value Per Share

Initial Shares

Service Shares

 

Net Assets ($)

2,162,690,365

201,134,312

 

Shares Outstanding

44,631,414

4,145,640

 

Net Asset Value Per Share ($)

48.46

48.52

 

       

See notes to financial statements.

     

23

 

STATEMENT OF OPERATIONS

Six Months Ended June 30, 2017 (Unaudited)

             
             

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investment Income ($):

 

 

 

 

Income:

 

 

 

 

Cash dividends:

 

 

 

 

Unaffiliated issuers

 

 

22,924,014

 

Affiliated issuers

 

 

106,957

 

Income from securities lending—Note 1(b)

 

 

40,667

 

Interest

 

 

5,488

 

Total Income

 

 

23,077,126

 

Expenses:

 

 

 

 

Management fee—Note 3(a)

 

 

2,801,020

 

Distribution fees—Note 3(b)

 

 

251,163

 

Directors’ fees and expenses—Note 3(d)

 

 

80,904

 

Prospectus and shareholders’ reports

 

 

75,625

 

Professional fees

 

 

38,813

 

Loan commitment fees—Note 2

 

 

17,156

 

Shareholder servicing costs—Note 3(c)

 

 

2,889

 

Registration fees

 

 

2,703

 

Miscellaneous

 

 

67,557

 

Total Expenses

 

 

3,337,830

 

Less—reduction in fees due to earnings credits—Note 3(c)

 

 

(68)

 

Net Expenses

 

 

3,337,762

 

Investment Income—Net

 

 

19,739,364

 

Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):

 

 

Net realized gain (loss) on investments

16,174,279

 

Net realized gain (loss) on futures

3,177,301

 

Net Realized Gain (Loss)

 

 

19,351,580

 

Net unrealized appreciation (depreciation) on investments

 

 

161,593,451

 

Net unrealized appreciation (depreciation) on futures

 

 

115,780

 

Net Unrealized Appreciation (Depreciation)

 

 

161,709,231

 

Net Realized and Unrealized Gain (Loss) on Investments

 

 

181,060,811

 

Net Increase in Net Assets Resulting from Operations

 

200,800,175

 

             

See notes to financial statements.

         

24

 

STATEMENT OF CHANGES IN NET ASSETS

                   
                   

 

 

 

 

Six Months Ended
June 30, 2017 (Unaudited)

 

 

 

Year Ended
December 31, 2016

 

Operations ($):

 

 

 

 

 

 

 

 

Investment income—net

 

 

19,739,364

 

 

 

39,504,813

 

Net realized gain (loss) on investments

 

19,351,580

 

 

 

58,654,548

 

Net unrealized appreciation (depreciation)
on investments

 

161,709,231

 

 

 

136,407,444

 

Net Increase (Decrease) in Net Assets
Resulting from Operations

200,800,175

 

 

 

234,566,805

 

Distributions to Shareholders from ($):

 

 

 

 

 

 

 

 

Investment income—net:

 

 

 

 

 

 

 

 

Initial Shares

 

 

(18,133,525)

 

 

 

(38,523,757)

 

Service Shares

 

 

(1,468,744)

 

 

 

(3,459,777)

 

Net realized gain on investments:

 

 

 

 

 

 

 

 

Initial Shares

 

 

(50,253,942)

 

 

 

(66,770,473)

 

Service Shares

 

 

(4,870,215)

 

 

 

(6,995,648)

 

Total Distributions

 

 

(74,726,426)

 

 

 

(115,749,655)

 

Capital Stock Transactions ($):

 

 

 

 

 

 

 

 

Net proceeds from shares sold:

 

 

 

 

 

 

 

 

Initial Shares

 

 

157,086,804

 

 

 

175,074,006

 

Service Shares

 

 

2,460,029

 

 

 

14,779,629

 

Distributions reinvested:

 

 

 

 

 

 

 

 

Initial Shares

 

 

68,387,467

 

 

 

105,294,230

 

Service Shares

 

 

6,338,959

 

 

 

10,455,425

 

Cost of shares redeemed:

 

 

 

 

 

 

 

 

Initial Shares

 

 

(179,076,939)

 

 

 

(267,602,472)

 

Service Shares

 

 

(19,583,062)

 

 

 

(38,417,929)

 

Increase (Decrease) in Net Assets
from Capital Stock Transactions

35,613,258

 

 

 

(417,111)

 

Total Increase (Decrease) in Net Assets

161,687,007

 

 

 

118,400,039

 

Net Assets ($):

 

 

 

 

 

 

 

 

Beginning of Period

 

 

2,202,137,670

 

 

 

2,083,737,631

 

End of Period

 

 

2,363,824,677

 

 

 

2,202,137,670

 

Undistributed investment income—net

870,645

 

 

 

733,550

 

Capital Share Transactions (Shares):

 

 

 

 

 

 

 

 

Initial Shares

 

 

 

 

 

 

 

 

Shares sold

 

 

3,291,481

 

 

 

4,042,774

 

Shares issued for distributions reinvested

 

 

1,442,295

 

 

 

2,462,148

 

Shares redeemed

 

 

(3,745,906)

 

 

 

(6,171,082)

 

Net Increase (Decrease) in Shares Outstanding

987,870

 

 

 

333,840

 

Service Shares

 

 

 

 

 

 

 

 

Shares sold

 

 

51,422

 

 

 

347,728

 

Shares issued for distributions reinvested

 

 

133,585

 

 

 

244,569

 

Shares redeemed

 

 

(409,850)

 

 

 

(892,184)

 

Net Increase (Decrease) in Shares Outstanding

(224,843)

 

 

 

(299,887)

 

                   

See notes to financial statements.

               

25

 

FINANCIAL HIGHLIGHTS

The following tables describe the performance for each share class for the fiscal periods indicated. All information (except portfolio turnover rate) reflects financial results for a single fund share. Total return shows how much your investment in the fund would have increased (or decreased) during each period, assuming you had reinvested all dividends and distributions. The fund’s total returns do not reflect expenses associated with variable annuity or insurance contracts. These figures have been derived from the fund’s financial statements.

             
 

Six
Months Ended June 30, 2017 (Unaudited)

 
 

Year Ended December 31,

Initial Shares

2016

2015

2014

2013

2012

Per Share Data ($):

           

Net asset value,
beginning of period

45.86

43.42

44.99

40.84

31.86

29.48

Investment Operations:

           

Investment income—neta

.42

.83

.80

.74

.66

.63

Net realized and unrealized
gain (loss) on investments

3.76

4.04

(.32)

4.65

9.39

3.95

Total from
Investment Operations

4.18

4.87

.48

5.39

10.05

4.58

Distributions:

           

Dividends from
investment income—net

(.41)

(.88)

(.81)

(.75)

(.68)

(.64)

Dividends from net realized
gain on investments

(1.17)

(1.55)

(1.24)

(.49)

(.39)

(1.56)

Total Distributions

(1.58)

(2.43)

(2.05)

(1.24)

(1.07)

(2.20)

Net asset value, end of period

48.46

45.86

43.42

44.99

40.84

31.86

Total Return (%)

9.21b

11.71

1.11

13.42

32.02

15.74

Ratios/Supplemental Data (%):

           

Ratio of total expenses
to average net assets

.27c

.27

.27

.27

.29

.28

Ratio of net expenses
to average net assets

.27c

.27

.27

.27

.29

.28

Ratio of net investment income
to average net assets

1.75c

1.91

1.81

1.76

1.82

2.02

Portfolio Turnover Rate

1.57b

3.87

3.74

1.59

3.76

3.13

Net Assets,
end of period ($ x 1,000)

2,162,690

2,001,468

1,880,694

1,955,325

1,798,538

1,541,577

a Based on average shares outstanding.

b Not annualized.

c Annualized.

See notes to financial statements.

26

 

             
 

Six
Months Ended June 30, 2017 (Unaudited)

 
 

Year Ended December 31,

Service Shares

2016

2015

2014

2013

2012

Per Share Data ($):

           

Net asset value,
beginning of period

45.91

43.47

45.03

40.89

31.90

29.51

Investment Operations:

           

Investment income—neta

.36

.72

.69

.64

.57

.56

Net realized and unrealized
gain (loss) on investments

3.77

4.04

(.31)

4.63

9.40

3.96

Total from
Investment Operations

4.13

4.76

.38

5.27

9.97

4.52

Distributions:

           

Dividends from
investment income—net

(.35)

(.77)

(.70)

(.64)

(.59)

(.57)

Dividends from net realized
gain on investments

(1.17)

(1.55)

(1.24)

(.49)

(.39)

(1.56)

Total Distributions

(1.52)

(2.32)

(1.94)

(1.13)

(.98)

(2.13)

Net asset value, end of period

48.52

45.91

43.47

45.03

40.89

31.90

Total Return (%)

9.06b

11.44

.86

13.10

31.71

15.47

Ratios/Supplemental Data (%):

           

Ratio of total expenses
to average net assets

.52c

.52

.52

.52

.54

.53

Ratio of net expenses
to average net assets

.52c

.52

.52

.52

.54

.53

Ratio of net investment income
to average net assets

1.50c

1.66

1.56

1.50

1.57

1.78

Portfolio Turnover Rate

1.57b

3.87

3.74

1.59

3.76

3.13

Net Assets,
end of period ($ x 1,000)

201,134

200,670

203,044

234,542

239,742

185,127

a Based on average shares outstanding.

b Not annualized.

c Annualized.

See notes to financial statements.

27

 

NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1—Significant Accounting Policies:

Dreyfus Stock Index Fund, Inc. (the “fund”) is registered under the Investment Company Act of 1940, as amended (the “Act”), as a non-diversified open-end management investment company. The fund is only offered to separate accounts established by insurance companies to fund variable annuity contracts and variable life insurance policies. The fund’s investment objective is to seek to match the total return of the S&P 500® Index. The Dreyfus Corporation (the “Manager” or “Dreyfus”), a wholly-owned subsidiary of The Bank of New York Mellon Corporation (“BNY Mellon”), serves as the fund’s investment adviser. Mellon Capital Management Corporation (“Mellon Capital”), an indirect wholly-owned subsidiary of BNY Mellon, serves as the fund’s index manager.

MBSC Securities Corporation (the “Distributor”), a wholly-owned subsidiary of Dreyfus, is the distributor of the fund’s shares, which are sold without a sales charge. The fund is authorized to issue 400 million shares of $.001 par value Common Stock in each of the following classes of shares: Initial shares (250 million shares authorized) and Service shares (150 million shares authorized). Initial shares are subject to a Shareholder Services Plan fee and Service shares are subject to a Distribution Plan fee. Each class of shares has identical rights and privileges, except with respect to the Distribution Plan, Shareholder Services Plan and the expenses borne by each class, the allocation of certain transfer agency costs, and certain voting rights. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets.

The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification is the exclusive reference of authoritative U.S. generally accepted accounting principles (“GAAP”) recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive releases of the Securities and Exchange Commission (“SEC”) under authority of federal laws are also sources of authoritative GAAP for SEC registrants. The fund’s financial statements are prepared in accordance with GAAP, which may require the use of management estimates and assumptions. Actual results could differ from those estimates.

The fund enters into contracts that contain a variety of indemnifications. The fund’s maximum exposure under these arrangements is unknown. The fund does not anticipate recognizing any loss related to these arrangements.

(a) Portfolio valuation: The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability

28

 

in an orderly transaction between market participants at the measurement date (i.e., the exit price). GAAP establishes a fair value hierarchy that prioritizes the inputs of valuation techniques used to measure fair value. This hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).

Additionally, GAAP provides guidance on determining whether the volume and activity in a market has decreased significantly and whether such a decrease in activity results in transactions that are not orderly. GAAP requires enhanced disclosures around valuation inputs and techniques used during annual and interim periods.

Various inputs are used in determining the value of the fund’s investments relating to fair value measurements. These inputs are summarized in the three broad levels listed below:

Level 1—unadjusted quoted prices in active markets for identical investments.

Level 2—other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.).

Level 3—significant unobservable inputs (including the fund’s own assumptions in determining the fair value of investments).

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. Valuation techniques used to value the fund’s investments are as follows:

Investments in securities are valued at the last sales price on the securities exchange or national securities market on which such securities are primarily traded. Securities listed on the National Market System for which market quotations are available are valued at the official closing price or, if there is no official closing price that day, at the last sales price. For open short positions, asked prices are used for valuation purposes. Bid price is used when no asked price is available. Registered investment companies that are not traded on an exchange are valued at their net asset value. All of the preceding securities are generally categorized within Level 1 of the fair value hierarchy.

Securities not listed on an exchange or the national securities market, or securities for which there were no transactions, are valued at the average of

29

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

the most recent bid and asked prices. U.S. Treasury Bills are valued at the mean price between quoted bid prices and asked prices by an independent pricing service (the “Service”) approved by the fund’s Board of Directors (the “Board”). These securities are generally categorized within Level 2 of the fair value hierarchy.

The Service is engaged under the general supervision of the Board.

Fair valuing of securities may be determined with the assistance of a pricing service using calculations based on indices of domestic securities and other appropriate indicators, such as prices of relevant American Depository Receipts and futures. Utilizing these techniques may result in transfers between Level 1 and Level 2 of the fair value hierarchy.

When market quotations or official closing prices are not readily available, or are determined not to reflect accurately fair value, such as when the value of a security has been significantly affected by events after the close of the exchange or market on which the security is principally traded (for example, a foreign exchange or market), but before the fund calculates its net asset value, the fund may value these investments at fair value as determined in accordance with the procedures approved by the Board. Certain factors may be considered when fair valuing investments such as: fundamental analytical data, the nature and duration of restrictions on disposition, an evaluation of the forces that influence the market in which the securities are purchased and sold, and public trading in similar securities of the issuer or comparable issuers. These securities are either categorized within Level 2 or 3 of the fair value hierarchy depending on the relevant inputs used.

For restricted securities where observable inputs are limited, assumptions about market activity and risk are used and are generally categorized within Level 3 of the fair value hierarchy.

Futures, which are traded on an exchange, are valued at the last sales price on the securities exchange on which such securities are primarily traded or at the last sales price on the national securities market on each business day and are generally categorized within Level 1 of the fair value hierarchy.

The following is a summary of the inputs used as of June 30, 2017 in valuing the fund’s investments:

30

 

         

 

Level 1 -
Unadjusted
Quoted Prices

Level 2 – Other
Significant
Observable
Inputs

Level 3 -
Significant
Unobservable
Inputs

Total

Assets ($)

       

Investment in Securities:

Equity Securities-
Domestic
Common Stocks

2,314,234,728

-

-

2,314,234,728

Equity Securities-
Foreign
Common Stocks

17,029,446

-

-

17,029,446

Registered Investment Companies

50,212,531

-

-

50,212,531

U.S. Treasury

-

1,731,918

-

1,731,918

Liabilities ($)

       

Other Financial Instruments:

Futures††

(127,199)

-

-

(127,199)

 See Statement of Investments for additional detailed categorizations.

†† Amount shown represents unrealized (depreciation) at period end.

At June 30, 2017, there were no transfers between levels of the fair value hierarchy.

(b) Securities transactions and investment income: Securities transactions are recorded on a trade date basis. Realized gains and losses from securities transactions are recorded on the identified cost basis. Dividend income is recognized on the ex-dividend date and interest income, including, where applicable, accretion of discount and amortization of premium on investments, is recognized on the accrual basis.

Pursuant to a securities lending agreement with The Bank of New York Mellon, a subsidiary of BNY Mellon and an affiliate of Dreyfus, the fund may lend securities to qualified institutions. It is the fund’s policy that, at origination, all loans are secured by collateral of at least 102% of the value of U.S. securities loaned and 105% of the value of foreign securities loaned. Collateral equivalent to at least 100% of the market value of securities on loan is maintained at all times. Collateral is either in the form of cash, which can be invested in certain money market mutual funds managed by Dreyfus, or U.S. Government and Agency securities. The fund is entitled to receive all dividends, interest and distributions on securities loaned, in addition to income earned as a result of the lending transaction. Should a borrower fail to return the securities in a timely manner, The Bank of New York Mellon is required to replace the securities for the benefit of the fund or credit the fund with the market value of the unreturned securities and is subrogated to the fund’s rights against the borrower and the collateral. Additionally, the contractual maturity of

31

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

security lending transactions are on an overnight and continuous basis. During the period ended June 30, 2017, The Bank of New York Mellon earned $9,233 from lending portfolio securities, pursuant to the securities lending agreement.

(c) Affiliated issuers: Investments in other investment companies advised by Dreyfus are defined as “affiliated” under the Act. Investments in affiliated investment companies during the period ended June 30, 2017 were as follows:

           

Affiliated Investment Company

Value
12/31/2016 ($)

Purchases ($)

Sales ($)

Value 6/30/2017 ($)

Net
Assets (%)

Dreyfus Institutional Preferred Government Plus Money Market Fund

25,283,384

111,831,102

102,880,296

34,234,190

1.4

Dreyfus Institutional Preferred Money Market Fund, Hamilton Shares

9,945,073

115,588,123

109,554,855

15,978,341

.7

Total

35,228,457

227,419,225

212,435,151

50,212,531

2.1

(d) Dividends and distributions to shareholders: Dividends and distributions are recorded on the ex-dividend date. Dividends from investment income-net are normally declared and paid quarterly. Dividends from net realized capital gains, if any, are normally declared and paid annually, but the fund may make distributions on a more frequent basis to comply with the distribution requirements of the Internal Revenue Code of 1986, as amended (the “Code”). To the extent that net realized capital gains can be offset by capital loss carryovers, it is the policy of the fund not to distribute such gains. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

(e) Federal income taxes: It is the policy of the fund to continue to qualify as a regulated investment company, if such qualification is in the best interests of its shareholders, by complying with the applicable provisions of the Code, and to make distributions of taxable income sufficient to relieve it from substantially all federal income and excise taxes.

As of and during the period ended June 30, 2017, the fund did not have any liabilities for any uncertain tax positions. The fund recognizes interest and penalties, if any, related to uncertain tax positions as income tax

32

 

expense in the Statement of Operations. During the period ended June 30, 2017, the fund did not incur any interest or penalties.

Each tax year in the three-year period ended December 31, 2016 remains subject to examination by the Internal Revenue Service and state taxing authorities.

The tax character of distributions paid to shareholders during the fiscal year ended December 31, 2016 was as follows: ordinary income $42,944,377 and long-term capital gains $72,805,278. The tax character of current year distributions will be determined at the end of the current fiscal year.

NOTE 2—Bank Lines of Credit:

The fund participates with other Dreyfus-managed funds in an $810 million unsecured credit facility led by Citibank, N.A. and a $300 million unsecured credit facility provided by The Bank of New York Mellon (each, a “Facility”), each to be utilized primarily for temporary or emergency purposes, including the financing of redemptions. In connection therewith, the fund has agreed to pay its pro rata portion of commitment fees for each Facility. Interest is charged to the fund based on rates determined pursuant to the terms of the respective Facility at the time of borrowing. During the period ended June 30, 2017, the fund did not borrow under the Facilities.

NOTE 3—Management Fee, Index-Management Fee and Other Transactions with Affiliates:

(a) Pursuant to a management agreement (the “Agreement”) with Dreyfus, the management fee is computed at the annual rate of .245% of the value of the fund’s average daily net assets and is payable monthly.

Pursuant to an index-management agreement (the “Index Agreement”), Dreyfus has agreed to pay Mellon Capital a monthly index-management fee at the annual rate of .095% of the value of the fund’s average daily net assets. Pursuant to the Index Agreement, Mellon Capital pays the Custodian for its services to the fund.

(b) Under the Distribution Plan adopted pursuant to Rule 12b-1 under the Act, Service shares pay the Distributor for distributing its shares, for servicing and/or maintaining Service shares’ shareholder accounts and for advertising and marketing for Service shares. The Distribution Plan provides for payments to be made at an annual rate of .25% of the value of the Service shares’ average daily net assets. The Distributor may make payments to Participating Insurance Companies and to brokers and dealers acting as principal underwriter for their variable insurance products. The

33

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

fees payable under the Distribution Plan are payable without regard to actual expenses incurred. During the period ended June 30, 2017, Service shares were charged $251,163 pursuant to the Distribution Plan.

(c) Under the Shareholder Services Plan, Initial shares reimburse the Distributor at an amount not to exceed an annual rate of .25% of the value of its average daily net assets for certain allocated expenses with respect to servicing and/or maintaining Initial shares’ shareholder accounts. During the period ended June 30, 2017, Initial shares were charged $1,922 pursuant to the Shareholder Services Plan.

The fund has arrangements with the transfer agent and the custodian whereby the fund may receive earnings credits when positive cash balances are maintained, which are used to offset transfer agency and custody fees. For financial reporting purposes, the fund includes net earnings credits as an expense offset in the Statement of Operations.

The fund compensates Dreyfus Transfer, Inc., a wholly-owned subsidiary of Dreyfus, under a transfer agency agreement for providing transfer agency and cash management services for the fund. The majority of transfer agency fees are comprised of amounts paid on a per account basis, while cash management fees are related to fund subscriptions and redemptions. During the period ended June 30, 2017, the fund was charged $787 for transfer agency services and $68 for cash management services. These fees are included in Shareholder servicing costs in the Statement of Operations. Cash management fees were offset by earnings credits of $68.

During the period ended June 30, 2017, the fund was charged $5,598 for services performed by the Chief Compliance Officer and his staff.

The components of “Due to The Dreyfus Corporation and affiliates” in the Statement of Assets and Liabilities consist of: management fees $480,686, Distribution Plan fees $41,759, Shareholder Services Plan fees $1,000, Chief Compliance Officer fees $2,802 and transfer agency fees $276.

(d) Each Board member also serves as a Board member of other funds within the Dreyfus complex. Annual retainer fees and attendance fees are allocated to each fund based on net assets.

NOTE 4—Securities Transactions:

The aggregate amount of purchases and sales of investment securities, excluding short-term securities and futures, during the period ended June 30, 2017, amounted to $35,636,391 and $57,485,900, respectively.

34

 

Derivatives: A derivative is a financial instrument whose performance is derived from the performance of another asset. Each type of derivative instrument that was held by the fund during the period ended June 30, 2017 is discussed below.

Futures: In the normal course of pursuing its investment objective, the fund is exposed to market risk, including equity price risk, as a result of changes in value of underlying financial instruments. The fund invests in futures in order to manage its exposure to or protect against changes in the market. A futures contract represents a commitment for the future purchase or a sale of an asset at a specified date. Upon entering into such contracts, these investments require initial margin deposits with a counterparty, which consist of cash or cash equivalents. The amount of these deposits is determined by the exchange or Board of Trade on which the contract is traded and is subject to change. Accordingly, variation margin payments are received or made to reflect daily unrealized gains or losses which are recorded in the Statement of Operations. When the contracts are closed, the fund recognizes a realized gain or loss which is reflected in the Statement of Operations. There is minimal counterparty credit risk to the fund with futures since they are exchange traded, and the exchange guarantees the futures against default. Futures open at June 30, 2017 are set forth in the Statement of Futures.

The following summarizes the average market value of derivatives outstanding during the period ended June 30, 2017:

     

 

 

Average Market Value ($)

Equity futures

 

35,502,516

     

At June 30, 2017, accumulated net unrealized appreciation on investments was $1,428,925,518, consisting of $1,452,943,312 gross unrealized appreciation and $24,017,794 gross unrealized depreciation.

At June 30, 2017, the cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes (see the Statement of Investments).

NOTE 5—Pending Legal Matters:

The fund and many other entities have been named as defendants in numerous pending litigations as a result of their participation in the leveraged buyout transaction (“LBO”) of the Tribune Company (“Tribune”). The cases allege that Tribune took on billions of dollars of debt in the LBO to purchase its own stock from shareholders at $34 per share. The LBO was executed in a two-step transaction: shares were

35

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

repurchased by Tribune in a tender offer in June 2007 and then in a go-private merger in December 2007. In 2008, approximately one year after the LBO was concluded, Tribune filed for bankruptcy protection under Chapter 11. Thereafter, in approximately June 2011, certain Tribune creditors filed dozens of complaints in various courts throughout the country alleging that the payments made to shareholders in the LBO were “fraudulent conveyances” under state and/or federal law, and that the shareholders must return the payments they received for their shares to satisfy the plaintiffs’ unpaid claims. These cases were consolidated for coordinated pre-trial proceedings in a multi-district litigation in the United States District Court for the Southern District of New York titled In re Tribune Company Fraudulent Conveyance Litigation (S.D.N.Y. Nos. 11-md-2296 and 12-mc-2296 (RJS) (“Tribune MDL”)).

In addition, there was a case pending in United States Bankruptcy Court for the District of Delaware brought by the Unsecured Creditors Committee of the Tribune Company that has since been transferred to the Tribune MDL (formerly The Official Committee of Unsecured Creditors of Tribune Co. v. FitzSimons, et al., Bankr. D. Del. Adv. Pro. No. 10-54010 (KJC)) (“FitzSimons case”). The case was originally filed on November 1, 2010. In a Fourth Amended Complaint filed in November 2012, among other claims, the Creditors Committee sought recovery under the Bankruptcy Code for alleged “fraudulent conveyances” from more than 5,000 Tribune shareholders (“Shareholder Defendants”), including the fund, and a defendants’ class of all shareholders who tendered their Tribune stock in the LBO and received cash in exchange. There were 35 other counts in the Fourth Amended Complaint that did not relate to claims against Shareholder Defendants, but instead were brought against parties directly involved in approval or execution of the leveraged buyout. On January 10, 2013, pursuant to the Tribune bankruptcy plan, Mark S. Kirchner, as Litigation Trustee for the Tribune Litigation Trust, became the successor plaintiff to the Creditors Committee in this case. The case is now proceeding as: Mark S. Kirchner, as Litigation Trustee for the Tribune Litigation Trust v. FitzSimons, et al., S.D.N.Y. No. 12-cv-2652 (RJS). On August 1, 2013, the plaintiff filed a Fifth Amended Complaint with the Court. The Fifth Amended Complaint contains more detailed allegations regarding the steps Tribune took in consideration and execution of the LBO, but did not change the legal basis for the claim previously alleged against the Shareholder Defendants.

On November 6, 2012, a motion to dismiss was filed in the Tribune MDL that applied to most, but not all, of the cases in the Tribune MDL. On September 23, 2013 Judge Sullivan granted the motion to dismiss on standing grounds, after rejecting defendants’ preemption arguments. By

36

 

granting the motion, Judge Sullivan dismissed nearly 50 cases in the Tribune MDL. The fund was a defendant in at least one of the dismissed cases. The motion had no effect on the FitzSimons case, which had been stayed.

On September 30, 2013, plaintiffs appealed the motion to dismiss decision to the U.S. Court of Appeals for the Second Circuit. On October 28, 2013, certain defendants cross-appealed from Judge Sullivan’s decision, seeking review of the arguments that Judge Sullivan rejected in his decision. On March 29, 2016, the Second Circuit issued its decision on the appeal and cross-appeal. A panel of three judges unanimously affirmed the dismissal on the ground that the plaintiffs’ claims were preempted by section 546(e) of the Bankruptcy Code. On April 12, 2016, the plaintiffs/appellants filed a petition with the Second Circuit requesting rehearing of the appeal by the same panel of judges and/or rehearing en banc by all judges on the Second Circuit. On July 22, 2016, the Second Circuit denied both requests for rehearing. On September 9, 2016, Plaintiffs filed a petition for certiorari with the U.S. Supreme Court. A brief in opposition to the petition was filed on behalf of defendants on October 24, 2016. Plaintiffs filed a reply brief on November 4, 2016. As of July 24, 2017, the Supreme Court had not ruled on the petition.

In the FitzSimons case, a “global” motion to dismiss the fraudulent transfer claim asserted against the Shareholder Defendants, which applies equally to all Shareholder Defendants including the fund, was filed on May 23, 2014 and briefing was completed in July 2014. On January 9, 2017, Judge Sullivan entered an order granting the “global” motion and dismissing the claim against all the Shareholder Defendants. On February 2, 2017, the plaintiff filed a request to seek leave to appeal with the court. On February 23, 2017, the Court entered an order stating that it would permit the Plaintiff to make an interlocutory appeal of the dismissal of the claim, but only after the Court decided other pending motions to dismiss that do not involve the Shareholder Defendants. As of July 24, 2017, the Court had not decided those other motions.

At this stage in the proceedings, it is not possible to assess with any reasonable certainty the probable outcomes of the pending litigations. Consequently, at this time, management is unable to estimate the possible loss that may result.

37

 

INFORMATION ABOUT THE RENEWAL OF THE FUND'S MANAGEMENT AND INDEX MANAGEMENT AGREEMENTS (Unaudited)

At a meeting of the fund’s Board of Directors held on March 9-10, 2017, the Board considered the renewal of the fund’s Management Agreement, pursuant to which Dreyfus provides the fund with investment advisory and administrative services (the “Agreement”), and the Index Management Agreement (together, the “Agreements”), pursuant to which Mellon Capital Management Corporation (the “Index Manager”) provides day-to-day management of the fund’s investments. The Board members, none of whom are “interested persons” (as defined in the Investment Company Act of 1940, as amended) of the fund, were assisted in their review by independent legal counsel and met with counsel in executive session separate from representatives of Dreyfus and the Index Manager. In considering the renewal of the Agreements, the Board considered all factors that it believed to be relevant, including those discussed below. The Board did not identify any one factor as dispositive, and each Board member may have attributed different weights to the factors considered.

Analysis of Nature, Extent, and Quality of Services Provided to the Fund. The Board considered information provided to them at the meeting and in previous presentations from Dreyfus representatives regarding the nature, extent, and quality of the services provided to funds in the Dreyfus fund complex. Dreyfus provided the number of open accounts in the fund, the fund’s asset size and the allocation of fund assets among distribution channels. Dreyfus also had previously provided information regarding the diverse intermediary relationships and distribution channels of funds in the Dreyfus fund complex (such as retail direct or intermediary, in which intermediaries typically are paid by the fund and/or Dreyfus) and Dreyfus’ corresponding need for broad, deep, and diverse resources to be able to provide ongoing shareholder services to each intermediary or distribution channel, as applicable to the fund.

The Board also considered research support available to, and portfolio management capabilities of, the fund’s portfolio management personnel and that Dreyfus also provides oversight of day-to-day fund operations, including fund accounting and administration and assistance in meeting legal and regulatory requirements. The Board also considered Dreyfus’ extensive administrative, accounting and compliance infrastructures, as well as Dreyfus’ supervisory activities over the Index Manager. The Board also considered portfolio management’s brokerage policies and practices (including policies and practices regarding soft dollars) and the standards applied in seeking best execution.

Comparative Analysis of the Fund’s Performance and Management Fee and Expense Ratio. The Board reviewed reports prepared by Broadridge Financial Solutions, Inc. (“Broadridge”), an independent provider of investment company data, which included information comparing (1) the fund’s performance with the performance of a group of comparable funds (the “Performance Group”) and with a broader group of funds (the “Performance Universe”), all for various periods ended January 31, 2017, and (2) the fund’s actual and contractual management fees and total expenses with those of a group of comparable funds (the “Expense Group”) and with a broader group of funds (the

38

 

“Expense Universe”), the information for which was derived in part from fund financial statements available to Broadridge as of the date of its analysis. Dreyfus previously had furnished the Board with a description of the methodology Broadridge used to select the Performance Group and Performance Universe and the Expense Group and Expense Universe.

Dreyfus representatives stated that the usefulness of performance comparisons may be affected by a number of factors, including different investment limitations that may be applicable to the fund and comparison funds. The Board discussed with representatives of Dreyfus, its affiliates and/or the Index Manager the results of the comparisons and considered that the fund’s total return performance was above the Performance Group and Performance Universe medians for all periods. Dreyfus also provided a comparison of the fund’s calendar year total returns to the returns of the fund’s benchmark index.

The Board also reviewed the range of actual and contractual management fees and total expenses of the Expense Group and Expense Universe funds and discussed the results of the comparisons. The Board considered that the fund’s contractual management fee was below the Expense Group median, the fund’s actual management fee was approximately at the Expense Group median and above the Expense Universe median and the fund’s total expenses were below the Expense Group and Expense Universe medians.

Dreyfus representatives reviewed with the Board the management or investment advisory fees (1) paid by funds advised or administered by Dreyfus that are in the same Broadridge category as the fund and (2) paid to Dreyfus or the Index Manager or its affiliates for advising any separate accounts and/or other types of client portfolios that are considered to have similar investment strategies and policies as the fund (the “Similar Clients”), and explained the nature of the Similar Clients. They discussed differences in fees paid and the relationship of the fees paid in light of any differences in the services provided and other relevant factors. The Board considered the relevance of the fee information provided for the Similar Clients to evaluate the appropriateness of the fund’s management fee.

The Board considered the fee to the Index Manager in relation to the fee paid to Dreyfus by the fund and the respective services provided by the Index Manager and Dreyfus. The Board also took into consideration that the Index Manager’s fee is paid by Dreyfus (out of its fee from the fund) and not the fund.

Analysis of Profitability and Economies of Scale. Dreyfus representatives reviewed the expenses allocated and profit received by Dreyfus and its affiliates and the resulting profitability percentage for managing the fund and the aggregate profitability percentage to Dreyfus and its affiliates for managing the funds in the Dreyfus fund complex, and the method used to determine the expenses and profit. The Board concluded that the profitability results were not unreasonable, given the services rendered and service levels provided by Dreyfus. The Board also had been provided with information prepared by an independent consulting firm regarding Dreyfus’ approach to allocating costs to, and determining the profitability of, individual funds and the entire Dreyfus fund complex.

39

 

INFORMATION ABOUT THE RENEWAL OF THE FUND'S MANAGEMENT AND INDEX MANAGEMENT AGREEMENTS (Unaudited) (continued)

The consulting firm also had analyzed where any economies of scale might emerge in connection with the management of a fund.

The Board considered on the advice of its counsel the profitability analysis (1) as part of its evaluation of whether the fees under the Agreements, considered in relation to the mix of services provided by Dreyfus and the Index Manager, including the nature, extent and quality of such services, supported the renewal of the Agreements and (2) in light of the relevant circumstances for the fund and the extent to which economies of scale would be realized if the fund grows and whether fee levels reflect these economies of scale for the benefit of fund shareholders. Since Dreyfus, and not the fund, pays the Index Manager pursuant to the Index Management Agreement, the Board did not consider the Index Manager’s profitability to be relevant to its deliberations. Dreyfus representatives also stated that, as a result of shared and allocated costs among funds in the Dreyfus fund complex, the extent of economies of scale could depend substantially on the level of assets in the complex as a whole, so that increases and decreases in complex-wide assets can affect potential economies of scale in a manner that is disproportionate to, or even in the opposite direction from, changes in the fund’s asset level. The Board also considered potential benefits to Dreyfus and the Index Manager from acting as investment adviser and index manager, respectively, and took into consideration the soft dollar arrangements in effect for trading the fund’s investments.

At the conclusion of these discussions, the Board agreed that it had been furnished with sufficient information to make an informed business decision with respect to the renewal of the Agreements. Based on the discussions and considerations as described above, the Board concluded and determined as follows.

· The Board concluded that the nature, extent and quality of the services provided by Dreyfus and the Index Manager are adequate and appropriate.

· The Board was satisfied with the fund’s performance.

· The Board concluded that the fees paid to Dreyfus and the Index Manager supported the renewal of the Agreements in light of the considerations described above.

· The Board determined that the economies of scale which may accrue to Dreyfus and its affiliates in connection with the management of the fund had been adequately considered by Dreyfus in connection with the fee rate charged to the fund pursuant to the Agreement and that, to the extent in the future it were determined that material economies of scale had not been shared with the fund, the Board would seek to have those economies of scale shared with the fund.

In evaluating the Agreements, the Board considered these conclusions and determinations and also relied on its previous knowledge, gained through meetings and other interactions with Dreyfus and its affiliates and the Index Manager, of Dreyfus and the Index Manager and the services provided to the fund by Dreyfus and the Index Manager. The Board also relied on information received on a routine and regular basis

40

 

throughout the year relating to the operations of the fund and the investment management and other services provided under the Agreements, including information on the investment performance of the fund in comparison to similar mutual funds and benchmark performance indices; general market outlook as applicable to the fund; and compliance reports. In addition, the Board’s consideration of the contractual fee arrangements for this fund had the benefit of a number of years of reviews of the Agreements for the fund, or substantially similar agreements for other Dreyfus funds that the Board oversees, during which lengthy discussions took place between the Board and Dreyfus representatives. Certain aspects of the arrangements may receive greater scrutiny in some years than in others, and the Board’s conclusions may be based, in part, on their consideration of the fund’s arrangements, or substantially similar arrangements for other Dreyfus funds that the Board oversees, in prior years. The Board determined to renew the Agreements.

41

 

For More Information

Dreyfus Stock Index Fund, Inc.

200 Park Avenue
New York, NY 10166

Manager

The Dreyfus Corporation
200 Park Avenue
New York, NY 10166

Index Fund Manager

Mellon Capital Management Corporation
500 Grant Street
Pittsburgh, PA 15258

Custodian

The Bank of New York Mellon
225 Liberty Street
New York, NY 10286

Transfer Agent &
Dividend Disbursing Agent

Dreyfus Transfer, Inc.
200 Park Avenue
New York, NY 10166

Distributor

MBSC Securities Corporation
200 Park Avenue
New York, NY 10166


Telephone 1-800-258-4260 or 1-800-258-4261

Mail The Dreyfus Family of Funds, 144 Glenn Curtiss Boulevard, Uniondale, NY 11556-0144 Attn: Institutional Services Department

E-mail Send your request to info@dreyfus.com

Internet Information can be viewed online or downloaded at www.dreyfus.com

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-Q. The fund’s Forms N-Q are available on the SEC’s website at http://www.sec.gov and may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.

A description of the policies and procedures that the fund uses to determine how to vote proxies relating to portfolio securities, and information regarding how the fund voted these proxies for the most recent 12-month period ended June 30 is available at http://www.dreyfus.com and on the SEC’s website at http://www.sec.gov. The description of the policies and procedures is also available without charge, upon request, by calling 1-800-DREYFUS.

   

© 2017 MBSC Securities Corporation
0763SA0617

 


 

Item 2.       Code of Ethics.

                  Not applicable.

Item 3.       Audit Committee Financial Expert.

                  Not applicable.

Item 4.       Principal Accountant Fees and Services.

                  Not applicable.

Item 5.       Audit Committee of Listed Registrants.

                  Not applicable.

Item 6.       Investments.

(a)              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.

                  There have been no material changes to the procedures applicable to Item 10.

Item 11.     Controls and Procedures.

(a)        The Registrant's principal executive and principal financial officers have concluded, based on their evaluation of the Registrant's disclosure controls and procedures as of a date within 90 days of the filing date of this report, that the Registrant's disclosure controls and procedures are reasonably designed to ensure that information required to be disclosed by the Registrant on Form N-CSR is recorded, processed, summarized and reported within the required time periods and that information required to be disclosed by the Registrant in the reports that it files or submits on Form N-CSR is accumulated and communicated to the Registrant's management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure.

(b)        There were no changes to the Registrant's internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Registrant's internal control over financial reporting.


 

Item 12.     Exhibits.

(a)(1)   Not applicable.

(a)(2)   Certifications of principal executive and principal financial officers as required by Rule 30a-2(a) under the Investment Company Act of 1940.

(a)(3)   Not applicable.

(b)        Certification of principal executive and principal financial officers as required by Rule 30a-2(b) under the Investment Company Act of 1940.

 


 

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.

Dreyfus Stock Index Fund, Inc.

By:       /s/ Bradley J. Skapyak

            Bradley J. Skapyak

            President

 

Date:    August 16, 2017

 

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this Report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

 

By:       /s/ Bradley J. Skapyak

            Bradley J. Skapyak

            President

 

Date:    August 16, 2017

 

 

By:       /s/ James Windels

            James Windels

            Treasurer

 

Date:    August 16, 2017

 

 

 


 

EXHIBIT INDEX

(a)(2)   Certifications of principal executive and principal financial officers as required by Rule 30a-2(a) under the Investment Company Act of 1940.  (EX-99.CERT)

(b)        Certification of principal executive and principal financial officers as required by Rule 30a-2(b) under the Investment Company Act of 1940.  (EX-99.906CERT)